Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 24, 2023 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
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, Postal Zip Code | HM08 | |
Entity Address, Country | BM | |
City Area Code | 441 | |
Local Phone Number | 292-1510 | |
Title of 12(b) Security | Common shares, $.05 par value per share | |
Trading Symbol | NBR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 9,465,106 | |
Entity Central Index Key | 0001163739 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Current assets: | |||
Cash and cash equivalents | $ 387,483 | $ 451,025 | |
Short-term investments | 19,160 | 1,290 | |
Accounts receivable, net of allowance of $52,427 and $52,895, respectively | 324,970 | 327,397 | |
Inventory, net | 146,254 | 127,947 | |
Other current assets | 82,687 | 92,964 | |
Total current assets | 960,554 | 1,000,623 | |
Property, plant and equipment, net | 2,945,964 | 3,026,100 | |
Restricted cash held in trust | 418,125 | 284,841 | |
Deferred income taxes | 239,363 | 257,320 | |
Other long-term assets | 162,844 | 160,970 | |
Total assets | [1] | 4,726,850 | 4,729,854 |
Current liabilities: | |||
Trade accounts payable | 287,228 | 314,041 | |
Accrued liabilities | 212,974 | 247,575 | |
Income taxes payable | 22,998 | 27,990 | |
Current lease liabilities | 5,503 | 6,784 | |
Total current liabilities | 528,703 | 596,390 | |
Long-term debt | 2,501,339 | 2,537,540 | |
Other long-term liabilities | 312,631 | 377,671 | |
Deferred income taxes | 1,810 | 2,858 | |
Total liabilities | [1] | 3,344,483 | 3,514,459 |
Commitments and contingencies (Note 8) | |||
Redeemable noncontrolling interest in subsidiary | 834,195 | 678,604 | |
Shareholders' equity: | |||
Common shares, par value $0.05 per share: Authorized common shares 32,000; issued 10,635 and 10,505, respectively | 527 | 525 | |
Capital in excess of par value | 3,535,728 | 3,536,373 | |
Accumulated other comprehensive income (loss) | (10,422) | (11,038) | |
Retained earnings (accumulated deficit) | (1,861,848) | (1,841,153) | |
Less: treasury shares, at cost, 1,161 and 1,090 common shares, respectively | (1,315,751) | (1,315,751) | |
Total shareholders' equity | 348,234 | 368,956 | |
Noncontrolling interest | 199,938 | 167,835 | |
Total equity | 548,172 | 536,791 | |
Total liabilities and equity | $ 4,726,850 | $ 4,729,854 | |
[1] The condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures and Note 13—Special Purpose Acquisition Companies for additional information. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Allowance for accounts receivable | $ 52,427 | $ 52,895 |
Common shares, par value (in dollars per share) | $ 0.05 | $ 0.05 |
Common shares, shares authorized | 32,000 | 32,000 |
Common shares, shares issued | 10,634 | 10,505 |
Treasury shares, common | 1,161 | 1,090 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenues and other income: | ||||
Operating revenues | $ 733,974 | $ 694,136 | $ 2,280,180 | $ 1,893,618 |
Investment income (loss) | 10,169 | 4,813 | 31,778 | 5,798 |
Total revenues and other income | 744,143 | 698,949 | 2,311,958 | 1,899,416 |
Costs and other deductions: | ||||
Direct costs | 447,751 | 432,311 | 1,365,611 | 1,208,820 |
General and administrative expenses | 62,182 | 57,594 | 187,144 | 169,400 |
Research and engineering | 14,016 | 13,409 | 42,371 | 36,028 |
Depreciation and amortization | 161,337 | 169,857 | 484,066 | 496,231 |
Interest expense | 44,042 | 43,841 | 135,347 | 133,650 |
Other, net | 35,546 | (25,954) | (8,604) | 68,975 |
Total costs and other deductions | 764,874 | 691,058 | 2,205,935 | 2,113,104 |
Income (loss) before income taxes | (20,731) | 7,891 | 106,023 | (213,688) |
Income tax expense (benefit): | ||||
Current | 6,241 | 11,414 | 43,569 | 30,662 |
Deferred | 4,272 | 938 | 16,407 | 4,714 |
Total income tax expense (benefit) | 10,513 | 12,352 | 59,976 | 35,376 |
Net income (loss) | (31,244) | (4,461) | 46,047 | (249,064) |
Less: net (income) loss attributable to noncontrolling interest | (17,672) | (9,322) | (41,128) | (32,132) |
Net income (loss) attributable to Nabors | $ (48,916) | $ (13,783) | $ 4,919 | $ (281,196) |
Earnings (losses) per share: | ||||
Basic (in dollars per share) | $ (6.26) | $ (1.80) | $ (2.79) | $ (32.72) |
Diluted (in dollars per share) | $ (6.26) | $ (1.80) | $ (2.79) | $ (32.72) |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 9,148 | 9,099 | 9,168 | 8,830 |
Diluted (in shares) | 9,148 | 9,099 | 9,168 | 8,830 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net income (loss) attributable to Nabors | $ (48,916) | $ (13,783) | $ 4,919 | $ (281,196) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (172) | (1,651) | 496 | (2,481) |
Pension liability amortization and adjustment | 52 | 52 | 156 | 1,584 |
Other comprehensive income (loss), before tax | (120) | (1,599) | 652 | (897) |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 12 | 12 | 36 | 36 |
Other comprehensive income (loss), net of tax | (132) | (1,611) | 616 | (933) |
Comprehensive income (loss) attributable to Nabors | (49,048) | (15,394) | 5,535 | (282,129) |
Comprehensive income (loss) attributable to noncontrolling interest | 17,672 | 9,322 | 41,128 | 32,132 |
Comprehensive income (loss) | $ (31,376) | $ (6,072) | $ 46,663 | $ (249,997) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 46,047 | $ (249,064) |
Adjustments to net income (loss): | ||
Depreciation and amortization | 484,066 | 496,231 |
Deferred income tax expense (benefit) | 16,407 | 4,712 |
Impairments and other charges | 5,318 | |
Amortization of debt discount and deferred financing costs | 6,393 | 8,012 |
Losses (gains) on debt buyback | (25,202) | (1,636) |
Losses (gains) on long-lived assets, net | 7,980 | 1,130 |
Losses (gains) on investments, net | (1,089) | 544 |
Share-based compensation | 12,671 | 11,854 |
Foreign currency transaction losses (gains), net | 21,725 | (4,054) |
Mark-to-market (gain) loss on warrants | (44,314) | 59,717 |
Noncontrolling interest | (41,128) | (32,132) |
Other | 144 | 176 |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | (1,890) | (29,828) |
Inventory | (18,305) | (312) |
Other current assets | 12,140 | (12,578) |
Other long-term assets | (786) | (12,301) |
Trade accounts payable and accrued liabilities | (63,389) | 30,538 |
Income taxes payable | (5,892) | (66) |
Other long-term liabilities | 45,045 | 30,157 |
Net cash provided by (used for) operating activities | 455,941 | 301,100 |
Cash flows from investing activities: | ||
Purchases of investments | (28,083) | (19,000) |
Capital expenditures | (406,695) | (272,080) |
Proceeds from sales of assets | 9,677 | 24,030 |
Other | (3,873) | 48 |
Net cash (used for) provided by investing activities | (428,974) | (267,002) |
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 250,000 | |
Reduction in long-term debt | (296,547) | (133,853) |
Debt issuance costs | (8,036) | (3,864) |
Proceeds from revolving credit facilities | 220,000 | 250,000 |
Reduction in revolving credit facilities | (220,000) | (710,000) |
Proceeds from issuance of common shares, net of issuance costs | 3,767 | |
Payments for employee taxes on net settlement of equity awards | (7,079) | (4,523) |
Dividends to common and preferred shareholders | (194) | (65) |
Distributions to noncontrolling interest | (2,269) | (3,489) |
Distribution of trust account for special purpose acquisition company | (186,933) | |
Sale of non-controlling interest - special purpose acquisition company | 305,000 | |
Other | 274 | (445) |
Net cash (used for) provided by financing activities | 54,216 | (602,472) |
Effect of exchange rate changes on cash and cash equivalents | (10,773) | (863) |
Net increase (decrease) in cash and cash equivalents and restricted cash | 70,410 | (569,237) |
Cash and cash equivalents and restricted cash, beginning of period | 737,140 | 1,273,510 |
Cash and cash equivalents and restricted cash, end of period | 807,550 | 704,273 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents, beginning of period | 451,025 | 991,471 |
Restricted cash, beginning of period | 286,115 | 282,039 |
Cash and cash equivalents and restricted cash, beginning of period | 737,140 | 1,273,510 |
Cash and cash equivalents, end of period | 387,483 | 420,307 |
Restricted cash, end of period | $ 420,067 | $ 283,966 |
Restricted cash, Balance Sheet location | Restricted cash held in trust | Restricted cash held in trust |
Cash and cash equivalents and restricted cash, end of period | $ 807,550 | $ 704,273 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Shares Adjusted Balance | Common Shares | Capital in Excess of Par Value Impact of adoption of ASU 2020-06 | Capital in Excess of Par Value Adjusted Balance | Capital in Excess of Par Value | Accumulated Other Comprehensive Income (Loss) Adjusted Balance | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Loss) Impact of adoption of ASU 2020-06 | Retained Earnings (Accumulated Loss) Adjusted Balance | Retained Earnings (Accumulated Loss) | Treasury Shares Adjusted Balance | Treasury Shares | Non-controlling Interest Adjusted Balance | Non-controlling Interest | Impact of adoption of ASU 2020-06 | Adjusted Balance | Total |
Beginning Balance at Dec. 31, 2021 | $ 466 | $ 466 | $ (81,881) | $ 3,372,682 | $ 3,454,563 | $ (10,634) | $ (10,634) | $ 60,701 | $ (1,477,287) | $ (1,537,988) | $ (1,315,751) | $ (1,315,751) | $ 128,282 | $ 128,282 | $ (21,180) | $ 697,758 | $ 718,938 |
Beginning Balance (in shares) at Dec. 31, 2021 | 9,295 | 9,295 | |||||||||||||||
Increase (Decrease) in Equity | |||||||||||||||||
Net income (loss) | (281,196) | 32,132 | (249,064) | ||||||||||||||
Warrant exercise, net of tax | $ 52 | 152,451 | 152,503 | ||||||||||||||
Warrant exercise, net of tax (in shares) | 1,051 | ||||||||||||||||
Other comprehensive income (loss), net of tax | (933) | (933) | |||||||||||||||
Share-based compensation | 11,854 | 11,854 | |||||||||||||||
Noncontrolling interest contributions (distributions) | (3,490) | (3,490) | |||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (7,720) | (7,720) | |||||||||||||||
Other | $ 7 | (4,612) | (138) | (4,743) | |||||||||||||
Other (in shares) | 161 | ||||||||||||||||
Ending Balance at Sep. 30, 2022 | $ 525 | 3,532,375 | (11,567) | (1,766,341) | (1,315,751) | 156,924 | 596,165 | ||||||||||
Ending Balance (in shares) at Sep. 30, 2022 | 10,507 | ||||||||||||||||
Beginning Balance at Jun. 30, 2022 | $ 525 | 3,528,440 | (9,956) | (1,750,058) | (1,315,751) | 147,602 | 600,802 | ||||||||||
Beginning Balance (in shares) at Jun. 30, 2022 | 10,509 | ||||||||||||||||
Increase (Decrease) in Equity | |||||||||||||||||
Net income (loss) | (13,783) | 9,322 | (4,461) | ||||||||||||||
Other comprehensive income (loss), net of tax | (1,611) | (1,611) | |||||||||||||||
Share-based compensation | 4,024 | 4,024 | |||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (2,601) | (2,601) | |||||||||||||||
Other | (89) | 101 | 12 | ||||||||||||||
Other (in shares) | (2) | ||||||||||||||||
Ending Balance at Sep. 30, 2022 | $ 525 | 3,532,375 | (11,567) | (1,766,341) | (1,315,751) | 156,924 | 596,165 | ||||||||||
Ending Balance (in shares) at Sep. 30, 2022 | 10,507 | ||||||||||||||||
Beginning Balance at Dec. 31, 2022 | $ 525 | 3,536,373 | (11,038) | (1,841,153) | (1,315,751) | 167,835 | 536,791 | ||||||||||
Beginning Balance (in shares) at Dec. 31, 2022 | 10,505 | ||||||||||||||||
Increase (Decrease) in Equity | |||||||||||||||||
Net income (loss) | 4,919 | 41,128 | 46,047 | ||||||||||||||
Other comprehensive income (loss), net of tax | 616 | 616 | |||||||||||||||
Share issuance adjustment, net of tax | $ (4) | (6,196) | 4,824 | (1,376) | |||||||||||||
Vesting of restricted stock awards, net of shares withheld for employee taxes | $ (2) | (7,077) | (7,079) | ||||||||||||||
Vesting of restricted stock awards, net of shares withheld for employee taxes (in shares) | (50) | ||||||||||||||||
Share-based compensation | $ 8 | 12,663 | 12,671 | ||||||||||||||
Share-based compensation (in shares) | 179 | ||||||||||||||||
Deemed dividends to SPAC public shareholders | (8,180) | (17,556) | (25,736) | ||||||||||||||
Noncontrolling interest contributions (distributions) | 5,105 | 5,105 | |||||||||||||||
IPO warrants to SPAC public shareholders | 3,426 | 3,426 | |||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (22,307) | (22,307) | |||||||||||||||
Other | (35) | 49 | 14 | ||||||||||||||
Ending Balance at Sep. 30, 2023 | $ 527 | 3,535,728 | (10,422) | (1,861,848) | (1,315,751) | 199,938 | 548,172 | ||||||||||
Ending Balance (in shares) at Sep. 30, 2023 | 10,634 | ||||||||||||||||
Beginning Balance at Jun. 30, 2023 | $ 531 | 3,537,574 | (10,290) | (1,809,414) | (1,315,751) | 189,022 | 591,672 | ||||||||||
Beginning Balance (in shares) at Jun. 30, 2023 | 10,635 | ||||||||||||||||
Increase (Decrease) in Equity | |||||||||||||||||
Net income (loss) | (48,916) | 17,672 | (31,244) | ||||||||||||||
Other comprehensive income (loss), net of tax | (132) | (132) | |||||||||||||||
Share issuance adjustment, net of tax | $ (4) | (6,196) | 4,824 | (1,376) | |||||||||||||
Vesting of restricted stock awards, net of shares withheld for employee taxes (in shares) | (1) | ||||||||||||||||
Share-based compensation | 4,350 | 4,350 | |||||||||||||||
Deemed dividends to SPAC public shareholders | (823) | (17,556) | (18,379) | ||||||||||||||
Noncontrolling interest contributions (distributions) | 7,374 | 7,374 | |||||||||||||||
IPO warrants to SPAC public shareholders | 3,426 | 3,426 | |||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (7,517) | (7,517) | |||||||||||||||
Other | (2) | (2) | |||||||||||||||
Ending Balance at Sep. 30, 2023 | $ 527 | $ 3,535,728 | $ (10,422) | $ (1,861,848) | $ (1,315,751) | $ 199,938 | $ 548,172 | ||||||||||
Ending Balance (in shares) at Sep. 30, 2023 | 10,634 |
General
General | 9 Months Ended |
Sep. 30, 2023 | |
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. 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. We provide performance tools, directional drilling services, tubular running services and innovative technologies for our own rig fleet and those operated by third parties. In addition, we manufacture advanced drilling equipment and provide drilling rig instrumentation. Also, we have a portfolio of technologies designed to drive energy efficiency and emissions reductions for both ourselves and our third-party customers. With operations in over 15 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, 2023 included: ● 298 actively marketed rigs for land-based drilling operations in the United States and various countries throughout the world; and ● 28 actively marketed rigs for offshore platform drilling operations in the United States and multiple international markets. The short- and long-term implications remain difficult to predict. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
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” or “Commission”), 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, 2022 (“2022 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments 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 (a) the power to direct activities that most significantly impact the economic performance of the VIE and (b) 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. Also, we are the co-sponsor of 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, 2023 2022 (In thousands) Raw materials $ 135,069 $ 118,351 Work-in-progress 9,962 6,121 Finished goods 1,223 3,475 $ 146,254 $ 127,947 Recently adopted accounting pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity’s Own Equity (Subtopic 815-40 We consider the applicability and impact of all ASUs. We assessed ASUs not listed above and determined that they either were not applicable or do not have a material impact on our financial statements. |
Joint Ventures
Joint Ventures | 9 Months Ended |
Sep. 30, 2023 | |
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, with each if the party’s contributions having 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. As of September 30, 2023 and December 31, 2022, the amount included in redeemable noncontrolling interest was $416.1 million and $393.8 million, respectively. 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. In 2022 and 2021, SANAD settled approximately $20.6 million and $120 million, respectively, of the accrued interest from inception, by making cash payments to each partner for their respective amounts. The assets and liabilities included in the condensed balance sheet below are (a) 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 (b) 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, 2023 2022 (In thousands) Assets: Cash and cash equivalents $ 274,545 $ 302,949 Accounts receivable 86,772 92,922 Other current assets 13,413 14,750 Property, plant and equipment, net 614,159 489,358 Other long-term assets 25,103 21,278 Total assets $ 1,013,992 $ 921,257 Liabilities: Accounts payable $ 88,836 $ 62,409 Accrued liabilities 4,617 6,639 Other liabilities 36,816 36,312 Total liabilities $ 130,269 $ 105,360 |
Accounts Receivable Purchase an
Accounts Receivable Purchase and Sales Agreement | 9 Months Ended |
Sep. 30, 2023 | |
Accounts Receivable Purchase and Sales Agreements | |
Accounts Receivable Purchase and Sales Agreements | Note 4 Accounts Receivable Purchase and Sales Agreements The Company entered into an accounts receivable sales agreement (the “A/R Sales Agreement”) and an accounts receivable purchase agreement (the “A/R Purchase Agreement,” and, together with the A/R Sales Agreement, the “A/R Agreements”). As part of the A/R Agreements, the Company continuously sells designated eligible pools of receivables as they are originated by it and certain U.S. subsidiaries to a separate, bankruptcy-remote, special purpose entity (“SPE”) pursuant to the A/R Sales Agreement. Pursuant to the A/R Purchase Agreement, the SPE in turn sells, transfers, conveys and assigns to unaffiliated third-party financial institutions (the “Purchasers”) all the rights, title and interest in and to its pool of eligible receivables (the “Eligible Receivables”). The sale of the Eligible Receivables qualifies for sale accounting treatment in accordance with ASC 860 – Transfers and Servicing. During the period of this program, cash receipts from the Purchasers at the time of the sale are classified as operating activities in our consolidated statement of cash flows and the associated receivables are derecognized from the Company’s consolidated balance sheet at the time of the sale. The remaining receivables held by the SPE were pledged to secure the collectability of the sold Eligible Receivables. Subsequent collections on the pledged receivables, which have not been sold, will be classified as operating cash flows in our consolidated statement of cash flows at the time of collection. The amount of receivables pledged as collateral as of September 30, 2023 and December 31, 2022 is approximately $52.3 million and $62.3 million, respectively. In July 2021, we entered into the First Amendment to the A/R Purchase Agreement (the “First Amendment”), which reduced the commitments of the Purchasers from $250 million to $150 million and extended the term of the agreements by two years, to August 13, 2023. In June 2022, we entered into the Third Amendment to the A/R Purchase Agreement which extended the term of the A/R Purchase Agreement to August 13, 2024 and increased the commitments of the Purchasers under the A/R Purchase Agreement from $150 million to $250 million. Subject to Purchaser approval, the commitments of the Purchasers may be increased to $300 million. The amount available for sale to the Purchasers under the A/R Purchase 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, 2023, approximately $174.0 million had been sold to and as yet uncollected by the Purchasers. As of December 31, 2022, the corresponding number was approximately $208.0 million. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt | |
Debt | Note 5 Debt Debt consisted of the following: September 30, December 31, 2023 2022 (In thousands) 5.10% senior notes due September 2023 (1) $ — $ 52,004 0.75% senior exchangeable notes due January 2024 (2) 155,529 177,005 5.75% senior notes due February 2025 474,092 474,092 9.00% senior priority guaranteed notes due February 2025 — 209,384 7.25% senior guaranteed notes due January 2026 557,902 557,902 7.375% senior priority guaranteed notes due May 2027 700,000 700,000 7.50% senior guaranteed notes due January 2028 389,609 389,609 1.75% senior exchangeable notes due June 2029 250,000 — $ 2,527,132 $ 2,559,996 Less: deferred financing costs 25,793 22,456 Long-term debt $ 2,501,339 $ 2,537,540 (1) The 5.10% senior notes due September 2023 were classified as long-term as of December 31, 2022, because we had the ability and intent to refinance these obligations utilizing our 2022 Credit Agreement. (2) The 0.75% senior exchangeable notes due January 2024 were classified as long-term as of September 30, 2023, because we had the ability and intent to refinance these obligations utilizing our 2022 Credit Agreement. During the nine months ended September 30, 2023, we repurchased $230.9 million aggregate principal amount of outstanding Nabors Delaware’s notes for approximately $236.8 million in cash, including principal, premium of $4.7 million and $1.9 million in accrued and unpaid interest. In connection with these repurchases, we recognized a $25.2 million gain for the nine months ended September 30, 2023 which is included in Other, net in our condensed consolidated statement of income (loss). $24.5 million of the gain recognized was related to accrued interest for the 9.00% senior priority guaranteed notes due February 2025 accounted for in accordance with ASC 470-60, Troubled Debt Restructuring by Debtors. In addition, the remaining balance of the 5.10% senior notes due September 2023 of $52.1 million was fully redeemed in June 2023. 1.75% Senior Exchangeable Notes Due June 2029 In February 2023, Nabors Delaware issued $250.0 million in aggregate principal amount of 1.75% senior exchangeable notes due 2029, which are fully and unconditionally guaranteed by Nabors. The notes bear interest at a rate of 1.75% per year payable semiannually on June 15 and December 15 of each year, beginning on December 15, 2023. As of September 30, 2023, there was $250.0 million in aggregate principal amount that remained outstanding. The 1.75% exchangeable notes are exchangeable, only under certain conditions, at an exchange rate of 4.7056 common shares of Nabors per $1,000 principal amount of exchangeable notes (equivalent to an exchange price of approximately $212.51 per common share). Upon any exchange, Nabors will settle its exchange obligation in cash, common shares of Nabors, or a combination of cash and common shares, at our election. The 1.75% exchangeable notes are redeemable, in whole or in part, at our option at any time on or after June 15, 2026 only if the last reported sale price per common shares exceed 130% of the exchange price on (1) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading days immediately before the date of the related redemption notice; and (2) the trading day immediately before we send such notice, at a cash redemption price equal to 100% of the principal amount to be redeemed plus accrued and unpaid interest. If a “fundamental change” (as defined in the Indenture) occurs, subject to certain conditions, holders may require us to repurchase for cash any or all of their 0.75% Senior Exchangeable Notes Due January 2024 In January 2017, Nabors Delaware issued $575.0 million in aggregate principal amount of 0.75% exchangeable senior unsecured notes due 2024, which are fully and unconditionally guaranteed by Nabors. The notes bear interest at a rate of 0.75% per year payable semiannually on January 15 and July 15 of each year, beginning on July 15, 2017. As of September 30, 2023 and December 31, 2022, there was approximately $155.5 million and $177.0 million in aggregate principal amount that remained outstanding, respectively. The 0.75% exchangeable notes are currently exchangeable, under certain conditions, at an exchange rate of .8018 common shares of Nabors per $1,000 principal amount of 0.75% exchangeable notes (equivalent to an exchange price of approximately $1,247.19 per common share). Upon any exchange, as a result of an amendment to the notes, Nabors Delaware will settle its exchange obligation in cash. If a “fundamental change” (as defined in the Indenture) occurs, subject to certain conditions, holders may require us to repurchase for cash any or all of their 0.75% exchangeable notes at a repurchase price equal to 100% of the principal amount of the 0.75% exchangeable notes to be repurchased, plus accrued and unpaid interest. The 0.75% exchangeable notes were originally bifurcated for accounting purposes into debt and equity components of $411.2 million and $163.8 million, respectively, based on the terms of the notes and the relative fair value at the issuance date. The adoption of ASU 2020-06 effective January 1, 2022 resulted in a pre-tax adjustment of $27.5 million to eliminate the remaining unamortized debt discount. 2022 Credit Agreement On January 21, 2022, Nabors Delaware entered into a revolving credit agreement between Nabors Delaware, the guarantors from time-to-time party thereto, the issuing banks (the “Issuing Banks”) and other lenders party thereto (the “Lenders”) and Citibank, N.A., as administrative agent (the “2022 Credit Agreement”). Under the 2022 Credit Agreement, the Lenders have committed to provide to Nabors Delaware up to an aggregate principal amount at any time outstanding not in excess of $350.0 million (with an accordion feature for an additional $100.0 million, subject to lender approval) under a secured revolving credit facility, including sub-facilities provided by certain of the Lenders for letters of credit in an aggregate principal amount at any time outstanding not in excess of $100.0 million. The 2022 Credit Agreement permits the incurrence of additional indebtedness secured by liens, which may include liens on the collateral securing the facility, in an amount up to $150.0 million as well as a grower basket for term loans in an amount not to exceed $100.0 million secured by liens not on the collateral. The Company is required to maintain an interest coverage ratio (EBITDA/interest expense), which increases on a quarterly basis, and a minimum guarantor value, requiring the guarantors (other than the Company) and their subsidiaries to own at least 90% of the consolidated property, plant and equipment of the Company. The facility matures on the earlier of (a) January 21, 2026 and (b) to the extent any principal amount of Nabors Delaware’s existing 5.75% senior notes due 2025 remains outstanding on the date that is 90 days prior to the applicable maturity date for such indebtedness, then such 90 th Additionally, the Company is subject to covenants, which are subject to certain exceptions and include, among others, (a) a covenant restricting our ability to incur liens (subject to the additional liens basket of up to $150.0 million), (b) a covenant restricting its ability to pay dividends or make other distributions with respect to its capital stock and to repurchase certain indebtedness and (c) a covenant restricting the ability of the Company’s subsidiaries to incur debt (subject to the grower basket of up to $100.0 million). The agreement also includes a collateral coverage requirement that the collateral rig fair value is to be no less than the collateral coverage threshold, as defined in the agreement. This requirement includes an independent appraisal report to be delivered every 6 months following the closing date. As of September 30, 2023, we had no borrowings outstanding under our 2022 Credit Agreement. The weighted average interest rate on borrowings under the 2022 Credit Agreement at September 30, 2023 was 8.02%. In order to make any future borrowings under the 2022 Credit Agreement, 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. We had $45.7 million of letters of credit outstanding under the 2022 Credit Agreement as of September 30, 2023. As of the date of this report, we were in compliance with all covenants under the 2022 Credit Agreement. We expect to remain in compliance with all covenants under the 2022 Credit Agreement during the twelve-month period following the date of this report based on our current operational and financial projections. However, we can make no assurance of continued compliance if our current projections or material underlying assumptions prove to be incorrect. If we fail to comply with the covenants, the revolving credit commitment could be terminated, and any outstanding borrowings under the facility could be declared immediately due and payable. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Shareholders' Equity | |
Shareholders' Equity | Note 6 Shareholders’ Equity Common share warrants On May 27, 2021, the Board declared a distribution of warrants to purchase its common shares (the “Warrants”) to holders of the Company’s common shares. Holders of Nabors common shares received two Each Warrant represents the right to purchase one common share at an initial exercise price of $166.66667 per Warrant, subject to certain adjustments (the “Exercise Price”). Payment of the exercise price may be in (a) cash or (b)“Designated Notes,” which the Company initially defined as (x) Nabors Delaware’s (i) 5.10% Notes due 2023, (ii) 0.75% Exchangeable Notes due 2024, (iii) 5.75% Notes due 2025 and (y) the Company’s 7.25% Notes due 2026 0.75% Exchangeable Notes due 2024 were removed from the list of Designated Notes and in June 2023, the remaining balance of the 5.10% Notes due 2023 was fully redeemed. of the market price of the common shares. The Warrants expire on June 11, 2026, but the expiration date may be accelerated at any time by the Company upon The Warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the Warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. On September 30, 2023 and December 31, 2022, the fair value of the Warrants was approximately $36.3 million and $80.9 million, respectively. During the three and nine months ended September 30, 2023, approximately $7.9 million of loss and $44.3 million of gain has been recognized for the change in the liability and included in Other, net in our consolidated statements of income (loss), respectively. During the three and nine months ended September 30, 2022, approximately $34.0 million of gain and $63.0 million of loss has been recognized for the change in the liability and included in Other, net in our consolidated statements of income (loss), respectively. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Measurements | |
Fair Value Measurements | Note 7 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. Recurring Fair Value Measurements Our financial assets that are accounted for at fair value on a recurring basis as of September 30, 2023 and December 31, 2022 consisted of short-term investments and restricted cash held in trust. During the nine months ended September 30, 2023, there were no transfers of our financial assets between Level 1 and Level 2 measures. Our financial assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. As of September 30, 2023 and December 31, 2022, our restricted cash held in trust was carried at fair market value and totaled $418.1 million and $284.8 million, respectively, and consisted of Level 1 measurements. No material Level 2 or Level 3 measurements existed for our financial assets for any of the periods presented. Our financial liabilities that are accounted for at fair value on a recurring basis as of September 30, 2023 and December 31, 2022 consisted of the Warrants and are included in other long-term liabilities in the accompanying consolidated financial statements. As of September 30, 2023 and December 31, 2022, the Warrants were carried at fair market value using their trading price and totaled $36.3 million and $80.9 million, respectively. 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 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 Debt 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, 2023 December 31, 2022 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.10% senior notes due September 2023 $ — $ — $ 52,004 $ 51,354 0.75% senior exchangeable notes due January 2024 155,529 152,616 177,005 164,898 5.75% senior notes due February 2025 474,092 464,748 474,092 454,773 9.00% senior priority guaranteed notes due February 2025 — — 209,384 213,507 7.25% senior guaranteed notes due January 2026 557,902 540,373 557,902 529,432 7.375% senior priority guaranteed notes due May 2027 700,000 679,504 700,000 686,686 7.50% senior guaranteed notes due January 2028 389,609 359,843 389,609 354,400 1.75% senior exchangeable notes due June 2029 250,000 221,113 — — $ 2,527,132 $ 2,418,196 $ 2,559,996 $ 2,455,050 Less: deferred financing costs 25,793 22,456 $ 2,501,339 $ 2,537,540 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. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
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 and tax credits, 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 $20.6 million (at September 30, 2023 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 appealed this decision again to the Supreme Court, which again overturned the appeals court’s decision. The case was moved back to the court of appeals, which, once again, reinstated the verdict, failing to abide by the Supreme Court’s ruling. Accordingly, we are appealing once more to the Supreme Court to try to get a final ruling on the matter. 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 $12.6 million in excess of amounts accrued. 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 Facility (see Note 4—Accounts Receivable Purchase and Sales Agreements) 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 2023 2024 2025 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 4,370 29,642 60 13,772 $ 47,844 |
Earnings (Losses) Per Share
Earnings (Losses) Per Share | 9 Months Ended |
Sep. 30, 2023 | |
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 and the if-converted method for the 1.75% senior exchangeable notes due June 2029 as the instrument contains a provision for share settlement. 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, 2023 2022 2023 2022 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss), net of tax $ (31,244) $ (4,461) $ 46,047 $ (249,064) Less: net (income) loss attributable to noncontrolling interest (17,672) (9,322) (41,128) (32,132) Less: deemed dividends to SPAC public shareholders (823) — (8,180) — Less: accrued distribution on redeemable noncontrolling interest in subsidiary (7,517) (2,601) (22,307) (7,720) Numerator for basic earnings per share: Adjusted income (loss), net of tax - basic $ (57,256) $ (16,384) $ (25,568) $ (288,916) Weighted-average number of shares outstanding - basic 9,148 9,099 9,168 8,830 Earnings (losses) per share: Total Basic $ (6.26) $ (1.80) $ (2.79) $ (32.72) DILUTED EPS: Adjusted income (loss), net of tax - diluted $ (57,256) $ (16,384) $ (25,568) $ (288,916) Weighted-average number of shares outstanding - diluted 9,148 9,099 9,168 8,830 Earnings (losses) per share: Total Diluted $ (6.26) $ (1.80) $ (2.79) $ (32.72) For all periods presented, the computation of diluted earnings (losses) per share excludes shares related to outstanding stock options with exercise prices greater than the average market price of Nabors’ common shares and shares related to the outstanding Warrants when their exercise price or exchange price is higher 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 the stock options, such stock options or warrants 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, 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 and shares related to outstanding Warrants that were excluded from diluted earnings (losses) per share that would potentially dilute earnings per share in the future were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 Potentially dilutive securities excluded as anti-dilutive 3,370 3,369 3,383 3,369 Additionally, for the three and nine months ended September 30, 2023, we excluded 1.2 and 1.0 million common shares from the computation of diluted shares related to the conversion of the 1.75% senior exchangeable notes due June 2029, because their effect would be anti-dilutive under the if-converted method, respectively. |
Supplemental Balance Sheet and
Supplemental Balance Sheet and Income Statement Information | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Balance Sheet and Income Statement Information | |
Supplemental Balance Sheet and Income Statement Information | Note 10 Supplemental Balance Sheet and Income Statement Information Accrued liabilities included the following: September 30, December 31, 2023 2022 (In thousands) Accrued compensation $ 60,965 $ 64,926 Deferred revenue 31,511 37,808 Other taxes payable 35,263 39,621 Workers’ compensation liabilities 6,588 6,588 Interest payable 41,887 69,174 Litigation reserves 26,979 18,681 Other accrued liabilities 9,781 10,777 $ 212,974 $ 247,575 Investment income (loss) includes the following: Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Interest and dividend income $ 10,041 $ 4,814 $ 30,573 $ 6,535 Gains (losses) on marketable securities 128 (1) 1,205 (737) $ 10,169 $ 4,813 $ 31,778 $ 5,798 Other, net included the following: Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 7,054 $ 4,650 $ 7,982 $ 1,129 Energy transition initiatives 173 — 7,893 — Warrant and derivative valuation 7,637 (34,049) (44,578) 59,684 Litigation expenses and reserves 13,660 4,335 20,815 12,463 Foreign currency transaction losses (gains) 4,915 (877) 21,725 (4,054) (Gain) loss on debt buyback (103) (1,259) (25,202) (3,236) Other losses (gains) 2,210 1,246 2,761 2,989 $ 35,546 $ (25,954) $ (8,604) $ 68,975 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, 2022 $ 2 $ (5,356) $ (5,280) $ (10,634) Other comprehensive income (loss) before reclassifications — 1,428 (2,481) (1,053) Amounts reclassified from accumulated other comprehensive income (loss) — 120 — 120 Net other comprehensive income (loss) — 1,548 (2,481) (933) As of September 30, 2022 $ 2 $ (3,808) $ (7,761) $ (11,567) (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, 2023 $ 2 $ (3,767) $ (7,273) $ (11,038) Other comprehensive income (loss) before reclassifications — — 496 496 Amounts reclassified from accumulated other comprehensive income (loss) — 120 — 120 Net other comprehensive income (loss) — 120 496 616 As of September 30, 2023 $ 2 $ (3,647) $ (6,777) $ (10,422) (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, 2023 2022 2023 2022 (In thousands) General and administrative expenses $ 52 $ 52 $ 156 $ 156 Total income (loss) before income tax (52) (52) (156) (156) Tax expense (benefit) (12) (12) (36) (36) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (40) $ (40) $ (120) $ (120) |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2023 | |
Segment Information | |
Segment Information | Note 11 Segment Information The following table sets forth financial information with respect to our reportable operating segments: Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Operating revenues: U.S. Drilling $ 276,385 $ 297,178 $ 941,867 $ 767,769 International Drilling 344,780 306,355 1,002,478 881,705 Drilling Solutions 72,831 61,981 224,729 172,042 Rig Technologies 61,437 50,496 183,481 132,326 Other reconciling items (1) (21,459) (21,874) (72,375) (60,224) Total $ 733,974 $ 694,136 $ 2,280,180 $ 1,893,618 Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 49,582 $ 37,776 $ 210,859 $ 40,213 International Drilling 9,862 (907) 22,226 (2,629) Drilling Solutions 25,341 20,099 80,830 53,068 Rig Technologies 4,995 3,412 13,741 2,788 Total segment adjusted operating income (loss) $ 89,780 $ 60,380 $ 327,656 $ 93,440 Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Reconciliation of segment adjusted operating income (loss) to net income (loss): Net income (loss) $ (31,244) $ (4,461) $ 46,047 $ (249,064) Income tax expense (benefit) 10,513 12,352 59,976 35,376 Income (loss) before income taxes $ (20,731) $ 7,891 106,023 $ (213,688) Investment (income) loss (10,169) (4,813) (31,778) (5,798) Interest expense 44,042 43,841 135,347 133,650 Other, net 35,546 (25,954) (8,604) 68,975 Other reconciling items (3) 41,092 39,415 126,668 110,301 Total segment adjusted operating income (loss) (2) $ 89,780 $ 60,380 $ 327,656 $ 93,440 September 30, December 31, 2023 2022 (In thousands) Total assets: U.S. Drilling $ 1,278,623 $ 1,389,459 International Drilling 2,239,422 2,273,766 Drilling Solutions 81,464 63,652 Rig Technologies 239,384 207,345 Other reconciling items (3) 887,957 795,632 Total $ 4,726,850 $ 4,729,854 (1) Represents the elimination of inter-segment transactions related to our Rig Technologies operating segment. (2) Adjusted operating income (loss) represents income (loss) before income taxes, interest expense, investment income (loss), and other, net. Management evaluates the performance of our operating segments using adjusted operating income (loss), which is a segment performance measure, because it believes that this financial measure reflects our ongoing profitability and performance. In addition, securities analysts and investors use this measure as one of the metrics on which they analyze our performance. A reconciliation from net income (loss) 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, 2023 | |
Revenue Recognition | |
Revenue Recognition | Note 12 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, 2023 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 241,900 $ — $ 45,646 $ 27,453 $ — $ 314,999 U.S. Offshore Gulf of Mexico 25,768 — 2,974 — — 28,742 Alaska 8,717 — 469 — — 9,186 Canada — — 467 1,526 — 1,993 Middle East & Asia — 243,691 10,550 27,430 — 281,671 Latin America — 86,665 11,885 3,265 — 101,815 Europe, Africa & CIS — 14,424 840 1,763 — 17,027 Eliminations & other — — — — (21,459) (21,459) Total $ 276,385 $ 344,780 $ 72,831 $ 61,437 $ (21,459) $ 733,974 Nine Months Ended September 30, 2023 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 820,927 $ — $ 148,587 $ 92,069 $ — $ 1,061,583 U.S. Offshore Gulf of Mexico 89,744 — 8,929 — — 98,673 Alaska 31,196 — 1,450 — — 32,646 Canada — — 1,137 5,539 — 6,676 Middle East & Asia — 704,918 32,587 70,190 — 807,695 Latin America — 251,300 30,446 7,776 — 289,522 Europe, Africa & CIS — 46,260 1,593 7,907 — 55,760 Eliminations & other — — — — (72,375) (72,375) Total $ 941,867 $ 1,002,478 $ 224,729 $ 183,481 $ (72,375) $ 2,280,180 Three Months Ended September 30, 2022 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 247,290 $ — $ 40,561 $ 27,279 $ — $ 315,130 U.S. Offshore Gulf of Mexico 31,108 — 2,476 — — 33,584 Alaska 18,780 — 530 — — 19,310 Canada — — 368 1,354 — 1,722 Middle East & Asia — 204,544 10,044 19,324 — 233,912 Latin America — 79,366 7,849 89 — 87,304 Europe, Africa & CIS — 22,445 153 2,450 — 25,048 Eliminations & other — — — — (21,874) (21,874) Total $ 297,178 $ 306,355 $ 61,981 $ 50,496 $ (21,874) $ 694,136 Nine Months Ended September 30, 2022 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 627,774 $ — $ 110,527 $ 77,677 $ — $ 815,978 U.S. Offshore Gulf of Mexico 91,481 — 8,079 — — 99,560 Alaska 48,514 — 1,284 — — 49,798 Canada — — 1,146 3,573 — 4,719 Middle East & Asia — 590,678 29,520 43,128 — 663,326 Latin America — 226,866 20,840 89 — 247,795 Europe, Africa & CIS — 64,161 646 7,859 — 72,666 Eliminations & other — — — — (60,224) (60,224) Total $ 767,769 $ 881,705 $ 172,042 $ 132,326 $ (60,224) $ 1,893,618 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 (e.g., operating rate, standby rate, etc.). 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, 2022 $ 401.9 $ 23.6 $ 0.1 $ 29.2 $ 3.2 As of September 30, 2023 $ 372.7 $ 14.0 $ 2.8 $ 21.3 $ 2.5 Approximately 90% of the contract liability balance at the beginning of the period is expected to be recognized as revenue during 2023 2024 Additionally, 96% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2023, of which 80% was recognized during the nine months ended September 30, 2023, and 4% is expected to be recognized during 2024. 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. |
Special Purpose Acquisition Com
Special Purpose Acquisition Companies | 9 Months Ended |
Sep. 30, 2023 | |
Special Purpose Acquisition Companies | |
Special Purpose Acquisition Companies | Note 13 Special Purpose Acquisition Companies Nabors is the co-sponsor of two SPACs. Each is a consolidated VIE included in the accompanying consolidated financial statements under Restricted cash held in trust and Redeemable noncontrolling interest in subsidiary. Each SPAC’s funds are held in an interest-bearing U.S. based trust account (“Trust Account”) and are invested in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act, each of which invests only in direct U.S. government treasury obligations. The funds in the trust accounts will only be released to the SPACs upon completion by the applicable SPAC of a business combination or in connection with redemptions of any of the redeemable common shares, except with respect to interest earned on the funds which may be withdrawn to pay the SPAC’s taxes. The company accounts for the non-controlling interest in the SPACs as subject to possible redemption in accordance with FASB ASC Topic 480 “ Distinguishing Liabilities from Equity .” The SPACs’ common stock features certain redemption rights, which are considered to be outside the company’s control and subject to occurrence of uncertain future events. Nabors will recognize any future changes in redemption value immediately as they occur – i.e., adjusting the carrying amount of the instrument to its current redemption amount at each reporting period. NETC In November 2021, Nabors Energy Transition Corp. (“NETC”) cosponsored by Nabors and Greens Road Energy LLC completed its’ initial public offering. Greens Road Energy LLC is owned by certain members of Nabors’ board of directors and management team. As part of the initial public offering of NETC and subsequent private placement warrant transactions, Approximately $106.9 million and $284.8 million of non-controlling interest subject to possible redemption is presented at full redemption value as temporary equity, outside of the stockholders’ equity section in the accompanying consolidated financial statements as of September 30, 2023 and December 31, 2022, respectively. The following table summarizes NETC’s effects on changes in non-controlling interest subject to possible redemption. 2023 (In thousands) Balance, beginning of year $ 284,841 Redemptions (186,933) Net earnings 4,715 Nabors deemed dividends to SPAC public shareholders 2,597 Noncontrolling interest deemed dividends to SPAC public shareholders 1,641 Balance as of September 30 $ 106,861 In February 2023, NETC entered into a definitive agreement for a business combination with Vast Solar Pty Ltd (“Vast”), a development-stage company specializing in the design and manufacturing of concentrated solar thermal power (CSP) systems. The agreement is subject to certain customary closing conditions. The company continues to evaluate what the accounting treatment for its investment in NETC will be after the business combination is complete. NETC has until November 19, 2023 (or up to December 19, 2023 if extended pursuant to its’ charter) to consummate a business combination. It is uncertain that NETC will be able to consummate a business combination by this time. If a business combination is not consummated by this date, there will be a mandatory liquidation and subsequent dissolution of NETC. NETC II In July 2023, Nabors Energy Transition Corporation II (“NETC II”) co-sponsored by Nabors and Greens Road Energy II LLC, completed its initial public offering of 30,500,000 units at $10.00 per unit, generating gross proceeds of approximately $305.0 million. Greens Road Energy II LLC is owned by certain members of Nabors’ management team. Simultaneously with the closing of the IPO, NETC II completed the private sale of an aggregate of 9,540,000 warrants for an aggregate value of $9.5 million, of which 4,348,000 warrants were purchased by related parties including certain Nabors officers and employees, with the remainder being purchased by a subsidiary of Nabors. Approximately $311.3 million of non-controlling interest subject to possible redemption is presented at full redemption value as temporary equity, outside of the stockholders’ equity section in the accompanying consolidated financial statements as of September 30, 2023. The following table summarizes NETC II’s effects on changes in non-controlling interest subject to possible redemption. 2023 (In thousands) Balance, beginning of year $ — Initial public offering 294,474 Net earnings 3,214 Nabors deemed dividends to SPAC public shareholders 5,583 Noncontrolling interest deemed dividends to SPAC public shareholders 7,993 Balance as of September 30 $ 311,264 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
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” or “Commission”), 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, 2022 (“2022 Annual Report”). In management’s opinion, the unaudited condensed consolidated financial statements contain all adjustments |
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 (a) the power to direct activities that most significantly impact the economic performance of the VIE and (b) 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. Also, we are the co-sponsor of |
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, 2023 2022 (In thousands) Raw materials $ 135,069 $ 118,351 Work-in-progress 9,962 6,121 Finished goods 1,223 3,475 $ 146,254 $ 127,947 |
Recently Accounting Pronouncements Adopted | In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging Contracts in Entity’s Own Equity (Subtopic 815-40 We consider the applicability and impact of all ASUs. We assessed ASUs not listed above and determined that they either were not applicable or do not have a material impact on our financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Summary of Significant Accounting Policies | |
Schedule of inventory, net | Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out or weighted-average cost methods and includes the cost of materials, labor and manufacturing overhead. Inventory included the following: September 30, December 31, 2023 2022 (In thousands) Raw materials $ 135,069 $ 118,351 Work-in-progress 9,962 6,121 Finished goods 1,223 3,475 $ 146,254 $ 127,947 |
Joint Ventures (Tables)
Joint Ventures (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Joint Ventures | |
Schedule of condensed balance sheet of SANAD | The condensed balance sheet of SANAD, as included in our condensed consolidated balance sheet, is presented below. September 30, December 31, 2023 2022 (In thousands) Assets: Cash and cash equivalents $ 274,545 $ 302,949 Accounts receivable 86,772 92,922 Other current assets 13,413 14,750 Property, plant and equipment, net 614,159 489,358 Other long-term assets 25,103 21,278 Total assets $ 1,013,992 $ 921,257 Liabilities: Accounts payable $ 88,836 $ 62,409 Accrued liabilities 4,617 6,639 Other liabilities 36,816 36,312 Total liabilities $ 130,269 $ 105,360 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt | |
Schedule of debt | Debt consisted of the following: September 30, December 31, 2023 2022 (In thousands) 5.10% senior notes due September 2023 (1) $ — $ 52,004 0.75% senior exchangeable notes due January 2024 (2) 155,529 177,005 5.75% senior notes due February 2025 474,092 474,092 9.00% senior priority guaranteed notes due February 2025 — 209,384 7.25% senior guaranteed notes due January 2026 557,902 557,902 7.375% senior priority guaranteed notes due May 2027 700,000 700,000 7.50% senior guaranteed notes due January 2028 389,609 389,609 1.75% senior exchangeable notes due June 2029 250,000 — $ 2,527,132 $ 2,559,996 Less: deferred financing costs 25,793 22,456 Long-term debt $ 2,501,339 $ 2,537,540 (1) The 5.10% senior notes due September 2023 were classified as long-term as of December 31, 2022, because we had the ability and intent to refinance these obligations utilizing our 2022 Credit Agreement. (2) The 0.75% senior exchangeable notes due January 2024 were classified as long-term as of September 30, 2023, because we had the ability and intent to refinance these obligations utilizing our 2022 Credit Agreement. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Measurements | |
Fair value of debt 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, 2023 December 31, 2022 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.10% senior notes due September 2023 $ — $ — $ 52,004 $ 51,354 0.75% senior exchangeable notes due January 2024 155,529 152,616 177,005 164,898 5.75% senior notes due February 2025 474,092 464,748 474,092 454,773 9.00% senior priority guaranteed notes due February 2025 — — 209,384 213,507 7.25% senior guaranteed notes due January 2026 557,902 540,373 557,902 529,432 7.375% senior priority guaranteed notes due May 2027 700,000 679,504 700,000 686,686 7.50% senior guaranteed notes due January 2028 389,609 359,843 389,609 354,400 1.75% senior exchangeable notes due June 2029 250,000 221,113 — — $ 2,527,132 $ 2,418,196 $ 2,559,996 $ 2,455,050 Less: deferred financing costs 25,793 22,456 $ 2,501,339 $ 2,537,540 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies | |
Summary of financial guarantees maturity | The following table summarizes the total maximum amount of financial guarantees issued by Nabors: Maximum Amount 2023 2024 2025 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 4,370 29,642 60 13,772 $ 47,844 |
Earnings (Losses) Per Share (Ta
Earnings (Losses) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings (Losses) Per Share | |
Reconciliation of the numerators and denominators of the basic and diluted earnings (losses) per share computations | 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, 2023 2022 2023 2022 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss), net of tax $ (31,244) $ (4,461) $ 46,047 $ (249,064) Less: net (income) loss attributable to noncontrolling interest (17,672) (9,322) (41,128) (32,132) Less: deemed dividends to SPAC public shareholders (823) — (8,180) — Less: accrued distribution on redeemable noncontrolling interest in subsidiary (7,517) (2,601) (22,307) (7,720) Numerator for basic earnings per share: Adjusted income (loss), net of tax - basic $ (57,256) $ (16,384) $ (25,568) $ (288,916) Weighted-average number of shares outstanding - basic 9,148 9,099 9,168 8,830 Earnings (losses) per share: Total Basic $ (6.26) $ (1.80) $ (2.79) $ (32.72) DILUTED EPS: Adjusted income (loss), net of tax - diluted $ (57,256) $ (16,384) $ (25,568) $ (288,916) Weighted-average number of shares outstanding - diluted 9,148 9,099 9,168 8,830 Earnings (losses) per share: Total Diluted $ (6.26) $ (1.80) $ (2.79) $ (32.72) |
Potentially dilutive securities excluded as anti-dilutive | The average number of shares from options and shares related to outstanding Warrants that were excluded from diluted earnings (losses) per share that would potentially dilute earnings per share in the future were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 Potentially dilutive securities excluded as anti-dilutive 3,370 3,369 3,383 3,369 |
Supplemental Balance Sheet an_2
Supplemental Balance Sheet and Income Statement Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Balance Sheet and Income Statement Information | |
Schedule of accrued liabilities | September 30, December 31, 2023 2022 (In thousands) Accrued compensation $ 60,965 $ 64,926 Deferred revenue 31,511 37,808 Other taxes payable 35,263 39,621 Workers’ compensation liabilities 6,588 6,588 Interest payable 41,887 69,174 Litigation reserves 26,979 18,681 Other accrued liabilities 9,781 10,777 $ 212,974 $ 247,575 |
Schedule of investment income (loss) | Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Interest and dividend income $ 10,041 $ 4,814 $ 30,573 $ 6,535 Gains (losses) on marketable securities 128 (1) 1,205 (737) $ 10,169 $ 4,813 $ 31,778 $ 5,798 |
Schedule of other, net | Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ 7,054 $ 4,650 $ 7,982 $ 1,129 Energy transition initiatives 173 — 7,893 — Warrant and derivative valuation 7,637 (34,049) (44,578) 59,684 Litigation expenses and reserves 13,660 4,335 20,815 12,463 Foreign currency transaction losses (gains) 4,915 (877) 21,725 (4,054) (Gain) loss on debt buyback (103) (1,259) (25,202) (3,236) Other losses (gains) 2,210 1,246 2,761 2,989 $ 35,546 $ (25,954) $ (8,604) $ 68,975 |
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, 2022 $ 2 $ (5,356) $ (5,280) $ (10,634) Other comprehensive income (loss) before reclassifications — 1,428 (2,481) (1,053) Amounts reclassified from accumulated other comprehensive income (loss) — 120 — 120 Net other comprehensive income (loss) — 1,548 (2,481) (933) As of September 30, 2022 $ 2 $ (3,808) $ (7,761) $ (11,567) (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, 2023 $ 2 $ (3,767) $ (7,273) $ (11,038) Other comprehensive income (loss) before reclassifications — — 496 496 Amounts reclassified from accumulated other comprehensive income (loss) — 120 — 120 Net other comprehensive income (loss) — 120 496 616 As of September 30, 2023 $ 2 $ (3,647) $ (6,777) $ (10,422) (1) All amounts are net of tax. |
Schedule of line items that were reclassified to net income | Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) General and administrative expenses $ 52 $ 52 $ 156 $ 156 Total income (loss) before income tax (52) (52) (156) (156) Tax expense (benefit) (12) (12) (36) (36) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (40) $ (40) $ (120) $ (120) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Segment Information | |
Financial information with respect to operating segments | Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Operating revenues: U.S. Drilling $ 276,385 $ 297,178 $ 941,867 $ 767,769 International Drilling 344,780 306,355 1,002,478 881,705 Drilling Solutions 72,831 61,981 224,729 172,042 Rig Technologies 61,437 50,496 183,481 132,326 Other reconciling items (1) (21,459) (21,874) (72,375) (60,224) Total $ 733,974 $ 694,136 $ 2,280,180 $ 1,893,618 Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 49,582 $ 37,776 $ 210,859 $ 40,213 International Drilling 9,862 (907) 22,226 (2,629) Drilling Solutions 25,341 20,099 80,830 53,068 Rig Technologies 4,995 3,412 13,741 2,788 Total segment adjusted operating income (loss) $ 89,780 $ 60,380 $ 327,656 $ 93,440 Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (In thousands) Reconciliation of segment adjusted operating income (loss) to net income (loss): Net income (loss) $ (31,244) $ (4,461) $ 46,047 $ (249,064) Income tax expense (benefit) 10,513 12,352 59,976 35,376 Income (loss) before income taxes $ (20,731) $ 7,891 106,023 $ (213,688) Investment (income) loss (10,169) (4,813) (31,778) (5,798) Interest expense 44,042 43,841 135,347 133,650 Other, net 35,546 (25,954) (8,604) 68,975 Other reconciling items (3) 41,092 39,415 126,668 110,301 Total segment adjusted operating income (loss) (2) $ 89,780 $ 60,380 $ 327,656 $ 93,440 September 30, December 31, 2023 2022 (In thousands) Total assets: U.S. Drilling $ 1,278,623 $ 1,389,459 International Drilling 2,239,422 2,273,766 Drilling Solutions 81,464 63,652 Rig Technologies 239,384 207,345 Other reconciling items (3) 887,957 795,632 Total $ 4,726,850 $ 4,729,854 (1) Represents the elimination of inter-segment transactions related to our Rig Technologies operating segment. (2) Adjusted operating income (loss) represents income (loss) before income taxes, interest expense, investment income (loss), and other, net. Management evaluates the performance of our operating segments using adjusted operating income (loss), which is a segment performance measure, because it believes that this financial measure reflects our ongoing profitability and performance. In addition, securities analysts and investors use this measure as one of the metrics on which they analyze our performance. A reconciliation from net income (loss) 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, 2023 | |
Revenue Recognition | |
Schedule of revenue, disaggregated by geographical region | Three Months Ended September 30, 2023 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 241,900 $ — $ 45,646 $ 27,453 $ — $ 314,999 U.S. Offshore Gulf of Mexico 25,768 — 2,974 — — 28,742 Alaska 8,717 — 469 — — 9,186 Canada — — 467 1,526 — 1,993 Middle East & Asia — 243,691 10,550 27,430 — 281,671 Latin America — 86,665 11,885 3,265 — 101,815 Europe, Africa & CIS — 14,424 840 1,763 — 17,027 Eliminations & other — — — — (21,459) (21,459) Total $ 276,385 $ 344,780 $ 72,831 $ 61,437 $ (21,459) $ 733,974 Nine Months Ended September 30, 2023 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 820,927 $ — $ 148,587 $ 92,069 $ — $ 1,061,583 U.S. Offshore Gulf of Mexico 89,744 — 8,929 — — 98,673 Alaska 31,196 — 1,450 — — 32,646 Canada — — 1,137 5,539 — 6,676 Middle East & Asia — 704,918 32,587 70,190 — 807,695 Latin America — 251,300 30,446 7,776 — 289,522 Europe, Africa & CIS — 46,260 1,593 7,907 — 55,760 Eliminations & other — — — — (72,375) (72,375) Total $ 941,867 $ 1,002,478 $ 224,729 $ 183,481 $ (72,375) $ 2,280,180 Three Months Ended September 30, 2022 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 247,290 $ — $ 40,561 $ 27,279 $ — $ 315,130 U.S. Offshore Gulf of Mexico 31,108 — 2,476 — — 33,584 Alaska 18,780 — 530 — — 19,310 Canada — — 368 1,354 — 1,722 Middle East & Asia — 204,544 10,044 19,324 — 233,912 Latin America — 79,366 7,849 89 — 87,304 Europe, Africa & CIS — 22,445 153 2,450 — 25,048 Eliminations & other — — — — (21,874) (21,874) Total $ 297,178 $ 306,355 $ 61,981 $ 50,496 $ (21,874) $ 694,136 Nine Months Ended September 30, 2022 U.S. Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 627,774 $ — $ 110,527 $ 77,677 $ — $ 815,978 U.S. Offshore Gulf of Mexico 91,481 — 8,079 — — 99,560 Alaska 48,514 — 1,284 — — 49,798 Canada — — 1,146 3,573 — 4,719 Middle East & Asia — 590,678 29,520 43,128 — 663,326 Latin America — 226,866 20,840 89 — 247,795 Europe, Africa & CIS — 64,161 646 7,859 — 72,666 Eliminations & other — — — — (60,224) (60,224) Total $ 767,769 $ 881,705 $ 172,042 $ 132,326 $ (60,224) $ 1,893,618 |
Summary of receivables, 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, 2022 $ 401.9 $ 23.6 $ 0.1 $ 29.2 $ 3.2 As of September 30, 2023 $ 372.7 $ 14.0 $ 2.8 $ 21.3 $ 2.5 |
Special Purpose Acquisition C_2
Special Purpose Acquisition Companies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
NETC | |
Special Purpose Acquisition Companies | |
Schedule of Special Purpose Acquisition Companies effects on changes in non-controlling interest subject to possible redemption | The following table summarizes NETC’s effects on changes in non-controlling interest subject to possible redemption. 2023 (In thousands) Balance, beginning of year $ 284,841 Redemptions (186,933) Net earnings 4,715 Nabors deemed dividends to SPAC public shareholders 2,597 Noncontrolling interest deemed dividends to SPAC public shareholders 1,641 Balance as of September 30 $ 106,861 |
NETC II | |
Special Purpose Acquisition Companies | |
Schedule of Special Purpose Acquisition Companies effects on changes in non-controlling interest subject to possible redemption | The following table summarizes NETC II’s effects on changes in non-controlling interest subject to possible redemption. 2023 (In thousands) Balance, beginning of year $ — Initial public offering 294,474 Net earnings 3,214 Nabors deemed dividends to SPAC public shareholders 5,583 Noncontrolling interest deemed dividends to SPAC public shareholders 7,993 Balance as of September 30 $ 311,264 |
General (Details)
General (Details) | 9 Months Ended |
Sep. 30, 2023 item country | |
Nature of Operations | |
Actively marketed rigs for land based drilling operations | 298 |
Actively marketed rigs for offshore based drilling operations | 28 |
Minimum | |
Nature of Operations | |
Number of countries with company operations | country | 15 |
Geographic Concentration Risk | Property, Plant and Equipment, Net | Russia | |
Nature of Operations | |
Concentration risk (as a percent) | 0.90% |
Geographic Concentration Risk | Sales Revenue | Russia | |
Nature of Operations | |
Concentration risk (as a percent) | 1.20% |
Geographic Concentration Risk | Assets | Ukraine | |
Nature of Operations | |
Concentration risk (as a percent) | 0% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 USD ($) item | Dec. 31, 2022 USD ($) | Jan. 01, 2022 USD ($) | |
Summary of Significant Accounting Policies | |||
Number of Special Purpose Acquisition Companies for which the Company is a co-sponsor | item | 2 | ||
Inventory | |||
Raw materials | $ 135,069 | $ 118,351 | |
Work-in-progress | 9,962 | 6,121 | |
Finished goods | 1,223 | 3,475 | |
Total inventory, net of reserves | 146,254 | 127,947 | |
Retained earnings (accumulated deficit) | $ (1,861,848) | $ (1,841,153) | |
ASU 2020-06 | Cumulative effect period of adoption adjustment | |||
Inventory | |||
Unamortized debt discount | $ (27,500) | ||
Retained earnings (accumulated deficit) | 60,700 | ||
Capital in excess of par value | $ (81,900) |
Joint Ventures (Details)
Joint Ventures (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2017 | Sep. 30, 2023 | Sep. 30, 2022 | ||
Joint Ventures | ||||||
Redeemable noncontrolling interest | $ 678,604 | $ 834,195 | ||||
Assets: | ||||||
Cash and cash equivalents | 451,025 | $ 991,471 | 387,483 | $ 420,307 | ||
Accounts receivable | 327,397 | 324,970 | ||||
Other current assets | 92,964 | 82,687 | ||||
Property, plant and equipment, net | 3,026,100 | 2,945,964 | ||||
Other long-term assets | 160,970 | 162,844 | ||||
Total assets | [1] | 4,729,854 | 4,726,850 | |||
Liabilities: | ||||||
Accounts payable | 314,041 | 287,228 | ||||
Other liabilities | 377,671 | 312,631 | ||||
Total liabilities | [1] | 3,514,459 | 3,344,483 | |||
SANAD | ||||||
Joint Ventures | ||||||
Cash contribution for capitalizing the joint venture upon formation | $ 20,000 | |||||
Additional contribution amount | $ 394,000 | |||||
Maturity period | 25 years | |||||
SANAD | ||||||
Joint Ventures | ||||||
Redeemable noncontrolling interest | 393,800 | 416,100 | ||||
Settled accrued interest | 20,600 | $ 120,000 | ||||
Assets: | ||||||
Cash and cash equivalents | 302,949 | 274,545 | ||||
Accounts receivable | 92,922 | 86,772 | ||||
Other current assets | 14,750 | 13,413 | ||||
Property, plant and equipment, net | 489,358 | 614,159 | ||||
Other long-term assets | 21,278 | 25,103 | ||||
Total assets | 921,257 | 1,013,992 | ||||
Liabilities: | ||||||
Accounts payable | 62,409 | 88,836 | ||||
Accrued liabilities | 6,639 | 4,617 | ||||
Other liabilities | 36,312 | 36,816 | ||||
Total liabilities | $ 105,360 | $ 130,269 | ||||
[1] The condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures and Note 13—Special Purpose Acquisition Companies for additional information. |
Accounts Receivable Purchase _2
Accounts Receivable Purchase and Sales Agreement (Details) - USD ($) $ in Millions | 1 Months Ended | |||
Jul. 31, 2021 | Sep. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
A/R Purchase Agreement | ||||
Accounts Receivable Sales Agreement | ||||
Agreement amount | $ 250 | |||
Receivables sold | $ 174 | $ 208 | ||
A/R Purchase Agreement | Asset Pledged as Collateral | ||||
Accounts Receivable Sales Agreement | ||||
Balance of receivables | $ 52.3 | $ 62.3 | ||
A/R Purchase Agreement, First Amendment | ||||
Accounts Receivable Sales Agreement | ||||
Agreement amount | $ 150 | |||
Agreement expiration term extension (in years) | 2 years | |||
A/R Purchase Agreement, Third Amendment | ||||
Accounts Receivable Sales Agreement | ||||
Agreement amount | $ 250 | |||
A/R Purchase Agreement, Third Amendment | Maximum | ||||
Accounts Receivable Sales Agreement | ||||
Agreement amount | $ 300 |
Debt - Summary (Details)
Debt - Summary (Details) - USD ($) $ in Thousands | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Feb. 28, 2023 | Dec. 31, 2022 | Jan. 31, 2017 | |
Debt | |||||
Long-term Debt, Gross | $ 2,527,132 | $ 2,559,996 | |||
Less: deferred financing costs | 25,793 | 22,456 | |||
Long-term debt | 2,501,339 | 2,537,540 | |||
Gain on repurchase of debt | $ 25,202 | $ 1,636 | |||
5.10% senior notes due September 2023 | |||||
Debt | |||||
Long-term Debt, Gross | $ 52,004 | ||||
Interest rate on senior notes (as a percent) | 5.10% | 5.10% | |||
Principal amount of notes repurchased | $ 52,100 | ||||
0.75% senior exchangeable notes due January 2024 | |||||
Debt | |||||
Long-term Debt, Gross | $ 155,529 | $ 177,005 | |||
Interest rate on senior notes (as a percent) | 0.75% | 0.75% | 0.75% | ||
Long-term debt | $ 155,500 | $ 177,000 | |||
5.75% senior notes due February 2025 | |||||
Debt | |||||
Long-term Debt, Gross | $ 474,092 | $ 474,092 | |||
Interest rate on senior notes (as a percent) | 5.75% | 5.75% | |||
9.00% senior priority guaranteed notes due February 2025 | |||||
Debt | |||||
Long-term Debt, Gross | $ 209,384 | ||||
Interest rate on senior notes (as a percent) | 9% | ||||
7.25% senior guaranteed notes due January 2026 | |||||
Debt | |||||
Long-term Debt, Gross | $ 557,902 | $ 557,902 | |||
Interest rate on senior notes (as a percent) | 7.25% | 7.25% | |||
7.375% senior priority guaranteed notes due May 2027 | |||||
Debt | |||||
Long-term Debt, Gross | $ 700,000 | $ 700,000 | |||
Interest rate on senior notes (as a percent) | 7.375% | 7.375% | |||
7.50% senior guaranteed notes due January 2028 | |||||
Debt | |||||
Long-term Debt, Gross | $ 389,609 | $ 389,609 | |||
Interest rate on senior notes (as a percent) | 7.50% | 7.50% | |||
1.75% senior exchangeable notes due June 2029 | |||||
Debt | |||||
Long-term Debt, Gross | $ 250,000 | ||||
Interest rate on senior notes (as a percent) | 1.75% | 1.75% | |||
Long-term debt | $ 250,000 | ||||
Senior Notes | |||||
Debt | |||||
Principal amount of notes repurchased | 230,900 | ||||
Repurchase amount including principal and accrued interest | 236,800 | ||||
Unamortized premium | 4,700 | ||||
Accrued and unpaid interest | 1,900 | ||||
Senior Notes | Other, net | |||||
Debt | |||||
Gain on repurchase of debt | 25,200 | ||||
Senior Notes | 9.00% senior priority guaranteed notes due February 2025 | |||||
Debt | |||||
Portion of gain on repurchase of debt attributable to accrued interest | $ 24,500 |
Debt - Senior Exchangeable Note
Debt - Senior Exchangeable Notes (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | |||
Feb. 28, 2023 USD ($) D $ / shares | Jan. 31, 2017 USD ($) | Sep. 30, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) | Jan. 01, 2022 USD ($) | |
Debt | |||||
Aggregate principal amount outstanding | $ 2,501,339 | $ 2,537,540 | |||
ASU 2020-06 | Cumulative effect period of adoption adjustment | |||||
Debt | |||||
Unamortized debt discount | $ (27,500) | ||||
1.75% senior exchangeable notes due June 2029 | |||||
Debt | |||||
Interest rate on senior notes (as a percent) | 1.75% | 1.75% | |||
Aggregate principal amount at issuance | $ 250,000 | ||||
Aggregate principal amount outstanding | $ 250,000 | ||||
Exchange rate of common shares per $1,000 principal amount | 4.7056 | ||||
Exchange price per common share | $ / shares | $ 212.51 | ||||
1.75% senior exchangeable notes due June 2029 | Scenario: Exchange at the Company's option after June 15, 2026 | |||||
Debt | |||||
Threshold percentage of exchange price | 130% | ||||
Threshold number of trading days, whether or not consecutive | D | 20 | ||||
Threshold number of consecutive trading days | D | 30 | ||||
Percentage of principal to be redeemed | 100% | ||||
0.75% senior exchangeable notes due January 2024 | |||||
Debt | |||||
Interest rate on senior notes (as a percent) | 0.75% | 0.75% | 0.75% | ||
Aggregate principal amount at issuance | $ 575,000 | ||||
Aggregate principal amount outstanding | $ 155,500 | $ 177,000 | |||
Exchange rate of common shares per $1,000 principal amount | 0.8018 | ||||
Exchange price per common share | $ / shares | $ 1,247.19 | ||||
Percentage of principal to be redeemed | 100% | ||||
Debt component | $ 411,200 | ||||
Equity component | $ 163,800 | ||||
0.75% senior exchangeable notes due January 2024 | ASU 2020-06 | Cumulative effect period of adoption adjustment | |||||
Debt | |||||
Unamortized debt discount | $ (27,500) |
Debt - Credit Agreement (Detail
Debt - Credit Agreement (Details) - USD ($) $ in Millions | Jan. 21, 2022 | Sep. 30, 2023 | Dec. 31, 2022 | Jan. 01, 2022 | Jan. 31, 2017 |
5.10% senior notes due September 2023 | |||||
Debt | |||||
Interest rate on senior notes (as a percent) | 5.10% | 5.10% | |||
5.75% senior notes due February 2025 | |||||
Debt | |||||
Interest rate on senior notes (as a percent) | 5.75% | 5.75% | |||
0.75% senior exchangeable notes due January 2024 | |||||
Debt | |||||
Interest rate on senior notes (as a percent) | 0.75% | 0.75% | 0.75% | ||
2022 Credit Agreement | |||||
Debt | |||||
Outstanding balance | $ 0 | ||||
Weighted average interest rate (as a percent) | 8.02% | ||||
2022 Credit Agreement | Debt covenant | |||||
Debt | |||||
Threshold amount beyond which the debt instrument covenant restricts the company's ability to incur liens | $ 150 | ||||
Threshold amount beyond which the debt instrument covenant restricts the company's subsidiaries to incur debt | $ 100 | ||||
Revolving credit facility | |||||
Debt | |||||
Maximum borrowing capacity | $ 350 | ||||
Additional borrowing capacity under terms of accordion feature | 100 | ||||
Letters of credit | |||||
Debt | |||||
Maximum borrowing capacity | $ 100 | ||||
Percentage of property, plant and equipment to be owned by the revolver guarantor and its subsidiaries | 90% | ||||
Outstanding balance | $ 45.7 | ||||
Collateralized debt | |||||
Debt | |||||
Maximum borrowing capacity | $ 150 | ||||
Term loans | |||||
Debt | |||||
Maximum borrowing capacity | $ 100 |
Shareholders Equity (Details)
Shareholders Equity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Jun. 11, 2021 shares | Sep. 30, 2023 USD ($) shares | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) D shares | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | May 27, 2021 $ / shares shares | Jan. 31, 2017 | |
Shareholders' Equity | ||||||||
Conversion, threshold percentage of market price | 95% | 95% | ||||||
Gain (loss) recognized for the change in liability | $ | $ (7,637) | $ 34,049 | $ 44,578 | $ (59,684) | ||||
Proceeds from issuance of common shares, net of issuance costs | $ | 3,767 | |||||||
5.10% senior notes due September 2023 | ||||||||
Shareholders' Equity | ||||||||
Interest rate (as a percent) | 5.10% | 5.10% | 5.10% | |||||
0.75% senior exchangeable notes due January 2024 | ||||||||
Shareholders' Equity | ||||||||
Interest rate (as a percent) | 0.75% | 0.75% | 0.75% | 0.75% | ||||
5.75% senior notes due February 2025 | ||||||||
Shareholders' Equity | ||||||||
Interest rate (as a percent) | 5.75% | 5.75% | 5.75% | |||||
7.25% senior notes due January 2026 | ||||||||
Shareholders' Equity | ||||||||
Interest rate (as a percent) | 7.25% | 7.25% | ||||||
Common share warrants | ||||||||
Shareholders' Equity | ||||||||
Number of warrants received per common share held | 0.40 | |||||||
Number of warrants issued | 3,200,000 | |||||||
Number of business day notice period | D | 20 | |||||||
Fair value of outstanding warrants | $ | $ 36,300 | $ 36,300 | $ 80,900 | |||||
Warrants outstanding | 2,500,000 | 2,500,000 | ||||||
Common share warrants | Other, net | ||||||||
Shareholders' Equity | ||||||||
Gain (loss) recognized for the change in liability | $ | $ (7,900) | $ 34,000 | $ (44,300) | $ (63,000) | ||||
Common Shares | ||||||||
Shareholders' Equity | ||||||||
Aggregate number of shares issued from the exercise of warrants | 1,100,000 | 1,100,000 | ||||||
Number of shares which may be purchased by each right | 1 | |||||||
Exercise price (in dollars per share) | $ / shares | $ 166.66667 |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Fair Value Measurements (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value Measurements | ||
Warrants, at fair value | $ 36.3 | $ 80.9 |
Fair Value, Inputs, Level 1 | ||
Fair Value Measurements | ||
Restricted cash held in trust, at fair value | $ 418.1 | $ 284.8 |
Fair Value Measurements - Debt
Fair Value Measurements - Debt Instruments (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Dec. 31, 2022 | Feb. 28, 2023 | Jan. 31, 2017 | |
Fair Value of Financial Instruments | ||||
Less: deferred financing costs | $ 25,793 | $ 22,456 | ||
5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes (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 (as a percent) | 0.75% | 0.75% | 0.75% | |
5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes (as a percent) | 5.75% | 5.75% | ||
9.00% senior priority guaranteed notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes (as a percent) | 9% | |||
7.25% senior guaranteed notes due January 2026 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes (as a percent) | 7.25% | 7.25% | ||
7.375% senior priority guaranteed notes due May 2027 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes (as a percent) | 7.375% | 7.375% | ||
7.50% senior guaranteed notes due January 2028 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes (as a percent) | 7.50% | 7.50% | ||
1.75% senior exchangeable notes due June 2029 | ||||
Fair Value of Financial Instruments | ||||
Interest rate on senior notes (as a percent) | 1.75% | 1.75% | ||
Carrying Value | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | $ 2,527,132 | $ 2,559,996 | ||
Less: deferred financing costs | 25,793 | 22,456 | ||
Debt, net of financing costs | 2,501,339 | 2,537,540 | ||
Carrying Value | 5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 52,004 | |||
Carrying Value | 0.75% senior exchangeable notes due January 2024 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 155,529 | 177,005 | ||
Carrying Value | 5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 474,092 | 474,092 | ||
Carrying Value | 9.00% senior priority guaranteed notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 209,384 | |||
Carrying Value | 7.25% senior guaranteed notes due January 2026 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 557,902 | 557,902 | ||
Carrying Value | 7.375% senior priority guaranteed notes due May 2027 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 700,000 | 700,000 | ||
Carrying Value | 7.50% senior guaranteed notes due January 2028 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 389,609 | 389,609 | ||
Carrying Value | 1.75% senior exchangeable notes due June 2029 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 250,000 | |||
Fair Value | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 2,418,196 | 2,455,050 | ||
Fair Value | 5.10% senior notes due September 2023 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 51,354 | |||
Fair Value | 0.75% senior exchangeable notes due January 2024 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 152,616 | 164,898 | ||
Fair Value | 5.75% senior notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 464,748 | 454,773 | ||
Fair Value | 9.00% senior priority guaranteed notes due February 2025 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 213,507 | |||
Fair Value | 7.25% senior guaranteed notes due January 2026 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 540,373 | 529,432 | ||
Fair Value | 7.375% senior priority guaranteed notes due May 2027 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 679,504 | 686,686 | ||
Fair Value | 7.50% senior guaranteed notes due January 2028 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | 359,843 | $ 354,400 | ||
Fair Value | 1.75% senior exchangeable notes due June 2029 | ||||
Fair Value of Financial Instruments | ||||
Debt at fair value | $ 221,113 |
Commitments and Contingencies -
Commitments and Contingencies - Litigation (Details) - Court of Ouargla Algeria Foreign Currency Controls - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended |
Mar. 31, 2011 | Sep. 30, 2023 | |
Commitments and Contingencies | ||
Litigation amount as per judgment | $ 20.6 | |
Payment of contract amount in foreign currency | 7.5 | |
Payment of contract amount in domestic currency | $ 3.2 | |
Maximum | ||
Commitments and Contingencies | ||
Potential judgment in excess of accrual | $ 12.6 |
Commitments and Contingencies_2
Commitments and Contingencies - Off-Balance Sheet Arrangements (Details) - Financial standby letters of credit and other financial surety instruments $ in Thousands | Sep. 30, 2023 USD ($) |
Summary of total maximum amount of financial guarantees issued | |
2023 | $ 4,370 |
2024 | 29,642 |
2025 | 60 |
Thereafter | 13,772 |
Total | $ 47,844 |
Earnings (Losses) Per Share - R
Earnings (Losses) Per Share - Reconciliation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Feb. 28, 2023 | |
Net income (loss) (numerator): | |||||
Income (loss), net of tax | $ (31,244) | $ (4,461) | $ 46,047 | $ (249,064) | |
Less: net (income) loss attributable to noncontrolling interest | (17,672) | (9,322) | (41,128) | (32,132) | |
Less: deemed dividends to SPAC public shareholders | (823) | (8,180) | |||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (7,517) | (2,601) | (22,307) | (7,720) | |
Adjusted income (loss), net of tax - basic | $ (57,256) | $ (16,384) | $ (25,568) | $ (288,916) | |
Weighted-average number of shares outstanding - basic | 9,148 | 9,099 | 9,168 | 8,830 | |
Earnings (losses) per share: | |||||
Total Basic (in dollars per share) | $ (6.26) | $ (1.80) | $ (2.79) | $ (32.72) | |
DILUTED EPS: | |||||
Adjusted income (loss), net of tax - diluted | $ (57,256) | $ (16,384) | $ (25,568) | $ (288,916) | |
Weighted-average number of shares outstanding - diluted | 9,148 | 9,099 | 9,168 | 8,830 | |
Earnings (losses) per share: | |||||
Total Diluted (in dollars per share) | $ (6.26) | $ (1.80) | $ (2.79) | $ (32.72) | |
1.75% senior exchangeable notes due June 2029 | |||||
Earnings (Losses) Per Share | |||||
Interest rate on senior notes (as a percent) | 1.75% | 1.75% | 1.75% |
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, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Warrants | ||||
Earnings (Losses) Per Share | ||||
Potentially dilutive securities excluded as anti-dilutive | 3,370 | 3,369 | 3,383 | 3,369 |
Conversion of 1.75% senior exchangeable notes due June 2029 | ||||
Earnings (Losses) Per Share | ||||
Potentially dilutive securities excluded as anti-dilutive | 1,200 | 1,000 |
Supplemental Balance Sheet an_3
Supplemental Balance Sheet and Income Statement Information - Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Accrued liabilities | ||
Accrued compensation | $ 60,965 | $ 64,926 |
Deferred revenue | 31,511 | 37,808 |
Other taxes payable | 35,263 | 39,621 |
Workers' compensation liabilities | 6,588 | 6,588 |
Interest payable | 41,887 | 69,174 |
Litigation reserves | 26,979 | 18,681 |
Other accrued liabilities | 9,781 | 10,777 |
Total accrued liabilities | $ 212,974 | $ 247,575 |
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, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Investment income (loss) | ||||
Interest and dividend income | $ 10,041 | $ 4,814 | $ 30,573 | $ 6,535 |
Gains (losses) on marketable securities | 128 | (1) | 1,205 | (737) |
Investment income (loss) | $ 10,169 | $ 4,813 | $ 31,778 | $ 5,798 |
Supplemental Balance Sheet an_5
Supplemental Balance Sheet and Income Statement Information - Other, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Other, net | ||||
Losses (gains) on sales, disposals and involuntary conversions of long-lived assets | $ 7,054 | $ 4,650 | $ 7,982 | $ 1,129 |
Energy transition initiatives | 173 | 7,893 | ||
Warrant and derivative valuation | 7,637 | (34,049) | (44,578) | 59,684 |
Litigation expenses and reserves | 13,660 | 4,335 | 20,815 | 12,463 |
Foreign currency transaction losses (gains) | 4,915 | (877) | 21,725 | (4,054) |
(Gain) loss on debt buyback | (103) | (1,259) | (25,202) | (3,236) |
Other losses (gains) | 2,210 | 1,246 | 2,761 | 2,989 |
Total other, net | $ 35,546 | $ (25,954) | $ (8,604) | $ 68,975 |
Supplemental Balance Sheet an_6
Supplemental Balance Sheet and Income Statement Information - Accumulated other comprehensive income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | $ 368,956 | |||
Other comprehensive income (loss), net of tax | $ (132) | $ (1,611) | 616 | $ (933) |
Ending balance | 348,234 | 348,234 | ||
Accumulated Other Comprehensive Income (Loss) | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | (11,038) | (10,634) | ||
Other comprehensive income (loss) before reclassifications | 496 | (1,053) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 120 | 120 | ||
Other comprehensive income (loss), net of tax | 616 | (933) | ||
Ending balance | (10,422) | (11,567) | (10,422) | (11,567) |
Gains (losses) on cash flow hedges | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | 2 | 2 | ||
Ending balance | 2 | 2 | 2 | 2 |
Defined benefit pension plan items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | (3,767) | (5,356) | ||
Other comprehensive income (loss) before reclassifications | 1,428 | |||
Amounts reclassified from accumulated other comprehensive income (loss) | 120 | 120 | ||
Other comprehensive income (loss), net of tax | 120 | 1,548 | ||
Ending balance | (3,647) | (3,808) | (3,647) | (3,808) |
Foreign currency items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | (7,273) | (5,280) | ||
Other comprehensive income (loss) before reclassifications | 496 | (2,481) | ||
Other comprehensive income (loss), net of tax | 496 | (2,481) | ||
Ending balance | $ (6,777) | $ (7,761) | $ (6,777) | $ (7,761) |
Supplemental Balance Sheet an_7
Supplemental Balance Sheet and Income Statement Information - Items reclassified to net income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Supplemental Balance Sheet and Income Statement Information | ||||
General and administrative expenses | $ 62,182 | $ 57,594 | $ 187,144 | $ 169,400 |
Total income (loss) before income tax | (20,731) | 7,891 | 106,023 | (213,688) |
Tax expense (benefit) | 10,513 | 12,352 | 59,976 | 35,376 |
Net income (loss) | (31,244) | (4,461) | 46,047 | (249,064) |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Supplemental Balance Sheet and Income Statement Information | ||||
General and administrative expenses | 52 | 52 | 156 | 156 |
Total income (loss) before income tax | (52) | (52) | (156) | (156) |
Tax expense (benefit) | (12) | (12) | (36) | (36) |
Net income (loss) | $ (40) | $ (40) | $ (120) | $ (120) |
Segment Information - Operating
Segment Information - Operating revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Information | ||||
Operating revenues | $ 733,974 | $ 694,136 | $ 2,280,180 | $ 1,893,618 |
Operating segments | U.S. Drilling | ||||
Segment Information | ||||
Operating revenues | 276,385 | 297,178 | 941,867 | 767,769 |
Operating segments | International Drilling | ||||
Segment Information | ||||
Operating revenues | 344,780 | 306,355 | 1,002,478 | 881,705 |
Operating segments | Drilling Solutions | ||||
Segment Information | ||||
Operating revenues | 72,831 | 61,981 | 224,729 | 172,042 |
Operating segments | Rig Technologies | ||||
Segment Information | ||||
Operating revenues | 61,437 | 50,496 | 183,481 | 132,326 |
Other reconciling items | ||||
Segment Information | ||||
Operating revenues | $ (21,459) | $ (21,874) | $ (72,375) | $ (60,224) |
Segment Information - Adjusted
Segment Information - Adjusted operating income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Segment Information | ||||
Total segment adjusted operating income (loss) | $ 89,780 | $ 60,380 | $ 327,656 | $ 93,440 |
Operating segments | ||||
Segment Information | ||||
Total segment adjusted operating income (loss) | 89,780 | 60,380 | 327,656 | 93,440 |
Operating segments | U.S. Drilling | ||||
Segment Information | ||||
Total segment adjusted operating income (loss) | 49,582 | 37,776 | 210,859 | 40,213 |
Operating segments | International Drilling | ||||
Segment Information | ||||
Total segment adjusted operating income (loss) | 9,862 | (907) | 22,226 | (2,629) |
Operating segments | Drilling Solutions | ||||
Segment Information | ||||
Total segment adjusted operating income (loss) | 25,341 | 20,099 | 80,830 | 53,068 |
Operating segments | Rig Technologies | ||||
Segment Information | ||||
Total segment adjusted operating income (loss) | $ 4,995 | $ 3,412 | $ 13,741 | $ 2,788 |
Segment Information - Reconcili
Segment Information - Reconciliation of segment adjusted operating income (loss) to net income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) | ||||
Net income (loss) | $ (31,244) | $ (4,461) | $ 46,047 | $ (249,064) |
Income tax expense (benefit) | 10,513 | 12,352 | 59,976 | 35,376 |
Income (loss) before income taxes | (20,731) | 7,891 | 106,023 | (213,688) |
Investment (income) loss | (10,169) | (4,813) | (31,778) | (5,798) |
Interest expense | 44,042 | 43,841 | 135,347 | 133,650 |
Other, net | 35,546 | (25,954) | (8,604) | 68,975 |
Total segment adjusted operating income (loss) | 89,780 | 60,380 | 327,656 | 93,440 |
Operating segments | ||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) | ||||
Net income (loss) | (31,244) | (4,461) | 46,047 | (249,064) |
Income tax expense (benefit) | 10,513 | 12,352 | 59,976 | 35,376 |
Income (loss) before income taxes | (20,731) | 7,891 | 106,023 | (213,688) |
Investment (income) loss | (10,169) | (4,813) | (31,778) | (5,798) |
Interest expense | 44,042 | 43,841 | 135,347 | 133,650 |
Other, net | 35,546 | (25,954) | (8,604) | 68,975 |
Total segment adjusted operating income (loss) | 89,780 | 60,380 | 327,656 | 93,440 |
Other reconciling items | ||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) | ||||
Other reconciling items | $ 41,092 | $ 39,415 | $ 126,668 | $ 110,301 |
Segment Information - Total ass
Segment Information - Total assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | |
Segment Information | |||
Total assets | [1] | $ 4,726,850 | $ 4,729,854 |
Operating segments | U.S. Drilling | |||
Segment Information | |||
Total assets | 1,278,623 | 1,389,459 | |
Operating segments | International Drilling | |||
Segment Information | |||
Total assets | 2,239,422 | 2,273,766 | |
Operating segments | Drilling Solutions | |||
Segment Information | |||
Total assets | 81,464 | 63,652 | |
Operating segments | Rig Technologies | |||
Segment Information | |||
Total assets | 239,384 | 207,345 | |
Other reconciling items | |||
Segment Information | |||
Total assets | $ 887,957 | $ 795,632 | |
[1] The condensed consolidated balance sheets as of September 30, 2023 and December 31, 2022 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures and Note 13—Special Purpose Acquisition Companies for additional information. |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue Recognition | ||||
Revenues | $ 733,974 | $ 694,136 | $ 2,280,180 | $ 1,893,618 |
Operating segments | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 314,999 | 315,130 | 1,061,583 | 815,978 |
Operating segments | U.S. Offshore Gulf Of Mexico | ||||
Revenue Recognition | ||||
Revenues | 28,742 | 33,584 | 98,673 | 99,560 |
Operating segments | Alaska | ||||
Revenue Recognition | ||||
Revenues | 9,186 | 19,310 | 32,646 | 49,798 |
Operating segments | Canada | ||||
Revenue Recognition | ||||
Revenues | 1,993 | 1,722 | 6,676 | 4,719 |
Operating segments | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 281,671 | 233,912 | 807,695 | 663,326 |
Operating segments | Latin America | ||||
Revenue Recognition | ||||
Revenues | 101,815 | 87,304 | 289,522 | 247,795 |
Operating segments | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 17,027 | 25,048 | 55,760 | 72,666 |
Operating segments | U.S. Drilling | ||||
Revenue Recognition | ||||
Revenues | 276,385 | 297,178 | 941,867 | 767,769 |
Operating segments | U.S. Drilling | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 241,900 | 247,290 | 820,927 | 627,774 |
Operating segments | U.S. Drilling | U.S. Offshore Gulf Of Mexico | ||||
Revenue Recognition | ||||
Revenues | 25,768 | 31,108 | 89,744 | 91,481 |
Operating segments | U.S. Drilling | Alaska | ||||
Revenue Recognition | ||||
Revenues | 8,717 | 18,780 | 31,196 | 48,514 |
Operating segments | International Drilling | ||||
Revenue Recognition | ||||
Revenues | 344,780 | 306,355 | 1,002,478 | 881,705 |
Operating segments | International Drilling | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 243,691 | 204,544 | 704,918 | 590,678 |
Operating segments | International Drilling | Latin America | ||||
Revenue Recognition | ||||
Revenues | 86,665 | 79,366 | 251,300 | 226,866 |
Operating segments | International Drilling | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 14,424 | 22,445 | 46,260 | 64,161 |
Operating segments | Drilling Solutions | ||||
Revenue Recognition | ||||
Revenues | 72,831 | 61,981 | 224,729 | 172,042 |
Operating segments | Drilling Solutions | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 45,646 | 40,561 | 148,587 | 110,527 |
Operating segments | Drilling Solutions | U.S. Offshore Gulf Of Mexico | ||||
Revenue Recognition | ||||
Revenues | 2,974 | 2,476 | 8,929 | 8,079 |
Operating segments | Drilling Solutions | Alaska | ||||
Revenue Recognition | ||||
Revenues | 469 | 530 | 1,450 | 1,284 |
Operating segments | Drilling Solutions | Canada | ||||
Revenue Recognition | ||||
Revenues | 467 | 368 | 1,137 | 1,146 |
Operating segments | Drilling Solutions | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 10,550 | 10,044 | 32,587 | 29,520 |
Operating segments | Drilling Solutions | Latin America | ||||
Revenue Recognition | ||||
Revenues | 11,885 | 7,849 | 30,446 | 20,840 |
Operating segments | Drilling Solutions | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 840 | 153 | 1,593 | 646 |
Operating segments | Rig Technologies | ||||
Revenue Recognition | ||||
Revenues | 61,437 | 50,496 | 183,481 | 132,326 |
Operating segments | Rig Technologies | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 27,453 | 27,279 | 92,069 | 77,677 |
Operating segments | Rig Technologies | Canada | ||||
Revenue Recognition | ||||
Revenues | 1,526 | 1,354 | 5,539 | 3,573 |
Operating segments | Rig Technologies | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 27,430 | 19,324 | 70,190 | 43,128 |
Operating segments | Rig Technologies | Latin America | ||||
Revenue Recognition | ||||
Revenues | 3,265 | 89 | 7,776 | 89 |
Operating segments | Rig Technologies | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 1,763 | 2,450 | 7,907 | 7,859 |
Eliminations & other | ||||
Revenue Recognition | ||||
Revenues | $ (21,459) | $ (21,874) | $ (72,375) | $ (60,224) |
Revenue Recognition - Receivabl
Revenue Recognition - Receivables, Contract Assets and Contract Liabilities (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Revenue Recognition | ||
Contract Receivables | $ 372.7 | $ 401.9 |
Contract Assets (Current) | 14 | 23.6 |
Contract Assets (Long-term) | 2.8 | 0.1 |
Contract Liabilities (Current) | 21.3 | 29.2 |
Contract Liabilities (Long-term) | $ 2.5 | $ 3.2 |
Contract liability balance | ||
Percentage of contract liability balance at the beginning of the period recognized as revenue during the period | 72% | |
Contract asset balance | ||
Percentage of contract asset balance at the beginning of the period expected to be recognized in 2023 | 96% | |
Percentage of contract asset balance at the beginning of the period which has been recognized in the current year | 80% | |
Percentage of contract asset balance at the beginning of the period expected to be recognized in 2024 | 4% | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | ||
Contract liability balance | ||
Percentage of remaining performance obligation to be recognized | 90% | |
Recognition period for remaining performance obligation | 12 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | ||
Contract liability balance | ||
Percentage of remaining performance obligation to be recognized | 10% | |
Recognition period for remaining performance obligation | 12 months |
Special Purpose Acquisition C_3
Special Purpose Acquisition Companies (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | ||||
May 11, 2023 USD ($) | Jul. 31, 2023 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) item | Jul. 18, 2023 USD ($) | Dec. 31, 2022 USD ($) | Nov. 16, 2021 USD ($) | |
Special Purpose Acquisition Companies | ||||||
Number of Special Purpose Acquisition Companies for which the Company is a co-sponsor | item | 2 | |||||
Restricted cash held in trust | $ 418,125 | $ 284,841 | ||||
Amount removed from Trust Account for NETC stockholders | 186,933 | |||||
SPAC's effects on changes in non-controlling interest subject to possible redemption | ||||||
Balance, beginning of year | 678,604 | |||||
Balance, end of period | 834,195 | |||||
NETC II | IPO | ||||||
Special Purpose Acquisition Companies | ||||||
Units issued | shares | 30,500,000 | |||||
Price per unit | $ / shares | $ 10 | |||||
Proceeds from units issued | $ 305,000 | |||||
NETC II | Private Placement | ||||||
Special Purpose Acquisition Companies | ||||||
Warrants issued | shares | 9,540,000 | |||||
Proceeds from issuance of warrants | $ 9,500 | |||||
Officers and Employees | NETC II | Private Placement | ||||||
Special Purpose Acquisition Companies | ||||||
Warrants issued | shares | 4,348,000 | |||||
NETC | ||||||
Special Purpose Acquisition Companies | ||||||
Restricted cash held in trust | 106,900 | $ 284,800 | $ 281,500 | |||
Amount removed from Trust Account for NETC stockholders | $ 186,900 | |||||
SPAC's effects on changes in non-controlling interest subject to possible redemption | ||||||
Balance, beginning of year | 284,841 | |||||
Redemptions | (186,933) | |||||
Net earnings | 4,715 | |||||
Nabors deemed dividends to SPAC public shareholders | 2,597 | |||||
Noncontrolling interest deemed dividends to SPAC public shareholders | 1,641 | |||||
Balance, end of period | 106,861 | |||||
NETC II | ||||||
Special Purpose Acquisition Companies | ||||||
Restricted cash held in trust | 311,300 | $ 308,100 | ||||
SPAC's effects on changes in non-controlling interest subject to possible redemption | ||||||
Balance, beginning of year | 0 | |||||
Initial public offering | 294,474 | |||||
Net earnings | 3,214 | |||||
Nabors deemed dividends to SPAC public shareholders | 5,583 | |||||
Noncontrolling interest deemed dividends to SPAC public shareholders | 7,993 | |||||
Balance, end of period | $ 311,264 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (48,916) | $ (13,783) | $ 4,919 | $ (281,196) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | ITEM 5. OTHER INFORMATION None. |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |