Nabors Announces Third Quarter 2025 Results

Nabors Industries Ltd.(“Nabors” or the “Company”) (NYSE: NBR) today reported third quarter 2025 operating revenues of $818 million, compared to operating revenues of $833 million in the second quarter. Net income attributable to Nabors' shareholders for the quarter was $274 million, compared to a net loss of $31 million in the second quarter. This equates to earnings per diluted share of $16.85, compared to a loss per diluted share of $2.71 in the second quarter. The third quarter included a one-time, after-tax gain on the disposition of Quail Tools of $314 million, or $20.52 per diluted share. Third-quarter adjusted EBITDA was $236 million, compared to $248 million in the previous quarter.

3Q 2025 Highlights

— Nabors completed the sale of Quail Tools to Superior Energy Services (“Superior”) for consideration totaling $625 million, inclusive of a working capital adjustment. The Company collected $375 million in cash at closing during the third quarter. Early in the fourth quarter, Superior repaid a $250 million seller financing note in full. Inclusive of this receipt, Nabors' reported net debt of $1,920 million at September 30, 2025 would have been $1,670 million. Nabors has already utilized a portion of the sale proceeds to fully repay the outstanding borrowings under its revolving credit facility and to redeem $150 million of its notes due in 2027. These actions have materially reduced Nabors gross debt and significantly strengthened the Company's leverage metrics.

— The Company successfully deployed the first-of-its-kind PACE-X Ultra™ rig for Caturus Energy in South Texas. This upgraded version of an existing PACE-X rig significantly enhances performance and extends operational capabilities. The rig supports Caturus Energy's commitment to safely and efficiently ramp production, particularly with long-lateral, high-pressure wells in the Eagle Ford and Austin Chalk formations. On its first two wells, the rig outperformed the well plans and its rate of penetration was faster than Nabors' average in South Texas.

— The SANAD drilling joint venture with Saudi Aramco deployed one newbuild rig in the Kingdom. The number of newbuild deployments now totals 13. One more rig is scheduled to commence operating in the fourth quarter. Four are scheduled for 2026.

— Nabors continued the integration of the remaining Parker Wellbore businesses acquired in March. The Adjusted EBITDA contribution from these businesses increased by more than 70% sequentially, with stronger drilling activity in the international and U.S. markets. This growth includes the realization of further cost synergies during the quarter, reinforcing progress toward the $40 million synergy target for 2025.

Anthony G. Petrello, Nabors Chairman, CEO and President, commented, “The sale of Quail Tools is a transformative event for Nabors. We have already used a portion of the proceeds to reduce our gross debt by approximately $330 million. The balance of the proceeds is targeted for additional debt reduction. Once that is completed, the expected decrease to our gross debt will exceed 20%, compared to the level as of June 30, 2025. With that, our annual interest expense should decline by approximately $45 million, translating into a dollar-for-dollar improvement in adjusted free cash flow.

“In addition to these financial benefits, the structure of the divestiture means we effectively sold equity to fund the Parker acquisition at approximately $130 per share, a very significant premium to the current stock price. And we are retaining businesses from the acquisition that we expect to generate adjusted EBITDA of $70 million in 2026. That's a material contribution to our consolidated total.

“Nabors' third quarter results, without the contribution from Quail Tools, improved over the second quarter. This performance demonstrated the strength of our International drilling segment. As planned, we deployed additional rigs in the Eastern Hemisphere markets, including SANAD's 13th newbuild in Saudi Arabia. Daily drilling margins in the International business continued to improve, and are on the verge of exceeding the $18,000 mark.

“Results in our Drilling Solutions (“NDS”) segment reflect the sale of Quail Tools in August. Excluding the contributions of Quail Tools in the second and third quarters, NDS's adjusted EBITDA increased sequentially. This is a significant achievement in the current Lower 48 market environment.

“In U.S. Drilling, our Offshore and Alaska operations continued to perform well. The adjusted EBITDA contribution from these two businesses exceeded our previous guidance.”

Segment Results

International Drilling adjusted EBITDA totaled $127.6 million, compared to $117.7 million in the second quarter. Average rig count increased by more than three rigs, reflecting the recent startup of rigs in India, Kuwait and Saudi Arabia. Daily adjusted gross margin for the third quarter improved to $17,931, driven primarily by the high-margin additions and operational improvements in Saudi Arabia.

The U.S. Drilling segment reported third quarter adjusted EBITDA of $94.2 million, compared to $101.8 million in the previous quarter. Moderating industry demand drove lower rig count and daily margin in the Lower 48, leading to this sequential decline.

Drilling Solutions adjusted EBITDA was $60.7 million, compared to $76.5 million in the second quarter. The segment's third quarter results include the contribution from Quail Tools, through the sale to Superior on August 20. The second quarter results reflected a full quarter from Quail. EBITDA from Quail in the third quarter was $20.3 million compared to $37.0 million in the second quarter. Excluding Quail from both quarters' figures, Drilling Solutions adjusted EBITDA grew slightly.

Rig Technologies adjusted EBITDA was $3.8 million, compared to $5.2 million in the prior quarter. A slowdown in aftermarket revenue across markets contributed to the sequential decrease in adjusted EBITDA.

Adjusted Free Cash Flow

In the third quarter, consolidated adjusted free cash flow was $6 million. This compares to adjusted free cash flow of $41 million in the prior quarter. Several factors impacted the third quarter performance. Collections in Mexico were substantially below expectations. The sale of Quail Tools during the quarter resulted in adjusted free cash flow from that operation that was lower than estimated. Lower capital spending during the third quarter partially offset these results.

Miguel Rodriguez, Nabors CFO, stated, “Our overall results for the third quarter exceeded our expectations, after adjusting for the effect of selling Quail Tools during the quarter. The International drilling segment was primarily responsible for this outperformance, as recent rig deployments and operational improvements contributed to the sequential growth. The very robust top line and adjusted EBITDA progression in the segment translated to an impressive 44% fall through. In the Drilling Solutions segment, several business lines improved. After considering the Quail transaction, adjusted EBITDA in NDS increased slightly. Our U.S. Drilling business exceeded our forecast, mainly due to better performance in Alaska.

“Adjusted free cash flow in the third quarter reflected a contribution from Quail for just over half of the quarter. We are disappointed with the level of improvement in collections from our main client in Mexico. There is progress being made by our customer, although it is very slow paced. This delay represents a timing factor in our adjusted free cash flow estimates.

“The Quail transaction materially improves our financial strength. We have already taken decisive actions to reduce the Company's gross debt, paying down the balance on the revolver and redeeming $150 million of the 2027 notes. With the repayment of the seller note, our net debt is now at its lowest level in more than a decade. In addition to reducing our interest expense, we also expect our improved financial position to favorably impact the cost of future financing. With the remaining cash proceeds from the sale, we are steadfast on improving our capital structure and strengthening our balance sheet.”

Outlook

Nabors expects the following metrics for the fourth quarter of 2025:

U.S. Drilling

— Lower 48 average rig count of 57 – 59 rigs

— Lower 48 daily adjusted gross margin of approximately $13,000

— Alaska and Gulf of America combined adjusted EBITDA of approximately $25 million

International

— Average rig count of approximately 91 rigs

— Daily adjusted gross margin of approximately $18,100 – $18,200

Drilling Solutions

— Adjusted EBITDA of approximately $39 million

Rig Technologies

— Adjusted EBITDA of $5 – $6 million

Capital Expenditures

— Capital expenditures of $180 – $190 million, including $90 – $95 million for the newbuilds in Saudi Arabia

Adjusted Free Cash Flow

— Adjusted free cash flow should be approximately $10 million

Mr. Petrello concluded, “The substantial value realized with the Quail transaction has produced a stronger, more durable capital structure for the Company. With this considerable improvement, we have already seen benefits, notably in our financing costs.

“As we look to the future, with international growth opportunities and potential volatility in the Lower 48 market, our geographic diversification now augmented by our sturdier balance sheet will serve us well.”

About Nabors Industries

Nabors Industries (NYSE: NBR) is a leading provider of advanced technology for the energy industry. With presence in more than 20 countries, Nabors has established a global network of people, technology and equipment to deploy solutions that deliver safe, efficient and responsible energy production. By leveraging its core competencies, particularly in drilling, engineering, automation, data science and manufacturing, Nabors aims to innovate the future of energy and enable the transition to a lower-carbon world. Learn more about Nabors and its energy technology leadership: www.nabors.com.

Forward-looking Statements

The information included in this press release includes forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. Such forward-looking statements are subject to a number of risks and uncertainties, as disclosed by Nabors from time to time in its filings with the Securities and Exchange Commission. As a result of these factors, Nabors' actual results may differ materially from those indicated or implied by such forward-looking statements.The forward-looking statements contained in this press release reflect management's estimates and beliefs as of the date of this press release.Nabors does not undertake to update these forward-looking statements.

Non-GAAP Disclaimer

This press release presents certain “non-GAAP” financial measures.The components of these non-GAAP measures are computed by using amounts that are determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”).Adjusted operating income (loss) represents income (loss) before income taxes, interest expense, investment income (loss), gain on disposition of Quail Tools, gain on bargain purchase, and other, net. Adjusted EBITDA is computed similarly, but also excludes depreciation and amortization expenses. In addition, adjusted EBITDA and adjusted operating income (loss) exclude certain cash expenses that the Company is obligated to make. Net debt is calculated as total debt minus the sum of cash, cash equivalents and short-term investments.

Adjusted free cash flow represents net cash provided by operating activities less cash used for capital expenditures, net of proceeds from sales of assets, and before cash paid for acquisition-related costs. Management believes that adjusted free cash flow is an important liquidity measure for the company and that it is useful to investors and management as a measure of the company's ability to generate cash flow, after reinvesting in the company for future growth, that could be available for paying down debt or other financing cash flows, such as dividends to shareholders. Adjusted free cash flow does not represent the residual cash flow available for discretionary expenditures. Adjusted free cash flow is a non-GAAP financial measure that should be considered in addition to, not as a substitute for or superior to, cash flow from operations reported in accordance with GAAP.

Each of these non-GAAP measures has limitations and therefore should not be used in isolation or as a substitute for the amounts reported in accordance with GAAP. However, management evaluates the performance of its operating segments and the consolidated Company based on several criteria, including Adjusted EBITDA, adjusted operating income (loss), net debt, and adjusted free cash flow, because it believes that these financial measures accurately reflect the Company's ongoing profitability, performance and liquidity.Securities analysts and investors also use these measures as some of the metrics on which they analyze the Company's performance. Other companies in this industry may compute these measures differently.Reconciliations of consolidated adjusted EBITDA and adjusted operating income (loss) to income (loss) from continuing operations before income taxes, net debt to total debt, and adjusted free cash flow to net cash provided by operations, which are their nearest comparable GAAP financial measures, are included in the tables at the end of this press release.We do not provide a forward-looking reconciliation of our outlook for Segment Adjusted EBITDA, Segment Gross Margin or Adjusted Free Cash Flow, as the amount and significance of items required to develop meaningful comparable GAAP financial measures cannot be estimated at this time without unreasonable efforts. These special items could be meaningful.

Investor Contacts: William C. Conroy, CFA, Vice President of Corporate Development & Investor Relations, +1 281-775-2423 or via e-mail william.conroy@nabors.com, or Kara K. Peak, Director of Corporate Development & Investor Relations, +1 281-775-4954 or via email kara.peak@nabors.com. To request investor materials, contact Nabors' corporate headquarters in Hamilton, Bermuda at +441-292-1510 or via e-mail mark.andrews@nabors.com

NABORS INDUSTRIES LTD. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)(Unaudited) Three Months Ended Nine Months Ended September 30, June 30, September 30,(In thousands, except per share amounts) 2025 2024 2025 2025 2024Revenues and other income:Operating revenues $ 818,190 $ 731,805 $ 832,788 $ 2,387,164 $ 2,200,307Investment income (loss) 7,323 11,503 6,129 20,048 29,885Total revenues and other income 825,513 743,308 838,917 2,407,212 2,230,192Costs and other deductions:Direct costs 491,828 431,705 488,881 1,428,009 1,309,007General and administrative expenses 77,076 63,976 82,726 228,308 187,881Research and engineering 12,978 14,404 12,722 39,735 42,629Depreciation and amortization 160,347 159,234 175,061 490,046 477,060Interest expense 54,334 55,350 56,081 164,741 157,222Gain on disposition of Quail Tools (415,557) – – (415,557) -Gain on bargain purchase – – (3,500) (116,499) -Other, net 24,470 41,608 6,074 75,334 69,795Total costs and other deductions 405,476 766,277 818,045 1,894,117 2,243,594Income (loss) before income taxes 420,037 (22,969) 20,872 513,095 (13,402)Income tax expense (benefit) 117,571 10,118 23,077 155,655 41,716Net income (loss) 302,466 (33,087) (2,205) 357,440 (55,118)Less: Net (income) loss attributable to noncontrolling interest (28,268) (22,738) (28,705) (81,164) (67,295)Net income (loss) attributable to Nabors $ 274,198 $ (55,825) $ (30,910) $ 276,276 $ (122,413)Earnings (losses) per share:Basic $ 18.25 $ (6.86) $ (2.71) $ 18.99 $ (15.69)Diluted $ 16.85 $ (6.86) $ (2.71) $ 17.54 $ (15.69)Weighted-average number of common shares outstanding:Basic 14,098 9,213 14,083 12,880 9,199Diluted 15,321 9,213 14,083 14,092 9,199Adjusted EBITDA $ 236,308 $ 221,720 $ 248,459 $ 691,112 $ 660,790Adjusted operating income (loss) $ 75,961 $ 62,486 $ 73,398 $ 201,066 $ 183,730
NABORS INDUSTRIES LTD. AND SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS(Unaudited) September 30, June 30, December 31,(In thousands) 2025 2025 2024ASSETSCurrent assets:Cash and short-term investments $ 428,079 $ 387,355 $ 397,299Notes receivable 250,035 – -Accounts receivable, net 487,062 537,071 387,970Other current assets 259,251 272,465 214,268Total current assets 1,424,427 1,196,891 999,537Property, plant and equipment, net 2,931,290 3,063,033 2,830,957Other long-term assets 477,787 778,739 673,807Total assets $ 4,833,504 $ 5,038,663 $ 4,504,301LIABILITIES AND EQUITYCurrent liabilities:Trade accounts payable $ 352,415 $ 364,846 321,030Other current liabilities 327,799 304,599 250,887Total current liabilities 680,214 669,445 571,917Long-term debt 2,347,984 2,672,820 2,505,217Other long-term liabilities 237,136 249,728 220,829Total liabilities 3,265,334 3,591,993 3,297,963Redeemable noncontrolling interest in subsidiary 629,261 806,342 785,091Equity:Shareholders' equity 579,776 307,984 134,996Noncontrolling interest 359,133 332,344 286,251Total equity 938,909 640,328 421,247Total liabilities and equity $ 4,833,504 $ 5,038,663 $ 4,504,301
NABORS INDUSTRIES LTD. AND SUBSIDIARIESSEGMENT REPORTING(Unaudited)The following tables set forth certain information with respect to our reportable segments and rig activity: Three Months Ended Nine Months Ended September 30, June 30, September 30,(In thousands, except rig activity) 2025 2024 2025 2025 2024Operating revenues: U.S. Drilling $ 249,836 $ 254,773 $ 255,438 $ 736,020 $ 786,485 International Drilling 407,235 368,594 384,970 1,173,923 1,074,686 Drilling Solutions 141,942 79,544 170,283 405,404 238,079 Rig Technologies (1) 35,597 45,809 36,527 116,289 145,511 Other reconciling items (2) (16,420) (16,915) (14,430) (44,472) (44,454) Total operating revenues $ 818,190 $ 731,805 $ 832,788 $ 2,387,164 $ 2,200,307Adjusted EBITDA: (3) U.S. Drilling $ 94,161 $ 108,660 $ 101,821 $ 288,693 $ 343,083 International Drilling 127,551 115,951 117,658 360,695 324,820 Drilling Solutions 60,666 34,311 76,501 178,020 98,566 Rig Technologies (1) 3,770 6,104 5,174 14,507 20,235 Other reconciling items (4) (49,840) (43,306) (52,695) (150,803) (125,914) Total adjusted EBITDA $ 236,308 $ 221,720 $ 248,459 $ 691,112 $ 660,790Adjusted operating income (loss): (5) U.S. Drilling $ 31,429 $ 41,694 $ 39,788 $ 102,816 $ 137,308 International Drilling 45,476 32,182 36,051 114,485 78,330 Drilling Solutions 49,982 29,231 50,365 133,260 83,443 Rig Technologies (1) 877 2,761 1,721 6,933 11,830 Other reconciling items (4) (51,803) (43,382) (54,527) (156,428) (127,181) Total adjusted operating income (loss) $ 75,961 $ 62,486 $ 73,398 $ 201,066 $ 183,730Rig activity:Average Rigs Working: (7) Lower 48 59.2 67.8 62.4 60.7 69.5 Other US 10.0 6.2 10.0 9.2 6.4 U.S. Drilling 69.2 74.0 72.4 69.9 75.9 International Drilling 89.2 84.7 85.9 86.7 83.4 Total average rigs working 158.4 158.7 158.3 156.6 159.3Daily Rig Revenue: (6),(8) Lower 48 $ 34,017 $ 34,812 $ 33,466 $ 34,002 $ 35,209 Other US 70,035 66,352 71,814 68,302 66,205 U.S. Drilling (10) 39,219 37,441 38,761 38,527 37,831 International Drilling 49,596 47,281 49,263 49,583 47,041Daily Adjusted Gross Margin: (6),(9) Lower 48 $ 13,151 $ 15,051 $ 13,902 $ 13,778 $ 15,561 Other US 31,527 37,363 32,073 31,408 37,058 U.S. Drilling (10) 15,805 16,911 16,411 16,104 17,379 International Drilling 17,931 17,085 17,534 17,635 16,407
(1) Includes our oilfield equipment manufacturing activities.(2) Represents the elimination of inter-segment transactions related to our Rig Technologies operating segment.(3) Adjusted EBITDA represents net income (loss) before income tax expense (benefit), investment income (loss), interest expense, gain on disposition of Quail Tools, gain on bargain purchase, other, net and depreciation and amortization. Adjusted EBITDA is a non-GAAP financial measure and should not be used in isolation or as a substitute for the amounts reported in accordance with GAAP. In addition, adjusted EBITDA excludes certain cash expenses that the Company is obligated to make. However, management evaluates the performance of its operating segments and the consolidated Company based on several criteria, including adjusted EBITDA and adjusted operating income (loss), because it believes that these financial measures accurately reflect the Company's ongoing profitability and performance. Securities analysts and investors use this measure as one of the metrics on which they analyze the Company's performance. Other companies in this industry may compute these measures differently. A reconciliation of this non-GAAP measure to net income (loss), which is the most closely comparable GAAP measure, is provided in the table set forth immediately following the heading “Reconciliation of Non-GAAP Financial Measures to Net Income (Loss)”.(4) Represents the elimination of inter-segment transactions and unallocated corporate expenses.(5) Adjusted operating income (loss) represents net income (loss) before income tax expense (benefit), investment income (loss), interest expense, gain on disposition of Quail Tools, gain on bargain purchase and other, net. Adjusted operating income (loss) is a non-GAAP financial measure and should not be used in isolation or as a substitute for the amounts reported in accordance with GAAP. In addition, adjusted operating income (loss) excludes certain cash expenses that the Company is obligated to make. However, management evaluates the performance of its operating segments and the consolidated Company based on several criteria, including adjusted EBITDA and adjusted operating income (loss), because it believes that these financial measures accurately reflect the Company's ongoing profitability and performance. Securities analysts and investors use this measure as one of the metrics on which they analyze the Company's performance. Other companies in this industry may compute these measures differently. A reconciliation of this non-GAAP measure to net income (loss), which is the most closely comparable GAAP measure, is provided in the table set forth immediately following the heading “Reconciliation of Non-GAAP Financial Measures to Net Income (Loss)”.(6) Rig revenue days represents the number of days the Company's rigs are contracted and performing under a contract during the period. These would typically include days in which operating, standby and move revenue is earned.(7) Average rigs working represents a measure of the average number of rigs operating during a given period. For example, one rig operating 45 days during a quarter represents approximately 0.5 average rigs working for the quarter. On an annual period, one rig operating 182.5 days represents approximately 0.5 average rigs working for the year. Average rigs working can also be calculated as rig revenue days during the period divided by the number of calendar days in the period.(8) Daily rig revenue represents operating revenue, divided by the total number of revenue days during the quarter.(9) Daily adjusted gross margin represents operating revenue less direct costs, divided by the total number of rig revenue days during the quarter.(10) The U.S. Drilling segment includes the Lower 48, Alaska, and Gulf of Mexico operating areas.
NABORS INDUSTRIES LTD. AND SUBSIDIARIESReconciliation of Earnings per Share(Unaudited) Three Months Ended Nine Months Ended September 30, June 30, September 30,(in thousands, except per share amounts) 2025 2024 2025 2025 2024BASIC EPS:Net income (loss) (numerator):Income (loss), net of tax $ 302,466 $ (33,087) $ (2,205) $ 357,440 $ (55,118)Less: net (income) loss attributable to noncontrolling interest (28,268) (22,738) (28,705) (81,164) (67,295)Less: deemed dividends to SPAC public shareholders (750) – – (750) -Less: distributed and undistributed earnings allocated to unvested shareholders (8,828) – – (9,106) -Less: accrued distribution on redeemable noncontrolling interest in subsidiary (7,344) (7,363) (7,264) (21,792) (21,929)Numerator for basic earnings per share:Adjusted income (loss), net of tax – basic $ 257,276 $ (63,188) $ (38,174) $ 244,628 $ (144,342)Weighted-average number of shares outstanding – basic 14,098 9,213 14,083 12,880 9,199Earnings (losses) per share:Total Basic $ 18.25 $ (6.86) $ (2.71) $ 18.99 $ (15.69)DILUTED EPS:Adjusted income (loss), net of tax – basic $ 257,276 $ (63,188) $ (38,174) $ 244,628 $ (144,342)Add: after tax interest expense of convertible notes 848 – – 2,544 -Add: effect of reallocating undistributed earnings of unvested shareholders 28 – – 24 -Adjusted income (loss), net of tax – diluted $ 258,152 $ (63,188) $ (38,174) $ 247,196 $ (144,342)Weighted-average number of shares outstanding – basic 14,098 9,213 14,083 12,880 9,199Add: if converted dilutive effect of convertible notes 1,176 – – 1,176 -Add: dilutive effect of potential common shares 47 – – 36 -Weighted-average number of shares outstanding – diluted 15,321 9,213 14,083 14,092 9,199Earnings (losses) per share:Total Diluted $ 16.85 $ (6.86) $ (2.71) $ 17.54 $ (15.69)
NABORS INDUSTRIES LTD. AND SUBSIDIARIESNON-GAAP FINANCIAL MEASURESRECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO ADJUSTED OPERATING INCOME (LOSS) BY SEGMENT(Unaudited)(In thousands) Three Months Ended September 30, 2025 U.S. International Drilling Rig Other Total Drilling Drilling Solutions Technologies reconciling itemsAdjusted operating income (loss) $ 31,429 $ 45,476 $ 49,982 $ 877 $ (51,803) $ 75,961Depreciation and amortization 62,732 82,075 10,684 2,893 1,963 160,347Adjusted EBITDA $ 94,161 $ 127,551 $ 60,666 $ 3,770 $ (49,840) $ 236,308 Three Months Ended September 30, 2024 U.S. International Drilling Rig Other Total Drilling Drilling Solutions Technologies reconciling itemsAdjusted operating income (loss) $ 41,694 $ 32,182 $ 29,231 $ 2,761 $ (43,382) $ 62,486Depreciation and amortization 66,966 83,769 5,080 3,343 76 159,234Adjusted EBITDA $ 108,660 $ 115,951 $ 34,311 $ 6,104 $ (43,306) $ 221,720 Three Months Ended June 30, 2025 U.S. International Drilling Rig Other Total Drilling Drilling Solutions Technologies reconciling itemsAdjusted operating income (loss) $ 39,788 $ 36,051 $ 50,365 $ 1,721 $ (54,527) $ 73,398Depreciation and amortization 62,033 81,607 26,136 3,453 1,832 175,061Adjusted EBITDA $ 101,821 $ 117,658 $ 76,501 $ 5,174 $ (52,695) $ 248,459 Nine Months Ended September 30, 2025 U.S. International Drilling Rig Other Total Drilling Drilling Solutions Technologies reconciling itemsAdjusted operating income (loss) $ 102,816 $ 114,485 $ 133,260 $ 6,933 $ (156,428) $ 201,066Depreciation and amortization 185,877 246,210 44,760 7,574 5,625 490,046Adjusted EBITDA $ 288,693 $ 360,695 $ 178,020 $ 14,507 $ (150,803) $ 691,112 Nine Months Ended September 30, 2024 U.S. International Drilling Rig Other Total Drilling Drilling Solutions Technologies reconciling itemsAdjusted operating income (loss) $ 137,308 $ 78,330 $ 83,443 $ 11,830 $ (127,181) $ 183,730Depreciation and amortization 205,775 246,490 15,123 8,405 1,267 477,060Adjusted EBITDA $ 343,083 $ 324,820 $ 98,566 $ 20,235 $ (125,914) $ 660,790
NABORS INDUSTRIES LTD. AND SUBSIDIARIESNON-GAAP FINANCIAL MEASURESRECONCILIATION OF ADJUSTED GROSS MARGIN BY SEGMENT TO ADJUSTED OPERATING INCOME (LOSS) BY SEGMENT(Unaudited) Three Months Ended Nine Months Ended September 30, June 30, September 30,(In thousands) 2025 2024 2025 2025 2024Lower 48 – U.S. Drilling Adjusted operating income (loss) $ 13,689 $ 30,353 $ 21,515 $ 54,199 $ 102,458 Plus: General and administrative costs 4,745 5,084 4,481 14,043 14,297 Plus: Research and engineering 1,121 972 888 2,832 2,845 GAAP Gross Margin 19,555 36,409 26,884 71,074 119,600 Plus: Depreciation and amortization 52,120 57,470 52,080 157,425 176,535 Adjusted gross margin $ 71,675 $ 93,879 $ 78,964 $ 228,499 $ 296,135Other – U.S. Drilling Adjusted operating income (loss) $ 17,740 $ 11,341 $ 18,273 $ 48,617 $ 34,850 Plus: General and administrative costs 568 313 896 1,869 944 Plus: Research and engineering 85 42 64 211 134 GAAP Gross Margin 18,393 11,696 19,233 50,697 35,928 Plus: Depreciation and amortization 10,612 9,496 9,953 28,452 29,240 Adjusted gross margin $ 29,005 $ 21,192 $ 29,186 $ 79,149 $ 65,168U.S. Drilling Adjusted operating income (loss) $ 31,429 $ 41,694 $ 39,788 $ 102,816 $ 137,308 Plus: General and administrative costs 5,313 5,397 5,377 15,912 15,241 Plus: Research and engineering 1,206 1,014 952 3,043 2,979 GAAP Gross Margin 37,948 48,105 46,117 121,771 155,528 Plus: Depreciation and amortization 62,732 66,966 62,033 185,877 205,775 Adjusted gross margin $ 100,680 $ 115,071 $ 108,150 $ 307,648 $ 361,303International Drilling Adjusted operating income (loss) $ 45,476 $ 32,182 $ 36,051 $ 114,485 $ 78,330 Plus: General and administrative costs 18,015 15,699 17,867 52,260 45,548 Plus: Research and engineering 1,665 1,543 1,499 4,578 4,454 GAAP Gross Margin 65,156 49,424 55,417 171,323 128,332 Plus: Depreciation and amortization 82,075 83,768 81,607 246,210 246,491 Adjusted gross margin $ 147,231 $ 133,192 $ 137,024 $ 417,533 $ 374,823 Adjusted gross margin by segment represents adjusted operating income (loss) plus general and administrative costs, research and engineering costs and depreciation and amortization.
NABORS INDUSTRIES LTD. AND SUBSIDIARIESRECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO NET INCOME (LOSS)(Unaudited) Three Months Ended Nine Months Ended September 30, June 30, September 30,(In thousands) 2025 2024 2025 2025 2024Net income (loss) $ 302,466 $ (33,087) $ (2,205) $ 357,440 $ (55,118)Income tax expense (benefit) 117,571 10,118 23,077 155,655 41,716Income (loss) before income taxes 420,037 (22,969) 20,872 513,095 (13,402)Investment (income) loss (7,323) (11,503) (6,129) (20,048) (29,885)Interest expense 54,334 55,350 56,081 164,741 157,222Gain on disposition of Quail Tools (415,557) – – (415,557) -Gain on bargain purchase – – (3,500) (116,499) -Other, net 24,470 41,608 6,074 75,334 69,795Adjusted operating income (loss) (1) 75,961 62,486 73,398 201,066 183,730Depreciation and amortization 160,347 159,234 175,061 490,046 477,060Adjusted EBITDA (2) $ 236,308 $ 221,720 $ 248,459 $ 691,112 $ 660,790
(1) Adjusted operating income (loss) represents net income (loss) before income tax expense (benefit), investment income (loss), interest expense, gain on disposition of Quail Tools, gain on bargain purchase and other, net. Adjusted operating income (loss) is a non-GAAP financial measure and should not be used in isolation or as a substitute for the amounts reported in accordance with GAAP. In addition, adjusted operating income (loss) excludes certain cash expenses that the Company is obligated to make. However, management evaluates the performance of its operating segments and the consolidated Company based on several criteria, including adjusted EBITDA and adjusted operating income (loss), because it believes that these financial measures accurately reflect the Company's ongoing profitability and performance. Securities analysts and investors use this measure as one of the metrics on which they analyze the Company's performance. Other companies in this industry may compute these measures differently.(2) Adjusted EBITDA represents net income (loss) before income tax expense (benefit), investment income (loss), interest expense, gain on disposition of Quail Tools, gain on bargain purchase, other, net and depreciation and amortization. Adjusted EBITDA is a non-GAAP financial measure and should not be used in isolation or as a substitute for the amounts reported in accordance with GAAP. In addition, adjusted EBITDA excludes certain cash expenses that the Company is obligated to make. However, management evaluates the performance of its operating segments and the consolidated Company based on several criteria, including adjusted EBITDA and adjusted operating income (loss), because it believes that these financial measures accurately reflect the Company's ongoing profitability and performance. Securities analysts and investors use this measure as one of the metrics on which they analyze the Company's performance. Other companies in this industry may compute these measures differently.
NABORS INDUSTRIES LTD. AND SUBSIDIARIESRECONCILIATION OF NET DEBT TO TOTAL DEBT(Unaudited) September 30, June 30, December 31,(In thousands) 2025 2025 2024Long-term debt $ 2,347,984 $ 2,672,820 $ 2,505,217Less: Cash and short-term investments 428,079 387,355 397,299Net Debt $ 1,919,905 $ 2,285,465 $ 2,107,918
NABORS INDUSTRIES LTD. AND SUBSIDIARIESRECONCILIATION OF ADJUSTED FREE CASH FLOW TONET CASH PROVIDED BY OPERATING ACTIVITIES(Unaudited) Three Months Ended Nine Months Ended September 30, June 30, September 30,(In thousands) 2025 2025 2025Net cash provided by operating activities $ 207,880 $ 151,810 $ 447,425Add: Capital expenditures, net of proceeds from sales of assets (202,267) (141,849) (503,277)Free cash flow $ 5,613 $ 9,961 $ (55,852)Cash paid for acquisition related costs (1) – 30,635 40,816Adjusted free cash flow $ 5,613 $ 40,596 $ (15,036)
(1) Cash paid related to the Parker Drilling acquisitionAdjusted free cash flow represents net cash provided by operating activities less cash used for capital expenditures, net of proceeds from sales of assets, and before cash paid for acquisition related costs. Management believes that adjusted free cash flow is an important liquidity measure for the company and that it is useful to investors and management as a measure of the company's ability to generate cash flow, after reinvesting in the company for future growth, that could be available for paying down debt or other financing cash flows, such as dividends to shareholders. Adjusted free cash flow does not represent the residual cash flow available for discretionary expenditures. Adjusted free cash flow is a non-GAAP financial measure that should be considered in addition to, not as a substitute for or superior to, cash flow from operations reported in accordance with GAAP.

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SOURCE Nabors Industries Ltd.

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