Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 21, 2019 | Jun. 29, 2018 | |
Document and Entity Information | |||
Entity Registrant Name | NABORS INDUSTRIES LTD | ||
Entity Central Index Key | 1,163,739 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 2,210,504,269 | ||
Entity Common Stock, Shares Outstanding | 358,791,975 | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 447,766,000 | $ 336,997,000 |
Short-term investments | 34,036,000 | 28,369,000 |
Accounts receivable, net | 756,320,000 | 698,477,000 |
Inventory, net | 165,587,000 | 166,307,000 |
Assets held for sale | 12,250,000 | 37,052,000 |
Other current assets | 177,604,000 | 180,134,000 |
Total current assets | 1,593,563,000 | 1,447,336,000 |
Property, plant and equipment, net | 5,467,870,000 | 6,109,565,000 |
Goodwill | 183,914,000 | 173,226,000 |
Deferred income taxes | 345,091,000 | 419,003,000 |
Other long-term assets | 263,506,000 | 252,854,000 |
Total assets (1) | 7,853,944,000 | 8,401,984,000 |
Current liabilities: | ||
Current portion of debt | 561,000 | 181,000 |
Trade accounts payable | 392,843,000 | 363,416,000 |
Accrued liabilities | 417,912,000 | 533,044,000 |
Income taxes payable | 20,761,000 | 22,835,000 |
Total current liabilities | 832,077,000 | 919,476,000 |
Long-term debt | 3,585,884,000 | 4,027,766,000 |
Other long-term liabilities | 274,485,000 | 301,633,000 |
Deferred income taxes | 6,311,000 | 10,338,000 |
Total liabilities (1) | 4,698,757,000 | 5,259,213,000 |
Commitments and contingencies (Note 17) | ||
Redeemable noncontrolling interest in subsidiary (Note 14) | 404,861,000 | 203,998,000 |
Shareholders' equity: | ||
Preferred shares, par value $0.001 per share: Series A 6% Cumulative Mandatory Convertible; $50 per share liquidation preference; issued 5,750 | 6,000 | |
Common shares, par value $0.001 per share: Authorized common shares 800,000; issued 409,652 and 367,510, respectively | 410,000 | 368,000 |
Capital in excess of par value | 3,392,937,000 | 2,791,129,000 |
Accumulated other comprehensive income (loss) | (29,325,000) | 11,185,000 |
Retained earnings | 650,842,000 | 1,423,154,000 |
Less: treasury shares, at cost, 52,800 and 52,800 common shares, respectively | (1,314,020,000) | (1,314,020,000) |
Total shareholders' equity | 2,700,850,000 | 2,911,816,000 |
Noncontrolling interest | 49,476,000 | 26,957,000 |
Total equity | 2,750,326,000 | 2,938,773,000 |
Total liabilities and equity | $ 7,853,944,000 | $ 8,401,984,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
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 | 800,000,000 | 800,000,000 |
Common shares, shares issued | 409,652,000 | 367,510,000 |
Treasury shares, at cost | 52,800,000 | 52,800,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues and other income: | |||
Operating revenues | $ 3,057,619 | $ 2,564,285 | $ 2,227,839 |
Earnings (losses) from unconsolidated affiliates | 1 | 7 | (221,914) |
Investment income (loss) | (9,499) | 1,194 | 1,183 |
Total revenues and other income | 3,048,121 | 2,565,486 | 2,007,108 |
Costs and other deductions: | |||
Direct costs | 1,976,974 | 1,718,069 | 1,344,298 |
General and administrative expenses | 265,822 | 251,184 | 227,639 |
Research and engineering | 56,147 | 51,069 | 33,582 |
Depreciation and amortization | 866,870 | 842,943 | 871,631 |
Interest expense | 227,124 | 222,889 | 185,360 |
Impairments and other charges | 144,446 | 44,536 | 498,499 |
Other, net | 29,532 | 14,880 | 44,174 |
Total costs and other deductions | 3,566,915 | 3,145,570 | 3,205,183 |
Income (loss) from continuing operations before income taxes | (518,794) | (580,084) | (1,198,075) |
Income tax expense (benefit): | |||
Current | 2,388 | (102,080) | 14,780 |
Deferred | 76,881 | 19,110 | (201,611) |
Total income tax expense (benefit) | 79,269 | (82,970) | (186,831) |
Income (loss) from continuing operations, net of tax | (598,063) | (497,114) | (1,011,244) |
Income (loss) from discontinued operations, net of tax | (14,663) | (43,519) | (18,363) |
Net income (loss) | (612,726) | (540,633) | (1,029,607) |
Less: Net (income) loss attributable to noncontrolling interest | (28,222) | (6,178) | (135) |
Net income (loss) attributable to Nabors | (640,948) | (546,811) | (1,029,742) |
Less: Preferred stock dividend | (12,305) | ||
Net income (loss) attributable to Nabors common shareholders | (653,253) | (546,811) | (1,029,742) |
Amounts attributable to Nabors common shareholders: | |||
Net income (loss) from continuing operations | (638,590) | (503,292) | (1,011,379) |
Net income (loss) from discontinued operations | (14,663) | (43,519) | (18,363) |
Net income (loss) attributable to Nabors common shareholders | $ (653,253) | $ (546,811) | $ (1,029,742) |
Earnings (losses) per share: | |||
Basic from continuing operations (in dollars per share) | $ (1.95) | $ (1.75) | $ (3.58) |
Basic from discontinued operations (in dollars per share) | (0.04) | (0.15) | (0.06) |
Total Basic (in dollars per share) | (1.99) | (1.90) | (3.64) |
Diluted from continuing operations (in dollars per share) | (1.95) | (1.75) | (3.58) |
Diluted from discontinued operations (in dollars per share) | (0.04) | (0.15) | (0.06) |
Total Diluted (in dollars per share) | $ (1.99) | $ (1.90) | $ (3.64) |
Weighted-average number of common shares outstanding: | |||
Basic (in shares) | 334,397 | 280,653 | 276,475 |
Diluted (in shares) | 334,397 | 280,653 | 276,475 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||||||||||
Net income (loss) attributable to Nabors | $ (183,418) | $ (114,577) | $ (198,752) | $ (144,201) | $ (116,344) | $ (148,532) | $ (132,951) | $ (148,984) | $ (640,948) | $ (546,811) | $ (1,029,742) |
Other comprehensive income (loss), before tax: | |||||||||||
Translation adjustment attributable to Nabors | (31,962) | 28,372 | 17,743 | ||||||||
Unrealized gains (losses) on marketable securities: | |||||||||||
Unrealized gains (losses) on marketable securities | (6,061) | 11,054 | |||||||||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 970 | 3,495 | |||||||||
Unrealized gains (losses) on marketable securities | (5,091) | 14,549 | |||||||||
Pension liability amortization and adjustment | 216 | (275) | 1,061 | ||||||||
Pension buyout | 3,059 | ||||||||||
Unrealized gains (losses) and amortization on cash flow hedges | 567 | 613 | 613 | ||||||||
Adoption of ASU No. 2016-01 | (9,144) | ||||||||||
Other comprehensive income (loss), before tax | (40,323) | 23,619 | 37,025 | ||||||||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 187 | 315 | 1,551 | ||||||||
Other comprehensive income (loss), net of tax | (40,510) | 23,304 | 35,474 | ||||||||
Comprehensive income (loss) attributable to Nabors | (681,458) | (523,507) | (994,268) | ||||||||
Net income (loss) attributable to noncontrolling interest | $ 17,796 | $ 6,934 | $ 2,953 | $ 539 | $ 1,177 | $ 2,113 | $ 1,971 | $ 917 | 28,222 | 6,178 | 135 |
Translation adjustment attributable to noncontrolling interest | (251) | 282 | 251 | ||||||||
Comprehensive income (loss) attributable to noncontrolling interest | 27,971 | 6,460 | 386 | ||||||||
Comprehensive income (loss) | $ (653,487) | $ (517,047) | $ (993,882) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (612,726) | $ (540,633) | $ (1,029,607) |
Adjustments to net income (loss): | |||
Depreciation and amortization | 868,509 | 845,439 | 874,296 |
Deferred income tax expense (benefit) | 71,579 | 9,096 | (206,670) |
Impairments and other charges | 62,578 | 42,188 | 236,745 |
Amortization of debt discount and deferred financing costs | 32,213 | 27,583 | 6,455 |
Losses (gains) on debt buyback | 5,268 | 16,005 | (6,665) |
Losses (gains) on long-lived assets, net | 95,741 | 19,064 | 85,064 |
Losses (gains) on investments, net | 14,195 | 972 | |
Provision (recovery) of bad debt | 1,285 | 3,083 | (3,540) |
Impairments on equity method holdings | 216,242 | ||
Share-based compensation | 26,396 | 31,896 | 32,000 |
Foreign currency transaction losses (gains), net | 4,235 | 1,604 | 5,669 |
Noncontrolling interest | (28,222) | (6,178) | (135) |
Equity in (earnings) losses of unconsolidated affiliates, net of dividends | 164 | (7) | 221,914 |
Other | 720 | 636 | 4,527 |
Changes in operating assets and liabilities, net of effects from acquisitions: | |||
Accounts receivable | (66,486) | (168,436) | 253,940 |
Inventory | (13,981) | (17,444) | 40,647 |
Other current assets | 31,770 | 16,518 | 37,904 |
Other long-term assets | 11,717 | 28,772 | 98 |
Trade accounts payable and accrued liabilities | (76,561) | 79,204 | (180,200) |
Income taxes payable | (41,939) | 14,811 | (46,576) |
Other long-term liabilities | (60,682) | (341,417) | (10,203) |
Net cash (used for) provided by operating activities | 325,773 | 62,756 | 531,905 |
Cash flows from investing activities: | |||
Purchases of investments | (676) | (6,722) | (24) |
Sales and maturities of investments | 4,287 | 13,069 | 739 |
Cash paid for acquisition of businesses, net of cash acquired | (20,859) | 12,319 | (22,278) |
Capital expenditures | (458,938) | (574,467) | (395,455) |
Proceeds from sales of assets and insurance claims | 109,098 | 57,933 | 34,831 |
Net cash (used for) provided by investing activities | (367,088) | (497,868) | (382,187) |
Cash flows from financing activities: | |||
Proceeds from issuance of long-term debt | 800,000 | 411,200 | 600,000 |
Debt issuance costs | (21,277) | (11,043) | (11,520) |
Proceeds from revolving credit facilities | 1,135,000 | 725,000 | 611,500 |
Reduction in revolving credit facilities | (1,475,000) | (215,000) | (611,500) |
Proceeds from issuance of common shares, net of issuance costs | 301,404 | 8,300 | 967 |
Proceeds from issuance of preferred stock, net of issuance costs | 277,927 | ||
Distributions to noncontrolling interest | (5,452) | (7,272) | |
Noncontrolling interest contribution | 20,000 | ||
Reduction in long-term debt | (878,278) | (381,814) | (493,612) |
Dividends to common and preferred shareholders | (87,098) | (68,503) | (50,924) |
Proceeds from (payment for) commercial paper | (40,000) | 40,000 | (8,000) |
Cash proceeds (payments) from equity component of exchangeable debt | 159,952 | ||
Repurchase of common shares | (18,071) | (1,687) | |
Payments on term loan | (162,500) | (162,500) | |
Redeemable noncontrolling interest contribution | 156,935 | 61,123 | |
Proceeds from (payments for) short-term borrowings | 380 | (543) | (6,211) |
Purchase of capped call hedge transactions | (40,250) | ||
Other | (8,912) | (8,399) | (4,729) |
Net cash provided by financing activities | 155,629 | 512,180 | (138,216) |
Effect of exchange rate changes on cash and cash equivalents | (5,263) | (29) | (2,003) |
Net increase (decrease) in cash and cash equivalents and restricted cash | 109,051 | 77,039 | 9,499 |
Cash and cash equivalents and restricted cash, beginning of period | 342,029 | 264,990 | 255,491 |
Cash and cash equivalents and restricted cash, end of period | 451,080 | 342,029 | 264,990 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | |||
Cash and cash equivalents, beginning of period | 336,997 | 264,093 | 254,530 |
Restricted cash, beginning of period | 5,032 | 897 | 961 |
Cash and cash equivalents and restricted cash, beginning of period | 342,029 | 264,990 | 255,491 |
Cash and cash equivalents, end of period | 447,766 | 336,997 | 264,093 |
Restricted cash, end of period | 3,314 | 5,032 | 897 |
Cash and cash equivalents and restricted cash, end of period | $ 451,080 | $ 342,029 | $ 264,990 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) | Mandatory Convertible Preferred Shares | 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, 2015 | $ 331,000 | $ 2,493,100,000 | $ (47,593,000) | $ 3,131,134,000 | $ (1,294,262,000) | $ 11,158,000 | $ 4,293,868,000 | |
Balance (in shares) at Dec. 31, 2015 | 330,526 | |||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (1,029,742,000) | 135,000 | (1,029,607,000) | |||||
Dividends to common shareholders ($0.24 per share) | (67,965,000) | (67,965,000) | ||||||
Repurchase of treasury shares | (1,687,000) | (1,687,000) | ||||||
Repurchase of common stock | 1,687,000 | |||||||
Other comprehensive income (loss), net of tax | 35,474,000 | 251,000 | 35,725,000 | |||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options | 967,000 | 967,000 | ||||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options (in shares) | 102 | |||||||
Share-based compensation | 32,000,000 | 32,000,000 | ||||||
Other | $ 3,000 | (4,735,000) | (3,774,000) | (8,506,000) | ||||
Other (in shares) | 2,970 | |||||||
Balance at the end of the period at Dec. 31, 2016 | $ 334,000 | 2,521,332,000 | (12,119,000) | 2,033,427,000 | (1,295,949,000) | 7,770,000 | 3,254,795,000 | |
Balance (in shares) at Dec. 31, 2016 | 333,598 | |||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (546,811,000) | 6,178,000 | (540,633,000) | |||||
Dividends to common shareholders ($0.24 per share) | (68,612,000) | (68,612,000) | ||||||
Repurchase of treasury shares | (18,071,000) | (18,071,000) | ||||||
Repurchase of common stock | $ 18,071,000 | |||||||
Repurchase of common stock (in shares) | 3,100,000 | |||||||
Other comprehensive income (loss), net of tax | 23,304,000 | 282,000 | $ 23,586,000 | |||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options | $ 1,000 | (10,736,000) | (10,735,000) | |||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options (in shares) | 842 | |||||||
Equity component of exchangeable debt | 116,195,000 | 116,195,000 | ||||||
Capped call transactions | (40,250,000) | (40,250,000) | ||||||
Adoption of ASU No. 2016-09 | 1,943,000 | 5,150,000 | 7,093,000 | |||||
Share-based compensation | 31,896,000 | 31,896,000 | ||||||
Issuance to Tesco shareholders | $ 32,000 | 178,961,000 | 178,993,000 | |||||
Issuance to Tesco shareholders (in shares) | 32,078 | |||||||
Noncontrolling interest contributions (distributions), net | 13,018,000 | 13,018,000 | ||||||
Other | $ 1,000 | (8,212,000) | (291,000) | (8,502,000) | ||||
Other (in shares) | 992 | |||||||
Balance at the end of the period at Dec. 31, 2017 | $ 368,000 | 2,791,129,000 | 11,185,000 | 1,423,154,000 | (1,314,020,000) | 26,957,000 | 2,938,773,000 | |
Balance (in shares) at Dec. 31, 2017 | 367,510 | |||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (640,948,000) | 28,222,000 | (612,726,000) | |||||
Dividends to common shareholders ($0.24 per share) | (82,973,000) | (82,973,000) | ||||||
Dividends to preferred shareholders ($2.14 per share) | (12,305,000) | (12,305,000) | ||||||
Common share issuance | $ 40,000 | 301,363,000 | 301,403,000 | |||||
Common share issuance (in shares) | 40,250 | |||||||
Convertible preferred stock issuance | $ 6,000 | 277,921,000 | 277,927,000 | |||||
Convertible preferred stock issuance (in shares) | 5,750 | |||||||
Other comprehensive income (loss), net of tax | (40,510,000) | (251,000) | (40,761,000) | |||||
Share-based compensation | 26,396,000 | 26,396,000 | ||||||
Adjustment to retained earnings | Accounting Standards Update 2016-01 | 9,144,000 | |||||||
Adjustment to retained earnings | Accounting Standards Update 2016-16 | (34,132,000) | |||||||
Adjustment to retained earnings | 9,144,000 | |||||||
Noncontrolling interest contributions (distributions), net | (5,452,000) | (5,452,000) | ||||||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (11,098,000) | (11,098,000) | ||||||
Other | $ 2,000 | (3,872,000) | (3,870,000) | |||||
Other (in shares) | 1,892 | |||||||
Balance at the end of the period at Dec. 31, 2018 | $ 6 | $ 410,000 | $ 3,392,937,000 | $ (29,325,000) | $ 650,842,000 | $ (1,314,020,000) | $ 49,476,000 | $ 2,750,326,000 |
Balance (in shares) at Dec. 31, 2018 | 5,750 | 409,652 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | Nov. 06, 2018 | Jul. 27, 2018 | Jun. 06, 2018 | Apr. 20, 2018 | Feb. 23, 2018 | Dec. 31, 2018 | Dec. 31, 2016 |
Dividend declared (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.24 | $ 0.24 | |
Mandatory Convertible Preferred Shares | |||||||
Cash dividend per mandatory convertible preferred shares | $ 0.75 | $ 0.75 | $ 0.64 | $ 2.14 |
Nature of Operations
Nature of Operations | 12 Months Ended |
Dec. 31, 2018 | |
Nature of Operations. | |
Nature of Operations | Note 1 Nature of Operations Our business is comprised of our global land-based and offshore drilling rig operations and other rig related services and technologies, consisting of equipment manufacturing, rig instrumentation and optimization software. We also specialize in tubular services, wellbore placement solutions and are a leading provider of directional drilling and MWD systems and services. The consolidated financial statements and related footnotes are presented in accordance with U.S. GAAP. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Principles of Consolidation Our consolidated financial statements include the accounts of Nabors, as well as all majority owned and non‑majority owned subsidiaries required to be consolidated under 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 ( Cash and Cash Equivalents Cash and cash equivalents include demand deposits and various other short‑term investments with original maturities of three months or less. Short-term Investments Short‑term investments consist primarily of equity securities which are stated at fair value with any changes in fair value recognized in investment income (loss) in our consolidated statements of income (loss). Inventory Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first‑in, first‑out or weighted‑average costs methods and includes the cost of materials, labor and manufacturing overhead. Inventory, which is net of reserves of $27.9 million and $28.9 million as of December 31, 2018 and 2017, respectively, included the following: December 31, 2018 2017 (In thousands) Raw materials $ 116,840 $ 124,635 Work-in-progress 20,329 19,113 Finished goods 28,418 22,559 $ 165,587 $ 166,307 Property, Plant and Equipment Property, plant and equipment, including renewals and betterments, are stated at cost, while maintenance and repairs are expensed currently. Interest costs applicable to the construction of qualifying assets are capitalized as a component of the cost of such assets. We provide for the depreciation of our drilling rigs using the units‑of‑production method. For each day a rig is operating, we depreciate it over an approximate 4,927‑day period, with the exception of our jackup rigs which are depreciated over an 8,030‑day period, after provision for salvage value. For each day a rig asset is not operating, it is depreciated over an assumed depreciable life of 20 years, with the exception of our jackup rigs, where a 30‑year depreciable life is used, after provision for salvage value. Depreciation on our buildings, oilfield hauling and mobile equipment, and other machinery and equipment is computed using the straight‑line method over the estimated useful life of the asset after provision for salvage value (buildings—10 to 30 years; oilfield hauling and mobile equipment and other machinery and equipment—3 to 10 years). Amortization of capitalized leases is included in depreciation and amortization expense. Upon retirement or other disposal of fixed assets, the cost and related accumulated depreciation are removed from the respective property, plant and equipment accounts and any gains or losses are included in our consolidated statements of income (loss). 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 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. 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 values, which included the estimated fair values 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. The change in the carrying amount of goodwill for our segments for the years ended December 31, 2018 and 2017 was as follows: Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation December 31, 2016 Adjustments Impairments Adjustment 2017 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ — $ 50,149 International Drilling 75,634 — — — 75,634 Rig Technologies 41,134 5,690 (1) — 619 47,443 Total $ 166,917 $ 5,690 $ — $ 619 $ 173,226 Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation December 31, 2017 Adjustments Impairments Adjustment 2018 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ — $ 50,149 International Drilling 75,634 — — — 75,634 Drilling Solutions — 11,436 (2) — — 11,436 Rig Technologies 47,443 — — (748) 46,695 Total $ 173,226 $ 11,436 $ — $ (748) $ 183,914 (1) Represents the goodwill recorded in connection with our acquisition of RDS. See Note 5—Acquisitions for additional discussion. (2) Represents the goodwill recorded in connection with our acquisition of PetroMar. See Note 5—Acquisitions for additional discussion Goodwill for the consolidated company, totaling approximately $9.2 million, is expected to be deductible for tax purposes. Litigation and Insurance Reserves We estimate our reserves related to litigation and insurance based on the facts and circumstances specific to the litigation and insurance claims and our past experience with similar claims. We maintain actuarially determined accruals in our consolidated balance sheets to cover self‑insurance retentions. See Note 17—Commitments and Contingencies regarding self‑insurance accruals. We estimate the range of our liability related to pending litigation when we believe the amount and range of loss can reasonably 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. 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 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 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. Research and Engineering Research and engineering expenses are expensed as incurred and include costs associated with the research and development of new products and services and costs associated with sustaining engineering of existing products and services. As a result of our acquisition of 2TD, RDS and PetroMar, we recorded intangible assets related to in process research and development of $47.7 million, $32.5 million and $21.7 million, respectively. As these products are developed, we will transfer the balances to completed technology and begin amortizing the intangible assets over the estimated useful life. No transfers occurred during the years ended December 31, 2018, 2017 or 2016. We have made progress in the development of our rotary steerable drilling technology tools and completed several successful field tests over the past few years. We have been finalizing the design enhancements on the tools and performing pilot jobs for customers during 2018. Income Taxes We are a Bermuda exempted company and are not subject to income taxes in Bermuda. We have provided for income taxes based on the tax laws and rates in effect in the countries where we operate and earn income. The income taxes in these jurisdictions vary substantially. Our worldwide effective tax rate for financial statement purposes will continue to fluctuate from year to year due to the change in the geographic mix of pre-tax earnings. On December 22, 2017, the United States enacted the Tax Reform Act. Among a number of significant changes to the current U.S. federal income tax rules, the Tax Reform Act reduces the marginal U.S. corporate income tax rate from 35 percent down to 21 percent, limits the current deduction for net interest expense, limits the use of net operating losses to offset future taxable income, and imposes a type of minimum tax designed to reduce the benefits derived from intercompany transactions and payments that result in base erosion. As a result of the Tax Reform Act, we were required to revalue deferred tax assets and liabilities from 35 percent to 21 percent. This revaluation has resulted in recognition of an expense of approximately $138.6 million, which is included as a component of income tax expense in continuing operations for the year ended December 31, 2017. The Tax Reform Act has not had a material impact on our 2018 financial statements. During 2018, we finalized our analysis of the Tax Reform Act on our 2017 and 2018 financial statements and we have determined there are no adjustments to be recorded for our 2017 financial statements and there is no material impact on our 2018 financial statements. Our US operations do not have any controlled foreign corporations and as such are not subject to the Global Intangible Low-Taxed Income provisions of the Tax Reform Act. We recognize increases to our tax reserves for uncertain tax positions along with interest and penalties as an increase to other long‑term liabilities. For U.S. and other jurisdictional income tax purposes, we have net operating loss carryforwards that we are required to assess quarterly for potential valuation allowances. We consider the sufficiency of existing temporary differences and expected future earnings levels in determining the amount, if any, of valuation allowance required against such carryforwards and against deferred tax assets. Foreign Currency Translation For certain of our foreign subsidiaries, such as those in Canada, the local currency is the functional currency, and therefore translation gains or losses associated with foreign‑denominated monetary accounts are accumulated in a separate section of the consolidated statements of changes in equity. For our other international subsidiaries, the U.S. dollar is the functional currency, and therefore local currency transaction gains and losses, arising from remeasurement of payables and receivables denominated in local currency, are included in our consolidated statements of income (loss). Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the balance sheet date and the amounts of revenues and expenses recognized during the reporting period. Actual results could differ from such estimates. Areas where critical accounting estimates are made by management include: · depreciation of property, plant and equipment; · impairment of long‑lived assets; · impairment of goodwill and intangible assets; · impairment of short-term and equity method investments; · income taxes; · litigation and self‑insurance reserves; and · fair value of assets acquired and liabilities assumed. Recent Accounting Pronouncements Adopted 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 22—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. Prior to the issuance of ASU No. 2018-11, we preliminarily determined that our drilling contracts contained a lease component, and the adoption would require us to separately recognize revenue associated with the lease and services components. In July 2018, the FASB issued ASU No. 2018-11, which provides a practical expedient that allows entities to combine lease and non-lease components where the revenue recognition pattern is the same and where the lease component, when accounted for separately, would be considered an operating lease. We are currently evaluating the impact this update will have on our consolidated financial statements and related disclosures. We have elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical accounting relating to lease identification and classification for existing leases upon adoption. With respect to leases whereby we are the lessee, we are finalizing our evaluation and expect to recognize upon adoption on January 1, 2019 lease liabilities and offsetting "right of use" assets of approximately $25-$30 million based on the present value of the remaining minimum rental payments under current leasing standards for existing operating leases. 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. |
Impairments and Other Charges
Impairments and Other Charges | 12 Months Ended |
Dec. 31, 2018 | |
Impairments and Other Charges | |
Impairments and Other Charges | Note 3 Impairments and Other Charges The components of impairments and other charges are provided below: Year Ended December 31, 2018 2017 2016 (In thousands) Tangible Assets & Equipment: Provision for retirement of assets $ 14,617 $ — $ 69,072 Impairment of long-lived assets 45,570 6,895 216,355 Subtotal 60,187 6,895 285,427 Other Charges: Other-than-temporary impairment — — 219,737 Divestiture of International assets 64,668 — — Transaction related costs 14,323 21,628 — Loss (gain) on early extinguishment of debt 5,268 16,013 (6,665) Total $ 144,446 $ 44,536 $ 498,499 For the year ended December 31, 2018 Tangible Assets and Equipment During 2018, as a result of the decline in oil and gas prices in the fourth quarter and the extended period of reduced demand for some of our legacy asset classes, we retired 13 of our remaining SCR rigs within the U.S. Drilling reportable segment resulting in a loss of $14.6 million. Additionally, we recorded impairments totaling $45.6 million primarily comprised of underutilized rigs in our International Drilling and U.S. Drilling reportable segments. These impairments were deemed necessary due to the lack of future contractual opportunities on specific rigs as result of a change in market conditions across certain geographic regions. The balance of the impairment charge primarily relates to obsolete inventory within our Rig Technologies reportable segment. Transaction related costs During 2018, we incurred $14.3 million in transaction related costs, including professional fees, severances, facility closure costs and other cost rationalization items, primarily in connection with the acquisition of Tesco. Loss (gain) on early extinguishment of debt During 2018, we repurchased $873.0 million aggregate principal amount of our senior notes. We paid the holders an aggregate of approximately $906.5 million in cash, reflecting principal and accrued and unpaid interest and prepayment premium and recognized a loss of $5.3 million as part of the debt extinguishment. See Note 11—Debt for additional discussion. Divestiture of International assets During 2018, we recognized a loss of $64.7 million on the sale of three offshore drilling rigs and eight workover rigs within our International Drilling reportable segment. For the year ended December 31, 2017 Tangible Assets and Equipment In 2017, we recorded impairments totaling $6.9 million primarily comprised of underutilized rigs in our International Drilling reportable segment. These impairments were deemed necessary due to the lack of future contractual opportunities because the rigs were smaller and lower horsepower than our newer rigs and also rigs competing in an overcrowded offshore market. Transaction related costs During 2017, we incurred $21.6 million in transaction related costs, including professional fees, severances, facility closure costs and other cost rationalization items, primarily in connection with the acquisition of Tesco. Loss (gain) on early extinguishment of debt During 2017, we repurchased $367.9 million aggregate principal amount of our senior notes. We paid the holders an aggregate of approximately $381.7 million in cash, reflecting principal and accrued and unpaid interest and prepayment premium and recognized a loss of $16.0 million as part of the debt extinguishment. See Note 11—Debt for additional discussion. For the year ended December 31, 2016 Throughout the first half of 2016, we experienced decreased demand for our services as well as increased pricing pressure. Although there was a slight uptick in activity over the latter half of 2016, management evaluated our existing rig fleet and identified asset classes that may not fully participate in the next drilling cycle given the current requirements of many drilling programs and other factors. This resulted in both the provision for retirement of assets and tangible asset impairments. The majority of the remaining charges are attributable to our previous investment in CJES, which experienced severe financial and operational difficulties in their business, and ultimately commenced voluntarily cases under chapter 11 of the U.S. Bankruptcy code in July 2016. These charges are outlined below. Tangible Assets and Equipment The following table summarizes the 2016 retirement and impairment charges for tangible assets and equipment by reportable operating segment: Provision for Tangible Asset Retirements Impairments Total (In thousands) U.S. Drilling $ 25,365 $ 163,182 $ 188,547 Canada Drilling 19,573 1,125 20,698 International Drilling 23,275 12,721 35,996 Drilling Solutions 859 — 859 Rig Technologies — 15,343 15,343 Other — 23,984 23,984 Total $ 69,072 $ 216,355 $ 285,427 During 2016, we retired certain classes of rigs and rig components in our U.S. Drilling, Canada Drilling and International Drilling reportable segments and reduced their carrying value to their estimated salvage value. As a result of the sustained decline in oil and gas prices and the extended period of reduced demand for some of our legacy asset classes, we retired 24 of our remaining SCR rigs within the U.S. Drilling reportable segment. We utilized some of the parts on these retired rigs to enhance and upgrade other existing rigs in our fleet. Additionally, we retired 7 older rigs in our Canada Drilling reportable segment. Within our International Drilling reportable segment, we also retired various older, smaller and in some cases functionally obsolete rigs and yard assets. In 2016, we also recorded impairments totaling $216.4 million primarily comprised of $163.2 million for underutilized rigs in our U.S. Drilling reportable segment as well as $12.7 million in our International Drilling reportable segment. These impairments were deemed necessary due to the lack of future contractual opportunities because the rigs were smaller and lower horsepower than our newer rigs, which limits the rigs functional capabilities of drilling many of the more complex wells in the current environment. Included in the other amount was an impairment of $22.4 million that we recognized related to our retained interest in the oil and gas properties located on the North Slope of Alaska to reduce the carrying value to fair value, as a result of the sustained decline in oil prices. The balance of the impairment charge primarily relates to obsolete inventory and various rig-related equipment within our Rig Technologies reportable segment. Other-than-temporary impairment During 2016, we recognized impairment charges associated with our CJES holdings in the amount of $216.2 million resulting from declines in the fair value of our investment including other than temporary impairment charges of $192.4 million. Additionally, we recorded a charge related to a reserve of certain other amounts associated with our CJES holdings, including affiliate receivables of $23.8 million. The balance of the charge was related to an impairment of an equity security during the third quarter of 2016. As the trading price of the security remained below our cost basis for an extended period, we determined the investment was other than temporarily impaired and it was appropriate to write down the investment’s carrying value to its current estimated fair value. See Note 9—Investments in Unconsolidated Affiliates. Loss (gain) on early extinguishment of debt During 2016, we repurchased $152.7 million aggregate principal amount of our senior notes. We paid the holders an aggregate of approximately $157.5 million in cash, reflecting principal and accrued and unpaid interest and prepayment premium and recognized a gain as part of the debt extinguishment. See Note 11—Debt for additional discussion. |
Assets Held for Sale and Discon
Assets Held for Sale and Discontinued Operations | 12 Months Ended |
Dec. 31, 2018 | |
Assets Held for Sale and Discontinued Operations | |
Assets Held for Sale and Discontinued Operations | Note 4 Assets Held for Sale and Discontinued Operations Assets Held for Sale Assets held for sale as of December 31, 2018 and 2017 was $12.3 million and $37.1 million, respectively. As of December 31, 2017, these assets consisted primarily of our oil and gas holdings which were mainly in the Horn River basin in western Canada of $25.9 million and the operating results were reflected in discontinued operations. During November 2018, we sold our remaining wholly owned oil and gas business in Canada for approximately $8.0 million. As part of the agreement, we have agreed to keep $2.4 million of the pipeline commitment which ends in May 2019. The remainder, including the entire balance as of December 31, 2018, 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 December 31, 2018, our undiscounted contractual commitments for these contracts approximated $2.4 million, all of which were classified as current and are included in accrued liabilities. At December 31, 2017, our undiscounted contractual commitments for these contracts approximated $11.2 million, and we had total liabilities of $8.5 million, $6.1 million of which were classified as current and are 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 The operating results from the assets discussed above for all periods presented are presented and accounted for as discontinued operations in the accompanying consolidated statements of income (loss) and the respective accompanying notes to the consolidated financial statements. Our condensed statements of income (loss) from discontinued operations for each reportable segment were as follows: Year Ended December 31, 2018 2017 2016 (In thousands) Operating revenues (1) $ 4,078 $ 6,169 $ 2,859 Income (loss) from Oil & Gas discontinued operations: Income (loss) from discontinued operations $ (2,766) $ (2,506) $ (3,978) Less: Impairment charges or other (gains) and losses on sale of wholly owned assets (2) $ 17,199 $ 51,028 $ 19,445 Less: Income tax expense (benefit) $ (5,302) $ (10,015) $ (5,060) Income (loss) from Oil and Gas discontinued operations, net of tax $ (14,663) $ (43,519) $ (18,363) (1) Reflects operating revenues of our historical oil and gas reportable segment. (2) Includes impairment charges of $17.0 million, $35.3 million and $15.4 million in 2018, 2017 and 2016, respectively, due to the deterioration of economic conditions in the natural gas market in western Canada, partially offset by a gain related to our restructure of our future pipeline obligations. Additionally, this line item includes a charge of $16.5 million related to the settlement of litigation during 2017 associated with our previously owned Ramshorn International properties. Additional discussion of our policy pertaining to the calculations of our annual impairment tests, including any impairment to goodwill, is set forth in Note 2—Summary of Significant Accounting Policies. A further protraction of lower commodity prices or an inability to sell these assets in a timely manner could result in recognition of future impairment charges. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Acquisitions | |
Acquisitions | Note 5 Acquisitions 2018 Acquisitions 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. As part of our purchase price allocation, we have recorded intangible assets of $36.2 million ($13.7 million of developed technology, $21.7 million of in process research and development and $0.8 million for tradename), goodwill of approximately $11.4 million and other liabilities of $22.6 million (net of other working capital items) primarily related to the estimate of contingent payments on future financial performance as noted above. The pro forma effect on revenue and net income (loss) have been determined to be immaterial to our financial statements. After further tests, the acquisition is not significant and as such we have not included disclosures of the allocation of the purchase price or any pro forma information. 2017 Acquisitions Robotic Drilling Systems On September 5, 2017 we paid approximately $50.7 million in cash, subject to customary closing adjustments, to acquire Robotic Drilling Systems AS (“RDS”), a provider of automated tubular and tool handling equipment for the onshore and offshore drilling markets based in Stavanger, Norway. This transaction will allow us to integrate RDS’s highly capable team and product offering with the technology portfolio of our Rig Technologies segment and strengthens the development of our drilling automation solutions. As part of our purchase price allocation, we have recorded intangible assets of $53.3 million ($20.8 million of developed technology and $32.5 million of in process research and development), goodwill of approximately $5.7 million and other liabilities of $7.3 million (net of other working capital items). The intangible assets related to developed technology are being amortized using the straight-line method over the estimated useful life of 10 years. We have consolidated the operating results of RDS since the acquisition date and reported those results in our Rig Technologies segment. The pro forma effect on revenue and net income (loss) have been determined to be immaterial to our financial statements. Further, tests of significance for this acquisition do not result in a significant acquisition and as such we have not included disclosures of the allocation of the purchase price or any pro forma information. Tesco Corporation On December 15, 2017, Nabors completed the acquisition of Tesco Corporation (“Tesco”). Tesco’s tubular services business benefits our Drilling Solutions segment as we expanded into numerous key regions globally. Additionally, the acquisition combined Tesco’s rig equipment manufacturing, rental and aftermarket service business into our Rig Technologies segment, creating a leading rig equipment and drilling automation provider. Under the terms of the acquisition, Nabors acquired all common shares of Tesco in an all-stock transaction, with Tesco shareholders receiving 0.68 common shares of Nabors for each Tesco share owned, or approximately 32.1 million Nabors common shares. The fair value of common shares issued was $179.0 million based on the closing price of Nabors common shares as of the last trading day prior to the issuance as stipulated in the acquisition agreement. The following table provides the final allocation of the purchase price as of the acquisition date. Fair Value (In thousands) at Acquisition Assets: Cash and cash equivalents $ 59,804 Accounts receivable 40,465 Inventory 44,525 Other current assets 13,889 Property, plant and equipment 68,591 Other long-term assets 3,647 Total assets 230,921 Liabilities: Accounts payable $ 14,111 Accrued liabilities 35,383 Other long-term liabilities 2,436 Total liabilities 51,930 Net assets acquired $ 178,991 We have consolidated the operating results of Tesco since the acquisition date and reported those results in our Drilling Solutions and Rig Technologies segments. We included an additional $7.7 million in operating revenues and $0.1 million in earnings from the acquisition date through December 31, 2017 in our consolidated statements of income (loss) as a result of this acquisition. The following unaudited supplemental pro forma results present consolidated information as if the acquisition had been completed as of January 1, 2016. The unaudited supplemental pro forma results should not be considered indicative of the results that would have occurred if the acquisition had been consummated as of January 1, 2016; nor are they indicative of future results. Year Ended December 31, (In thousands, except per share amounts) 2017 2016 Operating revenues $ 2,717,933 $ 2,362,576 Income (loss) from continuing operations, net of tax (554,235) (1,129,172) Income (loss) from continuing operations per share - basic $ (1.75) $ (3.59) Income (loss) from continuing operations per share - diluted $ (1.75) $ (3.59) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Measurements | |
Fair Value Measurements | Note 6 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. The following table sets forth, by level within the fair value hierarchy, our financial assets and liabilities that are accounted for at fair value on a recurring basis as of December 31, 2018 and 2017. Our debt securities could transfer into or out of a Level 1 or 2 measure depending on the availability of independent and current pricing at the end of each quarter. During 2018, there were no transfers of our financial assets between Level 1 and Level 2 measures. Our financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Fair Value as of December 31, 2018 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: Equity securities $ 33,250 $ 778 $ — Mortgage-CMO debt securities — 8 — Total short-term investments $ 33,250 $ 786 $ — Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: 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, 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 and revolving credit facilities is estimated based on quoted market prices or prices quoted from third‑party financial institutions, thus a level 2 measurement. The carrying and fair values of these liabilities were as follows: As of December 31, 2018 2017 Effective Effective Interest Carrying Fair Interest Carrying Fair Rate Value Value Rate Value Value (In thousands) (In thousands) 6.15% senior notes due February 2018 — % $ — $ — 6.27 % $ 460,762 $ 462,674 9.25% senior notes due January 2019 — % — — 9.77 % 303,489 321,028 5.00% senior notes due September 2020 5.25 % 614,748 590,336 5.43 % 669,846 670,757 4.625% senior notes due September 2021 4.75 % 668,347 603,457 4.76 % 695,108 665,003 5.50% senior notes due January 2023 5.84 % 586,000 465,999 5.85 % 600,000 584,850 5.10% senior notes due September 2023 5.26 % 342,923 262,494 5.28 % 346,576 325,844 0.75% senior exchangeable notes due January 2024 6.04 % 450,689 358,012 5.90 % 429,982 443,940 5.75% senior notes due February 2025 5.87 % 791,502 598,953 — % — — 2012 Revolving credit facility 3.58 % 170,000 170,000 2.73 % 510,000 510,000 2018 Revolving credit facility — % — — — % — — Commercial paper — % — — 1.87 % 40,000 40,000 Other — % 561 561 — % 181 181 3,624,770 $ 3,049,812 4,055,944 $ 4,024,277 Less: current portion 561 Less: deferred financing costs 38,325 27,997 $ 3,585,884 $ 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 December 31, 2018, our short-term investments were carried at fair market value and included $34.0 million. As of December 31, 2017, our short-term investments were carried at fair market value and included $28.4 million. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Share-Based Compensation | |
Share-Based Compensation | Note 7 Share‑Based Compensation Total share‑based compensation expense, which includes stock options and restricted shares, was $26.4 million, $31.9 million and $32.0 million for 2018, 2017 and 2016, respectively. Compensation expense related to awards of restricted shares totaled $26.0 million, $31.4 million and $31.3 million for 2018, 2017 and 2016, respectively, which is included in direct costs and general and administrative expenses in our consolidated statements of income (loss). Share-based compensation expense has been allocated to our various reportable segments. See Note 21—Segment Information. In addition to the time-based restricted stock share-based awards, we provide two types of performance share awards: the first, based on our performance measured against pre-determined performance metrics (“Performance Shares”) and the second, based on market conditions measured against a predetermined peer group (“TSR Shares”). The performance period for the awards granted in 2018 commenced on January 1, 2017 and ended December 31, 2017. Stock Option Plans As of December 31, 2018, we had several stock plans under which options to purchase our common shares could be granted to key officers, directors and managerial employees of Nabors and its subsidiaries. Options granted under the plans generally are at prices equal to the fair market value of the shares on the date of the grant. Options granted under the plans generally are exercisable in varying cumulative periodic installments after one year. In the case of certain key executives and directors, options granted may vest immediately on the grant date. Options granted under the plans cannot be exercised more than ten years from the date of grant. Options to purchase 15.2 million and 6.8 million Nabors common shares remained available for grant as of December 31, 2018 and 2017, respectively. Of the common shares available for grant as of December 31, 2018, approximately 14.3 million of these shares are also available for issuance in the form of restricted shares. The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model which uses assumptions for the risk-free interest rate, volatility, dividend yield and the expected term of the options. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for a period equal to the expected term of the option. Expected volatilities are based on implied volatilities from traded options on Nabors’ common shares, historical volatility of Nabors’ common shares, and other factors. We use historical data to estimate the expected term of the options and employee terminations within the option-pricing model; separate groups of employees that have similar historical exercise behavior are considered separately for valuation purposes. The expected term of the options represents the period of time that the options granted are expected to be outstanding. Stock option transactions under our various stock-based employee compensation plans are presented below: Weighted- Weighted- Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Shares Price Term Value (In thousands, except exercise price) Options outstanding as of December 31, 2017 4,394 $ 13.04 Granted 171 4.82 Exercised — — Forfeited (789) 19.28 Options outstanding as of December 31, 2018 3,776 $ 11.36 2.03 years $ — Options exercisable as of December 31, 2018 3,759 $ 11.35 2.01 years $ — During 2018, 2017 and 2016, respectively, we awarded options vesting over periods up to four years to purchase 171,124, 124,271 and 99,711 of our common shares to our employees, executive officers and directors. The fair value of stock options granted during 2018, 2017 and 2016 was calculated using the Black‑Scholes option pricing model and the following weighted‑average assumptions: Year Ended December 31, 2018 2017 2016 Weighted average fair value of options granted $ 1.75 $ 2.86 $ 3.52 Weighted average risk free interest rate 1.09% Dividend yield 2.21% Volatility (1) 45.69% Expected life (in years) 4.0 4.0 4.0 (1) Expected volatilities are based on implied volatilities from publicly traded options to purchase Nabors' common shares, historical volatility of Nabors' common shares and other factors. A summary of our unvested stock options as of December 31, 2018, and the changes during the year then ended is presented below: Weighted-Average Grant-Date Fair Unvested Stock Options Outstanding Value (In thousands, except fair value) Unvested as of December 31, 2017 34 $ 5.21 Granted 171 1.75 Vested (188) 2.07 Forfeited — — Unvested as of December 31, 2018 17 $ 5.21 The total intrinsic value of options exercised during 2017 and 2016 was $5.1 million and $0.3 million, respectively. There were no options exercised during 2018. The total fair value of options that vested during the years ended December 31, 2018, 2017 and 2016 was $0.4 million, $0.5 million and $1.9 million, respectively. As of December 31, 2018, there was $0.04 million of total future compensation cost related to unvested options that are expected to vest. That cost is expected to be recognized over a weighted‑average period of less than one year. Restricted Shares Our stock plans allow grants of restricted shares. Restricted shares are issued on the grant date, but cannot be sold or transferred. Restricted shares vest in varying periodic installments ranging up to five years. A summary of our restricted shares as of December 31, 2018, and the changes during the year then ended, is presented below: Weighted-Average Grant-Date Fair Restricted shares Outstanding Value (In thousands, except fair value) Unvested as of December 31, 2017 3,298 $ 12.67 Granted 2,392 6.92 Vested (1,290) 13.32 Forfeited (788) 10.25 Unvested as of December 31, 2018 3,612 $ 9.16 During 2018, 2017 and 2016, we awarded 2,392,486, 1,130,304 and 1,885,440 restricted shares, respectively, to our employees and directors. These awards had an aggregate value at their date of grant of $16.6 million, $14.5 million and $20.5 million, respectively, and were scheduled to vest over a period of up to four years. The fair value of restricted shares that vested during 2018, 2017 and 2016 was $8.7 million, $19.2 million and $13.5 million, respectively. As of December 31, 2018, there was $22.7 million of total future compensation cost related to unvested restricted share awards that are expected to vest. That cost is expected to be recognized over a weighted‑average period of approximately two years. Restricted Shares Based on Performance Conditions During the years ended December 31, 2018, 2017 and 2016, we awarded 1,009,948, 461,919 and 1,284,829 restricted shares, respectively, vesting over a period of three years to some of our executives. The Performance Share awards granted were based upon achievement of specific financial or operational objectives. The number of shares granted was determined by the percentage of performance goals achieved during fiscal years 2017, 2016 and 2015, respectively. These awards had an aggregate fair value at their date of grant of $7.0 million, $7.1 million and $13.9 million, respectively. The following table sets forth information regarding outstanding restricted shares based on performance conditions as of December 31, 2018: Weighted-Average Grant-Date Fair Performance based restricted shares Outstanding Value (In thousands, except fair value) Outstanding as of December 31, 2017 1,413 $ 12.49 Granted 1,010 6.89 Vested (677) 12.24 Outstanding as of December 31, 2018 1,746 $ 9.35 Until shares are granted, our Performance Share awards are liability-classified awards. Our accrued liabilities included $2.2 million for such awards at December 31, 2018 for the performance period beginning January 1, 2018 through December 31, 2018 and $2.2 million for such awards at December 31, 2017 for the performance period beginning January 1, 2017 through December 31, 2017. The fair value of these awards that vested during the years ended December 31, 2018, 2017 and 2016 was $4.8 million, $7.1 million and $1.5 million, respectively. The fair value of these liability-classified awards are estimated at each reporting period, based on internal metrics and marked to market. Restricted Shares Based on Market Conditions During 2018, 2017 and 2016, we granted awards for 1,058,158, 397,692 and 749,427 TSR Shares, respectively, which are equity classified awards and will vest on our performance compared to our peer group over a three-year period. These awards had an aggregate fair value at their date of grant of $5.1 million, $4.4 million and $4.2 million, respectively, after consideration of all assumptions. The grant date fair value of these awards was based on a Monte Carlo model, using the following assumptions: Year Ended December 31, 2018 2017 2016 Risk free interest rate Expected volatility Closing stock price at grant date $ 6.87 $ 16.81 $ 8.64 Expected term (in years) 3.0 3.0 3.0 The following table sets forth information regarding outstanding restricted shares based on market conditions as of December 31, 2018: Weighted-Average Grant-Date Fair Market based restricted shares Outstanding Value (In thousands, except fair value) Outstanding as of December 31, 2017 1,692 $ 7.89 Granted 1,058 4.77 Vested (218) 8.67 Forfeited (1,175) 5.86 Outstanding as of December 31, 2018 1,357 $ 7.09 As of December 31, 2018, there was $4.9 million of total future compensation cost related to unvested TSR Share awards that are expected to vest. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment | |
Property, Plant and Equipment | Note 8 Property, Plant and Equipment The major components of our property, plant and equipment are as follows: December 31, 2018 2017 (In thousands) Land $ 43,187 $ 52,000 Buildings 123,619 134,318 Drilling rigs and related equipment 13,021,580 12,997,470 Marine transportation and supply vessels — 4,377 Oilfield hauling and mobile equipment 267,223 272,384 Other machinery and equipment 197,094 172,674 Oil and gas properties 12,286 12,286 Construction-in-process (1) 30,395 284,348 $ 13,695,384 $ 13,929,857 Less: accumulated depreciation and amortization (8,227,514) (7,820,292) $ 5,467,870 $ 6,109,565 (1) Relates primarily to amounts capitalized for new or substantially new drilling rigs and related equipment that were under construction and had not yet been placed in service as of December 31, 2018 or 2017. Depreciation expense included in depreciation and amortization expense in our consolidated statements of income (loss) totaled $860.1 million, $835.9 million and $855.4 million during 2018, 2017 and 2016, respectively. Repair and maintenance expense included in direct costs in our consolidated statements of income (loss) totaled $265.6 million, $241.4 million and $151.8 million during 2018, 2017 and 2016, respectively. Interest costs of $1.0 million, $2.5 million and $6.7 million were capitalized during 2018, 2017 and 2016, respectively. |
Investments in Unconsolidated A
Investments in Unconsolidated Affiliates | 12 Months Ended |
Dec. 31, 2018 | |
Investments in Unconsolidated Affiliates | |
Investments in Unconsolidated Affiliates | Note 9 Investments in Unconsolidated Affiliates On March 24, 2015, we completed the merger of our Completion & Production Services business with C&J Energy Services, Inc. (“CJES”). We received total consideration of approximately $693.5 million in cash ($650.0 million after settlement of working capital requirements) and approximately 62.5 million common shares in the combined company, CJES, representing approximately 53% of the outstanding and issued common shares of CJES as of the closing date. We recognized our share of the net income (loss) of CJES, which was a loss of $221.9 million for the year ended December 31, 2016, and is reflected in earnings (losses) from unconsolidated affiliates in our consolidated statement of income (loss). Additionally, we recognized an other-than-temporary impairment charge of $192.4 million during the year ended December 31, 2016, which is reflected in other, net in our consolidated statement of income (loss). During the third quarter of 2016, CJES commenced voluntarily cases under chapter 11 of the U.S. Bankruptcy code. As such, we ceased accounting for our investment in CJES as an equity method investment. In January 2017, CJES emerged from bankruptcy and as part of the settlement we received warrants to acquire the common equity in the reorganized CJES. |
Financial Instruments and Risk
Financial Instruments and Risk Concentration | 12 Months Ended |
Dec. 31, 2018 | |
Financial Instruments and Risk Concentration | |
Financial Instruments and Risk Concentration | Note 10 Financial Instruments and Risk Concentration We may be exposed to certain market risks arising from the use of financial instruments in the ordinary course of business. These risks arise primarily as a result of potential changes in the fair market value of financial instruments that would result from adverse fluctuations in foreign currency exchange rates, credit risk, interest rates, and marketable and non‑marketable security prices as discussed below. Foreign Currency Risk We operate in a number of international areas and are involved in transactions denominated in currencies other than U.S. dollars, which exposes us to foreign exchange rate risk or foreign currency devaluation risk. The most significant exposures arise in connection with our operations in Argentina and Canada, which usually are substantially unhedged. At various times, we utilize local currency borrowings (foreign‑currency‑denominated debt), the payment structure of customer contracts and foreign exchange contracts to selectively hedge our exposure to exchange rate fluctuations in connection with monetary assets, liabilities, cash flows and commitments denominated in certain foreign currencies. A foreign exchange contract is a foreign currency transaction, defined as an agreement to exchange different currencies at a given future date and at a specified rate. Credit Risk Our financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash equivalents, short-term and long‑term investments and accounts receivable. Cash equivalents such as deposits and temporary cash investments are held by major banks or investment firms. Our short‑term and long‑term investments are managed within established guidelines that limit the amounts that may be invested with any one issuer and provide guidance as to issuer credit quality. We believe that the credit risk in our cash and investment portfolio is minimized as a result of the mix of our investments. In addition, our trade receivables are with a variety of U.S., international and foreign‑country national oil and gas companies. Management considers this credit risk to be limited due to the financial resources of these companies. We perform ongoing credit evaluations of our customers, and we generally do not require material collateral. We do occasionally require prepayment of amounts from customers whose creditworthiness is in question prior to providing services to them. We maintain reserves for potential credit losses, and these losses historically have been within management’s expectations. Interest Rate and Marketable and Non‑marketable Security Price Risk Our financial instruments that are potentially sensitive to changes in interest rates include our floating rate debt instruments comprised of our revolving credit facilities and our fixed rate debt securities comprised of our 5.0%, 4.625%, 5.50%, 5.10% and 5.75% senior notes. We may utilize derivative financial instruments that are intended to manage our exposure to interest rate risks. The use of derivative financial instruments could expose us to further credit risk and market risk. Credit risk in this context is the failure of a counterparty to perform under the terms of the derivative contract. When the fair value of a derivative contract is positive, the counterparty would owe us, which can create credit risk for us. When the fair value of a derivative contract is negative, we would owe the counterparty, and therefore, we would not be exposed to credit risk. We attempt to minimize credit risk in derivative instruments by entering into transactions with major financial institutions that have a significant asset base. Market risk related to derivatives is the adverse effect on the value of a financial instrument that results from changes in interest rates. We try to manage market risk associated with interest‑rate contracts by establishing and monitoring parameters that limit the type and degree of market risk that we undertake. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt | |
Debt | Note 11 Debt Debt consisted of the following: As of 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 614,748 669,846 4.625% senior notes due September 2021 668,347 695,108 5.50% senior notes due January 2023 586,000 600,000 5.10% senior notes due September 2023 342,923 346,576 0.75% senior exchangeable notes due January 2024 450,689 429,982 5.75% senior notes due February 2025 791,502 — 2012 Revolving credit facility 170,000 510,000 2018 Revolving credit facility — — Commercial paper — 40,000 Other 561 181 3,624,770 4,055,944 Less: current portion 561 181 Less: deferred financing costs 38,325 27,997 $ 3,585,884 $ 4,027,766 As of December 31, 2018, the principal amount and maturities of our primary debt for each of the five years after 2018 and thereafter are as follows: Paid at Maturity (In thousands) 2019 $ — 2020 785,271 (1) 2021 668,999 (2) 2022 — 2023 929,519 (3) Thereafter 1,366,502 (4) $ 3,750,291 (1) Represents our 5.0% senior notes due September 2020 and amounts outstanding under our 2012 Revolving Credit Facility due July 2020. (2) Represents our 4.625% senior notes due September 2021. (3) Represents our 5.50% senior notes due January 2023 and 5.10% senior notes due September 2023. (4) Represents our 0.75% senior exchangeable notes due January 2024 and 5.75% senior notes due February 2025. Nabors Delaware’s various fixed rate debt securities comprised of our 5.00%, 4.625%, 5.50% and 5.10% and 5.75% senior unsecured notes are fully and unconditionally guaranteed by us. The notes rank equal in right of payment to all of Nabors Delaware’s existing and future senior unsubordinated debt. The notes rank senior in right of payment to all of Nabors Delaware’s existing and future senior subordinated and subordinated debt. Our guarantee of the notes is unsecured and ranks equal in right of payment to all of our unsecured and unsubordinated indebtedness from time to time outstanding. The notes are subject to redemption by Nabors Delaware, in whole or in part, at any time generally at a redemption price equal to the greater of (i) 100% of the principal amount of the notes then outstanding to be redeemed; or (ii) the sum of the present values of the remaining scheduled payments of principal and interest, determined in the manner set forth in the applicable indenture. In the event of a change in control triggering event, as defined in the indenture, the holders of notes may require Nabors Delaware to purchase all or any part of each note in cash equal to 101% of the principal amount plus accrued and unpaid interest, if any, to the date of purchase, except to the extent Nabors Delaware has exercised its right to redeem the notes. The notes have customary covenants, including limitations on the incurrence of liens and entering into sale and leaseback transactions as well as customary events of default. During 2018, 2017 and 2016, we repurchased $873.0 million, $367.9 million, and $152.7 million aggregate principal amount of our senior unsecured notes for approximately $906.5 million, $381.7 million and $157.5 million, respectively, in cash, reflecting principal, accrued and unpaid interest. In connection with such repurchases, during 2018 and 2017 we recognized net losses of approximately $5.3 million and $16.0 million, respectively, which represents the premiums paid in connection with these repurchases or redemptions. During 2016, we recognized a net gain of approximately $6.7 million. These amounts are included in impairments and other charges in our consolidated statement of income (loss). 5.75% Senior Notes Due February 2025 In January 2018, Nabors Delaware 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 at the issuance date. 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 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 pricing 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 net 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. In order to make any future borrowings under the 2018 Revolving Credit Facility, Nabors and certain of its wholly owned subsidiaries are subject to compliance with the conditions and covenants contained therein, including compliance with applicable financial ratios. 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 December 31, 2018, we had $170.0 million in borrowings outstanding under this facility. The weighted average interest rate on borrowings during the year ended December 31, 2018 was 3.58%. 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, including financial covenants, the revolving credit commitment could be terminated, and any outstanding borrowings under the facilities 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 offering. In January 2017, we repaid the remaining $162.5 million term loan utilizing the proceeds received in connection with the 0.75% senior exchangeable notes and the facility was terminated. Short‑Term Borrowings We had 15 letter‑of‑credit facilities with various banks as of December 31, 2018. Availability and borrowings under our letter-of-credit facilities are as follows: December 31, 2018 (In thousands) Credit available $ 759,321 Less: Letters of credit outstanding, inclusive of financial and performance guarantees 105,036 Remaining availability $ 654,285 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Taxes | |
Income Taxes | Note 12 Income Taxes Income (loss) from continuing operations before income taxes consisted of the following: Year Ended December 31, United States and Other Jurisdictions 2018 2017 2016 (In thousands) United States $ (119,419) $ (369,162) $ (728,589) Other jurisdictions (399,375) (210,922) (469,486) Income (loss) from continuing operations before income taxes $ (518,794) $ (580,084) $ (1,198,075) Income tax expense (benefit) from continuing operations consisted of the following: Year Ended December 31, 2018 2017 2016 (In thousands) Current: U.S. federal $ (32,351) $ (160,761) $ (19,937) Outside the U.S. 32,928 59,491 31,846 State 1,811 (810) 2,871 $ 2,388 $ (102,080) $ 14,780 Deferred: U.S. federal $ 37,476 $ 49,020 $ (164,297) Outside the U.S. 39,518 (26,684) (14,641) State (113) (3,226) (22,673) $ 76,881 $ 19,110 $ (201,611) Income tax expense (benefit) $ 79,269 $ (82,970) $ (186,831) A reconciliation of our statutory tax rate to our worldwide effective tax rate consists of the following: Year Ended December 31, 2018 2017 2016 (In thousands) Income tax provision at statutory (Bermuda rate of 0%) $ — $ — $ — Taxes (benefit) on U.S. and other international earnings (losses) at greater than the Bermuda rate 49,375 (98,119) (181,426) Increase (decrease) in valuation allowance 38,822 29,165 17,865 Impact of Tax Reform Act — 138,635 — Tax reserves and interest (10,626) (148,615) (3,468) State income taxes (benefit) 1,698 (4,036) (19,802) Income tax expense (benefit) $ 79,269 $ (82,970) $ (186,831) Effective tax rate The increase in tax expense during 2018 was primarily attributable to the change in our geographic mix of pre-tax earnings (losses), primarily due to pre-tax earnings in certain high tax jurisdictions causing a net income tax despite a consolidated pre-tax loss. In addition, management has continued to assess the Company’s ability to more likely than not realize deferred tax assets associated with our Canada Drilling operations and concluded during the fourth quarter of 2018 that the pace of market recovery did not support realization at this time. Accordingly, a non-cash expense of $52 million was recorded to reflect the valuation allowance. The components of our net deferred taxes consisted of the following: December 31, 2018 2017 (In thousands) Deferred tax assets: Net operating loss carryforwards $ 1,967,910 $ 1,974,658 Equity compensation 7,038 10,281 Deferred revenue 16,494 14,005 Tax credit and other attribute carryforwards 100,752 131,640 Insurance loss reserves 2,451 6,626 Accrued interest 206,088 234,033 Other 82,167 80,492 Subtotal 2,382,900 2,451,735 Valuation allowance (1,917,390) (1,869,490) Deferred tax assets: $ 465,510 $ 582,245 Deferred tax liabilities: Depreciation and amortization for tax in excess of book expense $ 102,810 $ 146,448 Other 23,920 27,132 Deferred tax liability $ 126,730 $ 173,580 Net deferred tax assets (liabilities) $ 338,780 $ 408,665 Balance Sheet Summary: Net noncurrent deferred tax asset (1) $ 345,091 $ 419,003 Net noncurrent deferred tax liability (6,311) (10,338) Net deferred tax asset (liability) $ 338,780 $ 408,665 (1) This amount is included in other long-term assets. For U.S. federal income tax purposes, we have net operating loss (“NOL”) carryforwards of approximately $578.0 million. Of that amount, $442.0 million will expire between 2030 and 2036 if not utilized. Additionally, we have NOL carryforwards in other jurisdictions of approximately $7.1 billion of which $526.0 million, if not utilized, will expire at various times from 2019 to 2038. We provide a valuation allowance against NOL carryforwards in various tax jurisdictions based on our consideration of existing temporary differences and expected future earning levels in those jurisdictions. We have recorded a deferred tax asset of approximately $1.67 billion as of December 31, 2018 relating to NOL carryforwards that have an indefinite life in several jurisdictions. A valuation allowance of approximately $1.70 billion has been recognized because we believe it is more likely than not that substantially all of the deferred tax asset will not be realized. In addition, for state income tax purposes, we have NOL carryforwards of approximately $780.0 million that, if not utilized, will expire at various times from 2019 to 2038. The following is a reconciliation of our uncertain tax positions: Year Ended December 31, 2018 2017 2016 (In thousands) Balance as of January 1 $ 33,203 $ 179,255 $ 188,376 Additions based on tax positions related to the current year — — — Additions for tax positions of prior years 308 25,119 (2) 3,873 Reductions for tax positions for prior years (7,800) (1) (171,171) (3) (11,547) (4) Settlements — — (1,447) Balance as of December 31 $ 25,711 $ 33,203 $ 179,255 (1) Includes $4.8 million reduction in Mexico, $1.0 million in Saudi Arabia and $2.0 million in Egypt. (2) Includes $12.0 million addition in Norway, $9.0 million in the U.S. and $2.0 million in Egypt. (3) Includes $167.0 million related to internal restructuring. (4) Includes $7.2 million related to the expiration of statute of limitations in Australia, Algeria and Mexico, a $2.0 million reduction to Trinidad and $2.1 million related to foreign currency translation. If the reserves of $25.7 million are not realized, this would favorably impact the worldwide effective tax rate. As of December 31, 2018, 2017 and 2016, we had approximately $6.7 million, $9.7 million and $9.2 million, respectively, of interest and penalties related to uncertain tax positions. During 2018, 2017 and 2016, we accrued and recognized estimated interest and penalties related to uncertain tax positions of approximately $1.0 million, $0.5 million and $0.6 million, respectively. We include potential interest and penalties related to uncertain tax positions within our global operations in the income tax expense (benefit) line item in our consolidated statements of income (loss). It is reasonably possible that our existing liabilities related to our reserve for uncertain tax positions may increase or decrease in the next twelve months primarily due to the completion of open audits or the expiration of statutes of limitation. However, we cannot reasonably estimate a range of changes in our existing liabilities due to various uncertainties, such as the unresolved nature of various audits. We conduct business globally and, as a result, we file numerous income tax returns in the U.S. and non-U.S. jurisdictions. In the normal course of business we are subject to examination by taxing authorities throughout the world, including major jurisdictions such as Algeria, Canada, Mexico, Saudi Arabia and the United States. We are no longer subject to U.S. Federal income tax examinations for years before 2015 and non-U.S. income tax examinations for years before 2007. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Shareholders’ Equity | |
Shareholders’ Equity | Note 13 Shareholders’ Equity Common shares Our authorized share capital consists of 825,000,000 shares of which 800,000,000 are common shares, par value $0.001 per share, and 25,000,000 are preferred shares, par value $0.001 per share. The preferred shares are issuable in one or more classes or series, full, limited or no voting rights, designations, preferences, special rights, qualifications, limitations and restrictions, as may be determined by the Board. In May 2018, we issued 35,000,000 of our common shares 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 $301.4 million after deducting underwriting discounts, commissions and offering expenses. During 2017, with approval of the Board, 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. From time to time, treasury shares may be reissued. When shares are reissued, we use the weighted‑average‑cost method for determining cost. The difference between the cost of the shares and the issuance price is added to or deducted from our capital in excess of par value account. No shares have been reissued during 2018, 2017 or 2016. In 2018, 2017 and 2016, the Compensation Committee of our Board granted restricted share awards to some of our executive officers, other key employees, and independent directors. We awarded 4,460,592, 1,989,915, and 3,919,696 restricted shares at an average market price of $6.40, $13.08 and $9.85 to these individuals for 2018, 2017 and 2016, respectively. See Note 7—Share-Based Compensation for a summary of our restricted stock and option awards as of December 31, 2018. 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. On November 6, 2018, a cash dividend of $0.06 per common share was declared for shareholders of record on December 13, 2018. The dividend was paid on January 3, 2019 in the amount of $21.0 million. These dividends were charged to retained earnings in our consolidated statement of changes in equity for the year ended December 31, 2018. On February 22, 2019, a cash dividend of $0.01 per share was declared for shareholders of record on March 12, 2019 and will be paid on April 2, 2019. Convertible Preferred Shares In May 2018, we issued 5,750,000 (including the underwriters option for 750,000) of our 6% Series A Mandatory Convertible Preferred Shares (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 $277.9 million after deducting underwriting discounts, commissions and offering expenses. The dividends on the mandatory convertible preferred shares are payable on a cumulative basis at a rate of 6% annually on the initial liquidation preference of $50 per share. Dividends accumulate and are paid quarterly to the extent that we have available funds and our Board of Directors declares a dividend payable. We may elect to pay any accumulated and unpaid dividends in cash or common shares or any combination thereof. At issuance, each mandatory convertible preferred share 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. As a result of the dividends paid on our common shares since the offering, the conversion rate for each mandatory convertible preferred share has been adjusted to between 5.5775 and 6.6931 of our common shares. At any time prior to May 1, 2021, a holder of mandatory convertible preferred shares may convert such mandatory convertible preferred shares into our common shares at the minimum conversion rate, subject to adjustment. 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. On November 6, 2018, a cash dividend of $0.75 per mandatory convertible preferred share was declared for shareholders of record on January 15, 2019. The dividend was paid on February 1, 2019 in the amount of $4.3 million. These dividends were charged to retained earnings in our consolidated statement of changes in equity for the year ended December 31, 2018. On February 22, 2019, a cash dividend of $0.75 per mandatory convertible preferred share was declared for shareholders of record on April 15, 2019 and will be paid on May 1, 2019. Shareholder Rights Plan On July 16, 2012, the Board declared the issuance of one preferred share purchase right (a “Right”) for each Common Share issued and outstanding on July 27, 2012 (the “Record Date”) to the shareholders of record on that date. On July 16, 2016, the Rights expired. |
Joint Ventures
Joint Ventures | 12 Months Ended |
Dec. 31, 2018 | |
Joint Ventures | |
Joint Ventures | Note 14 Joint Ventures 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. 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. 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 interests in subsidiary, classified as mezzanine equity. The condensed balance sheet of SANAD, as included in our consolidated balance sheet, is presented below. December 31, 2018 2017 (In thousands) Assets: Cash and cash equivalents $ 211,618 $ 94,496 Accounts receivable 73,699 10,580 Other current assets 17,198 10,834 Property, plant and equipment, net 457,963 130,218 Other long-term assets 36,583 23,091 Total assets $ 797,061 $ 269,219 Liabilities: Accounts payable $ 60,087 $ 7,236 Accrued liabilities 8,530 2,592 Total liabilities $ 68,617 $ 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. |
Pension, Postretirement and Pos
Pension, Postretirement and Postemployment Benefits | 12 Months Ended |
Dec. 31, 2018 | |
Pension, Postretirement and Postemployment Benefits | |
Pension, Postretirement and Postemployment Benefits | Note 15 Pension, Postretirement and Postemployment Benefits Pension Plans In conjunction with our acquisition of Pool Energy Services Co. (“Pool”) in November 1999, we acquired the assets and liabilities of a defined benefit pension plan, the Pool Company Retirement Income Plan (the “Pool Pension Plan”). Benefits under the Pool Pension Plan are frozen and participants were fully vested in their accrued retirement benefit on December 31, 1998. The unfunded liability was $5.3 million and $6.7 million as of December 31, 2018 and 2017, respectively, and our net periodic benefit expense was $0.8 million, $1.2 million and $1.1 million for the years ended December 31, 2018, 2017 and 2016, respectively. During 2016, we launched a voluntary, one-time opportunity to buyout active employees and retirees who were eligible participants of the Pool Pension Plan. The total amount of payments to those who elected to take the buyout was approximately $10.3 million and such payments were made from pension plan assets. Additionally, we recognized a charge related to the buyout of approximately $3.0 million, which is reflected in other, net in our consolidated statement of income (loss) for the year ended December 31, 2016. Due to the immateriality of the costs and liabilities of this plan, no further disclosure is presented. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related-Party Transactions | |
Related-Party Transactions | Note 16 Related‑Party Transactions Nabors and certain current and former key employees, including Mr. Petrello, entered into split‑dollar life insurance agreements, pursuant to which we pay a portion of the premiums under life insurance policies with respect to these individuals and, in some instances, members of their families. These agreements provide that we are reimbursed for the premium payments upon the occurrence of specified events, including the death of an insured individual. Any recovery of premiums paid by Nabors could be limited to the cash surrender value of the policies under certain circumstances. As such, the values of these policies are recorded at their respective cash surrender values in our consolidated balance sheets. We have made premium payments to date totaling $6.6 million related to these policies. The cash surrender value of these policies of approximately $6.0 million is included in other long‑term assets in our consolidated balance sheets as of December 31, 2018 and 2017. Under the Sarbanes‑Oxley Act of 2002, the payment of premiums by Nabors under the agreements could be deemed to be prohibited loans by us to these individuals. Consequently, we have paid no premiums related to our agreements with these individuals since the adoption of the Sarbanes‑Oxley Act. In the ordinary course of business, we enter into various rig leases, rig transportation and related oilfield services agreements with our unconsolidated affiliates at market prices. Historically, these transactions primarily related to our former equity method investment in Nabors Arabia. During 2017, our joint venture with Saudi Aramco, SANAD, began operations. As such, we have included transactions with Saudi Aramco effective as of the commencement of operations of SANAD. See Note 14 — Joint Ventures. Revenues from business transactions with these affiliated entities totaled $723.8 million and $65.7 million for 2018 and 2017, respectively. Expenses from business transactions with these affiliated entities totaled $0.2 million for 2018 and $0.1 million for 2017 and 2016. Additionally, we had accounts receivable from these affiliated entities of $122.9 million as of December 31, 2018, and $54.2 million as of December 31, 2017. We had long‑term payables with these affiliated entities of $0.8 million as of December 31, 2017, which are included in other long-term liabilities. In addition, Mr. Crane, one of our independent directors, is Chairman and Chief Executive Officer of Crane Capital Group Inc. (“CCG”), an investment company that indirectly owns a majority interest in several operating companies, some of which have provided services to us in the ordinary course of business, including international logistics and electricity. During 2018, 2017 and 2016, we made payments for these services of $19.9 million, $14.6 million and $23.5 million, respectively. We had accounts payable to these CCG‑related companies of $0.8 million as of December 31, 2018 and 2017. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 17 Commitments and Contingencies Commitments Under the joint venture agreement with Saudi Aramco, the agreement requires us to backstop our share of the joint venture’s obligations to purchase the first 25 drilling rigs in the event that there is insufficient cash in the joint venture or third party financing available. Although we currently anticipate that the future rig purchase needs will be met by cash flows from the joint venture and/or third party financing, no assurance can be given that the joint venture will not require us to fund our backstop. Leases Nabors and its subsidiaries occupy various facilities and lease certain equipment under various lease agreements. The minimum rental commitments under non‑cancelable operating leases, with lease terms in excess of one year subsequent to December 31, 2018, were as follows: (In thousands) 2019 $ 10,701 2020 7,104 2021 3,774 2022 2,356 2023 1,538 Thereafter 7,482 $ 32,955 The above amounts do not include property taxes, insurance or normal maintenance that the lessees are required to pay. Rental expense relating to operating leases with terms greater than 30 days amounted to $18.7 million, $15.0 million and $15.7 million for the years ended December 31, 2018, 2017 and 2016, respectively. Minimum Volume Commitment We have contracts with pipeline companies to pay specified fees based on committed volumes for gas transport and processing. Our pipeline contractual commitments as of December 31, 2018 was $2.4 million. The final commitment period is for the period ending May 2019. Note 4—Assets Held for Sale and Discontinued Operations for additional discussion. Contingencies Income Tax Contingencies We operate in a number of countries 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 received an assessment from a tax authority in Latin America in connection with a 2007 income tax return. The assessment related to the denial of depreciation expense deductions related to drilling rigs. Similar deductions were taken in 2009. Although Nabors and its tax advisors believed these deductions were appropriate, the contingency was partially reserved. The audit period has since been closed and the reserve was released during 2018. Self‑Insurance We estimate the level of our liability related to insurance and record reserves for these amounts in our consolidated financial statements. Our estimates are based on the facts and circumstances specific to existing claims and our past experience with similar claims. These loss estimates and accruals recorded in our financial statements for claims have historically been reasonable in light of the actual amount of claims paid and are actuarially supported. Although we believe our insurance coverage and reserve estimates are reasonable, a significant accident or other event that is not fully covered by insurance or contractual indemnity could occur and could materially affect our financial position and results of operations for a particular period. We self‑insure for certain losses relating to workers’ compensation, employers’ liability, general liability, automobile liability and property damage. Some of our workers’ compensation claims, employers’ liability and marine employers’ liability claims are subject to a $3.0 million per‑occurrence deductible; additionally, some of our automobile liability claims are subject to a $2.5 million deductible. General liability claims remain subject to a $5.0 million per‑occurrence deductible. Our policies were renewed effective April 1, 2017 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. Political risk insurance is procured for select operations in South America, Africa, the Middle East and Asia. Losses are subject to minimal deductibles, except for Colombia, which is subject to a $0.5 million deductible. Political risk insurance is not available for our operations in Venezuela. There is no assurance that such coverage will adequately protect Nabors against liability from all potential consequences. As of December 31, 2018 and 2017, our self‑insurance accruals totaled $143.3 million and $150.9 million, respectively, and our related insurance recoveries/receivables were $30.5 million and $29.0 million as of December 31, 2018 and 2017, respectively. 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 $24.6 million (at December 31, 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 $16.6 million in excess of amounts accrued. On September 29, 2017, Nabors and Nabors Maple Acquisition Ltd. were sued, along with Tesco Corporation 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. 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 to the consolidated action. Nabors has filed its motion to dismiss and will vehemently defend itself against the allegations. Following a routine audit conducted in May and June of 2018 by the Atyrau Oblast Ecology Department (the “AOED”), our joint venture in Kazakhstan, KMG Nabors Drilling Company (“KNDC”), was administratively fined for not having emissions permits for KNDC owned or leased equipment. Prior to this audit, the AOED had always accepted the operator’s permits for all of their subcontractors. However, because of major personnel changes, AOED changed this position and is now requiring that the owner/lessor of the equipment that emits the pollutants must have its own permits. Administrative fines has been issued to KNDC and paid in the amount of $0.8 million for violations regarding the failure to have proper permits, and consequently additional “environmental damages” that have been created during the period while KNDC did not hold its’ own permit for the emissions are pending that could exceed $3.4 million. Additional damages in the form of later year audits and taxes could become due as well exposing KNDC to possible additional penalties and fines in the amount estimated up to approximately $4.0 million. KNDC believes and is taking a stance per which the operator of the wells has a contractual obligation to reimburse KNDC for any and all such fines. The operator initially agreed, but then reversed its position in late 2018. In addition, KNDC has challenged the AOED’s decision both administratively and through the courts. The administrative appeal remains pending. The original administrative decision has been affirmed in the lower courts, and on February 6, 2019, the decision was appealed to the Supreme Court. The initial hearing in the Supreme Court is scheduled for March 14, 2019. Nabors intends to vigorously defend itself and pursue all remedies at its disposal. 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 $ 25,244 163,285 407 — $ 188,936 |
Earnings (Losses) Per Share
Earnings (Losses) Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings (Losses) Per Share | |
Earnings (Losses) Per Share | Note 18 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 year ended December 31, 2018. A reconciliation of the numerators and denominators of the basic and diluted earnings (losses) per share computations is as follows: Year Ended December 31, 2018 2017 2016 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (598,063) $ (497,114) $ (1,011,244) Less: net (income) loss attributable to noncontrolling interest (28,222) (6,178) (135) Less: preferred stock dividends (12,305) — — Less: accrued distribution on redeemable noncontrolling interest in subsidiary (11,098) — — Less: distributed and undistributed earnings allocated to unvested shareholders (1,819) 13,210 22,730 Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (651,507) $ (490,082) $ (988,649) Income (loss) from discontinued operations, net of tax $ (14,663) $ (43,519) $ (18,363) Weighted-average number of shares outstanding - basic 334,397 280,653 276,475 Earnings (losses) per share: Basic from continuing operations $ (1.95) $ (1.75) $ (3.58) Basic from discontinued operations (0.04) (0.15) (0.06) Total Basic $ (1.99) $ (1.90) $ (3.64) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (651,507) $ (490,082) $ (988,649) Add: effect of reallocating undistributed earnings of unvested shareholders — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (651,507) $ (490,082) $ (988,649) Income (loss) from discontinued operations, net of tax $ (14,663) $ (43,519) $ (18,363) Weighted-average number of shares outstanding - basic 334,397 280,653 276,475 Add: dilutive effect of potential common shares — — — Weighted-average number of shares outstanding - diluted 334,397 280,653 276,475 Earnings (losses) per share: Diluted from continuing operations $ (1.95) $ (1.75) $ (3.58) Diluted from discontinued operations (0.04) (0.15) (0.06) Total Diluted $ (1.99) $ (1.90) $ (3.64) For all periods presented, the computation of diluted earnings (losses) per Nabors’ 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: Year Ended December 31, 2018 2017 2016 (In thousands) Potentially dilutive securities excluded as anti-dilutive 4,341 4,534 5,372 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 38.5 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 | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Balance Sheet and Income Statement Information | |
Supplemental Balance Sheet and Income Statement Information | Note 19 Supplemental Balance Sheet, Income Statement and Cash Flow Information Accrued liabilities include the following: December 31, 2018 2017 (In thousands) Accrued compensation $ 92,358 $ 130,970 Deferred revenue and proceeds on insurance and asset sales 149,266 218,370 Other taxes payable 33,199 32,095 Workers’ compensation liabilities 16,316 13,987 Interest payable 59,718 65,642 Litigation reserves 24,926 18,830 Current liability to discontinued operations 2,445 6,074 Dividends declared and payable 25,330 17,148 Other accrued liabilities 14,354 29,928 $ 417,912 $ Investment income (loss) includes the following: Year Ended December 31, 2018 2017 2016 (In thousands) Interest and dividend income $ 4,957 $ 2,227 $ 1,215 Gains (losses) on marketable securities (14,456) (1,033) (32) $ (9,499) $ 1,194 $ 1,183 Other, net includes the following: Year Ended December 31, 2018 2017 2016 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 11,789 $ 19,026 $ 14,830 Charges related to our CJES holdings (1) — — 12,879 Litigation expenses and reserves 9,939 1,273 3,936 Foreign currency transaction losses (gains) 4,156 1,603 5,669 Other losses (gains) 3,648 (7,022) 6,860 $ 29,532 $ 14,880 $ 44,174 (1) The changes in accumulated other comprehensive income (loss), by component, include 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 — (6,061) (475) 28,372 21,836 Amounts reclassified from accumulated other comprehensive income (loss) 374 970 124 — 1,468 Net other comprehensive income (loss) 374 (5,091) (351) 28,372 23,304 As of December 31, 2017 $ (922) $ 9,144 $ (4,111) $ 7,074 $ 11,185 (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 — — — (31,962) (31,962) Amounts reclassified from accumulated other comprehensive income (loss) 430 — 166 — 596 Adoption of ASU No. 2016-01 — (9,144) — — (9,144) Net other comprehensive income (loss) 430 (9,144) 166 (31,962) (40,510) As of December 31, 2018 $ (492) $ — $ (3,945) $ (24,888) $ (29,325) (1) All amounts are net of tax. The line items that were reclassified to net income include the following: Line item in consolidated statement of income (loss) Year Ended December 31, 2018 2017 2016 (In thousands) Impairments and other charges $ — $ 970 $ 3,495 Interest expense 567 613 613 General and administrative expenses 216 200 1,061 Other expense (income), net — — 3,059 Total income (loss) from continuing operations before income tax (783) (1,783) (8,228) Tax expense (benefit) (187) (315) (1,551) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (596) $ (1,468) $ (6,677) Supplemental cash flow information includes the following: Year Ended December 31, 2018 2017 2016 (In thousands) Cash paid for income taxes $ 11,383 $ 20,581 $ 34,479 Cash paid for interest, net of capitalized interest $ 202,803 $ 191,986 $ 184,445 Net change in accounts payable related to capital expenditures $ (8,556) $ (35,227) $ 22,920 Non-cash increase in assets attributable to redeemable noncontrolling interest in subsidiary $ 43,928 $ 142,875 $ — Acquisitions of businesses: Fair value of assets acquired $ 48,053 $ 280,709 $ — Goodwill 11,436 5,690 — Liabilities assumed (34,489) (55,742) — Share issuance as consideration (non-cash financing activity) — (178,993) — Payments on future consideration — — 22,278 Cash paid for acquisitions of businesses 25,000 51,664 22,278 Cash and restricted cash acquired in acquisitions of businesses (4,141) (63,983) — Cash (acquired in) paid for acquisitions of businesses, net $ 20,859 $ (12,319) $ 22,278 |
Unaudited Quarterly Financial I
Unaudited Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2018 | |
Unaudited Quarterly Financial Information | |
Unaudited Quarterly Financial Information | Note 20 Unaudited Quarterly Financial Information Year Ended December 31, 2018 Quarter Ended March 31, June 30, September 30, December 31, (In thousands, except per share amounts) Operating revenues $ 734,194 $ 761,920 $ 779,425 $ 782,080 Income (loss) from continuing operations, net of tax $ (143,587) $ (195,215) $ (93,710) $ (165,551) Income (loss) from discontinued operations, net of tax (75) (584) (13,933) (71) Net income (loss) (143,662) (195,799) (107,643) (165,622) Less: Net (income) loss attributable to noncontrolling interest (539) (2,953) (6,934) (17,796) Net income (loss) attributable to Nabors $ (144,201) $ (198,752) $ (114,577) $ (183,418) Less: Preferred stock dividend — (3,680) (4,313) (4,312) Net income (loss) attributable to Nabors common shareholders $ (144,201) $ (202,432) $ (118,890) $ (187,730) Earnings (losses) per share: (1) Basic from continuing operations $ (0.46) $ (0.61) $ (0.31) $ (0.55) Basic from discontinued operations — — (0.04) — Total Basic $ (0.46) $ (0.61) $ (0.35) $ (0.55) Diluted from continuing operations $ (0.46) $ (0.61) $ (0.31) $ (0.55) Diluted from discontinued operations — — (0.04) — Total Diluted $ (0.46) $ (0.61) $ (0.35) $ (0.55) Year Ended December 31, 2017 Quarter Ended March 31, June 30, September 30, December 31, (In thousands, except per share amounts) Operating revenues $ 562,550 $ 631,355 $ 662,103 $ 708,277 Income (loss) from continuing operations, net of tax $ (147,628) $ (115,476) $ (119,285) $ (114,725) Income (loss) from discontinued operations, net of tax (439) (15,504) (27,134) (442) Net income (loss) (148,067) (130,980) (146,419) (115,167) Less: Net (income) loss attributable to noncontrolling interest (917) (1,971) (2,113) (1,177) Net income (loss) attributable to Nabors $ (148,984) $ (132,951) $ (148,532) $ (116,344) Less: Preferred stock dividend — — — — Net income (loss) attributable to Nabors common shareholders $ (148,984) $ (132,951) $ (148,532) $ (116,344) Earnings (losses) per share: (1) Basic from continuing operations $ (0.52) $ (0.41) $ (0.42) $ (0.40) Basic from discontinued operations — (0.05) (0.10) — Total Basic $ (0.52) $ (0.46) $ (0.52) $ (0.40) Diluted from continuing operations $ (0.52) $ (0.41) $ (0.42) $ (0.40) Diluted from discontinued operations — (0.05) (0.10) — Total Diluted $ (0.52) $ (0.46) $ (0.52) $ (0.40) (1) Earnings per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly earnings per share may not equal the total computed for the year. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Information | |
Segment Information | Note 21 Segment Information Our business consists of five reportable segments: U.S. Drilling, Canada Drilling, International Drilling, Drilling Solutions and Rig Technologies. The accounting policies of the segments are the same as those described in Note 2—Summary of Significant Accounting Policies. Inter-segment sales are recorded at cost or cost plus a profit margin. We evaluate the performance of our segments based on several criteria, including adjusted operating income (loss). The following table sets forth financial information with respect to our reportable operating segments: Year Ended December 31, 2018 2017 2016 (In thousands) Operating revenues: U.S. Drilling $ 1,083,227 $ 805,223 $ 554,072 Canada Drilling 105,000 82,929 51,472 International Drilling 1,469,038 1,474,060 1,508,890 Drilling Solutions 250,242 140,701 63,759 Rig Technologies 270,988 234,542 151,951 Other reconciling items (1) (120,876) (173,170) (102,305) Total $ 3,057,619 $ 2,564,285 $ 2,227,839 Year Ended December 31, 2018 2017 2016 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ (21,298) $ (213,877) $ (197,710) Canada Drilling (6,166) (22,262) (36,818) International Drilling 74,221 108,428 164,677 Drilling Solutions 37,626 16,738 (16,503) Rig Technologies (25,762) (30,964) (31,981) Total segment adjusted operating income (loss) $ 58,621 $ (141,937) $ (118,335) Year Ended December 31, 2018 2017 2016 (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) $ 58,621 $ (141,937) $ (118,335) Other reconciling items (3) (166,815) (157,043) (130,976) Earnings (losses) from unconsolidated affiliates 1 7 (221,914) Investment income (loss) (9,499) 1,194 1,183 Interest expense (227,124) (222,889) (185,360) Impairments and other charges (144,446) (44,536) (498,499) Other, net (29,532) (14,880) (44,174) Income (loss) from continuing operations before income taxes $ (518,794) $ (580,084) $ (1,198,075) Year Ended December 31, 2018 2017 2016 (In thousands) Depreciation and amortization U.S. Drilling $ 394,586 $ 375,171 $ 388,367 Canada Drilling 37,172 39,597 42,143 International Drilling 383,227 400,753 411,372 Drilling Solutions 31,037 16,188 18,598 Rig Technologies 16,387 11,530 14,552 Other reconciling items (3) 4,461 (296) (3,401) Total $ 866,870 $ 842,943 $ 871,631 Year Ended December 31, 2018 2017 2016 (In thousands) Capital expenditures: U.S. Drilling $ 222,338 $ 330,875 $ 183,146 Canada Drilling 12,981 17,197 4,546 International Drilling 172,565 159,817 169,640 Drilling Solutions 30,709 35,617 21,606 Rig Technologies 12,250 4,715 2,003 Other reconciling items (3) 2,592 (9,030) 33,438 Total $ 453,435 $ 539,191 $ 414,379 December 31, 2018 2017 (In thousands) Total assets: U.S. Drilling $ 2,982,974 $ 3,203,560 Canada Drilling 252,817 347,773 International Drilling 3,320,347 3,540,829 Drilling Solutions 281,078 182,162 Rig Technologies 401,044 459,665 Other reconciling items (3) 615,684 667,995 Total $ 7,853,944 $ (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), impairments and other charges 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. The following table sets forth financial information with respect to Nabors’ operations by geographic area based on the location of service provided: Year Ended December 31, 2018 2017 2016 (In thousands) Operating revenues U.S. $ 1,347,448 $ 973,464 $ 642,835 Outside the U.S. 1,710,171 1,590,821 1,585,004 $ 3,057,619 $ 2,564,285 $ 2,227,839 Property, plant and equipment, net: U.S. $ 2,892,910 $ 3,163,425 $ 3,048,749 Outside the U.S. 2,574,960 2,946,140 3,218,834 $ 5,467,870 $ 6,109,565 $ 6,267,583 Goodwill: U.S. $ 65,633 $ 54,198 $ 54,199 Outside the U.S. 118,281 119,028 112,718 $ 183,914 $ 173,226 $ 166,917 During the years ended December 31, 2018, 2017 and 2016, $764.5 million, $727.7 million and $731.4 million of our consolidated operating revenue was from Saudi Arabia. No other individual country outside of the U.S. was material to our consolidated operating revenue during any of the three periods presented. One customer accounted for approximately 24%, 29% and 33% of our consolidated operating revenues during the years ended December 31, 2018, 2017 and 2016, respectively, and is included primarily in our International Drilling reportable segment. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2018 | |
Revenue Recognition | |
Revenue Recognition | Note 22 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 material impact to our consolidated financial statements as a result of adopting ASC 606. Revenues for reporting periods beginning after January 1, 2018 are presented under ASC 606, while revenues prior to January 1, 2018 continue to be reported under previous revenue recognition requirements of ASC 605. 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: Year Ended December 31, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 910,819 $ — $ — $ 173,219 $ 188,550 $ — $ 1,272,588 U.S. Offshore Gulf of Mexico 122,946 — — 13,776 — — 136,722 Alaska 49,462 — — 3,670 777 — 53,909 Canada — 105,000 — 5,849 29,682 — 140,531 Middle East & Asia — — 888,500 35,486 26,236 — 950,222 Latin America — — 360,385 15,350 8,514 — 384,249 Europe, Africa & CIS — — 220,153 2,892 17,229 — 240,274 Eliminations & other — — — — — (120,876) (120,876) Total $ 1,083,227 $ 105,000 $ 1,469,038 $ 250,242 $ 270,988 $ (120,876) $ 3,057,619 Year Ended December 31, 2017 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 681,669 $ — $ — $ 118,574 $ 211,609 $ — $ 1,011,852 U.S. Offshore Gulf of Mexico 75,994 — — 1,021 — — 77,015 Alaska 47,560 — — 3,925 623 — 52,108 Canada — 82,929 — 6,054 7,618 — 96,601 Middle East & Asia — — 875,175 7,397 13,493 — 896,065 Latin America — — 388,235 3,266 392 — 391,893 Europe, Africa & CIS — — 210,650 464 807 — 211,921 Eliminations & other — — — — — (173,170) (173,170) Total $ 805,223 $ 82,929 $ 1,474,060 $ 140,701 $ 234,542 $ (173,170) $ 2,564,285 Year Ended December 31, 2016 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 402,415 $ — $ — $ 49,377 $ 133,271 $ — $ 585,063 U.S. Offshore Gulf of Mexico 79,730 — — 252 — — 79,982 Alaska 71,927 — — 3,036 555 — 75,518 Canada — 51,472 — 4,572 8,968 — 65,012 Middle East & Asia — — 894,216 5,152 9,157 — 908,525 Latin America — — 306,042 1,157 — — 307,199 Europe, Africa & CIS — — 308,632 213 — — 308,845 Eliminations & other — — — — — (102,305) (102,305) Total $ 554,072 $ 51,472 $ 1,508,890 $ 63,759 $ 151,951 $ (102,305) $ 2,227,839 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 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 December 31, 2018 $ 791.2 $ 55.8 $ 32.3 $ 116.7 $ 69.7 Approximately 60% of the contract liability balance at the beginning of the period was recognized as revenue during 2018 and 23% is expected to be recognized during 2019. The remaining 17% 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 was recognized as expense during 2018 and 27% is expected to be recognized during 2019. The remaining 14% 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 | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Financial Information | Note 23 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 is 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 December 31, 2018 and 2017, and statements of income (loss), statements of comprehensive income (loss) and the statements of cash flows for the years ended December 31, 2018, 2017 and 2016 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 December 31, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 474 $ 42 $ 447,250 $ — $ 447,766 Short-term investments — — 34,036 — 34,036 Accounts receivable, net — — 756,320 — 756,320 Inventory, net — — 165,587 — 165,587 Assets held for sale — — 12,250 — 12,250 Other current assets 50 433 177,121 — 177,604 Total current assets 524 475 1,592,564 — 1,593,563 Property, plant and equipment, net — — 5,467,870 — 5,467,870 Goodwill — — 183,914 — 183,914 Intercompany receivables 95,946 218,129 2,611 (316,686) — Investment in consolidated affiliates 2,658,827 5,494,886 4,079,269 (12,232,982) — Deferred income taxes — 388,089 345,091 (388,089) 345,091 Other long-term assets — 142 277,689 (14,325) 263,506 Total assets $ 2,755,297 $ 6,101,721 $ 11,949,008 $ (12,952,082) $ 7,853,944 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 561 $ — $ 561 Trade accounts payable 132 14 392,697 — 392,843 Accrued liabilities 28,815 62,830 326,267 — 417,912 Income taxes payable — — 20,761 — 20,761 Total current liabilities 28,947 62,844 740,286 — 832,077 Long-term debt — 3,600,209 — (14,325) 3,585,884 Other long-term liabilities — 29,331 245,154 — 274,485 Deferred income taxes — — 394,400 (388,089) 6,311 Intercompany payable 25,500 — 291,186 (316,686) — Total liabilities 54,447 3,692,384 1,671,026 (719,100) 4,698,757 Redeemable noncontrolling interest in subsidiary — — 404,861 — 404,861 Shareholders’ equity 2,700,850 2,409,337 9,823,645 (12,232,982) 2,700,850 Noncontrolling interest — — 49,476 — 49,476 Total equity 2,700,850 2,409,337 9,873,121 (12,232,982) 2,750,326 Total liabilities and equity $ 2,755,297 $ 6,101,721 $ 11,949,008 $ (12,952,082) $ 7,853,944 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) Year Ended December 31, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 3,057,619 $ — $ 3,057,619 Earnings (losses) from unconsolidated affiliates — — 1 — 1 Earnings (losses) from consolidated affiliates (629,060) 218,539 35,279 375,242 — Investment income (loss) 2 — 2,984 (12,485) (9,499) Total revenues and other income (629,058) 218,539 3,095,883 362,757 3,048,121 Costs and other deductions: Direct costs — — 1,976,974 — 1,976,974 General and administrative expenses 9,725 635 256,145 (683) 265,822 Research and engineering — — 56,147 — 56,147 Depreciation and amortization — 125 866,745 — 866,870 Interest expense, net — 231,971 (4,847) — 227,124 Impairments and other charges — 5,269 139,177 — 144,446 Other, net 1,803 — 27,046 683 29,532 Intercompany interest expense, net 362 — (362) — — Total costs and other deductions 11,890 238,000 3,317,025 — 3,566,915 Income (loss) from continuing operations before income taxes (640,948) (19,461) (221,142) 362,757 (518,794) Income tax expense (benefit) — (54,740) 134,009 — 79,269 Income (loss) from continuing operations, net of tax (640,948) 35,279 (355,151) 362,757 (598,063) Income (loss) from discontinued operations, net of tax — — (14,663) — (14,663) Net income (loss) (640,948) 35,279 (369,814) 362,757 (612,726) Less: Net (income) loss attributable to noncontrolling interest — — (28,222) — (28,222) Net income (loss) attributable to Nabors $ (640,948) $ 35,279 $ (398,036) $ 362,757 $ (640,948) Less: Preferred stock dividend (12,305) — — — (12,305) Net income (loss) attributable to Nabors common shareholders $ (653,253) $ 35,279 $ (398,036) $ 362,757 $ (653,253) Year Ended December 31, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,564,285 $ — $ 2,564,285 Earnings (losses) from unconsolidated affiliates — — 7 — 7 Earnings (losses) from consolidated affiliates (528,180) 18,380 (343,233) 853,033 — Investment income (loss) 17 63 13,031 (11,917) 1,194 Total revenues and other income (528,163) 18,443 2,234,090 841,116 2,565,486 Costs and other deductions: Direct costs — — 1,718,069 — 1,718,069 General and administrative expenses 10,995 715 240,139 (665) 251,184 Research and engineering — — 51,069 — 51,069 Depreciation and amortization — 125 842,818 — 842,943 Interest expense, net — 232,103 (9,214) — 222,889 Impairments and other charges — — 44,536 — 44,536 Other, net 7,662 19,033 (12,480) 665 14,880 Intercompany interest expense (9) — 9 — — Total costs and other deductions 18,648 251,976 2,874,946 — 3,145,570 Income (loss) from continuing operations before income taxes (546,811) (233,533) (640,856) 841,116 (580,084) Income tax expense (benefit) — 109,700 (192,670) — (82,970) Income (loss) from continuing operations, net of tax (546,811) (343,233) (448,186) 841,116 (497,114) Income (loss) from discontinued operations, net of tax — — (43,519) — (43,519) Net income (loss) (546,811) (343,233) (491,705) 841,116 (540,633) Less: Net (income) loss attributable to noncontrolling interest — — (6,178) — (6,178) Net income (loss) attributable to Nabors $ (546,811) $ (343,233) $ (497,883) $ 841,116 $ (546,811) Year Ended December 31, 2016 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,227,839 $ — $ 2,227,839 Earnings (losses) from unconsolidated affiliates — — (221,914) — (221,914) Earnings (losses) from consolidated affiliates (1,017,338) (231,960) (359,751) 1,609,049 — Investment income (loss) 2 132 12,972 (11,923) 1,183 Intercompany interest income — 569 — (569) — Total revenues and other income (1,017,336) (231,259) 1,659,146 1,596,557 2,007,108 Costs and other deductions: Direct costs — — 1,344,298 — 1,344,298 General and administrative expenses 10,559 603 217,333 (856) 227,639 Research and engineering — — 33,582 — 33,582 Depreciation and amortization — 124 871,507 — 871,631 Interest expense, net — 204,010 (18,650) — 185,360 Impairments and other charges 1,366 — 497,133 — 498,499 Other, net 482 (14) 42,850 856 44,174 Intercompany interest expense, net (1) — 570 (569) — Total costs and other deductions 12,406 204,723 2,988,623 (569) 3,205,183 Income (loss) from continuing operations before income taxes (1,029,742) (435,982) (1,329,477) 1,597,126 (1,198,075) Income tax expense (benefit) — (76,231) (110,600) — (186,831) Income (loss) from continuing operations, net of tax (1,029,742) (359,751) (1,218,877) 1,597,126 (1,011,244) Income (loss) from discontinued operations, net of tax — — (18,363) — (18,363) Net income (loss) (1,029,742) (359,751) (1,237,240) 1,597,126 (1,029,607) Less: Net (income) loss attributable to noncontrolling interest — — (135) — (135) Net income (loss) attributable to Nabors $ (1,029,742) $ (359,751) $ (1,237,375) $ 1,597,126 $ (1,029,742) Less: Preferred stock dividend — — — — — Net income (loss) attributable to Nabors common shareholders $ (1,029,742) $ (359,751) $ (1,237,375) $ 1,597,126 $ (1,029,742) Condensed Consolidating Statements of Comprehensive Income (Loss) Year Ended December 31, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (640,948) $ 35,279 $ (398,036) $ 362,757 $ (640,948) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors (31,962) 4 (31,962) 31,958 (31,962) Pension liability amortization and adjustment 216 216 432 (648) 216 Unrealized gains (losses) and amortization on cash flow hedges 567 567 567 (1,134) 567 Adoption of ASU No. 2016-01 (9,144) — (9,144) 9,144 (9,144) Other comprehensive income (loss) before tax (40,323) 787 (40,107) 39,320 (40,323) Income tax expense (benefit) related to items of other comprehensive income (loss) 187 187 374 (561) 187 Other comprehensive income (loss), net of tax (40,510) 600 (40,481) 39,881 (40,510) Comprehensive income (loss) attributable to Nabors (681,458) 35,879 (438,517) 402,638 (681,458) Net income (loss) attributable to noncontrolling interest — — 28,222 — 28,222 Translation adjustment attributable to noncontrolling interest — — (251) — (251) Comprehensive income (loss) attributable to noncontrolling interest — — 27,971 — 27,971 Comprehensive income (loss) $ (681,458) $ 35,879 $ (410,546) $ 402,638 $ (653,487) Year Ended December 31, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (546,811) $ (343,233) $ (497,883) $ 841,116 $ (546,811) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 28,372 — 28,372 (28,372) 28,372 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities (6,061) — (6,061) 6,061 (6,061) Less: reclassification adjustment for (gains) losses included in net income (loss) 970 — 970 (970) 970 Unrealized gains (losses) on marketable securities (5,091) — (5,091) 5,091 (5,091) Pension liability amortization and adjustment (275) (275) (550) 825 (275) Unrealized gains (losses) and amortization on cash flow hedges 613 613 613 (1,226) 613 Other comprehensive income (loss) before tax 23,619 338 23,344 (23,682) 23,619 Income tax expense (benefit) related to items of other comprehensive income (loss) 315 315 630 (945) 315 Other comprehensive income (loss), net of tax 23,304 23 22,714 (22,737) 23,304 Comprehensive income (loss) attributable to Nabors (523,507) (343,210) (475,169) 818,379 (523,507) Net income (loss) attributable to noncontrolling interest — — 6,178 — 6,178 Translation adjustment attributable to noncontrolling interest — — 282 — 282 Comprehensive income (loss) attributable to noncontrolling interest — — 6,460 — 6,460 Comprehensive income (loss) $ (523,507) $ (343,210) $ (468,709) $ 818,379 $ (517,047) Year Ended December 31, 2016 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (1,029,742) $ (359,751) $ (1,237,375) $ 1,597,126 $ (1,029,742) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors 17,743 (21) 17,743 (17,722) 17,743 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities 11,054 — 11,054 (11,054) 11,054 Less: reclassification adjustment for (gains) losses included in net income (loss) 3,495 — 3,495 (3,495) 3,495 Unrealized gains (losses) on marketable securities 14,549 — 14,549 (14,549) 14,549 Pension liability amortization and adjustment 1,061 1,061 2,122 (3,183) 1,061 Unrealized gains (losses) and amortization on cash flow hedges 613 613 613 (1,226) 613 Pension buyout 3,059 3,059 6,118 (9,177) 3,059 Other comprehensive income (loss) before tax 37,025 4,712 41,145 (45,857) 37,025 Income tax expense (benefit) related to items of other comprehensive income (loss) 1,551 1,551 3,102 (4,653) 1,551 Other comprehensive income (loss), net of tax 35,474 3,161 38,043 (41,204) 35,474 Comprehensive income (loss) attributable to Nabors (994,268) (356,590) (1,199,332) 1,555,922 (994,268) Net income (loss) attributable to noncontrolling interest — — 135 — 135 Translation adjustment attributable to noncontrolling interest — — 251 — 251 Comprehensive income (loss) attributable to noncontrolling interest — — 386 — 386 Comprehensive income (loss) $ (994,268) $ (356,590) $ (1,198,946) $ 1,555,922 $ (993,882) Condensed Consolidating Statements of Cash Flows Year Ended December 31, 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 $ 86,504 $ (208,943) $ 495,709 $ (47,497) $ 325,773 Cash flows from investing activities: Purchases of investments — — (676) — (676) Sales and maturities of investments — — 4,287 — 4,287 Cash paid for acquisitions of businesses, net of cash acquired — (20,859) — — (20,859) Cash paid for investments in consolidated affiliates (587,500) — (206,500) 794,000 — Capital expenditures — — (458,938) — (458,938) Proceeds from sales of assets and insurance claims — — 109,098 — 109,098 Change in intercompany balances — 502,856 (502,856) — — Net cash provided by (used for) investing activities (587,500) 481,997 (1,055,585) 794,000 (367,088) Cash flows from financing activities: Proceeds from issuance of long-term debt — 800,000 — — 800,000 Debt issuance costs — (21,277) — — (21,277) Proceeds from revolving credit facilities — 1,135,000 — — 1,135,000 Proceeds from parent contributions — 206,500 587,500 (794,000) — Proceeds from issuance of common shares, net of issuance costs 301,404 — — — 301,404 Reduction of long-term debt — (878,278) — — (878,278) Proceeds from (payment for) commercial paper, net — (40,000) — — (40,000) Reduction in revolving credit facilities — (1,475,000) — — (1,475,000) Dividends to common and preferred shareholders (99,583) — — 12,485 (87,098) Proceeds from (payments for) short-term borrowings — — 380 — 380 Proceeds from issuance of preferred stock, net of issuance costs 277,927 — — — 277,927 Proceeds from issuance of intercompany debt 45,500 — (45,500) — — Paydown of intercompany debt (21,000) — 21,000 — — Distributions to Non-controlling interest — — (5,452) — (5,452) Distribution from subsidiary to parent — — (35,012) 35,012 — Redeemable noncontrolling interest contribution — — 156,935 — 156,935 Other changes (3,869) — (5,043) — (8,912) Net cash (used for) provided by financing activities 500,379 (273,055) 674,808 (746,503) 155,629 Effect of exchange rate changes on cash and cash equivalents — — (5,263) — (5,263) Net increase (decrease) in cash, cash equivalents and restricted cash (617) (1) 109,669 — 109,051 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 $ 474 $ 43 $ 450,563 $ — $ 451,080 Year Ended December 31, 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 $ 143,444 $ (90,229) $ 142,527 $ (132,986) $ 62,756 Cash flows from investing activities: Purchases of investments — — (6,722) — (6,722) Sales and maturities of investments — — 13,069 — 13,069 Cash paid for acquisitions of businesses, net of cash acquired — — 12,319 — 12,319 Cash paid for investments in consolidated affiliates (100) — (85,960) 86,060 — Capital expenditures — — (574,467) — (574,467) Proceeds from sale of assets and insurance claims — — 57,933 — 57,933 Change in intercompany balances — (599,974) 599,974 — — Net cash provided by (used for) investing activities (100) (599,974) 16,146 86,060 (497,868) Cash flows from financing activities: Debt issuance costs — (11,043) — — (11,043) Proceeds from issuance of common shares 8,299 — 1 — 8,300 Reduction in long-term debt — (270,269) (111,545) — (381,814) Reduction in revolving credit facilities — (215,000) — — (215,000) Dividends to shareholders (80,419) — — 11,916 (68,503) Proceeds from (payments for) commercial paper, net — 40,000 — — 40,000 Proceeds from (payments for) issuance of intercompany debt 57,000 20,000 (77,000) — — Purchase of capped call hedge transactions — (40,250) — — (40,250) Proceeds from revolving credit facilities — 725,000 — — 725,000 Proceeds from issuance of long-term debt — 411,200 — — 411,200 Payments on term loan — (162,500) — — (162,500) Repurchase of common shares (18,071) — — — (18,071) Paydown of intercompany debt (102,000) (20,000) 122,000 — — Cash proceeds from equity component of exchangeable debt — 159,952 — — 159,952 Noncontrolling interest contribution — — 20,000 — 20,000 Redeemable noncontrolling interest — — 61,123 — 61,123 Distributions to Non-controlling interest — — (7,272) — (7,272) Proceeds from (payments for) short-term borrowings — — (543) — (543) Proceeds from parent contributions — 42,980 43,080 (86,060) — Distribution from subsidiary to parent — — (121,070) 121,070 — Other changes (8,210) — (189) — (8,399) Net cash (used for) provided by financing activities (143,401) 680,070 (71,415) 46,926 512,180 Effect of exchange rate changes on cash and cash equivalents — — (29) — (29) Net increase (decrease) in cash, cash equivalents and restricted cash (57) (10,133) 87,229 — 77,039 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 $ 1,091 $ 44 $ 340,894 $ — $ 342,029 Year Ended December 31, 2016 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 58,406 $ (233,738) $ 757,660 $ (50,423) $ 531,905 Cash flows from investing activities: Purchases of investments — — (24) — (24) Sales and maturities of investments — — 739 — 739 Cash paid for acquisition of businesses, net of cash acquired — — (22,278) — (22,278) Capital expenditures — — (395,455) — (395,455) Proceeds from sales of assets and insurance claims — — 34,831 — 34,831 Cash paid for investments in consolidated affiliates — (86,459) (159,000) 245,459 — Changes in intercompany balances — 103,384 (103,384) — — Net cash provided by (used for) investing activities — 16,925 (644,571) 245,459 (382,187) Cash flows from financing activities: Proceeds from (payments for) short-term borrowings — — (6,211) — (6,211) Debt issuance costs — (11,520) — — (11,520) Proceeds from (payments for) issuance of common shares 967 — — — 967 Reduction in long-term debt — (350,000) (143,612) — (493,612) Proceeds from revolving credit facilities — 610,000 1,500 — 611,500 Payments on term loan — (162,500) — — (162,500) Dividends to shareholders (59,866) — — 8,942 (50,924) Proceeds from (payments for) commercial paper, net — (8,000) — — (8,000) Proceeds from issuance of long term debt — 600,000 — — 600,000 Reduction in revolving credit facilities — (610,000) (1,500) — (611,500) Repurchase of common shares — — (1,687) — (1,687) Proceeds (issuance) of intercompany debt 45,500 — (45,500) — — Proceeds from parent contributions — 159,000 86,458 (245,458) — Paydown of intercompany debt (40,000) — 40,000 — — Payments on parent (Equity of N/P) — — (41,480) 41,480 — Other (4,732) — 3 — (4,729) Net cash (used for) provided by financing activities (58,131) 226,980 (112,029) (138,216) Effect of exchange rate changes on cash and cash equivalents — — (2,003) — (2,003) Net increase (decrease) in cash, cash equivalents and restricted cash 275 10,167 (943) — 9,499 Cash, cash equivalents and restricted cash, beginning of period 873 10 254,608 — 255,491 Cash, cash equivalents and restricted cash, end of period $ 1,148 $ 10,177 $ 253,665 $ — $ 264,990 |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2018 | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II — VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2018, 2017 and 2016 Charged to Balance at Costs and Charged to Balance at Beginning Other Other End of of Period Deductions Accounts Deductions Period (In thousands) 2018 Allowance for doubtful accounts $ 44,376 3,024 (226) (5,967) $ 41,207 Inventory reserve $ 28,934 — 14,688 (15,768) $ 27,854 Valuation allowance on deferred tax assets $ 1,869,490 — 47,900 — $ 1,917,390 2017 Allowance for doubtful accounts $ 43,757 2,544 86 (2,011) $ 44,376 Inventory reserve $ 26,537 5,897 — (3,500) $ 28,934 Valuation allowance on deferred tax assets $ 1,807,728 — 61,762 — $ 1,869,490 2016 Allowance for doubtful accounts $ 44,553 19,132 (58) (19,870) $ 43,757 Inventory reserve $ 46,813 13,587 — (33,863) $ 26,537 Valuation allowance on deferred tax assets $ 1,560,162 — 247,566 — $ 1,807,728 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |
Principles of Consolidation | Principles of Consolidation Our consolidated financial statements include the accounts of Nabors, as well as all majority owned and non‑majority owned subsidiaries required to be consolidated under 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 ( |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include demand deposits and various other short‑term investments with original maturities of three months or less. |
Investments | Short-term Investments Short‑term investments consist primarily of equity securities which are stated at fair value with any changes in fair value recognized in investment income (loss) in our consolidated statements of income (loss). |
Inventory, net | Inventory Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first‑in, first‑out or weighted‑average costs methods and includes the cost of materials, labor and manufacturing overhead. Inventory, which is net of reserves of $27.9 million and $28.9 million as of December 31, 2018 and 2017, respectively, included the following: December 31, 2018 2017 (In thousands) Raw materials $ 116,840 $ 124,635 Work-in-progress 20,329 19,113 Finished goods 28,418 22,559 $ 165,587 $ 166,307 |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, including renewals and betterments, are stated at cost, while maintenance and repairs are expensed currently. Interest costs applicable to the construction of qualifying assets are capitalized as a component of the cost of such assets. We provide for the depreciation of our drilling rigs using the units‑of‑production method. For each day a rig is operating, we depreciate it over an approximate 4,927‑day period, with the exception of our jackup rigs which are depreciated over an 8,030‑day period, after provision for salvage value. For each day a rig asset is not operating, it is depreciated over an assumed depreciable life of 20 years, with the exception of our jackup rigs, where a 30‑year depreciable life is used, after provision for salvage value. Depreciation on our buildings, oilfield hauling and mobile equipment, and other machinery and equipment is computed using the straight‑line method over the estimated useful life of the asset after provision for salvage value (buildings—10 to 30 years; oilfield hauling and mobile equipment and other machinery and equipment—3 to 10 years). Amortization of capitalized leases is included in depreciation and amortization expense. Upon retirement or other disposal of fixed assets, the cost and related accumulated depreciation are removed from the respective property, plant and equipment accounts and any gains or losses are included in our consolidated statements of income (loss). 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 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. |
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 values, which included the estimated fair values 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. The change in the carrying amount of goodwill for our segments for the years ended December 31, 2018 and 2017 was as follows: Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation December 31, 2016 Adjustments Impairments Adjustment 2017 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ — $ 50,149 International Drilling 75,634 — — — 75,634 Rig Technologies 41,134 5,690 (1) — 619 47,443 Total $ 166,917 $ 5,690 $ — $ 619 $ 173,226 Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation December 31, 2017 Adjustments Impairments Adjustment 2018 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ — $ 50,149 International Drilling 75,634 — — — 75,634 Drilling Solutions — 11,436 (2) — — 11,436 Rig Technologies 47,443 — — (748) 46,695 Total $ 173,226 $ 11,436 $ — $ (748) $ 183,914 (1) Represents the goodwill recorded in connection with our acquisition of RDS. See Note 5—Acquisitions for additional discussion. (2) Represents the goodwill recorded in connection with our acquisition of PetroMar. See Note 5—Acquisitions for additional discussion Goodwill for the consolidated company, totaling approximately $9.2 million, is expected to be deductible for tax purposes. |
Litigation and Insurance Reserves | Litigation and Insurance Reserves We estimate our reserves related to litigation and insurance based on the facts and circumstances specific to the litigation and insurance claims and our past experience with similar claims. We maintain actuarially determined accruals in our consolidated balance sheets to cover self‑insurance retentions. See Note 17—Commitments and Contingencies regarding self‑insurance accruals. We estimate the range of our liability related to pending litigation when we believe the amount and range of loss can reasonably 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. |
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 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 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. |
Research and Engineering | Research and Engineering Research and engineering expenses are expensed as incurred and include costs associated with the research and development of new products and services and costs associated with sustaining engineering of existing products and services. As a result of our acquisition of 2TD, RDS and PetroMar, we recorded intangible assets related to in process research and development of $47.7 million, $32.5 million and $21.7 million, respectively. As these products are developed, we will transfer the balances to completed technology and begin amortizing the intangible assets over the estimated useful life. No transfers occurred during the years ended December 31, 2018, 2017 or 2016. We have made progress in the development of our rotary steerable drilling technology tools and completed several successful field tests over the past few years. We have been finalizing the design enhancements on the tools and performing pilot jobs for customers during 2018. |
Income Taxes | Income Taxes We are a Bermuda exempted company and are not subject to income taxes in Bermuda. We have provided for income taxes based on the tax laws and rates in effect in the countries where we operate and earn income. The income taxes in these jurisdictions vary substantially. Our worldwide effective tax rate for financial statement purposes will continue to fluctuate from year to year due to the change in the geographic mix of pre-tax earnings. On December 22, 2017, the United States enacted the Tax Reform Act. Among a number of significant changes to the current U.S. federal income tax rules, the Tax Reform Act reduces the marginal U.S. corporate income tax rate from 35 percent down to 21 percent, limits the current deduction for net interest expense, limits the use of net operating losses to offset future taxable income, and imposes a type of minimum tax designed to reduce the benefits derived from intercompany transactions and payments that result in base erosion. As a result of the Tax Reform Act, we were required to revalue deferred tax assets and liabilities from 35 percent to 21 percent. This revaluation has resulted in recognition of an expense of approximately $138.6 million, which is included as a component of income tax expense in continuing operations for the year ended December 31, 2017. The Tax Reform Act has not had a material impact on our 2018 financial statements. During 2018, we finalized our analysis of the Tax Reform Act on our 2017 and 2018 financial statements and we have determined there are no adjustments to be recorded for our 2017 financial statements and there is no material impact on our 2018 financial statements. Our US operations do not have any controlled foreign corporations and as such are not subject to the Global Intangible Low-Taxed Income provisions of the Tax Reform Act. We recognize increases to our tax reserves for uncertain tax positions along with interest and penalties as an increase to other long‑term liabilities. For U.S. and other jurisdictional income tax purposes, we have net operating loss carryforwards that we are required to assess quarterly for potential valuation allowances. We consider the sufficiency of existing temporary differences and expected future earnings levels in determining the amount, if any, of valuation allowance required against such carryforwards and against deferred tax assets. |
Foreign Currency Translation | Foreign Currency Translation For certain of our foreign subsidiaries, such as those in Canada, the local currency is the functional currency, and therefore translation gains or losses associated with foreign‑denominated monetary accounts are accumulated in a separate section of the consolidated statements of changes in equity. For our other international subsidiaries, the U.S. dollar is the functional currency, and therefore local currency transaction gains and losses, arising from remeasurement of payables and receivables denominated in local currency, are included in our consolidated statements of income (loss). |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the balance sheet date and the amounts of revenues and expenses recognized during the reporting period. Actual results could differ from such estimates. Areas where critical accounting estimates are made by management include: · depreciation of property, plant and equipment; · impairment of long‑lived assets; · impairment of goodwill and intangible assets; · impairment of short-term and equity method investments; · income taxes; · litigation and self‑insurance reserves; and fair value of assets acquired and liabilities assumed. |
Recent Accounting Pronouncements Adopted | Recent Accounting Pronouncements Adopted 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 22—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. Prior to the issuance of ASU No. 2018-11, we preliminarily determined that our drilling contracts contained a lease component, and the adoption would require us to separately recognize revenue associated with the lease and services components. In July 2018, the FASB issued ASU No. 2018-11, which provides a practical expedient that allows entities to combine lease and non-lease components where the revenue recognition pattern is the same and where the lease component, when accounted for separately, would be considered an operating lease. We are currently evaluating the impact this update will have on our consolidated financial statements and related disclosures. We have elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carry forward the historical accounting relating to lease identification and classification for existing leases upon adoption. With respect to leases whereby we are the lessee, we are finalizing our evaluation and expect to recognize upon adoption on January 1, 2019 lease liabilities and offsetting "right of use" assets of approximately $25-$30 million based on the present value of the remaining minimum rental payments under current leasing standards for existing operating leases. 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) | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |
Inventory, net | December 31, 2018 2017 (In thousands) Raw materials $ 116,840 $ 124,635 Work-in-progress 20,329 19,113 Finished goods 28,418 22,559 $ 165,587 $ 166,307 |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | The change in the carrying amount of goodwill for our segments for the years ended December 31, 2018 and 2017 was as follows: Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation December 31, 2016 Adjustments Impairments Adjustment 2017 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ — $ 50,149 International Drilling 75,634 — — — 75,634 Rig Technologies 41,134 5,690 (1) — 619 47,443 Total $ 166,917 $ 5,690 $ — $ 619 $ 173,226 Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation December 31, 2017 Adjustments Impairments Adjustment 2018 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ — $ 50,149 International Drilling 75,634 — — — 75,634 Drilling Solutions — 11,436 (2) — — 11,436 Rig Technologies 47,443 — — (748) 46,695 Total $ 173,226 $ 11,436 $ — $ (748) $ 183,914 (1) Represents the goodwill recorded in connection with our acquisition of RDS. See Note 5—Acquisitions for additional discussion. (2) Represents the goodwill recorded in connection with our acquisition of PetroMar. See Note 5—Acquisitions for additional discussion |
Impairments and Other Charges (
Impairments and Other Charges (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Impairments and Other Charges | |
Schedule of impairments and other charges | Year Ended December 31, 2018 2017 2016 (In thousands) Tangible Assets & Equipment: Provision for retirement of assets $ 14,617 $ — $ 69,072 Impairment of long-lived assets 45,570 6,895 216,355 Subtotal 60,187 6,895 285,427 Other Charges: Other-than-temporary impairment — — 219,737 Divestiture of International assets 64,668 — — Transaction related costs 14,323 21,628 — Loss (gain) on early extinguishment of debt 5,268 16,013 (6,665) Total $ 144,446 $ 44,536 $ 498,499 |
Schedule of retirement and impairment charges for tangible assets | The following table summarizes the 2016 retirement and impairment charges for tangible assets and equipment by reportable operating segment: Provision for Tangible Asset Retirements Impairments Total (In thousands) U.S. Drilling $ 25,365 $ 163,182 $ 188,547 Canada Drilling 19,573 1,125 20,698 International Drilling 23,275 12,721 35,996 Drilling Solutions 859 — 859 Rig Technologies — 15,343 15,343 Other — 23,984 23,984 Total $ 69,072 $ 216,355 $ 285,427 |
Assets Held for Sale and Disc_2
Assets Held for Sale and Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Assets Held for Sale and Discontinued Operations | |
Schedule of condensed statements of income (loss) from discontinued operations | Year Ended December 31, 2018 2017 2016 (In thousands) Operating revenues (1) $ 4,078 $ 6,169 $ 2,859 Income (loss) from Oil & Gas discontinued operations: Income (loss) from discontinued operations $ (2,766) $ (2,506) $ (3,978) Less: Impairment charges or other (gains) and losses on sale of wholly owned assets (2) $ 17,199 $ 51,028 $ 19,445 Less: Income tax expense (benefit) $ (5,302) $ (10,015) $ (5,060) Income (loss) from Oil and Gas discontinued operations, net of tax $ (14,663) $ (43,519) $ (18,363) (1) Reflects operating revenues of our historical oil and gas reportable segment. (2) Includes impairment charges of $17.0 million, $35.3 million and $15.4 million in 2018, 2017 and 2016, respectively, due to the deterioration of economic conditions in the natural gas market in western Canada, partially offset by a gain related to our restructure of our future pipeline obligations. Additionally, this line item includes a charge of $16.5 million related to the settlement of litigation during 2017 associated with our previously owned Ramshorn International properties. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Acquisition [Line Items] | |
Schedule of unaudited supplemental pro forma results present consolidated information | Year Ended December 31, (In thousands, except per share amounts) 2017 2016 Operating revenues $ 2,717,933 $ 2,362,576 Income (loss) from continuing operations, net of tax (554,235) (1,129,172) Income (loss) from continuing operations per share - basic $ (1.75) $ (3.59) Income (loss) from continuing operations per share - diluted $ (1.75) $ (3.59) |
Tesco Corporation | |
Business Acquisition [Line Items] | |
Allocation of purchase price as of the acquisition date | Fair Value (In thousands) at Acquisition Assets: Cash and cash equivalents $ 59,804 Accounts receivable 40,465 Inventory 44,525 Other current assets 13,889 Property, plant and equipment 68,591 Other long-term assets 3,647 Total assets 230,921 Liabilities: Accounts payable $ 14,111 Accrued liabilities 35,383 Other long-term liabilities 2,436 Total liabilities 51,930 Net assets acquired $ 178,991 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Measurements | |
Recurring fair value measurements | Fair Value as of December 31, 2018 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: Equity securities $ 33,250 $ 778 $ — Mortgage-CMO debt securities — 8 — Total short-term investments $ 33,250 $ 786 $ — Fair Value as of December 31, 2017 Level 1 Level 2 Level 3 (In thousands) Assets: Short-term investments: Equity securities $ 22,909 $ 5,450 $ — Mortgage-CMO debt securities — 10 — Total short-term investments $ 22,909 $ 5,460 $ — |
Fair value of financial instruments | As of December 31, 2018 2017 Effective Effective Interest Carrying Fair Interest Carrying Fair Rate Value Value Rate Value Value (In thousands) (In thousands) 6.15% senior notes due February 2018 — % $ — $ — 6.27 % $ 460,762 $ 462,674 9.25% senior notes due January 2019 — % — — 9.77 % 303,489 321,028 5.00% senior notes due September 2020 5.25 % 614,748 590,336 5.43 % 669,846 670,757 4.625% senior notes due September 2021 4.75 % 668,347 603,457 4.76 % 695,108 665,003 5.50% senior notes due January 2023 5.84 % 586,000 465,999 5.85 % 600,000 584,850 5.10% senior notes due September 2023 5.26 % 342,923 262,494 5.28 % 346,576 325,844 0.75% senior exchangeable notes due January 2024 6.04 % 450,689 358,012 5.90 % 429,982 443,940 5.75% senior notes due February 2025 5.87 % 791,502 598,953 — % — — 2012 Revolving credit facility 3.58 % 170,000 170,000 2.73 % 510,000 510,000 2018 Revolving credit facility — % — — — % — — Commercial paper — % — — 1.87 % 40,000 40,000 Other — % 561 561 — % 181 181 3,624,770 $ 3,049,812 4,055,944 $ 4,024,277 Less: current portion 561 Less: deferred financing costs 38,325 27,997 $ 3,585,884 $ 4,027,766 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share-based compensation disclosures | |
Stock option transactions under various stock-based employee compensation plans | Weighted- Weighted- Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Shares Price Term Value (In thousands, except exercise price) Options outstanding as of December 31, 2017 4,394 $ 13.04 Granted 171 4.82 Exercised — — Forfeited (789) 19.28 Options outstanding as of December 31, 2018 3,776 $ 11.36 2.03 years $ — Options exercisable as of December 31, 2018 3,759 $ 11.35 2.01 years $ — |
Schedule of grant date fair value | Year Ended December 31, 2018 2017 2016 Weighted average fair value of options granted $ 1.75 $ 2.86 $ 3.52 Weighted average risk free interest rate 1.09% Dividend yield 2.21% Volatility (1) 45.69% Expected life (in years) 4.0 4.0 4.0 (1) Expected volatilities are based on implied volatilities from publicly traded options to purchase Nabors' common shares, historical volatility of Nabors' common shares and other factors. |
Unvested stock options | Weighted-Average Grant-Date Fair Unvested Stock Options Outstanding Value (In thousands, except fair value) Unvested as of December 31, 2017 34 $ 5.21 Granted 171 1.75 Vested (188) 2.07 Forfeited — — Unvested as of December 31, 2018 17 $ 5.21 |
Restricted Shares Award | |
Share-based compensation disclosures | |
Unvested restricted stock | Weighted-Average Grant-Date Fair Restricted shares Outstanding Value (In thousands, except fair value) Unvested as of December 31, 2017 3,298 $ 12.67 Granted 2,392 6.92 Vested (1,290) 13.32 Forfeited (788) 10.25 Unvested as of December 31, 2018 3,612 $ 9.16 |
Restricted Stock Based on Performance Conditions | |
Share-based compensation disclosures | |
Unvested restricted stock | Weighted-Average Grant-Date Fair Performance based restricted shares Outstanding Value (In thousands, except fair value) Outstanding as of December 31, 2017 1,413 $ 12.49 Granted 1,010 6.89 Vested (677) 12.24 Outstanding as of December 31, 2018 1,746 $ 9.35 |
Restricted Stock Based on Market Conditions | |
Share-based compensation disclosures | |
Schedule of grant date fair value | Year Ended December 31, 2018 2017 2016 Risk free interest rate Expected volatility Closing stock price at grant date $ 6.87 $ 16.81 $ 8.64 Expected term (in years) 3.0 3.0 3.0 |
Unvested restricted stock | Weighted-Average Grant-Date Fair Market based restricted shares Outstanding Value (In thousands, except fair value) Outstanding as of December 31, 2017 1,692 $ 7.89 Granted 1,058 4.77 Vested (218) 8.67 Forfeited (1,175) 5.86 Outstanding as of December 31, 2018 1,357 $ 7.09 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment | |
Major Components of Property, Plant and Equipment | December 31, 2018 2017 (In thousands) Land $ 43,187 $ 52,000 Buildings 123,619 134,318 Drilling rigs and related equipment 13,021,580 12,997,470 Marine transportation and supply vessels — 4,377 Oilfield hauling and mobile equipment 267,223 272,384 Other machinery and equipment 197,094 172,674 Oil and gas properties 12,286 12,286 Construction-in-process (1) 30,395 284,348 $ 13,695,384 $ 13,929,857 Less: accumulated depreciation and amortization (8,227,514) (7,820,292) $ 5,467,870 $ 6,109,565 (1) Relates primarily to amounts capitalized for new or substantially new drilling rigs and related equipment that were under construction and had not yet been placed in service as of December 31, 2018 or 2017. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt | |
Long-term debt | As of 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 614,748 669,846 4.625% senior notes due September 2021 668,347 695,108 5.50% senior notes due January 2023 586,000 600,000 5.10% senior notes due September 2023 342,923 346,576 0.75% senior exchangeable notes due January 2024 450,689 429,982 5.75% senior notes due February 2025 791,502 — 2012 Revolving credit facility 170,000 510,000 2018 Revolving credit facility — — Commercial paper — 40,000 Other 561 181 3,624,770 4,055,944 Less: current portion 561 181 Less: deferred financing costs 38,325 27,997 $ 3,585,884 $ 4,027,766 |
Maturity of primary debt | As of December 31, 2018, the principal amount and maturities of our primary debt for each of the five years after 2018 and thereafter are as follows: Paid at Maturity (In thousands) 2019 $ — 2020 785,271 (1) 2021 668,999 (2) 2022 — 2023 929,519 (3) Thereafter 1,366,502 (4) $ 3,750,291 (1) Represents our 5.0% senior notes due September 2020 and amounts outstanding under our 2012 Revolving Credit Facility due July 2020. (2) Represents our 4.625% senior notes due September 2021. (3) Represents our 5.50% senior notes due January 2023 and 5.10% senior notes due September 2023. (4) Represents our 0.75% senior exchangeable notes due January 2024 and 5.75% senior notes due February 2025. |
Short-Term Borrowings | December 31, 2018 (In thousands) Credit available $ 759,321 Less: Letters of credit outstanding, inclusive of financial and performance guarantees 105,036 Remaining availability $ 654,285 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Taxes | |
Income (loss) from continuing operations before income taxes | Year Ended December 31, United States and Other Jurisdictions 2018 2017 2016 (In thousands) United States $ (119,419) $ (369,162) $ (728,589) Other jurisdictions (399,375) (210,922) (469,486) Income (loss) from continuing operations before income taxes $ (518,794) $ (580,084) $ (1,198,075) |
Income tax expense (benefit) from continuing operations | Year Ended December 31, 2018 2017 2016 (In thousands) Current: U.S. federal $ (32,351) $ (160,761) $ (19,937) Outside the U.S. 32,928 59,491 31,846 State 1,811 (810) 2,871 $ 2,388 $ (102,080) $ 14,780 Deferred: U.S. federal $ 37,476 $ 49,020 $ (164,297) Outside the U.S. 39,518 (26,684) (14,641) State (113) (3,226) (22,673) $ 76,881 $ 19,110 $ (201,611) Income tax expense (benefit) $ 79,269 $ (82,970) $ (186,831) |
Reconciliation of the differences between taxes on income (loss) before income taxes | Year Ended December 31, 2018 2017 2016 (In thousands) Income tax provision at statutory (Bermuda rate of 0%) $ — $ — $ — Taxes (benefit) on U.S. and other international earnings (losses) at greater than the Bermuda rate 49,375 (98,119) (181,426) Increase (decrease) in valuation allowance 38,822 29,165 17,865 Impact of Tax Reform Act — 138,635 — Tax reserves and interest (10,626) (148,615) (3,468) State income taxes (benefit) 1,698 (4,036) (19,802) Income tax expense (benefit) $ 79,269 $ (82,970) $ (186,831) Effective tax rate |
Deferred tax assets and liabilities | December 31, 2018 2017 (In thousands) Deferred tax assets: Net operating loss carryforwards $ 1,967,910 $ 1,974,658 Equity compensation 7,038 10,281 Deferred revenue 16,494 14,005 Tax credit and other attribute carryforwards 100,752 131,640 Insurance loss reserves 2,451 6,626 Accrued interest 206,088 234,033 Other 82,167 80,492 Subtotal 2,382,900 2,451,735 Valuation allowance (1,917,390) (1,869,490) Deferred tax assets: $ 465,510 $ 582,245 Deferred tax liabilities: Depreciation and amortization for tax in excess of book expense $ 102,810 $ 146,448 Other 23,920 27,132 Deferred tax liability $ 126,730 $ 173,580 Net deferred tax assets (liabilities) $ 338,780 $ 408,665 Balance Sheet Summary: Net noncurrent deferred tax asset (1) $ 345,091 $ 419,003 Net noncurrent deferred tax liability (6,311) (10,338) Net deferred tax asset (liability) $ 338,780 $ 408,665 (1) This amount is included in other long-term assets. |
Change in unrecognized tax benefits | Year Ended December 31, 2018 2017 2016 (In thousands) Balance as of January 1 $ 33,203 $ 179,255 $ 188,376 Additions based on tax positions related to the current year — — — Additions for tax positions of prior years 308 25,119 (2) 3,873 Reductions for tax positions for prior years (7,800) (1) (171,171) (3) (11,547) (4) Settlements — — (1,447) Balance as of December 31 $ 25,711 $ 33,203 $ 179,255 (1) Includes $4.8 million reduction in Mexico, $1.0 million in Saudi Arabia and $2.0 million in Egypt. (2) Includes $12.0 million addition in Norway, $9.0 million in the U.S. and $2.0 million in Egypt. (3) Includes $167.0 million related to internal restructuring. (4) Includes $7.2 million related to the expiration of statute of limitations in Australia, Algeria and Mexico, a $2.0 million reduction to Trinidad and $2.1 million related to foreign currency translation. |
Joint Ventures (Tables)
Joint Ventures (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Joint Ventures | |
Schedule of condensed balance sheet of SANAD | December 31, 2018 2017 (In thousands) Assets: Cash and cash equivalents $ 211,618 $ 94,496 Accounts receivable 73,699 10,580 Other current assets 17,198 10,834 Property, plant and equipment, net 457,963 130,218 Other long-term assets 36,583 23,091 Total assets $ 797,061 $ 269,219 Liabilities: Accounts payable $ 60,087 $ 7,236 Accrued liabilities 8,530 2,592 Total liabilities $ 68,617 $ 9,828 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies | |
Minimum rental commitments under non cancellable operating leases | The minimum rental commitments under non‑cancelable operating leases, with lease terms in excess of one year subsequent to December 31, 2018, were as follows: (In thousands) 2019 $ 10,701 2020 7,104 2021 3,774 2022 2,356 2023 1,538 Thereafter 7,482 $ 32,955 |
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 $ 25,244 163,285 407 — $ 188,936 |
Earnings (Losses) Per Share (Ta
Earnings (Losses) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings (Losses) Per Share | |
Earnings (losses) per share computations | Year Ended December 31, 2018 2017 2016 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (598,063) $ (497,114) $ (1,011,244) Less: net (income) loss attributable to noncontrolling interest (28,222) (6,178) (135) Less: preferred stock dividends (12,305) — — Less: accrued distribution on redeemable noncontrolling interest in subsidiary (11,098) — — Less: distributed and undistributed earnings allocated to unvested shareholders (1,819) 13,210 22,730 Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (651,507) $ (490,082) $ (988,649) Income (loss) from discontinued operations, net of tax $ (14,663) $ (43,519) $ (18,363) Weighted-average number of shares outstanding - basic 334,397 280,653 276,475 Earnings (losses) per share: Basic from continuing operations $ (1.95) $ (1.75) $ (3.58) Basic from discontinued operations (0.04) (0.15) (0.06) Total Basic $ (1.99) $ (1.90) $ (3.64) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (651,507) $ (490,082) $ (988,649) Add: effect of reallocating undistributed earnings of unvested shareholders — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (651,507) $ (490,082) $ (988,649) Income (loss) from discontinued operations, net of tax $ (14,663) $ (43,519) $ (18,363) Weighted-average number of shares outstanding - basic 334,397 280,653 276,475 Add: dilutive effect of potential common shares — — — Weighted-average number of shares outstanding - diluted 334,397 280,653 276,475 Earnings (losses) per share: Diluted from continuing operations $ (1.95) $ (1.75) $ (3.58) Diluted from discontinued operations (0.04) (0.15) (0.06) Total Diluted $ (1.99) $ (1.90) $ (3.64) |
Potentially dilutive securities excluded as anti-dilutive | Year Ended December 31, 2018 2017 2016 (In thousands) Potentially dilutive securities excluded as anti-dilutive 4,341 4,534 5,372 |
Supplemental Balance Sheet an_2
Supplemental Balance Sheet and Income Statement Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Balance Sheet and Income Statement Information | |
Accrued liabilities | December 31, 2018 2017 (In thousands) Accrued compensation $ 92,358 $ 130,970 Deferred revenue and proceeds on insurance and asset sales 149,266 218,370 Other taxes payable 33,199 32,095 Workers’ compensation liabilities 16,316 13,987 Interest payable 59,718 65,642 Litigation reserves 24,926 18,830 Current liability to discontinued operations 2,445 6,074 Dividends declared and payable 25,330 17,148 Other accrued liabilities 14,354 29,928 $ 417,912 $ |
Schedule of investment income (loss) | Year Ended December 31, 2018 2017 2016 (In thousands) Interest and dividend income $ 4,957 $ 2,227 $ 1,215 Gains (losses) on marketable securities (14,456) (1,033) (32) $ (9,499) $ 1,194 $ 1,183 |
Other, net | Year Ended December 31, 2018 2017 2016 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 11,789 $ 19,026 $ 14,830 Charges related to our CJES holdings (1) — — 12,879 Litigation expenses and reserves 9,939 1,273 3,936 Foreign currency transaction losses (gains) 4,156 1,603 5,669 Other losses (gains) 3,648 (7,022) 6,860 $ 29,532 $ 14,880 $ 44,174 (1) |
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 — (6,061) (475) 28,372 21,836 Amounts reclassified from accumulated other comprehensive income (loss) 374 970 124 — 1,468 Net other comprehensive income (loss) 374 (5,091) (351) 28,372 23,304 As of December 31, 2017 $ (922) $ 9,144 $ (4,111) $ 7,074 $ 11,185 (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 — — — (31,962) (31,962) Amounts reclassified from accumulated other comprehensive income (loss) 430 — 166 — 596 Adoption of ASU No. 2016-01 — (9,144) — — (9,144) Net other comprehensive income (loss) 430 (9,144) 166 (31,962) (40,510) As of December 31, 2018 $ (492) $ — $ (3,945) $ (24,888) $ (29,325) (1) All amounts are net of tax. |
Schedule of line items that were reclassified from net income | Line item in consolidated statement of income (loss) Year Ended December 31, 2018 2017 2016 (In thousands) Impairments and other charges $ — $ 970 $ 3,495 Interest expense 567 613 613 General and administrative expenses 216 200 1,061 Other expense (income), net — — 3,059 Total income (loss) from continuing operations before income tax (783) (1,783) (8,228) Tax expense (benefit) (187) (315) (1,551) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (596) $ (1,468) $ (6,677) |
Supplemental cash flow information | Year Ended December 31, 2018 2017 2016 (In thousands) Cash paid for income taxes $ 11,383 $ 20,581 $ 34,479 Cash paid for interest, net of capitalized interest $ 202,803 $ 191,986 $ 184,445 Net change in accounts payable related to capital expenditures $ (8,556) $ (35,227) $ 22,920 Non-cash increase in assets attributable to redeemable noncontrolling interest in subsidiary $ 43,928 $ 142,875 $ — Acquisitions of businesses: Fair value of assets acquired $ 48,053 $ 280,709 $ — Goodwill 11,436 5,690 — Liabilities assumed (34,489) (55,742) — Share issuance as consideration (non-cash financing activity) — (178,993) — Payments on future consideration — — 22,278 Cash paid for acquisitions of businesses 25,000 51,664 22,278 Cash and restricted cash acquired in acquisitions of businesses (4,141) (63,983) — Cash (acquired in) paid for acquisitions of businesses, net $ 20,859 $ (12,319) $ 22,278 |
Unaudited Quarterly Financial_2
Unaudited Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Unaudited Quarterly Financial Information | |
Unaudited Quarterly Financial Information | Year Ended December 31, 2018 Quarter Ended March 31, June 30, September 30, December 31, (In thousands, except per share amounts) Operating revenues $ 734,194 $ 761,920 $ 779,425 $ 782,080 Income (loss) from continuing operations, net of tax $ (143,587) $ (195,215) $ (93,710) $ (165,551) Income (loss) from discontinued operations, net of tax (75) (584) (13,933) (71) Net income (loss) (143,662) (195,799) (107,643) (165,622) Less: Net (income) loss attributable to noncontrolling interest (539) (2,953) (6,934) (17,796) Net income (loss) attributable to Nabors $ (144,201) $ (198,752) $ (114,577) $ (183,418) Less: Preferred stock dividend — (3,680) (4,313) (4,312) Net income (loss) attributable to Nabors common shareholders $ (144,201) $ (202,432) $ (118,890) $ (187,730) Earnings (losses) per share: (1) Basic from continuing operations $ (0.46) $ (0.61) $ (0.31) $ (0.55) Basic from discontinued operations — — (0.04) — Total Basic $ (0.46) $ (0.61) $ (0.35) $ (0.55) Diluted from continuing operations $ (0.46) $ (0.61) $ (0.31) $ (0.55) Diluted from discontinued operations — — (0.04) — Total Diluted $ (0.46) $ (0.61) $ (0.35) $ (0.55) Year Ended December 31, 2017 Quarter Ended March 31, June 30, September 30, December 31, (In thousands, except per share amounts) Operating revenues $ 562,550 $ 631,355 $ 662,103 $ 708,277 Income (loss) from continuing operations, net of tax $ (147,628) $ (115,476) $ (119,285) $ (114,725) Income (loss) from discontinued operations, net of tax (439) (15,504) (27,134) (442) Net income (loss) (148,067) (130,980) (146,419) (115,167) Less: Net (income) loss attributable to noncontrolling interest (917) (1,971) (2,113) (1,177) Net income (loss) attributable to Nabors $ (148,984) $ (132,951) $ (148,532) $ (116,344) Less: Preferred stock dividend — — — — Net income (loss) attributable to Nabors common shareholders $ (148,984) $ (132,951) $ (148,532) $ (116,344) Earnings (losses) per share: (1) Basic from continuing operations $ (0.52) $ (0.41) $ (0.42) $ (0.40) Basic from discontinued operations — (0.05) (0.10) — Total Basic $ (0.52) $ (0.46) $ (0.52) $ (0.40) Diluted from continuing operations $ (0.52) $ (0.41) $ (0.42) $ (0.40) Diluted from discontinued operations — (0.05) (0.10) — Total Diluted $ (0.52) $ (0.46) $ (0.52) $ (0.40) (1) Earnings per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly earnings per share may not equal the total computed for the year. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Information | |
Financial information with respect to operating segments | Year Ended December 31, 2018 2017 2016 (In thousands) Operating revenues: U.S. Drilling $ 1,083,227 $ 805,223 $ 554,072 Canada Drilling 105,000 82,929 51,472 International Drilling 1,469,038 1,474,060 1,508,890 Drilling Solutions 250,242 140,701 63,759 Rig Technologies 270,988 234,542 151,951 Other reconciling items (1) (120,876) (173,170) (102,305) Total $ 3,057,619 $ 2,564,285 $ 2,227,839 Year Ended December 31, 2018 2017 2016 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ (21,298) $ (213,877) $ (197,710) Canada Drilling (6,166) (22,262) (36,818) International Drilling 74,221 108,428 164,677 Drilling Solutions 37,626 16,738 (16,503) Rig Technologies (25,762) (30,964) (31,981) Total segment adjusted operating income (loss) $ 58,621 $ (141,937) $ (118,335) Year Ended December 31, 2018 2017 2016 (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) $ 58,621 $ (141,937) $ (118,335) Other reconciling items (3) (166,815) (157,043) (130,976) Earnings (losses) from unconsolidated affiliates 1 7 (221,914) Investment income (loss) (9,499) 1,194 1,183 Interest expense (227,124) (222,889) (185,360) Impairments and other charges (144,446) (44,536) (498,499) Other, net (29,532) (14,880) (44,174) Income (loss) from continuing operations before income taxes $ (518,794) $ (580,084) $ (1,198,075) Year Ended December 31, 2018 2017 2016 (In thousands) Depreciation and amortization U.S. Drilling $ 394,586 $ 375,171 $ 388,367 Canada Drilling 37,172 39,597 42,143 International Drilling 383,227 400,753 411,372 Drilling Solutions 31,037 16,188 18,598 Rig Technologies 16,387 11,530 14,552 Other reconciling items (3) 4,461 (296) (3,401) Total $ 866,870 $ 842,943 $ 871,631 Year Ended December 31, 2018 2017 2016 (In thousands) Capital expenditures: U.S. Drilling $ 222,338 $ 330,875 $ 183,146 Canada Drilling 12,981 17,197 4,546 International Drilling 172,565 159,817 169,640 Drilling Solutions 30,709 35,617 21,606 Rig Technologies 12,250 4,715 2,003 Other reconciling items (3) 2,592 (9,030) 33,438 Total $ 453,435 $ 539,191 $ 414,379 December 31, 2018 2017 (In thousands) Total assets: U.S. Drilling $ 2,982,974 $ 3,203,560 Canada Drilling 252,817 347,773 International Drilling 3,320,347 3,540,829 Drilling Solutions 281,078 182,162 Rig Technologies 401,044 459,665 Other reconciling items (3) 615,684 667,995 Total $ 7,853,944 $ (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), impairments and other charges 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. |
Schedule of financial information with respect to Nabors' operations by geographic area | Year Ended December 31, 2018 2017 2016 (In thousands) Operating revenues U.S. $ 1,347,448 $ 973,464 $ 642,835 Outside the U.S. 1,710,171 1,590,821 1,585,004 $ 3,057,619 $ 2,564,285 $ 2,227,839 Property, plant and equipment, net: U.S. $ 2,892,910 $ 3,163,425 $ 3,048,749 Outside the U.S. 2,574,960 2,946,140 3,218,834 $ 5,467,870 $ 6,109,565 $ 6,267,583 Goodwill: U.S. $ 65,633 $ 54,198 $ 54,199 Outside the U.S. 118,281 119,028 112,718 $ 183,914 $ 173,226 $ 166,917 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue Recognition | |
Summary of revenue is disaggregation by geographical region | Year Ended December 31, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 910,819 $ — $ — $ 173,219 $ 188,550 $ — $ 1,272,588 U.S. Offshore Gulf of Mexico 122,946 — — 13,776 — — 136,722 Alaska 49,462 — — 3,670 777 — 53,909 Canada — 105,000 — 5,849 29,682 — 140,531 Middle East & Asia — — 888,500 35,486 26,236 — 950,222 Latin America — — 360,385 15,350 8,514 — 384,249 Europe, Africa & CIS — — 220,153 2,892 17,229 — 240,274 Eliminations & other — — — — — (120,876) (120,876) Total $ 1,083,227 $ 105,000 $ 1,469,038 $ 250,242 $ 270,988 $ (120,876) $ 3,057,619 Year Ended December 31, 2017 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 681,669 $ — $ — $ 118,574 $ 211,609 $ — $ 1,011,852 U.S. Offshore Gulf of Mexico 75,994 — — 1,021 — — 77,015 Alaska 47,560 — — 3,925 623 — 52,108 Canada — 82,929 — 6,054 7,618 — 96,601 Middle East & Asia — — 875,175 7,397 13,493 — 896,065 Latin America — — 388,235 3,266 392 — 391,893 Europe, Africa & CIS — — 210,650 464 807 — 211,921 Eliminations & other — — — — — (173,170) (173,170) Total $ 805,223 $ 82,929 $ 1,474,060 $ 140,701 $ 234,542 $ (173,170) $ 2,564,285 Year Ended December 31, 2016 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 402,415 $ — $ — $ 49,377 $ 133,271 $ — $ 585,063 U.S. Offshore Gulf of Mexico 79,730 — — 252 — — 79,982 Alaska 71,927 — — 3,036 555 — 75,518 Canada — 51,472 — 4,572 8,968 — 65,012 Middle East & Asia — — 894,216 5,152 9,157 — 908,525 Latin America — — 306,042 1,157 — — 307,199 Europe, Africa & CIS — — 308,632 213 — — 308,845 Eliminations & other — — — — — (102,305) (102,305) Total $ 554,072 $ 51,472 $ 1,508,890 $ 63,759 $ 151,951 $ (102,305) $ 2,227,839 |
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 December 31, 2018 $ 791.2 $ 55.8 $ 32.3 $ 116.7 $ 69.7 |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Balance Sheets | December 31, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 474 $ 42 $ 447,250 $ — $ 447,766 Short-term investments — — 34,036 — 34,036 Accounts receivable, net — — 756,320 — 756,320 Inventory, net — — 165,587 — 165,587 Assets held for sale — — 12,250 — 12,250 Other current assets 50 433 177,121 — 177,604 Total current assets 524 475 1,592,564 — 1,593,563 Property, plant and equipment, net — — 5,467,870 — 5,467,870 Goodwill — — 183,914 — 183,914 Intercompany receivables 95,946 218,129 2,611 (316,686) — Investment in consolidated affiliates 2,658,827 5,494,886 4,079,269 (12,232,982) — Deferred income taxes — 388,089 345,091 (388,089) 345,091 Other long-term assets — 142 277,689 (14,325) 263,506 Total assets $ 2,755,297 $ 6,101,721 $ 11,949,008 $ (12,952,082) $ 7,853,944 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 561 $ — $ 561 Trade accounts payable 132 14 392,697 — 392,843 Accrued liabilities 28,815 62,830 326,267 — 417,912 Income taxes payable — — 20,761 — 20,761 Total current liabilities 28,947 62,844 740,286 — 832,077 Long-term debt — 3,600,209 — (14,325) 3,585,884 Other long-term liabilities — 29,331 245,154 — 274,485 Deferred income taxes — — 394,400 (388,089) 6,311 Intercompany payable 25,500 — 291,186 (316,686) — Total liabilities 54,447 3,692,384 1,671,026 (719,100) 4,698,757 Redeemable noncontrolling interest in subsidiary — — 404,861 — 404,861 Shareholders’ equity 2,700,850 2,409,337 9,823,645 (12,232,982) 2,700,850 Noncontrolling interest — — 49,476 — 49,476 Total equity 2,700,850 2,409,337 9,873,121 (12,232,982) 2,750,326 Total liabilities and equity $ 2,755,297 $ 6,101,721 $ 11,949,008 $ (12,952,082) $ 7,853,944 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) | Year Ended December 31, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 3,057,619 $ — $ 3,057,619 Earnings (losses) from unconsolidated affiliates — — 1 — 1 Earnings (losses) from consolidated affiliates (629,060) 218,539 35,279 375,242 — Investment income (loss) 2 — 2,984 (12,485) (9,499) Total revenues and other income (629,058) 218,539 3,095,883 362,757 3,048,121 Costs and other deductions: Direct costs — — 1,976,974 — 1,976,974 General and administrative expenses 9,725 635 256,145 (683) 265,822 Research and engineering — — 56,147 — 56,147 Depreciation and amortization — 125 866,745 — 866,870 Interest expense, net — 231,971 (4,847) — 227,124 Impairments and other charges — 5,269 139,177 — 144,446 Other, net 1,803 — 27,046 683 29,532 Intercompany interest expense, net 362 — (362) — — Total costs and other deductions 11,890 238,000 3,317,025 — 3,566,915 Income (loss) from continuing operations before income taxes (640,948) (19,461) (221,142) 362,757 (518,794) Income tax expense (benefit) — (54,740) 134,009 — 79,269 Income (loss) from continuing operations, net of tax (640,948) 35,279 (355,151) 362,757 (598,063) Income (loss) from discontinued operations, net of tax — — (14,663) — (14,663) Net income (loss) (640,948) 35,279 (369,814) 362,757 (612,726) Less: Net (income) loss attributable to noncontrolling interest — — (28,222) — (28,222) Net income (loss) attributable to Nabors $ (640,948) $ 35,279 $ (398,036) $ 362,757 $ (640,948) Less: Preferred stock dividend (12,305) — — — (12,305) Net income (loss) attributable to Nabors common shareholders $ (653,253) $ 35,279 $ (398,036) $ 362,757 $ (653,253) Year Ended December 31, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,564,285 $ — $ 2,564,285 Earnings (losses) from unconsolidated affiliates — — 7 — 7 Earnings (losses) from consolidated affiliates (528,180) 18,380 (343,233) 853,033 — Investment income (loss) 17 63 13,031 (11,917) 1,194 Total revenues and other income (528,163) 18,443 2,234,090 841,116 2,565,486 Costs and other deductions: Direct costs — — 1,718,069 — 1,718,069 General and administrative expenses 10,995 715 240,139 (665) 251,184 Research and engineering — — 51,069 — 51,069 Depreciation and amortization — 125 842,818 — 842,943 Interest expense, net — 232,103 (9,214) — 222,889 Impairments and other charges — — 44,536 — 44,536 Other, net 7,662 19,033 (12,480) 665 14,880 Intercompany interest expense (9) — 9 — — Total costs and other deductions 18,648 251,976 2,874,946 — 3,145,570 Income (loss) from continuing operations before income taxes (546,811) (233,533) (640,856) 841,116 (580,084) Income tax expense (benefit) — 109,700 (192,670) — (82,970) Income (loss) from continuing operations, net of tax (546,811) (343,233) (448,186) 841,116 (497,114) Income (loss) from discontinued operations, net of tax — — (43,519) — (43,519) Net income (loss) (546,811) (343,233) (491,705) 841,116 (540,633) Less: Net (income) loss attributable to noncontrolling interest — — (6,178) — (6,178) Net income (loss) attributable to Nabors $ (546,811) $ (343,233) $ (497,883) $ 841,116 $ (546,811) Year Ended December 31, 2016 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,227,839 $ — $ 2,227,839 Earnings (losses) from unconsolidated affiliates — — (221,914) — (221,914) Earnings (losses) from consolidated affiliates (1,017,338) (231,960) (359,751) 1,609,049 — Investment income (loss) 2 132 12,972 (11,923) 1,183 Intercompany interest income — 569 — (569) — Total revenues and other income (1,017,336) (231,259) 1,659,146 1,596,557 2,007,108 Costs and other deductions: Direct costs — — 1,344,298 — 1,344,298 General and administrative expenses 10,559 603 217,333 (856) 227,639 Research and engineering — — 33,582 — 33,582 Depreciation and amortization — 124 871,507 — 871,631 Interest expense, net — 204,010 (18,650) — 185,360 Impairments and other charges 1,366 — 497,133 — 498,499 Other, net 482 (14) 42,850 856 44,174 Intercompany interest expense, net (1) — 570 (569) — Total costs and other deductions 12,406 204,723 2,988,623 (569) 3,205,183 Income (loss) from continuing operations before income taxes (1,029,742) (435,982) (1,329,477) 1,597,126 (1,198,075) Income tax expense (benefit) — (76,231) (110,600) — (186,831) Income (loss) from continuing operations, net of tax (1,029,742) (359,751) (1,218,877) 1,597,126 (1,011,244) Income (loss) from discontinued operations, net of tax — — (18,363) — (18,363) Net income (loss) (1,029,742) (359,751) (1,237,240) 1,597,126 (1,029,607) Less: Net (income) loss attributable to noncontrolling interest — — (135) — (135) Net income (loss) attributable to Nabors $ (1,029,742) $ (359,751) $ (1,237,375) $ 1,597,126 $ (1,029,742) Less: Preferred stock dividend — — — — — Net income (loss) attributable to Nabors common shareholders $ (1,029,742) $ (359,751) $ (1,237,375) $ 1,597,126 $ (1,029,742) |
Condensed Consolidating Statements of Comprehensive Income (Loss) | Year Ended December 31, 2018 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (640,948) $ 35,279 $ (398,036) $ 362,757 $ (640,948) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors (31,962) 4 (31,962) 31,958 (31,962) Pension liability amortization and adjustment 216 216 432 (648) 216 Unrealized gains (losses) and amortization on cash flow hedges 567 567 567 (1,134) 567 Adoption of ASU No. 2016-01 (9,144) — (9,144) 9,144 (9,144) Other comprehensive income (loss) before tax (40,323) 787 (40,107) 39,320 (40,323) Income tax expense (benefit) related to items of other comprehensive income (loss) 187 187 374 (561) 187 Other comprehensive income (loss), net of tax (40,510) 600 (40,481) 39,881 (40,510) Comprehensive income (loss) attributable to Nabors (681,458) 35,879 (438,517) 402,638 (681,458) Net income (loss) attributable to noncontrolling interest — — 28,222 — 28,222 Translation adjustment attributable to noncontrolling interest — — (251) — (251) Comprehensive income (loss) attributable to noncontrolling interest — — 27,971 — 27,971 Comprehensive income (loss) $ (681,458) $ 35,879 $ (410,546) $ 402,638 $ (653,487) Year Ended December 31, 2017 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (546,811) $ (343,233) $ (497,883) $ 841,116 $ (546,811) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 28,372 — 28,372 (28,372) 28,372 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities (6,061) — (6,061) 6,061 (6,061) Less: reclassification adjustment for (gains) losses included in net income (loss) 970 — 970 (970) 970 Unrealized gains (losses) on marketable securities (5,091) — (5,091) 5,091 (5,091) Pension liability amortization and adjustment (275) (275) (550) 825 (275) Unrealized gains (losses) and amortization on cash flow hedges 613 613 613 (1,226) 613 Other comprehensive income (loss) before tax 23,619 338 23,344 (23,682) 23,619 Income tax expense (benefit) related to items of other comprehensive income (loss) 315 315 630 (945) 315 Other comprehensive income (loss), net of tax 23,304 23 22,714 (22,737) 23,304 Comprehensive income (loss) attributable to Nabors (523,507) (343,210) (475,169) 818,379 (523,507) Net income (loss) attributable to noncontrolling interest — — 6,178 — 6,178 Translation adjustment attributable to noncontrolling interest — — 282 — 282 Comprehensive income (loss) attributable to noncontrolling interest — — 6,460 — 6,460 Comprehensive income (loss) $ (523,507) $ (343,210) $ (468,709) $ 818,379 $ (517,047) Year Ended December 31, 2016 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (1,029,742) $ (359,751) $ (1,237,375) $ 1,597,126 $ (1,029,742) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors 17,743 (21) 17,743 (17,722) 17,743 Unrealized gains (losses) on marketable securities: Unrealized gains (losses) on marketable securities 11,054 — 11,054 (11,054) 11,054 Less: reclassification adjustment for (gains) losses included in net income (loss) 3,495 — 3,495 (3,495) 3,495 Unrealized gains (losses) on marketable securities 14,549 — 14,549 (14,549) 14,549 Pension liability amortization and adjustment 1,061 1,061 2,122 (3,183) 1,061 Unrealized gains (losses) and amortization on cash flow hedges 613 613 613 (1,226) 613 Pension buyout 3,059 3,059 6,118 (9,177) 3,059 Other comprehensive income (loss) before tax 37,025 4,712 41,145 (45,857) 37,025 Income tax expense (benefit) related to items of other comprehensive income (loss) 1,551 1,551 3,102 (4,653) 1,551 Other comprehensive income (loss), net of tax 35,474 3,161 38,043 (41,204) 35,474 Comprehensive income (loss) attributable to Nabors (994,268) (356,590) (1,199,332) 1,555,922 (994,268) Net income (loss) attributable to noncontrolling interest — — 135 — 135 Translation adjustment attributable to noncontrolling interest — — 251 — 251 Comprehensive income (loss) attributable to noncontrolling interest — — 386 — 386 Comprehensive income (loss) $ (994,268) $ (356,590) $ (1,198,946) $ 1,555,922 $ (993,882) |
Condensed Consolidating Statements of Cash Flows | Year Ended December 31, 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 $ 86,504 $ (208,943) $ 495,709 $ (47,497) $ 325,773 Cash flows from investing activities: Purchases of investments — — (676) — (676) Sales and maturities of investments — — 4,287 — 4,287 Cash paid for acquisitions of businesses, net of cash acquired — (20,859) — — (20,859) Cash paid for investments in consolidated affiliates (587,500) — (206,500) 794,000 — Capital expenditures — — (458,938) — (458,938) Proceeds from sales of assets and insurance claims — — 109,098 — 109,098 Change in intercompany balances — 502,856 (502,856) — — Net cash provided by (used for) investing activities (587,500) 481,997 (1,055,585) 794,000 (367,088) Cash flows from financing activities: Proceeds from issuance of long-term debt — 800,000 — — 800,000 Debt issuance costs — (21,277) — — (21,277) Proceeds from revolving credit facilities — 1,135,000 — — 1,135,000 Proceeds from parent contributions — 206,500 587,500 (794,000) — Proceeds from issuance of common shares, net of issuance costs 301,404 — — — 301,404 Reduction of long-term debt — (878,278) — — (878,278) Proceeds from (payment for) commercial paper, net — (40,000) — — (40,000) Reduction in revolving credit facilities — (1,475,000) — — (1,475,000) Dividends to common and preferred shareholders (99,583) — — 12,485 (87,098) Proceeds from (payments for) short-term borrowings — — 380 — 380 Proceeds from issuance of preferred stock, net of issuance costs 277,927 — — — 277,927 Proceeds from issuance of intercompany debt 45,500 — (45,500) — — Paydown of intercompany debt (21,000) — 21,000 — — Distributions to Non-controlling interest — — (5,452) — (5,452) Distribution from subsidiary to parent — — (35,012) 35,012 — Redeemable noncontrolling interest contribution — — 156,935 — 156,935 Other changes (3,869) — (5,043) — (8,912) Net cash (used for) provided by financing activities 500,379 (273,055) 674,808 (746,503) 155,629 Effect of exchange rate changes on cash and cash equivalents — — (5,263) — (5,263) Net increase (decrease) in cash, cash equivalents and restricted cash (617) (1) 109,669 — 109,051 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 $ 474 $ 43 $ 450,563 $ — $ 451,080 Year Ended December 31, 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 $ 143,444 $ (90,229) $ 142,527 $ (132,986) $ 62,756 Cash flows from investing activities: Purchases of investments — — (6,722) — (6,722) Sales and maturities of investments — — 13,069 — 13,069 Cash paid for acquisitions of businesses, net of cash acquired — — 12,319 — 12,319 Cash paid for investments in consolidated affiliates (100) — (85,960) 86,060 — Capital expenditures — — (574,467) — (574,467) Proceeds from sale of assets and insurance claims — — 57,933 — 57,933 Change in intercompany balances — (599,974) 599,974 — — Net cash provided by (used for) investing activities (100) (599,974) 16,146 86,060 (497,868) Cash flows from financing activities: Debt issuance costs — (11,043) — — (11,043) Proceeds from issuance of common shares 8,299 — 1 — 8,300 Reduction in long-term debt — (270,269) (111,545) — (381,814) Reduction in revolving credit facilities — (215,000) — — (215,000) Dividends to shareholders (80,419) — — 11,916 (68,503) Proceeds from (payments for) commercial paper, net — 40,000 — — 40,000 Proceeds from (payments for) issuance of intercompany debt 57,000 20,000 (77,000) — — Purchase of capped call hedge transactions — (40,250) — — (40,250) Proceeds from revolving credit facilities — 725,000 — — 725,000 Proceeds from issuance of long-term debt — 411,200 — — 411,200 Payments on term loan — (162,500) — — (162,500) Repurchase of common shares (18,071) — — — (18,071) Paydown of intercompany debt (102,000) (20,000) 122,000 — — Cash proceeds from equity component of exchangeable debt — 159,952 — — 159,952 Noncontrolling interest contribution — — 20,000 — 20,000 Redeemable noncontrolling interest — — 61,123 — 61,123 Distributions to Non-controlling interest — — (7,272) — (7,272) Proceeds from (payments for) short-term borrowings — — (543) — (543) Proceeds from parent contributions — 42,980 43,080 (86,060) — Distribution from subsidiary to parent — — (121,070) 121,070 — Other changes (8,210) — (189) — (8,399) Net cash (used for) provided by financing activities (143,401) 680,070 (71,415) 46,926 512,180 Effect of exchange rate changes on cash and cash equivalents — — (29) — (29) Net increase (decrease) in cash, cash equivalents and restricted cash (57) (10,133) 87,229 — 77,039 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 $ 1,091 $ 44 $ 340,894 $ — $ 342,029 Year Ended December 31, 2016 Nabors Other Nabors Delaware Subsidiaries (Parent/ (Issuer/ (Non- Consolidating Guarantor) Guarantor) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 58,406 $ (233,738) $ 757,660 $ (50,423) $ 531,905 Cash flows from investing activities: Purchases of investments — — (24) — (24) Sales and maturities of investments — — 739 — 739 Cash paid for acquisition of businesses, net of cash acquired — — (22,278) — (22,278) Capital expenditures — — (395,455) — (395,455) Proceeds from sales of assets and insurance claims — — 34,831 — 34,831 Cash paid for investments in consolidated affiliates — (86,459) (159,000) 245,459 — Changes in intercompany balances — 103,384 (103,384) — — Net cash provided by (used for) investing activities — 16,925 (644,571) 245,459 (382,187) Cash flows from financing activities: Proceeds from (payments for) short-term borrowings — — (6,211) — (6,211) Debt issuance costs — (11,520) — — (11,520) Proceeds from (payments for) issuance of common shares 967 — — — 967 Reduction in long-term debt — (350,000) (143,612) — (493,612) Proceeds from revolving credit facilities — 610,000 1,500 — 611,500 Payments on term loan — (162,500) — — (162,500) Dividends to shareholders (59,866) — — 8,942 (50,924) Proceeds from (payments for) commercial paper, net — (8,000) — — (8,000) Proceeds from issuance of long term debt — 600,000 — — 600,000 Reduction in revolving credit facilities — (610,000) (1,500) — (611,500) Repurchase of common shares — — (1,687) — (1,687) Proceeds (issuance) of intercompany debt 45,500 — (45,500) — — Proceeds from parent contributions — 159,000 86,458 (245,458) — Paydown of intercompany debt (40,000) — 40,000 — — Payments on parent (Equity of N/P) — — (41,480) 41,480 — Other (4,732) — 3 — (4,729) Net cash (used for) provided by financing activities (58,131) 226,980 (112,029) (138,216) Effect of exchange rate changes on cash and cash equivalents — — (2,003) — (2,003) Net increase (decrease) in cash, cash equivalents and restricted cash 275 10,167 (943) — 9,499 Cash, cash equivalents and restricted cash, beginning of period 873 10 254,608 — 255,491 Cash, cash equivalents and restricted cash, end of period $ 1,148 $ 10,177 $ 253,665 $ — $ 264,990 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory, net | ||
Raw materials | $ 116,840 | $ 124,635 |
Work-in-progress | 20,329 | 19,113 |
Finished goods | 28,418 | 22,559 |
Total inventory | 165,587 | 166,307 |
Inventory Valuation Reserves | $ 27,900 | $ 28,900 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment | |||
Value of shares sold | $ 301,404 | $ 8,300 | $ 967 |
Loss on sale of offshore rigs | $ 11,789 | $ 19,026 | $ 14,830 |
Rig Assets Excluding Jackup Rigs | |||
Property, Plant and Equipment | |||
Operating rig asset depreciable life, operating days | 4927 days | ||
Non-operating rig asset depreciable life | 20 years | ||
Jack Up Rigs | |||
Property, Plant and Equipment | |||
Operating rig asset depreciable life, operating days | 8030 days | ||
Non-operating rig asset depreciable life | 30 years | ||
Buildings | Minimum | |||
Property, Plant and Equipment | |||
Estimated useful life | 10 years | ||
Buildings | Maximum | |||
Property, Plant and Equipment | |||
Estimated useful life | 30 years | ||
Oilfield Hauling and Mobile Equipment and Other Machinery and Equipment | Minimum | |||
Property, Plant and Equipment | |||
Estimated useful life | 3 years | ||
Oilfield Hauling and Mobile Equipment and Other Machinery and Equipment | Maximum | |||
Property, Plant and Equipment | |||
Estimated useful life | 10 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Goodwill (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||
Goodwill - Beginning Balance | $ 173,226,000 | $ 166,917,000 |
Acquisitions and purchase price adjustment | 11,436,000 | 5,690,000 |
Cumulative Translation Adjustment | (748,000) | 619,000 |
Goodwill - Ending Balance | $ 183,914,000 | 173,226,000 |
Goodwill | ||
Long-term growth rate used to calculate terminal values for each reporting unit (as a percent) | 3.00% | |
Discontinued Operation, additional disclosures | ||
Goodwill for the consolidated company, expected to be deductible for tax purposes | $ 9,200,000 | |
U.S. Drilling | ||
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||
Goodwill - Beginning Balance | 50,149,000 | 50,149,000 |
Goodwill - Ending Balance | 50,149,000 | 50,149,000 |
International Drilling | ||
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||
Goodwill - Beginning Balance | 75,634,000 | 75,634,000 |
Goodwill - Ending Balance | 75,634,000 | 75,634,000 |
Drilling Solutions | ||
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||
Acquisitions and purchase price adjustment | 11,436,000 | |
Goodwill - Ending Balance | 11,436,000 | |
Rig Technologies | ||
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||
Goodwill - Beginning Balance | 47,443,000 | 41,134,000 |
Acquisitions and purchase price adjustment | 5,690,000 | |
Cumulative Translation Adjustment | (748,000) | 619,000 |
Goodwill - Ending Balance | $ 46,695,000 | $ 47,443,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Research and Engineering (Details) - In Process Research and Development - Two T D Drilling - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Intangible Assets | |||
Intangible Assets | $ 47.7 | $ 32.5 | $ 21.7 |
Transfer of research and development expenses to completed technology | $ 0 | $ 0 | $ 0 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Summary of Significant Accounting Policies | ||
US Federal tax rate (as a percent) | 21.00% | 35.00% |
Provision for income taxes | $ 138.6 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | 1 Months Ended | ||||
Jan. 31, 2016 | Jan. 01, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Oct. 31, 2016 | |
New Accounting Pronouncement, Early Adoption | |||||
Decrease in deferred tax asset | $ (345,091) | $ (419,003) | |||
Accounting Standards Update 2016-16 | |||||
New Accounting Pronouncement, Early Adoption | |||||
Decrease in deferred tax asset | $ 34,100 | ||||
Accounting Standards Update 2016-01 | |||||
New Accounting Pronouncement, Early Adoption | |||||
Adjustment to retained earnings | $ 9,100 | ||||
Accounting Standards Update 2016-02 | Forecast | |||||
New Accounting Pronouncement, Early Adoption | |||||
Right of use assets | $ 30,000 | ||||
Accounting Standards Update 2016-02 | Minimum | Forecast | |||||
New Accounting Pronouncement, Early Adoption | |||||
Lease liability | 25,000 | ||||
Right of use assets | 25,000 | ||||
Accounting Standards Update 2016-02 | Maximum | Forecast | |||||
New Accounting Pronouncement, Early Adoption | |||||
Lease liability | 30,000 | ||||
Right of use assets | $ 30,000 |
Impairments and Other Charges_2
Impairments and Other Charges (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($)item | |
Tangible Assets And Equipment | |||
Provision for retirement of assets | $ 14,617 | $ 69,072 | |
Impairment of long-lived assets | 45,570 | $ 6,895 | 216,355 |
Subtotal | 60,187 | 6,895 | 285,427 |
Other Charges: | |||
Other-than-temporary impairment | 219,737 | ||
Provision for international operations | 64,668 | ||
Transaction related costs | 14,323 | 21,628 | |
Loss on debt repurchase | 5,268 | 16,013 | (6,665) |
Total impairments and other charges | 144,446 | 44,536 | 498,499 |
Payment of long-term debt | 878,278 | 381,814 | 493,612 |
Loss on debt repurchase | (5,268) | (16,013) | $ 6,665 |
Number of remaining SCR rigs retired | item | 24 | ||
Number of older rigs retired | item | 7 | ||
Write-off of receivable | 1,285 | 3,083 | $ (3,540) |
C&J Energy Services, Ltd. | |||
Other Charges: | |||
Other-than-temporary impairment | 192,400 | ||
Total impairments and other charges | 216,200 | ||
Affiliate Receivable | 23,800 | ||
North Slope of Alaska | |||
Tangible Assets And Equipment | |||
Provision for retirement of assets | 22,400 | ||
U.S. Drilling | |||
Tangible Assets And Equipment | |||
Provision for retirement of assets | 25,365 | ||
Impairment of long-lived assets | 163,182 | ||
Subtotal | 188,547 | ||
Canada Drilling | |||
Tangible Assets And Equipment | |||
Provision for retirement of assets | 19,573 | ||
Impairment of long-lived assets | 1,125 | ||
Subtotal | 20,698 | ||
International Drilling | |||
Tangible Assets And Equipment | |||
Provision for retirement of assets | 23,275 | ||
Impairment of long-lived assets | 12,721 | ||
Subtotal | 35,996 | ||
Drilling Solutions | |||
Tangible Assets And Equipment | |||
Provision for retirement of assets | 859 | ||
Subtotal | 859 | ||
Rig Technologies | |||
Tangible Assets And Equipment | |||
Impairment of long-lived assets | 15,343 | ||
Subtotal | 15,343 | ||
Other | |||
Tangible Assets And Equipment | |||
Impairment of long-lived assets | 23,984 | ||
Subtotal | 23,984 | ||
Senior Notes. | |||
Other Charges: | |||
Loss on debt repurchase | 16,000 | ||
Principal amount redeemed | 873,000 | 367,900 | 152,700 |
Payment of long-term debt | $ 906,500 | 381,700 | $ 157,500 |
Loss on debt repurchase | $ (16,000) |
Assets Held-for-Sale and Discon
Assets Held-for-Sale and Discontinued Operations (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Nov. 30, 2018 | Dec. 31, 2017 |
Assets held-for-sale | |||
Assets held for sale | $ 12,250 | $ 37,052 | |
Pipeline commitment | 8,500 | ||
Assets Held-for-sale | Oil and Gas | |||
Assets held-for-sale | |||
Assets held for sale | $ 25,900 | ||
Assets Held-for-sale | Oil and Gas | Canada Drilling | |||
Assets held-for-sale | |||
Operation consideration | $ 8,000 | ||
Pipeline commitment | $ 2,400 |
Assets Held for Sale and Disc_3
Assets Held for Sale and Discontinued Operations (Details2) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2018 | |
Discontinued operations | ||||||||||||
Undiscounted contractual commitments | $ 2,400 | $ 11,200 | $ 2,400 | $ 11,200 | ||||||||
Liability related to discontinued operation | 8,500 | 8,500 | ||||||||||
Current liability to discontinued operations | 2,445 | 6,074 | 2,445 | 6,074 | ||||||||
Operating revenues | ||||||||||||
Operating revenues | 4,078 | 6,169 | $ 2,859 | |||||||||
Income (loss) from Oil & Gas discontinued operations: | ||||||||||||
Income (loss) from Oil and Gas discontinued operations, net of tax | (71) | $ (13,933) | $ (584) | $ (75) | (442) | $ (27,134) | $ (15,504) | $ (439) | (14,663) | (43,519) | (18,363) | |
Litigation expenses and reserves | 9,939 | 1,273 | 3,936 | |||||||||
Sale of business | ||||||||||||
Other long-term assets | $ 263,506 | $ 252,854 | 263,506 | 252,854 | ||||||||
Assets Held-for-sale | ||||||||||||
Income (loss) from Oil & Gas discontinued operations: | ||||||||||||
Impairment charge | 17,000 | 35,300 | 15,400 | |||||||||
Oil and Gas | ||||||||||||
Income (loss) from Oil & Gas discontinued operations: | ||||||||||||
Income (loss) from discontinued operations | (2,766) | (2,506) | (3,978) | |||||||||
Less: Impairment charges or other (gains) and losses on sale of wholly owned assets (2) | 17,199 | 51,028 | 19,445 | |||||||||
Less: Income tax expense (benefit) | (5,302) | (10,015) | (5,060) | |||||||||
Income (loss) from Oil and Gas discontinued operations, net of tax | $ (14,663) | (43,519) | $ (18,363) | |||||||||
Litigation expenses and reserves | $ 16,500 | |||||||||||
Oil and Gas | Canada Drilling | Assets Held-for-sale | ||||||||||||
Discontinued operations | ||||||||||||
Liability related to discontinued operation | $ 2,400 |
Acquisitions - 2017 Acquisition
Acquisitions - 2017 Acquisitions (Details) - USD ($) | Oct. 03, 2018 | Dec. 15, 2017 | Sep. 05, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Acquisitions | |||||||||||||||
Cash paid for acquisitions of businesses | $ 25,000,000 | $ 51,664,000 | $ 22,278,000 | ||||||||||||
Goodwill | $ 173,226,000 | $ 183,914,000 | $ 173,226,000 | 183,914,000 | 173,226,000 | 166,917,000 | |||||||||
Liabilities: | |||||||||||||||
Net income (loss) | $ (183,418,000) | $ (114,577,000) | $ (198,752,000) | $ (144,201,000) | $ (116,344,000) | $ (148,532,000) | $ (132,951,000) | $ (148,984,000) | $ (640,948,000) | (546,811,000) | (1,029,742,000) | ||||
Stavanger Based Robotic Drilling Systems AS | |||||||||||||||
Acquisitions | |||||||||||||||
Cash paid for acquisitions of businesses | $ 50,700,000 | ||||||||||||||
Recorded intangible assets | 53,300,000 | ||||||||||||||
Goodwill | 5,700,000 | ||||||||||||||
Other liabilities | 7,300,000 | ||||||||||||||
Liabilities: | |||||||||||||||
Other long-term liabilities | 7,300,000 | ||||||||||||||
Stavanger Based Robotic Drilling Systems AS | Developed Technology | |||||||||||||||
Acquisitions | |||||||||||||||
Recorded intangible assets | $ 20,800,000 | ||||||||||||||
Estimated Useful Life | 10 years | ||||||||||||||
Stavanger Based Robotic Drilling Systems AS | In Process Research and Development | |||||||||||||||
Acquisitions | |||||||||||||||
Recorded intangible assets | $ 32,500,000 | ||||||||||||||
PetroMar Technologies | |||||||||||||||
Acquisitions | |||||||||||||||
Cash paid for acquisitions of businesses | $ 25,000,000 | ||||||||||||||
Recorded intangible assets | 36,200,000 | ||||||||||||||
Goodwill | 11,400,000 | ||||||||||||||
Other liabilities | 22,600,000 | ||||||||||||||
Liabilities: | |||||||||||||||
Other long-term liabilities | 22,600,000 | ||||||||||||||
PetroMar Technologies | Developed Technology | |||||||||||||||
Acquisitions | |||||||||||||||
Recorded intangible assets | 13,700,000 | ||||||||||||||
PetroMar Technologies | Trade Names | |||||||||||||||
Acquisitions | |||||||||||||||
Recorded intangible assets | 800,000 | ||||||||||||||
PetroMar Technologies | In Process Research and Development | |||||||||||||||
Acquisitions | |||||||||||||||
Recorded intangible assets | $ 21,700,000 | ||||||||||||||
Tesco Corporation | |||||||||||||||
Acquisitions | |||||||||||||||
Fair value of common shares issued | $ 179,000,000 | ||||||||||||||
Other liabilities | 2,436,000 | ||||||||||||||
Assets: | |||||||||||||||
Cash and cash equivalents | 59,804,000 | ||||||||||||||
Accounts receivable | 40,465,000 | ||||||||||||||
Inventory | 44,525,000 | ||||||||||||||
Other current assets | 13,889,000 | ||||||||||||||
Property, plant and equipment, net | 68,591,000 | ||||||||||||||
Other long-term assets | 3,647,000 | ||||||||||||||
Total assets | 230,921,000 | ||||||||||||||
Liabilities: | |||||||||||||||
Accounts payable | 14,111,000 | ||||||||||||||
Accrued liabilities | 35,383,000 | ||||||||||||||
Other long-term liabilities | 2,436,000 | ||||||||||||||
Total liabilities | 51,930,000 | ||||||||||||||
Net assets acquired | $ 178,991,000 | ||||||||||||||
Operating revenues | 7,700,000 | 2,717,933,000 | 2,362,576,000 | ||||||||||||
Net income (loss) | 100,000 | ||||||||||||||
Business Acquisition, Pro Forma Information | |||||||||||||||
Operating revenues | $ 7,700,000 | 2,717,933,000 | 2,362,576,000 | ||||||||||||
Income (loss) from continuing operations, net of tax | $ (554,235,000) | $ (1,129,172,000) | |||||||||||||
Income (loss) from continuing operations per share - basic | $ (1.75) | $ (3.59) | |||||||||||||
Income (loss) from continuing operations per share - diluted | $ (1.75) | $ (3.59) | |||||||||||||
Common Shares | Tesco Corporation | |||||||||||||||
Acquisitions | |||||||||||||||
Number of shares of Nabors stock exchanged per share of acquiree stock | 0.68 | ||||||||||||||
Number of common shares to be issued | 32,100,000 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets (Details) - USD ($) $ in Thousands | Dec. 31, 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 | 34,036 | $ 28,369 |
Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | 33,250 | 22,909 |
Recurring | Level 1 | Equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | 33,250 | 22,909 |
Recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | 786 | 5,460 |
Recurring | Level 2 | Equity securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | 778 | 5,450 |
Recurring | Level 2 | Mortgage-CMO debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Total short-term investments | $ 8 | $ 10 |
Fair Value Measurements - Debt
Fair Value Measurements - Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2018 | Dec. 31, 2017 | Oct. 11, 2018 | Feb. 28, 2018 | Jan. 31, 2018 | Jan. 31, 2017 | |
Fair Value of Financial Instruments | ||||||
Less: current portion | $ 561 | $ 181 | ||||
Less: deferred financing costs | 38,325 | 27,997 | ||||
Long-term Debt, Excluding Current Maturities, Total | $ 3,585,884 | $ 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% | ||||
Effective Interest Rate (as a percent) | 6.27% | |||||
9.25% senior notes due January 2019 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 9.25% | |||||
Effective Interest Rate (as a percent) | 9.77% | |||||
5.00% senior notes due September 2020 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 5.00% | |||||
Effective Interest Rate (as a percent) | 5.25% | 5.43% | ||||
4.625% senior notes due September 2021 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 4.625% | |||||
Effective Interest Rate (as a percent) | 4.75% | 4.76% | ||||
Senior Notes 5.50 Percentage Due Two Zero Two Three [Member] | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||
Effective Interest Rate (as a percent) | 5.84% | 5.85% | ||||
5.10% senior notes due September 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 5.10% | |||||
Effective Interest Rate (as a percent) | 5.26% | 5.28% | ||||
0.75% senior exchangeable notes due January 2024 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 0.75% | 0.75% | ||||
Effective Interest Rate (as a percent) | 6.04% | 5.90% | ||||
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% | 5.75% | ||||
Effective Interest Rate (as a percent) | 5.87% | |||||
2012 Revolving Credit Facility | ||||||
Fair Value of Financial Instruments | ||||||
Effective Interest Rate (as a percent) | 3.58% | 2.73% | ||||
2018 Revolving Credit Facility | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||
Commercial paper | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes due (as a percent) | 5.75% | |||||
Effective Interest Rate (as a percent) | 1.87% | |||||
Fair Value | ||||||
Fair Value of Financial Instruments | ||||||
Debt | $ 3,049,812 | $ 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 | 590,336 | 670,757 | ||||
Fair Value | 4.625% senior notes due September 2021 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 603,457 | 665,003 | ||||
Fair Value | Senior Notes 5.50 Percentage Due Two Zero Two Three [Member] | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 465,999 | 584,850 | ||||
Fair Value | 5.10% senior notes due September 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 262,494 | 325,844 | ||||
Fair Value | 0.75% senior exchangeable notes due January 2024 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 358,012 | 443,940 | ||||
Fair Value | 5.75% senior notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 598,953 | |||||
Fair Value | 2012 Revolving Credit Facility | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 170,000 | 510,000 | ||||
Fair Value | Commercial paper | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 40,000 | |||||
Fair Value | Other | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 561 | 181 | ||||
Carrying Value | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 3,624,770 | 4,055,944 | ||||
Less: current portion | 561 | 181 | ||||
Less: deferred financing costs | 38,325 | 27,997 | ||||
Debt, net of financing costs | 3,585,884 | 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 | 614,748 | 669,846 | ||||
Carrying Value | 4.625% senior notes due September 2021 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 668,347 | 695,108 | ||||
Carrying Value | Senior Notes 5.50 Percentage Due Two Zero Two Three [Member] | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 586,000 | 600,000 | ||||
Carrying Value | 5.10% senior notes due September 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 342,923 | 346,576 | ||||
Carrying Value | 0.75% senior exchangeable notes due January 2024 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 450,689 | 429,982 | ||||
Carrying Value | 5.75% senior notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 791,502 | |||||
Carrying Value | 2012 Revolving Credit Facility | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 170,000 | 510,000 | ||||
Carrying Value | Commercial paper | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 40,000 | |||||
Carrying Value | Other | ||||||
Fair Value of Financial Instruments | ||||||
Debt | $ 561 | $ 181 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option Plans (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($)item$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | |
Share-based compensation disclosures | |||
Share-based compensation expense | $ | $ 26,400 | $ 31,900 | $ 32,000 |
Liability related to awards | $ | 92,358 | 130,970 | |
Restricted Shares Award | |||
Share-based compensation disclosures | |||
Share-based compensation expense | $ | $ 26,000 | $ 31,400 | $ 31,300 |
Number of types of performance share awards | item | 2 | ||
Option to purchase common stock available for grant | 14,300,000 | ||
Shares awarded during period | 2,392,000 | ||
Options | |||
Forfeited (in shares) | (788,000) | ||
Weighted Average Exercise Price | |||
Forfeited (in dollars per share) | $ / shares | $ 10.25 | ||
Restricted Shares Award | Employees and Director | |||
Share-based compensation disclosures | |||
Shares awarded during period | 2,392,486 | 1,130,304 | 1,885,440 |
Aggregate value of restricted stock awards at date of grant | $ | $ 16,600 | $ 14,500 | $ 20,500 |
Fair value of awards vested | $ | $ 8,700 | $ 19,200 | $ 13,500 |
Restricted Shares Award | Maximum | |||
Share-based compensation disclosures | |||
Vesting period of shares | 5 years | ||
Restricted Shares Award | Maximum | Employees and Director | |||
Share-based compensation disclosures | |||
Vesting period of shares | 4 years | 4 years | 4 years |
Restricted Stock Based on Performance Conditions | |||
Share-based compensation disclosures | |||
Shares awarded during period | 1,010,000 | ||
Fair value of awards vested | $ | $ 7,000 | $ 7,100 | $ 13,900 |
Restricted Stock Based on Performance Conditions | Executives | |||
Share-based compensation disclosures | |||
Vesting period of shares | 3 years | 3 years | 3 years |
Total fair value of option vested during the period | $ | $ 4,800 | $ 7,100 | $ 1,500 |
Shares awarded during period | 1,009,948 | 461,919 | 1,284,829 |
Liability related to awards | $ | $ 2,200 | $ 2,200 | |
Restricted Stock Based on Market Conditions | |||
Share-based compensation disclosures | |||
Vesting period of shares | 3 years | 3 years | 3 years |
Shares awarded during period | 1,058,158 | 397,692 | 749,427 |
Aggregate value of restricted stock awards at date of grant | $ | $ 5,100 | $ 4,400 | $ 4,200 |
Assumptions used to value grant date fair value | |||
Risk free interest rate (as a percent) | 2.02% | 1.62% | 1.41% |
Expected volatility (as a percent) | 57.00% | 55.00% | 52.00% |
Closing stock price at grant date (in dollars per share) | $ / shares | $ 6.87 | $ 16.81 | $ 8.64 |
Expected term (in years) | 3 years | 3 years | 3 years |
Key Officer Director and Managerial Employee Stock Options | |||
Share-based compensation disclosures | |||
Option to purchase common stock available for grant | 15,200,000 | 6,800,000 | |
Exercise period | 10 years | ||
Total fair value of option vested during the period | $ | $ 400 | $ 500 | $ 1,900 |
Options | |||
Options outstanding at the beginning of the period (in shares) | 4,394,000 | ||
Granted (in shares) | 171,000 | 124,271 | |
Exercised (in shares) | 0 | ||
Forfeited (in shares) | (789,000) | ||
Options outstanding at the end of the period (in shares) | 3,776,000 | 4,394,000 | |
Options exercisable at the end of the period (in shares) | 3,759,000 | ||
Weighted Average Exercise Price | |||
Options outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 13.04 | ||
Granted (in dollars per share) | $ / shares | 4.82 | ||
Forfeited (in dollars per share) | $ / shares | 19.28 | ||
Options outstanding at the end of the period (in dollars per share) | $ / shares | 11.36 | $ 13.04 | |
Options exercisable at the end of the period (in dollars per share) | $ / shares | $ 11.35 | ||
Weighted Average Remaining Contractual Term | |||
Options outstanding at the end of the period | 2 years 11 days | ||
Options exercisable at the end of the period | 2 years 4 days | ||
Assumptions used to value grant date fair value | |||
Granted (in dollars per share) | $ / shares | $ 1.75 | $ 2.86 | $ 3.52 |
Risk free interest rate (as a percent) | 2.59% | 1.85% | 1.09% |
Dividend yield (as a percent) | 3.03% | 2.94% | 2.21% |
Expected volatility (as a percent) | 57.11% | 50.82% | 45.69% |
Expected term (in years) | 4 years | 4 years | 4 years |
Key Officer Director and Managerial Employee Stock Options | Employees Executives And Directors | |||
Share-based compensation disclosures | |||
Vesting period of shares | 4 years | 4 years | 4 years |
Options | |||
Granted (in shares) | 171,124 | 124,271 | 99,711 |
Share-Based Compensation - St_2
Share-Based Compensation - Stock Options Unvested (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Unvested Stock Options | |||
Unvested stock options | |||
Options outstanding at the beginning of the period (in shares) | 34,000 | ||
Granted (in shares) | 171,000 | ||
Vested (in shares) | (188,000) | ||
Options outstanding at the end of the period (in shares) | 17,000 | 34,000 | |
Weighted-Average Grant-Date Fair Value | |||
Options outstanding at the beginning of the period (in dollars per share) | $ 5.21 | ||
Granted (in dollars per share) | 1.75 | ||
Vested (in dollars per share) | 2.07 | ||
Options outstanding at the end of the period (in dollars per share) | $ 5.21 | $ 5.21 | |
Total future compensation cost related to unvested options that are expected to vest | $ 40 | ||
Weighted Average Period for Cost recognition | 1 year | ||
Key Officer Director and Managerial Employee Stock Options | |||
Unvested stock options | |||
Granted (in shares) | 171,000 | 124,271 | |
Weighted-Average Grant-Date Fair Value | |||
Granted (in dollars per share) | $ 1.75 | $ 2.86 | $ 3.52 |
Total intrinsic value of stock options exercised | $ 5,100 | $ 300 | |
Total fair value of option vested during the period | $ 400 | $ 500 | $ 1,900 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restricted Shares Award | |||
Unvested restricted stock | |||
Outstanding at the beginning of the period (in shares)) | 3,298,000 | ||
Granted (in shares) | 2,392,000 | ||
Vested (in shares) | (1,290,000) | ||
Outstanding at the end of the period (in shares) | 3,612,000 | 3,298,000 | |
Weighted-Average Grant-Date Fair Value | |||
Outstanding at the beginning of the period (in dollars per share) | $ 12.67 | ||
Granted (in dollars per share) | 6.92 | ||
Vested (in dollars per share) | 13.32 | ||
Outstanding at the end of the period (in dollars per share) | $ 9.16 | $ 12.67 | |
Total future compensation cost related to unvested awards that are expected to vest | $ 22.7 | ||
Weighted Average Period for Cost recognition | 2 years | ||
Restricted Shares Award | Employees and Director | |||
Unvested restricted stock | |||
Granted (in shares) | 2,392,486 | 1,130,304 | 1,885,440 |
Restricted Stock Based on Performance Conditions | |||
Unvested restricted stock | |||
Outstanding at the beginning of the period (in shares)) | 1,413,000 | ||
Granted (in shares) | 1,010,000 | ||
Vested (in shares) | (677,000) | ||
Outstanding at the end of the period (in shares) | 1,746,000 | 1,413,000 | |
Weighted-Average Grant-Date Fair Value | |||
Outstanding at the beginning of the period (in dollars per share) | $ 12.49 | ||
Granted (in dollars per share) | 6.89 | ||
Vested (in dollars per share) | 12.24 | ||
Outstanding at the end of the period (in dollars per share) | $ 9.35 | $ 12.49 | |
Total future compensation cost related to unvested awards that are expected to vest | $ 4.9 | ||
Restricted Stock Based on Performance Conditions | Executives | |||
Unvested restricted stock | |||
Granted (in shares) | 1,009,948 | 461,919 | 1,284,829 |
Restricted Stock Based on Market Conditions | |||
Unvested restricted stock | |||
Outstanding at the beginning of the period (in shares)) | 1,692,000 | ||
Granted (in shares) | 1,058,158 | 397,692 | 749,427 |
Vested (in shares) | (218,000) | ||
Forfeited (in shares) | (1,175,000) | ||
Outstanding at the end of the period (in shares) | 1,357,000 | 1,692,000 | |
Weighted-Average Grant-Date Fair Value | |||
Outstanding at the beginning of the period (in dollars per share) | $ 7.89 | ||
Granted (in dollars per share) | 4.77 | ||
Vested (in dollars per share) | 8.67 | ||
Forfeited (in dollars per share) | 5.86 | ||
Outstanding at the end of the period (in dollars per share) | $ 7.09 | $ 7.89 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment | |||
Property, plant and equipment, gross | $ 13,695,384 | $ 13,929,857 | |
Less: accumulated depreciation and amortization | (8,227,514) | (7,820,292) | |
Property, Plant and Equipment, Net, Total | 5,467,870 | 6,109,565 | $ 6,267,583 |
Depreciation | 860,100 | 835,900 | 855,400 |
Repair and maintenance expense | 265,600 | 241,400 | 151,800 |
Interest costs capitalized | 1,000 | 2,500 | $ 6,700 |
Land | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 43,187 | 52,000 | |
Buildings | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 123,619 | 134,318 | |
Drilling, workover rigs and related equipment | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 13,021,580 | 12,997,470 | |
Marine Transportation and Supply Vessels | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 4,377 | ||
Oilfield Hauling and Mobile Equipment | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 267,223 | 272,384 | |
Other Machinery and Equipment | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 197,094 | 172,674 | |
Oil and Gas Properties | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | 12,286 | 12,286 | |
Construction in Progress | |||
Property, Plant and Equipment | |||
Property, plant and equipment, gross | $ 30,395 | $ 284,348 |
Investments in Unconsolidated_2
Investments in Unconsolidated Affiliates (Details) - USD ($) $ in Thousands, shares in Millions | Mar. 24, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Investments in Unconsolidated Affiliates | ||||
Nabors' share of equity method earnings (losses) | $ 1 | $ 7 | $ (221,914) | |
Other-than-temporary impairment | 219,737 | |||
Summarized income statement (loss) information for investment in unconsolidated affiliates | ||||
Nabors' share of equity method earnings (losses) | $ 1 | $ 7 | (221,914) | |
C&J Energy Services, Ltd. | ||||
Investments in Unconsolidated Affiliates | ||||
Cash consideration in merger | $ 693,500 | |||
Cash proceeds from merger after working capital requirements | $ 650,000 | |||
Common shares held in merged entity | 62.5 | |||
Percentage of outstanding and issued common shares held | 53.00% | |||
Other-than-temporary impairment | 192,400 | |||
CJES | ||||
Investments in Unconsolidated Affiliates | ||||
Net income (loss) | 221,900 | |||
Other-than-temporary impairment | 192,400 | |||
Summarized income statement (loss) information for investment in unconsolidated affiliates | ||||
Net income (loss) | $ 221,900 |
Financial Instruments and Ris_2
Financial Instruments and Risk Concentration (Details) | Dec. 31, 2018 | Feb. 28, 2018 | Jan. 31, 2018 |
6.15% senior notes due February 2018 | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.15% | 6.15% | |
9.25% senior notes due January 2019 | |||
Debt Instrument, Interest Rate, Stated Percentage | 9.25% | ||
5.00% senior notes due September 2020 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||
4.625% senior notes due September 2021 | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.625% | ||
Senior Notes 5.50 Percentage Due Two Zero Two Three [Member] | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | ||
5.10% senior notes due September 2023 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.10% | ||
5.75% senior notes due February 2025 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | 5.75% |
Debt (Details)
Debt (Details) | Oct. 11, 2018USD ($) | Sep. 29, 2015USD ($) | Jan. 31, 2017USD ($)$ / shares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Feb. 28, 2018 | Jan. 31, 2018USD ($) |
Debt | ||||||||
Additional aggregate principal amount | $ 800,000,000 | $ 411,200,000 | $ 600,000,000 | |||||
Repayment of long-term debt | 878,278,000 | 381,814,000 | 493,612,000 | |||||
Loss on debt repurchase | (5,268,000) | (16,013,000) | 6,665,000 | |||||
Deferred finance costs | $ 38,325,000 | 27,997,000 | ||||||
Payment of debt principal | 162,500,000 | 162,500,000 | ||||||
Guarantor Subsidiaries | ||||||||
Debt | ||||||||
Redemption price of debt instrument (as a percent) | 100.00% | |||||||
Redemption price of principal amount of debt instrument including accrued and unpaid interest (as a percent) | 101.00% | |||||||
5.10% senior notes due September 2023 | ||||||||
Debt | ||||||||
Senior Notes | $ 342,923,000 | 346,576,000 | ||||||
Interest rate on senior notes due (as a percent) | 5.10% | |||||||
9.25% senior notes due January 2019 | ||||||||
Debt | ||||||||
Senior Notes | 303,489,000 | |||||||
Interest rate on senior notes due (as a percent) | 9.25% | |||||||
6.15% senior notes due February 2018 | ||||||||
Debt | ||||||||
Senior Notes | 460,762,000 | |||||||
Interest rate on senior notes due (as a percent) | 6.15% | 6.15% | ||||||
5.00% senior notes due September 2020 | ||||||||
Debt | ||||||||
Senior Notes | $ 614,748,000 | 669,846,000 | ||||||
Interest rate on senior notes due (as a percent) | 5.00% | |||||||
4.625% senior notes due September 2021 | ||||||||
Debt | ||||||||
Senior Notes | $ 668,347,000 | 695,108,000 | ||||||
Interest rate on senior notes due (as a percent) | 4.625% | |||||||
5.50% senior notes due January 2023 | ||||||||
Debt | ||||||||
Senior Notes | $ 586,000,000 | 600,000,000 | ||||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||||
5.75% senior notes due February 2025 | ||||||||
Debt | ||||||||
Senior Notes | $ 791,502,000 | |||||||
Aggregate amount of senior notes | $ 800,000,000 | $ 800,000,000 | ||||||
Interest rate on senior notes due (as a percent) | 5.75% | 5.75% | ||||||
0.75% senior exchangeable notes due January 2024 | ||||||||
Debt | ||||||||
Senior Notes | $ 450,689,000 | 429,982,000 | ||||||
Aggregate amount of senior notes | $ 575,000,000 | $ 575,000,000 | ||||||
Interest rate on senior notes due (as a percent) | 0.75% | 0.75% | ||||||
Debt exchangeable notes | $ 411,200,000 | |||||||
Equity component | 163,800,000 | |||||||
Deferred finance costs | 9,600,000 | |||||||
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 | |||||||
Mandatory debt prepayment | $ 162,500,000 | |||||||
0.75% senior exchangeable notes due January 2024 | Minimum | ||||||||
Debt | ||||||||
Exchange price per common share (in dollars per share) | $ / shares | $ 31.45 | |||||||
2018 Revolving Credit Facility | ||||||||
Debt | ||||||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||||
Revolving credit facility | $ 0 | |||||||
Maximum borrowing capacity | $ 1,267,000,000 | |||||||
Unsecured debt maturity period | 5 years | |||||||
2018 Revolving Credit Facility | Maximum | ||||||||
Debt | ||||||||
Debt to capital ratio | 0.60 | |||||||
2018 Revolving Credit Facility | Minimum | ||||||||
Debt | ||||||||
Assets to debt ratio | 2.50 | |||||||
2018 Revolving Credit Facility | Guarantor Subsidiaries | ||||||||
Debt | ||||||||
Maximum borrowing capacity | $ 1,227,000,000 | |||||||
2018 Revolving Credit Facility | Nabors Canada | ||||||||
Debt | ||||||||
Maximum borrowing capacity | 40,000,000 | |||||||
2012 Revolving Credit Facility | ||||||||
Debt | ||||||||
Revolving credit facility | $ 170,000,000 | 510,000,000 | ||||||
Maximum borrowing capacity | $ 666,250,000 | |||||||
Weighted average interest rate (as a percent) | 3.58% | |||||||
2012 Revolving Credit Facility | Maximum | ||||||||
Debt | ||||||||
Debt to capital ratio | 0.60 | |||||||
Five-year term loan facility | ||||||||
Debt | ||||||||
Maximum borrowing capacity | $ 325,000,000 | |||||||
Unsecured debt maturity period | 5 years | |||||||
Mandatory debt prepayment | $ 162,500,000 | |||||||
Commercial paper | ||||||||
Debt | ||||||||
Interest rate on senior notes due (as a percent) | 5.75% | |||||||
Senior Notes. | ||||||||
Debt | ||||||||
Principal amount redeemed | $ 873,000,000 | 367,900,000 | 152,700,000 | |||||
Repayment of long-term debt | $ 906,500,000 | 381,700,000 | $ 157,500,000 | |||||
Loss on debt repurchase | $ (16,000,000) |
Debt - Maturities (Details)
Debt - Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Oct. 11, 2018 | Feb. 28, 2018 | Jan. 31, 2018 | Dec. 31, 2017 | Jan. 31, 2017 |
Long-term debt | ||||||
Other | $ 561 | $ 181 | ||||
Long-term Debt | 3,624,770 | 4,055,944 | ||||
Less: current portion | 561 | 181 | ||||
Less: deferred financing costs | 38,325 | 27,997 | ||||
Long-term Debt, Excluding Current Maturities, Total | 3,585,884 | 4,027,766 | ||||
Maturity of primary debt | ||||||
2,020 | 785,271 | |||||
2,021 | 668,999 | |||||
2,023 | 929,519 | |||||
Thereafter | 1,366,502 | |||||
Total | $ 3,750,291 | |||||
6.15% senior notes due February 2018 | ||||||
Long-term debt | ||||||
Senior Notes | 460,762 | |||||
Interest rate on senior notes due (as a percent) | 6.15% | 6.15% | ||||
9.25% senior notes due January 2019 | ||||||
Long-term debt | ||||||
Senior Notes | 303,489 | |||||
Interest rate on senior notes due (as a percent) | 9.25% | |||||
5.00% senior notes due September 2020 | ||||||
Long-term debt | ||||||
Senior Notes | $ 614,748 | 669,846 | ||||
Interest rate on senior notes due (as a percent) | 5.00% | |||||
4.625% senior notes due September 2021 | ||||||
Long-term debt | ||||||
Senior Notes | $ 668,347 | 695,108 | ||||
Interest rate on senior notes due (as a percent) | 4.625% | |||||
5.50% senior notes due January 2023 | ||||||
Long-term debt | ||||||
Senior Notes | $ 586,000 | 600,000 | ||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||
5.10% senior notes due September 2023 | ||||||
Long-term debt | ||||||
Senior Notes | $ 342,923 | 346,576 | ||||
Interest rate on senior notes due (as a percent) | 5.10% | |||||
0.75% senior exchangeable notes due January 2024 | ||||||
Long-term debt | ||||||
Senior Notes | $ 450,689 | 429,982 | ||||
Less: deferred financing costs | $ 9,600 | |||||
Interest rate on senior notes due (as a percent) | 0.75% | 0.75% | ||||
5.75% senior notes due February 2025 | ||||||
Long-term debt | ||||||
Senior Notes | $ 791,502 | |||||
Interest rate on senior notes due (as a percent) | 5.75% | 5.75% | ||||
2012 Revolving Credit Facility | ||||||
Long-term debt | ||||||
Revolving credit facility | $ 170,000 | 510,000 | ||||
2018 Revolving Credit Facility | ||||||
Long-term debt | ||||||
Revolving credit facility | $ 0 | |||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||
Commercial paper | ||||||
Long-term debt | ||||||
Long-term Debt | $ 40,000 | |||||
Interest rate on senior notes due (as a percent) | 5.75% |
Debt - Short Term Borrowings (D
Debt - Short Term Borrowings (Details) $ in Thousands | Dec. 31, 2018USD ($)item |
Debt | |
Number of letter of credit facilities | item | 15 |
Letter of Credit | |
Debt | |
Credit available | $ 759,321 |
Less: Letters of credit outstanding, inclusive of financial and performance guarantees | (105,036) |
Remaining availability | $ 654,285 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
United States and Other Jurisdictions | |||
Income (loss) from continuing operations before income taxes | $ (518,794) | $ (580,084) | $ (1,198,075) |
U.S. Drilling | |||
United States and Other Jurisdictions | |||
Income before income taxes | (119,419) | (369,162) | (728,589) |
Outside the U.S | |||
United States and Other Jurisdictions | |||
Income before income taxes | $ (399,375) | $ (210,922) | $ (469,486) |
Income Taxes - Current and Defe
Income Taxes - Current and Deferred (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||
U.S. federal | $ (32,351) | $ (160,761) | $ (19,937) |
State | 1,811 | (810) | 2,871 |
Current Income Tax Expense (Benefit), Total | 2,388 | (102,080) | 14,780 |
Deferred: | |||
State | (113) | (3,226) | (22,673) |
Deferred Income Tax Expense (Benefit), Total | 76,881 | 19,110 | (201,611) |
Total income tax expense (benefit) | 79,269 | (82,970) | (186,831) |
U.S. Drilling | |||
Deferred: | |||
U.S. federal | 37,476 | 49,020 | (164,297) |
Outside the U.S | |||
Current: | |||
Outside the U.S. | 32,928 | 59,491 | 31,846 |
Deferred: | |||
Outside the U.S. | $ 39,518 | $ (26,684) | $ (14,641) |
Income Taxes - Reconciliation (
Income Taxes - Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of the differences between taxes on income (loss) before income taxes | |||
Taxes (benefit) on U.S. and other international earnings (losses) at greater than the Bermuda rate | $ 49,375 | $ (98,119) | $ (181,426) |
Increase (decrease) in valuation allowance | 38,822 | 29,165 | 17,865 |
Impact of Tax Reform Act | 138,635 | ||
Tax reserves and interest | (10,626) | (148,615) | (3,468) |
State income taxes (benefit) | 1,698 | (4,036) | (19,802) |
Total income tax expense (benefit) | $ 79,269 | $ (82,970) | $ (186,831) |
Effective tax rate (as a percent) | (15.30%) | 14.30% | 15.60% |
Additional interest expense for uncertain tax positions | $ 167,000 | ||
Effective income tax rate | 21.00% | 35.00% | |
Canada Drilling | |||
Reconciliation of the differences between taxes on income (loss) before income taxes | |||
Valuation allowance | $ 52,000 | ||
Office of the Tax Commissioner, Bermuda | |||
Reconciliation of the differences between taxes on income (loss) before income taxes | |||
Effective income tax rate | 0.00% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 1,967,910 | $ 1,974,658 |
Equity compensation | 7,038 | 10,281 |
Deferred revenue | 16,494 | 14,005 |
Tax credit and other attribute carryforwards | 100,752 | 131,640 |
Insurance loss reserves | 2,451 | 6,626 |
Accrued interest | 206,088 | 234,033 |
Other | 82,167 | 80,492 |
Subtotal | 2,382,900 | 2,451,735 |
Valuation allowance | (1,917,390) | (1,869,490) |
Deferred tax assets | 465,510 | 582,245 |
Deferred tax liabilities: | ||
Depreciation and amortization for tax in excess of book expense | 102,810 | 146,448 |
Other | 23,920 | 27,132 |
Deferred tax liability | 126,730 | 173,580 |
Net deferred tax assets (liabilities) | 338,780 | 408,665 |
Balance Sheet Summary : | ||
Net noncurrent deferred tax asset (1) | 345,091 | 419,003 |
Net noncurrent deferred tax liability | $ (6,311) | $ (10,338) |
Income Taxes - Operating Loss C
Income Taxes - Operating Loss Carryforwards (Details) $ in Millions | Dec. 31, 2018USD ($) |
Operating Loss Carryforwards | |
Deferred tax asset relating to NOL carryforwards that have an indefinite life in several non U.S. jurisdictions | $ 1,670 |
Recognized valuation allowance relating to NOL carryforwards | 1,700 |
Operating Loss Carryforwards | |
NOL carryforwards for state income tax purposes | 780 |
U.S. Federal | |
Operating Loss Carryforwards | |
Net operating loss carryforwards | 578 |
U.S. Federal | Between 2010 and 2036 | |
Operating Loss Carryforwards | |
Net operating loss carryforwards | 442 |
Non U.S. Federal Jurisdictions | |
Operating Loss Carryforwards | |
Net operating loss carryforwards | 7,100 |
Non U.S. Federal Jurisdictions | From 2019 to 2038 | |
Operating Loss Carryforwards | |
Net operating loss carryforwards | $ 526 |
Income Taxes - Change in Unreco
Income Taxes - Change in Unrecognized Tax Benefit (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Change in unrecognized tax benefits | |||
Balance as of January 1 | $ 33,203 | $ 179,255 | $ 188,376 |
Additions for tax positions of prior years | 308 | 25,119 | 3,873 |
Reductions for tax positions of prior years | (7,800) | (171,171) | (11,547) |
Settlements | (1,447) | ||
Balance as of December 31 | 25,711 | 33,203 | 179,255 |
Unrecognized Tax Benefits, Decrease Resulting from Foreign Currency Translation | 2,100 | ||
Interest and penalties on unrecognized tax benefits | 6,700 | 9,700 | 9,200 |
Liability related to unrecognized tax benefit for accrued interest and penalties | 1,000 | 500 | 600 |
Australia Algeria And Mexico | |||
Change in unrecognized tax benefits | |||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | 7,200 | ||
Reductions for tax positions for prior years due to expiration of statutes | 7,200 | ||
Trinidad | |||
Change in unrecognized tax benefits | |||
Settlements | $ (2,000) | ||
U.S. Federal | |||
Change in unrecognized tax benefits | |||
Additions for tax positions of prior years | 9,000 | ||
MEXICO | |||
Change in unrecognized tax benefits | |||
Reductions for tax positions of prior years | (4,800) | ||
Saudi Arabia | |||
Change in unrecognized tax benefits | |||
Reductions for tax positions of prior years | (1,000) | ||
EGYPT | |||
Change in unrecognized tax benefits | |||
Additions for tax positions of prior years | 2,000 | ||
Reductions for tax positions of prior years | $ (2,000) | ||
NORWAY | |||
Change in unrecognized tax benefits | |||
Additions for tax positions of prior years | $ 12,000 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 22, 2019 | Jan. 15, 2019 | Jan. 03, 2019 | Nov. 06, 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 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Common Shares | ||||||||||||||||||
Authorized share capital | 825,000,000 | |||||||||||||||||
Common shares, shares authorized | 800,000,000 | 800,000,000 | ||||||||||||||||
Common shares, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||||||||||||||
Common shares, shares issued | 409,652,000 | 367,510,000 | ||||||||||||||||
Proceeds from issuance of common shares, net of issuance costs | $ 301,404 | $ 8,300 | $ 967 | |||||||||||||||
Shares repurchased | 3,100,000 | |||||||||||||||||
Total aggregate amount of shares purchased | $ 18,100 | |||||||||||||||||
Treasury shares reissued during the year | 0 | 0 | 0 | |||||||||||||||
Common stock dividend declared (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.24 | $ 0.24 | ||||||||||||
Cash dividends paid | $ 21,400 | $ 21,500 | $ 19,100 | $ 68,503 | $ 50,924 | |||||||||||||
Preferred shares, shares issued | 5,750 | 5,750 | ||||||||||||||||
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 | $ 277,927 | |||||||||||||||||
Repurchase of treasury shares | $ 18,071 | $ 1,687 | ||||||||||||||||
Preferred shares, shares authorized | 25,000,000 | |||||||||||||||||
Officers and Directors | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Restricted stock awarded to executive officers, key employees & directors | 4,460,592 | 1,989,915 | 3,919,696 | |||||||||||||||
Restricted shares awarded, average market price (in dollars per share) | $ 6.40 | $ 13.08 | $ 9.85 | |||||||||||||||
Mandatory Convertible Preferred Shares | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Preferred shares, shares issued | 5,750,000 | |||||||||||||||||
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 | $ 2.14 | ||||||||||||||
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 | |||||||||||||||||
Share price of shares purchased (in dollars per share) | $ 7.75 | |||||||||||||||||
Proceeds from issuance of common shares, net of issuance costs | $ 301,400 | |||||||||||||||||
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 | |||||||||||||||||
Common Shares | Minimum | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Conversion ratio | 5.3763 | 5.5775 | ||||||||||||||||
Common Shares | Maximum | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Conversion ratio | 6.4516 | 6.6931 | ||||||||||||||||
Common Shares | Mandatory Convertible Preferred Shares | Underwriters option | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Aggregate net proceeds | $ 277,900 | |||||||||||||||||
Retained Earnings | Mandatory Convertible Preferred Shares | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Cash dividends paid | $ 4,300 | $ 3,700 | ||||||||||||||||
Forecast | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Common stock dividend declared (in dollars per share) | $ 0.01 | |||||||||||||||||
Cash dividends paid | $ 21,000 | |||||||||||||||||
Forecast | Mandatory Convertible Preferred Shares | ||||||||||||||||||
Common Shares | ||||||||||||||||||
Cash dividends paid | $ 4,300 | |||||||||||||||||
Cash dividend per mandatory convertible preferred shares | $ 0.75 |
Shareholders' Equity - Sharehol
Shareholders' Equity - Shareholders Rights Plan (Details) | Jul. 16, 2012$ / shares |
Right To Purchase Series Junior Participating Preferred Shares1 | |
Shareholder Rights Plan | |
Number of purchase rights issued per Common Share | $ 1 |
Joint Ventures (Details)
Joint Ventures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 | |
Assets: | |||
Accounts receivable | $ 698,477 | $ 756,320 | |
Other current assets | 180,134 | 177,604 | |
Property, plant and equipment, net | 6,109,565 | 5,467,870 | $ 6,267,583 |
Other long-term assets | 252,854 | 263,506 | |
Total assets (1) | 8,401,984 | 7,853,944 | |
Liabilities: | |||
Accounts payable | 363,416 | 392,843 | |
Accrued liabilities | 533,044 | 417,912 | |
Total liabilities (1) | 5,259,213 | 4,698,757 | |
SANAD | |||
Assets: | |||
Cash and cash equivalents | 94,496 | 211,618 | |
Accounts receivable | 10,580 | 73,699 | |
Other current assets | 10,834 | 17,198 | |
Property, plant and equipment, net | 130,218 | 457,963 | |
Other long-term assets | 23,091 | 36,583 | |
Total assets (1) | 269,219 | 797,061 | |
Liabilities: | |||
Accounts payable | 7,236 | 60,087 | |
Accrued liabilities | 2,592 | 8,530 | |
Total liabilities (1) | 9,828 | $ 68,617 | |
Saudi Aramco | SANAD | |||
Joint Ventures | |||
Cash contribution for joint venture | 20,000 | ||
Additional contribution amount | $ 394,000 | ||
Maturity period | 25 years |
Pension, Postretirement and P_2
Pension, Postretirement and Postemployment Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Components of net periodic benefit cost (recognized in our consolidated statements of income): | |||
Payment amount | $ 10.3 | ||
Settlement | 3 | ||
Pension plan | Pool Pension Plan | |||
Funded status: | |||
unfunded liability | $ 5.3 | $ 6.7 | |
Components of net periodic benefit cost (recognized in our consolidated statements of income): | |||
Net periodic benefit cost | $ 0.8 | $ 1.2 | $ 1.1 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transactions | |||
Premiums paid related to agreements | $ 0 | ||
Revenue from related party | 723,800,000 | $ 65,700,000 | |
Expenses from business transactions with unconsolidated affiliates | 200,000 | 100,000 | $ 100,000 |
Accounts receivable from affiliated entities | 122,900,000 | 54,200,000 | |
Long-term payables with affiliated entities | 800,000 | ||
James R Crane | Crane Capital Group Inc | |||
Related Party Transactions | |||
Accounts payable to affiliated entities | 800,000 | 800,000 | |
Amount paid to related party for services provided | 19,900,000 | 14,600,000 | $ 23,500,000 |
Management | |||
Related Party Transactions | |||
Premium payments to date related to life insurance policies | 6,600,000 | ||
Cash surrender value included in other long-term assets | $ 6,000,000 | $ 6,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Saudi Aramco (Details) | 12 Months Ended |
Dec. 31, 2018item | |
Joint Venture in Saudi Arabia | |
Number of drilling units to backstop entity share to purchase in the event of insufficient cash | 25 |
Commitments and Contingencies_2
Commitments and Contingencies - Min (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Minimum rental commitments under non cancellable operating leases | |||
2,019 | $ 10,701 | ||
2,020 | 7,104 | ||
2,021 | 3,774 | ||
2,022 | 2,356 | ||
2,023 | 1,538 | ||
Thereafter | 7,482 | ||
Total | $ 32,955 | ||
Minimum period of operating lease | 30 days | ||
Rental expense relating to operating leases | $ 18,700 | $ 15,000 | $ 15,700 |
Minimum volume commitment | |||
Contractual commitments | $ 2,400 |
Commitments and Contingencies_3
Commitments and Contingencies - Self Insurance Disclosures (Details) - USD ($) $ in Millions | Dec. 31, 2018 | May 22, 2018 | Dec. 31, 2017 |
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 | ||
Self-insurance accruals | 143.3 | $ 150.9 | |
Self-insurance recoveries/receivables | 30.5 | $ 29 | |
COLOMBIA | |||
Self-Insurance disclosures | |||
Political risk insurance deductible for foreign operation | $ 0.5 |
Commitments and Contingencies_4
Commitments and Contingencies - Litigation (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |
Mar. 31, 2011USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Commitments and Contingencies, Disclosure | |||
Approximate multiplier of the amount at issue for fines and penalties | 4 | ||
Court of Ouargla Foreign Currency Controls | |||
Commitments and Contingencies, Disclosure | |||
Litigation amount as per judgment | $ 24.6 | ||
Payment of contract amount in foreign currency | 7.5 | ||
Payment of contract amount in domestic currency | $ 3.2 | ||
Court of Ouargla Foreign Currency Controls | Maximum | |||
Commitments and Contingencies, Disclosure | |||
Potential judgment in excess of accrual | $ 16.6 | ||
KMG Nabors Drilling Company Joint Venture [Member] | Atyrau Oblast Ecology Department | |||
Commitments and Contingencies, Disclosure | |||
Administrative fines | 0.8 | ||
KMG Nabors Drilling Company Joint Venture [Member] | Atyrau Oblast Ecology Department | Minimum | |||
Commitments and Contingencies, Disclosure | |||
Environmental damages | $ 3.4 | ||
KMG Nabors Drilling Company Joint Venture [Member] | Atyrau Oblast Ecology Department | Forecast | |||
Commitments and Contingencies, Disclosure | |||
Additional penalties and fines | $ 4 |
Commitments and Contingencies_5
Commitments and Contingencies - Financial Guarantees (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Summary of total maximum amount of financial guarantees issued | |
2,018 | $ 25,244 |
2,019 | 163,285 |
2,020 | 407 |
Total | $ 188,936 |
Earnings (Losses) Per Share (De
Earnings (Losses) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 31, 2017 | |
Net income (loss) (numerator): | ||||||||||||
Income (loss) from continuing operations, net of tax | $ (165,551) | $ (93,710) | $ (195,215) | $ (143,587) | $ (114,725) | $ (119,285) | $ (115,476) | $ (147,628) | $ (598,063) | $ (497,114) | $ (1,011,244) | |
Less: net (income) loss attributable to noncontrolling interest | (17,796) | (6,934) | (2,953) | (539) | (1,177) | (2,113) | (1,971) | (917) | (28,222) | (6,178) | (135) | |
Less: preferred stock dividends | (4,312) | (4,313) | (3,680) | (12,305) | ||||||||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (11,098) | |||||||||||
Less: (distributed and undistributed earnings) losses allocated to unvested shareholders | (1,819) | 13,210 | 22,730 | |||||||||
Adjusted income (loss) from continuing operations, net of tax - basic | (651,507) | (490,082) | (988,649) | |||||||||
Income (loss) from discontinued operations, net of tax | $ (71) | $ (13,933) | $ (584) | $ (75) | $ (442) | $ (27,134) | $ (15,504) | $ (439) | $ (14,663) | $ (43,519) | $ (18,363) | |
Weighted-average number of shares outstanding - basic | 334,397 | 280,653 | 276,475 | |||||||||
Earnings (losses) Per Share - Basic | ||||||||||||
Basic from continuing operations (in dollars per share) | $ (0.55) | $ (0.31) | $ (0.61) | $ (0.46) | $ (0.40) | $ (0.42) | $ (0.41) | $ (0.52) | $ (1.95) | $ (1.75) | $ (3.58) | |
Basic from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.04) | (0.15) | (0.06) | ||||||
Total Basic (in dollars per share) | $ (0.55) | $ (0.35) | $ (0.61) | $ (0.46) | $ (0.40) | $ (0.52) | $ (0.46) | $ (0.52) | $ (1.99) | $ (1.90) | $ (3.64) | |
DILUTED EPS: | ||||||||||||
Adjusted income (loss) from continuing operations, net of tax - basic | $ (651,507) | $ (490,082) | $ (988,649) | |||||||||
Adjusted income (loss) from continuing operations, net of tax - diluted | (651,507) | (490,082) | (988,649) | |||||||||
Income (loss) from discontinued operations, net of tax | $ (71) | $ (13,933) | $ (584) | $ (75) | $ (442) | $ (27,134) | $ (15,504) | $ (439) | $ (14,663) | $ (43,519) | $ (18,363) | |
Weighted-average number of shares outstanding - basic | 334,397 | 280,653 | 276,475 | |||||||||
Weighted-average number of shares outstanding - diluted | 334,397 | 280,653 | 276,475 | |||||||||
Earnings (losses) per share: | ||||||||||||
Diluted from continuing operations (in dollars per share) | $ (0.55) | $ (0.31) | $ (0.61) | $ (0.46) | $ (0.40) | $ (0.42) | $ (0.41) | $ (0.52) | $ (1.95) | $ (1.75) | $ (3.58) | |
Diluted from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.04) | (0.15) | (0.06) | ||||||
Total Diluted (in dollars per share) | $ (0.55) | $ (0.35) | $ (0.61) | $ (0.46) | $ (0.40) | $ (0.52) | $ (0.46) | $ (0.52) | $ (1.99) | $ (1.90) | $ (3.64) | |
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% | |||||||||
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 | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive securities excluded as anti-dilutive | 4,341 | 4,534 | 5,372 |
Mandatory Convertible Preferred Shares | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potentially dilutive securities excluded as anti-dilutive | 38,500 |
Supplemental Balance Sheet an_3
Supplemental Balance Sheet and Income Statement Information - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accrued liabilities | ||
Accrued compensation | $ 92,358 | $ 130,970 |
Deferred revenue | 116,700 | 218,400 |
Deferred revenue and proceeds on insurance and asset sales | 149,266 | 218,370 |
Other taxes payable | 33,199 | 32,095 |
Workers' compensation liabilities | 16,316 | 13,987 |
Interest payable | 59,718 | 65,642 |
Litigation reserves | 24,926 | 18,830 |
Current liability to discontinued operations | 2,445 | 6,074 |
Dividends declared and payable | 25,330 | 17,148 |
Other accrued liabilities | 14,354 | 29,928 |
Accrued liabilities | $ 417,912 | $ 533,044 |
Supplemental Balance Sheet an_4
Supplemental Balance Sheet and Income Statement Information - Investment income (loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Investment income (loss) | |||
Interest and dividend income | $ 4,957 | $ 2,227 | $ 1,215 |
Gains (losses) on marketable securities | (14,456) | (1,033) | (32) |
Investment income (loss) | $ (9,499) | $ 1,194 | $ 1,183 |
Supplemental Balance Sheet an_5
Supplemental Balance Sheet and Income Statement Information - Other Expense (Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other expense (income) | |||
Losses (gains) on sales, disposals and involuntary conversions of long-lived assets | $ 11,789 | $ 19,026 | $ 14,830 |
Charges related to our CJES holdings (1) | 12,879 | ||
Litigation expenses and reserves | 9,939 | 1,273 | 3,936 |
Foreign currency transaction losses (gains) | 4,156 | 1,603 | 5,669 |
Other losses (gains) | 3,648 | (7,022) | 6,860 |
Other expense (income) | $ 29,532 | $ 14,880 | $ 44,174 |
Supplemental Balance Sheet an_6
Supplemental Balance Sheet and Income Statement Information - Accumulated Other Comp Inc (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Changes in accumulated other comprehensive income (loss) | |||
Balance at the beginning of the period | $ 2,911,816 | ||
Other comprehensive income (loss), net of tax | (40,510) | $ 23,304 | $ 35,474 |
Balance at the end of the period | 2,700,850 | 2,911,816 | |
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 | (31,962) | 21,836 | |
Amounts reclassified from accumulated other comprehensive income (loss) | 596 | 1,468 | |
Adoption of ASU No. 2016-01 | 9,144 | ||
Other comprehensive income (loss), net of tax | (40,510) | 23,304 | |
Balance at the end of the period | (29,325) | 11,185 | (12,119) |
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) | 430 | 374 | |
Other comprehensive income (loss), net of tax | 430 | 374 | |
Balance at the end of the period | (492) | (922) | (1,296) |
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 | (6,061) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 970 | ||
Adoption of ASU No. 2016-01 | 9,144 | ||
Other comprehensive income (loss), net of tax | (9,144) | (5,091) | |
Balance at the end of the period | 9,144 | 14,235 | |
Defined benefit pension plan items | |||
Changes in accumulated other comprehensive income (loss) | |||
Balance at the beginning of the period | (4,111) | (3,760) | |
Other comprehensive income (loss) before reclassifications | (475) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 166 | 124 | |
Other comprehensive income (loss), net of tax | 166 | (351) | |
Balance at the end of the period | (3,945) | (4,111) | (3,760) |
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 | (31,962) | 28,372 | |
Other comprehensive income (loss), net of tax | (31,962) | 28,372 | |
Balance at the end of the period | $ (24,888) | $ 7,074 | $ (21,298) |
Supplemental Balance Sheet an_7
Supplemental Balance Sheet and Income Statement Information - Reclass Accumulated Other (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | |||||||||||
Impairments and other charges | $ 144,446 | $ 44,536 | $ 498,499 | ||||||||
Interest expense | 227,124 | 222,889 | 185,360 | ||||||||
General and administrative expenses | 265,822 | 251,184 | 227,639 | ||||||||
Other expense (income), net | 29,532 | 14,880 | 44,174 | ||||||||
Income (loss) from continuing operations before income taxes | (518,794) | (580,084) | (1,198,075) | ||||||||
Income tax expense (benefit) | 79,269 | (82,970) | (186,831) | ||||||||
Net income (loss) | $ (165,622) | $ (107,643) | $ (195,799) | $ (143,662) | $ (115,167) | $ (146,419) | $ (130,980) | $ (148,067) | (612,726) | (540,633) | (1,029,607) |
Reclassification adjustment for (gains)/losses included in net income (loss) | |||||||||||
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | |||||||||||
Impairments and other charges | 970 | 3,495 | |||||||||
Interest expense | 567 | 613 | 613 | ||||||||
General and administrative expenses | 216 | 200 | 1,061 | ||||||||
Other expense (income), net | 3,059 | ||||||||||
Income (loss) from continuing operations before income taxes | (783) | (1,783) | (8,228) | ||||||||
Income tax expense (benefit) | (187) | (315) | (1,551) | ||||||||
Net income (loss) | $ (596) | $ (1,468) | $ (6,677) |
Supplemental Balance Sheet, Inc
Supplemental Balance Sheet, Income Statement and Cash Flow Information - Acquisitions of Businesses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Supplemental cash flow information | |||
Cash paid for income taxes | $ 11,383 | $ 20,581 | $ 34,479 |
Cash paid for interest, net of capitalized interest | 202,803 | 191,986 | 184,445 |
Net change in accounts payable related to capital expenditures | (8,556) | (35,227) | 22,920 |
Net change in assets related to increase in redeemable noncontrolling interest in subsidiary | 43,928 | 142,875 | |
Acquisitions of businesses: | |||
Fair value of assets acquired | 48,053 | 280,709 | |
Goodwill | 11,436 | 5,690 | |
Liabilities assumed | (34,489) | (55,742) | |
Shares issuance as consideration (non-cash financing activity) | (178,993) | ||
Payments on future consideration | 22,278 | ||
Cash paid for acquisitions of businesses | 25,000 | 51,664 | 22,278 |
Cash and restricted cash acquired in acquisitions of businesses | (4,141) | (63,983) | |
Cash paid for acquisition of businesses, net of cash acquired | $ (20,859) | $ 12,319 | $ (22,278) |
Unaudited Quarterly Financial_3
Unaudited Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Unaudited Quarterly Financial Information | |||||||||||
Operating revenues | $ 782,080 | $ 779,425 | $ 761,920 | $ 734,194 | $ 708,277 | $ 662,103 | $ 631,355 | $ 562,550 | $ 3,057,619 | $ 2,564,285 | $ 2,227,839 |
Income (loss) from continuing operations, net of tax | (165,551) | (93,710) | (195,215) | (143,587) | (114,725) | (119,285) | (115,476) | (147,628) | (598,063) | (497,114) | (1,011,244) |
Income (loss) from discontinued operations, net of tax | (71) | (13,933) | (584) | (75) | (442) | (27,134) | (15,504) | (439) | (14,663) | (43,519) | (18,363) |
Net income (loss) | (165,622) | (107,643) | (195,799) | (143,662) | (115,167) | (146,419) | (130,980) | (148,067) | (612,726) | (540,633) | (1,029,607) |
Less: Net (income) loss attributable to noncontrolling interest | (17,796) | (6,934) | (2,953) | (539) | (1,177) | (2,113) | (1,971) | (917) | (28,222) | (6,178) | (135) |
Net income (loss) attributable to Nabors | (183,418) | (114,577) | (198,752) | (144,201) | (116,344) | (148,532) | (132,951) | (148,984) | (640,948) | (546,811) | (1,029,742) |
Less: preferred stock dividends | (4,312) | (4,313) | (3,680) | (12,305) | |||||||
Net income (loss) attributable to Nabors common shareholders | $ (187,730) | $ (118,890) | $ (202,432) | $ (144,201) | $ (116,344) | $ (148,532) | $ (132,951) | $ (148,984) | $ 653,253 | $ 546,811 | $ 1,029,742 |
Earnings (losses) per share: | |||||||||||
Basic from continuing operations (in dollars per share) | $ (0.55) | $ (0.31) | $ (0.61) | $ (0.46) | $ (0.40) | $ (0.42) | $ (0.41) | $ (0.52) | $ (1.95) | $ (1.75) | $ (3.58) |
Basic from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.04) | (0.15) | (0.06) | |||||
Total Basic (in dollars per share) | (0.55) | (0.35) | (0.61) | (0.46) | (0.40) | (0.52) | (0.46) | (0.52) | (1.99) | (1.90) | (3.64) |
Diluted from continuing operations (in dollars per share) | (0.55) | (0.31) | (0.61) | (0.46) | (0.40) | (0.42) | (0.41) | (0.52) | (1.95) | (1.75) | (3.58) |
Diluted from discontinued operations (in dollars per share) | (0.04) | (0.10) | (0.05) | (0.04) | (0.15) | (0.06) | |||||
Total Diluted (in dollars per share) | $ (0.55) | $ (0.35) | $ (0.61) | $ (0.46) | $ (0.40) | $ (0.52) | $ (0.46) | $ (0.52) | $ (1.99) | $ (1.90) | $ (3.64) |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Financial information with respect to reportable segments | |||||||||||
Number of reportable segments | segment | 5 | ||||||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||||||||
Total operating revenues | $ 782,080 | $ 779,425 | $ 761,920 | $ 734,194 | $ 708,277 | $ 662,103 | $ 631,355 | $ 562,550 | $ 3,057,619 | $ 2,564,285 | $ 2,227,839 |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Adjusted income (loss) derived from operating activities | 58,621 | (141,937) | (118,335) | ||||||||
Earnings (losses) from unconsolidated affiliates | 1 | 7 | (221,914) | ||||||||
Investment income (loss) | (9,499) | 1,194 | 1,183 | ||||||||
Interest expense | (227,124) | (222,889) | (185,360) | ||||||||
Impairments and other charges | (144,446) | (44,536) | (498,499) | ||||||||
Other, net | (29,532) | (14,880) | (44,174) | ||||||||
Income (loss) from continuing operations before income taxes | (518,794) | (580,084) | (1,198,075) | ||||||||
Income tax expense (benefit) | 79,269 | (82,970) | (186,831) | ||||||||
Income (loss) from continuing operations, net of tax | (165,551) | (93,710) | (195,215) | (143,587) | (114,725) | (119,285) | (115,476) | (147,628) | (598,063) | (497,114) | (1,011,244) |
Income (loss) from discontinued operations, net of tax | (71) | (13,933) | (584) | (75) | (442) | (27,134) | (15,504) | (439) | (14,663) | (43,519) | (18,363) |
Net income (loss) | (165,622) | (107,643) | (195,799) | (143,662) | (115,167) | (146,419) | (130,980) | (148,067) | (612,726) | (540,633) | (1,029,607) |
Less: Net (income) loss attributable to noncontrolling interest | (17,796) | (6,934) | (2,953) | (539) | (1,177) | (2,113) | (1,971) | (917) | (28,222) | (6,178) | (135) |
Net income (loss) attributable to Nabors | (183,418) | $ (114,577) | $ (198,752) | $ (144,201) | (116,344) | $ (148,532) | $ (132,951) | $ (148,984) | (640,948) | (546,811) | (1,029,742) |
ASSETS | |||||||||||
Total assets (1) | 7,853,944 | 8,401,984 | 7,853,944 | 8,401,984 | |||||||
Assets held for sale | 12,250 | 37,052 | 12,250 | 37,052 | |||||||
Equity in earnings (losses) from unconsolidated affiliates, net | (164) | 7 | (221,914) | ||||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 866,870 | 842,943 | 871,631 | ||||||||
Capital expenditures and acquisitions of businesses | |||||||||||
Capital expenditures | 453,435 | 539,191 | 414,379 | ||||||||
C&J Energy Services, Ltd. | |||||||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Impairments and other charges | (216,200) | ||||||||||
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 | 58,621 | (141,937) | (118,335) | ||||||||
Operating segment | U.S. Drilling | |||||||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||||||||
Total operating revenues | 1,083,227 | 805,223 | 554,072 | ||||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Adjusted income (loss) derived from operating activities | (21,298) | (213,877) | (197,710) | ||||||||
ASSETS | |||||||||||
Total assets (1) | 2,982,974 | 3,203,560 | 2,982,974 | 3,203,560 | |||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 394,586 | 375,171 | 388,367 | ||||||||
Capital expenditures and acquisitions of businesses | |||||||||||
Capital expenditures | 222,338 | 330,875 | 183,146 | ||||||||
Operating segment | Canada Drilling | |||||||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||||||||
Total operating revenues | 105,000 | 82,929 | 51,472 | ||||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Adjusted income (loss) derived from operating activities | (6,166) | (22,262) | (36,818) | ||||||||
ASSETS | |||||||||||
Total assets (1) | 252,817 | 347,773 | 252,817 | 347,773 | |||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 37,172 | 39,597 | 42,143 | ||||||||
Capital expenditures and acquisitions of businesses | |||||||||||
Capital expenditures | 12,981 | 17,197 | 4,546 | ||||||||
Operating segment | International Drilling | |||||||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||||||||
Total operating revenues | 1,469,038 | 1,474,060 | 1,508,890 | ||||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Adjusted income (loss) derived from operating activities | 74,221 | 108,428 | 164,677 | ||||||||
ASSETS | |||||||||||
Total assets (1) | 3,320,347 | 3,540,829 | 3,320,347 | 3,540,829 | |||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 383,227 | 400,753 | 411,372 | ||||||||
Capital expenditures and acquisitions of businesses | |||||||||||
Capital expenditures | 172,565 | 159,817 | 169,640 | ||||||||
Operating segment | Drilling Solutions | |||||||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||||||||
Total operating revenues | 250,242 | 140,701 | 63,759 | ||||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Adjusted income (loss) derived from operating activities | 37,626 | 16,738 | (16,503) | ||||||||
ASSETS | |||||||||||
Total assets (1) | 281,078 | 182,162 | 281,078 | 182,162 | |||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 31,037 | 16,188 | 18,598 | ||||||||
Capital expenditures and acquisitions of businesses | |||||||||||
Capital expenditures | 30,709 | 35,617 | 21,606 | ||||||||
Operating segment | Rig Technologies | |||||||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||||||||
Total operating revenues | 270,988 | 234,542 | 151,951 | ||||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Adjusted income (loss) derived from operating activities | (25,762) | (30,964) | (31,981) | ||||||||
ASSETS | |||||||||||
Total assets (1) | 401,044 | 459,665 | 401,044 | 459,665 | |||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 16,387 | 11,530 | 14,552 | ||||||||
Capital expenditures and acquisitions of businesses | |||||||||||
Capital expenditures | 12,250 | 4,715 | 2,003 | ||||||||
Other reconciling items (1) | |||||||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||||||||
Total operating revenues | (120,876) | (173,170) | (102,305) | ||||||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||||||||
Adjusted income (loss) derived from operating activities | (166,815) | (157,043) | (130,976) | ||||||||
ASSETS | |||||||||||
Total assets (1) | $ 615,684 | $ 667,995 | 615,684 | 667,995 | |||||||
Depreciation and amortization: | |||||||||||
Depreciation and amortization | 4,461 | (296) | (3,401) | ||||||||
Capital expenditures and acquisitions of businesses | |||||||||||
Capital expenditures | $ 2,592 | $ (9,030) | $ 33,438 |
Segment Information - By Geogra
Segment Information - By Geographic Area (Details) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)customer | Dec. 31, 2017USD ($)customer | Dec. 31, 2016USD ($)customer | |
Financial information with respect to entity's operations by geographic area | |||||||||||
Operating revenues | $ 782,080,000 | $ 779,425,000 | $ 761,920,000 | $ 734,194,000 | $ 708,277,000 | $ 662,103,000 | $ 631,355,000 | $ 562,550,000 | $ 3,057,619,000 | $ 2,564,285,000 | $ 2,227,839,000 |
Property, Plant and Equipment, Net | 5,467,870,000 | 6,109,565,000 | 5,467,870,000 | 6,109,565,000 | 6,267,583,000 | ||||||
Goodwill | 183,914,000 | 173,226,000 | $ 183,914,000 | $ 173,226,000 | $ 166,917,000 | ||||||
Sales Revenue | One customer | |||||||||||
Financial information with respect to entity's operations by geographic area | |||||||||||
Number of customers | customer | 1 | 1 | 1 | ||||||||
Sales Revenue | Customer Concentration Risk | One customer | |||||||||||
Financial information with respect to entity's operations by geographic area | |||||||||||
Percentage | 24.00% | 29.00% | 33.00% | ||||||||
U.S. Drilling | |||||||||||
Financial information with respect to entity's operations by geographic area | |||||||||||
Operating revenues | $ 1,347,448,000 | $ 973,464,000 | $ 642,835,000 | ||||||||
Property, Plant and Equipment, Net | 2,892,910,000 | 3,163,425,000 | 2,892,910,000 | 3,163,425,000 | 3,048,749,000 | ||||||
Goodwill | 65,633,000 | 54,198,000 | 65,633,000 | 54,198,000 | 54,199,000 | ||||||
Outside the U.S | |||||||||||
Financial information with respect to entity's operations by geographic area | |||||||||||
Operating revenues | 1,710,171,000 | 1,590,821,000 | 1,585,004,000 | ||||||||
Property, Plant and Equipment, Net | 2,574,960,000 | 2,946,140,000 | 2,574,960,000 | 2,946,140,000 | 3,218,834,000 | ||||||
Goodwill | $ 118,281,000 | $ 119,028,000 | 118,281,000 | 119,028,000 | 112,718,000 | ||||||
Saudi Arabia | |||||||||||
Financial information with respect to entity's operations by geographic area | |||||||||||
Operating revenues | $ 764,500,000 | $ 727,700,000 | $ 731,400,000 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | $ 782,080 | $ 779,425 | $ 761,920 | $ 734,194 | $ 708,277 | $ 662,103 | $ 631,355 | $ 562,550 | $ 3,057,619 | $ 2,564,285 | $ 2,227,839 |
U.S. Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 1,347,448 | 973,464 | 642,835 | ||||||||
Saudi Arabia | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 764,500 | 727,700 | 731,400 | ||||||||
Operating segment | Lower 48 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 1,272,588 | 1,011,852 | 585,063 | ||||||||
Operating segment | Offshore Gulf Of Mexico [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 136,722 | 77,015 | 79,982 | ||||||||
Operating segment | ALASKA | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 53,909 | 52,108 | 75,518 | ||||||||
Operating segment | Canada Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 140,531 | 96,601 | 65,012 | ||||||||
Operating segment | Middle East And Asia [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 950,222 | 896,065 | 908,525 | ||||||||
Operating segment | Latin America [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 384,249 | 391,893 | 307,199 | ||||||||
Operating segment | Europe Africa And CIS [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 240,274 | 211,921 | 308,845 | ||||||||
Operating segment | U.S. Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 1,083,227 | 805,223 | 554,072 | ||||||||
Operating segment | U.S. Drilling | Lower 48 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 910,819 | 681,669 | 402,415 | ||||||||
Operating segment | U.S. Drilling | Offshore Gulf Of Mexico [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 122,946 | 75,994 | 79,730 | ||||||||
Operating segment | U.S. Drilling | ALASKA | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 49,462 | 47,560 | 71,927 | ||||||||
Operating segment | Canada Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 105,000 | 82,929 | 51,472 | ||||||||
Operating segment | Canada Drilling | Canada Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 105,000 | 82,929 | 51,472 | ||||||||
Operating segment | International Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 1,469,038 | 1,474,060 | 1,508,890 | ||||||||
Operating segment | International Drilling | Middle East And Asia [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 888,500 | 875,175 | 894,216 | ||||||||
Operating segment | International Drilling | Latin America [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 360,385 | 388,235 | 306,042 | ||||||||
Operating segment | International Drilling | Europe Africa And CIS [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 220,153 | 210,650 | 308,632 | ||||||||
Operating segment | Drilling Solutions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 250,242 | 140,701 | 63,759 | ||||||||
Operating segment | Drilling Solutions | Lower 48 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 173,219 | 118,574 | 49,377 | ||||||||
Operating segment | Drilling Solutions | Offshore Gulf Of Mexico [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 13,776 | 1,021 | 252 | ||||||||
Operating segment | Drilling Solutions | ALASKA | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 3,670 | 3,925 | 3,036 | ||||||||
Operating segment | Drilling Solutions | Canada Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 5,849 | 6,054 | 4,572 | ||||||||
Operating segment | Drilling Solutions | Middle East And Asia [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 35,486 | 7,397 | 5,152 | ||||||||
Operating segment | Drilling Solutions | Latin America [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 15,350 | 3,266 | 1,157 | ||||||||
Operating segment | Drilling Solutions | Europe Africa And CIS [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 2,892 | 464 | 213 | ||||||||
Operating segment | Rig Technologies | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 270,988 | 234,542 | 151,951 | ||||||||
Operating segment | Rig Technologies | Lower 48 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 188,550 | 211,609 | 133,271 | ||||||||
Operating segment | Rig Technologies | ALASKA | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 777 | 623 | 555 | ||||||||
Operating segment | Rig Technologies | Canada Drilling | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 29,682 | 7,618 | 8,968 | ||||||||
Operating segment | Rig Technologies | Middle East And Asia [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 26,236 | 13,493 | 9,157 | ||||||||
Operating segment | Rig Technologies | Latin America [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 8,514 | 392 | |||||||||
Operating segment | Rig Technologies | Europe Africa And CIS [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | 17,229 | 807 | |||||||||
Other reconciling items (1) | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | (120,876) | (173,170) | (102,305) | ||||||||
Other reconciling items (1) | Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | (120,876) | (173,170) | (102,305) | ||||||||
Other reconciling items (1) | Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | (120,876) | (173,170) | (102,305) | ||||||||
Other reconciling items (1) | Other | Other | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Operating revenues | $ (120,876) | $ (173,170) | $ (102,305) |
Revenue Recognition - Changes i
Revenue Recognition - Changes in Contract Assets and Contract Liabilities (Details) $ in Millions | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Accounts receivables current | ||
Contract Receivables | $ 791.2 | $ 738 |
Contract with customer assets current | ||
Contract Assets (Current) | 55.8 | 67 |
Contract with customer non-current asset | ||
Contract Assets (Long-term) | 32.3 | 46.9 |
Contract with customer liability current | ||
Contract Liabilities (Current) | 116.7 | 218.4 |
Contract with customer liability non-current | ||
Contract Liabilities (Long-term) | $ 69.7 | $ 135 |
Contract percentage recognized | 59 | |
2,019 | 27 | |
2020 or thereafter | 14 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-01-01 | |
Remaining performance obligations | |
Percentage of remaining performance obligation recognized | 60.00% |
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 | 17.00% |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Information - Balance Sheet (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 447,766,000 | $ 336,997,000 | $ 264,093,000 | $ 254,530,000 |
Short-term investments | 34,036,000 | 28,369,000 | ||
Accounts receivable, net | 756,320,000 | 698,477,000 | ||
Inventory, net | 165,587,000 | 166,307,000 | ||
Assets held for sale | 12,250,000 | 37,052,000 | ||
Other current assets | 177,604,000 | 180,134,000 | ||
Total current assets | 1,593,563,000 | 1,447,336,000 | ||
Property, plant and equipment, net | 5,467,870,000 | 6,109,565,000 | 6,267,583,000 | |
Goodwill | 183,914,000 | 173,226,000 | 166,917,000 | |
Deferred tax assets | 345,091,000 | 419,003,000 | ||
Other long-term assets | 263,506,000 | 252,854,000 | ||
Total assets (1) | 7,853,944,000 | 8,401,984,000 | ||
Current liabilities: | ||||
Current portion of debt | 561,000 | 181,000 | ||
Trade accounts payable | 392,843,000 | 363,416,000 | ||
Accrued liabilities | 417,912,000 | 533,044,000 | ||
Income taxes payable | 20,761,000 | 22,835,000 | ||
Total current liabilities | 832,077,000 | 919,476,000 | ||
Long-term debt | 3,585,884,000 | 4,027,766,000 | ||
Other long-term liabilities | 274,485,000 | 301,633,000 | ||
Deferred income taxes | 6,311,000 | 10,338,000 | ||
Total liabilities (1) | 4,698,757,000 | 5,259,213,000 | ||
Redeemable noncontrolling interest in subsidiary | 404,861,000 | 203,998,000 | ||
Shareholders' equity | 2,700,850,000 | 2,911,816,000 | ||
Noncontrolling interest | 49,476,000 | 26,957,000 | ||
Total equity | 2,750,326,000 | 2,938,773,000 | $ 3,254,795,000 | $ 4,293,868,000 |
Total liabilities and equity | 7,853,944,000 | 8,401,984,000 | ||
Consolidating Adjustments | ||||
Current assets: | ||||
Intercompany receivables | (316,686,000) | (614,694,000) | ||
Investment in consolidated affiliates | (12,232,982,000) | (12,131,052,000) | ||
Deferred tax assets | (388,089,000) | (333,349,000) | ||
Other long-term assets | (14,325,000) | (72,143,000) | ||
Total assets (1) | (12,952,082,000) | (13,151,238,000) | ||
Current liabilities: | ||||
Long-term debt | (14,325,000) | (72,143,000) | ||
Deferred income taxes | (388,089,000) | (333,349,000) | ||
Intercompany payable | (316,686,000) | (614,694,000) | ||
Total liabilities (1) | (719,100,000) | (1,020,186,000) | ||
Shareholders' equity | (12,232,982,000) | (12,131,052,000) | ||
Total equity | (12,232,982,000) | (12,131,052,000) | ||
Total liabilities and equity | (12,952,082,000) | (13,151,238,000) | ||
Parent Company | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 474,000 | 1,091,000 | ||
Other current assets | 50,000 | 50,000 | ||
Total current assets | 524,000 | 1,141,000 | ||
Intercompany receivables | 95,946,000 | 133,602,000 | ||
Investment in consolidated affiliates | 2,658,827,000 | 2,799,320,000 | ||
Total assets (1) | 2,755,297,000 | 2,934,063,000 | ||
Current liabilities: | ||||
Trade accounts payable | 132,000 | 147,000 | ||
Accrued liabilities | 28,815,000 | 21,100,000 | ||
Total current liabilities | 28,947,000 | 21,247,000 | ||
Intercompany payable | 25,500,000 | 1,000,000 | ||
Total liabilities (1) | 54,447,000 | 22,247,000 | ||
Shareholders' equity | 2,700,850,000 | 2,911,816,000 | ||
Total equity | 2,700,850,000 | 2,911,816,000 | ||
Total liabilities and equity | 2,755,297,000 | 2,934,063,000 | ||
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 42,000 | 44,000 | ||
Other current assets | 433,000 | 56,000 | ||
Total current assets | 475,000 | 100,000 | ||
Intercompany receivables | 218,129,000 | 481,092,000 | ||
Investment in consolidated affiliates | 5,494,886,000 | 5,531,799,000 | ||
Deferred tax assets | 388,089,000 | 333,349,000 | ||
Other long-term assets | 142,000 | 78,000 | ||
Total assets (1) | 6,101,721,000 | 6,346,418,000 | ||
Current liabilities: | ||||
Trade accounts payable | 14,000 | 124,000 | ||
Accrued liabilities | 62,830,000 | 67,760,000 | ||
Total current liabilities | 62,844,000 | 67,884,000 | ||
Long-term debt | 3,600,209,000 | 4,099,909,000 | ||
Other long-term liabilities | 29,331,000 | 16,284,000 | ||
Total liabilities (1) | 3,692,384,000 | 4,184,077,000 | ||
Shareholders' equity | 2,409,337,000 | 2,162,341,000 | ||
Total equity | 2,409,337,000 | 2,162,341,000 | ||
Total liabilities and equity | 6,101,721,000 | 6,346,418,000 | ||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 447,250,000 | 335,862,000 | ||
Short-term investments | 34,036,000 | 28,369,000 | ||
Accounts receivable, net | 756,320,000 | 698,477,000 | ||
Inventory, net | 165,587,000 | 166,307,000 | ||
Assets held for sale | 12,250,000 | 37,052,000 | ||
Other current assets | 177,121,000 | 180,028,000 | ||
Total current assets | 1,592,564,000 | 1,446,095,000 | ||
Property, plant and equipment, net | 5,467,870,000 | 6,109,565,000 | ||
Goodwill | 183,914,000 | 173,226,000 | ||
Intercompany receivables | 2,611,000 | |||
Investment in consolidated affiliates | 4,079,269,000 | 3,799,933,000 | ||
Deferred tax assets | 345,091,000 | 419,003,000 | ||
Other long-term assets | 277,689,000 | 324,919,000 | ||
Total assets (1) | 11,949,008,000 | 12,272,741,000 | ||
Current liabilities: | ||||
Current portion of debt | 561,000 | 181,000 | ||
Trade accounts payable | 392,697,000 | 363,145,000 | ||
Accrued liabilities | 326,267,000 | 444,184,000 | ||
Income taxes payable | 20,761,000 | 22,835,000 | ||
Total current liabilities | 740,286,000 | 830,345,000 | ||
Other long-term liabilities | 245,154,000 | 285,349,000 | ||
Deferred income taxes | 394,400,000 | 343,687,000 | ||
Intercompany payable | 291,186,000 | 613,694,000 | ||
Total liabilities (1) | 1,671,026,000 | 2,073,075,000 | ||
Redeemable noncontrolling interest in subsidiary | 404,861,000 | 203,998,000 | ||
Shareholders' equity | 9,823,645,000 | 9,968,711,000 | ||
Noncontrolling interest | 49,476,000 | 26,957,000 | ||
Total equity | 9,873,121,000 | 9,995,668,000 | ||
Total liabilities and equity | $ 11,949,008,000 | $ 12,272,741,000 | ||
Nabors Delaware [Member] | ||||
Condensed Consolidating Financial Information | ||||
Ownership percentage | 100.00% |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Information - Statements of Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues and other income: | |||||||||||
Operating revenues | $ 782,080 | $ 779,425 | $ 761,920 | $ 734,194 | $ 708,277 | $ 662,103 | $ 631,355 | $ 562,550 | $ 3,057,619 | $ 2,564,285 | $ 2,227,839 |
Earnings (losses) from unconsolidated affiliates | 1 | 7 | (221,914) | ||||||||
Investment income (loss) | (9,499) | 1,194 | 1,183 | ||||||||
Total revenues and other income | 3,048,121 | 2,565,486 | 2,007,108 | ||||||||
Costs and other deductions: | |||||||||||
Direct costs | 1,976,974 | 1,718,069 | 1,344,298 | ||||||||
General and administrative expenses | 265,822 | 251,184 | 227,639 | ||||||||
Research and engineering | 56,147 | 51,069 | 33,582 | ||||||||
Depreciation and amortization | 866,870 | 842,943 | 871,631 | ||||||||
Interest expense, net | 227,124 | 222,889 | 185,360 | ||||||||
Impairments and other charges | 144,446 | 44,536 | 498,499 | ||||||||
Other, net | 29,532 | 14,880 | 44,174 | ||||||||
Total costs and other deductions | 3,566,915 | 3,145,570 | 3,205,183 | ||||||||
Income (loss) from continuing operations before income taxes | (518,794) | (580,084) | (1,198,075) | ||||||||
Income tax expense (benefit) | 79,269 | (82,970) | (186,831) | ||||||||
Income (loss) from continuing operations, net of tax | (165,551) | (93,710) | (195,215) | (143,587) | (114,725) | (119,285) | (115,476) | (147,628) | (598,063) | (497,114) | (1,011,244) |
Income (loss) from discontinued operations, net of tax | (71) | (13,933) | (584) | (75) | (442) | (27,134) | (15,504) | (439) | (14,663) | (43,519) | (18,363) |
Net income (loss) | (165,622) | (107,643) | (195,799) | (143,662) | (115,167) | (146,419) | (130,980) | (148,067) | (612,726) | (540,633) | (1,029,607) |
Less: Net (income) loss attributable to noncontrolling interest | (17,796) | (6,934) | (2,953) | (539) | (1,177) | (2,113) | (1,971) | (917) | (28,222) | (6,178) | (135) |
Net income (loss) attributable to Nabors | (183,418) | (114,577) | (198,752) | (144,201) | (116,344) | (148,532) | (132,951) | (148,984) | (640,948) | (546,811) | (1,029,742) |
Less: preferred stock dividends | (4,312) | (4,313) | (3,680) | (12,305) | |||||||
Net income (loss) attributable to Nabors common shareholders | $ 187,730 | $ 118,890 | $ 202,432 | $ 144,201 | $ 116,344 | $ 148,532 | $ 132,951 | $ 148,984 | (653,253) | (546,811) | (1,029,742) |
Consolidating Adjustments | |||||||||||
Revenues and other income: | |||||||||||
Earnings (losses) from consolidated affiliates | 375,242 | 853,033 | 1,609,049 | ||||||||
Investment income (loss) | (12,485) | (11,917) | (11,923) | ||||||||
Intercompany interest income | (569) | ||||||||||
Total revenues and other income | 362,757 | 841,116 | 1,596,557 | ||||||||
Costs and other deductions: | |||||||||||
General and administrative expenses | (683) | (665) | (856) | ||||||||
Other, net | 683 | 665 | 856 | ||||||||
Intercompany interest expense, net | (569) | ||||||||||
Total costs and other deductions | (569) | ||||||||||
Income (loss) from continuing operations before income taxes | 362,757 | 841,116 | 1,597,126 | ||||||||
Income (loss) from continuing operations, net of tax | 362,757 | 841,116 | 1,597,126 | ||||||||
Net income (loss) | 362,757 | 841,116 | 1,597,126 | ||||||||
Net income (loss) attributable to Nabors | 362,757 | 841,116 | 1,597,126 | ||||||||
Net income (loss) attributable to Nabors common shareholders | 362,757 | 1,597,126 | |||||||||
Parent Company | Reportable Legal Entities | |||||||||||
Revenues and other income: | |||||||||||
Earnings (losses) from consolidated affiliates | (629,060) | (528,180) | (1,017,338) | ||||||||
Investment income (loss) | 2 | 17 | 2 | ||||||||
Total revenues and other income | (629,058) | (528,163) | (1,017,336) | ||||||||
Costs and other deductions: | |||||||||||
General and administrative expenses | 9,725 | 10,995 | 10,559 | ||||||||
Impairments and other charges | 1,366 | ||||||||||
Other, net | 1,803 | 7,662 | 482 | ||||||||
Intercompany interest expense, net | 362 | (9) | (1) | ||||||||
Total costs and other deductions | 11,890 | 18,648 | 12,406 | ||||||||
Income (loss) from continuing operations before income taxes | (640,948) | (546,811) | (1,029,742) | ||||||||
Income (loss) from continuing operations, net of tax | (640,948) | (546,811) | (1,029,742) | ||||||||
Net income (loss) | (640,948) | (546,811) | (1,029,742) | ||||||||
Net income (loss) attributable to Nabors | (640,948) | (546,811) | (1,029,742) | ||||||||
Less: preferred stock dividends | (12,305) | ||||||||||
Net income (loss) attributable to Nabors common shareholders | (653,253) | (1,029,742) | |||||||||
Guarantor Subsidiaries | Reportable Legal Entities | |||||||||||
Revenues and other income: | |||||||||||
Earnings (losses) from consolidated affiliates | 218,539 | 18,380 | (231,960) | ||||||||
Investment income (loss) | 63 | 132 | |||||||||
Intercompany interest income | 569 | ||||||||||
Total revenues and other income | 218,539 | 18,443 | (231,259) | ||||||||
Costs and other deductions: | |||||||||||
General and administrative expenses | 635 | 715 | 603 | ||||||||
Depreciation and amortization | 125 | 125 | 124 | ||||||||
Interest expense, net | 231,971 | 232,103 | 204,010 | ||||||||
Impairments and other charges | 5,269 | ||||||||||
Other, net | 19,033 | (14) | |||||||||
Total costs and other deductions | 238,000 | 251,976 | 204,723 | ||||||||
Income (loss) from continuing operations before income taxes | (19,461) | (233,533) | (435,982) | ||||||||
Income tax expense (benefit) | (54,740) | 109,700 | (76,231) | ||||||||
Income (loss) from continuing operations, net of tax | 35,279 | (343,233) | (359,751) | ||||||||
Net income (loss) | 35,279 | (343,233) | (359,751) | ||||||||
Net income (loss) attributable to Nabors | 35,279 | (343,233) | (359,751) | ||||||||
Net income (loss) attributable to Nabors common shareholders | 35,279 | (359,751) | |||||||||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | |||||||||||
Revenues and other income: | |||||||||||
Operating revenues | 3,057,619 | 2,564,285 | 2,227,839 | ||||||||
Earnings (losses) from unconsolidated affiliates | 1 | 7 | (221,914) | ||||||||
Earnings (losses) from consolidated affiliates | 35,279 | (343,233) | (359,751) | ||||||||
Investment income (loss) | 2,984 | 13,031 | 12,972 | ||||||||
Total revenues and other income | 3,095,883 | 2,234,090 | 1,659,146 | ||||||||
Costs and other deductions: | |||||||||||
Direct costs | 1,976,974 | 1,718,069 | 1,344,298 | ||||||||
General and administrative expenses | 256,145 | 240,139 | 217,333 | ||||||||
Research and engineering | 56,147 | 51,069 | 33,582 | ||||||||
Depreciation and amortization | 866,745 | 842,818 | 871,507 | ||||||||
Interest expense, net | (4,847) | (9,214) | (18,650) | ||||||||
Impairments and other charges | 139,177 | 44,536 | 497,133 | ||||||||
Other, net | 27,046 | (12,480) | 42,850 | ||||||||
Intercompany interest expense, net | (362) | 9 | 570 | ||||||||
Total costs and other deductions | 3,317,025 | 2,874,946 | 2,988,623 | ||||||||
Income (loss) from continuing operations before income taxes | (221,142) | (640,856) | (1,329,477) | ||||||||
Income tax expense (benefit) | 134,009 | (192,670) | (110,600) | ||||||||
Income (loss) from continuing operations, net of tax | (355,151) | (448,186) | (1,218,877) | ||||||||
Income (loss) from discontinued operations, net of tax | (14,663) | (43,519) | (18,363) | ||||||||
Net income (loss) | (369,814) | (491,705) | (1,237,240) | ||||||||
Less: Net (income) loss attributable to noncontrolling interest | (28,222) | (6,178) | (135) | ||||||||
Net income (loss) attributable to Nabors | (398,036) | $ (497,883) | (1,237,375) | ||||||||
Net income (loss) attributable to Nabors common shareholders | $ (398,036) | $ (1,237,375) |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Information - Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Consolidating Statements of Comprehensive Income (Loss) | |||||||||||
Net income (loss) attributable to Nabors | $ (183,418) | $ (114,577) | $ (198,752) | $ (144,201) | $ (116,344) | $ (148,532) | $ (132,951) | $ (148,984) | $ (640,948) | $ (546,811) | $ (1,029,742) |
Other comprehensive income (loss), before tax: | |||||||||||
Translation adjustment attributable to Nabors | (31,962) | 28,372 | 17,743 | ||||||||
Unrealized gains (losses) on marketable securities: | |||||||||||
Unrealized gains (losses) on marketable securities | (6,061) | 11,054 | |||||||||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 970 | 3,495 | |||||||||
Unrealized gains (losses) on marketable securities | (5,091) | 14,549 | |||||||||
Pension liability amortization and adjustment | 216 | (275) | 1,061 | ||||||||
Unrealized gains (losses) and amortization on cash flow hedges | 567 | 613 | 613 | ||||||||
Adoption of ASU No. 2016-01 | (9,144) | ||||||||||
Pension buyout | 3,059 | ||||||||||
Other comprehensive income (loss), before tax | (40,323) | 23,619 | 37,025 | ||||||||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 187 | 315 | 1,551 | ||||||||
Other comprehensive income (loss), net of tax | (40,510) | 23,304 | 35,474 | ||||||||
Comprehensive income (loss) attributable to Nabors | (681,458) | (523,507) | (994,268) | ||||||||
Net income (loss) attributable to noncontrolling interest | $ 17,796 | $ 6,934 | $ 2,953 | $ 539 | $ 1,177 | $ 2,113 | $ 1,971 | $ 917 | 28,222 | 6,178 | 135 |
Translation adjustment attributable to noncontrolling interest | (251) | 282 | 251 | ||||||||
Comprehensive income (loss) attributable to noncontrolling interest | 27,971 | 6,460 | 386 | ||||||||
Comprehensive income (loss) | (653,487) | (517,047) | (993,882) | ||||||||
Consolidating Adjustments | |||||||||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | |||||||||||
Net income (loss) attributable to Nabors | 362,757 | 841,116 | 1,597,126 | ||||||||
Other comprehensive income (loss), before tax: | |||||||||||
Translation adjustment attributable to Nabors | 31,958 | (28,372) | (17,722) | ||||||||
Unrealized gains (losses) on marketable securities: | |||||||||||
Unrealized gains (losses) on marketable securities | 6,061 | (11,054) | |||||||||
Less: reclassification adjustment for (gains) losses included in net income (loss) | (970) | (3,495) | |||||||||
Unrealized gains (losses) on marketable securities | 5,091 | (14,549) | |||||||||
Pension liability amortization and adjustment | (648) | 825 | (3,183) | ||||||||
Unrealized gains (losses) and amortization on cash flow hedges | (1,134) | (1,226) | (1,226) | ||||||||
Adoption of ASU No. 2016-01 | 9,144 | ||||||||||
Pension buyout | (9,177) | ||||||||||
Other comprehensive income (loss), before tax | 39,320 | (23,682) | (45,857) | ||||||||
Income tax expense (benefit) related to items of other comprehensive income (loss) | (561) | (945) | (4,653) | ||||||||
Other comprehensive income (loss), net of tax | 39,881 | (22,737) | (41,204) | ||||||||
Comprehensive income (loss) attributable to Nabors | 402,638 | 818,379 | 1,555,922 | ||||||||
Comprehensive income (loss) | 402,638 | 818,379 | 1,555,922 | ||||||||
Parent Company | Reportable Legal Entities | |||||||||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | |||||||||||
Net income (loss) attributable to Nabors | (640,948) | (546,811) | (1,029,742) | ||||||||
Other comprehensive income (loss), before tax: | |||||||||||
Translation adjustment attributable to Nabors | (31,962) | 28,372 | 17,743 | ||||||||
Unrealized gains (losses) on marketable securities: | |||||||||||
Unrealized gains (losses) on marketable securities | (6,061) | 11,054 | |||||||||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 970 | 3,495 | |||||||||
Unrealized gains (losses) on marketable securities | (5,091) | 14,549 | |||||||||
Pension liability amortization and adjustment | 216 | (275) | 1,061 | ||||||||
Unrealized gains (losses) and amortization on cash flow hedges | 567 | 613 | 613 | ||||||||
Adoption of ASU No. 2016-01 | (9,144) | ||||||||||
Pension buyout | 3,059 | ||||||||||
Other comprehensive income (loss), before tax | (40,323) | 23,619 | 37,025 | ||||||||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 187 | 315 | 1,551 | ||||||||
Other comprehensive income (loss), net of tax | (40,510) | 23,304 | 35,474 | ||||||||
Comprehensive income (loss) attributable to Nabors | (681,458) | (523,507) | (994,268) | ||||||||
Comprehensive income (loss) | (681,458) | (523,507) | (994,268) | ||||||||
Guarantor Subsidiaries | Reportable Legal Entities | |||||||||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | |||||||||||
Net income (loss) attributable to Nabors | 35,279 | (343,233) | (359,751) | ||||||||
Other comprehensive income (loss), before tax: | |||||||||||
Translation adjustment attributable to Nabors | 4 | (21) | |||||||||
Unrealized gains (losses) on marketable securities: | |||||||||||
Pension liability amortization and adjustment | 216 | (275) | 1,061 | ||||||||
Unrealized gains (losses) and amortization on cash flow hedges | 567 | 613 | 613 | ||||||||
Pension buyout | 3,059 | ||||||||||
Other comprehensive income (loss), before tax | 787 | 338 | 4,712 | ||||||||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 187 | 315 | 1,551 | ||||||||
Other comprehensive income (loss), net of tax | 600 | 23 | 3,161 | ||||||||
Comprehensive income (loss) attributable to Nabors | 35,879 | (343,210) | (356,590) | ||||||||
Comprehensive income (loss) | 35,879 | (343,210) | (356,590) | ||||||||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | |||||||||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | |||||||||||
Net income (loss) attributable to Nabors | (398,036) | (497,883) | (1,237,375) | ||||||||
Other comprehensive income (loss), before tax: | |||||||||||
Translation adjustment attributable to Nabors | (31,962) | 28,372 | 17,743 | ||||||||
Unrealized gains (losses) on marketable securities: | |||||||||||
Unrealized gains (losses) on marketable securities | (6,061) | 11,054 | |||||||||
Less: reclassification adjustment for (gains) losses included in net income (loss) | 970 | 3,495 | |||||||||
Unrealized gains (losses) on marketable securities | (5,091) | 14,549 | |||||||||
Pension liability amortization and adjustment | 432 | (550) | 2,122 | ||||||||
Unrealized gains (losses) and amortization on cash flow hedges | 567 | 613 | 613 | ||||||||
Adoption of ASU No. 2016-01 | (9,144) | ||||||||||
Pension buyout | 6,118 | ||||||||||
Other comprehensive income (loss), before tax | (40,107) | 23,344 | 41,145 | ||||||||
Income tax expense (benefit) related to items of other comprehensive income (loss) | 374 | 630 | 3,102 | ||||||||
Other comprehensive income (loss), net of tax | (40,481) | 22,714 | 38,043 | ||||||||
Comprehensive income (loss) attributable to Nabors | (438,517) | (475,169) | (1,199,332) | ||||||||
Net income (loss) attributable to noncontrolling interest | 28,222 | 6,178 | 135 | ||||||||
Translation adjustment attributable to noncontrolling interest | (251) | 282 | 251 | ||||||||
Comprehensive income (loss) attributable to noncontrolling interest | 27,971 | 6,460 | 386 | ||||||||
Comprehensive income (loss) | $ (410,546) | $ (468,709) | $ (1,198,946) |
Condensed Consolidating Finan_6
Condensed Consolidating Financial Information - Cash Flows (Details) - USD ($) $ in Thousands | Oct. 02, 2018 | Jul. 03, 2018 | Apr. 03, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | $ 325,773 | $ 62,756 | $ 531,905 | |||
Cash flows from investing activities: | ||||||
Purchases of investments | (676) | (6,722) | (24) | |||
Sales and maturities of investments | 4,287 | 13,069 | 739 | |||
Cash paid for acquisitions of businesses, net of cash acquired | (20,859) | 12,319 | (22,278) | |||
Capital expenditures | (458,938) | (574,467) | (395,455) | |||
Proceeds from sales of assets and insurance claims | 109,098 | 57,933 | 34,831 | |||
Net cash (used for) provided by investing activities | (367,088) | (497,868) | (382,187) | |||
Cash flows from financing activities: | ||||||
Debt issuance costs | (21,277) | (11,043) | (11,520) | |||
Proceeds from (payments for) issuance of common shares | 301,404 | 8,300 | 967 | |||
Reduction of long-term debt | (878,278) | (381,814) | (493,612) | |||
Dividends to shareholders | $ (21,400) | $ (21,500) | $ (19,100) | (68,503) | (50,924) | |
Proceeds from (payments for) commercial paper, net | (40,000) | 40,000 | (8,000) | |||
Purchase of capped call hedge transactions | (40,250) | |||||
Proceeds from revolving credit facilities | 1,135,000 | 725,000 | 611,500 | |||
Reduction in revolving credit facilities | (1,475,000) | (215,000) | (611,500) | |||
Dividends to common and preferred shareholders | (87,098) | (68,503) | (50,924) | |||
Proceeds from (payments for) short-term borrowings | 380 | (543) | (6,211) | |||
Proceeds from issuance of preferred stock, net of issuance costs | 277,927 | |||||
Proceeds from issuance of long-term debt | 800,000 | 411,200 | 600,000 | |||
Payments on term loan | (162,500) | (162,500) | ||||
Cash proceeds (payments) from equity component of exchangeable debt | 159,952 | |||||
Noncontrolling interest contribution | 20,000 | |||||
Distributions to noncontrolling interest | (5,452) | (7,272) | ||||
Other changes | (8,912) | (8,399) | (4,729) | |||
Repurchase of common shares | (18,071) | (1,687) | ||||
Redeemable noncontrolling interest contribution | 156,935 | 61,123 | ||||
Net cash provided by financing activities | 155,629 | 512,180 | (138,216) | |||
Effect of exchange rate changes on cash and cash equivalents | (5,263) | (29) | (2,003) | |||
Net increase (decrease) in cash, cash equivalents and restricted cash | 109,051 | 77,039 | 9,499 | |||
Cash and cash equivalents and restricted cash, beginning of period | 342,029 | 264,990 | 255,491 | |||
Cash and cash equivalents and restricted cash, end of period | 451,080 | 342,029 | 264,990 | |||
Consolidating Adjustments | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | (47,497) | (132,986) | (50,423) | |||
Cash flows from investing activities: | ||||||
Cash paid for investments in consolidated affiliates | 794,000 | (86,060) | 245,459 | |||
Net cash (used for) provided by investing activities | 794,000 | 86,060 | 245,459 | |||
Cash flows from financing activities: | ||||||
Dividends to shareholders | 11,916 | 8,942 | ||||
Dividends to common and preferred shareholders | 12,485 | |||||
Proceeds from parent contributions | (794,000) | (86,060) | (245,458) | |||
Distribution from subsidiary to parent | 35,012 | 121,070 | 41,480 | |||
Net cash provided by financing activities | (746,503) | 46,926 | (195,036) | |||
Parent Company | Reportable Legal Entities | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | 86,504 | 143,444 | 58,406 | |||
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 | 301,404 | 8,299 | 967 | |||
Dividends to shareholders | (80,419) | (59,866) | ||||
Proceeds from issuance of intercompany debt | 45,500 | 57,000 | ||||
Dividends to common and preferred shareholders | (99,583) | |||||
Proceeds from issuance of preferred stock, net of issuance costs | 277,927 | |||||
Paydown of intercompany debt | (21,000) | (102,000) | (40,000) | |||
Other changes | (3,869) | (8,210) | (4,732) | |||
Repurchase of common shares | (18,071) | |||||
Proceeds (issuance) of intercompany debt | 45,500 | |||||
Net cash provided by financing activities | 500,379 | (143,401) | (58,131) | |||
Net increase (decrease) in cash, cash equivalents and restricted cash | (617) | (57) | 275 | |||
Cash and cash equivalents and restricted cash, beginning of period | 1,091 | 1,148 | 873 | |||
Cash and cash equivalents and restricted cash, end of period | 474 | 1,091 | 1,148 | |||
Guarantor Subsidiaries | Reportable Legal Entities | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | (208,943) | (90,229) | (233,738) | |||
Cash flows from investing activities: | ||||||
Cash paid for acquisitions of businesses, net of cash acquired | (20,859) | |||||
Cash paid for investments in consolidated affiliates | (86,459) | |||||
Change in intercompany balances | 502,856 | (599,974) | 103,384 | |||
Net cash (used for) provided by investing activities | 481,997 | (599,974) | 16,925 | |||
Cash flows from financing activities: | ||||||
Debt issuance costs | (21,277) | (11,043) | (11,520) | |||
Reduction of long-term debt | (878,278) | (270,269) | (350,000) | |||
Proceeds from (payments for) commercial paper, net | (40,000) | 40,000 | (8,000) | |||
Proceeds from issuance of intercompany debt | 20,000 | |||||
Purchase of capped call hedge transactions | (40,250) | |||||
Proceeds from revolving credit facilities | 1,135,000 | 725,000 | 610,000 | |||
Reduction in revolving credit facilities | (1,475,000) | (215,000) | (610,000) | |||
Proceeds from issuance of long-term debt | 800,000 | 411,200 | 600,000 | |||
Payments on term loan | (162,500) | (162,500) | ||||
Paydown of intercompany debt | (20,000) | |||||
Cash proceeds (payments) from equity component of exchangeable debt | 159,952 | |||||
Proceeds from parent contributions | 206,500 | 42,980 | 159,000 | |||
Net cash provided by financing activities | (273,055) | 680,070 | 226,980 | |||
Net increase (decrease) in cash, cash equivalents and restricted cash | (1) | (10,133) | 10,167 | |||
Cash and cash equivalents and restricted cash, beginning of period | 44 | 10,177 | 10 | |||
Cash and cash equivalents and restricted cash, end of period | 43 | 44 | 10,177 | |||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||||||
Condensed Consolidating Statements Of Cash Flows | ||||||
Net cash provided by (used for) operating activities | 495,709 | 142,527 | 757,660 | |||
Cash flows from investing activities: | ||||||
Purchases of investments | (676) | (6,722) | (24) | |||
Sales and maturities of investments | 4,287 | 13,069 | 739 | |||
Cash paid for acquisitions of businesses, net of cash acquired | 12,319 | (22,278) | ||||
Cash paid for investments in consolidated affiliates | (206,500) | 85,960 | (159,000) | |||
Capital expenditures | (458,938) | (574,467) | (395,455) | |||
Proceeds from sales of assets and insurance claims | 109,098 | 57,933 | 34,831 | |||
Change in intercompany balances | (502,856) | 599,974 | (103,384) | |||
Net cash (used for) provided by investing activities | (1,055,585) | 16,146 | (644,571) | |||
Cash flows from financing activities: | ||||||
Proceeds from (payments for) issuance of common shares | 1 | |||||
Reduction of long-term debt | (111,545) | (143,612) | ||||
Proceeds from issuance of intercompany debt | (45,500) | (77,000) | ||||
Proceeds from revolving credit facilities | 1,500 | |||||
Reduction in revolving credit facilities | (1,500) | |||||
Proceeds from (payments for) short-term borrowings | 380 | (543) | (6,211) | |||
Paydown of intercompany debt | 21,000 | 122,000 | 40,000 | |||
Noncontrolling interest contribution | 20,000 | |||||
Distributions to noncontrolling interest | (5,452) | (7,272) | ||||
Proceeds from parent contributions | 587,500 | 43,080 | 86,458 | |||
Distribution from subsidiary to parent | (35,012) | (121,070) | (41,480) | |||
Other changes | (5,043) | (189) | 3 | |||
Repurchase of common shares | (1,687) | |||||
Redeemable noncontrolling interest contribution | 156,935 | 61,123 | ||||
Proceeds (issuance) of intercompany debt | (45,500) | |||||
Net cash provided by financing activities | 674,808 | (71,415) | (112,029) | |||
Effect of exchange rate changes on cash and cash equivalents | (5,263) | (29) | (2,003) | |||
Net increase (decrease) in cash, cash equivalents and restricted cash | 109,669 | 87,229 | (943) | |||
Cash and cash equivalents and restricted cash, beginning of period | 340,894 | 253,665 | 254,608 | |||
Cash and cash equivalents and restricted cash, end of period | $ 450,563 | $ 340,894 | $ 253,665 |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for doubtful accounts | |||
VALUATION AND QUALIFYING ACCOUNTS | |||
Balance at Beginning of period | $ 44,376 | $ 43,757 | $ 44,553 |
Charged to Costs and Other Deductions | 3,024 | 2,544 | 19,132 |
Charged to Other Accounts | (226) | 86 | (58) |
Deductions | (5,967) | (2,011) | (19,870) |
Balance at End of Period | 41,207 | 44,376 | 43,757 |
Inventory reserve | |||
VALUATION AND QUALIFYING ACCOUNTS | |||
Balance at Beginning of period | 28,934 | 26,537 | 46,813 |
Charged to Costs and Other Deductions | 5,897 | 13,587 | |
Charged to Other Accounts | 14,688 | ||
Deductions | (15,768) | (3,500) | (33,863) |
Balance at End of Period | 27,854 | 28,934 | 26,537 |
Valuation allowance on deferred tax assets | |||
VALUATION AND QUALIFYING ACCOUNTS | |||
Balance at Beginning of period | 1,869,490 | 1,807,728 | 1,560,162 |
Charged to Other Accounts | 47,900 | 61,762 | 247,566 |
Balance at End of Period | $ 1,917,390 | $ 1,869,490 | $ 1,807,728 |