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PRECISION DRILLING CORPORATION Combination with Trinidad Drilling - PowerPoint PPT Presentation

*Rig 576, Loving County TX, Permian Basin PRECISION DRILLING CORPORATION Combination with Trinidad Drilling Ltd. November 2018 | 1 November 7, 2018 Update U.S. Federal Trade Commission granted early termination of waiting period under


  1. *Rig 576, Loving County TX, Permian Basin PRECISION DRILLING CORPORATION Combination with Trinidad Drilling Ltd. November 2018 | 1

  2. November 7, 2018 Update ✓ U.S. Federal Trade Commission granted early termination of waiting period under Hart-Scott- Rodino Antitrust Improvements act of 1976; expect to provide update on Canadian Competition Act process in coming weeks ✓ Obtained interim order from Court of Queen’s Bench of Alberta ✓ Filed joint information management circular, in the process of being mailed to shareholders ✓ Shareholder votes for both Trinidad and Precision scheduled for December 11, 2018 Updated & New Disclosure ▪ Preliminary 2019 Financial Guidance for Post-Arrangement Precision ▪ 2019 Post-Arrangement Precision Strategic Priorities ▪ Update on Expected Synergies ▪ Refined expected fixed cost synergies of ~$37 million annualized (previously ~$30 million annualized) ▪ Quantified expected operating cost synergies (~$15 million annualized) ▪ Debt Repayment of US$30 million and Updated Post-Arrangement Precision Debt Reduction Targets ▪ Update on Asset Sale Process (properties & expected 50 rig sale) | | 2 2

  3. Combination of Two High Performance Contract Drilling Companies Transaction Creates Exceptional Value for Precision and Trinidad Shareholders Unique combination of two highly focused drilling contractors ✓ pursuing similar strategies with complementary Tier 1 assets Immediately realizable cost synergies enhanced by long-term ✓ operating efficiencies from increased scale; ~$52 million annualized Strong balance sheet and cash flow support/enhance deleveraging ✓ plan; flexibility to pursue attractive growth opportunities ✓ Significantly accretive to cash flow per share Expanded platform for U.S. and international growth and technology ✓ deployment Complementary cultures with commitment to people, safety, ✓ technology and customers | | 3 3

  4. Transaction Overview ▪ Precision to acquire all of the issued and outstanding shares of Trinidad in an all- share transaction Transaction ▪ Pro Forma ownership will be ~71% Precision and ~29% Trinidad Overview ▪ Precision expects the Transaction to be significantly accretive to 2019 and future cash flow per share metrics ▪ Trinidad shareholders will receive 0.445 shares of Precision for each outstanding Consideration Trinidad share ▪ One Trinidad director will be appointed to the Precision Board, and an additional Governance Trinidad director will be nominated for election ▪ Expected to be completed in late 2018 Approvals and ▪ Subject to TSX and Alberta Court of Queen’s Bench approval, regulatory approvals, Timing security holder approvals from each company and the satisfaction of other customary closing conditions 1) Transaction values as at October 5, 2018 | 4

  5. Combination Supports Precision’s Strategy & Corporate Priorities Precision’s Strategy Precision’s 2018 Priorities People Technology as a Differentiator ▪ ▪ Well trained, highly skilled, invested in Commercial deployment of Process safety, and committed to delivering High Automation Controls and Directional Value results Guidance Systems on a wide scale Rigs and Technology Financial Performance ▪ ▪ Super Series rigs delivering superior Enhance financial performance through financial returns, efficiency through higher utilization and improved margins standard design, and are the preferred platform for deploying new technology Reduce Debt with Free Cash Flow ▪ Reduce debt by generating free cash flow Leveraging Scale while continuing to fund only the most ▪ Highly integrated operational and attractive investment opportunities support systems to optimize operations, ▪ ~$117 million of debt by YE 2018 – upper prioritize safety, leverage scale, and end of target range minimize costs | | 5 5

  6. Combination Supports Precision’s Strategy & Corporate Priorities Driven to Outperform – Trinidad Combines High Performance, People, Equipment and Manufacturing ▪ High performance drilling rigs and rig crews – Total fleet of 141 drilling rigs including 61 high spec AC rigs that fit 90% within Precision’s standardized protocol – Major rig components and service protocols well aligned for integration – Technology focus with large platform for deployment – Strong current rig utilization and performance – Well trained and highly skilled rig crews – Strong and effective safety culture with excellent performance record – Inventory of upgradeable rigs | | 6 6

  7. Significantly Enhanced Combined Platform to Leverage the Industry Transition to High Performance Drilling 152 Canadian Rigs (1) 50 Rigs Held For Sale 170 U.S. Rigs 26 International Rigs (2) 348 Total Rigs (1) ~215 Active Rigs 1) Excludes 50 rigs identified for divestiture 2) 26 international rigs include Precision’s new build Kuwait rig for 2019 deployment 3) Active rigs as at October 5, 2018 | | 7 7

  8. Strengthened U.S. Presence – Top Three Driller ▪ 3rd largest U.S. land driller with 124 active rigs (increase of approximately 50%) ▪ High quality fleet with 101 AC rigs ▪ Expanded platform for technology deployment and increased inventory of economically upgradeable rigs ▪ Complementary customer mix accelerates sales growth opportunity – Service provider to 8 of the top 10 most active operators in the U.S. (1) U.S. Rig Fleet Increases by 63% Broad Based Coverage with 124 Active Rigs in Key Shale Plays (2) (Total U.S. Rig Count) (Active U.S. Rig Count By Basin) 170 14 Permian 105 7 36 SCOOP/STACK 9 27 DJ/Niobrara/Bakken 101 64 9 Marcellus/Utica 79 6 Eagle Ford Precision Pro Forma Haynesville/Louisiana/ AC Triple SCR Triple Double AC Single Other Gulf Coast/Barnett 1) Based on year-to-date activity in 2018 2) Active rigs as at November 9, 2018 | | 8 8

  9. Improved Cash Flow Generation Capabilities in Canada ▪ High Performance, complementary rig fleet and customer reputation well positioned for LNG and Deep Basin development drilling ▪ Excellent fixed cost leverage and operating synergies ▪ Strong free cash flow through stable utilization and minimal capex requirement ▪ Identified 50 rigs from combined fleet to be held for sale – Precision has been approached by multiple interested counterparties Canadian Drilling Rig Industry (2) Total Canadian Rig Count (Total Canadian Rig Count) 152 134 152 68 Pro Forma Precision 602 50 Assets Held for Sale (1) Precision Trinidad Pro Forma 1) Pro forma Canadian rig count excludes 50 rigs identified for divestiture 2) Based on 602 total rigs as per CAODC as at September 24, 2018 | | 9 9

  10. Enhanced International Scale and Growth Platform PRO FORMA INTERNATIONAL FOOTPRINT Estimated 13 rigs will be active by YE 2019 ▪ Leverage Precision’s operating Georgia: 1 Middle East experience, infrastructure and scale in Saudi Arabia: 4 Saudi Arabia and Kuwait Kuwait: 8 (1) Kurdistan Region of Iraq: 2 ▪ Benefit from scheduled 2019 UAE: 1 deployment of rigs under long-term Bahrain: 1 contract ▪ Positioned to win future tenders for up to 13 idle rigs Mexico: 9 (1) ▪ Potential opportunity to leverage IPM relationships ▪ Well positioned in Mexico Active / Pending Contract Idle 1) Reflects 2 Trinidad rigs starting under contract in Kuwait (moving from Mexico to Kuwait); Precision figures reflect 1 rig starting under contract in Kuwait | | 10 10

  11. Immediate Cost Synergies and Long-Term Operating Efficiencies ▪ Expected annualized synergies of ~$52 million in place by year-end 2019 (does not include potential property or rig sales) ▪ Fixed cost synergies of ~$37 million (previously disclosed estimate of $30+ million) – Administrative efficiencies – Facility consolidation (>10 identified overlapping facilities) – Corporate cost synergies (e.g. public company, accounting, legal, IT, etc.) ▪ Field-level synergies of ~$15 million, including: Manufacturing + IT Infrastructure Capital Projects and ERP ▪ Engineering ▪ Supports Increased Data Flows ▪ Project Management ▪ Operating Efficiencies ▪ Equipment Manufacturing ▪ Fixed Cost Leverage Technical Supply Chain Support Centres Management ▪ Asset Integrity ▪ Cost Savings ▪ Maintenance Standard ▪ Vendor Management ▪ In House Repair & Rebuild ▪ Centralized Support | | 11 11

  12. Well Positioned Balance Sheet and Improved Financial Flexibility ▪ Modestly de-leveraging on Debt / EBITDA basis ▪ Strong combined free cash flow provides Precision with the ability to accelerate Precision's stated multi-year debt reduction plan by an incremental $100 million – $100 to $150 million in 2019; $400 to $600 million by the end of 2021 ▪ Revolving credit facility expanded from US$500 million to US$600 million to provide additional flexibility for combined company capital structure Expanded Credit Facility Provides No maturities until December 2021 Financial Flexibility (Senior Debt Maturity Profile) (Liquidity (1) ) US$400 US$395 US$350 US$350 $867 Precision Notes (2) $117 Cash $65 Trinidad Notes US$166 $661 Revolver/ Operating $750 Facilities (1) In C$ million 2018 2019 2020 2021 2022 2023 2024 2025 2026 1) Assumes expanded credit facility of US$600 million, outstanding Trinidad bank debt (Q3 2018) and Trinidad cash & equivalents (Q3 2018); assumes exchange rate of 0.78 CAD/USD 2) 2021 Notes reflective of US$30 million redemption expected to be completed by mid-December 2018 | | 12 12

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