HALLIBURTON COMPANY (NYSE:HAL) Files An 8-K Results of Operations and Financial Condition

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HALLIBURTON COMPANY (NYSE:HAL) Files An 8-K Results of Operations and Financial Condition
Item 2.02. Results of Operations and Financial Condition

On July24, 2017, registrant issued a press release entitled “Halliburton Announces Second Quarter 2017 Results."

The text of the Press Release is as follows:

HALLIBURTON ANNOUNCES SECOND QUARTER 2017 RESULTS

Reported income from continuing operations of $0.03 per diluted share

Adjusted income from continuing operations of $0.23 per diluted share

HOUSTON – July 24, 2017 – Halliburton Company (NYSE:HAL) announced today income from continuing operations of $28 million, or $0.03 per diluted share, for the second quarter of 2017. Adjusted income from continuing operations for the second quarter of 2017, excluding a fair market value adjustment associated with an expected promissory note in Venezuela, was $201 million, or $0.23 per diluted share. These second quarter results also include a $0.04 per diluted share impact from litigation settlements and one-time executive compensation charges. Reported operating income was $146 million and adjusted operating income was $408 million for the second quarter of 2017, compared to operating income of $203 million for the first quarter of 2017.

In July 2017, Halliburton acquired two businesses, Summit ESP and Ingrain, Inc. Summit is a leading provider of electric submersible pumps, and related technology and services. Ingrain specializes in the analysis of complex rock types and has developed and brought to market unique capabilities in rock physics, using digital scanning and analysis to derive petrophysical insights for operators to use in commercial decision-making. The additions of these two businesses strengthen Halliburton’s artificial lift and wireline portfolios for its global customers.

Halliburton’s AccessFrac™ Service drives production and asset efficiency. A Permian Basin operator was developing a multi-well Sprayberry formation pad offsetting existing producing assets. The AccessFrac Service substantially reduced well bashing effects on offset wells, which in turn allowed effective fracture lengths and improved productivity. After one year of production, the wells that applied AccessFrac Service averaged a 33% increase in cumulative BOE production when compared to previous pad development efforts, and reduced negative impacts on the offset wells. AccessFrac™ is a unique service combining materials, equipment and design process to solve challenges in completing shale wells in North America.

Halliburton and Accenture announced the companies are working together to help transform how operators can achieve a lower cost per BOE by digitalizing crucial business activities between the field, front office and back office. The combined strengths and capabilities of Halliburton and Accenture will enable digital solutions that align and elevate technical, operational, and business outcomes for operators.

Halliburton announced an agreement with GroundMetrics to deliver full field reservoir characterization and monitoring services. The collaboration combines GroundMetrics' capabilities in electromagnetic and resistivity sensing where the capabilities and

expertise of both companies will enable the generation of 3D saturation models to help reduce subsurface uncertainties and assist operators in making better production-related decisions.

Halliburton awarded a multi-million dollar software grant to King Fahd University for Petroleum and Minerals. The software grant is delivered through Landmark’s University Grants Program, which contributes renewable software licenses to qualified academic institutions worldwide.

About Halliburton

Founded in 1919, Halliburton is one of the world's largest providers of products and services to the energy industry. With over 50,000 employees, representing 140 nationalities and operations in approximately 70 countries, the company serves the upstream oil and gas industry throughout the lifecycle of the reservoir – from locating hydrocarbons and managing geological data, to drilling and formation evaluation, well construction and completion, and optimizing production through the life of the field. Visit the company’s website at www.halliburton.com. Connect with Halliburton on Facebook, Twitter, LinkedIn, and YouTube.

NOTE: The statements in this press release that are not historical statements, including statements regarding future financial performance, are forward-looking statements within the meaning of the federal securities laws. These statements are subject to numerous risks and uncertainties, many of which are beyond the company's control, which could cause actual results to differ materially from the results expressed or implied by the statements. These risks and uncertainties include, but are not limited to: the resolution of SEC investigations and class action lawsuits; indemnification and insurance matters; with respect to repurchases of Halliburton common stock, the continuation or suspension of the repurchase program, the amount, the timing and the trading prices of Halliburton common stock, and the availability and alternative uses of cash; changes in the demand for or price of oil and/or natural gas can be significantly impacted by weakness in the worldwide economy; consequences of audits and investigations by domestic and foreign government agencies and legislative bodies and related publicity and potential adverse proceedings by such agencies; protection of intellectual property rights and against cyber-attacks; compliance with environmental laws; changes in government regulations and regulatory requirements, particularly those related to offshore oil and natural gas exploration, radioactive sources, explosives, chemicals, hydraulic fracturing services, and climate-related initiatives; compliance with laws related to income taxes and assumptions regarding the generation of future taxable income; risks of international operations, including risks relating to unsettled political conditions, war, the effects of terrorism, foreign exchange rates and controls, international trade and regulatory controls, and doing business with national oil companies; weather-related issues, including the effects of hurricanes and tropical storms; changes in capital spending by customers; delays or failures by customers to make payments owed to us; execution of long-term, fixed-price contracts; structural changes in the oil and natural gas industry; maintaining a highly skilled workforce; availability and cost of raw materials; agreement with respect to and completion of potential acquisitions and integration and success of acquired businesses and operations of joint ventures. Halliburton's Form 10-K for the year ended December 31, 2016, Form 10-Q for the quarter ended March 31, 2017, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss some of the important risk factors identified that may affect Halliburton's business, results of operations, and financial condition. Halliburton undertakes no obligation to revise or update publicly any forward-looking statements for any reason.

HALLIBURTON COMPANY

Condensed Consolidated Statements of Operations

(Millions of dollars and shares except per share data)

(Unaudited)

Three Months Ended

June 30

March 31

Revenue:

Completion and Production

$

3,132

$

2,114

$

2,604

Drilling and Evaluation

1,825

1,721

1,675

Total revenue

$

4,957

$

3,835

$

4,279

Operating income (loss):

Completion and Production

$

$

(32

)

$

Drilling and Evaluation

Corporate and other (a)

(114

)

(60

)

(66

)

Impairments and other charges (b)

(262

)

(423

)

Merger termination fee and related costs (c)

(3,519

)

Total operating income (loss)

(3,880

)

Interest expense, net (d)

(121

)

(196

)

(242

)

Other, net

(26

)

(31

)

(18

)

Loss before income taxes

(1

)

(4,107

)

(57

)

Income tax benefit

Income (loss) from continuing operations

(3,205

)

(32

)

Net income attributable to noncontrolling interest

(3

)

Net income (loss) attributable to company

$

$

(3,208

)

$

(32

)

Basic and diluted net income (loss) per share

$

0.03

$

(3.73

)

$

(0.04

)

Basic weighted average common shares outstanding

Diluted weighted average common shares outstanding

(a) Includes an aggregate $42 million of litigation settlements and one-time executive compensation charges in the three months ended June 30, 2017.

(b) During the three months ended June 30, 2017, Halliburton recognized a $262 million fair market value adjustment associated with an expected promissory note in Venezuela.

(c) Includes a $3.5 billion merger termination fee recognized in the three months ended June 30, 2016.

(d) Includes $104 million of costs related to the early extinguishment of $1.4 billion of senior notes in the three months ended March 31, 2017, as well as $41 million of debt redemption fees and associated expenses in the three months ended June 30, 2016.

See Footnote Table 1 for Reconciliation of As Reported Operating Income to Adjusted Operating Income

See Footnote Table 2 for Reconciliation of As Reported Income (Loss) from Continuing Operations to Adjusted Income from Continuing Operations.

HALLIBURTON COMPANY

Condensed Consolidated Statements of Operations

(Millions of dollars and shares except per share data)

(Unaudited)

Six Months Ended June 30

Revenue:

Completion and Production

$

5,736

$

4,438

Drilling and Evaluation

3,500

3,595

Total revenue

$

9,236

$

8,033

Operating income (loss):

Completion and Production

$

$

(2

)

Drilling and Evaluation

Corporate and other

(180

)

(106

)

Impairments and other charges (a)

(262

)

(3,189

)

Merger termination fee and related costs (b)

(4,057

)

Total operating income (loss)

(6,959

)

Interest expense, net (c)

(363

)

(361

)

Other, net

(44

)

(78

)

Loss before income taxes

(58

)

(7,398

)

Income tax benefit

1,777

Loss from continuing operations

(4

)

(5,621

)

Loss from discontinued operations, net

(2

)

Net loss

$

(4

)

$

(5,623

)

Net loss attributable to noncontrolling interest

Net loss attributable to company

$

(4

)

$

(5,620

)

Amounts attributable to company shareholders:

Loss from continuing operations

$

(4

)

$

(5,618

)

Loss from discontinued operations, net

(2

)

Net loss attributable to company

$

(4

)

$

(5,620

)

Basic and diluted net loss per share

$

$

(6.54

)

Basic and diluted weighted average common shares outstanding

(a) During the six months ended June 30, 2017, Halliburton recognized a $262 million fair market value adjustment associated with an expected promissory note in Venezuela.

(b) During the six months ended June 30, 2016, Halliburton recognized a $3.5 billion merger termination fee and an aggregate $464 million of charges for the reversal of assets held for sale accounting.

(c) Includes $104 million of costs related to the early extinguishment of $1.4 billion of senior notes in the six months ended June 30, 2017, as well as $41 million of debt redemption fees and associated expenses in the six months ended June 30, 2016.

HALLIBURTON COMPANY

Condensed Consolidated Balance Sheets

(Millions of dollars)

(Unaudited)

June 30

December 31

Assets

Current assets:

Cash and equivalents

$

2,139

$

4,009

Receivables, net

4,385

3,922

Inventories

2,283

2,275

Prepaid income taxes

Other current assets

Total current assets

10,260

11,677

Property, plant and equipment, net

8,374

8,532

Goodwill

2,407

2,414

Deferred income taxes

2,232

1,960

Other assets

2,052

2,417

Total assets

$

25,325

$

27,000

Liabilities and Shareholders’ Equity

Current liabilities:

Accounts payable

$

2,166

$

1,764

Accrued employee compensation and benefits

Short-term borrowings and current maturities of long-term debt

Other current liabilities

1,545

Total current liabilities

4,068

4,023

Long-term debt

10,816

12,214

Employee compensation and benefits

Other liabilities

Total liabilities

16,372

17,552

Company shareholders’ equity

8,917

9,409

Noncontrolling interest in consolidated subsidiaries

Total shareholders’ equity

8,953

9,448

Total liabilities and shareholders’ equity

$

25,325

$

27,000

HALLIBURTON COMPANY

Condensed Consolidated Statements of Cash Flows

(Millions of dollars)

(Unaudited)

Six Months Ended June 30

Cash flows from operating activities:

Net loss

$

(4

)

$

(5,623

)

Adjustments to reconcile net loss to cash flows from operating activities:

Depreciation, depletion and amortization

Payment related to the Macondo well incident

(368

)

(33

)

Impairments and other charges

3,189

Working capital (a)

(222

)

Deferred income tax benefit, continuing operations

(216

)

(1,516

)

Other

(634

)

Total cash flows provided by (used in) operating activities (b)

(3,803

)

Cash flows from investing activities:

Capital expenditures

(592

)

(447

)

Proceeds from sales of property, plant and equipment

Other investing activities

(29

)

(60

)

Total cash flows used in investing activities

(545

)

(393

)

Cash flows from financing activities:

Payments on long-term borrowings

(1,623

)

(2,525

)

Dividends to shareholders

(312

)

(309

)

Borrowings on short-term debt, net

Other financing activities

Total cash flows used in financing activities

(1,641

)

(2,732

)

Effect of exchange rate changes on cash

(35

)

(41

)

Decrease in cash and equivalents

(1,870

)

(6,969

)

Cash and equivalents at beginning of period

4,009

10,077

Cash and equivalents at end of period

$

2,139

$

3,108

(a) Working capital includes receivables, inventories and accounts payable.

(b) Includes a $3.5 billion merger termination fee paid during the second quarter of 2016.

HALLIBURTON COMPANY

Revenue and Operating Income (Loss) Comparison

By Operating Segment and Geographic Region

(Millions of dollars)

(Unaudited)

Three Months Ended

June 30

March 31

Revenue

By operating segment:

Completion and Production

$

3,132

$

2,114

$

2,604

Drilling and Evaluation

1,825

1,721

1,675

Total revenue

$

4,957

$

3,835

$

4,279

By geographic region:

North America

$

2,770

$

1,516

$

2,231

Latin America

Europe/Africa/CIS

Middle East/Asia

1,000

1,048

Total revenue

$

4,957

$

3,835

$

4,279

Operating Income (Loss)

By operating segment:

Completion and Production

$

$

(32

)

$

Drilling and Evaluation

Total

Corporate and other

(114

)

(60

)

(66

)

Impairments and other charges

(262

)

(423

)

Merger termination fee and related costs

(3,519

)

Total operating income (loss)

$

$

(3,880

)

$

See Footnote Table 1 for Reconciliation of As Reported Operating Income to Adjusted Operating Income

HALLIBURTON COMPANY

Revenue and Operating Income (Loss) Comparison

By Operating Segment and Geographic Region

(Millions of dollars)

(Unaudited)

Six Months Ended June 30

Revenue

By operating segment:

Completion and Production

$

5,736

$

4,438

Drilling and Evaluation

3,500

3,595

Total revenue

$

9,236

$

8,033

By geographic region:

North America

$

5,001

$

3,310

Latin America

1,017

Europe/Africa/CIS

1,283

1,573

Middle East/Asia

1,981

2,133

Total revenue

$

9,236

$

8,033

Operating Income (Loss)

By operating segment:

Completion and Production

$

$

(2

)

Drilling and Evaluation

Total

Corporate and other

(180

)

(106

)

Impairments and other charges

(262

)

(3,189

)

Merger termination fee and related costs

(4,057

)

Total operating income (loss)

$

$

(6,959

)

FOOTNOTE TABLE 1

HALLIBURTON COMPANY

Reconciliation of As Reported Operating Income to Adjusted Operating Income

(Millions of dollars)

(Unaudited)

Three Months Ended

June 30, 2017

March 31, 2017

As reported operating income

$

$

Impairments and other charges (a)

Adjusted operating income (b)

$

$

(a)

During the three months ended June 30, 2017, Halliburton recognized a $262 million fair market value adjustment associated with an expected promissory note in Venezuela. There were no such operating charges or costs for the three months ended March 31, 2017.

(b)

Management believes that operating income adjusted for impairments and other charges for the three months ended June 30, 2017 is useful to investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views this excluded item to be outside of the company's normal operating results. Management analyzes operating income without the impact of this item as an indicator of performance, to identify underlying trends in the business, and to establish operational goals. The adjustments remove the effect of this item. Adjusted operating income is calculated as: “As reported operating income” plus "Impairments and other charges" for the three months ended June 30, 2017.

FOOTNOTE TABLE 2

HALLIBURTON COMPANY

Reconciliation of As Reported Income (Loss) from Continuing Operations to

Adjusted Income from Continuing Operations

(Millions of dollars and shares except per share data)

(Unaudited)

Three Months Ended

June 30, 2017

March 31, 2017

As reported income (loss) from continuing operations attributable to company

$

$

(32

)

Adjustments:

Impairments and other charges

Costs related to the early extinguishment of debt

Total adjustments, before taxes (a)

Income tax benefit

(89

)

(38

)

Total adjustments, net of tax

$

$

Adjusted income from continuing operations attributable to company

$

$

As reported diluted weighted average common shares outstanding (b)

Adjusted diluted weighted average common shares outstanding (b)

As reported income (loss) from continuing operations per diluted share (c)

$

0.03

$

(0.04

)

Adjusted income from continuing operations per diluted share (c)

$

0.23

$

0.04

(a)

Management believes that income (loss) from continuing operations adjusted for impairments and other charges and costs related to the early extinguishment of debt is useful to investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of the company's normal operating results. Management analyzes income (loss) from continuing operations without the impact of these items as an indicator of performance, to identify underlying trends in the business and to establish operational goals. The adjustment removes the effect of these items. Adjusted income from continuing operations attributable to company is calculated as: “As reported income (loss) from continuing operations attributable to company” plus "Total adjustments, net of tax" for the three months ended June 30, 2017 and March 31, 2017.

(b)

As reported diluted weighted average common shares outstanding for the three months ended March 31, 2017 excludes options to purchase four million shares of common stock, respectively, as their impact would be antidilutive because our reported income from continuing operations attributable to company was in a loss position during the period. When adjusting income from continuing operations attributable to company in the period for the adjustments discussed above, these shares become dilutive.

(c)

As reported income (loss) from continuing operations per diluted share is calculated as: "As reported income (loss) from continuing operations attributable to company" divided by "As reported diluted weighted average common shares outstanding." Adjusted income from continuing operations per diluted share is calculated as: "Adjusted income from continuing operations attributable to company" divided by "Adjusted diluted weighted average common shares outstanding."

Conference Call Details

Halliburton will host a conference call on Monday, July24, 2017, to discuss the second quarter 2017 financial results. The call will begin at 8:00 AM Central Time (9:00 AM Eastern Time).

Please visit the website to listen to the call live via webcast. Interested parties may also participate in the call by dialing (888) 393-0263 within North America or (973) 453-2259 outside North America. A passcode is not required. Attendees should log in to the webcast or dial in approximately 15 minutes prior to the call’s start time.

A replay of the conference call will be available on Halliburton’s website for seven days following the call. Also, a replay may be accessed by telephone at (855) 859-2056 within North America or (404) 537-3406 outside of North America, using the passcode 24655944.

###

CONTACTS

For Investors:

Lance Loeffler

Halliburton, Investor Relations

[email protected]

281-871-2688

For Media:

Emily Mir

Halliburton, Public Relations

[email protected]

281-871-2601


About HALLIBURTON COMPANY (NYSE:HAL)

Halliburton Company is a provider of services and products to the upstream oil and natural gas industry. The Company operates through two segments: the Completion and Production segment, and the Drilling and Evaluation segment. The Company’s Completion and Production segment delivers cementing, stimulation, intervention, pressure control, specialty chemicals, artificial lift, and completion products and services. The Company’s Drilling and Evaluation segment provides field and reservoir modeling, drilling, evaluation and wellbore placement solutions that enable customers to model, measure, drill and manage its well construction activities. The Company’s baroid provides drilling fluid systems, performance additives, completion fluids, solids control, specialized testing equipment and waste management services for oil and natural gas drilling, completion and workover operations. The Company operates its business in approximately 80 countries.