UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
 
 
 FORM 8-K
 
 
 
 
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 23, 2015
 
 
 
 
 
 
HERCULES OFFSHORE, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
 
 
 
Delaware
 
0-51582
 
56-2542838
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
9 Greenway Plaza, Suite 2200
Houston, Texas
 
 
 
77046
(Address of principal executive offices)
 
 
 
(Zip Code)
Registrant’s telephone number, including area code: (713) 350-5100
 
 
 
 
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 






Item 2.02. Results of Operations and Financial Condition.
On July 23, 2015, Hercules Offshore, Inc. (“Hercules”) issued a press release reporting its second quarter 2015 results. The press release is furnished as Exhibit 99.1 to this report and is incorporated by reference herein.
The information furnished pursuant to Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration statement filed by Hercules under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
 
99.1
  
Press release issued by Hercules dated July 23, 2015.







SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
HERCULES OFFSHORE, INC.
 
 
 
Date: July 23, 2015
 
By:
/s/ Troy L. Carson
 
 
 
Troy L. Carson
 
 
 
Senior Vice President and Chief Financial Officer







EXHIBIT INDEX
 
 
 
 
No.
  
Description
 
 
99.1

  
Press release issued by Hercules dated July 23, 2015.







Exhibit 99.1



Hercules Offshore, Inc. Announces Second Quarter 2015 Results


HOUSTON, July 23, 2015 -- Hercules Offshore, Inc. (Nasdaq: HERO) today reported a net loss of $88.3 million, or $0.55 per diluted share, on revenue of $79.2 million for the second quarter 2015, compared to net income of $6.6 million, or $0.04 per diluted share, on revenue of $243.0 million for the second quarter 2014. As outlined in the Reconciliation of GAAP to Non-GAAP Financial Measures, second quarter 2015 results include a pre-tax adjustment of $13.4 million related to retroactive dayrate concessions on the Hercules 261, 262 and 266, $10.6 million of costs related to financing and restructuring activities, a $3.6 million net loss related to asset sales, including the sale of six cold stacked jackups and a $1.9 million charge related to the termination of our Credit Facility. These items resulted in a second quarter after-tax adjustment of $28.8 million, or $0.18 per diluted share. Second quarter 2014 results included an after-tax gain of $17.9 million related to the sale of three cold stacked jackups as well as a $4.8 million charge related to the early retirement of debt and issuance costs for a total net adjustment of $13.1 million, or $0.08 per diluted share.
John T. Rynd, Chief Executive Officer and President of Hercules Offshore stated, “Second quarter results reflect the weak operating conditions across the offshore services sector as well the impact of our resolution with Saudi Aramco for our three rigs in the Middle East. The latest pullback in the price of oil is likely to delay any improvement in worldwide activity levels well into 2016. The limited visibility and challenging market conditions that we expect to persist for some time drove our decision to restructure our capital base. As previously disclosed, we have reached an agreement with the majority of our noteholders, and anticipate obtaining final approval of our restructuring plan in late October. We also continue to aggressively reduce costs without compromising the safety of our employees or the quality of our services. By controlling costs and establishing a stronger balance sheet, we will be better positioned to weather this protracted downturn and possibly capitalize on opportunities that may arise in such industry conditions.”
Domestic Offshore
Revenue generated from Domestic Offshore for the second quarter 2015 decreased 71% to $40.6 million from $140.4 million in the second quarter 2014, driven by lower utilization and dayrates on a reduced marketed rig fleet. Operating days during the second quarter 2015 declined to 439 days with utilization of 53.6% on a marketed fleet of 9 rigs, compared to 1,297 days on 18 marketed rigs at 79.2% utilization during the second quarter 2014. Average revenue per rig per day decreased to $92,538 in the second quarter 2015 from $108,237 in the comparable 2014 period. Operating expenses of $26.4 million in the second quarter 2015 include a net loss of $3.4 million related to asset sales, including the Hercules 85, 153, 203, 206, 207 and 211, compared to expenses of $63.5 million in the second quarter 2014, which includes a gain of $7.4 million from the sale of the Hercules 250 and 2002. The significant reduction in operating expenses in the current quarter, after adjusting for asset sales, was largely attributable to the reduced number of fully crewed rigs in operation. Domestic Offshore reported operating income of $1.4 million in the second quarter 2015, compared to $57.3 million in the second quarter 2014, including the aforementioned asset sale gains and losses.
International Offshore
International Offshore revenue of $17.5 million in the second quarter 2015 includes a $13.4 million adjustment related to retroactive dayrate concessions on the Hercules 261, 262 and 266 made on their existing contracts with Saudi Aramco, and compares to revenue of $71.7 million in the second quarter 2014. Utilization decreased to 50.0% in the second quarter 2015 from 62.5% in the second quarter 2014, largely due to idle time on the Hercules Triumph, Hercules Resilience and Hercules 208, partially offset by higher utilization on the Hercules 261 and Hercules 260. Average revenue per rig per day decreased to $47,975 in the second quarter 2015 from $157,637 in the second quarter of 2014, driven largely by idle time on the Hercules Resilience and Hercules Triumph, lower renegotiated dayrates on the three rigs working for Saudi Aramco, as well as the retroactive dayrate adjustments on these three rigs. Operating expense decreased to $35.5 million in the second quarter 2015, from $44.1 million in the respective 2014 period, which includes a $10.5 million gain on the sale of Hercules 258. This reduction in operating expense was driven in part by lower costs on the Hercules 261 and 262 as well as lower costs incurred on the idle rigs. International Offshore recorded an operating loss of $40.5 million in the second quarter 2015 compared to operating income of $6.7 million in the prior year period, including the aforementioned rig sale gain.
International Liftboats
International Liftboats revenue declined to $21.2 million in the second quarter 2015 from $30.9 million in the prior year period, due to lower utilization and dayrates. Second quarter 2015 utilization declined to 49.7% from 61.0% in the




respective 2014 period. Average revenue per liftboat per day decreased 16% to $20,329 in the second quarter 2015 from $24,162 in the second quarter 2014, primarily due to market pressure on dayrates. Operating expenses in the second quarter 2015 declined by 21% to $15.0 million, compared to $19.1 million in the second quarter 2014, reflecting lower activity levels and the impact of our cost reduction measures. International Liftboats recorded operating income of $0.8 million in the second quarter 2015 compared to an operating loss of $0.7 million in the second quarter 2014, which includes approximately $5.3 million of bad debt expense.
Non-GAAP
Certain non-GAAP performance measures and corresponding reconciliations to GAAP financial measures for the Company have been provided for meaningful comparisons between current results and prior operating periods. Generally, a non-GAAP financial measure is a numerical measure of a company's performance, financial position, or cash flows that excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles. In order to fully assess the financial operating results, management believes that the adjusted net income figures included in this release are appropriate measures of the continuing and normal operations of the Company. However, these measures should be considered in addition to, and not as a substitute for, or superior to, revenue, net income, operating income, cash flows from operations, or other measures of financial performance prepared in accordance with GAAP. The non-GAAP measures included in this press release have been reconciled to the nearest GAAP measure in the table that follows the financial statements. Please see the attached Reconciliation of GAAP to Non-GAAP Financial Measures for a complete description of the adjustments made to Revenue, Operating Income, Net Income and Diluted Income per Share.
Conference Call Information
Hercules Offshore will conduct a conference call at 10:00 a.m. CDT (11:00 a.m. EDT) on July 23, 2015, to discuss its second quarter 2015 financial results. To participate in the call, dial +1 (855) 865-4806 (Domestic) or +1 (262) 912-6154 (International) and reference access code 80887652 approximately 10 minutes prior to the start of the call. The conference call will also be broadcast live via the Internet at http://www.herculesoffshore.com.
A replay of the conference call will be available by telephone on July 23, 2015, beginning at 1:00 p.m. CDT (2:00 p.m. EDT), through July 30, 2015. The phone number for the conference call replay is +1 (855) 859-2056 (Domestic) or +1 (404) 537-3406 (International). The access code is 80887652. Additionally, the recorded conference call will be accessible through our website at http://www.herculesoffshore.com for 7 days after the conference call.
About Hercules Offshore, Inc.
Headquartered in Houston, Hercules Offshore, Inc. operates a fleet of 27 jackup rigs, including one rig under construction, and 24 liftboats. The Company offers a range of services to oil and gas producers to meet their needs during drilling, well service, platform inspection, maintenance, and decommissioning operations in several key shallow water provinces around the world. For more information, please visit our website at http://www.herculesoffshore.com.
The news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such statements are subject to a number of risks, uncertainties and assumptions, including the factors described in Hercules Offshore's most recent periodic reports and other documents filed with the Securities and Exchange Commission, which are available free of charge at the SEC's website at http://www.sec.gov or the Company's website at http://www.herculesoffshore.com. Hercules Offshore cautions you that forward-looking statements are not guarantees of future performance and that actual results or developments may differ materially from those projected or implied in these statements.

Contact Information:        

Craig M. Muirhead
Vice President, Investor Relations and Planning
Hercules Offshore, Inc.
+1 (713) 350-8346








HERCULES OFFSHORE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)
 
 
 
June 30,
2015
 
December 31,
2014
 
 
(Unaudited)
 
 
ASSETS
 
 
 
 
Current Assets:
 
 
 
 
Cash and Cash Equivalents
 
$
143,373

 
$
207,937

Accounts Receivable, Net
 
94,176

 
166,359

Prepaids
 
21,528

 
19,585

Current Deferred Tax Asset
 
4,009

 
4,461

Other
 
3,427

 
5,955

 
 
266,513

 
404,297

Property and Equipment, Net
 
1,555,954

 
1,574,749

Other Assets, Net
 
21,157

 
23,361

 
 
$
1,843,624

 
$
2,002,407

LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
 
Current Liabilities:
 
 
 
 
Current Portion of Long-term Debt
 
$
1,211,044

 
$

Accounts Payable
 
45,283

 
52,952

Accrued Liabilities
 
53,987

 
66,090

Interest Payable
 
32,005

 
32,008

Other Current Liabilities
 
10,704

 
13,406

 
 
1,353,023

 
164,456

Long-term Debt
 

 
1,210,919

Deferred Income Taxes
 
3,947

 
4,147

Other Liabilities
 
14,752

 
7,854

Commitments and Contingencies
 
 
 
 
Stockholders' Equity
 
471,902

 
615,031

 
 
$
1,843,624

 
$
2,002,407








HERCULES OFFSHORE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2015
 
2014
 
2015
 
2014
Revenue
 
$
79,249

 
$
242,963

 
$
201,868

 
$
499,697

Costs and Expenses:
 
 
 
 
 
 
 
 
Operating Expenses
 
76,991

 
126,725

 
176,590

 
267,477

Depreciation and Amortization
 
37,451

 
43,670

 
74,669

 
83,753

General and Administrative
 
24,990

 
22,519

 
40,750

 
40,746

 
 
139,432

 
192,914

 
292,009

 
391,976

Operating Income (Loss)
 
(60,183
)
 
50,049

 
(90,141
)
 
107,721

Other Income (Expense):
 
 
 
 
 
 
 
 
Interest Expense
 
(24,737
)
 
(26,069
)
 
(49,697
)
 
(48,970
)
Loss on Extinguishment of Debt
 
(1,884
)
 
(4,767
)
 
(1,884
)
 
(19,925
)
Other, Net
 
(200
)
 
214

 
220

 
364

Income (Loss) Before Income Taxes
 
(87,004
)
 
19,427

 
(141,502
)
 
39,190

Income Tax Provision
 
(1,246
)
 
(12,781
)
 
(3,863
)
 
(12,628
)
Net Income (Loss)
 
$
(88,250
)
 
$
6,646

 
$
(145,365
)
 
$
26,562

Net Income (Loss) Per Share:
 
 
 
 
 
 
 
 
Basic
 
$
(0.55
)
 
$
0.04

 
$
(0.90
)
 
$
0.17

Diluted
 
$
(0.55
)
 
$
0.04

 
$
(0.90
)
 
$
0.16

Weighted Average Shares Outstanding:
 
 
 
 
 
 
 
 
Basic
 
161,523

 
160,713

 
161,290

 
160,392

Diluted
 
161,523

 
161,795

 
161,290

 
161,839








HERCULES OFFSHORE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 
 
 
Six Months Ended June 30,
 
 
2015
 
2014
Cash Flows from Operating Activities:
 
 
 
 
Net Income (Loss)
 
$
(145,365
)
 
$
26,562

Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by (Used in) Operating Activities:
 
 
 
 
Depreciation and Amortization
 
74,669

 
83,753

Stock-Based Compensation Expense
 
2,412

 
4,771

Deferred Income Taxes
 
(396
)
 
(5,213
)
Provision (Benefit) for Doubtful Accounts Receivable
 
(431
)
 
5,088

(Gain) Loss on Disposal of Assets, Net
 
3,083

 
(17,003
)
Other
 
2,105

 
4,220

Net Change in Operating Assets and Liabilities
 
54,582

 
(37,208
)
Net Cash Provided by (Used in) Operating Activities
 
(9,341
)
 
64,970

Cash Flows from Investing Activities:
 
 
 
 
Capital Expenditures
 
(65,927
)
 
(100,448
)
Insurance Proceeds Received
 
3,543

 
9,067

Proceeds from Sale of Assets, Net
 
7,161

 
23,717

Net Cash Used in Investing Activities
 
(55,223
)
 
(67,664
)
Cash Flows from Financing Activities:
 
 
 
 
Long-term Debt Borrowings
 

 
300,000

Redemption of 7.125% Senior Secured Notes
 

 
(300,000
)
Payment of Debt Issuance Costs
 

 
(3,914
)
Other
 

 
107

Net Cash Used in Financing Activities
 

 
(3,807
)
Net Decrease in Cash and Cash Equivalents
 
(64,564
)
 
(6,501
)
Cash and Cash Equivalents at Beginning of Period
 
207,937

 
198,406

Cash and Cash Equivalents at End of Period
 
$
143,373

 
$
191,905








HERCULES OFFSHORE, INC. AND SUBSIDIARIES
SELECTED FINANCIAL AND OPERATING DATA
(Dollars in thousands, except per day amounts)
(Unaudited)

 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2015
 
2014
 
2015
 
2014
Domestic Offshore:
 
 
 
 
 
 
 
 
Number of rigs (as of end of period)
 
18

 
26

 
18

 
26

Revenue
 
$
40,624

 
$
140,383

 
$
93,499

 
$
283,648

Operating expenses
 
26,441

 
63,538

 
62,407

 
136,338

Depreciation and amortization expense
 
11,665

 
17,978

 
23,358

 
35,349

General and administrative expenses
 
1,134

 
1,584

 
2,520

 
3,132

Operating income
 
$
1,384

 
$
57,283

 
$
5,214

 
$
108,829

International Offshore:
 
 
 
 
 
 
 
 
Number of rigs (as of end of period)
 
9

 
10

 
9

 
10

Revenue
 
$
17,463

 
$
71,725

 
$
69,111

 
$
152,663

Operating expenses
 
35,511

 
44,061

 
85,678

 
91,599

Depreciation and amortization expense
 
20,959

 
19,075

 
41,298

 
35,701

General and administrative expenses
 
1,469

 
1,864

 
3,463

 
3,996

Operating income (loss)
 
$
(40,476
)
 
$
6,725

 
$
(61,328
)
 
$
21,367

International Liftboats:
 
 
 
 
 
 
 
 
Number of liftboats (as of end of period)
 
24

 
24

 
24

 
24

Revenue
 
$
21,162

 
$
30,855

 
$
39,258

 
$
63,386

Operating expenses
 
15,039

 
19,126

 
28,505

 
39,540

Depreciation and amortization expense
 
4,166

 
5,616

 
8,598

 
10,742

General and administrative expenses
 
1,140

 
6,826

 
1,689

 
8,253

Operating income (loss)
 
$
817

 
$
(713
)
 
$
466

 
$
4,851

Total Company:
 
 
 
 
 
 
 
 
Revenue
 
$
79,249

 
$
242,963

 
$
201,868

 
$
499,697

Operating expenses
 
76,991

 
126,725

 
176,590

 
267,477

Depreciation and amortization expense
 
37,451

 
43,670

 
74,669

 
83,753

General and administrative expenses
 
24,990

 
22,519

 
40,750

 
40,746

Operating income (loss)
 
(60,183
)
 
50,049

 
(90,141
)
 
107,721

Interest expense
 
(24,737
)
 
(26,069
)
 
(49,697
)
 
(48,970
)
Loss on extinguishment of debt
 
(1,884
)
 
(4,767
)
 
(1,884
)
 
(19,925
)
Other, net
 
(200
)
 
214

 
220

 
364

Income (loss) before income taxes
 
(87,004
)
 
19,427

 
(141,502
)
 
39,190

Income tax provision
 
(1,246
)
 
(12,781
)
 
(3,863
)
 
(12,628
)
Net income (loss)
 
$
(88,250
)
 
$
6,646

 
$
(145,365
)
 
$
26,562









HERCULES OFFSHORE, INC. AND SUBSIDIARIES
SELECTED FINANCIAL AND OPERATING DATA - (Continued)
(Dollars in thousands, except per day amounts)
(Unaudited)

 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2015
 
 
Operating Days
 
Available Days
 
Utilization (1)
 
Average
Revenue per
Day (2)
 
Average
Operating
Expense per
Day (3)
Domestic Offshore
 
439

 
819

 
53.6
%
 
$
92,538

 
$
32,284

International Offshore
 
364

 
728

 
50.0
%
 
47,975

 
48,779

International Liftboats
 
1,041

 
2,093

 
49.7
%
 
20,329

 
7,185

 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2014
 
 
Operating Days
 
Available Days
 
Utilization (1)
 
Average
Revenue per
Day (2)
 
Average
Operating
Expense per
Day (3)
Domestic Offshore
 
1,297

 
1,638

 
79.2
%
 
$
108,237

 
$
38,790

International Offshore
 
455

 
728

 
62.5
%
 
157,637

 
60,523

International Liftboats
 
1,277

 
2,093

 
61.0
%
 
24,162

 
9,138

 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2015
 
 
Operating Days
 
Available Days
 
Utilization (1)
 
Average
Revenue per
Day (2)
 
Average
Operating
Expense per
Day (3)
Domestic Offshore
 
972

 
1,706

 
57.0
%
 
$
96,192

 
$
36,581

International Offshore
 
709

 
1,448

 
49.0
%
 
97,477

 
59,170

International Liftboats
 
1,829

 
4,163

 
43.9
%
 
21,464

 
6,847

 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2014
 
 
Operating Days
 
Available Days
 
Utilization (1)
 
Average
Revenue per
Day (2)
 
Average
Operating
Expense per
Day (3)
Domestic Offshore
 
2,641

 
3,258

 
81.1
%
 
$
107,402

 
$
41,847

International Offshore
 
1,050

 
1,403

 
74.8
%
 
145,393

 
65,288

International Liftboats
 
2,476

 
4,163

 
59.5
%
 
25,600

 
9,498

_____________________________
(1)
Utilization is defined as the total number of days our rigs or liftboats, as applicable, were under contract, known as operating days, in the period as a percentage of the total number of available days in the period. Days during which our rigs and liftboats were undergoing major refurbishments, upgrades or construction, and days during which our rigs and liftboats are cold stacked, are not counted as available days. Days during which our liftboats are in the shipyard undergoing drydocking or inspection are considered available days for the purposes of calculating utilization.
(2)
Average revenue per rig or liftboat per day is defined as revenue earned by our rigs or liftboats, as applicable, in the period divided by the total number of operating days for our rigs or liftboats, as applicable, in the period.
(3)
Average operating expense per rig or liftboat per day is defined as operating expenses, excluding depreciation and amortization, incurred by our rigs or liftboats, as applicable, in the period divided by the total number of available days in the period. We use available days to calculate average operating expense per rig or liftboat per day rather than operating days, which are used to calculate average revenue per rig or liftboat per day, because we incur operating expenses on our rigs and liftboats even when they are not under contract and earning a dayrate.





Hercules Offshore, Inc. and Subsidiaries
Reconciliation of GAAP to Non-GAAP Financial Measures
(Unaudited)
(In thousands, except per share data)
We report our financial results in accordance with generally accepted accounting principles (GAAP). However, management believes that certain non-GAAP performance measures and ratios may provide users of this financial information additional meaningful comparisons between current results and results in prior operating periods. Non-GAAP financial measures we may present from time to time are revenue, operating income, income from continuing operations, net income or diluted earnings per share excluding certain charges or amounts. These adjusted amounts are not a measure of financial performance under GAAP. Accordingly, they should not be considered as a substitute for revenue, operating income, income from continuing operations, net income, earnings per share or other income data prepared in accordance with GAAP. See the table below for supplemental financial data and corresponding reconciliations to GAAP financial measures for the three and six months ended June 30, 2015 and 2014. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company's reported results prepared in accordance with GAAP. The non-GAAP measures included in this press release have been reconciled to the nearest GAAP measure in the following table:
 
 
 
Three Months Ended
June 30,
 
 
Six Months Ended
June 30,
 
 
 
 
2015
 
 
 
2014
 
 
2015
 
 
 
2014
 
 
Revenue:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Revenue
 
$
79,249

 
 
 
$
242,963

 
 
$
201,868

 
 
 
$
499,697

 
 
Adjustment
 
13,427

 
(a)
 

 
 

 
 
 

 
 
Non-GAAP Revenue
 
$
92,676

 
 
 
$
242,963

 
 
$
201,868

 
 
 
$
499,697

 
 
Operating Income (Loss):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating Income (Loss)
 
$
(60,183
)
 
 
 
$
50,049

 
 
$
(90,141
)
 
 
 
$
107,721

 
 
Adjustment
 
27,570

 
(b)
 
(17,879
)
 
(d)
14,143

 
(f)
 
(17,879
)
 
(d)
Non-GAAP Operating Income (Loss)
 
$
(32,613
)
 
 
 
$
32,170

 
 
$
(75,998
)
 
 
 
$
89,842

 
 
Other Expense:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Other Expense
 
$
(26,821
)
 
 
 
$
(30,622
)
 
 
$
(51,361
)
 
 
 
$
(68,531
)
 
 
Adjustment
 
1,884

 
(c)
 
4,767

 
(e)
1,884

 
(c)
 
19,925

 
(g)
Non-GAAP Other Expense
 
$
(24,937
)
 
 
 
$
(25,855
)
 
 
$
(49,477
)
 
 
 
$
(48,606
)
 
 
Provision for Income Taxes:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Provision for Income Taxes
 
$
(1,246
)
 
 
 
$
(12,781
)
 
 
$
(3,863
)
 
 
 
$
(12,628
)
 
 
Tax Adjustment
 
(671
)
 
 
 

 
 

 
 
 

 
 
Non-GAAP Provision for Income Taxes
 
$
(1,917
)
 
 
 
$
(12,781
)
 
 
$
(3,863
)
 
 
 
$
(12,628
)
 
 
Net Income (Loss):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Net Income (Loss)
 
$
(88,250
)
 
 
 
$
6,646

 
 
$
(145,365
)
 
 
 
$
26,562

 
 
Total Adjustment
 
28,783

 
 
 
(13,112
)
 
 
16,027

 
 
 
2,046

 
 
Non-GAAP Net Income (Loss)
 
$
(59,467
)
 
 
 
$
(6,466
)
 
 
$
(129,338
)
 
 
 
$
28,608

 
 
Diluted Earnings (Loss) per Share:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Diluted Earnings (Loss) per Share
 
$
(0.55
)
 
 
 
$
0.04

 
 
$
(0.90
)
 
 
 
$
0.16

 
 
Adjustment per Share
 
0.18

 
 
 
(0.08
)
 
 
0.10

 
 
 
0.02

 
 
Non-GAAP Diluted Earnings (Loss) per Share
 
$
(0.37
)
 
 
 
$
(0.04
)
 
 
$
(0.80
)
 
 
 
$
0.18

 
 
 _____________________________
(a)
This amount represents $13.4 million related to the retroactive dayrate concessions on the Hercules 261, Hercules 262 and Hercules 266 made from their existing contracts with Saudi Aramco. On an after-tax basis, this adjustment approximated $12.8 million.
(b)
This amount represents $10.6 million of costs related to financing and restructuring activities and a $3.6 million net loss on the sale of assets, including six cold stacked drilling rigs. Additionally, this amount includes a $13.4 million revenue adjustment related to the retroactive dayrate concessions on the Hercules 261, Hercules 262 and Hercules 266 made from their existing contracts with Saudi Aramco, which on an after-tax basis, this adjustment approximated $12.8 million.
(c)
This amount represents a charge of $1.9 million related to the termination of the Credit Facility.





(d)
This amount represents a $17.9 million gain on the sale of three cold stacked drilling rigs.
(e)
This amount represents a charge of $4.8 million related to retirement of the remaining portion of our 7.125% senior secured notes in April 2014.
(f)
This amount represents $10.6 million of costs related to financing and restructuring activities and a $3.6 million net loss on the sale of assets, including six cold stacked drilling rigs.
(g)
This amount represents a charge of $19.9 million related to retirement of our 7.125% senior secured notes and issuance of our 6.75% senior notes.