<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
<TABLE>
<S> <C>
/x/ Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
/ / Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
</TABLE>
Commission File No. 1-8726
RPC, INC.
(exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
DELAWARE 58-1550825
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
</TABLE>
2170 PIEDMONT ROAD, NE, ATLANTA, GEORGIA 30324
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code -- (404) 321-2140
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
As of September 30, 2000, RPC, Inc. had 28,264,255 shares of common stock
outstanding.
<PAGE>
RPC, INC. AND SUBSIDIARIES
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
AS OF SEPTEMBER 30, 2000 AND DECEMBER 31, 1999
(In thousands)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
2000 1999
(UNAUDITED) (AUDITED)
------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Cash and cash equivalents $8,350 $8,278
Marketable securities 6,724 4,798
Accounts receivable, net of allowance for doubtful
accounts of $4,982 and $4,659, respectively 50,143 34,871
Inventories, at lower of cost or market 21,698 19,631
Deferred income taxes 9,443 8,254
Federal income taxes receivable - 1,806
Prepaid expenses and other current assets 1,495 2,337
------------------------------------------------------------------------------------------
Current assets 97,853 79,975
------------------------------------------------------------------------------------------
Equipment and property, net 90,553 75,472
Marketable securities 16,990 24,871
Intangibles, net 8,309 9,006
Other assets 1,454 1,251
------------------------------------------------------------------------------------------
TOTAL ASSETS $215,159 $190,575
==========================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $12,880 $13,728
Accrued payroll and related expenses 6,895 5,725
Accrued insurance expenses 8,755 7,689
Accrued state, local and other taxes 5,245 4,106
Federal income taxes payable 3,958 -
Accrued discounts 857 1,131
Current portion of long-term debt 610 255
Other accrued expenses 7,924 8,976
------------------------------------------------------------------------------------------
Current liabilities 47,124 41,610
------------------------------------------------------------------------------------------
Long-term accrued insurance expenses 3,781 3,684
Long-term debt 484 1,547
Deferred income taxes 1,501 926
------------------------------------------------------------------------------------------
Total liabilities 52,890 47,767
------------------------------------------------------------------------------------------
Commitments and contingencies
------------------------------------------------------------------------------------------
Common stock 2,826 2,826
Capital in excess of par value 22,480 22,548
Earnings retained 136,963 117,434
------------------------------------------------------------------------------------------
Total stockholders' equity 162,269 142,808
------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $215,159 $190,575
==========================================================================================
</TABLE>
The accompanying notes are an integral part of these statements.
2 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(In thousands except per share data)
(Unaudited)
<TABLE>
<CAPTION>
Three months ended Sept 30, Nine months ended Sept 30,
--------------------------- -------------------------------
2000 1999 2000 1999
----------------------------------------------------------------------- -------------------------------
<S> <C> <C> <C> <C>
REVENUE $86,196 $53,105 $242,436 $168,018
----------------------------------------------------------------------------------------------------------
Cost of goods sold 30,604 21,924 97,266 76,310
Operating expenses 37,963 25,320 103,295 71,833
Depreciation and amortization 4,953 4,153 14,050 12,350
Gain on settlement of claim - - (6,817) -
Interest income (416) (548) (1,233) (1,396)
----------------------------------------------------------------------------------------------------------
Income before income taxes 13,092 2,256 35,875 8,921
Income tax provision 4,975 856 13,632 3,388
----------------------------------------------------------------------------------------------------------
NET INCOME $8,117 $1,400 $22,243 $5,533
==========================================================================================================
EARNINGS PER SHARE
Basic $0.29 $0.05 $0.80 $0.20
----------------------------------------------------------------------------------------------------------
Diluted $0.29 $0.05 $0.79 $0.19
----------------------------------------------------------------------------------------------------------
AVERAGE SHARES OUTSTANDING
Basic 27,844 28,150 27,835 28,211
----------------------------------------------------------------------------------------------------------
Diluted 28,312 28,449 28,243 28,462
----------------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these statements.
3 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 and 1999
(In thousands)
(Unaudited)
<TABLE>
<CAPTION>
Nine months ended September 30,
--------------------------------
2000 1999
----------------------------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITES
NET INCOME $22,243 $5,533
Noncash charges (credits) to earnings:
Depreciation and amortization 14,835 13,001
Gain on sale of equipment and property (1,136) (1,279)
Deferred income tax (benefit) provision (614) 1,317
(Increase) decrease in assets:
Accounts receivable (15,272) (3,054)
Inventories (2,067) (2,553)
Federal income taxes receivable 1,806 1,798
Prepaid expenses and other current assets 842 473
Other non-current assets (203) (294)
Increase (decrease) in liabilities:
Accounts payable (848) 4,451
Accrued payroll and related expenses 1,170 1,265
Accrued insurance expenses 1,163 1,483
Federal income taxes payable 3,958 0
Other accrued expenses (187) (1,295)
----------------------------------------------------------------------------------------
Net cash provided by operating activities 25,690 20,846
----------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Capital expenditures (30,301) (11,604)
Proceeds from sale of equipment and property 2,552 1,722
Net sale (purchase) of marketable securities 5,955 (2,538)
Other (85) (2,564)
----------------------------------------------------------------------------------------
Net cash used for investing activities (21,879) (14,984)
----------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Dividend distributions (2,965) (3,002)
(Repayments) borrowings of long-term debt (708) 694
Purchase of treasury stock (180) (2,885)
Proceeds from exercise of stock options 114 52
----------------------------------------------------------------------------------------
Net cash used for financing activities (3,739) (5,141)
----------------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents 72 721
Cash and cash equivalents at beginning of period 8,278 10,029
----------------------------------------------------------------------------------------
Cash and cash equivalents at end of period $8,350 $10,750
========================================================================================
</TABLE>
The accompanying notes are an integral part of these statements.
4 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. GENERAL
The consolidated financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission. Footnote
disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United
States have been condensed or omitted pursuant to such rules and
regulations. These consolidated financial statements should be read in
conjunction with the financial statements and related notes contained
in the Company's annual report on Form 10-K for the fiscal year ended
December 31, 1999.
In the opinion of management, the consolidated financial statements
included herein contain all adjustments, consisting of normal recurring
adjustments, necessary to present fairly the financial position of the
Company as of September 30, 2000, the results of operations for the
quarter and the nine months ended September 30, 2000 and 1999, and the
cash flows for the nine months ended September 30, 2000 and 1999. The
results of operations for the quarter and nine months ended September
30, 2000, are not necessarily indicative of the results to be expected
for the full year.
2. EARNINGS PER SHARE
Basic and diluted earnings per share are computed by dividing net
income by the respective weighted average number of shares outstanding
during the respective periods.
<TABLE>
<CAPTION>
Quarter-to-Date Year-to-Date
2000 2000
----------------------------------------------------------------------
<S> <C> <C>
Basic EPS 27,843,847 27,835,208
Common stock
equivalents and
restricted shares 467,767 407,940
----------------------------------------------------------------------
Diluted EPS 28,311,614 28,243,148
----------------------------------------------------------------------
</TABLE>
5 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONT'D
3. RECENT ACCOUNTING PRONOUNCEMENTS
As amended, SFAS No. 133 is effective for all fiscal quarters of all
fiscal years beginning after June 15, 2000. SFAS No. 133, "Accounting
for Derivative Instruments and Hedging Activities," establishes
accounting and reporting standards for derivative instruments including
certain derivative instruments embedded in other contracts, and for
hedging activities. It requires entities to recognize all instruments
as either assets or liabilities in the balance sheet and measure those
instruments at fair value. The adoption of this standard did not
materially impact the Company's financial position or results of
operations.
4. BUSINESS SEGMENT INFORMATION
RPC has two primary business segments: oil and gas services and
powerboat manufacturing. The oil and gas services companies provide a
variety of equipment, personnel, and specialized services to
exploration and production companies in the mid-continent and Gulf of
Mexico regions and selected international locations. The companies are
capable of, among other things, providing personnel and equipment for
performing well control services, renting specialized oil field
equipment including drill pipe, and providing tubular handling and
inspection services. The powerboat manufacturing segment, through
Chaparral Boats, is a leading national powerboat manufacturer with
sales through a domestic and international network of independent
dealers.
RPC evaluates the performance of its business segments using profit or
loss from operations before corporate expenses and income taxes. RPC
accounts for intersegment sales and transfers as if the sales or
transfers were to third parties, that is, at current market prices.
RPC's business segments are strategic business units that offer
different products and services. They are managed separately because
each business requires different technologies and marketing strategies.
Each of these businesses was acquired as a unit, and the management at
the time of acquisition was retained.
6 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONT'D
Certain information with respect to RPC's business segments is set
forth in the following table:
<TABLE>
<CAPTION>
Three months ended Sept 30, Nine months ended Sept 30,
--------------------------- --------------------------
2000 1999 2000 1999
--------------------------- --------------------------
(IN THOUSANDS) (IN THOUSANDS)
<S> <C> <C> <C> <C>
REVENUE:
Oil and gas services $ 47,794 $ 24,918 $ 116,583 $ 67,191
Boat manufacturing 35,080 25,224 115,573 91,592
Other segments 3,322 2,963 10,280 9,235
------------------------------- -------------------------- -------------------------
Total revenue $ 86,196 $ 53,105 $ 242,436 $ 168,018
------------------------------- -------------------------- -------------------------
OPERATING INCOME(LOSS):
Oil and gas services $ 9,753 $ 20 $ 17,088 $ (1,424)
Boat manufacturing 4,254 2,955 14,429 12,375
Other segments (231) (306) (391) (629)
------------------------------- -------------------------- -------------------------
Total operating income $ 13,776 $ 2,669 $ 31,126 $ 10,322
------------------------------- -------------------------- -------------------------
CORPORATE EXPENSES (1,100) (961) (3,301) (2,797)
GAIN ON SETTLEMENT OF CLAIM 0 0 6,817 0
INTEREST INCOME 416 548 1,233 1,396
------------------------------- -------------------------- -------------------------
Income before income taxes $ 13,092 $ 2,256 $ 35,875 $ 8,921
------------------------------- -------------------------- -------------------------
</TABLE>
5. GAIN ON SETTLEMENT OF CLAIM
During the first quarter ended March 31, 2000, a gain was recorded
related to settlement of a claim. The gain is a result of Chaparral
Boats' receipt of its share of a non-refundable $35 million settlement
payment made by Brunswick Corporation (Brunswick), a major engine
supplier, to the members of the American Boatbuilders Association
(ABA), a buying group which includes Chaparral Boats.
7 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 2000 COMPARED TO THREE MONTHS ENDED
SEPTEMBER 30, 1999
Consolidated revenue for the third quarter ended September 30, 2000 increased
$33,091,000 or 62% to $86,196,000 compared with $53,105,000 last year.
The oil and gas services segment revenue was $47,794,000 for the third quarter
of 2000, a $22,876,000 or 92% increase, compared to $24,918,000 for the third
quarter of 1999. The revenue increased as a result of improvements in customer
activity levels in the United States and internationally, especially in
Venezuela, the start-up of a pressure pumping service line, and several well
control jobs in the United States and various international locations, including
Egypt, Argentina, and Colombia.
Beginning in the fourth quarter of 1999, oil and gas services revenues began to
improve as customer spending increased in response to higher oil and natural gas
prices. As of the end of the third quarter of 2000, the number of active
drilling rigs in the United States was approximately 40% higher than one year
ago. Our services that increase production from existing wells have been
increasingly in demand as production companies seek to take advantage of the
higher prices for oil and natural gas; there has been less customer emphasis on
exploration activities. Natural gas and home heating oil supply levels are
reported to be lower than normal going into this winter heating season,
therefore, we expect our oil and gas services segment to continue to experience
strong operating results for the foreseeable future.
For the quarter ended September 30, 2000, revenue for the powerboat
manufacturing segment increased 39 percent to $35,080,000 compared to
$25,224,000 last year. Our powerboat manufacturing business continues to
experience revenue growth by gaining market share.
8 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
ITEM 2. CONT'D
Consolidated cost of goods sold for the third quarter of 2000 was $30,604,000
compared to $21,924,000 for the third quarter of 1999, an increase of
$8,680,000 or 40%. Cost of goods sold for the powerboat manufacturing segment
totaled $27,523,000 for the third quarter of 2000, an increase of $7,922,000
or 40%, compared to $19,601,000 for the third quarter of 1999. This increase
is slightly larger than the increase in revenue because of some manufacturing
inefficiencies caused by space constraints. Chaparral Boats recently opened
additional manufacturing space, which will provide needed capacity to
efficiently build a larger number of boats. The remainder of cost of goods
sold relates to businesses in other industries.
Consolidated operating expenses for the third quarter of 2000 were $37,963,000
compared to $25,320,000 for the third quarter of 1999, an increase of
$12,643,000 or 50%. The oil and gas services segment operating expenses were 70%
of segment revenue for the third quarter of 2000 compared to 85% in the third
quarter of 1999. The reduction in operating expenses as a percent of revenue
within the oil and gas services segment is due to an improved operating
environment allowing for better utilization of our equipment and personnel. In
addition, the increasing industry demand for oil and gas services has allowed
for slightly improved pricing. Operating expenses in the powerboat manufacturing
segment were 9% of segment revenue for the third quarter of 2000 and 10% of
segment revenue for the third quarter of 1999.
Oil and gas services segment operating profit was $9,753,000 for the quarter
ended September 30, 2000, compared to $20,000 last year. This significant
improvement for the oil and gas services segment results from improved industry
conditions in 2000 compared to 1999. Powerboat manufacturing segment operating
profit increased 44 percent to $4,254,000 compared to $2,955,000 last year. This
increase in operating profit for the powerboat manufacturing segment is due to
increased revenues and gross profit.
Interest income for the third quarter of 2000 was $416,000 a 24% decrease from
$548,000 for the third quarter of 1999. The decrease in interest income resulted
from decreases in average investable balances of cash and marketable securities
offset by higher interest yields.
Net income for the third quarter of 2000 was $8,117,000 or $0.29 diluted
earnings per share compared to net income of $1,400,000 or $0.05 diluted
earnings per share for the third quarter of 1999. The increase in net income and
earnings per share was due to the increases in revenue and improved operating
results.
9 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
ITEM 2. CONT'D
NINE MONTHS ENDED SEPTEMBER 30, 2000 COMPARED TO NINE MONTHS ENDED
SEPTEMBER 30, 1999
Consolidated revenue for the nine months ended September 30, 2000 was
$242,436,000 compared with $168,018,000 for the nine months ended September 30,
1999, an increase of $74,418,000 or 44%. The oil and gas services segment
revenue increased 74% and the powerboat manufacturing segment revenue increased
26%. See the discussion of results for the three months ended September 30, 2000
for an explanation of these increases.
Consolidated cost of goods sold for the nine months ended September 30, 2000 was
$97,266,000 compared to $76,310,000 for the nine months ended September 30,
1999, an increase of $20,956,000 or 27%. Cost of goods sold for the powerboat
manufacturing segment totaled $89,422,000 for the nine months ended September
30, 2000 compared to $69,288,000 for the nine months ended September 30, 1999.
The increase in cost of goods sold (as a percent of revenue) from 76% in 1999 to
77% in 2000 for the powerboat manufacturing segment is due primarily to slightly
lower manufacturing efficiency caused by manufacturing space constraints. See
discussion of results for the three months ended September 30, 2000. The
remainder of cost of goods sold relates to businesses in other industries.
Consolidated operating expenses for the nine months ended September 30, 2000
were $103,295,000 compared to $71,833,000 for the nine months ended September
30, 1999, an increase of $31,462,000 or 44%. The oil and gas services segment
operating expenses were 74% of segment revenue for the nine months ended
September 30, 2000 compared to 85% of segment revenue for the nine months ended
September 30, 1999. The reduction in oil and gas services segment operating
expenses as a percent of revenue is due to improved industry conditions
resulting in higher activity levels and revenue. Powerboat manufacturing segment
operating expenses were 10% of revenue for the nine months ended September 30,
2000 compared to 10% of revenue for the nine months ended September 30, 1999.
Interest income for the nine months ended September 30, 2000 was $1,233,000 a
12% decrease from $1,396,000 for the nine months ended September 30, 1999. The
decrease in interest income was caused by decreases in average investable
balances of cash and marketable securities offset by higher interest yields.
10 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
ITEM 2. CONT'D
Net income for the nine months ended September 30, 2000 was $22,243,000 or $0.79
diluted earnings per share compared to net income of $5,533,000 or $0.19 diluted
earnings per share for the nine months ended September 30, 1999. In the first
quarter of 2000, RPC recorded a pre-tax gain in its powerboat manufacturing
business segment of $6,817,000 or $0.15 after tax diluted earnings per share
relating to a gain on settlement of a claim. For the nine months ended September
30, 2000, net income excluding the gain would have been approximately
$18,016,000 or $0.64 diluted earnings per share compared to $5,533,000 or $0.19
diluted earnings per share for the nine months ended September 30, 1999. In
addition to the gain on settlement of claim, the increases in net income and
earnings per share were due to increased revenues and improved operating
results.
LIQUIDITY AND CAPITAL RESOURCES
Cash provided by operating activities for the nine months ended September 30,
2000 was $25,690,000 compared to $20,846,000 for the nine months ended September
30, 1999, a $4,844,000 or 23% increase. The increase is due to increased net
income offset by increased working capital requirements necessary to support the
increased business activity levels especially in oil and gas services.
Cash used for investing activities for the nine months ended September 30, 2000
was $21,879,000 compared to $14,984,000, a $6,895,000 or 46% increase. The
increase relates primarily to higher capital expenditures related to purchases
of revenue producing equipment in the oil and gas services segment ($25,572,000)
and cost of additional manufacturing space for the powerboat manufacturing
segment ($2,668,000).
Cash used for financing activities for the nine months ended September 30, 2000
was $3,739,000 compared to $5,141,000, a $1,402,000 or 27% decrease. This
decrease is primarily due to a reduction in the amount of common shares
repurchased in 2000 compared to 1999.
SPIN-OFF TRANSACTION
Subject to review by the Board of Directors, the various documents regarding the
spin-off transaction are expected to be subsequently filed with the Securities
and Exchange Commission. The spin-off is expected to occur as soon as practical
after all filings and approvals are obtained, including final approval of RPC's
Board of Directors. The record date for the spin-off will be established after
the Board of Directors approves the spin-off transaction.
11 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
ITEM 2. CONT'D
FORWARD-LOOKING STATEMENTS
This form 10-Q contains statements that constitute "forward looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995 and
is subject to various risks, uncertainties and assumptions. Should one or more
of these risks or uncertainties materialize, or should underlying assumptions
prove incorrect, actual results may vary materially from those anticipated,
estimated, or expected. These risks include economic conditions domestically and
internationally, changes in interest rates, stock market volatility, reduced
consumer confidence levels, realization of manufacturing efficiencies, industry
practices or technologies, labor disputes, competitive factors, pricing policies
and with respect to the proposed spin-off that the various approvals may not be
obtained to effect the spin-off. Numerous other risk factors are identified in
the Report on Form 10-K filed for the fiscal year 1999. All of the foregoing
risks and uncertainties are beyond the ability of the Company to control, and in
many cases the Company cannot predict the risks and uncertainties that could
cause its actual results to differ materially from those indicated by the
forward-looking statements. These statements are based on certain assumptions
and analyses made by the Company in light of its experience and its perception
of historical trends, current conditions and expected future developments as
well as other factors it believes are appropriate under the circumstances.
However, whether actual results and developments will conform with the Company's
expectations and predictions is subject to a number of risks and uncertainties
which could cause actual results to differ materially from the company's
expectations, including economic conditions, the price of oil and gas, the
supply and demand for oil and gas, interest rate increases, conditions in the
industries in which the Company operates, competition, and other factors, many
of which are beyond the control of the Company. Consequently, all of the
forward-looking statements made are qualified by these cautionary statements and
there can be no assurance that the actual results or developments anticipated by
the Company will be realized or, even if substantially realized, that they will
have the expected consequences to or effects on the Company or its business or
operations. The Company assumes no obligation to update publicly any such
forward-looking statements, whether as a result of new information, future
events, or otherwise.
12 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
ITEM 3.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
RPC maintains an investment portfolio, comprised of U.S. Government and
corporate debt securities, which is subject to interest rate risk exposure. This
risk is managed through conservative policies to invest in high-quality
obligations. RPC has performed an interest rate sensitivity analysis using a
duration model over the near term with a 10 percent change in interest rates.
RPC's portfolio is not subject to material interest rate risk exposure based on
this analysis. RPC does not expect any material changes in market risk exposures
or how those risks are managed.
13 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
14 of 16
<PAGE>
RPC, INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION CONT'D
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
<TABLE>
<CAPTION>
EXHIBIT NUMBER DESCRIPTION
-------------- -----------
<S> <C>
3.1 RPC's Restated Certificate of
Incorporation (incorporated herein
by reference to Exhibit 3.1 to the
annual report Form 10-K for the
fiscal year ended December 31,
1999).
3.2 By-laws of RPC (incorporated herein by reference to
Exhibit (3)(b) to the Annual Report
on Form 10-K for the fiscal year
ended December 31, 1993).
4 Form of Stock Certificate (incorporated herein
by reference to the Annual Report on
Form 10-K for the fiscal year ended
December 31, 1998).
27 Financial Data Schedule
</TABLE>
(b) Reports on Form 8-K
No reports on Form 8-K were filed or required to be filed during the
quarter ended September 30, 2000.
15 of 16
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
<TABLE>
<S> <C>
RPC, INC.
/s/ Richard A. Hubbell
----------------------------------
Date: November 13, 2000 Richard A. Hubbell
President and Chief Operating Officer
/s/ Ben M. Palmer
----------------------------------
Date: November 13, 2000 Ben M. Palmer
Treasurer and Chief Financial Officer
</TABLE>
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