001-03492
|
No.
75-2677995
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
3000
North Sam Houston Parkway East
Houston,
Texas
|
77032
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
·
|
Halliburton
has been awarded a $190 million contract by Petrobras to provide drilling
fluid, completion fluid and drilling waste management services in the
offshore markets of Brazil. The award includes service delivery
in the shelf, deepwater and pre-salt areas of the Campos, Santos, and
Espírito Santo basins. Halliburton began performing services
related to this five-year agreement in the third quarter of
2009.
|
·
|
Halliburton
announced the renewal of its British Petroleum global software access and
services agreement. The three-year contract enables continued
access to a broad suite of Landmark technology and petro-technical
consulting services for the development, deployment, and ongoing global
support of exploration and production technology and
workflows. Software access covered in the agreement includes
applications for seismic processing, geophysical and geological
interpretation, reservoir simulation, and drilling
engineering.
|
·
|
Halliburton
has been awarded a $140 million contract extension by Total to deliver
fluid services in support of its deepwater drilling and completion
activities offshore in Angola. The contract calls for the
provision of services on an average of three deepwater rigs for up to
three years.
|
·
|
Halliburton
has been awarded a contract by Shell to deliver fluid services on one
deepwater rig and one tension leg platform in the Gulf of
Mexico. Work began in the third quarter of 2009 and includes
the delivery of clay-free, high-performance fluid systems that are
engineered to address deepwater challenges through improved control of
downhole pressures and cold-temperature
rheology.
|
·
|
Halliburton
has been awarded a two-year contract, with multiple extension options, to
provide drilling fluids and associated services to Talisman Energy Norge
AS. The $229 million contract, including options, began in the
third quarter of 2009 and encompasses all Talisman-operated fields on the
Norwegian Continental Shelf.
|
·
|
Halliburton
announced the recent deployment of its new Hostile Sequential Formation
Tester II (HSFT-II™) tool. This latest formation evaluation
tool allows operators to evaluate formations at increased pressures and
temperatures, up to 30,000 pounds per square inch (psi) and 450°F,
respectively, and in boreholes as small as four inches. No
other commercially available formation testing tool is rated for such
operating conditions. In June 2009, Halliburton evaluated
Shell's Rashda A1 well in Libya with its industry-leading,
high-pressure/high-temperature wireline logging suite and the newly
introduced HSFT-II tool to acquire downhole formation pressures, at
temperatures reaching 420°F, a first for Shell, and pressures of about
20,000 psi.
|
·
|
Halliburton
introduced new solutions designed to help operators address the challenges
they face with unconventional gas reservoirs due to significant variances
across plays, increasing reservoir complexity, and rapid production
decline. These included Halliburton's Stimulation for the
Digital Asset™ workflow, which provides the capability to view real-time
stimulation data in engineering, geological, and geophysical
interpretation environments. This workflow brings together
leading solutions from Halliburton's fracturing, microseismic mapping, and
software products and services.
|
·
|
Halliburton
has developed a new extreme-temperature synthetic fracturing fluid
comprising the first system that performs at temperatures above 450°F
while providing the proppant transport capabilities critical for the
successful fracturing of deeper, hotter formations. This fluid
system does not require a formation cool-down process, as did previous
systems, which often contributes to poor initial well
performance. This new fluid system helps operators turn
high-temperature discoveries into producing
assets.
|
Three
Months Ended
|
||||||||||||
September
30
|
June
30
|
|||||||||||
2009
|
2008
|
2009
|
||||||||||
Revenue:
(a)
|
||||||||||||
Completion
and Production
|
$ | 1,821 | $ | 2,579 | $ | 1,752 | ||||||
Drilling
and Evaluation
|
1,767 | 2,274 | 1,742 | |||||||||
Total
revenue
|
$ | 3,588 | $ | 4,853 | $ | 3,494 | ||||||
Operating income:
(a)
|
||||||||||||
Completion
and Production
|
$ | 240 | $ | 633 | $ | 243 | ||||||
Drilling
and Evaluation
|
283 | 499 | 284 | |||||||||
Corporate
and other
|
(49 | ) | (81 | )(b) | (51 | ) | ||||||
Total
operating income
|
474 | 1,051 | 476 | |||||||||
Interest
expense
|
(80 | ) | (35 | ) | (82 | ) | ||||||
Interest
income
|
3 | 6 | 3 | |||||||||
Other,
net
|
(4 | ) | (4 | )(c) | (14 | ) | ||||||
Income
from continuing operations before income taxes
|
||||||||||||
and noncontrolling
interest
|
393 | 1,018 | 383 | |||||||||
Provision
for income taxes
|
(124 | ) | (343 | ) | (117 | ) | ||||||
Income
from continuing operations
|
269 | 675 | 266 | |||||||||
Loss
from discontinued operations, net
|
(3 | ) | – | (1 | ) | |||||||
Net
income
|
$ | 266 | $ | 675 | $ | 265 | ||||||
Noncontrolling
interest in net income of subsidiaries (d)
|
(4 | ) | (3 | ) | (3 | ) | ||||||
Net
income attributable to company
|
$ | 262 | $ | 672 | (b) | $ | 262 | |||||
Amounts
attributable to company shareholders:
|
||||||||||||
Income
from continuing operations
|
$ | 265 | $ | 672 | $ | 263 | ||||||
Loss
from discontinued operations, net
|
(3 | ) | – | (1 | ) | |||||||
Net
income attributable to company
|
$ | 262 | $ | 672 | $ | 262 | ||||||
Basic
income per share attributable to company
|
||||||||||||
shareholders:
(e)
|
||||||||||||
Income
from continuing operations
|
$ | 0.29 | $ | 0.76 | $ | 0.29 | ||||||
Loss
from discontinued operations, net
|
– | – | – | |||||||||
Net
income per share
|
$ | 0.29 | $ | 0.76 | $ | 0.29 | ||||||
Diluted
income per share attributable to company
|
||||||||||||
shareholders:
|
||||||||||||
Income
from continuing operations
|
$ | 0.29 | $ | 0.74 | $ | 0.29 | ||||||
Loss
from discontinued operations, net
|
– | – | – | |||||||||
Net
income per share
|
$ | 0.29 | $ | 0.74 | $ | 0.29 | ||||||
Basic
weighted average common shares outstanding (e)
|
902 | 882 | 898 | |||||||||
Diluted
weighted average common shares outstanding (e)
|
904 | 908 | 900 |
(a)
|
Prior
period segment information was reclassified to reflect the movement of
certain operations from the Completion and Production segment to the
Drilling and Evaluation segment.
|
(b)
|
The
third quarter of 2008 results included a WellDynamics acquisition-related
charge of $22 million, or $15 million after tax and noncontrolling
interest.
|
(c)
|
On
January 1, 2009, Halliburton adopted an update to accounting standards
related to convertible debt instruments that may be settled in cash upon
conversion (including partial cash settlement). This update
clarifies that convertible debt instruments that may be settled in cash
upon conversion, including partial cash settlement, should separately
account for the liability and equity components in a manner that will
reflect the entity’s nonconvertible debt borrowing rate when interest cost
is recognized in subsequent periods. Upon adoption, the
provisions were retroactively applied. As a result, the $693
million loss to settle our convertible debt recorded in the third quarter
of 2008 was reversed and recorded to additional paid-in
capital.
|
(d)
|
On
January 1, 2009, Halliburton adopted a
new accounting standard, the provisions of which, among others, requires
the recognition of noncontrolling interest (previously referred to as
minority interest) as equity in the condensed consolidated balance sheets
and a revised presentation of the condensed consolidated statements of
operations. All periods presented have been
restated.
|
(e)
|
On
January 1, 2009, Halliburton adopted an update to accounting standards
related to accounting for instruments granted in share-based payment
transactions as participating securities. This update provides
that unvested share-based payment awards that contain nonforfeitable
rights to dividends or dividend equivalents, whether paid or unpaid, are
participating securities and shall be included in the computation of both
basic and diluted earnings per share. Prior periods’ basic and
diluted earnings per share were restated. Upon adoption, basic
income per share for the third quarter of 2008 decreased by $0.01 for
continuing operations.
|
Nine
Months Ended September 30
|
||||||||
2009
|
2008
|
|||||||
Revenue:
(a)
|
||||||||
Completion
and Production
|
$ | 5,601 | $ | 7,058 | ||||
Drilling
and Evaluation
|
5,388 | 6,311 | ||||||
Total
revenue
|
$ | 10,989 | $ | 13,369 | ||||
Operating income:
(a)
|
||||||||
Completion
and Production
|
$ | 846 | $ | 1,674 | ||||
Drilling
and Evaluation
|
871 | 1,412 | ||||||
Corporate
and other
|
(151 | ) | (239 | ) | ||||
Total
operating income
|
1,566 | 2,847 | ||||||
Interest
expense
|
(215 | ) | (119 | )(b) | ||||
Interest
income
|
8 | 35 | ||||||
Other,
net
|
(23 | ) | (7 | )(b) | ||||
Income
from continuing operations before income taxes
|
||||||||
and noncontrolling
interest
|
1,336 | 2,756 | ||||||
Provision
for income taxes
|
(420 | ) | (869 | ) | ||||
Income
from continuing operations
|
916 | 1,887 | ||||||
Loss
from discontinued operations, net
|
(5 | ) | (115 | )(c) | ||||
Net
income
|
$ | 911 | $ | 1,772 | ||||
Noncontrolling
interest in net income of subsidiaries (d)
|
(9 | ) | (16 | ) | ||||
Net
income attributable to company
|
$ | 902 | $ | 1,756 | ||||
Amounts
attributable to company shareholders:
|
||||||||
Income
from continuing operations
|
$ | 907 | $ | 1,871 | ||||
Loss
from discontinued operations, net
|
(5 | ) | (115 | )(c) | ||||
Net
income attributable to company
|
$ | 902 | $ | 1,756 | ||||
Basic
income per share attributable to company
|
||||||||
shareholders:
(e)
|
||||||||
Income
from continuing operations
|
$ | 1.01 | $ | 2.13 | ||||
Loss
from discontinued operations, net
|
(0.01 | ) | (0.13 | )(c) | ||||
Net
income per share
|
$ | 1.00 | $ | 2.00 | ||||
Diluted
income per share attributable to company
|
||||||||
shareholders:
(e)
|
||||||||
Income
from continuing operations
|
$ | 1.01 | $ | 2.05 | ||||
Loss
from discontinued operations, net
|
(0.01 | ) | (0.13 | )(c) | ||||
Net
income per share
|
$ | 1.00 | $ | 1.92 | ||||
Basic
weighted average common shares outstanding (e)
|
899 | 879 | ||||||
Diluted
weighted average common shares outstanding (e)
|
901 | 913 |
(a)
|
Prior
period segment information was reclassified to reflect the movement of
certain operations from the Completion and Production segment to the
Drilling and Evaluation segment.
|
(b)
|
On
January 1, 2009, Halliburton adopted an update to accounting standards
related to convertible debt instruments that may be settled in cash upon
conversion (including partial cash settlement). This update
clarifies that convertible debt instruments that may be settled in cash
upon conversion, including partial cash settlement, should separately
account for the liability and equity components in a manner that will
reflect the entity’s nonconvertible debt borrowing rate when interest cost
is recognized in subsequent periods. Upon adoption, the
provisions were retroactively applied. As a result, $7 million
of additional non-cash interest expense was recorded in the nine months
ended September 30, 2008 and the $693 million loss to settle our
convertible debt recorded in the third quarter of 2008 was reversed and
recorded to additional paid-in
capital.
|
(c)
|
Loss
from discontinued operations, net, in the nine months ended September 30,
2008 included additional charges totaling $117 million, net of tax,
related to adjustments to the indemnities and guarantees provided to KBR,
Inc. upon separation.
|
(d)
|
On
January 1, 2009, Halliburton adopted a
new accounting standard, the provisions of which, among others, requires
the recognition of noncontrolling interest (previously referred to as
minority interest) as equity in the condensed consolidated balance sheets
and a revised presentation of the condensed consolidated statements of
operations. All periods presented have been
restated.
|
(e)
|
On
January 1, 2009, Halliburton adopted an update to accounting standards
related to accounting for instruments granted in share-based payment
transactions as participating securities. This update provides
that unvested share-based payment awards that contain nonforfeitable
rights to dividends or dividend equivalents, whether paid or unpaid, are
participating securities and shall be included in the computation of both
basic and diluted earnings per share. Prior periods’ basic and
diluted earnings per share were restated. Upon adoption, both
basic and diluted income per share for the nine months ended September 30,
2008 decreased by $0.01 for continuing operations and net
income.
|
September
30,
|
December
31,
|
|||||||
2009
|
2008
|
|||||||
Assets
|
||||||||
Current
assets:
|
||||||||
Cash
and equivalents
|
$ | 1,675 | $ | 1,124 | ||||
Receivables,
net
|
3,098 | 3,795 | ||||||
Inventories,
net
|
1,716 | 1,828 | ||||||
Investments
in marketable securities
|
1,515 | – | ||||||
Other
current assets
|
695 | 664 | ||||||
Total
current assets
|
8,699 | 7,411 | ||||||
Property,
plant, and equipment, net
|
5,564 | 4,782 | ||||||
Goodwill
|
1,093 | 1,072 | ||||||
Other
assets
|
981 | 1,120 | ||||||
Total
assets
|
$ | 16,337 | $ | 14,385 | ||||
Liabilities
and Shareholders’ Equity
|
||||||||
Current
liabilities:
|
||||||||
Accounts
payable
|
$ | 800 | $ | 898 | ||||
Accrued
employee compensation and benefits
|
487 | 643 | ||||||
Other
current liabilities
|
897 | 1,240 | ||||||
Total
current liabilities
|
2,184 | 2,781 | ||||||
Long-term
debt
|
4,573 | 2,586 | ||||||
Other
liabilities
|
1,004 | 1,274 | ||||||
Total
liabilities
|
7,761 | 6,641 | ||||||
Company’s
shareholders’ equity
|
8,549 | 7,725 | ||||||
Noncontrolling
interest in consolidated subsidiaries (a)
|
27 | 19 | ||||||
Total
shareholders’ equity
|
8,576 | 7,744 | ||||||
Total
liabilities and shareholders’ equity
|
$ | 16,337 | $ | 14,385 |
(a)
|
On
January 1, 2009, Halliburton adopted a
new accounting standard, the provisions of which, among others, requires
the recognition of noncontrolling interest (previously referred to as
minority interest) as equity in the condensed consolidated balance sheets
and a revised presentation of the condensed consolidated statements of
operations. All periods presented have been
restated.
|
Nine
Months Ended
|
||||||||
September
30
|
||||||||
2009
|
2008
|
|||||||
Cash
flows from operating activities:
|
||||||||
Net
income
|
$ | 911 | $ | 1,772 | (a) | |||
Adjustments
to reconcile net income to net cash from operations:
|
||||||||
Depreciation,
depletion, and amortization
|
677 | 535 | ||||||
Payments
of Department of Justice and Securities and Exchange
Commission
|
||||||||
settlement and
indemnity
|
(369 | ) | – | |||||
Other
|
411 | (660 | ) | |||||
Total
cash flows from operating activities
|
1,630 | 1,647 | ||||||
Cash
flows from investing activities:
|
||||||||
Sales
(purchases) of investments in marketable securities
|
(1,518 | ) | 388 | |||||
Capital
expenditures
|
(1,390 | ) | (1,305 | ) | ||||
Acquisitions
of assets, net of cash acquired
|
(37 | ) | (408 | ) | ||||
Other
|
93 | 96 | ||||||
Total
cash flows from investing activities
|
(2,852 | ) | (1,229 | ) | ||||
Cash
flows from financing activities:
|
||||||||
Proceeds
from long-term borrowings, net of offering costs
|
1,975 | 1,189 | ||||||
Payments
on long-term borrowings
|
(30 | ) | (1,896 | ) | ||||
Payments
to reacquire common stock
|
(12 | ) | (504 | ) | ||||
Other
|
(143 | ) | (74 | ) | ||||
Total
cash flows from financing activities
|
1,790 | (1,285 | ) | |||||
Effect
of exchange rate changes on cash
|
(17 | ) | (7 | ) | ||||
Increase
in cash and equivalents
|
551 | (874 | ) | |||||
Cash
and equivalents at beginning of period
|
1,124 | 1,847 | ||||||
Cash
and equivalents at end of period
|
$ | 1,675 | $ | 973 |
(a)
|
On
January 1, 2009, Halliburton adopted an update to accounting standards
related to accounting for convertible debt instruments that may be settled
in cash upon conversion (including partial cash
settlement). This update clarifies that convertible debt
instruments that may be settled in cash upon conversion, including partial
cash settlement, should separately account for the liability and equity
components in a manner that will reflect the entity’s nonconvertible debt
borrowing rate when interest cost is recognized in subsequent
periods. Upon adoption, the provisions were retroactively
applied. As a result, $7 million of additional non-cash
interest expense was recorded in the nine months ended September 30, 2008
and the $693 million loss to settle our convertible debt recorded in the
third quarter of 2008 was reversed and recorded to additional paid-in
capital.
|
|
-more-
|
|
Revenue
and As Reported Operating Income
Comparison
|
|
By
Segment and Geographic Region
|
|
(Millions
of dollars)
|
|
(Unaudited)
|
Three
Months Ended
|
||||
September
30
|
June
30
|
|||
Revenue
by geographic region:
|
2009
|
2008
|
2009
|
|
Completion
and Production:
|
||||
North America
|
$
807
|
$
1,456
|
$
795
|
|
Latin America
|
223
|
271
|
227
|
|
Europe/Africa/CIS
|
483
|
519
|
439
|
|
Middle East/Asia
|
308
|
333
|
291
|
|
Total
|
1,821
|
2,579
|
1,752
|
|
Drilling
and Evaluation:
|
||||
North America
|
478
|
790
|
464
|
|
Latin America
|
319
|
376
|
317
|
|
Europe/Africa/CIS
|
529
|
613
|
532
|
|
Middle East/Asia
|
441
|
495
|
429
|
|
Total
|
1,767
|
2,274
|
1,742
|
|
Total
revenue by region:
|
||||
North America
|
1,285
|
2,246
|
1,259
|
|
Latin America
|
542
|
647
|
544
|
|
Europe/Africa/CIS
|
1,012
|
1,132
|
971
|
|
Middle East/Asia
|
749
|
828
|
720
|
|
As
reported operating income by geographic region
|
||||
(excluding
Corporate and other):
|
||||
Completion
and Production:
|
||||
North America
|
$ 9
|
$ 404
|
$ 52
|
|
Latin America
|
45
|
59
|
53
|
|
Europe/Africa/CIS
|
107
|
93
|
69
|
|
Middle East/Asia
|
79
|
77
|
69
|
|
Total
|
240
|
633
|
243
|
|
Drilling
and Evaluation:
|
||||
North America
|
28
|
165
|
28
|
|
Latin America
|
52
|
75
|
53
|
|
Europe/Africa/CIS
|
94
|
112
|
86
|
|
Middle East/Asia
|
109
|
147
|
117
|
|
Total
|
283
|
499
|
284
|
|
Total
operating income by region:
|
||||
North America
|
37
|
569
|
80
|
|
Latin America
|
97
|
134
|
106
|
|
Europe/Africa/CIS
|
201
|
205
|
155
|
|
Middle East/Asia
|
188
|
224
|
186
|
|
Prior
period segment information was reclassified to reflect the movement of
certain operations from the Completion and Production segment to the
Drilling and Evaluation segment.
|
|
-more-
|
|
Revenue
and As Reported Operating Income
Comparison
|
|
By
Segment and Geographic Region
|
|
(Millions
of dollars)
|
|
(Unaudited)
|
Nine
Months Ended September 30
|
||||||||
Revenue
by geographic region:
|
2009
|
2008
|
||||||
Completion
and Production:
|
||||||||
North America
|
$ | 2,673 | $ | 3,885 | ||||
Latin America
|
682 | 720 | ||||||
Europe/Africa/CIS
|
1,348 | 1,441 | ||||||
Middle East/Asia
|
898 | 1,012 | ||||||
Total
|
5,601 | 7,058 | ||||||
Drilling
and Evaluation:
|
||||||||
North America
|
1,554 | 2,213 | ||||||
Latin America
|
960 | 1,033 | ||||||
Europe/Africa/CIS
|
1,603 | 1,765 | ||||||
Middle East/Asia
|
1,271 | 1,300 | ||||||
Total
|
5,388 | 6,311 | ||||||
Total
revenue by region:
|
||||||||
North America
|
4,227 | 6,098 | ||||||
Latin America
|
1,642 | 1,753 | ||||||
Europe/Africa/CIS
|
2,951 | 3,206 | ||||||
Middle East/Asia
|
2,169 | 2,312 | ||||||
As
reported operating income by geographic region
|
||||||||
(excluding
Corporate and other):
|
||||||||
Completion
and Production:
|
||||||||
North America
|
$ | 227 | $ | 1,042 | ||||
Latin America
|
152 | 163 | ||||||
Europe/Africa/CIS
|
253 | 250 | ||||||
Middle East/Asia
|
214 | 219 | ||||||
Total
|
846 | 1,674 | ||||||
Drilling
and Evaluation:
|
||||||||
North America
|
120 | 524 | ||||||
Latin America
|
159 | 206 | ||||||
Europe/Africa/CIS
|
271 | 347 | ||||||
Middle East/Asia
|
321 | 335 | ||||||
Total
|
871 | 1,412 | ||||||
Total
operating income by region:
|
||||||||
North America
|
347 | 1,566 | ||||||
Latin America
|
311 | 369 | ||||||
Europe/Africa/CIS
|
524 | 597 | ||||||
Middle East/Asia
|
535 | 554 |
|
Prior
period segment information was reclassified to reflect the movement of
certain operations from the Completion and Production segment to the
Drilling and Evaluation segment.
|
|
See
Footnote Table 3 for a list of significant items included in operating
income.
|
|
Employee
Separation Costs
|
|
By
Segment and Geographic Region
|
|
(Millions
of dollars)
|
|
(Unaudited)
|
Three
Months Ended
|
||||||||||||
September
30
|
June
30
|
|||||||||||
Employee
separation costs by geographic region:
|
2009
|
2008
|
2009
|
|||||||||
Completion
and Production:
|
||||||||||||
North America
|
$ | 5 | $ | – | $ | 6 | ||||||
Latin America
|
3 | – | 3 | |||||||||
Europe/Africa/CIS
|
3 | – | 1 | |||||||||
Middle East/Asia
|
2 | – | – | |||||||||
Total
|
13 | – | 10 | |||||||||
Drilling
and Evaluation:
|
||||||||||||
North America
|
4 | – | 3 | |||||||||
Latin America
|
4 | – | 3 | |||||||||
Europe/Africa/CIS
|
5 | – | – | |||||||||
Middle East/Asia
|
2 | – | 1 | |||||||||
Total
|
15 | – | 7 | |||||||||
Total
employee separation costs by region:
|
||||||||||||
North America
|
9 | – | 9 | |||||||||
Latin America
|
7 | – | 6 | |||||||||
Europe/Africa/CIS
|
8 | – | 1 | |||||||||
Middle East/Asia
|
4 | – | 1 | |||||||||
Total
|
28 | – | 17 |
|
By
Segment and Geographic Region
|
|
(Millions
of dollars)
|
|
(Unaudited)
|
Three
Months Ended
|
||||||||||||
Adjusted
operating income by geographic region:
|
September
30
|
June
30
|
||||||||||
(excluding
Corporate and other): (a) (b)
|
2009
|
2008
|
2009
|
|||||||||
Completion
and Production:
|
||||||||||||
North America
|
$ | 14 | $ | 404 | $ | 58 | ||||||
Latin America
|
48 | 59 | 56 | |||||||||
Europe/Africa/CIS
|
110 | 93 | 70 | |||||||||
Middle East/Asia
|
81 | 77 | 69 | |||||||||
Total
|
253 | 633 | 253 | |||||||||
Drilling
and Evaluation:
|
||||||||||||
North America
|
32 | 165 | 31 | |||||||||
Latin America
|
56 | 75 | 56 | |||||||||
Europe/Africa/CIS
|
99 | 112 | 86 | |||||||||
Middle East/Asia
|
111 | 147 | 118 | |||||||||
Total
|
298 | 499 | 291 | |||||||||
Total
operating income by region:
|
||||||||||||
North America
|
46 | 569 | 89 | |||||||||
Latin America
|
104 | 134 | 112 | |||||||||
Europe/Africa/CIS
|
209 | 205 | 156 | |||||||||
Middle East/Asia
|
192 | 224 | 187 |
(a)
|
Management
believes that operating income adjusted for employee separation costs is
useful to investors to assess and understand segment and region operating
performance, especially when comparing current results with previous
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 operating income without the
impact of employee separation costs as an indicator of ongoing segment and
region operating performance, to identify underlying trends in the
business, and to establish segment and region operational
goals. The adjustment removes the effect of the
expense.
|
(b)
|
Adjusted
operating income for each segment and region is calculated
as: “As reported operating income” plus “Employee separation
costs.”
|
|
Items
Included in Operating Income
|
|
(Millions
of dollars except per share data)
|
|
(Unaudited)
|
Nine
Months Ended
|
Nine
Months Ended
|
|||||||||||||||
September
30, 2009
|
September
30, 2008
|
|||||||||||||||
Operating
|
After
Tax
|
Operating
|
After
Tax
|
|||||||||||||
Income
|
per
Share
|
Income
|
per
Share
|
|||||||||||||
Completion
and Production:
|
||||||||||||||||
North America
|
||||||||||||||||
Gain on sale of
investments
|
$ | – | $ | – | $ | 35 | $ | 0.02 | ||||||||
Employee separation
costs
|
(19 | ) | (0.02 | ) | – | – | ||||||||||
Latin America
|
||||||||||||||||
Employee separation
costs
|
(7 | ) | – | – | – | |||||||||||
Europe/Africa/CIS
|
||||||||||||||||
Employee separation
costs
|
(5 | ) | – | – | – | |||||||||||
Middle East/Asia
|
||||||||||||||||
Employee separation
costs
|
(3 | ) | – | – | – | |||||||||||
Drilling
and Evaluation:
|
||||||||||||||||
North America
|
||||||||||||||||
Gain on sale of
investments
|
– | – | 25 | 0.02 | ||||||||||||
Employee separation
costs
|
(13 | ) | (0.01 | ) | – | – | ||||||||||
Latin America
|
||||||||||||||||
Employee separation
costs
|
(8 | ) | (0.01 | ) | – | – | ||||||||||
Europe/Africa/CIS
|
||||||||||||||||
Employee separation
costs
|
(8 | ) | (0.01 | ) | – | – | ||||||||||
Middle East/Asia
|
||||||||||||||||
Impairment of oil and gas
property
|
– | – | (23 | ) | (0.02 | ) | ||||||||||
Employee separation
costs
|
(5 | ) | – | – | – | |||||||||||
Corporate and
other:
|
||||||||||||||||
Patent
settlement
|
– | – | (30 | ) | (0.02 | ) | ||||||||||
Acquisition-related
adjustment
|
– | – | (22 | ) | (0.02 | ) | ||||||||||
Employee separation
costs
|
(5 | ) | – | – | – |
Three
Months Ended
|
||||||||
September
30, 2009
|
June
30, 2009
|
|||||||
As
reported consolidated operating income
|
$ | 474 | $ | 476 | ||||
Employee separation costs
(a)
|
28 | 17 | ||||||
Adjusted
consolidated operating income (a) (b)
|
$ | 502 | $ | 493 |
(a)
|
Management
believes that consolidated operating income adjusted for employee
separation costs is useful to investors to assess and understand operating
performance, especially when comparing current results with previous
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 consolidated operating income
without the impact of employee separation costs as an indicator of
performance, to identify underlying trends in the business, and to
establish operational goals. The adjustment removes the effect
of the expense.
|
(b)
|
Adjusted
consolidated operating income is calculated as: “As reported
consolidated operating income” plus “Employee separation
costs.”
|
|
-more-
|
Three
Months Ended
|
||||||||
Non-North
America
|
September
30, 2009
|
June
30, 2009
|
||||||
Revenue
|
$ | 2,303 | $ | 2,235 | ||||
As
reported operating income
|
$ | 486 | $ | 447 | ||||
Employee separation costs
(a)
|
19 | 8 | ||||||
Adjusted
operating income (a)
|
$ | 505 | $ | 455 | ||||
As
reported operating margin (b)
|
21 | % | 20 | % | ||||
Adjusted
operating margin (b)
|
22 | % | 20 | % |
(a)
|
Management
believes that non-North America operating margin adjusted for employee
separation costs is useful to investors to assess and understand operating
performance, especially when comparing current results with previous
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 operating margin without the
impact of employee separation costs as an indicator of performance, to
identify underlying trends in the international business, and to establish
operational goals. The adjustment removes the effect of the
expense.
|
(b)
|
As
reported operating margin is calculated as: “As reported
operating income” divided by “Revenue.” Adjusted operating
margin is calculated as: “Adjusted operating income” divided by
“Revenue.”
|
Three
Months Ended
|
||||
September
30, 2009
|
||||
As
reported net income attributable to company
|
$ | 262 | ||
Employee separation costs, net
of tax (a)
|
19 | |||
Adjusted
net income attributable to company (a)
|
$ | 281 | ||
As
reported diluted weighted average common shares
outstanding
|
904 | |||
As
reported net income per share (b)
|
$ | 0.29 | ||
Adjusted
net income per share (b)
|
$ | 0.31 |
(a)
|
Management
believes that net income adjusted for employee separation costs is useful
to investors to assess and understand operating performance, especially
when comparing current results with previous periods or forecasting
performance for future periods, primarily because management views the
excluded item to be outside of the Company’s normal operating
results. Management analyzes net income without the impact of
employee separation costs as an indicator of performance, to identify
underlying trends in the business, and to establish operational
goals. The adjustment removes the effect of the
expense. Adjusted net income attributable to company is
calculated as: “As reported net income attributable to company” plus
“Employee separation costs, net of
tax.”
|
(b)
|
As
reported net income per share is calculated as: “As reported net income
attributable to company” divided by “As reported diluted weighted average
common shares outstanding.” Adjusted net income per share
is calculated as: “Adjusted net income attributable to company” divided by
“As reported diluted weighted average common shares
outstanding.”
|
September
30, 2009
|
||||
Total
debt (b)
|
$ | 4,622 | ||
Less: Cash and
equivalents
|
1,675 | |||
Less: Investments in marketable
securities
|
1,515 | |||
Net
debt (c)
|
$ | 1,432 | ||
As
reported total shareholders’ equity
|
$ | 8,576 | ||
Total
debt (b)
|
4,622 | |||
Total
capitalization (d)
|
$ | 13,198 | ||
Net
debt to total capitalization ratio (a)
|
11 | % |
(a)
|
Management
believes that the net debt to total capitalization ratio is an important
financial measure for use in evaluating the Company’s liquidity, which
measures the amount of net debt compared to available
capital. Management believes that because cash and equivalents
and investments in marketable securities can be used to repay
indebtedness, net debt provides a clearer picture of the future demands on
cash to repay debt by netting cash and equivalents and investments in
marketable securities against debt. The net debt to total
capitalization ratio is calculated as: “Net debt” divided by “Total
capitalization.”
|
(b)
|
Total
debt includes short-term notes payable, current maturities of long-term
debt, and long-term debt.
|
(c)
|
Net
debt is calculated as: “Total debt” less “Cash and equivalents” less
“Investments in marketable
securities.”
|
(d)
|
Total
capitalization is calculated as: “As reported total shareholders’ equity”
plus “Total debt.”
|
|
###
|
HALLIBURTON
COMPANY
|
||
Date: October
20, 2009
|
By:
|
/s/ Bruce A. Metzinger |
Bruce
A. Metzinger
|
||
Assistant
Secretary
|