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NBR Nabors Industries

Filed: 16 Jul 21, 5:01pm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): July 13, 2021

 

NABORS INDUSTRIES LTD.

(Exact name of registrant as specified in its charter)

 

Bermuda 001-32657 98-0363970
(State or Other Jurisdiction of
Incorporation or Organization)
 (Commission File Number) (I.R.S. Employer
Identification No.)

 

Crown House
4 Par-la-Ville Road
Second Floor
Hamilton, HM08 Bermuda
 N/A
(Address of principal executive offices) (Zip Code)

 

(441) 292-1510

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of exchange on which
registered
Common shares NBR NYSE

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 1.01Entry into a Material Definitive Agreement.

 

On July 13, 2021, Nabors Industries, Inc. a Delaware corporation (“Nabors Delaware”) and Nabors A.R.F., LLC, a special purpose entity organized under the laws of Delaware (“NARF,” and together with Nabors Delaware, the “Nabors Entities”), each an indirect subsidiary of Nabors Industries Ltd. (the “Company”), together with Wells Fargo Bank, N.A. (“Wells Fargo”) and Arab Banking Corporation B.S.C., New York Branch, entered into the First Amendment (the “Amendment”) to that certain Receivables Purchase Agreement, dated September 13, 2019, among the Nabors Entities, the Purchasers party thereto, and Wells Fargo as Administrative Agent (the “Purchase Agreement”). The First Amendment amends the Purchase Agreement to, among other things:

 

·Extend the term of the Purchase Agreement to the earliest to occur of (i) August 13, 2023, (ii) December 31, 2022, if prior thereto the Company’s existing revolving credit facility (the “RCF”) is not amended to extend its termination date to at least October 11, 2024 and immediately after giving effect to such amendment the Consolidated Cash Balance of the Company (as defined under the RCF, the “Consolidated Cash Balance”) is not at least $220 million, and (iii) July 19, 2022, if on such date any of the 5.5% Senior Notes due 2023 of Nabors Delaware remain outstanding;
·Reduce the commitments of the Purchasers under the Purchase Agreement from $250 million to $150 million, with the possibility of being increased up to $200 million;
·Reduce the number of Purchasers from three to two;
·Require weekly reporting under certain circumstances if the Consolidated Cash Balance falls below $220 million;
·Authorize the Administrative Agent’s control over collection accounts in certain circumstances if the Consolidated Cash Balance falls below $180 million; and
·Add as an event of termination the Consolidated Cash Balance falling below $160 million and not being cured as provided in the RCF.

 

Amounts paid by the Purchasers to NARF for the purchase of the receivables pursuant to the Purchase Agreement, as amended pursuant to the Amendment, will accrue Yield for the Purchasers at a Yield Rate equal to the LIBOR Market Index Rate (“LMIR”) plus the Applicable Margin of 1.75%; provided that on any day while an Event of Termination has occurred and is continuing, the Yield Rate shall be a rate per annum equal to the sum of 2.00% per annum plus the greater of (i) the Yield Rate as set forth above and (ii) the sum of the Alternative Base Rate in effect on such day plus the Applicable Margin. The Alternative Base Rate is the highest of (i) the Prime Rate, (ii) 0.75% per annum. NARF paid an upfront fee to the Purchasers of 0.20% of the commitments upon the effectiveness of the Amendment.

 

Capitalized terms used herein but not defined herein shall have the meanings given such terms in the First Amendment, a copy of which is filed as Exhibits 10.1 to this Current Report on Form 8-K. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of thereof, each of which is incorporated by reference herein.

 

 

 

 

Item 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

(b)The disclosure set forth in Item 1.01 above is incorporated herein by reference in its entirety.

 

Item 9.01Financial Statements and Exhibits.

 

(d)  Exhibits

 

Exhibit No.Description
  
 10.1First Amendment to the Receivables Purchase Agreement, dated as of July 13, 2021, by and among Nabors A.R.F., LLC, Nabors Industries, Inc., Arab Banking Corporation B.S.C. New York Branch, and Wells Fargo Bank, N.A.
  
104Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 NABORS INDUSTRIES LTD.
   
Date: July 16, 2021By:/s/Mark D. Andrews
  Mark D. Andrews
  Corporate Secretary