<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10 - Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the period ended June 30, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________
Commission File No. 1-13570
J. RAY McDERMOTT, S.A.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
REPUBLIC OF PANAMA 72-1278896
--------------------------------------------------------------------------------
(State of Incorporation) (I.R.S. Employer Identification No.)
1450 Poydras Street, New Orleans, Louisiana 70112-6050
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code (504) 587-5300
--------------
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 and (2) has been subject to such filing
requirements for the past 90 days.
Yes [X] No [ ]
The number of shares of Common Stock, par value $.01 per share, outstanding as
of July 30, 1995 was 38,967,644.
<PAGE> 2
J. RAY M c D E R M O T T, S.A.
I N D E X - F O R M 10 - Q
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
PART I - FINANCIAL INFORMATION
------------------------------
Item 1 - Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheet
June 30, 1995 and March 31, 1995 4
Condensed Consolidated Statement of Income
Three Months Ended June 30, 1995 and 1994 6
Condensed Consolidated Statement of Cash Flows
Three Months Ended June 30, 1995 and 1994 8
Notes to Condensed Consolidated Financial Statements 10
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 12
PART II - OTHER INFORMATION
---------------------------
Item 6 - Exhibits and Reports on Form 8-K 17
SIGNATURES 18
Exhibit 11 - Calculation of Earnings Per Common
and Common Equivalent Share 19
</TABLE>
2
<PAGE> 3
PART I
J. RAY McDERMOTT, S.A.
FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements
3
<PAGE> 4
J. RAY McDERMOTT, S.A.
CONDENSED CONSOLIDATED BALANCE SHEET
JUNE 30, 1995
ASSETS
<TABLE>
<CAPTION>
6/30/95 3/31/95
------- --------
(Unaudited)
(In thousands)
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 60,485 $ 52,224
Accounts receivable-trade 258,103 244,212
Accounts receivable-unconsolidated
affiliates 73,576 56,104
Accounts receivable-other 26,411 33,830
Contracts in progress 96,668 54,947
Other current assets 30,893 28,819
-----------------------------------------------------------------------------------------------------------------
Total Current Assets 546,136 470,136
-----------------------------------------------------------------------------------------------------------------
Property, Plant and Equipment, at Cost: 1,518,572 1,504,717
Less accumulated depreciation 920,801 910,555
-----------------------------------------------------------------------------------------------------------------
Net Property, Plant and Equipment 597,771 594,162
-----------------------------------------------------------------------------------------------------------------
Excess of Cost Over Fair Value of Net Assets
of Purchased Businesses Less Accumulated
Amortization of $11,750,000 at June 30, 1995
and $5,483,000 at March 31, 1995 238,912 245,179
-----------------------------------------------------------------------------------------------------------------
Investment in Unconsolidated Affiliates 116,009 105,283
-----------------------------------------------------------------------------------------------------------------
Other Assets 64,821 67,502
-----------------------------------------------------------------------------------------------------------------
TOTAL $ 1,563,649 $ 1,482,262
=================================================================================================================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE> 5
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
6/30/95 3/31/95
------- -------
(Unaudited)
(In thousands)
<S> <C> <C>
Current Liabilities:
Notes payable and current
maturities of long-term debt $ 145,550 $ 55,894
Note payable to McDermott International 39,750 39,750
Accounts payable 155,062 141,376
Accrued contract costs 42,294 53,610
Accrued liabilities - other 96,594 105,242
Advanced billings on contracts 42,631 62,495
U.S. and foreign income taxes 34,953 38,357
---------------------------------------------------------------------------------------------------------------
Total Current Liabilities 556,834 496,724
---------------------------------------------------------------------------------------------------------------
Long-Term Debt 92,963 93,872
---------------------------------------------------------------------------------------------------------------
Note Payable to McDermott International 231,000 231,000
---------------------------------------------------------------------------------------------------------------
Deferred and Non-Current Income Taxes 48,029 44,697
---------------------------------------------------------------------------------------------------------------
Other Liabilities 69,469 56,498
---------------------------------------------------------------------------------------------------------------
Contingencies
---------------------------------------------------------------------------------------------------------------
Stockholders' Equity:
Preferred Stock, par value $0.01 per share,
authorized 10,000,000 shares:
Series A $2.25 cumulative convertible,
outstanding 3,200,000 shares
(liquidation preference $160,000,000) 32 32
Series B $2.25 cumulative convertible
exchangeable, outstanding 455,532 at
June 30, 1995 and 458,632 at March 31, 1995
(liquidation preference $11,388,300 at
June 30, 1995) 5 5
Common stock, par value $0.01 per share,
authorized 60,000,000 shares; outstanding
38,962,546 at June 30, 1995 and
38,649,349 at March 31, 1995 390 386
Capital in excess of par value 582,608 580,279
Deficit (5,691) (6,598)
Currency translation adjustments (11,990) (14,633)
---------------------------------------------------------------------------------------------------------------
Total Stockholders' Equity 565,354 559,471
---------------------------------------------------------------------------------------------------------------
TOTAL $ 1,563,649 $ 1,482,262
===============================================================================================================
</TABLE>
5
<PAGE> 6
J. RAY McDERMOTT, S.A.
CONDENSED CONSOLIDATED STATEMENT OF INCOME
JUNE 30, 1995
<TABLE>
<CAPTION>
THREE MONTHS ENDED
6/30/95 6/30/94
------- -------
(Unaudited)
(In thousands)
<S> <C> <C>
Revenues $ 311,803 $ 279,046
----------------------------------------------------------------------------------------------------------------
Costs and Expenses:
Cost of operations (excluding
depreciation and amortization) 246,702 209,577
Depreciation and amortization 22,132 25,187
Selling, general and
administrative expenses 30,555 30,450
----------------------------------------------------------------------------------------------------------------
299,389 265,214
----------------------------------------------------------------------------------------------------------------
Operating Income before Equity in
Income (Loss) of Investees 12,414 13,832
Equity in Income (Loss) of Investees (898) 2,967
----------------------------------------------------------------------------------------------------------------
Operating Income 11,516 16,799
----------------------------------------------------------------------------------------------------------------
Other Income (Expense):
Interest income 593 911
Interest expense (9,348) (5,131)
Other-net 3,752 3,330
----------------------------------------------------------------------------------------------------------------
(5,003) (890)
----------------------------------------------------------------------------------------------------------------
Income before Provision for Income Taxes and
Cumulative Effect of Accounting Change 6,513 15,909
Provision for Income Taxes 3,246 1,885
----------------------------------------------------------------------------------------------------------------
Income before Cumulative Effect of
Accounting Change 3,267 14,024
Cumulative Effect of Accounting Change - (1,326)
----------------------------------------------------------------------------------------------------------------
Net Income $ 3,267 $ 12,698
================================================================================================================
</TABLE>
6
<PAGE> 7
CONTINUED
<TABLE>
<CAPTION>
THREE MONTHS ENDED
6/30/95
-------
(Unaudited)
(In thousands,except shares
and per share amounts)
<S> <C>
NET INCOME APPLICABLE TO
COMMON STOCK (AFTER PREFERRED
STOCK DIVIDENDS) $ 1,211
========================================================================================================
EARNINGS PER COMMON AND COMMON
EQUIVALENT SHARE (PRIMARY AND FULLY DILUTED) $ 0.03
========================================================================================================
Weighted average number of common and
common equivalent shares 39,348,393
CASH DIVIDENDS:
Per preferred share $ 0.5625
========================================================================================================
</TABLE>
Earnings per share are not presented for the three months ended June 30, 1994
because JRM was not a separate entity with its own capital structure for that
period.
See accompanying notes to condensed consolidated financial statements.
7
<PAGE> 8
J. RAY McDERMOTT, S.A.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
JUNE 30, 1995
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
<TABLE>
<CAPTION>
THREE MONTHS ENDED
6/30/95 6/30/94
------- -------
(Unaudited)
(In thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 3,267 $ 12,698
----------------------------------------------------------------------------------------------------------------
Adjustments to reconcile net income to net
cash used in operating activities:
Depreciation and amortization 22,132 25,187
Equity in income (loss) of investees
less dividends 950 17,030
Gain on sale and disposal of assets (356) (537)
Benefit from deferred taxes (46) (1,875)
Other 599 595
Changes in assets and liabilities:
Accounts receivable (12,616) (9,935)
Net contracts in progress and advance billings (61,696) (7,586)
Accounts payable 14,360 (19,785)
Accrued contract costs (11,316) (18,618)
Accrued liabilities (8,660) (15,635)
Income taxes (3,027) (2,380)
Other, net (2,141) (5,582)
----------------------------------------------------------------------------------------------------------------
NET CASH USED IN OPERATING ACTIVITIES (58,550) (26,423)
----------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment (17,080) (4,431)
Decrease in notes receivable from
McDermott International - 7,437
Investments in equity investees (3,414) -
Other 264 128
----------------------------------------------------------------------------------------------------------------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (20,230) 3,134
----------------------------------------------------------------------------------------------------------------
</TABLE>
8
<PAGE> 9
CONTINUED
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
<TABLE>
<CAPTION>
THREE MONTHS ENDED
6/30/95 6/30/94
------- -------
(Unaudited)
(In thousands)
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in short-term borrowing $ 89,690 $ 8,138
Increase in notes payable
to McDermott International - 11,551
Distributions to McDermott International - (23,301)
Preferred dividends paid (2,017) -
Other (557) (244)
----------------------------------------------------------------------------------------------------------------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 87,116 (3,856)
----------------------------------------------------------------------------------------------------------------
EFFECTS OF EXCHANGE RATE CHANGES ON CASH (75) 242
----------------------------------------------------------------------------------------------------------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 8,261 (26,903)
----------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 52,224 53,343
----------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 60,485 $ 26,440
================================================================================================================
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest (net of amount capitalized) $ 6,924 $ 4,983
Income taxes (net of refunds) $ 3,162 $ 2,874
================================================================================================================
</TABLE>
See accompanying notes to condensed consolidated financial statements.
9
<PAGE> 10
J. RAY McDERMOTT, S.A.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1995
NOTE 1 - BASIS OF PRESENTATION
J. Ray McDermott, S.A. ("JRM") was incorporated on March 22, 1994 in the
Republic of Panama and had no significant operations prior to January 31, 1995
when McDermott International, Inc. ("International") contributed substantially
all of its marine construction services business to JRM and JRM acquired
Offshore Pipelines, Inc. ("OPI") (the "Merger") pursuant to an Agreement and
Plan of Merger. The contribution of International's marine construction
services business to JRM was accounted for in a manner similar to a pooling of
interests and the financial statements reflect International's historical cost
of the assets and liabilities contributed.
The accompanying unaudited condensed consolidated financial statements are
presented in U.S. Dollars and have been prepared in accordance with accounting
principles generally accepted in the United States for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Accordingly they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments considered necessary
for a fair presentation have been included. Such adjustments are of a normal,
recurring nature except for accelerated depreciation on certain marine
equipment of $4,314,000 and the cumulative effect of the accounting change for
the adoption of Statement of Financial Accounting Standards No. 112,
"Employers' Accounting for Postemployment Benefits", during the three months
ended June 30, 1994. Operating results for the three months ended June
30, 1995 are not necessarily indicative of the results that may be expected for
the year ended March 31, 1996. For further information, refer to the
consolidated financial statements and footnotes thereto included in JRM's
annual report on Form 10-K for the year ended March 31, 1995.
10
<PAGE> 11
NOTE 2 - SUMMARIZED INCOME STATEMENT INFORMATION OF UNCONSOLIDATED AFFILIATES
The combined financial results of JRM's equity investments in HeereMac and
McDermott-ETPM West, Inc. are summarized below. These ventures were
significant as defined by applicable SEC regulations in fiscal year 1995. The
following summarizes their combined income statements:
<TABLE>
<CAPTION>
THREE THREE
MONTHS ENDED MONTHS ENDED
6/30/95 6/30/94
------- -------
(In thousands)
<S> <C> <C>
Revenues $ 191,919 $ 237,285
----------------------------------------------------------------------------------------------------------
Operating Income $ 5,612 $ 856
----------------------------------------------------------------------------------------------------------
Income before Income Taxes $ 10,211 $ 5,588
Provision for (Benefit from) Income Taxes 1,673 (550)
----------------------------------------------------------------------------------------------------------
Net Income $ 8,538 $ 6,138
==========================================================================================================
Equity in Net Income $ 3,982 $ 3,051
==========================================================================================================
</TABLE>
NOTE 3 - ACQUISITION OF OFFSHORE PIPELINES, INC.
The acquisition of OPI was accounted for by the purchase method and,
accordingly, the purchase price was allocated to the underlying assets and
liabilities based upon the preliminary fair values at the date of acquisition.
The preliminary purchase price allocation is subject to change when additional
information concerning asset and liability valuations is obtained.
NOTE 4 - OTHER AGREEMENTS
During the June 1995 quarter, substantially all of the agreements required to
restructure the JRM and ETPM joint venture were executed, but are still subject
to any necessary government approvals or authorizations. The agreements call
for the expansion of the joint venture into the Far East, the Mediterranean
Sea, and all of Africa and for ETPM S.A. to take a minority interest in a new
JRM subsea company. This transaction is not significant as defined by
applicable SEC regulations.
11
<PAGE> 12
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
GENERAL
The following discussion presents the results of operations of J. Ray
McDermott, S.A. ("JRM") for the periods indicated and includes the accounts of
the subsidiaries, divisions and controlled joint ventures that McDermott
International contributed to JRM prior to the Merger with OPI which occurred on
January 31, 1995. For the three months ended June 30, 1995, the discussion
includes the accounts and operations of JRM on a stand alone basis. For the
three months ended June 30, 1994, certain expenses included in the consolidated
financial statements include charges from McDermott International for direct
costs, allocation of corporate overhead and interest on intercompany debt.
Management believes that the allocation methods were reasonable, and that the
allocations were representative of what costs would have been on a stand alone
basis.
RESULTS OF OPERATIONS - THREE MONTHS ENDED JUNE 30, 1995 VS. THREE MONTHS ENDED
JUNE 30, 1994
Beginning with the June 1995 quarter, management's discussion of revenues and
operating income is discussed by the geographic areas presented in the tables
below. Other geographic area revenues includes eliminations between geographic
areas; and Other geographic area operating loss includes certain expenses
including the costs of certain employee benefit programs, and the three months
ended June 30,1995 includes the amortization of goodwill and covenants-not-to-
compete relating to the acquisition of Offshore Pipelines, Inc. Prior year
information has been reclassified to conform with the June 1995 quarter
presentation.
<TABLE>
<CAPTION>
THREE MONTHS ENDED
6/30/95 6/30/94
------- -------
(In thousands)
<S> <C> <C> <C>
REVENUES
North and South America $ 82,037 $ 68,088
North Sea and West Africa 114,492 73,486
Middle East 43,262 29,074
Far East 85,071 99,832
Other (including Transfer Eliminations) (13,059) 8,566
----------------------------------------------------------------------------------------------------------------
TOTAL REVENUES $ 311,803 $ 279,046
================================================================================================================
</TABLE>
12
<PAGE> 13
CONTINUED
<TABLE>
<CAPTION>
THREE MONTHS ENDED
6/30/95 6/30/94
------- -------
(In thousands)
<S> <C> <C>
OPERATING INCOME
Operating Income (Loss) by Geographic Area:
North and South America $ 4,839 $ 5,199
North Sea and West Africa 7,466 7,837
Middle East 195 (636)
Far East 9,385 12,464
Other (7,243) (8,037)
----------------------------------------------------------------------------------------------------------------
TOTAL OPERATING INCOME BY
GEOGRAPHIC AREA 14,642 16,827
----------------------------------------------------------------------------------------------------------------
Equity in Income (Loss) of Investees:
North and South America (3,050) -
North Sea and West Africa 3,286 2,967
Middle East 281 -
Far East (1,415) -
----------------------------------------------------------------------------------------------------------------
TOTAL EQUITY IN INCOME (LOSS) IN INVESTEES (898) 2,967
----------------------------------------------------------------------------------------------------------------
Corporate G&A Expense (2,228) (2,995)
----------------------------------------------------------------------------------------------------------------
TOTAL OPERATING INCOME $ 11,516 $ 16,799
================================================================================================================
</TABLE>
Revenues increased $32,757,000 to $311,803,000, primarily due to higher volume
on procured materials in the North Sea related to the B.P. Exploration Foinaven
Development program west of the Shetlands in the North Atlantic, and higher
revenues in fabrication operations in North America. These increases were
partially offset by lower volume in the Far East.
Operating income by geographic area decreased $2,185,000 to $14,642,000
primarily due to lower volume in the Far East, lower margins in the Middle East
and higher operating expenses in North America. These decreases were partially
offset by higher volume and
13
<PAGE> 14
margins on North American fabrication activities and the accelerated
depreciation of $4,314,000 on certain marine equipment in the Far East in the
prior period.
Equity in income (loss) of investees decreased $3,865,000 to a loss of $898,000
from income of $2,967,000. This decrease was primarily due to foreign currency
transaction losses of the CMM Mexican joint venture and operating expenses in
the OHI joint venture in the Far East. In the North Sea and West Africa, lower
operating volume and margins of the McDermott-ETPM West joint venture were
offset by improved operating results in the HeereMac joint venture.
Interest expense increased $4,217,000 to $9,348,000, primarily due to interest
on the notes which were issued to International in connection with its
contribution to JRM, and changes in other debt obligations and interest rates
prevailing thereon.
The provision for income taxes increased $1,361,000 to $3,246,000 while income
before the provision for income taxes and cumulative effect of accounting
change decreased $9,396,000 to $6,513,000. The increase in the provision for
income taxes is primarily due to earnings in jurisdictions where taxes are
computed on a deemed profit basis. In addition, JRM operates in many different
tax jurisdictions. Within these jurisdictions, tax provisions vary because of
nominal rates, allowability of deductions, credits and other benefits, and
tax basis (for example, revenue versus income). These variances, along with
variances in the mix of income within jurisdictions, are often responsible for
shifts in the effective tax rate. During the period, these factors increased
the effective tax rate to 50% from 12%.
Net income decreased $9,431,000 to $3,267,000 reflecting the cumulative effect
of the adoption of Statement of Financial Accounting Standards No. 112,
"Employers' Accounting for Postemployment Benefits," of $1,326,000 in the prior
year, in addition to the other items mentioned above.
14
<PAGE> 15
Backlog
<TABLE>
<CAPTION>
6/30/95 3/31/95
------- -------
(In thousands)
<S> <C> <C> <C>
North and South America $ 296,698 $ 218,661
North Sea and West Africa 307,444 420,810
Middle East 82,348 99,698
Far East 166,281 225,031
Other 10,240 38,768
----------------------------------------------------------------------------------------------------------------
TOTAL BACKLOG $ 863,011 $ 1,002,968
================================================================================================================
</TABLE>
Backlog at June 30, 1995 and March 31, 1995 was $863,011,000 and
$1,002,968,000, respectively. Not included in JRM's backlog at June 30, 1995
and March 31, 1995 was backlog relating to contracts to be performed by
unconsolidated joint ventures of approximately $1,060,000,000 and $922,000,000,
respectively. JRM's markets are expected to be at a low level during fiscal
1996. The overcapacity of marine equipment worldwide will continue to result
in a competitive environment and put pressure on profit margins.
Liquidity and Capital Resources
During the three months ended June 30, 1995, JRM's cash and cash equivalents
increased $8,261,000 to $60,485,000 and total debt increased $88,747,000 to
$509,263,000, primarily due to short-term borrowings of $89,690,000. During
this period, JRM used cash of $58,550,000 in operating activities, and
$2,017,000 for cash dividends on preferred stocks. JRM has annual preferred
stock dividend requirements of $7,200,000 on its Series A Preferred Stock and
$1,025,000 on its Series B Preferred Stock.
Increases in net contracts in progress and advance billings were primarily due
to the timing of billings on contracts performed in the Far East and on the
Foinaven Development program.
15
<PAGE> 16
Expenditures for property, plant and equipment increased $12,649,000 to
$17,080,000 for the three months ended June 30, 1995 as compared with the same
period last year. These expenditures included $9,428,000 for installation of a
new pipe reel system on a marine barge.
At June 30, 1995 and March 31, 1995, JRM had available to it various
uncommitted short-term lines of credit from banks totaling $119,602,000 and
$119,581,000, respectively. Borrowings by JRM against these lines of credit at
June 30, 1995 and March 31, 1995 were $58,985,000 and $24,750,000,
respectively. JRM also had available an $150,000,000 unsecured and committed
revolving credit facility of which $80,000,000 was outstanding at June 30,
1995. JRM is restricted, as a result of the consolidated tangible net worth
covenant in this agreement, in its ability to transfer funds to International
and its subsidiaries through cash dividends or through unsecured loans or
investments. As approximately $50,000,000 of its net assets are not subject
to this restriction, it is not expected to impact JRM's ability to make
preferred dividend payments.
Working capital deficit decreased to $10,698,000 at June 30, 1995 from
$26,588,000 at March 31, 1995. During the remainder of fiscal year 1996, JRM
expects to obtain funds to meet working capital, capital expenditures and debt
maturity requirements from operating activities and additional borrowings from
existing lines of credit. Leasing agreements for equipment, which are
short-term in nature, are not expected to impact JRM's liquidity or capital
resources.
16
<PAGE> 17
PART II
J. RAY McDERMOTT, S.A.
OTHER INFORMATION
No information is applicable to Part II for the current quarter, except as
noted below:
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibit 11 - Calculation of Earnings Per Common and Common
Equivalent Share - Page 19
(b) Reports on Form 8-K
There were no current reports on Form 8-K filed during the three
months ended June 30, 1995.
Signatures
17
<PAGE> 18
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
J. RAY McDERMOTT, S.A.
s/ Richard R. Foreman
Richard R. Foreman
Executive Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
August 11, 1995
18
<PAGE> 19
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<S> <C>
11 Computation of Income per Share
27 Financial Data Schedule
</TABLE>
<PAGE> 1
EXHIBIT 11
J. RAY MCDERMOTT, S.A.
CALCULATION OF EARNINGS
PER COMMON AND COMMON EQUIVALENT SHARE
FOR THE THREE MONTHS ENDED JUNE 30, 1995 (2)
(In thousands, except shares and per share amounts)
PRIMARY AND FULLY DILUTED
<TABLE>
<S> <C>
Net Income $ 3,267
Less Dividend Requirements of Preferred Stocks
Series A and B (2,056)
----------------------------------------------------------------------------------------------------------------
Net Income for primary computation $ 1,211
================================================================================================================
Weighted average number of common
shares outstanding during the period 38,777,732
Common stock equivalents of stock options
based on "treasury stock" method 570,661
----------------------------------------------------------------------------------------------------------------
Weighted average number of common
and common equivalent shares
outstanding during the period 39,348,393
================================================================================================================
Earnings per common and
common equivalent share: (1) $ 0.03
================================================================================================================
</TABLE>
(1) Earnings per common and common equivalent share assuming full dilution
are the same for the period presented.
(2) Earnings per share are not presented for the three months ended June 30,
1994 because JRM was not a separate entity with its own capital structure
for that period.
19
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM J. RAY
MCDERMOTT'S JUNE 30, 1995 FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-END> JUN-30-1995
<CASH> 60,485
<SECURITIES> 7,541
<RECEIVABLES> 280,522
<ALLOWANCES> 22,419
<INVENTORY> 98,265
<CURRENT-ASSETS> 546,136
<PP&E> 1,518,572
<DEPRECIATION> 920,801
<TOTAL-ASSETS> 1,563,649
<CURRENT-LIABILITIES> 556,834
<BONDS> 0
<COMMON> 390
0
37
<OTHER-SE> 564,927
<TOTAL-LIABILITY-AND-EQUITY> 1,563,649
<SALES> 311,803
<TOTAL-REVENUES> 311,803
<CGS> 299,389
<TOTAL-COSTS> 299,389
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,348
<INCOME-PRETAX> 6,513
<INCOME-TAX> 3,246
<INCOME-CONTINUING> 3,267
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,267
<EPS-PRIMARY> 0.03
<EPS-DILUTED> 0.03
</TABLE>
