Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 02, 2022 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
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, $.05 par value per share | |
Trading Symbol | NBR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 9,418,390 | |
Entity Central Index Key | 0001163739 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | |
Current assets: | |||
Cash and cash equivalents | $ 412,979 | $ 991,471 | |
Short-term investments | 4,999 | 17 | |
Accounts receivable, net of allowance of $91,100 and $67,292, respectively | 278,112 | 287,572 | |
Inventory, net | 120,614 | 126,448 | |
Other current assets | 106,676 | 96,301 | |
Total current assets | 923,380 | 1,501,809 | |
Property, plant and equipment, net | 3,186,849 | 3,348,498 | |
Restricted cash held in trust | 281,938 | 281,523 | |
Deferred income taxes | 260,448 | 258,631 | |
Other long-term assets | 148,368 | 134,903 | |
Total assets | [1] | 4,800,983 | 5,525,364 |
Current liabilities: | |||
Trade accounts payable | 271,117 | 253,748 | |
Accrued liabilities | 232,803 | 247,171 | |
Income taxes payable | 14,939 | 18,887 | |
Current lease liabilities | 5,199 | 5,422 | |
Total current liabilities | 524,058 | 525,228 | |
Long-term debt | 2,601,510 | 3,262,795 | |
Other long-term liabilities | 391,808 | 340,347 | |
Deferred income taxes | 2,402 | 2,773 | |
Total liabilities | [1] | 3,519,778 | 4,131,143 |
Commitments and contingencies (Note 8) | |||
Redeemable noncontrolling interest in subsidiary | 680,403 | 675,283 | |
Shareholders' equity: | |||
Common shares, par value $0.05 per share: Authorized common shares 32,000; issued 10,509 and 9,295, respectively | 525 | 466 | |
Capital in excess of par value | 3,528,440 | 3,454,563 | |
Accumulated other comprehensive income (loss) | (9,956) | (10,634) | |
Retained earnings (accumulated deficit) | (1,750,058) | (1,537,988) | |
Less: treasury shares, at cost, 1,090 and 1,090 common shares, respectively | (1,315,751) | (1,315,751) | |
Total shareholders' equity | 453,200 | 590,656 | |
Noncontrolling interest | 147,602 | 128,282 | |
Total equity | 600,802 | 718,938 | |
Total liabilities and equity | $ 4,800,983 | $ 5,525,364 | |
[1] The condensed consolidated balance sheet as of June 30, 2022 and December 31, 2021 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable, net of allowance | $ 91,100 | $ 67,292 |
Common shares, par value (in dollars per share) | $ 0.05 | $ 0.05 |
Common shares, shares authorized | 32,000 | 32,000 |
Common shares, shares issued | 10,509 | 9,295 |
Treasury shares, at cost | 1,090 | 1,090 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues and other income: | ||||
Operating revenues | $ 630,943 | $ 489,333 | $ 1,199,482 | $ 949,844 |
Investment income (loss) | 822 | (62) | 985 | 1,201 |
Total revenues and other income | 631,765 | 489,271 | 1,200,467 | 951,045 |
Costs and other deductions: | ||||
Direct costs | 403,797 | 312,466 | 776,509 | 603,120 |
General and administrative expenses | 58,167 | 51,580 | 111,806 | 106,240 |
Research and engineering | 10,941 | 7,965 | 22,619 | 15,432 |
Depreciation and amortization | 162,015 | 174,775 | 326,374 | 352,051 |
Interest expense | 42,899 | 41,714 | 89,809 | 84,689 |
Other, net | 14,528 | 66,455 | 94,929 | 73,801 |
Total costs and other deductions | 692,347 | 654,955 | 1,422,046 | 1,235,333 |
Income (loss) from continuing operations before income taxes | (60,582) | (165,684) | (221,579) | (284,288) |
Income tax expense (benefit): | ||||
Current | 9,298 | 27,195 | 19,248 | 38,098 |
Deferred | 55 | (2,476) | 3,776 | (3,654) |
Total income tax expense (benefit) | 9,353 | 24,719 | 23,024 | 34,444 |
Income (loss) from continuing operations, net of tax | (69,935) | (190,403) | (244,603) | (318,732) |
Income (loss) from discontinued operations, net of tax | 8 | 27 | ||
Net income (loss) | (69,935) | (190,395) | (244,603) | (318,705) |
Less: Net (income) loss attributable to noncontrolling interest | (12,982) | (5,614) | (22,810) | (14,390) |
Net income (loss) attributable to Nabors | (82,917) | (196,009) | (267,413) | (333,095) |
Less: Preferred stock dividend | (3,653) | |||
Net income (loss) attributable to Nabors common shareholders | (82,917) | (196,009) | (267,413) | (336,748) |
Amounts attributable to Nabors common shareholders: | ||||
Net income (loss) from continuing operations | (82,917) | (196,017) | (267,413) | (336,775) |
Net income (loss) from discontinued operations | 8 | 27 | ||
Net income (loss) attributable to Nabors common shareholders | $ (82,917) | $ (196,009) | $ (267,413) | $ (336,748) |
Earnings (losses) per share: | ||||
Basic from continuing operations (in dollars per share) | $ (9.41) | $ (26.59) | $ (31.34) | $ (46.90) |
Total Basic (in dollars per share) | (9.41) | (26.59) | (31.34) | (46.90) |
Diluted from continuing operations (in dollars per share) | (9.41) | (26.59) | (31.34) | (46.90) |
Total Diluted (in dollars per share) | $ (9.41) | $ (26.59) | $ (31.34) | $ (46.90) |
Weighted-average number of common shares outstanding: | ||||
Basic (in shares) | 9,081 | 7,460 | 8,696 | 7,281 |
Diluted (in shares) | 9,081 | 7,460 | 8,696 | 7,281 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net income (loss) attributable to Nabors | $ (82,917) | $ (196,009) | $ (267,413) | $ (333,095) |
Other comprehensive income (loss), before tax: | ||||
Translation adjustment attributable to Nabors | (698) | 2,092 | (830) | 4,320 |
Pension liability amortization and adjustment | 52 | 52 | 1,532 | (1,796) |
Other comprehensive income (loss), before tax | (646) | 2,144 | 702 | 2,524 |
Income tax expense (benefit) related to items of other comprehensive income (loss) | 12 | 12 | 24 | 24 |
Other comprehensive income (loss), net of tax | (658) | 2,132 | 678 | 2,500 |
Comprehensive income (loss) attributable to Nabors | (83,575) | (193,877) | (266,735) | (330,595) |
Comprehensive income (loss) attributable to noncontrolling interest | 12,982 | 5,614 | 22,810 | 14,390 |
Comprehensive income (loss) | $ (70,593) | $ (188,263) | $ (243,925) | $ (316,205) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (244,603) | $ (318,705) |
Adjustments to net income (loss): | ||
Depreciation and amortization | 326,374 | 352,052 |
Deferred income tax expense (benefit) | 3,775 | (3,649) |
Impairments and other charges | 58,710 | |
Amortization of debt discount and deferred financing costs | 6,029 | 10,592 |
Losses (gains) on debt buyback | (372) | (8,185) |
Losses (gains) on long-lived assets, net | (3,522) | 17,488 |
Losses (gains) on investments, net | 518 | (775) |
Provision (recovery) of bad debt | 240 | |
Share-based compensation | 7,829 | 10,741 |
Foreign currency transaction losses (gains), net | (3,178) | 2,499 |
Mark-to-market loss on warrants | 93,766 | |
Noncontrolling interest | (22,810) | (14,390) |
Other | 150 | 684 |
Changes in operating assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | (3,650) | 45,385 |
Inventory | 5,734 | 12,685 |
Other current assets | (10,445) | (6,624) |
Other long-term assets | (819) | (3,643) |
Trade accounts payable and accrued liabilities | (5,130) | 28,324 |
Income taxes payable | (4,095) | 8,697 |
Other long-term liabilities | 16,599 | 21,077 |
Net cash provided by (used for) operating activities | 162,150 | 213,203 |
Cash flows from investing activities: | ||
Purchases of investments | (18,741) | (28) |
Sales and maturities of investments | 17 | 11,369 |
Capital expenditures | (160,890) | (117,785) |
Proceeds from sales of assets | 16,431 | 21,525 |
Other | 22 | |
Net cash (used for) provided by investing activities | (163,161) | (84,919) |
Cash flows from financing activities: | ||
Reduction in long-term debt | (109,965) | (21,800) |
Debt issuance costs | (3,858) | (2,421) |
Proceeds from revolving credit facilities | 130,000 | 110,000 |
Reduction in revolving credit facilities | (590,000) | (225,000) |
Proceeds from issuance of common shares, net of issuance costs | 3,767 | |
Repurchase of common and preferred shares | (4,523) | |
Dividends to common and preferred shareholders | (65) | (7,315) |
Distributions to noncontrolling interest | (3,489) | (50,867) |
Other | (445) | (1,990) |
Net cash (used for) provided by financing activities | (578,578) | (199,393) |
Effect of exchange rate changes on cash and cash equivalents | 1,431 | (1,349) |
Net increase (decrease) in cash and cash equivalents and restricted cash | (578,158) | (72,458) |
Cash and cash equivalents and restricted cash, beginning of period | 1,273,510 | 475,280 |
Cash and cash equivalents and restricted cash, end of period | 695,352 | 402,822 |
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents, beginning of period | 991,471 | 472,246 |
Restricted cash, beginning of period | 282,039 | 3,034 |
Cash and cash equivalents and restricted cash, beginning of period | 1,273,510 | 475,280 |
Cash and cash equivalents, end of period | 412,979 | 399,881 |
Restricted cash, end of period | 282,373 | 2,941 |
Cash and cash equivalents and restricted cash, end of period | $ 695,352 | $ 402,822 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Preferred Stock Mandatory Convertible Preferred Shares | Common Stock Cumulative Effect, Period of Adoption, Adjusted Balance | Common Stock | Capital in Excess of Par Cumulative effect period of adoption adjustment | Capital in Excess of Par Cumulative Effect, Period of Adoption, Adjusted Balance | Capital in Excess of Par | Accumulated Other Comprehensive Income (Loss) Cumulative Effect, Period of Adoption, Adjusted Balance | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Loss) Cumulative effect period of adoption adjustment | Retained Earnings (Accumulated Loss) Cumulative Effect, Period of Adoption, Adjusted Balance | Retained Earnings (Accumulated Loss) | Treasury Shares Cumulative Effect, Period of Adoption, Adjusted Balance | Treasury Shares | Non-controlling Interest Cumulative Effect, Period of Adoption, Adjusted Balance | Non-controlling Interest | Cumulative effect period of adoption adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Total |
Beginning Balance at Dec. 31, 2020 | $ 5 | $ 419 | $ 3,423,935 | $ (11,124) | $ (946,100) | $ (1,315,751) | $ 105,424 | $ 1,256,808 | ||||||||||
Beginning Balance (in shares) at Dec. 31, 2020 | 4,870 | 8,383 | ||||||||||||||||
Increase (Decrease) in Equity | ||||||||||||||||||
Net income (loss) | (333,095) | 14,390 | (318,705) | |||||||||||||||
PSU distribution equivalent rights | (10) | (10) | ||||||||||||||||
Dividends declared to preferred shareholders | (3,653) | (3,653) | ||||||||||||||||
Issuance of warrants on common shares | (2,719) | (2,719) | ||||||||||||||||
Other comprehensive income (loss), net of tax | 2,500 | 2,500 | ||||||||||||||||
Share-based compensation | 10,740 | 10,740 | ||||||||||||||||
Conversion of preferred shares | $ (5) | |||||||||||||||||
Conversion of preferred shares (in shares) | (4,870) | |||||||||||||||||
Conversion of preferred shares | $ 34 | (34) | (5) | |||||||||||||||
Conversion of preferred shares (in shares) | 668 | |||||||||||||||||
Noncontrolling interest contributions (distributions) | (1,790) | (1,790) | ||||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (4,732) | (4,732) | ||||||||||||||||
Other | $ 6 | (1,497) | (1,491) | |||||||||||||||
Other (in shares) | 130 | |||||||||||||||||
Ending Balance at Jun. 30, 2021 | $ 0 | $ 459 | 3,433,144 | (8,624) | (1,290,309) | (1,315,751) | 118,024 | 936,943 | ||||||||||
Ending Balance (in shares) at Jun. 30, 2021 | 0 | 9,181 | ||||||||||||||||
Beginning Balance at Mar. 31, 2021 | $ 5 | $ 417 | 3,429,089 | (10,756) | (1,089,251) | (1,315,751) | 114,201 | 1,127,954 | ||||||||||
Beginning Balance (in shares) at Mar. 31, 2021 | 4,870 | 8,503 | ||||||||||||||||
Increase (Decrease) in Equity | ||||||||||||||||||
Net income (loss) | (196,009) | 5,614 | (190,395) | |||||||||||||||
Issuance of warrants on common shares | (2,719) | (2,719) | ||||||||||||||||
Other comprehensive income (loss), net of tax | 2,132 | 2,132 | ||||||||||||||||
Share-based compensation | 3,965 | 3,965 | ||||||||||||||||
Conversion of preferred shares | $ (5) | |||||||||||||||||
Conversion of preferred shares (in shares) | (4,870) | |||||||||||||||||
Conversion of preferred shares | $ 34 | (34) | (5) | |||||||||||||||
Conversion of preferred shares (in shares) | 668 | |||||||||||||||||
Noncontrolling interest contributions (distributions) | (1,791) | (1,791) | ||||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (2,330) | (2,330) | ||||||||||||||||
Other | $ 8 | 124 | 132 | |||||||||||||||
Other (in shares) | 10 | |||||||||||||||||
Ending Balance at Jun. 30, 2021 | $ 0 | $ 459 | 3,433,144 | (8,624) | (1,290,309) | (1,315,751) | 118,024 | 936,943 | ||||||||||
Ending Balance (in shares) at Jun. 30, 2021 | 0 | 9,181 | ||||||||||||||||
Beginning Balance at Dec. 31, 2021 | $ 466 | 3,454,563 | (10,634) | (1,537,988) | (1,315,751) | 128,282 | 718,938 | |||||||||||
Beginning Balance (in shares) at Dec. 31, 2021 | 9,295 | |||||||||||||||||
Increase (Decrease) in Equity | ||||||||||||||||||
Net income (loss) | (267,413) | 22,810 | (244,603) | |||||||||||||||
PSU distribution equivalent rights | (64) | (64) | ||||||||||||||||
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 | 678 | 678 | ||||||||||||||||
Share-based compensation | 7,830 | 7,830 | ||||||||||||||||
Noncontrolling interest contributions (distributions) | (3,490) | (3,490) | ||||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (5,119) | (5,119) | ||||||||||||||||
Other | $ 7 | (4,523) | (175) | (4,691) | ||||||||||||||
Other (in shares) | 163 | |||||||||||||||||
Ending Balance at Jun. 30, 2022 | $ 466 | $ 525 | $ (81,881) | $ 3,372,682 | 3,528,440 | $ (10,634) | (9,956) | $ 60,701 | $ (1,477,287) | (1,750,058) | $ (1,315,751) | (1,315,751) | $ 128,282 | 147,602 | $ (21,180) | $ 697,758 | 600,802 | |
Ending Balance (in shares) at Jun. 30, 2022 | 9,295 | 10,509 | ||||||||||||||||
Beginning Balance at Mar. 31, 2022 | $ 523 | 3,519,014 | (9,298) | (1,664,512) | (1,315,751) | 137,114 | 667,090 | |||||||||||
Beginning Balance (in shares) at Mar. 31, 2022 | 10,475 | |||||||||||||||||
Increase (Decrease) in Equity | ||||||||||||||||||
Net income (loss) | (82,917) | 12,982 | (69,935) | |||||||||||||||
PSU distribution equivalent rights | (55) | (55) | ||||||||||||||||
Warrant Exercise, net of tax | 5,475 | 5,475 | ||||||||||||||||
Warrant Exercise, net of tax (in shares) | 27 | |||||||||||||||||
Other comprehensive income (loss), net of tax | (658) | (658) | ||||||||||||||||
Share-based compensation | 3,951 | 3,951 | ||||||||||||||||
Noncontrolling interest contributions (distributions) | (2,494) | (2,494) | ||||||||||||||||
Accrued distribution on redeemable noncontrolling interest in subsidiary | (2,574) | (2,574) | ||||||||||||||||
Other | $ 2 | 2 | ||||||||||||||||
Other (in shares) | 7 | |||||||||||||||||
Ending Balance at Jun. 30, 2022 | $ 466 | $ 525 | $ (81,881) | $ 3,372,682 | $ 3,528,440 | $ (10,634) | $ (9,956) | $ 60,701 | $ (1,477,287) | $ (1,750,058) | $ (1,315,751) | $ (1,315,751) | $ 128,282 | $ 147,602 | $ (21,180) | $ 697,758 | $ 600,802 | |
Ending Balance (in shares) at Jun. 30, 2022 | 9,295 | 10,509 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) | 6 Months Ended |
Jun. 30, 2021 $ / shares | |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY | |
Dividends declared to preferred shareholders (in dollars per share) | $ 0.75 |
General
General | 6 Months Ended |
Jun. 30, 2022 | |
General | |
General | Note 1 General Unless the context requires otherwise, references in this report to “we,” “us,” “our,” “the Company,” or “Nabors” mean Nabors Industries Ltd., together with our subsidiaries where the context requires. References in this report to “Nabors Delaware” mean Nabors Industries, Inc., a wholly owned subsidiary of Nabors. Our business is comprised of our global land-based and offshore drilling rig operations and other rig related services and technologies. These services and technologies include tubular running services, wellbore placement solutions, directional drilling, measurement-while-drilling (“MWD”), logging-while-drilling (“LWD”) systems and services, equipment manufacturing, rig instrumentation and drilling optimization software. 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 June 30, 2022 included: ● 301 actively marketed rigs for land-based drilling operations in the United States and various countries throughout the world; and ● 29 actively marketed rigs for offshore platform drilling operations in the United States and multiple international markets. The short- and long-term implications are difficult to predict at this time. We continue to actively monitor this dynamic situation and will fulfill any existing obligations in full compliance with applicable international laws and sanctions. As of June 30, 2022, of our property, plant and equipment, net was located in Russia. For the six months ending June 30, 2022, |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2022 | |
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, 2021 (“2021 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. Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. 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: June 30, December 31, 2022 2021 (In thousands) Raw materials $ 113,580 $ 105,638 Work-in-progress 2,570 1,368 Finished goods 4,464 19,442 $ 120,614 $ 126,448 Special Purpose Acquisition Company Nabors Energy Transition Corp. (“NETC”) is a consolidated VIE that is included in the accompanying consolidated financial statements under the following captions: Restricted cash held in trust As part of the initial public offering of NETC and subsequent private placement warrant transactions, $281.5 million has been deposited in an interest-bearing U.S. based trust account (“Trust Account”). The funds held in the Trust Account are invested in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act, which invest only in direct U.S. government treasury obligations. Redeemable noncontrolling interest in subsidiary The company accounts for the non-controlling interest in NETC as subject to possible redemption in accordance with FASB ASC Topic 480 “ Distinguishing Liabilities from Equity .” NETC’s common stock features certain redemption rights, which are considered to be outside the company’s control and subject to occurrence of uncertain future events. Accordingly, the Nabors will recognize any future changes in redemption value immediately as they occur – i.e., adjust the carrying amount of the instrument to its current redemption amount at each reporting period. 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 debt on our condensed consolidated balance sheet. Also, we recognized the cumulative effect of this change as a $60.7 million adjustment to the opening balance of retained earnings (accumulated deficit) and an $81.9 million adjustment to capital in excess of par in our condensed consolidated statement of changes in equity for the six months ended June 30, 2022. We will revise our condensed consolidated statement of changes in equity for the three months ended March 31, 2022, in future filings to correctly reflect the cumulative effect of this change as of January 1, 2022. |
Joint Ventures
Joint Ventures | 6 Months Ended |
Jun. 30, 2022 | |
Joint Ventures | |
Joint Ventures | Note 3 Joint Ventures During 2016, we entered into an agreement with Saudi Aramco to form a joint venture known as SANAD to own, manage and operate onshore drilling rigs in the Kingdom of Saudi Arabia. SANAD is equally owned by Saudi Aramco and Nabors. During 2017, Nabors and Saudi Aramco each contributed $20 million in cash for the purpose of capitalizing the joint venture upon formation. In addition, since inception Nabors and Saudi Aramco have each contributed a combination of drilling rigs, drilling rig equipment and other assets, including cash, each with a value of approximately $394 million to the joint venture. The contributions were received in exchange for redeemable ownership interests which accrue interest annually, have a twenty-five year maturity and are required to be converted to authorized capital should certain events occur, including the accumulation of specified losses. In the accompanying condensed consolidated balance sheet, Nabors has reported Saudi Aramco’s share of authorized capital as a component of noncontrolling interest in equity and Saudi Aramco’s share of the redeemable ownership interests as redeemable noncontrolling interest in subsidiary, classified as mezzanine equity. As of June 30, 2022, the amount included in redeemable noncontrolling interest was $398.9 million. 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 2021, SANAD settled approximately $120 million of the accrued interest from inception to December 2021, 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. June 30, December 31, 2022 2021 (In thousands) Assets: Cash and cash equivalents $ 309,087 $ 293,037 Accounts receivable 76,865 88,174 Other current assets 6,886 6,662 Property, plant and equipment, net 483,092 467,587 Other long-term assets 20,084 19,010 Total assets $ 896,014 $ 874,470 Liabilities: Accounts payable $ 51,031 $ 61,278 Accrued liabilities 12,418 6,021 Other liabilities 22,783 26,300 Total liabilities $ 86,232 $ 93,599 |
Accounts Receivable Purchase an
Accounts Receivable Purchase and Sales Agreement | 6 Months Ended |
Jun. 30, 2022 | |
Accounts Receivable Purchase and Sales Agreement | |
Accounts Receivable Purchase and Sales Agreement | Note 4 Accounts Receivable Purchase and Sales Agreements The Company has 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 Facility”). As part of the A/R Facility, the Company continuously sells designated 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 June 30, 2022 and December 31, 2021 is approximately $63.3 million and $44.2 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 third-party financial institutions (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, with the possibility of being increased up to $300 million, subject to lender approval. The expiration of the agreement can be accelerated to November 16, 2022, if any of the 5.5% Senior Notes due 2023 remain outstanding as of such date; to June 17, 2023 if any of the 5.1% Senior Notes remain outstanding as of such date; or, to October 17, 2023 if $88.5 million or more of the outstanding aggregate principal amount of the 0.75% Senior Exchangeable Notes remain outstanding and not refinanced as of such date. 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 June 30, 2022, approximately $154.0 million had been sold to and as yet uncollected by the Purchasers. As of December 31, 2021, the corresponding number was approximately $113.0 million. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2022 | |
Debt | |
Debt | Note 5 Debt Debt consisted of the following: June 30, December 31, 2022 2021 (In thousands) 5.50% senior notes due January 2023 (1) $ 21,116 $ 24,446 5.10% senior notes due September 2023 53,622 82,703 0.75% senior exchangeable notes due January 2024 177,005 259,839 5.75% senior notes due February 2025 518,071 548,458 6.50% senior priority guaranteed notes due February 2025 — 50,485 9.00% senior priority guaranteed notes due February 2025 210,242 218,082 7.25% senior guaranteed notes due January 2026 557,902 559,978 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 2018 revolving credit facility — 460,000 $ 2,627,567 $ 3,293,600 Less: deferred financing costs 26,057 30,805 Long-term debt $ 2,601,510 $ 3,262,795 (1) The 5.50% senior notes due January 2023 were classified as long-term as of June 30, 2022, because we had the ability and intent to repay this obligation utilizing our 2022 Credit Agreement. During the six months ended June 30, 2022, we repurchased $51.5 million aggregate principal amount of various outstanding Nabors Delaware’s notes for approximately $52.3 million in cash, including principal and $0.8 million in accrued and unpaid interest. In connection with these repurchases, we recognized a $2.0 million gain for the six months ended June 30, 2022 which is included in Other, net in our condensed consolidated statement of income (loss). Also, during the six months ended June 30, 2022, Exchange Transactions During the first quarter of 2021, we entered into two private exchange transactions in which Nabors Delaware exchanged 9.0% senior priority guaranteed notes due 2025 (the “9.0% Exchange Notes”) for various amounts of existing outstanding notes. Nabors Delaware did not receive any cash proceeds from the issuance of the Exchange Notes. Collectively from the series of exchanges, Nabors Delaware issued Notes. We recorded a minimal gain in connection with the exchange transactions, which was accounted for in accordance with ASC 470-60, Troubled Debt Restructuring by Debtors. Under ASC 470-60, a gain is recorded in an amount equal to the sum of the future undiscounted payments (principal and interest) related to the new Exchange Notes plus the costs incurred in connection with the transaction, less the carrying value of the notes that were exchanged. In relation to the transactions, we recorded million related to future contractual interest payments on the new Exchange Notes and have included this amount in accrued liabilities and other long-term liabilities. The aggregate principal amounts and recognized gain for such transactions were as follows: Six months ended June 30, 2021 Exchanged (in thousands) 0.75% senior exchangeable notes due January 2024 $ 35,000 5.75% senior notes due February 2025 5,000 Aggregate principal amount exchanged 40,000 Aggregate principal amount of debt issued in exchanges 26,050 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 June 30, 2022 and December 31, 2021, there was approximately million in aggregate principal amount that remained outstanding, respectively. The exchangeable notes are currently exchangeable, under certain conditions, at an exchange rate of .8018 common shares of Nabors per $1,000 principal amount of 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. The 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 . 2018 Revolving Credit Facility In October 2018, Nabors Delaware and Nabors Drilling Canada Limited (“Nabors Canada” and together with Nabors Delaware, the “Borrowers”) entered into a credit agreement dated October 11, 2018 by and among the Borrowers, the guarantors identified therein, HSBC Bank Canada, as the Canadian lender, the issuing banks and other lenders party thereto (the “U.S. Lenders”) and Citibank, N.A., as administrative agent solely for the U.S. Lenders (as amended, restated, supplemented or otherwise modified from time to time, the “2018 Revolving Credit Facility”). As of January 21, 2022, we repaid all amounts outstanding under the 2018 Revolving Credit Facility and the 2018 Revolving Credit Facility was terminated. 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) 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 of the consolidated property, plant and equipment of the Company. The facility matures on the earlier of (a) January 21, 2026 and (b) (i) to the extent any principal amount of Nabors Delaware’s existing th Additionally, the Company is subject to certain 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 June 30, 2022, we had no borrowings outstanding under our 2022 Credit Agreement. The weighted average interest rate on borrowings under the 2022 Credit Agreement at June 30, 2022 was 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 | 6 Months Ended |
Jun. 30, 2022 | |
Shareholders' Equity | |
Shareholders' Equity | Note 6 Shareholders’ Equity Common shares On July 19, 2021, we issued 147,974 shares, valued at approximately $12.9 million, in connection with the purchase of certain development stage technologies in the energy transition space. Of the shares issued, Common stock 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 million Warrants on June 11, 2021 to shareholders of record as of June 4, 2021. As of June 30, 2022, 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”). In addition, Warrants submitted for exercise prior to April 25, 2022 may have been eligible to receive an additional one higher than the sum of the volume weighted average prices of Nabors’ common shares on each of the second, third and fourth days before any Warrant holder exercised its Warrants. Effective as of April 25, 2022, Warrant holders were no longer entitled to receive any incentive shares when exercising the Warrants. Payment for common shares on exercise of Warrants 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. 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. The fair value of the Warrants was initially measured at fair value using a Monte Carlo pricing model due to the level of market activity. As of June 30, 2022, At distribution, the fair value of the Warrants was million. On June 30, 2022, the fair value of the Warrants was approximately million. During the three and six months ended June 30, 2022, approximately million and |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2022 | |
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. Our financial liabilities that are accounted for at fair value on a recurring basis as of June 30, 2022 consisted of the Warrants. During the first quarter of 2022, the Warrants transferred from using Level 3 inputs to Level 1 measurements due to increased trading volume. As of June 30, 2022, the Warrants were carried at fair market value and totaled Recurring Fair Value Measurements The fair value of the Warrants was initially measured at fair value using a Monte Carlo option pricing model. As of December 31, 2021, the estimated fair value of the Warrants was determined using Level 3 inputs. Inherent in the option pricing simulation are assumptions related to expected stock-price volatility, expected life and risk-free interest rate. The Company estimates the volatility of the Warrants based on implied and historical volatility of the company’s traded common stock. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the Warrants is based on the Company’s ability to initiate expiration, subject to a Nonrecurring Fair Value Measurements We applied fair value measurements to our nonfinancial assets and liabilities measured on a nonrecurring basis, which consist of measurements primarily related to assets held for sale, goodwill, intangible assets and other long-lived assets and assets acquired and liabilities assumed in a business combination. Based upon our review of the fair value hierarchy, the inputs used in these fair value measurements were considered Level 3 inputs. Fair Value of Financial Instruments We estimate the fair value of our financial instruments in accordance with U.S. GAAP. The fair value of our long-term debt and revolving credit facilities is estimated based on quoted market prices or prices quoted from third-party financial institutions. The fair value of our debt instruments is determined using Level 2 measurements. The carrying and fair values of these liabilities were as follows: June 30, 2022 December 31, 2021 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.50% senior notes due January 2023 $ 21,116 $ 21,267 $ 24,446 $ 24,736 5.10% senior notes due September 2023 53,622 54,054 82,703 84,044 0.75% senior exchangeable notes due January 2024 177,005 162,075 259,839 257,730 5.75% senior notes due February 2025 518,071 463,275 548,458 508,881 6.50% senior priority guaranteed notes due February 2025 — — 50,485 50,490 9.00% senior priority guaranteed notes due February 2025 210,242 210,637 218,082 226,914 7.25% senior guaranteed notes due January 2026 557,902 497,085 559,978 522,079 7.375% senior priority guaranteed notes due May 2027 700,000 662,193 700,000 724,906 7.50% senior guaranteed notes due January 2028 389,609 335,321 389,609 346,966 2018 revolving credit facility — — 460,000 460,000 $ 2,627,567 $ 2,405,907 $ 3,293,600 $ 3,206,746 Less: deferred financing costs 26,057 30,805 $ 2,601,510 $ 3,262,795 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 | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 8 Commitments and Contingencies Contingencies Income Tax We operate in a number of countries and our tax returns filed in those jurisdictions are subject to review and examination by tax authorities within those jurisdictions. We do not recognize the benefit of income tax positions we believe are more likely than not to be disallowed upon challenge by a tax authority. If any tax authority successfully challenges our operational structure, intercompany pricing policies or the taxable presence of our subsidiaries in certain countries, if the terms of certain income tax treaties are interpreted in a manner that is adverse to our structure, or if we lose a material tax dispute in any country, our effective tax rate on our worldwide earnings could change substantially. In certain jurisdictions we have recognized deferred tax assets and liabilities. Judgment and assumptions are required in determining whether deferred tax assets will be fully or partially utilized. When we estimate that all or some portion of certain deferred tax assets such as net operating loss carryforwards will not be utilized, we establish a valuation allowance for the amount we determine to be more likely than not unrealizable. We continually evaluate strategies that could allow for future utilization of our deferred assets. Any change in the ability to utilize such deferred assets will be accounted for in the period of the event affecting the valuation allowance. If facts and circumstances cause us to change our expectations regarding future tax consequences, the resulting adjustments could have a material effect on our financial results or cash flow. At this time, we consider it more likely than not that we will have sufficient taxable income in the future that will allow us to realize the deferred tax assets that we have recognized. However, it is possible that some of our recognized deferred tax assets, relating to net operating loss carryforwards, could expire unused or could carryforward indefinitely without utilization. Therefore, unless we are able to generate sufficient taxable income from our component operations, a substantial valuation allowance to reduce our deferred tax assets may be required, which would materially increase our tax expense in the period the allowance is recognized and materially adversely affect our results of operations and statement of financial condition. Litigation Nabors and its subsidiaries are defendants or otherwise involved in a number of lawsuits in the ordinary course of business. We estimate the range of our liability related to pending litigation when we believe the amount and range of loss can be estimated. We record our best estimate of a loss when the loss is considered probable. When a liability is probable and there is a range of estimated loss with no best estimate in the range, we record the minimum estimated liability related to the lawsuits or claims. As additional information becomes available, we assess the potential liability related to our pending litigation and claims and revise our estimates. Due to uncertainties related to the resolution of lawsuits and claims, the ultimate outcome may differ from our estimates. For matters where an unfavorable outcome is reasonably possible and significant, we disclose the nature of the matter and a range of potential exposure, unless an estimate cannot be made at the time of disclosure. In the opinion of management and based on liability accruals provided, our ultimate exposure with respect to these pending lawsuits and claims is not expected to have a material adverse effect on our consolidated financial position or cash flows, although they could have a material adverse effect on our results of operations for a particular reporting period. In March 2011, the Court of Ouargla entered a judgment of approximately $19.3 million (at June 30, 2022 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 Following a routine audit conducted in May and June of 2018 by the Atyrau Oblast Ecology Department (the “AOED”), our joint venture in Kazakhstan, KMG Nabors Drilling Company (“KNDC”), was administratively fined for not having emissions permits for KNDC owned or leased equipment, due to a change in interpretation by the AOED that the owner/lessor of the equipment that emits the pollutants must have its own permits. Administrative fines of $0.8 million were paid by KNDC for such violations. AOED also assessed additional “environmental damages” in the amount of $3.4 million for the period. KNDC appealed and, ultimately, the Kazakhstan Supreme Court ruled in KNDC’s favor on July 21, 2021, terminating the administrative case for lack of evidence. KNDC was reimbursed by the AOED for the environmental damages on December 27, 2021. With the potential for additional damages for later year audits, KNDC and the operator have executed an agreement formalizing the operator’s obligation to reimburse KNDC for many of the financial expenses related to this case as well as penalties and expenses related to future audit periods. Since 2019, KNDC has been in full compliance with such regulations. Another audit by AOED was performed for the second half of 2018, but KNDC continues to appeal this decision in the same manner as the prior audit. Meanwhile, KNDC received notice from government officials that certain of our employees may be held personally responsible, but considering the numerous court proceedings, the governmental officials temporarily suspended any criminal investigations. On December 10, 2021, the regional court in Atyrau Region upheld KNDC’s position and ruled in our favor. While the time for AOED to appeal has lapsed, it is possible that the General Prosecutor or the Supreme Court’s Chairman can attempt to begin a review, although that has not yet happened. The same legal status applies for AOED’s appeal related to damages arising out of emissions in June – December 2018. AOED also carried out a planned audit for the period January 2019 – February 2022 which had no material findings. We continue to be engaged and are monitoring the situation. Off-Balance Sheet Arrangements (Including Guarantees) We are a party to some transactions, agreements or other contractual arrangements defined as “off-balance sheet arrangements” that could have a material future effect on our financial position, results of operations, liquidity and capital resources. The most significant of these off-balance sheet arrangements include the A/R 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 2022 2023 2024 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 15,780 39,784 8,488 35,977 $ 100,029 |
Earnings (Losses) Per Share
Earnings (Losses) Per Share | 6 Months Ended |
Jun. 30, 2022 | |
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. A reconciliation of the numerators and denominators of the basic and diluted earnings (losses) per share computations is as follows: Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (69,935) $ (190,403) $ (244,603) $ (318,732) Less: net (income) loss attributable to noncontrolling interest (12,982) (5,614) (22,810) (14,390) Less: preferred stock dividends — — — (3,653) Less: accrued distribution on redeemable noncontrolling interest in subsidiary (2,574) (2,330) (5,119) (4,732) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (85,491) $ (198,347) $ (272,532) $ (341,507) Income (loss) from discontinued operations, net of tax $ — $ 8 $ — $ 27 Weighted-average number of shares outstanding - basic 9,081 7,460 8,696 7,281 Earnings (losses) per share: Basic from continuing operations $ (9.41) $ (26.59) $ (31.34) $ (46.90) Basic from discontinued operations — — — — Total Basic $ (9.41) $ (26.59) $ (31.34) $ (46.90) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - diluted $ (85,491) $ (198,347) $ (272,532) $ (341,507) Income (loss) from discontinued operations, net of tax $ — $ 8 $ — $ 27 Weighted-average number of shares outstanding - diluted 9,081 7,460 8,696 7,281 Earnings (losses) per share: Diluted from continuing operations $ (9.41) $ (26.59) $ (31.34) $ (46.90) Diluted from discontinued operations — — — — Total Diluted $ (9.41) $ (26.59) $ (31.34) $ (46.90) For all periods presented, the computation of diluted earnings (losses) per share excludes outstanding stock options with exercise prices greater than the average market price of Nabors’ common shares and shares related to the outstanding Warrants, 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 will be included in our diluted earnings (losses) per share computation using the if-converted method of accounting. Restricted stock is included in our basic and diluted earnings (losses) per share computation using the two-class method of accounting in all periods because such stock is considered participating securities. For periods in which we experience a net loss from continuing operations, all potential common shares have been excluded from the calculation of weighted-average shares outstanding, because their inclusion would be anti-dilutive. The average number of shares from options 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 Six Months Ended June 30, June 30, 2022 2021 2022 2021 Potentially dilutive securities excluded as anti-dilutive 3,368 5,075 3,369 5,074 |
Supplemental Balance Sheet and
Supplemental Balance Sheet and Income Statement Information | 6 Months Ended |
Jun. 30, 2022 | |
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: June 30, December 31, 2022 2021 (In thousands) Accrued compensation $ 67,219 $ 51,993 Deferred revenue and proceeds on insurance and asset sales 27,525 59,816 Other taxes payable 32,665 34,333 Workers’ compensation liabilities 6,588 6,588 Interest payable 70,333 71,814 Litigation reserves 16,432 14,939 Other accrued liabilities 12,041 7,688 $ 232,803 $ 247,171 Investment income (loss) includes the following: Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Interest and dividend income $ 1,324 $ (290) $ 1,721 $ 1,003 Gains (losses) on marketable securities (502) 228 (736) 198 $ 822 $ (62) $ 985 $ 1,201 Other, net included the following: Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ (3,597) $ 8,965 $ (3,521) $ 17,488 Warrant and derivative valuation 21,981 — 93,733 — Impairment of Canada Drilling assets — 58,000 — 58,000 Litigation expenses and reserves 5,016 1,847 8,128 3,341 Foreign currency transaction losses (gains) (7,391) 148 (3,177) 2,527 (Gain) loss on debt buyback (2,013) (123) (1,977) (8,185) Other losses (gains) 532 (2,382) 1,743 630 $ 14,528 $ 66,455 $ 94,929 $ 73,801 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, 2021 $ 2 $ (3,616) $ (7,510) $ (11,124) Other comprehensive income (loss) before reclassifications — (1,900) 4,320 2,420 Amounts reclassified from accumulated other comprehensive income (loss) — 80 — 80 Net other comprehensive income (loss) — (1,820) 4,320 2,500 As of June 30, 2021 $ 2 $ (5,436) $ (3,190) $ (8,624) (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, 2022 $ 2 $ (5,356) $ (5,280) $ (10,634) Other comprehensive income (loss) before reclassifications — 1,428 (830) 598 Amounts reclassified from accumulated other comprehensive income (loss) — 80 — 80 Net other comprehensive income (loss) — 1,508 (830) 678 As of June 30, 2022 $ 2 $ (3,848) $ (6,110) $ (9,956) (1) All amounts are net of tax. The line items that were reclassified to net income included the following: Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) General and administrative expenses $ 52 $ 52 $ 104 $ 104 Total income (loss) from continuing operations before income tax (52) (52) (104) (104) Tax expense (benefit) (12) (12) (24) (24) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (40) $ (40) $ (80) $ (80) |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2022 | |
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 Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Operating revenues: U.S. Drilling $ 253,008 $ 161,606 $ 470,591 $ 303,905 Canada Drilling — 12,313 — 33,302 International Drilling 296,320 255,282 575,350 502,120 Drilling Solutions 55,879 39,111 110,061 74,817 Rig Technologies 45,094 34,552 81,830 60,300 Other reconciling items (1) (19,358) (13,531) (38,350) (24,600) Total $ 630,943 $ 489,333 $ 1,199,482 $ 949,844 Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 8,288 $ (20,869) $ 2,437 $ (44,205) Canada Drilling (15) (2,608) (34) 1,299 International Drilling 4,605 (8,439) (1,722) (27,071) Drilling Solutions 18,260 6,524 32,969 11,234 Rig Technologies 2,127 (692) (624) (3,261) Total segment adjusted operating income (loss) $ 33,265 $ (26,084) $ 33,026 $ (62,004) Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Reconciliation of segment adjusted operating income (loss) to net income (loss): Net income (loss) $ (69,935) $ (190,395) $ (244,603) $ (318,705) Income (loss) from discontinued operations, net of tax — (8) — (27) Income (loss) from continuing operations, net of tax (69,935) (190,403) (244,603) (318,732) Income tax expense (benefit) 9,353 24,719 23,024 34,444 Income (loss) from continuing operations before income taxes $ (60,582) $ (165,684) (221,579) $ (284,288) Investment (income) loss (822) 62 (985) (1,201) Interest expense 42,899 41,714 89,809 84,689 Other, net 14,528 66,455 94,929 73,801 Other reconciling items (3) 37,242 31,369 70,852 64,995 Total segment adjusted operating income (loss) (2) $ 33,265 $ (26,084) $ 33,026 $ (62,004) June 30, December 31, 2022 2021 (In thousands) Total assets: U.S. Drilling $ 1,496,033 $ 1,606,683 Canada Drilling 410 1,392 International Drilling 2,290,381 2,380,703 Drilling Solutions 60,220 65,899 Rig Technologies 175,962 190,489 Other reconciling items (3) 777,977 1,280,198 Total $ 4,800,983 $ 5,525,364 (1) Represents the elimination of inter-segment transactions related to our Rig Technologies operating segment. (2) Adjusted operating income (loss) represents income (loss) from continuing operations before income taxes, interest expense, 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 | 6 Months Ended |
Jun. 30, 2022 | |
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 June 30, 2022 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 207,685 $ — $ — $ 35,909 $ 27,707 $ — $ 271,301 U.S. Offshore Gulf of Mexico 29,933 — — 2,366 — — 32,299 Alaska 15,390 — — 478 — — 15,868 Canada — — — 341 1,240 — 1,581 Middle East & Asia — — 195,437 9,449 13,007 — 217,893 Latin America — — 78,605 7,063 — — 85,668 Europe, Africa & CIS — — 22,278 273 3,140 — 25,691 Eliminations & other — — — — — (19,358) (19,358) Total $ 253,008 $ — $ 296,320 $ 55,879 $ 45,094 $ (19,358) $ 630,943 Six Months Ended June 30, 2022 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 380,483 $ — $ — $ 69,970 $ 50,398 $ — $ 500,851 U.S. Offshore Gulf of Mexico 60,373 — — 5,603 — — 65,976 Alaska 29,735 — — 754 — — 30,489 Canada — — — 777 2,219 — 2,996 Middle East & Asia — — 386,134 19,474 23,805 — 429,413 Latin America — — 147,500 12,990 — — 160,490 Europe, Africa & CIS — — 41,716 493 5,408 — 47,617 Eliminations & other — — — — — (38,350) (38,350) Total $ 470,591 $ — $ 575,350 $ 110,061 $ 81,830 $ (38,350) $ 1,199,482 Three Months Ended June 30, 2021 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 121,360 $ — $ — $ 21,436 $ 15,448 $ — $ 158,244 U.S. Offshore Gulf of Mexico 32,967 — — 1,822 — — 34,789 Alaska 7,279 — — 185 14 — 7,478 Canada — 12,313 — 204 1,383 — 13,900 Middle East & Asia — — 174,339 9,457 13,575 — 197,371 Latin America — — 57,931 5,658 163 — 63,752 Europe, Africa & CIS — — 23,012 349 3,969 — 27,330 Eliminations & other — — — — — (13,531) (13,531) Total $ 161,606 $ 12,313 $ 255,282 $ 39,111 $ 34,552 $ (13,531) $ 489,333 Six Months Ended June 30, 2021 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 230,896 $ — $ — $ 39,884 $ 27,985 $ — $ 298,765 U.S. Offshore Gulf of Mexico 60,159 — — 4,558 — — 64,717 Alaska 12,850 — — 322 14 — 13,186 Canada — 33,302 — 658 2,283 — 36,243 Middle East & Asia — — 342,525 18,448 22,655 — 383,628 Latin America — — 113,839 10,224 176 — 124,239 Europe, Africa & CIS — — 45,756 723 7,187 — 53,666 Eliminations & other — — — — — (24,600) (24,600) Total $ 303,905 $ 33,302 $ 502,120 $ 74,817 $ 60,300 $ (24,600) $ 949,844 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, 2021 $ 350.0 $ 24.9 $ 1.9 $ 42.9 $ 29.3 As of June 30, 2022 $ 364.9 $ 22.9 $ 1.1 $ 8.0 $ 27.7 Approximately 57% of the contract liability balance at the beginning of the period is expected to be recognized as revenue during 2022 2023 2024 Additionally, 88% of the contract asset balance at the beginning of the period is expected to be recognized as expense during 2022, of which 66% was recognized during the six months ended June 30, 2022, and 12% is expected to be recognized during 2023. 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. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
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, 2021 (“2021 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. |
Reclassification of Prior Year Presentation | Reclassification of Prior Year Presentation Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. |
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: June 30, December 31, 2022 2021 (In thousands) Raw materials $ 113,580 $ 105,638 Work-in-progress 2,570 1,368 Finished goods 4,464 19,442 $ 120,614 $ 126,448 |
Special Purpose Acquisition Company | Special Purpose Acquisition Company Nabors Energy Transition Corp. (“NETC”) is a consolidated VIE that is included in the accompanying consolidated financial statements under the following captions: Restricted cash held in trust As part of the initial public offering of NETC and subsequent private placement warrant transactions, $281.5 million has been deposited in an interest-bearing U.S. based trust account (“Trust Account”). The funds held in the Trust Account are invested in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act, which invest only in direct U.S. government treasury obligations. Redeemable noncontrolling interest in subsidiary The company accounts for the non-controlling interest in NETC as subject to possible redemption in accordance with FASB ASC Topic 480 “ Distinguishing Liabilities from Equity .” NETC’s common stock features certain redemption rights, which are considered to be outside the company’s control and subject to occurrence of uncertain future events. Accordingly, the Nabors will recognize any future changes in redemption value immediately as they occur – i.e., adjust the carrying amount of the instrument to its current redemption amount at each reporting period. |
Recently Accounting Pronouncements Adopted | 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 debt on our condensed consolidated balance sheet. Also, we recognized the cumulative effect of this change as a $60.7 million adjustment to the opening balance of retained earnings (accumulated deficit) and an $81.9 million adjustment to capital in excess of par in our condensed consolidated statement of changes in equity for the six months ended June 30, 2022. We will revise our condensed consolidated statement of changes in equity for the three months ended March 31, 2022, in future filings to correctly reflect the cumulative effect of this change as of January 1, 2022. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies | |
Inventory | June 30, December 31, 2022 2021 (In thousands) Raw materials $ 113,580 $ 105,638 Work-in-progress 2,570 1,368 Finished goods 4,464 19,442 $ 120,614 $ 126,448 |
Joint Ventures (Tables)
Joint Ventures (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Joint Ventures | |
Schedule of condensed balance sheet of SANAD | June 30, December 31, 2022 2021 (In thousands) Assets: Cash and cash equivalents $ 309,087 $ 293,037 Accounts receivable 76,865 88,174 Other current assets 6,886 6,662 Property, plant and equipment, net 483,092 467,587 Other long-term assets 20,084 19,010 Total assets $ 896,014 $ 874,470 Liabilities: Accounts payable $ 51,031 $ 61,278 Accrued liabilities 12,418 6,021 Other liabilities 22,783 26,300 Total liabilities $ 86,232 $ 93,599 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt | |
Debt | June 30, December 31, 2022 2021 (In thousands) 5.50% senior notes due January 2023 (1) $ 21,116 $ 24,446 5.10% senior notes due September 2023 53,622 82,703 0.75% senior exchangeable notes due January 2024 177,005 259,839 5.75% senior notes due February 2025 518,071 548,458 6.50% senior priority guaranteed notes due February 2025 — 50,485 9.00% senior priority guaranteed notes due February 2025 210,242 218,082 7.25% senior guaranteed notes due January 2026 557,902 559,978 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 2018 revolving credit facility — 460,000 $ 2,627,567 $ 3,293,600 Less: deferred financing costs 26,057 30,805 Long-term debt $ 2,601,510 $ 3,262,795 (1) The 5.50% senior notes due January 2023 were classified as long-term as of June 30, 2022, because we had the ability and intent to repay this obligation utilizing our 2022 Credit Agreement. |
The aggregate principal amounts and recognized gain | The aggregate principal amounts and recognized gain for such transactions were as follows: Six months ended June 30, 2021 Exchanged (in thousands) 0.75% senior exchangeable notes due January 2024 $ 35,000 5.75% senior notes due February 2025 5,000 Aggregate principal amount exchanged 40,000 Aggregate principal amount of debt issued in exchanges 26,050 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Measurements | |
Fair value of financial instruments | June 30, 2022 December 31, 2021 Carrying Fair Carrying Fair Value Value Value Value (In thousands) 5.50% senior notes due January 2023 $ 21,116 $ 21,267 $ 24,446 $ 24,736 5.10% senior notes due September 2023 53,622 54,054 82,703 84,044 0.75% senior exchangeable notes due January 2024 177,005 162,075 259,839 257,730 5.75% senior notes due February 2025 518,071 463,275 548,458 508,881 6.50% senior priority guaranteed notes due February 2025 — — 50,485 50,490 9.00% senior priority guaranteed notes due February 2025 210,242 210,637 218,082 226,914 7.25% senior guaranteed notes due January 2026 557,902 497,085 559,978 522,079 7.375% senior priority guaranteed notes due May 2027 700,000 662,193 700,000 724,906 7.50% senior guaranteed notes due January 2028 389,609 335,321 389,609 346,966 2018 revolving credit facility — — 460,000 460,000 $ 2,627,567 $ 2,405,907 $ 3,293,600 $ 3,206,746 Less: deferred financing costs 26,057 30,805 $ 2,601,510 $ 3,262,795 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies | |
Summary of financial guarantees maturity | Maximum Amount 2022 2023 2024 Thereafter Total (In thousands) Financial standby letters of credit and other financial surety instruments $ 15,780 39,784 8,488 35,977 $ 100,029 |
Earnings (Losses) Per Share (Ta
Earnings (Losses) Per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings (Losses) Per Share | |
Earnings (losses) per share computations | Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands, except per share amounts) BASIC EPS: Net income (loss) (numerator): Income (loss) from continuing operations, net of tax $ (69,935) $ (190,403) $ (244,603) $ (318,732) Less: net (income) loss attributable to noncontrolling interest (12,982) (5,614) (22,810) (14,390) Less: preferred stock dividends — — — (3,653) Less: accrued distribution on redeemable noncontrolling interest in subsidiary (2,574) (2,330) (5,119) (4,732) Numerator for basic earnings per share: Adjusted income (loss) from continuing operations, net of tax - basic $ (85,491) $ (198,347) $ (272,532) $ (341,507) Income (loss) from discontinued operations, net of tax $ — $ 8 $ — $ 27 Weighted-average number of shares outstanding - basic 9,081 7,460 8,696 7,281 Earnings (losses) per share: Basic from continuing operations $ (9.41) $ (26.59) $ (31.34) $ (46.90) Basic from discontinued operations — — — — Total Basic $ (9.41) $ (26.59) $ (31.34) $ (46.90) DILUTED EPS: Adjusted income (loss) from continuing operations, net of tax - diluted $ (85,491) $ (198,347) $ (272,532) $ (341,507) Income (loss) from discontinued operations, net of tax $ — $ 8 $ — $ 27 Weighted-average number of shares outstanding - diluted 9,081 7,460 8,696 7,281 Earnings (losses) per share: Diluted from continuing operations $ (9.41) $ (26.59) $ (31.34) $ (46.90) Diluted from discontinued operations — — — — Total Diluted $ (9.41) $ (26.59) $ (31.34) $ (46.90) |
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 Six Months Ended June 30, June 30, 2022 2021 2022 2021 Potentially dilutive securities excluded as anti-dilutive 3,368 5,075 3,369 5,074 |
Supplemental Balance Sheet an_2
Supplemental Balance Sheet and Income Statement Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Supplemental Balance Sheet and Income Statement Information | |
Schedule of accrued liabilities | June 30, December 31, 2022 2021 (In thousands) Accrued compensation $ 67,219 $ 51,993 Deferred revenue and proceeds on insurance and asset sales 27,525 59,816 Other taxes payable 32,665 34,333 Workers’ compensation liabilities 6,588 6,588 Interest payable 70,333 71,814 Litigation reserves 16,432 14,939 Other accrued liabilities 12,041 7,688 $ 232,803 $ 247,171 |
Schedule of investment income (loss) | Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Interest and dividend income $ 1,324 $ (290) $ 1,721 $ 1,003 Gains (losses) on marketable securities (502) 228 (736) 198 $ 822 $ (62) $ 985 $ 1,201 |
Schedule of other, net | Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Losses (gains) on sales, disposals and involuntary conversions of long-lived assets $ (3,597) $ 8,965 $ (3,521) $ 17,488 Warrant and derivative valuation 21,981 — 93,733 — Impairment of Canada Drilling assets — 58,000 — 58,000 Litigation expenses and reserves 5,016 1,847 8,128 3,341 Foreign currency transaction losses (gains) (7,391) 148 (3,177) 2,527 (Gain) loss on debt buyback (2,013) (123) (1,977) (8,185) Other losses (gains) 532 (2,382) 1,743 630 $ 14,528 $ 66,455 $ 94,929 $ 73,801 |
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, 2021 $ 2 $ (3,616) $ (7,510) $ (11,124) Other comprehensive income (loss) before reclassifications — (1,900) 4,320 2,420 Amounts reclassified from accumulated other comprehensive income (loss) — 80 — 80 Net other comprehensive income (loss) — (1,820) 4,320 2,500 As of June 30, 2021 $ 2 $ (5,436) $ (3,190) $ (8,624) (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, 2022 $ 2 $ (5,356) $ (5,280) $ (10,634) Other comprehensive income (loss) before reclassifications — 1,428 (830) 598 Amounts reclassified from accumulated other comprehensive income (loss) — 80 — 80 Net other comprehensive income (loss) — 1,508 (830) 678 As of June 30, 2022 $ 2 $ (3,848) $ (6,110) $ (9,956) (1) All amounts are net of tax. |
Schedule of line items that were reclassified to net income | Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) General and administrative expenses $ 52 $ 52 $ 104 $ 104 Total income (loss) from continuing operations before income tax (52) (52) (104) (104) Tax expense (benefit) (12) (12) (24) (24) Reclassification adjustment for (gains)/ losses included in net income (loss) $ (40) $ (40) $ (80) $ (80) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Information | |
Financial information with respect to operating segments | Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Operating revenues: U.S. Drilling $ 253,008 $ 161,606 $ 470,591 $ 303,905 Canada Drilling — 12,313 — 33,302 International Drilling 296,320 255,282 575,350 502,120 Drilling Solutions 55,879 39,111 110,061 74,817 Rig Technologies 45,094 34,552 81,830 60,300 Other reconciling items (1) (19,358) (13,531) (38,350) (24,600) Total $ 630,943 $ 489,333 $ 1,199,482 $ 949,844 Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Adjusted operating income (loss): (2) U.S. Drilling $ 8,288 $ (20,869) $ 2,437 $ (44,205) Canada Drilling (15) (2,608) (34) 1,299 International Drilling 4,605 (8,439) (1,722) (27,071) Drilling Solutions 18,260 6,524 32,969 11,234 Rig Technologies 2,127 (692) (624) (3,261) Total segment adjusted operating income (loss) $ 33,265 $ (26,084) $ 33,026 $ (62,004) Three Months Ended Six Months Ended June 30, June 30, 2022 2021 2022 2021 (In thousands) Reconciliation of segment adjusted operating income (loss) to net income (loss): Net income (loss) $ (69,935) $ (190,395) $ (244,603) $ (318,705) Income (loss) from discontinued operations, net of tax — (8) — (27) Income (loss) from continuing operations, net of tax (69,935) (190,403) (244,603) (318,732) Income tax expense (benefit) 9,353 24,719 23,024 34,444 Income (loss) from continuing operations before income taxes $ (60,582) $ (165,684) (221,579) $ (284,288) Investment (income) loss (822) 62 (985) (1,201) Interest expense 42,899 41,714 89,809 84,689 Other, net 14,528 66,455 94,929 73,801 Other reconciling items (3) 37,242 31,369 70,852 64,995 Total segment adjusted operating income (loss) (2) $ 33,265 $ (26,084) $ 33,026 $ (62,004) June 30, December 31, 2022 2021 (In thousands) Total assets: U.S. Drilling $ 1,496,033 $ 1,606,683 Canada Drilling 410 1,392 International Drilling 2,290,381 2,380,703 Drilling Solutions 60,220 65,899 Rig Technologies 175,962 190,489 Other reconciling items (3) 777,977 1,280,198 Total $ 4,800,983 $ 5,525,364 (1) Represents the elimination of inter-segment transactions related to our Rig Technologies operating segment. (2) Adjusted operating income (loss) represents income (loss) from continuing operations before income taxes, interest expense, 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) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue Recognition | |
Schedule of revenue, disaggregated by geographical region | Three Months Ended June 30, 2022 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 207,685 $ — $ — $ 35,909 $ 27,707 $ — $ 271,301 U.S. Offshore Gulf of Mexico 29,933 — — 2,366 — — 32,299 Alaska 15,390 — — 478 — — 15,868 Canada — — — 341 1,240 — 1,581 Middle East & Asia — — 195,437 9,449 13,007 — 217,893 Latin America — — 78,605 7,063 — — 85,668 Europe, Africa & CIS — — 22,278 273 3,140 — 25,691 Eliminations & other — — — — — (19,358) (19,358) Total $ 253,008 $ — $ 296,320 $ 55,879 $ 45,094 $ (19,358) $ 630,943 Six Months Ended June 30, 2022 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 380,483 $ — $ — $ 69,970 $ 50,398 $ — $ 500,851 U.S. Offshore Gulf of Mexico 60,373 — — 5,603 — — 65,976 Alaska 29,735 — — 754 — — 30,489 Canada — — — 777 2,219 — 2,996 Middle East & Asia — — 386,134 19,474 23,805 — 429,413 Latin America — — 147,500 12,990 — — 160,490 Europe, Africa & CIS — — 41,716 493 5,408 — 47,617 Eliminations & other — — — — — (38,350) (38,350) Total $ 470,591 $ — $ 575,350 $ 110,061 $ 81,830 $ (38,350) $ 1,199,482 Three Months Ended June 30, 2021 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 121,360 $ — $ — $ 21,436 $ 15,448 $ — $ 158,244 U.S. Offshore Gulf of Mexico 32,967 — — 1,822 — — 34,789 Alaska 7,279 — — 185 14 — 7,478 Canada — 12,313 — 204 1,383 — 13,900 Middle East & Asia — — 174,339 9,457 13,575 — 197,371 Latin America — — 57,931 5,658 163 — 63,752 Europe, Africa & CIS — — 23,012 349 3,969 — 27,330 Eliminations & other — — — — — (13,531) (13,531) Total $ 161,606 $ 12,313 $ 255,282 $ 39,111 $ 34,552 $ (13,531) $ 489,333 Six Months Ended June 30, 2021 U.S. Drilling Canada Drilling International Drilling Drilling Solutions Rig Technologies Other Total (In thousands) Lower 48 $ 230,896 $ — $ — $ 39,884 $ 27,985 $ — $ 298,765 U.S. Offshore Gulf of Mexico 60,159 — — 4,558 — — 64,717 Alaska 12,850 — — 322 14 — 13,186 Canada — 33,302 — 658 2,283 — 36,243 Middle East & Asia — — 342,525 18,448 22,655 — 383,628 Latin America — — 113,839 10,224 176 — 124,239 Europe, Africa & CIS — — 45,756 723 7,187 — 53,666 Eliminations & other — — — — — (24,600) (24,600) Total $ 303,905 $ 33,302 $ 502,120 $ 74,817 $ 60,300 $ (24,600) $ 949,844 |
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, 2021 $ 350.0 $ 24.9 $ 1.9 $ 42.9 $ 29.3 As of June 30, 2022 $ 364.9 $ 22.9 $ 1.1 $ 8.0 $ 27.7 |
General (Details)
General (Details) | 6 Months Ended |
Jun. 30, 2022 item country | |
General | |
Actively marketed rigs for land based drilling operations | 301 |
Actively marketed rigs for offshore based drilling operations | 29 |
Minimum | |
General | |
Number of countries company has actively marketed rigs for land based drilling operations | country | 15 |
Geographic Concentration Risk | Sales Revenue | Russia | |
General | |
Concentration risk (as a percent) | 1.60% |
Geographic Concentration Risk | Property, Plant and Equipment, Net. | Russia | |
General | |
Concentration risk (as a percent) | 1.20% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Inventory, net | ||
Raw materials | $ 113,580 | $ 105,638 |
Work-in-progress | 2,570 | 1,368 |
Finished goods | 4,464 | 19,442 |
Total inventory | $ 120,614 | $ 126,448 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - SPAC (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Summary of Significant Accounting Policies | ||
Restricted cash held in trust | $ 281,938 | $ 281,523 |
NETC | ||
Summary of Significant Accounting Policies | ||
Restricted cash held in trust | 281,500 | |
Redeemable noncontrolling interest in subsidiary | $ 281,500 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Recently adopted accounting pronouncements (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Summary of Significant Accounting Policies | |||
Accumulated deficit | $ (1,750,058) | $ (1,537,988) | |
ASU 2020-06 | Cumulative effect period of adoption adjustment | |||
Summary of Significant Accounting Policies | |||
Unamortized debt discount | $ (27,500) | ||
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, 2021 | Dec. 31, 2017 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | ||
Joint Ventures | ||||||
Redeemable noncontrolling interest | $ 675,283 | $ 680,403 | ||||
Assets: | ||||||
Cash and cash equivalents | 991,471 | 412,979 | $ 399,881 | $ 472,246 | ||
Accounts receivable | 287,572 | 278,112 | ||||
Other current assets | 96,301 | 106,676 | ||||
Property, plant and equipment, net | 3,348,498 | 3,186,849 | ||||
Other long-term assets | 134,903 | 148,368 | ||||
Total assets | [1] | 5,525,364 | 4,800,983 | |||
Liabilities: | ||||||
Accounts payable | 253,748 | 271,117 | ||||
Other liabilities | 340,347 | 391,808 | ||||
Total liabilities | [1] | 4,131,143 | 3,519,778 | |||
SANAD | ||||||
Assets: | ||||||
Cash and cash equivalents | 293,037 | 309,087 | ||||
Accounts receivable | 88,174 | 76,865 | ||||
Other current assets | 6,662 | 6,886 | ||||
Property, plant and equipment, net | 467,587 | 483,092 | ||||
Other long-term assets | 19,010 | 20,084 | ||||
Total assets | 874,470 | 896,014 | ||||
Liabilities: | ||||||
Accounts payable | 61,278 | 51,031 | ||||
Accrued liabilities | 6,021 | 12,418 | ||||
Other liabilities | 26,300 | 22,783 | ||||
Total liabilities | 93,599 | 86,232 | ||||
SANAD | Saudi Aramco | ||||||
Joint Ventures | ||||||
Redeemable noncontrolling interest | $ 398,900 | |||||
SANAD | Joint Venture | ||||||
Joint Ventures | ||||||
Cash contribution by each party in joint venture | $ 20,000 | |||||
Additional contribution amount | $ 394,000 | |||||
Maturity period | 25 years | |||||
Settled accrued interest | $ 120,000 | |||||
[1] The condensed consolidated balance sheet as of June 30, 2022 and December 31, 2021 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Accounts Receivable Purchase _2
Accounts Receivable Purchase and Sales Agreement (Details) - USD ($) $ in Millions | 1 Months Ended | |||||
Jul. 31, 2021 | Jun. 30, 2022 | Mar. 21, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Jan. 31, 2017 | |
5.50% senior notes due January 2023 | ||||||
Accounts Receivable Sales Agreement | ||||||
Interest rate on senior notes (as a percent) | 5.50% | 5.50% | ||||
5.10% senior notes due September 2023 | ||||||
Accounts Receivable Sales Agreement | ||||||
Interest rate on senior notes (as a percent) | 5.10% | 5.10% | ||||
0.75% senior exchangeable notes due January 2024 | ||||||
Accounts Receivable Sales Agreement | ||||||
Interest rate on senior notes (as a percent) | 0.75% | 0.75% | 0.75% | 0.75% | 0.75% | |
Asset Pledged as Collateral | ||||||
Accounts Receivable Sales Agreement | ||||||
Trade receivables | $ 63.3 | $ 44.2 | ||||
Accounts Receivable Sales Agreement | ||||||
Accounts Receivable Sales Agreement | ||||||
Agreement amount | $ 250 | |||||
Receivables sold | 154 | $ 113 | ||||
Accounts Receivable Sales Agreement, First Amendment | ||||||
Accounts Receivable Sales Agreement | ||||||
Agreement amount | $ 150 | |||||
Agreement expiration term extension (in years) | 2 years | |||||
Accounts Receivable Sales Agreement, Third Amendment | ||||||
Accounts Receivable Sales Agreement | ||||||
Agreement amount | 250 | |||||
Accounts Receivable Sales Agreement, Third Amendment | Accelerated Expiration of Agreement, October 17, 2023 | ||||||
Accounts Receivable Sales Agreement | ||||||
Threshold amount of remaining principal balance | $ 88.5 | |||||
Accounts Receivable Sales Agreement, Third Amendment | 5.50% senior notes due January 2023 | Accelerated Expiration of Agreement, November 19, 2022 | ||||||
Accounts Receivable Sales Agreement | ||||||
Interest rate on senior notes (as a percent) | 5.50% | |||||
Accounts Receivable Sales Agreement, Third Amendment | 5.10% senior notes due September 2023 | Accelerated Expiration of Agreement, June 17, 2023 | ||||||
Accounts Receivable Sales Agreement | ||||||
Interest rate on senior notes (as a percent) | 5.10% | |||||
Accounts Receivable Sales Agreement, Third Amendment | 0.75% senior exchangeable notes due January 2024 | Accelerated Expiration of Agreement, October 17, 2023 | ||||||
Accounts Receivable Sales Agreement | ||||||
Interest rate on senior notes (as a percent) | 0.75% | |||||
Accounts Receivable Sales Agreement, Third Amendment | Maximum | ||||||
Accounts Receivable Sales Agreement | ||||||
Agreement amount | $ 300 |
Debt - Summary (Details)
Debt - Summary (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 21, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Jan. 31, 2017 | |
Debt | |||||
Long-term Debt, Gross | $ 2,627,567 | $ 3,293,600 | |||
Less: Deferred financing costs | (26,057) | (30,805) | |||
Long-term Debt | 2,601,510 | 3,262,795 | |||
Principal amount of notes repurchased | 51,500 | ||||
Repurchase amount | 52,300 | ||||
Payment of accrued and unpaid interest | 800 | ||||
Maturity value of notes tendered by warrant holders | 131,700 | ||||
Other, net | |||||
Debt | |||||
Gain on repurchase of debt | 2,000 | ||||
5.50% senior notes due January 2023 | |||||
Debt | |||||
Long-term Debt, Gross | $ 21,116 | $ 24,446 | |||
Interest rate on senior notes (as a percent) | 5.50% | 5.50% | |||
5.10% senior notes due September 2023 | |||||
Debt | |||||
Long-term Debt, Gross | $ 53,622 | $ 82,703 | |||
Interest rate on senior notes (as a percent) | 5.10% | 5.10% | |||
0.75% senior exchangeable notes due January 2024 | |||||
Debt | |||||
Long-term Debt, Gross | $ 177,005 | $ 259,839 | |||
Interest rate on senior notes (as a percent) | 0.75% | 0.75% | 0.75% | 0.75% | 0.75% |
Long-term Debt | $ 177,000 | $ 287,300 | |||
5.75% senior notes due February 2025 | |||||
Debt | |||||
Long-term Debt, Gross | $ 518,071 | $ 548,458 | |||
Interest rate on senior notes (as a percent) | 5.75% | 5.75% | 5.75% | ||
6.50% senior priority guaranteed notes due February 2025 | |||||
Debt | |||||
Long-term Debt, Gross | $ 50,485 | ||||
Interest rate on senior notes (as a percent) | 6.50% | ||||
9.00% senior priority guaranteed notes due February 2025 | |||||
Debt | |||||
Long-term Debt, Gross | $ 210,242 | $ 218,082 | |||
Interest rate on senior notes (as a percent) | 9% | 9% | |||
7.25% senior guaranteed notes due January 2026 | |||||
Debt | |||||
Long-term Debt, Gross | $ 557,902 | $ 559,978 | |||
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% | |||
2018 revolving credit facility | |||||
Debt | |||||
Long-term Debt, Gross | $ 460,000 |
Debt - Exchange Transactions (D
Debt - Exchange Transactions (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Mar. 31, 2021 USD ($) item | Jun. 30, 2021 USD ($) | Jun. 30, 2022 | Mar. 21, 2022 | Dec. 31, 2021 | Jan. 31, 2017 USD ($) | |
Debt | ||||||
Number private exchange transactions entered into during the period | item | 2 | |||||
Senior Notes | ||||||
Debt | ||||||
Aggregate principal amount exchanged | $ 40,000 | $ 40,000 | ||||
Aggregate principal amount of debt issued in exchanges | $ 26,050 | |||||
Senior Notes | Accrued liabilities and other long-term liabilities | ||||||
Debt | ||||||
Future contractual interest payments | $ 9,400 | |||||
9.0% Exchange Notes | ||||||
Debt | ||||||
Interest rate on senior notes (as a percent) | 9% | |||||
Aggregate principal amount of debt issued in exchanges | $ 26,100 | |||||
0.75% senior exchangeable notes due January 2024 | ||||||
Debt | ||||||
Interest rate on senior notes (as a percent) | 0.75% | 0.75% | 0.75% | 0.75% | 0.75% | |
Aggregate principal amount exchanged | $ 35,000 | |||||
Aggregate principal amount of debt issued in exchanges | $ 575,000 | |||||
5.75% senior notes due February 2025 | ||||||
Debt | ||||||
Interest rate on senior notes (as a percent) | 5.75% | 5.75% | 5.75% | |||
Aggregate principal amount exchanged | $ 5,000 |
Debt - Senior Exchangeable Note
Debt - Senior Exchangeable Notes (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | |||||
Jan. 31, 2017 USD ($) $ / shares | Jun. 30, 2022 USD ($) | Mar. 21, 2022 | Jan. 01, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jun. 30, 2021 | |
Debt | ||||||
Aggregate principal amount outstanding | $ 2,601,510 | $ 3,262,795 | ||||
Unamortized issuance costs | $ 26,057 | $ 30,805 | ||||
ASU 2020-06 | Cumulative effect period of adoption adjustment | ||||||
Debt | ||||||
Unamortized debt discount | $ (27,500) | |||||
0.75% senior exchangeable notes due January 2024 | ||||||
Debt | ||||||
Interest rate on senior notes (as a percent) | 0.75% | 0.75% | 0.75% | 0.75% | 0.75% | |
Aggregate principal amount at issuance | $ 575,000 | |||||
Aggregate principal amount outstanding | $ 177,000 | $ 287,300 | ||||
Exchange rate of common shares per $1,000 principal amount | 0.8018 | |||||
Exchange price per common share | $ / shares | $ 1,247.19 | |||||
Debt component | $ 411,200 | |||||
Equity component | $ 163,800 |
Debt - Credit Agreement (Detail
Debt - Credit Agreement (Details) - USD ($) $ in Millions | Jan. 21, 2022 | Jun. 30, 2022 | Mar. 21, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Jan. 31, 2017 |
5.10% senior notes due September 2023 | ||||||
Debt | ||||||
Interest rate on senior notes (as a percent) | 5.10% | 5.10% | ||||
5.50% senior notes due January 2023 | ||||||
Debt | ||||||
Interest rate on senior notes (as a percent) | 5.50% | 5.50% | ||||
5.75% senior notes due February 2025 | ||||||
Debt | ||||||
Interest rate on senior notes (as a percent) | 5.75% | 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% | 0.75% | 0.75% | |
2022 Credit Agreement | ||||||
Debt | ||||||
Percentage of property, plant and equipment to be owned by the revolver guarantor and its subsidiaries | 90% | |||||
Threshold percentage of outstanding principal amount of relevant debt to remaining outstanding | 50% | |||||
Outstanding balance | $ 0 | |||||
Weighted average interest rate (as a percent) | 3.66% | |||||
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 | |||||
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 | 6 Months Ended | |||||||
Jul. 19, 2021 USD ($) shares | Jun. 11, 2021 shares | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) D $ / shares shares | Mar. 21, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | May 27, 2021 USD ($) item shares | Jan. 31, 2017 | |
Shareholders' Equity | |||||||||
Multiplying factor for exercise of warrants | item | 3 | ||||||||
Percentage volume weighted average price of stock times factor must exceed sum of volume weighted average prices of second, third and fourth days before exercise | 6% | ||||||||
Conversion price percentage | 95% | 95% | |||||||
Loss recognized from increase in liability | $ | $ (21,981) | $ (93,733) | |||||||
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% | 0.75% | 0.75% | |||
5.75% senior notes due February 2025 | |||||||||
Shareholders' Equity | |||||||||
Interest rate (as a percent) | 5.75% | 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 Stock 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 | $ | $ 78,700 | $ 78,700 | $ 2,700 | ||||||
Loss recognized from increase in liability | $ | $ (23,800) | $ (97,000) | |||||||
Warrants outstanding | 2,500,000 | 2,500,000 | |||||||
Common Stock | |||||||||
Shareholders' Equity | |||||||||
Shares issued in connection with acquisition of certain development stage technologies in the energy transition space | 147,974 | ||||||||
Value of shares issued in connection with acquisition of certain development stage technologies in the energy transition space | $ | $ 12,900 | ||||||||
Number of shares which may be forfeited under certain conditions | 71,280 | ||||||||
Forfeiture period | 2 years | ||||||||
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 | 1 | |||||||
Exercise price (in dollars per share) | $ / shares | $ 166.66667 | $ 166.66667 | |||||||
Number of additional securities which may be issued due to the incentive share component | 0.333 | 0.333 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Thousands | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2022 USD ($) D | Dec. 31, 2021 USD ($) | Mar. 21, 2022 | Jun. 30, 2021 | May 27, 2021 USD ($) | Jan. 31, 2017 | |
Fair Value of Financial Instruments | ||||||
Deferred finance costs | $ 26,057 | $ 30,805 | ||||
5.50% senior notes due January 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes (as a percent) | 5.50% | 5.50% | ||||
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% | 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% | 5.75% | |||
6.50% senior priority guaranteed notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes (as a percent) | 6.50% | |||||
9.00% senior priority guaranteed notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Interest rate on senior notes (as a percent) | 9% | 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% | ||||
Fair Value | ||||||
Fair Value of Financial Instruments | ||||||
Debt | $ 2,405,907 | $ 3,206,746 | ||||
Fair Value | 5.50% senior notes due January 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 21,267 | 24,736 | ||||
Fair Value | 5.10% senior notes due September 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 54,054 | 84,044 | ||||
Fair Value | 0.75% senior exchangeable notes due January 2024 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 162,075 | 257,730 | ||||
Fair Value | 5.75% senior notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 463,275 | 508,881 | ||||
Fair Value | 6.50% senior priority guaranteed notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 50,490 | |||||
Fair Value | 9.00% senior priority guaranteed notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 210,637 | 226,914 | ||||
Fair Value | 7.25% senior guaranteed notes due January 2026 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 497,085 | 522,079 | ||||
Fair Value | 7.375% senior priority guaranteed notes due May 2027 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 662,193 | 724,906 | ||||
Fair Value | 7.50% senior guaranteed notes due January 2028 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 335,321 | 346,966 | ||||
Fair Value | 2018 revolving credit facility | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 460,000 | |||||
Carrying Value | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 2,627,567 | 3,293,600 | ||||
Deferred finance costs | 26,057 | 30,805 | ||||
Debt, net of financing costs | 2,601,510 | 3,262,795 | ||||
Carrying Value | 5.50% senior notes due January 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 21,116 | 24,446 | ||||
Carrying Value | 5.10% senior notes due September 2023 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 53,622 | 82,703 | ||||
Carrying Value | 0.75% senior exchangeable notes due January 2024 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 177,005 | 259,839 | ||||
Carrying Value | 5.75% senior notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 518,071 | 548,458 | ||||
Carrying Value | 6.50% senior priority guaranteed notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 50,485 | |||||
Carrying Value | 9.00% senior priority guaranteed notes due February 2025 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 210,242 | 218,082 | ||||
Carrying Value | 7.25% senior guaranteed notes due January 2026 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 557,902 | 559,978 | ||||
Carrying Value | 7.375% senior priority guaranteed notes due May 2027 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 700,000 | 700,000 | ||||
Carrying Value | 7.50% senior guaranteed notes due January 2028 | ||||||
Fair Value of Financial Instruments | ||||||
Debt | 389,609 | 389,609 | ||||
Carrying Value | 2018 revolving credit facility | ||||||
Fair Value of Financial Instruments | ||||||
Debt | $ 460,000 | |||||
Common Stock Warrants | ||||||
Fair Value Measurements | ||||||
Common stock warrants, fair value | $ 78,700 | $ 2,700 | ||||
Number of business day notice period | D | 20 |
Commitments and Contingencies -
Commitments and Contingencies - Litigation (Details) - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2011 | Jun. 30, 2022 | Dec. 31, 2018 | |
Court of Ouargla Algeria Foreign Currency Controls | |||
Commitments and Contingencies | |||
Litigation amount as per judgment | $ 19.3 | ||
Payment of contract amount in foreign currency | 7.5 | ||
Payment of contract amount in domestic currency | $ 3.2 | ||
Court of Ouargla Algeria Foreign Currency Controls | Maximum | |||
Commitments and Contingencies | |||
Potential judgment in excess of accrual | $ 11.3 | ||
Atyrau Oblast Ecology Department | Minimum | |||
Commitments and Contingencies | |||
Environmental damages | $ 3.4 | ||
KMG Nabors Drilling Company Joint Venture | |||
Commitments and Contingencies | |||
Administrative fines | $ 0.8 |
Commitments and Contingencies_2
Commitments and Contingencies - Financial Guarantees (Details) - Financial standby letters of credit and other financial surety instruments $ in Thousands | Mar. 31, 2022 USD ($) |
Summary of total maximum amount of financial guarantees issued | |
2022 | $ 15,780 |
2023 | 39,784 |
2024 | 8,488 |
Thereafter | 35,977 |
Total | $ 100,029 |
Earnings (Losses) Per Share (De
Earnings (Losses) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Net income (loss) (numerator): | ||||
Income (loss) from continuing operations, net of tax | $ (69,935) | $ (190,403) | $ (244,603) | $ (318,732) |
Less: net (income) loss attributable to noncontrolling interest | (12,982) | (5,614) | (22,810) | (14,390) |
Less: preferred stock dividends | (3,653) | |||
Less: accrued distribution on redeemable noncontrolling interest in subsidiary | (2,574) | (2,330) | (5,119) | (4,732) |
Adjusted income (loss) from continuing operations, net of tax - basic | $ (85,491) | (198,347) | $ (272,532) | (341,507) |
Income (loss) from discontinued operations, net of tax | $ 8 | $ 27 | ||
Weighted-average number of shares outstanding - basic | 9,081 | 7,460 | 8,696 | 7,281 |
Earnings (losses) Per Share: | ||||
Basic from continuing operations (in dollars per share) | $ (9.41) | $ (26.59) | $ (31.34) | $ (46.90) |
Total Basic (in dollars per share) | $ (9.41) | $ (26.59) | $ (31.34) | $ (46.90) |
DILUTED EPS: | ||||
Adjusted income (loss) from continuing operations, net of tax - basic | $ (85,491) | $ (198,347) | $ (272,532) | $ (341,507) |
Adjusted income (loss) from continuing operations, net of tax - diluted | $ (85,491) | (198,347) | $ (272,532) | (341,507) |
Income (loss) from discontinued operations, net of tax | $ 8 | $ 27 | ||
Weighted-average number of shares outstanding - basic | 9,081 | 7,460 | 8,696 | 7,281 |
Weighted-average number of shares outstanding - diluted | 9,081 | 7,460 | 8,696 | 7,281 |
Earnings (losses) per share: | ||||
Diluted from continuing operations (in dollars per share) | $ (9.41) | $ (26.59) | $ (31.34) | $ (46.90) |
Total Diluted (in dollars per share) | $ (9.41) | $ (26.59) | $ (31.34) | $ (46.90) |
Earnings (Losses) Per Share - E
Earnings (Losses) Per Share - Exclusions from Diluted Earnings (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Earnings (Losses) Per Share | ||||
Potentially dilutive securities excluded as anti-dilutive | 3,368 | 5,075 | 3,369 | 5,074 |
Supplemental Balance Sheet an_3
Supplemental Balance Sheet and Income Statement Information - Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accrued liabilities | ||
Accrued compensation | $ 67,219 | $ 51,993 |
Deferred revenue and proceeds on insurance and asset sales | 27,525 | 59,816 |
Other taxes payable | 32,665 | 34,333 |
Workers' compensation liabilities | 6,588 | 6,588 |
Interest payable | 70,333 | 71,814 |
Litigation reserves | 16,432 | 14,939 |
Other accrued liabilities | 12,041 | 7,688 |
Total accrued liabilities | $ 232,803 | $ 247,171 |
Supplemental Balance Sheet an_4
Supplemental Balance Sheet and Income Statement Information - Investment income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Investment income (loss) | ||||
Interest and dividend income | $ 1,324 | $ (290) | $ 1,721 | $ 1,003 |
Gains (losses) on marketable securities | (502) | 228 | (736) | 198 |
Investment income (loss) | $ 822 | $ (62) | $ 985 | $ 1,201 |
Supplemental Balance Sheet an_5
Supplemental Balance Sheet and Income Statement Information - Other, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Other, net | ||||
Losses (gains) on sales, disposals and involuntary conversions of long-lived assets | $ (3,597) | $ 8,965 | $ (3,521) | $ 17,488 |
Warrant and derivative valuation | 21,981 | 93,733 | ||
Impairment of Canada Drilling assets | 58,000 | 58,000 | ||
Litigation expenses and reserves | 5,016 | 1,847 | 8,128 | 3,341 |
Foreign currency transaction losses (gains) | (7,391) | 148 | (3,177) | 2,527 |
(Gain) loss on debt buyback | (2,013) | (123) | (1,977) | (8,185) |
Other losses (gains) | 532 | (2,382) | 1,743 | 630 |
Total other, net | $ 14,528 | $ 66,455 | $ 94,929 | $ 73,801 |
Supplemental Balance Sheet an_6
Supplemental Balance Sheet and Income Statement Information - Accumulated other comprehensive income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | $ 590,656 | |||
Other comprehensive income (loss), net of tax | $ (658) | $ 2,132 | 678 | $ 2,500 |
Ending balance | 453,200 | 453,200 | ||
Accumulated Other Comprehensive Income (Loss) | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | (10,634) | (11,124) | ||
Other comprehensive income (loss) before reclassifications | 598 | 2,420 | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 80 | 80 | ||
Other comprehensive income (loss), net of tax | 678 | 2,500 | ||
Ending balance | (9,956) | (8,624) | (9,956) | (8,624) |
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 | (5,356) | (3,616) | ||
Other comprehensive income (loss) before reclassifications | 1,428 | (1,900) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 80 | 80 | ||
Other comprehensive income (loss), net of tax | 1,508 | (1,820) | ||
Ending balance | (3,848) | (5,436) | (3,848) | (5,436) |
Foreign currency items | ||||
Changes in accumulated other comprehensive income (loss) | ||||
Beginning balance | (5,280) | (7,510) | ||
Other comprehensive income (loss) before reclassifications | (830) | 4,320 | ||
Other comprehensive income (loss), net of tax | (830) | 4,320 | ||
Ending balance | $ (6,110) | $ (3,190) | $ (6,110) | $ (3,190) |
Supplemental Balance Sheet an_7
Supplemental Balance Sheet and Income Statement Information - Reclassified to net income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Supplemental Balance Sheet and Income Statement Information | ||||
General and administrative expenses | $ 58,167 | $ 51,580 | $ 111,806 | $ 106,240 |
Income (loss) from continuing operations before income taxes | (60,582) | (165,684) | (221,579) | (284,288) |
Tax expense (benefit) | 9,353 | 24,719 | 23,024 | 34,444 |
Net income (loss) | (69,935) | (190,395) | (244,603) | (318,705) |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Supplemental Balance Sheet and Income Statement Information | ||||
General and administrative expenses | 52 | 52 | 104 | 104 |
Income (loss) from continuing operations before income taxes | (52) | (52) | (104) | (104) |
Tax expense (benefit) | (12) | (12) | (24) | (24) |
Net income (loss) | $ (40) | $ (40) | $ (80) | $ (80) |
Segment Information - Operating
Segment Information - Operating revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Segment Information | ||||
Operating revenues | $ 630,943 | $ 489,333 | $ 1,199,482 | $ 949,844 |
U.S. Drilling | ||||
Segment Information | ||||
Operating revenues | 253,008 | 161,606 | 470,591 | 303,905 |
Canada Drilling | ||||
Segment Information | ||||
Operating revenues | 12,313 | 33,302 | ||
International Drilling | ||||
Segment Information | ||||
Operating revenues | 296,320 | 255,282 | 575,350 | 502,120 |
Drilling Solutions | ||||
Segment Information | ||||
Operating revenues | 55,879 | 39,111 | 110,061 | 74,817 |
Rig Technologies | ||||
Segment Information | ||||
Operating revenues | 45,094 | 34,552 | 81,830 | 60,300 |
Operating segments | U.S. Drilling | ||||
Segment Information | ||||
Operating revenues | 253,008 | 161,606 | 470,591 | 303,905 |
Operating segments | Canada Drilling | ||||
Segment Information | ||||
Operating revenues | 12,313 | 33,302 | ||
Operating segments | International Drilling | ||||
Segment Information | ||||
Operating revenues | 296,320 | 255,282 | 575,350 | 502,120 |
Operating segments | Drilling Solutions | ||||
Segment Information | ||||
Operating revenues | 55,879 | 39,111 | 110,061 | 74,817 |
Operating segments | Rig Technologies | ||||
Segment Information | ||||
Operating revenues | 45,094 | 34,552 | 81,830 | 60,300 |
Other reconciling items | ||||
Segment Information | ||||
Operating revenues | $ (19,358) | $ (13,531) | $ (38,350) | $ (24,600) |
Segment Information - Adjusted
Segment Information - Adjusted operating income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Segment Information | ||||
Adjusted operating income (loss) | $ 33,265 | $ (26,084) | $ 33,026 | $ (62,004) |
Operating segments | ||||
Segment Information | ||||
Adjusted operating income (loss) | 33,265 | (26,084) | 33,026 | (62,004) |
Operating segments | U.S. Drilling | ||||
Segment Information | ||||
Adjusted operating income (loss) | 8,288 | (20,869) | 2,437 | (44,205) |
Operating segments | Canada Drilling | ||||
Segment Information | ||||
Adjusted operating income (loss) | (15) | (2,608) | (34) | 1,299 |
Operating segments | International Drilling | ||||
Segment Information | ||||
Adjusted operating income (loss) | 4,605 | (8,439) | (1,722) | (27,071) |
Operating segments | Drilling Solutions | ||||
Segment Information | ||||
Adjusted operating income (loss) | 18,260 | 6,524 | 32,969 | 11,234 |
Operating segments | Rig Technologies | ||||
Segment Information | ||||
Adjusted operating income (loss) | $ 2,127 | $ (692) | $ (624) | $ (3,261) |
Segment Information - Reconcili
Segment Information - Reconciliation of segment adjusted operating income (loss) to net income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||
Net income (loss) | $ (69,935) | $ (190,395) | $ (244,603) | $ (318,705) |
Income (loss) from discontinued operations, net of tax | 8 | 27 | ||
Income (loss) from continuing operations, net of tax | (69,935) | (190,403) | (244,603) | (318,732) |
Income tax expense (benefit) | 9,353 | 24,719 | 23,024 | 34,444 |
Income (loss) from continuing operations before income taxes | (60,582) | (165,684) | (221,579) | (284,288) |
Investment income (loss) | (822) | 62 | (985) | (1,201) |
Interest expense | 42,899 | 41,714 | 89,809 | 84,689 |
Other, net | 14,528 | 66,455 | 94,929 | 73,801 |
Total segment adjusted operating income (loss) | 33,265 | (26,084) | 33,026 | (62,004) |
Operating segments | ||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||
Net income (loss) | (69,935) | (190,395) | (244,603) | (318,705) |
Income (loss) from discontinued operations, net of tax | (8) | (27) | ||
Income (loss) from continuing operations, net of tax | (69,935) | (190,403) | (244,603) | (318,732) |
Income tax expense (benefit) | 9,353 | 24,719 | 23,024 | 34,444 |
Income (loss) from continuing operations before income taxes | (60,582) | (165,684) | (221,579) | (284,288) |
Investment income (loss) | (822) | 62 | (985) | (1,201) |
Interest expense | 42,899 | 41,714 | 89,809 | 84,689 |
Other, net | 14,528 | 66,455 | 94,929 | 73,801 |
Total segment adjusted operating income (loss) | 33,265 | (26,084) | 33,026 | (62,004) |
Other reconciling items | ||||
Reconciliation of segment adjusted operating income (loss) to net income (loss) from continuing operations before income taxes: | ||||
Other reconciling items | $ 37,242 | $ 31,369 | $ 70,852 | $ 64,995 |
Segment Information - Total ass
Segment Information - Total assets (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 | |
Segment Information | |||
Total assets | [1] | $ 4,800,983 | $ 5,525,364 |
Operating segments | U.S. Drilling | |||
Segment Information | |||
Total assets | 1,496,033 | 1,606,683 | |
Operating segments | Canada Drilling | |||
Segment Information | |||
Total assets | 410 | 1,392 | |
Operating segments | International Drilling | |||
Segment Information | |||
Total assets | 2,290,381 | 2,380,703 | |
Operating segments | Drilling Solutions | |||
Segment Information | |||
Total assets | 60,220 | 65,899 | |
Operating segments | Rig Technologies | |||
Segment Information | |||
Total assets | 175,962 | 190,489 | |
Other reconciling items | |||
Segment Information | |||
Total assets | $ 777,977 | $ 1,280,198 | |
[1] The condensed consolidated balance sheet as of June 30, 2022 and December 31, 2021 include assets and liabilities of variable interest entities. See Note 3—Joint Ventures for additional information. |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue Recognition | ||||
Revenues | $ 630,943 | $ 489,333 | $ 1,199,482 | $ 949,844 |
U.S. Drilling | ||||
Revenue Recognition | ||||
Revenues | 253,008 | 161,606 | 470,591 | 303,905 |
Canada Drilling | ||||
Revenue Recognition | ||||
Revenues | 12,313 | 33,302 | ||
International Drilling | ||||
Revenue Recognition | ||||
Revenues | 296,320 | 255,282 | 575,350 | 502,120 |
Drilling Solutions | ||||
Revenue Recognition | ||||
Revenues | 55,879 | 39,111 | 110,061 | 74,817 |
Rig Technologies | ||||
Revenue Recognition | ||||
Revenues | 45,094 | 34,552 | 81,830 | 60,300 |
Operating segments | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 271,301 | 158,244 | 500,851 | 298,765 |
Operating segments | U.S. Offshore Gulf Of Mexico | ||||
Revenue Recognition | ||||
Revenues | 32,299 | 34,789 | 65,976 | 64,717 |
Operating segments | Alaska | ||||
Revenue Recognition | ||||
Revenues | 15,868 | 7,478 | 30,489 | 13,186 |
Operating segments | Canada | ||||
Revenue Recognition | ||||
Revenues | 1,581 | 13,900 | 2,996 | 36,243 |
Operating segments | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 217,893 | 197,371 | 429,413 | 383,628 |
Operating segments | Latin America | ||||
Revenue Recognition | ||||
Revenues | 85,668 | 63,752 | 160,490 | 124,239 |
Operating segments | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 25,691 | 27,330 | 47,617 | 53,666 |
Operating segments | U.S. Drilling | ||||
Revenue Recognition | ||||
Revenues | 253,008 | 161,606 | 470,591 | 303,905 |
Operating segments | U.S. Drilling | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 207,685 | 121,360 | 380,483 | 230,896 |
Operating segments | U.S. Drilling | U.S. Offshore Gulf Of Mexico | ||||
Revenue Recognition | ||||
Revenues | 29,933 | 32,967 | 60,373 | 60,159 |
Operating segments | U.S. Drilling | Alaska | ||||
Revenue Recognition | ||||
Revenues | 15,390 | 7,279 | 29,735 | 12,850 |
Operating segments | Canada Drilling | ||||
Revenue Recognition | ||||
Revenues | 12,313 | 33,302 | ||
Operating segments | Canada Drilling | Canada | ||||
Revenue Recognition | ||||
Revenues | 12,313 | 33,302 | ||
Operating segments | International Drilling | ||||
Revenue Recognition | ||||
Revenues | 296,320 | 255,282 | 575,350 | 502,120 |
Operating segments | International Drilling | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 195,437 | 174,339 | 386,134 | 342,525 |
Operating segments | International Drilling | Latin America | ||||
Revenue Recognition | ||||
Revenues | 78,605 | 57,931 | 147,500 | 113,839 |
Operating segments | International Drilling | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 22,278 | 23,012 | 41,716 | 45,756 |
Operating segments | Drilling Solutions | ||||
Revenue Recognition | ||||
Revenues | 55,879 | 39,111 | 110,061 | 74,817 |
Operating segments | Drilling Solutions | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 35,909 | 21,436 | 69,970 | 39,884 |
Operating segments | Drilling Solutions | U.S. Offshore Gulf Of Mexico | ||||
Revenue Recognition | ||||
Revenues | 2,366 | 1,822 | 5,603 | 4,558 |
Operating segments | Drilling Solutions | Alaska | ||||
Revenue Recognition | ||||
Revenues | 478 | 185 | 754 | 322 |
Operating segments | Drilling Solutions | Canada | ||||
Revenue Recognition | ||||
Revenues | 341 | 204 | 777 | 658 |
Operating segments | Drilling Solutions | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 9,449 | 9,457 | 19,474 | 18,448 |
Operating segments | Drilling Solutions | Latin America | ||||
Revenue Recognition | ||||
Revenues | 7,063 | 5,658 | 12,990 | 10,224 |
Operating segments | Drilling Solutions | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 273 | 349 | 493 | 723 |
Operating segments | Rig Technologies | ||||
Revenue Recognition | ||||
Revenues | 45,094 | 34,552 | 81,830 | 60,300 |
Operating segments | Rig Technologies | Lower 48 | ||||
Revenue Recognition | ||||
Revenues | 27,707 | 15,448 | 50,398 | 27,985 |
Operating segments | Rig Technologies | Alaska | ||||
Revenue Recognition | ||||
Revenues | 14 | 14 | ||
Operating segments | Rig Technologies | Canada | ||||
Revenue Recognition | ||||
Revenues | 1,240 | 1,383 | 2,219 | 2,283 |
Operating segments | Rig Technologies | Middle East & Asia | ||||
Revenue Recognition | ||||
Revenues | 13,007 | 13,575 | 23,805 | 22,655 |
Operating segments | Rig Technologies | Latin America | ||||
Revenue Recognition | ||||
Revenues | 163 | 176 | ||
Operating segments | Rig Technologies | Europe, Africa & CIS | ||||
Revenue Recognition | ||||
Revenues | 3,140 | 3,969 | 5,408 | 7,187 |
Eliminations & other | ||||
Revenue Recognition | ||||
Revenues | (19,358) | (13,531) | (38,350) | (24,600) |
Eliminations & other | Other | ||||
Revenue Recognition | ||||
Revenues | $ (19,358) | $ (13,531) | $ (38,350) | $ (24,600) |
Revenue Recognition - Receivabl
Revenue Recognition - Receivables, Contract Assets and Contract Liabilities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Revenue Recognition | ||
Contract Receivables | $ 364.9 | $ 350 |
Contract Assets (Current) | 22.9 | 24.9 |
Contract Assets (Long-term) | 1.1 | 1.9 |
Contract Liabilities (Current) | 8 | 42.9 |
Contract Liabilities (Long-term) | $ 27.7 | $ 29.3 |
Contract Asset Balance | ||
2022 | 88% | |
Contract percentage recognized | 66% | |
2023 | 12% | |
Revenue recognized (as a percent) | 35% |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligation (Details) | 6 Months Ended |
Jun. 30, 2022 | |
Remaining performance obligations | |
Revenue recognized (as a percent) | 35% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 57% |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 28% |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Remaining performance obligations | |
Percentage of remaining performance obligation expected to be recognized in period | 15% |
Revenue, Remaining performance obligation, expected timing of satisfaction period | 12 months |