Nabors Industries Ltd 10-Q for FY2025 Q3

Nabors Industries Ltd (NBR)

10-Q 2025-10-31 For: 2025-09-30

Added on April 08, 2026

About this 10-Q

Nabors Industries Ltd filed this 10-Q on October 31, 2025, covering the quarter ended September 30, 2025 (FY2025 Q3).

Headline figures

Quarter ended September 30, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $818.19M; up 11.8% from $731.81M a year earlier
Net income: $274.2M; compared with a net loss of $55.83M a year earlier
Diluted EPS: $16.85; compared with -$6.86 a year earlier

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Bermuda		98-0363970
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)



Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common shares, $.05 par value per share	NBR	NYSE


Large Accelerated Filer ☒		Accelerated Filer ☐

Non-accelerated Filer ☐		Smaller reporting company ☐
	Emerging growth company ☐


PART I FINANCIAL INFORMATION

Item 1.	Financial Statements

	Condensed Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024	3

	Condensed Consolidated Statements of Income (Loss) for the Three and Nine Months Ended September 30, 2025 and 2024	4

	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2025 and 2024	5

	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024	6

	Condensed Consolidated Statements of Changes in Equity for the Three and Nine Months Ended September 30, 2025 and 2024	7

	Notes to Condensed Consolidated Financial Statements	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	39

Item 4.	Controls and Procedures	39

PART II OTHER INFORMATION

Item 1.	Legal Proceedings	39

Item 1A.	Risk Factors	39

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40

Item 3.	Defaults Upon Senior Securities	41

Item 4.	Mine Safety Disclosures	41

Item 5.	Other Information	41

Item 6.	Exhibits	42

Signatures		43


	September 30,		December 31,
	2025		2024

	(In thousands, except for
	share amounts)
ASSETS
Current assets:
Cash and cash equivalents	$	428,051	$	389,652
Short-term investments		28		7,647
Notes receivable		250,035		—
Accounts receivable, net of allowance of $58,497 and $57,225, respectively		487,062		387,970
Inventory, net		108,303		129,979
Other current assets		150,948		84,289
Total current assets		1,424,427		999,537
Property, plant and equipment, net		2,931,290		2,830,957
Restricted cash held in trust		154,159		331,781
Deferred income taxes		180,091		216,296
Other long-term assets		143,537		125,730
Total assets (1)	$	4,833,504	$	4,504,301
LIABILITIES AND EQUITY
Current liabilities:
Trade accounts payable	$	352,415	$	321,030
Accrued liabilities		290,751		223,759
Income taxes payable		25,618		20,360
Current lease liabilities		11,430		6,768
Total current liabilities		680,214		571,917
Long-term debt		2,347,984		2,505,217
Other long-term liabilities		233,455		218,343
Deferred income taxes		3,681		2,486
Total liabilities (1)		3,265,334		3,297,963
Commitments and contingencies (Note 9)
Redeemable noncontrolling interest in subsidiary		629,261		785,091

Shareholders’ equity:
Common shares, par value $0.05 per share:
Authorized common shares 32,000; issued 15,718 and 10,661, respectively		787		533
Capital in excess of par value		3,744,970		3,552,756
Accumulated other comprehensive income (loss)		(10,962)		(10,414)
Retained earnings (accumulated deficit)		(1,839,268)		(2,092,128)
Less: treasury shares, at cost, 1,161 and 1,161 common shares, respectively		(1,315,751)		(1,315,751)
Total shareholders’ equity		579,776		134,996
Noncontrolling interest		359,133		286,251
Total equity		938,909		421,247
Total liabilities and equity	$	4,833,504	$	4,504,301


		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2025		2024		2025		2024

	(In thousands, except per share amounts)
Revenues and other income:
Operating revenues		$	818,190	$	731,805	$	2,387,164	$	2,200,307
Investment income (loss)			7,323		11,503		20,048		29,885
Total revenues and other income			825,513		743,308		2,407,212		2,230,192

Costs and other deductions:
Direct costs			491,828		431,705		1,428,009		1,309,007
General and administrative expenses			77,076		63,976		228,308		187,881
Research and engineering			12,978		14,404		39,735		42,629
Depreciation and amortization			160,347		159,234		490,046		477,060
Interest expense			54,334		55,350		164,741		157,222
Gain on disposition of Quail Tools			(415,557)		—		(415,557)		—
Gain on bargain purchase			—		—		(116,499)		—
Other, net			24,470		41,608		75,334		69,795
Total costs and other deductions			405,476		766,277		1,894,117		2,243,594
Income (loss) before income taxes			420,037		(22,969)		513,095		(13,402)
Income tax expense (benefit):
Current			26,250		10,581		52,089		30,940
Deferred			91,321		(463)		103,566		10,776
Total income tax expense (benefit)			117,571		10,118		155,655		41,716
Net income (loss)			302,466		(33,087)		357,440		(55,118)
Less: Net (income) loss attributable to noncontrolling interest			(28,268)		(22,738)		(81,164)		(67,295)
Net income (loss) attributable to Nabors		$	274,198	$	(55,825)	$	276,276	$	(122,413)

Earnings (losses) per share:
Basic		$	18.25	$	(6.86)	$	18.99	$	(15.69)
Diluted		$	16.85	$	(6.86)	$	17.54	$	(15.69)

Weighted-average number of common shares outstanding:
Basic			14,098		9,213		12,880		9,199
Diluted			15,321		9,213		14,092		9,199


	Nine Months Ended September 30,
	2025		2024

	(In thousands)
Cash flows from operating activities:
Net income (loss)	$	357,440	$	(55,118)
Adjustments to net income (loss):
Depreciation and amortization		490,046		477,060
Deferred income tax expense (benefit)		103,566		10,776
Impairments and other charges		31,102		15,379
Amortization of debt discount and deferred financing costs		6,681		6,757
Bargain purchase gain		(116,499)		—
Losses (gains) on debt buyback		1,948		14,857
Losses (gains) on sale of long-lived assets, net		(13,362)		17,109
Share-based compensation		14,623		11,825
Foreign currency transaction losses (gains), net		5,347		21,317
Mark-to-market (gain) loss on warrants		(7,424)		(12,538)
Gain on disposition of Quail Tools		(415,557)		—
Other		3,974		5,445
Changes in operating assets and liabilities, net of effects from acquisitions:
Accounts receivable		(15,813)		(38,163)
Inventory		19,904		4,337
Other current assets		(22,651)		(6,900)
Other long-term assets		15,596		(1,311)
Trade accounts payable and accrued liabilities		(4,553)		583
Income taxes payable		1,980		(24,912)
Other long-term liabilities		(8,923)		(13,990)
Net cash provided by (used for) operating activities		447,425		432,513
Cash flows from investing activities:
Purchase of investments		(4,336)		(7,681)
Cash acquired in stock based business combination, net of cash paid		84,429		—
Proceeds from disposition of Quail Tools		371,319		—
Capital expenditures		(553,886)		(359,873)
Proceeds from sales of assets		50,609		9,667
Other		7,502		4,671
Net cash (used for) provided by investing activities		(44,363)		(353,216)
Cash flows from financing activities:
Proceeds from issuance of long-term debt		—		550,000
Reduction in debt		(343,036)		(1,197,024)
Debt issuance costs		—		(11,045)
Proceeds from revolving credit facilities		398,000		225,000
Reduction in revolving credit facilities		(398,000)		(225,000)
Payment of dividend to former Parker shareholders		(6,052)		—
Payments for employee taxes on net settlement of equity awards		(2,151)		(2,634)
Dividends to common and preferred shareholders		—		(87)
Distributions to noncontrolling interest		(1,625)		(950)
Special purpose acquisition company redemptions by non-controlling redeemable shareholders		(186,655)		—
Other		—		(282)
Net cash (used for) provided by financing activities		(539,519)		(662,022)
Effect of exchange rate changes on cash and cash equivalents		(2,669)		(10,446)
Net increase (decrease) in cash and cash equivalents and restricted cash		(139,126)		(593,171)
Cash and cash equivalents and restricted cash, beginning of period		722,960		1,374,182
Cash and cash equivalents and restricted cash, end of period	$	583,834	$	781,011

RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH
Cash and cash equivalents, beginning of period		389,652		1,057,487
Restricted cash, beginning of period		333,308		316,695
Cash and cash equivalents and restricted cash, beginning of period	$	722,960	$	1,374,182

Cash and cash equivalents, end of period		428,051		451,649
Restricted cash, end of period		155,783		329,362
Cash and cash equivalents and restricted cash, end of period	$	583,834	$	781,011


				Capital		Accumulated		Retained
	Common Shares			in Excess		Other		Earnings				Non-
		Par		of Par		Comprehensive		(Accumulated		Treasury		controlling		Total
(In thousands)	Shares	Value		Value		Income (Loss)		Loss)		Shares		Interest		Equity
As of June 30, 2024	10,711	$	535	$	3,543,986	$	(10,932)	$	(1,967,467)	$	(1,315,751)	$	251,229	$	501,600
Net income (loss)	—		—		—		—		(55,825)		—		22,738		(33,087)
Other comprehensive income (loss), net of tax	—		—		—		88		—		—		—		88
Share-based compensation	(2)		—		4,093		—		—		—		—		4,093
Noncontrolling interest contributions (distributions)	—		—		—		—		—		—		(4,746)		(4,746)
Accrued distribution on redeemable noncontrolling interest in subsidiary	—		—		—		—		(7,363)		—		—		(7,363)
Other	—		—		—		—		(1)		—		—		(1)
As of September 30, 2024	10,709	$	535	$	3,548,079	$	(10,844)	$	(2,030,656)	$	(1,315,751)	$	269,221	$	460,584

As of June 30, 2025	15,733	$	787	$	3,738,989	$	(10,668)	$	(2,105,373)	$	(1,315,751)	$	332,344	$	640,328
Net income (loss)	—		—		—		—		274,198		—		28,268		302,466
Other comprehensive income (loss), net of tax	—		—		—		(294)		—		—		—		(294)
Share-based compensation	11		—		5,981		—		—		—		—		5,981
Noncontrolling interest contributions (distributions)	—		—		—		—		—		—		(1,479)		(1,479)
Accrued distribution on redeemable noncontrolling interest in subsidiary	—		—		—		—		(7,344)		—		—		(7,344)
Other	(26)		—		—		—		(749)		—		—		(749)
As of September 30, 2025	15,718	$	787	$	3,744,970	$	(10,962)	$	(1,839,268)	$	(1,315,751)	$	359,133	$	938,909


	Fair Value
(In thousands)	at Acquisition
Assets:
Cash and cash equivalents	$	84,995
Accounts receivable		132,084
Inventory		4,576
Other current assets		37,664
Property, plant and equipment		264,500
Deferred income taxes		66,828
Other assets		43,910
Total assets acquired		634,557

Liabilities:
Trade accounts payable	$	43,774
Accrued liabilities		66,808
Income taxes payable		4,027
Other short-term liabilities		6,462
Long-term debt		177,755
Deferred income taxes		2,594
Other liabilities		36,076
Total liabilities assumed		337,496
Net assets acquired		297,061
Gain on bargain purchase		116,499
Total consideration transferred	$	180,562



		September 30, 2025				December 31, 2024
		Carrying		Fair		Carrying		Fair
		Value		Value		Value		Value

	(In thousands)
7.375% senior priority guaranteed notes due May 2027		$	546,050	$	555,049	$	700,000	$	699,916
7.50% senior guaranteed notes due January 2028			379,146		379,529		389,609		362,823
1.75% senior exchangeable notes due June 2029			250,000		193,560		250,000		179,548
9.125% senior priority guaranteed notes due January 2030			650,000		676,715		650,000		661,401
8.875% senior guaranteed notes due August 2031			550,000		512,644		550,000		511,104
		$	2,375,196	$	2,317,497	$	2,539,609	$	2,414,792
Less: deferred financing costs			27,212				34,392
		$	2,347,984			$	2,505,217


	Maximum Amount
	2025		2026	2027	Thereafter	Total

	(In thousands)
Financial standby letters of credit and other financial surety instruments	$	8,094	28,967	20	14,525	$	51,606



	Gains		Defined
	(losses) on		benefit		Foreign
	cash flow		pension plan		currency
	hedges		items		items		Total

	(In thousands (1) )
As of January 1, 2024	$	2	$	(3,606)	$	(7,228)	$	(10,832)
Other comprehensive income (loss) before reclassifications		—		—		(133)		(133)
Amounts reclassified from accumulated other comprehensive income (loss)		—		121		—		121
Net other comprehensive income (loss)		—		121		(133)		(12)
As of September 30, 2024	$	2	$	(3,485)	$	(7,361)	$	(10,844)


	Three Months Ended
	September 30, 2025
		U.S. Drilling		International Drilling		Drilling Solutions		Rig Technologies		Total Reportable Segments		Other items (1)		Total

	(In thousands)
Operating revenues	$	249,836	$	407,235	$	141,942	$	35,597	$	834,610	$	(16,420)	$	818,190
Direct costs		(149,156)		(260,004)		(69,186)		(25,449)		(503,795)		11,967		(491,828)
Depreciation and amortization		(62,732)		(82,075)		(10,684)		(2,893)		(158,384)		(1,963)		(160,347)
Other segment expenses (2)		(6,519)		(19,680)		(12,090)		(6,378)		(44,667)		(45,387)		(90,054)
Total adjusted operating income (loss)	$	31,429	$	45,476	$	49,982	$	877	$	127,764

Capital expenditures	$	39,238	$	132,678	$	16,186	$	517	$	188,619	$	(566)	$	188,053


	Three Months Ended
	September 30, 2024
		U.S. Drilling		International Drilling		Drilling Solutions		Rig Technologies		Total Reportable Segments		Other items (1)		Total

	(In thousands)
Operating revenues	$	254,773	$	368,594	$	79,544	$	45,809	$	748,720	$	(16,915)	$	731,805
Direct costs		(139,702)		(235,402)		(37,353)		(31,702)		(444,159)		12,454		(431,705)
Depreciation and amortization		(66,966)		(83,769)		(5,080)		(3,343)		(159,158)		(76)		(159,234)
Other segment expenses (2)		(6,411)		(17,241)		(7,880)		(8,003)		(39,535)		(38,845)		(78,380)
Total adjusted operating income (loss)	$	41,694	$	32,182	$	29,231	$	2,761	$	105,868

Capital expenditures	$	25,778	$	81,903	$	4,857	$	586	$	113,124	$	4,785	$	117,909


			Contract		Contract		Contract		Contract
	Contract		Assets		Assets		Liabilities		Liabilities
	Receivables		(Current)		(Long-term)		(Current)		(Long-term)

	(In thousands)
As of December 31, 2024	$	433,562	$	17,510	$	9,742	$	24,002	$	13,424
As of September 30, 2025	$	542,567	$	19,649	$	9,467	$	55,586	$	14,001


	September 30,		December 31,
	2025		2024

	(In thousands)
Raw materials	$	98,996	$	124,711
Work-in-progress		8,905		2,768
Finished goods		402		2,500
	$	108,303	$	129,979


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2025		2024		2025		2024

	(In thousands)
(Gains) losses on sales, disposals and involuntary conversions of long-lived assets	$	2,469	$	6,000	$	(13,360)	$	15,542
Asset impairment		—		—		26,456		—
Transaction related costs		743		1,194		19,858		1,194
Other than temporary impairment on securities		—		15,380		3,847		15,380
Severance and reorganization costs		9,823		1,734		21,978		2,882
Warrant and derivative valuation		(25)		(2,944)		(7,424)		(12,538)
Litigation expenses and reserves		2,389		879		3,768		5,197
Foreign currency transaction losses		3,260		3,423		5,395		21,317
Loss (gain) on debt buyback		3,863		12,281		1,948		14,857
Other losses (gains)		1,948		3,661		12,868		5,964
	$	24,470	$	41,608	$	75,334	$	69,795


					Approximated
				Total Number	Dollar Value of
				of Shares	Shares that May
	Total	Average		Purchased as	Yet Be
	Number of	Price		Part of Publicly	Purchased
Period	Shares	Paid per		Announced	Under the
(In thousands, except per share amounts)	Repurchased	Share (1)		Program	Program (2)
July 1 - July 31	—	$	31.76	—	278,914
August 1 - August 31	1	$	35.48	—	278,914
September 1 - September 30	26	$	40.87	—	278,914



Exhibit No.		Description
10.1†		Membership Interest Purchase Agreement, dated as of August 20, 2025, by and among PD Dutch, LLC, PD ITS, LLC, Quail Tools LLC, Covey Holdings, LLC and Nabors Industries Ltd. (solely for the purposes of Section 6.7(e), Section 6.9 and Section 6.14) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on August 22, 2025).
10.2†		Seller Note and Security Agreement, dated as of August 20, 2025, by and among Covey Holdings, LLC, Quail Tools, LLC, Superior Energy Services, Inc. and PD ITS, LLC (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by the Company on August 22, 2025).
10.3†		Guaranty Agreement, dated as of August 20, 2025, by Superior Energy Services, Inc. and Quail Tools, LLC in favor of PD ITS, LLC (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by the Company on August 22, 2025).
10.4†		Fifth Amendment to the Receivables Purchase Agreement, dated as of August 29, 2025, by and among Nabors A.R.F., LLC, Nabors Industries, Inc., Arab Banking Corporation B.S.C. New York Branch, Nomura Corporate Funding Americas, LLC, and Wells Fargo Bank, N.A. (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on September 2, 2025).
10.5†		First Amendment and Joinder to the Receivables Sale Agreement, dated as of August 29, 2025, by and among Nabors A.R.F., LLC, Nabors Industries, Inc., Arab Banking Corporation B.S.C. New York Branch, Nomura Corporate Funding Americas, LLC, Wells Fargo Bank, N.A, the existing originators party thereto, and the additional originators party thereto (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by the Company on September 2, 2025).
10.6		A&R Indemnification Agreement, dated as of August 29, 2025, between Nabors Industries Ltd. and Wells Fargo Bank, N.A. (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by the Company on September 2, 2025).
10.7		Amendment No. 1 to Amended & Restated Credit Agreement, dated as of September 4, 2025, among Nabors Industries, Inc., as Borrower, Nabors Industries Ltd., as Holdings, the other Guarantors from time to time party thereto, the Issuing Banks and other Lenders party thereto and Citibank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by the Company on September 4, 2025).
10.8(+)		Separation Agreement and Release of Claims, dated as of September 30, 2025, among Nabors Industries Ltd., Nabors Industries, Inc., and William Restrepo.*
31.1		Rule 13a-14(a)/15d-14(a) Certification of Anthony G. Petrello, Chairman, President and Chief Executive Officer*
31.2		Rule 13a-14(a)/15d-14(a) Certification of Miguel Rodriguez, Chief Financial Officer*
32.1		Certifications required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350), executed by Anthony G. Petrello, Chairman, President and Chief Executive Officer and Miguel Rodriguez, Chief Financial Officer.*
101.INS		Inline XBRL Instance Document*
101.SCH		Inline XBRL Schema Document*
101.CAL		Inline XBRL Calculation Linkbase Document*
101.LAB		Inline XBRL Label Linkbase Document*
101.PRE		Inline XBRL Presentation Linkbase Document*
101.DEF		Inline XBRL Definition Linkbase Document*
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document)


	NABORS INDUSTRIES LTD.

	By:	/s/ ANTHONY G. PETRELLO
		Anthony G. Petrello
		Chairman, President and
		Chief Executive Officer
		(Principal Executive Officer)

	By:	/s/ MIGUEL RODRIGUEZ
		Miguel Rodriguez
		Chief Financial Officer (Principal Financial Officer and Accounting Officer)

	Date:	October 31, 2025


Type of Payment or Benefit	Application	Estimated Amount ($)	Payment or Delivery
Cash Severance	Cash severance is not applicable as there is no entitlement to cash severance due to Qualifed Retirement under the Employment Agreement	$0	Not applicable as there is no entitled to a cash severance due to Qualified Retirement under the Employment Agreement
Performance Share Units (PSUs)	Unvested earned PSUs are subject to an accelerated vesting. Unearned PSUs related to 2025 are determined based on actual performance through December 31, 2025 (subject to pro-ration).	For 2023 and 2024 unvested earned PSUs, value to be determined on September 30, 2025. For 2025 PSUs, eligible amounts to be determined based on performance on December 31, 2025.	Accelerated vesting of Employee’s 2023 and 2024 unvested PSUs effective September 30, 2025 (total of 12,773 PSUs). For the 2025 PSUs, the 12,277 PSUs granted will be pro-rated to 9,208 and the specific number of common shares issued pursuant to the Award Agreement will become vested on or about December 31, 2025 and released following Compensation Committee determination for 2025 performance.
Total Shareholder Return Awards (TSRs)	Unvested TSRs are deemed earned at maximum.	Value as of vesting date of September 30, 2025 will be known as of such date.	TSRs will be vested on September 30, 2025 but transfer restrictions will be lifted following underlying completed performance period for each TSR Award (total of 52,725 TSR Shares).
Long Term Performance Share Units (LTPSUs)	LTPSUs are forfeited upon a Qualified Retirement under the Employment Agreement.	$0	Not applicable.

Executive Deferred Compensation Plan (EDCP)	Account balance under Employee’s EDCP become fully vested and payable.	An amount to be determined in accordance with the EDCP.	Vested amount distributed in accordance with the plan and underlying awards, to the extent consistent with Section 409(a) of the Internal Revenue Code of 1986, as amended, and final regulations promulgated thereunder.
Health Benefits	Continued participation for Employee and dependents, if any, under Company’s health and life insurance program pursuant to the Employment Agreement.	Determined based on actual payments and coverage.	Access to Company’s health insurance program through COBRA and a lump sum payment of $73,762 to cover COBRA costs and private insurance coverage for 36 months.


Date: October 31, 2025		/s/ ANTHONY G. PETRELLO
		Anthony G. Petrello
		Chairman, President and Chief Executive Officer