James A. MacLennan
Analyst · Wells Fargo Securities
Thank you, David, and good morning, to everyone on the call. I'll begin this morning by providing some high-level observations on Noble's fourth quarter results. I plan to cover only those line items that fell outside of our previously guided range in order to allow more time for a review of 2015 financial guidance. I'm happy to address items not covered in my prepared comments during the Q&A session at the end of today's call. You'll recall that our spinoff of Paragon Offshore was completed on August 1, 2014, and the operational results of Paragon and incremental spinoff related costs for the periods covered in our prepared statements have been recast and captured net of tax in the line net income from discontinued operations in our profit and loss statement. The highlights of the fourth quarter are as follows: we reported a net loss from continuing operations of $595 million, or $2.38 per diluted share on total revenues of $805 million. As David noted, these results included an after-tax impairment charge of $713 million, or $2.86 per diluted share relating to 3 of our semisubmersible rigs: the Noble Paul Wolff, the Noble Driller, and the Noble Jim Thompson, as a result of our decision to discontinue marketing these units and taken in connection with our annual impairment analysis. An impairment of the total amount of our goodwill, being $60 million, which originated from the acquisition of Frontier Drilling in 2010, is included in the $713 million charge. Excluding the after-tax impairment charge, net income from continuing operations would have been $119 million or $0.47 per diluted share. The results compared to net income from continuing operations in the third quarter of $147 million, or $0.57 per diluted share on total revenues of $829 million. Contract drilling services revenues declined by approximately $23 million from the third quarter to $788 million. The decline was driven by fewer operating days, as rigs in the fleet came off contract during the quarter, including the Noble Max Smith, Noble Mick O'Brien, and the Paul Romano, which completed their contracts in August, October and November, respectively. In addition, daily revenues, on average, decreased by approximately 5%, as several rigs primarily in the U.S. Gulf of Mexico, experienced unfavorable contract -- contractual day rate changes. Partially offsetting these decreases were a full quarter of operations for 2 newbuilds, the drillship Noble Sam Croft, and the jackup, Noble Sam Turner, and the fourth quarter contract commencement of the newbuild drillship, Noble Tom Madden. Utilization in the fourth quarter declined to 82% compared to 85% in the previous quarter, while average daily revenue declined 5% in the fourth quarter to approximately $331,000 a day from $347,000 days approximately in the third quarter. Contract drilling services costs in the fourth quarter of $391 million, were just ahead of the high-end of our guided range $375 million to $390 million. The early contract commencement of the Noble Tom Madden was the primary reason for the slight increase from guidance. DD&A was $167 million in the fourth quarter, compared to our guided range of $160 million to $165 million. The variance to guidance was due primarily to the timing of newbuilds placed into service. SG&A expense was $29 million in the fourth quarter, compared to guidance of $25 million. The unfavorable variance was primarily due to the timing of professional fees related to ongoing projects. Interest expense, net of amounts capitalized, was $41 million in the fourth quarter compared to a guided range of $45 million to $50 million. The lower-than-expected expense relative to guidance was due to a lower level of borrowings. We capitalized approximately 17% of interest in the fourth quarter, compared to 23% in the third quarter reflecting the completion of several newbuilds and other major projects. The noncontrolling interest line on our P&L, representing the Bully I and Bully II 50-50 joint ventures with Shell, was $15 million in the fourth quarter compared to guidance of $16 million to $20 million. The decrease compared to guidance was due to the Bully II being placed on a standby dayrate following our joint venture partner's decision to relocate the rig from Brazil to a location in the Eastern Hemisphere. Our effective tax rate for the fourth quarter, excluding the impact of the impairment charge, was 17.6% compared to a guided range of 18% to 20%. The decreased rate was driven by favorable changes in the geographic mix of pretax income, as well as favorable changes in discrete items. Capital expenditures in the fourth quarter totaled $325 million, including capitalized interest and below our guidance of $400 million. Lower spending on major products was the primary cause of the variance, due in part to lower-than-expected spending on the Noble Paul Wolff, following the company's decision to retire that rig. Spending in the fourth quarter brought our total capital expenditures for 2014, excluding expenditures related to Paragon offshore rigs, to approximately $1.9 billion. The components are as follows: $1.3 billion on newbuild rigs; $374 million for major projects; $148 million for sustaining capital; and $47 million in capitalized interest. Let's now take a look at the balance sheet. Total debt at December 31, 2014 was $4.87 billion, an increase of $132 million compared to September 30, 2014. The debt to total capitalization ratio was 40% at December 31, up from 37% at the end of the third quarter. Liquidity, measured as the sum of cash and cash equivalents and availability on our revolving credit facilities, totaled approximately $1.8 billion at December 31, 2014. The increase in total debt and the decrease in liquidity from the prior quarter reflects short-term borrowing to fund our ongoing capital expenditures. In January 2015, we terminated our existing revolving credit facilities and entered into 2 new credit facilities that will provide the company with a significant level of new, 5-year bank capacity. And we added a new 364-day facility to increase the company's available liquidity even further. The combined facilities total approximately $2.7 billion. I'd now like to focus on guidance for the full year 2015 and the first quarter of the year, covering certain line items on the P&L, as well as capital expenditures. First, operational downtime in the Noble fleet for 2015 is expected to average 7%. This compares to actual operational downtime in 2014 of 8.8%. This guidance reflects our high specification fleet mix. Contract drilling services costs are expected to be in the range of $1.35 billion to $1.45 billion for the full year 2015. While the operating margin is essentially steady with margins in 2014 at approximately 50%. Actions intended to manage cost have produced an expected 7% reduction from levels in 2014. Let me provide a reconciliation of the decrease from the 2014 level of $1.50 billion. Firstly, new rig operating costs, including startup costs, add $140 million. The largest impact of this increase results from a full year of operations for the Noble Tom Madden and Noble Sam Croft along with the commencement of operations for the Tom Prosser and the Noble Sam Hartley. Our direct rig operating expenses, determined on a same-rig basis are down approximately $45 million, or 7% compared to 2014, reflecting the impact of various cost-reduction efforts undertaken. The expected cost inflation for materials and suppliers is effectively 0 and labor adjustments are expected to be lower than in the recent past, given the current market condition. Rigs for a significant amount of out-of-service time reduced costs approximately $130 million as compared to 2014. This includes retiring the Wolff, the Driller and the Thompson. Lower mobilization expense of $70 million was about $15 million of the reduction related to newbuilds placed into service in 2014 is the next element. The remainder relates to rigs that completed contracts in 2014, including the Noble Max Smith, Noble Paul Wolff, and Noble Mick O'Brien. We expect a corresponding decrease in mobilization revenue for about 70% of these costs. Also, we anticipate 2015 client reimbursable costs in the range of $80 million to $90 million, resulting in total operating cost of $1.43 billion to $1.54 billion. For the first quarter, contract drilling services costs are expected to be in the range of $350 million to $355 million. If we look beyond the first quarter forecast, costs are expected to drop slightly in the second quarter, and then increase to between $350 million to $360 million per quarter for each of the third and the fourth quarters. Costs associated with reimbursables are expected to run $20 million to $25 million per quarter. DD&A for the full year is expected to be in the range of $620 million to $635 million, about flat for 2014. Two major offsetting events keep depreciation flat: firstly, incremental depreciation on newbuilds add approximately $60 million in depreciation; and then the 3 rigs to be retired in 2014 -- that should be 2015, reduced depreciation by a similar amount. For the first quarter, DD&A is expected to be in the range of $150 million to $155 million. We expect depreciation to increase about $3 million to $5 million per quarter through 2015. SG&A is expected to decrease compared to 2014 to a range of $85 million to $95 million in 2015, and approximately $24 million in the first quarter, with the remaining costs split about evenly over the remaining quarters of the year. Interest expense, net of capitalized interest, is expected to total $170 million to $180 million, based on our existing debt structure. $20 million above the total for 2014, primarily due to lower capitalized interest following the completion of newbuilds in 2014. Capitalized interest in 2015 is expected to total $30 million. Net interest expense in the first quarter is expected to be $40 million to $45 million. The minority interest line in our P&L representing the Bully I and Bully II 50-50 joint ventures with Shell, is expected to total $50 million to $55 million in 2015 with a run rate of approximately $15 million per quarter through the year. This expense is ultimately dependent on the operational performance of these 2 jointly owned rigs. Our effective tax rate in 2015 is expected to increase to a range of 24% to 25%, compared to 18% to 20% in 2014. Our current tax structure is more efficient in years where we experienced higher levels of profitability. Conversely, lower levels of pretax income adversely affect our tax rate. Due to market conditions, which we're all very much aware of, we therefore expect a higher tax rate to result. Of course, changes in the geographic mix or sources of revenue and tax assessments or settlements, or movements in certain exchange rates, also can affect this line. Finally, we expect our capital expenditures for 2015 to be $585 million, down from approximately $1.9 billion in 2014. Before I walk through this 2015 CapEx breakdown by major category, I want to point out that our cost control efforts extend to capital expenditures to the extent allowed by preexisting commitments and to costs that are discretionary. A large part of the year-over-year reduction is related to our largely completed newbuild program. However, we also reduced major project in a sustaining capital expenditures, where we could do so without hindering the safe and efficient execution of our global operations. The breakdown by major spending category is expected to be as follows: in our newbuild program, we expect to spend $70 million relating largely to our progress payment on the Noble Lloyd Noble, and the additional capital enhancements on the Noble Sam Hartley. The remaining CapEx needed to complete the newbuild program in 2016 and beyond should total approximately $470 million. Major projects in 2015 are expected to total approximately $315 million, down from $374 million in 2014. The amount includes subsea component purchases and newbuild and other capital spares of $200 million. And several rig maintenance and regulatory inspection programs, including but not limited to work on the Paul Romano and the Bully I rig. Sustaining capital expenditures are expected to total $170 million of the spend in 2015, up from $148 million in 2014, as a result of the increase in fleet size and the change to a more premium mix of assets. Capitalized interest is expected to total $25 million to $35 million in 2015. Q1 is expected to be around $6 million, and each quarter thereafter increases by approximately $1 million per quarter. Total capital spending for the first quarter is expected to be about $125 million. I'd like to close with a summary of our share repurchase activity. David will expand our discussion on capital allocation and use of cash in his closing comments. Under our previous share repurchase authorization, we reported share repurchase activity in the third quarter of 2014 of 2 million ordinary shares. We repurchased 4.8 million additional ordinary shares in the fourth quarter of 2014 at an average price of $21.13, exhausting the previous authorization. In 2014, our aggregate cash expenditure for the repurchase of shares was $154 million. Additionally, we received shareholder approval in December 2014 for a share repurchase authorization of up to 37 million shares, or approximately 15% of ordinary shares outstanding. In January, we repurchased 6.2 million shares at an average price of $16.10 per share, for a total of $100 million. This reduced the company's total shares outstanding to 241.3 million shares. Finally, liquidity is something we're watching very closely with our new revolving credit facilities that I mentioned earlier. We should end 2015 with available liquidity in excess of $1 billion, after repayment of the $350 million of senior notes due in the third quarter of 2015. We will also continue to monitor the debt markets for opportunities to bolster our liquidity through the cyclical weakness. We currently expect to have positive free cash flow in 2015 and we should end the year with a debt to capitalization ratio only slightly above 40%, the level at the end of 2014. I realize an abundance of financial detail has been provided this morning. To summarize the information into 2 key financial directives in 2015, they are: firstly, to reduce operating costs to the extent possible without compromising operational imperative such as health, safety and the environment and revenue efficiency; and secondly, to demonstrate greater capital allocation discipline with a focus on dividends and liquidity management. David will expand on this final directive momentarily. That concludes my comments. And Simon will now cover the market outlook.