Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 31, 2018 | |
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, 2018 | |
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 | 357,794,566 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Current assets: | |||
Cash and cash equivalents | $ 347,525 | $ 336,997 | |
Short-term investments | 41,033 | 28,369 | |
Accounts receivable, net | 775,137 | 698,477 | |
Inventory, net | 166,827 | 166,307 | |
Assets held for sale | 20,289 | 37,052 | |
Other current assets | 188,229 | 180,134 | |
Total current assets | 1,539,040 | 1,447,336 | |
Property, plant and equipment, net | 5,608,948 | 6,109,565 | |
Goodwill | 172,976 | 173,226 | |
Deferred income taxes | 407,851 | 419,003 | |
Other long-term assets | 231,732 | 252,854 | |
Total assets (1) | [1] | 7,960,547 | 8,401,984 |
Current liabilities: | |||
Current portion of debt | 433 | 181 | |
Trade accounts payable | 331,713 | 363,416 | |
Accrued liabilities | 392,476 | 533,044 | |
Income taxes payable | 27,770 | 22,835 | |
Total current liabilities | 752,392 | 919,476 | |
Long-term debt | 3,737,273 | 4,027,766 | |
Other long-term liabilities | 272,607 | 301,633 | |
Deferred income taxes | 23,782 | 10,338 | |
Total liabilities (1) | [1] | 4,786,054 | 5,259,213 |
Commitments and contingencies (Note 7) | |||
Redeemable noncontrolling interest in subsidiary (Note 3) | 210,665 | 203,998 | |
Shareholders' equity: | |||
Preferred shares, par value $0.001 per share: Series A 6% Cumulative Mandatory Convertible; $50 per share liquidation preference; issued 5,750 | 6 | ||
Common shares, par value $0.001 per share: Authorized common shares 800,000; issued 410,160 and 367,510, respectively | 410 | 368 | |
Capital in excess of par value | 3,387,922 | 2,791,129 | |
Accumulated other comprehensive income (loss) | (7,115) | 11,185 | |
Retained earnings | 864,019 | 1,423,154 | |
Less: treasury shares, at cost, 52,800 and 52,800 common shares, respectively | (1,314,020) | (1,314,020) | |
Total shareholders' equity | 2,931,222 | 2,911,816 | |
Noncontrolling interest | 32,606 | 26,957 | |
Total equity | 2,963,828 | 2,938,773 | |
Total liabilities and equity | $ 7,960,547 | $ 8,401,984 | |
[1] | The condensed consolidated balance sheet as of September 30, 2018 and December 31, 2017 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, rate (as a percent) | 6.00% | 6.00% |
Preferred stock, liquidation preference (in dollars per share) | $ 50 | $ 50 |
Preferred stock, shares issued | 5,750 | 5,750 |
Common shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common shares, shares authorized | 800,000 | 800,000 |
Common shares, shares issued | 410,160 | 367,510 |
Treasury shares, at cost | 52,800 | 52,800 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues and other income: | ||||
Operating revenues | $ 779,425 | $ 662,103 | $ 2,275,539 | $ 1,856,008 |
Earnings (losses) from unconsolidated affiliates | 4 | 1 | 6 | |
Investment income (loss) | (1,342) | 373 | (4,041) | 208 |
Total revenues and other income | 778,083 | 662,480 | 2,271,499 | 1,856,222 |
Costs and other deductions: | ||||
Direct costs | 497,194 | 441,263 | 1,466,572 | 1,246,428 |
General and administrative expenses | 66,813 | 65,010 | 209,207 | 192,114 |
Research and engineering | 14,458 | 12,960 | 42,703 | 36,060 |
Depreciation and amortization | 208,517 | 217,075 | 640,227 | 628,837 |
Interest expense | 51,415 | 54,607 | 173,393 | 165,813 |
Other, net | 22,907 | 5,559 | 114,597 | 29,173 |
Total costs and other deductions | 861,304 | 796,474 | 2,646,699 | 2,298,425 |
Income (loss) from continuing operations before income taxes | (83,221) | (133,994) | (375,200) | (442,203) |
Income tax expense (benefit): | ||||
Current | 5,016 | 8,644 | 17,251 | 45,646 |
Deferred | 5,473 | (23,353) | 40,061 | (105,460) |
Total income tax expense (benefit) | 10,489 | (14,709) | 57,312 | (59,814) |
Income (loss) from continuing operations, net of tax | (93,710) | (119,285) | (432,512) | (382,389) |
Income (loss) from discontinued operations, net of tax | (13,933) | (27,134) | (14,592) | (43,077) |
Net income (loss) | (107,643) | (146,419) | (447,104) | (425,466) |
Less: Net (income) loss attributable to noncontrolling interest | (6,934) | (2,113) | (10,426) | (5,001) |
Net income (loss) attributable to Nabors | (114,577) | (148,532) | (457,530) | (430,467) |
Less: Preferred stock dividend | (4,313) | (7,993) | ||
Net income (loss) attributable to Nabors common shareholders | (118,890) | (148,532) | (465,523) | (430,467) |
Amounts attributable to Nabors common shareholders: | ||||
Net income (loss) from continuing operations | (104,957) | (121,398) | (450,931) | (387,390) |
Net income (loss) from discontinued operations | (13,933) | (27,134) | (14,592) | (43,077) |
Net income (loss) attributable to Nabors common shareholders | $ (118,890) | $ (148,532) | $ (465,523) | $ (430,467) |
Earnings (losses) per share: | ||||
Basic from continuing operations (in dollars per share) | $ (0.31) | $ (0.42) | $ (1.39) | $ (1.35) |
Basic from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.16) |
Total Basic (in dollars per share) | (0.35) | (0.52) | (1.44) | (1.51) |
Diluted from continuing operations (in dollars per share) | (0.31) | (0.42) | (1.39) | (1.35) |
Diluted from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.16) |
Total Diluted (in dollars per share) | $ (0.35) | $ (0.52) | $ (1.44) | $ (1.51) |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 350,194 | 279,313 | 329,118 | 278,670 |
Diluted (in shares) | 350,194 | 279,313 | 329,118 | 278,670 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net income (loss) attributable to Nabors | $ (114,577) | $ (148,532) | $ (457,530) | $ (430,467) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 5,309 | 16,444 | (9,604) | 31,183 |
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | (5,706) | (5,122) | ||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 1,341 | |||
Unrealized gains (losses) on marketable securities | (5,706) | (3,781) | ||
Pension liability amortization and adjustment | 54 | 50 | 162 | 150 |
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 153 | 425 | 459 |
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | 5,506 | 10,941 | (18,161) | 28,011 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 78 | 139 | 235 |
Other comprehensive income (loss), net of tax | 5,458 | 10,863 | (18,300) | 27,776 |
Comprehensive income (loss) attributable to Nabors | (109,119) | (137,669) | (475,830) | (402,691) |
Net income (loss) attributable to noncontrolling interest | 6,934 | 2,113 | 10,426 | 5,001 |
Translation adjustment attributable to noncontrolling interest | 58 | 160 | (101) | 317 |
Comprehensive income (loss) attributable to noncontrolling interest | 6,992 | 2,273 | 10,325 | 5,318 |
Comprehensive income (loss) | $ (102,127) | $ (135,396) | $ (465,505) | $ (397,373) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (447,104) | $ (425,466) |
Adjustments to net income (loss): | ||
Depreciation and amortization | 641,841 | 630,773 |
Deferred income tax expense (benefit) | 36,164 | (114,973) |
Impairments and other charges | 16,530 | 35,293 |
Deferred financing costs amortization | 6,287 | 5,300 |
Discount amortization on long-term debt | 16,024 | 15,129 |
Losses (gains) on debt buyback | 10,476 | 16,005 |
Losses (gains) on long-lived assets, net | 74,388 | 10,180 |
Losses (gains) on investments, net | 7,198 | 1,342 |
Provisions for bad debt | (2,568) | (692) |
Share-based compensation | 20,371 | 25,057 |
Foreign currency transaction losses (gains), net | 7,870 | 1,728 |
Equity in (earnings) losses of unconsolidated affiliates, net of dividends | (1) | (6) |
Other | (9,865) | (4,596) |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | (82,195) | (127,850) |
Inventory | (1,478) | (14,567) |
Other current assets | 21,724 | (6,967) |
Other long-term assets | 12,883 | 35,378 |
Trade accounts payable and accrued liabilities | (160,018) | 21,611 |
Income taxes payable | (23,717) | 19,790 |
Other long-term liabilities | (67,891) | (158,578) |
Net cash (used for) provided by operating activities | 76,919 | (36,109) |
Cash flows from investing activities: | ||
Purchases of investments | (676) | (6,722) |
Sales and maturities of investments | 2,962 | 12,533 |
Cash paid for acquisition of businesses, net of cash acquired | (50,764) | |
Capital expenditures | (338,968) | (448,864) |
Proceeds from sales of assets and insurance claims | 86,666 | 32,805 |
Net cash (used for) provided by investing activities | (250,016) | (461,012) |
Cash flows from financing activities: | ||
Increase (decrease) in cash overdrafts | (261) | (78) |
Proceeds from issuance of long-term debt | 800,000 | 411,200 |
Debt issuance costs | (13,262) | (11,039) |
Proceeds from revolving credit facilities | 905,000 | 410,000 |
Reduction in revolving credit facilities | (1,200,000) | |
Proceeds from issuance of common shares, net of issuance costs | 301,835 | 8,300 |
Proceeds from issuance of preferred stock, net of issuance costs | 278,358 | |
Distributions to noncontrolling interest | (4,676) | (7,272) |
Noncontrolling interest contribution | 20,000 | |
Reduction in long-term debt | (774,802) | (382,815) |
Dividends to common shareholders | (57,661) | (51,346) |
Dividends to preferred shareholders | (3,680) | |
Proceeds from (payment for) commercial paper | (40,000) | 78,000 |
Cash proceeds (payments) from equity component of exchangeable debt | 159,952 | |
Payments on term loan | (162,500) | |
Proceeds from (payments for) short-term borrowings | 252 | (528) |
Purchase of capped call hedge transactions | (40,250) | |
Other | (3,722) | (7,864) |
Net cash (used for) provided by financing activities | 187,381 | 423,760 |
Effect of exchange rate changes on cash and cash equivalents | (5,320) | 251 |
Net increase (decrease) in cash and cash equivalents | 8,964 | (73,110) |
Cash and cash equivalents and restricted cash, beginning of period | 342,029 | 264,990 |
Cash and cash equivalents and restricted cash, end of period | 350,993 | 191,880 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents, beginning of period | 336,997 | 264,093 |
Restricted cash, beginning of period | 5,032 | 897 |
Cash and cash equivalents and restricted cash, beginning of period | 342,029 | 264,990 |
Cash and cash equivalents, end of period | 347,525 | 190,556 |
Restricted cash, end of period | 3,468 | 1,324 |
Cash and cash equivalents and restricted cash, end of period | $ 350,993 | $ 191,880 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Mandatory Convertible Preferred SharesPreferred Stock | 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, 2016 | $ 334 | $ 2,521,332 | $ (12,119) | $ 2,033,427 | $ (1,295,949) | $ 7,770 | $ 3,254,795 | |
Balance (in shares) at Dec. 31, 2016 | 333,598 | |||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (430,467) | 5,001 | (425,466) | |||||
Dividends to common shareholders ($0.18 per share) | (51,460) | (51,460) | ||||||
Other comprehensive income (loss), net of tax | 27,776 | 317 | 28,093 | |||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options | $ 1 | 8,299 | 8,300 | |||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options (in shares) | 843 | |||||||
Share-based compensation | 25,057 | 25,057 | ||||||
Equity component of exchangeable debt | 116,195 | 116,195 | ||||||
Capped call transactions | (40,250) | (40,250) | ||||||
Noncontrolling interest contributions (distributions), net | 12,728 | 12,728 | ||||||
Other | $ 1 | (7,865) | (7,864) | |||||
Other (in shares) | 1,109 | |||||||
Balance at the end of the period at Sep. 30, 2017 | $ 336 | 2,624,711 | 15,657 | 1,556,650 | (1,295,949) | 25,816 | 2,927,221 | |
Balance (in shares) at Sep. 30, 2017 | 335,550 | |||||||
Increase (Decrease) in Equity | ||||||||
Adoption of ASU No. 2016-09 | Accounting Standards Update 2016-09 | 1,943 | 5,150 | 7,093 | |||||
Balance at the beginning of the period at Dec. 31, 2017 | $ 368 | 2,791,129 | 11,185 | 1,423,154 | (1,314,020) | 26,957 | 2,938,773 | |
Balance (in shares) at Dec. 31, 2017 | 367,510 | |||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (457,530) | 10,426 | (447,104) | |||||
Dividends to common shareholders ($0.18 per share) | (61,956) | (61,956) | ||||||
Dividends to preferred shareholders ($1.39 per share) | (7,993) | (7,993) | ||||||
Common stock issuance | $ 40 | 301,794 | 301,834 | |||||
Common stock issuance (in shares) | 40,250 | |||||||
Convertible preferred stock issuance | $ 6 | 278,352 | 278,358 | |||||
Convertible preferred stock issuance (in shares) | 5,750 | |||||||
Other comprehensive income (loss), net of tax | (18,300) | (101) | (18,401) | |||||
Share-based compensation | 20,371 | 20,371 | ||||||
Adjustment to retained earnings | Accounting Standards Update 2016-01 | 9,144 | 9,144 | ||||||
Adjustment to retained earnings | Accounting Standards Update 2016-16 | (34,132) | (34,132) | ||||||
Adjustment to retained earnings | (9,144) | |||||||
Noncontrolling interest contributions (distributions), net | (4,676) | (4,676) | ||||||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (6,668) | (6,668) | ||||||
Other | $ 2 | (3,724) | (3,722) | |||||
Other (in shares) | 2,400 | |||||||
Balance at the end of the period at Sep. 30, 2018 | $ 6 | $ 410 | $ 3,387,922 | $ (7,115) | $ 864,019 | $ (1,314,020) | $ 32,606 | $ 2,963,828 |
Balance (in shares) at Sep. 30, 2018 | 5,750 | 410,160 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | Nov. 06, 2018 | Nov. 05, 2018 | Jul. 27, 2018 | Jun. 06, 2018 | Apr. 20, 2018 | Feb. 23, 2018 | Sep. 30, 2018 | Sep. 30, 2017 |
Dividend declared (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.18 | $ 0.18 | ||
Cash dividend per mandatory convertible preferred shares | $ 1.39 | |||||||
Mandatory Convertible Preferred Shares | ||||||||
Cash dividend per mandatory convertible preferred shares | $ 0.75 | $ 0.75 | $ 0.64 |
Nature of Operations
Nature of Operations | 9 Months Ended |
Sep. 30, 2018 | |
Nature of Operations. | |
Nature of Operations | Note 1 Nature of Operations 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. References in this report to “Nabors Delaware” mean Nabors Industries, Inc., a wholly owned subsidiary of Nabors. With operations in approximately 25 countries, Nabors is a global provider of drilling and drilling-related services for land-based and offshore oil and natural gas wells, with a fleet of rigs and drilling-related equipment which, as of September 30, 2018 included: · 399 actively marketed rigs for land-based drilling operations in the United States, Canada and approximately 23 other countries throughout the world; and · 33 actively marketed rigs for offshore drilling operations in the United States and multiple international markets. Our business consists of five reportable segments: U.S. Drilling, Canada Drilling, International Drilling, Drilling Solutions and Rig Technologies. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Interim Financial Information The accompanying unaudited condensed consolidated financial statements of Nabors have been prepared in conformity with generally accepted accounting principles in the United States (“U.S. 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 U.S. GAAP have been omitted. Therefore, these financial statements should be read together with our annual report on Form 10-K for the year ended December 31, 2017 (“2017 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments necessary to state fairly our financial position as of September 30, 2018 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, 2018 may not be indicative of results that will be realized for the full year ending December 31, 2018. Principles of Consolidation Our condensed consolidated financial statements include the accounts of Nabors, as well as all majority owned and non-majority owned subsidiaries required to be consolidated under U.S. GAAP. All significant intercompany accounts and transactions are eliminated in consolidation. In addition to the consolidation of our majority owned subsidiaries, we also consolidate variable interest entities (“VIE”) when we are determined to be the primary beneficiary of a VIE. Determination of the primary beneficiary of a VIE is based on whether an entity has (1) the power to direct activities that most significantly impact the economic performance of the VIE and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our determination of the primary beneficiary of a VIE considers all relationships between us and the VIE. During 2016, we entered into an agreement with Saudi Aramco, to form a new joint venture, SANAD, to own, manage and operate onshore drilling rigs in the Kingdom of Saudi Arabia. SANAD, which is equally owned by Saudi Aramco and Nabors, began operations during the fourth quarter of 2017. As we have the power to direct activities that most significantly impact SANAD’s economic performance, including operations, maintenance and certain sourcing and procurement, we have determined Nabors to be the primary beneficiary and accordingly consolidate the joint venture. See Note 3—Joint Ventures. Revenue Recognition We recognize revenues and costs on daywork contracts daily as the work progresses over the contract term. For certain contracts, we receive lump sum payments for the mobilization of rigs and other drilling equipment. We defer revenue related to mobilization periods and recognize the revenue over the term of the related drilling contract. Costs incurred related to a mobilization period for which a contract is secured are deferred and recognized over the term of the related drilling contract. Costs incurred to relocate rigs and other drilling equipment to areas in which a contract has not been secured are expensed as incurred. We defer recognition of revenue on amounts received from customers for prepayment of services until those services are provided. We recognize revenue for top drives and other capital equipment we manufacture upon transfer of control, which generally occurs when the product has been shipped to the customer. We recognize, as operating revenue, proceeds from business interruption insurance claims in the period that the claim is realizable. Proceeds from casualty insurance settlements in excess of the carrying value of damaged assets are recognized in other, net in our condensed consolidated statement of income (loss) in the period that the applicable proof of loss documentation is received. Proceeds from casualty insurance settlements that are expected to be less than the carrying value of damaged assets are recognized at the time the loss is incurred and recorded in other, net in our condensed consolidated statement of income (loss). We recognize reimbursements received for out of pocket expenses incurred as revenues and account for out of pocket expenses as direct costs. Inventory, net Inventory is stated at the lower of cost or net realizable value. 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, 2018 2017 (In thousands) Raw materials $ 124,230 $ 124,635 Work-in-progress 16,411 19,113 Finished goods 26,186 22,559 $ 166,827 $ 166,307 Property, Plant and Equipment We review our assets for impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable. If the estimated undiscounted future cash flows are not sufficient to support the asset’s recorded value, an impairment charge is recognized to the extent the carrying amount of the long-lived asset exceeds its estimated fair value. Management considers a number of factors such as estimated future cash flows from the assets, appraisals and current market value analysis in determining fair value. The determination of future cash flows requires the estimation of utilization, dayrates, operating margins, sustaining capital and remaining economic life. Such estimates can change based on market conditions, technological advances in the industry or changes in regulations governing the industry. Significant and unanticipated changes to the assumptions could result in future impairments. A significantly prolonged period of lower oil and natural gas prices could continue to adversely affect the demand for and prices of our services, which could result in future impairment charges. As the determination of whether impairment charges should be recorded on our long-lived assets is subject to significant management judgment, and an impairment of these assets could result in a material charge on our consolidated statements of income (loss), management believes that accounting estimates related to impairment of long-lived assets are critical. For an asset classified as held for sale, we consider the asset impaired when its carrying amount exceeds fair value less its cost to sell. Fair value is determined in the same manner as a long lived asset that is held and used. In June 2018, we sold three of our offshore jackup rigs for approximately $61.4 million in cash and publicly traded shares with a value of $21.8 million at closing. The sale resulted in a loss of $63.7 million, which has been recognized in other, net on our condensed consolidated statement of income (loss) for the nine months ended September 30, 2018. This long-lived asset group was reported under our International segment. The sale of these offshore jackup rigs did not constitute a triggering event for the remainder of our rig fleet. 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 may exceed their fair value. We initially assess goodwill for impairment based on qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of one of our reporting units is greater than its carrying amount. If the carrying amount exceeds the fair value, an impairment charge will be recognized in an amount equal to the excess; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Our estimated fair values of our reporting units incorporate judgment and the use of estimates by management. The fair values calculated in these impairment tests were determined using discounted cash flow models involving assumptions based on our utilization of rigs or other oil and gas service equipment, revenues and earnings from affiliates, as well as direct costs, general and administrative costs, depreciation, applicable income taxes, capital expenditures and working capital requirements. Our discounted cash flow projections for each reporting unit were based on financial forecasts. The future cash flows were discounted to present value using discount rates determined to be appropriate for each reporting unit. Terminal values for each reporting unit were calculated using a Gordon Growth methodology with a long term growth rate of 3%. 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 compared the sum of our reporting units’ estimated fair value, which included the estimated fair value of non-operating assets and liabilities, less debt, to our market capitalization and assessed 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 2018, we did not record a goodwill impairment. However, a significantly prolonged period of lower oil prices could adversely affect demand for and prices of our services. Additionally, our ability to commercialize our rotary steerable drilling technology tools could impact the discounted cash flow models. These factors could result in future impairment charges, particularly in our U.S. Drilling and Rig Services segments. Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers, relating to the revenue recognition from contracts with customers that creates a common revenue standard for U.S. GAAP and IFRS. The core principle requires the 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. The standard also requires significantly expanded disclosures containing qualitative and quantitative information regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. 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. Throughout 2017 we, along with our third party consultants, identified and reviewed our revenue streams, identified a subset of contracts to represent these revenue streams and performed a detailed analysis of such contracts. We adopted this guidance under the modified retrospective approach as of January 1, 2018. The adoption of this standard did not have a material impact on our consolidated financial statements. See Note 12—Revenue Recognition. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall, relating to the recognition and measurement of financial assets and liabilities. This standard enhances the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. This new standard became effective for us on January 1, 2018. Upon adoption, we recorded an adjustment to retained earnings of $9.1 million to eliminate the net unrealized gain balance in accumulated other comprehensive income (loss) related to the marketable securities. If we do have a material amount of investments in marketable securities in the future, we expect that the impact to our consolidated statements of income (loss) and other comprehensive income (loss) from this update could be material. Furthermore, depending on trends in the stock market, we may see increased volatility in our consolidated statements of income (loss) and other comprehensive income (loss). In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows, to reduce the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This guidance is effective for public companies for fiscal years beginning after December 15, 2017. Early application is permitted. The adoption of this standard did not have a material impact on our consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes, which simplifies the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. We adopted this standard during the first quarter of 2018 using the modified retrospective method, through a cumulative-effect adjustment directly to retained earnings. Upon adoption, we reduced deferred tax assets by approximately $34.1 million and recognized an offsetting decrease to retained earnings. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash, to provide guidance on the classification of restricted cash in the statement of cash flows. This guidance is effective for public companies for fiscal years beginning after December 15, 2017. The amendments in the ASU should be adopted on a retrospective basis. The adoption of this standard did not have a material impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Clarifying the Definition of a Business, which clarifies the definition of a business and provides further guidance for evaluating whether a transaction will be accounted for as an acquisition of an asset or a business. The standard provides a test to determine whether a set of assets and activities acquired is a business. When substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. Under the updated guidance, an acquisition of a single property will likely be treated as an asset acquisition as opposed to a business combination and associated transaction costs will be capitalized rather than expensed as incurred. Additionally, assets acquired, liabilities assumed, and any noncontrolling interest will be measured at their relative fair values. The adoption of this standard did not have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation, to reduce diversity in practice and provide clarity regarding existing guidance in ASC 718, “Stock Compensation”. The standard provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions and classification of the awards are the same immediately before and after the modification. This guidance is effective for public companies for fiscal years beginning after December 15, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements. Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases, relating to leases to increase transparency and comparability among companies. This standard requires that all leases with an initial term greater than one year be recorded on the balance sheet as an asset and a lease liability. Additionally, this standard will require disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. A modified retrospective approach is currently required for the adoption of this guidance, which is effective for our reporting period beginning January 1, 2019. Early adoption is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017. In addition, the standard requires certain disclosures regarding stranded tax effects. This guidance is effective for public companies for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. We are currently evaluating the impact this will have on our consolidated financial statements. |
Joint Ventures
Joint Ventures | 9 Months Ended |
Sep. 30, 2018 | |
Joint Ventures | |
Joint Ventures | Note 3 Joint Ventures During 2016, we entered into an agreement with Saudi Aramco to form SANAD, a new joint venture, to own, manage and operate onshore drilling rigs in the Kingdom of Saudi Arabia. SANAD, which is equally owned by Saudi Aramco and Nabors, began operations during the fourth quarter of 2017. During 2017, Nabors and Saudi Aramco each contributed $20 million in cash for the purpose of capitalizing the joint venture upon formation. In addition, since inception Nabors and Saudi Aramco have each contributed a combination of drilling rigs, drilling rig equipment and other assets, including cash, each with a value of approximately $394 million to the joint venture. During September 2018, we contributed drilling rigs and equipment with a value of approximately $190 million. On October 4, 2018, we received Saudi Aramco’s matching contribution of drilling rigs and other assets, including cash. The contributions were received in exchange for redeemable ownership interests which accrue interest annually, have a twenty-five year maturity and are required to be converted to authorized capital should certain events occur, including the accumulation of specified losses. In the accompanying consolidated balance sheet, Nabors has reported Saudi Aramco’s share of authorized capital as a component of noncontrolling interest in equity and Saudi Aramco’s share of the redeemable ownership interests as redeemable noncontrolling interest in subsidiary, classified as mezzanine equity. The accrued interest on the redeemable ownership interest is a non-cash financing activity and is reported as an increase in the redeemable noncontrolling interest in subsidiary line in our condensed consolidated balance sheet. The condensed balance sheet of SANAD, as included in our consolidated balance sheet, is presented below. September 30, December 31, (In thousands) 2018 2017 Assets: Cash and cash equivalents $ 48,591 $ 94,496 Accounts receivable 54,135 10,580 Other current assets 9,760 10,834 Property, plant and equipment, net 420,742 130,218 Other long-term assets 19,696 23,091 Total assets $ 552,924 $ 269,219 Liabilities: Accounts payable $ 56,515 $ 7,236 Accrued liabilities 5,251 2,592 Total liabilities $ 61,766 $ 9,828 The assets of SANAD cannot be used by Nabors for general corporate purposes. Additionally, creditors of SANAD do not have recourse to other assets of Nabors. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Measurements | |
Fair Value Measurements | Note 4 Fair Value Measurements Fair value is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). We utilize market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market‑corroborated, or generally unobservable. We primarily apply the market approach for recurring fair value measurements and endeavor to utilize the best information available. Accordingly, we employ valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. The use of unobservable inputs is intended to allow for fair value determinations in situations where there is little, if any, market activity for the asset or liability at the measurement date. We are able to classify fair value balances utilizing a fair value hierarchy based on the observability of those inputs. Under the fair value hierarchy: · Level 1 measurements include unadjusted quoted market prices for identical assets or liabilities in an active market; · Level 2 measurements include quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets; and · Level 3 measurements include those that are unobservable and of a subjective nature. 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. There were no transfers of our financial assets between Level 1 and Level 2 measures during the nine months ended September 30, 2018. 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. Fair Value as of September 30, 2018 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: Available-for-sale equity securities $ 38,691 $ 2,333 $ — Mortgage-CMO debt securities — 9 — Total short-term investments $ 38,691 $ 2,342 $ — Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: Available-for-sale equity securities $ 22,909 $ 5,450 $ — Mortgage-CMO debt securities — 10 — Total short-term investments $ 22,909 $ 5,460 $ — 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, equity method investments, intangible assets and other long-lived assets, assets acquired and liabilities assumed in a business combination and our pipeline contractual commitment. Based upon our review of the fair value hierarchy, the inputs used in these fair value measurements were considered Level 3 inputs. Fair Value of Financial Instruments We estimate the fair value of our financial instruments in accordance with U.S. 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 fair value of our debt instruments is determined using Level 2 measurements. The carrying and fair values of these liabilities were as follows: September 30, 2018 December 31, 2017 Carrying Fair Carrying Fair Value Value Value Value (In thousands) (In thousands) 6.15% senior notes due February 2018 $ — $ — $ 460,762 $ 462,674 9.25% senior notes due January 2019 — — 303,489 321,028 5.00% senior notes due September 2020 670,075 676,642 669,846 670,757 4.625% senior notes due September 2021 695,288 688,022 695,108 665,003 5.50% senior notes due January 2023 600,000 592,500 600,000 584,850 5.10% senior notes due September 2023 346,672 331,443 346,576 325,844 0.75% senior exchangeable notes due January 2024 445,426 450,800 429,982 443,940 5.75% senior notes due February 2025 800,000 769,504 — — Revolving credit facility 215,000 215,000 510,000 510,000 Commercial paper — — 40,000 40,000 Other 433 433 181 181 3,772,894 $ 3,724,344 4,055,944 $ 4,024,277 Less: current portion 433 Less: deferred financing costs 35,188 27,997 $ 3,737,273 $ 4,027,766 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. As of September 30, 2018 our short-term investments were carried at fair market value and included $41.0 million in securities classified as available-for-sale. As of December 31, 2017, our short-term investments were carried at fair market value and included $28.4 million in securities classified as available-for-sale. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2018 | |
Debt | |
Debt | Note 5 Debt Debt consisted of the following: September 30, December 31, 2018 2017 (In thousands) 6.15% senior notes due February 2018 $ — $ 460,762 9.25% senior notes due January 2019 — 303,489 5.00% senior notes due September 2020 670,075 669,846 4.625% senior notes due September 2021 695,288 695,108 5.50% senior notes due January 2023 600,000 600,000 5.10% senior notes due September 2023 346,672 346,576 0.75% senior exchangeable notes due January 2024 445,426 429,982 5.75% senior notes due February 2025 800,000 — Revolving credit facility 215,000 510,000 Commercial paper — 40,000 Other 433 181 3,772,894 4,055,944 Less: current portion 433 181 Less: deferred financing costs 35,188 27,997 $ 3,737,273 $ 4,027,766 During the nine months ended September 30, 2018, we repaid the $460.8 million aggregate principal amount outstanding on our 6.15% senior notes due February 2018 for approximately $475.0 million in cash, reflecting principal and approximately $14.2 million of accrued and unpaid interest. Additionally, we redeemed the remaining $303.5 million aggregate principal amount of our 9.25% senior notes due January 2019 for approximately $327.2 million, reflecting principal, accrued and unpaid interest. In connection with the repurchase, we recognized a loss of approximately $10.5 million, which represents the premiums paid in connection with these repurchases or redemptions and is included in other, net in our condensed consolidated statement of income (loss) for the nine months ended September 30, 2018. 5.75% Senior Notes Due February 2025 In January 2018, Nabors Industries, Inc. (“Nabors Delaware”), a wholly owned subsidiary of Nabors, issued $800 million in aggregate principal amount of 5.75% senior unsecured notes due February 1, 2025, which are fully and unconditionally guaranteed by Nabors. The notes subsequently were exchanged for notes registered under the Securities Act pursuant to an exchange offer that took place in August 2018. The notes pay interest semi-annually on February 1 and August 1, beginning on August 1, 2018, and will mature on February 1, 2025. The notes rank equal in right of payment to all of Nabors Delaware’s existing and future unsubordinated indebtedness, and senior in right of payment to all of Nabors Delaware’s existing and future senior subordinated and subordinated indebtedness. Our guarantee of the notes is unsecured and an unsubordinated obligation and ranks equal in right of payments to all of our unsecured and unsubordinated indebtedness from time to time outstanding. In the event of a change of control triggering event, as defined in the indenture, the holders of the notes may require Nabors Delaware to purchase all or a portion of the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any. The notes are redeemable in whole or in part at any time at the option of Nabors Delaware at a redemption price, plus accrued and unpaid interest, as specified in the indenture. Nabors Delaware used a portion of the proceeds to repay the amount outstanding on the 6.15% senior notes due February 2018. The remaining proceeds not used for such purposes were allocated for general corporate purposes, including to repay amounts outstanding under the commercial paper program and to repurchase or repay other indebtedness. 0.75% Senior Exchangeable Notes Due January 2024 In January 2017, Nabors Delaware issued $575 million in aggregate principal amount of 0.75% exchangeable senior unsecured notes due 2024, which are fully and unconditionally guaranteed by Nabors. The notes bear interest at a rate of 0.75% per year payable semiannually on January 15 and July 15 of each year, beginning on July 15, 2017. The exchangeable notes are bifurcated for accounting purposes into debt and equity components of $411.2 million and $163.8 million, respectively, based on the relative fair value. Debt issuance costs of $9.6 million and equity issuance costs of $3.9 million were capitalized in connection with the issuance of these notes in long-term debt and netted against the proceeds allocated to the equity component, respectively, in our condensed consolidated balance sheet. The debt issuance costs are being amortized through January 2024. The exchangeable notes are exchangeable, under certain conditions, at an initial exchange rate of 39.75 common shares of Nabors per $1,000 principal amount of exchangeable notes (equivalent to an initial exchange price of approximately $25.16 per common share). Upon any exchange, Nabors Delaware will settle its exchange obligation in cash, common shares of Nabors, or a combination of cash and common shares, at our election. In connection with the pricing of the notes, we entered into privately negotiated capped call transactions which are expected to reduce potential dilution to common shares and/or offset potential cash payments required to be made in excess of the principal amount upon any exchange of notes. Such reduction and/or offset is subject to a cap representing a price per share of $31.45, an approximately 75.0% premium over our share price of $17.97 as of the date of the transaction. The capped call meets the definition of a derivative under ASC 815, Derivatives and Hedging, as it has an underlying (the Company’s share price), a notional amount (the number of underlying shares to be purchased per option), an initial net investment less (by more than a nominal amount) than the amount that would have to be paid to own the underlying and provides for a default net share settlement (but could also be settled in cash at the election of the Company). However, the capped call meets the derivative scope exception under ASC 815 for instruments indexed to the Company’s own stock and classified in shareholders’ equity and therefore was initially recorded in equity. Until such time as the Company elects a settlement method for the exchangeable notes, the capped call transaction will continue to be accounted for as equity. At conversion, if the Company elects to partially settle the notes in cash in excess of the principal amount, or fully in cash, the capped call will be subject to mark to market through earnings as a derivative until such settlement is paid. The net proceeds from the offering of the exchangeable notes were used to prepay the remaining balance of our unsecured term loan originally scheduled to mature in 2020, as well as to pay the cost of the capped call transactions. The remaining net proceeds from the offering were allocated for general corporate purposes, including to repurchase or repay other indebtedness. Commercial Paper Program In February 2018, we utilized a portion of the proceeds received in connection with the 5.75% senior notes offering to repay the outstanding balance on the commercial paper program. In March 2018, the program was terminated. 2018 Revolving Credit Facility On October 11, 2018, Nabors Delaware, Nabors Drilling Canada Limited, an Alberta corporation (“Nabors Canada”), Nabors and certain other of Nabors’ wholly owned subsidiaries entered into a new five-year unsecured revolving facility with the lenders and issuing banks party thereto and Citibank, N.A., as administrative agent (the “2018 Revolving Credit Facility”). The 2018 Revolving Credit Facility has a borrowing capacity of $1.267 billion and is fully and unconditionally guaranteed by Nabors and certain of its wholly owned subsidiaries. The 2018 Revolving Credit Facility matures at the earlier of (a) October 11, 2023 and (b) July 19, 2022, if any of Nabors Delaware’s existing 5.5% senior notes due January 2023 remain outstanding as of such date. Certain lenders have committed to provide Nabors Delaware an aggregate principal amount of $1.227 billion under the 2018 Revolving Credit Facility, which may be drawn in U.S. dollars, and HSBC Bank Canada has committed to provide Nabors Canada an aggregate principal amount of $40 million in U.S. dollar equivalent, which can be drawn upon in either U.S. or Canadian dollars. The 2018 Revolving Credit Facility contains certain affirmative and negative covenants, including a financial covenant requiring Nabors to maintain a debt to capitalization ratio not in excess of 0.60:1. Additionally, during any period in which Nabors Delaware fails to maintain an investment grade rating from at least two ratings agencies, the guarantors under the facility and their respective subsidiaries will be required to maintain an asset to debt coverage ratio (as defined in the 2018 Revolving Credit Facility) of at least 2.50:1. As of the date of this report, we had no borrowings outstanding under our 2018 Revolving Credit Facility. 2012 Revolving Credit Facility In connection with the 2018 Revolving Credit Facility, on October 11, 2018, Nabors Delaware entered into Amendment No. 3 to its existing credit agreement dated November 29, 2012 (as amended, including such amendment, the “2012 Revolving Credit Facility”), among itself, Nabors, Nabors Canada, HSBC Bank Canada, the other lenders party thereto, Citibank, N.A., and Wilmington Trust, National Association, as successor administrative agent (the “Amendment”). The Amendment, among other things, provides for Citibank, N.A.’s resignation as administrative agent and the appointment of Wilmington Trust, National Association as administrative agent, reduces the overall commitments available to $666.25 million and provides for certain lenders to exit the facility in order to become lenders under the 2018 Revolving Credit Facility. Availability under the 2012 Revolving Credit Facility is subject to a covenant not to exceed a net debt to capital ratio of 0.60:1. As of September 30, 2018, we had $215.0 million outstanding under the 2012 Revolving Credit Facility. The weighted average interest rate on borrowings during the nine month period ended September 30, 2018 was 3.32%. The 2012 Revolving Credit Facility matures on July 14, 2020. As of the date of this report, we were in compliance with all covenants under the 2018 Revolving Credit Facility and 2012 Revolving Credit Facility. 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 September 29, 2015, Nabors Delaware entered into a new five-year unsecured term loan facility for $325.0 million, which was fully and unconditionally guaranteed by us. The term loan facility contained a mandatory prepayment of $162.5 million due in September 2018, which was repaid in December 2016 utilizing a portion of the proceeds received in connection with the 5.50% senior notes due January 2023 offering. In January 2017, we repaid the remaining $162.5 million term loan utilizing a portion of the proceeds received in connection with the 0.75% senior exchangeable notes and the facility was terminated. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2018 | |
Shareholders’ Equity | |
Shareholders’ Equity | Note 6 Shareholders’ Equity Common shares In May 2018, we issued 35,000,000 shares of common stock at a price to the public of $7.75 per share. In connection with this offering, in June 2018 the underwriters exercised in full their option to purchase 5,250,000 additional common shares. Nabors received aggregate net proceeds of approximately $301.8 million after deducting underwriting discounts, commissions and offering expenses. During the year ended December 31, 2017, we repurchased 3.1 million of our common shares in the open market for $18.1 million, all of which are held by our subsidiaries, and which are accounted for as treasury shares. On February 23, 2018, a cash dividend of $0.06 per share was declared for shareholders of record on March 13, 2018. The dividend was paid on April 3, 2018 in the amount of $19.1 million. On April 20, 2018, a cash dividend of $0.06 per common share was declared for shareholders of record on June 12, 2018. The dividend was paid on July 3, 2018 in the amount of $21.5 million. On July 27, 2018, a cash dividend of $0.06 per common share was declared for shareholders of record on September 11, 2018. The dividend was paid on October 2, 2018 in the amount of $21.4 million. These dividends were charged to retained earnings in our condensed consolidated statements of changes in equity for the nine months ended September 30, 2018. On November 6, 2018, our Board of Directors declared a cash dividend of $0.06 per common share, which will be paid on January 3, 2019 to shareholders of record at the close of business on December 13, 2018. Convertible Preferred Shares In May 2018, we issued 5,750,000 shares (including the underwriters option for 750,000 shares) of 6% Series A Mandatory Convertible Preferred Stock (the “mandatory convertible preferred shares”), par value $.001 per share, with a liquidation preference of $50 per share. Nabors received aggregate net proceeds of approximately $278.4 million after deducting underwriting discounts, commissions and offering expenses. The dividends on the mandatory convertible preferred shares will be payable on a cumulative basis. At issuance, each share of the mandatory convertible preferred shares was automatically convertible into between 5.3763 and 6.4516 of our common shares based on the average share price over a period of twenty consecutive trading days ending prior to May 1, 2021, subject to anti-dilution adjustments. In connection with the dividend on our common shares paid on October 2, 2018, the conversion rate for each share of the mandatory convertible preferred shares was adjusted to between 5.4735 and 6.5683 of our common shares. On June 6, 2018, a cash dividend of $0.64 per mandatory convertible preferred share was declared for shareholders of record on July 13, 2018. The dividend was paid on August 1, 2018 in the amount of $3.7 million. On July 27, 2018, a cash dividend of $0.75 per mandatory convertible preferred share was declared for shareholders of record on October 15, 2018. The dividend was paid on November 1, 2018 in the amount of $4.3 million. These dividends were charged to retained earnings in our condensed consolidated statements of changes in equity for the nine months ended September 30, 2018. On November 6, 2018, our Board of Directors declared a cash dividend of $0.75 per mandatory convertible preferred share, which will be paid on February 1, 2019 to shareholders of record at the close of business on January 15, 2019 in the amount of $4.3 million. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 7 Commitments and Contingencies Contingencies Income Tax We operate in a number of countries throughout the world and our tax returns filed in those jurisdictions are subject to review and examination by tax authorities within those jurisdictions. 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 a tax authority in Latin America in connection with a 2007 income tax return. The assessment relates to the denial of depreciation expense deductions related to drilling rigs. Similar deductions were taken for tax year 2009. Although Nabors and its tax advisors believe these deductions are appropriate and intend to continue to defend our position, the contingency has been partially reserved. If we ultimately do not prevail, we estimate that we would be required to recognize additional tax expense for the entire contingency in the range of $3 million to $8 million. In certain jurisdictions we have recognized deferred tax assets and liabilities. Judgment and assumptions are required in determining whether deferred tax assets will be fully or partially utilized. When we estimate that all or some portion of certain deferred tax assets such as net operating loss carryforwards will not be utilized, we establish a valuation allowance for the amount we determine to be more likely than not unrealizable. We continually evaluate strategies that could allow for future utilization of our deferred tax assets. Any change in the ability to utilize such deferred tax assets will be accounted for in the period of the event affecting the valuation allowance. If facts and circumstances cause us to change our expectations regarding future tax consequences, the resulting adjustments could have a material effect on our financial results or cash flow. The area at greatest risk is our Canada Drilling operations. At this time, we consider it more likely than not that we will have sufficient taxable income in the future that will allow us to realize the deferred tax assets that we have recognized. However, it is possible that some of our recognized deferred tax assets, relating to net operating loss carryforwards, could expire unused or could carryforward indefinitely without utilization. Therefore, unless we are able to generate sufficient taxable income from our component operations, a substantial valuation allowance to reduce our deferred tax assets may be required, which would materially increase our tax expense in the period the allowance is recognized and materially adversely affect our results of operations and statement of financial condition. Self-Insurance We estimate the level of our liability related to insurance and record reserves for these amounts in our condensed 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. Some of our workers’ compensation, 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. Our policies were renewed effective April 1, 2018 and remain subject to these same deductibles. 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. Effective May 22, 2018, our platform rig, MODS-400, is subject to a limit of $200.0 million with a $5.0 million deductible for named windstorm damage in the U.S. Gulf of Mexico. 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 March 2011, the Court of Ouargla entered a judgment of approximately $23.9 million (at September 30, 2018 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 $15.9 million in excess of amounts accrued. On September 29, 2017, Nabors and Nabors Maple Acquisition Ltd. were sued, along with Tesco Corporation (“Tesco”) and its Board of Directors, in a putative shareholder class action filed in the United States District Court for the Southern District of Texas, Houston Division. The plaintiff alleges that the September 18, 2017 Preliminary Proxy Statement filed by Tesco with the United States Securities and Exchange Commission omitted material information with respect to the proposed transaction between Tesco and Nabors announced on August 14, 2017. The plaintiff claims that the omissions rendered the Proxy Statement false and misleading, constituting a violation of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, and alleges liability by Nabors as a control person of Tesco. The court consolidated several matters and entered a lead plaintiff appointment order. The plaintiff filed their amended complaint, adding Nabors Industries, Ltd. as a party. Nabors has filed its motion to dismiss and will vehemently defend itself against the allegations. 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 2018 2019 2020 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 27,518 149,692 40 — $ 177,250 |
Earnings (Losses) Per Share
Earnings (Losses) Per Share | 9 Months Ended |
Sep. 30, 2018 | |
Earnings (Losses) Per Share | |
Earnings (Losses) Per Share | Note 8 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. The participating security holders are not contractually obligated to share in losses. Therefore, losses are not allocated to the participating security holders. 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. Shares issuable upon exchange of the $575 million 0.75% exchangeable notes are not included in the calculation of diluted earnings (losses) per share unless the exchange value of the notes exceeds their principal amount at the end of the relevant reporting period, in which case the notes will be accounted for as if the number of common shares that would be necessary to settle the excess are issued. Such shares are only included in the calculation of the weighted-average number of shares outstanding in our diluted earnings (losses) per share calculation, when the price of our shares exceeds $25.16 on the last trading day of the quarter, which did not occur during the nine months ended September 30, 2018. 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, 2018 2017 2018 2017 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (93,710) $ (119,285) $ (432,512) $ (382,389) Less: net (income) loss attributable to noncontrolling interest (6,934) (2,113) (10,426) (5,001) Less: preferred stock dividends (4,313) — (7,993) — Less: accrued distribution on redeemable noncontrolling interest in subsidiary (2,146) — (6,668) — Less: distributed and undistributed earnings allocated to unvested shareholders (432) 3,463 (1,375) 10,580 Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (107,535) $ (117,935) $ (458,974) $ (376,810) Income (loss) from discontinued operations, net of tax $ (13,933) $ (27,134) $ (14,592) $ (43,077) Weighted-average number of shares outstanding - basic 350,194 279,313 329,118 278,670 Earnings (losses) per share: Basic from continuing operations $ (0.31) $ (0.42) $ (1.39) $ (1.35) Basic from discontinued operations (0.04) (0.10) (0.05) (0.16) Total Basic $ (0.35) $ (0.52) $ (1.44) $ (1.51) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (107,535) $ (117,935) $ (458,974) $ (376,810) Add: effect of reallocating undistributed earnings of unvested shareholders — — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (107,535) $ (117,935) $ (458,974) $ (376,810) Income (loss) from discontinued operations, net of tax $ (13,933) $ (27,134) $ (14,592) $ (43,077) Weighted-average number of shares outstanding - basic 350,194 279,313 329,118 278,670 Add: dilutive effect of potential common shares — — — — Weighted-average number of shares outstanding - diluted 350,194 279,313 329,118 278,670 Earnings (losses) per share: Diluted from continuing operations $ (0.31) $ (0.42) $ (1.39) $ (1.35) Diluted from discontinued operations (0.04) (0.10) (0.05) (0.16) Total Diluted $ (0.35) $ (0.52) $ (1.44) $ (1.51) 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 Nabors’ common shares, because their inclusion would be anti-dilutive and because they are not considered participating securities. For periods in which we experience a net loss from continuing operations, all potential common shares have been excluded from the calculation of weighted-average shares outstanding, because their inclusion would be anti-dilutive. The average number of options that were excluded from diluted earnings (losses) per share that would potentially dilute earnings per share in the future were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Potentially dilutive securities excluded as anti-dilutive 4,354 4,484 4,488 4,534 In any period during which the average market price of Nabors’ 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. Restricted stock is included in our basic and diluted earnings (losses) per share computation using the two-class method of accounting in all periods because such stock is considered participating securities. Additionally, we excluded 37.8 million common shares from the computation of diluted shares issuable upon the conversion of mandatory convertible preferred shares, because their effect would be anti-dilutive under the if-converted method. |
Supplemental Balance Sheet and
Supplemental Balance Sheet and Income Statement Information | 9 Months Ended |
Sep. 30, 2018 | |
Supplemental Balance Sheet and Income Statement Information | |
Supplemental Balance Sheet and Income Statement Information | Note 9 Supplemental Balance Sheet and Income Statement Information Accrued liabilities included the following: September 30, December 31, 2018 2017 (In thousands) Accrued compensation $ 92,152 $ 130,970 Deferred revenue 159,416 218,370 Other taxes payable 37,359 32,095 Workers’ compensation liabilities 13,987 13,987 Interest payable 20,205 65,642 Litigation reserves 25,109 18,830 Current liability to discontinued operations 5,762 6,074 Dividends declared and payable 25,757 17,148 Other accrued liabilities 12,729 29,928 $ 392,476 $ Investment income (loss) includes the following: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Interest and dividend income $ 900 $ 384 $ 3,194 $ 1,524 Gains (losses) on marketable securities (2,229) — (7,196) (1,341) Gains (losses) on non-marketable securities (13) (11) (39) 25 $ (1,342) $ 373 $ (4,041) $ 208 Other, net included the following: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 4,811 $ 10,009 $ 74,371 (1) $ 10,142 Transaction related costs (2) 1,753 3,178 14,691 5,107 Litigation expenses and reserves 1,375 (2,187) 9,652 (577) Foreign currency transaction losses (gains) 1,607 (763) 7,851 1,727 (Gain) loss on debt buyback 10,476 69 10,476 16,013 Other losses (gains) 2,885 (4,747) (2,444) (3,239) $ 22,907 $ 5,559 $ 114,597 $ 29,173 (1) Includes a $63.7 million loss on the sale of three jackup rigs during the nine months ended September 30, 2018. (2) Represents transaction related costs, including professional fees, severances, facility closure costs and other cost rationalization items, primarily in connection with the acquisition of Tesco. The changes in accumulated other comprehensive income (loss), by component, included the following: Unrealized Gains gains (losses) Defined (losses) on on available- benefit Foreign cash flow for-sale pension plan currency hedges securities items items Total (In thousands (1) ) As of January 1, 2017 $ (1,296) $ 14,235 $ (3,760) $ (21,298) $ (12,119) Other comprehensive income (loss) before reclassifications — (5,122) — 31,183 26,061 Amounts reclassified from accumulated other comprehensive income (loss) 281 1,341 93 — 1,715 Net other comprehensive income (loss) 281 (3,781) 93 31,183 27,776 As of September 30, 2017 $ (1,015) $ 10,454 $ (3,667) $ 9,885 $ 15,657 (1) All amounts are net of tax. Unrealized Gains gains (losses) Defined (losses) on on available- benefit Foreign cash flow for-sale pension plan currency hedges securities items items Total (In thousands (1) ) As of January 1, 2018 $ (922) $ 9,144 $ (4,111) $ 7,074 $ 11,185 Other comprehensive income (loss) before reclassifications — — — (9,604) (9,604) Amounts reclassified from accumulated other comprehensive income (loss) 323 — 125 — 448 Adoption of ASU No. 2016-01 — (9,144) — — (9,144) Net other comprehensive income (loss) 323 (9,144) 125 (9,604) (18,300) As of September 30, 2018 $ (599) $ — $ (3,986) $ (2,530) $ (7,115) (1) All amounts are net of tax. The line items that were reclassified to net income included the following: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Interest expense $ 143 $ 153 $ 425 $ 459 General and administrative expenses 54 50 162 150 Other expense (income), net — — — 1,341 Total income (loss) from continuing operations before income tax (197) (203) (587) (1,950) Tax expense (benefit) (48) (78) (139) (235) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (149) $ (125) $ (448) $ (1,715) |
Assets Held for Sale and Discon
Assets Held for Sale and Discontinued Operations | 9 Months Ended |
Sep. 30, 2018 | |
Assets Held for Sale and Discontinued Operations | |
Assets Held for Sale and Discontinued Operations | Note 10 Assets Held for Sale and Discontinued Operations Assets Held for Sale Assets held for sale as of September 30, 2018 and December 31, 2017 was $20.3 million and $37.1 million, respectively. These assets consisted primarily of our oil and gas holdings which are mainly in the Horn River basin in western Canada of $10.1 million and $25.9 million, respectively, as of the periods noted above and the operating results have been reflected in discontinued operations. The remainder represents assets that meet the criteria to be classified as assets held for sale, but do not represent a disposal of a component of an entity or a group of components of an entity representing a strategic shift that has or will have a major effect on the entity's operations and financial results. The carrying value of our assets held for sale represents the lower of carrying value or fair value less costs to sell. We continue to market these properties at prices that are reasonable compared to current fair value. We have contracts with pipeline companies to pay specified fees based on committed volumes for gas transport and processing associated with these properties held for sale. At September 30, 2018, our undiscounted contractual commitments for these contracts approximated $5.8 million and we had liabilities of $5.8 million, all of which was classified as current and included in accrued liabilities. At December 31, 2017, our undiscounted contractual commitments for these contracts approximated $11.2 million and we had liabilities of $8.5 million, $6.1 million of which were classified as current and were included in accrued liabilities. The amounts at each balance sheet date represented 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, 2018 2017 2018 2017 (In thousands) Operating revenues (1) $ 896 $ 1,077 $ 3,512 $ 5,171 Income (loss) from Oil & Gas discontinued operations: Income (loss) from discontinued operations $ (652) $ (991) $ (1,827) $ (1,561) Less: Impairment charges or other (gains) and losses on sale of wholly owned assets (2) 16,511 34,469 16,662 51,028 Less: Income tax expense (benefit) (3,230) (8,326) (3,897) (9,512) Income (loss) from Oil and Gas discontinued operations, net of tax $ (13,933) $ (27,134) $ (14,592) $ (43,077) (1) Reflects operating revenues of our historical oil and gas operating segment. (2) Reflects impairment charges of $16.5 million and $35.3 million during each of the three and nine months ended September 30, 2018 and 2017, respectively, due to the deterioration of economic conditions in the dry gas market in western Canada. These assets are included in our assets held for sale balance as described above. Additionally, includes a charge of $16.5 million related to the settlement of litigation associated with our previously owned Ramshorn International properties during the nine months ended September 30, 2017. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Segment Information | |
Segment Information | Note 11 Segment Information The following table sets forth financial information with respect to our reportable operating segments: Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Operating revenues: U.S. Drilling $ 273,996 $ 222,747 $ 779,393 $ 572,025 Canada Drilling 26,645 18,073 75,974 63,002 International Drilling 377,125 374,106 1,123,956 1,092,667 Drilling Solutions 60,923 37,506 183,430 96,700 Rig Technologies 63,641 50,032 209,631 155,293 Other reconciling items (1) (22,905) (40,361) (96,845) (123,679) Total $ 779,425 $ 662,103 $ 2,275,539 $ 1,856,008 Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 2,578 $ (53,536) $ (30,275) $ (172,797) Canada Drilling (1,895) (7,494) (7,095) (16,519) International Drilling 25,680 32,316 74,702 80,464 Drilling Solutions 9,506 5,864 25,773 8,658 Rig Technologies (4,141) (10,535) (20,550) (23,706) Total segment adjusted operating income (loss) $ 31,728 $ (33,385) $ 42,555 $ (123,900) Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: Total segment adjusted operating income (loss) (2) $ 31,728 $ (33,385) $ 42,555 $ (123,900) Other reconciling items (3) (39,285) (40,820) (125,725) (123,531) Earnings (losses) from unconsolidated affiliates — 4 1 6 Investment income (loss) (1,342) 373 (4,041) 208 Interest expense (51,415) (54,607) (173,393) (165,813) Other, net (22,907) (5,559) (114,597) (29,173) Income (loss) from continuing operations before income taxes $ (83,221) $ (133,994) $ (375,200) $ (442,203) September 30, December 31, 2018 2017 (In thousands) Total assets: U.S. Drilling $ 3,078,789 $ 3,203,560 Canada Drilling 318,653 347,773 International Drilling 3,225,052 3,540,829 Drilling Solutions 229,984 182,162 Rig Technologies 429,546 459,665 Other reconciling items (3) 678,523 667,995 Total $ 7,960,547 $ (1) Represents the elimination of inter-segment transactions. (2) Adjusted operating income (loss) represents income (loss) from continuing operations before income taxes, interest expense, earnings (losses) from unconsolidated affiliates, investment income (loss) and other, net. Management evaluates the performance of our operating segments using adjusted operating income (loss), which is a segment performance measure, because it believes that this financial measure reflects our ongoing profitability and performance. In addition, securities analysts and investors use this measure as one of the metrics on which they analyze our performance. A reconciliation to income (loss) from continuing operations before income taxes is provided in the above table. (3) Represents the elimination of inter-segment transactions and unallocated corporate expenses, assets and capital expenditures. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition | |
Revenue Recognition | Note 12 Revenue Recognition On January 1, 2018, we adopted Topic 606, Revenue from Contracts with Customers (ASC 606). Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration we expect to receive in exchange for those goods or services. In addition, ASC 606 requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. We elected to adopt the standard using the modified retrospective method to all contracts that were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported under the accounting standards in effect for the prior period. There was no impact to our consolidated financial statements as a result of adopting ASC 606. We recognize revenue when control of a good or service promised in a contract (i.e., performance obligation) is transferred to a customer. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. Contract drilling revenues are recorded over time utilizing the input method based on time elapsed. The measurement of progress considers the transfer of the service to the customer as we provide daily drilling services. We receive payment after the services have been performed by billing customers periodically (typically monthly). However, a portion of our revenues are recognized at a point-in-time as control is transferred at a distinct point in time such as with the sale of our top drives and other capital equipment. Within our drilling contracts, we have identified one performance obligation in which the transaction price is allocated. Disaggregation of revenue In the following table, revenue is disaggregated by geographical region. The table also includes a reconciliation of the disaggregated revenue with the reportable segments: Three Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 231,935 $ — $ — $ 42,045 $ 45,707 $ — $ 319,687 U.S. Offshore Gulf of Mexico 31,942 — — 3,345 — — 35,287 Alaska 10,119 — — 1,248 209 — 11,576 Canada — 26,645 — 1,081 3,483 — 31,209 Middle East & Asia — — 226,926 9,126 7,882 — 243,934 Latin America — — 94,048 3,399 1,604 — 99,051 Europe, Africa & CIS — — 56,151 679 4,756 — 61,586 Eliminations & other — — — — — (22,905) (22,905) Total $ 273,996 $ 26,645 $ 377,125 $ 60,923 $ 63,641 $ (22,905) $ 779,425 Nine Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 655,916 $ — $ — $ 127,733 $ 153,878 $ — $ 937,527 U.S. Offshore Gulf of Mexico 84,997 — — 9,455 — — 94,452 Alaska 38,480 — — 2,691 553 — 41,724 Canada — 75,974 — 4,797 17,096 — 97,867 Middle East & Asia — — 701,292 25,859 19,592 — 746,743 Latin America — — 265,738 11,048 5,181 — 281,967 Europe, Africa & CIS — — 156,926 1,847 13,331 — 172,104 Eliminations & other — — — — — (96,845) (96,845) Total $ 779,393 $ 75,974 $ 1,123,956 $ 183,430 $ 209,631 $ (96,845) $ 2,275,539 Three Months Ended September 30, 2017 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 188,947 $ — $ — $ 32,649 $ 45,375 $ — $ 266,971 U.S. Offshore Gulf of Mexico 21,209 — — 188 — — 21,397 Alaska 12,591 — — 1,021 187 — 13,799 Canada — 18,073 — 1,303 1,499 — 20,875 Middle East & Asia — — 219,494 1,461 2,881 — 223,836 Latin America — — 99,585 749 — — 100,334 Europe, Africa & CIS — — 55,027 135 90 — 55,252 Eliminations & other — — — — — (40,361) (40,361) Total $ 222,747 $ 18,073 $ 374,106 $ 37,506 $ 50,032 $ (40,361) $ 662,103 Nine Months Ended September 30, 2017 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 486,297 $ — $ — $ 81,478 $ 140,630 $ — $ 708,405 U.S. Offshore Gulf of Mexico 50,876 — — 374 — — 51,250 Alaska 34,852 — — 3,457 502 — 38,811 Canada — 63,002 — 4,608 5,038 — 72,648 Middle East & Asia — — 638,047 4,583 9,033 — 651,663 Latin America — — 296,950 1,879 — — 298,829 Europe, Africa & CIS — — 157,670 321 90 — 158,081 Eliminations & other — — — — — (123,679) (123,679) Total $ 572,025 $ 63,002 $ 1,092,667 $ 96,700 $ 155,293 $ (123,679) $ 1,856,008 Contract balances We perform our obligations under a contract with a customer by transferring goods or services in exchange for consideration from the customer. We recognize a contract asset or liability when we transfer goods or services to a customer and bill an amount which differs from the revenue allocated to the related performance obligations. The timing of revenue recognition may differ from the timing of invoicing to customers and these timing differences result in receivables, contract assets, or contract liabilities (deferred revenue) on our condensed consolidated balance sheet. In general, we receive payments from customers based on dayrates as stipulated in our contracts (i.e. operating rate, standby rate). The invoices billed to the customer are based on the varying rates applicable to the operating status on each rig. Accounts receivable are recorded when the right to consideration becomes unconditional. Dayrate contracts also may contain fees charged to the customer for up-front rig modifications, mobilization and demobilization of equipment and personnel. These fees are associated with contract fulfillment activities, and the related revenue (subject to any constraint on estimates of variable consideration) is allocated to a single performance obligation and recognized ratably over the initial term of the contract. Mobilization fees are generally billable to the customer in the initial phase of a contract and generate contract liabilities until they are recognized as revenue. Demobilization fees are generally received at the end of the contract and generate contract assets when they are recognized as revenue prior to becoming receivables from the customer. We receive reimbursements from our customers for the purchase of supplies, equipment, personnel services and other services provided at their request. Reimbursable revenues are variable and subject to uncertainty as the amounts received and timing thereof are dependent on factors outside of our influence. Accordingly, these revenues are constrained and not recognized until the uncertainty is resolved, which typically occurs when the related costs are incurred on behalf of the customer. We are generally considered a principal in these transactions and record the associated revenues at the gross amounts billed to the customer. The opening and closing balances of our receivables, contract assets and current and long-term contract liabilities are as follows (in millions): Contract Contract Contract Contract Contract Assets Assets Liabilities Liabilities Receivables (Current) (Long-term) (Current) (Long-term) As of December 31, 2017 $ 738.0 $ 67.0 $ 46.9 $ 218.4 $ 135.0 As of September 30, 2018 $ 804.9 $ 59.3 $ 32.7 $ 152.2 $ 65.0 Approximately 63% of the contract liability balance at the beginning of the period is expected to be recognized as revenue during 2018, of which 49% was recognized during the nine months ended September 30, 2018, and 22% is expected to be recognized during 2019. The remaining 15% of the contract liability balance at the beginning of the period is expected to be recognized as revenue during 2020 or thereafter. Additionally, 59% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2018, of which 47% was recognized during the nine months ended September 30, 2018, and 26% is expected to be recognized during 2019. The remaining 15% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2020 or thereafter. This disclosure does not include variable consideration allocated entirely to a wholly unsatisfied performance obligation or promise to transfer a distinct good or service that forms part of a single performance obligation. |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Financial Information | Note 13 Condensed Consolidating Financial Information Nabors has fully and unconditionally guaranteed all of the issued public debt securities of Nabors Delaware, a 100% 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, 2018 and December 31, 2017, statements of income (loss) and statements of other comprehensive income (loss) for the three and nine months ended September 30, 2018 and 2017, and statements of cash flows for the nine months ended September 30, 2018 and 2017 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. Condensed Consolidating Balance Sheets September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 769 $ 42 $ 346,714 $ — $ 347,525 Short-term investments — — 41,033 — 41,033 Accounts receivable, net — — 775,137 — 775,137 Inventory, net — — 166,827 — 166,827 Assets held for sale — — 20,289 — 20,289 Other current assets 50 — 188,179 — 188,229 Total current assets 819 42 1,538,179 — 1,539,040 Property, plant and equipment, net — — 5,608,948 — 5,608,948 Goodwill — — 172,976 — 172,976 Intercompany receivables 92,611 382,513 — (475,124) — Investment in consolidated affiliates 2,867,184 5,416,336 4,052,458 (12,335,978) — Deferred income taxes — 376,767 407,851 (376,767) 407,851 Other long-term assets — 173 250,884 (19,325) 231,732 Total assets $ 2,960,614 $ 6,175,831 $ 12,031,296 $ (13,207,194) $ 7,960,547 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 433 $ — $ 433 Trade accounts payable 173 152 331,388 — 331,713 Accrued liabilities 29,219 20,248 343,009 — 392,476 Income taxes payable — — 27,770 — 27,770 Total current liabilities 29,392 20,400 702,600 — 752,392 Long-term debt — 3,756,598 — (19,325) 3,737,273 Other long-term liabilities — 16,306 256,301 — 272,607 Deferred income taxes — — 400,549 (376,767) 23,782 Intercompany payable — — 475,124 (475,124) — Total liabilities 29,392 3,793,304 1,834,574 (871,216) 4,786,054 Redeemable noncontrolling interest in subsidiary — — 210,665 — 210,665 Shareholders’ equity 2,931,222 2,382,527 9,953,451 (12,335,978) 2,931,222 Noncontrolling interest — — 32,606 — 32,606 Total equity 2,931,222 2,382,527 9,986,057 (12,335,978) 2,963,828 Total liabilities and equity $ 2,960,614 $ 6,175,831 $ 12,031,296 $ (13,207,194) $ 7,960,547 Condensed Consolidating Balance Sheets December 31, 2017 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 1,091 $ 44 $ 335,862 $ — $ 336,997 Short-term investments — — 28,369 — 28,369 Accounts receivable, net — — 698,477 — 698,477 Inventory, net — — 166,307 — 166,307 Assets held for sale — — 37,052 — 37,052 Other current assets 50 56 180,028 — 180,134 Total current assets 1,141 100 1,446,095 — 1,447,336 Property, plant and equipment, net — — 6,109,565 — 6,109,565 Goodwill — — 173,226 — 173,226 Intercompany receivables 133,602 481,092 — (614,694) — Investment in consolidated affiliates 2,799,320 5,531,799 3,799,933 (12,131,052) — Deferred income taxes — 333,349 419,003 (333,349) 419,003 Other long-term assets — 78 324,919 (72,143) 252,854 Total assets $ 2,934,063 $ 6,346,418 $ 12,272,741 $ (13,151,238) $ 8,401,984 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 181 $ — $ 181 Trade accounts payable 147 124 363,145 — 363,416 Accrued liabilities 21,100 67,760 444,184 — 533,044 Income taxes payable — — 22,835 — 22,835 Total current liabilities 21,247 67,884 830,345 — 919,476 Long-term debt — 4,099,909 — (72,143) 4,027,766 Other long-term liabilities — 16,284 285,349 — 301,633 Deferred income taxes — — 343,687 (333,349) 10,338 Intercompany payable 1,000 — 613,694 (614,694) — Total liabilities 22,247 4,184,077 2,073,075 (1,020,186) 5,259,213 Redeemable noncontrolling interest in subsidiary — — 203,998 — 203,998 Shareholders’ equity 2,911,816 2,162,341 9,968,711 (12,131,052) 2,911,816 Noncontrolling interest — — 26,957 — 26,957 Total equity 2,911,816 2,162,341 9,995,668 (12,131,052) 2,938,773 Total liabilities and equity $ 2,934,063 $ 6,346,418 $ 12,272,741 $ (13,151,238) $ 8,401,984 Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 779,425 $ — $ 779,425 Earnings (losses) from unconsolidated affiliates — — — — — Earnings (losses) from consolidated affiliates (112,066) 78,395 30,508 3,163 — Investment income (loss) — — 1,826 (3,168) (1,342) Total revenues and other income (112,066) 78,395 811,759 (5) 778,083 Costs and other deductions: Direct costs — — 497,194 — 497,194 General and administrative expenses 2,294 94 64,415 10 66,813 Research and engineering — — 14,458 — 14,458 Depreciation and amortization — 31 208,486 — 208,517 Interest expense, net — 51,590 (175) — 51,415 Other, net 206 10,476 12,235 (10) 22,907 Intercompany interest expense, net 11 — (11) — — Total costs and other deductions 2,511 62,191 796,602 — 861,304 Income (loss) from continuing operations before income taxes (114,577) 16,204 15,157 (5) (83,221) Income tax expense (benefit) — (14,304) 24,793 — 10,489 Income (loss) from continuing operations, net of tax (114,577) 30,508 (9,636) (5) (93,710) Income (loss) from discontinued operations, net of tax — — (13,933) — (13,933) Net income (loss) (114,577) 30,508 (23,569) (5) (107,643) Less: Net (income) loss attributable to noncontrolling interest — — (6,934) — (6,934) Net income (loss) attributable to Nabors (114,577) 30,508 (30,503) (5) (114,577) Less: Preferred stock dividend (4,313) — — — (4,313) Net income (loss) attributable to Nabors common shareholders $ (118,890) $ 30,508 $ (30,503) $ (5) $ (118,890) Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 662,103 $ — $ 662,103 Earnings (losses) from unconsolidated affiliates — — 4 — 4 Earnings (losses) from consolidated affiliates (144,837) (31,085) (66,846) 242,768 — Investment income (loss) 1 (1) 3,353 (2,980) 373 Total revenues and other income (144,836) (31,086) 598,614 239,788 662,480 Costs and other deductions: Direct costs — — 441,263 — 441,263 General and administrative expenses 3,705 243 61,552 (490) 65,010 Research and engineering — — 12,960 — 12,960 Depreciation and amortization — 31 217,044 — 217,075 Interest expense, net — 56,429 (1,822) — 54,607 Other, net (9) 60 5,018 490 5,559 Total costs and other deductions 3,696 56,763 736,015 — 796,474 Income (loss) from continuing operations before income taxes (148,532) (87,849) (137,401) 239,788 (133,994) Income tax expense (benefit) — (21,003) 6,294 — (14,709) Income (loss) from continuing operations, net of tax (148,532) (66,846) (143,695) 239,788 (119,285) Income (loss) from discontinued operations, net of tax — — (27,134) — (27,134) Net income (loss) (148,532) (66,846) (170,829) 239,788 (146,419) Less: Net (income) loss attributable to noncontrolling interest — — (2,113) — (2,113) Net income (loss) attributable to Nabors $ (148,532) $ (66,846) $ (172,942) $ 239,788 $ (148,532) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,275,539 $ — $ 2,275,539 Earnings (losses) from unconsolidated affiliates — — 1 — 1 Earnings (losses) from consolidated affiliates (448,485) 161,420 16,063 271,002 — Investment income (loss) 2 — 5,274 (9,317) (4,041) Total revenues and other income (448,483) 161,420 2,296,877 261,685 2,271,499 Costs and other deductions: Direct costs — — 1,466,572 — 1,466,572 General and administrative expenses 7,531 493 201,681 (498) 209,207 Research and engineering — — 42,703 — 42,703 Depreciation and amortization — 93 640,134 — 640,227 Interest expense, net — 177,713 (4,320) — 173,393 Other, net 1,405 10,476 102,218 498 114,597 Intercompany interest expense, net 111 — (111) — — Total costs and other deductions 9,047 188,775 2,448,877 — 2,646,699 Income (loss) from continuing operations before income taxes (457,530) (27,355) (152,000) 261,685 (375,200) Income tax expense (benefit) — (43,418) 100,730 — 57,312 Income (loss) from continuing operations, net of tax (457,530) 16,063 (252,730) 261,685 (432,512) Income (loss) from discontinued operations, net of tax — — (14,592) — (14,592) Net income (loss) (457,530) 16,063 (267,322) 261,685 (447,104) Less: Net (income) loss attributable to noncontrolling interest — — (10,426) — (10,426) Net income (loss) attributable to Nabors (457,530) 16,063 (277,748) 261,685 (457,530) Less: Preferred stock dividend (7,993) — — — (7,993) Net income (loss) attributable to Nabors common shareholders $ (465,523) $ 16,063 $ (277,748) $ 261,685 $ (465,523) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 1,856,008 $ — $ 1,856,008 Earnings (losses) from unconsolidated affiliates — — 6 — 6 Earnings (losses) from consolidated affiliates (420,300) (102,067) (223,862) 746,229 — Investment income (loss) 16 63 9,069 (8,940) 208 Total revenues and other income (420,284) (102,004) 1,641,221 737,289 1,856,222 Costs and other deductions: Direct costs — — 1,246,428 — 1,246,428 General and administrative expenses 10,362 573 182,173 (994) 192,114 Research and engineering — — 36,060 — 36,060 Depreciation and amortization — 93 628,744 — 628,837 Interest expense, net — 173,689 (7,876) — 165,813 Other, net (170) 19,033 9,316 994 29,173 Intercompany interest expense, net (9) — 9 — — Total costs and other deductions 10,183 193,388 2,094,854 — 2,298,425 Income (loss) from continuing operations before income taxes (430,467) (295,392) (453,633) 737,289 (442,203) Income tax expense (benefit) — (71,530) 11,716 — (59,814) Income (loss) from continuing operations, net of tax (430,467) (223,862) (465,349) 737,289 (382,389) Income (loss) from discontinued operations, net of tax — — (43,077) — (43,077) Net income (loss) (430,467) (223,862) (508,426) 737,289 (425,466) Less: Net (income) loss attributable to noncontrolling interest — — (5,001) — (5,001) Net income (loss) attributable to Nabors $ (430,467) $ (223,862) $ (513,427) $ 737,289 $ (430,467) Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (114,577) $ 30,508 $ (30,503) $ (5) $ (114,577) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 5,309 — 5,309 (5,309) 5,309 Pension liability amortization and adjustment 54 54 108 (162) 54 Unrealized gains (losses) and amortization on cash flow hedges 143 143 143 (286) 143 Other comprehensive income (loss) before tax 5,506 197 5,560 (5,757) 5,506 Income tax expense (benefit) related to items of other comprehensive income (loss) 48 48 96 (144) 48 Other comprehensive income (loss), net of tax 5,458 149 5,464 (5,613) 5,458 Comprehensive income (loss) attributable to Nabors (109,119) 30,657 (25,039) (5,618) (109,119) Net income (loss) attributable to noncontrolling interest — — 6,934 — 6,934 Translation adjustment attributable to noncontrolling interest — — 58 — 58 Comprehensive income (loss) attributable to noncontrolling interest — — 6,992 — 6,992 Comprehensive income (loss) $ (109,119) $ 30,657 $ (18,047) $ (5,618) $ (102,127) Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (148,532) $ (66,846) $ (172,942) $ 239,788 $ (148,532) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 16,444 — 16,444 (16,444) 16,444 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities (5,706) — (5,706) 5,706 (5,706) Less: reclassification adjustment for (gains) losses included in net income (loss) — — — — — Unrealized gains (losses) on marketable securities (5,706) — (5,706) 5,706 (5,706) Pension liability amortization and adjustment 50 50 100 (150) 50 Unrealized gains (losses) and amortization on cash flow hedges 153 153 153 (306) 153 Other comprehensive income (loss) before tax 10,941 203 10,991 (11,194) 10,941 Income tax expense (benefit) related to items of other comprehensive income (loss) 78 78 156 (234) 78 Other comprehensive income (loss), net of tax 10,863 125 10,835 (10,960) 10,863 Comprehensive income (loss) attributable to Nabors (137,669) (66,721) (162,107) 228,828 (137,669) Net income (loss) attributable to noncontrolling interest — — 2,113 — 2,113 Translation adjustment attributable to noncontrolling interest — — 160 — 160 Comprehensive income (loss) attributable to noncontrolling interest — — 2,273 — 2,273 Comprehensive income (loss) $ (137,669) $ (66,721) $ (159,834) $ 228,828 $ (135,396) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (457,530) $ 16,063 $ (277,748) $ 261,685 $ (457,530) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors (9,604) — (9,604) 9,604 (9,604) Pension liability amortization and adjustment 162 162 324 (486) 162 Unrealized gains (losses) and amortization on cash flow hedges 425 425 425 (850) 425 Adoption of ASU No. 2016-01 (9,144) — (9,144) 9,144 (9,144) Other comprehensive income (loss) before tax (18,161) 587 (17,999) 17,412 (18,161) Income tax expense (benefit) related to items of other comprehensive income (loss) 139 139 278 (417) 139 Other comprehensive income (loss), net of tax (18,300) 448 (18,277) 17,829 (18,300) Comprehensive income (loss) attributable to Nabors (475,830) 16,511 (296,025) 279,514 (475,830) Net income (loss) attributable to noncontrolling interest — — 10,426 — 10,426 Translation adjustment attributable to noncontrolling interest — — (101) — (101) Comprehensive income (loss) attributable to noncontrolling interest — — 10,325 — 10,325 Comprehensive income (loss) $ (475,830) $ 16,511 $ (285,700) $ 279,514 $ (465,505) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (430,467) $ (223,862) $ (513,427) $ 737,289 $ (430,467) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors 31,183 — 31,183 (31,183) 31,183 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities (5,122) — (5,122) 5,122 (5,122) Less: reclassification adjustment for (gains) losses included in net income (loss) 1,341 — 1,341 (1,341) 1,341 Unrealized gains (losses) on marketable securities (3,781) — (3,781) 3,781 (3,781) Pension liability amortization and adjustment 150 150 300 (450) 150 Unrealized gains (losses) and amortization on cash flow hedges 459 459 459 (918) 459 Other comprehensive income (loss) before tax 28,011 609 28,161 (28,770) 28,011 Income tax expense (benefit) related to items of other comprehensive income (loss) 235 235 470 (705) 235 Other comprehensive income (loss), net of tax 27,776 374 27,691 (28,065) 27,776 Comprehensive income (loss) attributable to Nabors (402,691) (223,488) (485,736) 709,224 (402,691) Net income (loss) attributable to noncontrolling interest — — 5,001 — 5,001 Translation adjustment attributable to noncontrolling interest — — 317 — 317 Comprehensive income (loss) attributable to noncontrolling interest — — 5,318 — 5,318 Comprehensive income (loss) $ (402,691) $ (223,488) $ (480,418) $ 709,224 $ (397,373) Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 82,365 $ (203,493) $ 238,064 $ (40,017) $ 76,919 Cash flows from investing activities: Purchases of investments — — (676) — (676) Sales and maturities of investments — — 2,962 — 2,962 Cash paid for investments in consolidated affiliates (587,500) — (199,000) 786,500 — Capital expenditures — — (338,968) — (338,968) Proceeds from sales of assets and insurance claims — — 86,666 — 86,666 Change in intercompany balances — 327,555 (327,555) — — Net cash provided by (used for) investing activities (587,500) 327,555 (776,571) 786,500 (250,016) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (261) — (261) Proceeds from issuance of long-term debt — 800,000 — — 800,000 Debt issuance costs — (13,262) — — (13,262) Proceeds from revolving credit facilities — 905,000 — — 905,000 Proceeds from parent contributions — 199,000 587,500 (786,500) — Proceeds from issuance of common shares, net of issuance costs 301,835 — — — 301,835 Reduction of long-term debt — (774,802) — — (774,802) Dividends to shareholders (66,978) — — 9,317 (57,661) Proceeds from (payment for) commercial paper, net — (40,000) — — (40,000) Reduction in revolving credit facilities — (1,200,000) — — (1,200,000) Dividends to preferred shareholders (3,680) — — — (3,680) Proceeds from (payments for) short-term borrowings — — 252 — 252 Proceeds from issuance of preferred stock, net of issuance costs 278,358 — — — 278,358 Proceeds from issuance of intercompany debt 20,000 — (20,000) — — Paydown of intercompany debt (21,000) — 21,000 — — Distributions to Non-controlling interest — — (4,676) — (4,676) Distribution from subsidiary to parent — — (30,700) 30,700 — Other changes (3,722) — — — (3,722) Net cash (used for) provided by financing activities 504,813 (124,064) 553,115 (746,483) 187,381 Effect of exchange rate changes on cash and cash equivalents — — (5,320) — (5,320) Net increase (decrease) in cash and cash equivalents (322) (2) 9,288 — 8,964 Cash, cash equivalents and restricted cash, beginning of period 1,091 44 340,894 — 342,029 Cash, cash equivalents and restricted cash, end of period $ 769 $ 42 $ 350,182 $ — $ 350,993 Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 103,187 $ (199,071) $ 148,714 $ (88,939) $ (36,109) Cash flows from investing activities: Purchases of investments — — (6,722) — (6,722) Sales and maturities of investments — — 12,533 — 12,533 Cash paid for acquisitions of businesses, net of cash acquired — — (50,764) — (50,764) Cash paid for investments in consolidated affiliates (100) — (75,960) 76,060 — Capital expenditures — — (448,864) — (448,864) Proceeds from sale of assets and insurance claims — — 32,805 — 32,805 Change in intercompany balances — (424,133) 424,133 — — Net cash provided by (used for) investing activities (100) (424,133) (112,839) 76,060 (461,012) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (78) — (78) Debt issuance costs — (11,039) — — (11,039) Proceeds from issuance of common shares 8,300 — — — 8,300 Reduction in long-term debt — (270,269) (112,546) — (382,815) Dividends to shareholders (60,285) — — 8,939 (51,346) Proceeds from (payments for) commercial paper, net — 78,000 — — 78,000 Proceeds from (payments for) issuance of intercompany debt 35,000 20,000 (55,000) — — Purchase of capped call hedge transactions — (40,250) — — (40,250) Proceeds from revolving credit facilities — 410,000 — — 410,000 Proceeds from issuance of long-term debt — 411,200 — — 411,200 Payments on term loan — (162,500) — — (162,500) Paydown of intercompany debt (79,000) (20,000) 99,000 — — Cash proceeds from equity component of exchangeable debt — 159,952 — — 159,952 Noncontrolling interest contribution — — 20,000 — 20,000 Distributions to Non-controlling interest — — (7,272) — (7,272) Proceeds from (payments for) short-term borrowings — — (528) — (528) Proceeds from parent contributions — 37,980 38,080 (76,060) — Distribution from subsidiary to parent — — (80,000) 80,000 — Other changes (7,864) — — — (7,864) Net cash (used for) provided by financing activities (103,849) 613,074 (98,344) 12,879 423,760 Effect of exchange rate changes on cash and cash equivalents — — 251 — 251 Net increase (decrease) in cash and cash equivalents (762) (10,130) (62,218) — (73,110) Cash, cash equivalents and restricted cash, beginning of period 1,148 10,177 253,665 — 264,990 Cash, cash equivalents and restricted cash, end of period $ 386 $ 47 $ 191,447 $ — $ 191,880 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events | |
Subsequent Events | Note 14 Subsequent Events On October 3, 2018, we purchased PetroMar Technologies, a small developer and operator of LWD downhole tools focusing on high-value formation data to facilitate completion optimization particularly in unconventional reservoirs. The tools complement our existing wellbore placement capabilities and will be included in our Drilling Solutions operating segment. Under the terms of the transaction, we paid an initial purchase price of $25.0 million. We may also be required to make future payments that are contingent upon the future financial performance of this operation. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Summary of Significant Accounting Policies | |
Interim Financial Information | Interim Financial Information The accompanying unaudited condensed consolidated financial statements of Nabors have been prepared in conformity with generally accepted accounting principles in the United States (“U.S. 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 U.S. GAAP have been omitted. Therefore, these financial statements should be read together with our annual report on Form 10-K for the year ended December 31, 2017 (“2017 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments necessary to state fairly our financial position as of September 30, 2018 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, 2018 may not be indicative of results that will be realized for the full year ending December 31, 2018. |
Principles of Consolidation | Principles of Consolidation Our condensed consolidated financial statements include the accounts of Nabors, as well as all majority owned and non-majority owned subsidiaries required to be consolidated under U.S. GAAP. All significant intercompany accounts and transactions are eliminated in consolidation. In addition to the consolidation of our majority owned subsidiaries, we also consolidate variable interest entities (“VIE”) when we are determined to be the primary beneficiary of a VIE. Determination of the primary beneficiary of a VIE is based on whether an entity has (1) the power to direct activities that most significantly impact the economic performance of the VIE and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our determination of the primary beneficiary of a VIE considers all relationships between us and the VIE. During 2016, we entered into an agreement with Saudi Aramco, to form a new joint venture, SANAD, to own, manage and operate onshore drilling rigs in the Kingdom of Saudi Arabia. SANAD, which is equally owned by Saudi Aramco and Nabors, began operations during the fourth quarter of 2017. As we have the power to direct activities that most significantly impact SANAD’s economic performance, including operations, maintenance and certain sourcing and procurement, we have determined Nabors to be the primary beneficiary and accordingly consolidate the joint venture. See Note 3—Joint Ventures. |
Revenue Recognition | Revenue Recognition We recognize revenues and costs on daywork contracts daily as the work progresses over the contract term. For certain contracts, we receive lump sum payments for the mobilization of rigs and other drilling equipment. We defer revenue related to mobilization periods and recognize the revenue over the term of the related drilling contract. Costs incurred related to a mobilization period for which a contract is secured are deferred and recognized over the term of the related drilling contract. Costs incurred to relocate rigs and other drilling equipment to areas in which a contract has not been secured are expensed as incurred. We defer recognition of revenue on amounts received from customers for prepayment of services until those services are provided. We recognize revenue for top drives and other capital equipment we manufacture upon transfer of control, which generally occurs when the product has been shipped to the customer. We recognize, as operating revenue, proceeds from business interruption insurance claims in the period that the claim is realizable. Proceeds from casualty insurance settlements in excess of the carrying value of damaged assets are recognized in other, net in our condensed consolidated statement of income (loss) in the period that the applicable proof of loss documentation is received. Proceeds from casualty insurance settlements that are expected to be less than the carrying value of damaged assets are recognized at the time the loss is incurred and recorded in other, net in our condensed consolidated statement of income (loss). We recognize reimbursements received for out of pocket expenses incurred as revenues and account for out of pocket expenses as direct costs. |
Inventory, net | Inventory, net Inventory is stated at the lower of cost or net realizable value. 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, 2018 2017 (In thousands) Raw materials $ 124,230 $ 124,635 Work-in-progress 16,411 19,113 Finished goods 26,186 22,559 $ 166,827 $ 166,307 |
Property, Plant and Equipment | Property, Plant and Equipment We review our assets for impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable. If the estimated undiscounted future cash flows are not sufficient to support the asset’s recorded value, an impairment charge is recognized to the extent the carrying amount of the long-lived asset exceeds its estimated fair value. Management considers a number of factors such as estimated future cash flows from the assets, appraisals and current market value analysis in determining fair value. The determination of future cash flows requires the estimation of utilization, dayrates, operating margins, sustaining capital and remaining economic life. Such estimates can change based on market conditions, technological advances in the industry or changes in regulations governing the industry. Significant and unanticipated changes to the assumptions could result in future impairments. A significantly prolonged period of lower oil and natural gas prices could continue to adversely affect the demand for and prices of our services, which could result in future impairment charges. As the determination of whether impairment charges should be recorded on our long-lived assets is subject to significant management judgment, and an impairment of these assets could result in a material charge on our consolidated statements of income (loss), management believes that accounting estimates related to impairment of long-lived assets are critical. For an asset classified as held for sale, we consider the asset impaired when its carrying amount exceeds fair value less its cost to sell. Fair value is determined in the same manner as a long lived asset that is held and used. In June 2018, we sold three of our offshore jackup rigs for approximately $61.4 million in cash and publicly traded shares with a value of $21.8 million at closing. The sale resulted in a loss of $63.7 million, which has been recognized in other, net on our condensed consolidated statement of income (loss) for the nine months ended September 30, 2018. This long-lived asset group was reported under our International segment. The sale of these offshore jackup rigs did not constitute a triggering event for the remainder of our rig fleet. |
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 may exceed their fair value. We initially assess goodwill for impairment based on qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of one of our reporting units is greater than its carrying amount. If the carrying amount exceeds the fair value, an impairment charge will be recognized in an amount equal to the excess; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Our estimated fair values of our reporting units incorporate judgment and the use of estimates by management. The fair values calculated in these impairment tests were determined using discounted cash flow models involving assumptions based on our utilization of rigs or other oil and gas service equipment, revenues and earnings from affiliates, as well as direct costs, general and administrative costs, depreciation, applicable income taxes, capital expenditures and working capital requirements. Our discounted cash flow projections for each reporting unit were based on financial forecasts. The future cash flows were discounted to present value using discount rates determined to be appropriate for each reporting unit. Terminal values for each reporting unit were calculated using a Gordon Growth methodology with a long term growth rate of 3%. 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 compared the sum of our reporting units’ estimated fair value, which included the estimated fair value of non-operating assets and liabilities, less debt, to our market capitalization and assessed 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 2018, we did not record a goodwill impairment. However, a significantly prolonged period of lower oil prices could adversely affect demand for and prices of our services. Additionally, our ability to commercialize our rotary steerable drilling technology tools could impact the discounted cash flow models. These factors could result in future impairment charges, particularly in our U.S. Drilling and Rig Services segments. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-09, Revenue from Contracts with Customers, relating to the revenue recognition from contracts with customers that creates a common revenue standard for U.S. GAAP and IFRS. The core principle requires the 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. The standard also requires significantly expanded disclosures containing qualitative and quantitative information regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. 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. Throughout 2017 we, along with our third party consultants, identified and reviewed our revenue streams, identified a subset of contracts to represent these revenue streams and performed a detailed analysis of such contracts. We adopted this guidance under the modified retrospective approach as of January 1, 2018. The adoption of this standard did not have a material impact on our consolidated financial statements. See Note 12—Revenue Recognition. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments—Overall, relating to the recognition and measurement of financial assets and liabilities. This standard enhances the reporting model for financial instruments, which includes amendments to address aspects of recognition, measurement, presentation and disclosure. This new standard became effective for us on January 1, 2018. Upon adoption, we recorded an adjustment to retained earnings of $9.1 million to eliminate the net unrealized gain balance in accumulated other comprehensive income (loss) related to the marketable securities. If we do have a material amount of investments in marketable securities in the future, we expect that the impact to our consolidated statements of income (loss) and other comprehensive income (loss) from this update could be material. Furthermore, depending on trends in the stock market, we may see increased volatility in our consolidated statements of income (loss) and other comprehensive income (loss). In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows, to reduce the diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This guidance is effective for public companies for fiscal years beginning after December 15, 2017. Early application is permitted. The adoption of this standard did not have a material impact on our consolidated financial statements. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes, which simplifies the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. We adopted this standard during the first quarter of 2018 using the modified retrospective method, through a cumulative-effect adjustment directly to retained earnings. Upon adoption, we reduced deferred tax assets by approximately $34.1 million and recognized an offsetting decrease to retained earnings. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash, to provide guidance on the classification of restricted cash in the statement of cash flows. This guidance is effective for public companies for fiscal years beginning after December 15, 2017. The amendments in the ASU should be adopted on a retrospective basis. The adoption of this standard did not have a material impact on our consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Clarifying the Definition of a Business, which clarifies the definition of a business and provides further guidance for evaluating whether a transaction will be accounted for as an acquisition of an asset or a business. The standard provides a test to determine whether a set of assets and activities acquired is a business. When substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. Under the updated guidance, an acquisition of a single property will likely be treated as an asset acquisition as opposed to a business combination and associated transaction costs will be capitalized rather than expensed as incurred. Additionally, assets acquired, liabilities assumed, and any noncontrolling interest will be measured at their relative fair values. The adoption of this standard did not have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation, to reduce diversity in practice and provide clarity regarding existing guidance in ASC 718, “Stock Compensation”. The standard provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under ASC 718. Specifically, an entity would not apply modification accounting if the fair value, vesting conditions and classification of the awards are the same immediately before and after the modification. This guidance is effective for public companies for fiscal years beginning after December 15, 2017. The adoption of this standard did not have a material impact on our consolidated financial statements. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases, relating to leases to increase transparency and comparability among companies. This standard requires that all leases with an initial term greater than one year be recorded on the balance sheet as an asset and a lease liability. Additionally, this standard will require disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. A modified retrospective approach is currently required for the adoption of this guidance, which is effective for our reporting period beginning January 1, 2019. Early adoption is permitted. We are currently evaluating the impact this will have on our consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act of 2017. In addition, the standard requires certain disclosures regarding stranded tax effects. This guidance is effective for public companies for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. We are currently evaluating the impact this will have on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Summary of Significant Accounting Policies | |
Inventory, net | September 30, December 31, 2018 2017 (In thousands) Raw materials $ 124,230 $ 124,635 Work-in-progress 16,411 19,113 Finished goods 26,186 22,559 $ 166,827 $ 166,307 |
Joint Ventures (Tables)
Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Joint Ventures | |
Schedule of condensed balance sheet of SANAD | September 30, December 31, (In thousands) 2018 2017 Assets: Cash and cash equivalents $ 48,591 $ 94,496 Accounts receivable 54,135 10,580 Other current assets 9,760 10,834 Property, plant and equipment, net 420,742 130,218 Other long-term assets 19,696 23,091 Total assets $ 552,924 $ 269,219 Liabilities: Accounts payable $ 56,515 $ 7,236 Accrued liabilities 5,251 2,592 Total liabilities $ 61,766 $ 9,828 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Measurements | |
Recurring fair value measurements | Fair Value as of September 30, 2018 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: Available-for-sale equity securities $ 38,691 $ 2,333 $ — Mortgage-CMO debt securities — 9 — Total short-term investments $ 38,691 $ 2,342 $ — Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: Available-for-sale equity securities $ 22,909 $ 5,450 $ — Mortgage-CMO debt securities — 10 — Total short-term investments $ 22,909 $ 5,460 $ — |
Fair value of financial instruments | September 30, 2018 December 31, 2017 Carrying Fair Carrying Fair Value Value Value Value (In thousands) (In thousands) 6.15% senior notes due February 2018 $ — $ — $ 460,762 $ 462,674 9.25% senior notes due January 2019 — — 303,489 321,028 5.00% senior notes due September 2020 670,075 676,642 669,846 670,757 4.625% senior notes due September 2021 695,288 688,022 695,108 665,003 5.50% senior notes due January 2023 600,000 592,500 600,000 584,850 5.10% senior notes due September 2023 346,672 331,443 346,576 325,844 0.75% senior exchangeable notes due January 2024 445,426 450,800 429,982 443,940 5.75% senior notes due February 2025 800,000 769,504 — — Revolving credit facility 215,000 215,000 510,000 510,000 Commercial paper — — 40,000 40,000 Other 433 433 181 181 3,772,894 $ 3,724,344 4,055,944 $ 4,024,277 Less: current portion 433 Less: deferred financing costs 35,188 27,997 $ 3,737,273 $ 4,027,766 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Debt | |
Long-term debt | September 30, December 31, 2018 2017 (In thousands) 6.15% senior notes due February 2018 $ — $ 460,762 9.25% senior notes due January 2019 — 303,489 5.00% senior notes due September 2020 670,075 669,846 4.625% senior notes due September 2021 695,288 695,108 5.50% senior notes due January 2023 600,000 600,000 5.10% senior notes due September 2023 346,672 346,576 0.75% senior exchangeable notes due January 2024 445,426 429,982 5.75% senior notes due February 2025 800,000 — Revolving credit facility 215,000 510,000 Commercial paper — 40,000 Other 433 181 3,772,894 4,055,944 Less: current portion 433 181 Less: deferred financing costs 35,188 27,997 $ 3,737,273 $ 4,027,766 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies | |
Summary of total maximum amount of financial guarantees issued | Maximum Amount 2018 2019 2020 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 27,518 149,692 40 — $ 177,250 |
Earnings (Losses) Per Share (Ta
Earnings (Losses) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Earnings (Losses) Per Share | |
Earnings (losses) per share computations | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (93,710) $ (119,285) $ (432,512) $ (382,389) Less: net (income) loss attributable to noncontrolling interest (6,934) (2,113) (10,426) (5,001) Less: preferred stock dividends (4,313) — (7,993) — Less: accrued distribution on redeemable noncontrolling interest in subsidiary (2,146) — (6,668) — Less: distributed and undistributed earnings allocated to unvested shareholders (432) 3,463 (1,375) 10,580 Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (107,535) $ (117,935) $ (458,974) $ (376,810) Income (loss) from discontinued operations, net of tax $ (13,933) $ (27,134) $ (14,592) $ (43,077) Weighted-average number of shares outstanding - basic 350,194 279,313 329,118 278,670 Earnings (losses) per share: Basic from continuing operations $ (0.31) $ (0.42) $ (1.39) $ (1.35) Basic from discontinued operations (0.04) (0.10) (0.05) (0.16) Total Basic $ (0.35) $ (0.52) $ (1.44) $ (1.51) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (107,535) $ (117,935) $ (458,974) $ (376,810) Add: effect of reallocating undistributed earnings of unvested shareholders — — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (107,535) $ (117,935) $ (458,974) $ (376,810) Income (loss) from discontinued operations, net of tax $ (13,933) $ (27,134) $ (14,592) $ (43,077) Weighted-average number of shares outstanding - basic 350,194 279,313 329,118 278,670 Add: dilutive effect of potential common shares — — — — Weighted-average number of shares outstanding - diluted 350,194 279,313 329,118 278,670 Earnings (losses) per share: Diluted from continuing operations $ (0.31) $ (0.42) $ (1.39) $ (1.35) Diluted from discontinued operations (0.04) (0.10) (0.05) (0.16) Total Diluted $ (0.35) $ (0.52) $ (1.44) $ (1.51) |
Potentially dilutive securities excluded as anti-dilutive | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Potentially dilutive securities excluded as anti-dilutive 4,354 4,484 4,488 4,534 |
Supplemental Balance Sheet an_2
Supplemental Balance Sheet and Income Statement Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Supplemental Balance Sheet and Income Statement Information | |
Accrued liabilities | September 30, December 31, 2018 2017 (In thousands) Accrued compensation $ 92,152 $ 130,970 Deferred revenue 159,416 218,370 Other taxes payable 37,359 32,095 Workers’ compensation liabilities 13,987 13,987 Interest payable 20,205 65,642 Litigation reserves 25,109 18,830 Current liability to discontinued operations 5,762 6,074 Dividends declared and payable 25,757 17,148 Other accrued liabilities 12,729 29,928 $ 392,476 $ |
Schedule of investment income (loss) | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Interest and dividend income $ 900 $ 384 $ 3,194 $ 1,524 Gains (losses) on marketable securities (2,229) — (7,196) (1,341) Gains (losses) on non-marketable securities (13) (11) (39) 25 $ (1,342) $ 373 $ (4,041) $ 208 |
Other, net | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 4,811 $ 10,009 $ 74,371 (1) $ 10,142 Transaction related costs (2) 1,753 3,178 14,691 5,107 Litigation expenses and reserves 1,375 (2,187) 9,652 (577) Foreign currency transaction losses (gains) 1,607 (763) 7,851 1,727 (Gain) loss on debt buyback 10,476 69 10,476 16,013 Other losses (gains) 2,885 (4,747) (2,444) (3,239) $ 22,907 $ 5,559 $ 114,597 $ 29,173 (1) Includes a $63.7 million loss on the sale of three jackup rigs during the nine months ended September 30, 2018. (2) Represents transaction related costs, including professional fees, severances, facility closure costs and other cost rationalization items, primarily in connection with the acquisition of Tesco. |
Schedule of changes in accumulated other comprehensive income (loss) | Unrealized Gains gains (losses) Defined (losses) on on available- benefit Foreign cash flow for-sale pension plan currency hedges securities items items Total (In thousands (1) ) As of January 1, 2017 $ (1,296) $ 14,235 $ (3,760) $ (21,298) $ (12,119) Other comprehensive income (loss) before reclassifications — (5,122) — 31,183 26,061 Amounts reclassified from accumulated other comprehensive income (loss) 281 1,341 93 — 1,715 Net other comprehensive income (loss) 281 (3,781) 93 31,183 27,776 As of September 30, 2017 $ (1,015) $ 10,454 $ (3,667) $ 9,885 $ 15,657 (1) All amounts are net of tax. Unrealized Gains gains (losses) Defined (losses) on on available- benefit Foreign cash flow for-sale pension plan currency hedges securities items items Total (In thousands (1) ) As of January 1, 2018 $ (922) $ 9,144 $ (4,111) $ 7,074 $ 11,185 Other comprehensive income (loss) before reclassifications — — — (9,604) (9,604) Amounts reclassified from accumulated other comprehensive income (loss) 323 — 125 — 448 Adoption of ASU No. 2016-01 — (9,144) — — (9,144) Net other comprehensive income (loss) 323 (9,144) 125 (9,604) (18,300) As of September 30, 2018 $ (599) $ — $ (3,986) $ (2,530) $ (7,115) (1) All amounts are net of tax. |
Schedule of line items that were reclassified from net income | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Interest expense $ 143 $ 153 $ 425 $ 459 General and administrative expenses 54 50 162 150 Other expense (income), net — — — 1,341 Total income (loss) from continuing operations before income tax (197) (203) (587) (1,950) Tax expense (benefit) (48) (78) (139) (235) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (149) $ (125) $ (448) $ (1,715) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Information | |
Financial information with respect to operating segments | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Operating revenues: U.S. Drilling $ 273,996 $ 222,747 $ 779,393 $ 572,025 Canada Drilling 26,645 18,073 75,974 63,002 International Drilling 377,125 374,106 1,123,956 1,092,667 Drilling Solutions 60,923 37,506 183,430 96,700 Rig Technologies 63,641 50,032 209,631 155,293 Other reconciling items (1) (22,905) (40,361) (96,845) (123,679) Total $ 779,425 $ 662,103 $ 2,275,539 $ 1,856,008 Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 2,578 $ (53,536) $ (30,275) $ (172,797) Canada Drilling (1,895) (7,494) (7,095) (16,519) International Drilling 25,680 32,316 74,702 80,464 Drilling Solutions 9,506 5,864 25,773 8,658 Rig Technologies (4,141) (10,535) (20,550) (23,706) Total segment adjusted operating income (loss) $ 31,728 $ (33,385) $ 42,555 $ (123,900) Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 (In thousands) Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: Total segment adjusted operating income (loss) (2) $ 31,728 $ (33,385) $ 42,555 $ (123,900) Other reconciling items (3) (39,285) (40,820) (125,725) (123,531) Earnings (losses) from unconsolidated affiliates — 4 1 6 Investment income (loss) (1,342) 373 (4,041) 208 Interest expense (51,415) (54,607) (173,393) (165,813) Other, net (22,907) (5,559) (114,597) (29,173) Income (loss) from continuing operations before income taxes $ (83,221) $ (133,994) $ (375,200) $ (442,203) September 30, December 31, 2018 2017 (In thousands) Total assets: U.S. Drilling $ 3,078,789 $ 3,203,560 Canada Drilling 318,653 347,773 International Drilling 3,225,052 3,540,829 Drilling Solutions 229,984 182,162 Rig Technologies 429,546 459,665 Other reconciling items (3) 678,523 667,995 Total $ 7,960,547 $ (1) Represents the elimination of inter-segment transactions. (2) Adjusted operating income (loss) represents income (loss) from continuing operations before income taxes, interest expense, earnings (losses) from unconsolidated affiliates, investment income (loss) and other, net. Management evaluates the performance of our operating segments using adjusted operating income (loss), which is a segment performance measure, because it believes that this financial measure reflects our ongoing profitability and performance. In addition, securities analysts and investors use this measure as one of the metrics on which they analyze our performance. A reconciliation to income (loss) from continuing operations before income taxes is provided in the above table. (3) Represents the elimination of inter-segment transactions and unallocated corporate expenses, assets and capital expenditures. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition | |
Summary of revenue is disaggregation by geographical region | Three Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 231,935 $ — $ — $ 42,045 $ 45,707 $ — $ 319,687 U.S. Offshore Gulf of Mexico 31,942 — — 3,345 — — 35,287 Alaska 10,119 — — 1,248 209 — 11,576 Canada — 26,645 — 1,081 3,483 — 31,209 Middle East & Asia — — 226,926 9,126 7,882 — 243,934 Latin America — — 94,048 3,399 1,604 — 99,051 Europe, Africa & CIS — — 56,151 679 4,756 — 61,586 Eliminations & other — — — — — (22,905) (22,905) Total $ 273,996 $ 26,645 $ 377,125 $ 60,923 $ 63,641 $ (22,905) $ 779,425 Nine Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 655,916 $ — $ — $ 127,733 $ 153,878 $ — $ 937,527 U.S. Offshore Gulf of Mexico 84,997 — — 9,455 — — 94,452 Alaska 38,480 — — 2,691 553 — 41,724 Canada — 75,974 — 4,797 17,096 — 97,867 Middle East & Asia — — 701,292 25,859 19,592 — 746,743 Latin America — — 265,738 11,048 5,181 — 281,967 Europe, Africa & CIS — — 156,926 1,847 13,331 — 172,104 Eliminations & other — — — — — (96,845) (96,845) Total $ 779,393 $ 75,974 $ 1,123,956 $ 183,430 $ 209,631 $ (96,845) $ 2,275,539 Three Months Ended September 30, 2017 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 188,947 $ — $ — $ 32,649 $ 45,375 $ — $ 266,971 U.S. Offshore Gulf of Mexico 21,209 — — 188 — — 21,397 Alaska 12,591 — — 1,021 187 — 13,799 Canada — 18,073 — 1,303 1,499 — 20,875 Middle East & Asia — — 219,494 1,461 2,881 — 223,836 Latin America — — 99,585 749 — — 100,334 Europe, Africa & CIS — — 55,027 135 90 — 55,252 Eliminations & other — — — — — (40,361) (40,361) Total $ 222,747 $ 18,073 $ 374,106 $ 37,506 $ 50,032 $ (40,361) $ 662,103 Nine Months Ended September 30, 2017 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 486,297 $ — $ — $ 81,478 $ 140,630 $ — $ 708,405 U.S. Offshore Gulf of Mexico 50,876 — — 374 — — 51,250 Alaska 34,852 — — 3,457 502 — 38,811 Canada — 63,002 — 4,608 5,038 — 72,648 Middle East & Asia — — 638,047 4,583 9,033 — 651,663 Latin America — — 296,950 1,879 — — 298,829 Europe, Africa & CIS — — 157,670 321 90 — 158,081 Eliminations & other — — — — — (123,679) (123,679) Total $ 572,025 $ 63,002 $ 1,092,667 $ 96,700 $ 155,293 $ (123,679) $ 1,856,008 |
Summary of contract assets, current and long-term contract liabilities | The opening and closing balances of our receivables, contract assets and current and long-term contract liabilities are as follows (in millions): Contract Contract Contract Contract Contract Assets Assets Liabilities Liabilities Receivables (Current) (Long-term) (Current) (Long-term) As of December 31, 2017 $ 738.0 $ 67.0 $ 46.9 $ 218.4 $ 135.0 As of September 30, 2018 $ 804.9 $ 59.3 $ 32.7 $ 152.2 $ 65.0 |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheets September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 769 $ 42 $ 346,714 $ — $ 347,525 Short-term investments — — 41,033 — 41,033 Accounts receivable, net — — 775,137 — 775,137 Inventory, net — — 166,827 — 166,827 Assets held for sale — — 20,289 — 20,289 Other current assets 50 — 188,179 — 188,229 Total current assets 819 42 1,538,179 — 1,539,040 Property, plant and equipment, net — — 5,608,948 — 5,608,948 Goodwill — — 172,976 — 172,976 Intercompany receivables 92,611 382,513 — (475,124) — Investment in consolidated affiliates 2,867,184 5,416,336 4,052,458 (12,335,978) — Deferred income taxes — 376,767 407,851 (376,767) 407,851 Other long-term assets — 173 250,884 (19,325) 231,732 Total assets $ 2,960,614 $ 6,175,831 $ 12,031,296 $ (13,207,194) $ 7,960,547 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 433 $ — $ 433 Trade accounts payable 173 152 331,388 — 331,713 Accrued liabilities 29,219 20,248 343,009 — 392,476 Income taxes payable — — 27,770 — 27,770 Total current liabilities 29,392 20,400 702,600 — 752,392 Long-term debt — 3,756,598 — (19,325) 3,737,273 Other long-term liabilities — 16,306 256,301 — 272,607 Deferred income taxes — — 400,549 (376,767) 23,782 Intercompany payable — — 475,124 (475,124) — Total liabilities 29,392 3,793,304 1,834,574 (871,216) 4,786,054 Redeemable noncontrolling interest in subsidiary — — 210,665 — 210,665 Shareholders’ equity 2,931,222 2,382,527 9,953,451 (12,335,978) 2,931,222 Noncontrolling interest — — 32,606 — 32,606 Total equity 2,931,222 2,382,527 9,986,057 (12,335,978) 2,963,828 Total liabilities and equity $ 2,960,614 $ 6,175,831 $ 12,031,296 $ (13,207,194) $ 7,960,547 Condensed Consolidating Balance Sheets December 31, 2017 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 1,091 $ 44 $ 335,862 $ — $ 336,997 Short-term investments — — 28,369 — 28,369 Accounts receivable, net — — 698,477 — 698,477 Inventory, net — — 166,307 — 166,307 Assets held for sale — — 37,052 — 37,052 Other current assets 50 56 180,028 — 180,134 Total current assets 1,141 100 1,446,095 — 1,447,336 Property, plant and equipment, net — — 6,109,565 — 6,109,565 Goodwill — — 173,226 — 173,226 Intercompany receivables 133,602 481,092 — (614,694) — Investment in consolidated affiliates 2,799,320 5,531,799 3,799,933 (12,131,052) — Deferred income taxes — 333,349 419,003 (333,349) 419,003 Other long-term assets — 78 324,919 (72,143) 252,854 Total assets $ 2,934,063 $ 6,346,418 $ 12,272,741 $ (13,151,238) $ 8,401,984 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 181 $ — $ 181 Trade accounts payable 147 124 363,145 — 363,416 Accrued liabilities 21,100 67,760 444,184 — 533,044 Income taxes payable — — 22,835 — 22,835 Total current liabilities 21,247 67,884 830,345 — 919,476 Long-term debt — 4,099,909 — (72,143) 4,027,766 Other long-term liabilities — 16,284 285,349 — 301,633 Deferred income taxes — — 343,687 (333,349) 10,338 Intercompany payable 1,000 — 613,694 (614,694) — Total liabilities 22,247 4,184,077 2,073,075 (1,020,186) 5,259,213 Redeemable noncontrolling interest in subsidiary — — 203,998 — 203,998 Shareholders’ equity 2,911,816 2,162,341 9,968,711 (12,131,052) 2,911,816 Noncontrolling interest — — 26,957 — 26,957 Total equity 2,911,816 2,162,341 9,995,668 (12,131,052) 2,938,773 Total liabilities and equity $ 2,934,063 $ 6,346,418 $ 12,272,741 $ (13,151,238) $ 8,401,984 |
Condensed Consolidating Statements of Income (Loss) | Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 779,425 $ — $ 779,425 Earnings (losses) from unconsolidated affiliates — — — — — Earnings (losses) from consolidated affiliates (112,066) 78,395 30,508 3,163 — Investment income (loss) — — 1,826 (3,168) (1,342) Total revenues and other income (112,066) 78,395 811,759 (5) 778,083 Costs and other deductions: Direct costs — — 497,194 — 497,194 General and administrative expenses 2,294 94 64,415 10 66,813 Research and engineering — — 14,458 — 14,458 Depreciation and amortization — 31 208,486 — 208,517 Interest expense, net — 51,590 (175) — 51,415 Other, net 206 10,476 12,235 (10) 22,907 Intercompany interest expense, net 11 — (11) — — Total costs and other deductions 2,511 62,191 796,602 — 861,304 Income (loss) from continuing operations before income taxes (114,577) 16,204 15,157 (5) (83,221) Income tax expense (benefit) — (14,304) 24,793 — 10,489 Income (loss) from continuing operations, net of tax (114,577) 30,508 (9,636) (5) (93,710) Income (loss) from discontinued operations, net of tax — — (13,933) — (13,933) Net income (loss) (114,577) 30,508 (23,569) (5) (107,643) Less: Net (income) loss attributable to noncontrolling interest — — (6,934) — (6,934) Net income (loss) attributable to Nabors (114,577) 30,508 (30,503) (5) (114,577) Less: Preferred stock dividend (4,313) — — — (4,313) Net income (loss) attributable to Nabors common shareholders $ (118,890) $ 30,508 $ (30,503) $ (5) $ (118,890) Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 662,103 $ — $ 662,103 Earnings (losses) from unconsolidated affiliates — — 4 — 4 Earnings (losses) from consolidated affiliates (144,837) (31,085) (66,846) 242,768 — Investment income (loss) 1 (1) 3,353 (2,980) 373 Total revenues and other income (144,836) (31,086) 598,614 239,788 662,480 Costs and other deductions: Direct costs — — 441,263 — 441,263 General and administrative expenses 3,705 243 61,552 (490) 65,010 Research and engineering — — 12,960 — 12,960 Depreciation and amortization — 31 217,044 — 217,075 Interest expense, net — 56,429 (1,822) — 54,607 Other, net (9) 60 5,018 490 5,559 Total costs and other deductions 3,696 56,763 736,015 — 796,474 Income (loss) from continuing operations before income taxes (148,532) (87,849) (137,401) 239,788 (133,994) Income tax expense (benefit) — (21,003) 6,294 — (14,709) Income (loss) from continuing operations, net of tax (148,532) (66,846) (143,695) 239,788 (119,285) Income (loss) from discontinued operations, net of tax — — (27,134) — (27,134) Net income (loss) (148,532) (66,846) (170,829) 239,788 (146,419) Less: Net (income) loss attributable to noncontrolling interest — — (2,113) — (2,113) Net income (loss) attributable to Nabors $ (148,532) $ (66,846) $ (172,942) $ 239,788 $ (148,532) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,275,539 $ — $ 2,275,539 Earnings (losses) from unconsolidated affiliates — — 1 — 1 Earnings (losses) from consolidated affiliates (448,485) 161,420 16,063 271,002 — Investment income (loss) 2 — 5,274 (9,317) (4,041) Total revenues and other income (448,483) 161,420 2,296,877 261,685 2,271,499 Costs and other deductions: Direct costs — — 1,466,572 — 1,466,572 General and administrative expenses 7,531 493 201,681 (498) 209,207 Research and engineering — — 42,703 — 42,703 Depreciation and amortization — 93 640,134 — 640,227 Interest expense, net — 177,713 (4,320) — 173,393 Other, net 1,405 10,476 102,218 498 114,597 Intercompany interest expense, net 111 — (111) — — Total costs and other deductions 9,047 188,775 2,448,877 — 2,646,699 Income (loss) from continuing operations before income taxes (457,530) (27,355) (152,000) 261,685 (375,200) Income tax expense (benefit) — (43,418) 100,730 — 57,312 Income (loss) from continuing operations, net of tax (457,530) 16,063 (252,730) 261,685 (432,512) Income (loss) from discontinued operations, net of tax — — (14,592) — (14,592) Net income (loss) (457,530) 16,063 (267,322) 261,685 (447,104) Less: Net (income) loss attributable to noncontrolling interest — — (10,426) — (10,426) Net income (loss) attributable to Nabors (457,530) 16,063 (277,748) 261,685 (457,530) Less: Preferred stock dividend (7,993) — — — (7,993) Net income (loss) attributable to Nabors common shareholders $ (465,523) $ 16,063 $ (277,748) $ 261,685 $ (465,523) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 1,856,008 $ — $ 1,856,008 Earnings (losses) from unconsolidated affiliates — — 6 — 6 Earnings (losses) from consolidated affiliates (420,300) (102,067) (223,862) 746,229 — Investment income (loss) 16 63 9,069 (8,940) 208 Total revenues and other income (420,284) (102,004) 1,641,221 737,289 1,856,222 Costs and other deductions: Direct costs — — 1,246,428 — 1,246,428 General and administrative expenses 10,362 573 182,173 (994) 192,114 Research and engineering — — 36,060 — 36,060 Depreciation and amortization — 93 628,744 — 628,837 Interest expense, net — 173,689 (7,876) — 165,813 Other, net (170) 19,033 9,316 994 29,173 Intercompany interest expense, net (9) — 9 — — Total costs and other deductions 10,183 193,388 2,094,854 — 2,298,425 Income (loss) from continuing operations before income taxes (430,467) (295,392) (453,633) 737,289 (442,203) Income tax expense (benefit) — (71,530) 11,716 — (59,814) Income (loss) from continuing operations, net of tax (430,467) (223,862) (465,349) 737,289 (382,389) Income (loss) from discontinued operations, net of tax — — (43,077) — (43,077) Net income (loss) (430,467) (223,862) (508,426) 737,289 (425,466) Less: Net (income) loss attributable to noncontrolling interest — — (5,001) — (5,001) Net income (loss) attributable to Nabors $ (430,467) $ (223,862) $ (513,427) $ 737,289 $ (430,467) |
Condensed Consolidating Statements of Comprehensive Income (Loss) | Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (114,577) $ 30,508 $ (30,503) $ (5) $ (114,577) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 5,309 — 5,309 (5,309) 5,309 Pension liability amortization and adjustment 54 54 108 (162) 54 Unrealized gains (losses) and amortization on cash flow hedges 143 143 143 (286) 143 Other comprehensive income (loss) before tax 5,506 197 5,560 (5,757) 5,506 Income tax expense (benefit) related to items of other comprehensive income (loss) 48 48 96 (144) 48 Other comprehensive income (loss), net of tax 5,458 149 5,464 (5,613) 5,458 Comprehensive income (loss) attributable to Nabors (109,119) 30,657 (25,039) (5,618) (109,119) Net income (loss) attributable to noncontrolling interest — — 6,934 — 6,934 Translation adjustment attributable to noncontrolling interest — — 58 — 58 Comprehensive income (loss) attributable to noncontrolling interest — — 6,992 — 6,992 Comprehensive income (loss) $ (109,119) $ 30,657 $ (18,047) $ (5,618) $ (102,127) Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (148,532) $ (66,846) $ (172,942) $ 239,788 $ (148,532) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 16,444 — 16,444 (16,444) 16,444 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities (5,706) — (5,706) 5,706 (5,706) Less: reclassification adjustment for (gains) losses included in net income (loss) — — — — — Unrealized gains (losses) on marketable securities (5,706) — (5,706) 5,706 (5,706) Pension liability amortization and adjustment 50 50 100 (150) 50 Unrealized gains (losses) and amortization on cash flow hedges 153 153 153 (306) 153 Other comprehensive income (loss) before tax 10,941 203 10,991 (11,194) 10,941 Income tax expense (benefit) related to items of other comprehensive income (loss) 78 78 156 (234) 78 Other comprehensive income (loss), net of tax 10,863 125 10,835 (10,960) 10,863 Comprehensive income (loss) attributable to Nabors (137,669) (66,721) (162,107) 228,828 (137,669) Net income (loss) attributable to noncontrolling interest — — 2,113 — 2,113 Translation adjustment attributable to noncontrolling interest — — 160 — 160 Comprehensive income (loss) attributable to noncontrolling interest — — 2,273 — 2,273 Comprehensive income (loss) $ (137,669) $ (66,721) $ (159,834) $ 228,828 $ (135,396) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (457,530) $ 16,063 $ (277,748) $ 261,685 $ (457,530) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors (9,604) — (9,604) 9,604 (9,604) Pension liability amortization and adjustment 162 162 324 (486) 162 Unrealized gains (losses) and amortization on cash flow hedges 425 425 425 (850) 425 Adoption of ASU No. 2016-01 (9,144) — (9,144) 9,144 (9,144) Other comprehensive income (loss) before tax (18,161) 587 (17,999) 17,412 (18,161) Income tax expense (benefit) related to items of other comprehensive income (loss) 139 139 278 (417) 139 Other comprehensive income (loss), net of tax (18,300) 448 (18,277) 17,829 (18,300) Comprehensive income (loss) attributable to Nabors (475,830) 16,511 (296,025) 279,514 (475,830) Net income (loss) attributable to noncontrolling interest — — 10,426 — 10,426 Translation adjustment attributable to noncontrolling interest — — (101) — (101) Comprehensive income (loss) attributable to noncontrolling interest — — 10,325 — 10,325 Comprehensive income (loss) $ (475,830) $ 16,511 $ (285,700) $ 279,514 $ (465,505) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (430,467) $ (223,862) $ (513,427) $ 737,289 $ (430,467) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors 31,183 — 31,183 (31,183) 31,183 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities (5,122) — (5,122) 5,122 (5,122) Less: reclassification adjustment for (gains) losses included in net income (loss) 1,341 — 1,341 (1,341) 1,341 Unrealized gains (losses) on marketable securities (3,781) — (3,781) 3,781 (3,781) Pension liability amortization and adjustment 150 150 300 (450) 150 Unrealized gains (losses) and amortization on cash flow hedges 459 459 459 (918) 459 Other comprehensive income (loss) before tax 28,011 609 28,161 (28,770) 28,011 Income tax expense (benefit) related to items of other comprehensive income (loss) 235 235 470 (705) 235 Other comprehensive income (loss), net of tax 27,776 374 27,691 (28,065) 27,776 Comprehensive income (loss) attributable to Nabors (402,691) (223,488) (485,736) 709,224 (402,691) Net income (loss) attributable to noncontrolling interest — — 5,001 — 5,001 Translation adjustment attributable to noncontrolling interest — — 317 — 317 Comprehensive income (loss) attributable to noncontrolling interest — — 5,318 — 5,318 Comprehensive income (loss) $ (402,691) $ (223,488) $ (480,418) $ 709,224 $ (397,373) |
Condensed Consolidating Statements of Cash Flows | Nine Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (430,467) $ (223,862) $ (513,427) $ 737,289 $ (430,467) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors 31,183 — 31,183 (31,183) 31,183 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities (5,122) — (5,122) 5,122 (5,122) Less: reclassification adjustment for (gains) losses included in net income (loss) 1,341 — 1,341 (1,341) 1,341 Unrealized gains (losses) on marketable securities (3,781) — (3,781) 3,781 (3,781) Pension liability amortization and adjustment 150 150 300 (450) 150 Unrealized gains (losses) and amortization on cash flow hedges 459 459 459 (918) 459 Other comprehensive income (loss) before tax 28,011 609 28,161 (28,770) 28,011 Income tax expense (benefit) related to items of other comprehensive income (loss) 235 235 470 (705) 235 Other comprehensive income (loss), net of tax 27,776 374 27,691 (28,065) 27,776 Comprehensive income (loss) attributable to Nabors (402,691) (223,488) (485,736) 709,224 (402,691) Net income (loss) attributable to noncontrolling interest — — 5,001 — 5,001 Translation adjustment attributable to noncontrolling interest — — 317 — 317 Comprehensive income (loss) attributable to noncontrolling interest — — 5,318 — 5,318 Comprehensive income (loss) $ (402,691) $ (223,488) $ (480,418) $ 709,224 $ (397,373) Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 82,365 $ (203,493) $ 238,064 $ (40,017) $ 76,919 Cash flows from investing activities: Purchases of investments — — (676) — (676) Sales and maturities of investments — — 2,962 — 2,962 Cash paid for investments in consolidated affiliates (587,500) — (199,000) 786,500 — Capital expenditures — — (338,968) — (338,968) Proceeds from sales of assets and insurance claims — — 86,666 — 86,666 Change in intercompany balances — 327,555 (327,555) — — Net cash provided by (used for) investing activities (587,500) 327,555 (776,571) 786,500 (250,016) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (261) — (261) Proceeds from issuance of long-term debt — 800,000 — — 800,000 Debt issuance costs — (13,262) — — (13,262) Proceeds from revolving credit facilities — 905,000 — — 905,000 Proceeds from parent contributions — 199,000 587,500 (786,500) — Proceeds from issuance of common shares, net of issuance costs 301,835 — — — 301,835 Reduction of long-term debt — (774,802) — — (774,802) Dividends to shareholders (66,978) — — 9,317 (57,661) Proceeds from (payment for) commercial paper, net — (40,000) — — (40,000) Reduction in revolving credit facilities — (1,200,000) — — (1,200,000) Dividends to preferred shareholders (3,680) — — — (3,680) Proceeds from (payments for) short-term borrowings — — 252 — 252 Proceeds from issuance of preferred stock, net of issuance costs 278,358 — — — 278,358 Proceeds from issuance of intercompany debt 20,000 — (20,000) — — Paydown of intercompany debt (21,000) — 21,000 — — Distributions to Non-controlling interest — — (4,676) — (4,676) Distribution from subsidiary to parent — — (30,700) 30,700 — Other changes (3,722) — — — (3,722) Net cash (used for) provided by financing activities 504,813 (124,064) 553,115 (746,483) 187,381 Effect of exchange rate changes on cash and cash equivalents — — (5,320) — (5,320) Net increase (decrease) in cash and cash equivalents (322) (2) 9,288 — 8,964 Cash, cash equivalents and restricted cash, beginning of period 1,091 44 340,894 — 342,029 Cash, cash equivalents and restricted cash, end of period $ 769 $ 42 $ 350,182 $ — $ 350,993 Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 103,187 $ (199,071) $ 148,714 $ (88,939) $ (36,109) Cash flows from investing activities: Purchases of investments — — (6,722) — (6,722) Sales and maturities of investments — — 12,533 — 12,533 Cash paid for acquisitions of businesses, net of cash acquired — — (50,764) — (50,764) Cash paid for investments in consolidated affiliates (100) — (75,960) 76,060 — Capital expenditures — — (448,864) — (448,864) Proceeds from sale of assets and insurance claims — — 32,805 — 32,805 Change in intercompany balances — (424,133) 424,133 — — Net cash provided by (used for) investing activities (100) (424,133) (112,839) 76,060 (461,012) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (78) — (78) Debt issuance costs — (11,039) — — (11,039) Proceeds from issuance of common shares 8,300 — — — 8,300 Reduction in long-term debt — (270,269) (112,546) — (382,815) Dividends to shareholders (60,285) — — 8,939 (51,346) Proceeds from (payments for) commercial paper, net — 78,000 — — 78,000 Proceeds from (payments for) issuance of intercompany debt 35,000 20,000 (55,000) — — Purchase of capped call hedge transactions — (40,250) — — (40,250) Proceeds from revolving credit facilities — 410,000 — — 410,000 Proceeds from issuance of long-term debt — 411,200 — — 411,200 Payments on term loan — (162,500) — — (162,500) Paydown of intercompany debt (79,000) (20,000) 99,000 — — Cash proceeds from equity component of exchangeable debt — 159,952 — — 159,952 Noncontrolling interest contribution — — 20,000 — 20,000 Distributions to Non-controlling interest — — (7,272) — (7,272) Proceeds from (payments for) short-term borrowings — — (528) — (528) Proceeds from parent contributions — 37,980 38,080 (76,060) — Distribution from subsidiary to parent — — (80,000) 80,000 — Other changes (7,864) — — — (7,864) Net cash (used for) provided by financing activities (103,849) 613,074 (98,344) 12,879 423,760 Effect of exchange rate changes on cash and cash equivalents — — 251 — 251 Net increase (decrease) in cash and cash equivalents (762) (10,130) (62,218) — (73,110) Cash, cash equivalents and restricted cash, beginning of period 1,148 10,177 253,665 — 264,990 Cash, cash equivalents and restricted cash, end of period $ 386 $ 47 $ 191,447 $ — $ 191,880 |
Nature of Operations (Details)
Nature of Operations (Details) | 9 Months Ended |
Sep. 30, 2018segmentcountryitem | |
Nature of Operations. | |
Number of countries company has actively marketed rigs for land based drilling operations | country | 25 |
Actively marketed rigs for land based drilling operations | 399 |
Actively marketed rigs for offshore based drilling operations | 33 |
Number of reportable segments | segment | 5 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Inventory, net | ||
Raw materials | $ 124,230 | $ 124,635 |
Work-in-progress | 16,411 | 19,113 |
Finished goods | 26,186 | 22,559 |
Total inventory | $ 166,827 | $ 166,307 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2018USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | |
Property, Plant and Equipment | |||||
Value of shares sold | $ 21,800 | $ 301,835 | $ 8,300 | ||
Loss on sale of offshore rigs | $ 4,811 | $ 10,009 | $ 74,371 | $ 10,142 | |
Jack Up Rigs | |||||
Property, Plant and Equipment | |||||
Number of offshore rigs sold | item | 3 | ||||
Sale of offshore jackup rigs in cash | $ 61,400 | ||||
Loss on sale of offshore rigs | $ (63,700) | ||||
Jack Up Rigs | Other, net | |||||
Property, Plant and Equipment | |||||
Loss on sale of offshore rigs | $ (63,700) |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Goodwill (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Goodwill [Abstract] | |
Long-term growth rate used to calculate terminal values for each reporting unit (as a percent) | 3.00% |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
New Accounting Pronouncement, Early Adoption | ||
Adjustment to retained earnings | $ (9,144) | |
Decrease in retained earnings | (864,019) | $ (1,423,154) |
Accounting Standards Update 2016-16 | ||
New Accounting Pronouncement, Early Adoption | ||
Adjustment to retained earnings | (34,132) | |
Decrease in deferred tax asset | 34,100 | |
Accounting Standards Update 2016-01 | ||
New Accounting Pronouncement, Early Adoption | ||
Adjustment to retained earnings | $ 9,144 |
Joint Ventures (Details)
Joint Ventures (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | ||
Assets: | |||
Accounts receivable | $ 775,137 | $ 698,477 | |
Other current assets | 188,229 | 180,134 | |
Property, plant and equipment, net | 5,608,948 | 6,109,565 | |
Other long-term assets | 231,732 | 252,854 | |
Total assets (1) | [1] | 7,960,547 | 8,401,984 |
Liabilities: | |||
Accounts payable | 331,713 | 363,416 | |
Accrued liabilities | 392,476 | 533,044 | |
Total liabilities (1) | [1] | 4,786,054 | 5,259,213 |
SANAD | |||
Joint Ventures | |||
Additional contribution amount | 190,000 | ||
Assets: | |||
Cash and cash equivalents | 48,591 | 94,496 | |
Accounts receivable | 54,135 | 10,580 | |
Other current assets | 9,760 | 10,834 | |
Property, plant and equipment, net | 420,742 | 130,218 | |
Other long-term assets | 19,696 | 23,091 | |
Total assets (1) | 552,924 | 269,219 | |
Liabilities: | |||
Accounts payable | 56,515 | 7,236 | |
Accrued liabilities | 5,251 | 2,592 | |
Total liabilities (1) | $ 61,766 | 9,828 | |
Saudi Aramco | SANAD | |||
Joint Ventures | |||
Cash contribution for joint venture | 20,000 | ||
Additional contribution amount | $ 394,000 | ||
Maturity period | 25 years | ||
[1] | The condensed consolidated balance sheet as of September 30, 2018 and December 31, 2017 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Fair Value Measurements - Asset
Fair Value Measurements - Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Amount of transfers of financial assets between Level 1 and Level 2 measures | $ 0 | |
Total short-term investments | 41,033 | $ 28,369 |
Level 1 | Available-for-sale securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | 41,000 | 28,400 |
Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | 38,691 | 22,909 |
Recurring | Level 1 | Available-for-sale equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale equity securities | 38,691 | 22,909 |
Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | 2,342 | 5,460 |
Recurring | Level 2 | Available-for-sale equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Available-for-sale equity securities | 2,333 | 5,450 |
Recurring | Level 2 | Mortgage-CMO debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Mortgage-CMO debt securities | $ 9 | $ 10 |
Fair Value Measurements - Debt
Fair Value Measurements - Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Feb. 28, 2018 | Dec. 31, 2017 | Jan. 31, 2017 |
Fair Value of Financial Instruments | ||||
Less: current portion | $ 433 | $ 181 | ||
Less: deferred financing costs | 35,188 | 27,997 | ||
Long-term Debt, Excluding Current Maturities, Total | $ 3,737,273 | 4,027,766 | ||
6.15% senior notes due February 2018 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 6.15% | 6.15% | ||
9.25% senior notes due January 2019 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 9.25% | |||
5.00% senior notes due September 2020 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.00% | |||
4.625% senior notes due September 2021 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 4.625% | |||
5.50% senior notes due January 2023 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.50% | |||
5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.10% | |||
0.75% senior exchangeable notes due January 2024 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 0.75% | |||
Less: deferred financing costs | $ 9,600 | |||
5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.75% | |||
Commercial paper | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.75% | |||
Fair Value | ||||
Fair Value of Financial Instruments | ||||
Debt | $ 3,724,344 | 4,024,277 | ||
Fair Value | 6.15% senior notes due February 2018 | ||||
Fair Value of Financial Instruments | ||||
Debt | 462,674 | |||
Fair Value | 9.25% senior notes due January 2019 | ||||
Fair Value of Financial Instruments | ||||
Debt | 321,028 | |||
Fair Value | 5.00% senior notes due September 2020 | ||||
Fair Value of Financial Instruments | ||||
Debt | 676,642 | 670,757 | ||
Fair Value | 4.625% senior notes due September 2021 | ||||
Fair Value of Financial Instruments | ||||
Debt | 688,022 | 665,003 | ||
Fair Value | 5.50% senior notes due January 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt | 592,500 | 584,850 | ||
Fair Value | 5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt | 331,443 | 325,844 | ||
Fair Value | 0.75% senior exchangeable notes due January 2024 | ||||
Fair Value of Financial Instruments | ||||
Debt | 450,800 | 443,940 | ||
Fair Value | 5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt | 769,504 | |||
Fair Value | Revolving Credit Facility | ||||
Fair Value of Financial Instruments | ||||
Debt | 215,000 | 510,000 | ||
Fair Value | Commercial paper | ||||
Fair Value of Financial Instruments | ||||
Debt | 40,000 | |||
Fair Value | Other | ||||
Fair Value of Financial Instruments | ||||
Debt | 433 | 181 | ||
Carrying Value | ||||
Fair Value of Financial Instruments | ||||
Debt | 3,772,894 | 4,055,944 | ||
Less: current portion | 433 | 181 | ||
Less: deferred financing costs | 35,188 | 27,997 | ||
Long-term Debt, Excluding Current Maturities, Total | 3,737,273 | 4,027,766 | ||
Carrying Value | 6.15% senior notes due February 2018 | ||||
Fair Value of Financial Instruments | ||||
Debt | 460,762 | |||
Carrying Value | 9.25% senior notes due January 2019 | ||||
Fair Value of Financial Instruments | ||||
Debt | 303,489 | |||
Carrying Value | 5.00% senior notes due September 2020 | ||||
Fair Value of Financial Instruments | ||||
Debt | 670,075 | 669,846 | ||
Carrying Value | 4.625% senior notes due September 2021 | ||||
Fair Value of Financial Instruments | ||||
Debt | $ 695,288 | 695,108 | ||
Carrying Value | 5.50% senior notes due January 2023 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.50% | |||
Debt | $ 600,000 | 600,000 | ||
Carrying Value | 5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt | 346,672 | 346,576 | ||
Carrying Value | 0.75% senior exchangeable notes due January 2024 | ||||
Fair Value of Financial Instruments | ||||
Debt | 445,426 | 429,982 | ||
Carrying Value | 5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt | 800,000 | |||
Carrying Value | Revolving Credit Facility | ||||
Fair Value of Financial Instruments | ||||
Debt | 215,000 | 510,000 | ||
Carrying Value | Commercial paper | ||||
Fair Value of Financial Instruments | ||||
Debt | 40,000 | |||
Carrying Value | Other | ||||
Fair Value of Financial Instruments | ||||
Debt | $ 433 | $ 181 |
Debt (Details)
Debt (Details) | Oct. 11, 2018USD ($) | Sep. 29, 2015USD ($) | Jan. 31, 2017USD ($)$ / shares | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)$ / shares | Sep. 30, 2017USD ($) | Feb. 28, 2018 | Jan. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Long-term debt | |||||||||
Other | $ 433,000 | $ 181,000 | |||||||
Long-term Debt | 3,772,894,000 | 4,055,944,000 | |||||||
Less: current portion | 433,000 | 181,000 | |||||||
Less: deferred financing costs | 35,188,000 | 27,997,000 | |||||||
Long-term Debt, Excluding Current Maturities, Total | 3,737,273,000 | 4,027,766,000 | |||||||
Repayment of long-term debt | 774,802,000 | $ 382,815,000 | |||||||
Loss on debt repurchase | $ (10,500,000) | ||||||||
6.15% senior notes due February 2018 | |||||||||
Long-term debt | |||||||||
Senior Notes | 460,762,000 | ||||||||
Interest rate on senior notes due (as a percent) | 6.15% | 6.15% | |||||||
Principal amount redeemed | $ 460,800,000 | ||||||||
Repayment of long-term debt | 475,000,000 | ||||||||
Payment of debt accrued interest | $ 14,200,000 | ||||||||
9.25% senior notes due January 2019 | |||||||||
Long-term debt | |||||||||
Senior Notes | 303,489,000 | ||||||||
Interest rate on senior notes due (as a percent) | 9.25% | ||||||||
Principal amount redeemed | $ 303,500,000 | ||||||||
Repayment of long-term debt | 327,200,000 | ||||||||
5.00% senior notes due September 2020 | |||||||||
Long-term debt | |||||||||
Senior Notes | $ 670,075,000 | 669,846,000 | |||||||
Interest rate on senior notes due (as a percent) | 5.00% | ||||||||
4.625% senior notes due September 2021 | |||||||||
Long-term debt | |||||||||
Senior Notes | $ 695,288,000 | 695,108,000 | |||||||
Interest rate on senior notes due (as a percent) | 4.625% | ||||||||
5.50% senior notes due January 2023 | |||||||||
Long-term debt | |||||||||
Senior Notes | $ 600,000,000 | 600,000,000 | |||||||
Interest rate on senior notes due (as a percent) | 5.50% | ||||||||
5.10% senior notes due September 2023 | |||||||||
Long-term debt | |||||||||
Senior Notes | $ 346,672,000 | 346,576,000 | |||||||
Interest rate on senior notes due (as a percent) | 5.10% | ||||||||
0.75% senior exchangeable notes due January 2024 | |||||||||
Long-term debt | |||||||||
Senior Notes | $ 445,426,000 | 429,982,000 | |||||||
Less: deferred financing costs | $ 9,600,000 | ||||||||
Interest rate on senior notes due (as a percent) | 0.75% | ||||||||
Aggregate amount of senior notes | 575,000,000 | $ 575,000,000 | |||||||
Debt exchangeable notes | $ 411,200,000 | ||||||||
Equity component | $ 163,800,000 | $ 163,800,000 | |||||||
Equity issuance costs | $ 3,900,000 | ||||||||
Exchange rate of common shares | 39.75 | ||||||||
Principal amount of notes | $ 1,000 | ||||||||
Exchange price per common share (in dollars per share) | $ / shares | $ 25.16 | ||||||||
Premium over share price (as a percent) | 75.00% | ||||||||
Share price of shares purchased (in dollars per share) | $ / shares | $ 17.97 | ||||||||
Prepayment of loan upon closing the merger | $ 162,500,000 | ||||||||
0.75% senior exchangeable notes due January 2024 | Maximum | |||||||||
Long-term debt | |||||||||
Exchange price per common share (in dollars per share) | $ / shares | $ 31.45 | ||||||||
5.75% senior notes due February 2025 | |||||||||
Long-term debt | |||||||||
Senior Notes | $ 800,000,000 | ||||||||
Interest rate on senior notes due (as a percent) | 5.75% | ||||||||
Aggregate amount of senior notes | $ 800,000,000 | ||||||||
Five-year term loan facility | |||||||||
Long-term debt | |||||||||
Maximum borrowing capacity | $ 325,000,000 | ||||||||
Unsecured debt maturity period | 5 years | ||||||||
Prepayment of loan upon closing the merger | $ 162,500,000 | ||||||||
Revolving Credit Facility | |||||||||
Long-term debt | |||||||||
Revolving credit facility | $ 215,000,000 | 510,000,000 | |||||||
2018 Revolving Credit Facility | |||||||||
Long-term debt | |||||||||
Interest rate on senior notes due (as a percent) | 5.50% | ||||||||
Maximum borrowing capacity | $ 1,267,000,000 | ||||||||
Unsecured debt maturity period | 5 years | ||||||||
2018 Revolving Credit Facility | Maximum | |||||||||
Long-term debt | |||||||||
Debt to capital ratio | 0.60 | ||||||||
2012 Revolving Credit Facility | |||||||||
Long-term debt | |||||||||
Long-term Debt, Excluding Current Maturities, Total | $ 0 | ||||||||
Maximum borrowing capacity | $ 666,250,000 | ||||||||
Weighted average interest rate (as a percent) | 3.32% | ||||||||
Debt to capital ratio | 0.60 | ||||||||
Commercial paper | |||||||||
Long-term debt | |||||||||
Long-term Debt | $ 40,000,000 | ||||||||
Interest rate on senior notes due (as a percent) | 5.75% | ||||||||
Guarantor Subsidiaries | |||||||||
Long-term debt | |||||||||
Redemption price of principal amount of debt instrument including accrued and unpaid interest (as a percent) | 101.00% | ||||||||
Guarantor Subsidiaries | 2018 Revolving Credit Facility | |||||||||
Long-term debt | |||||||||
Maximum borrowing capacity | $ 1,227,000,000 | ||||||||
Guarantor Subsidiaries | 2018 Revolving Credit Facility | Minimum | |||||||||
Long-term debt | |||||||||
Assets to debt ratio | 2.50 | ||||||||
Nabors Canada | 2018 Revolving Credit Facility | |||||||||
Long-term debt | |||||||||
Maximum borrowing capacity | $ 40,000,000 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 15, 2019 | Nov. 06, 2018 | Nov. 05, 2018 | Nov. 01, 2018 | Oct. 02, 2018 | Aug. 01, 2018 | Jul. 27, 2018 | Jul. 03, 2018 | Jun. 06, 2018 | Apr. 20, 2018 | Apr. 03, 2018 | Feb. 23, 2018 | Jun. 30, 2018 | May 31, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Common Shares | |||||||||||||||||
Common shares, shares issued | 410,160,000 | 367,510,000 | |||||||||||||||
Proceeds from issuance of common shares, net of issuance costs | $ 21,800 | $ 301,835 | $ 8,300 | ||||||||||||||
Shares repurchased | 3,100,000 | ||||||||||||||||
Total aggregate amount of shares purchased | $ 18,100 | ||||||||||||||||
Common stock dividend declared (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.18 | $ 0.18 | |||||||||||
Cash dividends paid | $ 21,400 | $ 21,500 | $ 19,100 | $ 57,661 | $ 51,346 | ||||||||||||
Preferred shares, shares issued | 5,750,000 | 5,750,000 | |||||||||||||||
Preferred stock, rate (as a percent) | 6.00% | 6.00% | |||||||||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||||||||||||||
Preferred stock, liquidation preference (in dollars per share) | $ 50 | $ 50 | |||||||||||||||
Aggregate net proceeds | $ 278,358 | ||||||||||||||||
Cash dividend per mandatory convertible preferred shares | $ 1.39 | ||||||||||||||||
Mandatory Convertible Preferred Shares | |||||||||||||||||
Common Shares | |||||||||||||||||
Preferred shares, shares issued | 5,750,000,000 | ||||||||||||||||
Preferred stock, rate (as a percent) | 6.00% | ||||||||||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | ||||||||||||||||
Preferred stock, liquidation preference (in dollars per share) | $ 50 | ||||||||||||||||
Cash dividend per mandatory convertible preferred shares | $ 0.75 | $ 0.75 | $ 0.64 | ||||||||||||||
Mandatory Convertible Preferred Shares | Underwriters option | |||||||||||||||||
Common Shares | |||||||||||||||||
Preferred shares, shares issued | 750,000 | ||||||||||||||||
Common Shares | |||||||||||||||||
Common Shares | |||||||||||||||||
Common shares, shares issued | 35,000,000,000 | ||||||||||||||||
Share price of shares purchased (in dollars per share) | $ 7.75 | ||||||||||||||||
Proceeds from issuance of common shares, net of issuance costs | $ 301,800 | ||||||||||||||||
Number of consecutive trading days to calculate average share price of common stock | 20 days | ||||||||||||||||
Common Shares | Underwriters option | |||||||||||||||||
Common Shares | |||||||||||||||||
Common shares, shares issued | 5,250,000,000 | ||||||||||||||||
Common Shares | Minimum | |||||||||||||||||
Common Shares | |||||||||||||||||
Conversion ratio | 5.4735 | 5.3763 | |||||||||||||||
Common Shares | Maximum | |||||||||||||||||
Common Shares | |||||||||||||||||
Conversion ratio | 6.5683 | 6.4516 | |||||||||||||||
Common Shares | Mandatory Convertible Preferred Shares | Underwriters option | |||||||||||||||||
Common Shares | |||||||||||||||||
Aggregate net proceeds | $ 278,400 | ||||||||||||||||
Retained Earnings | Mandatory Convertible Preferred Shares | |||||||||||||||||
Common Shares | |||||||||||||||||
Cash dividends paid | $ 4,300 | $ 3,700 | |||||||||||||||
Forecast | Mandatory Convertible Preferred Shares | |||||||||||||||||
Common Shares | |||||||||||||||||
Cash dividends paid | $ 4,300 |
Commitments and Contingencies -
Commitments and Contingencies - Self Insurance Disclosures (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2018 | May 22, 2018 | |
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 | |
Insurance on platform rig | $ 200 | |
Deductions in windstorm damage | $ 5 | |
Latin American tax authority | Minimum | ||
Income tax | ||
Aggregate remaining amounts assessed or expected to assessed range | 3 | |
Latin American tax authority | Maximum | ||
Income tax | ||
Aggregate remaining amounts assessed or expected to assessed range | $ 8 |
Commitments and Contingencies_2
Commitments and Contingencies - Litigation (Details) - Court of Ouargla Foreign Currency Controls $ in Millions | 1 Months Ended | 9 Months Ended | |
Mar. 31, 2017USD ($) | Mar. 31, 2011USD ($) | Sep. 30, 2018USD ($) | |
Commitments and Contingencies, Disclosure | |||
Litigation amount as per judgment | $ 23.9 | ||
Payment of contract amount in foreign currency | $ 7.5 | ||
Payment of contract amount in domestic currency | $ 3.2 | ||
Approximate multiplier of the amount at issue for fines and penalties | 4 | ||
Maximum | |||
Commitments and Contingencies, Disclosure | |||
Potential judgment in excess of accrual | $ 15.9 |
Commitments and Contingencies_3
Commitments and Contingencies - Financial Guarantees (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Summary of total maximum amount of financial guarantees issued | |
2,018 | $ 27,518 |
2,019 | 149,692 |
2,020 | 40 |
Total | $ 177,250 |
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, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Jan. 31, 2017 | |
Net income (loss) (numerator): | |||||
Income (loss) from continuing operations, net of tax | $ (93,710) | $ (119,285) | $ (432,512) | $ (382,389) | |
Less: net (income) loss attributable to noncontrolling interest | (6,934) | (2,113) | (10,426) | (5,001) | |
Less: preferred stock dividends | (4,313) | (7,993) | |||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (2,146) | (6,668) | |||
Less: (earnings) losses allocated to unvested shareholders | (432) | 3,463 | (1,375) | 10,580 | |
Adjusted income (loss) from continuing operations, net of tax - basic | (107,535) | (117,935) | (458,974) | (376,810) | |
Income (loss) from discontinued operations, net of tax | $ (13,933) | $ (27,134) | $ (14,592) | $ (43,077) | |
Weighted-average number of shares outstanding - basic | 350,194 | 279,313 | 329,118 | 278,670 | |
Earnings (losses) Per Share - Basic | |||||
Basic from continuing operations (in dollars per share) | $ (0.31) | $ (0.42) | $ (1.39) | $ (1.35) | |
Basic from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.16) | |
Total Basic (in dollars per share) | $ (0.35) | $ (0.52) | $ (1.44) | $ (1.51) | |
DILUTED EPS: | |||||
Adjusted income (loss) from continuing operations, net of tax - basic | $ (107,535) | $ (117,935) | $ (458,974) | $ (376,810) | |
Adjusted income (loss) from continuing operations, net of tax - diluted | (107,535) | (117,935) | (458,974) | (376,810) | |
Income (loss) from discontinued operations, net of tax | $ (13,933) | $ (27,134) | $ (14,592) | $ (43,077) | |
Weighted-average number of shares outstanding - basic | 350,194 | 279,313 | 329,118 | 278,670 | |
Weighted-average number of shares outstanding - diluted | 350,194 | 279,313 | 329,118 | 278,670 | |
Earnings (losses) per share: | |||||
Diluted from continuing operations (in dollars per share) | $ (0.31) | $ (0.42) | $ (1.39) | $ (1.35) | |
Diluted from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.16) | |
Total Diluted (in dollars per share) | $ (0.35) | $ (0.52) | $ (1.44) | $ (1.51) | |
0.75% senior exchangeable notes due January 2024 | |||||
Earnings (losses) per share: | |||||
Aggregate amount of senior notes | $ 575,000 | $ 575,000 | $ 575,000 | ||
Interest rate on senior notes due (as a percent) | 0.75% | 0.75% | |||
0.75% senior exchangeable notes due January 2024 | Minimum | |||||
Earnings (losses) per share: | |||||
Share issued price (in dollars per share) | $ 25.16 | $ 25.16 |
Earnings (Losses) Per Share - E
Earnings (Losses) Per Share - Exclusions from Diluted Earnings (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded as anti-dilutive | 4,354 | 4,484 | 4,488 | 4,534 |
Mandatory Convertible Preferred Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded as anti-dilutive | 37,800 |
Supplemental Balance Sheet an_3
Supplemental Balance Sheet and Income Statement Information - Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Accrued liabilities | ||
Accrued compensation | $ 92,152 | $ 130,970 |
Deferred revenue | 159,416 | 218,370 |
Other taxes payable | 37,359 | 32,095 |
Workers' compensation liabilities | 13,987 | 13,987 |
Interest payable | 20,205 | 65,642 |
Litigation reserves | 25,109 | 18,830 |
Current liability to discontinued operations | 5,762 | 6,074 |
Dividends declared and payable | 25,757 | 17,148 |
Other accrued liabilities | 12,729 | 29,928 |
Accrued liabilities | $ 392,476 | $ 533,044 |
Supplemental Balance Sheet an_4
Supplemental Balance Sheet and Income Statement Information - Investment income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Investment income (loss) | ||||
Interest and dividend income | $ 900 | $ 384 | $ 3,194 | $ 1,524 |
Gains (losses) on marketable securities | (2,229) | (7,196) | (1,341) | |
Gains (losses) on investments, net | (13) | (11) | (39) | 25 |
Investment income (loss) | $ (1,342) | $ 373 | $ (4,041) | $ 208 |
Supplemental Balance Sheet an_5
Supplemental Balance Sheet and Income Statement Information - Other Expense (Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Other expense (income) | ||||
Losses (gains) on sales, disposals and involuntary conversions of long-lived assets | $ 4,811 | $ 10,009 | $ 74,371 | $ 10,142 |
Transaction related costs | 1,753 | 3,178 | 14,691 | 5,107 |
Litigation expenses and reserves | 1,375 | (2,187) | 9,652 | (577) |
Foreign currency transaction losses (gains) | 1,607 | (763) | 7,851 | 1,727 |
(Gain) loss on debt buyback | 10,476 | 69 | 10,476 | 16,013 |
Other losses (gains) | 2,885 | (4,747) | (2,444) | (3,239) |
Other expense (income) | $ 22,907 | $ 5,559 | 114,597 | $ 29,173 |
Jack Up Rigs | ||||
Other expense (income) | ||||
Loss on sale of offshore rigs | $ (63,700) |
Supplemental Balance Sheet an_6
Supplemental Balance Sheet and Income Statement Information - Accumulated Other Comp Inc (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | $ 2,911,816 | |||
Other comprehensive income (loss) before reclassifications | (9,604) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 448 | |||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), net of tax | $ 5,458 | $ 10,863 | (18,300) | $ 27,776 |
Balance at the end of the period | 2,931,222 | 2,931,222 | ||
Accumulated Other Comprehensive Income | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | 11,185 | (12,119) | ||
Other comprehensive income (loss) before reclassifications | 26,061 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 1,715 | |||
Other comprehensive income (loss), net of tax | (18,300) | 27,776 | ||
Balance at the end of the period | (7,115) | 15,657 | (7,115) | 15,657 |
Gains (losses) on cash flow hedges | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (922) | (1,296) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 323 | 281 | ||
Other comprehensive income (loss), net of tax | 323 | 281 | ||
Balance at the end of the period | (599) | (1,015) | (599) | (1,015) |
Unrealized gains (losses) on available-for-sale securities | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | 9,144 | 14,235 | ||
Other comprehensive income (loss) before reclassifications | (5,122) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 1,341 | |||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), net of tax | (9,144) | (3,781) | ||
Balance at the end of the period | 10,454 | 10,454 | ||
Defined benefit pension plan items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (4,111) | (3,760) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 125 | 93 | ||
Other comprehensive income (loss), net of tax | 125 | 93 | ||
Balance at the end of the period | (3,986) | (3,667) | (3,986) | (3,667) |
Foreign currency items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | 7,074 | (21,298) | ||
Other comprehensive income (loss) before reclassifications | (9,604) | 31,183 | ||
Other comprehensive income (loss), net of tax | (9,604) | 31,183 | ||
Balance at the end of the period | $ (2,530) | $ 9,885 | $ (2,530) | $ 9,885 |
Supplemental Balance Sheet an_7
Supplemental Balance Sheet and Income Statement Information - Reclass Accumulated Other (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Investment income (loss) | $ (1,342) | $ 373 | $ (4,041) | $ 208 |
Interest expense | 51,415 | 54,607 | 173,393 | 165,813 |
General and administrative expenses | 66,813 | 65,010 | 209,207 | 192,114 |
Other expense (income), net | 22,907 | 5,559 | 114,597 | 29,173 |
Income (loss) from continuing operations before income taxes | (83,221) | (133,994) | (375,200) | (442,203) |
Income tax expense (benefit) | 10,489 | (14,709) | 57,312 | (59,814) |
Net income (loss) | (107,643) | (146,419) | (447,104) | (425,466) |
Reclassification adjustment for (gains)/losses included in net income (loss) | ||||
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Interest expense | 143 | 153 | 425 | 459 |
General and administrative expenses | 54 | 50 | 162 | 150 |
Other expense (income), net | 1,341 | |||
Income (loss) from continuing operations before income taxes | (197) | (203) | (587) | (1,950) |
Income tax expense (benefit) | (48) | (78) | (139) | (235) |
Net income (loss) | $ (149) | $ (125) | $ (448) | $ (1,715) |
Assets Held-for-Sale and Discon
Assets Held-for-Sale and Discontinued Operations (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Assets held-for-sale | ||
Assets held for sale | $ 20,289 | $ 37,052 |
Oil and Gas | Assets Held-for-sale | ||
Assets held-for-sale | ||
Assets held for sale | $ 10,100 | $ 25,900 |
Assets Held-for-Sale and Disc_2
Assets Held-for-Sale and Discontinued Operations Disc Ops (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 21 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Dec. 31, 2017 | |
Discontinued operations | ||||||
Current liability to discontinued operations | $ 5,762 | $ 5,762 | $ 5,762 | $ 6,074 | ||
Income (loss) from Oil & Gas discontinued operations: | ||||||
Income (loss) from Oil and Gas discontinued operations, net of tax | (13,933) | $ (27,134) | (14,592) | $ (43,077) | ||
Litigation expenses and reserves | 1,375 | (2,187) | 9,652 | (577) | ||
Assets Held-for-sale | ||||||
Income (loss) from Oil & Gas discontinued operations: | ||||||
Impairment charge | 16,500 | 16,500 | 16,500 | 16,500 | 35,300 | |
Gas transport and processing | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||||
Discontinued operations | ||||||
Undiscounted contractual commitments | 5,800 | 5,800 | 5,800 | 11,200 | ||
Liability related to discontinued operation | 5,800 | 5,800 | $ 5,800 | 8,500 | ||
Gas transport and processing | Disposal Group, Held-for-sale, Not Discontinued Operations | Accrued liabilities | ||||||
Discontinued operations | ||||||
Current liability to discontinued operations | $ 6,100 | |||||
Oil and Gas | ||||||
Income (loss) from Oil & Gas discontinued operations: | ||||||
Litigation expenses and reserves | 16,500 | |||||
Oil and Gas | Discontinued Operations, Held-for-sale or Disposed of by Sale | ||||||
Income (loss) from Oil & Gas discontinued operations: | ||||||
Operating revenues | 896 | 1,077 | 3,512 | 5,171 | ||
Income (loss) from discontinued operations | (652) | (991) | (1,827) | (1,561) | ||
Less: Impairment charges or other (gains) and losses on sale of wholly owned assets (2) | 16,511 | 34,469 | 16,662 | 51,028 | ||
Less: Income tax expense (benefit) | (3,230) | (8,326) | (3,897) | (9,512) | ||
Income (loss) from Oil and Gas discontinued operations, net of tax | $ (13,933) | $ (27,134) | $ (14,592) | $ (43,077) |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | ||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | $ 779,425 | $ 662,103 | $ 2,275,539 | $ 1,856,008 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 31,728 | (33,385) | 42,555 | (123,900) | ||
Earnings (losses) from unconsolidated affiliates | 4 | 1 | 6 | |||
Investment income (loss) | (1,342) | 373 | (4,041) | 208 | ||
Interest expense | (51,415) | (54,607) | (173,393) | (165,813) | ||
Other, net | (22,907) | (5,559) | (114,597) | (29,173) | ||
Income (loss) from continuing operations before income taxes | (83,221) | (133,994) | (375,200) | (442,203) | ||
ASSETS | ||||||
Total assets (1) | [1] | 7,960,547 | 7,960,547 | $ 8,401,984 | ||
U.S. Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 273,996 | 222,747 | 779,393 | 572,025 | ||
Canada Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 26,645 | 18,073 | 75,974 | 63,002 | ||
International Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 377,125 | 374,106 | 1,123,956 | 1,092,667 | ||
Drilling Solutions | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | (60,923) | 37,506 | 183,430 | 96,700 | ||
Rig Technologies | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 63,641 | 50,032 | 209,631 | 155,293 | ||
Operating segment | ||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 31,728 | (33,385) | 42,555 | (123,900) | ||
Operating segment | U.S. Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 273,996 | 222,747 | 779,393 | 572,025 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 2,578 | (53,536) | (30,275) | (172,797) | ||
ASSETS | ||||||
Total assets (1) | 3,078,789 | 3,078,789 | 3,203,560 | |||
Operating segment | Canada Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 26,645 | 18,073 | 75,974 | 63,002 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | (1,895) | (7,494) | (7,095) | (16,519) | ||
ASSETS | ||||||
Total assets (1) | 318,653 | 318,653 | 347,773 | |||
Operating segment | International Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 377,125 | 374,106 | 1,123,956 | 1,092,667 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 25,680 | 32,316 | 74,702 | 80,464 | ||
ASSETS | ||||||
Total assets (1) | 3,225,052 | 3,225,052 | 3,540,829 | |||
Operating segment | Drilling Solutions | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 60,923 | 37,506 | 183,430 | 96,700 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 9,506 | 5,864 | 25,773 | 8,658 | ||
ASSETS | ||||||
Total assets (1) | 229,984 | 229,984 | 182,162 | |||
Operating segment | Rig Technologies | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 63,641 | 50,032 | 209,631 | 155,293 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | (4,141) | (10,535) | (20,550) | (23,706) | ||
ASSETS | ||||||
Total assets (1) | 429,546 | 429,546 | 459,665 | |||
Other reconciling items (3) | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Revenue | 22,905 | 40,361 | 96,845 | 123,679 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | (39,285) | $ (40,820) | (125,725) | $ (123,531) | ||
ASSETS | ||||||
Total assets (1) | $ 678,523 | $ 678,523 | $ 667,995 | |||
[1] | The condensed consolidated balance sheet as of September 30, 2018 and December 31, 2017 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 779,425 | $ 662,103 | $ 2,275,539 | $ 1,856,008 |
U.S. Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 273,996 | 222,747 | 779,393 | 572,025 |
Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 26,645 | 18,073 | 75,974 | 63,002 |
International Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 377,125 | 374,106 | 1,123,956 | 1,092,667 |
Drilling Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (60,923) | 37,506 | 183,430 | 96,700 |
Rig Technologies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 63,641 | 50,032 | 209,631 | 155,293 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (22,905) | 40,361 | (96,845) | (123,679) |
Operating segment | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 319,687 | 266,971 | 937,527 | 708,405 |
Operating segment | Offshore Gulf Of Mexico [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 35,287 | 21,397 | 94,452 | 51,250 |
Operating segment | Alaska | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 11,576 | 13,799 | 41,724 | 38,811 |
Operating segment | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 31,209 | 20,875 | 97,867 | 72,648 |
Operating segment | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 243,934 | 223,836 | 746,743 | 651,663 |
Operating segment | Latin America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 99,051 | 100,334 | 281,967 | 298,829 |
Operating segment | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 61,586 | 55,252 | 172,104 | 158,081 |
Operating segment | U.S. Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 273,996 | 222,747 | 779,393 | 572,025 |
Operating segment | U.S. Drilling | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 231,935 | 188,947 | 655,916 | 486,297 |
Operating segment | U.S. Drilling | Offshore Gulf Of Mexico [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 31,942 | 21,209 | 84,997 | 50,876 |
Operating segment | U.S. Drilling | Alaska | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 10,119 | 12,591 | 38,480 | 34,852 |
Operating segment | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 26,645 | 18,073 | 75,974 | 63,002 |
Operating segment | Canada Drilling | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 26,645 | 18,073 | 75,974 | 63,002 |
Operating segment | International Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 377,125 | 374,106 | 1,123,956 | 1,092,667 |
Operating segment | International Drilling | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 226,926 | 219,494 | 701,292 | 638,047 |
Operating segment | International Drilling | Latin America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 94,048 | 99,585 | 265,738 | 296,950 |
Operating segment | International Drilling | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 56,151 | 55,027 | 156,926 | 157,670 |
Operating segment | Drilling Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 60,923 | 37,506 | 183,430 | 96,700 |
Operating segment | Drilling Solutions | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 42,045 | 32,649 | 127,733 | 81,478 |
Operating segment | Drilling Solutions | Offshore Gulf Of Mexico [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 3,345 | 188 | 9,455 | 374 |
Operating segment | Drilling Solutions | Alaska | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,248 | 1,021 | 2,691 | 3,457 |
Operating segment | Drilling Solutions | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,081 | 1,303 | 4,797 | 4,608 |
Operating segment | Drilling Solutions | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 9,126 | 1,461 | 25,859 | 4,583 |
Operating segment | Drilling Solutions | Latin America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 3,399 | 749 | 11,048 | 1,879 |
Operating segment | Drilling Solutions | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 679 | 135 | 1,847 | 321 |
Operating segment | Rig Technologies | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 63,641 | 50,032 | 209,631 | 155,293 |
Operating segment | Rig Technologies | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 45,707 | 45,375 | 153,878 | 140,630 |
Operating segment | Rig Technologies | Alaska | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 209 | 187 | 553 | 502 |
Operating segment | Rig Technologies | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 3,483 | 1,499 | 17,096 | 5,038 |
Operating segment | Rig Technologies | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 7,882 | 2,881 | 19,592 | 9,033 |
Operating segment | Rig Technologies | Latin America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 1,604 | 5,181 | ||
Operating segment | Rig Technologies | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 4,756 | 90 | 13,331 | 90 |
Other reconciling items (1) | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (22,905) | (40,361) | (96,845) | (123,679) |
Other reconciling items (1) | Other | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | (22,905) | 40,361 | (96,845) | (123,679) |
Other reconciling items (3) | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 22,905 | $ 40,361 | $ 96,845 | $ 123,679 |
Revenue Recognition - Changes i
Revenue Recognition - Changes in Contract Assets and Contract Liabilities (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Accounts receivables current | |
Opening balance | $ 738,000 |
Closing balance | 804,900 |
Contract with customer assets current | |
Contract Assets (Current) | 67,000 |
Contract Assets (Current) | 59,300 |
Contract with customer non-current asset | |
Contract Assets (Long-term) | 46,900 |
Contract Assets (Long-term) | 32,700 |
Contract with customer liability current | |
Contract Liabilities (Current) | 218,370 |
Contract Liabilities (Current) | 159,416 |
Contract with customer liability non-current | |
Contract Liabilities (Long-term) | 135,000 |
Contract Liabilities (Long-term) | $ 65,000 |
2,018 | 59.00% |
Contract percentage recognized | 47 |
2,019 | 26 |
2020 or thereafter | 15 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-01-01 | |
Remaining performance obligations | |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |
Revenue, Remaining performance obligation, recognized timing of satisfaction period | 9 months |
Percentage of remaining performance obligation expected to be recognized in period | 63.00% |
Percentage of remaining performance olbigation recognized | 49 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Remaining performance obligations | |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |
Percentage of remaining performance obligation expected to be recognized in period | 22.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Remaining performance obligations | |
Revenue, Remaining performance obligation, expected timing of satisfaction period | |
Percentage of remaining performance obligation expected to be recognized in period | 15.00% |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Information - Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Current assets: | |||||
Cash and cash equivalents | $ 347,525 | $ 336,997 | $ 190,556 | $ 264,093 | |
Short-term investments | 41,033 | 28,369 | |||
Accounts receivable, net | 775,137 | 698,477 | |||
Inventory, net | 166,827 | 166,307 | |||
Assets held for sale | 20,289 | 37,052 | |||
Other current assets | 188,229 | 180,134 | |||
Total current assets | 1,539,040 | 1,447,336 | |||
Property, plant and equipment, net | 5,608,948 | 6,109,565 | |||
Goodwill | 172,976 | 173,226 | |||
Deferred income taxes | 407,851 | 419,003 | |||
Other long-term assets | 231,732 | 252,854 | |||
Total assets (1) | [1] | 7,960,547 | 8,401,984 | ||
Current liabilities: | |||||
Less: current portion | 433 | 181 | |||
Trade accounts payable | 331,713 | 363,416 | |||
Accrued liabilities | 392,476 | 533,044 | |||
Income taxes payable | 27,770 | 22,835 | |||
Total current liabilities | 752,392 | 919,476 | |||
Long-term debt | 3,737,273 | 4,027,766 | |||
Other long-term liabilities | 272,607 | 301,633 | |||
Deferred income taxes | 23,782 | 10,338 | |||
Total liabilities (1) | [1] | 4,786,054 | 5,259,213 | ||
Redeemable noncontrolling interest in subsidiary (Note 3) | 210,665 | 203,998 | |||
Shareholders' equity | 2,931,222 | 2,911,816 | |||
Noncontrolling interest | 32,606 | 26,957 | |||
Total equity | 2,963,828 | 2,938,773 | $ 2,927,221 | $ 3,254,795 | |
Total liabilities and equity | 7,960,547 | 8,401,984 | |||
Consolidating Adjustments | |||||
Current assets: | |||||
Intercompany receivables | (475,124) | (614,694) | |||
Investment in consolidated affiliates | (12,335,978) | (12,131,052) | |||
Deferred income taxes | (376,767) | (333,349) | |||
Other long-term assets | (19,325) | (72,143) | |||
Total assets (1) | (13,207,194) | (13,151,238) | |||
Current liabilities: | |||||
Long-term debt | (19,325) | (72,143) | |||
Deferred income taxes | (376,767) | (333,349) | |||
Intercompany payable | (475,124) | (614,694) | |||
Total liabilities (1) | (871,216) | (1,020,186) | |||
Shareholders' equity | (12,335,978) | (12,131,052) | |||
Total equity | (12,335,978) | (12,131,052) | |||
Total liabilities and equity | (13,207,194) | (13,151,238) | |||
Parent Company | Reportable Legal Entities | |||||
Current assets: | |||||
Cash and cash equivalents | 769 | 1,091 | |||
Other current assets | 50 | 50 | |||
Total current assets | 819 | 1,141 | |||
Intercompany receivables | 92,611 | 133,602 | |||
Investment in consolidated affiliates | 2,867,184 | 2,799,320 | |||
Total assets (1) | 2,960,614 | 2,934,063 | |||
Current liabilities: | |||||
Trade accounts payable | 173 | 147 | |||
Accrued liabilities | 29,219 | 21,100 | |||
Total current liabilities | 29,392 | 21,247 | |||
Intercompany payable | 1,000 | ||||
Total liabilities (1) | 29,392 | 22,247 | |||
Shareholders' equity | 2,931,222 | 2,911,816 | |||
Total equity | 2,931,222 | 2,911,816 | |||
Total liabilities and equity | $ 2,960,614 | 2,934,063 | |||
Guarantor Subsidiaries | |||||
Condensed Consolidating Financial Information | |||||
Ownership percentage | 100.00% | ||||
Guarantor Subsidiaries | Reportable Legal Entities | |||||
Current assets: | |||||
Cash and cash equivalents | $ 42 | 44 | |||
Other current assets | 56 | ||||
Total current assets | 42 | 100 | |||
Intercompany receivables | 382,513 | 481,092 | |||
Investment in consolidated affiliates | 5,416,336 | 5,531,799 | |||
Deferred income taxes | 376,767 | 333,349 | |||
Other long-term assets | 173 | 78 | |||
Total assets (1) | 6,175,831 | 6,346,418 | |||
Current liabilities: | |||||
Trade accounts payable | 152 | 124 | |||
Accrued liabilities | 20,248 | 67,760 | |||
Total current liabilities | 20,400 | 67,884 | |||
Long-term debt | 3,756,598 | 4,099,909 | |||
Other long-term liabilities | 16,306 | 16,284 | |||
Total liabilities (1) | 3,793,304 | 4,184,077 | |||
Shareholders' equity | 2,382,527 | 2,162,341 | |||
Total equity | 2,382,527 | 2,162,341 | |||
Total liabilities and equity | 6,175,831 | 6,346,418 | |||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | |||||
Current assets: | |||||
Cash and cash equivalents | 346,714 | 335,862 | |||
Short-term investments | 41,033 | 28,369 | |||
Accounts receivable, net | 775,137 | 698,477 | |||
Inventory, net | 166,827 | 166,307 | |||
Assets held for sale | 20,289 | 37,052 | |||
Other current assets | 188,179 | 180,028 | |||
Total current assets | 1,538,179 | 1,446,095 | |||
Property, plant and equipment, net | 5,608,948 | 6,109,565 | |||
Goodwill | 172,976 | 173,226 | |||
Investment in consolidated affiliates | 4,052,458 | 3,799,933 | |||
Deferred income taxes | 407,851 | 419,003 | |||
Other long-term assets | 250,884 | 324,919 | |||
Total assets (1) | 12,031,296 | 12,272,741 | |||
Current liabilities: | |||||
Less: current portion | 433 | 181 | |||
Trade accounts payable | 331,388 | 363,145 | |||
Accrued liabilities | 343,009 | 444,184 | |||
Income taxes payable | 27,770 | 22,835 | |||
Total current liabilities | 702,600 | 830,345 | |||
Other long-term liabilities | 256,301 | 285,349 | |||
Deferred income taxes | 400,549 | 343,687 | |||
Intercompany payable | 475,124 | 613,694 | |||
Total liabilities (1) | 1,834,574 | 2,073,075 | |||
Redeemable noncontrolling interest in subsidiary (Note 3) | 210,665 | 203,998 | |||
Shareholders' equity | 9,953,451 | 9,968,711 | |||
Noncontrolling interest | 32,606 | 26,957 | |||
Total equity | 9,986,057 | 9,995,668 | |||
Total liabilities and equity | $ 12,031,296 | $ 12,272,741 | |||
[1] | The condensed consolidated balance sheet as of September 30, 2018 and December 31, 2017 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Information - Statements of Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues and other income: | ||||
Revenue | $ 779,425 | $ 662,103 | $ 2,275,539 | $ 1,856,008 |
Earnings (losses) from unconsolidated affiliates | 4 | 1 | 6 | |
Investment income (loss) | (1,342) | 373 | (4,041) | 208 |
Total revenues and other income | 778,083 | 662,480 | 2,271,499 | 1,856,222 |
Costs and other deductions: | ||||
Direct costs | 497,194 | 441,263 | 1,466,572 | 1,246,428 |
General and administrative expenses | 66,813 | 65,010 | 209,207 | 192,114 |
Research and engineering | 14,458 | 12,960 | 42,703 | 36,060 |
Depreciation and amortization | 208,517 | 217,075 | 640,227 | 628,837 |
Interest expense | 51,415 | 54,607 | 173,393 | 165,813 |
Other, net | 22,907 | 5,559 | 114,597 | 29,173 |
Total costs and other deductions | 861,304 | 796,474 | 2,646,699 | 2,298,425 |
Income (loss) from continuing operations before income taxes | (83,221) | (133,994) | (375,200) | (442,203) |
Income tax expense (benefit) | 10,489 | (14,709) | 57,312 | (59,814) |
Income (loss) from continuing operations, net of tax | (93,710) | (119,285) | (432,512) | (382,389) |
Income (loss) from discontinued operations, net of tax | (13,933) | (27,134) | (14,592) | (43,077) |
Net income (loss) | (107,643) | (146,419) | (447,104) | (425,466) |
Less: Net (income) loss attributable to noncontrolling interest | (6,934) | (2,113) | (10,426) | (5,001) |
Net income (loss) attributable to Nabors | (114,577) | (148,532) | (457,530) | (430,467) |
Less: preferred stock dividends | (4,313) | (7,993) | ||
Net income (loss) attributable to Nabors common shareholders | (118,890) | (148,532) | (465,523) | (430,467) |
Reportable Legal Entities | ||||
Revenues and other income: | ||||
Revenue | 779,425 | 662,103 | ||
Earnings (losses) from unconsolidated affiliates | 4 | |||
Investment income (loss) | (1,342) | 373 | ||
Total revenues and other income | 778,083 | 662,480 | ||
Costs and other deductions: | ||||
Direct costs | 497,194 | 441,263 | ||
General and administrative expenses | 66,813 | 65,010 | ||
Research and engineering | 14,458 | 12,960 | ||
Depreciation and amortization | 208,517 | 217,075 | ||
Interest expense | 51,415 | 54,607 | ||
Other, net | 22,907 | 5,559 | ||
Total costs and other deductions | 861,304 | 796,474 | ||
Income (loss) from continuing operations before income taxes | (83,221) | (133,994) | ||
Income tax expense (benefit) | 10,489 | (14,709) | ||
Income (loss) from continuing operations, net of tax | (93,710) | (119,285) | ||
Income (loss) from discontinued operations, net of tax | (13,933) | (27,134) | ||
Net income (loss) | (107,643) | (146,419) | ||
Less: Net (income) loss attributable to noncontrolling interest | (6,934) | (2,113) | ||
Net income (loss) attributable to Nabors | (114,577) | (148,532) | ||
Less: preferred stock dividends | (4,313) | |||
Net income (loss) attributable to Nabors common shareholders | (118,890) | |||
Consolidating Adjustments | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | 3,163 | 242,768 | 271,002 | 746,229 |
Investment income (loss) | (3,168) | (2,980) | (9,317) | (8,940) |
Total revenues and other income | (5) | 239,788 | 261,685 | 737,289 |
Costs and other deductions: | ||||
General and administrative expenses | 10 | (490) | (498) | (994) |
Other, net | (10) | 490 | 498 | 994 |
Income (loss) from continuing operations before income taxes | (5) | 239,788 | 261,685 | 737,289 |
Income (loss) from continuing operations, net of tax | (5) | 239,788 | 261,685 | 737,289 |
Net income (loss) | (5) | 239,788 | 261,685 | 737,289 |
Net income (loss) attributable to Nabors | (5) | 239,788 | 261,685 | 737,289 |
Net income (loss) attributable to Nabors common shareholders | (5) | 261,685 | ||
Parent Company | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | (112,066) | (144,837) | ||
Investment income (loss) | 1 | |||
Total revenues and other income | (112,066) | (144,836) | ||
Costs and other deductions: | ||||
General and administrative expenses | 2,294 | 3,705 | ||
Other, net | 206 | (9) | ||
Intercompany interest expense | 11 | |||
Total costs and other deductions | 2,511 | 3,696 | ||
Income (loss) from continuing operations before income taxes | (114,577) | (148,532) | ||
Income (loss) from continuing operations, net of tax | (114,577) | (148,532) | ||
Net income (loss) | (114,577) | (148,532) | ||
Net income (loss) attributable to Nabors | (114,577) | (148,532) | ||
Less: preferred stock dividends | (4,313) | |||
Net income (loss) attributable to Nabors common shareholders | (118,890) | |||
Parent Company | Reportable Legal Entities | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | (448,485) | (420,300) | ||
Investment income (loss) | 2 | 16 | ||
Total revenues and other income | (448,483) | (420,284) | ||
Costs and other deductions: | ||||
General and administrative expenses | 7,531 | 10,362 | ||
Other, net | 1,405 | (170) | ||
Intercompany interest expense | 111 | (9) | ||
Total costs and other deductions | 9,047 | 10,183 | ||
Income (loss) from continuing operations before income taxes | (457,530) | (430,467) | ||
Income (loss) from continuing operations, net of tax | (457,530) | (430,467) | ||
Net income (loss) | (457,530) | (430,467) | ||
Net income (loss) attributable to Nabors | (457,530) | (430,467) | ||
Less: preferred stock dividends | (7,993) | |||
Net income (loss) attributable to Nabors common shareholders | (465,523) | |||
Guarantor Subsidiaries | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | 78,395 | (31,085) | ||
Investment income (loss) | (1) | |||
Total revenues and other income | 78,395 | (31,086) | ||
Costs and other deductions: | ||||
General and administrative expenses | 94 | 243 | ||
Depreciation and amortization | 31 | 31 | ||
Interest expense | 51,590 | 56,429 | ||
Other, net | 10,476 | 60 | ||
Total costs and other deductions | 62,191 | 56,763 | ||
Income (loss) from continuing operations before income taxes | 16,204 | (87,849) | ||
Income tax expense (benefit) | (14,304) | (21,003) | ||
Income (loss) from continuing operations, net of tax | 30,508 | (66,846) | ||
Net income (loss) | 30,508 | (66,846) | ||
Net income (loss) attributable to Nabors | 30,508 | (66,846) | ||
Net income (loss) attributable to Nabors common shareholders | 30,508 | |||
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | 161,420 | (102,067) | ||
Investment income (loss) | 63 | |||
Total revenues and other income | 161,420 | (102,004) | ||
Costs and other deductions: | ||||
General and administrative expenses | 493 | 573 | ||
Depreciation and amortization | 93 | 93 | ||
Interest expense | 177,713 | 173,689 | ||
Other, net | 10,476 | 19,033 | ||
Total costs and other deductions | 188,775 | 193,388 | ||
Income (loss) from continuing operations before income taxes | (27,355) | (295,392) | ||
Income tax expense (benefit) | (43,418) | (71,530) | ||
Income (loss) from continuing operations, net of tax | 16,063 | (223,862) | ||
Net income (loss) | 16,063 | (223,862) | ||
Net income (loss) attributable to Nabors | 16,063 | (223,862) | ||
Net income (loss) attributable to Nabors common shareholders | 16,063 | |||
Other Subsidiaries (Non-Guarantors) | ||||
Revenues and other income: | ||||
Revenue | 779,425 | 662,103 | ||
Earnings (losses) from unconsolidated affiliates | 4 | |||
Earnings (losses) from consolidated affiliates | 30,508 | (66,846) | ||
Investment income (loss) | 1,826 | 3,353 | ||
Total revenues and other income | 811,759 | 598,614 | ||
Costs and other deductions: | ||||
Direct costs | 497,194 | 441,263 | ||
General and administrative expenses | 64,415 | 61,552 | ||
Research and engineering | 14,458 | 12,960 | ||
Depreciation and amortization | 208,486 | 217,044 | ||
Interest expense | (175) | (1,822) | ||
Other, net | 12,235 | 5,018 | ||
Intercompany interest expense | (11) | |||
Total costs and other deductions | 796,602 | 736,015 | ||
Income (loss) from continuing operations before income taxes | 15,157 | (137,401) | ||
Income tax expense (benefit) | 24,793 | 6,294 | ||
Income (loss) from continuing operations, net of tax | (9,636) | (143,695) | ||
Income (loss) from discontinued operations, net of tax | (13,933) | (27,134) | ||
Net income (loss) | (23,569) | (170,829) | ||
Less: Net (income) loss attributable to noncontrolling interest | (6,934) | (2,113) | ||
Net income (loss) attributable to Nabors | (30,503) | $ (172,942) | ||
Net income (loss) attributable to Nabors common shareholders | $ (30,503) | |||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||||
Revenues and other income: | ||||
Revenue | 2,275,539 | 1,856,008 | ||
Earnings (losses) from unconsolidated affiliates | 1 | 6 | ||
Earnings (losses) from consolidated affiliates | 16,063 | (223,862) | ||
Investment income (loss) | 5,274 | 9,069 | ||
Total revenues and other income | 2,296,877 | 1,641,221 | ||
Costs and other deductions: | ||||
Direct costs | 1,466,572 | 1,246,428 | ||
General and administrative expenses | 201,681 | 182,173 | ||
Research and engineering | 42,703 | 36,060 | ||
Depreciation and amortization | 640,134 | 628,744 | ||
Interest expense | (4,320) | (7,876) | ||
Other, net | 102,218 | 9,316 | ||
Intercompany interest expense | (111) | 9 | ||
Total costs and other deductions | 2,448,877 | 2,094,854 | ||
Income (loss) from continuing operations before income taxes | (152,000) | (453,633) | ||
Income tax expense (benefit) | 100,730 | 11,716 | ||
Income (loss) from continuing operations, net of tax | (252,730) | (465,349) | ||
Income (loss) from discontinued operations, net of tax | (14,592) | (43,077) | ||
Net income (loss) | (267,322) | (508,426) | ||
Less: Net (income) loss attributable to noncontrolling interest | (10,426) | (5,001) | ||
Net income (loss) attributable to Nabors | (277,748) | $ (513,427) | ||
Net income (loss) attributable to Nabors common shareholders | $ (277,748) |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Information - Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | $ (114,577) | $ (148,532) | $ (457,530) | $ (430,467) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 5,309 | 16,444 | (9,604) | 31,183 |
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | (5,706) | (5,122) | ||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 1,341 | |||
Unrealized gains (losses) on marketable securities | (5,706) | (3,781) | ||
Pension liability amortization and adjustment | 54 | 50 | 162 | 150 |
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 153 | 425 | 459 |
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | 5,506 | 10,941 | (18,161) | 28,011 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 78 | 139 | 235 |
Other comprehensive income (loss), net of tax | 5,458 | 10,863 | (18,300) | 27,776 |
Comprehensive income (loss) attributable to Nabors | (109,119) | (137,669) | (475,830) | (402,691) |
Net income (loss) attributable to noncontrolling interest | 6,934 | 2,113 | 10,426 | 5,001 |
Translation adjustment attributable to noncontrolling interest | 58 | 160 | (101) | 317 |
Comprehensive income (loss) attributable to noncontrolling interest | 6,992 | 2,273 | 10,325 | 5,318 |
Comprehensive income (loss) | (102,127) | (135,396) | (465,505) | (397,373) |
Reportable Legal Entities | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (114,577) | (148,532) | ||
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 5,309 | 16,444 | ||
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | (5,706) | |||
Unrealized gains (losses) on marketable securities | (5,706) | |||
Pension liability amortization and adjustment | 54 | 50 | ||
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 153 | ||
Other comprehensive income (loss), before tax | 5,506 | 10,941 | ||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 78 | ||
Other comprehensive income (loss), net of tax | 5,458 | 10,863 | ||
Comprehensive income (loss) attributable to Nabors | (109,119) | (137,669) | ||
Net income (loss) attributable to noncontrolling interest | 6,934 | 2,113 | ||
Translation adjustment attributable to noncontrolling interest | 58 | 160 | ||
Comprehensive income (loss) attributable to noncontrolling interest | 6,992 | 2,273 | ||
Comprehensive income (loss) | (102,127) | (135,396) | ||
Consolidating Adjustments | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (5) | 239,788 | 261,685 | 737,289 |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (5,309) | (16,444) | 9,604 | (31,183) |
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | 5,706 | 5,122 | ||
Less: reclassification adjustment for (gains) losses included in net income (loss) | (1,341) | |||
Unrealized gains (losses) on marketable securities | 5,706 | 3,781 | ||
Pension liability amortization and adjustment | (162) | (150) | (486) | (450) |
Unrealized gains (losses) and amortization on cash flow hedges | (286) | (306) | (850) | (918) |
Adoption of ASU No. 2016-01 | 9,144 | |||
Other comprehensive income (loss), before tax | (5,757) | (11,194) | 17,412 | (28,770) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | (144) | (234) | (417) | (705) |
Other comprehensive income (loss), net of tax | (5,613) | (10,960) | 17,829 | (28,065) |
Comprehensive income (loss) attributable to Nabors | (5,618) | 228,828 | 279,514 | 709,224 |
Comprehensive income (loss) | (5,618) | 228,828 | 279,514 | 709,224 |
Parent Company | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (114,577) | (148,532) | ||
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 5,309 | 16,444 | ||
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | (5,706) | |||
Unrealized gains (losses) on marketable securities | (5,706) | |||
Pension liability amortization and adjustment | 54 | 50 | ||
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 153 | ||
Other comprehensive income (loss), before tax | 5,506 | 10,941 | ||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 78 | ||
Other comprehensive income (loss), net of tax | 5,458 | 10,863 | ||
Comprehensive income (loss) attributable to Nabors | (109,119) | (137,669) | ||
Comprehensive income (loss) | (109,119) | (137,669) | ||
Parent Company | Reportable Legal Entities | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (457,530) | (430,467) | ||
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (9,604) | 31,183 | ||
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | (5,122) | |||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 1,341 | |||
Unrealized gains (losses) on marketable securities | (3,781) | |||
Pension liability amortization and adjustment | 162 | 150 | ||
Unrealized gains (losses) and amortization on cash flow hedges | 425 | 459 | ||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | (18,161) | 28,011 | ||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 139 | 235 | ||
Other comprehensive income (loss), net of tax | (18,300) | 27,776 | ||
Comprehensive income (loss) attributable to Nabors | (475,830) | (402,691) | ||
Comprehensive income (loss) | (475,830) | (402,691) | ||
Guarantor Subsidiaries | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | 30,508 | (66,846) | ||
Unrealized gains (losses) on marketable securities: | ||||
Pension liability amortization and adjustment | 54 | 50 | ||
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 153 | ||
Other comprehensive income (loss), before tax | 197 | 203 | ||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 78 | ||
Other comprehensive income (loss), net of tax | 149 | 125 | ||
Comprehensive income (loss) attributable to Nabors | 30,657 | (66,721) | ||
Comprehensive income (loss) | 30,657 | (66,721) | ||
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | 16,063 | (223,862) | ||
Unrealized gains (losses) on marketable securities: | ||||
Pension liability amortization and adjustment | 162 | 150 | ||
Unrealized gains (losses) and amortization on cash flow hedges | 425 | 459 | ||
Other comprehensive income (loss), before tax | 587 | 609 | ||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 139 | 235 | ||
Other comprehensive income (loss), net of tax | 448 | 374 | ||
Comprehensive income (loss) attributable to Nabors | 16,511 | (223,488) | ||
Comprehensive income (loss) | 16,511 | (223,488) | ||
Other Subsidiaries (Non-Guarantors) | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (30,503) | (172,942) | ||
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 5,309 | 16,444 | ||
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | (5,706) | |||
Unrealized gains (losses) on marketable securities | (5,706) | |||
Pension liability amortization and adjustment | 108 | 100 | ||
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 153 | ||
Other comprehensive income (loss), before tax | 5,560 | 10,991 | ||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 96 | 156 | ||
Other comprehensive income (loss), net of tax | 5,464 | 10,835 | ||
Comprehensive income (loss) attributable to Nabors | (25,039) | (162,107) | ||
Net income (loss) attributable to noncontrolling interest | 6,934 | 2,113 | ||
Translation adjustment attributable to noncontrolling interest | 58 | 160 | ||
Comprehensive income (loss) attributable to noncontrolling interest | 6,992 | 2,273 | ||
Comprehensive income (loss) | $ (18,047) | $ (159,834) | ||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (277,748) | (513,427) | ||
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (9,604) | 31,183 | ||
Unrealized gains (losses) on marketable securities: | ||||
Unrealized gains (losses) on marketable securities | (5,122) | |||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 1,341 | |||
Unrealized gains (losses) on marketable securities | (3,781) | |||
Pension liability amortization and adjustment | 324 | 300 | ||
Unrealized gains (losses) and amortization on cash flow hedges | 425 | 459 | ||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | (17,999) | 28,161 | ||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 278 | 470 | ||
Other comprehensive income (loss), net of tax | (18,277) | 27,691 | ||
Comprehensive income (loss) attributable to Nabors | (296,025) | (485,736) | ||
Net income (loss) attributable to noncontrolling interest | 10,426 | 5,001 | ||
Translation adjustment attributable to noncontrolling interest | (101) | 317 | ||
Comprehensive income (loss) attributable to noncontrolling interest | 10,325 | 5,318 | ||
Comprehensive income (loss) | $ (285,700) | $ (480,418) |
Condensed Consolidating Finan_6
Condensed Consolidating Financial Information - Cash Flows (Details) - USD ($) $ in Thousands | Oct. 02, 2018 | Jul. 03, 2018 | Apr. 03, 2018 | Jun. 30, 2018 | Sep. 30, 2018 | Sep. 30, 2017 |
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | $ 76,919 | $ (36,109) | ||||
Cash flows from investing activities: | ||||||
Purchases of investments | (676) | (6,722) | ||||
Sales and maturities of investments | 2,962 | 12,533 | ||||
Cash paid for acquisitions of businesses, net of cash acquired | (50,764) | |||||
Capital expenditures | (338,968) | (448,864) | ||||
Proceeds from sales of assets and insurance claims | 86,666 | 32,805 | ||||
Net cash (used for) provided by investing activities | (250,016) | (461,012) | ||||
Cash flows from financing activities: | ||||||
Increase (decrease) in cash overdrafts | (261) | (78) | ||||
Debt issuance costs | (13,262) | (11,039) | ||||
Proceeds from (payments for) issuance of common shares | $ 21,800 | 301,835 | 8,300 | |||
Reduction of long-term debt | (774,802) | (382,815) | ||||
Dividends to shareholders | $ (21,400) | $ (21,500) | $ (19,100) | (57,661) | (51,346) | |
Proceeds from (payments for) commercial paper, net | (40,000) | 78,000 | ||||
Purchase of capped call hedge transactions | (40,250) | |||||
Proceeds from revolving credit facilities | 905,000 | 410,000 | ||||
Reduction in revolving credit facilities | (1,200,000) | |||||
Dividends to preferred shareholders | (3,680) | |||||
Proceeds from (payments for) short-term borrowings | 252 | (528) | ||||
Proceeds from issuance of preferred stock, net of issuance costs | 278,358 | |||||
Proceeds from issuance of long-term debt | 800,000 | 411,200 | ||||
Payments on term loan | (162,500) | |||||
Cash proceeds (payments) from equity component of exchangeable debt | 159,952 | |||||
Noncontrolling interest contribution | 20,000 | |||||
Distributions to noncontrolling interest | (4,676) | (7,272) | ||||
Other changes | (3,722) | (7,864) | ||||
Net cash (used for) provided by financing activities | 187,381 | 423,760 | ||||
Effect of exchange rate changes on cash and cash equivalents | (5,320) | 251 | ||||
Net increase (decrease) in cash and cash equivalents | 8,964 | (73,110) | ||||
Cash and cash equivalents and restricted cash, beginning of period | 342,029 | 264,990 | ||||
Cash and cash equivalents and restricted cash, end of period | 350,993 | 191,880 | ||||
Consolidating Adjustments | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | (40,017) | (88,939) | ||||
Cash flows from investing activities: | ||||||
Cash paid for investments in consolidated affiliates | 786,500 | 76,060 | ||||
Net cash (used for) provided by investing activities | 786,500 | 76,060 | ||||
Cash flows from financing activities: | ||||||
Dividends to shareholders | 9,317 | 8,939 | ||||
Proceeds from parent contributions | (786,500) | (76,060) | ||||
Distribution from subsidiary to parent | 30,700 | 80,000 | ||||
Net cash (used for) provided by financing activities | (746,483) | 12,879 | ||||
Parent Company | Reportable Legal Entities | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | 82,365 | 103,187 | ||||
Cash flows from investing activities: | ||||||
Cash paid for investments in consolidated affiliates | (587,500) | (100) | ||||
Net cash (used for) provided by investing activities | (587,500) | (100) | ||||
Cash flows from financing activities: | ||||||
Proceeds from (payments for) issuance of common shares | 301,835 | 8,300 | ||||
Dividends to shareholders | (66,978) | (60,285) | ||||
Proceeds from issuance of intercompany debt | 20,000 | 35,000 | ||||
Dividends to preferred shareholders | (3,680) | |||||
Proceeds from issuance of preferred stock, net of issuance costs | 278,358 | |||||
Paydown of intercompany debt | (21,000) | (79,000) | ||||
Other changes | (3,722) | (7,864) | ||||
Net cash (used for) provided by financing activities | 504,813 | (103,849) | ||||
Net increase (decrease) in cash and cash equivalents | (322) | (762) | ||||
Cash and cash equivalents and restricted cash, beginning of period | 1,091 | 1,148 | ||||
Cash and cash equivalents and restricted cash, end of period | 769 | 386 | ||||
Guarantor Subsidiaries | Reportable Legal Entities | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | (203,493) | (199,071) | ||||
Cash flows from investing activities: | ||||||
Change in intercompany balances | 327,555 | (424,133) | ||||
Net cash (used for) provided by investing activities | 327,555 | (424,133) | ||||
Cash flows from financing activities: | ||||||
Debt issuance costs | (13,262) | (11,039) | ||||
Reduction of long-term debt | (774,802) | (270,269) | ||||
Proceeds from (payments for) commercial paper, net | (40,000) | 78,000 | ||||
Proceeds from issuance of intercompany debt | 20,000 | |||||
Purchase of capped call hedge transactions | (40,250) | |||||
Proceeds from revolving credit facilities | 905,000 | 410,000 | ||||
Reduction in revolving credit facilities | (1,200,000) | |||||
Proceeds from issuance of long-term debt | 800,000 | 411,200 | ||||
Payments on term loan | (162,500) | |||||
Paydown of intercompany debt | (20,000) | |||||
Cash proceeds (payments) from equity component of exchangeable debt | 159,952 | |||||
Proceeds from parent contributions | 199,000 | 37,980 | ||||
Net cash (used for) provided by financing activities | (124,064) | 613,074 | ||||
Net increase (decrease) in cash and cash equivalents | (2) | (10,130) | ||||
Cash and cash equivalents and restricted cash, beginning of period | 44 | 10,177 | ||||
Cash and cash equivalents and restricted cash, end of period | 42 | 47 | ||||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | 238,064 | 148,714 | ||||
Cash flows from investing activities: | ||||||
Purchases of investments | (676) | (6,722) | ||||
Sales and maturities of investments | 2,962 | 12,533 | ||||
Cash paid for acquisitions of businesses, net of cash acquired | (50,764) | |||||
Cash paid for investments in consolidated affiliates | (199,000) | (75,960) | ||||
Capital expenditures | (338,968) | (448,864) | ||||
Proceeds from sales of assets and insurance claims | 86,666 | 32,805 | ||||
Change in intercompany balances | (327,555) | 424,133 | ||||
Net cash (used for) provided by investing activities | (776,571) | (112,839) | ||||
Cash flows from financing activities: | ||||||
Increase (decrease) in cash overdrafts | (261) | (78) | ||||
Reduction of long-term debt | (112,546) | |||||
Proceeds from issuance of intercompany debt | (20,000) | (55,000) | ||||
Proceeds from (payments for) short-term borrowings | 252 | (528) | ||||
Paydown of intercompany debt | 21,000 | 99,000 | ||||
Noncontrolling interest contribution | 20,000 | |||||
Distributions to noncontrolling interest | (4,676) | (7,272) | ||||
Proceeds from parent contributions | 587,500 | 38,080 | ||||
Distribution from subsidiary to parent | (30,700) | (80,000) | ||||
Net cash (used for) provided by financing activities | 553,115 | (98,344) | ||||
Effect of exchange rate changes on cash and cash equivalents | (5,320) | 251 | ||||
Net increase (decrease) in cash and cash equivalents | 9,288 | (62,218) | ||||
Cash and cash equivalents and restricted cash, beginning of period | 340,894 | 253,665 | ||||
Cash and cash equivalents and restricted cash, end of period | $ 350,182 | $ 191,447 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | Oct. 03, 2018USD ($) |
Subsequent Event | Petro Mar Technologies | |
Subsequent event | |
Total consideration | $ 25 |