0001171843-19-006838.txt : 20191025 0001171843-19-006838.hdr.sgml : 20191025 20191025132607 ACCESSION NUMBER: 0001171843-19-006838 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20191025 FILED AS OF DATE: 20191025 DATE AS OF CHANGE: 20191025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRECISION DRILLING Corp CENTRAL INDEX KEY: 0001013605 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 000000000 STATE OF INCORPORATION: A0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14534 FILM NUMBER: 191169038 BUSINESS ADDRESS: STREET 1: 150 - 6TH AVENUE S.W. STREET 2: SUITE 4200 CITY: CALGARY STATE: A0 ZIP: T2P 3Y7 BUSINESS PHONE: 403-716-4500 MAIL ADDRESS: STREET 1: 150 - 6TH AVENUE S.W. STREET 2: SUITE 4200 CITY: CALGARY STATE: A0 ZIP: T2P 3Y7 FORMER COMPANY: FORMER CONFORMED NAME: PRECISION DRILLING TRUST DATE OF NAME CHANGE: 20051121 FORMER COMPANY: FORMER CONFORMED NAME: PRECISION DRILLING CORP DATE OF NAME CHANGE: 19960506 6-K 1 f6k_102519.htm FORM 6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Section 13a-16 or 15d-16 of the

Securities Exchange Act of 1934

For the month of, October 2019

Commission File Number: 001-14534

Precision Drilling Corporation

(Exact name of registrant as specified in its charter)

800, 525 - 8 Avenue S.W.
Calgary, Alberta
Canada T2P 1G1

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F Form 40-F X

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: October 25, 2019		PRECISION DRILLING CORPORATION



	By:	/s/ Carey T. Ford
	Name: Carey T Ford
	Title: Senior Vice President & Chief Financial Officer

Exhibit		DESCRIPTION

31.1		Certification of Chief Executive Officer, Kevin Neveu, regarding the “Certification of Interim Filings” pursuant to Form 52-109F2.

31.2		Certification of Chief Financial Officer, Carey Ford, regarding the “Certification of Interim Filings” pursuant to Form 52-109F2.

99.1		Management’s Discussion and Analysis for the period ended September 30, 2019.

99.2		Consolidated Financial Statements for the period ended September 30, 2019.

EX-31.1 2 exh_311.htm EXHIBIT 31.1

Exhibit 31.1

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

I, Kevin A. Neveu, President and Chief Executive Officer of Precision Drilling Corporation, certify the following:

Review: I have reviewed the interim financial report and interim MD&A (together, the "interim filings") of Precision Drilling Corporation (the "issuer"), for the interim period ended September 30, 2019.

No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

Responsibility: The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers' Annual and Interim Filings, for the issuer.

Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer and I have, as at the end of the period covered by the interim filings

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i)

material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii)

information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

(b)

designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

5.1

Control framework: The control framework the issuer's other certifying officer and I used to design the issuer's ICFR is the Committee of Sponsoring Organizations of the Treadway Commission (COSO) (1992) and the Control Objectives for Information and Related Technologies (COBIT).

5.2

ICFR – material weakness relating to design: N/A.

5.3

Limitation on scope of design: N/A.

Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on July 1, 2019 and ended on September 30, 2019 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: October 25, 2019

By:

/s/Kevin A Neveu

Name: Kevin A. Neveu

Title: President and Chief Executive Officer

EX-31.2 3 exh_312.htm EXHIBIT 31.2

Exhibit 31.2

FORM 52-109F2

CERTIFICATION OF INTERIM FILINGS

I, Carey T. Ford, Senior Vice President and Chief Financial Officer of Precision Drilling Corporation, certify the following:

Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer's other certifying officer and I have, as at the end of the period covered by the interim filings

(a)

designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that

(i)

material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and

(ii)

(b)

5.1

5.2

ICFR – material weakness relating to design: N/A.

5.3

Limitation on scope of design: N/A.

Date: October 25, 2019

By:

/s/Carey T Ford

Name: Carey T. Ford

Title: Senior Vice President and Chief Financial Officer

EX-99.1 4 exh_991.htm EXHIBIT 99.1

Exhibit 99.1

Precision Drilling Corporation

Third Quarter Report for the three and nine months ended September 30, 2019 and 2018

MANAGEMENT’S DISCUSSION AND ANALYSIS

Management’s Discussion and Analysis for the three and nine months ended September 30, 2019 of Precision Drilling Corporation (“Precision” or the “Corporation”) prepared as of October 23, 2019 focuses on the unaudited Condensed Interim Consolidated Financial Statements and related notes and pertains to known risks and uncertainties relating to the oilfield services sector. This discussion should not be considered all-inclusive as it does not include all changes regarding general economic, political, governmental and environmental events. This discussion should be read in conjunction with the Corporation’s 2018 Annual Report, Annual Information Form, unaudited September 30, 2019 Condensed Interim Consolidated Financial Statements and related notes.

This report contains “forward-looking information and statements” within the meaning of applicable securities laws. For a full disclosure of the forward-looking information and statements and the risks to which they are subject, see the “Cautionary Statement Regarding Forward-Looking Information and Statements” on page 16 of this report. This report contains references to Adjusted EBITDA, Covenant EBITDA, Operating Earnings (Loss), Funds Provided by (Used in) Operations and Working Capital. These terms do not have standardized meanings prescribed under International Financial Reporting Standards (IFRS) and may not be comparable to similar measures used by other companies, see “Non-GAAP Measures” on page 15 of this report.

Precision Drilling announces 2019 third quarter highlights:

Revenue of $376 million was a decrease of 2% compared with the third quarter of 2018.

Net loss of $4 million or negative $0.01 per share compares to a net loss of $31 million or negative $0.10 per share in the third quarter of 2018.

Earnings before income taxes, loss (gain) on repurchase of unsecured senior notes, finance charges, foreign exchange, impairment reversal, gain on asset disposals and depreciation and amortization (Adjusted EBITDA see “NON-GAAP MEASURES”) of $98 million was 21% higher than the third quarter of 2018. During the quarter, we recognized $6 million of non-recurring items that positively impacted Adjusted EBITDA but did not relate to current period operations.

Funds provided by operations (see “NON-GAAP MEASURES”) was $80 million versus $64 million in the prior year quarter. Cash provided by operations was $67 million versus $32 million in the prior year quarter. The increase in funds and cash provided by operations in the current quarter was primarily the result of improved operations and management’s focus on free cash flow.

Strict cost control focus resulted in year-to-date general and administrative costs decreasing 13% from the same period in 2018.

For the first nine months of 2019, debt reduction of $146 million and share repurchases of $8 million while our cash balance of $94 million remained largely unchanged from the start of the year.

In the quarter the Toronto Stock Exchange approved our application to implement a Normal Course Issuer Bid. We purchased and cancelled 5 million common shares for $8 million in the third quarter and, as of October 23, 2019, purchased and cancelled an additional 3 million common shares for $4 million.

Year-to-date market share gains in both the U.S. and Canada evident by Precision’s year-to-date average U.S. rig count increasing 7% despite a 4% industry decrease from the same period in 2018 and Precision’s Canadian average rig count decreasing 25% compared to a 32% decrease for the industry.

Substantial increases in Process Automation Control (PAC) utilization and commercial agreements. With 584 wells drilled in 2019, Precision is on track to achieve our 2019 commercialization target.

Our year-to-date Completion and Production Services Adjusted EBITDA of $18 million was more than double our total for the comparable 2018 period.

IMPACT OF IFRS 16 - LEASES ON FINANCIAL INFORMATION

On January 1, 2019, Precision applied IFRS 16 using the modified retrospective approach under which comparative information has not been restated and continues to be reported under IAS 17 and related interpretations. Please refer to “CHANGES IN ACCOUNTING POLICY” for additional information on the impact to our financial information.

SELECT FINANCIAL AND OPERATING INFORMATION

Financial Highlights

	Three months ended September 30,							Nine months ended September 30,
(Stated in thousands of Canadian dollars, except per share amounts)		2019		2018		% Change			2019		2018		% Change
Revenue		375,552		382,457		(1.8	)		1,169,019		1,114,179		4.9
Adjusted EBITDA⁽¹⁾		97,895		80,988		20.9			286,899		240,639		19.2
Operating earnings (loss)⁽¹⁾		19,235		(9,702	)	(298.3	)		86,878		(25,980	)	(434.4	)
Net earnings (loss)		(3,534	)	(30,648	)	(88.5	)		7,679		(95,942	)	(108.0	)
Cash provided by operations		66,556		31,961		108.2			213,178		199,845		6.7
Funds provided by operations⁽¹⁾		79,930		64,368		24.2			216,873		218,619		(0.8	)
Capital spending:
Expansion		8,162		9,909		(17.6	)		100,148		26,380		279.6
Upgrade		4,921		11,545		(57.4	)		12,647		28,355		(55.4	)
Maintenance and infrastructure		10,831		6,913		56.7			25,550		30,247		(15.5	)
Intangibles		12		660		(98.2	)		476		10,880		(95.6	)
Proceeds on sale		(3,385	)	(3,757	)	(9.9	)		(85,837	)	(12,437	)	590.2
Net capital spending		20,541		25,270		(18.7	)		52,984		83,425		(36.5	)
Net earnings (loss) per share:
Basic		(0.01	)	(0.10	)	(90.0	)		0.03		(0.33	)	(109.1	)
Diluted		(0.01	)	(0.10	)	(90.0	)		0.03		(0.33	)	(109.1	)

(1)

See “NON-GAAP MEASURES”.

Operating Highlights

	Three months ended September 30,					Nine months ended September 30,
		2019	2018	% Change			2019	2018	% Change
Contract drilling rig fleet		233	257	(9.3	)		233	257	(9.3	)
Drilling rig utilization days:
U.S.		6,613	7,013	(5.7	)		20,730	19,396	6.9
Canada		3,822	4,798	(20.3	)		10,579	14,100	(25.0	)
International		827	736	12.4			2,275	2,184	4.2
Revenue per utilization day:
U.S.⁽¹⁾ (US$)		23,092	21,399	7.9			23,242	21,296	9.1
Canada (Cdn$)		19,311	19,538	(1.2	)		21,342	21,273	0.3
International (US$)		51,233	50,007	2.5			50,923	49,959	1.9
Operating cost per utilization day:
U.S. (US$)		14,487	14,151	2.4			14,552	14,071	3.4
Canada (Cdn$)		14,639	14,164	3.4			15,406	14,294	7.8
Service rig fleet⁽²⁾		123	210	(41.4	)		123	210	(41.4	)
Service rig operating hours		34,851	37,169	(6.2	)		107,289	121,694	(11.8	)
Revenue per operating hour (Cdn$)		712	708	0.6			736	696	5.7

(1)

2018 period includes revenue from idle but contracted rig days.

(2)

In 2019, 75 rigs were not registered with the industry association and 12 snubbing units were sold.

Financial Position

(Stated in thousands of Canadian dollars, except ratios)	September 30, 2019	December 31, 2018
Working capital⁽¹⁾	227,282	240,539
Cash	93,761	96,626
Long-term debt	1,513,827	1,706,253
Total long-term financial liabilities	1,588,883	1,723,350
Total assets	3,445,734	3,636,043
Long-term debt to long-term debt plus equity ratio	0.49	0.52

(1)

See “NON-GAAP MEASURES”.

Summary for the three months ended September 30, 2019:

Revenue was $376 million, 2% lower than the third quarter of 2018. The revenue decrease primarily resulted from lower activity in the U.S. and Canada, partially offset by higher average day rates in our U.S. and international operations and higher international activity. Compared with the third quarter of 2018, our drilling activity for the quarter decreased 6% in the U.S., decreased 20% in Canada and grew 12% internationally. Our 2019 third quarter revenue from our Contract Drilling Services segment was consistent with the 2018 quarter while Completion and Production Services segment revenue decreased 15%.

General and administrative expenses were $21 million, $9 million lower than the third quarter of 2018. The decreased expenses were due to lower share-based incentive compensation expense, fixed cost control initiatives, non-recurring items of $2 million and the impact of lease-related charges due to the adoption of IFRS 16 partially offset by the weakening of the Canadian dollar on our U.S. dollar denominated costs.

Adjusted EBITDA (see “NON-GAAP MEASURES”) was $98 million, an increase of $17 million from the third quarter of 2018. Our Adjusted EBITDA as a percentage of revenue was 26% this quarter, compared with 21% in the comparative quarter of 2018. Operating earnings (see “NON-GAAP MEASURES”) were $19 million compared with an operating loss of $10 million in the third quarter of 2018. Both Adjusted EBITDA and operating earnings this quarter were positively impacted by higher international activity, increased average U.S. and international day rates, lower general and administrative costs and the recognition of $4 million of non-recurring items in operating expenses partially offset by lower U.S. and Canadian drilling activity. With the adoption of IFRS 16, lease-related charges of $3 million in the quarter were recognized through finance charges and depreciation and amortization expense. Historically, these charges were reflected in operating and general and administrative expense. Total share-based incentive compensation expense for the quarter was $2 million compared with $8 million in the third quarter of 2018. See discussion on share-based incentive compensation under “Other Items” later in this report for additional details.

Net finance charges were $28 million, a decrease of $3 million compared with the third quarter of 2018, primarily due to a reduction in interest expense related to debt retired in 2018 and 2019, offset by the impact of a weakening of the Canadian dollar on our U.S. dollar denominated interest and $1 million of lease accretion charges resulting from the adoption of IFRS 16 on January 1, 2019.

Revenue per utilization day in the U.S. increased in the third quarter of 2019 to US$23,092 from US$21,399 in the prior year quarter. The increase was the result of higher day rates, third-party cost recoveries and rig technology revenue, partially offset by lower turnkey activity, rig mobilizations and idle but contracted rig revenue. During the quarter, we had revenue from idle but contracted rigs and turnkey projects of nil, as compared to third quarter 2018 idle but contracted rig and turnkey revenue of US$0.3 million and US$0.4 million, respectively. Operating costs on a per day basis increased to US$14,487 in the third quarter of 2019 compared with US$14,151 in 2018. The increase was mainly due to higher third-party charges incurred but recovered from the customer, partially offset by lower repair and maintenance costs due to the timing of equipment certifications and scheduled maintenance and lower turnkey costs from decreased activity. On a sequential basis, revenue per utilization day, excluding revenue from turnkey and idle but contracted rigs, decreased by US$218 due to lower fleet average day rates partially offset by higher technology revenue, while operating costs per day decreased by US$313 due to certain non-recurring items.

In Canada, average revenue per utilization day for contract drilling rigs was $19,311 compared with $19,538 in the third quarter of 2018. The lower average revenue per utilization day in the third quarter of 2019 was primarily because of lower day rates and boiler revenue. We did not receive shortfall payments in the third quarter of 2019, consistent with the 2018 quarter. Average operating costs per utilization day for drilling rigs in Canada increased to $14,639 compared with the prior year quarter of $14,164. The increase was mainly caused by the impact of lower activity on fixed costs and higher repairs and maintenance costs due to the timing of certification costs.

We realized revenue from international contract drilling of US$42 million in the third quarter of 2019, an increase of US$5 million over the prior year period. Average revenue per utilization day in our international contract drilling business was US$51,233 compared with US$50,007 in the respective prior year quarter. The higher average rate in 2019 was primarily due to day rate increases from the renewal and extension of drilling contracts and the deployment of our sixth Kuwait rig.

Revenue from Completion and Production Services decreased $5 million compared with the third quarter of 2018 due to lower activity in each of our Canadian business lines partially offset by higher U.S. well service activity. Our average service rig revenue per operating hour was up slightly from the third quarter of 2018 to $712 while our service rig operating hours in the quarter were down 6%. Adjusted EBITDA (see “NON-GAAP MEASURES”) of $5 million in the third quarter of 2019 was consistent with the 2018 quarter as lower Canadian activity was offset by higher U.S. service rig activity and lower costs due to the impact of cost control measures from prior periods.

Directional drilling services realized revenue of $13 million in the third quarter of 2019 compared with $7 million in the prior year period.

Funds provided by operations (see “NON-GAAP MEASURES”) in the third quarter of 2019 were $80 million, an increase of $16 million from the prior year comparative quarter. Cash provided by operations was $67 million versus $32 million in the prior year quarter. The increase in funds and cash provided by operations was primarily the result of improved operating results in 2019 and management’s focus on free cash flow.

Capital expenditures were $24 million in the third quarter, $5 million lower than the same period in 2018. Capital spending for the quarter included $13 million for upgrade and expansion capital and $11 million for the maintenance of existing assets, infrastructure spending and intangibles.

Summary for the nine months ended September 30, 2019:

Revenue for the first nine months of 2019 was $1,169 million, an increase of 5% from the 2018 period.

Operating earnings (see “NON-GAAP MEASURES”) were $87 million, an increase of $113 million over the $26 million operating loss for the same period in 2018. As a percentage of revenue, operating earnings were 7% compared to negative 2% in 2018. Operating results this year were positively impacted by increased U.S. and international drilling activity, higher average revenue rates in each operating region and gains on asset disposals, partially offset by lower Canadian drilling activity.

General and administrative costs were $78 million, a decrease of $12 million from 2018. The decrease was due to lower share-based incentive compensation that is tied to the price of our common shares and continued fixed cost control initiatives, partially offset by the weakening of the Canadian dollar on our U.S. dollar denominated costs (see “Other Items” later in this report).

Net finance charges were $90 million, a decrease of $5 million from 2018 primarily due to a reduction in interest expense related to debt retired in 2018 and 2019, partially offset by the weakening of the Canadian dollar on our U.S. dollar denominated interest expense.

Funds provided by operations (see “NON-GAAP MEASURES”) in the first nine months of 2019 were $217 million, a decrease of $2 million from the prior year comparative period of $219 million. Cash provided by operations was $213 million in 2019 as compared to $200 million in 2018.

Capital expenditures were $139 million for the first nine months of 2019, an increase of $43 million over the same period in 2018. Capital spending for 2019 to date includes $113 million for upgrade and expansion capital and $26 million for the maintenance of existing assets, infrastructure spending and intangibles.

STRATEGY

Precision’s strategic priorities for 2019 are as follows:

Generate strong free cash flow and utilize $200 million to reduce debt in 2019 – In the third quarter of 2019, we generated $67 million in cash provided by operations and further reduced our debt balance by $21 million through open market repurchases of our unsecured senior notes. With a total year-to-date 2019 debt reduction of $146 million, continued strong operating cash flow and a cash balance of $94 million, we are on pace to meet or exceed our recently increased 2019 debt reduction target of $200 million. Additionally, we have set debt reduction targets at $100 million to $150 million for 2020, including retiring our 2021 unsecured senior notes.

Maximize financial results by leveraging our High Performance, High Value Super Series rig fleet and scale with disciplined cost management – In the third quarter of 2019, Precision generated Adjusted EBITDA as a percentage of revenue of 26%, our highest third quarter percentage in the past four years. We continued operating at record market share levels in the U.S. and Canada and have leveraged our size and scale to maximize cash flow. In the U.S., operating margins (revenue less operating costs) were up 20% compared to the prior year quarter. Despite decreased Canadian industry activity levels, our Canadian drilling operations generated strong cash flow and our Completion and Production Services business contributed $5 million of Adjusted EBITDA. Our focus on fixed costs has resulted in year-to-date general and administrative cost reductions of 13% from the same period in 2018. In the third quarter of 2019, we continued to invest in our High-Performance, High-Value Super Series rig fleet with the deployment of our sixth Kuwait rig which commenced drilling on July 1, 2019, increasing our economies of scale and operating margins in the region.

Full scale commercialization and implementation of our Process Automation Control platform, PD-Apps and PD-Analytics – We currently have 34 rigs equipped with our Process Automation Control platform. Using PAC technology, we drilled approximately 584 wells year-to-date in 2019, an increase of 69% over the prior year comparative. With more than 15 revenue generating PD-Apps commercialized or in development, Precision’s portfolio of technology offerings continues to expand. We are demonstrating to our customers our system’s ability to deliver consistent, high-quality results, as we progress towards our 2019 commercialization targets. In the third quarter, we doubled the number of customers paying commercial rates for our PAC system.

OUTLOOK

For the third quarter of 2019, the average price of West Texas Intermediate and Western Canadian Select were down 19% and 6%, respectively. The average Henry Hub and AECO gas prices were 19% and 22% lower, respectively.

	Three months ended September 30,		Year ended December 31,
	2019	2018	2018
Average oil and natural gas prices
Oil
West Texas Intermediate (per barrel) (US$)	56.40	69.77	64.88
Western Canadian Select (per barrel) (US$)	44.21	47.25	38.46
Natural gas
United States
Henry Hub (per MMBtu) (US$)	2.37	2.93	3.12
Canada
AECO (per MMBtu) (CDN$)	0.97	1.24	1.49

Contracts

Year-to-date in 2019 we have entered into 43 term contracts. The following chart outlines the average number of drilling rigs by quarter that we had under contract for 2019 and 2020 as of October 23, 2019. For those quarters ended after September 30, 2019, this chart represents the minimum number of term contracts where we will be earning revenue. We expect the actual number of contracted rigs to be higher in future periods as we continue to sign contracts.

	Average for the quarter ended 2019					Average for the quarter ended 2020
		Mar. 31	June 30	Sept. 30	Dec. 31		Mar. 31	June 30	Sept. 30	Dec. 31
Average rigs under term contract as of October 23, 2019:
U.S.		56	52	49	41		30	21	15	11
Canada		8	5	5	5		4	3	2	2
International		8	8	9	9		8	8	6	6
Total		72	65	63	55		42	32	23	19

The following chart outlines the average number of drilling rigs that we had under contract for 2018 and the average number of rigs we have under contract as of October 23, 2019.

	Average for the year ended
		2018	2019	2020
Average rigs under term contract as of October 23, 2019:
U.S.		46	50	19
Canada		9	5	3
International		8	9	7
Total		63	64	29

In Canada, term contracted rigs normally generate 250 utilization days per year because of the seasonal nature of well site access. In most regions in the U.S. and internationally, term contracts normally generate 365 utilization days per year.

Drilling Activity

The following chart outlines the average number of drilling rigs that we had working or moving by quarter for the periods noted.

	Average for the quarter ended 2018					Average for the quarter ended 2019
		Mar. 31	June 30	Sept. 30	Dec. 31		Mar. 31	June 30	Sept. 30
Average Precision active rig count:
U.S.		64	72	76	80		79	77	72
Canada		72	31	52	49		48	27	42
International		8	8	8	8		8	8	9
Total		144	111	136	137		135	112	123

For the nine months ended September 30, 2019, drilling activity has decreased relative to this time last year in the U.S. and Canada. According to industry sources, as of October 23, 2019, the U.S. active land drilling rig count was down 21% compared with the same point last year and the Canadian active land drilling rig count was down approximately 32%. To date in 2019, approximately 82% of the U.S. industry’s active rigs and 62% of the Canadian industry’s active rigs were drilling for oil targets, compared with 81% for the U.S. and 64% for Canada at the same time last year.

Industry Conditions

We expect Tier 1 rigs to remain the preferred rigs of customers globally. The economic value created by the significant drilling and mobility efficiencies delivered by the most advanced XY pad walking rigs has been highlighted and widely accepted by our customers. The trend to longer-reach horizontal completions and importance of the rig delivering these complex wells consistently and efficiently has been well established by the industry. We expect demand for leading edge high efficiency Tier 1 rigs will continue to strengthen relative to less capable rigs, as drilling rig capability has been a key economic facilitator of horizontal/unconventional resource exploitation. Development and field application of drilling equipment process automation coupled with closed loop drilling controls and de-manning of rigs will continue this technical evolution while creating further cost efficiencies and performance value for customers.

Capital Spending

Capital spending in 2019 is expected to be $144 million and includes $31 million for sustaining, infrastructure and intangibles and $113 million for upgrade and expansion. We expect that the $144 million will be split $139 million in the Contract Drilling Services segment, $4 million in the Completion and Production Services segment and $1 million to the Corporate segment.

For 2020, we expect capital spending to be $60 million to $80 million, comprised primarily of maintenance and upgrade capital.

SEGMENTED FINANCIAL RESULTS

Precision’s operations are reported in two segments: Contract Drilling Services, which includes the drilling rig, directional drilling, oilfield supply and manufacturing divisions; and Completion and Production Services, which includes the service rig, rental and camp and catering divisions.

	Three months ended September 30,							Nine months ended September 30,
(Stated in thousands of Canadian dollars)		2019		2018		% Change			2019		2018		% Change
Revenue:
Contract Drilling Services		346,443		347,494		(0.3	)		1,060,182		1,004,649		5.5
Completion and Production Services		30,880		36,297		(14.9	)		112,844		114,045		(1.1	)
Inter-segment eliminations		(1,771	)	(1,334	)	32.8			(4,007	)	(4,515	)	(11.3	)
		375,552		382,457		(1.8	)		1,169,019		1,114,179		4.9
Adjusted EBITDA:⁽¹⁾
Contract Drilling Services		105,167		95,596		10.0			316,917		290,003		9.3
Completion and Production Services		4,597		4,628		(0.7	)		17,896		7,870		127.4
Corporate and Other		(11,869	)	(19,236	)	(38.3	)		(47,914	)	(57,234	)	(16.3	)
		97,895		80,988		20.9			286,899		240,639		19.2

(1)

See “NON-GAAP MEASURES”.

SEGMENT REVIEW OF CONTRACT DRILLING SERVICES

	Three months ended September 30,							Nine months ended September 30,
(Stated in thousands of Canadian dollars, except where noted)		2019		2018		% Change			2019		2018		% Change
Revenue		346,443		347,494		(0.3	)		1,060,182		1,004,649		5.5
Expenses:
Operating		233,370		242,792		(3.9	)		711,307		686,948		3.5
General and administrative		7,906		9,106		(13.2	)		28,912		27,698		4.4
Restructuring		-		-		n/m			3,046		-		n/m
Adjusted EBITDA⁽¹⁾		105,167		95,596		10.0			316,917		290,003		9.3
Depreciation		74,532		82,414		(9.6	)		227,686		243,252		(6.4	)
Gain on asset disposals		(3,956	)	(1,672	)	136.6			(43,228	)	(4,631	)	833.4
Impairment reversal		-		-		n/m			(5,810	)	-		n/m
Operating earnings⁽¹⁾		34,591		14,854		132.9			138,269		51,382		169.1
Operating earnings⁽¹⁾ as a percentage of revenue		10.0	%	4.3	%				13.0	%	5.1	%

(1)

See “NON-GAAP MEASURES”.

n/m Calculation not meaningful.

United States onshore drilling statistics:⁽¹⁾	2019				2018
	Precision		Industry⁽²⁾		Precision		Industry⁽²⁾
Average number of active land rigs for quarters ended:
March 31		79		1,023		64		951
June 30		77		967		72		1,021
September 30		72		896		76		1,032
Year to date average		76		962		71		1,001

(1)

United States lower 48 operations only.

(2)

Baker Hughes rig counts.

	Three months ended September 30,
Canadian onshore drilling statistics:⁽¹⁾	2019					2018
		Precision		Industry⁽²⁾			Precision		Industry⁽²⁾
Number of drilling rigs (end of period)		116		548			135		604
Drilling rig operating days (spud to release)		3,432		11,362			4,279		16,875
Drilling rig operating day utilization		32	%	23	%		35	%	30	%
Number of wells drilled		370		1,381			520		2,046
Average days per well		9.3		8.2			8.2		8.2
Number of metres drilled (000s)		1,095		3,949			1,313		5,502
Average metres per well		2,961		2,860			2,526		2,689
Average metres per day		319		348			307		326

	Nine months ended September 30,
Canadian onshore drilling statistics:⁽¹⁾	2019					2018
		Precision		Industry⁽²⁾			Precision		Industry⁽²⁾
Number of drilling rigs (end of period)		116		548			135		604
Drilling rig operating days (spud to release)		9,404		33,942			12,459		49,256
Drilling rig operating day utilization		30	%	22	%		34	%	29	%
Number of wells drilled		964		3,609			1,262		5,179
Average days per well		9.8		9.4			9.9		9.5
Number of metres drilled (000s)		2,475		10,641			3,542		14,704
Average metres per well		2,567		2,948			2,806		2,839
Average metres per day		263		313			284		299

(1)

Canadian operations only.

(2)

Canadian Association of Oilwell Drilling Contractors (“CAODC”), and Precision – excludes non-CAODC rigs and non-reporting CAODC members.

Revenue from Contract Drilling Services for the third quarter of 2019 was $346 million, $1 million lower than the third quarter of 2018, while Adjusted EBITDA (see “NON-GAAP MEASURES”) increased 10% to $105 million. The lower revenue in 2019 was primarily due to lower U.S. and Canada utilization days offset by higher U.S. and international day rates and international activity. In the U.S., idle but contracted rigs and turnkey revenue was nil, as compared to third quarter 2018 idle but contracted rig and turnkey revenue of US$0.3 million and US$0.4 million, respectively.

Drilling rig utilization days (drilling days plus move days) in the U.S. were 6,613, or 6% lower than the same quarter of 2018, consistent with overall lower industry activity. Drilling rig utilization days in Canada were 3,822 during the third quarter of 2019, a decrease of 20% compared with 2018 primarily due to lower industry activity. Drilling rig utilization days in our international business was 827, 12% higher than the same quarter of 2018. The increased activity was primarily due to the deployment of our sixth Kuwait rig which commenced drilling operations on July 1, 2019.

Revenue per utilization day in the U.S. increased in the third quarter of 2019 to US$23,092 from US$21,399 in the prior year quarter. The increase was the result of higher day rates, third-party cost recoveries and rig technology revenue, partially offset by lower turnkey activity, rig mobilizations and idle but contracted rig revenue. In the U.S., on a sequential basis, revenue per utilization day, excluding revenue from turnkey and idle but contracted rigs, decreased by US$218 due to lower fleet average day rates partially offset by technology revenue. In Canada, average revenue per utilization day for contract drilling rigs was $19,311 compared with $19,538 in the third quarter of 2018. The lower average revenue per utilization day in the third quarter of 2019 was primarily because of lower day rates and boiler revenue. Average revenue per utilization day in our international contract drilling business was US$51,233 compared with US$50,007 in the respective prior year quarter. The higher average rate in 2019 was primarily due to day rate increases from the renewal and extension of drilling contracts and the deployment of our sixth Kuwait rig.

In the U.S., 66% of utilization days were generated from rigs under term contract as compared with 67% in the third quarter of 2018. In Canada, 8% of our utilization days in the quarter were generated from rigs under term contract, compared with 11% in the third quarter of 2018.

Operating costs were 67% of revenue for the quarter, 3% lower than the prior year quarter. Our U.S. operating costs, on a per day basis, increased to US$14,487 in the third quarter of 2019 compared with US$14,151 in 2018. The increase was mainly due to higher third-party charges incurred but recovered from the customer, partially offset by lower turnkey costs from decreased activity. In the U.S., on a sequential basis, operating costs per day decreased by US$313 due to certain non-recurring items not related to current period operations. Average operating costs per utilization day for drilling rigs in Canada increased to $14,639 compared with the prior year quarter of $14,164. The increase was mainly caused by the impact of lower activity on fixed costs and higher repairs and maintenance costs due to the timing of certification costs.

Depreciation expense in the quarter was 10% lower than the third quarter of 2018 because of asset sales and assets becoming fully depreciated.

In the third quarter of 2019, through the completion of normal course business operations, we sold used assets resulting in a gain on asset disposals of $4 million as compared to $2 million in the 2018 quarter.

SEGMENT REVIEW OF COMPLETION AND PRODUCTION SERVICES

	Three months ended September 30,							Nine months ended September 30,
(Stated in thousands of Canadian dollars, except where noted)		2019		2018		% Change			2019		2018		% Change
Revenue		30,880		36,297		(14.9	)		112,844		114,045		(1.1	)
Expenses:
Operating		24,994		30,138		(17.1	)		89,950		99,609		(9.7	)
General and administrative		1,289		1,531		(15.8	)		4,541		5,402		(15.9	)
Restructuring		-		-		n/m			457		1,164		(60.7	)
Adjusted EBITDA⁽¹⁾		4,597		4,628		(0.7	)		17,896		7,870		127.4
Depreciation		4,282		5,636		(24.0	)		13,572		17,385		(21.9	)
Loss (gain) on asset disposals		36		1,005		(96.4	)		(3,566	)	1,143		(412.0	)
Operating earnings (loss)⁽¹⁾		279		(2,013	)	(113.9	)		7,890		(10,658	)	(174.0	)
Operating earnings (loss)⁽¹⁾ as a percentage of revenue		0.9	%	(5.5	)%				7.0	%	(9.3	)%
Well servicing statistics:
Number of service rigs (end of period)⁽²⁾		123		210		(41.4	)		123		210		(41.4	)
Service rig operating hours		34,851		37,169		(6.2	)		107,289		121,694		(11.8	)
Service rig operating hour utilization		31	%	19	%				31	%	21	%
Service rig revenue per operating hour		712		708		0.6			736		696		5.7

(1)

See “NON-GAAP MEASURES”.

(2)

In 2019, 75 rigs were not registered with the industry association and 12 snubbing units were sold.

n/m Calculation not meaningful.

Revenue from Completion and Production Services decreased $5 million compared with the third quarter of 2018 due to lower activity in each of our Canadian business lines partially offset by improved well service rig revenue rates and U.S. well service activity. Our service rig operating hours in the quarter were down 6% from the third quarter of 2018 while rates remained consistent. Approximately 90% of our third quarter Canadian service rig activity was oil related.

During the quarter, Completion and Production Services generated 85% of its revenue from Canadian operations and 15% from U.S. operations compared with the third quarter of 2018 where 92% of revenue was generated in Canada and 8% in the U.S.

Average service rig revenue per operating hour in the quarter was $712, higher than the third quarter of 2018. The increase was the result of higher activity in the U.S. combined with rate increases in Canada offset by the impact of the sale of our snubbing units that closed in the second quarter of 2019.

Adjusted EBITDA (see “NON-GAAP MEASURES”) of $5 million in the third quarter of 2019 was consistent with the 2018 quarter and was primarily the result of lower Canadian activity offset by higher service rig rates, U.S. service activity and the impact of the snubbing disposal.

Operating costs as a percentage of revenue was 81% compared with the prior year comparative quarter of 83%. The reduction of operating costs as a percentage of revenue was primarily the result of increased service rig rates, a higher proportion of 24-hour well service work and continued cost control.

Depreciation expense in the quarter was 24% lower than the prior year comparative period. The decrease in depreciation expense was primarily due to a lower capital asset base resulting from the disposition of snubbing units and Terra Water assets and assets becoming fully depreciated.

In the first quarter of 2019, as a cost control measure, Precision did not renew the registration of 75 Canada-based well service rigs with industry associations due to low anticipated activity levels for the year.

SEGMENT REVIEW OF CORPORATE AND OTHER

Our Corporate and Other segment provides support functions to our operating segments. The Corporate and Other segment had negative Adjusted EBITDA (see “NON-GAAP MEASURES”) of $12 million, a $7 million decrease compared with the third quarter of 2018 primarily due to lower share-based incentive compensation.

OTHER ITEMS

Share-based Incentive Compensation Plans

We have several cash-settled share-based incentive plans and two equity-settled share-based incentive plans. Details of vesting conditions, fair value determination and accounting policy for each plan can be found in the notes to our consolidated annual financial statements for the year ended December 31, 2018.

A summary of the amounts expensed under these plans during the reporting periods are as follows:

	Three months ended September 30,				Nine months ended September 30,
(Stated in thousands of Canadian dollars)		2019		2018		2019	2018
Cash settled share-based incentive plans		(1,655	)	5,128		4,664	20,599
Equity settled share-based incentive plans:
Executive PSU		3,103		1,595		8,499	4,344
Stock option plan		514		937		1,751	2,655
Total share-based incentive compensation plan expense		1,962		7,660		14,914	27,598

Allocated:
Operating		87		2,292		3,314	9,093
General and Administrative		1,875		5,368		11,600	18,505
		1,962		7,660		14,914	27,598

Cash settled shared-based compensation expense decreased $7 million in the current quarter to a recovery of $2 million compared with an expense of $5 million in the same quarter in 2018. The recovery was primarily due to the decreasing share price in the third quarter of 2019.

Executive PSU share-based incentive compensation expense for the quarter was $3 million compared with $2 million in the same quarter in 2018. The increased compensation expense was the result of additional Executive PSUs granted in 2019 offset partially by lower fair values for the 2019 grants.

Finance Charges

Net finance charges were $28 million, a decrease of $3 million compared with the third quarter of 2018, primarily due to a reduction in interest expense related to the debt retired in 2018 and 2019, partially offset by the impact of the weakening of the Canadian dollar on our U.S. dollar denominated interest and $1 million of lease accretion charges resulting from the adoption of IFRS 16 on January 1, 2019.

Interest charges on our U.S. denominated long-term debt in the third quarter of 2019 were US$20 million ($27 million) as compared with US$23 million ($30 million) in 2018.

Income Tax

Income tax recovery for the quarter was $5 million compared with $9 million in the same quarter in 2018. In 2019, the Province of Alberta announced various reductions to corporate income tax rates, that when fully implemented over the next three years will decrease the provincial corporate income tax rate from 12% to 8% by 2022. The reduction in the Alberta provincial corporate income tax rate is considered substantially enacted and resulted in a year-to-date deferred tax recovery of $3 million.

LIQUIDITY AND CAPITAL RESOURCES

The oilfield services business is inherently cyclical in nature. To manage this, we focus on maintaining a strong balance sheet so we have the financial flexibility we need to continue to manage our growth and cash flow, regardless of where we are in the business cycle. We maintain a variable operating cost structure so we can be responsive to changes in demand.

Our maintenance capital expenditures are tightly governed by and highly responsive to activity levels with additional cost savings leverage provided through our internal manufacturing and supply capabilities. Term contracts on expansion capital for new-build and upgrade rig programs provide more certainty of future revenues and return on our capital investments.

Liquidity

Amount	Availability	Used for	Maturity
Senior facility (secured)
US$500 million (extendible, revolving term credit facility with US$300 million accordion feature)	Undrawn, except US$25 million in outstanding letters of credit	General corporate purposes	November 21, 2022
Operating facilities (secured)
$40 million	Undrawn, except $27 million in outstanding letters of credit	Letters of credit and general corporate purposes
US$15 million	Undrawn	Short term working capital requirements
Demand letter of credit facility (secured)
US$30 million	Undrawn, except US$2 million in outstanding letters of credit	Letters of credit
Senior notes (unsecured)
US$116 million – 6.5%	Fully drawn	Capital expenditures and general corporate purposes	December 15, 2021
US$350 million – 7.75%	Fully drawn	Debt redemption and repurchases	December 15, 2023
US$318 million – 5.25%	Fully drawn	Capital expenditures and general corporate purposes	November 15, 2024
US$374 million – 7.125%	Fully drawn	Debt redemption and repurchases	January 15, 2026

As of September 30, 2019, we had US$1,158 million ($1,533 million) outstanding under our unsecured senior notes as compared with US$1,267 million ($1,729 million) at December 31, 2018. The current blended cash interest cost of our debt is approximately 6.7%.

During the first nine months of 2019, Precision repurchased and cancelled US$26 million of the 7.125% unsecured senior notes due 2026 and US$33 million of the 5.25% notes due 2024 and redeemed US$50 million principal amount of its 6.50% senior notes due 2021.

Covenants

Following is a listing of our currently applicable covenants and the calculations as of September 30, 2019:

	Covenant	As at September 30, 2019
Senior Facility
Consolidated senior debt to consolidated covenant EBITDA⁽¹⁾	≤2.50	0.00
Consolidated covenant EBITDA to consolidated interest expense⁽¹⁾	≥2.50	3.35
Senior Notes
Consolidated interest coverage ratio	≥2.00	3.30

(1)

For purposes of calculating the leverage ratio consolidated senior debt only includes secured indebtedness.

At September 30, 2019, we were in compliance with the covenants of our senior credit facility and unsecured senior notes.

Senior Facility

The senior credit facility requires that we comply with certain covenants including a leverage ratio of consolidated senior debt to consolidated Covenant EBITDA (see “NON-GAAP MEASURES”) of less than 2.5:1. For purposes of calculating the leverage ratio consolidated senior debt only includes secured indebtedness.

Under the senior credit facility, we are required to maintain a ratio of consolidated Covenant EBITDA (see “NON-GAAP MEASURES”) to consolidated interest expense, for the most recent four consecutive quarters, of greater than 2.5:1.

The senior credit facility contains certain covenants that place restrictions on our ability to incur or assume additional indebtedness; dispose of assets; pay dividends, undertake share redemptions or other distributions; change our primary business; incur liens on assets; engage in transactions with affiliates; enter into mergers, consolidations or amalgamations; and enter into speculative swap agreements.

Unsecured Senior Notes

The senior notes require that we comply with financial covenants including an incurrence based consolidated interest coverage ratio test of consolidated cash flow, as defined in the senior note agreements, to consolidated interest expense of greater than 2.0:1 for the most recent four consecutive fiscal quarters. In the event our consolidated interest coverage ratio is less than 2.0:1 for the most recent four consecutive fiscal quarters, the senior notes restrict our ability to incur additional indebtedness.

The senior notes contain a restricted payment covenant that limits our ability to make payments in the nature of dividends, distributions and for repurchases from shareholders. This restricted payment basket grows from a starting point of October 1, 2010 for the 2021 and 2024 senior notes, from October 1, 2016 for the 2023 senior notes and October 1, 2017 for the 2026 senior notes by, among other things, 50% of consolidated cumulative net earnings and decreases by 100% of consolidated cumulative net losses, as defined in the note agreements, and payments made to shareholders. Beginning with the December 31, 2015 calculation the governing net restricted payments basket was negative which limits our ability to declare and make dividend payments until such time as the restricted payments baskets once again become positive.

In addition, the senior notes contain certain covenants that limit our ability, and the ability of certain subsidiaries, to incur additional indebtedness and issue preferred shares; create liens; create or permit to exist restrictions on our ability or certain subsidiaries to make certain payments and distributions; engage in amalgamations, mergers or consolidations; make certain dispositions and engage in transactions with affiliates.

For further information, please see the senior note indentures which are available on SEDAR and EDGAR.

Impact of foreign exchange rates

The devaluation of the Canadian dollar during 2019 resulted in higher translated U.S. denominated revenue and costs. On average for the three and nine months ended September 30, 2019, the Canadian dollar weakened by 1% and 3% from the respective 2018 periods. The following table summarizes the average and closing Canada-U.S. foreign exchanges rates:

	Three months ended September 30,		Nine months ended September 30,		December 31,
	2019	2018	2019	2018	2018
Canada-U.S. foreign exchange rates
Average	1.32	1.31	1.33	1.29	1.30
Closing	1.32	1.29	1.32	1.29	1.37

Hedge of investments in foreign operations

We utilize foreign currency long-term debt to hedge our exposure to changes in the carrying values of our net investment in certain foreign operations as a result of changes in foreign exchange rates.

We have designated our U.S. dollar denominated long-term debt as a net investment hedge in our U.S. operations and other foreign operations that have a U.S. dollar functional currency. To be accounted for as a hedge, the foreign currency denominated long-term debt must be designated and documented as such and must be effective at inception and on an ongoing basis. We recognize the effective amount of this hedge (net of tax) in other comprehensive income. We recognize ineffective amounts (if any) in net earnings (loss).

QUARTERLY FINANCIAL SUMMARY

(Stated in thousands of Canadian dollars, except per share amounts)	2018			2019
Quarters ended		December 31			March 31	June 30		September 30
Revenue		427,010			434,043	359,424		375,552
Adjusted EBITDA⁽¹⁾		134,492			107,697	81,037		97,895
Net earnings (loss)		(198,328	)		25,014	(13,801	)	(3,534	)
Net earnings (loss) per basic share		(0.68	)		0.09	(0.05	)	(0.01	)
Net earnings (loss) per diluted share		(0.68	)		0.08	(0.05	)	(0.01	)
Funds provided by operations⁽¹⁾		92,595			95,993	40,950		79,930
Cash provided by operations		93,489			40,587	106,035		66,556

(Stated in thousands of Canadian dollars, except per share amounts)	2017			2018
Quarters ended		December 31			March 31		June 30		September 30
Revenue		347,187			401,006		330,716		382,457
Adjusted EBITDA⁽¹⁾		90,914			97,469		62,182		80,988
Net loss		(47,005	)		(18,077	)	(47,217	)	(30,648	)
Net loss per basic		(0.16	)		(0.06	)	(0.16	)	(0.10	)
Net loss per diluted share		(0.16	)		(0.06	)	(0.16	)	(0.10	)
Funds provided by operations⁽¹⁾		28,323			104,026		50,225		64,368
Cash provided by operations		23,289			38,189		129,695		31,961

(1)

See “NON-GAAP MEASURES”.

CRITICAL ACCOUNTING JUDGEMENTS AND ESTIMATES

Because of the nature of our business, we are required to make judgments and estimates in preparing our Condensed Interim Consolidated Financial Statements that could materially affect the amounts recognized. Our judgments and estimates are based on our past experiences and assumptions we believe are reasonable in the circumstances. The critical judgments and estimates used in preparing the Condensed Interim Consolidated Financial Statements are described in our 2018 Annual Report and there have been no material changes to our critical accounting judgments and estimates during the three and nine months ended September 30, 2019 except for those impacted by the adoption of new accounting standards.

CHANGES IN ACCOUNTING POLICY

New standards adopted

The following standards became effective on January 1, 2019:

IFRS 16 Leases

IFRIC 23 Uncertainty over Income Tax Treatments

Precision adopted these standards using the modified retrospective method on January 1, 2019. Please see the unaudited September 30, 2019 Condensed Interim Consolidated Financial Statements and related notes for further details on the adoption of these standards.

Impact of IFRS 16 Leases on Adjusted EBITDA

With the adoption of IFRS 16, the accounting treatment for operating leases when Precision is the lessee, changed effective January 1, 2019. Precision adopted IFRS 16 using the modified retrospective approach and our comparative information was not restated. As a result, the comparability of our 2019 Adjusted EBITDA to periods prior to January 1, 2019 is impacted.

Under IFRS 16, leases classified as operating leases were recognized on our statement of financial position with a right of use asset and corresponding lease obligation representing the present value of Precision’s future lease payments. Once recognized, right of use assets are depreciated over the shorter of their useful life and the term of the lease. The lease obligation is measured at amortized cost using the effective interest method. Under this approach, an interest charge is applied to accrete the lease obligation to the present value of future lease payments. As lease payments are made, the lease obligation is reduced.

Historically, operating lease obligations were accounted for as ‘off-balance sheet’ and lease expenses were only recognized at the time of payment in either operating or general and administrative expense. However, under IFRS 16, lease costs are reflected on the statement of income (loss) through depreciation and interest expense, resulting in an increase to Adjusted EBITDA.

Upon transition, we recognized right of use assets and corresponding lease obligations of $73 million. For the three and nine months ended September 30, 2019, Precision recorded lease interest charges of $1 million and $3 million and depreciated its right of use assets by $2 million and $6 million, respectively. As a result of the new lease standard, our Adjusted EBITDA was positively impacted for the three and nine months ended September 30, 2019 by $3 million and $9 million, respectively.

NON-GAAP MEASURES

In this report we reference non-GAAP (Generally Accepted Accounting Principles) measures. Adjusted EBITDA, Covenant EBITDA, Operating Earnings (Loss), Funds Provided by (Used in) Operations and Working Capital are terms used by us to assess performance as we believe they provide useful supplemental information to investors. These terms do not have standardized meanings prescribed under International Financial Reporting Standards (IFRS) and may not be comparable to similar measures used by other companies.

Adjusted EBITDA

We believe that Adjusted EBITDA (earnings before income taxes, loss (gain) on repurchase of unsecured senior notes, finance charges, foreign exchange, impairment reversal, loss (gain) on asset disposals and depreciation and amortization), as reported in the Condensed Interim Consolidated Statement of Earnings (Loss), is a useful measure, because it gives an indication of the results from our principal business activities prior to consideration of how our activities are financed and the impact of foreign exchange, taxation and depreciation and amortization charges.

Covenant EBITDA

Covenant EBITDA, as defined in our senior credit facility agreement, is used in determining the Corporation’s compliance with its covenants. Covenant EBITDA differs from Adjusted EBITDA by the exclusion of bad debt expense, restructuring costs, certain foreign exchange amounts and with the adoption of the new lease standard IFRS 16 - Leases, the deduction of cash lease payments incurred after December 31, 2018.

Operating Earnings (Loss)

We believe that operating earnings (loss) is a useful measure because it provides an indication of the results of our principal business activities before consideration of how those activities are financed and the impact of foreign exchange and taxation. Operating earnings (loss) is calculated as follows:

	Three months ended September 30,				Nine months ended September 30,
(Stated in thousands of Canadian dollars)	2019		2018		2019		2018
Revenue	375,552		382,457		1,169,019		1,114,179
Expenses:
Operating	256,593		271,596		797,250		782,042
General and administrative	21,064		29,873		78,432		90,334
Restructuring	—		—		6,438		1,164
Depreciation and amortization	82,604		91,348		252,684		270,098
Gain on asset disposals	(3,944	)	(658	)	(46,853	)	(3,479	)
Impairment reversal	—		—		(5,810	)	—
Operating earnings (loss)	19,235		(9,702	)	86,878		(25,980	)
Foreign exchange	1,470		(952	)	(4,416	)	819
Finance charges	28,490		31,176		90,178		94,958
Loss (gain) on repurchase of unsecured notes	(2,239	)	—		(3,637	)	1,176
Earnings (loss) before income taxes	(8,486	)	(39,926	)	4,753		(122,933	)

Funds Provided By (Used In) Operations

We believe that funds provided by (used in) operations, as reported in the Condensed Interim Consolidated Statements of Cash Flow, is a useful measure because it provides an indication of the funds our principal business activities generate prior to consideration of working capital, which is primarily made up of highly liquid balances.

Working Capital

We define working capital as current assets less current liabilities as reported on the Condensed Interim Consolidated Statement of Financial Position.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION AND STATEMENTS

Certain statements contained in this report, including statements that contain words such as "could", "should", "can", "anticipate", "estimate", "intend", "plan", "expect", "believe", "will", "may", "continue", "project", "potential" and similar expressions and statements relating to matters that are not historical facts constitute "forward-looking information" within the meaning of applicable Canadian securities legislation and "forward-looking statements" within the meaning of the "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995 (collectively, "forward-looking information and statements").

In particular, forward looking information and statements include, but are not limited to, the following:

our strategic priorities for 2019 and 2020;

our capital expenditure plans for 2019 and 2020;

anticipated activity levels in 2019 and our scheduled infrastructure projects;

anticipated demand for Tier 1 rigs;

the average number of term contracts in place for 2019 and 2020; and

our future debt reduction plans.

These forward-looking information and statements are based on certain assumptions and analysis made by Precision in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances. These include, among other things:

the fluctuation in oil prices may pressure customers into reducing or limiting their drilling budgets;

the status of current negotiations with our customers and vendors;

customer focus on safety performance;

existing term contracts are neither renewed nor terminated prematurely;

our ability to deliver rigs to customers on a timely basis; and

the general stability of the economic and political environments in the jurisdictions where we operate.

Undue reliance should not be placed on forward-looking information and statements. Whether actual results, performance or achievements will conform to our expectations and predictions is subject to a number of known and unknown risks and uncertainties which could cause actual results to differ materially from our expectations. Such risks and uncertainties include, but are not limited to:

volatility in the price and demand for oil and natural gas;

fluctuations in the demand for contract drilling, well servicing and ancillary oilfield services;

our customers’ inability to obtain adequate credit or financing to support their drilling and production activity;

changes in drilling and well servicing technology which could reduce demand for certain rigs or put us at a competitive disadvantage;

shortages, delays and interruptions in the delivery of equipment supplies and other key inputs;

the effects of seasonal and weather conditions on operations and facilities;

the availability of qualified personnel and management;

a decline in our safety performance which could result in lower demand for our services;

changes in environmental laws and regulations such as increased regulation of hydraulic fracturing or restrictions on the burning of fossil fuels and greenhouse gas emissions, which could have an adverse impact on the demand for oil and gas;

terrorism, social, civil and political unrest in the foreign jurisdictions where we operate;

fluctuations in foreign exchange, interest rates and tax rates; and

other unforeseen conditions which could impact the use of services supplied by Precision and Precision’s ability to respond to such conditions.

Readers are cautioned that the forgoing list of risk factors is not exhaustive. Additional information on these and other factors that could affect our business, operations or financial results are included in reports on file with applicable securities regulatory authorities, including but not limited to Precision’s Annual Information Form for the year ended December 31, 2018, which may be accessed on Precision’s SEDAR profile at www.sedar.com or under Precision’s EDGAR profile at www.sec.gov. The forward-looking information and statements contained in this report are made as of the date hereof and Precision undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, except as required by law.

SHAREHOLDER INFORMATION

STOCK EXCHANGE LISTINGS

Shares of Precision Drilling Corporation are listed on the Toronto Stock Exchange under the trading symbol PD and on the New York Stock Exchange under the trading symbol PDS.

TRANSFER AGENT AND REGISTRAR

Computershare Trust Company of Canada

Calgary, Alberta

TRANSFER POINT

Computershare Trust Company NA

Canton, Massachusetts

Q3 2019 TRADING PROFILE

Toronto (TSX: PD)

High: $2.51

Low: $1.36

Close: $1.52

Volume Traded: 107,249,319

New York (NYSE: PDS)

High: US$2.08

Low: US$1.03

Close: US$1.14

Volume Traded: 65,596,700

ACCOUNT QUESTIONS

Precision’s Transfer Agent can help you with a variety of shareholder related services, including:

• change of address

• lost share certificates

• transfer of shares to another person

• estate settlement

Computershare Trust Company of Canada

100 University Avenue

9th Floor, North Tower

Toronto, Ontario, Canada M5J 2Y1

1-800-564-6253 (toll free in Canada and the United States)

1-514-982-7555 (international direct dialing)

Email: service@computershare.com

ONLINE INFORMATION

To receive news releases by email, or to view this interim report online, please visit Precision’s website at www.precisiondrilling.com and refer to the Investor Relations section. Additional information relating to Precision, including the Annual Information Form, Annual Report and Management Information Circular has been filed with SEDAR and is available at www.sedar.com and on the EDGAR website www.sec.gov

CORPORATE INFORMATION

DIRECTORS

Michael R. Culbert

William T. Donovan

Brian J. Gibson

Allen R. Hagerman, FCA

Steven W. Krablin

Susan M. MacKenzie

Kevin O. Meyers

Kevin A. Neveu

David W. Williams

OFFICERS

Kevin A. Neveu

President and Chief Executive Officer

Veronica H. Foley

Senior Vice President, General Counsel and Corporate Secretary

Carey T. Ford

Senior Vice President and Chief Financial Officer

Shuja U. Goraya

Chief Technology Officer

Darren J. Ruhr

Chief Administrative Officer

Gene C. Stahl

Chief Marketing Officer

AUDITORS

KPMG LLP

Calgary, Alberta

HEAD OFFICE

Suite 800, 525 8th Avenue SW

Calgary, Alberta, Canada T2P 1G1

Telephone: 403-716-4500

Facsimile: 403-264-0251

Email: info@precisiondrilling.com

www.precisiondrilling.com

EX-99.2 5 exh_992.htm EXHIBIT 99.2

Exhibit 99.2

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (UNAUDITED)

(Stated in thousands of Canadian dollars)		September 30, 2019			December 31, 2018
ASSETS
Current assets:
Cash	$	93,761		$	96,626
Accounts receivable		348,695			372,336
Income tax recoverable		1,211			–
Inventory		32,249			34,081
Assets held for sale (Note 6)		19,453			19,658
Total current assets		495,369			522,701
Non-current assets:
Income tax recoverable		1,165			2,449
Deferred tax assets		3,817			36,880
Right of use assets (Note 2(c))		69,999			–
Property, plant and equipment		2,843,384			3,038,612
Intangibles		32,000			35,401
Total non-current assets		2,950,365			3,113,342
Total assets	$	3,445,734		$	3,636,043

LIABILITIES AND EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	246,796		$	274,489
Income taxes payable		8,033			7,673
Lease obligation (Note 2(c))		13,258			–
Total current liabilities		268,087			282,162
Non-current liabilities:
Share-based compensation (Note 10)		6,705			6,520
Provisions and other		10,346			10,577
Lease obligation (Note 2(c))		58,005			–
Long-term debt (Note 8)		1,513,827			1,706,253
Deferred tax liabilities		33,317			72,779
Total non-current liabilities		1,622,200			1,796,129
Shareholders’ equity:
Shareholders’ capital (Note 11)		2,314,097			2,322,280
Contributed surplus		62,582			52,332
Deficit		(968,395	)		(978,874	)
Accumulated other comprehensive income (Note 13)		147,163			162,014
Total shareholders’ equity		1,555,447			1,557,752
Total liabilities and shareholders’ equity	$	3,445,734		$	3,636,043

See accompanying notes to condensed interim consolidated financial statements.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) (UNAUDITED)

	Three Months Ended September 30,						Nine Months Ended September 30,
(Stated in thousands of Canadian dollars, except per share amounts)		2019			2018			2019			2018


Revenue (Note 3)	$	375,552		$	382,457		$	1,169,019		$	1,114,179
Expenses:
Operating		256,593			271,596			797,250			782,042
General and administrative		21,064			29,873			78,432			90,334
Restructuring (Note 7)		–			–			6,438			1,164
Earnings before income taxes, loss (gain) on repurchase of unsecured senior notes, finance charges, foreign exchange, impairment reversal, gain on asset disposals and depreciation and amortization		97,895			80,988			286,899			240,639
Depreciation and amortization		82,604			91,348			252,684			270,098
Gain on asset disposals (Note 5)		(3,944	)		(658	)		(46,853	)		(3,479	)
Impairment reversal (Note 5)		–			–			(5,810	)		–
Foreign exchange		1,470			(952	)		(4,416	)		819
Finance charges (Note 9)		28,490			31,176			90,178			94,958
Loss (gain) on repurchase of unsecured senior notes		(2,239	)		–			(3,637	)		1,176
Earnings (loss) before income taxes		(8,486	)		(39,926	)		4,753			(122,933	)
Income taxes:
Current		1,540			1,231			4,553			6,396
Deferred		(6,492	)		(10,509	)		(7,479	)		(33,387	)
		(4,952	)		(9,278	)		(2,926	)		(26,991	)
Net earnings (loss)	$	(3,534	)	$	(30,648	)	$	7,679		$	(95,942	)
Net earnings (loss) per share: (Note 12)
Basic	$	(0.01	)	$	(0.10	)	$	0.03		$	(0.33	)
Diluted	$	(0.01	)	$	(0.10	)	$	0.03		$	(0.33	)

See accompanying notes to condensed interim consolidated financial statements.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

	Three Months Ended September 30,						Nine Months Ended September 30,
(Stated in thousands of Canadian dollars)		2019			2018			2019			2018
Net earnings (loss)	$	(3,534	)	$	(30,648	)	$	7,679		$	(95,942	)
Unrealized gain (loss) on translation of assets and liabilities of operations denominated in foreign currency		26,432			(46,370	)		(64,932	)		46,956
Foreign exchange gain (loss) on net investment hedge with U.S. denominated debt, net of tax		(18,792	)		38,060			50,081			(40,510	)
Comprehensive income (loss)	$	4,106		$	(38,958	)	$	(7,172	)	$	(89,496	)

See accompanying notes to condensed interim consolidated financial statements.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED)

	Three Months Ended September 30,						Nine Months Ended September 30,
(Stated in thousands of Canadian dollars)		2019			2018			2019			2018
Cash provided by (used in):
Operations:
Net earnings (loss)	$	(3,534	)	$	(30,648	)	$	7,679		$	(95,942	)
Adjustments for:
Long-term compensation plans		2,461			5,074			13,385			19,000
Depreciation and amortization		82,604			91,348			252,684			270,098
Gain on asset disposals		(3,944	)		(658	)		(46,853	)		(3,479	)
Impairment reversal		–			–			(5,810	)		–
Foreign exchange		1,796			(1,648	)		(4,322	)		(215	)
Finance charges		28,490			31,176			90,178			94,958
Income taxes		(4,952	)		(9,278	)		(2,926	)		(26,991	)
Other		(39	)		(109	)		(198	)		(1,242	)
Loss (gain) on repurchase of unsecured senior notes		(2,239	)		–			(3,637	)		1,176
Income taxes paid		(857	)		(363	)		(4,744	)		(3,969	)
Income taxes recovered		71			3,921			1,142			31,508
Interest paid		(20,240	)		(24,732	)		(80,736	)		(67,253	)
Interest received		313			285			1,031			970
Funds provided by operations		79,930			64,368			216,873			218,619
Changes in non-cash working capital balances		(13,374	)		(32,407	)		(3,695	)		(18,774	)
		66,556			31,961			213,178			199,845
Investments:
Purchase of property, plant and equipment		(23,914	)		(28,367	)		(138,345	)		(84,982	)
Purchase of intangibles		(12	)		(660	)		(476	)		(10,880	)
Proceeds on sale of property, plant and equipment		3,385			3,757			85,837			12,437
Changes in non-cash working capital balances		(4,456	)		10,114			(5,183	)		2,082
		(24,997	)		(15,156	)		(58,167	)		(81,343	)
Financing:
Repurchase of unsecured senior notes		(18,742	)		–			(142,575	)		(76,657	)
Share repurchase		(8,183	)		–			(8,183	)		–
Lease payments		(1,767	)		–			(5,124	)		–
Issuance of common shares on the exercise of options		–			275			–			275
		(28,692	)		275			(155,882	)		(76,382	)
Effect of exchange rate changes on cash		314			(1,987	)		(1,994	)		2,561
Increase (decrease) in cash		13,181			15,093			(2,865	)		44,681
Cash, beginning of period		80,580			94,669			96,626			65,081
Cash, end of period	$	93,761		$	109,762		$	93,761		$	109,762

See accompanying notes to condensed interim consolidated financial statements.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)

(Stated in thousands of Canadian dollars)		Shareholders’ capital			Contributed surplus		Accumulated other comprehensive income (Note 13)			Deficit			Total equity
Balance at January 1, 2019	$	2,322,280		$	52,332	$	162,014		$	(978,874	)	$	1,557,752
Lease transition adjustment (Note 2(c))		–			–		–			2,800			2,800
Net earnings for the period		–			–		–			7,679			7,679
Other comprehensive loss for the period		–			–		(14,851	)		–			(14,851	)
Share repurchase (Note 11)		(8,183	)		–		–			–			(8,183	)
Share-based compensation expense (Note 10)		–			10,250		–			–			10,250
Balance at September 30, 2019	$	2,314,097		$	62,582	$	147,163		$	(968,395	)	$	1,555,447

(Stated in thousands of Canadian dollars)		Shareholders’ capital		Contributed surplus			Accumulated other comprehensive income		Deficit			Total equity
Balance at January 1, 2018	$	2,319,293	$	44,037		$	131,610	$	(684,604	)	$	1,810,336
Net loss for the period		–		–			–		(95,942	)		(95,942	)
Other comprehensive income for the period		–		–			6,446		–			6,446
Shares issued on redemption non-management directors' DSUs		2,609		(809	)		–		–			1,800
Share options exercised		378		(103	)		–		–			275
Share-based compensation expense (Note 10)		–		6,999			–		–			6,999
Balance at September 30, 2018	$	2,322,280	$	50,124		$	138,056	$	(780,546	)	$	1,729,914

See accompanying notes to condensed interim consolidated financial statements.

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(Tabular amounts are stated in thousands of Canadian dollars except share numbers and per share amounts)

NOTE 1. DESCRIPTION OF BUSINESS

Precision Drilling Corporation (“Precision” or the “Corporation”) is incorporated under the laws of the Province of Alberta, Canada and is a provider of contract drilling and completion and production services primarily to oil and natural gas exploration and production companies in the United States, Canada and certain international locations. The address of the registered office is Suite 800, 525 - 8th Avenue S.W., Calgary, Alberta, Canada, T2P 1G1.

NOTE 2. BASIS OF PRESENTATION

(a) Statement of Compliance

These condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard 34, Interim Financial Reporting, using accounting policies consistent with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board and interpretations of the International Financial Reporting Interpretations Committee.

The condensed interim consolidated financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Corporation as at and for the year ended December 31, 2018.

These condensed interim consolidated financial statements were prepared using accounting policies and methods of their application consistent with those used in the preparation of the Corporation’s consolidated audited annual financial statements for the year ended December 31, 2018 except for the adoption of new accounting standards on January 1, 2019 as described in Note 2(c).

These condensed interim consolidated financial statements were approved by the Board of Directors on October 23, 2019.

(b) Use of Estimates and Judgements

The preparation of the condensed interim consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosure of contingencies. These estimates and judgments are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. The estimation of anticipated future events involves uncertainty and, consequently, the estimates used in preparation of the condensed interim consolidated financial statements may change as future events unfold, more experience is acquired, or the Corporation’s operating environment changes.

Significant estimates and judgements used in the preparation of these condensed interim consolidated financial statements remained unchanged from those disclosed in the Corporation’s consolidated audited annual financial statements for the year ended December 31, 2018 except for those impacted by the adoption of new accounting standards.

(c) Changes to Accounting Policies

The following standards became effective on January 1, 2019, and were adopted using the modified retrospective approach, under which the cumulative effect of initial application is recognized in retained earnings.

(i) IFRS 16 Leases

IFRS 16 introduces a single, on-balance sheet lease accounting model for lessees and requires a lessee to recognize a right of use asset representing its right to direct the use of the underlying asset as well as a lease obligation representing the Corporation’s obligation to make future lease payments. Lessor accounting remained similar to the current standard in which lessors classify leases as either finance or operating leases.

On January 1, 2019, Precision adopted IFRS 16 using the modified retrospective approach. Under this approach, comparative information has not been restated and continues to be reported under IAS 17 and related interpretations. The adopted accounting policies and impact of applying IFRS 16 are disclosed below.

Significant accounting policy

At inception, Precision assesses whether its contracts contain a lease. A contract contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The assessment of whether a contract conveys the right to control the use of an identified asset considers whether:

the contract involves the use of an identified asset and the substantive substitution rights of the supplier. If the supplier has a substantive substitution right, then the asset is not identified;

the lessee’s right to obtain substantially all of the economic benefits from the use of the asset; and

the lessee’s right to direct the use of the asset, including decision-making to change how and for what purpose the asset is used.

Upon transition to IFRS 16, Precision elected to apply the practical expedient to grandfather the assessment of which transactions are leases. The new standard was applied only to contracts that were previously identified as leases. Contracts that were not identified as leases under IAS 17 and related interpretations were not reassessed. Therefore, this definition has been applied only to contracts entered into, or changed, on or after January 1, 2019. At inception or on reassessment of a contract that contains a lease component, Precision allocates the consideration in the contract to each lease component on the basis of their relative stand-alone prices.

Leases in which Precision is a lessee

Precision recognizes a right of use asset and corresponding lease obligation at the lease commencement date. The right of use asset is initially measured at cost, which comprises the initial amount of the lease obligation adjusted for lease payments made on or before commencement date, incurred initial direct costs, estimated site retirement costs and any lease incentives received.

The right of use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right of use asset or the end of the lease term. The estimated useful lives of right of use assets are consistent with those of property, plant and equipment. In addition, the right of use asset is reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease obligation.

The lease obligation is initially measured at the present value of the minimum lease payments not paid at commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, Precision’s incremental borrowing rate. Generally, Precision uses its incremental borrowing rate as the discount rate for those leases in which it is the lessee.

Lease payments included in the measurement of the lease obligation comprise the following:

fixed payments, including in-substance fixed payments;

variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;

amounts expected to be payable under a residual value guarantee; and

the exercise price under a purchase option that Precision is reasonably certain to exercise, lease payments in an optional renewal period if Precision is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless Precision is reasonably certain not to terminate early.

The lease obligation is measured at amortized cost using the effective interest method. The measurement of lease obligations require the use of certain estimates and assumptions including discount rates, exercise of lease term extension options, and escalating lease rates. It is remeasured when there is a change in:

future lease payments arising from a change in an index or rate

the estimated amount expected to be payable under a residual value guarantee, or

the assessment of whether Precision will exercise a purchase, extension or termination option.

When the lease obligation is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right of use asset, or is recorded in profit or loss if the carrying amount of the right of use asset has been reduced to zero.

In the comparative period, Precision classified its leases that transferred substantially all the risks and rewards of ownership as finance leases. These leased assets were measured initially at an amount equal to the lower of their fair value and the present value of the minimum lease payments, excluding any contingent payments. Subsequently, these assets were accounted for in accordance with the applicable accounting policy respective to that asset.

Assets held under other leases were classified as operating leases and were not recognized on the consolidated statement of financial position. Payments made under operating leases were recognized in profit or loss on a straight-line basis over the term of the lease. Lease incentives received were recognized as an integral part of the total lease expense, over the term of the lease.

Leases in which Precision is a lessor

When Precision acts as a lessor, at inception, Precision evaluates the classification as either a finance or operating lease.

To classify each lease, Precision makes an overall assessment of whether the lease transfers substantially all of the risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then it is an operating lease.

When acting as a sub-lessor, Precision accounts for its interests in the head lease and the sub-lease separately. It assesses the lease classification of a sub-lease with reference to the right of use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short-term lease then Precision classifies the sub-lease as an operating lease.

If an arrangement contains lease and non-lease components, Precision applies IFRS 15 to allocate the consideration in the contract. Precision recognizes lease payments received under operating leases for drilling rigs as income on a systematic basis, drilling days, over the lease term as part of revenue.

The accounting policies applicable to Precision as a lessor in the comparative period were not different from IFRS 16. However, when Precision was an intermediate lessor the sub-leases were classified with reference to the underlying asset.

Transition

Precision adopted IFRS 16 on January 1, 2019 using the modified retrospective method of adoption. When applying the modified retrospective approach to leases previously classified as operating leases under IAS 17 and related interpretations, the lessee can elect, on a lease-by-lease basis, whether to apply a number of practical expedients on transition. On initial adoption of the new standard, Precision elected to use the following practical expedients, where applicable, to:

grandfather the assessment of which contracts contained leases under IFRS 16 to only those previously identified as leases under IAS 17 and related interpretations;

not apply the requirements of the standard to short-term and low-value leases;

treat existing operating leases with a remaining term of less than 12 months at January 1, 2019 as short-term leases; and

apply a single discount rate to a portfolio of leases with reasonably similar characteristics.

In addition, at the date of initial application, for those leases previously classified as an operating lease under IAS 17, Management elected to recognize and measure the respective right of use assets at the amount equal to the lease obligation, adjusted for any prepaid or accrued lease payment immediately before the date of initial application. The opening balance sheet adjustment in relation to these leases was:

		January 1, 2019
Right of use asset	$	73,464
Accounts receivable		(2,800	)
Lease obligation		(73,464	)
Deficit		2,800

When measuring certain lease obligations at the date of transition, minimum lease payments were discounted using Precision’s incremental borrowing rate. The weighted average of the incremental borrowing rates applied was 6.1%. At the date of transition, Precision derecognized $3 million of its deferred base rent balance which was established to straight-line amortize escalating corporate office rent expenses over the term of the lease.

(ii) IFRIC 23 Uncertainty over Income Tax Treatments

IFRIC 23 clarifies the accounting for uncertainties in income taxes. The interpretation requires the entity to use the most likely amount or the expected value of the tax treatment if it concludes that it is not probable that a particular tax treatment will be accepted. It requires an entity to assume that a taxation authority with the right to examine any amounts reported to it will examine those amounts and will have full knowledge of all relevant information when doing so. Using the modified retrospective method of adoption, Precision initially applied IFRIC 23 on January 1, 2019 and it did not have a material impact on the consolidated financial statements.

NOTE 3. Revenue

(a) Disaggregation of revenue

The following table includes a reconciliation of disaggregated revenue by reportable segment (Note 4). Revenue has been disaggregated by primary geographical market and type of service provided.

Three Months Ended September 30, 2019		Contract Drilling Services		Completion and Production Services		Corporate and Other		Inter- Segment Eliminations			Total
United States	$	209,506	$	4,531	$	–	$	(88	)	$	213,949
Canada		81,000		26,349		–		(1,683	)		105,666
International		55,937		–		–		–			55,937
	$	346,443	$	30,880	$	–	$	(1,771	)	$	375,552

Day rate/hourly services	$	331,193	$	30,880	$	–	$	(455	)	$	361,618
Shortfall payments/idle but contracted		–		–		–		–			–
Turnkey drilling services		–		–		–		–			–
Directional services		12,523		–		–		–			12,523
Other		2,727		–		–		(1,316	)		1,411
	$	346,443	$	30,880	$	–	$	(1,771	)	$	375,552

Three Months Ended September 30, 2018		Contract Drilling Services		Completion and Production Services		Corporate and Other		Inter- Segment Eliminations			Total
United States	$	200,438	$	2,862	$	–	$	(73	)	$	203,227
Canada		98,968		33,435		–		(1,261	)		131,142
International		48,088		–		–		–			48,088
	$	347,494	$	36,297	$	–	$	(1,334	)	$	382,457

Day rate/hourly services	$	336,790	$	36,297	$	–	$	(400	)	$	372,687
Shortfall payments/idle but contracted		426		–		–		–			426
Turnkey drilling services		560		–		–		–			560
Directional services		6,777		–		–		–			6,777
Other		2,941		–		–		(934	)		2,007
	$	347,494	$	36,297	$	–	$	(1,334	)	$	382,457

Nine Months Ended September 30, 2019		Contract Drilling Services		Completion and Production Services		Corporate and Other		Inter- Segment Eliminations			Total
United States	$	664,130	$	12,897	$	–	$	(217	)	$	676,810
Canada		242,116		99,947		–		(3,790	)		338,273
International		153,936		–		–		–			153,936
	$	1,060,182	$	112,844	$	–	$	(4,007	)	$	1,169,019

Day rate/hourly services	$	1,013,058	$	112,844	$	–	$	(798	)	$	1,125,104
Shortfall payments/idle but contracted		6,366		–		–		–			6,366
Turnkey drilling services		305		–		–		–			305
Directional services		32,827		–		–		–			32,827
Other		7,626		–		–		(3,209	)		4,417
	$	1,060,182	$	112,844	$	–	$	(4,007	)	$	1,169,019

Nine Months Ended September 30, 2018		Contract Drilling Services		Completion and Production Services		Corporate and Other		Inter- Segment Eliminations			Total
United States	$	546,519	$	9,294	$	–	$	(256	)	$	555,557
Canada		317,639		104,751		–		(4,259	)		418,131
International		140,491		–		–		–			140,491
	$	1,004,649	$	114,045	$	–	$	(4,515	)	$	1,114,179

Day rate/hourly services	$	939,087	$	114,045	$	–	$	(832	)	$	1,052,300
Shortfall payments/idle but contracted		10,765		–		–		–			10,765
Turnkey drilling services		23,237		–		–		–			23,237
Directional services		22,767		–		–		–			22,767
Other		8,793		–		–		(3,683	)		5,110
	$	1,004,649	$	114,045	$	–	$	(4,515	)	$	1,114,179

(b) Seasonality

Precision’s operations in Canada represent approximately 29% (2018 - 39%) of consolidated revenue for the nine months ended September 30, 2019 and 34% (2018 - 40%) of consolidated total assets as at September 30, 2019. The ability to move heavy equipment in Canadian oil and natural gas fields is dependent on weather conditions. As warm weather returns in the spring, the winter's frost comes out of the ground rendering many secondary roads incapable of supporting weight of heavy equipment until roads have thoroughly dried out. The duration of this “spring break-up” has a direct impact on Precision’s activity levels. In addition, many exploration and production areas in northern Canada are accessible only in winter months when the ground is frozen hard enough to support equipment. The timing of freeze up and spring break-up affects the ability to move equipment in and out of these areas. As a result, late March through May is traditionally Precision’s slowest time in this region.

NOTE 4. SEGMENTED INFORMATION

The Corporation has two reportable operating segments; Contract Drilling Services and Completion and Production Services. Contract Drilling Services includes drilling rigs, directional drilling, procurement and distribution of oilfield supplies, and manufacture, sale and repair of drilling equipment. Completion and Production Services includes service rigs, oilfield equipment rental and camp and catering services. The Corporation provides services primarily in the United States, Canada and certain international locations.

Three Months Ended September 30, 2019		Contract Drilling Services			Completion and Production Services		Corporate and Other			Inter- Segment Eliminations			Total
Revenue	$	346,443		$	30,880	$	–		$	(1,771	)	$	375,552
Operating earnings (loss)		34,591			279		(15,635	)		–			19,235
Depreciation and amortization		74,532			4,282		3,790			–			82,604
Loss (gain) on asset disposals		(3,956	)		36		(24	)		–			(3,944	)
Total assets		3,134,866			151,895		158,973			–			3,445,734
Capital expenditures		22,443			1,341		142			–			23,926

Three Months Ended September 30, 2018		Contract Drilling Services			Completion and Production Services			Corporate and Other			Inter- Segment Eliminations			Total
Revenue	$	347,494		$	36,297		$	–		$	(1,334	)	$	382,457
Operating earnings (loss)		14,854			(2,013	)		(22,543	)		–			(9,702	)
Depreciation and amortization		82,414			5,636			3,298			–			91,348
Loss (gain) on asset disposals		(1,672	)		1,005			9			–			(658	)
Total assets		3,269,860			180,699			335,315			–			3,785,874
Goodwill		205,907			–			–			–			205,907
Capital expenditures		27,243			809			975			–			29,027

Nine Months Ended September 30, 2019		Contract Drilling Services			Completion and Production Services			Corporate and Other			Inter- Segment Eliminations			Total
Revenue	$	1,060,182		$	112,844		$	–		$	(4,007	)	$	1,169,019
Operating earnings (loss)		138,269			7,890			(59,281	)		–			86,878
Depreciation and amortization		227,686			13,572			11,426			–			252,684
Gain on asset disposals		(43,228	)		(3,566	)		(59	)		–			(46,853	)
Impairment reversal		(5,810	)		–			–			–			(5,810	)
Total assets		3,134,866			151,895			158,973			–			3,445,734
Capital expenditures		134,679			3,575			567			–			138,821

Nine Months Ended September 30, 2018		Contract Drilling Services			Completion and Production Services			Corporate and Other			Inter- Segment Eliminations			Total
Revenue	$	1,004,649		$	114,045		$	–		$	(4,515	)	$	1,114,179
Operating earnings (loss)		51,382			(10,658	)		(66,704	)		–			(25,980	)
Depreciation and amortization		243,252			17,385			9,461			–			270,098
Loss (gain) on asset disposals		(4,631	)		1,143			9			–			(3,479	)
Total assets		3,269,860			180,699			335,315			–			3,785,874
Goodwill		205,907			–			–			–			205,907
Capital expenditures		81,227			3,185			11,450			–			95,862

A reconciliation of total segment operating earnings (loss) to earnings (loss) before taxes is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
		2019			2018			2019			2018
Total segment operating earnings (loss)	$	19,235		$	(9,702	)	$	86,878		$	(25,980	)
Deduct (add):
Foreign exchange		1,470			(952	)		(4,416	)		819
Finance charges		28,490			31,176			90,178			94,958
Loss (gain) on repurchase of unsecured senior notes		(2,239	)		–			(3,637	)		1,176
Earnings (loss) before taxes	$	(8,486	)	$	(39,926	)	$	4,753		$	(122,933	)

NOTE 5. ASSET DISPOSALS

For the nine months ended September 30, 2019, asset disposals were mainly comprised of the transactions below. In addition, through the completion of normal course business operations, we sold used assets incurring gains or losses on disposal.

(a) Mexico

In the second quarter of 2019, Precision concluded the sale of its Mexico-based drilling rigs and ancillary equipment, contained within its Contract Drilling Services segment, for total proceeds of US$48 million. Precision recognized a gain on asset disposal of US$24 million and reversed US$4 million of previous impairment charges.

(b) Snubbing

In the second quarter of 2019, Precision disposed of certain snubbing units and related equipment, contained within the Completion and Production Services segment, for proceeds of $8 million resulting in a gain on asset disposal of $3 million.

NOTE 6. ASSETS HELD FOR SALE

At September 30, 2019, Precision continued to recognize the legacy rig disposal group as held for sale. The disposal group is comprised of drilling rigs that no longer meet the Corporation’s High-Performance technology standards. Contained within its Contract Drilling Services segment, the legacy rig disposal group has been measured at its carrying value of $19 million, which is less than its estimated fair value.

NOTE 7. RESTRUCTURING

Precision incurred restructuring charges for the three and nine months ended September 30, 2019 of $nil (2018 - nil) and $6 million (2018 - $1 million), respectively. The charges primarily related to severance as the Corporation continued to align its cost structure to reflect reduced Canadian activity levels.

NOTE 8. LONG-TERM DEBT

			September 30,			December 31,		September 30,			December 31,
			2019			2018		2019			2018
Senior Credit Facility	US	$	–	US	$	–	$	–		$	–
Unsecured senior notes:
6.5% senior notes due 2021			115,625			165,625		153,121			226,113
7.75% senior notes due 2023			350,000			350,000		463,502			477,823
5.25% senior notes due 2024			318,235			351,104		421,435			479,331
7.125% senior notes due 2026			373,785			400,000		495,000			546,084
	US	$	1,157,645	US	$	1,266,729		1,533,058			1,729,351
Less net unamortized debt issue costs								(19,231	)		(23,098	)
							$	1,513,827		$	1,706,253

		Senior Credit Facility		Unsecured senior notes			Debt issue cost			Total
Balance December 31, 2018	$	–	$	1,729,351		$	(23,098	)	$	1,706,253
Changes from financing cash flows:
Repurchase of unsecured senior notes		–		(142,575	)		–			(142,575	)
		–		1,586,776			(23,098	)		1,563,678
Gain on repurchase of unsecured senior notes		–		(3,637	)		–			(3,637	)
Amortization of debt issue costs		–		–			3,867			3,867
Foreign exchange adjustment		–		(50,081	)		–			(50,081	)
Balance September 30, 2019	$	–	$	1,533,058		$	(19,231	)	$	1,513,827

At September 30, 2019, Precision was in compliance with the covenants of the senior credit facility and unsecured senior notes.

Long-term debt obligations at September 30, 2019 will mature as follows:

2021	$	153,121
2023		463,502
Thereafter		916,435
	$	1,533,058

NOTE 9. FINANCE CHARGES

	Three Months Ended September 30,						Nine Months Ended September 30,
		2019			2018			2019			2018
Interest:
Long-term debt	$	26,909		$	30,233		$	84,205		$	91,503
Lease obligations		854			—			2,552			—
Other		84			26			192			65
Income		(548	)		(236	)		(1,231	)		(983	)
Amortization of debt issue costs and loan commitment fees		1,191			1,153			4,460			4,373
Finance charges	$	28,490		$	31,176		$	90,178		$	94,958

NOTE 10. SHARE-BASED COMPENSATION PLANS

Liability Classified Plans

		Restricted Share Units ^(a)			Performance Share Units ^(a)			Non-Management Directors’ DSUs ^(b)		Total
December 31, 2018	$	5,409		$	4,521		$	2,481	$	12,411
Expensed during the period		3,548			981			135		4,664
Payments and redemptions		(3,817	)		(3,231	)		—		(7,048	)
September 30, 2019	$	5,140		$	2,271		$	2,616	$	10,027

Current	$	2,565		$	757		$	—	$	3,322
Long-term		2,575			1,514			2,616		6,705
	$	5,140		$	2,271		$	2,616	$	10,027

(a) Restricted Share Units and Performance Share Units

A summary of the activity under the restricted share unit (RSUs) and the performance share unit (PSUs) plans are presented below:

	RSUs Outstanding		PSUs Outstanding
December 31, 2018	4,055,914		4,542,990
Granted	4,146,300		2,012,000
Redeemed	(1,489,819	)	(1,317,531	)
Forfeited	(384,927	)	(1,899,709	)
September 30, 2019	6,327,468		3,337,750

(b) Non-Management Directors – Deferred Share Unit Plan

A summary of the activity under the non-management director deferred share unit plan is presented below:

			Outstanding
December 31, 2018			1,053,635
Granted			525,322
September 30, 2019			1,578,957

Equity Settled Plans

(c) Non-Management Directors

Prior to January 1, 2012, Precision had a deferred share unit plan for non-management directors. Under the plan fully vested deferred share units were granted quarterly based upon an election by the non-management director to receive all or a portion of their compensation in deferred share units. These deferred share units are redeemable into an equal number of common shares any time after the director's retirement. A summary of the activity under this share-based incentive plan is presented below:

Deferred Share Units			Outstanding
December 31, 2018 and September 30, 2019			93,173

(d) Option Plan

A summary of the activity under the option plan is presented below:

Canadian share options	Outstanding		Range of Exercise Price						Weighted Average Exercise Price	Exercisable
December 31, 2018	4,733,156		$	4.35	—	$	14.31	$	7.78	3,786,473
Forfeited	(710,605	)		7.15	—		10.67		10.52
September 30, 2019	4,022,551		$	4.35	—	$	14.31	$	7.29	3,570,036

U.S. share options	Outstanding		Range of Exercise Price (US$)						Weighted Average Exercise Price (US$)	Exercisable
December 31, 2018	6,065,850		$	3.21	—	$	10.74	$	5.17	3,224,078
Granted	599,300			2.56	—		2.56		2.56
Forfeited	(299,800	)		7.79	—		10.74		10.70
September 30, 2019	6,365,350		$	2.56	—	$	9.18	$	4.67	4,351,124

The per option weighted average fair value of the share options granted during 2019 was $1.17 estimated on the grant date using the Black-Scholes option pricing model with the following assumptions: average risk-free interest rate 2.5%, average expected life of four years, expected forfeiture rate of 5% and expected volatility of 57%. Included in net earnings (loss) for the three and nine months ended September 30, 2019 is an expense of $0.5 million (2018 - $1.0 million) and $1.8 million (2018 - $2.7 million), respectively.

(e) Executive Performance Share Units

Precision granted PSUs to certain senior executives with the intention of settling them in voting shares of the Corporation either issued from treasury or purchased in the open market. These PSUs vest over a three year period and incorporate performance criteria established at the date of grant that can adjust the number of performance share units available for settlement from zero to two times the amount originally granted. A summary of the activity under this share-based incentive plan is presented below:

	Outstanding			Weighted Fair Value
December 31, 2018	3,191,067		$	6.14
Granted	4,211,600			4.11
Forfeited	(25,767	)		6.02
September 30, 2019	7,376,900		$	4.98

The per unit weighted average fair value of the performance share units granted during 2019 was $4.11 estimated on the grant date using a Monte Carlo simulation and Black-Scholes option pricing model with the following assumptions: share price of $3.23, average risk-free interest rate of 2.3%, average expected life of three years, expected volatility of 56%, and an expected dividend yield of nil. Included in net earnings (loss) for the three and nine months ended September 30, 2019 is an expense of $3.1 million (2018 - $1.5 million) and $8.5 million (2018 - $4.3 million), respectively.

NOTE 11. SHAREHOLDERS’ CAPITAL

Common shares	Number			Amount

Balance December 31, 2018		293,781,836		$	2,322,280
Share repurchase		(4,738,905	)		(8,183	)
Balance September 30, 2019		289,042,931		$	2,314,097

During the third quarter of 2019, the Toronto Stock Exchange (“TSX”) approved Precision’s application to implement a Normal Course Issuer Bid (“NCIB”). Under the terms of the NCIB, Precision may purchase and cancel up to a maximum of 29,170,887 common shares, representing 10% of the public float of common shares at the time the NCIB was approved. The NCIB commenced on August 27, 2019 and will terminate no later than August 26, 2020. Purchases under the NCIB were made through the facilities of the TSX and the New York Stock Exchange and in accordance with applicable regulatory requirements at a price per common share representative of the market price at the time of acquisition. Pursuant to the NCIB, 5 million common shares were purchased and cancelled as of September 30, 2019. Subsequent to the end of the quarter, Precision purchased and cancelled an additional 3 million common shares for $4 million.

NOTE 12. PER SHARE AMOUNTS

The following tables reconcile the net earnings (loss) and weighted average shares outstanding used in computing basic and diluted net earnings (loss) per share:

	Three Months Ended September 30,						Nine Months Ended September 30,
		2019			2018			2019		2018
Net earnings (loss) - basic and diluted	$	(3,534	)	$	(30,648	)	$	7,679	$	(95,942	)

	Three Months Ended September 30,			Nine Months Ended September 30,
(Stated in thousands)		2019	2018		2019	2018
Weighted average shares outstanding – basic		292,811	293,740		293,455	293,485
Effect of stock options and other equity compensation plans		—	—		6,213	—
Weighted average shares outstanding – diluted		292,811	293,740		299,668	293,485

NOTE 13. ACCUMULATED OTHER COMPREHENSIVE INCOME

		Unrealized Foreign Currency Translation Gains			Foreign Exchange Loss on Net Investment Hedge			Accumulated Other Comprehensive Income
December 31, 2018	$	616,363		$	(454,349	)	$	162,014
Other comprehensive income (loss)		(64,932	)		50,081			(14,851	)
September 30, 2019	$	551,431		$	(404,268	)	$	147,163

NOTE 14. FAIR VALUES OF FINANCIAL INSTRUMENTS

The carrying value of cash, accounts receivable, and accounts payable and accrued liabilities approximate their fair value due to the relatively short period to maturity of the instruments. The fair value of the unsecured senior notes at September 30, 2019 was approximately $1,435 million (December 31, 2018 - $1,548 million).

Financial assets and liabilities recorded or disclosed at fair value in the consolidated statement of financial position are categorized based upon the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels are based on the amount of subjectivity associated with the inputs in the fair determination and are as follows:

Level I—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.

Level II—Inputs (other than quoted prices included in Level I) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.

Level III—Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model.

The estimated fair value of unsecured senior notes is based on level II inputs. The fair value is estimated considering the risk-free interest rates on government debt instruments of similar maturities, adjusted for estimated credit risk, industry risk and market risk premiums.

SHAREHOLDER INFORMATION

STOCK EXCHANGE LISTINGS

Shares of Precision Drilling Corporation are listed on the Toronto Stock Exchange under the trading symbol PD and on the New York Stock Exchange under the trading symbol PDS.

TRANSFER AGENT AND REGISTRAR

Computershare Trust Company of Canada

Calgary, Alberta

TRANSFER POINT

Computershare Trust Company NA

Canton, Massachusetts

Q3 2019 TRADING PROFILE

Toronto (TSX: PD)

High: $2.51

Low: $1.36

Close: $1.52

Volume Traded: 107,249,319

New York (NYSE: PDS)

High: US$2.08

Low: US$1.03

Close: US$1.14

Volume Traded: 65,596,700

ACCOUNT QUESTIONS

Precision’s Transfer Agent can help you with a variety of shareholder related services, including:

• change of address

• lost share certificates

• transfer of shares to another person

• estate settlement

Computershare Trust Company of Canada

100 University Avenue

9th Floor, North Tower

Toronto, Ontario, Canada M5J 2Y1

1-800-564-6253 (toll free in Canada and the United States)

1-514-982-7555 (international direct dialing)

Email: service@computershare.com

ONLINE INFORMATION

CORPORATE INFORMATION

DIRECTORS

Michael R. Culbert

William T. Donovan

Brian J. Gibson

Allen R. Hagerman, FCA

Steven W. Krablin

Susan M. MacKenzie

Kevin O. Meyers

Kevin A. Neveu

David W. Williams

OFFICERS

Kevin A. Neveu

President and Chief Executive Officer

Veronica H. Foley

Senior Vice President, General Counsel and Corporate Secretary

Carey T. Ford

Senior Vice President and Chief Financial Officer

Shuja U. Goraya

Chief Technology Officer

Darren J. Ruhr

Chief Administrative Officer

Gene C. Stahl

Chief Marketing Officer

AUDITORS

KPMG LLP

Calgary, Alberta

HEAD OFFICE

Suite 800, 525 8th Avenue SW

Calgary, Alberta, Canada T2P 1G1

Telephone: 403-716-4500

Facsimile: 403-264-0251

Email: info@precisiondrilling.com

www.precisiondrilling.com

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