Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Oct. 31, 2020 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2020 | |
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 | 7,294,015 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001163739 | |
Amendment Flag | false | |
Mandatory Convertible Preferred Shares | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Preferred shares, 6.00% Mandatory Convertible Preferred Shares, Series A | |
Trading Symbol | NBR.PRA | |
Security Exchange Name | NYSE | |
Common Stock | ||
Document Information [Line Items] | ||
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, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 504,985 | $ 435,990 |
Short-term investments | 8,840 | 16,506 |
Accounts receivable, net | 347,212 | 453,042 |
Inventory, net | 164,029 | 176,341 |
Assets held for sale | 562 | 2,530 |
Other current assets | 137,384 | 164,257 |
Total current assets | 1,163,012 | 1,248,666 |
Property, plant and equipment, net | 4,225,034 | 4,930,549 |
Goodwill | 28,380 | |
Deferred income taxes | 277,897 | 305,844 |
Other long-term assets | 151,365 | 247,219 |
Total assets | 5,817,308 | 6,760,658 |
Current liabilities: | ||
Trade accounts payable | 216,495 | 295,159 |
Accrued liabilities | 247,181 | 333,282 |
Income taxes payable | 12,872 | 14,628 |
Current lease liabilities | 9,470 | 13,479 |
Total current liabilities | 486,018 | 656,548 |
Long-term debt | 3,290,303 | 3,333,220 |
Other long-term liabilities | 239,684 | 292,184 |
Deferred income taxes | 3,053 | 3,149 |
Total liabilities | 4,019,058 | 4,285,101 |
Commitments and contingencies (Note 8) | ||
Redeemable noncontrolling interest in subsidiary (Note 3) | 438,486 | 425,392 |
Shareholders' equity: | ||
Preferred shares, par value $0.001 per share: Series A 6% Cumulative Mandatory Convertible; $50 per share liquidation preference; outstanding 4,870 and 5,613, respectively | 5 | 6 |
Common shares, par value $0.05 per share: Authorized common shares 32,000; issued 8,385 and 8,324, respectively | 419 | 416 |
Capital in excess of par value | 3,419,467 | 3,412,972 |
Accumulated other comprehensive income (loss) | (18,630) | (11,788) |
Retained earnings (accumulated deficit) | (829,862) | (104,775) |
Less: treasury shares, at cost, 1,090 and 1,056 common shares, respectively | (1,315,751) | (1,314,020) |
Total shareholders' equity | 1,255,648 | 1,982,811 |
Noncontrolling interest | 104,116 | 67,354 |
Total equity | 1,359,764 | 2,050,165 |
Total liabilities and equity | $ 5,817,308 | $ 6,760,658 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, rate (as a percent) | 6.00% | 6.00% |
Preferred stock, liquidation preference (in dollars per share) | $ 50 | $ 50 |
Preferred stock, shares outstanding | 4,870,000 | 5,613,000 |
Common shares, par value (in dollars per share) | $ 0.05 | $ 0.05 |
Common shares, shares authorized | 32,000,000 | 32,000,000 |
Common shares, shares issued | 8,385,000 | 8,324,000 |
Treasury shares, at cost | 1,090,000 | 1,056,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues and other income: | ||||
Operating revenues | $ 438,352 | $ 758,076 | $ 1,690,647 | $ 2,329,122 |
Earnings (losses) from unconsolidated affiliates | (5) | |||
Investment income (loss) | (742) | (1,437) | (1,904) | 8,709 |
Total revenues and other income | 437,610 | 756,639 | 1,688,743 | 2,337,826 |
Costs and other deductions: | ||||
Direct costs | 270,397 | 475,461 | 1,058,794 | 1,493,082 |
General and administrative expenses | 46,168 | 63,577 | 149,796 | 196,159 |
Research and engineering | 7,565 | 12,004 | 26,279 | 37,444 |
Depreciation and amortization | 206,862 | 221,557 | 645,045 | 650,267 |
Interest expense | 52,403 | 51,291 | 158,331 | 155,134 |
Impairments and other charges | 5,017 | 3,629 | 339,303 | 106,007 |
Other, net | (425) | 5,005 | (48,330) | 30,598 |
Total costs and other deductions | 587,987 | 832,524 | 2,329,218 | 2,668,691 |
Income (loss) from continuing operations before income taxes | (150,377) | (75,885) | (640,475) | (330,865) |
Income tax expense (benefit): | ||||
Current | 1,450 | 18,117 | (6,089) | 50,483 |
Deferred | (5,145) | 5,786 | 24,533 | 14,617 |
Total income tax expense (benefit) | (3,695) | 23,903 | 18,444 | 65,100 |
Income (loss) from continuing operations, net of tax | (146,682) | (99,788) | (658,919) | (395,965) |
Income (loss) from discontinued operations, net of tax | 22 | 157 | (48) | (34) |
Net income (loss) | (146,660) | (99,631) | (658,967) | (395,999) |
Less: Net (income) loss attributable to noncontrolling interest | (10,805) | (19,297) | (38,437) | (44,202) |
Net income (loss) attributable to Nabors | (157,465) | (118,928) | (697,404) | (440,201) |
Less: Preferred stock dividend | (3,653) | (4,310) | (10,958) | (12,935) |
Net income (loss) attributable to Nabors common shareholders | (161,118) | (123,238) | (708,362) | (453,136) |
Amounts attributable to Nabors common shareholders: | ||||
Net income (loss) from continuing operations | (161,140) | (123,395) | (708,314) | (453,102) |
Net income (loss) from discontinued operations | 22 | 157 | (48) | (34) |
Net income (loss) attributable to Nabors common shareholders | $ (161,118) | $ (123,238) | $ (708,362) | $ (453,136) |
Earnings (losses) per share: | ||||
Basic from continuing operations (in dollars per share) | $ (23.42) | $ (18.27) | $ (102.25) | $ (66.70) |
Basic from discontinued operations (in dollars per share) | 0.02 | (0.01) | ||
Total Basic (in dollars per share) | (23.42) | (18.25) | (102.26) | (66.70) |
Diluted from continuing operations (in dollars per share) | (23.42) | (18.27) | (102.25) | (66.70) |
Diluted from discontinued operations (in dollars per share) | 0.02 | (0.01) | ||
Total Diluted (in dollars per share) | $ (23.42) | $ (18.25) | $ (102.26) | $ (66.70) |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 7,064 | 7,041 | 7,056 | 7,029 |
Diluted (in shares) | 7,064 | 7,041 | 7,056 | 7,029 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net income (loss) attributable to Nabors | $ (157,465) | $ (118,928) | $ (697,404) | $ (440,201) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | 3,665 | (3,225) | (7,029) | 12,314 |
Pension liability amortization and adjustment | 52 | 54 | 156 | 162 |
Unrealized gains (losses) and amortization on cash flow hedges | (124) | 142 | 160 | 424 |
Other comprehensive income (loss), before tax | 3,593 | (3,029) | (6,713) | 12,900 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 35 | 48 | 129 | 142 |
Other comprehensive income (loss), net of tax | 3,558 | (3,077) | (6,842) | 12,758 |
Comprehensive income (loss) attributable to Nabors | (153,907) | (122,005) | (704,246) | (427,443) |
Net income (loss) attributable to noncontrolling interest | 10,805 | 19,297 | 38,437 | 44,202 |
Translation adjustment attributable to noncontrolling interest | (4) | 55 | ||
Comprehensive income (loss) attributable to noncontrolling interest | 10,805 | 19,293 | 38,437 | 44,257 |
Comprehensive income (loss) | $ (143,102) | $ (102,712) | $ (665,809) | $ (383,186) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (658,967) | $ (395,999) |
Adjustments to net income (loss): | ||
Depreciation and amortization | 645,045 | 650,280 |
Deferred income tax expense (benefit) | 24,535 | 14,565 |
Impairments and other charges | 301,619 | 98,869 |
Amortization of debt discount and deferred financing costs | 24,347 | 23,197 |
Losses (gains) on debt buyback | (65,848) | 1,752 |
Losses (gains) on long-lived assets, net | 5,754 | 8,410 |
Losses (gains) on investments, net | 5,653 | (2,400) |
Provision (recovery) of bad debt | 9,729 | 379 |
Share-based compensation | 20,170 | 19,489 |
Foreign currency transaction losses (gains), net | 11,404 | 18,681 |
Noncontrolling interest | (38,437) | (44,202) |
Other | 257 | 511 |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | 90,757 | 136,266 |
Inventory | 11,111 | (21,500) |
Other current assets | 12,510 | 18,085 |
Other long-term assets | 22,907 | (37,977) |
Trade accounts payable and accrued liabilities | (159,621) | (129,375) |
Income taxes payable | 2,393 | 3,459 |
Other long-term liabilities | (17,412) | 68,338 |
Net cash provided by (used for) operating activities | 247,906 | 430,828 |
Cash flows from investing activities: | ||
Purchases of investments | (30) | (5,008) |
Sales and maturities of investments | 2,043 | 14,466 |
Cash paid for acquisition of businesses, net of cash acquired | (2,929) | |
Capital expenditures | (153,128) | (366,594) |
Proceeds from sales of assets and insurance claims | 21,773 | 26,365 |
Net cash (used for) provided by investing activities | (129,342) | (333,700) |
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 1,000,000 | |
Reduction in long-term debt | (1,390,236) | (379,193) |
Debt issuance costs | (19,149) | (48) |
Proceeds from revolving credit facilities | 1,522,265 | 975,000 |
Reduction in revolving credit facilities | (1,125,000) | (690,000) |
Proceeds from (payments for) short-term borrowings | 497 | |
Repurchase of common and preferred shares | (13,858) | (79) |
Dividends to common and preferred shareholders | (18,885) | (41,643) |
Distributions to noncontrolling interest | (2,033) | (4,552) |
Other | (1,576) | (1,741) |
Net cash (used for) provided by financing activities | (48,472) | (141,759) |
Effect of exchange rate changes on cash and cash equivalents | (3,987) | (4,421) |
Net increase (decrease) in cash and cash equivalents and restricted cash | 66,105 | (49,052) |
Cash and cash equivalents and restricted cash, beginning of period | 442,038 | 451,080 |
Cash and cash equivalents and restricted cash, end of period | 508,143 | 402,028 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents, beginning of period | 435,990 | 447,766 |
Restricted cash, beginning of period | 6,048 | 3,314 |
Cash and cash equivalents and restricted cash, beginning of period | 442,038 | 451,080 |
Cash and cash equivalents, end of period | 504,985 | 396,937 |
Restricted cash, end of period | 3,158 | 5,091 |
Cash and cash equivalents and restricted cash, end of period | $ 508,143 | $ 402,028 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Mandatory Convertible Preferred SharesPreferred Stock | Common Stock | 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, 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) | ||||||
Other comprehensive income (loss), net of tax | 12,758 | 55 | 12,813 | |||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options | (79) | (79) | ||||||
Issuance of common shares for stock options exercised, net of surrender of unexercised stock options (in shares) | (4) | |||||||
Share-based compensation | 19,489 | 19,489 | ||||||
Noncontrolling interest contributions (distributions) | (4,551) | (4,551) | ||||||
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) | ||||||
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 | ||||||
Balance at the beginning of the period at Dec. 31, 2019 | $ 6 | $ 416 | 3,412,972 | (11,788) | (104,775) | (1,314,020) | 67,354 | 2,050,165 |
Balance (in shares) at Dec. 31, 2019 | 5,613 | 416,198 | ||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (697,404) | 38,437 | (658,967) | |||||
Dividends to common shareholders | (3,633) | (3,633) | ||||||
Dividends to preferred shareholders | (10,958) | (10,958) | ||||||
Repurchase of preferred shares | $ (1) | (12,126) | (1,731) | (13,858) | ||||
Repurchase of preferred shares (in shares) | (743) | |||||||
Other comprehensive income (loss), net of tax | (6,842) | (6,842) | ||||||
Share-based compensation | 20,170 | 20,170 | ||||||
Noncontrolling interest contributions (distributions) | (2,032) | (2,032) | ||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (13,092) | (13,092) | ||||||
Other | $ 3 | (1,549) | 357 | (1,189) | ||||
Other (in shares) | (407,813) | |||||||
Balance at the end of the period at Sep. 30, 2020 | $ 5 | $ 419 | 3,419,467 | (18,630) | (829,862) | (1,315,751) | 104,116 | 1,359,764 |
Balance (in shares) at Sep. 30, 2020 | 4,870 | 8,385 | ||||||
Balance at the beginning of the period at Jun. 30, 2020 | $ 5 | $ 419 | 3,415,053 | (22,188) | (664,391) | (1,315,751) | 94,339 | 1,507,486 |
Balance (in shares) at Jun. 30, 2020 | 4,870 | 8,389 | ||||||
Increase (Decrease) in Equity | ||||||||
Net income (loss) | (157,465) | 10,805 | (146,660) | |||||
Dividends to preferred shareholders | (3,653) | (3,653) | ||||||
Other comprehensive income (loss), net of tax | 3,558 | 3,558 | ||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (4,353) | (4,353) | ||||||
Other | 4,414 | (1,028) | 3,386 | |||||
Other (in shares) | (4) | |||||||
Balance at the end of the period at Sep. 30, 2020 | $ 5 | $ 419 | $ 3,419,467 | $ (18,630) | $ (829,862) | $ (1,315,751) | $ 104,116 | $ 1,359,764 |
Balance (in shares) at Sep. 30, 2020 | 4,870 | 8,385 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||
Dividends to common shareholders (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.03 | |
Dividends to preferred shareholders (in dollars per share) | $ 0.75 | $ 0.75 | $ 2.25 | $ 2.25 |
General
General | 9 Months Ended |
Sep. 30, 2020 | |
General | |
General | Note 1 General 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. These services include tubular running services, wellbore placement solutions, directional drilling, measurement-while-drilling (“MWD”), logging-while-drilling (“LWD”) systems and services, equipment manufacturing, rig instrumentation and optimization software. With operations in approximately 20 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, 2020 included: ● 364 actively marketed rigs for land-based drilling operations in the United States, Canada and approximately 16 other countries throughout the world; and ● 33 actively marketed rigs for offshore drilling operations in the United States and multiple international markets. The outbreak of the novel coronavirus (“COVID-19”), together with actions by large oil and natural gas producing countries, has led to decreases in commodity prices, specifically oil and natural gas prices, resulting from oversupply and demand weakness. These price decreases caused significant disruptions and volatility in the global marketplace during 2020. Lower prices and the resulting weakness in demand for our services, which have negatively affected our results of operations and cash flows, have persisted into the fourth quarter, and uncertainty remains regarding the length and impact of COVID-19 on the energy industry and the outlook for our business. At a special meeting of shareholders held April 20, 2020, our shareholders authorized a combination of our common shares (the “Reverse Stock Split”) at a ratio of not less than 1-for-15 and not greater than 1-for-50, with the exact ratio to be set within that range at the sole direction of our Board of Directors (the “Board”). On April 20, 2020, the Board set the Reverse Stock Split ratio at 1-for-50. As a result of the Reverse Stock Split, 50 pre-reverse split common shares automatically combined into one new common share, without any action on the part of the shareholders. Nabors’ authorized number of common shares were also proportionally decreased from 800,000,000 to 16,000,000 common shares. Subsequently, the par value of each common share was proportionally increased from |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
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, 2019 (“2019 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments September 30, 2020 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, 2020 may not be indicative of results that will be realized for the full year ending December 31, 2020. 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. Industry Condition, Liquidity, Management’s Plans and Going Concern The oil markets have experienced unprecedented volatility during 2020. The outbreak of COVID-19, and its development into a pandemic, along with policies and actions taken by governments and companies and behaviors of customers around the world, have had a significant negative impact on demand for oil. Additionally, decisions by large oil and natural gas producing countries around the start of the pandemic led to increased oil production and supply. This combination of oversupply and demand weakness has had a negative impact on the energy markets and has led to a significant drop in oil prices with West Texas Intermediate crude oil falling to negative prices during the second quarter. Crude oil prices have continued to be impacted by oversupply fears, as considerable uncertainty remains as to timing of a resumption of normal levels of economic activity following the COVID-19 related restrictions. This has led many of our customers to make significant cuts in their activity, which has negatively affected our operating results and cash flow throughout the year. During the third quarter of 2020, the volatility in oil prices began to stabilize. There were also signs of increased global demand for energy as economic activity began to return. However, we are uncertain as to the extent of the impact that these events will have on the energy industry and on our business. Through the date hereof we have been in compliance with all applicable covenants under the 2018 Revolving Credit Facility. However, the drilling and drilling related services environment detailed above, and the impact it has had on our operations and cash flows, had made our ability to continue to comply with the leverage ratio covenant, had it not been amended or otherwise waived, increasingly uncertain if these conditions were to continue into 2021, and based on our forecasts in place as of the end of the second quarter of 2020, we believed it was possible that we would have been in violation of the leverage ratio covenant at some point in 2021. Failure to comply with this covenant, would have resulted in an event of default under the 2018 Revolving Credit Facility and the acceleration of the outstanding balance, which raised substantial doubt about the Company’s ability to continue as a going concern throughout the twelve month period following the issuance of our prior quarter’s financial statements as of and for the three and six months ended June 30, 2020. Based on our current forecasts of operational performance, cash flows and liquidity, and as a result of entering into Amendment No. 4, we now believe that we will be in compliance with all covenants contained in the 2018 Revolving Credit Facility and will have sufficient liquidity to meet our obligations for a period of at least twelve months from the issuance of these financial statements. Therefore, we have concluded that the previously disclosed substantial doubt about the Company’s ability to continue as a going concern has been alleviated. 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, 2020 2019 (In thousands) Raw materials $ 133,224 $ 130,414 Work-in-progress 4,953 5,498 Finished goods 25,852 40,429 $ 164,029 $ 176,341 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 of the reporting unit 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. We primarily calculate fair value in these impairment tests 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 day rates, 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. 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%. The fair value of certain of our reporting units utilizes a market approach based on comparing the assets and liabilities of companies within our same industry. The market approach involves significant judgment in the selection of the appropriate peer group companies and valuation multiples. 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, 2020 was as follows: Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation September 30, 2019 Adjustments Impairments Adjustment 2020 (In thousands) Drilling Solutions $ 11,436 $ — $ (11,436) (1) $ — $ — Rig Technologies 16,944 — (16,362) (1) (582) — Total $ 28,380 $ — $ (27,798) $ (582) $ — (1) Due to industry conditions that existed at March 31, 2020 such as the drop in commodity prices and the corresponding impact on future expectations of demand for our products and services, including the effect on our stock price, we performed a quantitative impairment assessment of our goodwill as of March 31, 2020. Based on the results of our goodwill test, we recognized a goodwill impairment of $27.8 million. See Note 10—Impairments and Other Charges. Recently Adopted Accounting Pronouncements 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 has been applied using the modified retrospective method with a cumulative effect adjustment to beginning retained earnings. Trade receivables (including the allowance for credit losses) are the only financial instrument in scope for ASU 2016-13 currently held by the Company. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements. |
Joint Ventures
Joint Ventures | 9 Months Ended |
Sep. 30, 2020 | |
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 assets and liabilities included in the condensed balance sheet below are (1) assets that can either be used to settle obligations of the VIE or be made available in the future to the equity owners through dividends, distributions or in exchange of the redeemable ownership interests (upon mutual agreement of the owners) or (2) liabilities for which creditors do not have recourse to other assets of Nabors. The condensed balance sheet of SANAD, as included in our condensed consolidated balance sheet, is presented below. September 30, December 31, 2020 2019 (In thousands) Assets: Cash and cash equivalents $ 381,241 $ 289,575 Accounts receivable 46,467 68,624 Other current assets 15,979 18,149 Property, plant and equipment, net 435,149 455,751 Other long-term assets 6,422 15,118 Total assets $ 885,258 $ 847,217 Liabilities: Accounts payable $ 57,493 $ 64,365 Accrued liabilities 23,440 17,929 Total liabilities $ 80,933 $ 82,294 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2020 | |
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, 2020 and December 31, 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, 2020. 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, 2020 and December 31, 2019, our short-term investments were carried at fair market value and totaled $8.8 million and $16.5 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, 2020 December 31, 2019 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.00% senior notes due September 2020 $ — $ — $ 282,046 $ 284,907 4.625% senior notes due September 2021 128,403 101,743 634,588 632,516 5.50% senior notes due January 2023 32,176 17,858 501,003 483,834 5.10% senior notes due September 2023 140,467 73,327 336,810 303,860 0.75% senior exchangeable notes due January 2024 489,901 153,813 472,603 431,503 5.75% senior notes due February 2025 775,186 262,881 781,502 705,040 7.25% senior notes due January 2026 600,000 300,924 — — 7.50% senior notes due January 2028 400,000 195,520 — — 2012 Revolving credit facility — — 355,000 355,000 2018 Revolving credit facility 752,265 752,265 — — 3,318,398 $ 1,858,331 3,363,552 $ 3,196,660 Less: current portion — — Less: deferred financing costs 28,095 30,332 $ 3,290,303 $ 3,333,220 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, 2020 | |
Accounts Receivable Sales Agreement | |
Accounts Receivable Sales Agreement | Note 5 Accounts Receivable Sales Agreement On September 13, 2019, we entered into a $250 million accounts receivable sales agreement (the “A/R Agreement”) whereby certain U.S. operating subsidiaries of the Company (collectively, the “Originators”), sold or contributed, and will on an ongoing basis continue to sell or contribute, certain of their domestic trade accounts receivables to a wholly-owned, bankruptcy-remote, special purpose entity (the “SPE” or “Seller”). The SPE in turn sells, transfers, conveys and assigns to third-party financial institutions (the “Purchasers”) all the rights, title and interest in and to its pool of eligible receivables. The sale of these receivables qualified for sale accounting treatment in accordance with ASC 860. During the period of this program, cash receipts from the Purchasers at the time of the sale were classified as operating activities in our consolidated statement of cash flows. Subsequent collections on the pledged receivables, which were not sold, will be classified as operating cash flows in our consolidated statement of cash flows at the time of collection. Nabors Delaware and/or another subsidiary of Nabors 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 Receivables 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, 2020, approximately $52.0 million had been sold to and as yet uncollected by the Purchasers. As of December 31, 2019, the corresponding number was approximately $140.0 million. 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 $60.8 million and $143.6 million as of September 30, 2020 and December 31, 2019, respectively, 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, 2020 | |
Debt | |
Debt | Note 6 Debt Debt consisted of the following: September 30, December 31, 2020 2019 (In thousands) 5.00% senior notes due September 2020 (1) $ — $ 282,046 4.625% senior notes due September 2021 128,403 634,588 5.50% senior notes due January 2023 32,176 501,003 5.10% senior notes due September 2023 140,467 336,810 0.75% senior exchangeable notes due January 2024 489,901 472,603 5.75% senior notes due February 2025 775,186 781,502 7.25% senior notes due January 2026 600,000 — 7.50% senior notes due January 2028 400,000 — 2012 Revolving credit facility (1) — 355,000 2018 Revolving credit facility 752,265 — 3,318,398 3,363,552 Less: current portion — — Less: deferred financing costs 28,095 30,332 $ 3,290,303 $ 3,333,220 (1) As of December 31, 2019, the 5.00% senior notes due September 2020 and 2012 Revolving Credit Facility were classified as long-term because we had the ability and intent to repay these obligations utilizing our revolving credit facility (see 2018 Revolving Credit Facility below). During the nine months ended September 30, 2020, we repurchased $1.32 billion aggregate principal amount outstanding of our senior unsecured notes for approximately $1.26 billion in cash, including principal, and $13.2 million in accrued and unpaid interest. Approximately $952.9 million of notes were purchased in the tender offers and consent solicitations described below and the remainder were purchased in the open market. In connection with these repurchases, we recognized a net gain of approximately $65.8 million for the nine months ended September 30, 2020 and is included in other, net in our condensed consolidated statement of income (loss). 7.25% and 7.50% Senior Notes Due January 2026 and 2028 In January 2020, Nabors completed a private placement of $600.0 million aggregate principal amount of senior guaranteed notes due 2026 (the “2026 Notes”) and $400.0 million aggregate principal amount of senior guaranteed notes due 2028 (the “2028 Notes” and, together with the 2026 Notes, the “Notes”). The 2026 and 2028 Notes bear interest at an annual rate of 7.25% and 7.50%, respectively. The Notes are fully and unconditionally guaranteed by certain of Nabors’ indirect wholly-owned subsidiaries. The proceeds from this offering were primarily used to repurchase $952.9 million aggregate principal amount of certain of Nabors Delaware’s senior notes that were tendered pursuant to an offer to purchase and consent solicitation. The aggregate principal amount repurchased included approximately $407.7 million of our 5.50% senior notes due 2023 (the “5.50% Notes”), $379.7 million of our 4.625% senior notes due 2021 (the “4.625% Notes”) and $165.5 million of our 5.10% senior notes due 2023 (the “5.10% Notes”). 2018 Revolving Credit Facility In October 2018, Nabors Delaware and Nabors Drilling Canada Limited (“Nabors Canada” and together with Nabors Delaware, the “Borrowers”) entered into a credit agreement dated October 11, 2018 by and among the Borrowers, the Guarantors identified therein, HSBC Bank Canada, as the Canadian lender (the “Canadian Lender”) the issuing banks and other lenders party thereto (the “US Lenders” and, together with the Canadian Lender, the “Lenders”) and Citibank, N.A., as administrative agent solely for the U.S. Lenders. The 2018 Revolving Credit Facility originally had 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 5.50 % senior notes due January 2023 remain outstanding as of such date.. The 2018 Revolving Credit Facility contains certain affirmative and negative covenants. Amendment No. 1 to the 2018 Revolving Credit Facility provided for additional currencies in which letters of credit could be issued. On December 13, 2019, Amendment No. 2 was entered into which reduced the borrowing capacity to $1.0136 ($981.6 million for Nabors Delaware and $32.0 million for Nabors Canada), and replaced the net funded debt to capitalization covenant with a covenant to maintain net funded indebtedness at no greater than 5.5 times EBITDA. Amendment No. 3 to the 2018 Revolving Credit Facility was entered into on March 3, 2020, in order to permit letters of credit from the Canadian Lender on the portion of the facility dedicated to Canadian borrowings. On September 2020, Amendment No. 4 was entered into in order to revise certain of the covenant and collateral requirements under the 2018 Revolving Credit Facility. Amendment No. 4 provides the Lenders with a first lien security interest in certain drilling rigs located in the U.S. and Canada and replaces the existing covenant to maintain net funded debt at no greater than 5.5 times EBITDA with a new covenant to maintain minimum liquidity of no less than $160.0 million at any time. Additionally, the “asset to debt coverage” ratio was revised such that 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 of at least 4.25:1. As of September 30, 2020, we had $752 million outstanding under our 2018 Revolving Credit Facility and the net book value of the collateralized assets under the 2018 Revolving Credit Facility was $1.4 billion. As of September 30, 2020, there was a $50.6 million reduction in total available borrowing capacity under the 2018 Revolving Credit Facility due to the minimum liquidity requirement. The weighted average interest rate on borrowings under the 2018 Revolving Credit Facility at September 30, 2020 was 3.48%. 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. As of September 30, 2020, we were in compliance with all covenants under the 2018 Revolving Credit Facility. See Note 2— Summary of Significant Accounting Policies 2012 Revolving Credit Facility We repaid all outstanding amounts under the 2012 Revolving Credit Facility in April 2020 and have terminated the facility. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2020 | |
Shareholders' Equity | |
Shareholders' Equity | Note 7 Shareholders’ Equity Common shares At a special meeting of shareholders held April 20, 2020, our shareholders authorized the Reverse Stock Split, as described in greater detail in Note 1—General. Convertible Preferred Shares During 2018, we issued 5.75 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. As of September 30, 2020 and December 31, 2019 we had 4.9 million and 5.6 million mandatory convertible preferred shares outstanding. 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 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 0.1075 and 0.1290 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 Shareholder Rights Plan On May 5, 2020, our Board adopted a shareholder rights plan and declared a dividend of one right (a “Right”) for each outstanding common share to shareholders of record on May 15, 2020. Each Right entitles the holder to purchase from Nabors one one-thousandth of a Series B Junior Participating Preferred Share, par value $0.001 per share (the “Series B Preferred Shares’), of Nabors at a price of $58.08 per one one-thousandth of a Series B Preferred Share, subject to adjustment. The description of the Rights are set forth in a Rights Agreement, dated May 5, 2020 (the “Rights Agreement”), by and between Nabors and Computershare Trust Company, N.A., as Rights Agent. Initially, the Rights will not be exercisable and will trade with our common shares. Under the Rights Agreement, the Rights will become exercisable only if a person or group or persons acting together (each, an “acquiring person”) acquires beneficial ownership of 4.9 % or more of our outstanding common shares. The Rights Agreement was amended on May 27, 2020, to permit the shareholder identified therein, together with affiliates and associates, to beneficially own up to 10% of our outstanding common shares. If the Rights are triggered, each holder of a Right (other than the acquiring person, whose Rights will become void) will be entitled to purchase additional shares of our common stock at a 50% discount. In addition, if we are acquired in a merger or other business combination after an Acquiring Person acquires more than 4.9% of our outstanding common shares ( 10% for the shareholder identified in the amendment), each holder of a Right would then be entitled to purchase shares of the acquiring company’s stock at a 50% discount. Our Board, at its option, may exchange each Right (other than Rights owned by the acquiring person that have become void) in whole or in part, at an exchange ratio of one common share per outstanding Right, subject to adjustment. Except as provided in the Rights Agreement, our Board is entitled to redeem the Rights at $0.01 per Right. A |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
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. 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 $21.8 million (at September 30, 2020 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 $13.8 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 filed appellate briefs with the Fifth Circuit Court of Appeals, and arguments were heard on March 4, 2020. On August 19, 2020, the Fifth Circuit Court upheld the lower court’s decision dismissing the plaintiff’s claims. The plaintiff’s deadline to file a petition for a writ of certiorari with the United States Supreme Court is on or about November 20, 2020. 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 appealed this decision, which was reversed on February 21, 2020. KNDC appealed to the Supreme Court but was unsuccessful in obtaining a reversal of the lower appeals court ruling. 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, of which we have fully accrued as a liability. KNDC and the operator have executed an agreement formalizing the operator’s obligation to reimburse KNDC for many of the financial expenses related to this case as well as penalties and expenses related to future audit periods. KNDC now has its own permits, and the law has been amended to permit contractors to conduct work based on the permit of its customer. Meanwhile, KNDC has received notice from government officials that certain of our employees may be held personally responsible for any violations of the law by KNDC. We continue to be engaged and are monitoring the situation. 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 2020 2021 2022 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 43,949 163,189 — 1,252 $ 208,390 |
Earnings (Losses) Per Share
Earnings (Losses) Per Share | 9 Months Ended |
Sep. 30, 2020 | |
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 0.75% exchangeable notes due 2024 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 $1,257.81 on the last trading day of the quarter, which did not occur during the nine months ended September 30, 2020. 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, 2020 2019 2020 2019 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (146,682) $ (99,788) $ (658,919) $ (395,965) Less: net (income) loss attributable to noncontrolling interest (10,805) (19,297) (38,437) (44,202) Less: preferred stock dividends (3,653) (4,310) (10,958) (12,935) Less: accrued distribution on redeemable noncontrolling interest in subsidiary (4,353) (5,176) (13,092) (15,358) Less: distributed and undistributed earnings allocated to unvested shareholders — (114) (125) (347) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (165,493) $ (128,685) $ (721,531) $ (468,807) Income (loss) from discontinued operations, net of tax $ 22 $ 157 $ (48) $ (34) Weighted-average number of shares outstanding - basic 7,064 7,041 7,056 7,029 Earnings (losses) per share: Basic from continuing operations $ (23.42) $ (18.27) $ (102.25) $ (66.70) Basic from discontinued operations — 0.02 (0.01) — Total Basic $ (23.42) $ (18.25) $ (102.26) $ (66.70) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (165,493) $ (128,685) $ (721,531) $ (468,807) Add: effect of reallocating undistributed earnings of unvested shareholders — — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (165,493) $ (128,685) $ (721,531) $ (468,807) Income (loss) from discontinued operations, net of tax $ 22 $ 157 $ (48) $ (34) Weighted-average number of shares outstanding - basic 7,064 7,041 7,056 7,029 Add: dilutive effect of potential common shares — — — — Weighted-average number of shares outstanding - diluted 7,064 7,041 7,056 7,029 Earnings (losses) per share: Diluted from continuing operations $ (23.42) $ (18.27) $ (102.25) $ (66.70) Diluted from discontinued operations — 0.02 (0.01) — Total Diluted $ (23.42) $ (18.25) $ (102.26) $ (66.70) All share and per share amounts have been adjusted for the 1-for-50 reverse split that became effective at 11:59 p.m. Eastern time on April 22, 2020. 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. 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. 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 shares from 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, 2020 2019 2020 2019 (In thousands) Potentially dilutive securities excluded as anti-dilutive 36 36 57 41 Additionally, we excluded 0.79 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, 2020 | |
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, 2020 2019 2020 2019 (In thousands) Tangible Assets & Equipment: Impairment of long-lived assets $ 345 $ — $ 194,390 $ — Subtotal 345 — 194,390 — Goodwill & Intangible Assets: Goodwill impairments — — 27,798 93,634 Intangible asset impairment — — 83,624 5,235 Subtotal — — 111,422 98,869 Other Charges: Other assets (107) — 15,287 — Severance and transaction-related costs 4,779 2,911 18,204 5,386 Loss (gain) on early extinguishment of debt — 718 — 1,752 Total $ 5,017 $ 3,629 $ 339,303 $ 106,007 For the three and nine months ended September 30, 2020 During the first quarter of 2020, the oil market experienced volatility leading to a significant decline in oil prices resulting from oversupply and demand weakness. Lower prices continued through the third quarter and into the fourth. As a result of these conditions, we determined a triggering event had occurred in the first quarter which required us to perform impairment testing of our long-lived assets, goodwill and intangible assets. Tangible Assets and Equipment We review our assets for impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable. If the estimated undiscounted future cash flows are not sufficient to support the asset’s recorded value, an impairment charge is recognized to the extent the carrying amount of the long-lived asset exceeds its estimated fair value. Management considers a number of factors such as estimated future cash flows from the assets, appraisals and current market value analysis in determining fair value. The determination of future cash flows requires the estimation of utilization, dayrates, operating margins, sustaining capital and remaining economic life. Such estimates can change based on market conditions, technological advances in the industry or changes in regulations governing the industry. Based on our analysis during the first quarter of 2020, we impaired some of our rigs and drilling-related equipment within our U.S. Drilling, International Drilling, Drilling Solutions and Rig Technologies reportable segments resulting in charges of $82.4 million, $30.5 million, $19.8 million and $2.8 million, respectively. Additionally, we recognized an impairment of $12.3 million related to our retained interest in the oil and gas properties located on the North Slope of Alaska. These impairments resulted from the lack of future contractual opportunities on specific rigs or other assets as a result of current market conditions across certain geographic regions. A significantly prolonged period of lower oil and natural gas prices could continue to adversely affect the demand for and prices of our services, which could result in future impairment charges. During the second quarter of 2020, we wrote off all the remaining value on our rig and drilling-related equipment in Venezuela due to our lack of work in the country and limited visibility to any possibility of further work. This resulted in a charge of $32.6 million caused by sanctions and inability to relocate assets. Other assets throughout the Drilling and Drilling Solutions business were reviewed and approximately $13.8 million were written off due to functional obsolescence. Goodwill impairments We perform our annual goodwill impairment test during the second quarter of each year. In addition to our annual impairment test, we are required to regularly assess whether a triggering event has occurred which would require interim impairment testing. Due to current industry conditions mentioned above and the corresponding impact on future expectations of demand for our products and services, including the effect on our stock price, we determined a triggering event had occurred and performed a quantitative impairment assessment of our goodwill as of March 31, 2020. Based on the results of our goodwill test performed in the first quarter, we recognized additional impairment charges to write off the remaining goodwill balances attributable to our Drilling Solutions and Rig Technologies operating segments of $11.4 million and $16.4 million, respectively in the quarter ended March 31, 2020. Intangible asset impairments We also reviewed our intangible assets for impairment in the first quarter of 2020. The fair value of our intangible assets are determined using discounted cash flow models. Based on our updated projections of future cash flows, the fair value of our intangible assets did not support the carrying value. As such, we recognized an impairment of $83.6 million to write off all remaining intangible assets in the quarter ended March 31, 2020. Other assets We recognized charges of $15.3 million in the nine months ended September 30, 2020, primarily in the first quarter of 2020, for certain assets including receivables related to our international operations. The charges were primarily attributable to a number of foreign countries, which have been adversely impacted by foreign sanctions or other political risk issues as well as bankruptcies or other financial problems. Severance and transaction related costs During the nine months ended September 30, 2020, we recognized charges of $18.2 million due to severance and other related costs incurred to right-size our cost structure. For the three and nine months ended September 30, 2019 Goodwill impairments During the three and 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 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. |
Supplemental Balance Sheet and
Supplemental Balance Sheet and Income Statement Information | 9 Months Ended |
Sep. 30, 2020 | |
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, 2020 2019 (In thousands) Accrued compensation $ 77,344 $ 97,003 Deferred revenue and proceeds on insurance and asset sales 60,616 89,051 Other taxes payable 33,681 31,472 Workers’ compensation liabilities 15,214 30,214 Interest payable 25,771 51,316 Litigation reserves 14,282 14,736 Dividends declared and payable 3,653 7,832 Other accrued liabilities 16,620 11,658 $ 247,181 $ 333,282 Investment income (loss) includes the following: Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Interest and dividend income $ 177 $ 2,040 $ 3,781 $ 6,346 Gains (losses) on marketable securities (919) (3,477) (5,685) 2,363 $ (742) $ (1,437) $ (1,904) $ 8,709 Other, net included the following: Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 3,324 $ (1,750) $ 5,752 $ 8,410 Litigation expenses and reserves 621 (2,400) 2,733 4,211 Foreign currency transaction losses (gains) 9,295 8,745 11,377 18,715 (Gain) loss on debt buyback (14,170) — (65,848) — Other losses (gains) 505 410 (2,344) (738) $ (425) $ 5,005 $ (48,330) $ 30,598 The changes in accumulated other comprehensive income (loss), by component, included the following: Gains Defined (losses) on benefit Foreign cash flow pension plan currency hedges 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. Gains Defined (losses) on benefit Foreign cash flow pension plan currency hedges items items Total (In thousands (1) ) As of January 1, 2020 $ (65) $ (3,778) $ (7,945) $ (11,788) Other comprehensive income (loss) before reclassifications — — (7,029) (7,029) Amounts reclassified from accumulated other comprehensive income (loss) 67 120 — 187 Net other comprehensive income (loss) 67 120 (7,029) (6,842) As of September 30, 2020 $ 2 $ (3,658) $ (14,974) $ (18,630) (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, 2020 2019 2020 2019 (In thousands) Interest expense $ (124) $ 142 $ 160 $ 424 General and administrative expenses 52 54 156 162 Total income (loss) from continuing operations before income tax 72 (196) (316) (586) Tax expense (benefit) (35) (48) (129) (142) Reclassification adjustment for (gains)/ losses included in net income (loss) $ 107 $ (148) $ (187) $ (444) |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2020 | |
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, 2020 2019 2020 2019 (In thousands) Operating revenues: U.S. Drilling $ 130,243 $ 307,808 $ 578,928 $ 951,419 Canada Drilling 10,774 12,191 39,929 48,895 International Drilling 248,392 328,278 886,580 992,439 Drilling Solutions 29,324 62,286 117,837 192,291 Rig Technologies 28,466 63,106 104,198 207,610 Other reconciling items (1) (8,847) (15,593) (36,825) (63,532) Total $ 438,352 $ 758,076 $ 1,690,647 $ 2,329,122 Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ (39,162) $ 12,427 $ (69,961) $ 57,502 Canada Drilling (3,507) (5,701) (9,265) (11,297) International Drilling (16,872) 2,466 (20,743) (10,055) Drilling Solutions (3,583) 16,145 8,699 42,793 Rig Technologies (1,807) (641) (11,450) (5,293) Total segment adjusted operating income (loss) $ (64,931) $ 24,696 $ (102,720) $ 73,650 Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (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) $ (64,931) $ 24,696 $ (102,720) $ 73,650 Other reconciling items (3) (27,709) (39,219) (86,547) (121,480) Earnings (losses) from unconsolidated affiliates — — — (5) Investment income (loss) (742) (1,437) (1,904) 8,709 Interest expense (52,403) (51,291) (158,331) (155,134) Impairments and other charges (5,017) (3,629) (339,303) (106,007) Other, net 425 (5,005) 48,330 (30,598) Income (loss) from continuing operations before income taxes $ (150,377) $ (75,885) $ (640,475) $ (330,865) September 30, December 31, 2020 2019 (In thousands) Total assets: U.S. Drilling $ 1,990,662 $ 2,369,200 Canada Drilling 169,572 202,706 International Drilling 2,751,761 2,979,494 Drilling Solutions 117,200 218,004 Rig Technologies 233,315 324,523 Other reconciling items (3) 554,798 666,731 Total $ 5,817,308 $ 6,760,658 (1) Represents the elimination of inter-segment transactions related to our Rig Technologies operating segment. (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, 2020 | |
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, 2020 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 96,433 $ — $ — $ 15,769 $ 10,220 $ — $ 122,422 U.S. Offshore Gulf of Mexico 26,943 — — 2,011 — — 28,954 Alaska 6,867 — — 66 2 — 6,935 Canada — 10,774 — 187 515 — 11,476 Middle East & Asia — — 176,617 10,096 13,869 — 200,582 Latin America — — 43,881 902 15 — 44,798 Europe, Africa & CIS — — 27,894 293 3,845 — 32,032 Eliminations & other — — — — — (8,847) (8,847) Total $ 130,243 $ 10,774 $ 248,392 $ 29,324 $ 28,466 $ (8,847) $ 438,352 Nine Months Ended September 30, 2020 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 445,478 $ — $ — $ 70,805 $ 42,860 $ — $ 559,143 U.S. Offshore Gulf of Mexico 102,681 — — 7,044 — — 109,725 Alaska 30,769 — — 1,296 20 — 32,085 Canada — 39,929 — 995 2,711 — 43,635 Middle East & Asia — — 571,108 31,630 46,003 — 648,741 Latin America — — 177,800 4,284 136 — 182,220 Europe, Africa & CIS — — 137,672 1,783 12,468 — 151,923 Eliminations & other — — — — — (36,825) (36,825) Total $ 578,928 $ 39,929 $ 886,580 $ 117,837 $ 104,198 $ (36,825) $ 1,690,647 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 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, 2019 $ 507.0 $ 48.6 $ 24.9 $ 66.8 $ 70.5 As of September 30, 2020 $ 408.0 $ 25.9 $ 10.5 $ 35.8 $ 48.1 Approximately 61% of the contract liability balance at the beginning of the period is expected to be recognized as revenue during 2020 2021 2022 Additionally, 64% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2020, of which 56% was recognized during the nine months ended September 30, 2020, and 23% is expected to be recognized during 2021. The remaining 13% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2022 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. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events | |
Subsequent Events | Note 14 Subsequent Events On October 29, 2020, Nabors Delaware completed a private transaction whereby |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
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, 2019 (“2019 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments September 30, 2020 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, 2020 may not be indicative of results that will be realized for the full year ending December 31, 2020. |
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, 2020 2019 (In thousands) Raw materials $ 133,224 $ 130,414 Work-in-progress 4,953 5,498 Finished goods 25,852 40,429 $ 164,029 $ 176,341 |
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 of the reporting unit 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. We primarily calculate fair value in these impairment tests 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 day rates, 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. 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%. The fair value of certain of our reporting units utilizes a market approach based on comparing the assets and liabilities of companies within our same industry. The market approach involves significant judgment in the selection of the appropriate peer group companies and valuation multiples. 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, 2020 was as follows: Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation September 30, 2019 Adjustments Impairments Adjustment 2020 (In thousands) Drilling Solutions $ 11,436 $ — $ (11,436) (1) $ — $ — Rig Technologies 16,944 — (16,362) (1) (582) — Total $ 28,380 $ — $ (27,798) $ (582) $ — (1) Due to industry conditions that existed at March 31, 2020 such as the drop in commodity prices and the corresponding impact on future expectations of demand for our products and services, including the effect on our stock price, we performed a quantitative impairment assessment of our goodwill as of March 31, 2020. Based on the results of our goodwill test, we recognized a goodwill impairment of $27.8 million. See Note 10—Impairments and Other Charges. |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements 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 has been applied using the modified retrospective method with a cumulative effect adjustment to beginning retained earnings. Trade receivables (including the allowance for credit losses) are the only financial instrument in scope for ASU 2016-13 currently held by the Company. The adoption of this guidance did not have a material impact on our condensed consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Summary of Significant Accounting Policies | |
Inventory | September 30, December 31, 2020 2019 (In thousands) Raw materials $ 133,224 $ 130,414 Work-in-progress 4,953 5,498 Finished goods 25,852 40,429 $ 164,029 $ 176,341 |
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | Acquisitions and Balance at Purchase Disposals Cumulative Balance at December 31, Price and Translation September 30, 2019 Adjustments Impairments Adjustment 2020 (In thousands) Drilling Solutions $ 11,436 $ — $ (11,436) (1) $ — $ — Rig Technologies 16,944 — (16,362) (1) (582) — Total $ 28,380 $ — $ (27,798) $ (582) $ — (1) Due to industry conditions that existed at March 31, 2020 such as the drop in commodity prices and the corresponding impact on future expectations of demand for our products and services, including the effect on our stock price, we performed a quantitative impairment assessment of our goodwill as of March 31, 2020. Based on the results of our goodwill test, we recognized a goodwill impairment of $27.8 million. See Note 10—Impairments and Other Charges. |
Joint Ventures (Tables)
Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Joint Ventures | |
Schedule of condensed balance sheet of SANAD | September 30, December 31, 2020 2019 (In thousands) Assets: Cash and cash equivalents $ 381,241 $ 289,575 Accounts receivable 46,467 68,624 Other current assets 15,979 18,149 Property, plant and equipment, net 435,149 455,751 Other long-term assets 6,422 15,118 Total assets $ 885,258 $ 847,217 Liabilities: Accounts payable $ 57,493 $ 64,365 Accrued liabilities 23,440 17,929 Total liabilities $ 80,933 $ 82,294 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Measurements | |
Fair value of financial instruments | September 30, 2020 December 31, 2019 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.00% senior notes due September 2020 $ — $ — $ 282,046 $ 284,907 4.625% senior notes due September 2021 128,403 101,743 634,588 632,516 5.50% senior notes due January 2023 32,176 17,858 501,003 483,834 5.10% senior notes due September 2023 140,467 73,327 336,810 303,860 0.75% senior exchangeable notes due January 2024 489,901 153,813 472,603 431,503 5.75% senior notes due February 2025 775,186 262,881 781,502 705,040 7.25% senior notes due January 2026 600,000 300,924 — — 7.50% senior notes due January 2028 400,000 195,520 — — 2012 Revolving credit facility — — 355,000 355,000 2018 Revolving credit facility 752,265 752,265 — — 3,318,398 $ 1,858,331 3,363,552 $ 3,196,660 Less: current portion — — Less: deferred financing costs 28,095 30,332 $ 3,290,303 $ 3,333,220 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt | |
Long-term debt | September 30, December 31, 2020 2019 (In thousands) 5.00% senior notes due September 2020 (1) $ — $ 282,046 4.625% senior notes due September 2021 128,403 634,588 5.50% senior notes due January 2023 32,176 501,003 5.10% senior notes due September 2023 140,467 336,810 0.75% senior exchangeable notes due January 2024 489,901 472,603 5.75% senior notes due February 2025 775,186 781,502 7.25% senior notes due January 2026 600,000 — 7.50% senior notes due January 2028 400,000 — 2012 Revolving credit facility (1) — 355,000 2018 Revolving credit facility 752,265 — 3,318,398 3,363,552 Less: current portion — — Less: deferred financing costs 28,095 30,332 $ 3,290,303 $ 3,333,220 (1) As of December 31, 2019, the 5.00% senior notes due September 2020 and 2012 Revolving Credit Facility were classified as long-term because we had the ability and intent to repay these obligations utilizing our revolving credit facility (see 2018 Revolving Credit Facility below). |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies | |
Summary of total maximum amount of financial guarantees issued | Maximum Amount 2020 2021 2022 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 43,949 163,189 — 1,252 $ 208,390 |
Earnings (Losses) Per Share (Ta
Earnings (Losses) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings (Losses) Per Share | |
Earnings (losses) per share computations | Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (146,682) $ (99,788) $ (658,919) $ (395,965) Less: net (income) loss attributable to noncontrolling interest (10,805) (19,297) (38,437) (44,202) Less: preferred stock dividends (3,653) (4,310) (10,958) (12,935) Less: accrued distribution on redeemable noncontrolling interest in subsidiary (4,353) (5,176) (13,092) (15,358) Less: distributed and undistributed earnings allocated to unvested shareholders — (114) (125) (347) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (165,493) $ (128,685) $ (721,531) $ (468,807) Income (loss) from discontinued operations, net of tax $ 22 $ 157 $ (48) $ (34) Weighted-average number of shares outstanding - basic 7,064 7,041 7,056 7,029 Earnings (losses) per share: Basic from continuing operations $ (23.42) $ (18.27) $ (102.25) $ (66.70) Basic from discontinued operations — 0.02 (0.01) — Total Basic $ (23.42) $ (18.25) $ (102.26) $ (66.70) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - basic $ (165,493) $ (128,685) $ (721,531) $ (468,807) Add: effect of reallocating undistributed earnings of unvested shareholders — — — — Adjusted income (loss) from continuing operations, net of tax - diluted $ (165,493) $ (128,685) $ (721,531) $ (468,807) Income (loss) from discontinued operations, net of tax $ 22 $ 157 $ (48) $ (34) Weighted-average number of shares outstanding - basic 7,064 7,041 7,056 7,029 Add: dilutive effect of potential common shares — — — — Weighted-average number of shares outstanding - diluted 7,064 7,041 7,056 7,029 Earnings (losses) per share: Diluted from continuing operations $ (23.42) $ (18.27) $ (102.25) $ (66.70) Diluted from discontinued operations — 0.02 (0.01) — Total Diluted $ (23.42) $ (18.25) $ (102.26) $ (66.70) |
Potentially dilutive securities excluded as anti-dilutive | Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Potentially dilutive securities excluded as anti-dilutive 36 36 57 41 |
Impairments and Other Charges (
Impairments and Other Charges (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Impairments and Other Charges | |
Schedule of impairments and other charges | Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Tangible Assets & Equipment: Impairment of long-lived assets $ 345 $ — $ 194,390 $ — Subtotal 345 — 194,390 — Goodwill & Intangible Assets: Goodwill impairments — — 27,798 93,634 Intangible asset impairment — — 83,624 5,235 Subtotal — — 111,422 98,869 Other Charges: Other assets (107) — 15,287 — Severance and transaction-related costs 4,779 2,911 18,204 5,386 Loss (gain) on early extinguishment of debt — 718 — 1,752 Total $ 5,017 $ 3,629 $ 339,303 $ 106,007 |
Supplemental Balance Sheet an_2
Supplemental Balance Sheet and Income Statement Information (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Supplemental Balance Sheet and Income Statement Information | |
Accrued liabilities | September 30, December 31, 2020 2019 (In thousands) Accrued compensation $ 77,344 $ 97,003 Deferred revenue and proceeds on insurance and asset sales 60,616 89,051 Other taxes payable 33,681 31,472 Workers’ compensation liabilities 15,214 30,214 Interest payable 25,771 51,316 Litigation reserves 14,282 14,736 Dividends declared and payable 3,653 7,832 Other accrued liabilities 16,620 11,658 $ 247,181 $ 333,282 |
Schedule of investment income (loss) | Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Interest and dividend income $ 177 $ 2,040 $ 3,781 $ 6,346 Gains (losses) on marketable securities (919) (3,477) (5,685) 2,363 $ (742) $ (1,437) $ (1,904) $ 8,709 |
Other, net | Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 3,324 $ (1,750) $ 5,752 $ 8,410 Litigation expenses and reserves 621 (2,400) 2,733 4,211 Foreign currency transaction losses (gains) 9,295 8,745 11,377 18,715 (Gain) loss on debt buyback (14,170) — (65,848) — Other losses (gains) 505 410 (2,344) (738) $ (425) $ 5,005 $ (48,330) $ 30,598 |
Schedule of changes in accumulated other comprehensive income (loss) | Gains Defined (losses) on benefit Foreign cash flow pension plan currency hedges 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. Gains Defined (losses) on benefit Foreign cash flow pension plan currency hedges items items Total (In thousands (1) ) As of January 1, 2020 $ (65) $ (3,778) $ (7,945) $ (11,788) Other comprehensive income (loss) before reclassifications — — (7,029) (7,029) Amounts reclassified from accumulated other comprehensive income (loss) 67 120 — 187 Net other comprehensive income (loss) 67 120 (7,029) (6,842) As of September 30, 2020 $ 2 $ (3,658) $ (14,974) $ (18,630) (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, 2020 2019 2020 2019 (In thousands) Interest expense $ (124) $ 142 $ 160 $ 424 General and administrative expenses 52 54 156 162 Total income (loss) from continuing operations before income tax 72 (196) (316) (586) Tax expense (benefit) (35) (48) (129) (142) Reclassification adjustment for (gains)/ losses included in net income (loss) $ 107 $ (148) $ (187) $ (444) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Information | |
Financial information with respect to operating segments | Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Operating revenues: U.S. Drilling $ 130,243 $ 307,808 $ 578,928 $ 951,419 Canada Drilling 10,774 12,191 39,929 48,895 International Drilling 248,392 328,278 886,580 992,439 Drilling Solutions 29,324 62,286 117,837 192,291 Rig Technologies 28,466 63,106 104,198 207,610 Other reconciling items (1) (8,847) (15,593) (36,825) (63,532) Total $ 438,352 $ 758,076 $ 1,690,647 $ 2,329,122 Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ (39,162) $ 12,427 $ (69,961) $ 57,502 Canada Drilling (3,507) (5,701) (9,265) (11,297) International Drilling (16,872) 2,466 (20,743) (10,055) Drilling Solutions (3,583) 16,145 8,699 42,793 Rig Technologies (1,807) (641) (11,450) (5,293) Total segment adjusted operating income (loss) $ (64,931) $ 24,696 $ (102,720) $ 73,650 Three Months Ended Nine Months Ended September 30, September 30, 2020 2019 2020 2019 (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) $ (64,931) $ 24,696 $ (102,720) $ 73,650 Other reconciling items (3) (27,709) (39,219) (86,547) (121,480) Earnings (losses) from unconsolidated affiliates — — — (5) Investment income (loss) (742) (1,437) (1,904) 8,709 Interest expense (52,403) (51,291) (158,331) (155,134) Impairments and other charges (5,017) (3,629) (339,303) (106,007) Other, net 425 (5,005) 48,330 (30,598) Income (loss) from continuing operations before income taxes $ (150,377) $ (75,885) $ (640,475) $ (330,865) September 30, December 31, 2020 2019 (In thousands) Total assets: U.S. Drilling $ 1,990,662 $ 2,369,200 Canada Drilling 169,572 202,706 International Drilling 2,751,761 2,979,494 Drilling Solutions 117,200 218,004 Rig Technologies 233,315 324,523 Other reconciling items (3) 554,798 666,731 Total $ 5,817,308 $ 6,760,658 (1) Represents the elimination of inter-segment transactions related to our Rig Technologies operating segment. (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, 2020 | |
Revenue Recognition | |
Summary of revenue is disaggregation by geographical region | Three Months Ended September 30, 2020 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 96,433 $ — $ — $ 15,769 $ 10,220 $ — $ 122,422 U.S. Offshore Gulf of Mexico 26,943 — — 2,011 — — 28,954 Alaska 6,867 — — 66 2 — 6,935 Canada — 10,774 — 187 515 — 11,476 Middle East & Asia — — 176,617 10,096 13,869 — 200,582 Latin America — — 43,881 902 15 — 44,798 Europe, Africa & CIS — — 27,894 293 3,845 — 32,032 Eliminations & other — — — — — (8,847) (8,847) Total $ 130,243 $ 10,774 $ 248,392 $ 29,324 $ 28,466 $ (8,847) $ 438,352 Nine Months Ended September 30, 2020 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 445,478 $ — $ — $ 70,805 $ 42,860 $ — $ 559,143 U.S. Offshore Gulf of Mexico 102,681 — — 7,044 — — 109,725 Alaska 30,769 — — 1,296 20 — 32,085 Canada — 39,929 — 995 2,711 — 43,635 Middle East & Asia — — 571,108 31,630 46,003 — 648,741 Latin America — — 177,800 4,284 136 — 182,220 Europe, Africa & CIS — — 137,672 1,783 12,468 — 151,923 Eliminations & other — — — — — (36,825) (36,825) Total $ 578,928 $ 39,929 $ 886,580 $ 117,837 $ 104,198 $ (36,825) $ 1,690,647 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 |
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, 2019 $ 507.0 $ 48.6 $ 24.9 $ 66.8 $ 70.5 As of September 30, 2020 $ 408.0 $ 25.9 $ 10.5 $ 35.8 $ 48.1 |
General (Details)
General (Details) | Apr. 22, 2020 | Apr. 20, 2020$ / sharesshares | Sep. 30, 2020itemcountry$ / sharesshares | Apr. 24, 2020USD ($)shares | Apr. 19, 2020$ / sharesshares | Dec. 31, 2019$ / sharesshares |
Nature of Operations | ||||||
Number of countries company has actively marketed rigs for land based drilling operations | country | 20 | |||||
Actively marketed rigs for offshore based drilling operations | 33 | |||||
Reverse stock split ratio | 50 | 50 | ||||
Common shares, shares authorized | shares | 16,000,000 | 32,000,000 | 32,000,000 | 800,000,000 | 32,000,000 | |
Fractional common shares issued | shares | 0 | |||||
Common shares, par value | $ / shares | $ 0.05 | $ 0.05 | $ 0.001 | $ 0.05 | ||
Common stock shares authorized increase percentage | 100.00% | |||||
Common stock shares authorized amount | $ | $ 1,600,000 | |||||
Minimum | ||||||
Nature of Operations | ||||||
Reverse stock split ratio | 15 | |||||
Maximum | ||||||
Nature of Operations | ||||||
Reverse stock split ratio | 50 | |||||
United States and Canada | ||||||
Nature of Operations | ||||||
Actively marketed rigs for land based drilling operations | 364 | |||||
Countries Other Than United States and Canada | ||||||
Nature of Operations | ||||||
Actively marketed rigs for land based drilling operations | 16 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Inventory (Details) $ in Thousands | Oct. 11, 2018USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 13, 2019 |
Inventory, net | ||||
Raw materials | $ 133,224 | $ 130,414 | ||
Work-in-progress | 4,953 | 5,498 | ||
Finished goods | 25,852 | 40,429 | ||
Total inventory | $ 164,029 | $ 176,341 | ||
2018 Revolving Credit Facility | ||||
Long-term Debt, Unclassified [Abstract] | ||||
Debt to EBITDA ratio | 5.5 | 5.5 | 5.5 | |
Minimum liquidity amount | $ 160,000 | $ 160,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill | ||||
Long-term growth rate used to calculate terminal values for each reporting unit (as a percent) | 2.00% | |||
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||||
Goodwill - Beginning Balance | $ 28,380 | $ 28,380 | ||
Acquisitions and purchase price adjustment | ||||
Disposals and Impairments | (27,800) | $ (93,600) | (27,798) | $ (93,634) |
Cumulative Translation Adjustment | (582) | |||
Goodwill - Ending Balance | ||||
Drilling Solutions | ||||
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||||
Goodwill - Beginning Balance | 11,436 | 11,436 | ||
Acquisitions and purchase price adjustment | ||||
Disposals and Impairments | (11,400) | (11,436) | ||
Cumulative Translation Adjustment | ||||
Goodwill - Ending Balance | ||||
Rig Technologies | ||||
Change in the carrying amount of goodwill for various contract drilling segments and other operating segments | ||||
Goodwill - Beginning Balance | 16,944 | 16,944 | ||
Acquisitions and purchase price adjustment | ||||
Disposals and Impairments | $ (16,400) | (16,362) | $ (18,000) | |
Cumulative Translation Adjustment | (582) | |||
Goodwill - Ending Balance |
Joint Ventures (Details)
Joint Ventures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017 | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Assets: | |||||
Cash and cash equivalents | $ 504,985 | $ 435,990 | $ 396,937 | $ 447,766 | |
Accounts receivable | 347,212 | 453,042 | |||
Other current assets | 137,384 | 164,257 | |||
Property, plant and equipment, net | 4,225,034 | 4,930,549 | |||
Other long-term assets | 151,365 | 247,219 | |||
Total assets | 5,817,308 | 6,760,658 | |||
Liabilities: | |||||
Accounts payable | 216,495 | 295,159 | |||
Accrued liabilities | 247,181 | 333,282 | |||
Total liabilities | 4,019,058 | 4,285,101 | |||
SANAD | |||||
Assets: | |||||
Cash and cash equivalents | 381,241 | 289,575 | |||
Accounts receivable | 46,467 | 68,624 | |||
Other current assets | 15,979 | 18,149 | |||
Property, plant and equipment, net | 435,149 | 455,751 | |||
Other long-term assets | 6,422 | 15,118 | |||
Total assets | 885,258 | 847,217 | |||
Liabilities: | |||||
Accounts payable | 57,493 | 64,365 | |||
Accrued liabilities | 23,440 | 17,929 | |||
Total liabilities | $ 80,933 | $ 82,294 | |||
SANAD | Saudi Aramco | |||||
Joint Ventures | |||||
Cash contribution for joint venture | $ 20,000 | ||||
Additional contribution amount | $ 394,000 | ||||
Maturity period | 25 years |
Fair Value Measurements - Asset
Fair Value Measurements - Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Fair Value Measurements | ||
Amount of transfers of financial assets between Level 1 and Level 2 measures | $ 0 | |
Total short-term investments | $ 8,840 | $ 16,506 |
Fair Value Measurements - Debt
Fair Value Measurements - Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Jan. 31, 2020 | Dec. 31, 2019 | Oct. 11, 2018 |
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 7.25% | |||
Less: deferred financing costs | $ 28,095 | $ 30,332 | ||
Long-term Debt, Excluding Current Maturities, Total | $ 3,290,303 | $ 3,333,220 | ||
5.00% senior notes due September 2020 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.00% | 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% | 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% | 5.50% | ||
5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 5.10% | 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% | |||
7.25% senior notes due January 2026 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 7.25% | |||
7.50% senior notes due January 2028 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes due (as a percent) | 7.50% | |||
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 | $ 1,858,331 | $ 3,196,660 | ||
Fair Value | 5.00% senior notes due September 2020 | ||||
Fair Value of Financial Instruments | ||||
Debt | 284,907 | |||
Fair Value | 4.625% senior notes due September 2021 | ||||
Fair Value of Financial Instruments | ||||
Debt | 101,743 | 632,516 | ||
Fair Value | 5.50% senior notes due January 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt | 17,858 | 483,834 | ||
Fair Value | 5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt | 73,327 | 303,860 | ||
Fair Value | 0.75% senior exchangeable notes due January 2024 | ||||
Fair Value of Financial Instruments | ||||
Debt | 153,813 | 431,503 | ||
Fair Value | 5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt | 262,881 | 705,040 | ||
Fair Value | 7.25% senior notes due January 2026 | ||||
Fair Value of Financial Instruments | ||||
Debt | 300,924 | |||
Fair Value | 7.50% senior notes due January 2028 | ||||
Fair Value of Financial Instruments | ||||
Debt | 195,520 | |||
Fair Value | 2012 Revolving Credit Facility | ||||
Fair Value of Financial Instruments | ||||
Debt | 355,000 | |||
Fair Value | 2018 Revolving Credit Facility | ||||
Fair Value of Financial Instruments | ||||
Debt | 752,265 | |||
Carrying Value | ||||
Fair Value of Financial Instruments | ||||
Debt | 3,318,398 | 3,363,552 | ||
Less: deferred financing costs | 28,095 | 30,332 | ||
Long-term Debt, Excluding Current Maturities, Total | 3,290,303 | 3,333,220 | ||
Carrying Value | 5.00% senior notes due September 2020 | ||||
Fair Value of Financial Instruments | ||||
Debt | 282,046 | |||
Carrying Value | 4.625% senior notes due September 2021 | ||||
Fair Value of Financial Instruments | ||||
Debt | 128,403 | 634,588 | ||
Carrying Value | 5.50% senior notes due January 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt | 32,176 | 501,003 | ||
Carrying Value | 5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt | 140,467 | 336,810 | ||
Carrying Value | 0.75% senior exchangeable notes due January 2024 | ||||
Fair Value of Financial Instruments | ||||
Debt | 489,901 | 472,603 | ||
Carrying Value | 5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt | 775,186 | 781,502 | ||
Carrying Value | 7.25% senior notes due January 2026 | ||||
Fair Value of Financial Instruments | ||||
Debt | 600,000 | |||
Carrying Value | 7.50% senior notes due January 2028 | ||||
Fair Value of Financial Instruments | ||||
Debt | 400,000 | |||
Carrying Value | 2012 Revolving Credit Facility | ||||
Fair Value of Financial Instruments | ||||
Debt | $ 355,000 | |||
Carrying Value | 2018 Revolving Credit Facility | ||||
Fair Value of Financial Instruments | ||||
Debt | $ 752,265 |
Accounts Receivable Sales Agr_2
Accounts Receivable Sales Agreement (Details) - A/R Agreement - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2020 | Dec. 31, 2019 | Sep. 13, 2019 | |
Accounts Receivable Sales Agreement | |||
Agreement amount | $ 52 | $ 250 | |
Accounts receivables sold to purchasers | $ 140 | ||
Gain (loss) on sale of receivables | 0 | ||
Trade receivables pledged as collateral | $ 60.8 | $ 143.6 |
Debt (Details)
Debt (Details) | Sep. 20, 2020USD ($) | Oct. 11, 2018USD ($) | Jan. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Oct. 31, 2020 | Dec. 31, 2019USD ($) | Dec. 13, 2019USD ($) |
Long-term debt | ||||||||||
Long-term Debt | $ 3,318,398,000 | $ 3,318,398,000 | $ 3,363,552,000 | |||||||
Less: deferred financing costs | 28,095,000 | 28,095,000 | 30,332,000 | |||||||
Long-term Debt, Excluding Current Maturities, Total | $ 3,290,303,000 | $ 3,290,303,000 | 3,333,220,000 | |||||||
Interest rate on senior notes due (as a percent) | 7.25% | 7.25% | ||||||||
Principal amount redeemed | $ 952,900,000 | $ 1,320,000,000 | $ 1,320,000,000 | |||||||
Repayment of long-term debt including accrued and unpaid interest | 1,260,000,000 | |||||||||
Purchase price for the tender offer | 952,900,000 | |||||||||
Payment of accrued and unpaid interest | 13,200,000 | |||||||||
Gain (Loss) on debt repurchase | $ (718,000) | $ (1,752,000) | ||||||||
Other, net | ||||||||||
Long-term debt | ||||||||||
Gain (Loss) on debt repurchase | $ 65,800,000 | |||||||||
Senior Notes. | ||||||||||
Long-term debt | ||||||||||
Gain (Loss) on debt repurchase | $ 700,000 | $ 1,800,000 | ||||||||
5.00% senior notes due September 2020 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 282,046,000 | |||||||||
Interest rate on senior notes due (as a percent) | 5.00% | 5.00% | 5.00% | |||||||
4.625% senior notes due September 2021 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 128,403,000 | $ 128,403,000 | $ 634,588,000 | |||||||
Interest rate on senior notes due (as a percent) | 4.625% | 4.625% | 4.625% | |||||||
Repayment of long-term debt including accrued and unpaid interest | $ 379,700,000 | |||||||||
5.50% senior notes due January 2023 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 32,176,000 | $ 32,176,000 | 501,003,000 | |||||||
Interest rate on senior notes due (as a percent) | 5.50% | 5.50% | 5.50% | |||||||
Repayment of long-term debt including accrued and unpaid interest | $ 407,700,000 | |||||||||
5.10% senior notes due September 2023 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 140,467,000 | $ 140,467,000 | 336,810,000 | |||||||
Interest rate on senior notes due (as a percent) | 5.10% | 5.10% | 5.10% | |||||||
Repayment of long-term debt including accrued and unpaid interest | $ 165,500,000 | |||||||||
0.75% senior exchangeable notes due January 2024 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 489,901,000 | $ 489,901,000 | 472,603,000 | |||||||
Interest rate on senior notes due (as a percent) | 0.75% | 0.75% | ||||||||
0.75% senior exchangeable notes due January 2024 | Subsequent Event | ||||||||||
Long-term debt | ||||||||||
Interest rate on senior notes due (as a percent) | 0.75% | |||||||||
5.75% senior notes due February 2025 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 775,186,000 | $ 775,186,000 | 781,502,000 | |||||||
Interest rate on senior notes due (as a percent) | 5.75% | 5.75% | ||||||||
7.25% senior notes due January 2026 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 600,000,000 | $ 600,000,000 | ||||||||
Interest rate on senior notes due (as a percent) | 7.25% | 7.25% | ||||||||
Aggregate amount of senior notes | 600,000,000 | |||||||||
7.50% senior notes due January 2028 | ||||||||||
Long-term debt | ||||||||||
Senior Notes | $ 400,000,000 | $ 400,000,000 | ||||||||
Interest rate on senior notes due (as a percent) | 7.50% | 7.50% | ||||||||
Aggregate amount of senior notes | $ 400,000,000 | |||||||||
2012 Revolving Credit Facility | ||||||||||
Long-term debt | ||||||||||
Revolving credit facility | $ 355,000,000 | |||||||||
2018 Revolving Credit Facility | ||||||||||
Long-term debt | ||||||||||
Revolving credit facility | $ 752,265,000 | $ 752,265,000 | ||||||||
Interest rate on senior notes due (as a percent) | 5.50% | |||||||||
Amount outstanding | $ 752,000,000 | $ 752,000,000 | ||||||||
Reduction in total available borrowing capacity | $ 50,600,000 | |||||||||
Maximum borrowing capacity | $ 1,267,000,000 | $ 1,013,600,000 | ||||||||
Weighted average interest rate (as a percent) | 3.48% | 3.48% | ||||||||
Debt to EBITDA ratio | 5.5 | 5.5 | 5.5 | 5.5 | ||||||
Debt instrument, covenant, minimum liquidity, amount | $ 160,000,000 | $ 160,000,000 | ||||||||
Collateralized assets, net value | $ 1,400,000,000 | $ 1,400,000,000 | ||||||||
Guarantor Subsidiaries | 2018 Revolving Credit Facility | Minimum | ||||||||||
Long-term debt | ||||||||||
Debt instrument, guarantor coverage ratio | 4.25 | |||||||||
Nabors Canada | 2018 Revolving Credit Facility | ||||||||||
Long-term debt | ||||||||||
Maximum borrowing capacity | $ 32,000,000 | |||||||||
Nabors Delaware [Member] | 2018 Revolving Credit Facility | ||||||||||
Long-term debt | ||||||||||
Maximum borrowing capacity | $ 981,600,000 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - $ / shares | May 27, 2020 | May 05, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 |
Common Shares | ||||||||
Dividends to common shareholders (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.03 | |||||
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 | |||||
Cash dividend per mandatory convertible preferred shares (in dollars per share) | 0.75 | $ 0.75 | 2.25 | $ 2.25 | ||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Minimum percentage beneficial ownership to trigger rights exercise (as a percent) | 10.00% | 4.90% | ||||||
Percentage discount that a rights holder is entitled to when purchasing additional shares (as a percent) | 50.00% | |||||||
Price per share at which the Rights may be redeemed | 0.01 | |||||||
Exchange ratio after rights trigger | 1 | |||||||
Specific Shareholder [Member] | ||||||||
Common Shares | ||||||||
Minimum percentage beneficial ownership to trigger rights exercise (as a percent) | 10.00% | |||||||
Acquiring Company [Member] | ||||||||
Common Shares | ||||||||
Percentage discount that a rights holder is entitled to when purchasing additional shares (as a percent) | 50.00% | |||||||
Minimum | ||||||||
Common Shares | ||||||||
Additional ownership percentage acquired for right trigger | 0.50% | |||||||
Mandatory Convertible Preferred Shares | ||||||||
Common Shares | ||||||||
Preferred shares, shares issued | 5,750,000 | |||||||
Preferred stock, rate (as a percent) | 6.00% | |||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | |||||||
Preferred stock, liquidation preference (in dollars per share) | 50 | |||||||
Shares repurchased | 4,900,000 | 5,600,000 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | |||||||
Series B Preferred Stock | ||||||||
Common Shares | ||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | |||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 0.001 | |||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 58.08 | |||||||
Common Stock | Minimum | ||||||||
Common Shares | ||||||||
Conversion ratio | 0.1144 | |||||||
Common Stock | Maximum | ||||||||
Common Shares | ||||||||
Conversion ratio | 0.1372 | |||||||
Common Stock | Mandatory Convertible Preferred Shares | ||||||||
Common Shares | ||||||||
Number of consecutive trading days to calculate average share price of common stock | 20 days | |||||||
Common Stock | Mandatory Convertible Preferred Shares | Minimum | ||||||||
Common Shares | ||||||||
Conversion ratio | 0.1075 | |||||||
Common Stock | Mandatory Convertible Preferred Shares | Maximum | ||||||||
Common Shares | ||||||||
Conversion ratio | 0.1290 |
Commitments and Contingencies -
Commitments and Contingencies - Litigation (Details) $ in Millions | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
Mar. 31, 2011USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2018USD ($) | |
Court of Ouargla Algeria Foreign Currency Controls [Member] | ||||
Commitments and Contingencies, Disclosure | ||||
Litigation amount as per judgment | $ 21.8 | |||
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 Algeria Foreign Currency Controls [Member] | Maximum | ||||
Commitments and Contingencies, Disclosure | ||||
Potential judgment in excess of accrual | $ 13.8 | |||
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 | Maximum | ||||
Commitments and Contingencies, Disclosure | ||||
Additional penalties and fines | $ 4 | |||
KMG Nabors Drilling Company Joint Venture [Member] | Atyrau Oblast Ecology Department | Minimum | ||||
Commitments and Contingencies, Disclosure | ||||
Environmental damages | $ 3.4 |
Commitments and Contingencies_2
Commitments and Contingencies - Financial Guarantees (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Summary of total maximum amount of financial guarantees issued | |
2020 | $ 43,949 |
2021 | 163,189 |
Thereafter | 1,252 |
Total | $ 208,390 |
Earnings (Losses) Per Share (De
Earnings (Losses) Per Share (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Apr. 22, 2020 | Apr. 20, 2020 | Sep. 30, 2020USD ($)$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Sep. 30, 2020USD ($)$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares |
Net income (loss) (numerator): | ||||||
Income (loss) from continuing operations, net of tax | $ (146,682) | $ (99,788) | $ (658,919) | $ (395,965) | ||
Less: net (income) loss attributable to noncontrolling interest | (10,805) | (19,297) | (38,437) | (44,202) | ||
Less: preferred stock dividends | (3,653) | (4,310) | (10,958) | (12,935) | ||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (4,353) | (5,176) | (13,092) | (15,358) | ||
Less: distributed and undistributed earnings allocated to unvested shareholders | (114) | (125) | (347) | |||
Adjusted income (loss) from continuing operations, net of tax - basic | (165,493) | (128,685) | (721,531) | (468,807) | ||
Income (loss) from discontinued operations, net of tax | $ 22 | $ 157 | $ (48) | $ (34) | ||
Weighted-average number of shares outstanding - basic | shares | 7,064 | 7,041 | 7,056 | 7,029 | ||
Earnings (losses) Per Share: | ||||||
Basic from continuing operations (in dollars per share) | $ / shares | $ (23.42) | $ (18.27) | $ (102.25) | $ (66.70) | ||
Basic from discontinued operations (in dollars per share) | $ / shares | 0.02 | (0.01) | ||||
Total Basic (in dollars per share) | $ / shares | $ (23.42) | $ (18.25) | $ (102.26) | $ (66.70) | ||
DILUTED EPS: | ||||||
Adjusted income (loss) from continuing operations, net of tax - basic | $ (165,493) | $ (128,685) | $ (721,531) | $ (468,807) | ||
Adjusted income (loss) from continuing operations, net of tax - diluted | (165,493) | (128,685) | (721,531) | (468,807) | ||
Income (loss) from discontinued operations, net of tax | $ 22 | $ 157 | $ (48) | $ (34) | ||
Weighted-average number of shares outstanding - basic | shares | 7,064 | 7,041 | 7,056 | 7,029 | ||
Weighted-average number of shares outstanding - diluted | shares | 7,064 | 7,041 | 7,056 | 7,029 | ||
Earnings (losses) per share: | ||||||
Diluted from continuing operations (in dollars per share) | $ / shares | $ (23.42) | $ (18.27) | $ (102.25) | $ (66.70) | ||
Diluted from discontinued operations (in dollars per share) | $ / shares | 0.02 | (0.01) | ||||
Total Diluted (in dollars per share) | $ / shares | $ (23.42) | $ (18.25) | $ (102.26) | $ (66.70) | ||
Interest rate on senior notes due (as a percent) | 7.25% | 7.25% | ||||
Reverse stock split ratio | 50 | 50 | ||||
Minimum | ||||||
Earnings (losses) per share: | ||||||
Reverse stock split ratio | 15 | |||||
0.75% senior exchangeable notes due January 2024 | ||||||
Earnings (losses) per share: | ||||||
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) | $ / shares | $ 1,257.81 | $ 1,257.81 |
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, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded as anti-dilutive | 36 | 36 | 57 | 41 |
Mandatory Convertible Preferred Shares | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities excluded as anti-dilutive | 790 |
Impairments and Other Charges_2
Impairments and Other Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jan. 31, 2020 | |
Tangible Assets And Equipment | |||||||
Impairment of long-lived assets | $ 345 | $ 194,390 | |||||
Subtotal | 345 | 194,390 | |||||
Goodwill And Intangible Assets: | |||||||
Goodwill impairments | $ 27,800 | $ 93,600 | 27,798 | $ 93,634 | |||
Intangible asset impairment | 83,600 | 83,624 | 5,235 | ||||
Subtotal | 111,422 | 98,869 | |||||
Other Charges: | |||||||
Provision for international activities | (107) | 15,287 | |||||
Severance and transaction related costs | 4,779 | 2,911 | 18,204 | 5,386 | |||
Loss (gain) on early extinguishment of debt | 718 | 1,752 | |||||
Total impairments and other charges | 5,017 | 3,629 | 339,303 | 106,007 | |||
Principal amount redeemed | $ 1,320,000 | 1,320,000 | $ 952,900 | ||||
Payment of long-term debt | 1,390,236 | 379,193 | |||||
Severance and other related costs | 2,900 | 18,200 | 5,400 | ||||
Drilling And Drilling Solutions | |||||||
Tangible Assets And Equipment | |||||||
Impairment of long-lived assets | $ 13,800 | ||||||
Drilling and Rig Services | |||||||
Tangible Assets And Equipment | |||||||
Impairment of long-lived assets | $ 32,600 | ||||||
North Slope of Alaska | |||||||
Tangible Assets And Equipment | |||||||
Impairment recognized | 12,300 | ||||||
U.S. Drilling | |||||||
Tangible Assets And Equipment | |||||||
Impairment of long-lived assets | 82,400 | ||||||
International Drilling | |||||||
Tangible Assets And Equipment | |||||||
Impairment of long-lived assets | 30,500 | ||||||
Goodwill And Intangible Assets: | |||||||
Goodwill impairments | 75,600 | ||||||
Drilling Solutions | |||||||
Tangible Assets And Equipment | |||||||
Impairment of long-lived assets | 19,800 | ||||||
Goodwill And Intangible Assets: | |||||||
Goodwill impairments | 11,400 | 11,436 | |||||
Rig Technologies | |||||||
Tangible Assets And Equipment | |||||||
Impairment of long-lived assets | 2,800 | ||||||
Goodwill And Intangible Assets: | |||||||
Goodwill impairments | $ 16,400 | $ 16,362 | 18,000 | ||||
Senior Notes. | |||||||
Other Charges: | |||||||
Principal amount redeemed | $ 16,600 | $ 378,100 |
Supplemental Balance Sheet an_3
Supplemental Balance Sheet and Income Statement Information - Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Accrued liabilities | ||
Accrued compensation | $ 77,344 | $ 97,003 |
Deferred revenue and proceeds on insurance and asset sales | 60,616 | 89,051 |
Other taxes payable | 33,681 | 31,472 |
Workers' compensation liabilities | 15,214 | 30,214 |
Interest payable | 25,771 | 51,316 |
Litigation reserves | 14,282 | 14,736 |
Dividends declared and payable | 3,653 | 7,832 |
Other accrued liabilities | 16,620 | 11,658 |
Accrued liabilities | $ 247,181 | $ 333,282 |
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, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Investment income (loss) | ||||
Interest and dividend income | $ 177 | $ 2,040 | $ 3,781 | $ 6,346 |
Gains (losses) on marketable securities | (919) | (3,477) | (5,685) | 2,363 |
Investment income (loss) | $ (742) | $ (1,437) | $ (1,904) | $ 8,709 |
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, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Other expense (income) | ||||
Losses (gains) on sales, disposals and involuntary conversions of long-lived assets | $ 3,324 | $ (1,750) | $ 5,752 | $ 8,410 |
Litigation expenses and reserves | 621 | (2,400) | 2,733 | 4,211 |
Foreign currency transaction losses (gains) | 9,295 | 8,745 | 11,377 | 18,715 |
(Gain) loss on debt buyback | (14,170) | (65,848) | ||
Other losses (gains) | 505 | 410 | (2,344) | (738) |
Other, net | $ (425) | $ 5,005 | $ (48,330) | $ 30,598 |
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, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | $ 1,982,811 | |||
Other comprehensive income (loss), net of tax | $ 3,558 | $ (3,077) | (6,842) | $ 12,758 |
Balance at the end of the period | 1,255,648 | 1,255,648 | ||
Accumulated Other Comprehensive Income | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (11,788) | (29,325) | ||
Other comprehensive income (loss) before reclassifications | (7,029) | 12,314 | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 187 | 444 | ||
Other comprehensive income (loss), net of tax | (6,842) | 12,758 | ||
Balance at the end of the period | (18,630) | (16,567) | (18,630) | (16,567) |
Gains (losses) on cash flow hedges | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (65) | (492) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 67 | 319 | ||
Other comprehensive income (loss), net of tax | 67 | 319 | ||
Balance at the end of the period | 2 | (173) | 2 | (173) |
Defined benefit pension plan items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (3,778) | (3,945) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 120 | 125 | ||
Other comprehensive income (loss), net of tax | 120 | 125 | ||
Balance at the end of the period | (3,658) | (3,820) | (3,658) | (3,820) |
Foreign currency items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Balance at the beginning of the period | (7,945) | (24,888) | ||
Other comprehensive income (loss) before reclassifications | (7,029) | 12,314 | ||
Other comprehensive income (loss), net of tax | (7,029) | 12,314 | ||
Balance at the end of the period | $ (14,974) | $ (12,574) | $ (14,974) | $ (12,574) |
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, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Investment income (loss) | $ (742) | $ (1,437) | $ (1,904) | $ 8,709 |
Impairments and other charges | 5,017 | 3,629 | 339,303 | 106,007 |
Interest expense | 52,403 | 51,291 | 158,331 | 155,134 |
General and administrative expenses | 46,168 | 63,577 | 149,796 | 196,159 |
Income (loss) from continuing operations before income taxes | (150,377) | (75,885) | (640,475) | (330,865) |
Tax expense (benefit) | (3,695) | 23,903 | 18,444 | 65,100 |
Net income (loss) | (146,660) | (99,631) | (658,967) | (395,999) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Unrealized (gains) losses on available-for-sale securities that were reclassified from net income | ||||
Interest expense | (124) | 142 | 160 | 424 |
General and administrative expenses | 52 | 54 | 156 | 162 |
Income (loss) from continuing operations before income taxes | 72 | (196) | (316) | (586) |
Tax expense (benefit) | (35) | (48) | (129) | (142) |
Net income (loss) | $ 107 | $ (148) | $ (187) | $ (444) |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | $ 438,352 | $ 758,076 | $ 1,690,647 | $ 2,329,122 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||
Adjusted income (loss) derived from operating activities | (64,931) | 24,696 | (102,720) | 73,650 | |
Earnings (losses) from unconsolidated affiliates | (5) | ||||
Investment income (loss) | (742) | (1,437) | (1,904) | 8,709 | |
Interest expense | (52,403) | (51,291) | (158,331) | (155,134) | |
Remeasurement of net monetary assets charge | 5,017 | 3,629 | 339,303 | 106,007 | |
Other, net | 425 | (5,005) | 48,330 | (30,598) | |
Income (loss) from continuing operations before income taxes | (150,377) | (75,885) | (640,475) | (330,865) | |
ASSETS | |||||
Total assets | 5,817,308 | 5,817,308 | $ 6,760,658 | ||
U.S. Drilling | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 130,243 | 307,808 | 578,928 | 951,419 | |
Canada Drilling | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 10,774 | 12,191 | 39,929 | 48,895 | |
International Drilling | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 248,392 | 328,278 | 886,580 | 992,439 | |
Drilling Solutions | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 29,324 | 62,286 | 117,837 | 192,291 | |
Rig Technologies | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 28,466 | 63,106 | 104,198 | 207,610 | |
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 | (64,931) | 24,696 | (102,720) | 73,650 | |
Operating segment | U.S. Drilling | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 130,243 | 307,808 | 578,928 | 951,419 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||
Adjusted income (loss) derived from operating activities | (39,162) | 12,427 | (69,961) | 57,502 | |
ASSETS | |||||
Total assets | 1,990,662 | 1,990,662 | 2,369,200 | ||
Operating segment | Canada Drilling | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 10,774 | 12,191 | 39,929 | 48,895 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||
Adjusted income (loss) derived from operating activities | (3,507) | (5,701) | (9,265) | (11,297) | |
ASSETS | |||||
Total assets | 169,572 | 169,572 | 202,706 | ||
Operating segment | International Drilling | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 248,392 | 328,278 | 886,580 | 992,439 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||
Adjusted income (loss) derived from operating activities | (16,872) | 2,466 | (20,743) | (10,055) | |
ASSETS | |||||
Total assets | 2,751,761 | 2,751,761 | 2,979,494 | ||
Operating segment | Drilling Solutions | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 29,324 | 62,286 | 117,837 | 192,291 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||
Adjusted income (loss) derived from operating activities | (3,583) | 16,145 | 8,699 | 42,793 | |
ASSETS | |||||
Total assets | 117,200 | 117,200 | 218,004 | ||
Operating segment | Rig Technologies | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 28,466 | 63,106 | 104,198 | 207,610 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||
Adjusted income (loss) derived from operating activities | (1,807) | (641) | (11,450) | (5,293) | |
ASSETS | |||||
Total assets | 233,315 | 233,315 | 324,523 | ||
Other reconciling items (3) | |||||
Operating revenues and earnings (losses) from unconsolidated affiliates: | |||||
Operating revenues | 8,847 | 15,593 | 36,825 | 63,532 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | |||||
Adjusted income (loss) derived from operating activities | (27,709) | $ (39,219) | (86,547) | $ (121,480) | |
ASSETS | |||||
Total assets | $ 554,798 | $ 554,798 | $ 666,731 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | $ 438,352 | $ 758,076 | $ 1,690,647 | $ 2,329,122 |
U.S. Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 130,243 | 307,808 | 578,928 | 951,419 |
Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 10,774 | 12,191 | 39,929 | 48,895 |
International Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 248,392 | 328,278 | 886,580 | 992,439 |
Drilling Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 29,324 | 62,286 | 117,837 | 192,291 |
Rig Technologies | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 28,466 | 63,106 | 104,198 | 207,610 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | (8,847) | (15,593) | (36,825) | (63,532) |
Operating segment | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 122,422 | 338,519 | 559,143 | 1,061,777 |
Operating segment | Offshore Gulf Of Mexico | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 28,954 | 40,300 | 109,725 | 127,517 |
Operating segment | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 6,935 | 15,294 | 32,085 | 54,234 |
Operating segment | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 11,476 | 14,443 | 43,635 | 57,250 |
Operating segment | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 200,582 | 222,743 | 648,741 | 639,581 |
Operating segment | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 44,798 | 90,571 | 182,220 | 279,767 |
Operating segment | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 32,032 | 51,799 | 151,923 | 172,528 |
Operating segment | U.S. Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 130,243 | 307,808 | 578,928 | 951,419 |
Operating segment | U.S. Drilling | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 96,433 | 256,978 | 445,478 | 784,638 |
Operating segment | U.S. Drilling | Offshore Gulf Of Mexico | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 26,943 | 37,365 | 102,681 | 117,572 |
Operating segment | U.S. Drilling | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 6,867 | 13,465 | 30,769 | 49,209 |
Operating segment | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 10,774 | 12,191 | 39,929 | 48,895 |
Operating segment | Canada Drilling | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 10,774 | 12,191 | 39,929 | 48,895 |
Operating segment | International Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 248,392 | 328,278 | 886,580 | 992,439 |
Operating segment | International Drilling | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 176,617 | 197,095 | 571,108 | 570,142 |
Operating segment | International Drilling | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 43,881 | 85,558 | 177,800 | 266,715 |
Operating segment | International Drilling | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 27,894 | 45,625 | 137,672 | 155,582 |
Operating segment | Drilling Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 29,324 | 62,286 | 117,837 | 192,291 |
Operating segment | Drilling Solutions | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 15,769 | 41,459 | 70,805 | 132,156 |
Operating segment | Drilling Solutions | Offshore Gulf Of Mexico | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 2,011 | 2,935 | 7,044 | 9,945 |
Operating segment | Drilling Solutions | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 66 | 1,488 | 1,296 | 4,137 |
Operating segment | Drilling Solutions | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 187 | 358 | 995 | 1,413 |
Operating segment | Drilling Solutions | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 10,096 | 11,167 | 31,630 | 31,095 |
Operating segment | Drilling Solutions | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 902 | 4,545 | 4,284 | 11,202 |
Operating segment | Drilling Solutions | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 293 | 334 | 1,783 | 2,343 |
Operating segment | Rig Technologies | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 28,466 | 63,106 | 104,198 | 207,610 |
Operating segment | Rig Technologies | Lower 48 | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 10,220 | 40,082 | 42,860 | 144,983 |
Operating segment | Rig Technologies | ALASKA | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 2 | 341 | 20 | 888 |
Operating segment | Rig Technologies | Canada Drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 515 | 1,894 | 2,711 | 6,942 |
Operating segment | Rig Technologies | Middle East And Asia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 13,869 | 14,481 | 46,003 | 38,344 |
Operating segment | Rig Technologies | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 15 | 468 | 136 | 1,850 |
Operating segment | Rig Technologies | Europe Africa And CIS [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 3,845 | 5,840 | 12,468 | 14,603 |
Other reconciling items (1) | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | (8,847) | (15,593) | (36,825) | (63,532) |
Other reconciling items (1) | Other | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | (8,847) | (15,593) | (36,825) | (63,532) |
Other reconciling items (3) | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | $ 8,847 | $ 15,593 | $ 36,825 | $ 63,532 |
Revenue Recognition - Changes i
Revenue Recognition - Changes in Contract Assets and Contract Liabilities (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Accounts receivables current | ||
Contract Receivables | $ 408 | $ 507 |
Contract with customer assets current | ||
Contract Assets (Current) | 25.9 | 48.6 |
Contract with customer non-current asset | ||
Contract Assets (Long-term) | 10.5 | 24.9 |
Contract with customer liability current | ||
Contract Liabilities (Current) | 35.8 | 66.8 |
Contract with customer liability non-current | ||
Contract Liabilities (Long-term) | $ 48.1 | $ 70.5 |
Contract Asset Balance | ||
2020 | 64.00% | |
Contract percentage recognized | 56.00% | |
2021 | 23.00% | |
2022 or thereafter | 13.00% |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) | Sep. 30, 2020 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 61.00% |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-02 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 54.00% |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 16.00% |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 23.00% |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | Oct. 29, 2020 | Oct. 31, 2020 | Sep. 30, 2020 |
Subsequent event | |||
Interest rate on senior notes due (as a percent) | 7.25% | ||
0.75% senior exchangeable notes due January 2024 | |||
Subsequent event | |||
Interest rate on senior notes due (as a percent) | 0.75% | ||
5.75% senior notes due February 2025 | |||
Subsequent event | |||
Interest rate on senior notes due (as a percent) | 5.75% | ||
Subsequent Event | 0.75% senior exchangeable notes due January 2024 | |||
Subsequent event | |||
Interest rate on senior notes due (as a percent) | 0.75% | ||
Subsequent Event | 6.50 notes due February 2025 | |||
Subsequent event | |||
Interest rate on senior notes due (as a percent) | 6.50% | ||
Senior notes transaction exchanged amount | $ 115 | ||
Amount of new notes | $ 50.5 | ||
Subsequent Event | 9.00% senior priority guaranteed notes due 2025 | |||
Subsequent event | |||
Interest rate on senior notes due (as a percent) | 9.00% | ||
Amount of new notes | $ 300 |