Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 04, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | NABORS INDUSTRIES LTD | |
Entity Central Index Key | 1,163,739 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 330,569,716 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 251,366 | $ 501,149 |
Short-term investments | 25,196 | 35,020 |
Assets held for sale | 78,400 | 146,467 |
Accounts receivable, net | 871,385 | 1,517,503 |
Inventory | 177,221 | 230,067 |
Deferred income taxes | 39,981 | 118,230 |
Other current assets | 275,526 | 193,438 |
Total current assets | 1,719,075 | 2,741,874 |
Long-term investments and other receivables | 2,455 | 2,806 |
Property, plant and equipment, net | 7,287,531 | 8,599,125 |
Goodwill | 150,032 | 173,928 |
Investment in unconsolidated affiliates | 460,543 | 58,251 |
Other long-term assets | 309,545 | 303,958 |
Total assets | 9,929,181 | 11,879,942 |
Current liabilities: | ||
Current portion of debt | 8,982 | 6,190 |
Trade accounts payable | 302,415 | 780,060 |
Accrued liabilities | 730,809 | 728,004 |
Income taxes payable | 7,345 | 53,221 |
Total current liabilities | 1,049,551 | 1,567,475 |
Long-term debt | 3,737,773 | 4,348,859 |
Other long-term liabilities | 630,458 | 601,816 |
Deferred income taxes | 443,003 | |
Total liabilities | $ 5,417,782 | $ 6,961,153 |
Commitments and contingencies (Note 11) | ||
Shareholders' equity: | ||
Common shares, par value $0.001 per share: Authorized common shares 800,000; issued 330,595 and 328,196, respectively | $ 331 | $ 328 |
Capital in excess of par value | 2,484,946 | 2,452,261 |
Accumulated other comprehensive income (loss) | (21,563) | 77,522 |
Retained earnings | 3,311,662 | 3,573,172 |
Less: treasury shares, at cost, 47,070 and 38,788 common shares, respectively | (1,273,063) | (1,194,664) |
Total shareholders' equity | 4,502,313 | 4,908,619 |
Noncontrolling interest | 9,086 | 10,170 |
Total equity | 4,511,399 | 4,918,789 |
Total liabilities and equity | $ 9,929,181 | $ 11,879,942 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
CONSOLIDATED BALANCE SHEETS | ||
Common shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common shares, shares authorized | 800,000 | 800,000 |
Common shares, shares issued | 330,595 | 328,196 |
Treasury shares, at cost | 47,070 | 38,788 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues and other income: | ||||
Operating revenues | $ 847,553 | $ 1,813,762 | $ 3,125,565 | $ 5,020,361 |
Earnings (losses) from unconsolidated affiliates | (35,100) | (2,851) | (29,714) | (5,872) |
Investment income (loss) | (22) | 2,189 | 2,128 | 10,235 |
Total revenues and other income | 812,431 | 1,813,100 | 3,097,979 | 5,024,724 |
Costs and other deductions: | ||||
Direct costs | 518,174 | 1,181,986 | 1,926,306 | 3,310,220 |
General and administrative expenses | 81,748 | 138,967 | 295,171 | 406,863 |
Depreciation and amortization | 240,107 | 286,581 | 739,322 | 851,528 |
Interest expense | 44,448 | 43,138 | 135,518 | 134,251 |
Losses (gains) on sales and disposals of long-lived assets and other expense (income), net | 259,731 | (1,513) | 205,227 | 16,467 |
Total costs and other deductions | 1,144,208 | 1,649,159 | 3,301,544 | 4,719,329 |
Income (loss) from continuing operations before income tax | (331,777) | 163,941 | (203,565) | 305,395 |
Income tax expense (benefit): | ||||
Current | 13,735 | 72,371 | 46,682 | 93,606 |
Deferred | (94,633) | (10,860) | (81,840) | (7,331) |
Total income tax expense (benefit) | (80,898) | 61,511 | (35,158) | 86,275 |
Subsidiary preferred stock dividend | 1,984 | |||
Income (loss) from continuing operations, net of tax | (250,879) | 102,430 | (168,407) | 217,136 |
Income (loss) from discontinued operations, net of tax | (45,275) | 4,005 | (41,067) | 4,488 |
Net income (loss) | (296,154) | 106,435 | (209,474) | 221,624 |
Less: Net (income) loss attributable to noncontrolling interest | 320 | (387) | 453 | (1,213) |
Net income (loss) attributable to Nabors | $ (295,834) | $ 106,048 | $ (209,021) | $ 220,411 |
Earnings (losses) per share: | ||||
Basic from continuing operations (in dollars per share) | $ (0.86) | $ 0.34 | $ (0.57) | $ 0.72 |
Basic from discontinued operations (in dollars per share) | (0.16) | 0.02 | (0.15) | 0.02 |
Total Basic (in dollars per share) | (1.02) | 0.36 | (0.72) | 0.74 |
Diluted from continuing operations (in dollars per share) | (0.86) | 0.34 | (0.57) | 0.71 |
Diluted from discontinued operations (in dollars per share) | (0.16) | 0.01 | (0.15) | 0.02 |
Total Diluted (in dollars per share) | $ (1.02) | $ 0.35 | $ (0.72) | $ 0.73 |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 284,112 | 292,621 | 285,186 | 292,613 |
Diluted (in shares) | 284,112 | 295,005 | 285,186 | 295,353 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net income (loss) attributable to Nabors | $ (295,834) | $ 106,048 | $ (209,021) | $ 220,411 |
Translation adjustment attributable to Nabors | ||||
Unrealized gain (loss) on translation adjustment | (38,859) | (41,713) | (95,125) | (46,052) |
Less: reclassification adjustment for realized loss on translation adjustment | 5,365 | |||
Translation adjustment attributable to Nabors | (38,859) | (41,713) | (89,760) | (46,052) |
Unrealized gains (losses) on marketable securities | ||||
Unrealized gains (losses) on marketable securities | (8,127) | (15,054) | (10,127) | (34,587) |
Less: reclassification adjustment for (gains)/losses on marketable securities | 267 | (4,636) | ||
Unrealized gains (losses) on marketable securities | (8,127) | (14,787) | (10,127) | (39,223) |
Pension liability amortization and adjustment | 276 | 123 | 828 | 369 |
Unrealized gains (losses) and amortization of cash flow hedges | 153 | 153 | 459 | 459 |
Other comprehensive income (loss), before tax | (46,557) | (56,224) | (98,600) | (84,447) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 162 | 107 | 485 | (529) |
Other comprehensive income (loss), net of tax | (46,719) | (56,331) | (99,085) | (83,918) |
Comprehensive income (loss) attributable to Nabors | (342,553) | 49,717 | (308,106) | 136,493 |
Net income (loss) attributable to noncontrolling interest | (320) | 387 | (453) | 1,213 |
Translation adjustment to noncontrolling interest | (476) | (522) | (1,194) | (624) |
Comprehensive income (loss) attributable to noncontrolling interest | (796) | (135) | (1,647) | 589 |
Comprehensive income (loss) | $ (343,349) | $ 49,582 | $ (309,753) | $ 137,082 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (209,474) | $ 221,624 |
Adjustments to net income (loss): | ||
Depreciation and amortization | 741,919 | 853,715 |
Deferred income tax expense (benefit) | (100,751) | (4,888) |
Losses (gains) on long-lived assets, net | 76,040 | (12,066) |
Losses (gains) on investments, net | (4,930) | |
Loss on debt extinguishment | 3,212 | |
Share-based compensation | 39,024 | 28,141 |
Foreign currency transaction losses (gains), net | 7,443 | 3,416 |
Impairment of investment in unconsolidated affiliate | 180,591 | |
Gain on merger transaction, net | (47,074) | |
Gains on acquisitions | (2,308) | |
Equity in (earnings) losses of unconsolidated affiliates, net of dividends | 38,909 | 3,527 |
Other | 7,259 | (2,924) |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | 449,847 | (229,161) |
Inventory | 9,483 | (34,987) |
Other current assets | 146,123 | 74,249 |
Other long-term assets | 263,582 | 8,791 |
Trade accounts payable and accrued liabilities | (699,765) | 168,801 |
Income taxes payable | (40,756) | (50,904) |
Other long-term liabilities | (255,081) | 218,728 |
Net cash provided by operating activities | 605,011 | 1,244,344 |
Cash flows from investing activities: | ||
Purchases of investments | (8) | (319) |
Sales and maturities of investments | 859 | 23,580 |
Cash paid for acquisition of businesses, net of cash acquired | (57,909) | (10,200) |
Investment in unconsolidated affiliates | (445) | (2,061) |
Proceeds from merger transaction | 650,050 | |
Capital expenditures | (744,047) | (1,344,222) |
Proceeds from sales of assets and insurance claims | 30,164 | 129,825 |
Other | 1,700 | (3,931) |
Net cash used for investing activities | (119,636) | (1,207,328) |
Cash flows from financing activities: | ||
Increase (decrease) in cash overdrafts | 363 | (3,867) |
Proceeds from (payments for) issuance of common shares | 1,198 | 30,240 |
Dividends to shareholders | (52,489) | (41,781) |
Proceeds from short-term borrowings | 2,792 | |
Proceeds from (payment for) commercial paper, net | (162,544) | 441,530 |
Proceeds from revolving credit facilities | 15,000 | |
Reduction in revolving credit facilities | (450,000) | (70,000) |
Reduction in long term debt | (40,098) | |
Proceeds from term loan facility | 300,000 | |
Payments on term loan facility | (300,000) | |
Purchase of preferred stock | (70,875) | |
Purchase of treasury stock | (44,978) | (250,037) |
Reduction in short-term debt | (10,000) | |
Other | (7,534) | (7,581) |
Net cash used for financing activities | (713,192) | (7,469) |
Effect of exchange rate changes on cash and cash equivalents | (21,966) | (15,009) |
Net increase (decrease) in cash and cash equivalents | (249,783) | 14,538 |
Cash and cash equivalents, beginning of period | 501,149 | 389,915 |
Cash and cash equivalents, end of period | $ 251,366 | $ 404,453 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Shares | Capital in Excess of Par Value | Accumulated Other Comprehensive Income | Retained Earnings | Treasury Shares | Non-controlling Interest | Total |
Balance at the beginning of the period at Dec. 31, 2013 | $ 324 | $ 2,392,585 | $ 216,140 | $ 4,304,664 | $ (944,627) | $ 12,091 | $ 5,981,177 |
Balance (in shares) at Dec. 31, 2013 | 323,711 | ||||||
Increase (Decrease) in Equity | |||||||
Net income (loss) | 220,411 | 1,213 | 221,624 | ||||
Dividends to shareholders | (41,781) | (41,781) | |||||
Redemption of subsidiary preferred stock | (1,688) | (1,688) | |||||
Repurchase of treasury shares | (250,037) | (250,037) | |||||
Other comprehensive income (loss), net of tax | (83,918) | (624) | (84,542) | ||||
Issuance of common shares for stock options exercised | $ 3 | 30,237 | $ 30,240 | ||||
Issuance of common shares for stock options exercised (in shares) | 3,034 | 3,000 | |||||
Share-based compensation | 28,141 | $ 28,141 | |||||
Other | $ 1 | (7,582) | (2,319) | (9,900) | |||
Other (in shares) | 1,485 | ||||||
Balance at the end of the period at Sep. 30, 2014 | $ 328 | 2,443,381 | 132,222 | 4,481,606 | (1,194,664) | 10,361 | 5,873,234 |
Balance (in shares) at Sep. 30, 2014 | 328,230 | ||||||
Balance at the beginning of the period at Dec. 31, 2014 | $ 328 | 2,452,261 | 77,522 | 3,573,172 | (1,194,664) | 10,170 | 4,918,789 |
Balance (in shares) at Dec. 31, 2014 | 328,196 | ||||||
Increase (Decrease) in Equity | |||||||
Net income (loss) | (209,021) | (453) | (209,474) | ||||
Dividends to shareholders | (52,489) | (52,489) | |||||
Repurchase of treasury shares | (78,399) | (78,399) | |||||
Other comprehensive income (loss), net of tax | (99,085) | (1,194) | (100,279) | ||||
Issuance of common shares for stock options exercised | 1,198 | $ 1,198 | |||||
Issuance of common shares for stock options exercised (in shares) | 130 | 100 | |||||
Share-based compensation | 39,024 | $ 39,024 | |||||
Other | $ 3 | (7,537) | 563 | (6,971) | |||
Other (in shares) | 2,269 | ||||||
Balance at the end of the period at Sep. 30, 2015 | $ 331 | $ 2,484,946 | $ (21,563) | $ 3,311,662 | $ (1,273,063) | $ 9,086 | $ 4,511,399 |
Balance (in shares) at Sep. 30, 2015 | 330,595 |
Nature of Operations
Nature of Operations | 9 Months Ended |
Sep. 30, 2015 | |
Nature of Operations | |
Nature of Operations | Note 1 Nature of Operations We own and operate the world’s largest land-based drilling rig fleet and are a leading provider of offshore platform workover and drilling rigs in the United States and numerous international markets. As a global provider of services for land-based and offshore oil and natural gas wells, our fleet of rigs and drilling-related equipment as of September 30, 2015 includes: · 476 actively marketed rigs for land-based drilling operations in the United States, Canada and over 20 other countries throughout the world; and · 42 actively marketed rigs for offshore drilling operations in the United States and numerous international markets. We also provide innovative drilling technology and equipment and comprehensive well-site services in many of the most significant oil and gas markets in the world, including engineering, transportation and disposal, construction, maintenance, well logging, directional drilling, rig instrumentation, data collection and other support services. In addition, we manufacture and lease or sell top drives and other rig equipment. The majority of our business is conducted through our Drilling & Rig Services business line, which is comprised of our global land-based and offshore drilling rig operations and other rig services, consisting of equipment manufacturing, rig instrumentation, optimization software and directional drilling services. This business line consists of four operating segments: U.S., Canada, International and Rig Services. On March 24, 2015, we completed the merger (the “Merger”) of our Completion & Production Services business line with C&J Energy Services, Inc. (“C&J Energy”). In the Merger and related transactions, our wholly-owned interest in our Completion & Production Service business line was exchanged for cash and an equity interest in the combined entity, C&J Energy Services Ltd. (“CJES”), and is now accounted for as an unconsolidated affiliate as of the acquisition date. See further discussion in Note 3 — Investments in Unconsolidated Affiliates. Prior to the Merger, this business line was comprised of our operations involved in the completion, life-of-well maintenance and plugging and abandonment of a well in the United States and Canada. These services include stimulation, coiled-tubing, cementing, wireline, workover, well-servicing and fluids management. On May 24, 2015, we paid $106.0 million in cash to acquire the remaining 49% equity interest in Nabors Arabia Company Limited (“Nabors Arabia”), our joint venture in Saudi Arabia, making it a wholly owned subsidiary. As a result of the acquisition, we consolidated the assets and liabilities of Nabors Arabia on May 24, 2015 based on their respective fair values. We have also consolidated the operating results of Nabors Arabia as of the acquisition date. See further discussion in Note 4 — Acquisitions. Unless the context requires otherwise, references in this report to “we,” “us,” “our,” “the Company,” or “Nabors” mean Nabors Industries Ltd., together with our subsidiaries where the context requires, including Nabors Industries, Inc., a Delaware corporation (“Nabors Delaware”), our wholly owned subsidiary. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Interim Financial Information The accompanying unaudited consolidated financial statements of Nabors have been prepared in conformity with the generally accepted accounting principles in the United States (“GAAP”). Pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted. Therefore, these financial statements should be read along with our annual report on Form 10-K for the year ended December 31, 2014 (“2014 Annual Report”). In management’s opinion, the unaudited consolidated financial statements contain all adjustments necessary to present fairly our financial position as of September 30, 2015 and the results of operations, comprehensive income (loss), cash flows and changes in equity for the periods presented herein. Interim results for the nine months ended September 30, 2015 may not be indicative of results that will be realized for the full year ending December 31, 2015. Principles of Consolidation Our consolidated financial statements include the accounts of Nabors, as well as all majority owned and non-majority owned subsidiaries required to be consolidated under GAAP. All significant intercompany accounts and transactions are eliminated in consolidation. Investments in operating entities where we have the ability to exert significant influence, but where we do not control operating and financial policies, are accounted for using the equity method. Our share of the net income (loss) of these entities is recorded as earnings (losses) from unconsolidated affiliates in our consolidated statements of income (loss). The investments in these entities are included in investment in unconsolidated affiliates in our consolidated balance sheets. We record our share of the net income (loss) of our equity method investment in CJES on a one-quarter lag , as we are not able to obtain the financial information of CJES on a timely basis. See Note 3 — Investments in Unconsolidated Affiliates. Inventory Inventory is stated at the lower of cost or market. Cost is determined using the first-in, first-out or weighted-average cost methods and includes the cost of materials, labor and manufacturing overhead. Inventory included the following: September 30, December 31, 2015 2014 (In thousands) Raw materials $ $ Work-in-progress Finished goods $ $ Goodwill We review goodwill for impairment annually during the second quarter of each fiscal year or more frequently if events or changes in circumstances indicate that the carrying amount of such goodwill and intangible assets exceed their fair value. We initially assess goodwill for impairment based on qualitative factors to determine whether to perform the two-step annual goodwill impairment test, a Level 3 fair value measurement. After our qualitative assessment, step one of the impairment test compares the estimated fair value of the reporting unit to its carrying amount. If the carrying amount exceeds the fair value, a second step is required to measure the goodwill impairment loss. The second step compares the implied fair value of the reporting unit’s goodwill to its carrying amount. If the carrying amount exceeds the implied fair value, an impairment loss is recognized in an amount equal to the excess. Our estimated fair values of our reporting units incorporate judgment and the use of estimates by management. Potential factors requiring assessment include a further or sustained decline in our stock price, declines in oil and natural gas prices, a variance in results of operations from forecasts, a change in operating strategy of assets and additional transactions in the oil and gas industry. Another factor in determining whether impairment has occurred is the relationship between our market capitalization and our book value. As part of our annual review, we compare the sum of our reporting units’ estimated fair value, which includes the estimated fair value of non-operating assets and liabilities, less debt, to our market capitalization and assess the reasonableness of our estimated fair value. Any of the above-mentioned factors may cause us to re-evaluate goodwill during any quarter throughout the year. Based on our annual review during the second quarter of 2015, we did not record a goodwill impairment. No events were noted in the current quarter that would cause us to revise our previous assessment. Recent Accounting Pronouncements In February 2015, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) relating to consolidation, which eliminates the presumption that a general partner should consolidate a limited partnership. It also modifies the evaluation of whether limited partnerships are variable interest entities or voting interest entities and adds requirements that limited partnerships must meet to qualify as voting interest entities. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. We are currently evaluating the impact this will have on our consolidated financial statements. In April 2015, the FASB issued an ASU relating to the presentation of debt issuance costs on the balance sheet. This standard amends existing guidance to require the presentation of debt issuance costs on the balance sheet as a deduction from the carrying amount of the related debt liability instead of as a deferred charge. This guidance is effective for fiscal years beginning after December 15, 2015. Early application is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. In May 2014, the FASB issued an ASU relating to the revenue recognition from contracts with customers that creates a common revenue standard for GAAP and IFRS. The core principle will require recognition of revenue to represent the transfer of promised goods or services to customers in an amount that reflects the consideration, including costs incurred, to which the entity expects to be entitled in exchange for those goods or services. In July 2015, the FASB approved a one year deferral of this standard, with a new effective date for fiscal years beginning after December 15, 2017. We are currently evaluating the impact this will have on our consolidated financial statements. In July 2015, the FASB issued an ASU to simplify the measurement of inventory by changing the subsequent measurement guidance from the lower of cost or market to the lower of cost and net realizable value for inventory. Subsequent measurement is unchanged for inventory measured using the last-in, first-out or the retail inventory method. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. Early application is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. In September 2015, the FASB issued an ASU to simplify the accounting for measurement-period adjustments in connection with business combinations by requiring that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. Early application is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 9 Months Ended |
Sep. 30, 2015 | |
Investments in Unconsolidated Affiliates | |
Investments in Unconsolidated Affiliates | Note 3 Investments in Unconsolidated Affiliates On March 24, 2015, we completed the Merger of our Completion & Production Services business line with C&J Energy. We received total consideration comprised of approximately $693.5 million in cash ($650.0 million after settlement of working capital requirements) and approximately 62.5 million common shares in the combined company, CJES, representing approximately 53% of the outstanding and issued common shares of CJES as of the closing date. Because we have significant influence over CJES, but not a controlling financial interest, we account for our investment in CJES under the equity method of accounting. Our consolidated statement of income (loss) for the nine months ended September 30, 2015 consolidates the operating results of our Completion & Production Services business line through the closing date of the Merger. As a result of the Merger, CJES became an unconsolidated affiliate and we no longer consolidate the operating results of our Completion & Production Services business line. Therefore, subsequent to the closing date of the Merger, our share of the net income (loss) of our equity method investment in CJES is recorded as earnings (losses) from unconsolidated affiliates in our consolidated statements of income (loss). Our policy is to record our share of the net income (loss) of CJES on a one-quarter lag as we are not able to obtain the financial information of CJES on a timely basis. Accordingly, the equity in earnings from CJES, which is reflected in earnings (losses) from unconsolidated affiliates in our consolidated statement of income (loss) for the nine months ended September 30, 2015 includes our share of the net income (loss) of CJES from the closing date of the Merger until June 30, 2015. We record our investment in the equity of CJES in the Investment in unconsolidated affiliates line in our consolidated balance sheet. We review our equity method investments for impairment whenever certain impairment indicators exist including the absence of an ability to recover the carrying amount of the investment or inability of the investee to sustain an earnings capacity which would justify the carrying amount of the investment. A loss in value of an investment that is other than a temporary decline should be recognized. During the quarter, we determined the carrying value of our investment was other than temporarily impaired which resulted in an other-than-temporary impairment charge of $180.6 million. This other-than-temporary impairment is reflected in losses (gains) on sales and disposals of long-lived assets and other expense (income) in our consolidated statements of income (loss) for the three and nine months ended September 30, 2015 . See Note 13 — Supplemental Balance Sheet, Income Statement and Cash Flow Information . During the first quarter of 2015, we recognized an estimated gross gain of $102.2 million in connection with the Merger based on the difference between the consideration received and the carrying value of the assets and liabilities of our Completion & Production Services business line. This gain was partially offset by $49.6 million in transaction costs related to the Merger. During the three months ended September 30, 2015, we recorded a post-closing adjustment of $5.5 million attributable to the settlement of certain working capital requirements at the completion of the transition period. The following table presents summarized income statement (loss) information for CJES for the six months ended June 30, 2015, which is reflected in earnings (losses) from unconsolidated affiliates in our consolidated statement of income (loss) for the nine months ended September 30, 2015: Six Months Ended June 30, (In thousands) 2015 Gross Revenues $ Gross Margin Net income (loss) ) Nabors’ share of equity method earnings (losses) ) |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Acquisitions | |
Acquisitions | Note 4 Acquisitions On May 24, 2015, we paid $106.0 million in cash to acquire the remaining 49% equity interest in Nabors Arabia, our joint venture in Saudi Arabia, making it a wholly owned subsidiary. Previously, we held a 51% equity interest with a carrying value of $44.7 million and we had accounted for the joint venture as an equity method investment. The acquisition of the remaining interest allows us to strategically align our future growth in this market by providing additional flexibility to invest capital and pursue future investment opportunities. As a result, we consolidated the assets and liabilities of Nabors Arabia on May 24, 2015 based on their respective estimated fair values. We have also consolidated the operating results of Nabors Arabia since the acquisition date and reported those results in our International drilling segment. The excess of the estimated fair value of the assets and liabilities over the net carrying value of our previously held equity interest resulted in a gain of $2.3 million and was reflected in losses (gains) on sales and disposals of long-lived assets and other expense (income) in the consolidated statements of income (loss). The following table provides the preliminary estimates for allocation of the purchase price as of the acquisition date. This allocation was based on the significant use of estimates and on information that was available to management at the time these interim unaudited consolidated financial statements were prepared. We will continue to adjust the allocations until final valuation of the assets and liabilities is completed. Estimated Fair (In thousands) Value Assets: Cash $ Accounts receivable Other current assets Property, plant and equipment, net Intangible assets Goodwill Other long-term assets Total assets Liabilities: Accounts payable $ Accrued liabilities Income taxes payable Other long-term liabilities Total liabilities Net assets acquired $ The goodwill recognized as a result of the acquisition of $58.7 million is primarily attributable to the workforce of the acquired business, strategic market access, ability to provide other services and products, a strategic customer with a long history of business and the expected synergies from combining the operations. This goodwill is not expected to be deductible for tax purposes. The identifiable intangible asset of $12.4 million consists of the fair value of the acquired favorable contracts, which is provisional pending the final valuation of these contractual assets. We have included an additional $142.3 million in operating revenues and $6.2 million in earnings from the acquisition date through September 30, 2015 in our consolidated statements of income (loss) as a result of this acquisition. The following unaudited supplemental pro forma results present consolidated information as if the acquisition had been completed as of January 1, 2014. The unaudited supplemental pro forma results should not be considered indicative of the results that would have occurred if the acquisition had been consummated as of January 1, 2014; nor are they indicative of future results. Nine Months Ended September 30, (In thousands, except per share amounts) 2015 2014 Total revenues and other income $ $ Income (loss) from continuing operations, net of tax ) Income (loss) from continuing operations per share - basic $ ) $ Income (loss) from continuing operations per share - diluted $ ) $ |
Cash and Cash Equivalents and S
Cash and Cash Equivalents and Short-term Investments | 9 Months Ended |
Sep. 30, 2015 | |
Cash and Cash Equivalents and Short-term Investments | |
Cash and Cash Equivalents and Short-term Investments | Note 5 Cash and Cash Equivalents and Short-term Investments Certain information related to our cash and cash equivalents and short-term investments follows: September 30, 2015 December 31, 2014 Fair Value Gross Unrealized Holding Gains Gross Unrealized Holding Losses Fair Value Gross Unrealized Holding Gains Gross Unrealized Holding Losses (In thousands) Cash and cash equivalents $ $ — $ — $ $ — $ — Short-term investments: Available-for-sale equity securities ) — Available-for-sale debt securities: Mortgage-CMO debt securities — — — ) Total short-term investments ) ) Total cash, cash equivalents and short-term investments $ $ $ ) $ $ $ ) Certain information regarding our debt and equity securities is presented below: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Available-for-sale Proceeds from sales and maturities $ — $ — $ — $ Realized gains (losses), net $ — $ ) $ — $ |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Measurements | |
Fair Value Measurements | Note 6 Fair Value Measurements Our financial assets and liabilities that are accounted for at fair value on a recurring basis as of September 30, 2015 consist of available-for-sale equity and debt securities. Our debt securities could transfer into or out of a Level 1 or 2 measure depending on the availability of independent and current pricing at the end of each quarter. During the three and nine months ended September 30, 2015, there were no transfers of our financial assets between Level 1 and Level 2 measures. Our financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The majority of our short-term investments are categorized as Level 1 and had a fair value of $25.2 million as of September 30, 2015. Nonrecurring Fair Value Measurements We applied fair value measurements to our nonfinancial assets and liabilities measured on a nonrecurring basis, which consist of measurements primarily to assets held-for-sale, goodwill, intangible assets and other long-lived assets, assets acquired and liabilities assumed in a business combination and our pipeline contractual commitment. Fair Value of Financial Instruments We estimate the fair value of our financial instruments in accordance with GAAP. The fair value of our long-term debt, revolving credit facility and commercial paper is estimated based on quoted market prices or prices quoted from third-party financial institutions. The carrying and fair values of these liabilities were as follows: September 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value (In thousands) 2.35% senior notes due September 2016 $ $ $ $ 6.15% senior notes due February 2018 9.25% senior notes due January 2019 5.00% senior notes due September 2020 4.625% senior notes due September 2021 5.10% senior notes due September 2023 Term loan facility — — — — Revolving credit facility — — Commercial paper Other Total $ $ $ $ The fair values of our cash equivalents, trade receivables and trade payables approximate their carrying values due to the short-term nature of these instruments. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Share-Based Compensation | |
Share-Based Compensation | Note 7 Share-Based Compensation We have several share-based employee and director compensation plans, which are more fully described in Note 9 — Share-Based Compensation in our 2014 Annual Report. Total share-based compensation expense, which includes stock options and restricted shares, totaled $8.9 million and $8.8 million for the three months ended September 30, 2015 and 2014, respectively, and $39.0 million and $28.1 million for the nine months ended September 30, 2015 and 2014, respectively. Share-based compensation expense has been allocated to our various operating segments. See Note 15 — Segment Information. Stock Options The total intrinsic value of stock options exercised during the nine months ended September 30, 2015 and 2014 was $0.8 million and $49.1 million, respectively. The total fair value of stock options that vested during the nine months ended September 30, 2015 and 2014 was $1.8 million and $1.6 million, respectively. Restricted Stock During the nine months ended September 30, 2015 and 2014, we awarded 2,544,643 and 1,154,615 shares of restricted stock based on performance, respectively, vesting over periods of up to four years, to our employees and directors. These awards had an aggregate value at their date of grant of $34.8 million and $26.4 million, respectively. The fair value of restricted shares that vested during the nine months ended September 30, 2015 and 2014 was $13.7 million and $19.6 million, respectively. The fair value of these awards is based on the closing price of Nabors shares on the date the awards are granted. Restricted Stock Based on Performance During the nine months ended September 30, 2015 and 2014, we awarded 438,307 and 362,311 shares of restricted stock, respectively, vesting over a period of three years to some of our executives. The performance awards granted were based upon achievement of specific financial or operational objectives. The number of shares granted was determined by the number of performance goals achieved during fiscal years 2014 and 2013, respectively. Until shares are vested, our awards that vest based on performance conditions are liability-classified awards. Our accrued liabilities included $1.7 million for such awards at September 30, 2015 for the performance period beginning January 1, 2015 through December 31, 2015. The fair value of these awards that vested during the nine months ended September 30, 2015 was $3.7 million. The fair value of these awards are estimated at each reporting period, based on internal metrics and marked to market. Restricted Stock Based on Market Conditions During the nine months ended September 30, 2015 and 2014, we awarded 544,925 and 395,550 shares of restricted stock based on market conditions, respectively, which will vest based on our performance compared to our peer group over a three-year period. These awards had an aggregate value at their date of grant of $4.7 million and $4.5 million, respectively, after consideration of all assumptions. The grant date fair value of these awards was based on a Monte Carlo model, using the following assumptions: Nine Months Ended September 30, 2015 2014 Risk free interest rate % % Expected volatility % % Closing stock price at grant date $ $ Expected term (in years) 3.0 years 2.97 years |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt | |
Debt | Note 8 Debt Debt consisted of the following: September 30, December 31, 2015 2014 (In thousands) 2.35% senior notes due September 2016 $ (1) $ 6.15% senior notes due February 2018 9.25% senior notes due January 2019 5.00% senior notes due September 2020 4.625% senior notes due September 2021 5.10% senior notes due September 2023 Term loan facility — — Revolving credit facility — Commercial paper Other Less: current portion $ $ (1) The 2.35% senior notes due September 2016 have been classified as long-term as we have the ability and intend to repay this obligation utilizing our revolving credit facility. Commercial Paper Program As of September 30, 2015, we had approximately $370.6 million of commercial paper outstanding. The weighted average interest rate on borrowings at September 30, 2015 was 0.569%. Our commercial paper borrowings are classified as long-term debt because the borrowings are fully supported by availability under our revolving credit facility, which matures as currently structured in July 2020, more than one year from now. Revolving Credit Facility During the quarter, we entered into an amendment to our existing committed, unsecured revolving credit facility to increase the borrowing capacity to $2.25 billion, extend the maturity date to July 2020 and increase the size of the accordion option to $500.0 million. The weighted average interest rate during the period ended September 30, 2015 was 1.48% . As of September 30, 2015, we had no borrowings ou tstanding under this facility. The revolving credit facility contains various covenants and restrictive provisions that limit our ability to incur additional indebtedness, make investments or loans and create liens and require us to maintain a net funded indebtedness to total capitalization ratio, as defined in the agreement. We were in compliance with all covenants under the agreement at September 30, 2015. If we fail to perform our obligations under the covenants, the revolving credit commitment could be terminated, and any outstanding borrowings under the facility could be declared immediately due and payable. Term Loan Facility On February 6, 2015, Nabors Industries, Inc., our wholly owned subsidiary, entered into an unsecured term loan facility for $300.0 million with a three-year maturity, which was fully and unconditionally guaranteed by us. Under the new term loan facility, we were required to prepay the loan upon the closing of the Merger, or if we otherwise disposed of assets, issued term debt, or issued equity with net proceeds of more than $70.0 million, subject to certain exceptions. The term loan agreement contained customary representations and warranties, covenants and events of default for loan facilities of this type. On March 27, 2015, we repaid the $300.0 million term loan, according to the terms of the agreement using a portion of the cash consideration received in connection with the Merger and the facility was terminated. On September 29, 2015, Nabors Industries, Inc., our wholly owned subsidiary, entered into a new five-year unsecured term loan facility for $325.0 million, which is fully and unconditionally guaranteed by us. The term loan facility contains a mandatory prepayment of $162.5 million due in September 2018. As of September 30, 2015, we had no borrowings ou tstanding under this facility. On October 5, 2015, we drew the full $325.0 million available under this facility. We expect to use this facility to provide financial flexibility for strategic investment opportunities, debt refinancing and other corporate uses. Borrowings under this facility will bear interest for periods of one, two, three or six months, at an annual rate equal to LIBOR, plus the applicable interest margin. The interest margin is based on our long-term unsecured credit rating for debt as in effect from time to time. The term loan agreement contains customary representations and warranties, covenants and events of default for loan facilities of this type. |
Common Shares
Common Shares | 9 Months Ended |
Sep. 30, 2015 | |
Common Shares. | |
Common Shares | Note 9 Common Shares During the nine months ended September 30, 2015 and 2014, our employees exercised vested options to acquire 0.1 million and 3.0 million of our common shares, respectively, resulting in proceeds of $1.2 million and $30.2 million, respectively. During the nine months ended September 30, 2015 and 2014, we withheld 0.6 million and 0.3 million, respectively, of our common shares with a fair value of $7.5 million and $7.6 million, respectively, to satisfy tax withholding obligations in connection with the vesting of all stock awards. During the nine months ended September 30, 2015, we repurchased 8.3 million of our common shares in the open market for $78.4 million, all of which are held in treasury. On July 24, 2015, a cash dividend of $0.06 per share was declared for shareholders of record on September 9, 2015. The dividend was paid on September 30, 2015 in the amount of $17.5 million and was charged to retained earnings in our consolidated statement of changes in equity for the nine months ended September 30, 2015. |
Subsidiary Preferred Stock
Subsidiary Preferred Stock | 9 Months Ended |
Sep. 30, 2015 | |
Subsidiary Preferred Stock | |
Subsidiary Preferred Stock | Note 10 Subsidiary Preferred Stock During 2014, we paid $70.9 million to redeem the 75,000 outstanding shares of Series A Preferred Stock of our subsidiary and paid all dividends due on such shares. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 11 Commitments and Contingencies Contingencies Income Tax Income tax returns that we file are subject to review and examination. We do not recognize the benefit of income tax positions we believe are more likely than not to be disallowed upon challenge by a tax authority. If any tax authority successfully challenges our operational structure, intercompany pricing policies or the taxable presence of our subsidiaries in certain countries, if the terms of certain income tax treaties are interpreted in a manner that is adverse to our structure, or if we lose a material tax dispute in any country, our effective tax rate on our worldwide earnings could change substantially. We have received an assessment from the Mexico federal tax authority in connection with our 2007 income tax return. The assessment relates to the denial of depreciation expense deductions related to drilling rigs. Similar deductions were taken for tax years 2008 - 2010. Although Nabors and its tax advisors believe these deductions are defensible, a partial reserve has been recorded. The total amounts assessed or expected to be assessed range from $30 million to $35 million. We have not changed our position to defend this issue, as we are confident that we will prevail in court. If we ultimately do not prevail, we would be required to recognize additional tax expense for any amount in excess of the current reserve. Self-Insurance We estimate the level of our liability related to insurance and record reserves for these amounts in our consolidated financial statements. Our estimates are based on the facts and circumstances specific to existing claims and our past experience with similar claims. These loss estimates and accruals recorded in our financial statements for claims have historically been reasonable in light of the actual amount of claims paid and are actuarially supported. Although we believe our insurance coverage and reserve estimates are reasonable, a significant accident or other event that is not fully covered by insurance or contractual indemnity could occur and could materially affect our financial position and results of operations for a particular period. We self-insure for certain losses relating to workers’ compensation, employers’ liability, general liability, automobile liability and property damage. Effective April 1, 2015, some of our workers’ compensation claims, employers’ liability and marine employers’ liability claims are subject to a $3.0 million per-occurrence deductible; additionally, some of our automobile liability claims are subject to a $2.5 million deductible. General liability claims remain subject to a $5.0 million per-occurrence deductible. In addition, we are subject to a $5.0 million deductible for land rigs and for offshore rigs. This applies to all kinds of risks of physical damage except for named windstorms in the U.S. Gulf of Mexico for which we are self-insured. Litigation Nabors and its subsidiaries are defendants or otherwise involved in a number of lawsuits in the ordinary course of business. We estimate the range of our liability related to pending litigation when we believe the amount and range of loss can be estimated. We record our best estimate of a loss when the loss is considered probable. When a liability is probable and there is a range of estimated loss with no best estimate in the range, we record the minimum estimated liability related to the lawsuits or claims. As additional information becomes available, we assess the potential liability related to our pending litigation and claims and revise our estimates. Due to uncertainties related to the resolution of lawsuits and claims, the ultimate outcome may differ from our estimates. For matters where an unfavorable outcome is reasonably possible and significant, we disclose the nature of the matter and a range of potential exposure, unless an estimate cannot be made at the time of disclosure. In the opinion of management and based on liability accruals provided, our ultimate exposure with respect to these pending lawsuits and claims is not expected to have a material adverse effect on our consolidated financial position or cash flows, although they could have a material adverse effect on our results of operations for a particular reporting period. In 2009, the Court of Ouargla entered a judgment of approximately $13.6 million (at September 30, 2015 exchange rates) against us relating to alleged customs infractions in Algeria. We believe we did not receive proper notice of the judicial proceedings, and that the amount of the judgment was excessive in any case. We asserted the lack of legally required notice as a basis for challenging the judgment on appeal to the Algeria Supreme Court (the “Supreme Court”). In May 2012, that court reversed the lower court and remanded the case to the Ouargla Court of Appeals for treatment consistent with the Supreme Court’s ruling. In January 2013, the Ouargla Court of Appeals reinstated the judgment. We again lodged an appeal to the Supreme Court, asserting the same challenges as before. While the appeal was pending, the Hassi Messaoud customs office initiated efforts to collect the judgment prior to the Supreme Court’s decision in the case. As a result, we paid approximately $3.1 million and posted security of approximately $1.33 million to suspend those collection efforts and to enter into a formal negotiations process with the customs authority. The customs authority demanded 50% of the total fine as a final settlement and seized additional funds of approximately $3.6 million. We have recorded a reserve in the amount of the posted security. The matter was heard by the Supreme Court on February 26, 2015, and on March 26, 2015, that court set aside the judgment of the Ouargla Court of Appeals and remanded the case to that court for further proceedings. A hearing was held on October 28, 2015 in the Ouargla Court of Appeals and on November 4, 2015, the court affirmed the Supreme Court’s decision that we were not guilty. We have filed an application to the Conseil d’Etat in an effort to recover amounts previously paid by us. A portion of those amounts has been returned, and our efforts to recover the additional $4.4 million continue. In March 2011, the Court of Ouargla entered a judgment of approximately $26.7 million (at September 30, 2015 exchange rates) against us relating to alleged violations of Algeria’s foreign currency exchange controls, which require that goods and services provided locally be invoiced and paid in local currency. The case relates to certain foreign currency payments made to us by CEPSA, a Spanish operator, for wells drilled in 2006. Approximately $7.5 million of the total contract amount was paid offshore in foreign currency, and approximately $3.2 million was paid in local currency. The judgment includes fines and penalties of approximately four times the amount at issue. We have appealed the ruling based on our understanding that the law in question applies only to resident entities incorporated under Algerian law. An intermediate court of appeals upheld the lower court’s ruling, and we appealed the matter to the Supreme Court. On September 25, 2014, the Supreme Court overturned the verdict against us, and the case was reheard by the Ouargla Court of Appeals on March 22, 2015 in light of the Supreme Court’s opinion. On March 29, 2015, the Ouargla Court of Appeals reinstated the initial judgment against us. We have appealed this decision again to the Supreme Court. While our payments were consistent with our historical operations in the country, and, we believe, those of other multinational corporations there, as well as interpretations of the law by the Central Bank of Algeria, the ultimate resolution of this matter could result in a loss of up to $18.7 million in excess of amounts accrued. In 2012, Nabors Global Holdings II Limited (“NGH2L”) signed a contract with ERG Resources, LLC (“ERG”) relating to the sale of all of the Class A shares of NGH2L’s wholly owned subsidiary, Ramshorn International Limited, an oil and gas exploration company. When ERG failed to meet its closing obligations, NGH2L terminated the transaction on March 19, 2012 and, as contemplated in the agreement, retained ERG’s $3.0 million escrow deposit. ERG filed suit the following day in the 61st Judicial District Court of Harris County, Texas, in a case styled ERG Resources, LLC v. Nabors Global Holdings II Limited, Ramshorn International Limited, and Parex Resources, Inc.; Cause No. 2012-16446, seeking injunctive relief to halt any sale of the shares to a third party, specifically naming as defendant Parex Resources, Inc. (“Parex”). The lawsuit also seeks monetary damages of up to $750.0 million based on an alleged breach of contract by NGH2L and alleged tortious interference with contractual relations by Parex. We successfully defeated ERG’s effort to obtain a temporary restraining order from the Texas court on March 20, 2012. We completed the sale of Ramshorn’s Class A shares to a Parex affiliate in April 2012, which mooted ERG’s application for a temporary injunction. The lawsuit is stayed, pending further court actions, including appeals of the jurisdictional decisions. ERG retains its causes of action for monetary damages, but we believe the claims are foreclosed by the terms of the agreement and are without factual or legal merit. Although we are vigorously defending the lawsuit, its ultimate outcome cannot be determined at this time. On April 30, 2015, ERG filed for bankruptcy under Chapter 11 of the United States Bankruptcy Code. Nabors is monitoring the proceedings to determine how it will affect the pending litigation. On July 30, 2014, we and Red Lion, along with C&J Energy and its board of directors, were sued in a putative shareholder class action filed in the Court of Chancery of the State of Delaware (the “Court of Chancery”). The plaintiff alleges that the members of the C&J Energy board of directors breached their fiduciary duties in connection with the Merger, and that Red Lion and C&J Energy aided and abetted these alleged breaches. The plaintiff sought to enjoin the defendants from proceeding with or consummating the Merger and the C&J Energy stockholder meeting for approval of the Merger and, to the extent that the Merger was completed before any relief was granted, to have the Merger rescinded. On November 10, 2014, the plaintiff filed a motion for a preliminary injunction, and, on November 24, 2014, the Court of Chancery entered a bench ruling, followed by a written order on November 25, 2014, that (i) ordered certain members of the C&J Energy board of directors to solicit for a 30 day period alternative proposals to purchase C&J Energy (or a controlling stake in C&J Energy) that were superior to the Merger, and (ii) preliminarily enjoined C&J Energy from holding its stockholder meeting until it complied with the foregoing. C&J Energy complied with the order while it simultaneously pursued an expedited appeal of the Court of Chancery’s order to the Supreme Court of the State of Delaware (the “Delaware Supreme Court”). On December 19, 2014, the Delaware Supreme Court overturned the Court of Chancery’s judgment and vacated the order. This case remains pending. Off-Balance Sheet Arrangements (Including Guarantees) We are a party to some transactions, agreements or other contractual arrangements defined as “off-balance sheet arrangements” that could have a material future effect on our financial position, results of operations, liquidity and capital resources. The most significant of these off-balance sheet arrangements involve agreements and obligations under which we provide financial or performance assurance to third parties. Certain of these agreements serve as guarantees, including standby letters of credit issued on behalf of insurance carriers in conjunction with our workers’ compensation insurance program and other financial surety instruments such as bonds. In addition, we have provided indemnifications, which serve as guarantees, to some third parties. These guarantees include indemnification provided by Nabors to our share transfer agent and our insurance carriers. We are not able to estimate the potential future maximum payments that might be due under our indemnification guarantees. Management believes the likelihood that we would be required to perform or otherwise incur any material losses associated with any of these guarantees is remote. The following table summarizes the total maximum amount of financial guarantees issued by Nabors: Maximum Amount Remainder of 2015 2016 2017 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ $ $ $ — $ |
Earnings (Losses) Per Share
Earnings (Losses) Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings (Losses) Per Share | |
Earnings (Losses) Per Share | Note 12 Earnings (Losses) Per Share ASC 260, Earnings per Share, requires companies to treat unvested share-based payment awards that have nonforfeitable rights to dividends or dividend equivalents as a separate class of securities in calculating earnings (losses) per share. We have granted and expect to continue to grant to employees restricted stock grants that contain nonforfeitable rights to dividends. Such grants are considered participating securities under ASC 260. As such, we are required to include these grants in the calculation of our basic earnings (losses) per share and calculate basic earnings (losses) per share using the two-class method. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared and participation rights in undistributed earnings. Basic earnings (losses) per share is computed utilizing the two-class method and is calculated based on the weighted-average number of common shares outstanding during the periods presented. Diluted earnings (losses) per share is computed using the weighted-average number of common and common equivalent shares outstanding during the periods utilizing the two-class method for stock options and unvested restricted stock. A reconciliation of the numerators and denominators of the basic and diluted earnings (losses) per share computations is as follows: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ ) $ $ ) $ Less: net (income) loss attributable to noncontrolling interest ) ) Less: loss on redemption of subsidiary preferred stock — — — ) Less: (earnings) losses allocated to unvested shareholders ) ) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations $ ) $ $ ) $ Income (loss) from discontinued operations $ ) $ $ ) $ Weighted-average number of shares outstanding - basic Earnings (losses) per share: Basic from continuing operations $ ) $ $ ) $ Basic from discontinued operations ) ) Total Basic $ ) $ $ ) $ DILUTED EPS: Income (loss) from continuing operations attributed to common shareholders $ ) $ $ ) $ Add: effect of reallocating undistributed earnings of unvested shareholders — — Adjusted income (loss) from continuing operations attributed to common shareholders $ ) $ $ ) $ Income (loss) from discontinued operations $ ) $ $ ) $ Weighted-average number of shares outstanding - basic Add: dilutive effect of potential common shares — — Weighted-average number of diluted shares outstanding Earnings (losses) per share: Diluted from continuing operations $ ) $ $ ) $ Diluted from discontinued operations ) ) Total Diluted $ ) $ $ ) $ For all periods presented, the computation of diluted earnings (losses) per share excludes outstanding stock options with exercise prices greater than the average market price of our common shares, because their inclusion would be anti-dilutive and because they are not considered participating securities. The average number of options that were excluded from diluted earnings (losses) per share that would potentially dilute earnings (losses) per share were 9,416,647 and 5,389,090 shares during the three months ended September 30, 2015 and 2014, respectively, and 9,910,476 and 6,341,624 shares during the nine months ended September 30, 2015 and 2014, respectively. In any period during which the average market price of our common shares exceeds the exercise prices of these stock options, such stock options will be included in our diluted earnings (losses) per share computation using the if-converted method of accounting. |
Supplemental Balance Sheet, Inc
Supplemental Balance Sheet, Income Statement and Cash Flow Information | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Balance Sheet, Income Statement and Cash Flow Information | |
Supplemental Balance Sheet, Income Statement and Cash Flow Information | Note 13 Supplemental Balance Sheet, Income Statement and Cash Flow Information Accrued liabilities include the following: September 30, December 31, 2015 2014 (In thousands) Accrued compensation $ $ Deferred revenue Other taxes payable Workers’ compensation liabilities Interest payable Litigation reserves Current liability to discontinued operations Current deferred tax liability Current liability to acquisition of KVS Share repurchase — Other accrued liabilities $ $ Investment income (loss) includes the following: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Interest and dividend income $ $ $ $ Gains (losses) on investments, net ) ) (1) $ ) $ $ $ (1) Includes realized gains of $5.0 million from the sale of available-for-sale securities. Losses (gains) on sales and disposals of long-lived assets and other expense (income), net include the following: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ $ )(1) $ $ ) Other-than-temporary impairment of unconsolidated affiliate (2) — — Provision for International operations (3) — — Merger transaction (4) ) Litigation expenses Foreign currency transaction losses (gains) ) ) Other losses (gains) ) $ $ ) $ $ (1) Includes a $22.2 million gain related to the sale of a large portion of our oil and gas properties located on the North Slope of Alaska. We retained a working interest and overriding royalty interest in these properties (“Alaska E&P assets”). (2) Represents an other-than-temporary impairment charge related to our investment in CJES, which we account for under the equity method. See Note 3 — Investments in Unconsolidated Affiliates. (3) Includes $25.4 million related to assets and receivables impacted by the degradation of the overall country economy and financial situation in Venezuela, which has been adversely affected by the downturn in oil prices, primarily comprised of a loss of $10.0 million related to the remeasurement of our net monetary assets denominated in local currency from the official exchange rate of 6.3 Bolivares per US dollar to the SIMADI exchange rate of 199 Bolivares per US dollar as of September 30, 2015 and $15.4 million related to the write-off of a receivable balance. The balance of this provision represents an obligation associated with the decision to exit a non-core business line in the region of $22.9 million. (4) Includes the settlement of certain working capital requirements, gain and transaction costs associated with the Merger. See Note 3 — Investments in Unconsolidated Affiliates. The changes in accumulated other comprehensive income (loss), by component, includes the following: Gains (losses) on cash flow hedges Unrealized gains (losses) on available- for-sale securities Defined benefit pension plan items Foreign currency items Total (In thousands) As of January 1, 2014 $ ) $ $ ) $ $ Other comprehensive income (loss) before reclassifications — ) — ) ) Amounts reclassified from accumulated other comprehensive income (loss) (1) ) — ) Net other comprehensive income (loss) ) ) ) As of September 30, 2014 $ ) $ $ ) $ $ (1) All amounts are net of tax. Amounts in parentheses indicate debits. Gains (losses) on cash flow hedges Unrealized gains (losses) on available- for-sale securities Defined benefit pension plan items Foreign currency items Total (In thousands) As of January 1, 2015 $ ) $ $ ) $ $ Other comprehensive income (loss) before reclassifications — ) — ) ) Amounts reclassified from accumulated other comprehensive income (loss) (1) — Net other comprehensive income (loss) ) ) ) As of September 30, 2015 $ ) $ $ ) $ ) $ ) (1) All amounts are net of tax. Amounts in parentheses indicate debits. The line items that were reclassified to net income include the following: Three Months Ended Nine Months Ended September 30, September 30, Line item in consolidated statement of income (loss) 2015 2014 2015 2014 (In thousands) Investment income (loss) $ — $ ) $ — $ Interest expense General and administrative expenses Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — — ) — Total before tax $ ) $ ) $ ) $ Tax expense (benefit) ) ) ) Reclassification adjustment for (gains)/losses included in net income (loss) $ ) $ ) $ ) $ |
Assets Held-for-Sale and Discon
Assets Held-for-Sale and Discontinued Operations | 9 Months Ended |
Sep. 30, 2015 | |
Assets Held-for-Sale and Discontinued Operations | |
Assets Held-for-Sale and Discontinued Operations | Note 14 Assets Held-for-Sale and Discontinued Operations Assets Held-for-Sale Assets held for sale as of September 30, 2015 and December 31, 2014 included the following: September 30, December 31, 2015 2014 (In thousands) Oil and Gas $ (1) $ Other — $ $ (1) As of September 30, 2015, the carrying value of these assets was reduced by $51.0 million to reflect current fair value. The impairment charge is reflected in income (loss) from discontinued operations, net of tax in our consolidated statements of income (loss) as outlined below. We have contracts with pipeline companies to pay specified fees based on committed volumes for gas transport and processing. At September 30, 2015 , our undiscounted contractual commitments for these contracts approximated $35.3 million and we had liabilities of $20.3 million, $5.9 million of which were classified as current and were included in accrued liabilities. At December 31, 2014, we had liabilities of $40.2 million, $19.6 million of which were classified as current and were included in accrued liabilities. These amounts represent our best estimate of the fair value of the excess capacity of the pipeline commitments calculated using a discounted cash flow model, when considering our disposal plan, current production levels, natural gas prices and expected utilization of the pipeline over the remaining contractual term. Decreases in actual production or natural gas prices could result in future charges related to excess pipeline commitments. Discontinued Operations Our condensed statements of income (loss) from discontinued operations were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Operating revenues (1) $ $ $ $ Income (loss) from discontinued operations: Income (loss) from discontinued operations $ ) $ ) $ ) $ Less: Impairment charges or other (gains) and losses on sale of wholly owned assets and obligations (2) )(3) ) Less: Income tax expense (benefit) ) ) Income (loss) from discontinued operations, net of tax $ ) $ $ ) $ (1) Reflects operating revenues of our historical oil and gas operating segment. (2) Reflects a $51.0 million impairment charge due to the deterioration of economic conditions in the dry gas market in western Canada as well as an impairment charge for a note receivable of $4.0 million remaining from the sale of one of our former Canada subsidiaries that provided logistics services. (3) Reflects a gain related to our pipeline contractual commitments resulting from mitigation agreements to transfer pipeline/processing capacity. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Segment Information | |
Segment Information | Note 15 Segment Information The following table sets forth financial information with respect to our operating segments: Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Operating revenues and Earnings (losses) from unconsolidated affiliates: (1) Drilling & Rig Services: U.S. $ $ $ $ Canada International Rig Services (2) Subtotal Drilling & Rig Services Completion & Production Services: Completion Services — Production Services — Subtotal Completion & Production Services — Other reconciling items (3) ) ) ) ) Total operating revenues Earnings (losses) from unconsolidated affiliates (4) ) ) ) ) Total $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Adjusted income (loss) derived from operating activities: (1) (5) Drilling & Rig Services: U.S. $ ) $ $ $ Canada ) ) International Rig Services (2) ) Subtotal Drilling & Rig Services (6) Completion & Production Services: Completion Services — ) ) Production Services — ) Subtotal Completion & Production Services (7) — ) Other reconciling items (8) ) ) ) ) Total adjusted income (loss) derived from operating activities $ $ $ $ Equity investment earnings (losses) (9) ) — ) — Interest expense ) ) ) ) Investment income (loss) ) Gains (losses) on sales and disposals of long-lived assets and other income (expense), net ) ) ) Income (loss) from continuing operations before income taxes ) ) Income tax expense (benefit) ) ) Subsidiary preferred stock dividend — — — Income (loss) from continuing operations, net of tax ) ) Income (loss) from discontinued operations, net of tax ) ) Net income (loss) ) ) Less: Net (income) loss attributable to noncontrolling interest ) ) Net income (loss) attributable to Nabors $ ) $ $ ) $ September 30, December 31, 2015 2014 (In thousands) Total assets: Drilling & Rig Services: U.S. $ $ Canada International Rig Services Subtotal Drilling & Rig Services (10) Completion & Production Services (11) — All other (12) — Other reconciling items (8) Total assets: $ $ (1) A ll periods present the operating activities of most of our wholly owned oil and gas businesses as discontinued operations. (2) Includes our other services comprised of our drilling technology and top drive manufacturing, directional drilling, rig instrumentation and software services. (3) Represents the elimination of inter-segment transactions. (4) Represents our share of the net income (loss) of our unconsolidated affiliates accounted for by the equity method inclusive of $(35.1) million and $(35.9) million for the three months and nine months ended September 30, 2015, respectively, related to our share of the net loss of C&J Energy Services, Ltd., which we report on a one-quarter lag. (5) Adjusted income (loss) derived from operating activities is computed by subtracting the sum of direct costs, general and administrative expenses, depreciation and amortization and earnings (losses) from our equity method investment in CJES from the sum of Operating revenues and Earnings (losses) from unconsolidated affiliates. These amounts should not be used as a substitute for the amounts reported in accordance with GAAP. However, management evaluates the performance of our business units and the consolidated company based on several criteria, including adjusted income (loss) derived from operating activities, because it believes that these financial measures accurately reflect our ongoing profitability. A reconciliation of this non-GAAP measure to income (loss) from continuing operations before income taxes, which is a GAAP measure, is provided in the above table. (6) Includes earnings (losses), net from unconsolidated affiliates, accounted for using the equity method, of $(2.9) million for the three months ended September 30, 2014 and $5.9 million and $(6.1) million for the nine months ended September 30, 2015 and 2014, respectively. (7) Includes earnings (losses), net from unconsolidated affiliates, accounted for using the equity method, of $0.3 million and $0.2 million for the nine months ended September 30, 2015 and 2014, respectively. (8) Represents the elimination of inter-segment transactions and unallocated corporate expenses, assets and capital expenditures. (9) Represents our share of the net income (loss) of CJES. (10) Includes $0.9 million and $48.1 million of investments in unconsolidated affiliates accounted for using the equity method as of September 30, 2015 and December 31, 2014, respectively. (11) Reflects assets historically allocated to the Completion & Production Services line of business. Includes $10.2 million of investments in unconsolidated affiliates accounted for using the equity method as of December 31, 2014. These investments were included in the Completion & Production Service business line that was merged with C&J Energy in March 2015 . (12) Includes $460.5 million of investments in unconsolidated affiliates accounted for using the equity method as of September 30, 2015, including our investment in CJES. |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Financial Information | Note 16 Condensed Consolidating Financial Information Nabors has fully and unconditionally guaranteed all of the issued public debt securities of Nabors Delaware, a wholly owned subsidiary. The following condensed consolidating financial information is included so that separate financial statements of Nabors Delaware are not required to be filed with the SEC. The condensed consolidating financial statements present investments in both consolidated and unconsolidated affiliates using the equity method of accounting. The following condensed consolidating financial information presents condensed consolidating balance sheets as of September 30, 2015 and December 31, 2014 and statements of income (loss), statements of other comprehensive income (loss) and statements of cash flows for the nine months ended September 30, 2015 and 2014 of (a) Nabors, parent/guarantor, (b) Nabors Delaware, issuer of public debt securities guaranteed by Nabors, (c) the non-guarantor subsidiaries, (d) consolidating adjustments necessary to consolidate Nabors and its subsidiaries and (e) Nabors on a consolidated basis. Certain prior period amounts have been reclassified to conform to the current period presentation. Condensed Consolidating Balance Sheets September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ $ $ $ — $ Short-term investments — — — Assets held for sale — — — Accounts receivable, net — — — Inventory — — — Deferred income taxes — — — Other current assets — Total current assets — Long-term investments — — ) Property, plant and equipment, net — — — Goodwill — — — Intercompany receivables ) — Investment in consolidated affiliates ) — Investment in unconsolidated affiliates — — — Deferred tax assets — — ) — Other long-term assets — — Total assets $ $ $ $ ) $ LIABILITIES AND EQUITY Current liabilities: Current debt $ — $ — $ — $ Trade accounts payable — Accrued liabilities — Income taxes payable — — — Total current liabilities — Long-term debt — — ) Other long-term liabilities — — Deferred income taxes — — ) — Intercompany payable — ) — Total liabilities ) Subsidiary preferred stock — — — — — Shareholders’ equity ) Noncontrolling interest — — — Total equity ) Total liabilities and equity $ $ $ $ ) $ Condensed Consolidating Balance Sheets December 31, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ $ $ $ — $ Short-term investments — — — Assets held for sale — — — Accounts receivable, net — — — Inventory — — — Deferred income taxes — — — Other current assets — Short-term intercompany note — — ) — Total current assets ) Long-term investments — — ) Property, plant and equipment, net — — Goodwill — — — Intercompany receivables — ) — Investment in consolidated affiliates ) — Investment in unconsolidated affiliates — — — Deferred tax assets — ) — Other long-term assets — — Total assets $ $ $ $ ) $ LIABILITIES AND EQUITY Current liabilities: Current debt $ — $ — $ $ — $ Trade accounts payable — Accrued liabilities — Income taxes payable — — — Short-term intercompany note — — ) — Total current liabilities ) Long-term debt — — ) Other long-term liabilities — — Deferred income taxes — — ) Intercompany payable — — ) — Total liabilities ) Subsidiary preferred stock — — — — — Shareholders’ equity ) Noncontrolling interest — — — Total equity ) Total liabilities and equity $ $ $ $ ) $ Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) ) ) — Investment income (loss) — — ) ) Intercompany interest income — — ) — Total revenues and other income ) ) Costs and other deductions: Direct costs — — — General and administrative expenses ) Depreciation and amortization — — Interest expense — ) — Intercompany interest expense ) — ) — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — Total costs and other deductions ) Income (loss) from continuing operations before income tax ) ) ) ) Income tax expense (benefit) — ) ) — ) Income (loss) from continuing operations, net of tax ) ) ) ) Income (loss) from discontinued operations, net of tax — — ) — ) Net income (loss) ) ) ) ) Less: Net (income) loss attributable to noncontrolling interest — — — Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) — Investment income (loss) — ) Intercompany interest income — — — — — Total revenues and other income ) Costs and other deductions: Direct costs — — — General and administrative expenses ) Depreciation and amortization — — Interest expense — ) — Intercompany interest expense — ) — — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — ) ) Total costs and other deductions — Income (loss) from continuing operations before income tax ) Income tax expense (benefit) — ) — Income (loss) from continuing operations, net of tax ) Income (loss) from discontinued operations, net of tax — — — Net income (loss) ) Less: Net (income) loss attributable to noncontrolling interest — — ) — ) Net income (loss) attributable to Nabors $ $ $ $ ) $ Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) ) ) — Investment income (loss) — ) Intercompany interest income — — ) — Total revenues and other income ) ) Costs and other deductions: Direct costs — — — General and administrative expenses ) ) Depreciation and amortization — — Interest expense ) ) — Intercompany interest expense — ) — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — Total costs and other deductions ) Income (loss) from continuing operations before income tax ) ) ) ) Income tax expense (benefit) — ) — ) Income (loss) from continuing operations, net of tax ) ) ) ) Income (loss) from discontinued operations, net of tax — — ) — ) Net income (loss) ) ) ) ) Less: Net (income) loss attributable to noncontrolling interest — — — Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) — Investment income (loss) — ) Intercompany interest income — — — — — Total revenues and other income ) Costs and other deductions: Direct costs — — — General and administrative expenses ) Depreciation and amortization — — Interest expense — ) — Intercompany interest expense — ) — — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net ) Total costs and other deductions — Income (loss) from continuing operations before income tax ) ) Income tax expense (benefit) — ) — Subsidiary preferred stock dividend — — — Income (loss) from continuing operations, net of tax ) Income (loss) from discontinued operations, net of tax — — — Net income (loss) ) Less: Net (income) loss attributable to noncontrolling interest — — ) — ) Net income (loss) attributable to Nabors $ $ $ $ ) $ Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors Unrealized gains (losses) on translation adjustment ) — ) ) Less: reclassification adjustment for realized loss on translation adjustment — — — — — Translation adjustment attributable to Nabors ) — ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) — ) ) Less: reclassification adjustment for (gains) losses on marketable securities — — — — — Unrealized gains (losses) on marketable securities ) — ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income (loss) attributable to Nabors ) ) ) ) Net income (loss) attributable to noncontrolling interest — — ) — ) Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — ) — ) Comprehensive income (loss) $ ) $ ) $ ) $ $ ) Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ $ $ $ ) $ Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors ) ) ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) ) ) ) Less: reclassification adjustment for (gains) losses on marketable securities ) ) Unrealized gains (losses) on marketable securities ) ) ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) Other comprehensive income (loss), net of tax ) ) ) ) Comprehensive income (loss) attributable to Nabors ) Net income (loss) attributable to noncontrolling interest — — — Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — ) — ) Comprehensive income (loss) $ $ $ $ ) $ Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors Unrealized gains (losses) on translation adjustment ) ) ) Less: reclassification adjustment for realized loss on translation adjustment — ) Translation adjustment attributable to Nabors ) ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) — ) ) Less: reclassification adjustment for (gains) losses on marketable securities — — — — — Unrealized gains (losses) on marketable securities ) — ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income (loss) attributable to Nabors ) ) ) ) Net income (loss) attributable to noncontrolling interest — — ) — ) Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — ) — ) Comprehensive income (loss) $ ) $ ) $ ) $ $ ) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ $ $ $ ) $ Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors ) ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) ) ) Less: reclassification adjustment for (gains) losses on marketable securities ) ) ) ) Unrealized gains (losses) on marketable securities ) ) ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) ) ) ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income (loss) attributable to Nabors ) Net income (loss) attributable to noncontrolling interest — — — Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — — Comprehensive income (loss) $ $ $ $ ) $ Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ $ ) $ $ ) $ Cash flows from investing activities: Purchase of investments — — ) — ) Sales and maturities of investments — — — Cash paid for acquisition of businesses, net — — ) — ) Investment in unconsolidated affiliates — — ) — ) Proceeds from merger transaction ) — Capital expenditures — — ) — ) Proceeds from sales of assets and insurance claims — — — Other — — — Changes in intercompany balances — ) — — Net cash provided by (used for) investing activities ) — ) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — — Proceeds from (payments for) issuance of common shares — — — Dividends to shareholders ) — — ) Proceeds from short-term borrowings — — — Proceeds from (payments for) commercial paper, net — ) — — ) Proceeds from revolving credit facility — — — — — Reduction in revolving credit facility — ) — — ) Reduction in long term debt — — — — — Proceeds from term loan facility — — — Payments on term loan facility — ) — — ) Purchase of treasury stock — — ) — ) Proceeds from issuance of intercompany debt ) — — Paydown of intercompany debt ) — — — Payments on Parent (Equity or N/P) — — ) — Other ) — — — ) Net cash (used for) provided by financing activities ) ) ) ) Effect of exchange rate changes on cash and cash equivalents — — ) — ) Net increase (decrease) in cash and cash equivalents ) ) — ) Cash and cash equivalents, beginning of period — Cash and cash equivalents, end of period $ $ $ $ — $ Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ ) $ ) $ $ $ Cash flows from investing activities: Purchase of investments — — ) — ) Sales and maturities of investments — — — Cash paid for acquisition of businesses, net — — ) — ) Investment in unconsolidated affiliates — — ) — ) Capital expenditures — — ) — ) Proceeds from sales of assets and insurance claims — — — Other — — ) — ) Changes in intercompany balances — ) — — Net cash provided by (used for) investing activities — ) ) — ) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — ) — ) Proceeds from (payments for) issuance of common shares — — — Dividends to shareholders ) — — ) Proceeds from (payments for) commercial paper, net — — — Proceeds from revolving credit facilities — — — Reduction in revolving credit facilities — ) — — ) Reduction in long term debt — — ) — ) Purchase of preferred stock — — ) — ) Purchase of treasury stock — — ) — ) Reduction in short-term debt — — ) — ) Proceeds from issuance of intercompany debt — ) — — Paydown of intercompany debt ) — — — Proceeds from (payments for) issuance of parent common shares to affiliates — — ) — Other ) — — — ) Net cash (used for) provided by financing activities ) ) ) Effect of exchange rate changes on cash and cash equivalents — — ) — ) Net increase (decrease) in cash and cash equivalents ) — Cash and cash equivalents, beginning of period — Cash and cash equivalents, end of period $ $ $ $ — $ |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events | |
Subsequent Events | Note 17 Subsequent Events On October 5, 2015, we drew the full $325.0 million available under our term loan facility. We expect to use this facility to provide financial flexibility for strategic investment opportunities, debt refinancing and other corporate uses. On November 3, 2015, our Board of Directors declared a cash dividend of $0.06 per share to the holders of record of our common shares as of December 10, 2015 to be paid on December 31, 2015. Subsequent to September 30, 2015 through the date of this report, 1.8 million of our common shares have been repurchased for approximately $16.7 million. We have $304.9 million that remains authorized under the program that may be used to repurchase shares. |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Summary of Significant Accounting Policies | |
Interim Financial Information | Interim Financial Information The accompanying unaudited consolidated financial statements of Nabors have been prepared in conformity with the generally accepted accounting principles in the United States (“GAAP”). Pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in annual financial statements prepared in accordance with GAAP have been omitted. Therefore, these financial statements should be read along with our annual report on Form 10-K for the year ended December 31, 2014 (“2014 Annual Report”). In management’s opinion, the unaudited consolidated financial statements contain all adjustments necessary to present fairly our financial position as of September 30, 2015 and the results of operations, comprehensive income (loss), cash flows and changes in equity for the periods presented herein. Interim results for the nine months ended September 30, 2015 may not be indicative of results that will be realized for the full year ending December 31, 2015. |
Principles of Consolidation | Principles of Consolidation Our consolidated financial statements include the accounts of Nabors, as well as all majority owned and non-majority owned subsidiaries required to be consolidated under GAAP. All significant intercompany accounts and transactions are eliminated in consolidation. Investments in operating entities where we have the ability to exert significant influence, but where we do not control operating and financial policies, are accounted for using the equity method. Our share of the net income (loss) of these entities is recorded as earnings (losses) from unconsolidated affiliates in our consolidated statements of income (loss). The investments in these entities are included in investment in unconsolidated affiliates in our consolidated balance sheets. We record our share of the net income (loss) of our equity method investment in CJES on a one-quarter lag , as we are not able to obtain the financial information of CJES on a timely basis. See Note 3 — Investments in Unconsolidated Affiliates. |
Inventory | Inventory Inventory is stated at the lower of cost or market. Cost is determined using the first-in, first-out or weighted-average cost methods and includes the cost of materials, labor and manufacturing overhead. Inventory included the following: September 30, December 31, 2015 2014 (In thousands) Raw materials $ $ Work-in-progress Finished goods $ $ |
Goodwill | Goodwill We review goodwill for impairment annually during the second quarter of each fiscal year or more frequently if events or changes in circumstances indicate that the carrying amount of such goodwill and intangible assets exceed their fair value. We initially assess goodwill for impairment based on qualitative factors to determine whether to perform the two-step annual goodwill impairment test, a Level 3 fair value measurement. After our qualitative assessment, step one of the impairment test compares the estimated fair value of the reporting unit to its carrying amount. If the carrying amount exceeds the fair value, a second step is required to measure the goodwill impairment loss. The second step compares the implied fair value of the reporting unit’s goodwill to its carrying amount. If the carrying amount exceeds the implied fair value, an impairment loss is recognized in an amount equal to the excess. Our estimated fair values of our reporting units incorporate judgment and the use of estimates by management. Potential factors requiring assessment include a further or sustained decline in our stock price, declines in oil and natural gas prices, a variance in results of operations from forecasts, a change in operating strategy of assets and additional transactions in the oil and gas industry. Another factor in determining whether impairment has occurred is the relationship between our market capitalization and our book value. As part of our annual review, we compare the sum of our reporting units’ estimated fair value, which includes the estimated fair value of non-operating assets and liabilities, less debt, to our market capitalization and assess the reasonableness of our estimated fair value. Any of the above-mentioned factors may cause us to re-evaluate goodwill during any quarter throughout the year. Based on our annual review during the second quarter of 2015, we did not record a goodwill impairment. No events were noted in the current quarter that would cause us to revise our previous assessment. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2015, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) relating to consolidation, which eliminates the presumption that a general partner should consolidate a limited partnership. It also modifies the evaluation of whether limited partnerships are variable interest entities or voting interest entities and adds requirements that limited partnerships must meet to qualify as voting interest entities. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. We are currently evaluating the impact this will have on our consolidated financial statements. In April 2015, the FASB issued an ASU relating to the presentation of debt issuance costs on the balance sheet. This standard amends existing guidance to require the presentation of debt issuance costs on the balance sheet as a deduction from the carrying amount of the related debt liability instead of as a deferred charge. This guidance is effective for fiscal years beginning after December 15, 2015. Early application is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. In May 2014, the FASB issued an ASU relating to the revenue recognition from contracts with customers that creates a common revenue standard for GAAP and IFRS. The core principle will require recognition of revenue to represent the transfer of promised goods or services to customers in an amount that reflects the consideration, including costs incurred, to which the entity expects to be entitled in exchange for those goods or services. In July 2015, the FASB approved a one year deferral of this standard, with a new effective date for fiscal years beginning after December 15, 2017. We are currently evaluating the impact this will have on our consolidated financial statements. In July 2015, the FASB issued an ASU to simplify the measurement of inventory by changing the subsequent measurement guidance from the lower of cost or market to the lower of cost and net realizable value for inventory. Subsequent measurement is unchanged for inventory measured using the last-in, first-out or the retail inventory method. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. Early application is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. In September 2015, the FASB issued an ASU to simplify the accounting for measurement-period adjustments in connection with business combinations by requiring that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. This guidance is effective for public companies for fiscal years beginning after December 15, 2015. Early application is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Summary of Significant Accounting Policies | |
Inventory | September 30, December 31, 2015 2014 (In thousands) Raw materials $ $ Work-in-progress Finished goods $ $ |
Investments in Unconsolidated27
Investments in Unconsolidated Affiliates (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Investments in Unconsolidated Affiliates | |
Investments in unconsolidated affiliates | Six Months Ended June 30, (In thousands) 2015 Gross Revenues $ Gross Margin Net income (loss) ) Nabors’ share of equity method earnings (losses) ) |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Acquisitions | |
Preliminary estimates for allocation of purchase price as of acquisition date | Estimated Fair (In thousands) Value Assets: Cash $ Accounts receivable Other current assets Property, plant and equipment, net Intangible assets Goodwill Other long-term assets Total assets Liabilities: Accounts payable $ Accrued liabilities Income taxes payable Other long-term liabilities Total liabilities Net assets acquired $ |
Schedule of unaudited supplemental pro forma results present consolidated information | Nine Months Ended September 30, (In thousands, except per share amounts) 2015 2014 Total revenues and other income $ $ Income (loss) from continuing operations, net of tax ) Income (loss) from continuing operations per share - basic $ ) $ Income (loss) from continuing operations per share - diluted $ ) $ |
Cash and Cash Equivalents and29
Cash and Cash Equivalents and Short-term Investments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Cash and Cash Equivalents and Short-term Investments | |
Certain information related to our cash and cash equivalents and short term investments | September 30, 2015 December 31, 2014 Fair Value Gross Unrealized Holding Gains Gross Unrealized Holding Losses Fair Value Gross Unrealized Holding Gains Gross Unrealized Holding Losses (In thousands) Cash and cash equivalents $ $ — $ — $ $ — $ — Short-term investments: Available-for-sale equity securities ) — Available-for-sale debt securities: Mortgage-CMO debt securities — — — ) Total short-term investments ) ) Total cash, cash equivalents and short-term investments $ $ $ ) $ $ $ ) |
Available-for-sale of Debt and equity securities | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Available-for-sale Proceeds from sales and maturities $ — $ — $ — $ Realized gains (losses), net $ — $ ) $ — $ |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Measurements | |
Fair value of financial instruments | September 30, 2015 December 31, 2014 Carrying Value Fair Value Carrying Value Fair Value (In thousands) 2.35% senior notes due September 2016 $ $ $ $ 6.15% senior notes due February 2018 9.25% senior notes due January 2019 5.00% senior notes due September 2020 4.625% senior notes due September 2021 5.10% senior notes due September 2023 Term loan facility — — — — Revolving credit facility — — Commercial paper Other Total $ $ $ $ |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Restricted Stock Based on Market Conditions | |
Share-based compensation disclosures | |
Schedule of grant date fair value | Nine Months Ended September 30, 2015 2014 Risk free interest rate % % Expected volatility % % Closing stock price at grant date $ $ Expected term (in years) 3.0 years 2.97 years |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt | |
Long-term debt | September 30, December 31, 2015 2014 (In thousands) 2.35% senior notes due September 2016 $ (1) $ 6.15% senior notes due February 2018 9.25% senior notes due January 2019 5.00% senior notes due September 2020 4.625% senior notes due September 2021 5.10% senior notes due September 2023 Term loan facility — — Revolving credit facility — Commercial paper Other Less: current portion $ $ (1) The 2.35% senior notes due September 2016 have been classified as long-term as we have the ability and intend to repay this obligation utilizing our revolving credit facility. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies | |
Summary of total maximum amount of financial guarantees issued | Maximum Amount Remainder of 2015 2016 2017 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ $ $ $ — $ |
Earnings (Losses) Per Share (Ta
Earnings (Losses) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings (Losses) Per Share | |
Earnings (losses) per share computations | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ ) $ $ ) $ Less: net (income) loss attributable to noncontrolling interest ) ) Less: loss on redemption of subsidiary preferred stock — — — ) Less: (earnings) losses allocated to unvested shareholders ) ) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations $ ) $ $ ) $ Income (loss) from discontinued operations $ ) $ $ ) $ Weighted-average number of shares outstanding - basic Earnings (losses) per share: Basic from continuing operations $ ) $ $ ) $ Basic from discontinued operations ) ) Total Basic $ ) $ $ ) $ DILUTED EPS: Income (loss) from continuing operations attributed to common shareholders $ ) $ $ ) $ Add: effect of reallocating undistributed earnings of unvested shareholders — — Adjusted income (loss) from continuing operations attributed to common shareholders $ ) $ $ ) $ Income (loss) from discontinued operations $ ) $ $ ) $ Weighted-average number of shares outstanding - basic Add: dilutive effect of potential common shares — — Weighted-average number of diluted shares outstanding Earnings (losses) per share: Diluted from continuing operations $ ) $ $ ) $ Diluted from discontinued operations ) ) Total Diluted $ ) $ $ ) $ |
Supplemental Balance Sheet, I35
Supplemental Balance Sheet, Income Statement and Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Balance Sheet, Income Statement and Cash Flow Information | |
Accrued liabilities | September 30, December 31, 2015 2014 (In thousands) Accrued compensation $ $ Deferred revenue Other taxes payable Workers’ compensation liabilities Interest payable Litigation reserves Current liability to discontinued operations Current deferred tax liability Current liability to acquisition of KVS Share repurchase — Other accrued liabilities $ $ |
Investment income (loss) | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Interest and dividend income $ $ $ $ Gains (losses) on investments, net ) ) (1) $ ) $ $ $ (1) Includes realized gains of $5.0 million from the sale of available-for-sale securities. |
Losses (gains) on sales and disposals of long-lived assets and other expense (income), net | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ $ )(1) $ $ ) Other-than-temporary impairment of unconsolidated affiliate (2) — — Provision for International operations (3) — — Merger transaction (4) ) Litigation expenses Foreign currency transaction losses (gains) ) ) Other losses (gains) ) $ $ ) $ $ (1) Includes a $22.2 million gain related to the sale of a large portion of our oil and gas properties located on the North Slope of Alaska. We retained a working interest and overriding royalty interest in these properties (“Alaska E&P assets”). (2) Represents an other-than-temporary impairment charge related to our investment in CJES, which we account for under the equity method. See Note 3 — Investments in Unconsolidated Affiliates. (3) Includes $25.4 million related to assets and receivables impacted by the degradation of the overall country economy and financial situation in Venezuela, which has been adversely affected by the downturn in oil prices, primarily comprised of a loss of $10.0 million related to the remeasurement of our net monetary assets denominated in local currency from the official exchange rate of 6.3 Bolivares per US dollar to the SIMADI exchange rate of 199 Bolivares per US dollar as of September 30, 2015 and $15.4 million related to the write-off of a receivable balance. The balance of this provision represents an obligation associated with the decision to exit a non-core business line in the region of $22.9 million. (4) Includes the settlement of certain working capital requirements, gain and transaction costs associated with the Merger. See Note 3 — Investments in Unconsolidated Affiliates. |
Schedule of changes in accumulated other comprehensive income (loss) | Gains (losses) on cash flow hedges Unrealized gains (losses) on available- for-sale securities Defined benefit pension plan items Foreign currency items Total (In thousands) As of January 1, 2014 $ ) $ $ ) $ $ Other comprehensive income (loss) before reclassifications — ) — ) ) Amounts reclassified from accumulated other comprehensive income (loss) (1) ) — ) Net other comprehensive income (loss) ) ) ) As of September 30, 2014 $ ) $ $ ) $ $ (1) All amounts are net of tax. Amounts in parentheses indicate debits. Gains (losses) on cash flow hedges Unrealized gains (losses) on available- for-sale securities Defined benefit pension plan items Foreign currency items Total (In thousands) As of January 1, 2015 $ ) $ $ ) $ $ Other comprehensive income (loss) before reclassifications — ) — ) ) Amounts reclassified from accumulated other comprehensive income (loss) (1) — Net other comprehensive income (loss) ) ) ) As of September 30, 2015 $ ) $ $ ) $ ) $ ) (1) All amounts are net of tax. Amounts in parentheses indicate debits. |
Schedule of line items that were reclassified from net income | Three Months Ended Nine Months Ended September 30, September 30, Line item in consolidated statement of income (loss) 2015 2014 2015 2014 (In thousands) Investment income (loss) $ — $ ) $ — $ Interest expense General and administrative expenses Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — — ) — Total before tax $ ) $ ) $ ) $ Tax expense (benefit) ) ) ) Reclassification adjustment for (gains)/losses included in net income (loss) $ ) $ ) $ ) $ |
Assets Held-for-Sale and Disc36
Assets Held-for-Sale and Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Assets Held-for-Sale and Discontinued Operations | |
Schedule of assets held for sale | September 30, December 31, 2015 2014 (In thousands) Oil and Gas $ (1) $ Other — $ $ (1) As of September 30, 2015, the carrying value of these assets was reduced by $51.0 million to reflect current fair value. The impairment charge is reflected in income (loss) from discontinued operations, net of tax in our consolidated statements of income (loss) as outlined below. |
Schedule of condensed statements of income (loss) from discontinued operations | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Operating revenues (1) $ $ $ $ Income (loss) from discontinued operations: Income (loss) from discontinued operations $ ) $ ) $ ) $ Less: Impairment charges or other (gains) and losses on sale of wholly owned assets and obligations (2) )(3) ) Less: Income tax expense (benefit) ) ) Income (loss) from discontinued operations, net of tax $ ) $ $ ) $ (1) Reflects operating revenues of our historical oil and gas operating segment. (2) Reflects a $51.0 million impairment charge due to the deterioration of economic conditions in the dry gas market in western Canada as well as an impairment charge for a note receivable of $4.0 million remaining from the sale of one of our former Canada subsidiaries that provided logistics services. (3) Reflects a gain related to our pipeline contractual commitments resulting from mitigation agreements to transfer pipeline/processing capacity. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Information | |
Financial information with respect to operating segments | Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Operating revenues and Earnings (losses) from unconsolidated affiliates: (1) Drilling & Rig Services: U.S. $ $ $ $ Canada International Rig Services (2) Subtotal Drilling & Rig Services Completion & Production Services: Completion Services — Production Services — Subtotal Completion & Production Services — Other reconciling items (3) ) ) ) ) Total operating revenues Earnings (losses) from unconsolidated affiliates (4) ) ) ) ) Total $ $ $ $ Three Months Ended Nine Months Ended September 30, September 30, 2015 2014 2015 2014 (In thousands) Adjusted income (loss) derived from operating activities: (1) (5) Drilling & Rig Services: U.S. $ ) $ $ $ Canada ) ) International Rig Services (2) ) Subtotal Drilling & Rig Services (6) Completion & Production Services: Completion Services — ) ) Production Services — ) Subtotal Completion & Production Services (7) — ) Other reconciling items (8) ) ) ) ) Total adjusted income (loss) derived from operating activities $ $ $ $ Equity investment earnings (losses) (9) ) — ) — Interest expense ) ) ) ) Investment income (loss) ) Gains (losses) on sales and disposals of long-lived assets and other income (expense), net ) ) ) Income (loss) from continuing operations before income taxes ) ) Income tax expense (benefit) ) ) Subsidiary preferred stock dividend — — — Income (loss) from continuing operations, net of tax ) ) Income (loss) from discontinued operations, net of tax ) ) Net income (loss) ) ) Less: Net (income) loss attributable to noncontrolling interest ) ) Net income (loss) attributable to Nabors $ ) $ $ ) $ September 30, December 31, 2015 2014 (In thousands) Total assets: Drilling & Rig Services: U.S. $ $ Canada International Rig Services Subtotal Drilling & Rig Services (10) Completion & Production Services (11) — All other (12) — Other reconciling items (8) Total assets: $ $ (1) A ll periods present the operating activities of most of our wholly owned oil and gas businesses as discontinued operations. (2) Includes our other services comprised of our drilling technology and top drive manufacturing, directional drilling, rig instrumentation and software services. (3) Represents the elimination of inter-segment transactions. (4) Represents our share of the net income (loss) of our unconsolidated affiliates accounted for by the equity method inclusive of $(35.1) million and $(35.9) million for the three months and nine months ended September 30, 2015, respectively, related to our share of the net loss of C&J Energy Services, Ltd., which we report on a one-quarter lag. (5) Adjusted income (loss) derived from operating activities is computed by subtracting the sum of direct costs, general and administrative expenses, depreciation and amortization and earnings (losses) from our equity method investment in CJES from the sum of Operating revenues and Earnings (losses) from unconsolidated affiliates. These amounts should not be used as a substitute for the amounts reported in accordance with GAAP. However, management evaluates the performance of our business units and the consolidated company based on several criteria, including adjusted income (loss) derived from operating activities, because it believes that these financial measures accurately reflect our ongoing profitability. A reconciliation of this non-GAAP measure to income (loss) from continuing operations before income taxes, which is a GAAP measure, is provided in the above table. (6) Includes earnings (losses), net from unconsolidated affiliates, accounted for using the equity method, of $(2.9) million for the three months ended September 30, 2014 and $5.9 million and $(6.1) million for the nine months ended September 30, 2015 and 2014, respectively. (7) Includes earnings (losses), net from unconsolidated affiliates, accounted for using the equity method, of $0.3 million and $0.2 million for the nine months ended September 30, 2015 and 2014, respectively. (8) Represents the elimination of inter-segment transactions and unallocated corporate expenses, assets and capital expenditures. (9) Represents our share of the net income (loss) of CJES. (10) Includes $0.9 million and $48.1 million of investments in unconsolidated affiliates accounted for using the equity method as of September 30, 2015 and December 31, 2014, respectively. (11) Reflects assets historically allocated to the Completion & Production Services line of business. Includes $10.2 million of investments in unconsolidated affiliates accounted for using the equity method as of December 31, 2014. These investments were included in the Completion & Production Service business line that was merged with C&J Energy in March 2015 . (12) Includes $460.5 million of investments in unconsolidated affiliates accounted for using the equity method as of September 30, 2015, including our investment in CJES. |
Condensed Consolidating Finan38
Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Consolidating Financial Information | |
Condensed consolidating balance sheets | September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ $ $ $ — $ Short-term investments — — — Assets held for sale — — — Accounts receivable, net — — — Inventory — — — Deferred income taxes — — — Other current assets — Total current assets — Long-term investments — — ) Property, plant and equipment, net — — — Goodwill — — — Intercompany receivables ) — Investment in consolidated affiliates ) — Investment in unconsolidated affiliates — — — Deferred tax assets — — ) — Other long-term assets — — Total assets $ $ $ $ ) $ LIABILITIES AND EQUITY Current liabilities: Current debt $ — $ — $ — $ Trade accounts payable — Accrued liabilities — Income taxes payable — — — Total current liabilities — Long-term debt — — ) Other long-term liabilities — — Deferred income taxes — — ) — Intercompany payable — ) — Total liabilities ) Subsidiary preferred stock — — — — — Shareholders’ equity ) Noncontrolling interest — — — Total equity ) Total liabilities and equity $ $ $ $ ) $ December 31, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ $ $ $ — $ Short-term investments — — — Assets held for sale — — — Accounts receivable, net — — — Inventory — — — Deferred income taxes — — — Other current assets — Short-term intercompany note — — ) — Total current assets ) Long-term investments — — ) Property, plant and equipment, net — — Goodwill — — — Intercompany receivables — ) — Investment in consolidated affiliates ) — Investment in unconsolidated affiliates — — — Deferred tax assets — ) — Other long-term assets — — Total assets $ $ $ $ ) $ LIABILITIES AND EQUITY Current liabilities: Current debt $ — $ — $ $ — $ Trade accounts payable — Accrued liabilities — Income taxes payable — — — Short-term intercompany note — — ) — Total current liabilities ) Long-term debt — — ) Other long-term liabilities — — Deferred income taxes — — ) Intercompany payable — — ) — Total liabilities ) Subsidiary preferred stock — — — — — Shareholders’ equity ) Noncontrolling interest — — — Total equity ) Total liabilities and equity $ $ $ $ ) $ |
Condensed consolidating statements of income (loss) | Three Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) ) ) — Investment income (loss) — — ) ) Intercompany interest income — — ) — Total revenues and other income ) ) Costs and other deductions: Direct costs — — — General and administrative expenses ) Depreciation and amortization — — Interest expense — ) — Intercompany interest expense ) — ) — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — Total costs and other deductions ) Income (loss) from continuing operations before income tax ) ) ) ) Income tax expense (benefit) — ) ) — ) Income (loss) from continuing operations, net of tax ) ) ) ) Income (loss) from discontinued operations, net of tax — — ) — ) Net income (loss) ) ) ) ) Less: Net (income) loss attributable to noncontrolling interest — — — Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Three Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) — Investment income (loss) — ) Intercompany interest income — — — — — Total revenues and other income ) Costs and other deductions: Direct costs — — — General and administrative expenses ) Depreciation and amortization — — Interest expense — ) — Intercompany interest expense — ) — — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — ) ) Total costs and other deductions — Income (loss) from continuing operations before income tax ) Income tax expense (benefit) — ) — Income (loss) from continuing operations, net of tax ) Income (loss) from discontinued operations, net of tax — — — Net income (loss) ) Less: Net (income) loss attributable to noncontrolling interest — — ) — ) Net income (loss) attributable to Nabors $ $ $ $ ) $ Nine Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) ) ) — Investment income (loss) — ) Intercompany interest income — — ) — Total revenues and other income ) ) Costs and other deductions: Direct costs — — — General and administrative expenses ) ) Depreciation and amortization — — Interest expense ) ) — Intercompany interest expense — ) — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net — Total costs and other deductions ) Income (loss) from continuing operations before income tax ) ) ) ) Income tax expense (benefit) — ) — ) Income (loss) from continuing operations, net of tax ) ) ) ) Income (loss) from discontinued operations, net of tax — — ) — ) Net income (loss) ) ) ) ) Less: Net (income) loss attributable to noncontrolling interest — — — Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Nine Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ $ — $ Earnings (losses) from unconsolidated affiliates — — ) — ) Earnings (losses) from consolidated affiliates ) — Investment income (loss) — ) Intercompany interest income — — — — — Total revenues and other income ) Costs and other deductions: Direct costs — — — General and administrative expenses ) Depreciation and amortization — — Interest expense — ) — Intercompany interest expense — ) — — Losses (gains) on sales and disposals of long-lived assets and other expense (income), net ) Total costs and other deductions — Income (loss) from continuing operations before income tax ) ) Income tax expense (benefit) — ) — Subsidiary preferred stock dividend — — — Income (loss) from continuing operations, net of tax ) Income (loss) from discontinued operations, net of tax — — — Net income (loss) ) Less: Net (income) loss attributable to noncontrolling interest — — ) — ) Net income (loss) attributable to Nabors $ $ $ $ ) $ |
Condensed consolidating statements of comprehensive income (loss) | Three Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors Unrealized gains (losses) on translation adjustment ) — ) ) Less: reclassification adjustment for realized loss on translation adjustment — — — — — Translation adjustment attributable to Nabors ) — ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) — ) ) Less: reclassification adjustment for (gains) losses on marketable securities — — — — — Unrealized gains (losses) on marketable securities ) — ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income (loss) attributable to Nabors ) ) ) ) Net income (loss) attributable to noncontrolling interest — — ) — ) Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — ) — ) Comprehensive income (loss) $ ) $ ) $ ) $ $ ) Three Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ $ $ $ ) $ Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors ) ) ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) ) ) ) Less: reclassification adjustment for (gains) losses on marketable securities ) ) Unrealized gains (losses) on marketable securities ) ) ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) Other comprehensive income (loss), net of tax ) ) ) ) Comprehensive income (loss) attributable to Nabors ) Net income (loss) attributable to noncontrolling interest — — — Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — ) — ) Comprehensive income (loss) $ $ $ $ ) $ Nine Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ ) $ ) $ ) $ $ ) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors Unrealized gains (losses) on translation adjustment ) ) ) Less: reclassification adjustment for realized loss on translation adjustment — ) Translation adjustment attributable to Nabors ) ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) — ) ) Less: reclassification adjustment for (gains) losses on marketable securities — — — — — Unrealized gains (losses) on marketable securities ) — ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income (loss) attributable to Nabors ) ) ) ) Net income (loss) attributable to noncontrolling interest — — ) — ) Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — ) — ) Comprehensive income (loss) $ ) $ ) $ ) $ $ ) Nine Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ $ $ $ ) $ Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors ) ) ) Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities ) ) ) Less: reclassification adjustment for (gains) losses on marketable securities ) ) ) ) Unrealized gains (losses) on marketable securities ) ) ) ) Pension liability amortization and adjustment ) Unrealized gains (losses) and amortization of cash flow hedges ) Other comprehensive income (loss) before tax ) ) ) Income tax expense (benefit) related to items of other comprehensive income (loss) ) ) ) ) Other comprehensive income (loss), net of tax ) ) ) Comprehensive income (loss) attributable to Nabors ) Net income (loss) attributable to noncontrolling interest — — — Translation adjustment to noncontrolling interest — — ) — ) Comprehensive income (loss) attributable to noncontrolling interest — — — Comprehensive income (loss) $ $ $ $ ) $ |
Condensed consolidating statements of cash flows | Nine Months Ended September 30, 2015 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ $ ) $ $ ) $ Cash flows from investing activities: Purchase of investments — — ) — ) Sales and maturities of investments — — — Cash paid for acquisition of businesses, net — — ) — ) Investment in unconsolidated affiliates — — ) — ) Proceeds from merger transaction ) — Capital expenditures — — ) — ) Proceeds from sales of assets and insurance claims — — — Other — — — Changes in intercompany balances — ) — — Net cash provided by (used for) investing activities ) — ) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — — Proceeds from (payments for) issuance of common shares — — — Dividends to shareholders ) — — ) Proceeds from short-term borrowings — — — Proceeds from (payments for) commercial paper, net — ) — — ) Proceeds from revolving credit facility — — — — — Reduction in revolving credit facility — ) — — ) Reduction in long term debt — — — — — Proceeds from term loan facility — — — Payments on term loan facility — ) — — ) Purchase of treasury stock — — ) — ) Proceeds from issuance of intercompany debt ) — — Paydown of intercompany debt ) — — — Payments on Parent (Equity or N/P) — — ) — Other ) — — — ) Net cash (used for) provided by financing activities ) ) ) ) Effect of exchange rate changes on cash and cash equivalents — — ) — ) Net increase (decrease) in cash and cash equivalents ) ) — ) Cash and cash equivalents, beginning of period — Cash and cash equivalents, end of period $ $ $ $ — $ Nine Months Ended September 30, 2014 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ ) $ ) $ $ $ Cash flows from investing activities: Purchase of investments — — ) — ) Sales and maturities of investments — — — Cash paid for acquisition of businesses, net — — ) — ) Investment in unconsolidated affiliates — — ) — ) Capital expenditures — — ) — ) Proceeds from sales of assets and insurance claims — — — Other — — ) — ) Changes in intercompany balances — ) — — Net cash provided by (used for) investing activities — ) ) — ) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — ) — ) Proceeds from (payments for) issuance of common shares — — — Dividends to shareholders ) — — ) Proceeds from (payments for) commercial paper, net — — — Proceeds from revolving credit facilities — — — Reduction in revolving credit facilities — ) — — ) Reduction in long term debt — — ) — ) Purchase of preferred stock — — ) — ) Purchase of treasury stock — — ) — ) Reduction in short-term debt — — ) — ) Proceeds from issuance of intercompany debt — ) — — Paydown of intercompany debt ) — — — Proceeds from (payments for) issuance of parent common shares to affiliates — — ) — Other ) — — — ) Net cash (used for) provided by financing activities ) ) ) Effect of exchange rate changes on cash and cash equivalents — — ) — ) Net increase (decrease) in cash and cash equivalents ) — Cash and cash equivalents, beginning of period — Cash and cash equivalents, end of period $ $ $ $ — $ |
Nature of Operations (Details)
Nature of Operations (Details) $ in Millions | May. 24, 2015USD ($) | Sep. 30, 2015countyitem |
Nature of Operations | ||
Actively marketed rigs for land based drilling operations | 476 | |
Actively marketed rigs for offshore based drilling operations | 42 | |
Subtotal drilling and Rig Services | ||
Nature of Operations | ||
Number of Operating Segments | 4 | |
Joint Venture in Saudi Arabia | ||
Nature of Operations | ||
Cash paid for acquisitions of businesses | $ | $ 106 | |
Ownership percentage | 49.00% | |
Minimum | ||
Nature of Operations | ||
Number of countries company has actively marketed rigs for land based drilling operations | county | 20 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Inventory | ||
Raw materials | $ 131,729 | $ 133,797 |
Work-in-progress | 40,859 | 39,617 |
Finished goods | 4,633 | 56,653 |
Total inventory | 177,221 | $ 230,067 |
Goodwill | ||
Goodwill, Impairment Loss | $ 0 |
Investments in Unconsolidated41
Investments in Unconsolidated Affiliates (Details) - USD ($) $ in Thousands, shares in Millions | May. 24, 2015 | Sep. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Investments in Unconsolidated Affiliates | |||||||
Cash consideration in merger | $ 650,050 | ||||||
Other-than-temporary impairment of unconsolidated affiliate | $ 180,591 | 180,591 | |||||
Nabors' share of equity method earnings (losses) | (35,100) | $ (2,851) | $ (29,714) | $ (5,872) | |||
CJES | |||||||
Investments in Unconsolidated Affiliates | |||||||
Cash consideration in merger | $ 693,500 | ||||||
Cash proceeds from merger after working capital requirements | $ 650,000 | ||||||
Common shares held in merged entity | 62.5 | ||||||
Percentage of outstanding and issued common shares held | 53.00% | ||||||
Lag in recording share in net income | 3 months | ||||||
Other-than-temporary impairment of unconsolidated affiliate | $ 180,600 | ||||||
Estimated gross gain in merger | $ 102,200 | ||||||
Transaction costs related to the merger | $ 49,600 | ||||||
Post-closing adjustment for settlement of working capital requirements | 5,500 | ||||||
Gross Revenues | $ 912,381 | ||||||
Gross Margin | 146,772 | ||||||
Net income (loss) | (95,784) | ||||||
Nabors' share of equity method earnings (losses) | $ (35,100) | $ (35,900) | $ (35,900) |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | May. 24, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | May. 23, 2015 | Dec. 31, 2014 |
Assets: | ||||||||
Goodwill | $ 150,032 | $ 150,032 | $ 150,032 | $ 173,928 | ||||
Liabilities: | ||||||||
Accrued liabilities | 22,278 | 22,278 | 22,278 | $ 22,278 | ||||
Operating revenues | 847,553 | $ 1,813,762 | 3,125,565 | $ 5,020,361 | ||||
Net income (loss) | $ (295,834) | $ 106,048 | (209,021) | 220,411 | ||||
Joint Venture in Saudi Arabia | ||||||||
Acquisitions | ||||||||
Ownership percentage | 51.00% | |||||||
Carrying value of equity method investment | $ 44,700 | |||||||
Excess of fair value over carrying value of long-lived assets | 2,300 | |||||||
Joint Venture in Saudi Arabia | ||||||||
Acquisitions | ||||||||
Cash paid for acquisitions of businesses | $ 106,000 | |||||||
Ownership percentage | 49.00% | |||||||
Assets: | ||||||||
Cash | $ 48,058 | |||||||
Accounts receivable | 153,819 | |||||||
Other current assets | 244,869 | |||||||
Property, plant and equipment, net | 93,000 | |||||||
Intangible assets | 12,400 | |||||||
Goodwill | 58,663 | |||||||
Other long-term assets | 287,138 | |||||||
Total assets | 897,947 | |||||||
Liabilities: | ||||||||
Accounts payable | 206,599 | |||||||
Accrued liabilities | 236,700 | |||||||
Income taxes payable | 8,500 | |||||||
Other long-term liabilities | 293,167 | |||||||
Total liabilities | 744,966 | |||||||
Net assets acquired | $ 152,981 | |||||||
Operating revenues | 142,300 | |||||||
Net income (loss) | $ 6,200 | |||||||
Business Acquisition, Pro Forma Information | ||||||||
Total revenues and other income | 3,268,546 | 5,173,745 | ||||||
Income (loss) from continuing operations, net of tax | $ (175,587) | $ 218,274 | ||||||
Income (loss) from continuing operations per share - basic | $ (0.61) | $ 0.72 | ||||||
Income (loss) from continuing operations per share - diluted | $ (0.61) | $ 0.72 |
Cash and Cash Equivalents and43
Cash and Cash Equivalents and Short-term Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Cash and cash equivalents and short-term investments | ||
Cash and cash equivalents, fair value | $ 251,366 | $ 501,149 |
Available-for-sale debt securities: | ||
Total short-term investments | 25,196 | 35,020 |
Total cash, cash equivalents and short-term investments, fair value | 276,562 | 536,169 |
Available-for-sale equity securities | ||
Available-for-sale equities securities | ||
Available-for-sale equity securities, fair value | 25,180 | 35,002 |
Available-for-sale debt securities: | ||
Available-for-sale securities, gross unrealized holding gains | 6,535 | 14,648 |
Available-for-sale securities, gross unrealized holding losses | (1,709) | |
Mortgage-CMO debt securities | ||
Available-for-sale debt securities: | ||
Total available-for-sale debt securities, fair value | 16 | 18 |
Available-for-sale securities, gross unrealized holding losses | (1) | |
Total Short-term investments | ||
Available-for-sale debt securities: | ||
Available-for-sale securities, gross unrealized holding gains | 6,535 | 14,648 |
Available-for-sale securities, gross unrealized holding losses | (1,709) | (1) |
Total short-term investments | $ 25,196 | $ 35,020 |
Cash and Cash Equivalents and44
Cash and Cash Equivalents and Short-term Investments (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | |
Available-for-sale: | ||
Proceeds from sales and maturities | $ 22,313 | |
Realized gains (losses), net | $ (267) | $ 4,636 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | Sep. 30, 2015USD ($) |
Fair Value Measurements | |
Amount of transfers of financial assets between Level 1 and Level 2 measures | $ 0 |
Level 1 | |
Assets: | |
Short term investments: | $ 25,200 |
Fair Value Measurements (Deta46
Fair Value Measurements (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value of Financial Instruments | ||
Carrying Value | $ 3,746,755 | $ 4,355,049 |
Fair Value | 3,736,324 | 4,414,090 |
2.35% senior notes due September 2016 | ||
Fair Value of Financial Instruments | ||
Carrying Value | 349,938 | 349,887 |
Fair Value | $ 347,435 | 346,980 |
Interest rate on senior notes due (as a percent) | 2.35% | |
6.15% senior notes due February 2018 | ||
Fair Value of Financial Instruments | ||
Carrying Value | $ 931,614 | 930,693 |
Fair Value | $ 990,761 | 991,920 |
Interest rate on senior notes due (as a percent) | 6.15% | |
9.25% senior notes due January 2019 | ||
Fair Value of Financial Instruments | ||
Carrying Value | $ 339,607 | 339,607 |
Fair Value | $ 387,658 | 403,531 |
Interest rate on senior notes due (as a percent) | 9.25% | |
5.00% senior notes due September 2020 | ||
Fair Value of Financial Instruments | ||
Carrying Value | $ 698,482 | 698,253 |
Fair Value | $ 680,449 | 687,953 |
Interest rate on senior notes due (as a percent) | 5.00% | |
4.625% senior notes due September 2021 | ||
Fair Value of Financial Instruments | ||
Carrying Value | $ 698,568 | 698,388 |
Fair Value | $ 638,988 | 661,619 |
Interest rate on senior notes due (as a percent) | 4.625% | |
5.10% senior notes due September 2023 | ||
Fair Value of Financial Instruments | ||
Carrying Value | $ 348,989 | 348,893 |
Fair Value | $ 311,476 | 332,759 |
Interest rate on senior notes due (as a percent) | 5.10% | |
Revolving Credit Facility | ||
Fair Value of Financial Instruments | ||
Carrying Value | 450,000 | |
Fair Value | 450,000 | |
Commercial paper | ||
Fair Value of Financial Instruments | ||
Carrying Value | $ 370,575 | 533,119 |
Fair Value | 370,575 | 533,119 |
Other | ||
Fair Value of Financial Instruments | ||
Carrying Value | 8,982 | 6,209 |
Fair Value | $ 8,982 | $ 6,209 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Share-based compensation disclosures | |||||
Share Based Compensation expense | $ 8,900 | $ 8,800 | $ 39,000 | $ 28,100 | |
Liability related to awards | 151,812 | $ 151,812 | $ 177,707 | ||
Restricted Stock Award | Employees and Director | |||||
Share-based compensation disclosures | |||||
Shares awarded during period | 2,544,643 | 1,154,615 | |||
Aggregate value of restricted stock awards at date of grant | 34,800 | $ 26,400 | $ 34,800 | $ 26,400 | |
Fair value awards vested | $ 13,700 | $ 19,600 | |||
Restricted Stock Award | Maximum | Employees and Director | |||||
Share-based compensation disclosures | |||||
Vesting period of shares | 4 years | ||||
Restricted Stock Based on Performance Conditions | |||||
Share-based compensation disclosures | |||||
Fair value awards vested | $ 3,700 | ||||
Restricted Stock Based on Performance Conditions | Executives | |||||
Share-based compensation disclosures | |||||
Shares awarded during period | 438,307 | 362,311 | |||
Vesting period of shares | 3 years | ||||
Liability related to awards | $ 1,700 | $ 1,700 | |||
Restricted Stock Based on Market Conditions | |||||
Assumptions used to value grant date fair value | |||||
Risk free interest rate (as a percent | 1.18% | 0.80% | |||
Expected volatility (as a percent) | 50.00% | 40.00% | |||
Closing stock price at grant date (in dollars per share) | $ 12.98 | $ 18.19 | $ 12.98 | $ 18.19 | |
Expected term (in years) | 3 years | 2 years 11 months 19 days | |||
Restricted Stock Based on Market Conditions | Executives | |||||
Share-based compensation disclosures | |||||
Shares awarded during period | 544,925 | 395,550 | |||
Vesting period of shares | 3 years | ||||
Aggregate value of restricted stock awards at date of grant | $ 4,700 | $ 4,500 | $ 4,700 | $ 4,500 | |
Stock options | Employees and Director | |||||
Share-based compensation disclosures | |||||
Total intrinsic value of stock options exercised | 800 | 49,100 | |||
Total fair value of option vested during the period | $ 1,800 | $ 1,600 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Oct. 05, 2015 | Sep. 29, 2015 | Mar. 27, 2015 | Feb. 06, 2015 | Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Long-term debt | |||||||
Long-term Debt | $ 3,746,755 | $ 3,746,755 | $ 4,355,049 | ||||
Other | 8,982 | 8,982 | 6,209 | ||||
Less: Current portion | 8,982 | 8,982 | 6,190 | ||||
Long-term debt | 3,737,773 | 3,737,773 | 4,348,859 | ||||
Payment of debt principal | 300,000 | ||||||
Amount drawn from term loan facility | 300,000 | ||||||
2.35% senior notes due September 2016 | |||||||
Long-term debt | |||||||
Senior Notes | $ 349,938 | $ 349,938 | 349,887 | ||||
Interest rate on senior notes due (as a percent) | 2.35% | 2.35% | |||||
6.15% senior notes due February 2018 | |||||||
Long-term debt | |||||||
Senior Notes | $ 931,614 | $ 931,614 | 930,693 | ||||
Interest rate on senior notes due (as a percent) | 6.15% | 6.15% | |||||
9.25% senior notes due January 2019 | |||||||
Long-term debt | |||||||
Senior Notes | $ 339,607 | $ 339,607 | 339,607 | ||||
Interest rate on senior notes due (as a percent) | 9.25% | 9.25% | |||||
5.00% senior notes due September 2020 | |||||||
Long-term debt | |||||||
Senior Notes | $ 698,482 | $ 698,482 | 698,253 | ||||
Interest rate on senior notes due (as a percent) | 5.00% | 5.00% | |||||
4.625% senior notes due September 2021 | |||||||
Long-term debt | |||||||
Senior Notes | $ 698,568 | $ 698,568 | 698,388 | ||||
Interest rate on senior notes due (as a percent) | 4.625% | 4.625% | |||||
5.10% senior notes due September 2023 | |||||||
Long-term debt | |||||||
Senior Notes | $ 348,989 | $ 348,989 | 348,893 | ||||
Interest rate on senior notes due (as a percent) | 5.10% | 5.10% | |||||
Three-year maturity term loan facility | |||||||
Long-term debt | |||||||
Unsecured term loan facility | $ 300,000 | ||||||
Unsecured debt maturity period | 3 years | ||||||
Prepayment of loan upon closing the merger | $ 70,000 | ||||||
Payment of debt principal | $ 300,000 | ||||||
Five-year term loan facility | |||||||
Long-term debt | |||||||
Maximum borrowing capacity | $ 325,000 | ||||||
Unsecured term loan facility | $ 0 | 0 | |||||
Unsecured debt maturity period | 5 years | ||||||
Prepayment of loan upon closing the merger | $ 162,500 | ||||||
Five-year term loan facility | Subsequent Event | |||||||
Long-term debt | |||||||
Amount drawn from term loan facility | $ 325,000 | ||||||
Commercial paper | |||||||
Long-term debt | |||||||
Long-term Debt | 370,575 | 370,575 | 533,119 | ||||
Aggregate amount of senior notes | $ 370,600 | $ 370,600 | |||||
Weighted average interest rate on revolving credit facilities (as a percent) | 0.569% | 0.569% | |||||
Commercial paper | Minimum | |||||||
Long-term debt | |||||||
Remaining period to maturity | 1 year | ||||||
Revolving Credit Facility | |||||||
Long-term debt | |||||||
Revolving credit facility | $ 0 | $ 0 | $ 450,000 | ||||
Weighted average interest rate on revolving credit facilities (as a percent) | 1.48% | 1.48% | |||||
Increase in borrowing capacity | $ 2,250,000 | ||||||
Increase in maximum borrowing capacity | $ 500,000 |
Common Shares (Details)
Common Shares (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Apr. 24, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Common shares | |||
Issuance of common shares for stock options exercised (in shares) | 0.1 | 3 | |
Proceeds from stock options exercised | $ 1,200 | $ 30,200 | |
Common shares withheld by company | 0.6 | 0.3 | |
Common shares fair value | $ 7,500 | $ 7,600 | |
Common stock dividend declared (in dollars per share) | $ 0.06 | ||
Cash dividends paid | $ 52,489 | 41,781 | |
Shares repurchased | 8.3 | ||
Total aggregate amount of shares purchased | $ 78,399 | $ 250,037 |
Subsidiary Preferred Stock (Det
Subsidiary Preferred Stock (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2014 | |
Subsidiary preferred stock | ||
Cash paid for redemption of preferred stock | $ 70,875 | |
Series A Preferred Stock | ||
Subsidiary preferred stock | ||
Cash paid for redemption of preferred stock | $ 70,900 | |
Subsidiary preferred stock, shares outstanding | 75,000 |
Commitments and Contingencies51
Commitments and Contingencies (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Self-Insurance disclosures | |
Employer's liability claims subject to per-occurrence deductible | $ 3 |
Workers automobile claims | 2.5 |
General liability claims subject to per-occurrence deductible | 5 |
Deductions in land rigs and for offshore rigs | 5 |
Mexico | Minimum | |
Income tax | |
Aggregate remaining amounts assessed or expected to assessed range | 30 |
Mexico | Maximum | |
Income tax | |
Aggregate remaining amounts assessed or expected to assessed range | $ 35 |
Commitments and Contingencies52
Commitments and Contingencies (Details 2) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2011USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2009USD ($) | Dec. 31, 2006USD ($) | Mar. 19, 2012USD ($) | |
Court of Ouargla Customs Infringement | |||||
Commitments and Contingencies, Disclosure | |||||
Litigation amount as per judgment | $ 13,600 | ||||
Litigation settlement fine (as percent) | 50.00% | ||||
Ampunt seized | $ 3,600 | ||||
Additional amount to be recovered | 4,400 | ||||
Amount paid to customs authority | 3,100 | ||||
Posted security paid | $ 1,330 | ||||
Court of Ouargla Foreign Currency Controls | |||||
Commitments and Contingencies, Disclosure | |||||
Litigation amount as per judgment | $ 26,700 | ||||
Payment of contract amount in foreign currency | $ 7,500 | ||||
Payment of contract amount in domestic currency | $ 3,200 | ||||
Approximate multiplier of the amount at issue for fines and penalties | 4 | ||||
Court of Ouargla Foreign Currency Controls | Maximum | |||||
Commitments and Contingencies, Disclosure | |||||
Potential judgment in excess of accrual | $ 18,700 | ||||
NGH2L | |||||
Commitments and Contingencies, Disclosure | |||||
Escrow Deposit | $ 3,000 | ||||
NGH2L | Maximum | |||||
Commitments and Contingencies, Disclosure | |||||
Monetary damages sought based on alleged breach of contract by NGH2L and alleged tortious interference with contractual relations by Parex | $ 750,000 |
Commitments and Contingencies53
Commitments and Contingencies (Details 3) $ in Thousands | Sep. 30, 2015USD ($) |
Summary of total maximum amount of financial guarantees issued | |
Remainder of 2015 | $ 94,342 |
2,016 | 139,707 |
2,017 | 19 |
Total | $ 234,068 |
Earnings (Losses) Per Share (De
Earnings (Losses) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net income (loss) (numerator): | ||||
Income (loss) from continuing operations, net of tax | $ (250,879) | $ 102,430 | $ (168,407) | $ 217,136 |
Less: Net (income) loss attributable to noncontrolling interest | 320 | (387) | 453 | (1,213) |
Less: loss on redemption of subsidiary preferred stock | (1,688) | |||
Less: (earnings) losses allocated to unvested shareholders | 5,834 | (1,579) | 4,523 | (3,286) |
Adjusted income (loss) from continuing operations | (244,725) | 100,464 | (163,431) | 210,949 |
Income (loss) from discontinued operations | $ (45,275) | $ 4,005 | $ (41,067) | $ 4,488 |
Weighted-average number of shares outstanding - basic | 284,112 | 292,621 | 285,186 | 292,613 |
Earnings (losses) Per Share - Basic | ||||
Basic from continuing operations (in dollars per share) | $ (0.86) | $ 0.34 | $ (0.57) | $ 0.72 |
Basic from discontinued operations (in dollars per share) | (0.16) | 0.02 | (0.15) | 0.02 |
Total Basic (in dollars per share) | $ (1.02) | $ 0.36 | $ (0.72) | $ 0.74 |
DILUTED EPS: | ||||
Income (loss) from continuing operations attributed to common shareholders | $ (244,725) | $ 100,464 | $ (163,431) | $ 210,949 |
Add: effect of reallocating undistributed earnings of unvested shareholders | 11 | 25 | ||
Adjusted income (loss) from continuing operations attributed to common shareholders | (244,725) | 100,475 | (163,431) | 210,974 |
Income (loss) from discontinued operations | $ (45,275) | $ 4,005 | $ (41,067) | $ 4,488 |
Weighted-average number of shares outstanding - basic | 284,112 | 292,621 | 285,186 | 292,613 |
Add: dilutive effect of potential common shares | 2,384 | 2,740 | ||
Weighted-average number of diluted shares outstanding | 284,112 | 295,005 | 285,186 | 295,353 |
Earnings (Losses) Per Share -Diluted | ||||
Diluted from continuing operations (in dollars per share) | $ (0.86) | $ 0.34 | $ (0.57) | $ 0.71 |
Diluted from discontinued operations (in dollars per share) | (0.16) | 0.01 | (0.15) | 0.02 |
Total Diluted (in dollars per share) | $ (1.02) | $ 0.35 | $ (0.72) | $ 0.73 |
Earnings (Losses) Per Share (55
Earnings (Losses) Per Share (Details 2) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings (Losses) Per Share | ||||
Average number of options and warrants excluded from diluted earnings (losses) per share (in shares) | 9,416,647 | 5,389,090 | 9,910,476 | 6,341,624 |
Supplemental Balance Sheet, I56
Supplemental Balance Sheet, Income Statement and Cash Flow Information (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accrued liabilities | ||
Accrued compensation | $ 151,812 | $ 177,707 |
Deferred revenue | 360,513 | 298,345 |
Other taxes payable | 42,175 | 58,445 |
Workers' compensation liabilities | 37,459 | 37,459 |
Interest payable | 17,708 | 63,532 |
Litigation reserves | 25,998 | 23,681 |
Current liability to discontinued operations | 5,885 | 19,602 |
Current deferred tax liability | 3,677 | 3,677 |
Current liability to acquisition of KVS | 22,278 | 22,278 |
Share repurchase | 33,421 | |
Other accrued liabilities | 29,883 | 23,278 |
Accrued liabilities | $ 730,809 | $ 728,004 |
Supplemental Balance Sheet, I57
Supplemental Balance Sheet, Income Statement and Cash Flow Information (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Investment income (loss) | ||||
Interest and dividend income | $ 34 | $ 2,323 | $ 1,636 | $ 5,318 |
Gains (losses) on investments, net | (56) | (134) | 492 | 4,917 |
Investment income (loss) | $ (22) | 2,189 | $ 2,128 | 10,235 |
Realized gains from the sale of available-for-sale securities | $ 5,000 | $ 5,000 |
Supplemental Balance Sheet, I58
Supplemental Balance Sheet, Income Statement and Cash Flow Information (Details 3) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Losses (gains) on sales and disposals of long-lived assets and other expense (income) | ||||
Losses (gains) on sales, disposals and involuntary conversions of long-lived assets | $ 20,984 | $ (27,641) | $ 23,709 | $ (14,095) |
Other-than-temporary impairment of unconsolidated affiliate | 180,591 | 180,591 | ||
Provision for International operations | 48,279 | 48,279 | ||
Merger transaction | (47,074) | |||
Merger transaction | 5,500 | 17,000 | 17,000 | |
Litigation expenses | 5,522 | 3,177 | 3,578 | 6,804 |
Foreign currency transaction losses (gains) | (1,496) | 2,374 | (2,044) | 3,417 |
Other losses (gains) | 351 | 3,577 | (1,812) | 3,341 |
Losses (gains) on sales and retirements of long-lived assets and other expense (income), net | 259,731 | (1,513) | 205,227 | $ 16,467 |
Gain on sale of Alaska E&P assets | $ 22,200 | |||
Provision for assets and receivable impacted by degradation of overall country economy | 25,400 | 25,400 | ||
Charge for remeasurement of net monetary assets | $ 10,000 | $ 10,000 | ||
Official exchange rate of Bolivares per USD | 6.3 | 6.3 | ||
SIMADI exchange rate of Bolivares per USD | 199 | 199 | ||
Write-off of receivable | $ 15,400 | $ 15,400 | ||
Provision for exit of non-core business line | $ 22,900 | $ 22,900 |
Supplemental Balance Sheet, I59
Supplemental Balance Sheet, Income Statement and Cash Flow Information (Details 4) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | $ 4,908,619 | |||
Other comprehensive income (loss), net of tax | $ (46,719) | $ (56,331) | (99,085) | $ (83,918) |
Balance at the end of the period | 4,502,313 | 4,502,313 | ||
Accumulated Other Comprehensive Income | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | 77,522 | 216,140 | ||
Other comprehensive income (loss) before reclassifications, net of tax | (105,252) | (80,698) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 6,167 | (3,220) | ||
Other comprehensive income (loss), net of tax | (99,085) | (83,918) | ||
Balance at the end of the period | (21,563) | 132,222 | (21,563) | 132,222 |
Gains (losses) on cash flow hedges | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (2,044) | (2,419) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 280 | 280 | ||
Other comprehensive income (loss), net of tax | 280 | 280 | ||
Balance at the end of the period | (1,764) | (2,139) | (1,764) | (2,139) |
Unrealized gains (losses) on available-for-sale securities. | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | 14,996 | 71,742 | ||
Other comprehensive income (loss) before reclassifications, net of tax | (10,127) | (34,646) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | (3,726) | |||
Other comprehensive income (loss), net of tax | (10,127) | (38,372) | ||
Balance at the end of the period | 4,869 | 33,370 | 4,869 | 33,370 |
Defined benefit pension plan items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (7,263) | (4,075) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 522 | 226 | ||
Other comprehensive income (loss), net of tax | 522 | 226 | ||
Balance at the end of the period | (6,741) | (3,849) | (6,741) | (3,849) |
Foreign currency items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | 71,833 | 150,892 | ||
Other comprehensive income (loss) before reclassifications, net of tax | (95,125) | (46,052) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 5,365 | |||
Other comprehensive income (loss), net of tax | (89,760) | (46,052) | ||
Balance at the end of the period | $ (17,927) | $ 104,840 | $ (17,927) | $ 104,840 |
Supplemental Balance Sheet, I60
Supplemental Balance Sheet, Income Statement and Cash Flow Information (Details 5) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Investment income (loss) | $ (22) | $ 2,189 | $ 2,128 | $ 10,235 |
General and administrative expenses | 81,748 | 138,967 | 295,171 | 406,863 |
Income (loss) from continuing operations before income tax | (331,777) | 163,941 | (203,565) | 305,395 |
Tax expense (benefit) | 80,898 | (61,511) | 35,158 | (86,275) |
Net income (loss) attributable to Nabors | (295,834) | 106,048 | (209,021) | 220,411 |
Accumulated Other Comprehensive Income | Reclassification adjustment for (gains)/losses included in net income (loss) | ||||
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Investment income (loss) | (267) | 4,636 | ||
Interest expense | 153 | 153 | 459 | 459 |
General and administrative expenses | 276 | 123 | 828 | 369 |
Losses (gains) on sales and disposals of long- lived assets and other expense (income), net | (5,365) | |||
Income (loss) from continuing operations before income tax | (429) | (543) | (6,652) | 3,808 |
Tax expense (benefit) | 162 | 141 | 485 | (588) |
Net income (loss) attributable to Nabors | $ (267) | $ (402) | $ (6,167) | $ 3,220 |
Assets Held-for-Sale and Disc61
Assets Held-for-Sale and Discontinued Operations (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Assets held-for-sale | ||
Assets held for sale | $ 78,400 | $ 146,467 |
Assets Held-for-sale | ||
Assets held-for-sale | ||
Assets held for sale | 78,400 | 146,467 |
Fair value adjustment | (51,000) | |
Oil and Gas | Assets Held-for-sale | ||
Assets held-for-sale | ||
Assets held for sale | 76,300 | $ 146,467 |
Other | Assets Held-for-sale | ||
Assets held-for-sale | ||
Assets held for sale | $ 2,100 |
Assets Held-for-Sale and Disc62
Assets Held-for-Sale and Discontinued Operations (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Income (loss) from discontinued operations | |||||
Income (loss) from discontinued operations, net of tax | $ (45,275) | $ 4,005 | $ (41,067) | $ 4,488 | |
Assets Held-for-sale | |||||
Income (loss) from discontinued operations | |||||
Impairment charge | 51,000 | ||||
Impairment of note receivable | 4,000 | ||||
Gas transport and processing | |||||
Contracts for gas transport and processing | |||||
Contractual Obligation | 35,300 | 35,300 | |||
Gas transport and processing | Disposal Group, Held-for-sale, Not Discontinued Operations | |||||
Contracts for gas transport and processing | |||||
Recorded contratucal commitments | 20,300 | $ 40,200 | |||
Gas transport and processing | Disposal Group, Held-for-sale, Not Discontinued Operations | Accrued liabilities | |||||
Contracts for gas transport and processing | |||||
Recorded contratucal commitments | 5,900 | $ 19,600 | |||
Oil and Gas | Discontinued Operations, Held-for-sale or Disposed of by Sale | |||||
Income (loss) from discontinued operations | |||||
Operating revenues | 432 | 2,314 | 2,737 | 10,842 | |
Income (loss) from discontinued operations | (1,388) | (509) | (3,903) | 1,027 | |
Less: Impairment charges or other (gains) and losses on sale of wholly owned assets and obligations | 55,044 | (7,312) | 56,075 | (5,901) | |
Less: Income tax expense (benefit) | (11,157) | 2,798 | (18,911) | 2,440 | |
Income (loss) from discontinued operations, net of tax | $ (45,275) | $ 4,005 | $ (41,067) | $ 4,488 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | $ 847,553 | $ 1,813,762 | $ 3,125,565 | $ 5,020,361 | ||
Earnings (losses) from unconsolidated affiliates | (35,100) | (2,851) | (29,714) | (5,872) | ||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | 812,453 | 1,810,911 | 3,095,851 | 5,014,489 | ||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | 7,524 | 203,377 | 170,952 | 445,878 | ||
Income (Loss) from Equity Method Investments | (35,100) | (2,851) | (29,714) | (5,872) | ||
Interest expense | 44,448 | 43,138 | 135,518 | 134,251 | ||
Investment income (loss) | (22) | 2,189 | 2,128 | 10,235 | ||
Gains (losses) on sales and disposals of long-lived assets and other income (expense), net | (259,731) | 1,513 | (205,227) | (16,467) | ||
Income (loss) from continuing operations before income tax | (331,777) | 163,941 | (203,565) | 305,395 | ||
Tax expense (benefit) | 80,898 | (61,511) | 35,158 | (86,275) | ||
Subsidiary preferred stock dividend | 1,984 | |||||
Income (loss) from continuing operations, net of tax | (250,879) | 102,430 | (168,407) | 217,136 | ||
Income (loss) from discontinued operations, net of tax | (45,275) | 4,005 | (41,067) | 4,488 | ||
Net income (loss) | (296,154) | 106,435 | (209,474) | 221,624 | ||
Less: Net (income) loss attributable to noncontrolling interest | 320 | (387) | 453 | (1,213) | ||
Net income (loss) attributable to Nabors | (295,834) | 106,048 | (209,021) | 220,411 | ||
ASSETS | ||||||
Total assets | 9,929,181 | 9,929,181 | $ 11,879,942 | |||
CJES | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Earnings (losses) from unconsolidated affiliates | (35,100) | $ (35,900) | (35,900) | |||
Adjusted income (loss) derived from operating activities | ||||||
Income (Loss) from Equity Method Investments | (35,100) | $ (35,900) | $ (35,900) | |||
ASSETS | ||||||
Lag in recording share in net income | 3 months | |||||
Operating segment | Subtotal drilling and Rig Services | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 879,569 | 1,271,222 | $ 2,876,201 | 3,556,108 | ||
Earnings (losses) from unconsolidated affiliates | (2,900) | 5,900 | (6,100) | |||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | 45,486 | 218,317 | 351,653 | 523,662 | ||
Income (Loss) from Equity Method Investments | (2,900) | 5,900 | (6,100) | |||
ASSETS | ||||||
Total assets | 8,981,047 | 8,981,047 | 9,164,796 | |||
Investments in unconsolidated affiliates accounted for using equity method | 900 | 900 | 48,100 | |||
Operating segment | Subtotal drilling and Rig Services | Reportable subsegments | U.S. | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 259,939 | 571,736 | 1,034,929 | 1,615,106 | ||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | (14,034) | 117,212 | 94,449 | 279,683 | ||
ASSETS | ||||||
Total assets | 3,782,339 | 3,782,339 | 4,184,854 | |||
Operating segment | Subtotal drilling and Rig Services | Reportable subsegments | Canada | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 29,929 | 80,491 | 109,182 | 246,973 | ||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | (4,085) | 11,517 | (5,995) | 37,902 | ||
ASSETS | ||||||
Total assets | 406,014 | 406,014 | 615,269 | |||
Operating segment | Subtotal drilling and Rig Services | Reportable subsegments | International | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 516,180 | 427,558 | 1,413,886 | 1,191,520 | ||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | 74,039 | 68,452 | 262,335 | 167,154 | ||
ASSETS | ||||||
Total assets | 4,319,955 | 4,319,955 | 3,815,051 | |||
Operating segment | Subtotal drilling and Rig Services | Reportable subsegments | Rig Services | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 73,521 | 191,437 | 318,204 | 502,509 | ||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | (10,434) | 21,136 | 864 | 38,923 | ||
ASSETS | ||||||
Total assets | 472,739 | 472,739 | 549,622 | |||
Operating segment | Completion and Production Services | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 611,881 | 366,372 | 1,649,970 | |||
Earnings (losses) from unconsolidated affiliates | 300 | 200 | ||||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | 35,393 | (58,539) | 61,657 | |||
Income (Loss) from Equity Method Investments | 300 | 200 | ||||
ASSETS | ||||||
Total assets | 1,933,387 | |||||
Investments in unconsolidated affiliates accounted for using equity method | 10,200 | |||||
Operating segment | Completion and Production Services | Reportable subsegments | Completion Services | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 352,018 | 207,860 | 856,329 | |||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | 14,211 | (55,243) | (20,005) | |||
Operating segment | Completion and Production Services | Reportable subsegments | Production Services | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 259,863 | 158,512 | 793,641 | |||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | 21,182 | (3,296) | 81,662 | |||
Other reconciling items | ||||||
Operating revenues and Earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | (32,016) | (69,341) | (117,008) | (185,717) | ||
Adjusted income (loss) derived from operating activities | ||||||
Adjusted income (loss) derived from operating activities | (37,962) | $ (50,333) | (122,162) | $ (139,441) | ||
ASSETS | ||||||
Total assets | 488,502 | 488,502 | $ 781,759 | |||
All other | ||||||
ASSETS | ||||||
Total assets | 459,632 | 459,632 | ||||
All other | CJES | ||||||
ASSETS | ||||||
Investments in unconsolidated affiliates accounted for using equity method | $ 460,500 | $ 460,500 |
Condensed Consolidating Finan64
Condensed Consolidating Financial Information (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 |
Current assets: | ||||
Cash and cash equivalents | $ 251,366 | $ 501,149 | $ 404,453 | $ 389,915 |
Short-term investments | 25,196 | 35,020 | ||
Assets held for sale | 78,400 | 146,467 | ||
Accounts receivable, net | 871,385 | 1,517,503 | ||
Inventory | 177,221 | 230,067 | ||
Deferred income taxes | 39,981 | 118,230 | ||
Other current assets | 275,526 | 193,438 | ||
Total current assets | 1,719,075 | 2,741,874 | ||
Long-term investments | 2,455 | 2,806 | ||
Property, plant and equipment, net | 7,287,531 | 8,599,125 | ||
Goodwill | 150,032 | 173,928 | ||
Investment in unconsolidated affiliates | 460,543 | 58,251 | ||
Other long-term assets | 309,545 | 303,958 | ||
Total assets | 9,929,181 | 11,879,942 | ||
Current liabilities: | ||||
Current portion of debt | 8,982 | 6,190 | ||
Trade accounts payable | 302,415 | 780,060 | ||
Accrued liabilities | 730,809 | 728,004 | ||
Income taxes payable | 7,345 | 53,221 | ||
Total current liabilities | 1,049,551 | 1,567,475 | ||
Long-term debt | 3,737,773 | 4,348,859 | ||
Other long-term liabilities | 630,458 | 601,816 | ||
Deferred income taxes | 443,003 | |||
Total liabilities | 5,417,782 | 6,961,153 | ||
Shareholders' equity | 4,502,313 | 4,908,619 | ||
Noncontrolling interest | 9,086 | 10,170 | ||
Total equity | 4,511,399 | 4,918,789 | 5,873,234 | 5,981,177 |
Total liabilities and equity | 9,929,181 | 11,879,942 | ||
Reportable Legal Entities | Nabors (Parent/Guarantor) | ||||
Current assets: | ||||
Cash and cash equivalents | 820 | 1,170 | 2,423 | 730 |
Other current assets | 57 | 50 | ||
Total current assets | 877 | 1,220 | ||
Intercompany receivables | 132,398 | 136,360 | ||
Investment in consolidated affiliates | 4,389,414 | 4,771,413 | ||
Total assets | 4,522,689 | 4,908,993 | ||
Current liabilities: | ||||
Trade accounts payable | 66 | 111 | ||
Accrued liabilities | 309 | 263 | ||
Total current liabilities | 375 | 374 | ||
Intercompany payable | 20,000 | |||
Total liabilities | 20,375 | 374 | ||
Shareholders' equity | 4,502,314 | 4,908,619 | ||
Total equity | 4,502,314 | 4,908,619 | ||
Total liabilities and equity | 4,522,689 | 4,908,993 | ||
Reportable Legal Entities | Nabors Delaware (Issuer) | ||||
Current assets: | ||||
Cash and cash equivalents | 12 | 7 | 7 | 7,029 |
Other current assets | 13,841 | 5,242 | ||
Short-term intercompany note | 880,820 | |||
Total current assets | 13,853 | 886,069 | ||
Property, plant and equipment, net | 30,330 | |||
Intercompany receivables | 62,000 | |||
Investment in consolidated affiliates | 4,974,982 | 5,014,743 | ||
Deferred tax assets | 348,575 | 294,655 | ||
Other long-term assets | 31,483 | 30,298 | ||
Total assets | 5,430,893 | 6,256,095 | ||
Current liabilities: | ||||
Trade accounts payable | 2 | 2 | ||
Accrued liabilities | 18,139 | 64,390 | ||
Total current liabilities | 18,141 | 64,392 | ||
Long-term debt | 3,778,232 | 4,389,299 | ||
Other long-term liabilities | 35,411 | 35,480 | ||
Intercompany payable | 1,386,359 | 1,422,882 | ||
Total liabilities | 5,218,143 | 5,912,053 | ||
Shareholders' equity | 212,750 | 344,042 | ||
Total equity | 212,750 | 344,042 | ||
Total liabilities and equity | 5,430,893 | 6,256,095 | ||
Reportable Legal Entities | Other Subsidiaries (Non-Guarantors) | ||||
Current assets: | ||||
Cash and cash equivalents | 250,534 | 499,972 | $ 402,023 | $ 382,156 |
Short-term investments | 25,196 | 35,020 | ||
Assets held for sale | 78,400 | 146,467 | ||
Accounts receivable, net | 871,385 | 1,517,503 | ||
Inventory | 177,221 | 230,067 | ||
Deferred income taxes | 39,981 | 118,230 | ||
Other current assets | 261,628 | 188,146 | ||
Total current assets | 1,704,345 | 2,735,405 | ||
Long-term investments | 42,914 | 43,246 | ||
Property, plant and equipment, net | 7,287,531 | 8,568,795 | ||
Goodwill | 150,032 | 173,928 | ||
Intercompany receivables | 1,211,961 | 1,286,522 | ||
Investment in consolidated affiliates | 1,316,849 | 1,448,688 | ||
Investment in unconsolidated affiliates | 460,543 | 58,251 | ||
Other long-term assets | 278,062 | 273,660 | ||
Total assets | 12,452,237 | 14,588,495 | ||
Current liabilities: | ||||
Current portion of debt | 8,982 | 6,190 | ||
Trade accounts payable | 302,347 | 779,947 | ||
Accrued liabilities | 712,361 | 663,351 | ||
Income taxes payable | 7,345 | 53,221 | ||
Short-term intercompany note | 880,820 | |||
Total current liabilities | 1,031,035 | 2,383,529 | ||
Other long-term liabilities | 595,047 | 566,336 | ||
Deferred income taxes | 348,575 | 737,658 | ||
Total liabilities | 1,974,657 | 3,687,523 | ||
Shareholders' equity | 10,468,494 | 10,890,802 | ||
Noncontrolling interest | 9,086 | 10,170 | ||
Total equity | 10,477,580 | 10,900,972 | ||
Total liabilities and equity | 12,452,237 | 14,588,495 | ||
Consolidating Adjustments | ||||
Current assets: | ||||
Short-term intercompany note | (880,820) | |||
Total current assets | (880,820) | |||
Long-term investments | (40,459) | (40,440) | ||
Intercompany receivables | (1,406,359) | (1,422,882) | ||
Investment in consolidated affiliates | (10,681,245) | (11,234,844) | ||
Deferred tax assets | (348,575) | (294,655) | ||
Total assets | (12,476,638) | (13,873,641) | ||
Current liabilities: | ||||
Short-term intercompany note | (880,820) | |||
Total current liabilities | (880,820) | |||
Long-term debt | (40,459) | (40,440) | ||
Deferred income taxes | (348,575) | (294,655) | ||
Intercompany payable | (1,406,359) | (1,422,882) | ||
Total liabilities | (1,795,393) | (2,638,797) | ||
Shareholders' equity | (10,681,245) | (11,234,844) | ||
Total equity | (10,681,245) | (11,234,844) | ||
Total liabilities and equity | $ (12,476,638) | $ (13,873,641) |
Condensed Consolidating Finan65
Condensed Consolidating Financial Information (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues and other income: | ||||
Operating revenues | $ 847,553 | $ 1,813,762 | $ 3,125,565 | $ 5,020,361 |
Earnings (losses) from unconsolidated affiliates | (35,100) | (2,851) | (29,714) | (5,872) |
Investment income (loss) | (22) | 2,189 | 2,128 | 10,235 |
Total revenues and other income | 812,431 | 1,813,100 | 3,097,979 | 5,024,724 |
Costs and other deductions: | ||||
Direct costs | 518,174 | 1,181,986 | 1,926,306 | 3,310,220 |
General and administrative expenses | 81,748 | 138,967 | 295,171 | 406,863 |
Depreciation and amortization | 240,107 | 286,581 | 739,322 | 851,528 |
Interest expense | 44,448 | 43,138 | 135,518 | 134,251 |
Losses (gains) on sales and disposals of long-lived assets and other expense (income), net | 259,731 | (1,513) | 205,227 | 16,467 |
Total costs and other deductions | 1,144,208 | 1,649,159 | 3,301,544 | 4,719,329 |
Income (loss) from continuing operations before income tax | (331,777) | 163,941 | (203,565) | 305,395 |
Income tax expense (benefit) | (80,898) | 61,511 | (35,158) | 86,275 |
Subsidiary preferred stock dividend | 1,984 | |||
Income (loss) from continuing operations, net of tax | (250,879) | 102,430 | (168,407) | 217,136 |
Income (loss) from discontinued operations, net of tax | (45,275) | 4,005 | (41,067) | 4,488 |
Net income (loss) | (296,154) | 106,435 | (209,474) | 221,624 |
Less: Net (income) loss attributable to noncontrolling interest | 320 | (387) | 453 | (1,213) |
Net income (loss) attributable to Nabors | (295,834) | 106,048 | (209,021) | 220,411 |
Reportable Legal Entities | Nabors (Parent/Guarantor) | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | (293,510) | 116,378 | (189,624) | 235,970 |
Total revenues and other income | (293,510) | 116,378 | (189,624) | 235,970 |
Costs and other deductions: | ||||
General and administrative expenses | 2,216 | 3,097 | 7,047 | 7,989 |
Interest expense | (1) | |||
Intercompany interest expense | (1) | 7 | 23 | 66 |
Losses (gains) on sales and disposals of long-lived assets and other expense (income), net | 109 | 7,226 | 12,328 | 7,504 |
Total costs and other deductions | 2,324 | 10,330 | 19,397 | 15,559 |
Income (loss) from continuing operations before income tax | (295,834) | 106,048 | (209,021) | 220,411 |
Income (loss) from continuing operations, net of tax | (295,834) | 106,048 | (209,021) | 220,411 |
Net income (loss) | (295,834) | 106,048 | (209,021) | 220,411 |
Net income (loss) attributable to Nabors | (295,834) | 106,048 | (209,021) | 220,411 |
Reportable Legal Entities | Nabors Delaware (Issuer) | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | (47,522) | 67,504 | (40,029) | 112,112 |
Investment income (loss) | 1,694 | 560 | 1,840 | |
Intercompany interest income | 913 | 5,539 | ||
Total revenues and other income | (46,609) | 69,198 | (33,930) | 113,952 |
Costs and other deductions: | ||||
General and administrative expenses | 180 | 7,957 | (143) | 7,607 |
Depreciation and amortization | 31 | 902 | 674 | 2,706 |
Interest expense | 49,320 | 49,415 | 151,297 | 148,097 |
Losses (gains) on sales and disposals of long-lived assets and other expense (income), net | (223) | |||
Total costs and other deductions | 49,531 | 58,274 | 151,828 | 158,187 |
Income (loss) from continuing operations before income tax | (96,140) | 10,924 | (185,758) | (44,235) |
Income tax expense (benefit) | (17,989) | (20,935) | (53,920) | (57,849) |
Income (loss) from continuing operations, net of tax | (78,151) | 31,859 | (131,838) | 13,614 |
Net income (loss) | (78,151) | 31,859 | (131,838) | 13,614 |
Net income (loss) attributable to Nabors | (78,151) | 31,859 | (131,838) | 13,614 |
Reportable Legal Entities | Other Subsidiaries (Non-Guarantors) | ||||
Revenues and other income: | ||||
Operating revenues | 847,553 | 1,813,762 | 3,125,565 | 5,020,361 |
Earnings (losses) from unconsolidated affiliates | (35,100) | (2,851) | (29,714) | (5,872) |
Earnings (losses) from consolidated affiliates | (78,151) | 31,859 | (131,838) | 13,614 |
Investment income (loss) | 2,305 | 2,199 | 8,549 | 12,371 |
Total revenues and other income | 736,607 | 1,844,969 | 2,972,562 | 5,040,474 |
Costs and other deductions: | ||||
Direct costs | 518,174 | 1,181,986 | 1,926,306 | 3,310,220 |
General and administrative expenses | 79,487 | 128,065 | 288,686 | 391,697 |
Depreciation and amortization | 240,076 | 285,679 | 738,648 | 848,822 |
Interest expense | (4,872) | (6,277) | (15,778) | (13,846) |
Intercompany interest expense | 914 | (7) | 5,516 | (66) |
Losses (gains) on sales and disposals of long-lived assets and other expense (income), net | 259,487 | (8,891) | 192,480 | 8,756 |
Total costs and other deductions | 1,093,266 | 1,580,555 | 3,135,858 | 4,545,583 |
Income (loss) from continuing operations before income tax | (356,659) | 264,414 | (163,296) | 494,891 |
Income tax expense (benefit) | (62,909) | 82,446 | 18,762 | 144,124 |
Subsidiary preferred stock dividend | 1,984 | |||
Income (loss) from continuing operations, net of tax | (293,750) | 181,968 | (182,058) | 348,783 |
Income (loss) from discontinued operations, net of tax | (45,275) | 4,005 | (41,067) | 4,488 |
Net income (loss) | (339,025) | 185,973 | (223,125) | 353,271 |
Less: Net (income) loss attributable to noncontrolling interest | 320 | (387) | 453 | (1,213) |
Net income (loss) attributable to Nabors | (338,705) | 185,586 | (222,672) | 352,058 |
Consolidating Adjustments | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | 419,183 | (215,741) | 361,491 | (361,696) |
Investment income (loss) | (2,327) | (1,704) | (6,981) | (3,976) |
Intercompany interest income | (913) | (5,539) | ||
Total revenues and other income | 415,943 | (217,445) | 348,971 | (365,672) |
Costs and other deductions: | ||||
General and administrative expenses | (135) | (152) | (419) | (430) |
Intercompany interest expense | (913) | (5,539) | ||
Losses (gains) on sales and disposals of long-lived assets and other expense (income), net | 135 | 152 | 419 | 430 |
Total costs and other deductions | (913) | (5,539) | ||
Income (loss) from continuing operations before income tax | 416,856 | (217,445) | 354,510 | (365,672) |
Income (loss) from continuing operations, net of tax | 416,856 | (217,445) | 354,510 | (365,672) |
Net income (loss) | 416,856 | (217,445) | 354,510 | (365,672) |
Net income (loss) attributable to Nabors | $ 416,856 | $ (217,445) | $ 354,510 | $ (365,672) |
Condensed Consolidating Finan66
Condensed Consolidating Financial Information (Details 3) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | $ (295,834) | $ 106,048 | $ (209,021) | $ 220,411 |
Translation adjustment attributable to Nabors | ||||
Unrealized gains (losses) on translation adjustment | (38,859) | (95,125) | ||
Less: reclassification adjustment for realized loss on translation adjustment | 5,365 | |||
Translation adjustment attributable to Nabors | (38,859) | (41,713) | (89,760) | (46,052) |
Unrealized gains (losses) on marketable securities | ||||
Unrealized gains (losses) on marketable securities | (8,127) | (15,054) | (10,127) | (34,587) |
Less: reclassification adjustment for (gains)/losses on marketable securities | 267 | (4,636) | ||
Unrealized gains (losses) on marketable securities | (8,127) | (14,787) | (10,127) | (39,223) |
Pension liability amortization and adjustment | 276 | 123 | 828 | 369 |
Unrealized gains (losses) and amortization of cash flow hedges | 153 | 153 | 459 | 459 |
Other comprehensive income (loss), before tax | (46,557) | (56,224) | (98,600) | (84,447) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 162 | 107 | 485 | (529) |
Other comprehensive income (loss), net of tax | (46,719) | (56,331) | (99,085) | (83,918) |
Comprehensive income (loss) attributable to Nabors | (342,553) | 49,717 | (308,106) | 136,493 |
Net income (loss) attributable to noncontrolling interest | (320) | 387 | (453) | 1,213 |
Translation adjustment to noncontrolling interest | (476) | (522) | (1,194) | (624) |
Comprehensive income (loss) attributable to noncontrolling interest | (796) | (135) | (1,647) | 589 |
Comprehensive income (loss) | (343,349) | 49,582 | (309,753) | 137,082 |
Reportable Legal Entities | Nabors (Parent/Guarantor) | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (295,834) | 106,048 | (209,021) | 220,411 |
Translation adjustment attributable to Nabors | ||||
Unrealized gains (losses) on translation adjustment | (38,959) | (95,125) | ||
Less: reclassification adjustment for realized loss on translation adjustment | 5,365 | |||
Translation adjustment attributable to Nabors | (38,859) | (41,713) | (89,760) | (46,052) |
Unrealized gains (losses) on marketable securities | ||||
Unrealized gains (losses) on marketable securities | (8,127) | (15,054) | (10,127) | (34,587) |
Less: reclassification adjustment for (gains)/losses on marketable securities | 267 | (4,636) | ||
Unrealized gains (losses) on marketable securities | (8,127) | (14,787) | (10,127) | (39,223) |
Pension liability amortization and adjustment | 276 | 123 | 828 | 369 |
Unrealized gains (losses) and amortization of cash flow hedges | 153 | 153 | 459 | 459 |
Other comprehensive income (loss), before tax | (46,557) | (56,224) | (98,600) | (84,447) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 162 | 107 | 485 | (529) |
Other comprehensive income (loss), net of tax | (46,719) | (56,331) | (99,085) | (83,918) |
Comprehensive income (loss) attributable to Nabors | (342,553) | 49,717 | (308,106) | 136,493 |
Comprehensive income (loss) | (342,553) | 49,717 | (308,106) | 136,493 |
Reportable Legal Entities | Nabors Delaware (Issuer) | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (78,151) | 31,859 | (131,838) | 13,614 |
Translation adjustment attributable to Nabors | ||||
Unrealized gains (losses) on translation adjustment | 51 | |||
Translation adjustment attributable to Nabors | (33) | 51 | 1,688 | |
Unrealized gains (losses) on marketable securities | ||||
Unrealized gains (losses) on marketable securities | (87) | 156 | ||
Less: reclassification adjustment for (gains)/losses on marketable securities | (1,889) | (2,395) | ||
Unrealized gains (losses) on marketable securities | (1,976) | (2,239) | ||
Pension liability amortization and adjustment | 276 | 123 | 828 | 369 |
Unrealized gains (losses) and amortization of cash flow hedges | 153 | 153 | 459 | 459 |
Other comprehensive income (loss), before tax | 429 | (1,733) | 1,338 | 277 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 162 | 107 | 485 | (529) |
Other comprehensive income (loss), net of tax | 267 | (1,840) | 853 | 806 |
Comprehensive income (loss) attributable to Nabors | (77,884) | 30,019 | (130,985) | 14,420 |
Comprehensive income (loss) | (77,884) | 30,019 | (130,985) | 14,420 |
Reportable Legal Entities | Other Subsidiaries (Non-Guarantors) | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (338,705) | 185,586 | (222,672) | 352,058 |
Translation adjustment attributable to Nabors | ||||
Unrealized gains (losses) on translation adjustment | (38,859) | (95,074) | ||
Less: reclassification adjustment for realized loss on translation adjustment | 5,365 | |||
Translation adjustment attributable to Nabors | (38,859) | (41,707) | (89,709) | (46,062) |
Unrealized gains (losses) on marketable securities | ||||
Unrealized gains (losses) on marketable securities | (8,127) | (15,141) | (10,127) | (34,431) |
Less: reclassification adjustment for (gains)/losses on marketable securities | (1,622) | (7,031) | ||
Unrealized gains (losses) on marketable securities | (8,127) | (16,763) | (10,127) | (41,462) |
Pension liability amortization and adjustment | 552 | 246 | 1,656 | 738 |
Unrealized gains (losses) and amortization of cash flow hedges | 153 | 153 | 459 | 459 |
Other comprehensive income (loss), before tax | (46,281) | (58,071) | (97,721) | (86,327) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 264 | 390 | 791 | (1,237) |
Other comprehensive income (loss), net of tax | (46,545) | (58,461) | (98,512) | (85,090) |
Comprehensive income (loss) attributable to Nabors | (385,250) | 127,125 | (321,184) | 266,968 |
Net income (loss) attributable to noncontrolling interest | (320) | 387 | (453) | 1,213 |
Translation adjustment to noncontrolling interest | (476) | (522) | (1,194) | (624) |
Comprehensive income (loss) attributable to noncontrolling interest | (796) | (135) | (1,647) | 589 |
Comprehensive income (loss) | (386,046) | 126,990 | (322,831) | 267,557 |
Consolidating Adjustments | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | 416,856 | (217,445) | 354,510 | (365,672) |
Translation adjustment attributable to Nabors | ||||
Unrealized gains (losses) on translation adjustment | 38,859 | 95,023 | ||
Less: reclassification adjustment for realized loss on translation adjustment | (5,365) | |||
Translation adjustment attributable to Nabors | 38,859 | 41,740 | 89,658 | 44,374 |
Unrealized gains (losses) on marketable securities | ||||
Unrealized gains (losses) on marketable securities | 8,127 | 15,228 | 10,127 | 34,275 |
Less: reclassification adjustment for (gains)/losses on marketable securities | 3,511 | 9,426 | ||
Unrealized gains (losses) on marketable securities | 8,127 | 18,739 | 10,127 | 43,701 |
Pension liability amortization and adjustment | (828) | (369) | (2,484) | (1,107) |
Unrealized gains (losses) and amortization of cash flow hedges | (306) | (306) | (918) | (918) |
Other comprehensive income (loss), before tax | 45,852 | 59,804 | 96,383 | 86,050 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | (426) | (497) | (1,276) | 1,766 |
Other comprehensive income (loss), net of tax | 46,278 | 60,301 | 97,659 | 84,284 |
Comprehensive income (loss) attributable to Nabors | 463,134 | (157,144) | 452,169 | (281,388) |
Comprehensive income (loss) | $ 463,134 | $ (157,144) | $ 452,169 | $ (281,388) |
Condensed Consolidating Finan67
Condensed Consolidating Financial Information (Details 4) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Condensed Consolidating Statements Of Cash Flows | |||
Net cash provided by (used for) operating activities | $ 605,011 | $ 1,244,344 | |
Cash flows from investing activities: | |||
Purchases of investments | (8) | (319) | |
Sales and maturities of investments | 859 | 23,580 | |
Cash paid for acquisition of businesses, net | (57,909) | (10,200) | |
Investment in unconsolidated affiliates | (445) | (2,061) | |
Proceeds from merger transaction | 650,050 | ||
Capital expenditures | (744,047) | (1,344,222) | |
Proceeds from sales of assets and insurance claims | 30,164 | 129,825 | |
Other | 1,700 | (3,931) | |
Net cash used for investing activities | (119,636) | (1,207,328) | |
Cash flows from financing activities: | |||
Increase (decrease) in cash overdrafts | 363 | (3,867) | |
Proceeds from (payments for) issuance of common shares | 1,198 | 30,240 | |
Dividends to shareholders | (52,489) | (41,781) | |
Proceeds from short-term borrowings | 2,792 | ||
Proceeds from (payments for) commercial paper, net | (162,544) | 441,530 | |
Proceeds from revolving credit facilities | 15,000 | ||
Reduction in revolving credit facilities | (450,000) | (70,000) | |
Purchase of preferred stock | (70,875) | ||
Reduction in long term debt | (40,098) | ||
Proceeds from term loan facility | 300,000 | ||
Payments on term loan facility | (300,000) | ||
Payments on term loan | (300,000) | ||
Reduction in short-term debt | (10,000) | ||
Purchase of treasury stock | (44,978) | (250,037) | |
Other | (7,534) | (7,581) | |
Net cash used for financing activities | (713,192) | (7,469) | |
Effect of exchange rate changes on cash and cash equivalents | (21,966) | (15,009) | |
Net increase (decrease) in cash and cash equivalents | (249,783) | 14,538 | |
Cash and cash equivalents, beginning of period | 501,149 | 389,915 | $ 389,915 |
Cash and cash equivalents, end of period | 251,366 | 404,453 | 501,149 |
Reportable Legal Entities | Nabors (Parent/Guarantor) | |||
Condensed Consolidating Statements Of Cash Flows | |||
Net cash provided by (used for) operating activities | 39,956 | (7,632) | |
Cash flows from investing activities: | |||
Proceeds from merger transaction | 5,500 | ||
Net cash used for investing activities | 5,500 | ||
Cash flows from financing activities: | |||
Proceeds from (payments for) issuance of common shares | 1,198 | 30,240 | |
Dividends to shareholders | (59,470) | (45,758) | |
Proceeds from (payments for) issuance of parent common shares to affiliates | 16,424 | ||
Proceeds from issuance of intercompany debt | 47,000 | 35,000 | |
Paydown of intercompany debt | (27,000) | (19,000) | |
Other | (7,534) | (7,581) | |
Net cash used for financing activities | (45,806) | 9,325 | |
Net increase (decrease) in cash and cash equivalents | (350) | 1,693 | |
Cash and cash equivalents, beginning of period | 1,170 | 730 | 730 |
Cash and cash equivalents, end of period | 820 | 2,423 | 1,170 |
Reportable Legal Entities | Nabors Delaware (Issuer) | |||
Condensed Consolidating Statements Of Cash Flows | |||
Net cash provided by (used for) operating activities | (188,781) | (22,760) | |
Cash flows from investing activities: | |||
Proceeds from merger transaction | 646,078 | ||
Changes in intercompany balances | 67,194 | (355,792) | |
Net cash used for investing activities | 713,272 | (355,792) | |
Cash flows from financing activities: | |||
Proceeds from (payments for) commercial paper, net | (162,544) | 441,530 | |
Reduction in revolving credit facilities | (450,000) | (70,000) | |
Proceeds from term loan facility | 300,000 | ||
Payments on term loan facility | (300,000) | ||
Payments on term loan | (300,000) | ||
Proceeds from issuance of intercompany debt | 88,058 | ||
Net cash used for financing activities | (524,486) | 371,530 | |
Net increase (decrease) in cash and cash equivalents | 5 | (7,022) | |
Cash and cash equivalents, beginning of period | 7 | 7,029 | 7,029 |
Cash and cash equivalents, end of period | 12 | 7 | 7 |
Reportable Legal Entities | Other Subsidiaries (Non-Guarantors) | |||
Condensed Consolidating Statements Of Cash Flows | |||
Net cash provided by (used for) operating activities | 782,139 | 1,262,289 | |
Cash flows from investing activities: | |||
Purchases of investments | (8) | (319) | |
Sales and maturities of investments | 859 | 23,580 | |
Cash paid for acquisition of businesses, net | (57,909) | (10,200) | |
Investment in unconsolidated affiliates | (445) | (2,061) | |
Proceeds from merger transaction | (1,528) | ||
Capital expenditures | (744,047) | (1,344,222) | |
Proceeds from sales of assets and insurance claims | 30,164 | 129,825 | |
Other | 1,700 | (3,931) | |
Changes in intercompany balances | (67,194) | 355,792 | |
Net cash used for investing activities | (838,408) | (851,536) | |
Cash flows from financing activities: | |||
Increase (decrease) in cash overdrafts | 363 | (3,867) | |
Proceeds from short-term borrowings | 2,792 | ||
Proceeds from revolving credit facilities | 15,000 | ||
Purchase of preferred stock | (70,875) | ||
Reduction in long term debt | (40,098) | ||
Reduction in short-term debt | (10,000) | ||
Purchase of treasury stock | (44,978) | (250,037) | |
Proceeds from issuance of intercompany debt | (135,058) | (35,000) | |
Paydown of intercompany debt | 27,000 | 19,000 | |
Payments on parent (Equity or N/P) | (21,322) | ||
Net cash used for financing activities | (171,203) | (375,877) | |
Effect of exchange rate changes on cash and cash equivalents | (21,966) | (15,009) | |
Net increase (decrease) in cash and cash equivalents | (249,438) | 19,867 | |
Cash and cash equivalents, beginning of period | 499,972 | 382,156 | 382,156 |
Cash and cash equivalents, end of period | 250,534 | 402,023 | $ 499,972 |
Consolidating Adjustments | |||
Condensed Consolidating Statements Of Cash Flows | |||
Net cash provided by (used for) operating activities | (28,303) | 12,447 | |
Cash flows from financing activities: | |||
Dividends to shareholders | 6,981 | 3,977 | |
Proceeds from (payments for) issuance of parent common shares to affiliates | (16,424) | ||
Payments on parent (Equity or N/P) | 21,322 | ||
Net cash used for financing activities | $ 28,303 | $ (12,447) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Nov. 03, 2015 | Oct. 05, 2015 | Apr. 24, 2015 | Nov. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Subsequent event | ||||||
Amount drawn from term loan facility | $ 300,000 | |||||
Dividend declared (in dollars per share) | $ 0.06 | |||||
Shares repurchased | 8.3 | |||||
Value of shares repurchased | $ 44,978 | $ 250,037 | ||||
Subsequent Event | ||||||
Subsequent event | ||||||
Dividend declared (in dollars per share) | $ 0.06 | |||||
Shares repurchased | 1.8 | |||||
Value of shares repurchased | $ 16,700 | |||||
Remaining number of authorized shares to be repurchased | 304.9 | |||||
Subsequent Event | Five-year term loan facility | ||||||
Subsequent event | ||||||
Amount drawn from term loan facility | $ 325,000 |