General | General The accompanying unaudited Condensed Consolidated Financial Statements of Weatherford International plc (the “Company,” or “Weatherford”) have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the SEC for interim financial information. Accordingly, certain information and disclosures normally included in our annual consolidated financial statements have been condensed or omitted. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with our audited Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2019 (“2019 Annual Report”). The preparation of the financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Ultimate results could differ from our estimates. In the opinion of management, the Condensed Consolidated Financial Statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary by management to fairly state our results of operations, financial position and cash flows of Weatherford and its subsidiaries for the periods presented and are not necessarily indicative of the results that may be expected for a full year. Our financial statements have been prepared on a consolidated basis. Under this basis, our financial statements consolidate all wholly owned subsidiaries and controlled joint ventures. All intercompany accounts and transactions have been eliminated. Summary of Significant Accounting Policies Please refer to “Note 1 – Summary of Significant Accounting Policies” of our Consolidated Financial Statements from our 2019 Annual Report for the discussion on our significant accounting policies. Certain reclassifications of the financial statements and accompanying footnotes for the three and six months ended June 30, 2019 have been made to conform to the presentation for the three and six months ended June 30, 2020. Please refer to “Note 2 – New Accounting Pronouncements” for changes to our accounting policies. As described in “Note 1 – Summary of Significant Accounting Policies”, “Note 2 – Emergence from Bankruptcy Proceedings”, and “Note 3 – Fresh Start Accounting” of our Consolidated Financial Statements from our 2019 Annual Report, we filed voluntary petitions for bankruptcy on July 1, 2019, then emerged from bankruptcy on December 13, 2019 and adopted fresh-start accounting upon emergence. References to “Predecessor” herein relate to the Condensed Consolidated Statements of Operations of the Company prior to the emergence from bankruptcy on December 13, 2019 for the period ended June 30, 2019. References to “Successor” herein relate to the Condensed Consolidated Balance Sheets of the reorganized Company as of June 30, 2020 and December 31, 2019 and the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2020 (“Successor Period”) and are not comparable to the Condensed Consolidated Financial Statements of the Predecessor Periods for the three and six months ended June 30, 2019 (“Predecessor Period”), as indicated by the “black line” division in the financials and footnote tables, which emphasizes the lack of comparability between amounts presented. Our financial results for future periods will be different from historical trends and the differences may be material. Impact of COVID-19 Pandemic and Oil Price Declines on Our Operations and Liquidity The COVID-19 pandemic, customer activity shutdowns, travel constraints and access restrictions to customer work locations have created significant uncertainty for the global economy as well as for the trajectory of the industry and the Company, lowering expectations of oil and gas related spending throughout the remainder of 2020 and beyond, resulting in a significant decline in the global demand for oil and gas. This caused an imbalance in supply and demand for oil and gas, as well as demand destruction for oil and gas. The demand destruction associated with the COVID-19 pandemic caused commodity price uncertainty and correspondingly, significant activity declines in the industry. The impacts of the COVID-19 pandemic together with uncertainty around the extent and timing for an economic recovery, have caused extreme market volatility of commodity prices and resulted in significant reductions to the capital spending of exploration and production companies. Although the price and demand of oil and gas stabilized somewhat during the second quarter of 2020, we do not expect the industry to recover in the near term. It is unclear when a stable oil market will return as record crude inventories will dampen the pace of any recovery, translating to near-term uncertainties in activity and challenges in forecasting our business. In addition, continued negative sentiment for the energy industry in the capital markets has impacted demand for our products and services, as our customers, particularly those in North America, have experienced challenges securing appropriate amounts of capital under suitable terms to finance their operations. The global impacts surrounding the COVID-19 pandemic, including operational and manufacturing disruptions, logistical constraints and travel restrictions, are constantly evolving. We have experienced and expect to continue to experience actions that will negatively impact our ability to operate, including delays or a lack of availability of key components from our suppliers, shipping and other logistical delays and disruptions, customer restrictions that prevent access to their sites, community measures to contain the spread of the virus, and changes to Weatherford’s policies that have both restricted and changed the way our employees work. We expect most, if not all, of these disruptions and constraints to have lasting effects on how we and our customers and suppliers work in the future. The demand destruction associated with the COVID-19 pandemic caused commodity price uncertainty and correspondingly, significant activity declines in the industry. Revenue in the second quarter of 2020 declined 37% compared to the second quarter of 2019 and 32% sequentially due to lower business activity resulting from the factors described above. Demand for our products and services have weakened and we continue to expect lower than normal demand for our products and services through the remainder of 2020 and, potentially, 2021. As a result, our financial outlook for the remainder of the year, has been and continues to be materially and negatively impacted. We continue to anticipate significant constraints on our ability to generate revenues, profits and cash flows. We anticipate a multi-year (2020 to 2021 and potentially beyond) dislocation across the industry, particularly in North America, Europe, Latin America and Sub Saharan Africa. Entering 2020, we had taken a number of actions that were yielding improvements in our cost structure. In the second quarter of 2020, we implemented more aggressive actions to right-size our business to address current market conditions. At June 30, 2020, we had adequate liquidity and were compliant with our financial covenants under the agreements governing our outstanding indebtedness. However, our rapidly changing operating environment has led to an inability to predict the ultimate length and depth of the adverse economic impact from the COVID-19 pandemic and uncertainty in the global oil markets on our industry and the Company, though the effects have been, and are expected to continue to be, significant. Given the material decline in our business as a result of the decrease in demand for oil and gas worldwide, we expect that a breach of our covenants under our ABL Credit Agreement could occur in the first half of 2021. See discussion below under the subheading “ Liquidity Concerns and Actions to Address Liquidity Needs; Going Concern ” for further details regarding a potential covenant breach. Liquidity Concerns and Actions to Address Liquidity Needs; Going Concern The significant uncertainty on the long-term impacts of the COVID-19 pandemic, the global economy, and the oil and gas industry for 2020 and beyond is having a negative impact on our business. As a result of these impacts, in the second quarter of 2020, we increased and accelerated our workforce reduction plan, reduced certain management and employee pay, reduced other operating costs, and initiated further consolidation of our operations. Many of these cost reduction actions, like workforce reduction and temporary pay reductions, have been extended into the third quarter of 2020. Despite the actions of management, given the material decline in our business as a result of the decline in demand for oil and gas worldwide, we expect that a breach of our covenants under our ABL Credit Agreement could occur in the first half of 2021. A breach of these financial covenants would constitute an event of default under our ABL Credit Agreement which if not timely cured or waived, would constitute an event of default under our LC Credit Agreement and our unsecured 11% senior notes due 2024 (“Exit Notes”) as described in “Note 9 – Borrowings and Other Obligations” to our Condensed Consolidated Financial Statements. An event of default under these agreements would result in the obligations under these agreements being accelerated or required to be cash collateralized. Such result would constrain our liquidity and we may not be able to service the interest on our debt or pay other obligations and thus, raises substantial doubt on our ability to continue as a going concern within the next 12 months. The Condensed Consolidated Financial Statements have been prepared in conformity with U.S. GAAP which contemplate the continuation of the Company as a going concern and do not include any adjustments that might be necessary should we be unable to continue as a going concern. In an effort to proactively address potential liquidity constraints, on August 4, 2020 we executed a binding commitment letter for $500 million in senior secured first lien notes, with a stated interest rate of 8.75% (“New Senior Secured Notes”) that would mature in September 2024. The commitment letter, which was originally scheduled to expire on August 14, 2020, has been extended to August 21, 2020. The extension of the binding commitment letter allows additional time for the conditions specified in the binding commitment letter to be satisfied or waived and the notes to be issued, which will improve our liquidity. See “Note 17 – Subsequent Event” to the Condensed Consolidated Financial Statements for further details. |