8-K
Nabors Industries Ltd (NBR)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form 8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 28, 2025
NABORS INDUSTRIES LTD.
(Exact name of registrant as specified in its charter)
| Bermuda | 001-32657 | 98-0363970 |
|---|---|---|
| (State or Other Jurisdiction of<br> Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer<br> Identification No.) |
| Crown House<br>4 Par-la-Ville Road<br>Second Floor<br>Hamilton, HM08 Bermuda | N/A | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(441) 292-1510
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
|---|---|---|
| ¨ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| ¨ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| ¨ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
| Title of each class | Trading Symbol(s) | Name of exchange on which<br><br> registered |
| --- | --- | --- |
| Common shares | NBR | NYSE |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.02 Results of Operations and FinancialCondition.
On October 28, 2025, Nabors Industries Ltd. (“Nabors”) issued a press release announcing its results of operations for the three months ended September 30, 2025. A copy of that release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
On October 29, 2025, Nabors will hold a conference call at 10:00 a.m. Central Time, regarding the Company’s financial results for the quarter ended September 30, 2025. Information about the call - including dial-in information, recording and replay of the call, and supplemental information - is available on the Investor Relations page of www.nabors.com.
The information in this Item 2.02, including Exhibits 99.1 and 99.2, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act, of 1934 or otherwise subject to liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit<br><br>No. | Description |
|---|---|
| 99.1 | Press Release |
| 99.2 | Investor Information |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NABORS INDUSTRIES LTD. | ||
|---|---|---|
| Date: October 28, 2025 | By: | /s/ Mark D. Andrews |
| Name: Mark D. Andrews | ||
| Title: Vice President & Corporate Secretary |
Exhibit 99.1
| NEWS<br> RELEASE |
|---|
Nabors Announces Third Quarter 2025 Results
HAMILTON, Bermuda, October 28, 2025 /PRNewswire/ - 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
| o | Nabors completed the sale of Quail Tools to Superior Energy Services (“Superior”) for consideration<br>totaling $625 million, inclusive of a working capital adjustment. The Company collected $375 million in cash at closing during the third<br>quarter. Early in the fourth quarter, Superior repaid a $250 million seller financing note in full. Inclusive of this receipt, Nabors’<br>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<br>sale proceeds to fully repay the outstanding borrowings under its revolving credit facility and to redeem $150 million of its notes due<br>in 2027. These actions have materially reduced Nabors gross debt and significantly strengthened the Company’s leverage metrics. |
|---|---|
| o | The Company successfully deployed the first-of-its-kind PACE-X Ultra™<br>rig for Caturus Energy in South Texas. This upgraded version of an existing PACE-X rig significantly enhances<br>performance and extends operational capabilities. The rig supports Caturus Energy’s commitment to safely and efficiently ramp production,<br>particularly with long-lateral, high-pressure wells in the Eagle Ford and Austin Chalk formations. On its first two wells, the rig outperformed<br>the well plans and its rate of penetration was faster than Nabors’ average in South Texas. |
| --- | --- |
| o | The SANAD drilling joint venture with Saudi Aramco deployed one newbuild rig in the Kingdom. The number<br>of newbuild deployments now totals 13. One more rig is scheduled to commence operating in the fourth quarter. Four are scheduled for 2026. |
| --- | --- |
| o | Nabors continued the integration of the remaining Parker Wellbore businesses acquired in March. The Adjusted<br>EBITDA contribution from these businesses increased by more than 70% sequentially, with stronger drilling activity in the international<br>and U.S. markets. This growth includes the realization of further cost synergies during the quarter, reinforcing progress toward the $40<br>million synergy target for 2025. |
| --- | --- |
1
| NEWS<br> RELEASE |
|---|
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 13^th^ 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.
2
| NEWS<br> RELEASE |
|---|
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
| o | Lower 48 average rig count of 57 - 59 rigs |
|---|---|
| o | Lower 48 daily adjusted gross margin of approximately $13,000 |
| --- | --- |
| o | Alaska and Gulf of America combined adjusted EBITDA of approximately<br>$25 million |
| --- | --- |
3
| NEWS<br> RELEASE |
|---|
International
| o | Average rig count of approximately 91 rigs |
|---|---|
| o | Daily adjusted gross margin of approximately $18,100 - $18,200 |
| --- | --- |
Drilling Solutions
| o | Adjusted EBITDA of approximately $39 million |
|---|
Rig Technologies
| o | Adjusted EBITDA of $5 - $6 million |
|---|
Capital Expenditures
| o | Capital expenditures of $180 - $190 million, including $90 -<br>$95 million for the newbuilds in Saudi Arabia |
|---|
Adjusted Free Cash Flow
| o | 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.”
4
| NEWS<br> RELEASE |
|---|
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.
5
| NEWS<br> RELEASE |
|---|
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 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
6
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
CONDENSED 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 | 2024 | ||||||||||
| Revenues and other income: | |||||||||||||||
| Operating revenues | $ | 818,190 | $ | 731,805 | $ | 832,788 | $ | 2,387,164 | $ | 2,200,307 | |||||
| Investment income (loss) | 7,323 | 11,503 | 6,129 | 20,048 | 29,885 | ||||||||||
| Total revenues and other income | 825,513 | 743,308 | 838,917 | 2,407,212 | 2,230,192 | ||||||||||
| Costs and other deductions: | |||||||||||||||
| Direct costs | 491,828 | 431,705 | 488,881 | 1,428,009 | 1,309,007 | ||||||||||
| General and administrative expenses | 77,076 | 63,976 | 82,726 | 228,308 | 187,881 | ||||||||||
| Research and engineering | 12,978 | 14,404 | 12,722 | 39,735 | 42,629 | ||||||||||
| Depreciation and amortization | 160,347 | 159,234 | 175,061 | 490,046 | 477,060 | ||||||||||
| Interest expense | 54,334 | 55,350 | 56,081 | 164,741 | 157,222 | ||||||||||
| Gain 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 | 69,795 | ||||||||||
| Total costs and other deductions | 405,476 | 766,277 | 818,045 | 1,894,117 | 2,243,594 | ||||||||||
| Income (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 | 41,716 | ||||||||||
| Net 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 | 9,199 | ||||||||||
| Diluted | 15,321 | 9,213 | 14,083 | 14,092 | 9,199 | ||||||||||
| Adjusted EBITDA | $ | 236,308 | $ | 221,720 | $ | 248,459 | $ | 691,112 | $ | 660,790 | |||||
| Adjusted operating income (loss) | $ | 75,961 | $ | 62,486 | $ | 73,398 | $ | 201,066 | $ | 183,730 |
7
NABORS INDUSTRIESLTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
| September 30, | June 30, | December 31, | ||||
|---|---|---|---|---|---|---|
| (In thousands) | 2025 | 2025 | 2024 | |||
| ASSETS | ||||||
| Current assets: | ||||||
| Cash and short-term investments | $ | 428,079 | $ | 387,355 | $ | 397,299 |
| Notes receivable | 250,035 | - | - | |||
| Accounts receivable, net | 487,062 | 537,071 | 387,970 | |||
| Other current assets | 259,251 | 272,465 | 214,268 | |||
| Total current assets | 1,424,427 | 1,196,891 | 999,537 | |||
| Property, plant and equipment, net | 2,931,290 | 3,063,033 | 2,830,957 | |||
| Other long-term assets | 477,787 | 778,739 | 673,807 | |||
| Total assets | $ | 4,833,504 | $ | 5,038,663 | $ | 4,504,301 |
| LIABILITIES AND EQUITY | ||||||
| Current liabilities: | ||||||
| Trade accounts payable | $ | 352,415 | $ | 364,846 | 321,030 | |
| Other current liabilities | 327,799 | 304,599 | 250,887 | |||
| Total current liabilities | 680,214 | 669,445 | 571,917 | |||
| Long-term debt | 2,347,984 | 2,672,820 | 2,505,217 | |||
| Other long-term liabilities | 237,136 | 249,728 | 220,829 | |||
| Total liabilities | 3,265,334 | 3,591,993 | 3,297,963 | |||
| Redeemable noncontrolling interest in subsidiary | 629,261 | 806,342 | 785,091 | |||
| Equity: | ||||||
| Shareholders' equity | 579,776 | 307,984 | 134,996 | |||
| Noncontrolling interest | 359,133 | 332,344 | 286,251 | |||
| Total equity | 938,909 | 640,328 | 421,247 | |||
| Total liabilities and equity | $ | 4,833,504 | $ | 5,038,663 | $ | 4,504,301 |
8
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
SEGMENT 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 | 2024 | ||||||||||
| Operating 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 | $ | 2,200,307 | |||||
| Adjusted 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 | $ | 660,790 | |||||
| Adjusted 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 | $ | 183,730 | |||||
| Rig 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 | 159.3 | ||||||||||
| Daily 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 | 47,041 | ||||||||||
| Daily 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 |
9
(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.
10
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
Reconciliation 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 | 2024 | ||||||||||
| BASIC 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 | 9,199 | ||||||||||
| Earnings (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 | 9,199 | ||||||||||
| Add: 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 | 9,199 | ||||||||||
| Earnings (losses) per share: | |||||||||||||||
| Total Diluted | $ | 16.85 | $ | (6.86 | ) | $ | (2.71 | ) | $ | 17.54 | $ | (15.69 | ) |
11
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES
RECONCILIATION OF ADJUSTED EBITDA BY SEGMENT TO ADJUSTED OPERATING INCOME (LOSS) BY SEGMENT
(Unaudited)
| (In thousands) | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended September 30, 2025 | |||||||||||||
| U.S. <br><br>Drilling | International<br><br> Drilling | Drilling<br><br> Solutions | Rig<br><br> Technologies | Other<br><br> reconciling<br><br> items | Total | ||||||||
| Adjusted operating income (loss) | $ | 31,429 | $ | 45,476 | $ | 49,982 | $ | 877 | $ | (51,803 | ) | $ | 75,961 |
| Depreciation and amortization | 62,732 | 82,075 | 10,684 | 2,893 | 1,963 | 160,347 | |||||||
| Adjusted EBITDA | $ | 94,161 | $ | 127,551 | $ | 60,666 | $ | 3,770 | $ | (49,840 | ) | $ | 236,308 |
| Three Months Ended September 30, 2024 | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| U.S. <br><br>Drilling | International<br><br> Drilling | Drilling<br><br> Solutions | Rig <br><br>Technologies | Other<br><br> reconciling<br><br> items | Total | ||||||||
| Adjusted operating income (loss) | $ | 41,694 | $ | 32,182 | $ | 29,231 | $ | 2,761 | $ | (43,382 | ) | $ | 62,486 |
| Depreciation and amortization | 66,966 | 83,769 | 5,080 | 3,343 | 76 | 159,234 | |||||||
| Adjusted EBITDA | $ | 108,660 | $ | 115,951 | $ | 34,311 | $ | 6,104 | $ | (43,306 | ) | $ | 221,720 |
| Three Months Ended June 30, 2025 | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| U.S. <br><br>Drilling | International<br><br> Drilling | Drilling<br><br> Solutions | Rig <br><br>Technologies | Other<br><br> reconciling<br><br> items | Total | ||||||||
| Adjusted operating income (loss) | $ | 39,788 | $ | 36,051 | $ | 50,365 | $ | 1,721 | $ | (54,527 | ) | $ | 73,398 |
| Depreciation and amortization | 62,033 | 81,607 | 26,136 | 3,453 | 1,832 | 175,061 | |||||||
| Adjusted EBITDA | $ | 101,821 | $ | 117,658 | $ | 76,501 | $ | 5,174 | $ | (52,695 | ) | $ | 248,459 |
| Nine Months Ended September 30, 2025 | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| U.S. <br><br>Drilling | International<br><br> Drilling | Drilling<br><br> Solutions | Rig <br><br>Technologies | Other<br><br> reconciling<br><br> items | Total | ||||||||
| Adjusted operating income (loss) | $ | 102,816 | $ | 114,485 | $ | 133,260 | $ | 6,933 | $ | (156,428 | ) | $ | 201,066 |
| Depreciation and amortization | 185,877 | 246,210 | 44,760 | 7,574 | 5,625 | 490,046 | |||||||
| Adjusted EBITDA | $ | 288,693 | $ | 360,695 | $ | 178,020 | $ | 14,507 | $ | (150,803 | ) | $ | 691,112 |
| Nine Months Ended September 30, 2024 | |||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| U.S. <br><br>Drilling | International<br><br> Drilling | Drilling<br><br> Solutions | Rig <br><br>Technologies | Other<br><br> reconciling<br><br> items | Total | ||||||||
| Adjusted operating income (loss) | $ | 137,308 | $ | 78,330 | $ | 83,443 | $ | 11,830 | $ | (127,181 | ) | $ | 183,730 |
| Depreciation and amortization | 205,775 | 246,490 | 15,123 | 8,405 | 1,267 | 477,060 | |||||||
| Adjusted EBITDA | $ | 343,083 | $ | 324,820 | $ | 98,566 | $ | 20,235 | $ | (125,914 | ) | $ | 660,790 |
12
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES
RECONCILIATION 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 | 2024 | |||||
| Lower 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 | $ | 296,135 |
| Other - 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 | $ | 65,168 |
| U.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 | $ | 361,303 |
| International 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.
13
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
RECONCILIATION 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 | 2024 | ||||||||||
| Net income (loss) | $ | 302,466 | $ | (33,087 | ) | $ | (2,205 | ) | $ | 357,440 | $ | (55,118 | ) | ||
| Income tax expense (benefit) | 117,571 | 10,118 | 23,077 | 155,655 | 41,716 | ||||||||||
| Income (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 | 157,222 | ||||||||||
| Gain 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 | 69,795 | ||||||||||
| Adjusted operating income (loss) (1) | 75,961 | 62,486 | 73,398 | 201,066 | 183,730 | ||||||||||
| Depreciation and amortization | 160,347 | 159,234 | 175,061 | 490,046 | 477,060 | ||||||||||
| Adjusted 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.
14
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
RECONCILIATION OF NET DEBT TO TOTAL DEBT
(Unaudited)
| September 30, | June 30, | December 31, | ||||
|---|---|---|---|---|---|---|
| (In thousands) | 2025 | 2025 | 2024 | |||
| Long-term debt | $ | 2,347,984 | $ | 2,672,820 | $ | 2,505,217 |
| Less: Cash and short-term investments | 428,079 | 387,355 | 397,299 | |||
| Net Debt | $ | 1,919,905 | $ | 2,285,465 | $ | 2,107,918 |
15
NABORS INDUSTRIES LTD. AND SUBSIDIARIES
RECONCILIATION OF ADJUSTED FREE CASH FLOW TO
NET CASH PROVIDED BY OPERATING ACTIVITIES
(Unaudited)
| Three Months Ended | Nine Months Ended | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| September 30, | June 30, | September 30, | |||||||
| (In thousands) | 2025 | 2025 | 2025 | ||||||
| Net cash provided by operating activities | $ | 207,880 | $ | 151,810 | $ | 447,425 | |||
| Add: 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 | 40,816 | ||||||
| Adjusted free cash flow | $ | 5,613 | $ | 40,596 | $ | (15,036 | ) |
(1) Cash paid related to the Parker Drilling acquisition
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.
16
Exhibit 99.2
| NABORS INDUSTRIES October 29, 2025<br>3Q 2025<br>Earnings<br>Presentation |
|---|
| N A B O R S . C O M<br>We often discuss expectations regarding our future markets, demand for our products and services, and our performance in our annual,<br>quarterly, and current reports, press releases, and other written and oral statements. Such statements, including statements in this<br>document that relate to matters that are not historical facts, are “forward-looking statements” within the meaning of the safe harbor<br>provisions of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934. These “forward-looking statements” are based on our analysis of currently available competitive, financial and economic data and our operating plans. They<br>are inherently uncertain, and investors should recognize that events and actual results could turn out to be significantly different from our<br>expectations.<br>Factors to consider when evaluating these forward-looking statements include, but are not limited to: • geopolitical events, pandemics and other macro-events and their respective and collective impact on our operations as well as oil<br>and gas markets and prices; • fluctuations and volatility in worldwide prices of and demand for oil and natural gas; • fluctuations in levels of oil and natural gas exploration and development activities; • fluctuations in the demand for our services; • competitive and technological changes and other developments in the oil and gas and oilfield services industries; • our ability to renew customer contracts in order to maintain competitiveness; • the existence of operating risks inherent in the oil and gas and oilfield services industries; • the possibility of the loss of one or a number of our large customers; • the amount and nature of our future capital expenditures and how we expect to fund our capital expenditures; • the occurrence of cybersecurity incidents, attacks and other breaches to our information technology systems; • the impact of long-term indebtedness and other financial commitments on our financial and operating flexibility; • our access to and the cost of capital, including the impact of a further downgrade in our credit rating, covenant restrictions,<br>availability under our revolving credit facility, and future issuances of debt or equity securities and the global interest rate<br>environment; • our dependence on our operating subsidiaries and investments to meet our financial obligations; • our ability to retain skilled employees; • our ability to realize the expected benefits of our acquisition of Parker Drilling Company (“Parker”) as well as other strategic<br>transactions we may undertake; • changes in tax laws and the possibility of changes in other laws and regulation;<br>Forward-Looking Statements<br>NABORS INDUSTRIES<br>2<br>• global views on and the regulatory environment related to energy transition and our ability to implement our energy transition<br>initiatives; • potential long-lived asset impairments • the possibility of changes to U.S. trade policies and regulations including the imposition of trade embargoes, sanctions or tariffs, by<br>either the U.S. or any other country in which we operate or have supply lines; • general economic conditions, including the capital and credit markets; • potential adverse reactions or changes to business relationships resulting from the announcement or completion of the merger; • our ability to retain key personnel of Nabors and Parker; • the significant costs to integrate Parker's operations with our own; • our ability to successfully integrate Parker’s business with our own and to realize the expected benefits of the merger with Parker,<br>including expected synergies; and • the combined company's ability to utilize NOLs.<br>Our businesses depend, to a large degree, on the level of spending by oil and gas companies for exploration, development and production<br>activities. Therefore, sustained lower oil or natural gas prices that have a material impact on exploration, development or production activities<br>could also materially affect our financial position, results of operations and cash flows.<br>The above description of risks and uncertainties is by no means all-inclusive but is designed to highlight what we believe are important factors<br>to consider. For a discussion of these factors and other risks and uncertainties, please refer to our filings with the Securities and Exchange<br>Commission ("SEC"), including those contained in our Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q, which are<br>available at the SEC's website at www.sec.gov. We undertake no obligation to publicly update or revise any forward-looking statement as a<br>result of new information, future events or otherwise, except as otherwise required by law. Non-GAAP Financial Measures This presentation refers to certain “non-GAAP” financial measures, such as adjusted EBITDA, net debt, adjusted gross margin and adjusted<br>free cash flow. The components of these non-GAAP measures are computed by using amounts that are determined in accordance with<br>accounting principles generally accepted in the United States of America (“GAAP”). Other companies in our industry may compute these<br>metrics differently. These measures have limitations and should not be used in isolation or as a substitute for the amounts reported in<br>accordance with GAAP. |
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| N A B O R S . C O M<br>30%<br>48%<br>17%<br>5%<br>YTD 9/30/25<br>Revenue by Segment<br>U.S. Drilling International Drilling<br>Drilling Solutions Rig Technologies<br>3<br>The Industry’s Most Innovative Technology<br>NABORS INDUSTRIES<br>Vertically Integrated<br>Drilling and Technology<br>Solutions<br>Drilling<br>Operations<br>Rig<br>Technologies<br>Drilling<br>Solutions<br>Aligned to drive advanced<br>drilling performance<br>U.S. & INTERNATIONAL |
| --- |
| Vertical Integration Drives Significant Value<br>Rig<br>Technologies<br>Drilling rig equipment &<br>technology designed to<br>enable automation<br>Drilling<br>Solutions (NDS)<br>Utilizing the rig as a platform<br>to deliver differentiated<br>services<br>U.S.<br>Drilling<br>A leading provider of high-specification rigs<br>NABORS INDUSTRIES<br>N A B O R S . C O M 4<br>International<br>Drilling<br>Deploying best fit-for-purpose<br>rigs in key markets |
| --- |
| N A B O R S . C O M<br>Two High-Impact Transactions Completed in 2025<br>NABORS INDUSTRIES<br>5<br>Acquisition of Parker<br>Total consideration:<br>$274 million<br>Consisting of:<br>4.8 mm NBR shares<br>$93 mm net debt assumed<br>1.4x EV/EBITDA with estimated<br>synergies*<br>Divestiture of Quail<br>Net proceeds:<br>$625 million<br>Consisting of:<br>$375 mm in cash at closing,<br>including a working capital<br>adjustment<br>$250 mm seller note, fully prepaid in<br>October 2025<br>4.2x EV/EBITDA<br>Additional upside<br>Nabors retains the balance of Parker<br>Wellbore business<br>• Tubular running services<br>• Drilling rigs<br>• O&M services<br>Projected annualized 4Q adjusted<br>EBITDA of >$70 mm from retained<br>businesses<br>On track to deliver $40 mm of cost<br>synergies in 2025; and >$60 mm in 2026<br>Planned use of proceeds:<br>• Reduce net debt by >25%<br>• Annual interest savings of ~$45 mm<br>1 2<br>* Total consideration divided by $190 million EBITDA, including synergies of $40 million |
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| N A B O R S . C O M<br>Recent Highlights<br>NABORS INDUSTRIES<br>6<br>In 3Q, deployed 1 rig each in Saudi Arabia, India and Kuwait and 2 in Colombia;<br>in 4Q expecting 1 deployment in Saudi Arabia and 2 reactivations in Argentina<br>In 3Q, International Drilling daily adj. gross margin of >$17,900<br>Acquired Parker Wellbore in late 1Q; integration on track; expected to deliver<br>run-rate adj. EBITDA of >$70 million by 4Q’25<br>In 3Q, repaid $178 million outstanding borrowings on the revolving credit Nabors facility, and redeemed $150 million of notes due in 2027<br>In 3Q, Drilling Solutions adj. gross margin of ~51%; contributed 21% of total<br>adj. EBITDA from operations<br>Note: For the reconciliation of adjusted gross margin to the most comparable non-GAAP measures see non-GAAP<br>reconciliations in Appendix<br>In 3Q, Sold Quail Tools for consideration of $625 million, including a working<br>capital adjustment |
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| N A B O R S . C O M<br>Performance<br>excellence in the<br>Lower 48<br>7<br>Expanding &<br>enhancing our<br>International<br>business<br>Key Value Drivers<br>1<br>Advancing<br>technology &<br>innovation with<br>demonstrated<br>results<br>Focused on our<br>commitment to<br>de-lever<br>2 3<br>Leading in<br>Sustainability<br>and the Energy<br>Transition<br>4 5 |
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| N A B O R S . C O M<br> $-<br> $4,000<br> $8,000<br> $12,000<br> $16,000<br> $20,000<br>International Drilling<br>Daily Adjusted Gross Margin<br> $-<br> $10,000<br> $20,000<br> $30,000<br> $40,000<br> $50,000<br>International Drilling<br>Daily Rig Revenue<br>1<br>Expanding<br>International margins as<br>we grow our fleet<br>Focus on Improving International Rig Economics<br>Resilience Leading to Growth in Our International Segment<br>8<br>Note: Daily rig revenue and adjusted daily gross margin for drilling rigs only, does not include Nabors Drilling Solutions |
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| N A B O R S . C O M $0<br>$5,000<br>$10,000<br>$15,000<br>$20,000<br>1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q<br>2022 2023 2024 2025<br>International Drilling<br>Adjusted Daily Gross Margin<br>$0<br>$10,000<br>$20,000<br>$30,000<br>$40,000<br>$50,000<br>1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q<br>2022 2023 2024 2025<br>International Drilling<br>Daily Revenue<br>1<br>Enhancing both<br>the top and<br>bottom line<br>Focus on Improving International Rig Economics<br>Resilience Leading to Growth in Our International Segment<br>9<br>Note: Daily rig revenue and adjusted daily gross margin for drilling rigs only, does not include Nabors Drilling Solutions |
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| N A B O R S . C O M<br>4<br>2<br>3<br>1<br>3<br>-1<br>-3 -1 -1 -1<br>1<br>2<br>-2 -1<br>85<br>91 91 Rig Count<br>70<br>75<br>80<br>85<br>90<br>95<br>100<br>105<br>110<br>1<br>Middle East Fueling International Growth in 2025<br>10<br>Actively pursuing<br>multiple<br>opportunities in<br>addition to<br>contracts in-hand<br>Note: These estimates are based on current market conditions and expectations are based on information received<br>from third parties, which are subject to change. The estimates do not represent guidance or projections.<br>Resilience Leading to Growth in Our International Segment<br>Awarded/<br>Restart<br>International Drilling Opportunity Set Rig Count<br>Operating<br>End of<br>contract<br>Between<br>Contracts<br>Parker<br>Parker<br>Wind-down Potential<br>Suspensions |
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| N A B O R S . C O M<br> $-<br> $4,000<br> $8,000<br> $12,000<br> $16,000<br> $20,000<br>Lower 48 Drilling<br>Adjusted Daily Gross Margin<br> $-<br> $8,000<br> $16,000<br> $24,000<br> $32,000<br> $40,000<br>Lower 48 Drilling<br>Daily Rig Revenue<br>2<br>Efficiency and Performance Support Margins in a<br>Challenging Market<br>Performance Excellence In The Lower-48<br>11<br>Resilient daily revenue<br>and margins leading to<br>free cash flow<br>Note: Daily rig revenue and adjusted daily gross margin for drilling rigs only, does not include Nabors Drilling Solutions |
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| N A B O R S . C O M $0<br>$5,000<br>$10,000<br>$15,000<br>$20,000<br>1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q<br>2022 2023 2024 2025<br>L48 Drilling Adjusted<br>Daily Gross Margin<br>$0<br>$10,000<br>$20,000<br>$30,000<br>$40,000<br>1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q<br>2022 2023 2024 2025<br>L48 Drilling<br>Daily Revenue<br>2<br>Delivering Strong Results in a Challenging Market<br>Performance Excellence In The Lower-48<br>12<br>Navigating<br>market<br>volatility with<br>pricing<br>discipline<br>Note: Daily rig revenue and adjusted daily gross margin for drilling rigs only, does not include Nabors Drilling Solutions |
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| N A B O R S . C O M 13<br>Nabors Drilling Solutions<br>Leveraging<br>‘Rig as a Platform’ Managed Pressure Drilling<br>Performance Software<br>Wellbore Placement<br>Automated Casing Running<br>Data Integration /<br>3 Improving Outlook For Our Technology & Innovation<br>Drill Pipe and BOP Rentals |
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| N A B O R S . C O M 14<br>NDS – Technology that Enhances Performance<br>Our Portfolio:<br>Solution<br>Performance Software<br>Rockit® and REVit®<br>SmartSuiteTM* RigCLOUD®<br>Integrated Services<br>Casing Running<br>Managed Pressure Drilling<br>Surface Tools<br>Wellbore Placement<br>Function<br>Performance Software<br>Automated drilling optimization<br>Rig-based automation software<br>Real-time and analytics platform<br>Integrated Services<br>Automated sequencing; mechanized pipe handling<br>Fine-tuning formation pressure<br>Drill pipe and BOP rentals<br>Real-time formation and directional data<br>Benefit<br>Performance Software<br>Faster, more consistent ROP, reduced human error<br>Precision control; improved consistency and efficiency<br>Informed decision-making; lower invisible flat time<br>Integrated Services<br>Safer, consistent casing operations; reduced manual labor<br>Commercializes complex wells; improves drilling efficiency<br>A turnkey solution for drilling equipment<br>Better well placement, higher reservoir contact<br>*A suite of over 50 apps including SmartNAV® and SmartSLIDE® – directional guidance steering and automated slide drilling controls<br>3 Improving Outlook For Our Technology & Innovation |
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| N A B O R S . C O M 15<br>A Framework to Analyze NDS<br>NDS Enables<br>Smart<br>Operations<br>with Data-Driven<br>Solutions<br>3 Improving Outlook For Our Technology & Innovation<br>Efficiency, consistency<br>and safety<br>Automation and remote<br>operations<br>Well complexity<br>Lateral lengths<br>Addressable<br>Market<br>Growth Drivers<br>Content<br>Penetration<br>• Number of services per rig<br>• Mix of performance<br>solutions and integrated<br>services per rig<br>Value-based pricing<br>$ / RIGS<br>U.S. and international<br>markets<br>Nabors and third-party<br>rigs<br>INDUSTRY RIG COUNT<br>▲<br>▲<br>▲<br>▲ |
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| N A B O R S . C O M 0<br>200<br>400<br>600<br>800<br>1000<br> $-<br> $20<br> $40<br> $60<br> $80<br> $100<br> $120<br>1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q<br>2020 2021 2022 2023 2024 2025 U.S BKR Rig Count $ millions<br>NDS - U.S.<br>NDS U.S. Revenue BKR Rig Count<br>0<br>200<br>400<br>600<br>800<br>1000<br> $-<br> $10<br> $20<br> $30<br> $40<br> $50<br> $60<br> $70<br> $80<br>1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q4Q 1Q 2Q3Q<br>2020 2021 2022 2023 2024 2025 Select country BKR rig count $ millions<br>NDS - International<br>NDS International Revenue BKR Rig Count<br>U.S.<br>16<br>NDS – Global Market Reach<br>International<br>L48 – Offshore – Alaska<br>(1) Select country rig count per Baker Hughes - countries in which NDS currently operates or has operations forecasted (1)<br>>15 Countries<br>($ millions) 2Q’24 3Q’24 4Q’24 1Q’25 2Q’25 3Q’25<br>NDS U.S. Rev. $50.7 $44.6 $41.6 $39.4 $40.6 $42.2<br>Avg. rig count 603 586 586 588 571 540<br>($ millions) 2Q’24 3Q’24 4Q’24 1Q’25 2Q’25 3Q’25<br>NDS Int’l Rev. $32.3 $34.9 $34.4 $40.3 $67.1 $65.6<br>Avg. rig count 777 833 807 816 721 935<br>3 Improving Outlook For Our Technology & Innovation<br>NOTE: NDS-U.S. graphic and table adjusted to exclude Quail Tools<br>Note: On 8/3/25 Baker Hughes updated it’s worldwide rig count to reflect more than 230 rigs operating in Saudi Arabia |
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| N A B O R S . C O M 0%<br>15%<br>30%<br>45%<br>60%<br> $-<br> $100<br> $200<br> $300<br> $400<br> $500<br>NDS Revenue, Adjusted EBITDA & Adjusted Gross Margin %<br>Revenue Adjusted EBITDA Adjusted GM %<br>NDS Margin Gains Fueled by Increasing Penetration<br>and Improving Service-line Mix<br>Improving Outlook For Our Technology & Innovation<br>17<br>3<br>* YTD 9/30/25 annualized<br>Adjusted gross<br>margin of<br>48%<br>YTD 9/30/25<br>NOTE: All values on this slide have been<br>adjusted to exclude Quail Tools |
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| N A B O R S . C O M 18<br>3 Improving Outlook For Our Technology & Innovation<br>— Eric Kolstad, EVP of Wells of Caturus Energy<br>The integration of this leading-edge technology represents the highest<br>standard of power and performance in the industry and, just as importantly,<br>demonstrates our continued commitment to safe and sustainable operations<br>while improving drilling cycle time.<br>PACE-X Ultra : The Next-Generation,<br>High-Spec Rig<br>PACE PACE-X Ultra ®-X<br>Mast Rating 800,000 lbs. 1,000,000 lbs.<br>Racking Capacity 25,000 ft 35,000 ft of 5-7/8” drill pipe<br>C500 High-Torque or Sigma<br>65,000+ ft/lbs.<br>500 Ton AC<br>51,400 ft/lbs. Canrig Top Drive<br>6 x CAT 3512C with Smart<br>EMS and DGB2 Engines/Generators 4 x CAT 3512C<br>3 x 2,000 HP<br>10,000 PSI Mud Pressure<br>3 x 1,600 HP<br>7,500 PSI Mud Pressure Mud Pumps |
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| N A B O R S . C O M 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2Q'25 3Q'25 3Q'25<br>PF<br>Net Debt ($ billion) $4.08 $3.60 $3.41 $3.82 $3.39 $3.28 $3.66 $3.10 $2.88 $2.49 $2.27 $2.09 $2.07 $2.11 $2.29 $1.92 $1.67<br>Net Leverage (x) 2.2x 1.8x 2.1x 2.2x 3.0x 5.3x 6.7x 4.1x 3.6x 4.4x 4.7x 2.9x 2.3x 2.4x 2.5x 2.1x 1.8x<br>0.0x<br>1.0x<br>2.0x<br>3.0x<br>4.0x<br>5.0x<br>6.0x<br>7.0x<br>8.0x<br> $-<br> $0.50<br> $1.00<br> $1.50<br> $2.00<br> $2.50<br> $3.00<br> $3.50<br> $4.00<br> $4.50 Billion<br>Net Debt and Net Leverage<br>Net Debt ($ billion) Net Leverage (x)<br>Significant Headway toward Financial Goals<br>Progress on Our Commitment to De-lever<br>19<br>4<br>3Q’25 PF* includes<br>receipt of $250 million<br>cash from seller note<br>* 3Q Proforma is net debt on 9/30/25 adjusted for $250 million cash proceeds collected in 4Q ‘25 from the sale of Quail Tools<br>** Net Leverage is year end net debt divided by TTM Adjusted EBITDA<br>**<br>* |
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| N A B O R S . C O M<br> At closing in March, Parker had $178 million of gross debt and $85 million in cash<br> Post-close, transitioned the Parker debt to Nabors’ revolving credit facility,<br>resulting in immediate savings by eliminating a high-interest rate loan<br> In August, sold Quail Tools subsidiary for $625 million; cash of $375 million at<br>closing plus a seller note for $250 million which was collected in early October<br> Immediately repaid $178 million of outstanding borrowings on the revolving credit<br>facility and then redeemed $150 million of the notes due in 2027 on 9/30/25<br> Next steps: To further reduce gross debt, concentrating on the notes due in 2028.<br>Additionally, we plan to refinance the notes due in 2027<br>Executing on Leverage Optimization<br>Focused on our Commitment to De-lever<br>20<br>4 |
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| N A B O R S . C O M 546<br>379<br>250<br>650<br>550<br>150<br>178<br>$0<br>$200<br>$400<br>$600<br>$800<br>2025 2026 2027 2028 2029 2030 2031 Million<br>21<br>Actively Bringing Down Debt<br>Notes Gross Debt Reduction<br>Focusing on the<br>maturities due in 2027<br>and 2028 Paid down $178 million<br>on the RCF<br>After receipt of $375 million in cash at closing:<br>4 Focused on our Commitment to De-lever<br>Redeemed $150 million<br>of the 2027 notes<br>3Q PF* As of 9/30/25 As of 6/30/25<br>($ millions)<br>$387.4 $428.1 $678.1<br>Cash and<br>Short-term<br>Investments<br>Gross Debt $2,673 $2,348 $2,348<br>Net Debt $2,285 $1,920 $1,670<br>* 3Q Proforma is net debt on<br>9/30/25 adjusted for $250<br>million cash proceeds<br>collected in 4Q ‘25 from the<br>sale of Quail Tools |
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| N A B O R S . C O M<br>Our Energy Transition and Sustainability Strategy<br>Leading in Sustainability and the Energy Transition<br>22<br>Improve<br>Nabors’<br>environmental<br>footprint<br>Collaborate<br>with peers to<br>reduce carbon<br>output in our<br>industry<br>Partner in<br>adjacent<br>markets that<br>leverage our<br>talent and<br>technologies<br>Invest in<br>companies<br>developing<br>green<br>technologies<br>5 |
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| N A B O R S . C O M<br>Electrification<br>Pursuing<br>Multiple<br>Decarbonization<br>Pathways<br>Green Fuels*<br>Energy Storage*<br>Leading in Sustainability and the Energy Transition<br>Nabors Initiatives to Lower Emissions<br>23<br>Emissions Monitoring<br>Engine Optimization<br>5<br>Energy Efficient Rig Lighting<br>*Note: Energy Storage and Green Fuels are under development with R&D. |
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| Appendix<br>24 |
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| N A B O R S . C O M<br>Reconciliation of Non-GAAP Financial Measures to<br>Net Income (Loss)<br>25<br>Adjusted EBITDA represents net income (loss) before, income taxes, investment income (loss), interest expense, gain on disposition of Quail Tools, gain on bargain<br>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<br>amounts reported in accordance with GAAP. In addition, adjusted EBITDA excludes certain cash expenses that the Company is obligated to make. However, management<br>evaluates the performance of its operating segments and the consolidated Company based on several criteria, including adjusted EBITDA and adjusted operating income<br>(loss), because it believes that these financial measures accurately reflect the Company’s ongoing profitability and performance. Securities analysts and investors use this<br>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<br>reconciliation of this non-GAAP measure to net income (loss), which is the most closely comparable GAAP measure, is provided in the table below.<br>(In thousands) September 30 June 30, September 30<br>2024 2025 2025<br>Net income (loss) (33,087) $ (2,205) $ 302,466 $<br>Income tax expense (benefit) 10,118 23,077 117,571<br>Income (loss) before income taxes (22,969) 20,872 420,037<br>Investment (income) loss (11,503) (6,129) (7,323)<br>Interest Expense 55,350 56,081 54,334 Gain on disposition of Quail Tools - - (415,557) Gain on bargain purchase (3,500) - Other, net 41,608 6,074 24,470 Adjusted Operating Income (loss) 62,486 73,398 75,961<br>Depreciation and Amortization 159,234 175,061 160,347<br>Adjusted EBITDA $ 221,720 248,459 $ 236,308 $<br>Three Months Ended |
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| N A B O R S . C O M<br>Reconciliation of U.S. Drilling Segment Adjusted Gross Margin<br>to U.S. Drilling Segment Adjusted Operating Income<br>26<br>Adjusted gross margin by segment represents adjusted operating income (loss) plus general and administrative costs, research and engineering costs and<br>depreciation and amortization.<br>September 30, June 30, September 30, 2024 2025 2025<br>Lower 48 - U.S. - Drilling<br>Adjusted operating income 30,353 $ 21,515 $ 13,689 $<br>Plus: General and administrative costs 5,084 4,481 4,745 Plus: Research and engineering 972 888 1,121 GAAP Gross Margin 36,409 26,884 19,555 Plus: Depreciation and amortization 57,470 52,080 52,120 Adjusted gross margin $ 78,964 93,879 $ 71,675 $<br>Other - U.S. - Drilling<br>Adjusted operating income 11,341 $ 18,273 $ 17,740 $<br>Plus: General and administrative costs 313 896 568 Plus: Research and engineering 42 64 85 GAAP Gross Margin 11,696 19,233 18,393 Plus: Depreciation and amortization 9,953 9,496 10,612 Adjusted gross margin $ 29,186 21,192 $ 29,005 $<br>U.S. - Drilling<br>Adjusted operating income 41,694 $ 39,788 $ 31,429 $<br>Plus: General and administrative costs 5,397 5,377 5,313 Plus: Research and engineering 952 1,014 1,206 GAAP Gross Margin 48,105 46,117 37,948 Plus: Depreciation and amortization 62,033 66,966 62,732 Adjusted gross margin $ 115,071 108,150 $ 100,680 $<br>(In thousands)<br>Three Months Ended |
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| N A B O R S . C O M<br>Reconciliation of Net Debt to Total Debt<br>27<br>Net debt is computed by subtracting the sum of cash, cash equivalents and short-term investments from total debt. This non-GAAP measure has limitations and<br>therefore should not be used in isolation or as a substitute for the amounts reported in accordance with GAAP. However, management evaluates the performance<br>of its operating segments and the consolidated Company based on several criteria, including net debt, because it believes that this financial measure accurately<br>measures the Company’s liquidity. In addition, securities analysts and investors use this measure as one of the metrics on which they analyze the company’s<br>performance. Other companies in this industry may compute this measure differently. A reconciliation of net debt to total debt, which is the nearest comparable<br>GAAP financial measure, is provided in the table below.<br>(In thousands) December 31,<br> 2024<br>June 30,<br>2024 September 30, 2025<br>Long-Term Debt 2,505,217 $ 2,672,820 $ 2,347,984 $<br>Less: Cash and Short-term Investments 397,299 387,355 428,079 Net Debt $ 2,285,465 2,107,918 $ 1,919,905 $<br>Less: Cash Receipt from Seller Note 250,000<br>Proforma Net Debt $ 1,669,905 |
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| N A B O R S . C O M<br>Reconciliation of Adjusted EBITDA by Segment to<br>Adjusted Operating Income (Loss) by Segment<br>28<br>Adjusted EBITDA by segment represents adjusted income (loss) plus depreciation and amortization. Three Months Ended September 30, 2025<br>U.S. Drilling<br>International Drilling Drilling Solutions Rig Technologies<br>Other<br>reconciling<br> items<br>Total<br>Adjusted operating income (loss) 31,429 $ 45,476 $ 49,982 $ 877 $ (51,804) $ 75,961 $<br>Depreciation and amortization 82,075 62,732 10,684 2,893 1,964 160,347 Adjusted EBITDA $ 94,161 127,551 $ 60,666 $ 3,770 $ (49,840) $ 236,308 $<br>Three Months Ended June 30, 2025<br>U.S.<br>Drilling<br>International<br>Drilling Drilling Solutions Rig Technologies<br>Other<br>reconciling<br> items Total<br>Adjusted operating income (loss) 39,788 $ 36,051 $ 50,365 $ 1,721 $ (54,527) $ 73,398 $<br>Depreciation and amortization 81,607 62,033 26,136 3,453 1,832 175,061 Adjusted EBITDA $ 117,658 101,821 $ 76,501 $ 5,174 $ (52,695) $ 248,459 $<br>Three Months Ended September 30, 2024<br>U.S.<br>Drilling<br>International<br>Drilling Drilling Solutions Rig Technologies<br>Other reconciling<br> items<br>Total<br>Adjusted operating income (loss) 41,694 $ 32,182 $ 29,231 $ 2,761 $ (43,382) $ 62,486 $<br>Depreciation and amortization 83,769 66,966 5,080 3,343 76 159,234 Adjusted EBITDA $ 115,951 108,660 $ 34,311 $ 6,104 $ (43,306) $ 221,720 $<br>(In thousands) |
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| N A B O R S . C O M<br>Reconciliation of Drilling Solutions Revenue by Geography<br>29<br>Adjusted EBITDA by segment represents adjusted income (loss) plus depreciation and amortization.<br>Jun. 30, 2024 Sep. 30, 2024 Dec. 31, 2024 Mar. 31, 2025<br>Jun. 30, 2025 Sep. 30, 2025<br>Drilling Solutions - U.S. 50,710 $ 44,631 $ 41,640 $ 52,832 $ 103,193 $ 76,361 $<br>Drilling Solutions - International 32,251 34,913 34,352 40,347 67,090 65,581 Total Drilling Solutions - operating revenues $ 79,544 82,961 $ 75,992 $ 93,179 $ 170,283 $ 141,942 $<br>Drilling Solutions - U.S. 50,710 $ 44,631 $ 41,640 $ 52,832 $ 103,193 $ 76,361 $<br>Quail Tools - - - (13,429) (62,582) (34,198) Total Drilling Solutions - operating revenues excluding Quail Tools $ 44,631 50,710 $ 41,640 $ 39,403 $ 40,611 $ 42,163 $<br>(In thousands) |
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| N A B O R S . C O M<br>Reconciliation of Adjusted Free Cash Flow to Net Cash<br>Provided by Operating Activities<br>30<br>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<br>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<br>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<br>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<br>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<br>or superior to, cash flow from operations reported in accordance with GAAP.<br>Three Months Ended<br>(In thousands) June 30 September 30<br>2025 2025<br>Net cash provided by operating activities 151,810 $ 207,880 $<br>Add: Capital expenditures, net of proceeds from sales of assets (141,849) (202,267)<br>Free cash flow 9,961 $ 5,613 $<br>Cash paid for acquisition related costs $ - 30,635 $<br>Adjusted free cash flow $ 40,596 5,613 $ |
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| NABORS INDUSTRIES LTD.<br>NABORS.COM<br>NABORS CORPORATE SERVICES<br>515 W. Greens Road<br>Suite 1200<br>Houston, TX 77067-4525<br>@ n a b o r s g l o b a l<br>Contact Us:<br>William C. Conroy, CFA<br>VP - Corporate Development and<br>Investor Relations<br>William.Conroy@nabors.com<br>Kara K. Peak<br>Director - Corporate Development and<br>Investor Relations<br>Kara.Peak@nabors.com |
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