☒
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Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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☐
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ______ to ______
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Delaware
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75-2677995
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Yes
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☒
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No
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☐
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Yes
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☐
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No
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☒
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Yes
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☒
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No
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☐
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Yes
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☒
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No
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☐
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Large Accelerated Filer
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☒
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Accelerated Filer
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☐
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Non-accelerated Filer
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☐
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Emerging Growth Company
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☐
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Smaller Reporting Company
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☐
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Yes
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☐
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No
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☒
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PART I
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PAGE
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PART II
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PART III
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PART IV
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Item 16.
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Form 10-K Summary
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SIGNATURES
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Item 1 | Business
|
-
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Production Enhancement: includes stimulation services and sand control services. Stimulation services optimize oil and natural gas reservoir production through a variety of pressure pumping services, nitrogen services and chemical processes, commonly known as hydraulic fracturing and acidizing. Sand control services include fluid and chemical systems and pumping services for the prevention of formation sand production.
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-
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Cementing: involves bonding the well and well casing while isolating fluid zones and maximizing wellbore stability. Our cementing product service line also provides casing equipment.
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-
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Completion Tools: provides downhole solutions and services to our customers to complete their wells, including well completion products and services, intelligent well completions, liner hanger systems, sand control systems and service tools.
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-
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Production Solutions: provides customized well intervention solutions to increase well performance, which includes coiled tubing, hydraulic workover units and downhole tools.
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Item 1 | Business
|
-
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Pipeline & Process Services: provides a complete range of pre-commissioning, commissioning, maintenance and decommissioning services to the onshore and offshore pipeline and process plant construction, commissioning and maintenance industries. During the fourth quarter of 2019, we made a strategic decision to market for sale this business.
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-
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Multi-Chem: provides customized specialty oilfield completion, production, and downstream water and process treatment chemicals and services to maximize production, ensure integrity of well and pipeline assets and address production, processing and transportation challenges.
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-
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Artificial Lift: provides services to maximize reservoir and wellbore recovery by applying lifting technology, intelligent field management solutions and related services throughout the life of the well, including electrical submersible pumps.
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-
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Baroid: provides drilling fluid systems, performance additives, completion fluids, solids control, specialized testing equipment and waste management services for oil and natural gas drilling, completion and workover operations.
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-
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Sperry Drilling: provides drilling systems and services that offer directional control for precise wellbore placement while providing important measurements about the characteristics of the drill string and geological formations while drilling wells. These services include directional and horizontal drilling, measurement-while-drilling, logging-while-drilling, surface data logging, multilateral systems, underbalanced applications and rig site information systems.
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-
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Wireline and Perforating: provides open-hole logging services that supply information on formation evaluation and reservoir fluid analysis, including formation lithology, rock properties and reservoir fluid properties. Also offered are cased-hole and slickline services, including perforating, pipe recovery services, through-casing formation evaluation and reservoir monitoring, casing and cement integrity measurements and well intervention services.
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-
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Drill Bits and Services: provides roller cone rock bits, fixed cutter bits, hole enlargement and related downhole tools and services used in drilling oil and natural gas wells. In addition, coring equipment and services are provided to acquire cores of the formation drilled for evaluation.
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-
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Landmark Software and Services: supplies integrated exploration, drilling and production software and related professional and data management services for the upstream oil and natural gas industry.
|
-
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Testing and Subsea: provides acquisition and analysis of dynamic reservoir information and reservoir optimization solutions to the oil and natural gas industry through a broad portfolio of test tools, data acquisition services, fluid sampling, surface well testing and subsea safety systems.
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-
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Halliburton Project Management: provides integrated solutions to our customers by leveraging the full line of our oilfield services, products and technologies to solve customer challenges throughout the oilfield lifecycle. It includes project management and integrated asset management.
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Item 1 | Business
|
-
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create a balanced portfolio of services and products supported by global infrastructure and anchored by technological innovation to further differentiate our company;
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-
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reach a distinguished level of operational excellence that reduces costs and creates real value;
|
-
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preserve a dynamic workforce by being a preferred employer to attract, develop and retain the best global talent; and
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-
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maintain the highest ethical and business standards and health, safety and environmental performance.
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Item 1 | Business
|
-
|
the severity and duration of the winter in North America can have a significant impact on natural gas storage levels and drilling activity;
|
-
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the timing and duration of the spring thaw in Canada directly affects activity levels due to road restrictions;
|
-
|
typhoons and hurricanes can disrupt coastal and offshore operations; and
|
-
|
severe weather during the winter normally results in reduced activity levels in the North Sea and Russia.
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Item 1 | Business
|
|
Item 1 | Business
|
|
Name and Age
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Offices Held and Term of Office
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Anne L. Beaty
(Age 63)
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Senior Vice President, Finance of Halliburton Company, since March 2017
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Senior Vice President, Internal Assurance Services of Halliburton Company, November 2013 to March 2017
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Eric J. Carre
(Age 53)
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Executive Vice President, Global Business Lines of Halliburton Company, since May 2016
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Senior Vice President, Drilling and Evaluation Division of Halliburton Company, June 2011 to April 2016
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Charles E. Geer, Jr.
(Age 49)
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Senior Vice President and Chief Accounting Officer of Halliburton Company, since December 2019
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Vice President and Corporate Controller of Halliburton Company, January 2015 to December 2019
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Myrtle L. Jones
(Age 60) |
Senior Vice President, Tax of Halliburton Company, since March 2013
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Lance Loeffler
(Age 42)
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Executive Vice President and Chief Financial Officer of Halliburton Company, since November 2018
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Vice President of Investor Relations of Halliburton Company, April 2016 to November 2018
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Vice President of Corporate Development of Halliburton Company, August 2014 to April 2016
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Timothy M. McKeon
(Age 47) |
Vice President and Treasurer of Halliburton Company, since January 2014
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Jeffrey A. Miller
(Age 56)
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Chairman of the Board, President and Chief Executive Officer of Halliburton Company, since January 2019
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Member of the Board of Directors, President and Chief Executive Officer of Halliburton Company, June 2017 to December 2018
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Member of the Board of Directors and President of Halliburton Company, August 2014 to May 2017
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Lawrence J. Pope
(Age 51)
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Executive Vice President of Administration and Chief Human Resources Officer of Halliburton Company, since January 2008
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Joe D. Rainey
(Age 63) |
President, Eastern Hemisphere of Halliburton Company, since January 2011
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Mark J. Richard
(Age 58)
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President, Western Hemisphere of Halliburton Company, since February 2019
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Senior Vice President, Northern U.S. Region of Halliburton Company, August 2018 to January 2019
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Senior Vice President, Business Development and Marketing of Halliburton Company, November 2015 to July 2018
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Senior Vice President, Europe/Sub-Saharan Africa Region of Halliburton Company, February 2014 to October 2015
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Item 1 | Business
|
|
Robb L. Voyles
(Age 62)
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Executive Vice President, Secretary and Chief Legal Officer of Halliburton Company, since January 2020
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Executive Vice President, Secretary and General Counsel of Halliburton Company, May 2015 to December 2019
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Interim Chief Financial Officer of Halliburton Company, March 2017 to June 2017
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Executive Vice President and General Counsel of Halliburton Company, January 2014 to April 2015
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Item 1(a) | Risk Factors
|
-
|
the level of supply and demand for oil and natural gas;
|
-
|
the ability or willingness of the Organization of Petroleum Exporting Countries (OPEC) to set and maintain oil production levels;
|
-
|
the level of oil production in the U.S. and by other non-OPEC countries;
|
-
|
oil refining capacity and shifts in end-customer preferences toward fuel efficiency and the use of natural gas;
|
-
|
the cost of, and constraints associated with, producing and delivering oil and natural gas;
|
-
|
governmental regulations, including the policies of governments regarding the exploration for and production and development of their oil and natural gas reserves;
|
-
|
weather conditions, natural disasters and health or similar issues, such as pandemics or epidemics;
|
-
|
worldwide political, military and economic conditions; and
|
-
|
increased demand for alternative energy and electric vehicles, including government initiatives to promote the use of renewable energy sources and public sentiment around alternatives to oil and gas.
|
-
|
oil and natural gas prices, including volatility of oil and natural gas prices and expectations regarding future prices;
|
-
|
the inability of our customers to access capital on economically advantageous terms, which may be impacted by, among other things, a decrease of investors' interest in hydrocarbon producers because of environmental and sustainability initiatives;
|
-
|
changes in customers' capital allocation, leading to less focus on growth;
|
-
|
restrictions on our customers' ability to get their produced oil and natural gas to market due to infrastructure limitations;
|
-
|
the consolidation of our customers;
|
-
|
customer personnel changes; and
|
-
|
adverse developments in the business or operations of our customers, including write-downs of oil and natural gas reserves and borrowing base reductions under customer credit facilities.
|
|
Item 1(a) | Risk Factors
|
-
|
political and economic instability, including:
|
-
|
governmental actions that may:
|
|
Item 1(a) | Risk Factors
|
|
Item 1(a) | Risk Factors
|
|
Item 1(a) | Risk Factors
|
-
|
the containment and disposal of hazardous substances, oilfield waste and other waste materials;
|
-
|
the importation and use of radioactive materials;
|
-
|
the use of underground storage tanks;
|
-
|
the use of underground injection wells; and
|
-
|
the protection of worker safety both onshore and offshore.
|
-
|
administrative, civil and criminal penalties;
|
-
|
revocation of permits to conduct business; and
|
-
|
corrective action orders, including orders to investigate and/or clean up contamination.
|
|
Item 1(a) | Risk Factors
|
-
|
evacuation of personnel and curtailment of services;
|
-
|
weather-related damage to offshore drilling rigs resulting in suspension of operations;
|
-
|
weather-related damage to our facilities and project work sites;
|
-
|
inability to deliver materials to jobsites in accordance with contract schedules;
|
-
|
decreases in demand for oil and natural gas during unseasonably warm winters; and
|
-
|
loss of productivity.
|
-
|
foreign currency exchange risks resulting from changes in foreign currency exchange rates and the implementation of exchange controls; and
|
-
|
limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries.
|
|
Item 1(a) | Risk Factors
|
|
Item 1(a) | Risk Factors
|
-
|
any acquisitions we attempt will be completed on the terms announced, or at all;
|
-
|
any acquisitions would result in an increase in income or provide an adequate return of capital or other anticipated benefits;
|
-
|
any acquisitions would be successfully integrated into our operations and internal controls;
|
-
|
the due diligence conducted prior to an acquisition would uncover situations that could result in financial or legal exposure, including under the FCPA, or that we will appropriately quantify the exposure from known risks;
|
-
|
any disposition would not result in decreased earnings, revenue, or cash flow;
|
-
|
use of cash for acquisitions would not adversely affect our cash available for capital expenditures and other uses; or
|
-
|
any dispositions, investments, or acquisitions, including integration efforts, would not divert management resources.
|
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Item 1(b) | Unresolved Staff Comments
|
–
|
Completion and Production: Arbroath, United Kingdom; Johor Bahru, Malaysia; and Lafayette, Louisiana
|
–
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Drilling and Evaluation: Alvarado, Texas and The Woodlands, Texas
|
–
|
Shared/corporate facilities: Bangalore, India; Carrollton, Texas; Denver, Colorado; Dhahran, Saudi Arabia; Dubai, United Arab Emirates; Duncan, Oklahoma; Houston, Texas (corporate executive offices); Kuala Lumpur, Malaysia; London, England; Moscow, Russia; Panama City, Panama; Pune, India; Rio de Janeiro, Brazil; Singapore; and Tananger, Norway
|
Item 5 | Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
|
December 31
|
|||||||||||||||||
|
2014
|
2015
|
2016
|
2017
|
2018
|
2019
|
||||||||||||
Halliburton
|
$
|
100.00
|
|
$
|
88.13
|
|
$
|
142.39
|
|
$
|
130.67
|
|
$
|
72.43
|
|
$
|
68.30
|
|
Philadelphia Oil Service Index (OSX)
|
100.00
|
|
76.62
|
|
91.16
|
|
75.48
|
|
41.35
|
|
41.12
|
|
||||||
Standard & Poor’s 500 ® Index
|
100.00
|
|
101.38
|
|
113.51
|
|
138.29
|
|
132.23
|
|
173.86
|
|
Item 5 | Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
|
Period
|
Total Number
of Shares Purchased (a) |
Average
Price Paid per Share |
Total Number
of Shares Purchased as Part of Publicly Announced Plans or Programs (b) |
Maximum
Number (or Approximate Dollar Value) of Shares that may yet be Purchased Under the Program (b) |
October 1 - 31
|
17,044
|
$19.89
|
—
|
$5,200,008,050
|
November 1 - 30
|
15,881
|
$20.23
|
—
|
$5,200,008,050
|
December 1 - 31
|
149,303
|
$21.96
|
—
|
$5,200,008,050
|
Total
|
182,228
|
$21.62
|
—
|
|
(a)
|
All of the 182,228 shares purchased during the three-month period ended December 31, 2019 were acquired from employees in connection with the settlement of income tax and related benefit withholding obligations arising from vesting in restricted stock grants. These shares were not part of a publicly announced program to purchase common stock.
|
(b)
|
Our Board of Directors has authorized a plan to repurchase a specified dollar amount of our common stock from time to time. Approximately $5.2 billion remained authorized for repurchases as of December 31, 2019. From the inception of this program in February 2006 through December 31, 2019, we repurchased approximately 217 million shares of our common stock for a total cost of approximately $8.9 billion.
|
HALLIBURTON COMPANY
Selected Financial Data
(Unaudited)
|
|||||||||||||||
|
Year ended December 31
|
||||||||||||||
Millions of dollars except per share data
|
2019
|
2018
|
2017
|
2016
|
2015
|
||||||||||
Revenue
|
$
|
22,408
|
|
$
|
23,995
|
|
$
|
20,620
|
|
$
|
15,887
|
|
$
|
23,633
|
|
Operating income (loss)
|
(448
|
)
|
2,467
|
|
1,374
|
|
(6,770
|
)
|
(165
|
)
|
|||||
Income (loss) from continuing operations
|
(1,129
|
)
|
1,657
|
|
(449
|
)
|
(5,767
|
)
|
(662
|
)
|
|||||
Basic and diluted income (loss) per share from continuing operations
|
(1.29
|
)
|
1.89
|
|
(0.51
|
)
|
(6.69
|
)
|
(0.78
|
)
|
|||||
Cash dividends per share
|
0.72
|
|
0.72
|
|
0.72
|
|
0.72
|
|
0.72
|
|
|||||
Net working capital
|
6,334
|
|
6,349
|
|
5,915
|
|
7,654
|
|
14,733
|
|
|||||
Total assets
|
25,377
|
|
25,982
|
|
25,085
|
|
27,000
|
|
36,942
|
|
|||||
Long-term debt
|
10,316
|
|
10,312
|
|
10,430
|
|
12,214
|
|
14,687
|
|
|||||
Total debt
|
10,327
|
|
10,344
|
|
10,942
|
|
12,384
|
|
15,429
|
|
|||||
Total shareholders’ equity
|
8,025
|
|
9,544
|
|
8,349
|
|
9,448
|
|
15,495
|
|
|||||
Cash flows from operating activities
|
2,445
|
|
3,157
|
|
2,468
|
|
(1,703
|
)
|
2,906
|
|
|||||
Capital expenditures
|
1,530
|
|
2,026
|
|
1,373
|
|
798
|
|
2,184
|
|
|
Item 7 | Executive Overview
|
|
Item 7 | Executive Overview
|
-
|
prudently allocating capital into strategic markets around the world;
|
-
|
collaborating with, and engineering solutions to maximize asset value for, our customers;
|
-
|
leveraging our broad technology offerings to provide value to our customers and enable them to more efficiently drill and complete their wells;
|
-
|
investing in technology that will help our customers reduce reservoir uncertainty, increase operational efficiency and improve well productivity - as well as help us reduce our costs and deliver acceptable returns;
|
-
|
improving working capital and managing our balance sheet to maximize our financial flexibility;
|
-
|
seeking additional ways to be one of the most cost-efficient service providers in the industry by optimizing costs, maintaining capital discipline and leveraging our scale and breadth of operations; and
|
-
|
striving to achieve superior returns and cash flow generation for our shareholders.
|
|
Item 7 | Executive Overview
|
|
Item 7 | Liquidity and Capital Resources
|
–
|
Cash flows from operating activities were $2.4 billion. Included within cash flows from operating activities was a negative impact from the primary components of our working capital (receivables, inventories and accounts payable) of a net $161 million, primarily associated with reduced payables and a build-up of inventory related to our strategic technology deployments, coupled with approximately $144 million of severance payments.
|
–
|
Capital expenditures were $1.5 billion and were predominantly made in our Sperry Drilling, Production Enhancement, Artificial Lift, Wireline and Perforating and Production Solutions product service lines.
|
–
|
We paid $630 million of dividends to our shareholders.
|
–
|
We repurchased approximately 4.5 million shares of our common stock under our share repurchase program at a total cost of approximately $100 million.
|
|
Payments Due
|
|
|
||||||||||||||||||
Millions of dollars
|
2020
|
2021
|
2022
|
2023
|
2024
|
Thereafter
|
Total
|
||||||||||||||
Long-term debt (a)
|
$
|
11
|
|
$
|
697
|
|
$
|
4
|
|
$
|
1,100
|
|
$
|
—
|
|
$
|
8,604
|
|
$
|
10,416
|
|
Interest on debt (b)
|
520
|
|
511
|
|
486
|
|
486
|
|
448
|
|
7,431
|
|
9,882
|
|
|||||||
Operating leases
|
235
|
|
186
|
|
149
|
|
107
|
|
71
|
|
442
|
|
1,190
|
|
|||||||
Finance leases
|
61
|
|
62
|
|
62
|
|
61
|
|
48
|
|
82
|
|
376
|
|
|||||||
Purchase obligations (c)
|
618
|
|
139
|
|
51
|
|
19
|
|
—
|
|
1
|
|
828
|
|
|||||||
Other long-term liabilities (d)
|
24
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
24
|
|
|||||||
Total
|
$
|
1,469
|
|
$
|
1,595
|
|
$
|
752
|
|
$
|
1,773
|
|
$
|
567
|
|
$
|
16,560
|
|
$
|
22,716
|
|
(a)
|
Represents principal amounts of long-term debt, including current maturities of debt, which excludes any unamortized debt issuance costs and discounts.
|
(b)
|
Interest on debt includes 77 years of interest on $300 million of debentures at 7.6% interest that become due in 2096.
|
(c)
|
Amount in 2020 primarily represents certain purchase orders for goods and services utilized in the ordinary course of our business.
|
(d)
|
Represents pension funding obligations associated with international plans for 2020 only and are based on assumptions that are subject to change as we are currently not able to reasonably estimate our contributions for years after 2020.
|
|
Item 7 | Liquidity and Capital Resources
|
Item 7 | Business Environment and Results of Operations
|
|
2019
|
2018
|
2017
|
|||
U.S. Land
|
920
|
|
1,013
|
|
856
|
|
U.S. Offshore
|
23
|
|
19
|
|
20
|
|
Canada
|
134
|
|
191
|
|
206
|
|
North America
|
1,077
|
|
1,223
|
|
1,082
|
|
International
|
1,098
|
|
988
|
|
949
|
|
Worldwide total
|
2,175
|
|
2,211
|
|
2,031
|
|
Item 7 | Business Environment and Results of Operations
|
Item 7 | Results of Operations in 2019 Compared to 2018
|
Revenue:
|
|
|
Favorable
|
Percentage
|
|||||||
Millions of dollars
|
2019
|
2018
|
(Unfavorable)
|
Change
|
|||||||
Completion and Production
|
$
|
14,031
|
|
$
|
15,973
|
|
$
|
(1,942
|
)
|
(12
|
)%
|
Drilling and Evaluation
|
8,377
|
|
8,022
|
|
355
|
|
4
|
|
|||
Total revenue
|
$
|
22,408
|
|
$
|
23,995
|
|
$
|
(1,587
|
)
|
(7
|
)%
|
By geographic region:
|
|
|
|
|
|||||||
North America
|
$
|
11,884
|
|
$
|
14,431
|
|
$
|
(2,547
|
)
|
(18
|
)%
|
Latin America
|
2,364
|
|
2,065
|
|
299
|
|
14
|
|
|||
Europe/Africa/CIS
|
3,285
|
|
2,945
|
|
340
|
|
12
|
|
|||
Middle East/Asia
|
4,875
|
|
4,554
|
|
321
|
|
7
|
|
|||
Total
|
$
|
22,408
|
|
$
|
23,995
|
|
$
|
(1,587
|
)
|
(7
|
)%
|
Operating income (loss):
|
|
|
Favorable
|
Percentage
|
|||||||
Millions of dollars
|
2019
|
2018
|
(Unfavorable)
|
Change
|
|||||||
Completion and Production
|
$
|
1,671
|
|
$
|
2,278
|
|
$
|
(607
|
)
|
(27
|
)%
|
Drilling and Evaluation
|
642
|
|
745
|
|
(103
|
)
|
(14
|
)
|
|||
Total
|
2,313
|
|
3,023
|
|
(710
|
)
|
(23
|
)
|
|||
Corporate and other
|
(255
|
)
|
(291
|
)
|
36
|
|
12
|
|
|||
Impairments and other charges
|
(2,506
|
)
|
(265
|
)
|
(2,241
|
)
|
n/m
|
|
|||
Total operating income (loss)
|
$
|
(448
|
)
|
$
|
2,467
|
|
$
|
(2,915
|
)
|
n/m
|
|
n/m = not meaningful
|
|
|
|
|
Item 7 | Results of Operations in 2019 Compared to 2018
|
Item 7 | Results of Operations in 2018 Compared to 2017
|
|
Item 7 | Critical Accounting Estimates
|
-
|
forecasting our effective income tax rate, including our future ability to utilize foreign tax credits and the realizability of deferred tax assets (including net operating loss carryforwards), and providing for uncertain tax positions;
|
-
|
legal and investigation matters;
|
-
|
valuations of long-lived assets, including intangible assets and goodwill;
|
-
|
purchase price allocation for acquired businesses; and
|
-
|
allowance for bad debts.
|
-
|
a current tax liability or asset is recognized for the estimated taxes payable or refundable on tax returns for the current year;
|
-
|
a deferred tax liability or asset is recognized for the estimated future tax effects attributable to temporary differences and carryforwards;
|
-
|
the measurement of current and deferred tax liabilities and assets is based on provisions of the enacted tax law, and the effects of potential future changes in tax laws or rates are not considered; and
|
-
|
the value of deferred tax assets is reduced, if necessary, by the amount of any tax benefits that, based on available evidence, are not expected to be realized.
|
-
|
identifying the types and amounts of existing temporary differences;
|
-
|
measuring the total deferred tax liability for taxable temporary differences using the applicable tax rate;
|
-
|
measuring the total deferred tax asset for deductible temporary differences and operating loss carryforwards using the applicable tax rate;
|
-
|
measuring the deferred tax assets for each type of tax credit carryforward; and
|
-
|
reducing the deferred tax assets by a valuation allowance if, based on available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized.
|
|
Item 7 | Critical Accounting Estimates
|
|
Item 7 | Critical Accounting Estimates
|
Item 7 | Financial Instrument Market Risk
|
Item 7(a) | Quantitative and Qualitative Disclosures About Market Risk
|
|
PAGE
|
Financial Statements
|
|
|
|
Notes to Consolidated Financial Statements
|
|
|
|
/s/ Jeffrey A. Miller
|
|
/s/ Lance Loeffler
|
Jeffrey A. Miller
|
|
Lance Loeffler
|
Chairman of the Board, President and
|
|
Executive Vice President and
|
Chief Executive Officer
|
|
Chief Financial Officer
|
Item 8 | Notes to Consolidated Financial Statements
|
-
|
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.
|
Item 8 | Notes to Consolidated Financial Statements
|
Millions of dollars
|
Completion and Production
|
Drilling and Evaluation
|
Total
|
||||||
Balance at December 31, 2017:
|
$
|
1,922
|
|
$
|
771
|
|
$
|
2,693
|
|
Current year acquisitions
|
99
|
|
6
|
|
105
|
|
|||
Purchase price adjustments for previous acquisitions
|
34
|
|
(7
|
)
|
27
|
|
|||
Balance at December 31, 2018:
|
$
|
2,055
|
|
$
|
770
|
|
$
|
2,825
|
|
Current year acquisitions
|
6
|
|
5
|
|
11
|
|
|||
Purchase price adjustments for previous acquisitions
|
(1
|
)
|
(1
|
)
|
(2
|
)
|
|||
Other
|
(21
|
)
|
(1
|
)
|
(22
|
)
|
|||
Balance at December 31, 2019:
|
$
|
2,039
|
|
$
|
773
|
|
$
|
2,812
|
|
Item 8 | Notes to Consolidated Financial Statements
|
-
|
the change in fair value of the hedged assets, liabilities or firm commitments through earnings; or
|
-
|
recognized in other comprehensive income until the hedged item is recognized in earnings.
|
Item 8 | Notes to Consolidated Financial Statements
|
|
Year Ended December 31
|
||||||||
Millions of dollars
|
2019
|
2018
|
2017
|
||||||
Long-lived asset impairments
|
$
|
1,603
|
|
$
|
—
|
|
$
|
—
|
|
Inventory costs and write-downs
|
458
|
|
—
|
|
—
|
|
|||
Severance
|
172
|
|
—
|
|
—
|
|
|||
Joint ventures
|
154
|
|
—
|
|
—
|
|
|||
Venezuela investment write-down
|
—
|
|
265
|
|
647
|
|
|||
Other
|
119
|
|
—
|
|
—
|
|
|||
Total impairments and other charges
|
$
|
2,506
|
|
$
|
265
|
|
$
|
647
|
|
Item 8 | Notes to Consolidated Financial Statements
|
|
|
|
|
||||||
|
Year Ended December 31
|
||||||||
Millions of dollars
|
2019
|
2018
|
2017
|
||||||
Revenue:
|
|
|
|
||||||
Completion and Production
|
$
|
14,031
|
|
$
|
15,973
|
|
$
|
13,077
|
|
Drilling and Evaluation
|
8,377
|
|
8,022
|
|
7,543
|
|
|||
Total revenue
|
$
|
22,408
|
|
$
|
23,995
|
|
$
|
20,620
|
|
Operating income:
|
|
|
|
||||||
Completion and Production
|
$
|
1,671
|
|
$
|
2,278
|
|
$
|
1,625
|
|
Drilling and Evaluation
|
642
|
|
745
|
|
726
|
|
|||
Total operations
|
2,313
|
|
3,023
|
|
2,351
|
|
|||
Corporate and other (a)
|
(255
|
)
|
(291
|
)
|
(330
|
)
|
|||
Impairments and other charges (b)
|
(2,506
|
)
|
(265
|
)
|
(647
|
)
|
|||
Total operating income (loss)
|
$
|
(448
|
)
|
$
|
2,467
|
|
$
|
1,374
|
|
Interest expense, net of interest income
|
$
|
(569
|
)
|
$
|
(554
|
)
|
$
|
(593
|
)
|
Other, net
|
(105
|
)
|
(99
|
)
|
(99
|
)
|
|||
Income (loss) from continuing operations before income taxes
|
$
|
(1,122
|
)
|
$
|
1,814
|
|
$
|
682
|
|
Capital expenditures:
|
|
|
|
||||||
Completion and Production
|
$
|
800
|
|
$
|
1,364
|
|
$
|
1,111
|
|
Drilling and Evaluation
|
728
|
|
657
|
|
261
|
|
|||
Corporate and other
|
2
|
|
5
|
|
1
|
|
|||
Total
|
$
|
1,530
|
|
$
|
2,026
|
|
$
|
1,373
|
|
Depreciation, depletion and amortization:
|
|
|
|
||||||
Completion and Production
|
$
|
1,049
|
|
$
|
1,058
|
|
$
|
953
|
|
Drilling and Evaluation
|
552
|
|
512
|
|
563
|
|
|||
Corporate and other
|
24
|
|
36
|
|
40
|
|
|||
Total
|
$
|
1,625
|
|
$
|
1,606
|
|
$
|
1,556
|
|
Item 8 | Notes to Consolidated Financial Statements
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
Total assets:
|
|
|
||||
Completion and Production (a)
|
$
|
11,894
|
|
$
|
13,231
|
|
Drilling and Evaluation (a)
|
8,059
|
|
8,037
|
|
||
Corporate and other (b)
|
5,424
|
|
4,714
|
|
||
Total
|
$
|
25,377
|
|
$
|
25,982
|
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
Net property, plant and equipment:
|
|
|
||||
North America
|
$
|
4,666
|
|
$
|
5,621
|
|
Latin America
|
754
|
|
937
|
|
||
Europe/Africa/CIS
|
772
|
|
936
|
|
||
Middle East/Asia
|
1,118
|
|
1,379
|
|
||
Total
|
$
|
7,310
|
|
$
|
8,873
|
|
Item 8 | Notes to Consolidated Financial Statements
|
|
Year Ended December 31
|
||||||||
Millions of dollars
|
2019
|
2018
|
2017
|
||||||
Revenue by segment:
|
|
|
|
||||||
Completion and Production
|
$
|
14,031
|
|
$
|
15,973
|
|
$
|
13,077
|
|
Drilling and Evaluation
|
8,377
|
|
8,022
|
|
7,543
|
|
|||
Total revenue
|
$
|
22,408
|
|
$
|
23,995
|
|
$
|
20,620
|
|
Revenue by geographic region:
|
|
|
|
||||||
North America
|
$
|
11,884
|
|
$
|
14,431
|
|
$
|
11,564
|
|
Latin America
|
2,364
|
|
2,065
|
|
2,116
|
|
|||
Europe/Africa/CIS
|
3,285
|
|
2,945
|
|
2,781
|
|
|||
Middle East/Asia
|
4,875
|
|
4,554
|
|
4,159
|
|
|||
Total revenue
|
$
|
22,408
|
|
$
|
23,995
|
|
$
|
20,620
|
|
Millions of dollars
|
Balance at Beginning of Period
|
Provision (a)
|
Other (b) |
Balance at End of Period (c)
|
||||||||
Year ended December 31, 2017
|
$
|
175
|
|
$
|
566
|
|
$
|
(16
|
)
|
$
|
725
|
|
Year ended December 31, 2018
|
725
|
|
57
|
|
(44
|
)
|
738
|
|
||||
Year ended December 31, 2019
|
738
|
|
50
|
|
(12
|
)
|
776
|
|
Item 8 | Notes to Consolidated Financial Statements
|
Millions of dollars
|
Year Ended
December 31, 2019 |
||
Components of lease expense:
|
|
||
Finance lease cost:
|
|
||
Amortization of right-of-use assets
|
$
|
19
|
|
Interest on lease liabilities
|
51
|
|
|
Operating lease cost
|
355
|
|
|
Short-term lease cost
|
110
|
|
|
Sublease income
|
(5
|
)
|
|
Total lease cost
|
$
|
530
|
|
Item 8 | Notes to Consolidated Financial Statements
|
Millions of dollars
|
As of
December 31, 2019
|
||
Components of balance sheet:
|
|
||
Operating leases:
|
|
||
Operating lease right-of-use assets (non-current)
|
$
|
931
|
|
Current portion of operating lease liabilities
|
208
|
|
|
Operating lease liabilities (non-current)
|
825
|
|
|
Finance leases:
|
|
||
Other assets (non-current)
|
$
|
123
|
|
Other current liabilities
|
19
|
|
|
Other liabilities (non-current)
|
124
|
|
Millions of dollars except years and percentages
|
Year Ended
December 31, 2019 |
||
Other supplemental information:
|
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
316
|
|
Operating cash flows from finance leases
|
51
|
|
|
Financing cash flows from finance leases
|
24
|
|
|
Right-of-use assets obtained in exchange for lease obligations:
|
|
||
Operating leases (a)
|
$
|
1,362
|
|
Finance leases
|
74
|
|
|
Weighted-average remaining lease term:
|
|
||
Operating leases
|
9.5 years
|
|
|
Finance leases
|
5.4 years
|
|
|
Weighted-average discount rate for operating leases
|
4.4
|
%
|
Millions of dollars
|
Operating Leases
|
Finance Leases
|
||||
2020
|
$
|
235
|
|
$
|
61
|
|
2021
|
186
|
|
62
|
|
||
2022
|
149
|
|
62
|
|
||
2023
|
107
|
|
61
|
|
||
2024
|
71
|
|
48
|
|
||
Thereafter
|
442
|
|
82
|
|
||
Total lease payments
|
1,190
|
|
376
|
|
||
Less imputed interest
|
(157
|
)
|
(233
|
)
|
||
Total
|
$
|
1,033
|
|
$
|
143
|
|
Item 8 | Notes to Consolidated Financial Statements
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
Finished products and parts
|
$
|
1,865
|
|
$
|
1,947
|
|
Raw materials and supplies
|
1,147
|
|
934
|
|
||
Work in process
|
127
|
|
147
|
|
||
Total
|
$
|
3,139
|
|
$
|
3,028
|
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
Land
|
$
|
202
|
|
$
|
252
|
|
Buildings and property improvements
|
3,167
|
|
3,461
|
|
||
Machinery, equipment and other
|
16,571
|
|
18,313
|
|
||
Total
|
19,940
|
|
22,026
|
|
||
Less accumulated depreciation
|
12,630
|
|
13,153
|
|
||
Net property, plant and equipment
|
$
|
7,310
|
|
$
|
8,873
|
|
|
Machinery, Equipment
and Other |
|
|
2019
|
2018
|
1 - 5 years
|
43%
|
34%
|
6 - 10 years
|
47%
|
56%
|
11 - 20 years
|
10%
|
10%
|
Item 8 | Notes to Consolidated Financial Statements
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
5.0% senior notes due November 2045
|
$
|
2,000
|
|
$
|
2,000
|
|
3.8% senior notes due November 2025
|
2,000
|
|
2,000
|
|
||
3.5% senior notes due August 2023
|
1,100
|
|
1,100
|
|
||
4.85% senior notes due November 2035
|
1,000
|
|
1,000
|
|
||
7.45% senior notes due September 2039
|
1,000
|
|
1,000
|
|
||
4.75% senior notes due August 2043
|
900
|
|
900
|
|
||
6.7% senior notes due September 2038
|
800
|
|
800
|
|
||
3.25% senior notes due November 2021
|
500
|
|
500
|
|
||
4.5% senior notes due November 2041
|
500
|
|
500
|
|
||
7.6% senior debentures due August 2096
|
300
|
|
300
|
|
||
8.75% senior debentures due February 2021
|
185
|
|
185
|
|
||
6.75% notes due February 2027
|
104
|
|
104
|
|
||
Other
|
28
|
|
47
|
|
||
Unamortized debt issuance costs and discounts
|
(90
|
)
|
(92
|
)
|
||
Total
|
10,327
|
|
10,344
|
|
||
Short-term borrowings and current maturities of long-term debt
|
(11
|
)
|
(32
|
)
|
||
Total long-term debt
|
$
|
10,316
|
|
$
|
10,312
|
|
Item 8 | Notes to Consolidated Financial Statements
|
|
Year Ended December 31
|
||||||||
Millions of dollars
|
2019
|
2018
|
2017
|
||||||
Current income taxes:
|
|
|
|
||||||
Federal
|
$
|
32
|
|
$
|
19
|
|
$
|
40
|
|
Foreign
|
(426
|
)
|
(428
|
)
|
(423
|
)
|
|||
State
|
(9
|
)
|
(15
|
)
|
(14
|
)
|
|||
Total current
|
(403
|
)
|
(424
|
)
|
(397
|
)
|
|||
Deferred income taxes:
|
|
|
|
||||||
Federal
|
383
|
|
286
|
|
(678
|
)
|
|||
Foreign
|
(36
|
)
|
9
|
|
(31
|
)
|
|||
State
|
49
|
|
(28
|
)
|
(25
|
)
|
|||
Total deferred
|
396
|
|
267
|
|
(734
|
)
|
|||
Income tax provision
|
$
|
(7
|
)
|
$
|
(157
|
)
|
$
|
(1,131
|
)
|
|
Year Ended December 31
|
||||||||
Millions of dollars
|
2019
|
2018
|
2017
|
||||||
United States
|
$
|
(1,517
|
)
|
$
|
1,097
|
|
$
|
694
|
|
Foreign
|
395
|
|
717
|
|
(12
|
)
|
|||
Total
|
$
|
(1,122
|
)
|
$
|
1,814
|
|
$
|
682
|
|
|
Year Ended December 31
|
|||||
|
2019
|
2018
|
2017
|
|||
United States statutory rate
|
21.0
|
%
|
21.0
|
%
|
35.0
|
%
|
Impact of impairments and other charges
|
(20.9
|
)
|
—
|
|
—
|
|
Adjustments of prior year taxes
|
13.0
|
|
2.0
|
|
(2.3
|
)
|
Valuation allowance against tax assets
|
(10.7
|
)
|
(16.2
|
)
|
(6.2
|
)
|
State income taxes
|
(1.3
|
)
|
1.9
|
|
1.7
|
|
Impact of foreign income taxed at different rates
|
0.8
|
|
(3.0
|
)
|
(18.3
|
)
|
Venezuela adjustment
|
—
|
|
5.7
|
|
36.6
|
|
Impact of U.S. tax reform
|
—
|
|
(2.6
|
)
|
113.0
|
|
Undistributed foreign earnings
|
—
|
|
—
|
|
3.8
|
|
Other items, net
|
(2.5
|
)
|
(0.1
|
)
|
2.5
|
|
Total effective tax rate on continuing operations
|
(0.6
|
)%
|
8.7
|
%
|
165.8
|
%
|
Item 8 | Notes to Consolidated Financial Statements
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
Gross deferred tax assets:
|
|
|
||||
Net operating loss carryforwards
|
$
|
1,301
|
|
$
|
1,466
|
|
Foreign tax credit carryforwards
|
877
|
|
728
|
|
||
Research and development tax credit carryforwards
|
198
|
|
139
|
|
||
Employee compensation and benefits
|
215
|
|
242
|
|
||
Accrued liabilities
|
316
|
|
101
|
|
||
Other
|
382
|
|
265
|
|
||
Total gross deferred tax assets
|
3,289
|
|
2,941
|
|
||
Gross deferred tax liabilities:
|
|
|
||||
Depreciation and amortization
|
373
|
|
635
|
|
||
Operating lease right-of-use assets
|
109
|
|
—
|
|
||
Undistributed foreign earnings
|
2
|
|
2
|
|
||
Other
|
56
|
|
64
|
|
||
Total gross deferred tax liabilities
|
540
|
|
701
|
|
||
Valuation allowances
|
1,082
|
|
913
|
|
||
Net deferred income tax asset
|
$
|
1,667
|
|
$
|
1,327
|
|
Item 8 | Notes to Consolidated Financial Statements
|
Millions of dollars
|
Unrecognized Tax Benefits
|
|
Interest
and Penalties |
||||
Balance at January 1, 2017
|
$
|
427
|
|
|
$
|
61
|
|
Change in prior year tax positions
|
(108
|
)
|
|
—
|
|
||
Change in current year tax positions
|
24
|
|
|
2
|
|
||
Cash settlements with taxing authorities
|
(6
|
)
|
|
—
|
|
||
Lapse of statute of limitations
|
(4
|
)
|
|
(3
|
)
|
||
Balance at December 31, 2017
|
$
|
333
|
|
|
$
|
60
|
|
Change in prior year tax positions
|
32
|
|
|
11
|
|
||
Change in current year tax positions
|
63
|
|
|
—
|
|
||
Cash settlements with taxing authorities
|
(7
|
)
|
|
(2
|
)
|
||
Lapse of statute of limitations
|
(4
|
)
|
|
(2
|
)
|
||
Balance at December 31, 2018
|
$
|
417
|
|
(a)
|
$
|
67
|
|
Change in prior year tax positions
|
25
|
|
|
11
|
|
||
Change in current year tax positions
|
29
|
|
|
—
|
|
||
Cash settlements with taxing authorities
|
(4
|
)
|
|
—
|
|
||
Lapse of statute of limitations
|
(42
|
)
|
|
(8
|
)
|
||
Balance at December 31, 2019
|
$
|
425
|
|
(a)(b)
|
$
|
70
|
|
(a)
|
Includes $25 million as of December 31, 2019 and $18 million as of December 31, 2018 in foreign unrecognized tax benefits that would give rise to a United States tax credit. As of December 31, 2019 and December 31, 2018, a net $271 million and $399 million without a net operating loss carryforward offset, respectively, of unrecognized tax benefits would positively impact the effective tax rate and be recognized as additional tax benefits in our statement of operations if resolved in our favor.
|
(b)
|
Includes $30 million that could be resolved within the next 12 months.
|
|
December 31
|
|||
Millions of shares
|
2019
|
2018
|
||
Issued
|
1,068
|
|
1,069
|
|
In treasury
|
(190
|
)
|
(198
|
)
|
Total shares of common stock outstanding
|
878
|
|
871
|
|
Item 8 | Notes to Consolidated Financial Statements
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
Defined benefit and other postretirement liability adjustments (a)
|
$
|
(214
|
)
|
$
|
(203
|
)
|
Cumulative translation adjustment
|
(82
|
)
|
(82
|
)
|
||
Other
|
(66
|
)
|
(70
|
)
|
||
Total accumulated other comprehensive loss
|
$
|
(362
|
)
|
$
|
(355
|
)
|
|
Year Ended December 31
|
||||||||
Millions of dollars
|
2019
|
2018
|
2017
|
||||||
Stock-based compensation cost
|
$
|
257
|
|
$
|
274
|
|
$
|
290
|
|
Tax benefit
|
(48
|
)
|
(51
|
)
|
(64
|
)
|
|||
Stock-based compensation cost, net of tax
|
$
|
209
|
|
$
|
223
|
|
$
|
226
|
|
-
|
stock options, including incentive stock options and nonqualified stock options;
|
-
|
restricted stock awards;
|
-
|
restricted stock unit awards;
|
-
|
stock appreciation rights; and
|
-
|
stock value equivalent awards.
|
Item 8 | Notes to Consolidated Financial Statements
|
|
Number
of Shares (in millions) |
Weighted
Average Exercise Price per Share |
Weighted
Average Remaining Contractual Term (years) |
Aggregate
Intrinsic Value (in millions) |
|||||
Outstanding at January 1, 2019
|
21.2
|
|
$
|
45.44
|
|
|
|
||
Granted
|
5.4
|
|
25.46
|
|
|
|
|||
Exercised
|
(0.2
|
)
|
21.30
|
|
|
|
|||
Forfeited/expired
|
(1.1
|
)
|
40.71
|
|
|
|
|||
Outstanding at December 31, 2019
|
25.3
|
|
$
|
41.58
|
|
5.9
|
$
|
1
|
|
Exercisable at December 31, 2019
|
17.6
|
|
$
|
45.56
|
|
4.6
|
$
|
—
|
|
|
Year Ended December 31
|
||
|
2019
|
2018
|
2017
|
Expected term (in years)
|
5.31
|
5.27
|
5.24
|
Expected volatility
|
31%
|
28%
|
32%
|
Expected dividend yield
|
2.25 - 3.88%
|
1.37 - 2.29%
|
1.28 - 1.72%
|
Risk-free interest rate
|
1.35 - 2.51%
|
2.27 - 2.84%
|
1.79 - 2.14%
|
Weighted average grant-date fair value per share
|
$5.91
|
$11.56
|
$13.11
|
Item 8 | Notes to Consolidated Financial Statements
|
|
Number of Shares
(in millions) |
Weighted Average
Grant-Date Fair Value per Share |
|||
Nonvested shares at January 1, 2019
|
14.4
|
|
$
|
46.01
|
|
Granted
|
9.8
|
|
24.75
|
|
|
Vested
|
(4.7
|
)
|
46.91
|
|
|
Forfeited
|
(1.4
|
)
|
40.34
|
|
|
Nonvested shares at December 31, 2019
|
18.1
|
|
$
|
34.72
|
|
|
Year Ended December 31
|
||||||||
|
2019
|
2018
|
2017
|
||||||
Expected volatility
|
34
|
%
|
25
|
%
|
29
|
%
|
|||
Expected dividend yield
|
3.06
|
%
|
1.62
|
%
|
1.51
|
%
|
|||
Risk-free interest rate
|
2.20
|
%
|
1.92
|
%
|
0.86
|
%
|
|||
Weighted average grant-date fair value per share
|
$
|
5.22
|
|
$
|
8.86
|
|
$
|
9.95
|
|
Item 8 | Notes to Consolidated Financial Statements
|
|
Year Ended December 31
|
|||||
Millions of shares
|
2019
|
2018
|
2017
|
|||
Basic weighted average common shares outstanding
|
875
|
|
875
|
|
870
|
|
Dilutive effect of awards granted under our stock incentive plans
|
—
|
|
2
|
|
—
|
|
Diluted weighted average common shares outstanding
|
875
|
|
877
|
|
870
|
|
Antidilutive shares:
|
|
|
|
|||
Options with exercise price greater than the average market price
|
24
|
|
14
|
|
6
|
|
Options which are antidilutive due to net loss position
|
1
|
|
—
|
|
2
|
|
Total antidilutive shares
|
25
|
|
14
|
|
8
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||||
Millions of dollars
|
Level 1
|
Level 2
|
Total fair value
|
Carrying value
|
|
Level 1
|
Level 2
|
Total fair value
|
Carrying value
|
||||||||||||||||
Total debt
|
$
|
11,093
|
|
$
|
868
|
|
$
|
11,961
|
|
$
|
10,327
|
|
|
$
|
6,726
|
|
$
|
4,041
|
|
$
|
10,767
|
|
$
|
10,344
|
|
Item 8 | Notes to Consolidated Financial Statements
|
Item 8 | Notes to Consolidated Financial Statements
|
-
|
our defined contribution plans provide retirement benefits in return for services rendered. These plans provide an individual account for each participant and have terms that specify how contributions to the participant’s account are to be determined rather than the amount of pension benefits the participant is to receive. Contributions to these plans are based on a percentage of pre-tax income, after-tax income, or discretionary amounts determined on an annual basis. Our expense for the defined contribution plans for continuing operations totaled $206 million in 2019, $193 million in 2018 and $173 million in 2017.
|
-
|
our defined benefit plans, which include both funded and unfunded pension plans, define an amount of pension benefit to be provided, usually as a function of age, years of service and/or compensation. The unfunded obligations and net periodic benefit cost of our United States defined benefit plans were not material for the periods presented; and
|
-
|
our postretirement plans other than pensions are offered to specific eligible employees. The accumulated benefit obligations and net periodic benefit cost for these plans were not material for the periods presented.
|
|
December 31
|
|||||
Millions of dollars
|
2019
|
2018
|
||||
Amounts recognized on the Consolidated Balance Sheets
|
|
|
||||
Other Assets
|
$
|
85
|
|
$
|
39
|
|
Accrued employee compensation and benefits
|
7
|
|
8
|
|
||
Employee compensation and benefits
|
189
|
|
150
|
|
||
Pension plans in which projected benefit obligation exceeded plan assets
|
|
|
||||
Projected benefit obligation
|
$
|
214
|
|
$
|
176
|
|
Fair value of plan assets
|
18
|
|
18
|
|
||
Pension plans in which accumulated benefit obligation exceeded plan assets
|
|
|
||||
Accumulated benefit obligation
|
$
|
121
|
|
$
|
105
|
|
Fair value of plan assets
|
18
|
|
18
|
|
Item 8 | Notes to Consolidated Financial Statements
|
Millions of dollars
|
Level 1
|
Level 2
|
Level 3
|
Net Asset Value (a)
|
Total
|
||||||||||
Cash and equivalents
|
$
|
—
|
|
$
|
151
|
|
$
|
—
|
|
$
|
—
|
|
$
|
151
|
|
Equity funds (b)
|
—
|
|
118
|
|
—
|
|
—
|
|
118
|
|
|||||
Bond funds (c)
|
—
|
|
292
|
|
—
|
|
99
|
|
391
|
|
|||||
Alternatives funds (d)
|
—
|
|
—
|
|
—
|
|
197
|
|
197
|
|
|||||
Real estate funds (e)
|
—
|
|
74
|
|
—
|
|
29
|
|
103
|
|
|||||
Other investments (f)
|
6
|
|
21
|
|
15
|
|
—
|
|
42
|
|
|||||
Fair value of plan assets at December 31, 2019
|
$
|
6
|
|
$
|
656
|
|
$
|
15
|
|
$
|
325
|
|
$
|
1,002
|
|
Cash and equivalents
|
$
|
—
|
|
$
|
12
|
|
$
|
—
|
|
$
|
—
|
|
$
|
12
|
|
Equity funds (b)
|
—
|
|
137
|
|
—
|
|
—
|
|
137
|
|
|||||
Bond funds (c)
|
—
|
|
267
|
|
21
|
|
36
|
|
324
|
|
|||||
Alternatives funds (d)
|
—
|
|
—
|
|
—
|
|
209
|
|
209
|
|
|||||
Real estate funds (e)
|
—
|
|
80
|
|
—
|
|
28
|
|
108
|
|
|||||
Other investments (f)
|
6
|
|
21
|
|
15
|
|
—
|
|
42
|
|
|||||
Fair value of plan assets at December 31, 2018
|
$
|
6
|
|
$
|
517
|
|
$
|
36
|
|
$
|
273
|
|
$
|
832
|
|
|
2019
|
2018
|
Discount rate
|
2.5%
|
3.3%
|
Rate of compensation increase
|
6.0%
|
5.8%
|
|
2019
|
2018
|
2017
|
Discount rate
|
3.3%
|
2.8%
|
2.9%
|
Expected long-term return on plan assets
|
4.4%
|
4.1%
|
4.2%
|
Rate of compensation increase
|
5.8%
|
5.5%
|
4.8%
|
Item 8 | Notes to Consolidated Financial Statements
|
|
Item 8 | Quarterly Financial Data
|
HALLIBURTON COMPANY
Quarterly Financial Data
(Unaudited)
|
|||||||||||||||
|
Quarter
|
|
|||||||||||||
Millions of dollars except per share data
|
First
|
Second
|
Third
|
Fourth
|
Year
|
||||||||||
2019
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
5,737
|
|
$
|
5,930
|
|
$
|
5,550
|
|
$
|
5,191
|
|
$
|
22,408
|
|
Operating income (loss)
|
365
|
|
303
|
|
536
|
|
(1,652
|
)
|
(448
|
)
|
|||||
Net income (loss)
|
152
|
|
77
|
|
296
|
|
(1,654
|
)
|
(1,129
|
)
|
|||||
Net income (loss) attributable to company
|
152
|
|
75
|
|
295
|
|
(1,653
|
)
|
(1,131
|
)
|
|||||
Basic and diluted net income (loss) per share
|
0.17
|
|
0.09
|
|
0.34
|
|
(1.88
|
)
|
(1.29
|
)
|
|||||
Cash dividends paid per share
|
0.18
|
|
0.18
|
|
0.18
|
|
0.18
|
|
0.72
|
|
|||||
2018
|
|
|
|
|
|
||||||||||
Revenue
|
$
|
5,740
|
|
$
|
6,147
|
|
$
|
6,172
|
|
$
|
5,936
|
|
$
|
23,995
|
|
Operating income
|
354
|
|
789
|
|
716
|
|
608
|
|
2,467
|
|
|||||
Net income
|
47
|
|
508
|
|
434
|
|
668
|
|
1,657
|
|
|||||
Net income attributable to company
|
46
|
|
511
|
|
435
|
|
664
|
|
1,656
|
|
|||||
Basic and diluted net income per share
|
0.05
|
|
0.58
|
|
0.50
|
|
0.76
|
|
1.89
|
|
|||||
Cash dividends paid per share
|
0.18
|
|
0.18
|
|
0.18
|
|
0.18
|
|
0.72
|
|
|||||
Note: Results for 2019 include charges related to asset impairments and severance costs. See Note 2 for further information. Results for the first quarter of 2018 include charges related to the write-down of our remaining investment in Venezuela.
|
Item 9 | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
Item 10 | Directors, Executive Officers and Corporate Governance
|
|
Item 15 | Exhibits
|
|
1.
|
Financial Statements:
|
|
|
The reports of the Independent Registered Public Accounting Firm and the financial statements of Halliburton Company are included within Part II, Item 8 of this Annual Report on Form 10-K.
|
|
|
|
|
2.
|
Financial Statement Schedules:
|
|
|
The schedules listed in Rule 5-04 of Regulation S-X (17 CFR 210.5-04) have been omitted because they are not applicable or the required information is shown in the consolidated financial statements or notes thereto.
|
|
|
|
|
3.
|
Exhibits:
|
|
Exhibit
|
|
|
Number
|
Exhibits
|
|
|
|
|
3.1
|
|
|
|
|
|
3.2
|
|
|
|
|
|
4.1
|
Form of debt security of 8.75% Debentures due February 12, 2021 (incorporated by reference to Exhibit 4(a) to the Form 8-K of Halliburton Company, now known as Halliburton Energy Services, Inc. (the Predecessor), dated as of February 20, 1991, File No. 001-03492).
|
|
|
|
|
4.2
|
|
|
|
|
|
4.3
|
Resolutions of the Predecessor’s Board of Directors adopted at a meeting held on February 11, 1991 and of the special pricing committee of the Board of Directors of the Predecessor adopted at a meeting held on February 11, 1991 and the special pricing committee’s consent in lieu of meeting dated February 12, 1991 (incorporated by reference to Exhibit 4(c) to the Predecessor’s Form 8-K dated as of February 20, 1991, File No. 001-03492).
|
|
|
|
|
4.4
|
|
|
|
|
|
4.5
|
|
|
|
|
|
Item 15 | Exhibits
|
|
4.6
|
|
|
|
|
|
4.7
|
|
|
|
|
|
4.8
|
|
|
|
|
|
4.9
|
Copies of instruments that define the rights of holders of miscellaneous long-term notes of Halliburton Company and its subsidiaries have not been filed with the Commission. Halliburton Company agrees to furnish copies of these instruments upon request.
|
|
|
|
|
4.10
|
|
|
|
|
|
4.11
|
|
|
|
|
|
4.12
|
|
|
|
|
|
4.13
|
|
|
|
|
|
4.14
|
|
|
|
|
|
4.15
|
|
|
|
|
|
4.16
|
|
|
|
|
|
4.17
|
|
|
|
|
|
4.18
|
|
Item 15 | Exhibits
|
|
4.19
|
|
|
|
|
|
4.20
|
|
|
|
|
|
4.21
|
|
|
|
|
|
4.22
|
|
|
|
|
|
4.23
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|
|
|
|
|
4.24
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|
|
|
|
|
4.25
|
|
|
|
|
|
4.26
|
|
|
|
|
|
4.27
|
|
|
|
|
|
4.28
|
|
|
|
|
|
4.29
|
|
|
|
|
*
|
4.30
|
|
|
|
|
†
|
10.1
|
Halliburton Company Restricted Stock Plan for Non-Employee Directors (incorporated by reference to Appendix B of the Predecessor’s proxy statement dated March 23, 1993, File No. 001-03492).
|
|
|
|
†
|
10.2
|
|
|
|
|
†
|
10.3
|
|
|
|
|
|
10.4
|
|
|
|
|
|
10.5
|
|
|
|
|
|
Item 15 | Exhibits
|
|
10.6
|
|
|
|
|
|
10.7
|
|
|
|
|
†
|
10.8
|
|
|
|
|
†
|
10.9
|
|
|
|
|
†
|
10.10
|
|
|
|
|
†
|
10.11
|
|
|
|
|
†
|
10.12
|
|
|
|
|
†
|
10.13
|
|
|
|
|
†
|
10.14
|
|
|
|
|
†
|
10.15
|
|
|
|
|
†
|
10.16
|
|
|
|
|
†
|
10.17
|
|
|
|
|
†
|
10.18
|
|
|
|
|
†
|
10.19
|
|
|
|
|
†
|
10.20
|
|
Item 15 | Exhibits
|
|
|
|
†
|
10.21
|
|
|
|
|
†
|
10.22
|
|
|
|
|
†
|
10.23
|
|
|
|
|
†
|
10.24
|
|
|
|
|
†
|
10.25
|
|
|
|
|
†
|
10.26
|
|
|
|
|
†
|
10.27
|
|
|
|
|
†
|
10.28
|
|
|
|
|
†
|
10.29
|
|
|
|
|
†
|
10.30
|
|
|
|
|
†
|
10.31
|
|
|
|
|
†
|
10.32
|
|
|
|
|
†
|
10.33
|
|
|
|
|
†
|
10.34
|
|
|
|
|
†
|
10.35
|
|
|
|
|
†
|
10.36
|
|
|
|
|
|
Item 15 | Exhibits
|
†
|
10.37
|
|
|
|
|
†
|
10.38
|
.
|
|
|
|
†
|
10.39
|
|
|
|
|
|
10.40
|
|
|
|
|
*†
|
10.41
|
|
|
|
|
*†
|
10.42
|
|
|
|
|
*†
|
10.43
|
|
|
|
|
*†
|
10.44
|
|
|
|
|
*
|
21.1
|
|
|
|
|
*
|
23.1
|
|
|
|
|
*
|
24.1
|
|
|
|
|
|
|
Abdulaziz F. Al Khayyal
|
|
|
William E. Albrecht
|
|
|
M. Katherine Banks
|
|
|
Alan M. Bennett
|
|
|
Milton Carroll
|
|
|
Nance K. Dicciani
|
|
|
Murry S. Gerber
|
|
|
Patricia Hemingway Hall
|
|
|
Robert A. Malone
|
|
|
|
*
|
31.1
|
|
|
|
|
*
|
31.2
|
|
|
|
|
**
|
32.1
|
|
|
|
|
**
|
32.2
|
|
|
|
|
*
|
95
|
|
Item 15 | Exhibits
|
|
|
|
*
|
101.INS
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
|
|
|
|
*
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
*
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
*
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
*
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
*
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
*
|
104
|
Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
|
|
|
|
|
* Filed with this Form 10-K.
|
|
|
** Furnished with this Form 10-K.
|
|
|
† Management contracts or compensatory plans or arrangements.
|
|
|
|
HALLIBURTON COMPANY
|
|
|
|
|
|
|
|
|
By
|
/s/ Jeffrey A. Miller
|
|
Jeffrey A. Miller
|
|
Chairman of the Board, President and Chief Executive Officer
|
Signature
|
Title
|
|
|
|
|
|
|
|
|
/s/ Jeffrey A. Miller
|
Chairman of the Board, Director, President and
|
Jeffrey A. Miller
|
Chief Executive Officer
|
|
|
|
|
|
|
|
|
/s/ Lance Loeffler
|
Executive Vice President and
|
Lance Loeffler
|
Chief Financial Officer
|
|
|
|
|
|
|
|
|
/s/ Charles E. Geer, Jr.
|
Senior Vice President and
|
Charles E. Geer, Jr.
|
Chief Accounting Officer
|
Signature
|
Title
|
|
|
* Abdulaziz F. Al Khayyal
|
Director
|
Abdulaziz F. Al Khayyal
|
|
|
|
* William E. Albrecht
|
Director
|
William E. Albrecht
|
|
|
|
* M. Katherine Banks
|
Director
|
M. Katherine Banks
|
|
|
|
* Alan M. Bennett
|
Director
|
Alan M. Bennett
|
|
|
|
* Milton Carroll
|
Director
|
Milton Carroll
|
|
|
|
* Nance K. Dicciani
|
Director
|
Nance K. Dicciani
|
|
|
|
* Murry S. Gerber
|
Director
|
Murry S. Gerber
|
|
|
|
* Patricia Hemingway Hall
|
Director
|
Patricia Hemingway Hall
|
|
|
|
* Robert A. Malone
|
Director
|
Robert A. Malone
|
|
|
|
|
|
|
|
|
|
/s/ Robb L. Voyles
|
|
*By Robb L. Voyles, Attorney-in-fact
|
|
•
|
dividend rights;
|
•
|
voting powers;
|
•
|
preemptive rights;
|
•
|
conversion rights;
|
•
|
redemption rights, including pursuant to a sinking fund;
|
•
|
our purchase obligations, including pursuant to a sinking fund; and
|
•
|
liquidation preferences.
|
•
|
before the person became an interested stockholder, the Halliburton Board approved either the business combination or the transaction in which the interested stockholder became an interested stockholder;
|
•
|
upon consummation of the transaction that had resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of Halliburton voting stock that was outstanding at the time the transaction commenced, other than statutorily excluded shares; or
|
•
|
on or subsequent to the time the stockholder became an interested stockholder, the business combination is approved by both the Halliburton Board and the holders of at least two-thirds of Halliburton outstanding voting stock that is not owned by the interested stockholder.
|
ARTICLE I
|
Purpose of the Plan................................................................................................. 2
|
ARTICLE II
|
Definitions.............................................................................................................. 2
|
ARTICLE III
|
Administration of the Plan...................................................................................... 4
|
ARTICLE IV
|
Allocations Under the Plan, Participation in the Plan and Selection for Awards... 5
|
ARTICLE V
|
Non-Assignability of Awards................................................................................. 7
|
ARTICLE VI
|
Vesting.................................................................................................................... 7
|
ARTICLE VII
|
Distribution of Awards............................................................................................ 7
|
ARTICLE VIII
|
Nature of Plan......................................................................................................... 8
|
ARTICLE IX
|
Funding of Obligation............................................................................................. 8
|
ARTICLE X
|
Amendment or Termination of Plan........................................................................ 9
|
ARTICLE XI
|
General Provisions..................................................................................................9
|
ARTICLE XII
|
Effective Date........................................................................................................10
|
APPENDIX A
|
GRANDFATHERED PLAN....................................................................... ............11
|
ARTICLE IV
|
Allocations Under the Plan, Participation in the Plan and Selection for Awards..11
|
ARTICLE VI
|
Vesting...................................................................................................................12
|
ARTICLE VII
|
Distribution of Awards.............................................................................................12
|
ARTICLE I
|
Purpose of the Plan 2
|
ARTICLE II
|
Definitions 2
|
ARTICLE III
|
Administration of the Plan 3
|
ARTICLE IV
|
Allocations Under the Plan, Participation in the Plan and Selection for Awards 5
|
ARTICLE V
|
Non-Assignability of Awards 6
|
ARTICLE VI
|
Vesting 6
|
ARTICLE VII
|
Distribution of Awards 6
|
ARTICLE VIII
|
Nature of Plan 7
|
ARTICLE IX
|
Funding of Obligation 7
|
ARTICLE X
|
Amendment or Termination of Plan 8
|
ARTICLE XI
|
General Provisions 8
|
ARTICLE XII
|
Effective Date 9
|
(1)
|
A single lump sum payment upon Termination of Service;
|
(2)
|
A payment of one-half of the Participant's balance upon Termination of Service, with payment of the additional one-half to be made on or before the last day of a period of one year following Termination; or;
|
(3)
|
Payment in monthly installments over a period not to exceed ten years with such payments to commence upon Termination of Service.
|
I. Definitions and Construction
|
1
|
II. Participation
|
4
|
III. Deferral Account Credits; Investment Elections
|
4
|
IV. Emergency Withdrawals
|
7
|
V. Payment of Benefits
|
7
|
VI. Administration of the Plan
|
10
|
VII. Administration of Funds
|
12
|
VIII. Nature of the Plan
|
12
|
IX. Participating Employers
|
13
|
X. Miscellaneous
|
13
|
XI. Effective Date
|
14
|
(1)
|
Affiliate: Any entity of which an aggregate of 50% or more of the ownership interest is owned of record or beneficially, directly or indirectly, by the Company or any other Affiliate.
|
(2)
|
Base Salary: The base rate of cash compensation paid by the Employer to or for the benefit of a Participant for services rendered or labor performed while a Participant, including base pay a Participant could have received in cash in lieu of (a) deferrals pursuant to Section 3.1 and (b) contributions made on his or her behalf to any qualified plan maintained by the Employer or to any cafeteria plan under Section 125 of the Code maintained by the Employer.
|
(3)
|
Bonus Compensation: With respect to any Participant for a Plan Year, remuneration based on calendar year performance under an annual incentive compensation plan maintained by the Employer that is payable to the Participant in cash.
|
(4)
|
Credited Investment Return: The hypothetical gain or loss credited to a Participant’s Deferral Account or Grandfathered Plan Account, as applicable, pursuant to the applicable provisions of Section 3.4(e) hereof.
|
(5)
|
Code: The Internal Revenue Code of 1986, as amended.
|
(6)
|
Compensation Committee: The Compensation Committee of the Directors.
|
(7)
|
Committee: The administrative committee appointed by the Compensation Committee to administer the Plan.
|
(8)
|
Company: Halliburton Company.
|
(9)
|
Deemed Investment Elections: The investment elections described in Section 3.4 hereof.
|
(10)
|
Deferral Account: A memorandum bookkeeping account established on the records of the Employer for a Participant that is credited with specified deferrals, and the Credited Investment Return determined in accordance with Section 3.4(e) of the Plan, made and earned after December 31, 2004. A Participant shall have a 100% nonforfeitable interest in his or her Deferral Account at all times.
|
(11)
|
Deferral and Investment Election Form: The form or procedure prescribed by the Committee pursuant to which a Participant elects for a particular Plan Year (a) the deferral of a portion of his or her Base Salary, Bonus Compensation and/or Long-Term Incentive Compensation, and (b) one or more Deemed Investment Options into which amounts to be allocated to his or her Deferral Account in respect of such deferrals for such Plan Year will be deemed invested.
|
(12)
|
Determination Date: The date on which the amount of a Participant’s Deferral Account or Grandfathered Plan Account is determined as provided in Section 3.4 hereof, as applicable. Each business day that the New York Stock Exchange is open for trading shall be a Determination Date. As of any Determination Date, a Participant’s aggregate benefit under the Plan shall be equal to the amount earned and credited to his or her Deferral Account and Grandfathered Plan Account, if applicable, as of such date.
|
(13)
|
Directors: The Board of Directors of the Company.
|
(14)
|
Eligible Employee: Any Employee who is (a) a permanent Full-Time Active Employee, (b) paid in United States dollars and subject to the income tax laws of the United States, and (c) an officer or member of a select group of highly compensated employees of the Employer.
|
(15)
|
Employee: Any person employed by the Employer.
|
(16)
|
Employer: The Company and each eligible organization designated as an Employer in accordance with the provisions of Article IX of the Plan.
|
(17)
|
ERISA: The Employee Retirement Income Security Act of 1974, as amended.
|
(18)
|
Full-Time Active Employee: An Employee whose employment with the Employer requires, and who regularly and actively performs, 30 or more hours of service for the Employer each week at a usual place of business of the Employer or at a location to which such Employee is required or permitted to travel on behalf of the Employer for which such Employee is paid regular compensation.
|
(19)
|
Grandfathered Plan: The Halliburton Elective Deferral Plan as in effect on December 31, 2004, the material terms of which have not been materially modified (within the meaning of Section 409A) after October 3, 2004, and are preserved and continued in the Plan as reflected in Appendix A.
|
(20)
|
Grandfathered Plan Account: A memorandum bookkeeping account established on the records of the Employer for a Participant that is credited with specified deferrals made prior to January 1, 2005, and the Credited Investment Return on such amounts determined in accordance with Section 3.4(e) of the Grandfathered Plan. A Participant shall have a 100% nonforfeitable interest in his or her Grandfathered Plan Account at all times.
|
(21)
|
Investment Election Change Form: The form or procedure prescribed by the Committee pursuant to which a Participant may make changes to his or her Deemed Investment Elections applicable to future allocations to his or her Deferral Account or Grandfathered Plan Account and/or to his or her current Deferral Account balance or Grandfathered Plan Account balance.
|
(22)
|
Investment Options: One or more alternatives designated from time to time by the Committee for purposes of crediting earnings or losses to Deferral Accounts and Grandfathered Plan Accounts.
|
(23)
|
Long-Term Incentive Compensation: Awards earned under the Company’s Performance Unit Program and such other plans or programs as the Compensation Committee may, from time to time, designate that are payable in cash.
|
(24)
|
Participant: Each individual who has been selected for participation in the Plan and who has become a Participant pursuant to Article II.
|
(25)
|
Plan: The Halliburton Elective Deferral Plan, as amended from time to time.
|
(26)
|
Plan Year: The twelve consecutive month period commencing January 1 of each year.
|
(27)
|
Retirement: The date the Participant separates from service with the Employer after attaining age 55 or after the sum of the Participant’s age and years of service is 70 or greater.
|
(28)
|
Section 409A: Section 409A of the Code and applicable Treasury authorities.
|
(29)
|
Trust: The trust, if any, established under the Trust Agreement.
|
(30)
|
Trust Agreement: The agreement, if any, entered into between the Employer and the Trustee pursuant to Article VIII.
|
(31)
|
Trust Fund: The funds and properties, if any, held pursuant to the provisions of the Trust Agreement, together with all income, profits and increments thereto.
|
(32)
|
Trustee: The trustee or trustees appointed by the Committee who are qualified and acting under the Trust Agreement at any time.
|
(33)
|
Unforeseeable Emergency: A severe financial hardship to the Participant or beneficiary resulting from an illness or accident of the Participant or beneficiary, the Participant’s or beneficiary’s spouse or of a dependent (as defined in Section 152(a) of the Code) of the Participant; loss of the Participant’s or beneficiary’s property due to casualty (including the need to rebuild a home following damage to a home not otherwise covered by insurance); or other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the Participant or beneficiary;
|
(1)
|
If a Participant leaves a surviving spouse, his or her benefit shall be paid to such surviving spouse.
|
(2)
|
If a Participant leaves no surviving spouse, his or her benefit shall be paid to such Participant’s estate, or if there is no administration of the estate, to the heirs at law.
|
With Respect to the Amount
Withdrawn from the Following
Percentiles of the Grandfathered Plan
|
Percentage of Amount
Withdrawn from the Percentile to be
Forfeited from the Grandfathered Plan
|
First 50%
|
10%
|
Second 50%
|
25%
|
(1)
|
If a Participant leaves a surviving spouse, his or her benefit shall be paid to such surviving spouse.
|
(2)
|
If a Participant leaves no surviving spouse, his or her benefit shall be paid to such Participant’s executor or administrator, or to his or her heirs at law if there is no administration of such Participant’s estate.
|
HALLIBURTON COMPANY
|
|
Subsidiaries of the Registrant
|
|
December 31, 2019
|
|
|
|
|
STATE OR COUNTRY
|
NAME OF COMPANY
|
OF INCORPORATION
|
|
|
|
|
Halliburton (Barbados) Investments SRL
|
Barbados
|
Halliburton Affiliates, LLC
|
United States, Delaware
|
Halliburton Affiliates Services, LLC
|
United States, Texas
|
Halliburton AS
|
Norway
|
Halliburton Canada Holdings B.V.
|
Netherlands
|
Halliburton Canada ULC
|
Canada, Alberta
|
Halliburton de Mexico, S. de R.L. de C.V.
|
Mexico
|
Halliburton Energy Cayman Islands Limited II
|
Cayman Islands
|
Halliburton Energy Services, Inc.
|
United States, Delaware
|
Halliburton Far East Pte Ltd
|
Singapore
|
Halliburton Global Affiliates Holdings B.V.
|
Netherlands
|
Halliburton Group Canada
|
Canada
|
Halliburton Holdings (No.3)
|
United Kingdom, Scotland
|
Halliburton Holdings, LLC
|
United States, Delaware
|
Halliburton International B.V.
|
Netherlands
|
Halliburton International Holdings
|
Bermuda
|
Halliburton Manufacturing and Services Limited
|
United Kingdom, England & Wales
|
Halliburton Mediterranean Limited
|
Cyprus
|
Halliburton Netherlands Holdings B.V.
|
Netherlands
|
Hal Global Netherlands Cooperatief U.A.
|
Netherlands
|
Halliburton Partners Canada ULC
|
Canada, Alberta
|
Halliburton Produtos Ltda.
|
Brazil
|
Halliburton Technology, Inc.
|
United States, Delaware
|
Halliburton U.S. International Holdings, Inc.
|
United States, Delaware
|
Halliburton Worldwide GmbH
|
Switzerland
|
HESI Holdings B.V.
|
Netherlands
|
Landmark Graphics Corporation
|
United States, Delaware
|
Landmark Technology Holdings, Inc.
|
United States, Delaware
|
Oilfield Telecommunications, LLC.
|
United States, Delaware
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
▪
|
total number of violations of mandatory health or safety standards that could significantly and substantially contribute to the cause and effect of a mine safety or health hazard under section 104 of the Mine Act for which we have received a citation from MSHA;
|
▪
|
total number of orders issued under section 104(b) of the Mine Act, which covers violations that had previously been cited under section 104(a) that, upon follow-up inspection by MSHA, are found not to have been totally abated within the prescribed time period, which results in the issuance of an order requiring the mine operator to immediately withdraw all persons (except certain authorized persons) from the mine;
|
▪
|
total number of citations and orders for unwarrantable failure of the mine operator to comply with mandatory health or safety standards under Section 104(d) of the Mine Act;
|
▪
|
total number of flagrant violations (i.e., reckless or repeated failure to make reasonable efforts to eliminate a known violation of a mandatory health or safety standard that substantially and proximately caused, or reasonably could have been expected to cause, death or serious bodily injury) under section 110(b)(2) of the Mine Act;
|
▪
|
total number of imminent danger orders (i.e., the existence of any condition or practice in a mine which could reasonably be expected to cause death or serious physical harm before such condition or practice can be abated) issued under section 107(a) of the Mine Act;
|
▪
|
total dollar value of proposed assessments from MSHA under the Mine Act;
|
▪
|
total number of mining-related fatalities; and
|
▪
|
total number of pending legal actions before the Federal Mine Safety and Health Review Commission involving such mine.
|
HALLIBURTON COMPANY
|
|||||||||||||||||
Mine Safety Disclosures
|
|||||||||||||||||
Year Ended December 31, 2019
|
|||||||||||||||||
(Unaudited)
|
|||||||||||||||||
(Whole dollars)
|
|||||||||||||||||
|
|||||||||||||||||
Operation/ MSHA Identification Number(1)
|
Section 104 Citations
|
Section 104(b) Orders
|
104(d) Citations and Orders
|
Section 110(b)(2) Violations
|
Section 107(a) Orders
|
Proposed MSHA Assessments(2)
|
Fatalities
|
Pending Legal Actions
|
|||||||||
BPM Colony Mill/4800070
|
5
|
|
—
|
|
—
|
|
—
|
|
—
|
|
$
|
15,091
|
|
—
|
|
—
|
|
BPM Colony Mine/4800889
|
1
|
|
—
|
|
—
|
|
—
|
|
—
|
|
1,709
|
|
—
|
|
—
|
|
|
BPM Lovell Mill/4801405
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
BPM Lovell Mine/4801016
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
Corpus Christi Grinding Plant/4104010
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—
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|
—
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|
—
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|
—
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|
—
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|
—
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|
—
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|
—
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|
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Dunphy Mill/2600412
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—
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|
—
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|
—
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—
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|
—
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|
—
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—
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|
—
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|
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Lake Charles Plant/1601032
|
—
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|
—
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|
—
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—
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|
—
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|
—
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|
—
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|
—
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|
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Larose Grinding Plant/1601504
|
—
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|
—
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|
—
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—
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|
—
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|
—
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—
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|
—
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Rossi Jig Plant/2602239
|
—
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|
—
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—
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—
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—
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—
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—
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—
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Total
|
6
|
|
—
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—
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|
—
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|
—
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|
$
|
16,800
|
|
—
|
|
—
|
|
(1)
|
The definition of a mine under section 3 of the Mine Act includes the mine, as well as other items used in, or to be used in, or resulting from, the work of extracting minerals, such as land, structures, facilities, equipment, machines, tools and preparation facilities. Unless otherwise indicated, any of these other items associated with a single mine have been aggregated in the totals for that mine.
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(2)
|
Amounts included are the total dollar value of proposed or outstanding assessments received from MSHA on or before January 2, 2020 regardless of whether the assessment has been challenged or appealed, for citations and orders occurring during the year ended December 31, 2019.
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