Item 8. Financial Statements and Supplementary Data
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
PAGE
Management’s Report on Internal Control over Financial Reporting
55
Reports of Independent Registered Public Accounting Firm (PCAOB ID Number 00042)
56
Consolidated Financial Statements:
Consolidated Balance Sheets at September 30, 2023 and 2022
59
Consolidated Statements of Operations for the Years Ended September 30, 2023 , 2022 and 2021
60
Consolidated Statements of Comprehensive Income (Loss) for the Years Ended September 30, 2023 , 2022 and 2021
61
Consolidated Statements of Shareholders’ Equity for the Years Ended September 30, 2023 , 2022 and 2021
62
Consolidated Statements of Cash Flows for the Years Ended September 30, 2023 , 2022 and 2021
63
Notes to Consolidated Financial Statements
65
2023 FORM 10-K | 54
Table of Contents
Management’s Report on Internal Control over Financial Reporting
Management of Helmerich & Payne, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a‑15(f) or 15d‑15(f) under the Securities Exchange Act of 1934. Our internal control over financial reporting was designed under the supervision of the Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America, and includes those policies and procedures that:
(i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and the Board of Directors; and
(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
Management assessed the effectiveness of the Company’s internal control over financial reporting as of September 30, 2023. In making this assessment, management used the criteria established in the Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under the criteria in Internal Control-Integrated Framework (2013) , management has concluded that the Company maintained effective internal control over financial reporting as of September 30, 2023.
Ernst & Young LLP , an independent registered public accounting firm, has issued an attestation report on the effectiveness of the Company’s internal control over financial reporting as of September 30, 2023, as stated in their report which appears herein.
Helmerich & Payne, Inc.
by
/s/ John W. Lindsay /s/ Mark W. Smith
John W. Lindsay
Director, President and Chief Executive Officer Mark W. Smith
Senior Vice President and Chief Financial Officer
November 8, 2023 November 8, 2023
2023 FORM 10-K | 55
Table of Contents
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders of Helmerich & Payne, Inc.
Opinion on Internal Control over Financial Reporting
We have audited Helmerich & Payne, Inc.’s internal control over financial reporting as of September 30, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Helmerich & Payne, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of September 30, 2023, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of September 30, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), shareholders’ equity and cash flows for each of the three years in the period ended September 30, 2023, and the related notes and our report dated November 8, 2023 expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Tulsa, Oklahoma
November 8, 2023
2023 FORM 10-K | 56
Table of Contents
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders of Helmerich & Payne, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Helmerich & Payne, Inc. (the Company) as of September 30, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), shareholders' equity and cash flows for each of the three years in the period ended September 30, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at September 30, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended September 30, 2023, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of September 30, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated November 8, 2023 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Self-Insurance Accruals
Description of the Matter
The Company's self-insurance liability for workers’ compensation and other casualty claims was $77.3 million at September 30, 2023. As described in Note 2 to the consolidated financial statements, this liability is based on a third-party actuarial analysis, which includes an estimate for incurred but not reported claims. The actuarial analysis considers a variety of factors, including third-party adjusters’ estimates, historic experience, and statistical methods commonly used within the insurance industry.
Auditing the Company's reserve for self-insured risks for worker’s compensation and other casualty claims is complex and required us to use our actuarial specialists due to the significant measurement uncertainty associated with the estimate, management’s application of significant judgment, and the use of various actuarial methods.
2023 FORM 10-K | 57
Table of Contents
How We Addressed the Matter in Our Audit
We evaluated the design and tested the operating effectiveness of the Company’s controls over the workers’ compensation and other casualty claims accrual process, including management’s review controls over the significant assumptions used in the calculation and the completeness and accuracy of the data underlying the reserve.
To test the self-insurance liability for worker’s compensation and other casualty claims, we performed audit procedures that included, among others, testing the completeness and accuracy of the underlying claims data provided to management’s actuary and obtaining legal confirmation letters to evaluate the reserves recorded on significant litigated matters. Additionally, we involved our actuarial specialists to assist in our evaluation of the methodologies applied by management’s actuary in establishing the actuarially determined reserve. We compared the Company’s estimates to ranges of estimates independently developed by our actuarial specialists.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 1994.
Tulsa, Oklahoma
November 8, 2023
2023 FORM 10-K | 58
Table of Contents
HELMERICH & PAYNE, INC.
CONSOLIDATED BALANCE SHEETS
September 30,
(in thousands except share data and per share amounts) 2023 2022
ASSETS
Current Assets:
Cash and cash equivalents $ 257,174 $ 232,131
Restricted cash 59,064 36,246
Short-term investments 93,600 117,101
Accounts receivable, net of allowance of $ 2,688 and $ 2,975 , respectively
404,188 458,713
Inventories of materials and supplies, net 94,227 87,957
Prepaid expenses and other, net 97,727 66,463
Assets held-for-sale 645 4,333
Total current assets 1,006,625 1,002,944
Investments 264,947 218,981
Property, plant and equipment, net 2,921,695 2,960,809
Other Noncurrent Assets:
Goodwill 45,653 45,653
Intangible assets, net 60,575 67,154
Operating lease right-of-use assets 50,400 39,064
Other assets, net 32,061 20,926
Total other noncurrent assets 188,689 172,797
Total assets $ 4,381,956 $ 4,355,531
LIABILITIES & SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 130,852 $ 126,966
Dividends payable 25,194 26,693
Accrued liabilities 262,885 241,151
Total current liabilities 418,931 394,810
Noncurrent Liabilities:
Long-term debt, net 545,144 542,610
Deferred income taxes 517,809 537,712
Other 128,129 114,927
Total noncurrent liabilities 1,191,082 1,195,249
Commitments and Contingencies (Note 15)
Shareholders' Equity:
Common stock, $ 0.10 par value, 160,000,000 shares authorized, 112,222,865 shares issued as of September 30, 2023 and 2022, and 99,426,526 and 105,293,662 shares outstanding as of September 30, 2023 and 2022, respectively
11,222 11,222
Preferred stock, no par value, 1,000,000 shares authorized, no shares issued
— —
Additional paid-in capital 525,369 528,278
Retained earnings 2,707,715 2,473,572
Accumulated other comprehensive loss ( 7,981 ) ( 12,072 )
Treasury stock, at cost, 12,796,339 shares and 6,929,203 shares as of September 30, 2023 and 2022, respectively
( 464,382 ) ( 235,528 )
Total shareholders’ equity 2,771,943 2,765,472
Total liabilities and shareholders' equity $ 4,381,956 $ 4,355,531
The accompanying notes are an integral part of these consolidated financial statements.
2023 FORM 10-K | 59
Table of Contents
HELMERICH & PAYNE, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Year Ended September 30,
(in thousands, except per share amounts) 2023 2022 2021
OPERATING REVENUES
Drilling services $ 2,862,677 $ 2,049,841 $ 1,210,800
Other 9,744 9,103 7,768
2,872,421 2,058,944 1,218,568
OPERATING COSTS AND EXPENSES
Drilling services operating expenses, excluding depreciation and amortization 1,715,098 1,426,589 952,600
Other operating expenses 4,477 4,638 5,138
Depreciation and amortization 382,314 403,170 419,726
Research and development 30,046 26,563 21,724
Selling, general and administrative 206,657 182,366 172,195
Asset impairment charges 12,097 4,363 70,850
Restructuring charges — 838 5,926
Gain on reimbursement of drilling equipment ( 48,173 ) ( 29,443 ) ( 12,322 )
Other (gain) loss on sale of assets 8,016 ( 5,432 ) 11,280
2,310,532 2,013,652 1,647,117
OPERATING INCOME (LOSS) 561,889 45,292 ( 428,549 )
Other income (expense)
Interest and dividend income 28,393 18,090 10,254
Interest expense ( 17,283 ) ( 19,203 ) ( 23,955 )
Gain on investment securities 11,299 57,937 6,727
Loss on extinguishment of debt — ( 60,083 ) —
Other 9,081 ( 10,714 ) 5,652
31,490 ( 13,973 ) ( 1,322 )
Income (loss) before income taxes 593,379 31,319 ( 429,871 )
Income tax expense (benefit) 159,279 24,366 ( 103,721 )
NET INCOME (LOSS) $ 434,100 $ 6,953 $ ( 326,150 )
Basic earnings (loss) per common share $ 4.18 $ 0.05 $ ( 3.04 )
Diluted earnings (loss) per common share $ 4.16 $ 0.05 $ ( 3.04 )
Weighted average shares outstanding:
Basic 102,447 105,891 107,818
Diluted 102,852 106,555 107,818
The accompanying notes are an integral part of these consolidated financial statements.
2023 FORM 10-K | 60
Table of Contents
HELMERICH & PAYNE, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Year ended September 30,
(in thousands) 2023 2022 2021
Net income (loss) $ 434,100 $ 6,953 $ ( 326,150 )
Other comprehensive income, net of income taxes:
Net change related to employee benefit plans, net of income taxes of $ 1.2 million, $ 2.3 million, and $ 1.8 million at September 30, 2023, 2022, and 2021, respectively.
4,091 8,172 5,944
Other comprehensive income 4,091 8,172 5,944
Comprehensive income (loss) $ 438,191 $ 15,125 $ ( 320,206 )
The accompanying notes are an integral part of these consolidated financial statements.
2023 FORM 10-K | 61
Table of Contents
HELMERICH & PAYNE, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
Common Stock Additional
Paid-In
Capital Retained Earnings Accumulated
Other
Comprehensive
Income (Loss) Treasury Stock
(in thousands, except per share amounts) Shares Amount Shares Amount Total
Balance at September 30, 2020
112,151 $ 11,215 $ 521,628 $ 3,010,012 $ ( 26,188 ) 4,663 $ ( 198,153 ) $ 3,318,514
Comprehensive income (loss):
Net loss — — — ( 326,150 ) — — — ( 326,150 )
Other comprehensive income — — — — 5,944 — — 5,944
Dividends declared ($ 1.00 per share)
— — — ( 109,236 ) — — — ( 109,236 )
Vesting of restricted stock awards, net of shares withheld for employee taxes 71 7 ( 18,683 ) — — ( 339 ) 16,515 ( 2,161 )
Stock-based compensation — — 27,858 — — — — 27,858
Cumulative effect adjustment for adoption of ASU No. 2016-13 — — — ( 1,251 ) — — — ( 1,251 )
Other — — ( 900 ) — — — — ( 900 )
Balance at September 30, 2021
112,222 $ 11,222 $ 529,903 $ 2,573,375 $ ( 20,244 ) 4,324 $ ( 181,638 ) $ 2,912,618
Comprehensive income:
Net income — — — 6,953 — — — 6,953
Other comprehensive income — — — — 8,172 — — 8,172
Dividends declared ($ 1.00 per share)
— — — ( 106,756 ) — — — ( 106,756 )
Vesting of restricted stock awards, net of shares withheld for employee taxes — — ( 28,608 ) — — ( 550 ) 23,109 ( 5,499 )
Stock-based compensation — — 28,032 — — — — 28,032
Share repurchases — — — — — 3,155 ( 76,999 ) ( 76,999 )
Other — — ( 1,049 ) — — — — ( 1,049 )
Balance at September 30, 2022
112,222 $ 11,222 $ 528,278 $ 2,473,572 $ ( 12,072 ) 6,929 $ ( 235,528 ) $ 2,765,472
Comprehensive income:
Net income — — — 434,100 — — — 434,100
Other comprehensive income — — — — 4,091 — — 4,091
Dividends declared ($ 1.00 base per share, $ 0.940 supplemental per share)
— — — ( 199,957 ) — — — ( 199,957 )
Vesting of restricted stock awards, net of shares withheld for employee taxes — — ( 34,545 ) — — ( 678 ) 20,135 ( 14,410 )
Stock-based compensation — — 32,456 — — — — 32,456
Share repurchases — — — — — 6,545 ( 248,989 ) ( 248,989 )
Other — — ( 820 ) — — — — ( 820 )
Balance at September 30, 2023
112,222 $ 11,222 $ 525,369 $ 2,707,715 $ ( 7,981 ) 12,796 $ ( 464,382 ) $ 2,771,943
The accompanying notes are an integral part of these consolidated financial statements.
2023 FORM 10-K | 62
Table of Contents
HELMERICH & PAYNE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year Ended September 30,
(in thousands) 2023 2022 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) 434,100 6,953 ( 326,150 )
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization 382,314 403,170 419,726
Asset impairment charges 12,097 4,363 70,850
Amortization of debt discount and debt issuance costs 1,079 1,200 1,423
Loss on extinguishment of debt — 60,083 —
Stock-based compensation 32,456 28,032 27,858
Gain on investment securities ( 11,299 ) ( 57,937 ) ( 6,727 )
Gain on reimbursement of drilling equipment ( 48,173 ) ( 29,443 ) ( 12,322 )
Other (gain) loss on sale of assets 8,016 ( 5,432 ) 11,280
Deferred income tax benefit ( 20,400 ) ( 28,488 ) ( 89,752 )
Other 8,979 7,140 2,640
Change in assets and liabilities:
Accounts receivable 56,281 ( 235,562 ) ( 28,416 )
Inventories of materials and supplies ( 7,826 ) ( 5,228 ) 19,847
Prepaid expenses and other ( 1,803 ) 6,224 ( 21,400 )
Other noncurrent assets ( 11,135 ) 2,581 2,772
Accounts payable 4,237 53,242 31,027
Accrued liabilities ( 10,139 ) 45,069 33,957
Deferred income tax liability ( 692 ) 447 1,101
Other noncurrent liabilities 5,590 ( 22,501 ) ( 1,274 )
Net cash provided by operating activities 833,682 233,913 136,440
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ( 395,460 ) ( 250,894 ) ( 82,148 )
Other capital expenditures related to assets held-for-sale — ( 21,645 ) —
Purchase of short-term investments ( 180,993 ) ( 165,109 ) ( 315,078 )
Purchase of long-term investments ( 20,748 ) ( 51,241 ) ( 102,523 )
Proceeds from sale of short-term investments 195,311 244,728 207,716
Proceeds from sale of long-term investments — 22,042 —
Proceeds from asset sales 70,085 62,304 43,515
Insurance proceeds from involuntary conversion 9,221 — —
Advance payment for sale of property, plant and equipment — — 86,524
Other — ( 7,500 ) —
Net cash used in investing activities ( 322,584 ) ( 167,315 ) ( 161,994 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid ( 201,456 ) ( 107,395 ) ( 109,130 )
Proceeds from debt issuance — — 548,719
Debt issuance costs — — ( 3,935 )
Payments for employee taxes on net settlement of equity awards ( 14,410 ) ( 5,505 ) ( 2,162 )
Payment of contingent consideration from acquisition of business ( 250 ) ( 250 ) ( 7,250 )
Payments for early extinguishment of long-term debt — ( 487,148 ) —
Make-whole premium payment — ( 56,421 ) —
Share repurchases ( 247,213 ) ( 76,999 ) —
Other ( 540 ) ( 587 ) ( 719 )
Net cash provided by (used in) financing activities ( 463,869 ) ( 734,305 ) 425,523
Net increase (decrease) in cash and cash equivalents and restricted cash 47,229 ( 667,707 ) 399,969
Cash and cash equivalents and restricted cash, beginning of period 269,009 936,716 536,747
Cash and cash equivalents and restricted cash, end of period $ 316,238 $ 269,009 $ 936,716
The accompanying notes are an integral part of these consolidated financial statements.
2023 FORM 10-K | 63
Table of Contents
HELMERICH & PAYNE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
Year Ended September 30,
(in thousands) 2023 2022 2021
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid (received) during the period:
Interest paid $ 17,099 $ 18,909 $ 26,706
Income tax paid 199,139 17,731 1,456
Income tax received ( 26,809 ) ( 62 ) ( 33,918 )
Cash paid for amounts included in the measurement of lease liabilities:
Payments for operating leases 12,441 11,233 17,266
Non-cash operating and investing activities:
Changes in accounts payable and accrued liabilities related to purchases of property, plant and equipment ( 2,554 ) ( 2,425 ) ( 1,526 )
Changes in accounts receivable, property, plant and equipment and other noncurrent assets related to the sale of equipment — — 9,290
Cumulative effect adjustment for adoption of ASU No. 2016-13 — — ( 1,251 )
The accompanying notes are an integral part of these consolidated financial statements.
2023 FORM 10-K | 64
Table of Contents
HELMERICH & PAYNE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 NATURE OF OPERATIONS
Helmerich & Payne, Inc. (“H&P,” which, together with its subsidiaries, is identified as the “Company,” “we,” “us,” or “our,” except where stated or the context requires otherwise) through its operating subsidiaries provides performance-driven drilling solutions and technologies that are intended to make hydrocarbon recovery safer and more economical for oil and gas exploration and production companies.
Our drilling services operations are organized into the following reportable operating business segments: North America Solutions, Offshore Gulf of Mexico and International Solutions. Our real estate operations, our incubator program for new research and development projects and our wholly-owned captive insurance companies are included in "Other." Refer to Note 16—Business Segments and Geographic Information for further details on our reportable segments.
Our North America Solutions operations are primarily located in Texas, but also traditionally operate in other states, depending on demand. Such states include: Colorado, Louisiana, New Mexico, North Dakota, Ohio, Oklahoma, Pennsylvania, Utah, West Virginia and Wyoming. Additionally, Offshore Gulf of Mexico operations are conducted in Louisiana and in U.S. federal waters in the Gulf of Mexico and our International Solutions operations have rigs and/or services primarily located in five international locations: Argentina, Bahrain, Colombia, the United Arab Emirates, and Australia. Our operations in Australia commenced in the fourth fiscal quarter of 2023.
We also own and operate a limited number of commercial real estate properties located in Tulsa, Oklahoma. Our real estate investments include a shopping center and undeveloped real estate.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, RELATED RISKS AND UNCERTAINTIES
Basis of Presentation
The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
Prior to the fiscal year ended September 30, 2023, Income from discontinued operations was presented as a separate line item on our Consolidated Statements of Operations. To conform with the current fiscal year presentation, we reclassified amounts previously presented in Income from discontinued operations, which were not material, to Other within Other income (expense) on our Consolidated Statements of Operations for the years ended September 30, 2022 and September 30, 2021.
Principles of Consolidation
The Consolidated Financial Statements include the accounts of H&P and its domestic and foreign subsidiaries. Consolidation of a subsidiary begins when the Company gains control over the subsidiary and ceases when the Company loses control of the subsidiary. Specifically, income, expenses and other comprehensive income or loss of a subsidiary acquired or disposed of during the fiscal year are included in the Consolidated Statements of Operations and Comprehensive Income from the date the Company gains control until the date when the Company ceases to control the subsidiary. All intercompany accounts and transactions have been eliminated upon consolidation.
Foreign Currencies
Our functional currency, together with all our foreign subsidiaries, is the U.S. dollar. Monetary assets and liabilities denominated in currencies other than the U.S. dollar are translated at exchange rates in effect at the end of the period, and the resulting gains and losses are recorded on our Consolidated Statements of Operations. Aggregate foreign currency losses of $ 6.4 million, $ 5.9 million and $ 5.3 million in fiscal years 2023, 2022 and 2021, respectively, are included in drilling services operating expenses.
Use of Estimates
The preparation of our financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
2023 FORM 10-K | 65
Table of Contents
Cash, Cash Equivalents, and Restricted Cash
Cash and cash equivalents include cash on hand, demand deposits with banks and all highly liquid investments with original maturities of three months or less. Our cash, cash equivalents and short-term investments are subject to potential credit risk, and certain of our cash accounts carry balances greater than the federally insured limits.
We had restricted cash of $ 59.1 million and $ 36.9 million at September 30, 2023 and 2022, respectively. Of the total at September 30, 2023 and 2022, $ 0.7 million and $ 1.1 million, respectively, is related to the acquisition of drilling technology companies, and $ 58.4 million and $ 35.8 million, respectively, represents an amount management has elected to restrict for the purpose of potential insurance claims in our wholly-owned captive insurance companies. The restricted amounts are primarily invested in short-term money market securities.
Cash, cash equivalents, and restricted cash are reflected on the Consolidated Balance Sheets as follows:
September 30,
(in thousands) 2023 2022 2021
Cash and cash equivalents $ 257,174 $ 232,131 $ 917,534
Restricted cash 59,064 36,246 18,350
Restricted cash - long-term:
Other assets, net — 632 832
Total cash, cash equivalents, and restricted cash $ 316,238 $ 269,009 $ 936,716
Accounts Receivable
Accounts receivable represents valid claims against our customers for our services rendered, net of allowances for credit losses. We perform credit evaluations of customers and do not typically require collateral in support for trade receivables. We provide an allowance for credit losses, when necessary, to cover estimated credit losses. Outstanding customer receivables are reviewed regularly for possible nonpayment indicators. We estimate expected credit losses over the life of our financial assets, which primarily consist of our accounts receivable. We evaluate our customers’ financial strength and liquidity based on aging of accounts receivable, payment history, and other relevant information, including ratings agency, credit ratings and alerts, and publicly available reports.
Inventories of Materials and Supplies
Inventories are primarily replacement parts and supplies held for consumption in our drilling operations. Inventories are valued at the lower of cost or net realizable value. Cost is determined on a weighted average basis and includes the cost of materials, shipping, duties and labor. Net realizable value is defined as the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The reserves for excess and obsolete inventory were $ 22.4 million and $ 28.0 million for fiscal years 2023 and 2022, respectively.
Investments
We maintain strategic investments in equity and debt securities of certain publicly traded and private companies together with short-term investments to manage liquidity in U.S. government, federal agency and corporate debt securities. We recognize our equity securities that have readily determinable fair values at fair value, with changes in such values reflected in net income. Our equity securities without readily determinable fair values are measured at cost, less any impairments and marked to fair value once observable changes in identical or similar investments from the same issuer occur. Debt securities classified as available-for-sale are reported at fair value and subject to impairment testing. Other than impairment losses, unrealized gains/losses are recognized, net of the related tax effect, in other comprehensive income. Upon sale, realized gains/losses are reported in net income.
Related Party Transactions
In October 2022, we made a $ 14.1 million equity investment, representing 106.0 million common shares in Tamboran Resources Limited, a publicly traded company on the Australian Securities Exchange Ltd under the ticker "TBN." Tamboran is focused on playing a constructive role in the global energy transition towards a lower carbon future, by developing a significantly low CO 2 gas resource within Australia's Beetaloo Sub-basin. Refer to Note 12—Fair Value Measurement of Financial Instruments for additional information related to our investment.
2023 FORM 10-K | 66
Table of Contents
Concurrent with the investment agreement, we entered into a fixed-term drilling services agreement with the same investee. During the fourth fiscal quarter of 2023, drilling services commenced. As of September 30, 2023, we recorded $ 2.8 million in receivables, $ 8.0 million in other assets, and $ 6.6 million as a contract liability on our Consolidated Balance Sheets and $ 3.4 million in revenue on our Consolidated Statement of Operations during the fiscal year ended September 30, 2023 related to the drilling services agreement with Tamboran. We expect to earn $ 37.0 million in revenue over the term of the contract, and, as such, this amount is included within our contract backlog as of September 30, 2023.
Property, Plant, and Equipment
Property, plant and equipment are carried at cost less accumulated depreciation. Substantially all property, plant and equipment are depreciated using the straight-line method based on the estimated useful lives of the assets after deducting their salvage values. The amount of depreciation expense we record is dependent upon certain assumptions, including an asset’s estimated useful life, rate of consumption, and corresponding salvage value. We periodically review these assumptions and may change one or more of these assumptions. Changes in our assumptions may require us to recognize, on a prospective basis, increased or decreased depreciation expense.
We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Changes that could prompt such an assessment include a significant decline in revenue or cash margin per day, extended periods of low rig asset group utilization, changes in market demand for a specific asset, obsolescence, restructuring of our drilling fleet, and/or overall general market conditions. If the review of the long-lived assets indicates that the carrying value of these assets/asset groups is more than the estimated undiscounted future cash flows projected to be realized from the use of the asset and its eventual disposal an impairment charge is recognized, as required, to adjust the carrying value down to the estimated fair value of the asset. The estimated fair value is determined based upon either an income approach using estimated discounted future cash flows, a market approach considering factors such as recent market sales of rigs of other companies and our own sales of rigs, appraisals and other factors, a cost approach utilizing reproduction costs new as adjusted for the asset age and condition, and/or a combination of multiple approaches.
Cash flows are estimated by management considering factors such as prospective market demand, margins, recent changes in rig technology and its effect on each rig’s marketability, any investment required to make a rig operational, suitability of rig size and make up to existing platforms, and competitive dynamics including industry utilization. Long-lived assets that are held for sale are recorded at the lower of carrying value or the fair value less costs to sell.
Goodwill and Intangible Assets
Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed in a business combinat ion, at the date of acquisition. Goodwill is not amortized, but is tested for potential impairment at the reporting unit level at a minimum on an annual basis in the fourth fiscal quarter of each fiscal year or when it is more likely than not that the carrying value may exceed fair value. If an impairment is determined to exist, an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value is recognized, limited to the total amount of goodwill allocated to that reporting unit. The reporting unit level is defined as an operating segment or one level below an operating segment.
Finite-lived intangible assets are amortized using the straight-line method over the period in which these assets contribute to our cash flows, generally estimated to be 5 to 20 years, and are evaluated for impairment in accordance with our policies for valuation of long-lived assets.
Drilling Revenues
Drilling services revenues are primarily comprised of daywork drilling contracts for which the related revenues and expenses are recognized as services are performed and collection is reasonably assured. For certain contracts, we receive payments contractually designated for the mobilization of rigs and other drilling equipment. Revenues associated with mobilization and demobilization and direct costs incurred for the mobilization, are deferred and recognized on a straight-line basis as the drilling service is provided. Costs incurred to relocate rigs and other drilling equipment to areas in which a contract has not been secured are expensed as incurred. Reimbursements received for out-of-pocket expenses are recorded as both revenues and direct costs. Reimbursements for fiscal years 2023, 2022 and 2021 were $ 345.5 million, $ 263.1 million and $ 148.0 million, respectively. For fixed-term contracts that are terminated by customers prior to the expirations, contractual provisions customarily require early termination amounts to be paid to us. Revenues from early terminated contracts are recognized when all contractual requirements have been met. Early termination revenue for fiscal years 2023, 2022 and 2021 was approximately $ 2.3 million, $ 0.7 million and $ 7.7 million, respectively.
Income Taxes
Current income tax expense is the amount of income taxes expected to be payable for the current fiscal year. Deferred income taxes are computed using the liability method and are provided on all temporary differences between the financial basis and the tax basis of our assets and liabilities.
2023 FORM 10-K | 67
Table of Contents
We take tax positions in our tax returns from time to time that may not ultimately be allowed by the relevant taxing authority. When we take such positions, we evaluate the likelihood of sustaining those positions and determine the amount of tax benefit arising from such positions, if any, that should be recognized in our financial statements. We recognize uncertain tax positions we believe have a greater than 50 percent likelihood of being sustained. Tax benefits not recognized by us are recorded as a liability for unrecognized tax benefits, which represents our potential future obligation to various taxing authorities if the tax positions are not sustained. See Note 7—Income Taxes. Amounts for uncertain tax positions are adjusted in periods when new information becomes available or when positions are effectively settled. We recognize accrued interest related to unrecognized tax benefits in interest expense and penalties in other expense in the Consolidated Statements of Operations.
Earnings per Common Share
Basic earnings per share is computed utilizing the two-class method and is calculated based on the weighted-average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted-average number of common and common equivalent shares outstanding during the periods utilizing the two-class method for nonvested restricted stock and performance share units. We have granted and expect to continue to grant to employees restricted stock grants that contain non-forfeitable rights to dividends. Such grants are considered participating securities under Accounting Standards Codification ("ASC") 260, Earnings Per Share . As such, we have included these grants in the calculation of our basic earnings per share.
Stock-Based Compensation
Stock-based compensation expense is determined using a fair-value-based measurement method for all awards granted. The fair value of restricted stock awards is determined based on the closing price of our shares on the grant date. The grant date fair value of performance share units is determined through the use of the Monte Carlo simulation method. The Monte Carlo simulation method requires the use of highly subjective assumptions. Our key assumptions in the method include the price and the expected volatility of our stock and our self-determined peer group of companies’ (the "Peer Group") stock, risk free rate of return, dividend yields and cross-correlations between the Company and our Peer Group.
Stock-based compensation is recognized on a straight-line basis over the requisite service periods of the stock awards, which is generally the vesting period. Stock-based compensation expense is recorded as a component of drilling services operating expenses, research and development expenses and selling, general and administrative expenses in the Consolidated Statements of Operations. See Note 10—Stock-based Compensation for additional discussion on stock-based compensation.
Treasury Stock
Treasury stock purchases are accounted for under the cost method whereby the cost of the acquired stock is recorded as treasury stock. Gains and losses on the subsequent reissuance of shares are credited or charged to additional paid-in capital using the average-cost method. Treasury stock may be issued under the Helmerich & Payne, Inc. Amended and Restated 2020 Omnibus Incentive Plan.
Comprehensive Income or Loss
Other comprehensive income or loss refers to revenues, expenses, gains, and losses that are included in comprehensive income or loss but excluded from net income or loss. We report the components of other comprehensive income or loss, net of tax, by their nature and disclose the tax effect allocated to each component in the Consolidated Statements of Comprehensive Income (Loss).
Leases
We lease various offices, warehouses, equipment and vehicles. Rental contracts are typically made for fixed periods of one to 15 years but may have extension options. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.
Leases are recognized as a right-of-use asset and a corresponding liability within accrued liabilities and other non-current liabilities at the date at which the leased asset is available for use by the Company. Operating lease expense is recognized on a straight-line basis over the life of the lease. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis for finance type leases.
2023 FORM 10-K | 68
Table of Contents
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:
• Fixed payments (including in-substance fixed payments), less any lease incentives receivable
• Variable lease payments that are based on an index or a rate
• Amounts expected to be payable by the lessee under residual value guarantees
• The exercise price of a purchase option if the lessee is reasonably certain to exercise that option, and
• Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, our incremental borrowing rate is used, which is the rate that we would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions.
Right-of-use assets are measured at cost and are comprised of the following:
• The amount of the initial measurement of lease liability
• Any lease payments made at or before the commencement date less any lease incentives received
• Any initial direct costs, and
• Asset retirement obligations related to that lease, as applicable.
Payments associated with short-term leases are recognized on a straight-line basis as an expense in profit or loss. Short-term leases are leases with a lease term of 12 months or less.
In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated). The assessment is reviewed if a significant event or a significant change in circumstances occurs and is within our control. Refer to Note 4—Leases for additional information regarding our leases.
Recently Issued Accounting Updates
Changes to U.S. GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of Accounting Standards Updates ("ASUs") to the FASB Accounting Standards Codification ("ASC"). We consider the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable, clarifications of ASUs listed below, immaterial, or already adopted by the Company.
2023 FORM 10-K | 69
Table of Contents
The following table provides a brief description of recently adopted accounting pronouncements and our analysis of the effects on our financial statements:
Standard Description Date of
Adoption Effect on the Financial
Statements or Other Significant Matters
Recently Adopted Accounting Pronouncements
ASU No. 2020-06, Debt with conversion and other options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s own equity (subtopic 815-40): Accounting for Convertible Instruments and Contracts In An Entity’s Own Equity This ASU reduces the complexity of accounting for convertible debt and other equity-linked instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. This update is effective for annual and interim periods beginning after December 15, 2021.
October 1, 2022 We adopted this ASU, as required, during the first quarter of fiscal year 2023. The adoption did not have a material effect on our Consolidated Financial Statements and disclosures.
ASU No. 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions The amendments in this update clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value (i.e., the entity would not apply a discount related to the contractual sale restriction). Furthermore, an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. The following disclosures for equity securities subject to contractual sale restrictions will be required: (1) the fair value of the equity securities subject to contractual sale restrictions reflected in the balance sheet, (2) the nature and remaining duration of the restriction(s), and (3) the circumstances that could cause a lapse in the restriction(s). This update is effective for annual and interim periods beginning after December 15, 2023. October 1, 2022 We early adopted this ASU during the first quarter of fiscal year 2023. The adoption did not have a material effect on our Consolidated Financial Statements and disclosures.
Allowance for Credit Losses
We establish an allowance for credit losses of our financial assets, which consists primarily of our accounts receivable, through a review of several factors, including historical collection experience, current aging status of the customer accounts, and current financial strength and liquidity of our customers. We review relevant information from the ratings agency, credit ratings and alerts, and publicly available reports. Losses are charged against the allowance when the customer accounts are determined to be uncollectible.
Concentration of Credit Risk
Financial instruments, which potentially subject us to concentrations of credit risk, consist primarily of temporary cash investments, short and long-term investments, and trade receivables. The industry concentration has the potential to impact our overall exposure to market and credit risks, either positively or negatively, in that our customers could be affected by similar changes in economic, industry or other conditions. However, we believe that the credit risk posed by this industry concentration is offset by the creditworthiness of our customer base. In fiscal years 2023, 2022 and 2021, no individual customers constituted 10 percent or more of our total consolidated revenues.
We place temporary cash investments in the United States with established financial institutions and primarily invest in a diversified portfolio of highly rated, short-term instruments. Our trade receivables, primarily with established companies in the oil and gas industry, may impact credit risk as customers may be similarly affected by prolonged changes in economic and industry conditions. International sales also present various risks including governmental activities that may limit or disrupt markets and restrict the movement of funds. Most of our international sales, however, are to large international, majority state-owned, or government-owned national oil companies.
2023 FORM 10-K | 70
Table of Contents
Volatility of Market
Our operations can be materially affected by oil and gas prices. Oil and natural gas prices have been historically volatile and difficult to predict with any degree of certainty. While current energy prices are important contributors to positive cash flow for customers, expectations about future prices and price volatility are generally more important for determining a customer’s future spending levels. This volatility, along with the difficulty in predicting future prices, can lead many exploration and production companies to base their capital spending on more conservative estimates of commodity prices. As a result, demand for drilling services is not always purely a function of the movement of commodity prices.
In addition, customers may finance their exploration activities through cash flow from operations, the incurrence of debt or the issuance of equity. Any deterioration in the credit and capital markets may cause difficulty for customers to obtain funding for their capital needs. A reduction of cash flow resulting from declines in commodity prices or a reduction of available financing may result in a reduction in customer spending and the demand for our services. This reduction in spending could have a material adverse effect on our operations.
Self-Insurance
We self-insure a significant portion of expected losses relating to workers’ compensation, general liability and automobile liability. Generally, deductibles range from $ 1 million to $ 10 million per occurrence depending on the coverage and whether a claim occurs outside or inside of the United States. Insurance is purchased over deductibles to reduce our exposure to catastrophic events. Estimates are recorded for incurred outstanding liabilities for workers’ compensation, general, and automobile liability claims that are incurred but not reported. Estimates are based on adjusters’ estimates, historical experience and statistical methods commonly used within the insurance industry that we believe are reliable. Insurance recoveries related to such liabilities are recorded when considered probable. We have also engaged a third-party actuary to perform a review of our casualty losses as well as losses in our captive insurance companies. Nonetheless, insurance estimates include certain assumptions and management judgments regarding the frequency and severity of claims, claim development and settlement practices. Unanticipated changes in these factors may produce materially different amounts of expense that would be reported under these programs. The Company also self-insures employee health plan exposures in excess of employee deductibles. This program is also reviewed at the end of each policy year by a third-party actuary.
We continue to use our Captive insurance companies to insure the deductibles for our domestic workers’ compensation, general liability, automobile liability claims programs, and medical stop-loss program and to insure the deductibles from the Company's international casualty and property programs. Our operating subsidiaries are paying premiums to the Captives, typically on a monthly basis, for the estimated losses based on an external actuarial analysis. These premiums are currently held in a restricted cash account, resulting in a transfer of risk from our operating subsidiaries to the Captives. Direct operating costs consisted primarily of adjustments to accruals for estimated losses of $ 12.5 million, $ 7.0 million, and $ 12.6 million and rig and casualty insurance premiums of $ 39.7 million, $ 35.6 million, and $ 21.9 million during the fiscal years ended September 30, 2023, 2022, and 2021, respectively. These operating costs were recorded within drilling services operating expenses in our Consolidated Statement of Operations. Intercompany premium revenues recorded by the Captives during the fiscal years ended September 30, 2023, 2022, and 2021 amounted to $ 67.4 million, $ 57.0 million, and $ 35.4 million, respectively, which were eliminated upon consolidation. These intercompany insurance premiums are reflected as segment operating expenses within the North America Solutions, Offshore Gulf of Mexico, and International Solutions reportable operating segments and are reflected as intersegment sales within "Other." Our medical stop loss operating expenses for the fiscal year ended September 30, 2023, 2022, and 2021 were $ 10.6 million, $ 11.8 million, and $ 12.0 million, respectively.
International Solutions Drilling Risks
International Solutions drilling operations may significantly contribute to our revenues and net operating income (loss). There can be no assurance that we will be able to successfully conduct such operations, and a failure to do so may have an adverse effect on our financial position, results of operations, and cash flows. Also, the success of our International Solutions operations will be subject to numerous contingencies, some of which are beyond management’s control. These contingencies include general and regional economic conditions, geopolitical developments and tensions, war and uncertainty in oil producing countries, fluctuations in currency exchange rates, modified exchange controls, changes in international regulatory requirements and international employment issues, risk of expropriation of real and personal property and the burden of complying with foreign laws. Additionally, in the event that extended labor strikes occur or a country experiences significant political, economic or social instability, we could experience shortages in labor and/or material and supplies necessary to operate some of our drilling rigs, thereby potentially causing an adverse material effect on our business, financial condition and results of operations.
2023 FORM 10-K | 71
Table of Contents
We have also experienced certain risks specific to our Argentine operations. In Argentina, while our dayrate is denominated in U.S. dollars, we are paid the equivalent in Argentine pesos. The Argentine branch of one of our second-tier subsidiaries remits U.S. dollars to its U.S. parent by converting the Argentine pesos into U.S. dollars through the Argentine Foreign Exchange Market and repatriating the U.S. dollars. Argentina also has a history of implementing currency controls that restrict the conversion and repatriation of U.S. dollars. In September 2020, Argentina implemented additional currency controls in an effort to preserve Argentina's U.S. dollar reserves. As a result of these currency controls, our ability to remit funds from our Argentine subsidiary to its U.S. parent has been limited. In the past, the Argentine government has also instituted price controls on crude oil, diesel and gasoline prices and instituted an exchange rate freeze in connection with those prices. These price controls and an exchange rate freeze could be instituted again in the future. Further, there are additional concerns regarding Argentina's debt burden, notwithstanding Argentina's restructuring deal with international bondholders in August 2020, as Argentina attempts to manage its substantial sovereign debt issues. These concerns could further negatively impact Argentina's economy and adversely affect our Argentine operations. Argentina’s economy is considered highly inflationary, which is defined as cumulative inflation rates exceeding 100 percent in the most recent three-year period based on inflation data published by the respective governments. Nonetheless, all of our foreign subsidiaries use the U.S. dollar as the functional currency and local currency monetary assets and liabilities are remeasured into U.S. dollars with gains and losses resulting from foreign currency transactions included in current results of operations.
We recorded aggregate foreign currency losses of $ 6.4 million, $ 5.9 million, and $ 5.3 million during the fiscal years ended September 30, 2023, 2022, and 2021 respectively. The Central Bank of Argentina maintains currency controls that limit our ability to access U.S. dollars in Argentina and remit cash from our Argentine operations. The execution of certain trades known as Blue Chip Swaps effectively results in a parallel U.S. dollar exchange rate. During the fiscal year ended 2023, we entered into a Blue Chip Swap transaction, which resulted in a $ 12.2 million loss on investment recorded in Gain on investment securities within our Consolidated Statements of Operations. As a result of the Blue Chip Swap transaction, $ 9.8 million of net cash was repatriated to the U.S. during the period.
Because of the impact of local laws, our future operations in certain areas may be conducted through entities in which local citizens own interests and through entities (including joint ventures) in which we hold only a minority interest or pursuant to arrangements under which we conduct operations under contract to local entities. While we believe that neither operating through such entities nor pursuant to such arrangements would have a material adverse effect on our operations or revenues, there can be no assurance that we will in all cases be able to structure or restructure our operations to conform to local law (or the administration thereof) on terms acceptable to us.
Although we attempt to minimize the potential impact of such risks by operating in more than one geographical area, during the fiscal year ended September 30, 2023, approximately 7.5 percent of our operating revenues were generated from international locations compared to 6.7 percent during the fiscal year ended September 30, 2022. During the fiscal year ended September 30, 2023, approximately 85.3 percent of operating revenues from international locations were from operations in South America compared to 81.6 percent during the fiscal year ended September 30, 2022. Substantially all of the South American operating revenues were from Argentina and Colombia. The future occurrence of one or more international events arising from the types of risks described above could have a material adverse impact on our business, financial condition and results of operations.
NOTE 3 PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment as of September 30, 2023 and 2022 consisted of the following:
(in thousands) Estimated Useful Lives September 30, 2023 September 30, 2022
Drilling services equipment 4 - 15 years
$ 6,396,612 $ 6,369,888
Tubulars 4 years
564,032 569,496
Real estate properties 10 - 45 years
47,313 45,557
Other 2 - 23 years
443,366 422,479
Construction in progress 1
97,374 70,119
7,548,697 7,477,539
Accumulated depreciation ( 4,627,002 ) ( 4,516,730 )
Property, plant and equipment, net $ 2,921,695 $ 2,960,809
Assets held-for-sale $ 645 $ 4,333
(1) Included in construction in progress are costs for projects in progress to upgrade or refurbish certain rigs in our existing fleet. Additionally, we include other advances for capital maintenance purchase-orders that are open/in process. As these various projects are completed, the costs are then classified to their appropriate useful life category.
2023 FORM 10-K | 72
Table of Contents
Depreciation
Depreciation in the Consolidated Statements of Operations of $ 375.7 million, $ 396.0 million and $ 412.5 million includes abandonments of $ 3.3 million, $ 6.6 million and $ 2.0 million for the fiscal years 2023, 2022 and 2021, respectively.
I n November 2022, a fire at a wellsite caused substantial damage to one of our super spec-rigs within our North America Solutions segment. The major components were destroyed beyond repair and considered a total loss, and, as a result, these assets were written off and the rig was removed from our available rig count. At the time of the loss, the rig was fully insured under replacement cost insurance. The insurance recovery is expected to exceed the net book value of the components written off. The loss of $ 9.2 million and an offsetting insurance recovery for the same amount are recorded within Depreciation and amortization in our Consolidated Statement of Operations for the fiscal year ended September 30, 2023. During the fiscal year ended September 30, 2023, we collected $ 9.2 million of the total expected insurance proceeds. Future proceeds in excess of the recognized loss will be recognized once all contingencies related to the insurance claim have been resolved.
Assets Held-for-Sale
The following table is a summary of the changes in the balance (in thousands) of our assets held-for-sale at the dates indicated below:
Balance at September 30, 2021
$ 71,453
Plus:
Asset additions 2,580
Less:
Sale of assets held-for-sale ( 67,592 )
Reclassification to assets held and used ( 2,108 )
Balance at September 30, 2022
4,333
Plus:
Asset additions 1,177
Less:
Sale of assets held-for-sale ( 2,132 )
Impairment Expense ( 2,733 )
Balance at September 30, 2023
$ 645
Fiscal Year 2021 Activity
In March 2021, the Company's leadership decided to continue the strategy, that began in 2019, which was to focus on operating various types of highly capable upgraded rigs and phasing out the older, less capable fleet. As a result, the Company developed a plan to sell 71 Domestic non-super-spec rigs, all within our North America Solutions segment, the majority of which were previously decommissioned, written down and/or held as capital spares. The book values of those assets were written down to $ 13.5 million, which represented their fair value less estimated cost to sell as of the assessment date, and were reclassified as held-for-sale in the second and third quarters of fiscal year 2021. As a result, we recognized a non-cash impairment charge of $ 56.4 million during the fiscal year ended September 30, 2021 in the Consolidated Statement of Operations.
During September 2021, the Company agreed to sell eight FlexRig land rigs with an aggregate net book value of $ 55.6 million to ADNOC Drilling Company P.J.S.C. ("ADNOC Drilling") for $ 86.5 million. Two of the eight rigs were already located in the U.A.E where ADNOC Drilling is domiciled with the remaining six rigs to be shipped from the United States. As part of the sales agreement, the rigs were delivered and commissioned in stages over a twelve-month period subject to acceptance upon successful completion of final inspection on customary terms and conditions. The net book value of these assets were reclassified as held-for-sale in the fourth quarter of fiscal year 2021. No rigs were delivered to ADNOC Drilling as of September 30, 2021.
During the fiscal year ended September 30, 2021, we formalized a plan to sell assets related to two of our lower margin service offerings, trucking and casing running services, which contributed approximately 2.8 percent to our consolidated revenue during fiscal year 2021, all within our North America Solutions segment. The combined net book values of these assets of $ 23.2 million were written down to their combined fair value less estimated cost to sell of $ 8.8 million, and were reclassified as held-for-sale. As a result, we recognized a non-cash impairment charge of $ 14.4 million in the Consolidated Statements of Operations during the year ended September 30, 2021 .
2023 FORM 10-K | 73
Table of Contents
Fiscal Year 2022 Activity
During the fiscal year ended September 30, 2022, we closed on the sale of our trucking and casing running assets for total consideration less costs to sell of $ 6.0 million, in addition to the possibility of future earnout proceeds, resulting in a loss of $ 3.4 million recorded in Other (gain) loss on sale of assets within our Consolidated Statements of Operations. We recognized earnout proceeds associated with the sale of our trucking and casing running assets of $ 1.6 million and $ 1.1 million during the fiscal years ended September 30, 2023 and 2022, respectively, in Other (gain) loss on sale of assets within our Consolidated Statements of Operations.
During the first quarter of fiscal year 2022, we identified two partial rig substructures that met the asset held-for-sale criteria and were reclassified as Assets held-for-sale on our Consolidated Balance Sheets. The combined net book value of the rig substructures of $ 2.0 million were written down to their estimated scrap value of $ 0.1 million, resulting in a non-cash impairment charge of $ 1.9 million within our North America Solutions segment and recorded in the Consolidated Statement of Operations for fiscal year ended September 30, 2022 . During the second quarter of fiscal year 2022, we completed the sale of these assets, resulting in no gain or loss as a result of the sale. During the same period, we identified two international FlexRig ® drilling rigs located in Colombia that met the asset held-for-sale criteria and were reclassified as Assets held-for-sale on our Consolidated Balance Sheets. In conjunction with establishing a plan to sell the two international FlexRig ® drilling rigs, we recognized a non-cash impairment charge of $ 2.5 million within our International Solutions segment and recorded in the Consolidated Statement of Operations during the fiscal year ended September 30, 2022 , as the rigs aggregate net book value of $ 3.4 million exceeded the fair value of the rigs less estimated cost to sell of $ 0.9 million. During the second quarter of fiscal year ended September 30, 2022 , we completed the sale of the two international FlexRig ® drilling rigs for total consideration of $ 0.9 million, resulting in no gain or loss as a result of the sale.
During the fiscal year ended September 30, 2022, ADNOC Drilling accepted delivery of eight rigs with an aggregate net book value of $ 55.6 million. As a result, we recognized a gain of $ 3.1 million, after incurring $ 27.8 million of selling costs, during the fiscal year ended September 30, 2022 in Other (gain) loss on sale of assets within our Consolidated Statement of Operations. Upon final acceptance of delivery, these rigs were removed from assets classified as held-for-sale as of September 30, 2022. We paid approximately $ 21.6 million in cash charges attributable to selling costs for the eight rigs during fiscal year 2022.
Fiscal Year 2023 Activity
During the fiscal year ended September 30, 2023, the Company initiated a plan to decommission and scrap four international FlexRig ® drilling rigs and four conventional drilling rigs located in Argentina that are not suitable for unconventional drilling. As a result, these rigs were reclassified to Assets held-for-sale on our Consolidated Balance Sheets. The rigs’ aggregate net book value of $ 8.8 million was written down to the estimated scrap value of $ 0.7 million, which resulted in a non-cash impairment charge of $ 8.1 million within our International Solutions segment and recorded in Asset impairment charges within our Consolidated Statement of Operations during the fiscal year ended September 30, 2023.
During the fiscal year ended September 30, 2023, our North America Solutions assets that were previously classified as Assets held-for-sale at September 30, 2022 were either sold or written down to scrap value. The aggregate net book value of these remaining assets was $ 3.0 million, which exceeded the estimated scrap value of $ 0.3 million, resulting in a non-cash impairment charge of $ 2.7 million. During the same period, we also identified additional equipment that met the asset held-for-sale criteria and was reclassified to Assets held-for-sale on our Consolidated Balance Sheets. The aggregate net book value of the equipment of $ 1.4 million was written down to its estimated scrap value of $ 0.1 million, resulting in a non-cash impairment charge of $ 1.3 million during the fiscal year ended September 30, 2023. These impairment charges are recorded in Asset impairment charges within our North America Solutions segment in our Consolidated Statement of Operations.
The significant assumptions utilized in the valuations of held-for-sale assets were based on our intended method of disposal, historical sales of similar assets, and market quotes and are classified as Level 2 and Level 3 inputs by ASC Topic 820, Fair Value Measurement and Disclosures. Although we believe the assumptions used in our analysis are reasonable and appropriate, different assumptions and estimates could materially impact the analysis and our resulting conclusion.
(Gain)/Loss on Sale of Assets
Gain on Reimbursement of Drilling Equipment
We recognized a gain of $ 48.2 million, $ 29.4 million, $ 12.3 million in fiscal years 2023, 2022 and 2021, respectively, related to customer reimbursement for the current replacement value of lost or damaged drill pipe. Gains related to these asset sales are recorded in Gains on reimbursement of drilling equipment within our Consolidated Statements of Operations.
Other (Gain)/Loss on Sale of Assets
We recognized a (gain)/loss of $ 8.0 million, $( 5.4 ) million and $ 11.3 million in fiscal years 2023, 2022 and 2021, respectively, related to the sale of rig equipment and other capital assets. These amounts are recorded in Other (gain) loss on sale of assets within our Consolidated Statements of Operations.
2023 FORM 10-K | 74
Table of Contents
Fiscal Year 2023 During the fiscal year ended September 30, 2023, we recognized a loss of $ 17.1 million as a result of scrapping excess drilling equipment and spares. Additionally, during the same fiscal period, we recognized a gain of $ 2.6 million, $ 2.4 million, and $ 2.5 million from vehicle sales, other drilling equipment sales, and other miscellaneous asset sales, respectively. We also recognized a gain of $ 1.6 million in earnout proceeds associated with the sale of our trucking services assets during the fiscal year ended September 30, 2022 .
Fiscal Year 2022 During the first quarter of fiscal year 2022, we closed on the sale of our trucking and casing running assets resulting in a loss of $ 3.4 million, as mentioned above. We also recognized a gain of $ 1.1 million in earnout proceeds associated with the sale of our trucking services assets during the fiscal year ended September 30, 2022 .
During the same fiscal period, ADNOC Drilling accepted delivery of eight rigs resulting in an aggregate gain of $ 3.1 million, as mentioned above. We also recognized a gain of $ 4.2 million related to the sale of other held-for-sale assets (discussed above) during the fiscal year ended September 30, 2022 .
Fiscal Year 2021 During the fiscal year ended September 30, 2021, we closed on the sale of an offshore platform rig within our Offshore Gulf of Mexico operating segment for total consideration of $ 12.0 million with an aggregate net book value of $ 2.8 million, resulting in a gain of $ 9.2 million. Additionally, during the fiscal year ended September 30, 2021, we sold excess drilling equipment and spares, which resulted in a loss of $ 31.2 million and we also sold assets previously classified as held-for-sale, which resulted in a $ 3.1 million gain.
NOTE 4 LEASES
Lease Position
(in thousands) September 30, 2023 September 30, 2022
Operating lease commitments, including probable extensions 1
$ 65,970 $ 44,769
Discounted using the lessee's incremental borrowing rate $ 55,894 $ 41,002
(Less): short-term leases recognized on a straight-line basis as expense ( 877 ) ( 1,052 )
(Less): other ( 207 ) ( 218 )
Lease liability recognized $ 54,810 $ 39,732
Of which:
Current lease liabilities $ 13,772 $ 12,382
Non-current lease liabilities 41,038 27,350
(1) Our future minimal rental payments exclude optional extensions that have not been exercised but are probable to be exercised in the future, those probable extensions are included in the operating lease liability balance.
The recognized right-of-use assets relate to the following types of assets:
(in thousands) September 30, 2023 September 30, 2022
Properties $ 50,080 $ 38,925
Equipment 318 125
Other 2 14
Total right-of-use assets $ 50,400 $ 39,064
Lease Costs
The following table presents certain information related to the lease costs for our operating leases:
Year ended September 30,
(in thousands) 2023 2022
Operating lease cost $ 11,004 $ 9,687
Short-term lease cost 1,437 1,546
Total lease cost $ 12,441 $ 11,233
2023 FORM 10-K | 75
Table of Contents
Lease Terms and Discount Rates
The table below presents certain information related to the weighted average remaining lease terms and weighted average discount rates for our operating leases:
September 30, 2023 September 30, 2022
Weighted average remaining lease term 7.6 5.9
Weighted average discount rate 3.6 % 2.5 %
Lease Obligations
Total rent expense was $ 12.4 million, $ 11.2 million and $ 17.3 million for the fiscal years ended September 30, 2023, 2022 and 2021, respectively.
Future minimum rental payments required under operating leases having initial or remaining non-cancelable lease terms in excess of one year at September 30, 2023 (in thousands) are as follows:
Fiscal Year Amount
2024 $ 10,534
2025 7,552
2026 5,390
2027 5,055
2028 4,499
Thereafter 21,391
Total 1
$ 54,421
(1) Our future minimal rental payments exclude optional extensions that have not been exercised but are probable to be exercised in the future, those probable extensions are included in the operating lease liability balance.
During the fiscal year ended September 30, 2023, we entered into a lease agreement to relocate our Tulsa corporate headquarters to a new office space. This lease commenced during the fourth fiscal quarter of 2023 and resulted in a $ 17.6 million increase to right-of-use assets and lease liability on our Consolidated Balance Sheets. In addition, we began amortizing the right of use asset over the initial lease term of approximately 12 years. We also have two unpriced five-year extension options that were not recognized as part of the right-of-use asset and lease liability. The future minimum lease payments for the new office space represent a material portion of the amounts shown in the table above.
Additionally, the future minimum lease payments for our legacy Tulsa corporate office and our Tulsa industrial facility represent a material portion of the amounts shown in the table above. The lease agreement for our legacy Tulsa corporate office commenced on May 30, 2003 and was subsequently amended, most recently on April 1, 2021. The agreement will expire on January 31, 2025; however, we have two five-year renewal options that will not be exercised, thus were not recognized as part of our right-of-use assets and lease liabilities. The lease agreement for our Tulsa industrial facility, where we perform maintenance and assembly of FlexRig ® components, commenced on December 21, 2018 and will expire on June 30, 2025; however, we have two two-year renewal options which were recognized as part of our right-of-use assets and lease liabilities.
NOTE 5 GOODWILL AND INTANGIBLE ASSETS
Goodwill
Goodwill represents the excess of the purchase price over the fair values of the assets acquired and liabilities assumed in a business combination, at the date of acquisition. Goodwill is not amortized but is tested for potential impairment at the reporting unit level, at a minimum on an annual basis in the fourth fiscal quarter, or when indications of potential impairment exist. All of our goodwill is within our North America Solutions reportable segment.
During the fiscal years ended September 30, 2023 and 2022, we had no additions or impairments to goodwill. As of September 30, 2023 and September 30, 2022 , the goodwill balance was $ 45.7 million .
2023 FORM 10-K | 76
Table of Contents
Intangible Assets
Finite-lived intangible assets are amortized using the straight-line method over the period in which these assets contribute to our cash flows and are evaluated for impairment in accordance with our policies for valuation of long-lived assets. All of our intangible assets are within our North America Solutions reportable segment. Intangible assets consisted of the following:
September 30, 2023 September 30, 2022
(in thousands) Weighted Average Estimated Useful Lives Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net
Finite-lived intangible asset:
Developed technology 15 years $ 89,096 $ 34,092 $ 55,004 $ 89,096 $ 28,137 $ 60,959
Intellectual property 13 years 2,000 503 1,497 2,000 328 1,672
Trade name 20 years 5,865 1,791 4,074 5,865 1,475 4,390
Customer relationships 5 years 4,000 4,000 — 4,000 3,867 133
$ 100,961 $ 40,386 $ 60,575 $ 100,961 $ 33,807 $ 67,154
Amortization expense in the Consolidated Statements of Operations was $ 6.6 million for fiscal year 2023, and $ 7.2 million for fiscal years 2022 and 2021, and is estimated to be $ 6.4 million for fiscal year 2024, and approximately $ 25.6 million for fiscal year 2025 through 2028.
NOTE 6 DEBT
We have the following unsecured long-term debt outstanding with maturities shown in the following table:
September 30, 2023 September 30, 2022
(in thousands) Face Amount Unamortized Discount and Debt Issuance Cost Book Value Face Amount Unamortized Discount and Debt Issuance Cost Book Value
Unsecured senior notes:
Due September 29, 2031 $ 550,000 $ ( 4,856 ) $ 545,144 $ 550,000 $ ( 7,390 ) $ 542,610
Long-term debt $ 550,000 $ ( 4,856 ) $ 545,144 $ 550,000 $ ( 7,390 ) $ 542,610
At September 30, 2023, aggregate maturities of long-term debt are as follows (in thousands):
Year ending September 30,
2024 $ —
2025 —
2026 —
2027 —
2028 —
Thereafter - Due 2031 550,000
$ 550,000
Senior Notes
2.90 % Senior Notes due 2031 On September 29, 2021, we issued $ 550.0 million aggregate principal amount of the 2.90 percent 2031 Notes in an offering to persons reasonably believed to be qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act (“Rule 144A”) and to certain non-U.S. persons in transactions outside the United States pursuant to Regulation S under the Securities Act (“Regulation S”). Interest on the 2031 Notes is payable semi-annually on March 29 and September 29 of each year, commencing on March 29, 2022.
In June 2022, we settled a registered exchange offer (the “Registered Exchange Offer”) to exchange the 2031 Notes for new, SEC-registered notes that are substantially identical to the terms of the 2031 Notes, except that the offer and issuance of the new notes have been registered under the Securities Act and certain transfer restrictions, registration rights and additional interest provisions relating to the 2031 Notes do not apply to the new notes. All of the 2031 Notes were exchanged in the Registered Exchange Offer.
2023 FORM 10-K | 77
Table of Contents
The indenture governing the 2031 Notes contains certain covenants that, among other things and subject to certain exceptions, limit the ability of the Company and its subsidiaries to incur certain liens; engage in sale and lease-back transactions; and consolidate, merge or transfer all or substantially all of the assets of the Company. The indenture governing the 2031 Notes also contains customary events of default with respect to the 2031 Notes.
4.65 % Senior Notes due 2025 On December 20, 2018, we issued approximately $ 487.1 million in aggregate principal amount of the 2025 Notes. The debt issuance costs were being amortized straight-line over the stated life of the obligation, which approximated the effective interest method.
On September 27, 2021, the Company delivered a conditional notice of optional full redemption for all of the outstanding 2025 Notes at a redemption price calculated in accordance with the indenture governing the 2025 Notes, plus accrued and unpaid interest on the 2025 Notes to be redeemed. The Company financed the redemption of the 2025 Notes with the net proceeds from the offering of the 2031 Notes, together with cash on hand. The Company’s obligation to redeem the 2025 Notes was conditioned upon the prior consummation of the issuance of the 2031 Notes, which was satisfied on September 29, 2021.
On October 27, 2021, we redeemed all of the outstanding 2025 Notes. As a result, the associated make-whole premium of $ 56.4 million and the write off of the unamortized discount and debt issuance costs of $ 3.7 million were recognized during the first fiscal quarter of 2022 contemporaneously with the October 27, 2021 debt extinguishment and recorded in Loss on Extinguishment of Debt on our Consolidated Statements of Operations during the fiscal year ended September 30, 2022 .
Credit Facility
On November 13, 2018, we entered into a credit agreement by and among the Company, as borrower, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto, which was amended on November 13, 2019, providing for an unsecured revolving credit facility (as amended, the “2018 Credit Facility”), that was set to mature on November 13, 2024. On April 16, 2021, lenders with $ 680.0 million of commitments under the 2018 Credit Facility exercised their option to extend the maturity of the 2018 Credit Facility from November 13, 2024 to November 12, 2025. No other terms of the 2018 Credit Facility were amended in connection with this extension. On March 8, 2022, we entered into the second amendment to the 2018 Credit Facility, which, among other things, raised the number of potential future extensions of the maturity date applicable to extending lenders from one to two such potential extensions and replaced provisions in respect of interest rate determinations that were based on the London Interbank Offered Rate with provisions based on the Secured Overnight Financing Rate. Additionally, lenders with $ 680.0 million of commitments under the 2018 Credit Facility exercised their option to extend the maturity of the 2018 Credit Facility from November 12, 2025 to November 11, 2026. On February 10, 2023, lenders with $ 680.0 million of commitments under the 2018 Credit Facility exercised their option to extend the maturity of the 2018 Credit Facility from November 11, 2026 to November 12, 2027. The remaining $ 70.0 million of commitments under the 2018 Credit Facility will expire on November 13, 2024, unless extended by the applicable lender before such date.
The 2018 Credit Facility has $ 750.0 million in aggregate availability with a maximum of $ 75.0 million available for use as letters of credit. The 2018 Credit Facility also permits aggregate commitments under the facility to be increased by $ 300.0 million, subject to the satisfaction of certain conditions and the procurement of additional commitments from new or existing lenders. In March 2022, the 2018 Credit Facility was amended to change the benchmark rate from the London Interbank Offered Rate ("LIBOR") to the Secured Overnight Financing Rate ("SOFR"). Following the amendment, we can elect to borrow at either an adjusted SOFR rate or an adjusted base rate, plus an applicable margin. The adjusted SOFR rate is the forward-looking term rate based on SOFR for the applicable tenor of one, three, or six months, plus 0.10 percent per annum. The adjusted base rate is a fluctuating rate per annum equal to the highest of (i) the administrative agent's prime rate, (ii) the federal funds effective rate plus 0.50 percent, or (iii) the one-month adjusted SOFR rate plus 1.0 percent. We also pay a commitment fee on the unused balance of the facility. Borrowing spreads as well as commitment fees are determined based on the debt rating for senior unsecured debt of the Company, as determined by Moody’s and Standard & Poor’s. The applicable margin for SOFR borrowings and adjusted base rate borrowings ranges from 0.875 percent to 1.500 percent per annum and zero to 0.50 percent per annum, respectively. Commitment fees for both rates range from 0.075 percent to 0.200 percent per annum. Based on the unsecured debt rating of the Company on September 30, 2023, the spread over SOFR would have been 1.125 percent had borrowings been outstanding under the 2018 Credit Facility and commitment fees would have been 0.125 percent. There is a financial covenant in the 2018 Credit Facility that requires us to maintain a total funded debt to total capitalization ratio of less than or equal to 50 percent. The 2018 Credit Facility contains additional terms, conditions, restrictions and covenants that we believe are usual and customary in unsecured debt arrangements for companies of similar size and credit quality, including a limitation that priority debt (as defined in the credit agreement) may not exceed 17.5 percent of the net worth of the Company. As of September 30, 2023, there were no borrowings or letters of credit outstanding, leaving $ 750.0 million available to borrow under the 2018 Credit Facility.
As of September 30, 2023, we had $ 95.0 million in uncommitted bilateral credit facilities, for the purpose of obtaining the issuance of international letters of credit, bank guarantees, and performance bonds. Of the $ 95.0 million, $ 40.0 million was outstanding as of September 30, 2023. Separately, we had $ 2.1 million in standby letters of credit and bank guarantees outstanding. In total, we had $ 42.1 million outstanding as of September 30, 2023.
2023 FORM 10-K | 78
Table of Contents
The applicable agreements for all unsecured debt contain additional terms, conditions and restrictions that we believe are usual and customary in unsecured debt arrangements for companies that are similar in size and credit quality. At September 30, 2023, we were in compliance with all debt covenants.
NOTE 7 INCOME TAXES
Income Tax (Benefit) Provision and Rate
The components of the provision (benefit) for income taxes are as follows:
Year Ended September 30,
(in thousands) 2023 2022 2021
Current:
Federal $ 150,273 $ 40,245 $ ( 15,466 )
Foreign 12,883 10,703 772
State 16,523 1,906 725
179,679 52,854 ( 13,969 )
Deferred:
Federal ( 20,337 ) ( 32,382 ) ( 81,760 )
Foreign ( 1,254 ) ( 1,310 ) 4,106
State 1,191 5,204 ( 12,098 )
( 20,400 ) ( 28,488 ) ( 89,752 )
Total provision (benefit) $ 159,279 $ 24,366 $ ( 103,721 )
Prior to the fiscal year ended September 30, 2023, Income from discontinued operations was presented as a separate line item on our Consolidated Statements of Operations. To conform with the current fiscal year presentation, we reclassified amounts previously presented in Income from discontinued operations to Other within Other income (expense) on our Consolidated Statements of Operations for the years ended September 30, 2022 and September 30, 2021. Thus, the September 30, 2022 and September 30, 2021 amounts of domestic and foreign income (loss) before income taxes and the September 30, 2022 and September 30, 2021 reconciliation of our effective income tax rates to the U.S. Federal income tax rates have been revised to conform with the current fiscal year presentation.
The amounts of domestic and foreign income (loss) before income taxes are as follows:
Year Ended September 30,
(in thousands) 2023 2022 2021
Domestic $ 584,891 $ ( 14,411 ) $ ( 412,556 )
Foreign 8,488 45,730 ( 17,315 )
$ 593,379 $ 31,319 $ ( 429,871 )
The reconciliation of our effective income tax rates to the U.S. Federal income tax rate is as follows:
Year Ended September 30,
2023 2022 2021
U.S. Federal income tax rate 21.0 % 21.0 % 21.0 %
Effect of foreign taxes 2.1 31.3 0.1
State income taxes, net of federal tax benefit 2.4 21.4 2.7
Other impact of foreign operations 0.2 3.2 0.5
Non-deductible meals and entertainment 0.6 1.0 ( 0.1 )
Equity compensation ( 0.1 ) 9.5 ( 0.8 )
Excess officer's compensation 0.4 3.7 —
Foreign derived intangible income — ( 13.7 ) —
Other 0.2 0.4 0.7
Effective income tax rate 26.8 % 77.8 % 24.1 %
2023 FORM 10-K | 79
Table of Contents
Deferred Taxes
Deferred income taxes are provided for temporary differences between the financial reporting basis and the tax basis of our assets and liabilities. Recoverability of any tax assets are evaluated and necessary valuation allowances are provided. The carrying value of the net deferred tax assets is based on management’s judgments using certain estimates and assumptions that we will be able to generate sufficient future taxable income in certain tax jurisdictions to realize the benefits of such assets. If these estimates and related assumptions change in the future, additional valuation allowances may be recorded against the deferred tax assets resulting in additional income tax expense in the future.
The components of our net deferred tax liabilities are as follows:
September 30,
(in thousands) 2023 2022
Deferred tax liabilities:
Property, plant and equipment $ 532,827 $ 558,293
Marketable securities 14,626 9,766
Other 27,980 24,460
Total deferred tax liabilities 575,433 592,519
Deferred tax assets:
Pension reserves 3,083 4,811
Self-insurance reserves 6,235 7,333
Net operating loss, foreign tax credit, and other federal tax credit carryforwards 6,770 8,673
Financial accruals 29,449 31,022
Other 21,647 13,678
Total deferred tax assets 67,184 65,517
Valuation allowance ( 9,560 ) ( 10,710 )
Net deferred tax assets 57,624 54,807
Net deferred tax liabilities $ 517,809 $ 537,712
The change in our net deferred tax assets and liabilities is impacted by foreign currency remeasurement.
As of September 30, 2023, we had federal, state and foreign tax net operating loss carryforwards of approximately $ 2.6 million, $ 14.8 million and $ 14.8 million, respectively, and federal and foreign research and development tax credits of approximately $ 0.4 million and $ 1.0 million, respectively, which will expire in fiscal 2024 through 2043 and some of which can be carried forward indefinitely. Certain of these carryforwards are subject to various rules which impose limitations on their utilization. The valuation allowance is primarily attributable to foreign net operating loss carryforwards of $ 2.6 million and equity compensation of $ 6.9 million which more likely than not will not be utilized.
Unrecognized Tax Benefits
We recognize accrued interest related to unrecognized tax benefits in interest expense, and penalties in other expense in the Consolidated Statements of Operations. As of September 30, 2023, 2022 and 2021, we had accrued interest and penalties of $ 2.9 million, $ 3.0 million and $ 2.9 million, respectively. A reconciliation of the change in our gross unrecognized tax benefits are as follows:
(in thousands) 2023 2022 2021
Unrecognized tax benefits at October 1, $ 960 $ 1,678 $ 13,440
Gross decreases - current period effect of tax positions ( 534 ) ( 718 ) ( 11,648 )
Gross increases - current period effect of tax positions 6 — —
Expiration of statute of limitations for assessments ( 185 ) — ( 114 )
Unrecognized tax benefits at September 30, $ 247 $ 960 $ 1,678
As of September 30, 2023, we have recorded approximately $ 3.1 million of unrecognized tax benefits, interest, and penalties. We believe it is reasonably possible up to $ 2.6 million of the unrecognized tax benefits, interest, and penalties will be recognized as of June 30, 2024 as a result of a lapse of the statute of limitations. We cannot predict with certainty if we will achieve ultimate resolution of any additional uncertain tax positions associated with our U.S. and international operations resulting in any additional material increases or decreases of our unrecognized tax benefits for the next twelve months.
2023 FORM 10-K | 80
Table of Contents
Tax Returns
We file a consolidated U.S. federal income tax return, as well as income tax returns in various states and foreign jurisdictions. The tax years that remain open to examination by U.S. federal and state jurisdictions include fiscal years 2019 through 2022, with exception of certain state jurisdictions currently under audit. The tax years remaining open to examination by foreign jurisdictions include 2003 through 2022.
NOTE 8 SHAREHOLDERS’ EQUITY
The Company has an evergreen authorization from the Board of Directors for the repurchase of up to four million common shares in any calendar year. In December 2022, the Board of Directors increased the maximum number of shares authorized to be repurchased in calendar year 2023 to five million common shares. On June 7, 2023, the Board of Directors further increased the maximum number of shares authorized to be repurchased in calendar year 2023 to seven million shares. The repurchases are made using our cash and cash equivalents or other available sources and are held as treasury shares on our Consolidated Balance Sheets. During the fiscal year ended September 30, 2023 and 2022, we repurchased 6.5 million common shares at an aggregate cost of $ 249.0 million, including excise tax of $ 1.8 million, and 3.2 million common shares at an aggregate cost of $ 77.0 million, respectively, which are held as treasury shares. There were no repurchases of common shares during the fiscal year ended September 30, 2021.
During the year ended September 30, 2023, we declared $ 200.0 million in cash dividends. A base cash dividend of $ 0.25 per share was declared on September 6, 2023 for shareholders of record on November 20, 2023, payable on December 4, 2023. As a result, we recorded a Dividend Payable of $ 25.2 million on our Consolidated Balance Sheets as of September 30, 2023.
Accumulated Other Comprehensive Loss
Components of accumulated other comprehensive loss were as follows:
September 30,
(in thousands) 2023 2022 2021
Pre-tax amounts:
Unrealized actuarial loss $ ( 10,407 ) $ ( 15,703 ) $ ( 26,268 )
$ ( 10,407 ) $ ( 15,703 ) $ ( 26,268 )
After-tax amounts:
Unrealized actuarial loss $ ( 7,981 ) $ ( 12,072 ) $ ( 20,244 )
$ ( 7,981 ) $ ( 12,072 ) $ ( 20,244 )
The following is a summary of the changes in accumulated other comprehensive loss, net of tax, for the fiscal year ended September 30, 2023:
(in thousands) Defined Benefit Pension Plan
Balance at September 30, 2022 $ ( 12,072 )
Activity during the period
Amounts reclassified from accumulated other comprehensive loss 4,091
Net current-period other comprehensive income 4,091
Balance at September 30, 2023
$ ( 7,981 )
NOTE 9 REVENUE FROM CONTRACTS WITH CUSTOMERS
Drilling Services Revenue
The majority of our drilling services are performed on a “daywork” contract basis, under which we charge a rate per day, with the price determined by the location, depth and complexity of the well to be drilled, operating conditions, the duration of the contract, and the competitive forces of the market. These drilling services, including our technology solutions, represent a series of distinct daily services that are substantially the same, with the same pattern of transfer to the customer. Because our customers benefit equally throughout the service period and our efforts in providing drilling services are incurred relatively evenly over the period of performance, revenue is recognized over time using a time-based input measure as we provide services to the customer. For any contracts that include a provision for pooled term days at contract inception, followed by the assignment of days to specific rigs throughout the contract term, we have elected, as a practical expedient, to recognize revenue in the amount to which the entity has a right to invoice, as permitted by ASC 606.
2023 FORM 10-K | 81
Table of Contents
Performance-based contracts are contracts pursuant to which we are compensated partly based upon our performance against a mutually agreed upon set of predetermined targets. These contract types are relatively new to the industry and typically have a lower base dayrate, but give us the opportunity to receive additional compensation by meeting or exceeding certain performance targets agreed to by our customers. The variable consideration that we expect to receive is estimated at the most likely amount, and constrained to an amount such that it is probable a significant reversal of revenue previously recognized will not occur based on the performance targets. Total revenue recognized from performance contracts, including performance bonuses, was $ 1.2 billion, $ 0.7 billion and $ 0.3 billion during the fiscal years ended September 30, 2023, 2022 and 2021, respectively, of which, $ 47.3 million, $ 38.8 million and $ 17.4 million was related to performance bonuses recognized due to the achievement of performance targets during the fiscal years ended September 30, 2023, 2022 and 2021, respectively.
Contracts generally contain renewal or extension provisions exercisable at the option of the customer at prices mutually agreeable to us and the customer. For contracts that are terminated by customers prior to the expirations of their fixed terms, contractual provisions customarily require early termination amounts to be paid to us. Revenues from early terminated contracts are recognized when all contractual requirements have been met. During the fiscal years ended September 30, 2023, 2022 and 2021, early termination revenue associated with term contracts was $ 2.3 million, $ 0.7 million and $ 7.7 million, respectively.
We also act as a principal for certain reimbursable services and auxiliary equipment provided by us to our clients, primarily related to rig move trucking services, for which we incur costs and earn revenues. Many of these costs are variable, or dependent upon the activity that is performed each day under the related contract. Accordingly, reimbursements that we receive for out-of-pocket expenses are recorded as revenues and the out-of-pocket expenses for which they relate are recorded as operating costs during the period to which they relate within the series of distinct time increments. All of our revenues are recognized net of sales taxes, when applicable.
With most drilling contracts, we also receive payments contractually designated for the mobilization and demobilization of drilling rigs and other equipment to and from the client’s drill site. Revenue associated with the mobilization and demobilization of our drilling rigs to and from the client’s drill site do not relate to a distinct good or service. These revenues are deferred and recognized ratably over the related contract term that drilling services are provided.
Demobilization fees expected to be received upon contract completion are estimated at contract inception and recognized on a straight-line basis over the contract term. The amount of demobilization revenue that we ultimately collect is dependent upon the specific contractual terms, most of which include provisions for reduced or no payment for demobilization when, among other things, the contract is renewed or extended with the same client, or when the rig is subsequently contracted with another client prior to the termination of the current contract. Since revenues associated with demobilization activity are typically variable, at each period end, they are estimated at the most likely amount, and constrained to an amount such that it is probable a significant reversal of revenue previously recognized will not occur. Any change in the expected amount of demobilization revenue is accounted for with the net cumulative impact of the change in estimate recognized in the period during which the revenue estimate is revised.
On November 12, 2021, we settled a drilling contract dispute related to drilling services provided from fiscal years 2016 through 2019 with YPF S.A. (Argentina) ("YPF"). The settlement required that YPF make a one-time cash payment to H&P in the amount of $ 11.0 million and enter into drilling service contracts for three drilling rigs, each with multi-year terms. In addition, both parties were released of all outstanding claims against each other, and as a result, H&P recognized $ 5.4 million in revenue primarily due to accrued disputed amounts. Total revenue recognized as a result of the settlement in the amount of $ 16.4 million is included in Drilling services revenue within the International Solutions segment on our Consolidated Statements of Operations for the fiscal year ended September 30, 2022.
Contract Costs
Mobilization costs include certain direct costs incurred for mobilization of contracted rigs. These costs relate directly to a contract, enhance resources that will be used in satisfying the future performance obligations, and are expected to be recovered. These costs are capitalized when incurred and recorded as current or noncurrent contract fulfillment cost assets (depending on the length of the initial contract term), and are amortized on a systematic basis consistent with the pattern of the transfer of the goods or services to which the asset relates, which typically includes the initial term of the related drilling contract or a period longer than the initial contract term if management anticipates a customer will renew or extend a contract, which we expect to benefit from the cost of mobilizing the rig. Abnormal mobilization costs are fulfillment costs that are incurred from excessive resources, wasted or spoiled materials, and unproductive labor costs that are not otherwise anticipated in the contract price and are expensed as incurred. As of September 30, 2023 and 2022, we capitalized fulfillment costs of $ 11.4 million and $ 6.3 million respectively, which is included within Prepaid expenses and Other noncurrent assets on our Consolidated Balance Sheets.
If capital modification costs are incurred for rig modifications or if upgrades are required for a contract, these costs are considered to be capital improvements. These costs are capitalized as property, plant and equipment and depreciated over the estimated useful life of the improvement.
2023 FORM 10-K | 82
Table of Contents
Remaining Performance Obligations
The total aggregate transaction price allocated to the unsatisfied performance obligations, commonly referred to as backlog, as of September 30, 2023 was approximately $ 1.4 billion, of which $ 0.9 billion is expected to be recognized during fiscal year 2024, and approximately $ 0.5 billion in fiscal year 2025 and thereafter. These amounts do not include anticipated contract renewals or expected performance bonuses as part of its calculation. Additionally, contracts that currently contain month-to-month terms are represented in our backlog as one month of unsatisfied performance obligations. Our contracts are subject to cancellation or modification at the election of the customer; however, due to the level of capital deployed by our customers on underlying projects, we have not been materially adversely affected by contract cancellations or modifications in the past.
Contract Assets and Liabilities
Amounts owed from our customers under our revenue contracts are typically billed on a monthly basis as the service is being provided and are due within 30 days of billing. Such amounts are classified as accounts receivable on our Consolidated Balance Sheets. Under certain of our contracts, we recognize revenues in excess of billings, referred to as contract assets, within Prepaid expenses and Other current assets within our Consolidated Balance Sheets.
In some instances, we may be entitled to receive payments in advance of satisfying our performance obligations under the contract. We recognize a liability for these payments in excess of revenue recognized, referred to as deferred revenue or contract liabilities, within Accrued liabilities and Other noncurrent liabilities in our Consolidated Balance Sheets. Contract balances are presented at the net amount at a contract level.
The following table summarizes the balances of our contract assets (net of allowance for estimated credit losses) and liabilities at the dates indicated:
(in thousands) September 30, 2023 September 30, 2022
Contract assets, net $ 6,560 $ 6,319
(in thousands)
Contract liabilities balance at October 1, 2021 $ 9,286
Payment received/accrued and deferred 58,202
Revenue recognized during the period ( 46,842 )
Contract liabilities balance at September 30, 2022 20,646
Payment received/accrued and deferred 76,756
Revenue recognized during the period ( 68,520 )
Contract liabilities balance at September 30, 2023 $ 28,882
NOTE 10 STOCK-BASED COMPENSATION
The Helmerich & Payne, Inc. Amended and Restated 2020 Omnibus Incentive Plan (the “2020 Plan”) approved by our stockholders is a stock and cash-based incentive plan that, among other things, authorizes the Board or Human Resources Committee of the Board to grant executive officers, employees and non-employee directors stock options, stock appreciation rights, restricted shares and restricted share units (including performance share units), share bonuses, other share-based awards and cash awards. Restricted stock may be granted for no consideration other than prior and future services. The purchase price per share for stock options may not be less than market price of the underlying stock on the date of grant. Stock options expire ten years after the grant date. The 2020 Plan governs all of our stock-based awards granted on or after March 3, 2020. Awards outstanding under the Helmerich & Payne, Inc. 2010 Long-Term Incentive Plan and the Helmerich & Payne, Inc. 2016 Omnibus Incentive Plan (the "2016 Plan") remain subject to the terms and conditions of those plans. Beginning with fiscal year 2019, we replaced stock options with performance share units as a component of our executives' long-term equity incentive compensation. As a result, there were no stock options granted during the fiscal years ended September 30, 2023, 2022, and 2021. We have also eliminated stock options as an element of our non-employee director compensation program. At September 30, 2023, we had 2.1 million outstanding exercisable stock options with weighted-average exercise prices of $ 65.08 .
During the fiscal year ended September 30, 2023, 591,838 shares of restricted stock awards and 144,136 performance share units were granted under the 2020 Plan.
2023 FORM 10-K | 83
Table of Contents
A summary of compensation cost for stock-based payment arrangements recognized in Drilling services operating expense, Research and development expense and Selling, general and administrative expense on our Consolidated Statements of Operations is as follows:
September 30,
(in thousands) 2023 2022 2021
Stock-based compensation expense
Drilling services operating $ 5,919 $ 5,142 $ 5,927
Research and development 1,905 1,551 1,271
Selling, general and administrative 24,632 21,339 20,660
$ 32,456 $ 28,032 $ 27,858
.
Restricted Stock
Restricted stock awards consist of our common stock. Awards granted prior to September 30, 2020 are time-vested over four years , and awards granted after September 30, 2020 are time vested over three years . Non-forfeitable dividends are paid on non-vested shares of restricted stock. We recognize compensation expense on a straight-line basis over the vesting period. The fair value of restricted stock awards is determined based on the closing price of our shares on the grant date. As of September 30, 2023, there was $ 26.5 million of total unrecognized compensation cost related to unvested restricted stock awards. That cost is expected to be recognized over a weighted-average period of 1.9 years.
A summary of the status of our restricted stock awards as of September 30, 2023, and of changes in restricted stock outstanding during the fiscal years ended September 30, 2023, 2022 and 2021, is as follows:
2023 2022 2021
(shares in thousands) Shares 1
Weighted-Average Grant Date Fair Value per Share Shares 1
Weighted-Average Grant Date Fair Value per Share Shares 1
Weighted-Average Grant Date Fair Value per Share
Non-vested restricted stock outstanding as of the beginning of period 1,493 $ 30.85 1,412 $ 37.36 1,280 $ 49.81
Granted 592 44.48 744 25.83 701 25.61
Vested 2
( 708 ) 33.95 ( 610 ) 39.81 ( 534 ) 51.79
Forfeited ( 15 ) 36.25 ( 53 ) 30.98 ( 35 ) 35.76
Non-vested restricted stock outstanding at September 30, 1,362 $ 35.11 1,493 $ 30.85 1,412 $ 37.36
(1) Restricted stock shares include restricted phantom stock units under our Director Deferred Compensation Plan. These phantom stock units confer the economic benefits of owning company stock without the actual ownership, transfer or issuance of any shares. Phantom stock units are subject to a vesting period of one year from the grant date. During the fiscal years ended September 30, 2023, 2022, and 2021, 12,591 , 14,199 , and 18,906 restricted phantom stock units were granted, respectively, and 14,199 , 18,906 and 20,616 restricted phantom stock units vested, respectively.
(2) The number of restricted stock awards vested includes shares that we withheld on behalf of our employees to satisfy the statutory tax withholding requirements.
Performance Units
We have made awards to certain employees that are subject to market-based performance conditions ("performance units"). Subject to the terms and conditions set forth in the applicable performance share unit award agreements and the 2020 Plan, grants of performance units are subject to a vesting period of three years (the “Vesting Period”) that is dependent on the achievement of certain performance goals. Such performance unit grants consist of two separate components. Performance units that comprise the first component are subject to a three-year performance cycle. Performance units that comprise the second component are further divided into three separate tranches, each of which is subject to a separate one-year performance cycle within the full three-year performance cycle. The vesting of the performance units is generally dependent on (i) the achievement of the Company’s total shareholder return (“TSR”) performance goals relative to the TSR achievement of a peer group of companies (the “Peer Group”) over the applicable performance cycle, and (ii) the continued employment of the recipient of the performance unit award throughout the Vesting Period. The Vesting Period for performance units granted in November 2019 ended on December 31, 2022 and the performance units eligible to vest were settled in shares of common stock in January 2023.
2023 FORM 10-K | 84
Table of Contents
Additional performance units are credited based on the amount of cash dividends on our common stock divided by the market value of our common stock on the date such dividend is paid. Such dividend equivalents are subject to the same terms and conditions as the underlying performance units and are settled or forfeited in the same manner and at the same time as the performance units to which they were credited. The vesting of units ranges from zero to 200 percent of the units granted depending on the Company’s TSR relative to the TSR of the Peer Group on the vesting date. Performance units granted in December 2022 include an additional return on invested capital (“ROIC”) performance metric. The number of these performance units that otherwise would be paid out solely based on the achievement of TSR performance goals may increase or decrease by 25 % based on the Company’s ROIC performance over a three year period.
The grant date fair value of performance units was determined through use of the Monte Carlo simulation method. The Monte Carlo simulation method requires the use of highly subjective assumptions. Our key assumptions in the method include the price and the expected volatility of our stock and our self-determined Peer Group companies' stock, risk free rate of return and cross-correlations between the Company and our Peer Group companies. The valuation model assumes dividends are immediately reinvested. As of September 30, 2023, there was $ 9.2 million of unrecognized compensation cost related to unvested performance units. That cost is expected to be recognized over a weighted-average period of 1.8 years.
A summary of the status of our performance units and changes in non-vested performance units outstanding is presented below:
2023 2022 2021
(in thousands, except per share amounts) Shares Weighted-Average Grant Date Fair Value per Share Shares Weighted-Average Grant Date Fair Value per Share Shares Weighted-Average Grant Date Fair Value per Share
Non-vested performance units outstanding as of the beginning of period 726 $ 33.67 699 $ 41.55 337 $ 51.09
Granted 144 54.30 227 30.12 313 29.77
Vested 1
( 286 ) 43.40 ( 161 ) 62.66 — —
Dividend equivalent rights credited and performance factor adjustment 2
212 35.94 15 32.82 60 49.64
Forfeited — — ( 54 ) 34.16 ( 11 ) 43.40
Non-vested performance units outstanding September 30, 3
796 $ 34.51 726 $ 33.67 $ 699 $ 41.55
(1) The number of performance units vested includes units that we withheld on behalf of our employees to satisfy the statutory tax withholding requirements.
(2) At the end of the Vesting Period, recipients receive dividend equivalents, if any, with respect to the number of vested performance units. The vesting of units ranges from zero to 200 percent of the units granted depending on the Company's total shareholder return ("TSR") relative to the TSR of the Peer Group on the vesting date.
(3) Of the total non-vested performance units at the end of the period, specified performance criteria has been achieved with respect to 233,322 performance units which is calculated based on the payout percentage for the completed performance period. The vesting and number of the remainder of non-vested performance units reflected at the end of the period is contingent upon our achievement of specified target performance criteria. If we meet the specified maximum performance criteria, approximately 412,046 additional performance units could vest or become eligible to vest.
The weighted-average fair value calculations for performance units granted within the fiscal period are based on the following weighted-average assumptions set forth in the table below.
2023 2022 2021
Risk-free interest rate 1
4.1 % 1.0 % 0.2 %
Expected stock volatility 2
71.6 % 67.3 % 62.3 %
Expected term (in years) 3 3 3
(1) The risk-free interest rate is based on U.S. Treasury securities for the expected term of the performance units.
(2) Expected volatilities are based on the daily closing price of our stock based upon historical experience over a period which approximates the expected term of the performance units.
NOTE 11 EARNINGS (LOSS) PER COMMON SHARE
ASC 260, Earnings per Share, requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividends or dividend equivalents as a separate class of securities in calculating earnings per share. We have granted and expect to continue to grant to employees restricted stock grants that contain non-forfeitable rights to dividends. Such grants are considered participating securities under ASC 260. As such, we are required to include these grants in the calculation of our basic earnings per share and calculate basic earnings per share using the two-class method. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings.
2023 FORM 10-K | 85
Table of Contents
Basic earnings per share is computed utilizing the two-class method and is calculated based on the weighted-average number of common shares outstanding during the periods presented.
Diluted earnings per share is computed using the weighted-average number of common and common equivalent shares outstanding during the periods utilizing the two-class method for stock options, non-vested restricted stock and performance units.
Under the two-class method of calculating earnings per share, dividends paid and a portion of undistributed net income, but not losses, are allocated to unvested restricted stock grants that receive dividends, which are considered participating securities.
Prior to the fiscal year ended September 30, 2023, Income from discontinued operations was presented as a separate line item on our Consolidated Statements of Operations. To conform with the current fiscal year presentation, we reclassified amounts previously presented in Income from discontinued operations to Other within Other income (expense) on our Consolidated Statements of Operations for the years ended September 30, 2022 and September 30, 2021. To conform with the current fiscal year presentation, basic and diluted earnings (loss) per share for continuing and discontinued operations are presented in the aggregate, for the years ended September 30, 2022 and September 30, 2021, as presented below.
The following table sets forth the computation of basic and diluted earnings (loss) per share:
September 30,
(in thousands, except per share amounts) 2023 2022 2021
Numerator:
Net income (loss) $ 434,100 $ 6,953 $ ( 326,150 )
Adjustment for basic earnings (loss) per share:
Earnings allocated to unvested shareholders ( 5,863 ) ( 1,508 ) ( 1,350 )
Numerator for basic earnings (loss) per share 428,237 5,445 ( 327,500 )
Adjustment for diluted earnings (loss) per share:
Effect of reallocating undistributed earnings of unvested shareholders 12 — —
Numerator for diluted earnings (loss) per share $ 428,249 $ 5,445 $ ( 327,500 )
Denominator:
Denominator for basic earnings (loss) per share - weighted-average shares 102,447 105,891 107,818
Effect of dilutive shares from restricted stock and performance share units 405 664 —
Denominator for diluted earnings (loss) per share - adjusted weighted-average shares 102,852 106,555 107,818
Basic earnings (loss) per common share $ 4.18 $ 0.05 $ ( 3.04 )
Diluted earnings (loss) per common share $ 4.16 $ 0.05 $ ( 3.04 )
We had a net loss for fiscal year 2021. Accordingly, our diluted earnings per share calculation for that year was equivalent to our basic earnings per share calculation since diluted earnings per share excludes any assumed vesting of equity awards. These were excluded because they were deemed to be anti-dilutive, meaning their inclusion would have reduced the reported net loss per share in the applicable period.
The following potentially dilutive average shares attributable to outstanding equity awards were excluded from the calculation of diluted earnings (loss) per share because their inclusion would have been anti-dilutive:
(in thousands, except per share amounts) 2023 2022 2021
Potentially dilutive shares excluded as anti-dilutive 2,451 2,543 3,894
Weighted-average price per share $ 62.08 $ 62.36 $ 57.23
2023 FORM 10-K | 86
Table of Contents
NOTE 12 FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS
We have certain assets and liabilities that are required to be measured and disclosed at fair value. Fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. We use the following fair value hierarchy established in ASC 820-10 to measure fair value to prioritize the inputs:
• Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date.
• Level 2 — Observable inputs, other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in active markets; quoted prices for similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
• Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.
Fair Value Measurements
The following tables summarize our financial assets and liabilities measured at fair value and indicate the level in the fair value hierarchy in which we classify the fair value measurement as of the dates indicated below.
September 30, 2023
(in thousands) Fair Value Level 1 Level 2 Level 3
Assets
Short-term investments:
Corporate debt securities $ 48,764 $ — $ 48,764 $ —
U.S. government and federal agency securities 44,836 44,836 — —
Total 93,600 44,836 48,764 —
Long-term investments:
Recurring fair value measurements:
Equity securities:
Non-qualified supplemental savings plan 14,597 14,597 — —
Investment in ADNOC Drilling 174,758 174,758 — —
Investment in Tamboran 9,920 9,920 — —
Debt securities:
Investment in Galileo 35,434 — — 35,434
Geothermal debt securities 2,006 — — 2,006
Total 236,715 199,275 — 37,440
Nonrecurring fair value measurements 1 :
Other equity securities 2
2,430 — — 2,430
Total 2,430 — — 2,430
Total $ 239,145 $ 199,275 $ — $ 39,870
Liabilities
Contingent consideration $ 9,455 $ — $ — $ 9,455
(1) As of September 30, 2023, our equity security investments in geothermal energy was $ 25.2 million. None of these investment were marked to fair value during the period. The investments are measured at cost, less any impairments.
(2) As of September 30, 2023, our other equity securities subject to measurement at fair value on a nonrecurring basis was $ 3.0 million, of which $ 2.4 million is marked to fair value. The remaining $ 0.6 million is measured at cost, less any impairments.
2023 FORM 10-K | 87
Table of Contents
September 30, 2022
(in thousands) Fair Value Level 1 Level 2 Level 3
Assets
Short-term investments:
Corporate debt securities $ 98,264 $ — $ 98,264 $ —
U.S. government and federal agency securities 18,837 18,837 — —
Total 117,101 18,837 98,264 —
Long-term investments:
Recurring fair value measurements:
Equity securities:
Non-qualified supplemental savings plan 14,301 14,301 — —
Investment in ADNOC Drilling 147,370 147,370 — —
Debt securities:
Investment in Galileo 33,000 — — 33,000
Other 565 — — 565
Total 195,236 161,671 — 33,565
Nonrecurring fair value measurements 1 :
Geothermal equity securities 2
10,707 — — 10,707
Total 10,707 — — 10,707
Total $ 205,943 $ 161,671 $ — $ 44,272
Liabilities
Contingent consideration $ 4,022 $ — $ — $ 4,022
(1) As of September 30, 2022, our other equity security investments are included in our nonrecurring fair value assets. The balances of these equity security investments was $ 0.6 million measured at cost, less any impairments.
(2) As of September 30, 2022, our equity security investments in geothermal energy was $ 23.1 million, of which $ 10.7 million was marked to fair value during the period. The remaining $ 12.4 million is measured at cost, less any impairments.
.
Recurring Fair Value Measurements
Short-term Investments
Short-term investments primarily include securities classified as trading securities. Both realized and unrealized gains and losses on trading securities are included in other income (expense) in the Consolidated Statements of Operations. These securities are recorded at fair value. Level 1 inputs include U.S. agency issued debt securities with active markets and money market funds. For these items, quoted current market prices are readily available. Level 2 inputs include corporate bonds measured using broker quotations that utilize observable market inputs.
Long-term Investments
Equity Securities Our long-term investments include debt and equity securities and assets held in a Non-Qualified Supplemental Savings Plan ("Savings Plan") and are recorded within Investments on our Consolidated Balance Sheets. Our assets that we hold in the Savings Plan are comprised of mutual funds that are measured using Level 1 inputs.
2023 FORM 10-K | 88
Table of Contents
During September 2021, the Company made a $ 100.0 million cornerstone investment in ADNOC Drilling in advance of its announced initial public offering, representing 159.7 million shares of ADNOC Drilling, equivalent to a one percent ownership stake and subject to a three-year lockup period. ADNOC Drilling’s initial public offering was completed on October 3, 2021, and its shares are listed and traded on the Abu Dhabi Securities Exchange. Our investment is classified as a long-term equity investment within Investments on our Consolidated Balance Sheets and measured at fair value with any gains or losses recognized through net income (loss) and recorded within Gain (loss) on investment securities on our Consolidated Statements of Operations. During the fiscal year ended September 30, 2023, we early adopted ASU No. 2022-03 which states that the contractual restriction on the sale of an equity security that is publicly traded is not considered in measuring fair value. The provisions of ASU No. 2022-03 were consistent with our historical accounting for our investment in ADNOC Drilling. During the fiscal year ended September 30, 2023 and 2022, we recognized a gain of $ 27.4 million and $ 47.4 million on our Consolidated Statements of Operations for each period respectively, as a result of the change in fair value of the investment during the period. As of September 30, 2023, this investment is classified as a Level 1 investment based on the quoted stock price on the Abu Dhabi Securities Exchange.
During the fiscal year ended September 30, 2022, we sold our remaining equity securities of approximately 467.5 thousand shares in Schlumberger, Ltd. and received proceeds of approximately $ 22.0 million. For the fiscal year ended September 30, 2022, we recorded a gain of $ 8.2 million related to this investment, which includes a $ 0.5 million gain recognized upon the sale of our investment and a $ 7.7 million gain as a result of the change in fair value of the investment during the period. This activity is reported in Gain (loss) on investment securities in our Consolidated Statements of Operations. This investment was classified as Level 1 and based on the quoted stock price.
Equity Securities with Fair Value Option In October 2022, we made a $ 14.1 million equity investment, representing 106.0 million common shares in Tamboran Resources Limited, a publicly traded company on the Australian Securities Exchange Ltd under the ticker "TBN." Tamboran is focused on playing a constructive role in the global energy transition towards a lower carbon future, by developing a significantly low CO 2 gas resource within Australia's Beetaloo Sub-basin.
We believe we have a significant influence, but not control or joint control over the investee, due to several factors, including our ownership percentage (approximately 6.2 percent as of September 30, 2023), operational involvement and role on the investee's board of directors. Our investment is classified as a long-term equity investment within Investments on our Consolidated Balance Sheet as of September 30, 2023. We consider this investment to have a readily determinable fair value and have elected to account for this investment using the fair value option with any changes in fair value recognized through net income (loss). Under the guidance, Topic 820, Fair Value Measurement, this investment is classified as a Level 1 investment based on the quoted stock price which is publicly available. During the year ended September 30, 2023, we recognized a loss of $ 4.2 million recorded within Gain (loss) on investment securities on our Consolidated Statements of Operations, as a result of the change in fair value of the investment during the period.
Debt Securities During April 2022, the Company made a $ 33.0 million cornerstone investment in Galileo Holdco 2 Limited Technologies ("Galileo Holdco 2"), part of the group of companies known as Galileo Technologies (“Galileo”) in the form of notes with an option to convert into common shares of the parent of Galileo Holdco 2 ("Galileo Parent"). Galileo specializes in liquification, natural gas compression and re-gasification modular systems and technologies to make the production, transportation, and consumption of natural gas, biomethane, and hydrogen more economically viable. The convertible note bears interest at 5.0 percent per annum with a maturity date of the earlier of April 2027 or an exit event (as defined in the agreement as either an initial public offering or a sale of Galileo). During the fiscal year ended September 30, 2023, our convertible note agreement with Galileo was amended to include any interest which has accrued but not yet compounded or issued as a note. As a result, we have included accrued interest in our total investment balance. We currently do not intend to sell this investment prior to its maturity date or an exit event. As of September 30, 2023 and 2022, the fair value of the convertible note was approximately equal to the cost basis.
The following table provides quantitative information about our Level 3 unobservable significant inputs related to our debt security investment with Galileo at the dates included below:
September 30, 2023
Fair Value (in thousands)
Valuation Technique Unobservable Inputs
$ 35,434 Black-Scholes-Merton model Discount rate 19.2 %
Risk-free rate 4.3 %
Equity volatility 92.0 %
September 30, 2022
Fair Value (in thousands)
Valuation Technique Unobservable Inputs
$ 33,000 Black-Scholes-Merton model Discount rate 22.4 %
Risk-free rate 4.0 %
Equity volatility 92.5 %
2023 FORM 10-K | 89
Table of Contents
The above significant unobservable inputs are subject to change based on changes in economic and market conditions. The use of significant unobservable inputs creates uncertainty in the measurement of fair value as of the reporting date. Significant increases or decreases in the discount rate, risk-free rate, and equity volatility in isolation would result in a significantly lower or higher fair value measurement. It is not possible for us to predict the effect of future economic or market conditions on our estimated fair values.
All of our long-term debt securities, including our investment in Galileo, are classified as available-for-sale and are measured using Level 3 unobservable inputs based on the absence of market activity. The following table reconciles changes in the fair value of our Level 3 assets for the periods presented below:
Year Ended
September 30,
(in thousands) 2023 2022
Assets at beginning of period $ 33,565 $ 500
Purchases 2,122 36,065
Accrued interest 1
2,434 —
Transfers in/(out) 2
— ( 3,000 )
Reserves 3
( 681 ) —
Assets at end of period $ 37,440 $ 33,565
(1) During the fiscal year ended September 30, 2023, our convertible note agreement with Galileo was amended to include any interest which has accrued but not yet compounded or issued as a funding note. As a result, we have included accrued interest in our total investment balance.
(2) This represents the conversion from debt to equity securities on the Consolidated Balance Sheets as of September 30, 2022.
(3) During the fiscal year ended September 30, 2023, we recorded an allowance for credit loss related to one of our geothermal debt securities as the balance is deemed to be uncollectible.
Nonrecurring Fair Value Measurements
We have certain assets that are subject to measurement at fair value on a nonrecurring basis. For these nonfinancial assets, measurement at fair value in periods subsequent to their initial recognition is applicable if they are determined to be impaired. These assets generally include property, plant and equipment, goodwill, intangible assets, and operating lease right-of-use assets. If measured at fair value in the Consolidated Balance Sheets, these would generally be classified within Level 2 or 3 of the fair value hierarchy. Further details on any changes in valuation of these assets is provided in their respective footnotes.
Equity Securities
We also hold various other equity securities without readily determinable fair values, primarily comprised of geothermal investments. These equity securities are initially measured at cost, less any impairments, and will be marked to fair value once observable changes in identical or similar investments from the same issuer occur. All of our long-term equity securities are measured using Level 3 unobservable inputs based on the absence of market activity.
The following table reconciles changes in the balance of our equity securities, without readily determinable fair values, for the periods presented below:
Year Ended
September 30,
(in thousands) 2023
2022
Assets at beginning of period $ 23,745 $ 2,865
Purchases 4,487 15,177
Transfers in/(out) 1
— 3,000
Unrealized gain included in earnings — 2,703
Assets at end of period $ 28,232 $ 23,745
(1) This represents the conversion from debt to equity securities on the Consolidated Balance Sheets as of September 30, 2022.
2023 FORM 10-K | 90
Table of Contents
Contingent Consideration
Other financial instruments measured using Level 3 unobservable inputs primarily consist of potential earnout payments associated with our business acquisitions in fiscal year 2019. Contingent consideration is recorded in Accrued liabilities and Other noncurrent liabilities on the Consolidated Balance Sheets based on the expected timing of milestone achievements. The following table reconciles changes in the fair value of our Level 3 liabilities for the periods presented below:
(in thousands) 2023 2022
Liabilities at beginning of period $ 4,022 $ 2,996
Additions 500 1,500
Total gains or losses:
Included in earnings 7,808 ( 224 )
Settlements 1
( 2,875 ) ( 250 )
Liabilities at end of period $ 9,455 $ 4,022
(1) Settlements represent earnout payments that have been paid or earned during the period.
Other Financial Instruments
The carrying amount of cash and cash equivalents and restricted cash approximates fair value due to the short-term nature of these items. The majority of cash equivalents are invested in highly liquid money-market mutual funds invested primarily in direct or indirect obligations of the U.S. Government and in federally insured deposit accounts. The carrying value of accounts receivable, other current and noncurrent assets, accounts payable, accrued liabilities and other liabilities approximated fair value at September 30, 2023 and 2022.
The following information presents the supplemental fair value information for our long-term fixed-rate debt at September 30, 2023 and 2022:
September 30,
(in millions) 2023 2022
Long-term debt, net
Carrying value 545.1 542.6
Fair value 435.5 430.7
The fair values of the long-term fixed-rate debt is based on broker quotes at September 30, 2023 and 2022. The notes are classified within Level 2 of the fair value hierarchy as they are not actively traded in markets.
NOTE 13 EMPLOYEE BENEFIT PLANS
We maintain a domestic noncontributory defined benefit pension plan covering certain U.S. employees who meet certain age and service requirements. In July 2003, we revised the Helmerich & Payne, Inc. Employee Retirement Plan (“Pension Plan”) to close the Pension Plan to new participants effective October 1, 2003, and reduce benefit accruals for current participants through September 30, 2006, at which time benefit accruals were discontinued and the Pension Plan was frozen.
2023 FORM 10-K | 91
Table of Contents
The following table provides a reconciliation of the changes in the pension benefit obligations and fair value of Pension Plan assets over the two-year period ended September 30, 2023 and a statement of the funded status as of September 30, 2023 and 2022:
September 30,
(in thousands) 2023 2022
Accumulated benefit obligation $ 54,646 $ 60,463
Changes in projected benefit obligations:
Projected benefit obligation at beginning of year $ 60,463 $ 110,352
Interest cost 3,086 2,537
Actuarial gain ( 4,940 ) ( 16,260 )
Benefits paid ( 3,963 ) ( 36,166 )
Projected benefit obligation at end of year $ 54,646 $ 60,463
Change in plan assets:
Fair value of plan assets at beginning of year $ 41,764 $ 87,255
Actual return on plan assets 979 ( 14,324 )
Employer contribution 5,000 5,000
Benefits paid ( 3,963 ) ( 36,167 )
Fair value of plan assets at end of year $ 43,780 $ 41,764
Funded status of the plan at end of year $ ( 10,866 ) $ ( 18,699 )
Fluctuations in actuarial gains and losses during the period are primarily due to changes in the discount rate and investment returns. The mortality table issued by the Society of Actuaries in October 2021 was used for the September 30, 2023 pension calculation. The net pension liability at September 30, 2023 and 2022 was $ 10.9 million and $ 18.7 million, respectively. Theses liabilities are recorded within other noncurrent liabilities in our Consolidated Balance Sheets.
The net actuarial loss recognized in Accumulated other comprehensive income (loss) at September 30, 2023 and 2022, and not yet reflected in net periodic benefit cost, was $ 10.4 million and $ 15.7 million respectively.
Unrecognized actuarial gains/losses outside of a corridor of the greater of: 1) 10 percent of the Projected Benefit Obligation, or 2) the fair value of assets, are amortized into expense for the year on a straight-line basis over the average remaining service years of participants. Amortization is not carried from year-to-year as the calculation resets each year.
The weighted average assumptions used for the pension calculations were as follows:
September 30,
2023 2022 2021
Discount rate for net periodic benefit costs 5.44 % 2.75 % 2.66 %
Discount rate for year-end obligations 5.77 % 5.44 % 2.75 %
Expected return on plan assets 4.50 % 4.25 % 3.50 %
We made a voluntary contribution of $ 5.0 million during each fiscal year 2023, 2022, and 2021. In fiscal year 2024, we do not expect minimum contributions required by law to be needed. However, we may make contributions in fiscal year 2024 if needed to fund unexpected distributions in lieu of liquidating pension assets.
Components of the net periodic pension expense were as follows:
Year Ended September 30,
(in thousands) 2023 2022 2021
Interest cost $ 3,086 $ 2,537 $ 2,925
Expected return on plan assets 1
( 1,762 ) ( 2,481 ) ( 3,722 )
Recognized net actuarial loss 1,139 2,080 3,205
Settlement expense — 9,031 3,448
Other — — ( 81 )
Net pension expense $ 2,463 $ 11,167 $ 5,775
(1) The Company uses the fair value of plan assets in determining the expected return on plan assets.
2023 FORM 10-K | 92
Table of Contents
We record settlement expense when benefit payments exceed the total annual interest costs. During March 2022, the Company's domestic noncontributory defined benefit pension plan was amended to include a limited lump sum distribution option and a special eligibility window to be available to certain participants. During the period beginning on May 2, 2022 and ending on June 30, 2022, these participants could elect the limited lump sum distribution. This one-time lump sum was subsequently paid in August 2022 and resulted in a pension settlement charge of $ 7.8 million during the year ended September 30, 2022.
The following table reflects the expected benefits to be paid from the Pension Plan in each of the next five fiscal years, and in the aggregate for the five years thereafter (in thousands):
Year Ended September 30,
2024 2025 2026 2027 2028 2029 – 2033 Total
$ 4,790 $ 5,698 $ 5,009 $ 5,114 $ 4,494 $ 21,168 $ 46,273
Investment Strategy and Asset Allocation
Our investment policy and strategies are established with a long-term view in mind. The investment strategy is intended to help pay the cost of the Pension Plan while providing adequate security to meet the benefits promised under the Pension Plan. We maintain a diversified asset mix to minimize the risk of a material loss to the portfolio value that might occur from devaluation of any single investment. In determining the appropriate asset mix, our financial strength and ability to fund potential shortfalls are considered. Pension Plan assets are invested in portfolios of diversified public-market equity securities and fixed income securities. The Pension Plan does not directly hold securities of the Company.
The expected long-term rate of return on Pension Plan assets is based on historical and projected rates of return for current and planned asset classes in the Pension Plan’s investment portfolio after analyzing historical experience and future expectations of the return and volatility of various asset classes.
During the 2021 fiscal year, we implemented a glide-path strategy with a goal to reduce risk as certain funded levels are achieved and began aligning our fixed income exposure with our pension liabilities. The target allocation for 2024 and the asset allocation for the Pension Plan at the end of fiscal years 2023 and 2022, by asset category, were as follows:
Target Allocation September 30,
Asset Category 2024 2023 2022
U.S. equities 17 % 17 % 18 %
International equities 12 12 11
Fixed income 71 71 71
Total 100 % 100 % 100 %
Plan Assets
The fair value of Pension Plan assets at September 30, 2023 and 2022, summarized by level within the fair value hierarchy described in Note 12—Fair Value Measurement of Financial Instruments, are as follows:
September 30, 2023
(in thousands) Total Level 1 Level 2 Level 3
Short-term investments $ 1,018 $ 1,018 $ — $ —
Mutual funds:
Domestic stock funds 7,299 7,299 — —
Bond funds 30,319 30,319 — —
International stock funds 5,120 5,120 — —
Total mutual funds 42,738 42,738 — —
Oil and gas properties 24 — — 24
Total $ 43,780 $ 43,756 $ — $ 24
2023 FORM 10-K | 93
Table of Contents
September 30, 2022
(in thousands) Total Level 1 Level 2 Level 3
Short-term investments $ 555 $ 555 $ — $ —
Mutual funds:
Domestic stock funds 7,318 7,318 — —
Bond funds 29,093 29,093 — —
International stock funds 4,739 4,739 — —
Total mutual funds 41,150 41,150 — —
Oil and gas properties 59 — — 59
Total $ 41,764 $ 41,705 $ — $ 59
As of September 30, 2023 and 2022, the Pension Plan’s financial assets utilizing Level 1 inputs are valued based on quoted prices in active markets for identical securities. As of September 30, 2023 and 2022, the Pension Plan’s assets utilizing Level 3 inputs consist of oil and gas properties. The fair value of oil and gas properties is determined by Wells Fargo Bank, N.A., based upon actual revenue received for the previous twelve-month period and experience with similar assets.
Defined Contribution Plan
Substantially all employees on the U.S. payroll may elect to participate in our 401(k)/Thrift Plan by contributing a portion of their earnings. We contribute an amount equal to 100 percent of the first five percent of the participant’s compensation subject to certain limitations. The annual expense incurred for this defined contribution plan was $ 25.8 million, $ 24.8 million and $ 13.6 million in fiscal years 2023, 2022 and 2021, respectively.
NOTE 14 SUPPLEMENTAL BALANCE SHEET INFORMATION
The following reflects the activity in our reserve for expected credit losses on trade receivables for fiscal years 2023, 2022 and 2021:
Year Ended September 30,
(in thousands) 2023 2022 2021
Reserve for credit losses:
Balance at October 1, $ 2,975 $ 2,068 $ 1,820
Provision for credit loss 534 1,077 203
(Write-off) recovery of credit loss ( 821 ) ( 170 ) 45
Balance at September 30, $ 2,688 $ 2,975 $ 2,068
2023 FORM 10-K | 94
Table of Contents
Accounts receivable, prepaid expenses and other current assets, net, accrued liabilities and noncurrent liabilities —other at September 30, 2023 and 2022 consist of the following:
Year Ended September 30,
(in thousands) 2023 2022
Accounts receivable, net of reserve:
Trade receivables $ 403,091 $ 430,944
Income tax receivable 1,097 27,769
Total accounts receivable, net of reserve $ 404,188 $ 458,713
Prepaid expenses and other current assets, net:
Deferred mobilization $ 7,873 $ 5,048
Prepaid insurance 11,160 7,498
Prepaid value added tax 7,867 6,628
Prepaid maintenance and rent 12,278 13,092
Accrued demobilization, net 6,560 6,319
Prepaid equipment 21,821 10,091
Insurance Recoverable 28,129 9,684
Other 2,039 8,103
Total prepaid expenses and other current assets, net $ 97,727 $ 66,463
Accrued liabilities:
Accrued operating costs $ 20,618 $ 26,539
Payroll and employee benefits 55,596 58,604
Taxes payable, other than income tax 32,537 26,786
Self-insurance liabilities 60,921 38,422
Deferred income 23,441 19,821
Deferred mobilization revenue 10,247 8,959
Accrued income taxes 24,495 40,833
Contingent consideration 9,455 2,750
Operating lease liability 13,772 12,382
Other 11,803 6,055
Total accrued liabilities $ 262,885 $ 241,151
Noncurrent liabilities — Other:
Pension and other non-qualified retirement plans $ 33,048 $ 40,423
Self-insurance liabilities 42,285 38,422
Contingent liability — 1,272
Deferred revenue 8,135 3,162
Uncertain tax positions including interest and penalties 3,136 2,381
Operating lease liability 41,038 27,350
Other 487 1,917
Total noncurrent liabilities — other $ 128,129 $ 114,927
NOTE 15 COMMITMENTS AND CONTINGENCIES
Purchase Commitments
Equipment, parts and supplies are ordered in advance to promote efficient construction and capital improvement progress. At September 30, 2023, we had purchase commitments for equipment, parts and supplies of approximately $ 130.7 million.
Lease Obligations
Refer to Note 4—Leases for additional information on our lease obligations.
2023 FORM 10-K | 95
Table of Contents
Guarantee Arrangements
We are contingently liable to sureties in respect of bonds issued by the sureties in connection with certain commitments entered into by us in the normal course of business. We have agreed to indemnify the sureties for any payments made by them in respect of such bonds.
Contingencies
During the ordinary course of our business, contingencies arise resulting from an existing condition, situation or set of circumstances involving an uncertainty as to the realization of a possible gain or loss contingency. We account for gain contingencies in accordance with the provisions of ASC 450, Contingencies, and, therefore, we do not record gain contingencies or recognize income until realized. The property and equipment of our Venezuelan subsidiary was seized by the Venezuelan government on June 30, 2010. Our wholly-owned subsidiaries, Helmerich & Payne International Drilling Co. ("HPIDC"), and Helmerich & Payne de Venezuela, C.A. filed a lawsuit in the United States District Court for the District of Columbia on September 23, 2011 against the Bolivarian Republic of Venezuela, Petroleos de Venezuela, S.A. and PDVSA Petroleo, S.A., seeking damages for the seizure of their Venezuelan drilling business in violation of international law and for breach of contract. While there exists the possibility of realizing a recovery, we are currently unable to determine the timing or amounts we may receive, if any, or the likelihood of recovery.
In May 2018, an employee of our subsidiary, HPIDC, was involved in a car accident in his personal vehicle while not clocked in for work. The accident resulted in a fatality of a passenger in the other vehicle. The estate of the victim, his widow and children subsequently brought a lawsuit against the employee and HPIDC in Texas State District Court in January 2020. In July 2023, the Plaintiff and our insurer agreed on a settlement of $ 19.5 million. This amount is within our insurance coverage limits, thus we did not incur expenses in excess of our $ 3.0 million deductible.
The Company and its subsidiaries are parties to various other pending legal actions arising in the ordinary course of our business. We maintain insurance against certain business risks subject to certain deductibles. Although no assurance can be given, we believe, based on our experiences to date and taking into account established reserves and insurance, that the ultimate resolution of such items will not have a material adverse impact on our financial condition, cash flows, or results of operations. When we determine a loss is probable of occurring and is reasonably estimable, we accrue an undiscounted liability for such contingencies based on our best estimate using information available at that time. If the estimated loss is a range of potential outcomes and there is no better estimate within the range, we accrue the amount at the low end of the range. We disclose contingencies where an adverse outcome may be material, or in the judgment of management, we conclude the matter should otherwise be disclosed.
NOTE 16 BUSINESS SEGMENTS AND GEOGRAPHIC INFORMATION
Description of the Business
We are a performance-driven drilling solutions and technologies company based in Tulsa, Oklahoma with operations in all major U.S. onshore oil and gas producing basins as well as South America, the Middle East and Australia. Our drilling operations consist mainly of contracting Company-owned drilling equipment primarily to large oil and gas exploration companies. We believe we are the recognized industry leader in drilling as well as technological innovation. We focus on offering our customers an integrated solutions-based approach by combining proprietary rig technology, automation software, and digital expertise into our rig operations rather than a product-based offering, such as a rig or separate technology package. Our drilling services operations are organized into the following reportable operating business segments: North America Solutions, Offshore Gulf of Mexico and International Solutions.
Each reportable operating segment is a strategic business unit that is managed separately, and consolidated revenues and expenses reflect the elimination of all material intercompany transactions. Our real estate operations, our incubator program for new research and development projects, and our wholly-owned captive insurance companies are included in "Other." External revenues included in “Other” primarily consist of rental income.
2023 FORM 10-K | 96
Table of Contents
Segment Performance
We evaluate segment performance based on income or loss before income taxes which includes:
• Revenues from external and internal customers
• Direct operating costs
• Depreciation and amortization
• Allocated general and administrative costs
• Asset impairment charges
• Restructuring charges
but excludes gain on reimbursement of drilling equipment, other (gain) loss on sale of assets, corporate selling, general and administrative costs, corporate depreciation, and corporate restructuring charges.
General and administrative costs are allocated to the segments based primarily on specific identification and, to the extent that such identification is not practical, other methods may be used which we believe to be a reasonable reflection of the utilization of services provided.
Summarized financial information of our reportable segments for the fiscal years ended September 30, 2023, 2022 and 2021 is shown in the following tables:
September 30, 2023
(in thousands) North America Solutions Offshore Gulf of Mexico International Solutions Other Eliminations Total
External sales $ 2,519,743 $ 130,244 $ 212,566 $ 9,868 $ — $ 2,872,421
Intersegment — — — 67,428 ( 67,428 ) —
Total sales 2,519,743 130,244 212,566 77,296 ( 67,428 ) 2,872,421
Segment operating income (loss) 625,467 22,806 ( 891 ) 15,876 4,671 667,929
Depreciation and amortization 353,976 7,622 7,615 2,014 — 371,227
September 30, 2022
(in thousands) North America Solutions Offshore Gulf of Mexico International Solutions Other Eliminations Total
External sales $ 1,788,167 $ 125,465 $ 136,072 $ 9,240 $ — $ 2,058,944
Intersegment — — — 57,047 ( 57,047 ) —
Total sales 1,788,167 125,465 136,072 66,287 ( 57,047 ) 2,058,944
Segment operating income (loss) 121,893 23,214 ( 138 ) 12,720 ( 6,422 ) 151,267
Depreciation and amortization 375,250 9,175 4,156 1,701 — 390,282
September 30, 2021
(in thousands) North America Solutions Offshore Gulf of Mexico International Solutions Other Eliminations Total
External sales $ 1,026,364 $ 126,399 $ 57,917 $ 7,888 $ — $ 1,218,568
Intersegment — — — 35,416 ( 35,416 ) —
Total sales 1,026,364 126,399 57,917 43,304 ( 35,416 ) 1,218,568
Segment operating income (loss) ( 287,176 ) 15,969 ( 21,003 ) ( 9,704 ) ( 1,580 ) ( 303,494 )
Depreciation and amortization 392,415 10,557 2,013 1,426 — 406,411
2023 FORM 10-K | 97
Table of Contents
The following table reconciles segment operating income (loss) per the tables above to income (loss) before income taxes as reported on the Consolidated Statements of Operations:
Year Ended September 30,
(in thousands) 2023 2022 2021
Segment operating income (loss) $ 667,929 $ 151,267 $ ( 303,494 )
Gain on reimbursement of drilling equipment 48,173 29,443 12,322
Other gain (loss) on sale of assets ( 8,016 ) 5,432 ( 11,280 )
Corporate selling, general and administrative costs, corporate depreciation and corporate restructuring charges ( 146,197 ) ( 140,850 ) ( 126,097 )
Operating income (loss) 561,889 45,292 ( 428,549 )
Other income (expense)
Interest and dividend income 28,393 18,090 10,254
Interest expense ( 17,283 ) ( 19,203 ) ( 23,955 )
Gain on investment securities 11,299 57,937 6,727
Loss on extinguishment of debt — ( 60,083 ) —
Other 9,081 ( 10,714 ) 5,652
Total unallocated amounts 31,490 ( 13,973 ) ( 1,322 )
Income (loss) before income taxes $ 593,379 $ 31,319 $ ( 429,871 )
The following table reconciles segment total assets to total assets as reported on the Consolidated Balance Sheets:
Year Ended September 30,
(in thousands) 2023 2022
Total assets 1
North America Solutions $ 3,320,203 $ 3,406,824
Offshore Gulf of Mexico 73,319 80,993
International Solutions 407,143 330,974
Other 154,290 120,305
3,954,955 3,939,096
Investments and corporate operations 427,001 416,435
Total assets $ 4,381,956 $ 4,355,531
(1) Assets by segment exclude investments in subsidiaries and intersegment activity.
The following table presents revenues from external customers by country based on the location of service provided:
Year Ended September 30,
(in thousands) 2023 2022 2021
Operating revenues
United States $ 2,656,617 $ 1,920,026 $ 1,158,230
Argentina 137,420 91,385 27,855
Colombia 46,720 22,003 1,674
Bahrain 15,401 16,986 27,435
United Arab Emirates 9,716 5,698 957
Australia 3,350 — —
Other foreign 3,197 2,846 2,417
Total $ 2,872,421 $ 2,058,944 $ 1,218,568
2023 FORM 10-K | 98
Table of Contents
The following table presents property, plant and equipment by country based on the location of service provided:
Year Ended September 30,
(in thousands) 2023 2022
Property, plant and equipment, net
United States $ 2,813,707 $ 2,872,145
Argentina 57,168 54,789
Colombia 20,835 21,809
Australia 10,673 —
United Arab Emirates 10,373 3,024
Other foreign 8,939 9,042
Total $ 2,921,695 $ 2,960,809
NOTE 17 SUBSEQUENT EVENTS
On October 17, 2023, the Board of Directors of the Company declared a quarterly cash supplemental dividend of $ 0.17 per share on the Company’s common stock, payable on December 4, 2023, to stockholders of record at the close of business on November 20, 2023. The payable date and record date of this supplemental dividend coincides with the dates applicable to the Company’s base dividend of $ 0.25 per share, which was declared on September 6, 2023.
2023 FORM 10-K | 99
Table of Contents
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.