Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 25, 2019 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2019 | |
Entity File Number | 001-32657 | |
Entity Registrant Name | NABORS INDUSTRIES LTD. | |
Entity Incorporation, State or Country Code | D0 | |
Entity Tax Identification Number | 98-0363970 | |
Entity Address, Address Line One | Crown House | |
Entity Address, Address Line Two | Second Floor | |
Entity Address, Address Line Three | 4 Par-la-Ville Road | |
Entity Address, City or Town | Hamilton | |
Entity Address, Country | BM | |
Entity Address, Postal Zip Code | HM08 | |
City Area Code | 441 | |
Local Phone Number | 292-1510 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 363,415,783 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001163739 | |
Amendment Flag | false | |
Mandatory Convertible Preferred Shares | ||
Title of 12(b) Security | Preferred shares, 6.00% Mandatory Convertible Preferred Shares, Series A | |
Trading Symbol | NBR.PRA | |
Security Exchange Name | NYSE | |
Common Shares | ||
Title of 12(b) Security | Common shares | |
Trading Symbol | NBR | |
Security Exchange Name | NYSE |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Current assets: | |||
Cash and cash equivalents | $ 396,937 | $ 447,766 | |
Short-term investments | 22,000 | 34,036 | |
Accounts receivable, net | 613,527 | 756,320 | |
Inventory, net | 186,124 | 165,587 | |
Assets held for sale | 8,037 | 12,250 | |
Other current assets | 153,723 | 177,604 | |
Total current assets | 1,380,348 | 1,593,563 | |
Property, plant and equipment, net | 5,152,236 | 5,467,870 | |
Goodwill | 90,543 | 183,914 | |
Deferred income taxes | 353,181 | 345,091 | |
Other long-term assets | 297,189 | 263,506 | |
Total assets (1) | [1] | 7,273,497 | 7,853,944 |
Current liabilities: | |||
Current portion of debt | 1,058 | 561 | |
Trade accounts payable | 364,658 | 392,843 | |
Accrued liabilities | 279,181 | 417,912 | |
Income taxes payable | 23,837 | 20,761 | |
Current lease liabilities | 13,570 | ||
Total current liabilities | 682,304 | 832,077 | |
Long-term debt | 3,516,592 | 3,585,884 | |
Other long-term liabilities | 284,388 | 274,485 | |
Deferred income taxes | 29,109 | 6,311 | |
Total liabilities (1) | [1] | 4,512,393 | 4,698,757 |
Commitments and contingencies (Note 8) | |||
Redeemable noncontrolling interest in subsidiary (Note 3) | 420,217 | 404,861 | |
Shareholders' equity: | |||
Preferred shares, par value $0.001 per share: Series A 6% Cumulative Mandatory Convertible; $50 per share liquidation preference; issued 5,746 and 5,750, respectively | 6 | 6 | |
Common shares, par value $0.001 per share: Authorized common shares 800,000; issued 416,209 and 409,652, respectively | 416 | 410 | |
Capital in excess of par value | 3,410,731 | 3,392,937 | |
Accumulated other comprehensive income (loss) | (16,567) | (29,325) | |
Retained earnings | 171,139 | 650,842 | |
Less: treasury shares, at cost, 52,800 and 52,800 common shares, respectively | (1,314,020) | (1,314,020) | |
Total shareholders' equity | 2,251,705 | 2,700,850 | |
Noncontrolling interest | 89,182 | 49,476 | |
Total equity | 2,340,887 | 2,750,326 | |
Total liabilities and equity | $ 7,273,497 | $ 7,853,944 | |
[1] | The condensed consolidated balance sheet as of September 30, 2019 and December 31, 2018 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
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 | 5,746 | 5,750 |
Common shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common shares, shares authorized | 800,000 | 800,000 |
Common shares, shares issued | 416,209 | 409,652 |
Treasury shares, at cost | 52,800 | 52,800 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues and other income: | ||||
Operating revenues | $ 758,076 | $ 779,425 | $ 2,329,122 | $ 2,275,539 |
Earnings (losses) from unconsolidated affiliates | (5) | 1 | ||
Investment income (loss) | (1,437) | (1,342) | 8,709 | (4,041) |
Total revenues and other income | 756,639 | 778,083 | 2,337,826 | 2,271,499 |
Costs and other deductions: | ||||
Direct costs | 475,461 | 497,194 | 1,493,082 | 1,466,572 |
General and administrative expenses | 63,577 | 66,813 | 196,159 | 209,207 |
Research and engineering | 12,004 | 14,458 | 37,444 | 42,703 |
Depreciation and amortization | 221,557 | 208,517 | 650,267 | 640,227 |
Interest expense | 51,291 | 51,415 | 155,134 | 173,393 |
Impairments and other charges | 3,629 | 13,770 | 106,007 | 90,434 |
Other, net | 5,005 | 9,137 | 30,598 | 24,163 |
Total costs and other deductions | 832,524 | 861,304 | 2,668,691 | 2,646,699 |
Income (loss) from continuing operations before income taxes | (75,885) | (83,221) | (330,865) | (375,200) |
Income tax expense (benefit): | ||||
Current | 18,117 | 5,016 | 50,483 | 17,251 |
Deferred | 5,786 | 5,473 | 14,617 | 40,061 |
Total income tax expense (benefit) | 23,903 | 10,489 | 65,100 | 57,312 |
Income (loss) from continuing operations, net of tax | (99,788) | (93,710) | (395,965) | (432,512) |
Income (loss) from discontinued operations, net of tax | 157 | (13,933) | (34) | (14,592) |
Net income (loss) | (99,631) | (107,643) | (395,999) | (447,104) |
Less: Net (income) loss attributable to noncontrolling interest | (19,297) | (6,934) | (44,202) | (10,426) |
Net income (loss) attributable to Nabors | (118,928) | (114,577) | (440,201) | (457,530) |
Less: Preferred stock dividend | (4,310) | (4,313) | (12,935) | (7,993) |
Net income (loss) attributable to Nabors common shareholders | (123,238) | (118,890) | (453,136) | (465,523) |
Amounts attributable to Nabors common shareholders: | ||||
Net income (loss) from continuing operations | (123,395) | (104,957) | (453,102) | (450,931) |
Net income (loss) from discontinued operations | 157 | (13,933) | (34) | (14,592) |
Net income (loss) attributable to Nabors common shareholders | $ (123,238) | $ (118,890) | $ (453,136) | $ (465,523) |
Earnings (losses) per share: | ||||
Basic from continuing operations (in dollars per share) | $ (0.37) | $ (0.31) | $ (1.33) | $ (1.39) |
Basic from discontinued operations (in dollars per share) | (0.04) | (0.05) | ||
Total Basic (in dollars per share) | (0.37) | (0.35) | (1.33) | (1.44) |
Diluted from continuing operations (in dollars per share) | (0.37) | (0.31) | (1.33) | (1.39) |
Diluted from discontinued operations (in dollars per share) | (0.04) | (0.05) | ||
Total Diluted (in dollars per share) | $ (0.37) | $ (0.35) | $ (1.33) | $ (1.44) |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 352,026 | 350,194 | 351,444 | 329,118 |
Diluted (in shares) | 352,026 | 350,194 | 351,444 | 329,118 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net income (loss) attributable to Nabors | $ (118,928) | $ (114,577) | $ (440,201) | $ (457,530) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (3,225) | 5,309 | 12,314 | (9,604) |
Pension liability amortization and adjustment | 54 | 54 | 162 | 162 |
Unrealized gains (losses) and amortization on cash flow hedges | 142 | 143 | 424 | 425 |
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | (3,029) | 5,506 | 12,900 | (18,161) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 48 | 142 | 139 |
Other comprehensive income (loss), net of tax | (3,077) | 5,458 | 12,758 | (18,300) |
Comprehensive income (loss) attributable to Nabors | (122,005) | (109,119) | (427,443) | (475,830) |
Net income (loss) attributable to noncontrolling interest | 19,297 | 6,934 | 44,202 | 10,426 |
Translation adjustment attributable to noncontrolling interest | (4) | 58 | 55 | (101) |
Comprehensive income (loss) attributable to noncontrolling interest | 19,293 | 6,992 | 44,257 | 10,325 |
Comprehensive income (loss) | $ (102,712) | $ (102,127) | $ (383,186) | $ (465,505) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (395,999) | $ (447,104) |
Adjustments to net income (loss): | ||
Depreciation and amortization | 650,280 | 641,841 |
Deferred income tax expense (benefit) | 14,565 | 36,164 |
Impairments and other charges | 98,869 | 16,530 |
Amortization of debt discount and deferred financing costs | 23,197 | 22,311 |
Losses (gains) on debt buyback | 1,752 | 10,476 |
Losses (gains) on long-lived assets, net | 8,410 | 74,388 |
Losses (gains) on investments, net | (2,400) | 7,198 |
Provision (recovery) of bad debt | 379 | (2,568) |
Share-based compensation | 19,489 | 20,371 |
Foreign currency transaction losses (gains), net | 18,681 | 7,870 |
Noncontrolling interest | (44,202) | (10,427) |
Other | 511 | 561 |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | 136,266 | (82,195) |
Inventory | (21,500) | (1,478) |
Other current assets | 18,085 | 21,724 |
Other long-term assets | (37,977) | 12,883 |
Trade accounts payable and accrued liabilities | (129,375) | (160,018) |
Income taxes payable | 3,459 | (23,717) |
Other long-term liabilities | 68,338 | (67,891) |
Net cash provided by (used for) operating activities | 430,828 | 76,919 |
Cash flows from investing activities: | ||
Purchases of investments | (5,008) | (676) |
Sales and maturities of investments | 14,466 | 2,962 |
Cash paid for acquisition of businesses, net of cash acquired | (2,929) | |
Capital expenditures | (366,594) | (338,968) |
Proceeds from sales of assets and insurance claims | 26,365 | 86,666 |
Net cash (used for) provided by investing activities | (333,700) | (250,016) |
Cash flows from financing activities: | ||
Increase (decrease) in cash overdrafts | (130) | (261) |
Proceeds from issuance of long-term debt | 800,000 | |
Debt issuance costs | (48) | (13,262) |
Proceeds from revolving credit facilities | 975,000 | 905,000 |
Reduction in revolving credit facilities | (690,000) | (1,200,000) |
Proceeds from issuance of common shares, net of issuance costs | 301,835 | |
Proceeds from issuance of preferred stock, net of issuance costs | 278,358 | |
Distributions to noncontrolling interest | (4,552) | (4,676) |
Reduction in long-term debt | (379,193) | (774,802) |
Dividends to common and preferred shareholders | (41,643) | (61,341) |
Proceeds from (payment for) commercial paper | (40,000) | |
Repurchase of preferred shares | 79 | |
Proceeds from (payments for) short-term borrowings | 497 | 252 |
Other | (1,611) | (3,722) |
Net cash (used for) provided by financing activities | (141,759) | 187,381 |
Effect of exchange rate changes on cash and cash equivalents | (4,421) | (5,320) |
Net increase (decrease) in cash and cash equivalents and restricted cash | (49,052) | 8,964 |
Cash and cash equivalents and restricted cash, beginning of period | 451,080 | 342,029 |
Cash and cash equivalents and restricted cash, end of period | 402,028 | 350,993 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents, beginning of period | 447,766 | 336,997 |
Restricted cash, beginning of period | 3,314 | 5,032 |
Cash and cash equivalents and restricted cash, beginning of period | 451,080 | 342,029 |
Cash and cash equivalents, end of period | 396,937 | 347,525 |
Restricted cash, end of period | 5,091 | 3,468 |
Cash and cash equivalents and restricted cash, end of period | $ 402,028 | $ 350,993 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Mandatory Convertible Preferred SharesPreferred Stock | Common Shares | Capital in Excess of Par Value | Accumulated Other Comprehensive Income | Retained Earnings | Treasury Shares | Non-controlling Interest | Total |
Balance at the beginning of the period at Dec. 31, 2017 | $ 368 | $ 2,791,129 | $ 11,185 | $ 1,423,154 | $ (1,314,020) | $ 26,957 | $ 2,938,773 | |
Balance (in shares) at Dec. 31, 2017 | 367,510 | |||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (457,530) | 10,426 | (447,104) | |||||
Dividends to common shareholders | (61,956) | (61,956) | ||||||
Dividends to preferred shareholders | (7,993) | (7,993) | ||||||
Common share issuance | $ 40 | 301,794 | 301,834 | |||||
Common share issuance (in shares) | 40,250 | |||||||
Convertible preferred share issuance | $ 6 | 278,352 | 278,358 | |||||
Convertible preferred share issuance (in shares) | 5,750 | |||||||
Other comprehensive income (loss), net of tax | (18,300) | (101) | (18,401) | |||||
Share-based compensation | 20,371 | 20,371 | ||||||
Adjustment to retained earnings | Accounting Standards Update 2016-01 | 9,144 | 9,144 | ||||||
Adjustment to retained earnings | Accounting Standards Update 2016-16 | (34,132) | (34,132) | ||||||
Adjustment to retained earnings | (9,144) | |||||||
Noncontrolling interest contributions (distributions) | (4,676) | (4,676) | ||||||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (6,668) | (6,668) | ||||||
Other | $ 2 | (3,724) | (3,722) | |||||
Other (in shares) | 2,400 | |||||||
Balance at the end of the period at Sep. 30, 2018 | $ 6 | $ 410 | 3,387,922 | (7,115) | 864,019 | (1,314,020) | 32,606 | 2,963,828 |
Balance (in shares) at Sep. 30, 2018 | 5,750 | 410,160 | ||||||
Balance at the beginning of the period at Jun. 30, 2018 | $ 6 | $ 410 | 3,382,711 | (12,573) | 1,006,500 | (1,314,020) | 25,614 | 3,088,648 |
Balance (in shares) at Jun. 30, 2018 | 5,750 | 410,252 | ||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (114,577) | 6,934 | (107,643) | |||||
Dividends to common shareholders | (21,445) | (21,445) | ||||||
Dividends to preferred shareholders | (4,313) | (4,313) | ||||||
Common share issuance | (180) | (180) | ||||||
Convertible preferred share issuance | (214) | (214) | ||||||
Other comprehensive income (loss), net of tax | 5,458 | 58 | 5,516 | |||||
Share-based compensation | 5,639 | 5,639 | ||||||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (2,146) | (2,146) | ||||||
Other | (34) | (34) | ||||||
Other (in shares) | (92) | |||||||
Balance at the end of the period at Sep. 30, 2018 | $ 6 | $ 410 | 3,387,922 | (7,115) | 864,019 | (1,314,020) | 32,606 | 2,963,828 |
Balance (in shares) at Sep. 30, 2018 | 5,750 | 410,160 | ||||||
Balance at the beginning of the period at Dec. 31, 2018 | $ 6 | $ 410 | 3,392,937 | (29,325) | 650,842 | (1,314,020) | 49,476 | 2,750,326 |
Balance (in shares) at Dec. 31, 2018 | 5,750 | 409,652 | ||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (440,201) | 44,202 | (395,999) | |||||
Dividends to common shareholders | (11,209) | (11,209) | ||||||
Dividends to preferred shareholders | (12,935) | (12,935) | ||||||
Repurchase of preferred shares | (79) | (79) | ||||||
Repurchase of preferred shares (in shares) | (4) | |||||||
Other comprehensive income (loss), net of tax | 12,758 | 55 | 12,813 | |||||
Share-based compensation | 19,489 | 19,489 | ||||||
Adjustment to retained earnings | 0 | |||||||
Noncontrolling interest contributions (distributions) | (4,551) | (4,551) | ||||||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (15,358) | (15,358) | ||||||
Other | $ 6 | (1,616) | (1,610) | |||||
Other (in shares) | 6,557 | |||||||
Balance at the end of the period at Sep. 30, 2019 | $ 6 | $ 416 | 3,410,731 | (16,567) | 171,139 | (1,314,020) | 89,182 | 2,340,887 |
Balance (in shares) at Sep. 30, 2019 | 5,746 | 416,209 | ||||||
Balance at the beginning of the period at Jun. 30, 2019 | $ 6 | $ 416 | 3,405,421 | (13,490) | 303,181 | (1,314,020) | 73,627 | 2,455,141 |
Balance (in shares) at Jun. 30, 2019 | 5,746 | 416,282 | ||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (118,928) | 19,297 | (99,631) | |||||
Dividends to common shareholders | (3,628) | (3,628) | ||||||
Dividends to preferred shareholders | (4,310) | (4,310) | ||||||
Other comprehensive income (loss), net of tax | (3,077) | (4) | (3,081) | |||||
Share-based compensation | 5,325 | 5,325 | ||||||
Noncontrolling interest contributions (distributions) | (3,738) | (3,738) | ||||||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (5,176) | (5,176) | ||||||
Other | (15) | (15) | ||||||
Other (in shares) | (73) | |||||||
Balance at the end of the period at Sep. 30, 2019 | $ 6 | $ 416 | $ 3,410,731 | $ (16,567) | $ 171,139 | $ (1,314,020) | $ 89,182 | $ 2,340,887 |
Balance (in shares) at Sep. 30, 2019 | 5,746 | 416,209 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | Jul. 26, 2019 | Apr. 24, 2019 | Feb. 22, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Dividends to shareholders (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.06 | $ 0.03 | $ 0.18 |
Dividends to preferred shareholders (in dollars per share) | $ 0.75 | $ 0.75 | $ 2.25 | $ 1.39 | |||
Mandatory Convertible Preferred Shares | |||||||
Dividends to preferred shareholders (in dollars per share) | $ 0.75 | $ 0.75 | $ 0.75 |
Nature of Operations
Nature of Operations | 9 Months Ended |
Sep. 30, 2019 | |
Nature of Operations. | |
Nature of Operations | Note 1 Nature of Operations Unless the context requires otherwise, references in this report to “we,” “us,” “our,” “the Company,” or “Nabors” mean Nabors Industries Ltd., together with our subsidiaries where the context requires. References in this report to “Nabors Delaware” mean Nabors Industries, Inc., a wholly owned subsidiary of Nabors. 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 measurement-while-drilling systems and services. With operations in approximately 25 countries, we are a global provider of drilling and drilling-related services for land-based and offshore oil and natural gas wells, with a fleet of rigs and drilling-related equipment which, as of September 30, 2019 included: ● 375 actively marketed rigs for land-based drilling operations in the United States, Canada and approximately 18 other countries throughout the world; and ● 33 actively marketed rigs for offshore drilling operations in the United States and multiple international markets. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2 Summary of Significant Accounting Policies Interim Financial Information The accompanying unaudited condensed consolidated financial statements of Nabors have been prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”). Pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been omitted. Therefore, these financial statements should be read together with our annual report on Form 10-K for the year ended December 31, 2018 (“2018 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments necessary to state fairly our financial position as of September 30, 2019 and the results of operations, comprehensive income (loss), cash flows and changes in equity for the periods presented herein. Interim results for the nine months ended September 30, 2019 may not be indicative of results that will be realized for the full year ending December 31, 2019. Principles of Consolidation Our condensed consolidated financial statements include the accounts of Nabors, as well as all majority owned and non-majority owned subsidiaries consolidated in accordance with U.S. GAAP. All significant intercompany accounts and transactions are eliminated in consolidation. In addition to the consolidation of our majority owned subsidiaries, we also consolidate variable interest entities (“VIE”) when we are determined to be the primary beneficiary of a VIE. Determination of the primary beneficiary of a VIE is based on whether an entity has (1) the power to direct activities that most significantly impact the economic performance of the VIE and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our joint venture, SANAD, which is equally owned by Saudi Aramco and Nabors, has been consolidated. As we have the power to direct activities that most significantly impact SANAD’s economic performance, including operations, maintenance and certain sourcing and procurement, we have determined Nabors to be the primary beneficiary. See Note 3—Joint Ventures. 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 cost methods and includes the cost of materials, labor and manufacturing overhead. Inventory included the following: September 30, December 31, 2019 2018 (In thousands) Raw materials $ 140,324 $ 116,840 Work-in-progress 13,461 20,329 Finished goods 32,339 28,418 $ 186,124 $ 165,587 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, which require the use of significant unobservable inputs, representative of a Level 3 fair value measurement. Our cash flow models involve 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 fair value estimates of these reporting units are sensitive to varying dayrates, utilization and costs. A significantly prolonged period of lower oil and natural gas prices, other than those assumed in developing our forecasts, or changes in laws and regulations could adversely affect the demand for and prices of our services, which could in turn result in future goodwill and other intangible asset impairment charges for these reporting units due to the potential impact on our estimate of our future operating results. 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 approximately 2%. Another factor in determining whether impairment has occurred is the relationship between our market capitalization and our book value. As part of our annual review, we compared the sum of our reporting units’ estimated fair value, which included the estimated fair value of non-operating assets and liabilities, less debt, to our market capitalization and assessed the reasonableness of our estimated fair value. Any of the above-mentioned factors may cause us to re-evaluate goodwill during any quarter throughout the year. The change in the carrying amount of goodwill for our segments for the nine months ended September 30, 2019 was as follows: Balance at Disposals Cumulative Balance at December 31, and Translation Other September 30, 2018 Impairments Adjustment Adjustment 2019 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ 2,054 $ 52,203 International Drilling 75,634 (75,634) (1) — — — Drilling Solutions 11,436 — — — 11,436 Rig Technologies 46,695 (18,000) (1) 263 (2,054) 26,904 Total $ 183,914 $ (93,634) $ 263 $ — $ 90,543 (1) As part of our annual review during the second quarter of 2019, we determined the carrying value of some of our reporting units exceeded their fair value. As such, we recognized a goodwill impairment of $93.6 million. See Note 10—Impairments and Other Charges. Recently Adopted Accounting Pronouncements 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 requires disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. We adopted this guidance under the modified retrospective approach as of January 1, 2019. 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. Our drilling contracts contain a lease component related to the underlying drilling equipment, in addition to the service component provided by our crews and our expertise to operate such drilling equipment. We have determined that the non-lease service component of our drilling contracts is the predominant element of the combined component and will account for the combined components as a single performance obligation under Topic 606, Revenue from Contracts with Customers. 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 recognized upon adoption on January 1, 2019 lease liabilities and offsetting "right of use" assets of approximately $42.8 million based on the present value of the remaining minimum rental payments. See Note 14 — 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, 2018, including interim periods within those fiscal years. We have elected to not reclassify the stranded tax effects within accumulated other comprehensive income to retained earnings and therefore there is no impact on our consolidated financial statements. Recently Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which changes accounting requirements for the recognition of credit losses from an incurred or probable impairment methodology to a current expected credit losses (CECL) methodology. The guidance is effective for interim and annual periods beginning after December 15, 2019. The guidance will be applied using the modified retrospective method with a cumulative effect adjustment to beginning retained earnings. Trade receivables (including the allowance for doubtful accounts) is the only financial instrument in scope for ASU 2016-13 currently held by the Company. We are currently evaluating the effect the guidance will have on our consolidated financial statements, but do not expect the impact to be material. |
Joint Ventures
Joint Ventures | 9 Months Ended |
Sep. 30, 2019 | |
Joint Ventures | |
Joint Ventures | Note 3 Joint Ventures During 2016, we entered into an agreement with Saudi Aramco to form a joint venture known as SANAD to own, manage and operate onshore drilling rigs in the Kingdom of Saudi Arabia. SANAD is equally owned by Saudi Aramco and Nabors. 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 condensed consolidated balance sheet, Nabors has reported Saudi Aramco’s share of authorized capital as a component of noncontrolling interest in equity and Saudi Aramco’s share of the redeemable ownership interests as redeemable noncontrolling interest in subsidiary, classified as mezzanine equity. The accrued interest on the redeemable ownership interest is a non-cash financing activity and is reported as an increase in the redeemable noncontrolling interest in subsidiary line in our condensed consolidated balance sheet. The condensed balance sheet of SANAD, as included in our condensed consolidated balance sheet, is presented below. September 30, December 31, 2019 2018 (In thousands) Assets: Cash and cash equivalents $ 273,417 $ 211,618 Accounts receivable 76,836 73,699 Other current assets 20,153 17,198 Property, plant and equipment, net 440,794 457,963 Other long-term assets 15,254 36,583 Total assets $ 826,454 $ 797,061 Liabilities: Accounts payable $ 67,000 $ 60,087 Accrued liabilities 17,064 8,530 Total liabilities $ 84,064 $ 68,617 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Measurements | |
Fair Value Measurements | Note 4 Fair Value Measurements Fair value is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). We utilize market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market-corroborated, or generally unobservable. We primarily apply the market approach for recurring fair value measurements and endeavor to utilize the best information available. Accordingly, we employ valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. The use of unobservable inputs is intended to allow for fair value determinations in situations where there is little, if any, market activity for the asset or liability at the measurement date. We are able to classify fair value balances utilizing a fair value hierarchy based on the observability of those inputs. Under the fair value hierarchy: ● Level 1 measurements include unadjusted quoted market prices for identical assets or liabilities in an active market; ● Level 2 measurements include quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets; and ● Level 3 measurements include those that are unobservable and of a subjective nature. Our financial assets and liabilities that are accounted for at fair value on a recurring basis as of September 30, 2019 consisted of available-for-sale equity and debt securities. Our debt securities could transfer into or out of a Level 1 or 2 measure depending on the availability of independent and current pricing at the end of each quarter. There were no transfers of our financial assets between Level 1 and Level 2 measures during the nine months ended September 30, 2019. 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. As of September 30, 2019 and December 31, 2018, our short-term investments were carried at fair market value and totaled $22.0 million and $34.0 million, respectively, and primarily consisted of Level 1 measurements. No material Level 2 or Level 3 measurements exist as of any of the periods presented. 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 related to assets held for sale, goodwill, intangible assets and other long-lived assets and assets acquired and liabilities assumed in a business combination. 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. The fair value of our debt instruments is determined using Level 2 measurements. The carrying and fair values of these liabilities were as follows: September 30, 2019 December 31, 2018 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.00% senior notes due September 2020 $ 293,217 $ 287,696 $ 614,748 $ 590,336 4.625% senior notes due September 2021 637,528 602,968 668,347 603,457 5.50% senior notes due January 2023 577,042 475,408 586,000 465,999 5.10% senior notes due September 2023 336,778 262,350 342,923 262,494 0.75% senior exchangeable notes due January 2024 467,034 368,483 450,689 358,012 5.75% senior notes due February 2025 781,502 582,696 791,502 598,953 2012 Revolving credit facility 455,000 455,000 170,000 170,000 2018 Revolving credit facility — — — — Other 1,058 1,058 561 561 3,549,159 $ 3,035,659 3,624,770 $ 3,049,812 Less: current portion 1,058 561 Less: deferred financing costs 31,509 38,325 $ 3,516,592 $ 3,585,884 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. |
Accounts Receivable Sales Agree
Accounts Receivable Sales Agreement | 9 Months Ended |
Sep. 30, 2019 | |
Accounts Receivable Sales Agreement | |
Accounts Receivable Sales Agreement | Note 5 Accounts Receivable Sales Agreement On September 13, 2019, certain U.S. subsidiaries of the Company entered into a $250 million accounts receivable sales agreement (the “A/R Agreement”) consisting of (i) a Receivables Purchase Agreement (the “Purchase Agreement”) entered into among Nabors A.R.F., LLC (the “SPE” and “Seller”), a special purpose entity that is an indirect wholly owned consolidated subsidiary of Nabors, Nabors Delaware, the purchasers party thereto (the “Purchasers”), and Wells Fargo Bank, N.A., as Administrative Agent, and (ii) a Receivables Sale Agreement (the “Sale Agreement”) among certain U.S. operating subsidiaries of the Company (collectively, the “Originators”), the SPE and Nabors Delaware. Under the Sale Agreement, each of the Originators has sold or contributed, and will on an ongoing basis continue to sell or contribute to the SPE, in exchange for cash and subordinated notes, all of such Originator’s right, title and interest in and to its trade receivables. Under the Purchase Agreement, the SPE may from time to time sell undivided interests in certain of its receivables meeting eligibility requirements to the Purchasers in exchange for cash, and the SPE has granted a security interest to the Administrative Agent on behalf of the Purchasers in all of its assets, including all of its right, title and interest in and to all of the receivables from time to time owned by the SPE. The sales of receivables by the SPE to the Purchasers qualify for sale accounting treatment in accordance with ASC 860. During the term of the A/R Agreement, cash receipts from the Purchasers at the time of any sale of receivables are classified as operating activities in our condensed consolidated statement of cash flows. Subsequent collections on the pledged receivables, which were not sold by the SPE to the Purchasers, will be classified as operating cash flows in our condensed consolidated statement of cash flows at the time of collection. Nabors Delaware and/or another subsidiary of Nabors will act as servicers of the sold receivables. The servicers administer, collect and otherwise enforce these receivables and are compensated for doing so on terms that are generally consistent with what would be charged by an unrelated servicer. The servicers initially receive payments made by obligors on the receivables, then remit those payments in accordance with the Purchase Agreement. The servicers and the Originators have contingent indemnification obligations to the SPE, and the SPE has contingent indemnification obligations to the Purchasers, in each case customary for transactions of this type. These contingent indemnification obligations are guaranteed by the Company pursuant to an Indemnification Guarantee in favor of the Purchasers. The Purchasers have no recourse for receivables that are uncollectible as a result of the insolvency or inability to pay of the account debtors. The maximum purchase commitment of the Purchasers under the A/R Agreement is $250.0 million. The amount available for sale to the Purchasers under the A/R Agreement fluctuates over time based on the total amount of eligible receivables generated during the normal course of business after excluding excess concentrations and certain other ineligible receivables. As of September 30, 2019, the total amount of eligible receivables available for purchase by the Purchasers was $213.6 million, of which $98.0 million had been sold to the Purchasers. Trade accounts receivable sold by the SPE to the Purchasers are derecognized from our condensed consolidated balance sheet. The fair value of the sold receivables approximated book value due to the short-term nature of the receivables and, as a result, no gain or loss on the sale of the receivables was recorded. Trade receivables pledged by the SPE as collateral to the Purchasers (excluding receivables sold to the Purchasers) totaled $229.7 million as of September 30, 2019 and are included in accounts receivable, net in our condensed consolidated balance sheet. The assets of the SPE cannot be used by the Company for general corporate purposes. Additionally, creditors of the SPE do not have recourse to assets of the Company (other than assets of the SPE). |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Debt | Note 6 Debt Debt consisted of the following: September 30, December 31, 2019 2018 (In thousands) 5.00% senior notes due September 2020 (1) $ 293,217 $ 614,748 4.625% senior notes due September 2021 637,528 668,347 5.50% senior notes due January 2023 577,042 586,000 5.10% senior notes due September 2023 336,778 342,923 0.75% senior exchangeable notes due January 2024 467,034 450,689 5.75% senior notes due February 2025 781,502 791,502 2012 Revolving credit facility 455,000 170,000 2018 Revolving credit facility — — Other 1,058 561 3,549,159 3,624,770 Less: current portion 1,058 561 Less: deferred financing costs 31,509 38,325 $ 3,516,592 $ 3,585,884 (1) The 5.00% senior notes due September 2020 have been classified as long-term because we have the ability and intent to repay this obligation utilizing our revolving credit facility (see 2018 Revolving Credit Facility below). During the nine months ended September 30, 2019, we repurchased $378.1 million aggregate principal amount outstanding of our senior unsecured notes for approximately $383.6 million in cash, including principal, and $5.0 million in accrued and unpaid interest. This amount includes the purchase price for the tender offer for $275.0 million of our senior notes due 2020, which closed on June 14, 2019. In connection with these repurchases, we recognized a loss of approximately $0.7 million and $1.8 million for the three and nine months ended September 30, 2019, respectively, which represents the premiums paid and is included in impairments and other charges in our condensed consolidated statement of income (loss). Subsequent to September 30, 2019 through the date of this report, we repurchased $49.1 million aggregate principal amount outstanding of various series of our senior unsecured notes for approximately $39.9 million in cash, reflecting principal, accrued and unpaid interest. 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. Our net debt to capital ratio was approximately 0.58:1 as of September 30, 2019. The net debt to capital ratio is calculated by dividing net debt by net capitalization. For purposes of the 2018 Revolving Credit Facility, net debt is defined as total debt minus the sum of cash and cash equivalents. Net capitalization is defined as net debt plus shareholders’ equity. As of September 30, 2019, our net debt could be higher by approximately $256.8 million, while still maintaining our net debt to capital ratio of 0.60:1. Borrowing from the revolving credit facilities to pay down other debt that matures prior to the maturity date of the 2018 Revolving Credit Facility, such as the 5.00% senior notes due September 2020, does not adversely impact the ratio calculation. Therefore, the entire balance under the revolving credit facilities would be available to pay down outstanding debt. The ratio is only adversely impacted by borrowing under the revolving credit facilities used for purposes other than retiring debt, which would increase our net debt, and by reductions to shareholders’ equity. We can limit or control our spending through reductions in discretionary capital or other types of controllable expenditures, monetization of assets, accessing capital markets through a variety of alternative methods, or any combination of these alternatives if needed. We cannot make any assurances as to our ability to implement any or all of these alternatives. 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 September 30, 2019, our asset to debt coverage ratio was 3.57:1. The asset to debt coverage ratio is calculated by dividing (x) drilling-related fixed assets wholly owned by certain of Nabors’ subsidiaries that are guaranteeing the 2018 Revolving Credit Facility (the “2018 Revolver Guarantors”) or wholly owned subsidiaries of the 2018 Revolver Guarantors by (y) total debt of the 2018 Revolver Guarantors (subject to certain exclusions). 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 entering 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, provided for Citibank, N.A.’s resignation as administrative agent and the appointment of Wilmington Trust, National Association as administrative agent, reduced the overall commitments available to $666.25 million and provided 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. Net debt is defined in the 2012 Revolving Credit Facility in the same manner as the 2018 Revolving Credit Facility. As of September 30, 2019, we had $455.0 million outstanding under the 2012 Revolving Credit Facility. The weighted average interest rate on borrowings at September 30, 2019 was 3.86%. The 2012 Revolving Credit Facility matures on July 14, 2020. We expect to remain in compliance with all covenants under the revolving credit facilities during the twelve month period following the date of this report based on our current operational and financial projections. However, we can make no assurance of continued compliance if our current projections or material underlying assumptions prove to be incorrect. If we fail to comply with the covenants, the revolving credit commitment could be terminated, and any outstanding borrowings under the facility could be declared immediately due and payable. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Shareholders' Equity | |
Shareholders' Equity | Note 7 Shareholders’ Equity Common shares In May 2018, we issued 35.0 million 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 5.25 million additional common shares. Nabors received aggregate net proceeds of approximately $301.4 million after deducting underwriting discounts, commissions and offering expenses. On February 22, 2019, a cash dividend of $0.01 per common share was declared for shareholders of record on March 12, 2019. The dividend was paid on April 2, 2019 in the amount of $3.5 million. On April 24, 2019, a cash dividend of $0.01 per common share was declared for shareholders of record on June 11, 2019. The dividend was paid on July 2, 2019 in the amount of $3.5 million. On July 26, 2019, a cash dividend of $0.01 per common share was declared for shareholders of record on September 11, 2019. The dividend was paid on October 2, 2019 in the amount of $3.5 million. These dividends were charged to retained earnings in our condensed consolidated statements of changes in equity for the nine months ended September 30, 2019. Convertible Preferred Shares In May 2018, we issued 5.75 million (including the underwriters option for 0.75 million) of our 6% Series A Mandatory Convertible Preferred Shares (the “mandatory convertible preferred shares”), par value $0.001 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. In June 2019, we repurchased 4,000 of our mandatory convertible preferred shares for approximately $.08 million. 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 most recent publicly announced conversion rate for each mandatory convertible preferred share is between 5.6492 and 6.7791 of our common shares. Adjustments to the conversion ratio are required to be made and published when such adjustment would result in an increase or decrease of one percent or more of the conversion rate. 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 February 22, 2019, a cash dividend of $0.75 per mandatory convertible preferred share was declared for shareholders of record on April 15, 2019. The dividend was paid on May 1, 2019 in the amount of $4.3 million. On April 24, 2019, a cash dividend of $0.75 per mandatory convertible preferred share was declared for shareholders of record on July 15, 2019. The dividend was paid on August 1, 2019 in the amount of $4.3 million. On July 26, 2019, a cash dividend of $0.75 per mandatory convertible preferred share was declared for shareholders of record on October 15, 2019. The dividend was paid on November 1, 2019 in the amount of $4.3 million. These dividends were charged to retained earnings in our condensed consolidated statements of changes in equity for the nine months ended September 30, 2019. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 8 Commitments and Contingencies Contingencies Income Tax 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. During the three and nine months ended September 30, 2019, we recognized $14.7 million of income tax expense due to a tax settlement in one of our foreign jurisdictions. In certain jurisdictions we have recognized deferred tax assets and liabilities. Judgment and assumptions are required in determining whether deferred tax assets will be fully or partially utilized. When we estimate that all or some portion of certain deferred tax assets such as net operating loss carryforwards will not be utilized, we establish a valuation allowance for the amount we determine to be more likely than not unrealizable. We continually evaluate strategies that could allow for future utilization of our deferred assets. Any change in the ability to utilize such deferred assets will be accounted for in the period of the event affecting the valuation allowance. If facts and circumstances cause us to change our expectations regarding future tax consequences, the resulting adjustments could have a material effect on our financial results or cash flow. At this time, we consider it more likely than not that we will have sufficient taxable income in the future that will allow us to realize the deferred tax assets that we have recognized. However, it is possible that some of our recognized deferred tax assets, relating to net operating loss carryforwards, could expire unused or could carryforward indefinitely without utilization. Therefore, unless we are able to generate sufficient taxable income from our component operations, a substantial valuation allowance to reduce our deferred tax assets may be required, which would materially increase our tax expense in the period the allowance is recognized and materially adversely affect our results of operations and statement of financial condition. Litigation Nabors and its subsidiaries are defendants or otherwise involved in a number of lawsuits in the ordinary course of business. We estimate the range of our liability related to pending litigation when we believe the amount and range of loss can be estimated. We record our best estimate of a loss when the loss is considered probable. When a liability is probable and there is a range of estimated loss with no best estimate in the range, we record the minimum estimated liability related to the lawsuits or claims. As additional information becomes available, we assess the potential liability related to our pending litigation and claims and revise our estimates. Due to uncertainties related to the resolution of lawsuits and claims, the ultimate outcome may differ from our estimates. For matters where an unfavorable outcome is reasonably possible and significant, we disclose the nature of the matter and a range of potential exposure, unless an estimate cannot be made at the time of disclosure. In the opinion of management and based on liability accruals provided, our ultimate exposure with respect to these pending lawsuits and claims is not expected to have a material adverse effect on our consolidated financial position or cash flows, although they could have a material adverse effect on our results of operations for a particular reporting period. In March 2011, the Court of Ouargla entered a judgment of approximately $23.4 million (at September 30, 2019 exchange rates) against us relating to alleged violations of Algeria’s foreign currency exchange controls, which require that goods and services provided locally be invoiced and paid in local currency. The case relates to certain foreign currency payments made to us by CEPSA, a Spanish operator, for wells drilled in 2006. Approximately $7.5 million of the total contract amount was paid offshore in foreign currency, and approximately $3.2 million was paid in local currency. The judgment includes fines and penalties of approximately four times the amount at issue. We have appealed the ruling based on our understanding that the law in question applies only to resident entities incorporated under Algerian law. An intermediate court of appeals upheld the lower court’s ruling, and we appealed the matter to the Supreme Court. On September 25, 2014, the Supreme Court overturned the verdict against us, and the case was reheard by the Ouargla Court of Appeals on March 22, 2015 in light of the Supreme Court’s opinion. On March 29, 2015, the Ouargla Court of Appeals reinstated the initial judgment against us. We have appealed this decision again to the Supreme Court. While our payments were consistent with our historical operations in the country, and, we believe, those of other multinational corporations there, as well as interpretations of the law by the Central Bank of Algeria, the ultimate resolution of this matter could result in a loss of up to $15.4 million in excess of amounts accrued. On September 29, 2017, we 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 filed its motion to dismiss, which was granted by the court on March 29, 2019. The parties have filed appellate briefs with the Fifth Circuit Court of Appeals. Nabors will continue to vigorously 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 have been issued to KNDC and paid in the amount of $0.8 million for violations regarding the failure to have proper permits. AOED had also assessed additional “environmental damages” in the amount of $3.4 million for the period while KNDC did not hold its’ own emissions permit. However, KNDC appealed this fine and the AOED Economic Court ruled in KNDC’s favor. AOED has appealed this decision. Additional damages in the form of later year audits and taxes could become due as well exposing KNDC to possible penalties and fines in an amount estimated to be up to approximately $4.0 million. In furtherance of this position, KNDC and the operator have executed an agreement formalizing the operator’s obligation to reimburse KNDC for all financial expenses related to this case. 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 include the A/R Agreement (see Note 5—Accounts Receivable Sales Agreement) and certain agreements and obligations under which we provide financial or performance assurance to third parties. Certain of these financial or performance assurances 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 2019 2020 2021 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 62,783 158,880 — — $ 221,663 |
Earnings (Losses) Per Share
Earnings (Losses) Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings (Losses) Per Share | |
Earnings (Losses) Per Share | Note 9 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 shares. Shares issuable upon exchange of the $575 million 0.75% exchangeable notes are not included in the calculation of diluted earnings (losses) per share unless the exchange value of the notes exceeds their principal amount at the end of the relevant reporting period, in which case the notes will be accounted for as if the number of common shares that would be necessary to settle the excess are issued. Such shares are only included in the calculation of the weighted-average number of shares outstanding in our diluted earnings (losses) per share calculation, when the price of our shares exceeds $25.16 on the last trading day of the quarter, which did not occur during the nine months ended September 30, 2019. A reconciliation of the numerators and denominators of the basic and diluted earnings (losses) per share computations is as follows: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (99,788) $ (93,710) $ (395,965) $ (432,512) Less: net (income) loss attributable to noncontrolling interest (19,297) (6,934) (44,202) (10,426) Less: preferred stock dividends (4,310) (4,313) (12,935) (7,993) Less: accrued distribution on redeemable noncontrolling interest in subsidiary (5,176) (2,146) (15,358) (6,668) Less: distributed and undistributed earnings allocated to unvested shareholders (114) (432) (347) (1,375) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (128,685) $ (107,535) $ (468,807) $ (458,974) Income (loss) from discontinued operations, net of tax $ 157 $ (13,933) $ (34) $ (14,592) Weighted-average number of shares outstanding - basic 352,026 350,194 351,444 329,118 Earnings (losses) per share: Basic from continuing operations $ (0.37) $ (0.31) $ (1.33) $ (1.39) Basic from discontinued operations — (0.04) — (0.05) Total Basic $ (0.37) $ (0.35) $ (1.33) $ (1.44) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (128,685) $ (107,535) $ (468,807) $ (458,974) Add: effect of reallocating undistributed earnings of unvested shareholders — — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (128,685) $ (107,535) $ (468,807) $ (458,974) Income (loss) from discontinued operations, net of tax $ 157 $ (13,933) $ (34) $ (14,592) Weighted-average number of shares outstanding - basic 352,026 350,194 351,444 329,118 Add: dilutive effect of potential common shares — — — — Weighted-average number of shares outstanding - diluted 352,026 350,194 351,444 329,118 Earnings (losses) per share: Diluted from continuing operations $ (0.37) $ (0.31) $ (1.33) $ (1.39) Diluted from discontinued operations — (0.04) — (0.05) Total Diluted $ (0.37) $ (0.35) $ (1.33) $ (1.44) For all periods presented, the computation of diluted earnings (losses) per share excludes outstanding stock options with exercise prices greater than the average market price of Nabors’ common shares, because their inclusion would be anti-dilutive and because they are not considered participating securities. For periods in which we experience a net loss from continuing operations, all potential common shares have been excluded from the calculation of weighted-average shares outstanding, because their inclusion would be anti-dilutive. The average number of options that were excluded from diluted earnings (losses) per share that would potentially dilute earnings per share in the future were as follows: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Potentially dilutive securities excluded as anti-dilutive 1,807 4,354 2,053 4,488 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 39.0 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. |
Impairments and Other Charges
Impairments and Other Charges | 9 Months Ended |
Sep. 30, 2019 | |
Impairments and Other Charges | |
Impairments and Other Charges | Note 10 Impairments and Other Charges The components of impairments and other charges are provided below: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Goodwill & Intangible Assets: Goodwill impairments — — 93,634 — Intangible asset impairment — — 5,235 — Subtotal — — 98,869 — Other Charges: Divestiture of International assets — — — 63,726 Severance and transaction related costs 2,911 1,753 5,386 12,526 Tangible asset impairments — 1,541 — 3,706 Loss (gain) on early extinguishment of debt 718 10,476 1,752 10,476 Total $ 3,629 $ 13,770 $ 106,007 $ 90,434 For the three and nine months ended September 30, 2019 Goodwill impairments During the nine months ended September 30, 2019, we recognized goodwill impairment charges of $93.6 million. As part of our annual goodwill impairment test, we determined the carrying value of some of our reporting units exceeded their fair value. As such, we recognized an impairment of $75.6 million for the remaining goodwill balance attributable to our International Drilling operating segment and $18.0 million for a partial impairment to our goodwill balance related to the acquisition of 2TD in 2014, reported within our Rig Technologies operating segment. These non-cash pre-tax impairment charges were primarily the result of a sustained decline in our market capitalization and lower future cash flow projections due to expectations for future commodity prices and the resulting impact on the demand for our products and services within these reporting units. Intangible impairments Additionally, we determined the fair value of one of our intangible assets was less than the current book value. As such, we recognized a partial impairment of $5.2 million to write down the intangible asset to its fair value. This intangible asset relates to in-process research and development associated with our rotary steerable tools purchased as part of the 2TD acquisition. Based on our updated projections of future cash flows, the carrying value did not support the current fair value and thus an impairment charge was recognized. Severance and transaction related costs During the three and nine months ended September 30, 2019, we recognized charges of $2.9 million and $5.4 million, respectively, due to severance and other related costs incurred to right-size our cost structure. Loss (gain) on early extinguishment of debt During the three and nine months ended September 30, 2019, we repurchased $16.6 million and $378.1 million, respectively, aggregate principal amount of our senior notes and recognized a loss of $0.7 million and $1.8 million, respectively, as part of the debt extinguishment. See Note 6—Debt for additional discussion. Three and nine months ended September 30, 2018 Divestiture of International assets During the nine months ended September 30, 2018, we recognized a loss of $63.7 million on the sale of three offshore drilling rigs within our International Drilling operating segment. Severance and transaction related costs During the three and nine months ended September 30, 2018, we incurred $1.8 million and $12.5 million, respectively, 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 the three and nine months ended September 30, 2018, we repurchased $460.8 million aggregate principal amount of our senior notes and recognized a loss of $10.5 million as part of the debt extinguishment. Tangible asset impairments During the three and nine months ended September 30, 2018, we recognized impairment charges of $1.5 million and $3.7 million, respectively, primarily due to obsolete inventory within our Rig Technologies reportable segment. |
Supplemental Balance Sheet and
Supplemental Balance Sheet and Income Statement Information | 9 Months Ended |
Sep. 30, 2019 | |
Supplemental Balance Sheet and Income Statement Information | |
Supplemental Balance Sheet and Income Statement Information | Note 11 Supplemental Balance Sheet and Income Statement Information Accrued liabilities included the following: September 30, December 31, 2019 2018 (In thousands) Accrued compensation $ 79,085 $ 92,358 Deferred revenue and proceeds on insurance and asset sales 100,030 149,266 Other taxes payable 24,650 33,199 Workers’ compensation liabilities 15,214 16,316 Interest payable 18,570 59,718 Litigation reserves 15,547 24,926 Current liability to discontinued operations — 2,445 Dividends declared and payable 7,830 25,330 Other accrued liabilities 18,255 14,354 $ 279,181 $ 417,912 Investment income (loss) includes the following: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Interest and dividend income $ 2,040 $ 900 $ 6,346 $ 3,194 Gains (losses) on marketable securities (3,477) (2,242) 2,363 (7,235) $ (1,437) $ (1,342) $ 8,709 $ (4,041) Other, net included the following: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ (1,750) $ 4,811 $ 8,410 $ 10,645 Litigation expenses and reserves (2,400) 1,375 4,211 9,652 Foreign currency transaction losses (gains) 8,745 1,607 18,715 7,851 Other losses (gains) 410 1,344 (738) (3,985) $ 5,005 $ 9,137 $ 30,598 $ 24,163 The changes in accumulated other comprehensive income (loss), by component, included the following: Unrealized Gains gains (losses) Defined (losses) on on available- benefit Foreign cash flow for-sale pension plan currency hedges securities items items Total (In thousands (1) ) As of January 1, 2018 $ (922) $ 9,144 $ (4,111) $ 7,074 $ 11,185 Other comprehensive income (loss) before reclassifications — — — (9,604) (9,604) Amounts reclassified from accumulated other comprehensive income (loss) 323 — 125 — 448 Adoption of ASU No. 2016-01 — (9,144) — — (9,144) Net other comprehensive income (loss) 323 (9,144) 125 (9,604) (18,300) As of September 30, 2018 $ (599) $ — $ (3,986) $ (2,530) $ (7,115) (1) All amounts are net of tax. 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, 2019 $ (492) $ — $ (3,945) $ (24,888) $ (29,325) Other comprehensive income (loss) before reclassifications — — — 12,314 12,314 Amounts reclassified from accumulated other comprehensive income (loss) 319 — 125 — 444 Net other comprehensive income (loss) 319 — 125 12,314 12,758 As of September 30, 2019 $ (173) $ — $ (3,820) $ (12,574) $ (16,567) (1) All amounts are net of tax. The line items that were reclassified to net income included the following: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Interest expense $ 142 $ 143 $ 424 $ 425 General and administrative expenses 54 54 162 162 Total income (loss) from continuing operations before income tax (196) (197) (586) (587) Tax expense (benefit) (48) (48) (142) (139) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (148) $ (149) $ (444) $ (448) |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information | |
Segment Information | Note 12 Segment Information The following table sets forth financial information with respect to our reportable operating segments: Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Operating revenues: U.S. Drilling $ 307,808 $ 273,996 $ 951,419 $ 779,393 Canada Drilling 12,191 26,645 48,895 75,974 International Drilling 328,278 377,125 992,439 1,123,956 Drilling Solutions 62,286 60,923 192,291 183,430 Rig Technologies 63,106 63,641 207,610 209,631 Other reconciling items (1) (15,593) (22,905) (63,532) (96,845) Total $ 758,076 $ 779,425 $ 2,329,122 $ 2,275,539 Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 12,427 $ 2,578 $ 57,502 $ (30,275) Canada Drilling (5,701) (1,895) (11,297) (7,095) International Drilling 2,466 25,680 (10,055) 74,702 Drilling Solutions 16,145 9,506 42,793 25,773 Rig Technologies (641) (4,141) (5,293) (20,550) Total segment adjusted operating income (loss) $ 24,696 $ 31,728 $ 73,650 $ 42,555 Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (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) $ 24,696 $ 31,728 $ 73,650 $ 42,555 Other reconciling items (3) (39,219) (39,285) (121,480) (125,725) Earnings (losses) from unconsolidated affiliates — — (5) 1 Investment income (loss) (1,437) (1,342) 8,709 (4,041) Interest expense (51,291) (51,415) (155,134) (173,393) Impairments and other charges (3,629) (13,770) (106,007) (90,434) Other, net (5,005) (9,137) (30,598) (24,163) Income (loss) from continuing operations before income taxes $ (75,885) $ (83,221) $ (330,865) $ (375,200) September 30, December 31, 2019 2018 (In thousands) Total assets: U.S. Drilling $ 2,521,098 $ 2,982,974 Canada Drilling 215,813 252,817 International Drilling 3,084,525 3,320,347 Drilling Solutions 222,605 281,078 Rig Technologies 411,831 401,044 Other reconciling items (3) 817,625 615,684 Total $ 7,273,497 $ 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 and assets. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2019 | |
Revenue Recognition | |
Revenue Recognition | Note 13 Revenue Recognition We recognize revenue when control of a good or service promised in a contract (i.e., performance obligation) is transferred to a customer. Control is obtained when a customer has the ability to direct the use of and obtain substantially all of the remaining benefits from that good or service. Contract drilling revenues are recorded over time utilizing the input method based on time elapsed. The measurement of progress considers the transfer of the service to the customer as we provide daily drilling services. We receive payment after the services have been performed by billing customers periodically (typically monthly). However, a portion of our revenues are recognized at a point-in-time as control is transferred at a distinct point in time such as with the sale of our top drives and other capital equipment. Within our drilling contracts, we have identified one performance obligation in which the transaction price is allocated. Disaggregation of revenue In the following table, revenue is disaggregated by geographical region. The table also includes a reconciliation of the disaggregated revenue with the reportable segments: Three Months Ended September 30, 2019 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 256,978 $ — $ — $ 41,459 $ 40,082 $ — $ 338,519 U.S. Offshore Gulf of Mexico 37,365 — — 2,935 — — 40,300 Alaska 13,465 — — 1,488 341 — 15,294 Canada — 12,191 — 358 1,894 — 14,443 Middle East & Asia — — 197,095 11,167 14,481 — 222,743 Latin America — — 85,558 4,545 468 — 90,571 Europe, Africa & CIS — — 45,625 334 5,840 — 51,799 Eliminations & other — — — — — (15,593) (15,593) Total $ 307,808 $ 12,191 $ 328,278 $ 62,286 $ 63,106 $ (15,593) $ 758,076 Nine Months Ended September 30, 2019 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 784,638 $ — $ — $ 132,156 $ 144,983 $ — $ 1,061,777 U.S. Offshore Gulf of Mexico 117,572 — — 9,945 — — 127,517 Alaska 49,209 — — 4,137 888 — 54,234 Canada — 48,895 — 1,413 6,942 — 57,250 Middle East & Asia — — 570,142 31,095 38,344 — 639,581 Latin America — — 266,715 11,202 1,850 — 279,767 Europe, Africa & CIS — — 155,582 2,343 14,603 — 172,528 Eliminations & other — — — — — (63,532) (63,532) Total $ 951,419 $ 48,895 $ 992,439 $ 192,291 $ 207,610 $ (63,532) $ 2,329,122 Three Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 231,935 $ — $ — $ 42,045 $ 45,707 $ — $ 319,687 U.S. Offshore Gulf of Mexico 31,942 — — 3,345 — — 35,287 Alaska 10,119 — — 1,248 209 — 11,576 Canada — 26,645 — 1,081 3,483 — 31,209 Middle East & Asia — — 226,926 9,126 7,882 — 243,934 Latin America — — 94,048 3,399 1,604 — 99,051 Europe, Africa & CIS — — 56,151 679 4,756 — 61,586 Eliminations & other — — — — — (22,905) (22,905) Total $ 273,996 $ 26,645 $ 377,125 $ 60,923 $ 63,641 $ (22,905) $ 779,425 Nine Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 655,916 $ — $ — $ 127,733 $ 153,878 $ — $ 937,527 U.S. Offshore Gulf of Mexico 84,997 — — 9,455 — — 94,452 Alaska 38,480 — — 2,691 553 — 41,724 Canada — 75,974 — 4,797 17,096 — 97,867 Middle East & Asia — — 701,292 25,859 19,592 — 746,743 Latin America — — 265,738 11,048 5,181 — 281,967 Europe, Africa & CIS — — 156,926 1,847 13,331 — 172,104 Eliminations & other — — — — — (96,845) (96,845) Total $ 779,393 $ 75,974 $ 1,123,956 $ 183,430 $ 209,631 $ (96,845) $ 2,275,539 Contract balances We perform our obligations under a contract with a customer by transferring goods or services in exchange for consideration from the customer. We recognize a contract asset or liability when we transfer goods or services to a customer and bill an amount which differs from the revenue allocated to the related performance obligations. The timing of revenue recognition may differ from the timing of invoicing to customers and these timing differences result in receivables, contract assets, or contract liabilities (deferred revenue) on our condensed consolidated balance sheet. In general, we receive payments from customers based on dayrates as stipulated in our contracts (i.e. operating rate, standby rate). The invoices billed to the customer are based on the varying rates applicable to the operating status on each rig. Accounts receivable are recorded when the right to consideration becomes unconditional. Dayrate contracts also may contain fees charged to the customer for up-front rig modifications, mobilization and demobilization of equipment and personnel. These fees are associated with contract fulfillment activities, and the related revenue (subject to any constraint on estimates of variable consideration) is allocated to a single performance obligation and recognized ratably over the initial term of the contract. Mobilization fees are generally billable to the customer in the initial phase of a contract and generate contract liabilities until they are recognized as revenue. Demobilization fees are generally received at the end of the contract and generate contract assets when they are recognized as revenue prior to becoming receivables from the customer. We receive reimbursements from our customers for the purchase of supplies, equipment, personnel services and other services provided at their request. Reimbursable revenues are variable and subject to uncertainty as the amounts received and timing thereof are dependent on factors outside of our influence. Accordingly, these revenues are constrained and not recognized until the uncertainty is resolved, which typically occurs when the related costs are incurred on behalf of the customer. We are generally considered a principal in these transactions and record the associated revenues at the gross amounts billed to the customer. The opening and closing balances of our receivables, contract assets and current and long-term contract liabilities are as follows: Contract Contract Contract Contract Contract Assets Assets Liabilities Liabilities Receivables (Current) (Long-term) (Current) (Long-term) (In millions) As of December 31, 2018 $ 791.2 $ 55.8 $ 32.3 $ 116.7 $ 69.7 As of September 30, 2019 $ 647.2 $ 38.1 $ 32.3 $ 72.0 $ 67.6 Approximately 64% of the contract liability balance at the beginning of the period is expected to be recognized as revenue during 2019, of which 55% was recognized during the nine months ended September 30, 2019, and 23% is expected to be recognized during 2020. The remaining 13% of the contract liability balance at the beginning of the period is expected to be recognized as revenue during 2021 or thereafter. Additionally, 60% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2019, of which 50% was recognized during the nine months ended September 30, 2019, and 17% is expected to be recognized during 2020. The remaining 23% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2021 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. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases | |
Leases | Note 14 Leases Prior to January 1, 2019, we accounted for leases under ASC 840 and did not record any right of use asset or corresponding lease liability. We adopted ASC 842 using a modified retrospective approach with an effective date of January 1, 2019. As such, financial information for prior periods has not been adjusted and continues to be reported under ASC 840. Effective with the adoption of ASC 842, we have changed our accounting policy for leases as detailed below. We have evaluated the provisions of ASC 842, including certain practical expedients allowed. The significant practical expedients we adopted include the following: ● We elected the practical expedient to apply the transition approach as of the beginning of the period of adoption and not restate comparative periods; ● We elected to utilize the “package of three” expedients , as defined in ASC 842, whereby we did not reassess whether contracts existing prior to the effective date contain leases, nor did we reassess lease classification determinations nor whether initial direct costs qualify for capitalization; ● We elected the practical expedient to not capitalize any leases with initial terms of twelve months or less on our condensed consolidated balance sheet; ● For all underlying classes of leased assets, we elected the practical expedient to not separate lease and non-lease components; and ● We elected the practical expedient to continue to account for land easements (also known as “rights of way”) that were not previously accounted for as leases consistent with prior accounting until such contracts are modified or replaced, at which time they would be assessed for lease classification under ASC 842. As of the date of implementation on January 1, 2019, the impact of the adoption of ASC 842 resulted in the recognition of a right of use asset and lease payable obligation on our condensed consolidated balance sheet of approximately $42.8 million. As the right of use asset and the lease payable obligation were the same, there was no cumulative effect impact on retained earnings. Our leases primarily consist of office space and equipment used globally within our operations. We determine whether a contract is or contains a lease at inception of the contract based on answers to a series of questions that address whether an identified asset exists and whether we have the right to obtain substantially all of the benefit of the assets and to control its use over the full term of the agreement. When available, we use the rate implicit in the lease to discount lease payments to present value; however, most of our leases do not provide a readily determinable implicit rate. Therefore, we must estimate our incremental borrowing rate using a credit notching approach to discount the lease payments based on information available at lease commencement. Certain of our lease agreements include options to extend and options to terminate the lease, which we do not include in our minimum lease terms unless management is reasonably certain to exercise. We do not separate lease and nonlease components of contracts. There are no material residual value guarantees nor any restrictions or covenants included in our lease agreements. Certain of our leases include provisions for variable payments. These variable payments are typically determined based on a measure of throughput or actual days or another measure of usage and are not included in the calculation of lease liabilities and right-of-use assets. Lease Position The table below presents the lease related assets and liabilities recorded on our condensed consolidated balance sheet: September 30, 2019 Classification on the Balance Sheet (In thousands) Assets Operating lease assets Other long-term assets $ 37,457 Total lease assets $ 37,457 Liabilities Current liabilities: Operating lease liabilities Current lease liabilities $ 13,570 Noncurrent liabilities: Operating lease liabilities Other long-term liabilities $ 23,887 Total lease liabilities $ 37,457 Lease Costs The table below presents certain information related to the lease costs for our operating leases: Three Months Ended Nine Months Ended September 30, September 30, 2019 2019 (In thousands) Operating lease cost $ 4,007 $ 11,657 Short-term lease cost 741 1,893 Variable lease cost 217 464 Total lease cost $ 4,965 $ 14,014 Other Information The table below presents supplemental cash flow information related to leases: Nine Months Ended September 30, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 11,657 Right of use assets obtained in exchange for lease obligations: Operating leases $ 4,661 Lease Terms and Discount Rates The table below presents certain information related to the weighted average remaining lease terms and weighted average discount rates for our operating leases: September 30, 2019 Weighted-average remaining lease term - operating leases 5.31 Weighted-average discount rate - operating leases 5.61% Undiscounted Cash Flows The table below reconciles the undiscounted cash flows for each of the first five years and the total remaining years to the operating lease liabilities recorded on the condensed consolidated balance sheet: September 30, 2019 (In thousands) 2019 $ 4,275 2020 14,014 2021 8,639 2022 5,435 2023 3,208 Thereafter 8,004 Total undiscounted lease liability 43,575 Less: amount of lease payments representing interest (6,118) Long-term lease obligations $ 37,457 As of September 30, 2019, we had additional leases that have not yet commenced of approximately $12.9 million. These leases will commence in the fourth quarter of 2019 with lease terms of 12 years. The minimum rental commitments under non-cancelable operating leases under ASC 840 as disclosed in our 2018 Annual Report, with lease terms in excess of one year subsequent to December 31, 2018, were as follows: December 31, 2018 (In thousands) 2019 $ 10,701 2020 7,104 2021 3,774 2022 2,356 2023 1,538 Thereafter 7,482 Total minimum lease payments $ 32,955 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2019 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Financial Information | Note 15 Condensed Consolidating Financial Information The following condensed consolidating financial information presents condensed consolidating balance sheets as of September 30, 2019 and December 31, 2018, statements of income (loss) and statements of other comprehensive income (loss) for the three and nine months ended September 30, 2019 and 2018, and statements of cash flows for the nine months ended September 30, 2019 and 2018 of (a) Nabors, parent/guarantor, (b) Nabors Delaware, issuer of public debt securities guaranteed by Nabors, (c) the non-guarantor subsidiaries, (d) consolidating adjustments necessary to consolidate Nabors and its subsidiaries and (e) Nabors on a consolidated basis. Condensed Consolidating Balance Sheets September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 349 $ 39 $ 396,549 $ — $ 396,937 Short-term investments — — 22,000 — 22,000 Accounts receivable, net — — 613,527 — 613,527 Inventory, net — — 186,124 — 186,124 Assets held for sale — — 8,037 — 8,037 Other current assets 172 — 153,551 — 153,723 Total current assets 521 39 1,379,788 — 1,380,348 Property, plant and equipment, net — — 5,152,236 — 5,152,236 Goodwill — — 90,543 — 90,543 Intercompany receivables 94,749 — 2,611 (97,360) — Investment in consolidated affiliates 2,167,547 5,787,607 4,269,318 (12,224,472) — Deferred income taxes — 423,318 353,181 (423,318) 353,181 Other long-term assets — 132 304,382 (7,325) 297,189 Total assets $ 2,262,817 $ 6,211,096 $ 11,552,059 $ (12,752,475) $ 7,273,497 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 1,058 $ — $ 1,058 Trade accounts payable 190 244 364,224 — 364,658 Accrued liabilities 8,374 18,558 252,249 — 279,181 Income taxes payable — — 23,837 — 23,837 Current lease liabilities — — 13,570 — 13,570 Total current liabilities 8,564 18,802 654,938 — 682,304 Long-term debt — 3,523,917 — (7,325) 3,516,592 Other long-term liabilities — 29,331 255,057 — 284,388 Deferred income taxes — — 452,427 (423,318) 29,109 Intercompany payable 2,548 46,109 48,703 (97,360) — Total liabilities 11,112 3,618,159 1,411,125 (528,003) 4,512,393 Redeemable noncontrolling interest in subsidiary — — 420,217 — 420,217 Shareholders’ equity 2,251,705 2,592,937 9,631,535 (12,224,472) 2,251,705 Noncontrolling interest — — 89,182 — 89,182 Total equity 2,251,705 2,592,937 9,720,717 (12,224,472) 2,340,887 Total liabilities and equity $ 2,262,817 $ 6,211,096 $ 11,552,059 $ (12,752,475) $ 7,273,497 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 Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 758,076 $ — $ 758,076 Earnings (losses) from consolidated affiliates (116,696) 96,069 55,565 (34,938) — Investment income (loss) — — (909) (528) (1,437) Total revenues and other income (116,696) 96,069 812,732 (35,466) 756,639 Costs and other deductions: Direct costs — 3 475,458 — 475,461 General and administrative expenses 1,894 163 61,870 (350) 63,577 Research and engineering — — 12,004 — 12,004 Depreciation and amortization — 31 221,526 — 221,557 Interest expense, net — 51,691 (400) — 51,291 Impairments and other charges — — 3,629 — 3,629 Other, net 300 714 3,641 350 5,005 Intercompany interest expense, net 38 — (38) — — Total costs and other deductions 2,232 52,602 777,690 — 832,524 Income (loss) from continuing operations before income taxes (118,928) 43,467 35,042 (35,466) (75,885) Income tax expense (benefit) — (12,098) 36,001 — 23,903 Income (loss) from continuing operations, net of tax (118,928) 55,565 (959) (35,466) (99,788) Income (loss) from discontinued operations, net of tax — — 157 — 157 Net income (loss) (118,928) 55,565 (802) (35,466) (99,631) Less: Net (income) loss attributable to noncontrolling interest — — (19,297) — (19,297) Net income (loss) attributable to Nabors (118,928) 55,565 (20,099) (35,466) (118,928) Less: Preferred stock dividend (4,310) — — — (4,310) Net income (loss) attributable to Nabors common shareholders $ (123,238) $ 55,565 $ (20,099) $ (35,466) $ (123,238) Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 779,425 $ — $ 779,425 Earnings (losses) from unconsolidated affiliates — — — — — Earnings (losses) from consolidated affiliates (112,066) 78,395 30,508 3,163 — Investment income (loss) — — 1,826 (3,168) (1,342) Total revenues and other income (112,066) 78,395 811,759 (5) 778,083 Costs and other deductions: Direct costs — — 497,194 — 497,194 General and administrative expenses 2,294 94 64,415 10 66,813 Research and engineering — — 14,458 — 14,458 Depreciation and amortization — 31 208,486 — 208,517 Interest expense, net — 51,590 (175) — 51,415 Impairments and other charges — 10,476 3,294 — 13,770 Other, net 206 — 8,941 (10) 9,137 Intercompany interest expense 11 — (11) — — Total costs and other deductions 2,511 62,191 796,602 — 861,304 Income (loss) from continuing operations before income taxes (114,577) 16,204 15,157 (5) (83,221) Income tax expense (benefit) — (14,304) 24,793 — 10,489 Income (loss) from continuing operations, net of tax (114,577) 30,508 (9,636) (5) (93,710) Income (loss) from discontinued operations, net of tax — — (13,933) — (13,933) Net income (loss) (114,577) 30,508 (23,569) (5) (107,643) Less: Net (income) loss attributable to noncontrolling interest — — (6,934) — (6,934) Net income (loss) attributable to Nabors $ (114,577) $ 30,508 $ (30,503) $ (5) $ (114,577) Less: Preferred stock dividend (4,313) — — — (4,313) Net income (loss) attributable to Nabors common shareholders $ (118,890) $ 30,508 $ (30,503) $ (5) $ (118,890) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,329,122 $ — $ 2,329,122 Earnings (losses) from unconsolidated affiliates — — (5) — (5) Earnings (losses) from consolidated affiliates (432,995) 292,602 174,659 (34,266) — Investment income (loss) — — 10,293 (1,584) 8,709 Total revenues and other income (432,995) 292,602 2,514,069 (35,850) 2,337,826 Costs and other deductions: Direct costs — 3 1,493,079 — 1,493,082 General and administrative expenses 6,292 577 190,164 (874) 196,159 Research and engineering — — 37,444 — 37,444 Depreciation and amortization — 94 650,173 — 650,267 Interest expense, net — 156,515 (1,381) — 155,134 Impairments and other charges — — 106,007 — 106,007 Other, net 816 (4,017) 32,925 874 30,598 Intercompany interest expense, net 98 — (98) — — Total costs and other deductions 7,206 153,172 2,508,313 — 2,668,691 Income (loss) from continuing operations before income taxes (440,201) 139,430 5,756 (35,850) (330,865) Income tax expense (benefit) — (35,229) 100,329 — 65,100 Income (loss) from continuing operations, net of tax (440,201) 174,659 (94,573) (35,850) (395,965) Income (loss) from discontinued operations, net of tax — — (34) — (34) Net income (loss) (440,201) 174,659 (94,607) (35,850) (395,999) Less: Net (income) loss attributable to noncontrolling interest — — (44,202) — (44,202) Net income (loss) attributable to Nabors (440,201) 174,659 (138,809) (35,850) (440,201) Less: Preferred stock dividend (12,935) — — — (12,935) Net income (loss) attributable to Nabors common shareholders $ (453,136) $ 174,659 $ (138,809) $ (35,850) $ (453,136) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,275,539 $ — $ 2,275,539 Earnings (losses) from unconsolidated affiliates — — 1 — 1 Earnings (losses) from consolidated affiliates (448,485) 161,420 16,063 271,002 — Investment income (loss) 2 — 5,274 (9,317) (4,041) Total revenues and other income (448,483) 161,420 2,296,877 261,685 2,271,499 Costs and other deductions: Direct costs — — 1,466,572 — 1,466,572 General and administrative expenses 7,531 493 201,681 (498) 209,207 Research and engineering — — 42,703 — 42,703 Depreciation and amortization — 93 640,134 — 640,227 Interest expense, net — 177,713 (4,320) — 173,393 Impairments and other charges — 10,476 79,958 — 90,434 Other, net 1,405 — 22,260 498 24,163 Intercompany interest expense, net 111 — (111) — — Total costs and other deductions 9,047 188,775 2,448,877 — 2,646,699 Income (loss) from continuing operations before income taxes (457,530) (27,355) (152,000) 261,685 (375,200) Income tax expense (benefit) — (43,418) 100,730 — 57,312 Income (loss) from continuing operations, net of tax (457,530) 16,063 (252,730) 261,685 (432,512) Income (loss) from discontinued operations, net of tax — — (14,592) — (14,592) Net income (loss) (457,530) 16,063 (267,322) 261,685 (447,104) Less: Net (income) loss attributable to noncontrolling interest — — (10,426) — (10,426) Net income (loss) attributable to Nabors $ (457,530) $ 16,063 $ (277,748) $ 261,685 $ (457,530) Less: Preferred stock dividend (7,993) — — — (7,993) Net income (loss) attributable to Nabors common shareholders $ (465,523) $ 16,063 $ (277,748) $ 261,685 $ (465,523) Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (118,928) $ 55,565 $ (20,099) $ (35,466) $ (118,928) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors (3,225) — (3,225) 3,225 (3,225) Pension liability amortization and adjustment 54 54 108 (162) 54 Unrealized gains (losses) and amortization on cash flow hedges 142 142 142 (284) 142 Other comprehensive income (loss) before tax (3,029) 196 (2,975) 2,779 (3,029) Income tax expense (benefit) related to items of other comprehensive income (loss) 48 48 96 (144) 48 Other comprehensive income (loss), net of tax (3,077) 148 (3,071) 2,923 (3,077) Comprehensive income (loss) attributable to Nabors (122,005) 55,713 (23,170) (32,543) (122,005) Net income (loss) attributable to noncontrolling interest — — 19,297 — 19,297 Translation adjustment attributable to noncontrolling interest — — (4) — (4) Comprehensive income (loss) attributable to noncontrolling interest — — 19,293 — 19,293 Comprehensive income (loss) $ (122,005) $ 55,713 $ (3,877) $ (32,543) $ (102,712) Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (114,577) $ 30,508 $ (30,503) $ (5) $ (114,577) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 5,309 — 5,309 (5,309) 5,309 Pension liability amortization and adjustment 54 54 108 (162) 54 Unrealized gains (losses) and amortization on cash flow hedges 143 143 143 (286) 143 Other comprehensive income (loss) before tax 5,506 197 5,560 (5,757) 5,506 Income tax expense (benefit) related to items of other comprehensive income (loss) 48 48 96 (144) 48 Other comprehensive income (loss), net of tax 5,458 149 5,464 (5,613) 5,458 Comprehensive income (loss) attributable to Nabors (109,119) 30,657 (25,039) (5,618) (109,119) Net income (loss) attributable to noncontrolling interest — — 6,934 — 6,934 Translation adjustment attributable to noncontrolling interest — — 58 — 58 Comprehensive income (loss) attributable to noncontrolling interest — — 6,992 — 6,992 Comprehensive income (loss) $ (109,119) $ 30,657 $ (18,047) $ (5,618) $ (102,127) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (440,201) $ 174,659 $ (138,809) $ (35,850) $ (440,201) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors 12,314 1 12,314 (12,315) 12,314 Pension liability amortization and adjustment 162 162 324 (486) 162 Unrealized gains (losses) and amortization on cash flow hedges 424 424 424 (848) 424 Other comprehensive income (loss) before tax 12,900 587 13,062 (13,649) 12,900 Income tax expense (benefit) related to items of other comprehensive income (loss) 142 142 284 (426) 142 Other comprehensive income (loss), net of tax 12,758 445 12,778 (13,223) 12,758 Comprehensive income (loss) attributable to Nabors (427,443) 175,104 (126,031) (49,073) (427,443) Net income (loss) attributable to noncontrolling interest — — 44,202 — 44,202 Translation adjustment attributable to noncontrolling interest — — 55 — 55 Comprehensive income (loss) attributable to noncontrolling interest — — 44,257 — 44,257 Comprehensive income (loss) $ (427,443) $ 175,104 $ (81,774) $ (49,073) $ (383,186) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (457,530) $ 16,063 $ (277,748) $ 261,685 $ (457,530) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors (9,604) — (9,604) 9,604 (9,604) Pension liability amortization and adjustment 162 162 324 (486) 162 Unrealized gains (losses) and amortization on cash flow hedges 425 425 425 (850) 425 Adoption of ASU No. 2016-01 (9,144) — (9,144) 9,144 (9,144) Other comprehensive income (loss) before tax (18,161) 587 (17,999) 17,412 (18,161) Income tax expense (benefit) related to items of other comprehensive income (loss) 139 139 278 (417) 139 Other comprehensive income (loss), net of tax (18,300) 448 (18,277) 17,829 (18,300) Comprehensive income (loss) attributable to Nabors (475,830) 16,511 (296,025) 279,514 (475,830) Net income (loss) attributable to noncontrolling interest — — 10,426 — 10,426 Translation adjustment attributable to noncontrolling interest — — (101) — (101) Comprehensive income (loss) attributable to noncontrolling interest — — 10,325 — 10,325 Comprehensive income (loss) $ (475,830) $ 16,511 $ (285,700) $ 279,514 $ (465,505) Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 69,861 $ (171,500) $ 593,391 $ (60,924) $ 430,828 Cash flows from investing activities: Purchases of investments — — (5,008) — (5,008) Sales and maturities of investments — — 14,466 — 14,466 Cash paid for acquisitions of businesses, net of cash acquired — — (2,929) — (2,929) Cash paid for investments in consolidated affiliates — — (8,500) 8,500 — Capital expenditures — — (366,594) — (366,594) Proceeds from sales of assets and insurance claims — — 26,365 — 26,365 Change in intercompany balances — 264,238 (264,238) — — Net cash provided by (used for) investing activities — 264,238 (606,438) 8,500 (333,700) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (130) — (130) Debt issuance costs — (48) — — (48) Proceeds from revolving credit facilities — 975,000 — — 975,000 Proceeds from parent contributions — 8,500 — (8,500) — Proceeds from issuance of common shares, net of issuance costs 6 — (6) — — Reduction of long-term debt — (379,193) — — (379,193) Reduction in revolving credit facilities — (690,000) — — (690,000) Dividends to common and preferred shareholders (45,297) — (570) 4,224 (41,643) Proceeds from (payments for) short-term borrowings — — 497 — 497 Repurchase of preferred shares (79) — — — (79) Proceeds from issuance of intercompany debt 4,700 — (4,700) — — Paydown of intercompany debt (27,700) (7,194) 34,894 — — Distributions to Non-controlling interest — — (4,552) — (4,552) Distribution from subsidiary to parent — — (56,700) 56,700 — Other changes (1,616) — 5 — (1,611) Net cash (used for) provided by financing activities (69,986) (92,935) (31,262) 52,424 (141,759) Effect of exchange rate changes on cash and cash equivalents — — (4,421) — (4,421) Net increase (decrease) in cash, cash equivalents and restricted cash (125) (197) (48,730) — (49,052) Cash, cash equivalents and restricted cash, beginning of period 474 42 450,564 — 451,080 Cash, cash equivalents and restricted cash, end of period $ 349 $ (155) $ 401,834 $ — $ 402,028 Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 82,365 $ (203,493) $ 238,064 $ (40,017) $ 76,919 Cash flows from investing activities: Purchases of investments — — (676) — (676) Sales and maturities of investments — — 2,962 — 2,962 Cash paid for investments in consolidated affiliates (587,500) — (199,000) 786,500 — Capital expenditures — — (338,968) — (338,968) Proceeds from sale of assets and insurance claims — — 86,666 — 86,666 Change in intercompany balances — 327,555 (327,555) — — Net cash provided by (used for) investing activities (587,500) 327,555 (776,571) 786,500 (250,016) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (261) — (261) Debt issuance costs — (13,262) — — (13,262) Proceeds from issuance of common shares, net of issuance costs 301,835 — — — 301,835 Reduction in long-term debt — (774,802) — — (774,802) Reduction in revolving credit facilities — (1,200,000) — — (1,200,000) Dividends to common and preferred shareholders (70,658) — — 9,317 (61,341) Proceeds from (payments for) commercial paper, net — (40,000) — — (40,000) Proceeds from (payments for) issuance of intercompany debt 20,000 — (20,000) — — Proceeds from issuance of preferred stock, net of issuance costs 278,358 — — — 278,358 Proceeds from revolving credit facilities — 905,000 — — 905,000 Proceeds from issuance of long-term debt — 800,000 — — 800,000 Paydown of intercompany debt (21,000) — 21,000 — — Distributions to Non-controlling interest — — (4,676) — (4,676) Proceeds from (payments for) short-term borrowings — — 252 — 252 Proceeds from parent contributions — 199,000 587,500 (786,500) — Distribution from subsidiary to parent — — (30,700) 30,700 — Other changes (3,722) — — — (3,722) Net cash (used for) provided by financing activities 504,813 (124,064) 553,115 (746,483) 187,381 Effect of exchange rate changes on cash and cash equivalents — — (5,320) — (5,320) Net increase (decrease) in cash, cash equivalents and restricted cash (322) (2) 9,288 — 8,964 Cash, cash equivalents and restricted cash, beginning of period 1,091 44 340,894 — 342,029 Cash, cash equivalents and restricted cash, end of period $ 769 $ 42 $ 350,182 $ — $ 350,993 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Summary of Significant Accounting Policies | |
Interim Financial Information | Interim Financial Information The accompanying unaudited condensed consolidated financial statements of Nabors have been prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”). Pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been omitted. Therefore, these financial statements should be read together with our annual report on Form 10-K for the year ended December 31, 2018 (“2018 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments necessary to state fairly our financial position as of September 30, 2019 and the results of operations, comprehensive income (loss), cash flows and changes in equity for the periods presented herein. Interim results for the nine months ended September 30, 2019 may not be indicative of results that will be realized for the full year ending December 31, 2019. |
Principles of Consolidation | Principles of Consolidation Our condensed consolidated financial statements include the accounts of Nabors, as well as all majority owned and non-majority owned subsidiaries consolidated in accordance with U.S. GAAP. All significant intercompany accounts and transactions are eliminated in consolidation. In addition to the consolidation of our majority owned subsidiaries, we also consolidate variable interest entities (“VIE”) when we are determined to be the primary beneficiary of a VIE. Determination of the primary beneficiary of a VIE is based on whether an entity has (1) the power to direct activities that most significantly impact the economic performance of the VIE and (2) the obligation to absorb losses or the right to receive benefits of the VIE that could potentially be significant to the VIE. Our joint venture, SANAD, which is equally owned by Saudi Aramco and Nabors, has been consolidated. As we have the power to direct activities that most significantly impact SANAD’s economic performance, including operations, maintenance and certain sourcing and procurement, we have determined Nabors to be the primary beneficiary. See Note 3—Joint Ventures. |
Inventory | 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 cost methods and includes the cost of materials, labor and manufacturing overhead. Inventory included the following: September 30, December 31, 2019 2018 (In thousands) Raw materials $ 140,324 $ 116,840 Work-in-progress 13,461 20,329 Finished goods 32,339 28,418 $ 186,124 $ 165,587 |
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, which require the use of significant unobservable inputs, representative of a Level 3 fair value measurement. Our cash flow models involve 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 fair value estimates of these reporting units are sensitive to varying dayrates, utilization and costs. A significantly prolonged period of lower oil and natural gas prices, other than those assumed in developing our forecasts, or changes in laws and regulations could adversely affect the demand for and prices of our services, which could in turn result in future goodwill and other intangible asset impairment charges for these reporting units due to the potential impact on our estimate of our future operating results. 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 approximately 2%. Another factor in determining whether impairment has occurred is the relationship between our market capitalization and our book value. As part of our annual review, we compared the sum of our reporting units’ estimated fair value, which included the estimated fair value of non-operating assets and liabilities, less debt, to our market capitalization and assessed the reasonableness of our estimated fair value. Any of the above-mentioned factors may cause us to re-evaluate goodwill during any quarter throughout the year. The change in the carrying amount of goodwill for our segments for the nine months ended September 30, 2019 was as follows: Balance at Disposals Cumulative Balance at December 31, and Translation Other September 30, 2018 Impairments Adjustment Adjustment 2019 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ 2,054 $ 52,203 International Drilling 75,634 (75,634) (1) — — — Drilling Solutions 11,436 — — — 11,436 Rig Technologies 46,695 (18,000) (1) 263 (2,054) 26,904 Total $ 183,914 $ (93,634) $ 263 $ — $ 90,543 (1) As part of our annual review during the second quarter of 2019, we determined the carrying value of some of our reporting units exceeded their fair value. As such, we recognized a goodwill impairment of $93.6 million. See Note 10—Impairments and Other Charges. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements 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 requires disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. We adopted this guidance under the modified retrospective approach as of January 1, 2019. 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. Our drilling contracts contain a lease component related to the underlying drilling equipment, in addition to the service component provided by our crews and our expertise to operate such drilling equipment. We have determined that the non-lease service component of our drilling contracts is the predominant element of the combined component and will account for the combined components as a single performance obligation under Topic 606, Revenue from Contracts with Customers. 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 recognized upon adoption on January 1, 2019 lease liabilities and offsetting "right of use" assets of approximately $42.8 million based on the present value of the remaining minimum rental payments. See Note 14 — 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, 2018, including interim periods within those fiscal years. We have elected to not reclassify the stranded tax effects within accumulated other comprehensive income to retained earnings and therefore there is no impact on our consolidated financial statements. |
Recent Accounting Pronouncements Not Yet Adopted | Recently Accounting Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which changes accounting requirements for the recognition of credit losses from an incurred or probable impairment methodology to a current expected credit losses (CECL) methodology. The guidance is effective for interim and annual periods beginning after December 15, 2019. The guidance will be applied using the modified retrospective method with a cumulative effect adjustment to beginning retained earnings. Trade receivables (including the allowance for doubtful accounts) is the only financial instrument in scope for ASU 2016-13 currently held by the Company. We are currently evaluating the effect the guidance will have on our consolidated financial statements, but do not expect the impact to be material. |
Lessee's Leases | Effective with the adoption of ASC 842, we have changed our accounting policy for leases as detailed below. We have evaluated the provisions of ASC 842, including certain practical expedients allowed. The significant practical expedients we adopted include the following: ● We elected the practical expedient to apply the transition approach as of the beginning of the period of adoption and not restate comparative periods; ● We elected to utilize the “package of three” expedients , as defined in ASC 842, whereby we did not reassess whether contracts existing prior to the effective date contain leases, nor did we reassess lease classification determinations nor whether initial direct costs qualify for capitalization; ● We elected the practical expedient to not capitalize any leases with initial terms of twelve months or less on our condensed consolidated balance sheet; ● For all underlying classes of leased assets, we elected the practical expedient to not separate lease and non-lease components; and ● We elected the practical expedient to continue to account for land easements (also known as “rights of way”) that were not previously accounted for as leases consistent with prior accounting until such contracts are modified or replaced, at which time they would be assessed for lease classification under ASC 842. As of the date of implementation on January 1, 2019, the impact of the adoption of ASC 842 resulted in the recognition of a right of use asset and lease payable obligation on our condensed consolidated balance sheet of approximately $42.8 million. As the right of use asset and the lease payable obligation were the same, there was no cumulative effect impact on retained earnings. Our leases primarily consist of office space and equipment used globally within our operations. We determine whether a contract is or contains a lease at inception of the contract based on answers to a series of questions that address whether an identified asset exists and whether we have the right to obtain substantially all of the benefit of the assets and to control its use over the full term of the agreement. When available, we use the rate implicit in the lease to discount lease payments to present value; however, most of our leases do not provide a readily determinable implicit rate. Therefore, we must estimate our incremental borrowing rate using a credit notching approach to discount the lease payments based on information available at lease commencement. Certain of our lease agreements include options to extend and options to terminate the lease, which we do not include in our minimum lease terms unless management is reasonably certain to exercise. We do not separate lease and nonlease components of contracts. There are no material residual value guarantees nor any restrictions or covenants included in our lease agreements. Certain of our leases include provisions for variable payments. These variable payments are typically determined based on a measure of throughput or actual days or another measure of usage and are not included in the calculation of lease liabilities and right-of-use assets. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Summary of Significant Accounting Policies | |
Inventory | September 30, December 31, 2019 2018 (In thousands) Raw materials $ 140,324 $ 116,840 Work-in-progress 13,461 20,329 Finished goods 32,339 28,418 $ 186,124 $ 165,587 |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | Balance at Disposals Cumulative Balance at December 31, and Translation Other September 30, 2018 Impairments Adjustment Adjustment 2019 (In thousands) U.S. Drilling $ 50,149 $ — $ — $ 2,054 $ 52,203 International Drilling 75,634 (75,634) (1) — — — Drilling Solutions 11,436 — — — 11,436 Rig Technologies 46,695 (18,000) (1) 263 (2,054) 26,904 Total $ 183,914 $ (93,634) $ 263 $ — $ 90,543 (1) As part of our annual review during the second quarter of 2019, we determined the carrying value of some of our reporting units exceeded their fair value. As such, we recognized a goodwill impairment of $93.6 million. See Note 10—Impairments and Other Charges. |
Joint Ventures (Tables)
Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Joint Ventures | |
Schedule of condensed balance sheet of SANAD | September 30, December 31, 2019 2018 (In thousands) Assets: Cash and cash equivalents $ 273,417 $ 211,618 Accounts receivable 76,836 73,699 Other current assets 20,153 17,198 Property, plant and equipment, net 440,794 457,963 Other long-term assets 15,254 36,583 Total assets $ 826,454 $ 797,061 Liabilities: Accounts payable $ 67,000 $ 60,087 Accrued liabilities 17,064 8,530 Total liabilities $ 84,064 $ 68,617 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Measurements | |
Fair value of financial instruments | September 30, 2019 December 31, 2018 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.00% senior notes due September 2020 $ 293,217 $ 287,696 $ 614,748 $ 590,336 4.625% senior notes due September 2021 637,528 602,968 668,347 603,457 5.50% senior notes due January 2023 577,042 475,408 586,000 465,999 5.10% senior notes due September 2023 336,778 262,350 342,923 262,494 0.75% senior exchangeable notes due January 2024 467,034 368,483 450,689 358,012 5.75% senior notes due February 2025 781,502 582,696 791,502 598,953 2012 Revolving credit facility 455,000 455,000 170,000 170,000 2018 Revolving credit facility — — — — Other 1,058 1,058 561 561 3,549,159 $ 3,035,659 3,624,770 $ 3,049,812 Less: current portion 1,058 561 Less: deferred financing costs 31,509 38,325 $ 3,516,592 $ 3,585,884 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt | |
Long-term debt | September 30, December 31, 2019 2018 (In thousands) 5.00% senior notes due September 2020 (1) $ 293,217 $ 614,748 4.625% senior notes due September 2021 637,528 668,347 5.50% senior notes due January 2023 577,042 586,000 5.10% senior notes due September 2023 336,778 342,923 0.75% senior exchangeable notes due January 2024 467,034 450,689 5.75% senior notes due February 2025 781,502 791,502 2012 Revolving credit facility 455,000 170,000 2018 Revolving credit facility — — Other 1,058 561 3,549,159 3,624,770 Less: current portion 1,058 561 Less: deferred financing costs 31,509 38,325 $ 3,516,592 $ 3,585,884 (1) The 5.00% senior notes due September 2020 have been classified as long-term because we have the ability and intent to repay this obligation utilizing our revolving credit facility (see 2018 Revolving Credit Facility below). |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Summary of total maximum amount of financial guarantees issued | Maximum Amount 2019 2020 2021 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 62,783 158,880 — — $ 221,663 |
Earnings (Losses) Per Share (Ta
Earnings (Losses) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings (Losses) Per Share | |
Earnings (losses) per share computations | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (99,788) $ (93,710) $ (395,965) $ (432,512) Less: net (income) loss attributable to noncontrolling interest (19,297) (6,934) (44,202) (10,426) Less: preferred stock dividends (4,310) (4,313) (12,935) (7,993) Less: accrued distribution on redeemable noncontrolling interest in subsidiary (5,176) (2,146) (15,358) (6,668) Less: distributed and undistributed earnings allocated to unvested shareholders (114) (432) (347) (1,375) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (128,685) $ (107,535) $ (468,807) $ (458,974) Income (loss) from discontinued operations, net of tax $ 157 $ (13,933) $ (34) $ (14,592) Weighted-average number of shares outstanding - basic 352,026 350,194 351,444 329,118 Earnings (losses) per share: Basic from continuing operations $ (0.37) $ (0.31) $ (1.33) $ (1.39) Basic from discontinued operations — (0.04) — (0.05) Total Basic $ (0.37) $ (0.35) $ (1.33) $ (1.44) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (128,685) $ (107,535) $ (468,807) $ (458,974) Add: effect of reallocating undistributed earnings of unvested shareholders — — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (128,685) $ (107,535) $ (468,807) $ (458,974) Income (loss) from discontinued operations, net of tax $ 157 $ (13,933) $ (34) $ (14,592) Weighted-average number of shares outstanding - basic 352,026 350,194 351,444 329,118 Add: dilutive effect of potential common shares — — — — Weighted-average number of shares outstanding - diluted 352,026 350,194 351,444 329,118 Earnings (losses) per share: Diluted from continuing operations $ (0.37) $ (0.31) $ (1.33) $ (1.39) Diluted from discontinued operations — (0.04) — (0.05) Total Diluted $ (0.37) $ (0.35) $ (1.33) $ (1.44) |
Potentially dilutive securities excluded as anti-dilutive | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Potentially dilutive securities excluded as anti-dilutive 1,807 4,354 2,053 4,488 |
Impairments and Other Charges (
Impairments and Other Charges (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Impairments and Other Charges | |
Schedule of impairments and other charges | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Goodwill & Intangible Assets: Goodwill impairments — — 93,634 — Intangible asset impairment — — 5,235 — Subtotal — — 98,869 — Other Charges: Divestiture of International assets — — — 63,726 Severance and transaction related costs 2,911 1,753 5,386 12,526 Tangible asset impairments — 1,541 — 3,706 Loss (gain) on early extinguishment of debt 718 10,476 1,752 10,476 Total $ 3,629 $ 13,770 $ 106,007 $ 90,434 |
Supplemental Balance Sheet an_2
Supplemental Balance Sheet and Income Statement Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Supplemental Balance Sheet and Income Statement Information | |
Accrued liabilities | September 30, December 31, 2019 2018 (In thousands) Accrued compensation $ 79,085 $ 92,358 Deferred revenue and proceeds on insurance and asset sales 100,030 149,266 Other taxes payable 24,650 33,199 Workers’ compensation liabilities 15,214 16,316 Interest payable 18,570 59,718 Litigation reserves 15,547 24,926 Current liability to discontinued operations — 2,445 Dividends declared and payable 7,830 25,330 Other accrued liabilities 18,255 14,354 $ 279,181 $ 417,912 |
Schedule of investment income (loss) | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Interest and dividend income $ 2,040 $ 900 $ 6,346 $ 3,194 Gains (losses) on marketable securities (3,477) (2,242) 2,363 (7,235) $ (1,437) $ (1,342) $ 8,709 $ (4,041) |
Other, net | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ (1,750) $ 4,811 $ 8,410 $ 10,645 Litigation expenses and reserves (2,400) 1,375 4,211 9,652 Foreign currency transaction losses (gains) 8,745 1,607 18,715 7,851 Other losses (gains) 410 1,344 (738) (3,985) $ 5,005 $ 9,137 $ 30,598 $ 24,163 |
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, 2018 $ (922) $ 9,144 $ (4,111) $ 7,074 $ 11,185 Other comprehensive income (loss) before reclassifications — — — (9,604) (9,604) Amounts reclassified from accumulated other comprehensive income (loss) 323 — 125 — 448 Adoption of ASU No. 2016-01 — (9,144) — — (9,144) Net other comprehensive income (loss) 323 (9,144) 125 (9,604) (18,300) As of September 30, 2018 $ (599) $ — $ (3,986) $ (2,530) $ (7,115) (1) All amounts are net of tax. 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, 2019 $ (492) $ — $ (3,945) $ (24,888) $ (29,325) Other comprehensive income (loss) before reclassifications — — — 12,314 12,314 Amounts reclassified from accumulated other comprehensive income (loss) 319 — 125 — 444 Net other comprehensive income (loss) 319 — 125 12,314 12,758 As of September 30, 2019 $ (173) $ — $ (3,820) $ (12,574) $ (16,567) (1) All amounts are net of tax. |
Schedule of line items that were reclassified from net income | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Interest expense $ 142 $ 143 $ 424 $ 425 General and administrative expenses 54 54 162 162 Total income (loss) from continuing operations before income tax (196) (197) (586) (587) Tax expense (benefit) (48) (48) (142) (139) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (148) $ (149) $ (444) $ (448) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information | |
Financial information with respect to operating segments | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Operating revenues: U.S. Drilling $ 307,808 $ 273,996 $ 951,419 $ 779,393 Canada Drilling 12,191 26,645 48,895 75,974 International Drilling 328,278 377,125 992,439 1,123,956 Drilling Solutions 62,286 60,923 192,291 183,430 Rig Technologies 63,106 63,641 207,610 209,631 Other reconciling items (1) (15,593) (22,905) (63,532) (96,845) Total $ 758,076 $ 779,425 $ 2,329,122 $ 2,275,539 Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 12,427 $ 2,578 $ 57,502 $ (30,275) Canada Drilling (5,701) (1,895) (11,297) (7,095) International Drilling 2,466 25,680 (10,055) 74,702 Drilling Solutions 16,145 9,506 42,793 25,773 Rig Technologies (641) (4,141) (5,293) (20,550) Total segment adjusted operating income (loss) $ 24,696 $ 31,728 $ 73,650 $ 42,555 Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (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) $ 24,696 $ 31,728 $ 73,650 $ 42,555 Other reconciling items (3) (39,219) (39,285) (121,480) (125,725) Earnings (losses) from unconsolidated affiliates — — (5) 1 Investment income (loss) (1,437) (1,342) 8,709 (4,041) Interest expense (51,291) (51,415) (155,134) (173,393) Impairments and other charges (3,629) (13,770) (106,007) (90,434) Other, net (5,005) (9,137) (30,598) (24,163) Income (loss) from continuing operations before income taxes $ (75,885) $ (83,221) $ (330,865) $ (375,200) September 30, December 31, 2019 2018 (In thousands) Total assets: U.S. Drilling $ 2,521,098 $ 2,982,974 Canada Drilling 215,813 252,817 International Drilling 3,084,525 3,320,347 Drilling Solutions 222,605 281,078 Rig Technologies 411,831 401,044 Other reconciling items (3) 817,625 615,684 Total $ 7,273,497 $ 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 and assets. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue Recognition | |
Summary of revenue is disaggregation by geographical region | Three Months Ended September 30, 2019 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 256,978 $ — $ — $ 41,459 $ 40,082 $ — $ 338,519 U.S. Offshore Gulf of Mexico 37,365 — — 2,935 — — 40,300 Alaska 13,465 — — 1,488 341 — 15,294 Canada — 12,191 — 358 1,894 — 14,443 Middle East & Asia — — 197,095 11,167 14,481 — 222,743 Latin America — — 85,558 4,545 468 — 90,571 Europe, Africa & CIS — — 45,625 334 5,840 — 51,799 Eliminations & other — — — — — (15,593) (15,593) Total $ 307,808 $ 12,191 $ 328,278 $ 62,286 $ 63,106 $ (15,593) $ 758,076 Nine Months Ended September 30, 2019 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 784,638 $ — $ — $ 132,156 $ 144,983 $ — $ 1,061,777 U.S. Offshore Gulf of Mexico 117,572 — — 9,945 — — 127,517 Alaska 49,209 — — 4,137 888 — 54,234 Canada — 48,895 — 1,413 6,942 — 57,250 Middle East & Asia — — 570,142 31,095 38,344 — 639,581 Latin America — — 266,715 11,202 1,850 — 279,767 Europe, Africa & CIS — — 155,582 2,343 14,603 — 172,528 Eliminations & other — — — — — (63,532) (63,532) Total $ 951,419 $ 48,895 $ 992,439 $ 192,291 $ 207,610 $ (63,532) $ 2,329,122 Three Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 231,935 $ — $ — $ 42,045 $ 45,707 $ — $ 319,687 U.S. Offshore Gulf of Mexico 31,942 — — 3,345 — — 35,287 Alaska 10,119 — — 1,248 209 — 11,576 Canada — 26,645 — 1,081 3,483 — 31,209 Middle East & Asia — — 226,926 9,126 7,882 — 243,934 Latin America — — 94,048 3,399 1,604 — 99,051 Europe, Africa & CIS — — 56,151 679 4,756 — 61,586 Eliminations & other — — — — — (22,905) (22,905) Total $ 273,996 $ 26,645 $ 377,125 $ 60,923 $ 63,641 $ (22,905) $ 779,425 Nine Months Ended September 30, 2018 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 655,916 $ — $ — $ 127,733 $ 153,878 $ — $ 937,527 U.S. Offshore Gulf of Mexico 84,997 — — 9,455 — — 94,452 Alaska 38,480 — — 2,691 553 — 41,724 Canada — 75,974 — 4,797 17,096 — 97,867 Middle East & Asia — — 701,292 25,859 19,592 — 746,743 Latin America — — 265,738 11,048 5,181 — 281,967 Europe, Africa & CIS — — 156,926 1,847 13,331 — 172,104 Eliminations & other — — — — — (96,845) (96,845) Total $ 779,393 $ 75,974 $ 1,123,956 $ 183,430 $ 209,631 $ (96,845) $ 2,275,539 |
Summary of contract assets, current and long-term contract liabilities | Contract Contract Contract Contract Contract Assets Assets Liabilities Liabilities Receivables (Current) (Long-term) (Current) (Long-term) (In millions) As of December 31, 2018 $ 791.2 $ 55.8 $ 32.3 $ 116.7 $ 69.7 As of September 30, 2019 $ 647.2 $ 38.1 $ 32.3 $ 72.0 $ 67.6 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases | |
Lease Position | September 30, 2019 Classification on the Balance Sheet (In thousands) Assets Operating lease assets Other long-term assets $ 37,457 Total lease assets $ 37,457 Liabilities Current liabilities: Operating lease liabilities Current lease liabilities $ 13,570 Noncurrent liabilities: Operating lease liabilities Other long-term liabilities $ 23,887 Total lease liabilities $ 37,457 |
Lease Costs | Three Months Ended Nine Months Ended September 30, September 30, 2019 2019 (In thousands) Operating lease cost $ 4,007 $ 11,657 Short-term lease cost 741 1,893 Variable lease cost 217 464 Total lease cost $ 4,965 $ 14,014 |
Other Information | Nine Months Ended September 30, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 11,657 Right of use assets obtained in exchange for lease obligations: Operating leases $ 4,661 |
Lease Terms and Discount Rates | September 30, 2019 Weighted-average remaining lease term - operating leases 5.31 Weighted-average discount rate - operating leases 5.61% |
Undiscounted Cash Flows | September 30, 2019 (In thousands) 2019 $ 4,275 2020 14,014 2021 8,639 2022 5,435 2023 3,208 Thereafter 8,004 Total undiscounted lease liability 43,575 Less: amount of lease payments representing interest (6,118) Long-term lease obligations $ 37,457 |
Minimum rental commitments under non cancellable operating leases | December 31, 2018 (In thousands) 2019 $ 10,701 2020 7,104 2021 3,774 2022 2,356 2023 1,538 Thereafter 7,482 Total minimum lease payments $ 32,955 |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Condensed Consolidating Financial Information | |
Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheets September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) ASSETS Current assets: Cash and cash equivalents $ 349 $ 39 $ 396,549 $ — $ 396,937 Short-term investments — — 22,000 — 22,000 Accounts receivable, net — — 613,527 — 613,527 Inventory, net — — 186,124 — 186,124 Assets held for sale — — 8,037 — 8,037 Other current assets 172 — 153,551 — 153,723 Total current assets 521 39 1,379,788 — 1,380,348 Property, plant and equipment, net — — 5,152,236 — 5,152,236 Goodwill — — 90,543 — 90,543 Intercompany receivables 94,749 — 2,611 (97,360) — Investment in consolidated affiliates 2,167,547 5,787,607 4,269,318 (12,224,472) — Deferred income taxes — 423,318 353,181 (423,318) 353,181 Other long-term assets — 132 304,382 (7,325) 297,189 Total assets $ 2,262,817 $ 6,211,096 $ 11,552,059 $ (12,752,475) $ 7,273,497 LIABILITIES AND EQUITY Current liabilities: Current portion of debt $ — $ — $ 1,058 $ — $ 1,058 Trade accounts payable 190 244 364,224 — 364,658 Accrued liabilities 8,374 18,558 252,249 — 279,181 Income taxes payable — — 23,837 — 23,837 Current lease liabilities — — 13,570 — 13,570 Total current liabilities 8,564 18,802 654,938 — 682,304 Long-term debt — 3,523,917 — (7,325) 3,516,592 Other long-term liabilities — 29,331 255,057 — 284,388 Deferred income taxes — — 452,427 (423,318) 29,109 Intercompany payable 2,548 46,109 48,703 (97,360) — Total liabilities 11,112 3,618,159 1,411,125 (528,003) 4,512,393 Redeemable noncontrolling interest in subsidiary — — 420,217 — 420,217 Shareholders’ equity 2,251,705 2,592,937 9,631,535 (12,224,472) 2,251,705 Noncontrolling interest — — 89,182 — 89,182 Total equity 2,251,705 2,592,937 9,720,717 (12,224,472) 2,340,887 Total liabilities and equity $ 2,262,817 $ 6,211,096 $ 11,552,059 $ (12,752,475) $ 7,273,497 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 |
Condensed Consolidating Statements of Income (Loss) | Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 758,076 $ — $ 758,076 Earnings (losses) from consolidated affiliates (116,696) 96,069 55,565 (34,938) — Investment income (loss) — — (909) (528) (1,437) Total revenues and other income (116,696) 96,069 812,732 (35,466) 756,639 Costs and other deductions: Direct costs — 3 475,458 — 475,461 General and administrative expenses 1,894 163 61,870 (350) 63,577 Research and engineering — — 12,004 — 12,004 Depreciation and amortization — 31 221,526 — 221,557 Interest expense, net — 51,691 (400) — 51,291 Impairments and other charges — — 3,629 — 3,629 Other, net 300 714 3,641 350 5,005 Intercompany interest expense, net 38 — (38) — — Total costs and other deductions 2,232 52,602 777,690 — 832,524 Income (loss) from continuing operations before income taxes (118,928) 43,467 35,042 (35,466) (75,885) Income tax expense (benefit) — (12,098) 36,001 — 23,903 Income (loss) from continuing operations, net of tax (118,928) 55,565 (959) (35,466) (99,788) Income (loss) from discontinued operations, net of tax — — 157 — 157 Net income (loss) (118,928) 55,565 (802) (35,466) (99,631) Less: Net (income) loss attributable to noncontrolling interest — — (19,297) — (19,297) Net income (loss) attributable to Nabors (118,928) 55,565 (20,099) (35,466) (118,928) Less: Preferred stock dividend (4,310) — — — (4,310) Net income (loss) attributable to Nabors common shareholders $ (123,238) $ 55,565 $ (20,099) $ (35,466) $ (123,238) Condensed Consolidating Statements of Income (Loss) Three Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 779,425 $ — $ 779,425 Earnings (losses) from unconsolidated affiliates — — — — — Earnings (losses) from consolidated affiliates (112,066) 78,395 30,508 3,163 — Investment income (loss) — — 1,826 (3,168) (1,342) Total revenues and other income (112,066) 78,395 811,759 (5) 778,083 Costs and other deductions: Direct costs — — 497,194 — 497,194 General and administrative expenses 2,294 94 64,415 10 66,813 Research and engineering — — 14,458 — 14,458 Depreciation and amortization — 31 208,486 — 208,517 Interest expense, net — 51,590 (175) — 51,415 Impairments and other charges — 10,476 3,294 — 13,770 Other, net 206 — 8,941 (10) 9,137 Intercompany interest expense 11 — (11) — — Total costs and other deductions 2,511 62,191 796,602 — 861,304 Income (loss) from continuing operations before income taxes (114,577) 16,204 15,157 (5) (83,221) Income tax expense (benefit) — (14,304) 24,793 — 10,489 Income (loss) from continuing operations, net of tax (114,577) 30,508 (9,636) (5) (93,710) Income (loss) from discontinued operations, net of tax — — (13,933) — (13,933) Net income (loss) (114,577) 30,508 (23,569) (5) (107,643) Less: Net (income) loss attributable to noncontrolling interest — — (6,934) — (6,934) Net income (loss) attributable to Nabors $ (114,577) $ 30,508 $ (30,503) $ (5) $ (114,577) Less: Preferred stock dividend (4,313) — — — (4,313) Net income (loss) attributable to Nabors common shareholders $ (118,890) $ 30,508 $ (30,503) $ (5) $ (118,890) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,329,122 $ — $ 2,329,122 Earnings (losses) from unconsolidated affiliates — — (5) — (5) Earnings (losses) from consolidated affiliates (432,995) 292,602 174,659 (34,266) — Investment income (loss) — — 10,293 (1,584) 8,709 Total revenues and other income (432,995) 292,602 2,514,069 (35,850) 2,337,826 Costs and other deductions: Direct costs — 3 1,493,079 — 1,493,082 General and administrative expenses 6,292 577 190,164 (874) 196,159 Research and engineering — — 37,444 — 37,444 Depreciation and amortization — 94 650,173 — 650,267 Interest expense, net — 156,515 (1,381) — 155,134 Impairments and other charges — — 106,007 — 106,007 Other, net 816 (4,017) 32,925 874 30,598 Intercompany interest expense, net 98 — (98) — — Total costs and other deductions 7,206 153,172 2,508,313 — 2,668,691 Income (loss) from continuing operations before income taxes (440,201) 139,430 5,756 (35,850) (330,865) Income tax expense (benefit) — (35,229) 100,329 — 65,100 Income (loss) from continuing operations, net of tax (440,201) 174,659 (94,573) (35,850) (395,965) Income (loss) from discontinued operations, net of tax — — (34) — (34) Net income (loss) (440,201) 174,659 (94,607) (35,850) (395,999) Less: Net (income) loss attributable to noncontrolling interest — — (44,202) — (44,202) Net income (loss) attributable to Nabors (440,201) 174,659 (138,809) (35,850) (440,201) Less: Preferred stock dividend (12,935) — — — (12,935) Net income (loss) attributable to Nabors common shareholders $ (453,136) $ 174,659 $ (138,809) $ (35,850) $ (453,136) Condensed Consolidating Statements of Income (Loss) Nine Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Revenues and other income: Operating revenues $ — $ — $ 2,275,539 $ — $ 2,275,539 Earnings (losses) from unconsolidated affiliates — — 1 — 1 Earnings (losses) from consolidated affiliates (448,485) 161,420 16,063 271,002 — Investment income (loss) 2 — 5,274 (9,317) (4,041) Total revenues and other income (448,483) 161,420 2,296,877 261,685 2,271,499 Costs and other deductions: Direct costs — — 1,466,572 — 1,466,572 General and administrative expenses 7,531 493 201,681 (498) 209,207 Research and engineering — — 42,703 — 42,703 Depreciation and amortization — 93 640,134 — 640,227 Interest expense, net — 177,713 (4,320) — 173,393 Impairments and other charges — 10,476 79,958 — 90,434 Other, net 1,405 — 22,260 498 24,163 Intercompany interest expense, net 111 — (111) — — Total costs and other deductions 9,047 188,775 2,448,877 — 2,646,699 Income (loss) from continuing operations before income taxes (457,530) (27,355) (152,000) 261,685 (375,200) Income tax expense (benefit) — (43,418) 100,730 — 57,312 Income (loss) from continuing operations, net of tax (457,530) 16,063 (252,730) 261,685 (432,512) Income (loss) from discontinued operations, net of tax — — (14,592) — (14,592) Net income (loss) (457,530) 16,063 (267,322) 261,685 (447,104) Less: Net (income) loss attributable to noncontrolling interest — — (10,426) — (10,426) Net income (loss) attributable to Nabors $ (457,530) $ 16,063 $ (277,748) $ 261,685 $ (457,530) Less: Preferred stock dividend (7,993) — — — (7,993) Net income (loss) attributable to Nabors common shareholders $ (465,523) $ 16,063 $ (277,748) $ 261,685 $ (465,523) |
Condensed Consolidating Statements of Comprehensive Income (Loss) | Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (118,928) $ 55,565 $ (20,099) $ (35,466) $ (118,928) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors (3,225) — (3,225) 3,225 (3,225) Pension liability amortization and adjustment 54 54 108 (162) 54 Unrealized gains (losses) and amortization on cash flow hedges 142 142 142 (284) 142 Other comprehensive income (loss) before tax (3,029) 196 (2,975) 2,779 (3,029) Income tax expense (benefit) related to items of other comprehensive income (loss) 48 48 96 (144) 48 Other comprehensive income (loss), net of tax (3,077) 148 (3,071) 2,923 (3,077) Comprehensive income (loss) attributable to Nabors (122,005) 55,713 (23,170) (32,543) (122,005) Net income (loss) attributable to noncontrolling interest — — 19,297 — 19,297 Translation adjustment attributable to noncontrolling interest — — (4) — (4) Comprehensive income (loss) attributable to noncontrolling interest — — 19,293 — 19,293 Comprehensive income (loss) $ (122,005) $ 55,713 $ (3,877) $ (32,543) $ (102,712) Condensed Consolidating Statements of Comprehensive Income (Loss) Three Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (114,577) $ 30,508 $ (30,503) $ (5) $ (114,577) Other comprehensive income (loss) before tax: Translation adjustment attributable to Nabors 5,309 — 5,309 (5,309) 5,309 Pension liability amortization and adjustment 54 54 108 (162) 54 Unrealized gains (losses) and amortization on cash flow hedges 143 143 143 (286) 143 Other comprehensive income (loss) before tax 5,506 197 5,560 (5,757) 5,506 Income tax expense (benefit) related to items of other comprehensive income (loss) 48 48 96 (144) 48 Other comprehensive income (loss), net of tax 5,458 149 5,464 (5,613) 5,458 Comprehensive income (loss) attributable to Nabors (109,119) 30,657 (25,039) (5,618) (109,119) Net income (loss) attributable to noncontrolling interest — — 6,934 — 6,934 Translation adjustment attributable to noncontrolling interest — — 58 — 58 Comprehensive income (loss) attributable to noncontrolling interest — — 6,992 — 6,992 Comprehensive income (loss) $ (109,119) $ 30,657 $ (18,047) $ (5,618) $ (102,127) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (440,201) $ 174,659 $ (138,809) $ (35,850) $ (440,201) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors 12,314 1 12,314 (12,315) 12,314 Pension liability amortization and adjustment 162 162 324 (486) 162 Unrealized gains (losses) and amortization on cash flow hedges 424 424 424 (848) 424 Other comprehensive income (loss) before tax 12,900 587 13,062 (13,649) 12,900 Income tax expense (benefit) related to items of other comprehensive income (loss) 142 142 284 (426) 142 Other comprehensive income (loss), net of tax 12,758 445 12,778 (13,223) 12,758 Comprehensive income (loss) attributable to Nabors (427,443) 175,104 (126,031) (49,073) (427,443) Net income (loss) attributable to noncontrolling interest — — 44,202 — 44,202 Translation adjustment attributable to noncontrolling interest — — 55 — 55 Comprehensive income (loss) attributable to noncontrolling interest — — 44,257 — 44,257 Comprehensive income (loss) $ (427,443) $ 175,104 $ (81,774) $ (49,073) $ (383,186) Condensed Consolidating Statements of Comprehensive Income (Loss) Nine Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net income (loss) attributable to Nabors $ (457,530) $ 16,063 $ (277,748) $ 261,685 $ (457,530) Other comprehensive income (loss) before tax Translation adjustment attributable to Nabors (9,604) — (9,604) 9,604 (9,604) Pension liability amortization and adjustment 162 162 324 (486) 162 Unrealized gains (losses) and amortization on cash flow hedges 425 425 425 (850) 425 Adoption of ASU No. 2016-01 (9,144) — (9,144) 9,144 (9,144) Other comprehensive income (loss) before tax (18,161) 587 (17,999) 17,412 (18,161) Income tax expense (benefit) related to items of other comprehensive income (loss) 139 139 278 (417) 139 Other comprehensive income (loss), net of tax (18,300) 448 (18,277) 17,829 (18,300) Comprehensive income (loss) attributable to Nabors (475,830) 16,511 (296,025) 279,514 (475,830) Net income (loss) attributable to noncontrolling interest — — 10,426 — 10,426 Translation adjustment attributable to noncontrolling interest — — (101) — (101) Comprehensive income (loss) attributable to noncontrolling interest — — 10,325 — 10,325 Comprehensive income (loss) $ (475,830) $ 16,511 $ (285,700) $ 279,514 $ (465,505) |
Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2019 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 69,861 $ (171,500) $ 593,391 $ (60,924) $ 430,828 Cash flows from investing activities: Purchases of investments — — (5,008) — (5,008) Sales and maturities of investments — — 14,466 — 14,466 Cash paid for acquisitions of businesses, net of cash acquired — — (2,929) — (2,929) Cash paid for investments in consolidated affiliates — — (8,500) 8,500 — Capital expenditures — — (366,594) — (366,594) Proceeds from sales of assets and insurance claims — — 26,365 — 26,365 Change in intercompany balances — 264,238 (264,238) — — Net cash provided by (used for) investing activities — 264,238 (606,438) 8,500 (333,700) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (130) — (130) Debt issuance costs — (48) — — (48) Proceeds from revolving credit facilities — 975,000 — — 975,000 Proceeds from parent contributions — 8,500 — (8,500) — Proceeds from issuance of common shares, net of issuance costs 6 — (6) — — Reduction of long-term debt — (379,193) — — (379,193) Reduction in revolving credit facilities — (690,000) — — (690,000) Dividends to common and preferred shareholders (45,297) — (570) 4,224 (41,643) Proceeds from (payments for) short-term borrowings — — 497 — 497 Repurchase of preferred shares (79) — — — (79) Proceeds from issuance of intercompany debt 4,700 — (4,700) — — Paydown of intercompany debt (27,700) (7,194) 34,894 — — Distributions to Non-controlling interest — — (4,552) — (4,552) Distribution from subsidiary to parent — — (56,700) 56,700 — Other changes (1,616) — 5 — (1,611) Net cash (used for) provided by financing activities (69,986) (92,935) (31,262) 52,424 (141,759) Effect of exchange rate changes on cash and cash equivalents — — (4,421) — (4,421) Net increase (decrease) in cash, cash equivalents and restricted cash (125) (197) (48,730) — (49,052) Cash, cash equivalents and restricted cash, beginning of period 474 42 450,564 — 451,080 Cash, cash equivalents and restricted cash, end of period $ 349 $ (155) $ 401,834 $ — $ 402,028 Condensed Consolidating Statements Cash Flows Nine Months Ended September 30, 2018 Other Nabors Nabors Subsidiaries (Parent/ Delaware (Non- Consolidating Guarantor) (Issuer) Guarantors) Adjustments Total (In thousands) Net cash provided by (used for) operating activities $ 82,365 $ (203,493) $ 238,064 $ (40,017) $ 76,919 Cash flows from investing activities: Purchases of investments — — (676) — (676) Sales and maturities of investments — — 2,962 — 2,962 Cash paid for investments in consolidated affiliates (587,500) — (199,000) 786,500 — Capital expenditures — — (338,968) — (338,968) Proceeds from sale of assets and insurance claims — — 86,666 — 86,666 Change in intercompany balances — 327,555 (327,555) — — Net cash provided by (used for) investing activities (587,500) 327,555 (776,571) 786,500 (250,016) Cash flows from financing activities: Increase (decrease) in cash overdrafts — — (261) — (261) Debt issuance costs — (13,262) — — (13,262) Proceeds from issuance of common shares, net of issuance costs 301,835 — — — 301,835 Reduction in long-term debt — (774,802) — — (774,802) Reduction in revolving credit facilities — (1,200,000) — — (1,200,000) Dividends to common and preferred shareholders (70,658) — — 9,317 (61,341) Proceeds from (payments for) commercial paper, net — (40,000) — — (40,000) Proceeds from (payments for) issuance of intercompany debt 20,000 — (20,000) — — Proceeds from issuance of preferred stock, net of issuance costs 278,358 — — — 278,358 Proceeds from revolving credit facilities — 905,000 — — 905,000 Proceeds from issuance of long-term debt — 800,000 — — 800,000 Paydown of intercompany debt (21,000) — 21,000 — — Distributions to Non-controlling interest — — (4,676) — (4,676) Proceeds from (payments for) short-term borrowings — — 252 — 252 Proceeds from parent contributions — 199,000 587,500 (786,500) — Distribution from subsidiary to parent — — (30,700) 30,700 — Other changes (3,722) — — — (3,722) Net cash (used for) provided by financing activities 504,813 (124,064) 553,115 (746,483) 187,381 Effect of exchange rate changes on cash and cash equivalents — — (5,320) — (5,320) Net increase (decrease) in cash, cash equivalents and restricted cash (322) (2) 9,288 — 8,964 Cash, cash equivalents and restricted cash, beginning of period 1,091 44 340,894 — 342,029 Cash, cash equivalents and restricted cash, end of period $ 769 $ 42 $ 350,182 $ — $ 350,993 |
Nature of Operations (Details)
Nature of Operations (Details) | 9 Months Ended |
Sep. 30, 2019itemcountry | |
Nature of Operations | |
Number of countries company has actively marketed rigs for land based drilling operations | country | 25 |
Actively marketed rigs for offshore based drilling operations | 33 |
United States and Canada | |
Nature of Operations | |
Actively marketed rigs for land based drilling operations | 375 |
Countries Other Than United States and Canada | |
Nature of Operations | |
Actively marketed rigs for land based drilling operations | 18 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory, net | ||
Raw materials | $ 140,324 | $ 116,840 |
Work-in-progress | 13,461 | 20,329 |
Finished goods | 32,339 | 28,418 |
Total inventory | $ 186,124 | $ 165,587 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Goodwill | ||
Long-term growth rate used to calculate terminal values for each reporting unit (as a percent) | 2.00% | |
Goodwill impairments | $ 93,600 | $ 93,634 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | |
Goodwill - Beginning Balance | $ 183,914 |
Disposals and Impairments | (93,634) |
Cumulative Translation Adjustment | 263 |
Goodwill - Ending Balance | 90,543 |
U.S. Drilling | |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | |
Goodwill - Beginning Balance | 50,149 |
Other Adjustment | 2,054 |
Goodwill - Ending Balance | 52,203 |
International Drilling | |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | |
Goodwill - Beginning Balance | 75,634 |
Disposals and Impairments | (75,634) |
Drilling Solutions | |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | |
Goodwill - Beginning Balance | 11,436 |
Goodwill - Ending Balance | 11,436 |
Rig Technologies | |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | |
Goodwill - Beginning Balance | 46,695 |
Disposals and Impairments | (18,000) |
Cumulative Translation Adjustment | 263 |
Other Adjustment | (2,054) |
Goodwill - Ending Balance | $ 26,904 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 |
New Accounting Pronouncement, Early Adoption | ||
Lease liability | $ 37,457 | |
Right of use assets | $ 37,457 | |
Accounting Standards Update 2016-02 | Minimum | ||
New Accounting Pronouncement, Early Adoption | ||
Lease liability | $ 42,800 | |
Accounting Standards Update 2016-02 | Maximum | ||
New Accounting Pronouncement, Early Adoption | ||
Right of use assets | $ 42,800 |
Joint Ventures (Details)
Joint Ventures (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Sep. 30, 2019 | Dec. 31, 2018 | ||
Assets: | ||||
Accounts receivable | $ 613,527 | $ 756,320 | ||
Other current assets | 153,723 | 177,604 | ||
Property, plant and equipment, net | 5,152,236 | 5,467,870 | ||
Other long-term assets | 297,189 | 263,506 | ||
Total assets (1) | [1] | 7,273,497 | 7,853,944 | |
Liabilities: | ||||
Accounts payable | 364,658 | 392,843 | ||
Accrued liabilities | 279,181 | 417,912 | ||
Total liabilities (1) | [1] | 4,512,393 | 4,698,757 | |
Saudi Aramco | SANAD | ||||
Joint Ventures | ||||
Cash contribution for joint venture | $ 20,000 | |||
Additional contribution amount | $ 394,000 | |||
Maturity period | 25 years | |||
SANAD | ||||
Assets: | ||||
Cash and cash equivalents | 273,417 | 211,618 | ||
Accounts receivable | 76,836 | 73,699 | ||
Other current assets | 20,153 | 17,198 | ||
Property, plant and equipment, net | 440,794 | 457,963 | ||
Other long-term assets | 15,254 | 36,583 | ||
Total assets (1) | 826,454 | 797,061 | ||
Liabilities: | ||||
Accounts payable | 67,000 | 60,087 | ||
Accrued liabilities | 17,064 | 8,530 | ||
Total liabilities (1) | $ 84,064 | $ 68,617 | ||
[1] | The condensed consolidated balance sheet as of September 30, 2019 and December 31, 2018 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Fair Value Measurements - Asset
Fair Value Measurements - Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value Measurements | ||
Amount of transfers of financial assets between Level 1 and Level 2 measures | $ 0 | |
Total short-term investments | $ 22,000 | $ 34,036 |
Fair Value Measurements - Debt
Fair Value Measurements - Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Oct. 11, 2018 |
Fair Value of Financial Instruments | |||
Less: current portion | $ 1,058 | $ 561 | |
Less: deferred financing costs | 31,509 | 38,325 | |
Long-term Debt, Excluding Current Maturities, Total | $ 3,516,592 | 3,585,884 | |
5.00% senior notes due September 2020 | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 5.00% | ||
4.625% senior notes due September 2021 | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 4.625% | ||
5.50% senior notes due January 2023 | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 5.50% | ||
5.10% senior notes due September 2023 | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 5.10% | ||
0.75% senior exchangeable notes due January 2024 | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 0.75% | ||
5.75% senior notes due February 2025 | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 5.75% | ||
2018 Revolving Credit Facility | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 5.50% | ||
Fair Value | |||
Fair Value of Financial Instruments | |||
Debt | $ 3,035,659 | 3,049,812 | |
Fair Value | 5.00% senior notes due September 2020 | |||
Fair Value of Financial Instruments | |||
Debt | 287,696 | 590,336 | |
Fair Value | 4.625% senior notes due September 2021 | |||
Fair Value of Financial Instruments | |||
Debt | 602,968 | 603,457 | |
Fair Value | 5.50% senior notes due January 2023 | |||
Fair Value of Financial Instruments | |||
Debt | 475,408 | 465,999 | |
Fair Value | 5.10% senior notes due September 2023 | |||
Fair Value of Financial Instruments | |||
Debt | 262,350 | 262,494 | |
Fair Value | 0.75% senior exchangeable notes due January 2024 | |||
Fair Value of Financial Instruments | |||
Debt | 368,483 | 358,012 | |
Fair Value | 5.75% senior notes due February 2025 | |||
Fair Value of Financial Instruments | |||
Debt | 582,696 | 598,953 | |
Fair Value | 2012 Revolving Credit Facility | |||
Fair Value of Financial Instruments | |||
Debt | 455,000 | 170,000 | |
Fair Value | Other | |||
Fair Value of Financial Instruments | |||
Debt | 1,058 | 561 | |
Carrying Value | |||
Fair Value of Financial Instruments | |||
Debt | 3,549,159 | 3,624,770 | |
Less: current portion | 1,058 | 561 | |
Less: deferred financing costs | 31,509 | 38,325 | |
Long-term Debt, Excluding Current Maturities, Total | 3,516,592 | 3,585,884 | |
Carrying Value | 5.00% senior notes due September 2020 | |||
Fair Value of Financial Instruments | |||
Debt | 293,217 | 614,748 | |
Carrying Value | 4.625% senior notes due September 2021 | |||
Fair Value of Financial Instruments | |||
Debt | $ 637,528 | 668,347 | |
Carrying Value | 5.50% senior notes due January 2023 | |||
Fair Value of Financial Instruments | |||
Interest rate on senior notes due (as a percent) | 5.50% | ||
Debt | $ 577,042 | 586,000 | |
Carrying Value | 5.10% senior notes due September 2023 | |||
Fair Value of Financial Instruments | |||
Debt | 336,778 | 342,923 | |
Carrying Value | 0.75% senior exchangeable notes due January 2024 | |||
Fair Value of Financial Instruments | |||
Debt | 467,034 | 450,689 | |
Carrying Value | 5.75% senior notes due February 2025 | |||
Fair Value of Financial Instruments | |||
Debt | 781,502 | 791,502 | |
Carrying Value | 2012 Revolving Credit Facility | |||
Fair Value of Financial Instruments | |||
Debt | 455,000 | 170,000 | |
Carrying Value | Other | |||
Fair Value of Financial Instruments | |||
Debt | $ 1,058 | $ 561 |
Accounts Receivable Sales Agr_2
Accounts Receivable Sales Agreement (Details) - A/R Agreement - USD ($) $ in Millions | Sep. 30, 2019 | Sep. 13, 2019 |
Accounts Receivable Sales Agreement | ||
Agreement amount | $ 213.6 | $ 250 |
Accounts receivables sold to purchasers | 98 | |
Gain (loss) on sale of receivables | 0 | |
Trade receivables pledged as collateral | $ 229.7 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Jun. 14, 2019 | Oct. 11, 2018 | Oct. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 |
Long-term debt | ||||||||
Other | $ 1,058 | $ 1,058 | $ 561 | |||||
Long-term Debt | 3,549,159 | 3,549,159 | 3,624,770 | |||||
Less: current portion | 1,058 | 1,058 | 561 | |||||
Less: deferred financing costs | 31,509 | 31,509 | 38,325 | |||||
Long-term Debt, Excluding Current Maturities, Total | 3,516,592 | 3,516,592 | 3,585,884 | |||||
Principal amount redeemed | 378,100 | 378,100 | ||||||
Repayment of long-term debt including accrued and unpaid interest | 383,600 | |||||||
Payment of accrued and unpaid interest | 5,000 | |||||||
Gain (Loss) on debt repurchase | (718) | $ (10,476) | (1,752) | $ (10,476) | ||||
5.00% senior notes due September 2020 | ||||||||
Long-term debt | ||||||||
Senior Notes | $ 293,217 | $ 293,217 | 614,748 | |||||
Interest rate on senior notes due (as a percent) | 5.00% | 5.00% | ||||||
Purchase price for the tender offer | $ 275,000 | |||||||
5.00% senior notes due September 2020 | Subsequent Event | ||||||||
Long-term debt | ||||||||
Principal amount redeemed | $ 49,100 | |||||||
Repayment of long-term debt including accrued and unpaid interest | $ 39,900 | |||||||
4.625% senior notes due September 2021 | ||||||||
Long-term debt | ||||||||
Senior Notes | $ 637,528 | $ 637,528 | 668,347 | |||||
Interest rate on senior notes due (as a percent) | 4.625% | 4.625% | ||||||
5.50% senior notes due January 2023 | ||||||||
Long-term debt | ||||||||
Senior Notes | $ 577,042 | $ 577,042 | 586,000 | |||||
Interest rate on senior notes due (as a percent) | 5.50% | 5.50% | ||||||
5.10% senior notes due September 2023 | ||||||||
Long-term debt | ||||||||
Senior Notes | $ 336,778 | $ 336,778 | 342,923 | |||||
Interest rate on senior notes due (as a percent) | 5.10% | 5.10% | ||||||
0.75% senior exchangeable notes due January 2024 | ||||||||
Long-term debt | ||||||||
Senior Notes | $ 467,034 | $ 467,034 | 450,689 | |||||
Interest rate on senior notes due (as a percent) | 0.75% | 0.75% | ||||||
Aggregate amount of senior notes | $ 575,000 | $ 575,000 | ||||||
5.75% senior notes due February 2025 | ||||||||
Long-term debt | ||||||||
Senior Notes | $ 781,502 | $ 781,502 | 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 | $ 455,000 | $ 455,000 | $ 170,000 | |||||
Maximum borrowing capacity | $ 666,250 | |||||||
Weighted average interest rate (as a percent) | 3.86% | 3.86% | ||||||
2012 Revolving Credit Facility | Maximum | ||||||||
Long-term debt | ||||||||
Debt to capital ratio | 0.60 | 0.60 | ||||||
2018 Revolving Credit Facility | ||||||||
Long-term debt | ||||||||
Revolving credit facility | $ 0 | $ 0 | ||||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||||
Net debt increase and retain current net debt to capital ratio | $ 256,800 | $ 256,800 | ||||||
Maximum borrowing capacity | $ 1,267,000 | |||||||
Debt to capital ratio | 0.60 | 0.58 | 0.58 | |||||
Assets to debt ratio | 3.57 | 3.57 | ||||||
Unsecured debt maturity period | 5 years | |||||||
2018 Revolving Credit Facility | Maximum | ||||||||
Long-term debt | ||||||||
Debt to capital ratio | 0.60 | |||||||
Guarantor Subsidiaries | 2018 Revolving Credit Facility | ||||||||
Long-term debt | ||||||||
Maximum borrowing capacity | $ 1,227,000 | |||||||
Guarantor Subsidiaries | 2018 Revolving Credit Facility | Minimum | ||||||||
Long-term debt | ||||||||
Assets to debt ratio | 2.50 | |||||||
Nabors Canada | 2018 Revolving Credit Facility | ||||||||
Long-term debt | ||||||||
Maximum borrowing capacity | $ 40,000 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 01, 2019 | Oct. 02, 2019 | Aug. 01, 2019 | Jul. 26, 2019 | Jul. 02, 2019 | May 01, 2019 | Apr. 24, 2019 | Apr. 02, 2019 | Feb. 22, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | May 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 |
Common Shares | |||||||||||||||||
Common shares, shares issued | 416,209,000 | 416,209,000 | 409,652,000 | ||||||||||||||
Proceeds from issuance of common shares, net of issuance costs | $ 301,835 | ||||||||||||||||
Total aggregate amount of shares purchased | $ 80 | $ 79 | |||||||||||||||
Dividends to shareholders (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.06 | $ 0.03 | $ 0.18 | ||||||||||
Cash dividends paid | $ 3,500 | $ 3,500 | $ 3,500 | ||||||||||||||
Preferred shares, shares issued | 5,746,000 | 5,746,000 | 5,750,000 | ||||||||||||||
Preferred stock, rate (as a percent) | 6.00% | 6.00% | |||||||||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||
Preferred stock, liquidation preference (in dollars per share) | 50 | 50 | $ 50 | ||||||||||||||
Aggregate net proceeds | $ 278,358 | ||||||||||||||||
Cash dividend per mandatory convertible preferred shares (in dollars per share) | $ 0.75 | $ 0.75 | $ 2.25 | $ 1.39 | |||||||||||||
Mandatory Convertible Preferred Shares | |||||||||||||||||
Common Shares | |||||||||||||||||
Shares repurchased | 4,000 | ||||||||||||||||
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 (in dollars per share) | $ 0.75 | $ 0.75 | $ 0.75 | ||||||||||||||
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 | 5.6492 | 5.6492 | ||||||||||||||
Common Shares | Maximum | |||||||||||||||||
Common Shares | |||||||||||||||||
Conversion ratio | 6.4516 | 6.7791 | 6.7791 | ||||||||||||||
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 | $ 4,300 | $ 4,300 |
Commitments and Contingencies -
Commitments and Contingencies - Litigation (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Mar. 31, 2011USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | |
Court of Ouargla Foreign Currency Controls | ||||
Commitments and Contingencies, Disclosure | ||||
Litigation amount as per judgment | $ 23.4 | |||
Payment of contract amount in foreign currency | 7.5 | |||
Payment of contract amount in domestic currency | $ 3.2 | |||
Approximate multiplier of the amount at issue for fines and penalties | 4 | |||
Court of Ouargla Foreign Currency Controls | Maximum | ||||
Commitments and Contingencies, Disclosure | ||||
Potential judgment in excess of accrual | $ 15.4 | |||
Foreign Jurisdiction | ||||
Commitments and Contingencies, Disclosure | ||||
Payments for settlement | $ 14.7 | 14.7 | ||
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 | $ 3.4 | ||
KMG Nabors Drilling Company Joint Venture [Member] | Atyrau Oblast Ecology Department | Forecast | Maximum | ||||
Commitments and Contingencies, Disclosure | ||||
Additional penalties and fines | $ 4 |
Commitments and Contingencies_2
Commitments and Contingencies - Financial Guarantees (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Summary of total maximum amount of financial guarantees issued | |
2019 | $ 62,783 |
2020 | 158,880 |
Total | $ 221,663 |
Earnings (Losses) Per Share (De
Earnings (Losses) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Net income (loss) (numerator): | ||||
Income (loss) from continuing operations, net of tax | $ (99,788) | $ (93,710) | $ (395,965) | $ (432,512) |
Less: net (income) loss attributable to noncontrolling interest | (19,297) | (6,934) | (44,202) | (10,426) |
Less: preferred stock dividends | (4,310) | (4,313) | (12,935) | (7,993) |
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (5,176) | (2,146) | (15,358) | (6,668) |
Less: distributed and undistributed earnings allocated to unvested shareholders | (114) | (432) | (347) | (1,375) |
Adjusted income (loss) from continuing operations, net of tax - basic | (128,685) | (107,535) | (468,807) | (458,974) |
Income (loss) from discontinued operations, net of tax | $ 157 | $ (13,933) | $ (34) | $ (14,592) |
Weighted-average number of shares outstanding - basic | 352,026 | 350,194 | 351,444 | 329,118 |
Earnings (losses) Per Share - Basic | ||||
Basic from continuing operations (in dollars per share) | $ (0.37) | $ (0.31) | $ (1.33) | $ (1.39) |
Basic from discontinued operations (in dollars per share) | (0.04) | (0.05) | ||
Total Basic (in dollars per share) | $ (0.37) | $ (0.35) | $ (1.33) | $ (1.44) |
DILUTED EPS: | ||||
Adjusted income (loss) from continuing operations, net of tax - basic | $ (128,685) | $ (107,535) | $ (468,807) | $ (458,974) |
Adjusted income (loss) from continuing operations, net of tax - diluted | (128,685) | (107,535) | (468,807) | (458,974) |
Income (loss) from discontinued operations, net of tax | $ 157 | $ (13,933) | $ (34) | $ (14,592) |
Weighted-average number of shares outstanding - basic | 352,026 | 350,194 | 351,444 | 329,118 |
Weighted-average number of shares outstanding - diluted | 352,026 | 350,194 | 351,444 | 329,118 |
Earnings (losses) per share: | ||||
Diluted from continuing operations (in dollars per share) | $ (0.37) | $ (0.31) | $ (1.33) | $ (1.39) |
Diluted from discontinued operations (in dollars per share) | (0.04) | (0.05) | ||
Total Diluted (in dollars per share) | $ (0.37) | $ (0.35) | $ (1.33) | $ (1.44) |
0.75% senior exchangeable notes due January 2024 | ||||
Earnings (losses) per share: | ||||
Aggregate amount of senior notes | $ 575,000 | $ 575,000 | ||
Interest rate on senior notes due (as a percent) | 0.75% | 0.75% | ||
0.75% senior exchangeable notes due January 2024 | Minimum | ||||
Earnings (losses) per share: | ||||
Share issued price (in dollars per share) | $ 25.16 | $ 25.16 |
Earnings (Losses) Per Share - E
Earnings (Losses) Per Share - Exclusions from Diluted Earnings (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded as anti-dilutive | 1,807 | 4,354 | 2,053 | 4,488 |
Mandatory Convertible Preferred Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded as anti-dilutive | 39,000 |
Impairments and Other Charges_2
Impairments and Other Charges (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($)item | |
Goodwill And Intangible Assets: | ||||
Goodwill impairments | $ 93,600 | $ 93,634 | ||
Intangible asset impairment | 5,235 | |||
Subtotal | 98,869 | $ 16,530 | ||
Other Charges: | ||||
Divestiture of International assets | 63,726 | |||
Severance and transaction related costs | 2,911 | $ 1,753 | 5,386 | 12,526 |
Tangible asset impairments | 1,541 | 3,706 | ||
Loss (gain) on early extinguishment of debt | 718 | 10,476 | 1,752 | 10,476 |
Total impairments and other charges | 3,629 | 13,770 | 106,007 | 90,434 |
Payment of long-term debt | 379,193 | 774,802 | ||
Write-off of receivable | 379 | (2,568) | ||
International Drilling | ||||
Goodwill And Intangible Assets: | ||||
Goodwill impairments | 75,600 | |||
Other Charges: | ||||
Divestiture of International assets | $ 63,700 | |||
Number of offshore drilling rigs sold | item | 3 | |||
Rig Technologies | ||||
Goodwill And Intangible Assets: | ||||
Goodwill impairments | 18,000 | |||
Senior Notes. | ||||
Other Charges: | ||||
Principal amount redeemed | $ 16,600 | $ 460,800 | $ 378,100 | $ 460,800 |
Supplemental Balance Sheet an_3
Supplemental Balance Sheet and Income Statement Information - Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Accrued liabilities | ||
Accrued compensation | $ 79,085 | $ 92,358 |
Deferred revenue and proceeds on insurance and asset sales | 100,030 | 149,266 |
Other taxes payable | 24,650 | 33,199 |
Workers' compensation liabilities | 15,214 | 16,316 |
Interest payable | 18,570 | 59,718 |
Litigation reserves | 15,547 | 24,926 |
Current liability to discontinued operations | 2,445 | |
Dividends declared and payable | 7,830 | 25,330 |
Other accrued liabilities | 18,255 | 14,354 |
Accrued liabilities | $ 279,181 | $ 417,912 |
Supplemental Balance Sheet an_4
Supplemental Balance Sheet and Income Statement Information - Investment income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Investment income (loss) | ||||
Interest and dividend income | $ 2,040 | $ 900 | $ 6,346 | $ 3,194 |
Gains (losses) on marketable securities | (3,477) | (2,242) | 2,363 | (7,235) |
Investment income (loss) | $ (1,437) | $ (1,342) | $ 8,709 | $ (4,041) |
Supplemental Balance Sheet an_5
Supplemental Balance Sheet and Income Statement Information - Other Expense (Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Other expense (income) | ||||
Losses (gains) on sales, disposals and involuntary conversions of long-lived assets | $ (1,750) | $ 4,811 | $ 8,410 | $ 10,645 |
Litigation expenses and reserves | (2,400) | 1,375 | 4,211 | 9,652 |
Foreign currency transaction losses (gains) | 8,745 | 1,607 | 18,715 | 7,851 |
Other losses (gains) | 410 | 1,344 | (738) | (3,985) |
Other, net | $ 5,005 | $ 9,137 | $ 30,598 | $ 24,163 |
Supplemental Balance Sheet an_6
Supplemental Balance Sheet and Income Statement Information - Accumulated Other Comp Inc (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | $ 2,700,850 | |||
Adoption of ASU No. 2016-01 | 0 | |||
Other comprehensive income (loss), net of tax | $ (3,077) | $ 5,458 | 12,758 | $ (18,300) |
Balance at the end of the period | 2,251,705 | 2,251,705 | ||
Accumulated Other Comprehensive Income | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (29,325) | 11,185 | ||
Other comprehensive income (loss) before reclassifications | 12,314 | (9,604) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 444 | 448 | ||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), net of tax | 12,758 | (18,300) | ||
Balance at the end of the period | (16,567) | (7,115) | (16,567) | (7,115) |
Gains (losses) on cash flow hedges | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (492) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 319 | |||
Other comprehensive income (loss), net of tax | 319 | |||
Balance at the end of the period | (173) | (173) | ||
Gains (losses) on cash flow hedges. | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (922) | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 323 | |||
Other comprehensive income (loss), net of tax | 323 | |||
Balance at the end of the period | (599) | (599) | ||
Unrealized gains (losses) on available-for-sale securities | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | 9,144 | |||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), net of tax | (9,144) | |||
Defined benefit pension plan items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (3,945) | (4,111) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 125 | 125 | ||
Other comprehensive income (loss), net of tax | 125 | 125 | ||
Balance at the end of the period | (3,820) | (3,986) | (3,820) | (3,986) |
Foreign currency items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (24,888) | 7,074 | ||
Other comprehensive income (loss) before reclassifications | 12,314 | (9,604) | ||
Other comprehensive income (loss), net of tax | 12,314 | (9,604) | ||
Balance at the end of the period | $ (12,574) | $ (2,530) | $ (12,574) | $ (2,530) |
Supplemental Balance Sheet an_7
Supplemental Balance Sheet and Income Statement Information - Reclass Accumulated Other (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Interest expense | $ 51,291 | $ 51,415 | $ 155,134 | $ 173,393 |
General and administrative expenses | 63,577 | 66,813 | 196,159 | 209,207 |
Income (loss) from continuing operations before income taxes | (75,885) | (83,221) | (330,865) | (375,200) |
Income tax expense (benefit) | 23,903 | 10,489 | 65,100 | 57,312 |
Net income (loss) | (99,631) | (107,643) | (395,999) | (447,104) |
Reclassification adjustment for (gains)/losses included in net income (loss) | ||||
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Interest expense | 142 | 143 | 424 | 425 |
General and administrative expenses | 54 | 54 | 162 | 162 |
Income (loss) from continuing operations before income taxes | (196) | (197) | (586) | (587) |
Income tax expense (benefit) | (48) | (48) | (142) | (139) |
Net income (loss) | $ (148) | $ (149) | $ (444) | $ (448) |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | ||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | $ 758,076 | $ 779,425 | $ 2,329,122 | $ 2,275,539 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 24,696 | 31,728 | 73,650 | 42,555 | ||
Earnings (losses) from unconsolidated affiliates | (5) | 1 | ||||
Investment income (loss) | (1,437) | (1,342) | 8,709 | (4,041) | ||
Interest expense | (51,291) | (51,415) | (155,134) | (173,393) | ||
Remeasurement of net monetary assets charge | 3,629 | 13,770 | 106,007 | 90,434 | ||
Other, net | (5,005) | (9,137) | (30,598) | (24,163) | ||
Income (loss) from continuing operations before income taxes | (75,885) | (83,221) | (330,865) | (375,200) | ||
ASSETS | ||||||
Total assets (1) | [1] | 7,273,497 | 7,273,497 | $ 7,853,944 | ||
U.S. Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 307,808 | 273,996 | 951,419 | 779,393 | ||
Canada Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 12,191 | 26,645 | 48,895 | 75,974 | ||
International Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 328,278 | 377,125 | 992,439 | 1,123,956 | ||
Drilling Solutions | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 62,286 | 60,923 | 192,291 | 183,430 | ||
Rig Technologies | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 63,106 | 63,641 | 207,610 | 209,631 | ||
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 | 24,696 | 31,728 | 73,650 | 42,555 | ||
Operating segment | U.S. Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 307,808 | 273,996 | 951,419 | 779,393 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 12,427 | 2,578 | 57,502 | (30,275) | ||
ASSETS | ||||||
Total assets (1) | 2,521,098 | 2,521,098 | 2,982,974 | |||
Operating segment | Canada Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 12,191 | 26,645 | 48,895 | 75,974 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | (5,701) | (1,895) | (11,297) | (7,095) | ||
ASSETS | ||||||
Total assets (1) | 215,813 | 215,813 | 252,817 | |||
Operating segment | International Drilling | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 328,278 | 377,125 | 992,439 | 1,123,956 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 2,466 | 25,680 | (10,055) | 74,702 | ||
ASSETS | ||||||
Total assets (1) | 3,084,525 | 3,084,525 | 3,320,347 | |||
Operating segment | Drilling Solutions | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 62,286 | 60,923 | 192,291 | 183,430 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | 16,145 | 9,506 | 42,793 | 25,773 | ||
ASSETS | ||||||
Total assets (1) | 222,605 | 222,605 | 281,078 | |||
Operating segment | Rig Technologies | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 63,106 | 63,641 | 207,610 | 209,631 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | (641) | (4,141) | (5,293) | (20,550) | ||
ASSETS | ||||||
Total assets (1) | 411,831 | 411,831 | 401,044 | |||
Other reconciling items (3) | ||||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | ||||||
Operating revenues | 15,593 | 22,905 | 63,532 | 96,845 | ||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||||
Adjusted income (loss) derived from operating activities | (39,219) | $ (39,285) | (121,480) | $ (125,725) | ||
ASSETS | ||||||
Total assets (1) | $ 817,625 | $ 817,625 | $ 615,684 | |||
[1] | The condensed consolidated balance sheet as of September 30, 2019 and December 31, 2018 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | $ 758,076 | $ 779,425 | $ 2,329,122 | $ 2,275,539 |
U.S. Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 307,808 | 273,996 | 951,419 | 779,393 |
Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 12,191 | 26,645 | 48,895 | 75,974 |
International Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 328,278 | 377,125 | 992,439 | 1,123,956 |
Drilling Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 62,286 | 60,923 | 192,291 | 183,430 |
Rig Technologies | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 63,106 | 63,641 | 207,610 | 209,631 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | (15,593) | (22,905) | (63,532) | (96,845) |
Operating segment | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 338,519 | 319,687 | 1,061,777 | 937,527 |
Operating segment | Offshore Gulf Of Mexico [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 40,300 | 35,287 | 127,517 | 94,452 |
Operating segment | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 15,294 | 11,576 | 54,234 | 41,724 |
Operating segment | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 14,443 | 31,209 | 57,250 | 97,867 |
Operating segment | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 222,743 | 243,934 | 639,581 | 746,743 |
Operating segment | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 90,571 | 99,051 | 279,767 | 281,967 |
Operating segment | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 51,799 | 61,586 | 172,528 | 172,104 |
Operating segment | U.S. Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 307,808 | 273,996 | 951,419 | 779,393 |
Operating segment | U.S. Drilling | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 256,978 | 231,935 | 784,638 | 655,916 |
Operating segment | U.S. Drilling | Offshore Gulf Of Mexico [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 37,365 | 31,942 | 117,572 | 84,997 |
Operating segment | U.S. Drilling | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 13,465 | 10,119 | 49,209 | 38,480 |
Operating segment | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 12,191 | 26,645 | 48,895 | 75,974 |
Operating segment | Canada Drilling | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 12,191 | 26,645 | 48,895 | 75,974 |
Operating segment | International Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 328,278 | 377,125 | 992,439 | 1,123,956 |
Operating segment | International Drilling | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 197,095 | 226,926 | 570,142 | 701,292 |
Operating segment | International Drilling | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 85,558 | 94,048 | 266,715 | 265,738 |
Operating segment | International Drilling | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 45,625 | 56,151 | 155,582 | 156,926 |
Operating segment | Drilling Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 62,286 | 60,923 | 192,291 | 183,430 |
Operating segment | Drilling Solutions | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 41,459 | 42,045 | 132,156 | 127,733 |
Operating segment | Drilling Solutions | Offshore Gulf Of Mexico [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 2,935 | 3,345 | 9,945 | 9,455 |
Operating segment | Drilling Solutions | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 1,488 | 1,248 | 4,137 | 2,691 |
Operating segment | Drilling Solutions | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 358 | 1,081 | 1,413 | 4,797 |
Operating segment | Drilling Solutions | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 11,167 | 9,126 | 31,095 | 25,859 |
Operating segment | Drilling Solutions | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 4,545 | 3,399 | 11,202 | 11,048 |
Operating segment | Drilling Solutions | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 334 | 679 | 2,343 | 1,847 |
Operating segment | Rig Technologies | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 63,106 | 63,641 | 207,610 | 209,631 |
Operating segment | Rig Technologies | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 40,082 | 45,707 | 144,983 | 153,878 |
Operating segment | Rig Technologies | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 341 | 209 | 888 | 553 |
Operating segment | Rig Technologies | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 1,894 | 3,483 | 6,942 | 17,096 |
Operating segment | Rig Technologies | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 14,481 | 7,882 | 38,344 | 19,592 |
Operating segment | Rig Technologies | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 468 | 1,604 | 1,850 | 5,181 |
Operating segment | Rig Technologies | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 5,840 | 4,756 | 14,603 | 13,331 |
Other reconciling items (1) | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | (15,593) | (22,905) | (63,532) | (96,845) |
Other reconciling items (1) | Other | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | (15,593) | (22,905) | (63,532) | (96,845) |
Other reconciling items (3) | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | $ 15,593 | $ 22,905 | $ 63,532 | $ 96,845 |
Revenue Recognition - Changes i
Revenue Recognition - Changes in Contract Assets and Contract Liabilities (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Accounts receivables current | ||
Contract Receivables | $ 647.2 | $ 791.2 |
Contract with customer assets current | ||
Contract Assets (Current) | 38.1 | 55.8 |
Contract with customer non-current asset | ||
Contract Assets (Long-term) | 32.3 | 32.3 |
Contract with customer liability current | ||
Contract Liabilities (Current) | 72 | 116.7 |
Contract with customer liability non-current | ||
Contract Liabilities (Long-term) | $ 67.6 | $ 69.7 |
Contract Asset Balance | ||
2019 | 60.00% | |
Contract percentage recognized | 50.00% | |
2020 | 17.00% | |
2021 or thereafter | 23.00% |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) | 9 Months Ended |
Sep. 30, 2019 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 13.00% |
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 |
Revenue, Remaining performance obligation, recognized timing of satisfaction period | 9 months |
Percentage of remaining performance obligation expected to be recognized in period | 64.00% |
Percentage of remaining performance obligation recognized | 55.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
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 | 23.00% |
Leases (Details)
Leases (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Lease Practical Expedient Transition Approach | true |
Lease, Practical Expedients, Package [true false] | true |
Lease Practical Expedient Lease Capitalization | true |
Lease Practical Expedient Separate Lease Non Lease Components | false |
Lease Practical Expedient Land Easement | true |
Right of use assets | $ 37,457 |
Lease payable obligation | 37,457 |
Adjustment to retained earnings | 0 |
Adjustment | Accounting Standards Update 2016-02 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Right of use assets | 42,800 |
Lease payable obligation | $ 42,800 |
Leases - Position Costs (Detail
Leases - Position Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Assets [Abstract] | |||
Right of use assets | $ 37,457 | $ 37,457 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherCurrentAssets | us-gaap:OtherCurrentAssets | |
Lease Assets | $ 37,457 | $ 37,457 | |
Liabilities, Current [Abstract] | |||
Operating lease liability, current | $ 13,570 | $ 13,570 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | nbr:CurrentLeaseLiabilities | nbr:CurrentLeaseLiabilities | |
Liabilities, Noncurrent [Abstract] | |||
Operating lease liability, noncurrent | $ 23,887 | $ 23,887 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent | |
Lease, Cost [Abstract] | |||
Operating lease cost | $ 4,007 | $ 11,657 | |
Short-term lease cost | 741 | 1,893 | |
Variable lease cost | 217 | 464 | |
Total lease cost | 4,965 | 14,014 | |
Other Information [Abstract] | |||
Operating cash flows for operating leases | 11,657 | ||
Operating leases | $ 4,661 | $ 4,661 | |
Lease Terms And Discount Rates [Abstract] | |||
Weighted-average remaining lease term - operating leases | 5 years 3 months 21 days | 5 years 3 months 21 days | |
Weighted-average discount rate - operating leases | 5.61% | 5.61% | |
Undiscounted Cash Flows [Abstract] | |||
2019 | $ 4,275 | $ 4,275 | |
2020 | 14,014 | 14,014 | |
2021 | 8,639 | 8,639 | |
2022 | 5,435 | 5,435 | |
2023 | 3,208 | 3,208 | |
Thereafter | 8,004 | 8,004 | |
Total undiscounted lease liability | 43,575 | 43,575 | |
Less: amount of lease payments representing interest | (6,118) | (6,118) | |
Lease liability | 37,457 | 37,457 | |
Operating Lease, Liability, Current | 13,570 | 13,570 | |
Operating lease liability, noncurrent | 23,887 | 23,887 | |
Minimum rental commitments under non cancellable operating leases | |||
2019 | $ 10,701 | ||
2020 | 7,104 | ||
2021 | 3,774 | ||
2022 | 2,356 | ||
2023 | 1,538 | ||
Thereafter | 7,482 | ||
Total | $ 32,955 | ||
Adjustment | Accounting Standards Update 2016-02 | |||
Assets [Abstract] | |||
Right of use assets | 42,800 | 42,800 | |
Undiscounted Cash Flows [Abstract] | |||
Lease liability | $ 42,800 | $ 42,800 |
Leases - Additional Leases (Det
Leases - Additional Leases (Details) $ in Millions | Sep. 30, 2019USD ($) |
Leases | |
Amount of leases that have not yet commenced | $ 12.9 |
Term of operating lease | 12 years |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Information - Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | |
Current assets: | |||||||
Cash and cash equivalents | $ 396,937 | $ 447,766 | $ 347,525 | $ 336,997 | |||
Short-term investments | 22,000 | 34,036 | |||||
Accounts receivable, net | 613,527 | 756,320 | |||||
Inventory, net | 186,124 | 165,587 | |||||
Assets held for sale | 8,037 | 12,250 | |||||
Other current assets | 153,723 | 177,604 | |||||
Total current assets | 1,380,348 | 1,593,563 | |||||
Property, plant and equipment, net | 5,152,236 | 5,467,870 | |||||
Goodwill | 90,543 | 183,914 | |||||
Deferred income taxes | 353,181 | 345,091 | |||||
Other long-term assets | 297,189 | 263,506 | |||||
Total assets (1) | [1] | 7,273,497 | 7,853,944 | ||||
Current liabilities: | |||||||
Current portion of debt | 1,058 | 561 | |||||
Trade accounts payable | 364,658 | 392,843 | |||||
Accrued liabilities | 279,181 | 417,912 | |||||
Income taxes payable | 23,837 | 20,761 | |||||
Current lease liabilities | 13,570 | ||||||
Total current liabilities | 682,304 | 832,077 | |||||
Long-term debt | 3,516,592 | 3,585,884 | |||||
Other long-term liabilities | 284,388 | 274,485 | |||||
Deferred income taxes | 29,109 | 6,311 | |||||
Total liabilities (1) | [1] | 4,512,393 | 4,698,757 | ||||
Redeemable noncontrolling interest in subsidiary | 420,217 | 404,861 | |||||
Shareholders' equity | 2,251,705 | 2,700,850 | |||||
Noncontrolling interest | 89,182 | 49,476 | |||||
Total equity | 2,340,887 | $ 2,455,141 | 2,750,326 | $ 2,963,828 | $ 3,088,648 | $ 2,938,773 | |
Total liabilities and equity | 7,273,497 | 7,853,944 | |||||
Consolidating Adjustments | |||||||
Current assets: | |||||||
Intercompany receivables | (97,360) | (316,686) | |||||
Investment in consolidated affiliates | (12,224,472) | (12,232,982) | |||||
Deferred income taxes | (423,318) | (388,089) | |||||
Other long-term assets | (7,325) | (14,325) | |||||
Total assets (1) | (12,752,475) | (12,952,082) | |||||
Current liabilities: | |||||||
Long-term debt | (7,325) | (14,325) | |||||
Deferred income taxes | (423,318) | (388,089) | |||||
Intercompany payable | (97,360) | (316,686) | |||||
Total liabilities (1) | (528,003) | (719,100) | |||||
Shareholders' equity | (12,224,472) | (12,232,982) | |||||
Total equity | (12,224,472) | (12,232,982) | |||||
Total liabilities and equity | (12,752,475) | (12,952,082) | |||||
Parent Company | Reportable Legal Entities | |||||||
Current assets: | |||||||
Cash and cash equivalents | 349 | 474 | |||||
Other current assets | 172 | 50 | |||||
Total current assets | 521 | 524 | |||||
Intercompany receivables | 94,749 | 95,946 | |||||
Investment in consolidated affiliates | 2,167,547 | 2,658,827 | |||||
Total assets (1) | 2,262,817 | 2,755,297 | |||||
Current liabilities: | |||||||
Trade accounts payable | 190 | 132 | |||||
Accrued liabilities | 8,374 | 28,815 | |||||
Total current liabilities | 8,564 | 28,947 | |||||
Intercompany payable | 2,548 | 25,500 | |||||
Total liabilities (1) | 11,112 | 54,447 | |||||
Shareholders' equity | 2,251,705 | 2,700,850 | |||||
Total equity | 2,251,705 | 2,700,850 | |||||
Total liabilities and equity | 2,262,817 | 2,755,297 | |||||
Guarantor Subsidiaries | Reportable Legal Entities | |||||||
Current assets: | |||||||
Cash and cash equivalents | 39 | 42 | |||||
Other current assets | 433 | ||||||
Total current assets | 39 | 475 | |||||
Intercompany receivables | 218,129 | ||||||
Investment in consolidated affiliates | 5,787,607 | 5,494,886 | |||||
Deferred income taxes | 423,318 | 388,089 | |||||
Other long-term assets | 132 | 142 | |||||
Total assets (1) | 6,211,096 | 6,101,721 | |||||
Current liabilities: | |||||||
Trade accounts payable | 244 | 14 | |||||
Accrued liabilities | 18,558 | 62,830 | |||||
Total current liabilities | 18,802 | 62,844 | |||||
Long-term debt | 3,523,917 | 3,600,209 | |||||
Other long-term liabilities | 29,331 | 29,331 | |||||
Intercompany payable | 46,109 | ||||||
Total liabilities (1) | 3,618,159 | 3,692,384 | |||||
Shareholders' equity | 2,592,937 | 2,409,337 | |||||
Total equity | 2,592,937 | 2,409,337 | |||||
Total liabilities and equity | 6,211,096 | 6,101,721 | |||||
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | |||||||
Current assets: | |||||||
Cash and cash equivalents | 396,549 | 447,250 | |||||
Short-term investments | 22,000 | 34,036 | |||||
Accounts receivable, net | 613,527 | 756,320 | |||||
Inventory, net | 186,124 | 165,587 | |||||
Assets held for sale | 8,037 | 12,250 | |||||
Other current assets | 153,551 | 177,121 | |||||
Total current assets | 1,379,788 | 1,592,564 | |||||
Property, plant and equipment, net | 5,152,236 | 5,467,870 | |||||
Goodwill | 90,543 | 183,914 | |||||
Intercompany receivables | 2,611 | 2,611 | |||||
Investment in consolidated affiliates | 4,269,318 | 4,079,269 | |||||
Deferred income taxes | 353,181 | 345,091 | |||||
Other long-term assets | 304,382 | 277,689 | |||||
Total assets (1) | 11,552,059 | 11,949,008 | |||||
Current liabilities: | |||||||
Current portion of debt | 1,058 | 561 | |||||
Trade accounts payable | 364,224 | 392,697 | |||||
Accrued liabilities | 252,249 | 326,267 | |||||
Income taxes payable | 23,837 | 20,761 | |||||
Current lease liabilities | 13,570 | ||||||
Total current liabilities | 654,938 | 740,286 | |||||
Other long-term liabilities | 255,057 | 245,154 | |||||
Deferred income taxes | 452,427 | 394,400 | |||||
Intercompany payable | 48,703 | 291,186 | |||||
Total liabilities (1) | 1,411,125 | 1,671,026 | |||||
Redeemable noncontrolling interest in subsidiary | 420,217 | 404,861 | |||||
Shareholders' equity | 9,631,535 | 9,823,645 | |||||
Noncontrolling interest | 89,182 | 49,476 | |||||
Total equity | 9,720,717 | 9,873,121 | |||||
Total liabilities and equity | $ 11,552,059 | $ 11,949,008 | |||||
Purchasers | |||||||
Condensed Consolidating Financial Information | |||||||
Ownership percentage | 100.00% | ||||||
[1] | The condensed consolidated balance sheet as of September 30, 2019 and December 31, 2018 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Information - Statements of Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues and other income: | ||||
Operating revenues | $ 758,076 | $ 779,425 | $ 2,329,122 | $ 2,275,539 |
Earnings (losses) from unconsolidated affiliates | (5) | 1 | ||
Investment income (loss) | (1,437) | (1,342) | 8,709 | (4,041) |
Total revenues and other income | 756,639 | 778,083 | 2,337,826 | 2,271,499 |
Costs and other deductions: | ||||
Direct costs | 475,461 | 497,194 | 1,493,082 | 1,466,572 |
General and administrative expenses | 63,577 | 66,813 | 196,159 | 209,207 |
Research and engineering | 12,004 | 14,458 | 37,444 | 42,703 |
Depreciation and amortization | 221,557 | 208,517 | 650,267 | 640,227 |
Interest expense, net | 51,291 | 51,415 | 155,134 | 173,393 |
Impairments and other charges | 3,629 | 13,770 | 106,007 | 90,434 |
Other, net | 5,005 | 9,137 | 30,598 | 24,163 |
Total costs and other deductions | 832,524 | 861,304 | 2,668,691 | 2,646,699 |
Income (loss) from continuing operations before income taxes | (75,885) | (83,221) | (330,865) | (375,200) |
Income tax expense (benefit) | 23,903 | 10,489 | 65,100 | 57,312 |
Income (loss) from continuing operations, net of tax | (99,788) | (93,710) | (395,965) | (432,512) |
Income (loss) from discontinued operations, net of tax | 157 | (13,933) | (34) | (14,592) |
Net income (loss) | (99,631) | (107,643) | (395,999) | (447,104) |
Less: Net (income) loss attributable to noncontrolling interest | (19,297) | (6,934) | (44,202) | (10,426) |
Net income (loss) attributable to Nabors | (118,928) | (114,577) | (440,201) | (457,530) |
Less: preferred stock dividends | (4,310) | (4,313) | (12,935) | (7,993) |
Net income (loss) attributable to Nabors common shareholders | (123,238) | (118,890) | (453,136) | (465,523) |
Consolidating Adjustments | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | (34,938) | 3,163 | (34,266) | 271,002 |
Investment income (loss) | (528) | (3,168) | (1,584) | (9,317) |
Total revenues and other income | (35,466) | (5) | (35,850) | 261,685 |
Costs and other deductions: | ||||
General and administrative expenses | (350) | 10 | (874) | (498) |
Other, net | 350 | (10) | 874 | 498 |
Income (loss) from continuing operations before income taxes | (35,466) | (5) | (35,850) | 261,685 |
Income (loss) from continuing operations, net of tax | (35,466) | (5) | (35,850) | 261,685 |
Net income (loss) | (35,466) | (5) | (35,850) | 261,685 |
Net income (loss) attributable to Nabors | (35,466) | (5) | (35,850) | 261,685 |
Net income (loss) attributable to Nabors common shareholders | (35,466) | (5) | (35,850) | 261,685 |
Parent Company | Reportable Legal Entities | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | (116,696) | (112,066) | (432,995) | (448,485) |
Investment income (loss) | 2 | |||
Total revenues and other income | (116,696) | (112,066) | (432,995) | (448,483) |
Costs and other deductions: | ||||
General and administrative expenses | 1,894 | 2,294 | 6,292 | 7,531 |
Other, net | 300 | 206 | 816 | 1,405 |
Intercompany interest expense, net | 38 | 11 | 98 | 111 |
Total costs and other deductions | 2,232 | 2,511 | 7,206 | 9,047 |
Income (loss) from continuing operations before income taxes | (118,928) | (114,577) | (440,201) | (457,530) |
Income (loss) from continuing operations, net of tax | (118,928) | (114,577) | (440,201) | (457,530) |
Net income (loss) | (118,928) | (114,577) | (440,201) | (457,530) |
Net income (loss) attributable to Nabors | (118,928) | (114,577) | (440,201) | (457,530) |
Less: preferred stock dividends | (4,310) | (4,313) | (12,935) | (7,993) |
Net income (loss) attributable to Nabors common shareholders | (123,238) | (118,890) | (453,136) | (465,523) |
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Revenues and other income: | ||||
Earnings (losses) from consolidated affiliates | 96,069 | 78,395 | 292,602 | 161,420 |
Total revenues and other income | 96,069 | 78,395 | 292,602 | 161,420 |
Costs and other deductions: | ||||
Direct costs | 3 | 3 | ||
General and administrative expenses | 163 | 94 | 577 | 493 |
Depreciation and amortization | 31 | 31 | 94 | 93 |
Interest expense, net | 51,691 | 51,590 | 156,515 | 177,713 |
Impairments and other charges | 10,476 | 10,476 | ||
Other, net | 714 | (4,017) | ||
Total costs and other deductions | 52,602 | 62,191 | 153,172 | 188,775 |
Income (loss) from continuing operations before income taxes | 43,467 | 16,204 | 139,430 | (27,355) |
Income tax expense (benefit) | (12,098) | (14,304) | (35,229) | (43,418) |
Income (loss) from continuing operations, net of tax | 55,565 | 30,508 | 174,659 | 16,063 |
Net income (loss) | 55,565 | 30,508 | 174,659 | 16,063 |
Net income (loss) attributable to Nabors | 55,565 | 30,508 | 174,659 | 16,063 |
Net income (loss) attributable to Nabors common shareholders | 55,565 | 30,508 | 174,659 | 16,063 |
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||||
Revenues and other income: | ||||
Operating revenues | 758,076 | 779,425 | 2,329,122 | 2,275,539 |
Earnings (losses) from unconsolidated affiliates | (5) | 1 | ||
Earnings (losses) from consolidated affiliates | 55,565 | 30,508 | 174,659 | 16,063 |
Investment income (loss) | (909) | 1,826 | 10,293 | 5,274 |
Total revenues and other income | 812,732 | 811,759 | 2,514,069 | 2,296,877 |
Costs and other deductions: | ||||
Direct costs | 475,458 | 497,194 | 1,493,079 | 1,466,572 |
General and administrative expenses | 61,870 | 64,415 | 190,164 | 201,681 |
Research and engineering | 12,004 | 14,458 | 37,444 | 42,703 |
Depreciation and amortization | 221,526 | 208,486 | 650,173 | 640,134 |
Interest expense, net | (400) | (175) | (1,381) | (4,320) |
Impairments and other charges | 3,629 | 3,294 | 106,007 | 79,958 |
Other, net | 3,641 | 8,941 | 32,925 | 22,260 |
Intercompany interest expense, net | (38) | (11) | (98) | (111) |
Total costs and other deductions | 777,690 | 796,602 | 2,508,313 | 2,448,877 |
Income (loss) from continuing operations before income taxes | 35,042 | 15,157 | 5,756 | (152,000) |
Income tax expense (benefit) | 36,001 | 24,793 | 100,329 | 100,730 |
Income (loss) from continuing operations, net of tax | (959) | (9,636) | (94,573) | (252,730) |
Income (loss) from discontinued operations, net of tax | 157 | (13,933) | (34) | (14,592) |
Net income (loss) | (802) | (23,569) | (94,607) | (267,322) |
Less: Net (income) loss attributable to noncontrolling interest | (19,297) | (6,934) | (44,202) | (10,426) |
Net income (loss) attributable to Nabors | (20,099) | (30,503) | (138,809) | (277,748) |
Net income (loss) attributable to Nabors common shareholders | $ (20,099) | $ (30,503) | $ (138,809) | $ (277,748) |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Information - Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | $ (118,928) | $ (114,577) | $ (440,201) | $ (457,530) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (3,225) | 5,309 | 12,314 | (9,604) |
Pension liability amortization and adjustment | 54 | 54 | 162 | 162 |
Unrealized gains (losses) and amortization on cash flow hedges | 142 | 143 | 424 | 425 |
Unrealized gains (losses) and amortization on cash flow hedges. | 142 | 424 | ||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | (3,029) | 5,506 | 12,900 | (18,161) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 48 | 142 | 139 |
Other comprehensive income (loss), net of tax | (3,077) | 5,458 | 12,758 | (18,300) |
Comprehensive income (loss) attributable to Nabors | (122,005) | (109,119) | (427,443) | (475,830) |
Net income (loss) attributable to noncontrolling interest | 19,297 | 6,934 | 44,202 | 10,426 |
Translation adjustment attributable to noncontrolling interest | (4) | 58 | 55 | (101) |
Comprehensive income (loss) attributable to noncontrolling interest | 19,293 | 6,992 | 44,257 | 10,325 |
Comprehensive income (loss) | (102,712) | (102,127) | (383,186) | (465,505) |
Consolidating Adjustments | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (35,466) | (5) | (35,850) | 261,685 |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 3,225 | (5,309) | (12,315) | 9,604 |
Pension liability amortization and adjustment | (162) | (162) | (486) | (486) |
Unrealized gains (losses) and amortization on cash flow hedges | (286) | (850) | ||
Unrealized gains (losses) and amortization on cash flow hedges. | (284) | (848) | ||
Adoption of ASU No. 2016-01 | 9,144 | |||
Other comprehensive income (loss), before tax | 2,779 | (5,757) | (13,649) | 17,412 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | (144) | (144) | (426) | (417) |
Other comprehensive income (loss), net of tax | 2,923 | (5,613) | (13,223) | 17,829 |
Comprehensive income (loss) attributable to Nabors | (32,543) | (5,618) | (49,073) | 279,514 |
Comprehensive income (loss) | (32,543) | (5,618) | (49,073) | 279,514 |
Parent Company | Reportable Legal Entities | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (118,928) | (114,577) | (440,201) | (457,530) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (3,225) | 5,309 | 12,314 | (9,604) |
Pension liability amortization and adjustment | 54 | 54 | 162 | 162 |
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 425 | ||
Unrealized gains (losses) and amortization on cash flow hedges. | 142 | 424 | ||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | (3,029) | 5,506 | 12,900 | (18,161) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 48 | 142 | 139 |
Other comprehensive income (loss), net of tax | (3,077) | 5,458 | 12,758 | (18,300) |
Comprehensive income (loss) attributable to Nabors | (122,005) | (109,119) | (427,443) | (475,830) |
Comprehensive income (loss) | (122,005) | (109,119) | (427,443) | (475,830) |
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | 55,565 | 30,508 | 174,659 | 16,063 |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 1 | |||
Pension liability amortization and adjustment | 54 | 54 | 162 | 162 |
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 425 | ||
Unrealized gains (losses) and amortization on cash flow hedges. | 142 | 424 | ||
Other comprehensive income (loss), before tax | 196 | 197 | 587 | 587 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 48 | 48 | 142 | 139 |
Other comprehensive income (loss), net of tax | 148 | 149 | 445 | 448 |
Comprehensive income (loss) attributable to Nabors | 55,713 | 30,657 | 175,104 | 16,511 |
Comprehensive income (loss) | 55,713 | 30,657 | 175,104 | 16,511 |
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||||
Condensed Consolidating Statements of Comprehensive Income (Loss) | ||||
Net income (loss) attributable to Nabors | (20,099) | (30,503) | (138,809) | (277,748) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (3,225) | 5,309 | 12,314 | (9,604) |
Pension liability amortization and adjustment | 108 | 108 | 324 | 324 |
Unrealized gains (losses) and amortization on cash flow hedges | 143 | 425 | ||
Unrealized gains (losses) and amortization on cash flow hedges. | 142 | 424 | ||
Adoption of ASU No. 2016-01 | (9,144) | |||
Other comprehensive income (loss), before tax | (2,975) | 5,560 | 13,062 | (17,999) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 96 | 96 | 284 | 278 |
Other comprehensive income (loss), net of tax | (3,071) | 5,464 | 12,778 | (18,277) |
Comprehensive income (loss) attributable to Nabors | (23,170) | (25,039) | (126,031) | (296,025) |
Net income (loss) attributable to noncontrolling interest | 19,297 | 6,934 | 44,202 | 10,426 |
Translation adjustment attributable to noncontrolling interest | (4) | 58 | 55 | (101) |
Comprehensive income (loss) attributable to noncontrolling interest | 19,293 | 6,992 | 44,257 | 10,325 |
Comprehensive income (loss) | $ (3,877) | $ (18,047) | $ (81,774) | $ (285,700) |
Condensed Consolidating Finan_6
Condensed Consolidating Financial Information - Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Condensed Consolidating Statements Of Cash Flows | ||
Net cash provided by (used for) operating activities | $ 430,828 | $ 76,919 |
Cash flows from investing activities: | ||
Purchases of investments | (5,008) | (676) |
Sales and maturities of investments | 14,466 | 2,962 |
Cash paid for acquisitions of businesses, net of cash acquired | (2,929) | |
Capital expenditures | (366,594) | (338,968) |
Proceeds from sales of assets and insurance claims | 26,365 | 86,666 |
Net cash (used for) provided by investing activities | (333,700) | (250,016) |
Cash flows from financing activities: | ||
Increase (decrease) in cash overdrafts | (130) | (261) |
Debt issuance costs | (48) | (13,262) |
Proceeds from (payments for) issuance of common shares | 301,835 | |
Reduction of long-term debt | (379,193) | (774,802) |
Proceeds from (payments for) commercial paper, net | (40,000) | |
Proceeds from revolving credit facilities | 975,000 | 905,000 |
Reduction in revolving credit facilities | (690,000) | (1,200,000) |
Dividends to common and preferred shareholders | (41,643) | (61,341) |
Proceeds from (payments for) short-term borrowings | 497 | 252 |
Proceeds from issuance of preferred stock, net of issuance costs | 278,358 | |
Repurchase of preferred shares | 79 | |
Proceeds from issuance of long-term debt | 800,000 | |
Distributions to noncontrolling interest | (4,552) | (4,676) |
Other changes | (1,611) | (3,722) |
Net cash (used for) provided by financing activities | (141,759) | 187,381 |
Effect of exchange rate changes on cash and cash equivalents | (4,421) | (5,320) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (49,052) | 8,964 |
Cash and cash equivalents and restricted cash, beginning of period | 451,080 | 342,029 |
Cash and cash equivalents and restricted cash, end of period | 402,028 | 350,993 |
Consolidating Adjustments | ||
Condensed Consolidating Statements Of Cash Flows | ||
Net cash provided by (used for) operating activities | (60,924) | (40,017) |
Cash flows from investing activities: | ||
Cash paid for investments in consolidated affiliates | 8,500 | 786,500 |
Net cash (used for) provided by investing activities | 8,500 | 786,500 |
Cash flows from financing activities: | ||
Dividends to common and preferred shareholders | 4,224 | 9,317 |
Proceeds from parent contributions | (8,500) | (786,500) |
Distribution from subsidiary to parent | 56,700 | 30,700 |
Net cash (used for) provided by financing activities | 52,424 | (746,483) |
Parent Company | Reportable Legal Entities | ||
Condensed Consolidating Statements Of Cash Flows | ||
Net cash provided by (used for) operating activities | 69,861 | 82,365 |
Cash flows from investing activities: | ||
Cash paid for investments in consolidated affiliates | (587,500) | |
Net cash (used for) provided by investing activities | (587,500) | |
Cash flows from financing activities: | ||
Proceeds from (payments for) issuance of common shares | 6 | 301,835 |
Proceeds from issuance of intercompany debt | 4,700 | 20,000 |
Dividends to common and preferred shareholders | (45,297) | (70,658) |
Proceeds from issuance of preferred stock, net of issuance costs | 278,358 | |
Repurchase of preferred shares | 79 | |
Paydown of intercompany debt | (27,700) | (21,000) |
Other changes | (1,616) | (3,722) |
Net cash (used for) provided by financing activities | (69,986) | 504,813 |
Net increase (decrease) in cash, cash equivalents and restricted cash | (125) | (322) |
Cash and cash equivalents and restricted cash, beginning of period | 474 | 1,091 |
Cash and cash equivalents and restricted cash, end of period | 349 | 769 |
Guarantor Subsidiaries | Reportable Legal Entities | ||
Condensed Consolidating Statements Of Cash Flows | ||
Net cash provided by (used for) operating activities | (171,500) | (203,493) |
Cash flows from investing activities: | ||
Change in intercompany balances | 264,238 | 327,555 |
Net cash (used for) provided by investing activities | 264,238 | 327,555 |
Cash flows from financing activities: | ||
Debt issuance costs | (48) | (13,262) |
Reduction of long-term debt | (379,193) | (774,802) |
Proceeds from (payments for) commercial paper, net | (40,000) | |
Proceeds from revolving credit facilities | 975,000 | 905,000 |
Reduction in revolving credit facilities | (690,000) | (1,200,000) |
Proceeds from issuance of long-term debt | 800,000 | |
Paydown of intercompany debt | (7,194) | |
Proceeds from parent contributions | 8,500 | 199,000 |
Net cash (used for) provided by financing activities | (92,935) | (124,064) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (197) | (2) |
Cash and cash equivalents and restricted cash, beginning of period | 42 | 44 |
Cash and cash equivalents and restricted cash, end of period | (155) | 42 |
Other Subsidiaries (Non-Guarantors) | Reportable Legal Entities | ||
Condensed Consolidating Statements Of Cash Flows | ||
Net cash provided by (used for) operating activities | 593,391 | 238,064 |
Cash flows from investing activities: | ||
Purchases of investments | (5,008) | (676) |
Sales and maturities of investments | 14,466 | 2,962 |
Cash paid for acquisitions of businesses, net of cash acquired | (2,929) | |
Cash paid for investments in consolidated affiliates | (8,500) | (199,000) |
Capital expenditures | (366,594) | (338,968) |
Proceeds from sales of assets and insurance claims | 26,365 | 86,666 |
Change in intercompany balances | (264,238) | (327,555) |
Net cash (used for) provided by investing activities | (606,438) | (776,571) |
Cash flows from financing activities: | ||
Increase (decrease) in cash overdrafts | (130) | (261) |
Proceeds from (payments for) issuance of common shares | (6) | |
Proceeds from issuance of intercompany debt | (4,700) | (20,000) |
Dividends to common and preferred shareholders | (570) | |
Proceeds from (payments for) short-term borrowings | 497 | 252 |
Paydown of intercompany debt | 34,894 | 21,000 |
Distributions to noncontrolling interest | (4,552) | (4,676) |
Proceeds from parent contributions | 587,500 | |
Distribution from subsidiary to parent | (56,700) | (30,700) |
Other changes | 5 | |
Net cash (used for) provided by financing activities | (31,262) | 553,115 |
Effect of exchange rate changes on cash and cash equivalents | (4,421) | (5,320) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (48,730) | 9,288 |
Cash and cash equivalents and restricted cash, beginning of period | 450,564 | 340,894 |
Cash and cash equivalents and restricted cash, end of period | $ 401,834 | $ 350,182 |