Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 17, 2015 | |
Entity Information [Line Items] | ||
Document Period End Date | Jun. 30, 2015 | |
Entity Registrant Name | Halliburton Company | |
Entity Central Index Key | 45,012 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 854,749,132 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Document Type | 10-Q | |
Amendment Flag | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Revenue: | |||||
Services | $ 4,380 | $ 6,127 | $ 9,727 | $ 11,667 | |
Product sales | 1,539 | 1,924 | 3,242 | 3,732 | |
Total revenue | 5,919 | 8,051 | 12,969 | 15,399 | |
Operating costs and expenses: | |||||
Cost of services | 3,942 | 5,151 | 8,915 | 9,916 | |
Cost of sales | 1,291 | 1,617 | 2,603 | 3,155 | |
Restructuring Charges | [1] | 306 | 0 | 1,514 | 0 |
Business Combination, Acquisition Related Costs | 83 | 0 | 122 | 0 | |
General and administrative | 43 | 89 | 109 | 164 | |
Total operating costs and expenses | 5,665 | 6,857 | 13,263 | 13,235 | |
Operating income (loss) | 254 | 1,194 | (294) | 2,164 | |
Interest expense, net of interest income | (106) | (94) | (212) | (187) | |
Other, net | (23) | (24) | (247) | (55) | |
Income (loss) from continuing operations before income taxes | 125 | 1,076 | (753) | 1,922 | |
Provision for income taxes | (71) | (299) | 170 | (528) | |
Income (loss) from continuing operations | 54 | 777 | (583) | 1,394 | |
Income (loss) from discontinued operations, net of income tax (provision) benefit | (1) | (2) | (5) | (3) | |
Net income (loss) | 53 | 775 | (588) | 1,391 | |
Net (income) loss attributable to noncontrolling interest | 1 | (1) | (1) | 5 | |
Net income (loss) attributable to company | 54 | 774 | (589) | 1,396 | |
Amounts attributable to company shareholders: | |||||
Income (loss) from continuing operations | 55 | 776 | (584) | 1,399 | |
Income (loss) from discontinued operations, net | (1) | (2) | (5) | (3) | |
Net income (loss) attributable to company | $ 54 | $ 774 | $ (589) | $ 1,396 | |
Basic income per share attributable to company shareholders: | |||||
Income (loss) from continuing operations (in dollars per share) | $ 0.06 | $ 0.92 | $ (0.69) | $ 1.65 | |
Income (loss) from discontinued operations, net (in dollars per share) | 0 | 0 | (0.01) | 0 | |
Net income (loss) per share (in dollars per share) | 0.06 | 0.92 | (0.70) | 1.65 | |
Diluted income per share attributable to company shareholders: | |||||
Income from continuing operations (in dollars per share) | 0.06 | 0.91 | (0.69) | 1.64 | |
Income from discontinued operations, net (in dollars per share) | 0 | 0 | (0.01) | 0 | |
Net income per share (in dollars per share) | 0.06 | 0.91 | (0.70) | 1.64 | |
Cash dividends per share (in dollars per share) | $ 0.18 | $ 0.15 | $ 0.36 | $ 0.30 | |
Basic weighted average common shares outstanding (in shares) | 852 | 846 | 851 | 847 | |
Diluted weighted average common shares outstanding (in shares) | 854 | 852 | 851 | 853 | |
[1] | (b) Includes $211 million attributable to Completion and Production, $89 million attributable to Drilling and Evaluation, and $6 million attributable to Corporate and other for the three months ended June 30, 2015. Includes $720 million attributable to Completion and Production,$727 million attributable to Drilling and Evaluation, and $67 million attributable to Corporate and other for the six months ended June 30, 2015. |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Interest income | $ 4 | $ 4 | $ 7 | $ 7 |
Income (loss) from discontinued operations, income tax benefit (provision) | $ 1 | $ 1 | $ 3 | $ 2 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net income (loss) | $ 53 | $ 775 | $ (588) | $ 1,391 |
Other comprehensive income (loss), net of income taxes: | ||||
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 106 | 0 | 106 | 0 |
Other | (2) | 0 | (5) | 4 |
Other comprehensive income (loss), net of income taxes | 104 | 0 | 101 | 4 |
Comprehensive income (loss) | 157 | 775 | (487) | 1,395 |
Comprehensive (income) loss attributable to noncontrolling interest | 1 | (1) | (1) | 5 |
Comprehensive income (loss) attributable to company shareholders | $ 158 | $ 774 | $ (488) | $ 1,400 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and equivalents | $ 2,760 | $ 2,291 |
Receivables less allowance for bad debts | 5,633 | 7,564 |
Inventories | 2,831 | 3,571 |
Disposal Group, Including Discontinued Operation, Assets, Current | 2,104 | 0 |
Other current assets | 1,896 | 1,642 |
Total current assets | 15,224 | 15,068 |
Property, plant, and equipment, net of accumulated depreciation | 11,153 | 12,475 |
Goodwill | 1,983 | 2,330 |
Other assets | 2,246 | 2,367 |
Total assets | 30,606 | 32,240 |
Current liabilities: | ||
Accounts payable | 2,181 | 2,814 |
Accrued employee compensation and benefits | 809 | 1,033 |
Loss contingency related to Macondo well (current) | 367 | 367 |
Other current liabilities | 1,648 | 1,669 |
Total current liabilities | 5,005 | 5,883 |
Long-term debt | 7,838 | 7,840 |
Employee compensation and benefits | 595 | 691 |
Loss contingency related to Macondo well incident (non-current) | 439 | 439 |
Other liabilities | 1,014 | 1,089 |
Total liabilities | 14,891 | 15,942 |
Shareholders' equity: | ||
Common shares, par value $2.50 per share - authorized 2,000 shares, issued 1,071 shares | 2,677 | 2,679 |
Paid-in capital in excess of par value | 176 | 309 |
Accumulated other comprehensive loss | (298) | (399) |
Retained earnings | 20,914 | 21,809 |
Treasury stock, at cost | (7,784) | (8,131) |
Company shareholders' equity | 15,685 | 16,267 |
Noncontrolling interest in consolidated subsidiaries | 30 | 31 |
Total shareholders' equity | 15,715 | 16,298 |
Total liabilities and shareholders' equity | $ 30,606 | $ 32,240 |
Condensed Consolidated Balance6
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) shares in Millions, $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Allowance for bad debts | $ 166 | $ 137 |
Accumulated depreciation | $ 9,340 | $ 11,007 |
Shareholders' equity: | ||
Common stock, par value (in dollars per share) | $ 2.50 | $ 2.50 |
Common stock, shares authorized (in shares) | 2,000 | 2,000 |
Common stock, shares issued (in shares) | 1,071 | 1,071 |
Treasury shares (in shares) | 217 | 223 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | ||
Cash flows from operating activities: | |||
Net income (loss) | $ (588) | $ 1,391 | |
Adjustments to reconcile net income (loss) to net cash flows from operating activities: | |||
Restructuring Charges | [1] | 1,514 | 0 |
Depreciation, depletion, and amortization | 1,016 | 1,034 | |
Other changes: | |||
Receivables | 1,540 | (594) | |
Accounts payable | (557) | 355 | |
Inventories | (117) | (218) | |
Other | (813) | 107 | |
Total cash flows from operating activities | 1,995 | 2,075 | |
Cash flows from investing activities: | |||
Capital expenditures | (1,223) | (1,375) | |
Purchases of investment securities | (43) | (115) | |
Sales of investment securities | 45 | 204 | |
Other investing activities | (14) | (234) | |
Total cash flows from investing activities | (1,235) | (1,520) | |
Cash flows from financing activities: | |||
Dividends to shareholders | (306) | (254) | |
Payments to reacquire common stock | 0 | (500) | |
Other financing activities | 63 | 230 | |
Total cash flows from financing activities | (243) | (524) | |
Effect of exchange rate changes on cash | (48) | (27) | |
Increase (decrease) in cash and equivalents | 469 | 4 | |
Cash and equivalents at beginning of period | 2,291 | 2,356 | |
Cash and equivalents at end of period | 2,760 | 2,360 | |
Cash payments (receipts) during the period for: | |||
Interest | 191 | 191 | |
Income taxes | $ 330 | $ 342 | |
[1] | (b) Includes $211 million attributable to Completion and Production, $89 million attributable to Drilling and Evaluation, and $6 million attributable to Corporate and other for the three months ended June 30, 2015. Includes $720 million attributable to Completion and Production,$727 million attributable to Drilling and Evaluation, and $67 million attributable to Corporate and other for the six months ended June 30, 2015. |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Acquisitions and Dispositions [Abstract] | |
Acquisitions and Dispositions | Acquisitions and Dispositions Pending acquisition of Baker Hughes On November 16, 2014, we and Baker Hughes entered into a merger agreement under which, subject to the conditions set forth in the merger agreement, we will acquire all the outstanding shares of Baker Hughes in a stock and cash transaction. Baker Hughes is a leading supplier of oilfield services, products, technology and systems to the worldwide oil and natural gas industry. Under the terms of the merger agreement, at the effective time of the acquisition, each share of Baker Hughes common stock will be converted into the right to receive 1.12 shares of our common stock and $19.00 in cash. Because the exchange ratio was fixed at the time of the merger agreement and the market value of our common stock will continue to fluctuate, the total value of the consideration exchanged will not be determinable until the closing date. The number of shares to be issued will not fluctuate based upon changes in the price of shares of our common stock or shares of Baker Hughes common stock prior to the closing date, but the exact number of Halliburton shares to be issued with respect to Baker Hughes stock awards will not be determinable until the closing of the transaction. We have estimated the total consideration expected to be issued and paid to Baker Hughes stockholders in the acquisition to consist of approximately 490 million shares of our common stock and approximately $8.3 billion to be paid in cash. We intend to finance the cash portion of the acquisition through a combination of cash on hand and debt financing. We have obtained a commitment letter for an $8.6 billion senior unsecured bridge facility, which is greater than the expected cash consideration required upon closing of the Baker Hughes acquisition. We may issue debt securities, obtain bank loans or other debt financings, or use cash on hand in lieu of utilizing all or a portion of the bridge facility. The merger agreement has been unanimously approved by both companies' Board of Directors, our stockholders have approved the issuance of shares necessary to complete the acquisition of Baker Hughes, and Baker Hughes’ stockholders have adopted the merger agreement and thereby approved the acquisition. In April 2015, we announced we will market for sale some of our businesses to obtain competition authorities' approvals of the pending transaction. See the section below for further information on these anticipated divestitures. The closing of the transaction is subject to receipt of certain regulatory approvals and other conditions specified in the merger agreement. We are targeting closing the acquisition in late 2015. However, the merger agreement provides that the closing can be extended into 2016, if necessary. Assets Held for Sale In April 2015, we announced our decision to market for sale our Fixed Cutter and Roller Cone Drill Bits, our Directional Drilling, and our Logging-While-Drilling/Measurement-While-Drilling businesses as part of the regulatory review of the pending Baker Hughes acquisition. The assets and liabilities for these businesses, which are included within our Drilling and Evaluation operating segment, were classified as held for sale beginning in the second quarter of 2015. These anticipated divestitures are not presented as discontinued operations in our condensed consolidated statements of operations, as it does not represent a strategic shift in our business. During the three and six months ended June 30, 2015, we generated revenue from these assets of $684 million and $1.5 billion , respectively, as compared to $907 million and $1.8 billion during the three and six months ended June 30, 2014, respectively. Additionally, during the three and six months ended June 30, 2015, we recognized operating income from these assets, consistent with our business segments presentation in Note 4, of $144 million and $220 million , respectively, as compared to $102 million and $209 million during the three and six months ended June 30, 2014, respectively. When an asset is classified as held for sale, the asset’s book value is evaluated and adjusted to the lower of its carrying amount or fair value less cost to sell. As of June 30, 2015, we determined the fair value less cost to sell exceeded the carrying amount of our assets held for sale. In addition, depreciation and amortization on the asset is ceased while it is classified as held for sale. A summary of the carrying amounts of assets and liabilities held for sale on our condensed consolidated balance sheet as of June 30, 2015 related to the anticipated divestitures discussed above is detailed below. Millions of dollars June 30, 2015 Assets Property, plant, and equipment $ 1,131 Inventories 582 Goodwill 375 Other assets 16 Total assets $ 2,104 Liabilities Employee benefit liabilities (a) $ 51 Other liabilities (a) 12 Total liabilities $ 63 (a) Liabilities held for sale are classified within “Other current liabilities” on our condensed consolidated balance sheet as of June 30, 2015. The final sale of these businesses will be subject to our ability to negotiate acceptable terms and conditions, the approval of our Board of Directors and final approval of the Baker Hughes acquisition by competition authorities. We anticipate that we will complete the sale of these businesses concurrent with the closing of the Baker Hughes acquisition. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared using generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Regulation S-X. Accordingly, these financial statements do not include all information or notes required by generally accepted accounting principles for annual financial statements and should be read together with our 2014 Annual Report on Form 10-K. Our accounting policies are in accordance with United States generally accepted accounting principles. The preparation of financial statements in conformity with these accounting principles requires us to make estimates and assumptions that affect: - the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and - the reported amounts of revenue and expenses during the reporting period. Ultimate results could differ from our estimates. In our opinion, the condensed consolidated financial statements included herein contain all adjustments necessary to present fairly our financial position as of June 30, 2015 , the results of our operations for the three and six months ended June 30, 2015 and 2014 , and our cash flows for the six months ended June 30, 2015 and 2014 . Such adjustments are of a normal recurring nature. In addition, certain reclassifications of prior period balances have been made to conform to the current period presentation. The results of our operations for the three and six months ended June 30, 2015 may not be indicative of results for the full year. |
Impairments and Other Charges (
Impairments and Other Charges (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Impairments and Other Charges | Impairments and Other Charges We carry a variety of long-lived assets on our balance sheet including property, plant and equipment, goodwill, and other intangibles. We conduct impairment tests on long-lived assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. We review the recoverability of the carrying value of our assets based upon estimated future cash flows while taking into consideration assumptions and estimates including the future use of the asset, remaining useful life of the asset, and service potential of the asset. Additionally, inventories are valued at the lower of cost or market. During the three and six months ended June 30, 2015, as a result of the recent downturn in the energy market and its corresponding impact on our business outlook, we determined the carrying amount of a number of our long-lived assets exceeded their respective fair values due to projected declines in asset utilization, and that the cost of some of our inventory exceeded its market value; therefore, we recorded corresponding impairments and other charges. Additionally, we initiated a company-wide reduction in workforce by approximately 16% during the first half of 2015 intended to reduce costs and better align our workforce with anticipated activity levels in the near-term, which resulted in us recording severance costs relating to termination benefits. We also recorded a write-off of our operations in both Libya and Yemen during the first quarter of 2015 due to our decision to exit our operations in these countries. As part of the anticipated divestitures of certain businesses included in our Drilling and Evaluation operating segment, we are incurring certain non-capitalizable costs which we have included within "other matters" in the table below. Primarily as a result of the events described above, we recorded a total of $0.3 billion in charges during the second quarter of 2015 and approximately $1.5 billion in charges during the first six months of 2015, which consisted of asset impairments and write-offs, inventory write-downs, impairments of intangible assets, severance costs, country and facility closures, and other items. We also recorded a $199 million foreign currency exchange loss in Venezuela during the first quarter of 2015 as discussed in further detail below. The following table presents various charges we recorded during the three and six months ended June 30, 2015 as a result of the economic downturn and other matters: Millions of dollars Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Income Statement Classification Economic downturn: Fixed asset impairments $ 177 $ 494 Impairments and other charges Severance costs 78 212 Impairments and other charges Inventory write-downs 39 346 Impairments and other charges Intangible asset impairments 8 172 Impairments and other charges Other — 152 Impairments and other charges Other matters: Country closures 2 77 Impairments and other charges Other 2 61 Impairments and other charges Total impairments and other charges $ 306 $ 1,514 Venezuela currency devaluation loss — 199 Other, net Total charges $ 306 1,713 Additionally, we determined that these recent events constituted a triggering event that would require us to update our goodwill impairment assessment through June 30, 2015. As a result of our analysis, we determined that the fair value of each reporting unit exceeded its net book value and, therefore, no goodwill impairment was necessary as of June 30, 2015. A prolonged period of low oil and natural gas prices may require us to record further asset impairments and other charges, including a potential impairment of the carrying value of our goodwill. In February 2015, the Venezuelan government created a new foreign exchange rate mechanism, called the Marginal Currency System, or SIMADI. The new mechanism, which is the third system in a three-tier exchange control mechanism, is a floating market rate for the conversion of Bolívares to United States dollars based on supply and demand. We intend to utilize the SIMADI mechanism for liquidity purposes in our Venezuelan operations. Prior to 2015, we had remeasured our net monetary assets denominated in Bolívares using the official exchange rate of 6.3 Bolívares per United States dollar. During the first quarter of 2015, we began utilizing SIMADI to remeasure our net monetary assets denominated in Bolívares with a market rate of 192 Bolívares per United States dollar as of March 31, 2015, which resulted in us recording a foreign currency loss of $199 million during the first quarter of 2015. |
Business Segment and Geographic
Business Segment and Geographic Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Business Segment and Geographic Information | Business Segment and Geographic Information We operate under two divisions, which form the basis for the two operating segments we report: the Completion and Production segment and the Drilling and Evaluation segment. Intersegment revenue was immaterial. Our equity in earnings and losses of unconsolidated affiliates that are accounted for by the equity method of accounting are included in revenue and operating income of the applicable segment. The following table presents information on our business segments. Three Months Ended Six Months Ended Millions of dollars 2015 2014 2015 2014 Revenue: Completion and Production $ 3,444 $ 4,942 $ 7,690 $ 9,362 Drilling and Evaluation 2,475 3,109 5,279 6,037 Total revenue $ 5,919 $ 8,051 $ 12,969 $ 15,399 Operating income (loss): Completion and Production $ 313 $ 887 $ 775 $ 1,548 Drilling and Evaluation 400 414 706 812 Total operations 713 1,301 1,481 2,360 Corporate and other (a) (153 ) (107 ) (261 ) (196 ) Impairments and other charges (b) (306 ) — (1,514 ) — Total operating income (loss) $ 254 $ 1,194 $ (294 ) $ 2,164 Interest expense, net of interest income (106 ) (94 ) (212 ) (187 ) Other, net (23 ) (24 ) (247 ) (55 ) Income (loss) from continuing operations before income taxes $ 125 $ 1,076 $ (753 ) $ 1,922 (a) Includes certain expenses not attributable to a particular business segment such as costs related to support functions and corporate executives, as well as costs related to the pending Baker Hughes acquisition incurred during the three and six months ended June 30, 2015. (b) Includes $211 million attributable to Completion and Production, $89 million attributable to Drilling and Evaluation, and $6 million attributable to Corporate and other for the three months ended June 30, 2015 . Includes $720 million attributable to Completion and Production, $727 million attributable to Drilling and Evaluation, and $67 million attributable to Corporate and other for the six months ended June 30, 2015 . Receivables As of June 30, 2015 , 31% of our gross trade receivables were from customers in the United States. As of December 31, 2014 , 39% of our gross trade receivables were from customers in the United States. No other country or single customer accounted for more than 10% of our gross trade receivables at these dates. Venezuela. During the first quarter of 2015, we began utilizing the new SIMADI exchange rate mechanism to remeasure our net monetary assets denominated in Bolívares, at a market rate of 192 Bolívares per United States dollar as compared to the official exchange rate of 6.3 Bolívares per United States dollar we had previously utilized. As a result, the United States dollar value of our trade receivables in Venezuela significantly declined. Our total outstanding trade receivables in Venezuela were $521 million , or approximately 9% of our gross trade receivables, as of June 30, 2015 , compared to $670 million , or approximately 9% of our gross trade receivables, as of December 31, 2014 . Of the $521 million of receivables in Venezuela as of June 30, 2015 , $165 million have been classified as long-term and included within “Other assets” on our condensed consolidated balance sheets. Of the $670 million of receivables in Venezuela as of December 31, 2014 , $256 million have been classified as long-term and included within “Other assets” on our condensed consolidated balance sheets. For additional information about the new currency system, see Note 3 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Business Environment and Results of Operations.” |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories are stated at the lower of cost or market value. In the United States, we manufacture certain finished products and parts inventories for drill bits, completion products, bulk materials, and other tools that are recorded using the last-in, first-out method, which totaled $151 million as of June 30, 2015 and $227 million as of December 31, 2014 . If the average cost method had been used, total inventories would have been $6 million higher than reported as of June 30, 2015 and $38 million higher than reported as of December 31, 2014 . The cost of the remaining inventory was recorded on the average cost method. Inventories consisted of the following: Millions of dollars June 30, December 31, Finished products and parts $ 2,071 $ 2,606 Raw materials and supplies 593 754 Work in process 167 211 Total $ 2,831 $ 3,571 We reclassified $582 million of our inventory to assets held for sale as of June 30, 2015 . See Note 2 for further information. During the first six months of 2015, as a result of the recent downturn in the energy market and its corresponding impact on our business outlook, we determined the cost of some of our inventory exceeded its market value; therefore, we recorded corresponding inventory write-downs. See Note 3 for further information about the impairments and other charges taken in the three and six months ended June 30, 2015. Finished products and parts are reported net of obsolescence reserves of $201 million as of June 30, 2015 and $161 million as of December 31, 2014 . |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Shareholders’ Equity The following tables summarize our shareholders’ equity activity: Millions of dollars Total shareholders' equity Company shareholders' equity Noncontrolling interest in consolidated subsidiaries Balance at December 31, 2014 $ 16,298 $ 16,267 $ 31 Payments of dividends to shareholders (306 ) (306 ) — Stock plans 254 254 — Other (44 ) (42 ) (2 ) Comprehensive income (loss) (487 ) (488 ) 1 Balance at June 30, 2015 $ 15,715 $ 15,685 $ 30 Millions of dollars Total shareholders' equity Company shareholders' equity Noncontrolling interest in consolidated subsidiaries Balance at December 31, 2013 $ 13,615 $ 13,581 $ 34 Shares repurchased (500 ) (500 ) — Stock plans 357 357 — Payments of dividends to shareholders (254 ) (254 ) — Other (26 ) (22 ) (4 ) Comprehensive income 1,395 1,400 (5 ) Balance at June 30, 2014 $ 14,587 $ 14,562 $ 25 Our Board of Directors has authorized a program to repurchase our common stock from time to time. Approximately $5.7 billion remains authorized for repurchases as of June 30, 2015 . From the inception of this program in February 2006 through June 30, 2015 , we repurchased approximately 201 million shares of our common stock for a total cost of approximately $8.4 billion . Accumulated other comprehensive loss consisted of the following: Millions of dollars June 30, December 31, Defined benefit and other postretirement liability adjustments $ (318 ) $ (326 ) Accumulated gain on cash flow hedges 106 — Cumulative translation adjustments (75 ) (70 ) Other (11 ) (3 ) Total accumulated other comprehensive loss $ (298 ) $ (399 ) |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Macondo well incident The semisubmersible drilling rig, Deepwater Horizon, sank on April 22, 2010 after an explosion and fire onboard the rig that began on April 20, 2010. The Deepwater Horizon was owned by an affiliate of Transocean Ltd and had been drilling the Macondo exploration well in the Gulf of Mexico for the lease operator, BP Exploration & Production, Inc. (BP). We performed a variety of services on that well for BP. There were eleven fatalities and a number of injuries as a result of the Macondo well incident. Litigation and settlements. Numerous lawsuits relating to the Macondo well incident and alleging damages arising from the blowout were filed against various parties, including BP, Transocean and us, in federal and state courts throughout the United States, most of which were consolidated in a Multi District Litigation proceeding (MDL) in the United States Eastern District of Louisiana. The defendants in the MDL proceeding filed a variety of cross claims against each other. In 2012, BP reached a settlement to resolve the substantial majority of eligible private economic loss and medical claims stemming from the Macondo well incident (BP MDL Settlements). The MDL court has since certified the classes and granted final approval for the BP MDL Settlements, which also provided for the release by participating plaintiffs of compensatory damage claims against us. The trial for the first phase of the MDL proceeding occurred in February 2013 through April 2013 and covered issues arising out of the conduct and degree of culpability of various parties allegedly relevant to the loss of well control, the ensuing fire and explosion on and sinking of the Deepwater Horizon, and the initiation of the release of hydrocarbons from the Macondo well. In September 2014, the MDL court ruled (Phase One Ruling) that, among other things, (1) in relation to the Macondo well incident, BP’s conduct was reckless, Transocean’s conduct was negligent, and our conduct was negligent, (2) fault for the Macondo blowout, explosion, and spill was apportioned 67% to BP, 30% to Transocean and 3% to us, and (3) the indemnity and release clauses in our contract with BP are valid and enforceable against BP. The MDL court did not find that our conduct was grossly negligent, thereby, subject to any appeals, eliminating our exposure in the MDL for punitive damages. The appeal process for the Phase One Ruling is underway, with various parties filing briefs according to a court-ordered schedule. In September 2014, prior to the Phase One Ruling, we reached an agreement, subject to court approval, to settle a substantial portion of the plaintiffs’ claims asserted against us relating to the Macondo well incident (our MDL Settlement). Pursuant to our MDL Settlement, we agreed to pay an aggregate of $1.1 billion , which includes legal fees and costs, into a settlement fund in three installments over two years, except that one installment of legal fees will not be paid until all of the conditions to the settlement have been satisfied or waived. Certain conditions must be satisfied before our MDL Settlement becomes effective and the funds are released from the settlement fund. These conditions include, among others, the issuance of a final order of the MDL court, including the resolution of certain appeals. In addition, we have the right to terminate our MDL Settlement if more than an agreed number of plaintiffs elect to opt out of the settlement prior to the expiration of the opt out deadline to be established by the MDL court. Before approving our MDL Settlement, the MDL court must certify the settlement class, the numerous class members must be notified of the proposed settlement, and the court must hold a fairness hearing. We are unable to predict when the MDL court will approve our MDL Settlement. Our MDL Settlement does not cover claims against us by the state governments of Alabama, Florida, Mississippi, Louisiana, or Texas, claims by our own employees, compensatory damages claims by plaintiffs in the MDL that opted out of or were excluded from the settlement class in the BP MDL Settlements, or claims by other defendants in the MDL or their respective employees. However, these claims have either been dismissed, are subject to dismissal, are subject to indemnification by BP, or are not believed to be material. On May 20, 2015, we and BP entered into an agreement to resolve all remaining claims against each other, and pursuant to which BP will defend and indemnify us in future trials for compensatory damages. On July 2, 2015, BP announced that it had reached agreements in principle to settle all remaining federal, state and local government claims arising from the Macondo well incident. Regulatory action. In October 2011, the Bureau of Safety and Environmental Enforcement (BSEE) issued a notification of Incidents of Noncompliance (INCs) to us for allegedly violating federal regulations relating to the failure to take measures to prevent the unauthorized release of hydrocarbons, the failure to take precautions to keep the Macondo well under control, the failure to cement the well in a manner that would, among other things, prevent the release of fluids into the Gulf of Mexico, and the failure to protect health, safety, property, and the environment as a result of a failure to perform operations in a safe and workmanlike manner. We have appealed the INCs, but the appeal has been suspended pending certain proceedings in the MDL and potential appeals. The BSEE has announced that the INCs will be reviewed for possible imposition of civil penalties once the appeal has ended. We understand that the regulations in effect at the time of the alleged violations provide for fines of up to $35,000 per day per violation. Loss contingency. As of June 30, 2015 , our remaining loss contingency liability related to the Macondo well incident was $805 million , consisting of a current portion of $366.6 million and a non-current portion of $438.7 million. The $805 million represents a $733 million loss contingency related to our MDL Settlement and a loss contingency of $72 million unrelated to that settlement. Our loss contingency liability does not include potential recoveries from our insurers. See below for information regarding amounts that we could potentially recover from insurance that we are currently unable to classify as probable. Subject to the satisfaction of the conditions of our MDL Settlement and to the resolution of the appeal of the Phase One Ruling, we believe that the BP MDL Settlement, our MDL Settlement, the Phase One Ruling and our settlement with BP have eliminated any additional material financial exposure to us in relation to the Macondo well incident. Insurance coverage. We had a general liability insurance program of $600 million at the time of the Macondo well incident. Our insurance was designed to cover claims by businesses and individuals made against us in the event of property damage, injury, or death and, among other things, claims relating to environmental damage, as well as legal fees incurred in defending against those claims. We have received payments from our insurers with respect to covered legal fees incurred in connection with the Macondo well incident. Through June 30, 2015 , we have incurred legal fees and related expenses of approximately $324 million , of which $283 million has been reimbursed under our insurance program. With respect to our MDL Settlement, we have collected $93 million under our general liability insurance program. With regard to the approximately $200 million of remaining insurance coverage relating to the Macondo well incident, most of the insurance carriers for that layer of coverage notified us that they do not intend to reimburse us with respect to our MDL Settlement. During the first quarter of 2015, we settled with one insurance carrier. We have initiated arbitration proceedings to pursue recovery of the remaining balance of approximately $170 million . Due to the uncertainty surrounding such recovery, no related amounts have been recognized in the consolidated financial statements as of June 30, 2015 . Fair Labor Standards Act (FLSA) Claim In 2014, the U.S. Department of Labor Wage and Hour Division (DOL) commenced an audit to determine whether certain workers have been properly classified by us as exempt under the FLSA. In addition, litigation was commenced against us alleging that certain field professionals were not properly classified. During the first quarter of 2015, upon completion of a detailed analysis of the potential exposure involved and settlement of the pending litigation, we recorded corresponding loss contingency liabilities. Securities and related litigation In June 2002, a class action lawsuit was filed against us in federal court alleging violations of the federal securities laws after the Securities and Exchange Commission (SEC) initiated an investigation in connection with our change in accounting for revenue on long-term construction projects and related disclosures. In the weeks that followed, approximately twenty similar class actions were filed against us. Several of those lawsuits also named as defendants several of our present or former officers and directors. The class action cases were later consolidated, and the amended consolidated class action complaint, styled Richard Moore, et al. v. Halliburton Company, et al. , was filed and served upon us in April 2003. As a result of a substitution of lead plaintiffs, the case was styled Archdiocese of Milwaukee Supporting Fund (AMSF) v. Halliburton Company, et al . AMSF has changed its name to Erica P. John Fund, Inc. (the Fund). We settled with the SEC in the second quarter of 2004. In June 2003, the lead plaintiffs filed a motion for leave to file a second amended consolidated complaint, which was granted by the court. In addition to restating the original accounting and disclosure claims, the second amended consolidated complaint included claims arising out of our 1998 acquisition of Dresser Industries, Inc., including that we failed to timely disclose the resulting asbestos liability exposure. In April 2005, the court appointed new co-lead counsel and named the Fund the new lead plaintiff, directing that it file a third consolidated amended complaint and that we file our motion to dismiss. The court held oral arguments on that motion in August 2005. In March 2006, the court entered an order in which it granted the motion to dismiss with respect to claims arising prior to June 1999 and granted the motion with respect to certain other claims while permitting the Fund to re-plead some of those claims to correct deficiencies in its earlier complaint. In April 2006, the Fund filed its fourth amended consolidated complaint. We filed a motion to dismiss those portions of the complaint that had been re-pled. A hearing was held on that motion in July 2006, and in March 2007 the court ordered dismissal of the claims against all individual defendants other than our Chief Executive Officer (CEO). The court ordered that the case proceed against our CEO and us. In September 2007, the Fund filed a motion for class certification, and our response was filed in November 2007. The district court held a hearing in March 2008, and issued an order in November 2008 denying the motion for class certification. The Fifth Circuit Court of Appeals affirmed the district court’s order denying class certification. In June 2011, the United States Supreme Court reversed the Fifth Circuit ruling that the Fund needed to prove loss causation in order to obtain class certification and the case was returned to the lower courts for further consideration. In January 2012, the district court issued an order certifying the class. In April 2013, the Fifth Circuit issued an order affirming the district court's order. Our writ of certiorari with the United States Supreme Court was granted and in June 2014 the Supreme Court issued its decision, maintaining the presumption of class member reliance through the “fraud on the market” theory, but holding that we are entitled to rebut that presumption by presenting evidence that there was no impact on our stock price from the alleged misrepresentation. Because the district court and the Fifth Circuit denied us that opportunity, the Supreme Court vacated the Fifth Circuit’s decision and remanded for further proceedings consistent with the Supreme Court decision. In December 2014, the district court held a hearing to consider whether there was an impact on our stock price from the alleged misrepresentations. The court has not yet issued a ruling on class certification. Fact discovery and other pretrial deadlines have been stayed. We cannot predict the outcome or consequences of this case, which we intend to vigorously defend. Investigations We are conducting internal investigations of certain areas of our operations in Angola and Iraq, focusing on compliance with certain company policies, including our Code of Business Conduct (COBC), and the FCPA and other applicable laws. In December 2010, we received an anonymous e-mail alleging that certain current and former personnel violated our COBC and the FCPA, principally through the use of an Angolan vendor. The e-mail also alleges conflicts of interest, self-dealing, and the failure to act on alleged violations of our COBC and the FCPA. We contacted the DOJ to advise them that we were initiating an internal investigation. During the second quarter of 2012, in connection with a meeting with the DOJ and the SEC regarding the above investigation, we advised the DOJ and the SEC that we were initiating unrelated, internal investigations into payments made to a third-party agent relating to certain customs matters in Angola and to third-party agents relating to certain customs and visa matters in Iraq. Since the initiation of the investigations described above, we have participated in meetings with the DOJ and the SEC to brief them on the status of the investigations and produced documents to them both voluntarily and as a result of SEC subpoenas to us and certain of our current and former officers and employees. We expect to continue to have discussions with the DOJ and the SEC regarding issues relevant to the Angola and Iraq matters described above. We have engaged outside counsel and independent forensic accountants to assist us with these investigations. Because these investigations are ongoing, we cannot predict their outcome or the consequences thereof. Environmental We are subject to numerous environmental, legal, and regulatory requirements related to our operations worldwide. In the United States, these laws and regulations include, among others: - the Comprehensive Environmental Response, Compensation, and Liability Act; - the Resource Conservation and Recovery Act; - the Clean Air Act; - the Federal Water Pollution Control Act; - the Toxic Substances Control Act; and - the Oil Pollution Act. In addition to the federal laws and regulations, states and other countries where we do business often have numerous environmental, legal, and regulatory requirements by which we must abide. We evaluate and address the environmental impact of our operations by assessing and remediating contaminated properties in order to avoid future liabilities and comply with environmental, legal, and regulatory requirements. Our Health, Safety, and Environment group has several programs in place to maintain environmental leadership and to help prevent the occurrence of environmental contamination. On occasion, in addition to the matters relating to the Macondo well incident described above, we are involved in other environmental litigation and claims, including the remediation of properties we own or have operated, as well as efforts to meet or correct compliance-related matters. We do not expect costs related to those claims and remediation requirements to have a material adverse effect on our liquidity, consolidated results of operations, or consolidated financial position. Excluding our loss contingency for the Macondo well incident, our accrued liabilities for environmental matters were $57 million as of June 30, 2015 and $57 million as of December 31, 2014 . Because our estimated liability is typically within a range and our accrued liability may be the amount on the low end of that range, our actual liability could eventually be well in excess of the amount accrued. Our total liability related to environmental matters covers numerous properties. Additionally, we have subsidiaries that have been named as potentially responsible parties along with other third parties for eight federal and state Superfund sites for which we have established reserves. As of June 30, 2015 , those eight sites accounted for approximately $3 million of our $57 million total environmental reserve. Despite attempts to resolve these Superfund matters, the relevant regulatory agency may at any time bring suit against us for amounts in excess of the amount accrued. With respect to some Superfund sites, we have been named a potentially responsible party by a regulatory agency; however, in each of those cases, we do not believe we have any material liability. We also could be subject to third-party claims with respect to environmental matters for which we have been named as a potentially responsible party. Guarantee arrangements In the normal course of business, we have agreements with financial institutions under which approximately $2.0 billion of letters of credit, bank guarantees, or surety bonds were outstanding as of June 30, 2015 . Some of the outstanding letters of credit have triggering events that would entitle a bank to require cash collateralization. |
Income (Loss) per Share
Income (Loss) per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Income (Loss) per Share | Income per Share Basic income or loss per share is based on the weighted average number of common shares outstanding during the period. Diluted income per share includes additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued. For the three months ended June 30, 2015 , and the three and six months ended June 30, 2014, differences between basic and diluted weighted average common shares outstanding resulted from the dilutive effect of awards granted under our stock incentive plans. Excluded from the computation of diluted income per share are options to purchase five million shares of common stock that were outstanding during the three months ended June 30, 2015 and options to purchase one million shares of common stock that were outstanding during the six months ended June 30, 2014. These options were outstanding but were excluded because they were antidilutive, as the option exercise price was greater than the average market price of the common shares. There were no antidilutive shares outstanding for the three months ended June 30, 2014. For the six months ended June 30, 2015 , we incurred losses from continuing operations attributable to company shareholders and accordingly excluded all potentially dilutive securities from the determination of diluted loss per share as their impact was antidilutive. Antidilutive securities for the six months ended June 30, 2015 totaled nine million shares, which includes options to purchase seven million shares of common stock where the exercise price was greater than the average market price and options to purchase two million shares of common stock which ordinarily would be considered dilutive if not for us being in a net loss position for the six months ended June 30, 2015. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments At June 30, 2015 , we held $93 million of investments in fixed income securities with maturities ranging from less than one year to November 2019 , of which $58 million are classified as “Other current assets” and $35 million are classified as “Other assets” on our condensed consolidated balance sheets. At December 31, 2014 , we held $103 million of investments in fixed income securities, of which $56 million are classified as “Other current assets” and $47 million are classified as “Other assets” on our condensed consolidated balance sheets. These securities consist primarily of corporate bonds and other debt instruments, are accounted for as available-for-sale and recorded at fair value, and are classified as Level 2 assets. Our Level 2 asset fair values are based on quoted prices for identical assets in less active markets. We have no financial instruments measured at fair value based on quoted prices in active markets (Level 1) or using unobservable inputs (Level 3). The carrying amount of cash and equivalents, receivables, and accounts payable, as reflected in the condensed consolidated balance sheets, approximates fair value due to the short maturities of these instruments. The carrying amount and fair value of our long-term debt is as follows: June 30, 2015 December 31, 2014 Millions of dollars Level 1 Level 2 Total fair value Carrying value Level 1 Level 2 Total fair value Carrying value Long-term debt $ 412 $ 8,389 $ 8,801 $ 7,838 $ 4,822 $ 4,257 $ 9,079 $ 7,840 Our Level 1 debt fair values are calculated using quoted prices in active markets for identical liabilities with transactions occurring on the last two days of period-end. Our Level 2 debt fair values are calculated using significant observable inputs for similar liabilities where estimated values are determined from observable data points on our other bonds and on other similarly rated corporate debt or from observable data points of transactions occurring prior to two days from period-end and adjusting for changes in market conditions. Differences between the periods presented in our Level 1 and Level 2 classification of our long-term debt relate to the timing of when transactions are executed. We have no debt measured at fair value using unobservable inputs (Level 3). We maintain an interest rate management strategy that is intended to mitigate the exposure to changes in interest rates in the aggregate for our debt portfolio. We hold a series of interest rate swaps relating to three of our debt instruments with a total notional amount of $1.5 billion in order to effectively convert a portion of our fixed rate debt to floating LIBOR-based rates. These interest rate swaps, which expire when the underlying debt matures, are designated as fair value hedges of the underlying debt and are determined to be highly effective. These derivative instruments are marked to market with gains and losses recognized currently in interest expense to offset the respective gains and losses recognized on changes in the fair value of the hedged debt. During the second quarter of 2015, we executed forward starting interest rate swaps to manage our exposure to interest rate changes associated with the anticipated issuance of fixed-rate debt in connection with the pending Baker Hughes acquisition. These newly executed swaps, which hedge the variability in cash flows of future interest payments due to changes in LIBOR rates, are designated as cash flow hedges, are determined to be highly effective, and are recorded on the balance sheet at fair value with the effective portion of the change in fair value of the hedging instrument recorded in other comprehensive income. The fair value of our interest rate swaps is included in “Other assets” in our condensed consolidated balance sheets and was immaterial as of June 30, 2015 and December 31, 2014. The fair value of our interest rate swaps was determined using an income approach model with inputs, such as the notional amount, LIBOR rate spread, and settlement terms that are observable in the market or can be derived from or corroborated by observable data (Level 2). |
Accounting Standards Recently A
Accounting Standards Recently Adopted | 6 Months Ended |
Jun. 30, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | New Accounting Pronouncements Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB) issued a comprehensive new revenue recognition standard that will supersede existing revenue recognition guidance under United States generally accepted accounting principles (U.S. GAAP) and International Financial Reporting Standards (IFRS). The issuance of this guidance completes the joint effort by the FASB and the IASB to improve financial reporting by creating common revenue recognition guidance for U.S. GAAP and IFRS. The core principle of the new guidance is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard creates a five-step model that requires companies to exercise judgment when considering the terms of a contract and all relevant facts and circumstances. The standard allows for several transition methods: (a) a full retrospective adoption in which the standard is applied to all of the periods presented, or (b) a modified retrospective adoption in which the standard is applied only to the most current period presented in the financial statements, including additional disclosures of the standard’s application impact to individual financial statement line items. This standard is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. In July 2015, the FASB approved a one-year deferral of the revenue recognition standard's effective date for all entities, which will change the effectiveness to annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period once the Accounting Standards Update has been issued. We are currently evaluating this standard and our existing revenue recognition policies to determine which contracts in the scope of the guidance will be affected by the new requirements and what impact they would have on our consolidated financial statements upon adoption. We have not yet determined which transition method we will utilize upon adoption on the effective date. Discontinued Operations On January 1, 2015, we adopted an accounting standards update issued by the FASB related to discontinued operations, which added criteria providing that only those disposals of a component of an entity or a group of components of an entity that represent a strategic shift in operations should be presented as discontinued operations. The update allows an entity to present a disposal as discontinued operations even when it has continuing cash flows and significant continuing involvement with the disposed component. The update also requires expanded disclosures for discontinued operations and individually significant components of an entity that does not qualify for discontinued operations reporting. The adoption of this update did not impact our condensed consolidated financial statements. This new pronouncement may have a material impact on our consolidated financial statements in connection with the anticipated divestitures related to the pending acquisition of Baker Hughes. The anticipated divestitures discussed in Note 2 will not be presented as discontinued operations under this new standard, as it does not represent a strategic shift in our business. Debt Issuance Costs In April 2015, the FASB issued an accounting standards update to simplify the presentation of debt issuance costs. The update will require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, as opposed to current presentation of an asset on the balance sheet. This update is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years, and may be adopted earlier on a voluntary basis. We intend to adopt this update upon execution of the debt financing for the pending Baker Hughes acquisition. At that time we will apply the change retrospectively for prior period balances of unamortized debt issuance costs within our statement of financial position. We do not expect the adoption of this update to have a material impact on our consolidated financial statements. See Note 2 for further information about the pending acquisition. |
Revolving Credit Facility (Note
Revolving Credit Facility (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Revolving Credit Facility [Abstract] | |
Revolving Credit Facility | Revolving Credit Facility On July 21, 2015, we entered into a new five-year revolving credit agreement, with an initial capacity of $3.0 billion , increasing to $4.5 billion upon closing of the Baker Hughes acquisition and satisfaction of the conditions provided in the credit agreement. The credit agreement is for general working capital purposes and expires on July 21, 2020. The credit agreement replaced our $3.0 billion five-year revolving credit agreement dated February 22, 2011, as amended, which was terminated on July 21, 2015 in conjunction with entering into the new credit agreement. |
Impairments and Other Charges19
Impairments and Other Charges (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Inventory, Policy [Policy Text Block] | inventories are valued at the lower of cost or market. Inventories are stated at the lower of cost or market value. |
Inventories (Policies)
Inventories (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory, Policy | inventories are valued at the lower of cost or market. Inventories are stated at the lower of cost or market value. |
Acquisitions and Dispositions21
Acquisitions and Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Acquisitions and Dispositions [Abstract] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | A summary of the carrying amounts of assets and liabilities held for sale on our condensed consolidated balance sheet as of June 30, 2015 related to the anticipated divestitures discussed above is detailed below. Millions of dollars June 30, 2015 Assets Property, plant, and equipment $ 1,131 Inventories 582 Goodwill 375 Other assets 16 Total assets $ 2,104 Liabilities Employee benefit liabilities (a) $ 51 Other liabilities (a) 12 Total liabilities $ 63 (a) Liabilities held for sale are classified within “Other current liabilities” on our condensed consolidated balance sheet as of June 30, 2015. |
Impairments and Other Charges22
Impairments and Other Charges (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | The following table presents various charges we recorded during the three and six months ended June 30, 2015 as a result of the economic downturn and other matters: Millions of dollars Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 Income Statement Classification Economic downturn: Fixed asset impairments $ 177 $ 494 Impairments and other charges Severance costs 78 212 Impairments and other charges Inventory write-downs 39 346 Impairments and other charges Intangible asset impairments 8 172 Impairments and other charges Other — 152 Impairments and other charges Other matters: Country closures 2 77 Impairments and other charges Other 2 61 Impairments and other charges Total impairments and other charges $ 306 $ 1,514 Venezuela currency devaluation loss — 199 Other, net Total charges $ 306 1,713 |
Business Segment and Geograph23
Business Segment and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Information on business segments | The following table presents information on our business segments. Three Months Ended Six Months Ended Millions of dollars 2015 2014 2015 2014 Revenue: Completion and Production $ 3,444 $ 4,942 $ 7,690 $ 9,362 Drilling and Evaluation 2,475 3,109 5,279 6,037 Total revenue $ 5,919 $ 8,051 $ 12,969 $ 15,399 Operating income (loss): Completion and Production $ 313 $ 887 $ 775 $ 1,548 Drilling and Evaluation 400 414 706 812 Total operations 713 1,301 1,481 2,360 Corporate and other (a) (153 ) (107 ) (261 ) (196 ) Impairments and other charges (b) (306 ) — (1,514 ) — Total operating income (loss) $ 254 $ 1,194 $ (294 ) $ 2,164 Interest expense, net of interest income (106 ) (94 ) (212 ) (187 ) Other, net (23 ) (24 ) (247 ) (55 ) Income (loss) from continuing operations before income taxes $ 125 $ 1,076 $ (753 ) $ 1,922 (a) Includes certain expenses not attributable to a particular business segment such as costs related to support functions and corporate executives, as well as costs related to the pending Baker Hughes acquisition incurred during the three and six months ended June 30, 2015. (b) Includes $211 million attributable to Completion and Production, $89 million attributable to Drilling and Evaluation, and $6 million attributable to Corporate and other for the three months ended June 30, 2015 . Includes $720 million attributable to Completion and Production, $727 million attributable to Drilling and Evaluation, and $67 million attributable to Corporate and other for the six months ended June 30, 2015 . |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | The cost of the remaining inventory was recorded on the average cost method. Inventories consisted of the following: Millions of dollars June 30, December 31, Finished products and parts $ 2,071 $ 2,606 Raw materials and supplies 593 754 Work in process 167 211 Total $ 2,831 $ 3,571 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Summary of shareholders' equity activity | The following tables summarize our shareholders’ equity activity: Millions of dollars Total shareholders' equity Company shareholders' equity Noncontrolling interest in consolidated subsidiaries Balance at December 31, 2014 $ 16,298 $ 16,267 $ 31 Payments of dividends to shareholders (306 ) (306 ) — Stock plans 254 254 — Other (44 ) (42 ) (2 ) Comprehensive income (loss) (487 ) (488 ) 1 Balance at June 30, 2015 $ 15,715 $ 15,685 $ 30 Millions of dollars Total shareholders' equity Company shareholders' equity Noncontrolling interest in consolidated subsidiaries Balance at December 31, 2013 $ 13,615 $ 13,581 $ 34 Shares repurchased (500 ) (500 ) — Stock plans 357 357 — Payments of dividends to shareholders (254 ) (254 ) — Other (26 ) (22 ) (4 ) Comprehensive income 1,395 1,400 (5 ) Balance at June 30, 2014 $ 14,587 $ 14,562 $ 25 |
Schedule of comprehensive income (loss) | Accumulated other comprehensive loss consisted of the following: Millions of dollars June 30, December 31, Defined benefit and other postretirement liability adjustments $ (318 ) $ (326 ) Accumulated gain on cash flow hedges 106 — Cumulative translation adjustments (75 ) (70 ) Other (11 ) (3 ) Total accumulated other comprehensive loss $ (298 ) $ (399 ) |
Fair Value of Financial Instr26
Fair Value of Financial Instruments Fair value by balance sheet grouping table (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The carrying amount and fair value of our long-term debt is as follows: June 30, 2015 December 31, 2014 Millions of dollars Level 1 Level 2 Total fair value Carrying value Level 1 Level 2 Total fair value Carrying value Long-term debt $ 412 $ 8,389 $ 8,801 $ 7,838 $ 4,822 $ 4,257 $ 9,079 $ 7,840 |
Acquisitions and Dispositions27
Acquisitions and Dispositions (Details) - Jun. 30, 2015 $ / shares in Units, $ in Billions | USD ($)shares$ / shares |
Business Acquisition, Equity Interests Issued or Issuable [Line Items] | |
Stock conversion rate | 1.12 |
Cash Consideration per share | $ / shares | $ 19 |
Total Share Consideration | 490,000,000 |
Total cash consideration | $ | $ 8.3 |
Senior unsecured bridge facility | $ | $ 8.6 |
Acquisitions and Dispositions A
Acquisitions and Dispositions Assets Held for Sale table (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Disposal Group, Including Discontinued Operation, Revenue | $ 684 | $ 907 | $ 1,500 | $ 1,800 | ||
Income (Loss) from Individually Significant Component Disposed of or Held-for-sale, Excluding Discontinued Operations, before Income Tax | 144 | $ 102 | 220 | $ 209 | ||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Current | 1,131 | 1,131 | ||||
Disposal Group, Including Discontinued Operation, Inventory, Current | 582 | 582 | ||||
Disposal Group, Including Discontinued Operation, Goodwill, Current | 375 | 375 | ||||
Disposal Group, Including Discontinued Operation, Other Assets, Current | 16 | 16 | ||||
Disposal Group, Including Discontinued Operation, Assets, Current | 2,104 | 2,104 | $ 0 | |||
Disposal Group, Including Discontinued Operation, Postretirement Plan Benefit Obligation, Current | [1] | 51 | 51 | |||
Disposal Group, Including Discontinued Operation, Other Liabilities, Current | [1] | 12 | 12 | |||
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 63 | $ 63 | ||||
[1] | (a) Liabilities held for sale are classified within “Other current liabilities” on our condensed consolidated balance sheet as of June 30, 2015. |
Impairments and Other Charges29
Impairments and Other Charges (Details) - Segments [Domain] | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2014 | ||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and Related Cost, Number of Positions Eliminated, Period Percent | 16.00% | ||||||
Tangible Asset Impairment Charges | $ 177,000,000 | $ 494,000,000 | |||||
Inventory Write-down | 39,000,000 | 346,000,000 | |||||
Restructuring Charges | [1] | 306,000,000 | $ 0 | 1,514,000,000 | $ 0 | ||
Goodwill, Impairment Loss | 0 | ||||||
Impairment of Intangible Assets (Excluding Goodwill) | 8,000,000 | 172,000,000 | |||||
Severance Costs | 78,000,000 | 212,000,000 | |||||
Other Restructuring Costs | 0 | 152,000,000 | |||||
Business Exit Costs | 2,000,000 | 77,000,000 | |||||
Other Deductions and Charges | 2,000,000 | 61,000,000 | |||||
Deductions (Charges) | 306,000,000 | 1,713,000,000 | |||||
VENEZUELA | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Foreign Currency Transaction Gain (Loss), Realized | $ 0 | $ 199,000,000 | $ 199,000,000 | ||||
Historical Exchange Rate_Venezuela | 6.3 | ||||||
Foreign Currency Exchange Rate, Remeasurement | 192 | ||||||
[1] | (b) Includes $211 million attributable to Completion and Production, $89 million attributable to Drilling and Evaluation, and $6 million attributable to Corporate and other for the three months ended June 30, 2015. Includes $720 million attributable to Completion and Production,$727 million attributable to Drilling and Evaluation, and $67 million attributable to Corporate and other for the six months ended June 30, 2015. |
Business Segment and Geograph30
Business Segment and Geographic Information (Narrative) (Details) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015USD ($)DivisionCountriesCustomers | Dec. 31, 2014USD ($)CountriesCustomers | Mar. 31, 2015 | |
Concentration Risk [Line Items] | |||
Number of business segments | Division | 2 | ||
Maximum Percentage Gross Trade Receivables From One Geographic Segment | 10.00% | 10.00% | |
Maximum Percentage Gross Trade Receivables From One Customer | 10.00% | 10.00% | |
Number of Countries Exceed Receivables Threshold | Countries | 0 | 0 | |
Number of Customers Exceed Receivables Threshold | Customers | 0 | 0 | |
VENEZUELA | |||
Concentration Risk [Line Items] | |||
Accounts Receivable, Gross | $ 521 | $ 670 | |
Accounts Receivable, Gross, Noncurrent | $ 165 | $ 256 | |
Foreign Currency Exchange Rate, Remeasurement | 192 | ||
Historical Exchange Rate_Venezuela | 6.3 | ||
Accounts Receivable | VENEZUELA | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 9.00% | 9.00% | |
Geographic Concentration Risk | UNITED STATES | Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 31.00% | 39.00% |
Business Segment and Geograph31
Business Segment and Geographic Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Revenue: | |||||
Revenue | $ 5,919 | $ 8,051 | $ 12,969 | $ 15,399 | |
Operating income (loss): | |||||
Operating income (loss) | 254 | 1,194 | (294) | 2,164 | |
Restructuring Charges | [1] | (306) | 0 | (1,514) | 0 |
Interest expense, net of interest income | (106) | (94) | (212) | (187) | |
Other, net | (23) | (24) | (247) | (55) | |
Income (loss) from continuing operations before income taxes | 125 | 1,076 | (753) | 1,922 | |
Completion and Production | |||||
Revenue: | |||||
Revenue | 3,444 | 4,942 | 7,690 | 9,362 | |
Operating income (loss): | |||||
Operating income (loss) | 313 | 887 | 775 | 1,548 | |
Restructuring Charges | (211) | (720) | |||
Drilling and Evaluation | |||||
Revenue: | |||||
Revenue | 2,475 | 3,109 | 5,279 | 6,037 | |
Operating income (loss): | |||||
Operating income (loss) | 400 | 414 | 706 | 812 | |
Restructuring Charges | (89) | (727) | |||
Total operations | |||||
Revenue: | |||||
Revenue | 5,919 | 8,051 | 12,969 | 15,399 | |
Operating income (loss): | |||||
Operating income (loss) | 713 | 1,301 | 1,481 | 2,360 | |
Corporate and other | |||||
Operating income (loss): | |||||
Operating income (loss) | [2] | (153) | $ (107) | (261) | $ (196) |
Restructuring Charges | $ (6) | $ (67) | |||
[1] | (b) Includes $211 million attributable to Completion and Production, $89 million attributable to Drilling and Evaluation, and $6 million attributable to Corporate and other for the three months ended June 30, 2015. Includes $720 million attributable to Completion and Production,$727 million attributable to Drilling and Evaluation, and $67 million attributable to Corporate and other for the six months ended June 30, 2015. | ||||
[2] | (a) Includes certain expenses not attributable to a particular business segment such as costs related to support functions and corporate executives, as well as costs related to the pending Baker Hughes acquisition incurred during the three and six months ended June 30, 2015. |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
LIFO Method Related Items [Abstract] | ||
Inventory, LIFO reserve | $ 6 | $ 38 |
LIFO Inventory Amount | 151 | 227 |
Disposal Group, Including Discontinued Operation, Inventory, Current | 582 | |
Inventory, Net [Abstract] | ||
Finished products and parts | 2,071 | 2,606 |
Raw materials and supplies | 593 | 754 |
Work in process | 167 | 211 |
Inventory, net | 2,831 | 3,571 |
Obsolescence reserves | $ 201 | $ 161 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Shareholders' equity activity [Roll Forward] | ||||
Balance at beginning of period | $ 16,298 | $ 13,615 | ||
Shares repurchased | (500) | |||
Stock plans | 254 | 357 | ||
Payments of dividends to shareholders | (306) | (254) | ||
Other | (44) | (26) | ||
Comprehensive income (loss) | $ 157 | $ 775 | (487) | 1,395 |
Balance at end of period | 15,715 | 14,587 | 15,715 | 14,587 |
Company shareholders' equity | ||||
Shareholders' equity activity [Roll Forward] | ||||
Balance at beginning of period | 16,267 | 13,581 | ||
Shares repurchased | (500) | |||
Stock plans | 254 | 357 | ||
Payments of dividends to shareholders | (306) | (254) | ||
Other | (42) | (22) | ||
Comprehensive income (loss) | (488) | 1,400 | ||
Balance at end of period | 15,685 | 14,562 | 15,685 | 14,562 |
Noncontrolling interest in consolidated subsidiaries | ||||
Shareholders' equity activity [Roll Forward] | ||||
Balance at beginning of period | 31 | 34 | ||
Shares repurchased | 0 | |||
Stock plans | 0 | 0 | ||
Payments of dividends to shareholders | 0 | 0 | ||
Other | (2) | (4) | ||
Comprehensive income (loss) | 1 | (5) | ||
Balance at end of period | $ 30 | $ 25 | $ 30 | $ 25 |
Shareholders' Equity (Schedule
Shareholders' Equity (Schedule of Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Stockholders' Equity Note [Abstract] | ||
Defined benefit and other postretirement liability adjustments | $ (318) | $ (326) |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax | 106 | 0 |
Cumulative translation adjustments | (75) | (70) |
Other | (11) | (3) |
Total accumulated other comprehensive income (loss) | $ (298) | $ (399) |
Shareholders' Equity Repurchase
Shareholders' Equity Repurchase Activity (Details) - USD ($) shares in Millions, $ in Millions | 6 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2015 | |
Class of Stock [Line Items] | ||
Shares repurchased | $ (500) | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 5,700 | |
Treasury Stock Shares Acquired From Inception | 201 | |
Treasury Stock Value Acquired Cost Method From Inception | $ 8,400 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2014USD ($)number_of_paymentinstallments | Jun. 30, 2015USD ($)Class_Actions | Jun. 30, 2015USD ($)Class_Actions | Dec. 31, 2014USD ($) | Apr. 22, 2010USD ($)Fatalities | |
Loss Contingencies [Line Items] | |||||
Loss contingency related to Macondo well incident (non-current) | $ 439,000,000 | $ 439,000,000 | $ 439,000,000 | ||
Loss contingency related to MDL Settlement | 733,000,000 | 733,000,000 | |||
Loss Contingency, Estimate of Possible Loss | 72,000,000 | 72,000,000 | |||
Insurance Recoveries | 93,000,000 | ||||
Gain Contingency, Description | 200,000,000 | 200,000,000 | |||
Loss Contingency, Estimated Recovery from Third Party | 170,000,000 | 170,000,000 | |||
Loss contingency related to Macondo well (current) | 367,000,000 | 367,000,000 | $ 367,000,000 | ||
Loss Contingency, Information about Litigation Matters [Abstract] | |||||
Loss Contingency, Settlement Agreement, Terms | $ 1,100,000,000 | ||||
Number of Payment Installments | number_of_paymentinstallments | 3 | ||||
Installment Payment for Legal Fees | number_of_paymentinstallments | 1 | ||||
BP Fault Apportionment in Macondo Ruling | 67.00% | ||||
Transocean Fault Apportionment In Macondo Ruling | 30.00% | ||||
Halliburton Fault Apportionment In Macondo Ruling | 3.00% | ||||
Number Of Years | 2 years | ||||
Macondo well incident | |||||
Loss Contingencies [Line Items] | |||||
Loss contingency related to Macondo well (total) | 805,000,000 | 805,000,000 | |||
Number of fatalities | Fatalities | 11 | ||||
Maximum per day fine for violating federal regulations related to INCs | 35,000 | ||||
Indemnification and insurance [Abstract] | |||||
Total amount of general liability insurance program | $ 600,000,000 | ||||
Legal Fees | 324,000,000 | ||||
Legal fees and related expenses covered by insurance | $ 283,000,000 | $ 283,000,000 | |||
Securities and related litigation | |||||
Loss Contingency, Information about Litigation Matters [Abstract] | |||||
Number of similar class action lawsuits that were later consolidated into one suit | Class_Actions | 20 | 20 |
Commitments and Contingencies37
Commitments and Contingencies (Environmental) (Details) $ in Millions | Jun. 30, 2015USD ($)Superfund_Sites | Dec. 31, 2014USD ($) |
Accrual for Environmental Loss Contingencies Disclosure [Abstract] | ||
Accrual for Environmental Loss Contingencies | $ 57 | $ 57 |
Superfund Sites [Member] | ||
Accrual for Environmental Loss Contingencies Disclosure [Abstract] | ||
Accrual for site contingency | $ 3 | |
Number of superfund sites | Superfund_Sites | 8 |
Commitments and Contingencies38
Commitments and Contingencies (Guarantee Arrangements) (Details) $ in Billions | Jun. 30, 2015USD ($) |
Financial agreements | |
Guarantee arrangements [Abstract] | |
Guarantee arrangements outstanding | $ 2 |
Income (Loss) per Share (Detail
Income (Loss) per Share (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5 | 0 | ||
Earnings Per Share, Potentially Dilutive Securities | 7 | 7 | ||
Ordinarily Dilutive Shares | 2 | 2 | ||
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 9 | 1 |
Fair Value of Financial Instr40
Fair Value of Financial Instruments (Details) $ in Millions | 3 Months Ended | |
Jun. 30, 2015USD ($)Debt_Instruments | Dec. 31, 2014USD ($) | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Number Of Debt Instruments With Related Interest Rate Swaps | Debt_Instruments | 3 | |
Derivative, Notional Amount | $ 1,500 | |
Assets | ||
Fair value of investments and fixed income securities | $ 93 | $ 103 |
Investment maturity range (current) | 1 year | |
Available-for-sale Securities, Debt Maturities, Date | Nov. 1, 2019 | |
Liabilities | ||
Long-term Debt, Excluding Current Maturities | $ 7,838 | 7,840 |
Other Current Assets | ||
Assets | ||
Available-for-sale Securities, Current | 58 | 56 |
Other Assets | ||
Assets | ||
Available-for-sale Securities, Noncurrent | 35 | 47 |
Long-term debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 8,801 | 9,079 |
Carrying value | ||
Liabilities | ||
Long-term Debt, Excluding Current Maturities | 7,838 | 7,840 |
Level 1 | ||
Assets | ||
Fair value of investments and fixed income securities | 0 | 0 |
Level 1 | Long-term debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 412 | 4,822 |
Level 2 | Long-term debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 8,389 | $ 4,257 |
Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Debt, Fair Value | 0 | |
Assets | ||
Fair value of investments and fixed income securities | $ 0 |
Revolving Credit Facility (Deta
Revolving Credit Facility (Details) - Subsequent Event [Member] $ in Billions | Jul. 21, 2015USD ($) |
Subsequent Event [Line Items] | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 4.5 |
Line of Credit Facility, Maximum Borrowing Capacity | $ 3 |