UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ________ TO ________
COMMISSION FILE NUMBER 1-7573
------
A. FULL TITLE OF THE PLAN AND THE ADDRESS OF THE PLAN, IF
DIFFERENT FROM THAT OF THE ISSUER NAMED BELOW:
PARKER DRILLING COMPANY STOCK BONUS PLAN
B. NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND
THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE:
PARKER DRILLING COMPANY
1401 ENCLAVE PARKWAY, SUITE 600
HOUSTON, TEXAS 77077
PARKER DRILLING COMPANY STOCK BONUS PLAN
CONTENTS
DECEMBER 31, 2002 AND 2001
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PAGE(s)
REPORT OF INDEPENDENT AUDITORS................................................1
FINANCIAL STATEMENTS
Statements of Net Assets Available for Benefits...............................2
Statements of Changes in Net Assets Available for Benefits....................3
Notes to Financial Statements..............................................4-10
SUPPLEMENTAL SCHEDULES
Schedule H, Line 4i - Schedule of Assets Held for Investment Purposes .......11
Schedule H, Line 4j - Schedule of Reportable Transactions....................12
REPORT OF INDEPENDENT AUDITORS
To the Participants and Administrator of
Parker Drilling Company Stock Bonus Plan
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of Parker Drilling Company Stock Bonus Plan (the "Plan") at December 31, 2002
and 2001, and the changes in net assets available for benefits for the years
then ended in conformity with accounting principles generally accepted in the
United States of America. These financial statements are the responsibility of
the Plan's management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
financial statements in accordance with auditing standards generally accepted in
the United States of America, which require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes, and reportable transactions, are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. These supplemental
schedules are the responsibility of the Plan's management. The supplemental
schedules have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/ PricewaterhouseCoopers LLP
------------------------------
PricewaterhouseCoopers LLP
Tulsa, OK
May 9, 2003
PARKER DRILLING COMPANY STOCK BONUS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001
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2002 2001
ASSETS
Investments (Note 2)
Common stock of Parker Drilling Company at market value;
3,349,701 shares (cost $15,426,576) in 2002 and
2,939,881 shares (cost $15,045,636) in 2001 $ 7,449,433 $10,852,188
Other investments at market value 21,212,754 25,836,884
----------- -----------
Total investments 28,662,187 36,689,072
----------- -----------
Receivables
Employer matching contribution 114,898 177,737
Employee salary reduction contribution 81,194 93,986
----------- -----------
Total receivables 196,092 271,723
----------- -----------
Total assets 28,858,279 36,960,795
----------- -----------
Net assets available for benefits $28,858,279 $36,960,795
=========== ===========
The accompanying notes are an integral part of these
financial statements.
2
PARKER DRILLING COMPANY STOCK BONUS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2002 AND 2001
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2002 2001
Contributions
Employer $ 1,796,512 $ 1,902,156
Employee salary reduction 3,181,641 3,864,463
Rollover contribution 18,677 64,267
Interest and dividend income 175,084 316,379
Net appreciation (depreciation) in the fair value
of investments (8,164,416) (6,532,539)
Distributions (5,110,014) (5,658,363)
------------ ------------
Net increase (decrease) (8,102,516) (6,043,637)
Net assets available for benefits at beginning of year 36,960,795 43,004,432
------------ ------------
Net assets available for benefits at end of year $ 28,858,279 $ 36,960,795
============ ============
The accompanying notes are an integral part of these
financial statements.
3
PARKER DRILLING COMPANY STOCK BONUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
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1. DESCRIPTION OF PLAN, SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, AND
SUMMARY OF OPERATIONS
On September 1, 1980, Parker Drilling Company and subsidiaries adopted
the Parker Drilling Company Profit Sharing Plan. Effective September 1,
1985, the name of the plan was changed to the Parker Drilling Company
Stock Bonus Plan (the "Plan").
GENERAL
The Plan is a voluntary defined contribution plan for the benefit of
eligible employees of Parker Drilling Company and its participating
affiliates (the "Company"). The Plan is intended to constitute a
qualified profit sharing plan, and is subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA"). The
following description of the Plan provides only general information.
Participants should refer to the Summary Plan Description or the Plan
document for a more complete description of the Plan's provisions.
The following are the Plan's current investment funds. The Plan does
not require collateral to support the financial instruments within the
funds. All of these funds are available for participant investment
elections.
o PARKER DRILLING COMPANY STOCK - Contributions are invested in
the Parker Drilling Company Stock Fund. The Trustee will
acquire these shares either from Parker Drilling Company or
other sources at the prevailing price on the New York Stock
Exchange or in the open market. The number of shares acquired
with employee contributions will be determined by the average
price plus transaction cost of all shares acquired by the
Trustee with participant contributions made during the period.
o AMERICAN CENTURY GROWTH FUND - This fund is a domestic equity
growth fund that seeks long-term capital growth by investing
in larger companies.
o AMERICAN CENTURY ULTRA FUND - This fund is a domestic equity
growth fund seeking long-term capital growth by investing in
common stocks of generally larger companies with accelerating
earnings and revenue growth.
o AMERICAN CENTURY VALUE FUND - This fund is a domestic equity
growth and income fund seeking long-term capital growth first,
with income as a secondary objective. The fund invests in
medium to large sized companies that are believed to be
undervalued at the time of purchase.
o AMERICAN CENTURY PRIME MONEY MARKET FUND - This fund is a
money market fund seeking the highest level of current income
while preserving the value of the investment. These securities
are primarily short-term obligations of banks, governments,
and corporations that are payable in US dollars.
o AMERICAN CENTURY GNMA INCOME FUND - This fund is a bond fund
that seeks high current income while maintaining liquidity and
safety of principle by investing primarily in Ginnie Mae
(Government National Mortgage Association) Certificates.
4
PARKER DRILLING COMPANY STOCK BONUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
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o AMERICAN CENTURY EQUITY INDEX FUND - This fund is a domestic
equity, growth and income fund seeking long-term capital
growth. The fund seeks to match, as closely as possible, the
investment characteristics and results of the Standard &
Poor's 500 Composite Stock Price Index (the S&P 500 Index),
which emphasizes stocks of large US companies, by using an
indexing investment approach.
o AMERICAN CENTURY STRATEGIC ALLOCATION FUNDS: CONSERVATIVE,
MODERATE, AND AGGRESSIVE FUNDS - These funds are growth and
income asset-allocation funds that invest in a diversified mix
of stocks, bonds, and money market instruments. The funds seek
long-term capital growth with a small amount of income.
o AMERICAN CENTURY INTERNATIONAL GROWTH FUND - This fund is an
international growth fund seeking capital growth by investing
the majority of its assets in foreign equity securities of
issuers in developed countries. The fund looks for stocks of
growing companies with earnings and revenue growth that, over
the long-term have a greater-than-average chance to increase
in value.
o JP MORGAN US SMALL COMPANY FUND - This fund seeks to provide a
high total return from a portfolio of small company stocks.
The fund invests primarily in small and medium-sized US
companies.
o SCHWAB PERSONAL CHOICE RETIREMENT ACCOUNT INVESTMENT FUND -
Participants have the option to transfer funds into a Schwab
Money Market Account and to make investment decisions as to
how they want Schwab to invest these funds. The participant
must invest at least $1,000 and cannot invest more than 50
percent of the aggregate fair market value of their account on
that trade date. No withdrawals or loans are funded by this
account and fees and expenses for investments made by Schwab
are charged to the participant's account.
o PARTICIPANT LOANS - The Plan has a loan feature which allows
participants to borrow up to 50 percent of their total vested
account balance, subject to a minimum and maximum borrowing
limit of $1,000 and $50,000, respectively. Loans to
participants are made over a maximum period of 60 months or
for any period not to exceed 120 months if the purpose of the
loan is to acquire the participant's principal residence. The
interest rate is the prime rate plus one percentage point.
ELIGIBILITY
All employees of the Company, other than employees covered by certain
collective bargaining agreements, leased employees and employees who
are not citizens of the United States (except for certain resident
aliens), are eligible to participate in the Plan on the first of the
month following the completion of three months of service with the
Company.
BENEFITS
Unless a participant elects to defer payment of his or her benefits
until a later date, the participant will receive a lump sum payment of
his or her entire nonforfeitable interest in the Plan as soon as
administratively feasible in which the later of the following events
occurs:
(a) The participant reaches normal retirement date, or
(b) The participant terminates employment with the Company.
5
PARKER DRILLING COMPANY STOCK BONUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
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CONTRIBUTIONS
Salary reduction contributions and employer matching contributions are
accrued in the period the Company makes payroll deductions from plan
participants.
Profit sharing contributions from the Company are accrued when
authorized by the Board of Directors.
EMPLOYER'S CONTRIBUTION - MATCHING
The Company currently matches participant contributions 100 percent up
to 3 percent and 50 percent in excess of 3 percent up to and including
5 percent. Matching contributions are credited to participant accounts
on a monthly basis and are invested in common stock of the Company.
EMPLOYER'S CONTRIBUTION - PROFIT SHARING CONTRIBUTIONS
The employer's profit sharing contributions to the Plan are
discretionary and are determined annually by the Board of Directors of
the Company. At December 31 of each year, the employer's profit sharing
contributions are allocated to each active participant's account based
on the ratio of the participant's compensation for the Plan year to the
total of active participants' compensation for the Plan year.
The Board of Directors of the Company has not exercised its discretion
to make a profit sharing contribution for the years ended December 31,
2002 and 2001.
PARTICIPANTS' SALARY REDUCTION CONTRIBUTIONS
Eligible participants are not required to contribute to the Plan;
however, they may elect to make voluntary contributions not to exceed
15 percent of their eligible earnings. Such voluntary contributions may
be withdrawn from the Plan under hardship conditions pursuant to the
Plan.
PLAN ASSETS
All Plan assets are maintained in a trust administered by JP Morgan
Chase Bank. The trustee has authority to invest trust funds, subject to
the provisions of the trust agreement.
PLAN INCOME
Plan income or losses are allocated to all participants in the ratio
that each participant's account bears to the total of all participant
accounts.
During the years ended December 31, 2002 and 2001, certain
administrative costs and expenses of the Plan were paid by Parker
Drilling Company. These costs totaled $37,587 and $64,205,
respectively.
VESTING
Participants are fully vested in the value of contributions they have
made to their accounts and the related income. Participants are fully
vested in the employer matching and profit sharing contributions made
to their accounts and related income.
AMENDMENT AND TERMINATION OF THE PLAN
The Plan can be amended or terminated by the Company at any time.
6
PARKER DRILLING COMPANY STOCK BONUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
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DISTRIBUTIONS
Employees may elect to receive distributions from the Plan in cash or
Parker Drilling Company stock with cash distributed for fractional
shares.
INVESTMENT VALUATION
Investments in mutual funds traded on a national securities exchange
are valued at the closing sales price on the last business day of the
period. Parker Drilling Company stock is valued at the closing price on
the last business day of the period according to the national
securities exchange on which it is traded.
INVESTMENT TRANSACTIONS
Purchases and sales of securities are reported on a trade-date basis.
Gains or losses on sales of investments are determined on the first-in,
first-out basis. Dividend income is reported on the ex-dividend date.
Interest income is recorded as earned.
The Plan presents in the statement of changes in net assets available
for benefits the net appreciation (depreciation) in the fair value of
its investments, which consists of realized gains and losses and the
unrealized appreciation (depreciation) on investments.
ACCOUNTING ESTIMATES
The preparation of the Plan's financial statements in conformity with
generally accepted accounting principles requires the Plan
administrator to make significant estimates and assumptions that affect
the reported amounts of net assets available for benefits at the date
of the financial statements and the changes in net assets available for
benefits during the reporting period and, when applicable, disclosures
of contingent assets and liabilities at the date of the financial
statements. Actual results could differ from those estimates.
7
PARKER DRILLING COMPANY STOCK BONUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
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2. INVESTMENTS
Plan investments are summarized as follows:
2002 2001
PARKER DRILLING COMPANY COMMON STOCK $ 7,449,433 * $10,852,188 *
----------- -----------
OTHER INVESTMENTS
American Century Growth Fund 3,841,497 * 5,483,297 *
American Century Ultra Fund 3,298,570 * 4,494,129 *
American Century Value Fund 141,117 175,032
American Century Prime Money Market Fund 4,355,999 * 4,483,843 *
American Century GNMA Income Fund 2,358,240 * 1,761,033
American Century Equity Index Fund 2,494,428 * 3,740,567 *
Schwab Personal Choice Retirement
Account Investment Fund 560,186 864,585
American Century Strategic Conservative Fund 99,761 274,503
American Century Strategic Moderate Fund 2,084,959 * 2,377,961 *
American Century Strategic Aggressive Fund 517,983 547,107
American Century International Growth Fund 108,403 90,119
JP Morgan US Small Company Fund 139,791 73,121
Participant loans 1,211,820 1,471,587
----------- -----------
Total other investments 21,212,754 25,836,884
----------- -----------
Total investments $28,662,187 $36,689,072
=========== ===========
* Individual investment represents 5 percent or more of net assets
available for benefits at the beginning of the year.
3. TAX STATUS
The Plan obtained its latest determination letter on April 26, 2002, in
which the Internal Revenue Service stated that the Plan, as then
designed, was in compliance with the applicable requirements of the
Internal Revenue Code.
The Plan is intended to be a qualified trust under Section 401(a) of
the Internal Revenue Code and exempt from federal income taxes under
the provisions of Section 501(a). The Plan has a cash and deferred
arrangement intended to meet the requirements of Section 401(k).
Amounts contributed by the Company or by Plan participants will not be
taxed to the participant until the participant receives a distribution
or withdraws from the Plan.
8
PARKER DRILLING COMPANY STOCK BONUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
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4. RISKS AND UNCERTAINTY
The Plan provides for various investment options in any combination of
money market, bond, and equity mutual funds. Investment securities are
exposed to various risks, such as interest rate, market and credit. Due
to the risk associated with certain investments, it is at least
reasonably possible that changes in the values of investment securities
will occur in the near term and that such changes may materially affect
participants' account balances and the amounts reported in the
statement of net assets available for plan benefits and the statement
of changes in net assets available for plan benefits.
5. PARTY-IN-INTEREST
Certain Plan investments are shares of Parker Drilling Company common
stock. These transactions represent investments in the Company and,
therefore, qualify as party-in-interest. Further, certain Plan
investments are shares of mutual funds managed by JP Morgan and
American Century. JP Morgan Chase is the trustee as defined by the Plan
and American Century Retirement Plan Services provides recordkeeping
services to the Plan. Therefore, transactions in mutual funds managed
by JP Morgan and American Century qualify as party-in-interest
transactions.
6. FUND ALLOCATION
The Parker Drilling Company common stock fund includes contributions
from the Company and participants. Participant contributions are
directed solely by the participants. Contributions from the Company are
directed by the Company but may be liquidated by the participant at any
time and the proceeds invested in other investment fund options. All
other funds are participant directed.
The following tables set forth information related to the Parker
Drilling Company common stock fund's assets available for benefits as
of December 31, 2002 and 2001 and the changes in such assets for the
years then ended.
COMMON
STOCK OF
PARKER
DRILLING PARTICIPANT
COMPANY DIRECTED TOTAL
Net assets available for benefits
at December 31, 2000 $ 12,472,727 $ 30,531,705 $ 43,004,432
Contributions
Employer 1,902,156 -- 1,902,156
Employee salary reduction 513,236 3,351,227 3,864,463
Rollover contribution 1,997 62,270 64,267
Interest and dividend income 3,134 313,245 316,379
Net appreciation (depreciation) in the
fair value of investments (3,400,658) (3,131,881) (6,532,539)
Distribution to employees (957,847) (4,700,516) (5,658,363)
Interfund transfers 495,180 (495,180) --
------------ ------------ ------------
Net assets available for benefits at
December 31, 2001 $ 11,029,925 $ 25,930,870 $ 36,960,795
============ ============ ============
9
PARKER DRILLING COMPANY STOCK BONUS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001
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COMMON
STOCK OF
PARKER
DRILLING PARTICIPANT
COMPANY DIRECTED TOTAL
Net assets available for benefits
at December 31, 2001 $ 11,029,925 $ 25,930,870 $ 36,960,795
Contributions
Employer 1,796,512 -- 1,796,512
Employee salary reduction 484,459 2,697,182 3,181,641
Rollover contribution 216 18,461 18,677
Interest and dividend income 1,501 173,583 175,084
Net appreciation (depreciation) in
the fair value of investments (4,505,202) (3,659,214) (8,164,416)
Distribution to employees (979,703) (4,130,311) (5,110,014)
Interfund transfers (273,812) 273,812 --
------------ ------------ ------------
Net assets available for benefits at
December 31, 2002 $ 7,553,896 $ 21,304,383 $ 28,858,279
============ ============ ============
10
PARKER DRILLING COMPANY STOCK BONUS PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
SCHEDULE H, LINE 4i
DECEMBER 31, 2002
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IDENTITY OF ISSUE, BORROWER, CURRENT
LESSOR OR SIMILAR PARTY DESCRIPTION OF INVESTMENT VALUE
Parker Drilling Company Parker Drilling Company common stock $ 7,449,433(1)(2)(3)
American Century American Century Growth Fund 3,841,497(1)(3)
American Century American Century Ultra Fund 3,298,570(1)(3)
American Century American Century Value Fund 141,117(3)
American Century American Century Prime Money Market Fund 4,355,999(1)(3)
American Century American Century GNMA Income Fund 2,358,240(1)(3)
American Century American Century Equity Index Fund 2,494,428(1)(3)
Charles Schwab Schwab Personal Choice Retirement Account Investment Fund 560,186
American Century American Century Strategic Conservative Fund 99,761(3)
American Century American Century Strategic Moderate Fund 2,084,959(1)(3)
American Century American Century Strategic Aggressive Fund 517,983(3)
American Century American Century International Growth Fund 108,403(3)
JP Morgan JP Morgan US Small Company Fund 139,791(3)
Various Participant loans, interest rates ranging from 5.25% to 10.5% 1,211,820
------------
$ 28,662,187
============
----------
(1) These investments are greater than 5 percent of assets available for
benefits.
(2) The cost of investment in Parker Drilling Company Stock Fund is $15,426,576.
(3) Identifies parties-in-interest.
11
PARKER DRILLING COMPANY STOCK BONUS PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS
SCHEDULE H, LINE 4j
FOR THE YEAR ENDED DECEMBER 31, 2002
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CURRENT
VALUE OF
ASSETS ON
IDENTITY OF DESCRIPTION PURCHASE SELLING COST OF TRANSACTION NET GAIN
PARTY INVOLVED OF ASSETS PRICE PRICE ASSET DATE OR (LOSS)
Parker Drilling Co. Parker stock $ 3,105,158 $ -- $ 3,105,158 $ 3,105,158 $ --
Parker Drilling Co. Parker stock 1,744,155 2,506,155 1,744,155 762,000
12
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereto
duly authorized.
PARKER DRILLING COMPANY
STOCK BONUS PLAN
By: /s/ David W. Tucker
------------------------------
Chairman of the Administrative
Committee, Corporate Treasurer
Date: June 23, 2003
INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
---------------------- -------------------------------------------------
23.1 Consent of Independent Accountants
99.1 Section 906 Certification