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1、2 0 1 9 A N N U A L R E P O R TANTHONY G.PETRELLO I CHAIRMAN,PRESIDENT&CEOCE O L E T T E R TO S H A R E H O L D E R SAnthony G.Petrello Chairman,President&CEO Nabors Industries Ltd.Nabors is built on the shoulders of pioneers who have never been daunted by challenges.These visionaries seized upon th
2、e opportunities presented and delivered solutions that quickly became operational standards.By leading the industry in automation and integration technologies,Nabors continues to build on this momentum using state-of-the-art software,customized services and innovative equipment to deliver value thro
3、ugh superior drilling performance,safety and sustainability.We leverage our expertise and experience to generate leading-edge strategies benefitting our customers,shareholders,workforce and communities.This blueprint is how we become the performance driller of choice,as we change the way wells are d
4、rilled.Successful companies do more than adapt to challenges-they anticipate and then innovate.UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington,D.C.20549 FORM 10-K (Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended Decem
5、ber 31,2019 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-32657 NABORS INDUSTRIES LTD.(Exact name of registrant as specified in its charter)Bermuda(State or Other Jurisdiction of Incorporation or O
6、rganization)Crown House Second Floor 4 Par-la-Ville Road Hamilton,HM08 Bermuda(Address of principal executive offices)98-0363970(I.R.S.Employer Identification No.)N/A(Zip Code)(441)292-1510(Registrants telephone number,including area code)Securities registered pursuant to Section 12(b)of the Securit
7、ies Exchange Act of 1934:Title of each class Trading Symbol(s)Name of each exchange on which registered Common shares,$.001 par value per share NBR New York Stock Exchange Preferred shares,6.00%Mandatory Convertible Preferred Shares,Series A,$.001 par value per share NBR.PRA New York Stock Exchange
8、Securities registered pursuant to Section 12(g)of the Securities Exchange Act of 1934:None.Indicate by check mark whether the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.YES NO Indicate by check mark if the registrant is not required to file reports pursua
9、nt to Section 13 or Section 15(d)of the Act.YES NO Indicate by check mark whether the registrant:(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for such shorter period that the registrant was required to fi
10、le such reports),and(2)has been subject to such filing requirements for the past 90 days.YES NO Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months(or for
11、 such shorter period that the registrant was required to file such reports).YES NO Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein,and will not be contained,to the best of registrants knowledge,in definitive proxy or informatio
12、n statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer or a smaller reporting company.See definition of“large accelerated filer”,“a
13、ccelerated filer”,“smaller reporting company”and“emerging growth company”in Rule 12b-2 of the Exchange Act.Large Accelerated Filer Accelerated Filer Non-accelerated Filer Smaller Reporting Company Emerging Growth Company If an emerging growth company,indicate by check mark if the registrant has elec
14、ted 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.Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).YES NO The aggregate
15、 market value of the 347,460,335 common shares held by non-affiliates of the registrant outstanding as of the last business day of our most recently completed second fiscal quarter,June 28,2019,based on the closing price of our common shares as of such date of$2.90 per share as reported on the New Y
16、ork Stock Exchange,was$1,007,634,972.Common shares held by each officer and director and by each person who owns 5%or more of the outstanding common shares have been excluded in that such persons may be deemed affiliates.This determination of affiliate status is not necessarily a conclusive determin
17、ation for other purposes.The number of common shares outstanding as of February 19,2020 was 367,128,412,excluding 52,800,203 common shares held by our subsidiaries,or 419,928,615 in the aggregate.DOCUMENTS INCORPORATED BY REFERENCE Specified portions of the definitive Proxy Statement to be distribut
18、ed in connection with our 2020 Annual General Meeting of Shareholders(Part III).2 NABORS INDUSTRIES LTD.Form 10-K Annual Report For the Year Ended December 31,2019 Table of Contents PART I Item 1.Business 4Item 1A.Risk Factors 10Item 1B.Unresolved Staff Comments 21Item 2.Properties 21Item 3.Legal Pr
19、oceedings 21Item 4.Mine Safety Disclosures 22PART II Item 5.Market Price of and Dividends on the Registrants Common Equity,Related Shareholder Matters and Issuer Purchases of Equity Securities 22Item 6.Selected Financial Data 25Item 7.Managements Discussion and Analysis of Financial Condition and Re
20、sults of Operations 27Item 7A.Quantitative and Qualitative Disclosures About Market Risk 38Item 8.Financial Statements and Supplementary Data 40Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 100Item 9A.Controls and Procedures 100Item 9B.Other Information
21、101PART III Item 10.Directors,Executive Officers and Corporate Governance 102Item 11.Executive Compensation 102Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters 102Item 13.Certain Relationships and Related Transactions and Director Independence 10
22、2Item 14.Principal Accounting Fees and Services 102PART IV Item 15.Exhibits,Financial Statement Schedules 103Item 16.Form 10-K Summary 103 3 Our internet address is .We make available free of charge through our website our annual report on Form 10-K,quarterly reports on Form 10-Q,current reports on
23、Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a)or 15(d)of the Securities Exchange Act of 1934,as amended(the“Exchange Act”),as soon as reasonably practicable after we electronically file such material with,or furnish it to,the Securities and Exchange Commission(
24、the“SEC”).Reference in this document to our website address does not constitute incorporation by reference of the information contained on the website into this annual report on Form 10-K.The SEC maintains an internet site(www.sec.gov)that contains reports,proxy and information statements and other
25、information regarding issuers that file electronically with the SEC.In addition,documents relating to our corporate governance(such as committee charters,governance guidelines and other internal policies)can be found on our website.FORWARD-LOOKING STATEMENTS We discuss expectations regarding our fut
26、ure markets,demand for our products and services,and our performance in our annual,quarterly and current reports,press releases,and other written and oral statements.Statements relating to matters that are not historical facts are forward-looking statements within the meaning of the safe harbor prov
27、isions of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934,as amended(the Exchange Act).These forward-looking statements are based on an analysis of currently available competitive,financial and economic data and our operating plans.They are inherently uncerta
28、in and investors should recognize that events and actual results could turn out to be significantly different from our expectations.By way of illustration,when used in this document,words such as anticipate,believe,expect,plan,intend,estimate,project,will,should,could,may,predict and similar express
29、ions are intended to identify forward-looking statements.Factors to consider when evaluating these forward-looking statements include,but are not limited to:fluctuations and volatility in worldwide prices of and demand for oil and natural gas;fluctuations in levels of oil and natural gas exploration
30、 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 inher
31、ent in the oil and gas and oilfield services industries;the possibility of the loss of one or a number of our large customers;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
32、a further downgrade in our credit rating,covenant restrictions,availability under our unsecured revolving credit facilities,and future issuances of debt or equity securities;our dependence on our operating subsidiaries and investments to meet our financial obligations;our ability to retain skilled e
33、mployees;our ability to complete,and realize the expected benefits of,strategic transactions;changes in tax laws and the possibility of changes in other laws and regulations;4 the possibility of political or economic instability,civil disturbance,war or acts of terrorism in any of the countries in w
34、hich we do business;the possibility of changes to U.S.trade policies and regulations,including the imposition of trade embargoes,sanctions or tariffs;and general economic conditions,including the capital and credit markets.Our business depends,to a large degree,on the level of spending by oil and ga
35、s companies for exploration,development and production activities.Therefore,a sustained increase or decrease in the price of oil or natural gas,that has a material impact on exploration,development and production activities,could also materially affect our financial position,results of operations an
36、d cash flows.The above description of risks and uncertainties is by no means all-inclusive,but highlights certain factors that we believe are important for your consideration.For a more detailed description of risk factors,please refer to Part I,Item 1A.Risk Factors.PART I ITEM 1.BUSINESS Nabors Ind
37、ustries,Ltd.(NYSE:NBR)was formed as a Bermuda exempted company on December 11,2001.Unless the context requires otherwise,references in this annual report to“we,”“us,”“our,”“the Company,”or“Nabors”mean Nabors Industries Ltd.,together with our subsidiaries where the context requires.References in this
38、 annual report to“Nabors Delaware”mean Nabors Industries,Inc.,a wholly-owned subsidiary of Nabors.Overview Since its founding in 1952,Nabors has grown from a small land drilling business in Canada to one of the worlds largest drilling contractors.Today,Nabors owns and operates one of the worlds larg
39、est land-based drilling rig fleets and is a provider of offshore rigs in the United States and numerous international markets.Nabors also provides directional drilling services,tubular running services,performance tools,and innovative technologies for its own rig fleet and those operated by third pa
40、rties.In todays performance-driven environment,we believe we are well positioned to seamlessly integrate downhole hardware,surface equipment and software solutions into our AC rig designs.Leveraging our advanced drilling automation capabilities,Nabors highly skilled workforce continues to set new st
41、andards for operational excellence and transform our industry.Our business is comprised of our global land-based and offshore drilling rig operations and other rig related services and technologies.These services include tubular running services,wellbore placement solutions,directional drilling,meas
42、urement-while-drilling(“MWD”),logging-while-drilling(“LWD”)systems and services,equipment manufacturing,rig instrumentation and optimization software.Our business consists of five reportable segments:U.S.Drilling,Canada Drilling,International Drilling,Drilling Solutions and Rig Technologies.With ope
43、rations in 24 countries,we are a global provider of drilling and drilling-related services for land-based and offshore oil and natural gas wells,with a fleet of rigs and drilling-related equipment which,as of December 31,2019 included:366 actively marketed rigs for land-based drilling operations in
44、the United States,Canada and approximately 16 other countries throughout the world;and 33 actively marketed rigs for offshore platform drilling operations in the United States and multiple international markets.5 The following table presents our average rigs working(a measure of activity and utiliza
45、tion over the year)for the years ended December 31,2019,2018 and 2017:Year Ended December 31,2019 2018 2017 Average Rigs Working:U.S.Drilling 115.3 113.2 100.8 Canada Drilling 10.9 16.9 15.4 International Drilling 88.3 92.9 91.1 214.5 223.0 207.3 Average rigs working represents a measure of the numb
46、er of equivalent rigs operating during a given period.For example,one rig operating 182.5 days during a 365-day period represents 0.5 average rigs working.Additional information regarding the geographic markets in which we operate and our business segments can be found in Note 19Segment Information
47、in Part II,Item 8.Financial Statements and Supplementary Data.U.S.Drilling Operating one of the largest land-based drilling rig fleets in the U.S.,Nabors continues to drive innovation and integration in the industry.Nabors offers a full suite of options including directional drilling services,perfor
48、mance tools and innovations developed by our team of internal engineers who are wholly focused on advanced technologies.We maintain activities in the lower 48 states and Alaska as well as offshore in the Gulf of Mexico.Our U.S.fleet consists of 188 AC rigs and 18 SCR rigs,which were actively markete
49、d as of December 31,2019.Since our first AC land rig was built in 2002,we have continued to evolve with industry-leading breakthroughs.As the industry shifted to multi-well pad drilling,we anticipated the appetite for greater efficiencies and adaptability through batch drilling.As a result,we develo
50、ped our suite of PACE drilling rigs.In 2013,we introduced our PACE-X800 rig equipped with an advanced walking system that moves the rig quickly over existing wells on a pad along both the X and Y axes.Because the ancillary equipment accompanies the rig,it moves easily between adjacent rows of wells.
51、In 2016,we introduced our PACE-M800 and PACE-M1000 rigs which complement our existing PACE-X800 rigs.The PACE-M800 rig is designed for lower-density multi-well pads whereas the PACE-M1000 is designed for higher density pads.Both are designed to move rapidly between pads.Featuring the same advanced w
52、alking capabilities as the PACE-X800 rig,the PACE-M800 rig can quickly move efficiently on pads and over short distances,with minimal rig-up and rig-down components.In addition to land drilling operations throughout the lower 48 states and Alaska,we also actively marketed 12 platform rigs in the U.S
53、.Gulf of Mexico as of December 31,2019.In recent years we have deployed a full suite of technology supporting Nabors and third party rigs.By seizing the opportunity to move forward,faster,Nabors has employed automation to increase safety,instill efficient processes and build agility for our customer
54、s.See Drilling Solutions below for more information.Canada Drilling The Canadian market has shifted focus away from conventional drilling of vertical wells and now focuses almost exclusively on horizontal wells.To align with that market shift,we concentrated on larger yet more agile rigs.As of Decem
55、ber 31,2019 our rig fleet consisted of 35 land-based drilling rigs in Canada.International Drilling Adaptability is key given the remote or environmentally sensitive locations our international rigs often face.As a global company,we maintain activities in nearly every major oil and gas market,most n
56、otably in Saudi Arabia,Argentina,Colombia and Kazakhstan.Many of our rigs are designed to specifically address the challenges of working in a desert climate as well as the various shale plays.As of December 31,2019,our international fleet consisted of 125 land-based drilling rigs located in approxim
57、ately 16 countries.At the same time,we actively marketed 18 platforms and three jackup rigs in the 6 international offshore drilling markets.Anticipating the appetite for high-specification desert rigs,we upgraded and delivered rigs designed for the Middle East.In prior years,we increased the utiliz
58、ation of the PACE-X800 rigs in international markets through deployments in Latin America.Drilling Solutions Through Nabors Drilling Solutions,we offer specialized drilling technologies,such as patented steering systems and rig instrumentation software systems that enhance drilling performance and w
59、ellbore placement.Nabors specializes in wellbore placement solutions and is a leading provider of directional drilling and MWD systems and services.Our MWD product line is a proprietary family of advanced systems,representing the latest technology developed specifically for the unique requirements o
60、f land-based drilling applications.Our tools are ideal for applications where high reliability,precise wellbore placement and drilling efficiency are crucial.Nabors patented directional drilling tools enable a higher level of precision and cost effectiveness.These products include:Acculine MWD serie
61、s is engineered and designed with automation in mind.All tools are 30 ft.collar based systems that arrive to location fully assembled and pre-programmed.This reduces BHA makeup time,improves well-site handling and reduces HSE risks.AccuSteer provides a set of advanced measurements that meets the nee
62、ds of the land drilling budget.The AccuSteer tool provides downhole drilling dynamics measurements,annular and bore pressure,near bit continuous inclination and the best azimuthal gamma image in the industry.AccuMP MWD tool provides accurate survey,gamma and continuous inclination data.AccuMP is als
63、o equipped with additional features such as smart telemetry and real time shock and vibration.These features provide the ability to adjust drilling parameters to maintain optimal performance and minimize the risk of failure;AccuWave is our proprietary electromagnetic MWD system which operates in all
64、 drilling fluid environments and has an unlimited lost circulation material tolerance.The Nabors gap sub design enables reliable operations in high doglegs and areas where most electromagnetic tools do not work.Transmission of surveys during connections reduces non-productive time throughout the wel
65、l saving the customer time and money;Navigator collaborative guidance and advisory platform that delivers automated directional drilling information and instructions to drive consistent decision making,transparency,and improved performance;ROCKit is a user friendly directional steering control syste
66、m that increases performance of slide drilling,through drill string oscillation and precise toolface control;ROCKit Pilot is an advanced directional steering control system that automates slide drilling to consistently deliver high performance;and REVit is an automated real time stick-slip mitigatio
67、n system that preserves bit cutting structure,increases rates of penetration,and reduces unplanned trips.7 Nabors offers a full range of tubular running services to match operators requirements and preferences.These services primarily include casing running,tubing running and torque monitoring.Our p
68、ropriety software empowers the driller to take control and deliver the casing with consistency and repeatability through a single touch.This includes expanded functionality such as auto-fill and cross-thread detection that delivers the most efficient casing run in the industry.The Casing Drive Syste
69、m(CDS)is an automated,versatile and powerful casing running tool,which replaces conventional pipe handling equipment and minimizes the need for manual operations on the rig floor.The CDS has been used on more than 100,000 wells worldwide to successfully run casing in deviated,horizontal and complex
70、well and casing-while-drilling applications.All levels of our casing running service are available in all of the countries in which we operate.Additionally,the TesTORK sub delivers high-speed data though a secured wireless signal that provides the real-time monitoring needed to deliver repeatable&ac
71、curate connections,meeting the casing manufacturers specifications every time.Precise measurement of each connection enables accurate and consistent makeup that ensures the integrity of entire casing string.Nabors also has a portfolio of Managed Pressure Drilling(MPD)services for the management and
72、control of drilling fluid pressure including well control equipment rentals&testing,and managed pressure drilling solutions for challenging environment with narrow drilling windows.Rig Technologies Our Rig Technologies segment is primarily comprised of Canrig,which manufactures and sells top drives,
73、catwalks,wrenches,drawworks and other drilling related equipment such as robotic systems and downhole tools which are installed on both onshore and offshore drilling rigs.Rig Technologies also provides aftermarket sales and services for the installed base of its equipment.Our Business Strategy Our b
74、usiness strategy is to build shareholder value and enhance our competitive position by:achieving superior operational and health,safety and environmental performance;leveraging our existing global infrastructure and operating reputation to capitalize on growth opportunities;continuing to develop our
75、 existing portfolio of value-added services to our customers;enhancing our technology position and advancing drilling technology both on the rig and downhole;and achieving financial returns in excess of our cost of capital.During the past several years we have transformed our fleet in the Lower 48 i
76、nto what we believe is the most capable,modern fleet in the market.Our customer base recognizes the quality of our assets,the competency of our crews,our industry leading operational performance and the value added by our performance software and our services integration.Our PACE-M750 rig was introd
77、uced in early 2018,as a significant,and capital efficient,retrofit to the existing PACE-M550.We deployed seven of our PACE-M750 rigs and two remaining upgraded F-rigs during the first half of 2019.As of December 31,2019,we had approximately 80%utilization on our high-spec rig fleet.We believe our dr
78、illing technology portfolio positions us well to address the changing market dynamic both in the United States and internationally.Our technological development efforts drive toward a seamless integration of the rigs operations with downhole sensing.Additionally,we have added complementary services
79、to our traditional rig offering,in many cases replacing third-party providers of these complementary services as a single service provider.As such,we have achieved growth within our U.S.Drilling and Drilling Solutions operating segments despite overall market deterioration.As we move forward into 20
80、20,we look to extract increasing value from our existing asset base.This includes the deployment of idle assets and repositioning to higher-value markets.8 Drilling Contracts Our drilling contracts are typically daywork contracts.A daywork contract generally provides for a basic rate per day when dr
81、illing(the dayrate for providing a rig and crew)and for lower rates when the rig is moving between drilling locations,or when drilling operations are interrupted or restricted by equipment breakdowns,adverse weather conditions or other conditions beyond our control.In addition,daywork contracts may
82、provide for a lump-sum fee for the mobilization and demobilization of the rig,which in most cases approximates our anticipated costs.A daywork contract differs from a footage contract(in which the drilling contractor is paid on the basis of a rate per foot drilled)and a turnkey contract(in which the
83、 drilling contractor is paid for drilling a well to a specified depth for a fixed price).We also offer performance enhancing drilling services,performance software and equipment such as managed pressure services,directional drilling,rotary steering systems and measurement while drilling.These additi
84、onal products and services are additive to our rig charges.Our contracts for land-based and offshore drilling have durations that are single-well,multi-well or term.Term contracts generally have durations ranging from six months to five years.Under term contracts,our rigs are committed to one custom
85、er.Offshore workover projects are often contracted on a single-well basis.We generally receive drilling contracts through competitive bidding,although we occasionally enter into contracts by direct negotiation.Most of our single-well contracts are subject to termination by the customer on short noti
86、ce,while multi-well contracts and term contracts may provide us with early termination compensation in certain circumstances.Such payments may not fully compensate us for the loss of a contract,and in certain circumstances the customer may not be obligated,able or willing to make an early terminatio
87、n payment to us.Contract terms and rates differ depending on a variety of factors,including competitive conditions,the geographical area,the geological formation to be drilled,the equipment and services to be supplied,the on-site drilling conditions and the anticipated duration of the work to be per
88、formed.Our Customers Our customers include major international,national and independent oil and gas companies.One customer,Saudi Aramco,accounted for approximately 22%,24%and 29%of our consolidated operating revenues during the years ended December 31,2019,2018,2017,respectively,which operating reve
89、nues are primarily included in the results of our International Drilling reportable segment.Our contracts with Saudi Aramco are on a per rig basis.These contracts are primarily operated through SANAD,our joint venture with Saudi Aramco.See Part I,Item 1A.Risk FactorsThe loss of one or a number of ou
90、r large customers could have a material adverse effect on our business,financial condition and results of operations.Our Employees As of December 31,2019,we employed approximately 14,000 people in approximately 24 countries.Our number of employees fluctuates depending on the current and expected dem
91、and for our services.Some rig-based employees in Alaska,Argentina,Mexico and Venezuela are represented by collective bargaining units.We believe our relationship with our employees is generally good.Seasonality Our operations are subject to seasonal factors.Specifically,our drilling operations in Ca
92、nada and Alaska generally experience reduced levels of activity and financial results during the second quarter of each year,due to the annual spring thaw.In addition,our U.S.offshore market can be impacted during summer months by tropical weather systems in the Gulf of Mexico.Global climate change
93、could lengthen these periods of reduced activity,but we cannot currently estimate to what degree.Our overall financial results reflect the seasonal variations experienced in these operations,but seasonality does not materially impact the remaining portions of our business.Industry/Competitive Condit
94、ions To a large degree,our businesses depend on the level of capital spending by oil and gas companies for exploration,development and production activities.The level of exploration,development and production activities is to a large extent tied to the prices of oil and natural gas,which can fluctua
95、te significantly and are highly volatile.A decrease or prolonged decline in the price of oil or natural gas or in the exploration,development and production activities of our customers could result in a corresponding decline in the demand for our services and/or a reduction in 9 dayrates and utiliza
96、tion,which could have a material adverse effect on our financial position,results of operations and cash flows.See Part I,Item 1A.Risk Factors Fluctuations in oil and natural gas prices could adversely affect drilling activity and our revenues,cash flows and profitability,andOur drilling contracts m
97、ay in certain instances be renegotiated,suspended or terminated without an early termination payment and Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations.The markets in which we provide our services are highly competitive.We believe that competitive pricing
98、 is a significant factor in determining which service provider is awarded a job in these markets and customers are increasingly sensitive to pricing during periods of market instability.Historically,the number of available rigs and drilling-related equipment has exceeded demand in many of the market
99、s in which we operate,resulting in strong price competition.This is due in part to the fact that most rigs and drilling-related equipment can be moved from one region to another in response to changes in the levels of exploration,development and production activities and market conditions,which may
100、result in an oversupply of rigs and drilling-related equipment in certain areas.Although many rigs can be moved from one region to another in response to changes in levels of activity and many of the total available contracts are currently awarded on a bid basis,competition has increased based on th
101、e supply of existing and new rigs across all of our markets.Most available contracts for our services are currently awarded on a bid basis,which further increases competition based on price.In addition to price,other competitive factors in the markets we serve are the overall quality of service and
102、safety record,the technical specification and condition of equipment,the availability of skilled personnel and the ability to offer ancillary services.Our drilling business is subject to certain additional competitive factors.For example,we believe our ability to deliver rigs with new technology and
103、 features and,in certain international markets,our experience operating in certain environments and strong customer relationships have been significant factors in the selection of Nabors for the provision of drilling services.We expect that the market for our drilling services will continue to be hi
104、ghly competitive.See Part I,Item 1A.Risk FactorsWe operate in a highly competitive industry with excess drilling capacity,which may adversely affect our results of operations.The global market for drilling and related products and services is competitive.Certain competitors are present in more than
105、one of the markets in which we operate,although no one competitor operates in all such markets.Our strategy combines advanced drilling rig designs complete with integrated downhole tools,surface equipment,and software with operational performance,industry-leading safety,and an innovative technology
106、roadmap.Significant competitors in our U.S.Drilling segment include:Helmerich&Payne Inc.,Patterson-UTI Energy Inc.,Precision Drilling Corp.,and Ensign Energy Services Inc.In the U.S.Lower 48 land drilling market,we also compete with numerous smaller or regional drilling contractors.In our Internatio
107、nal segment,significant competitors with operations in multiple countries include KCA Deutag,Saipem S.p.A,as well as many contractors with regional or local rig operations.Our Rig Technologies segment competes primarily with National Oilwell Varco Inc.,Bentec,and several smaller rig equipment suppli
108、ers.Our Drilling Solutions segment competes with services provided by Baker Hughes Co.,Halliburton Co.,Schlumberger Ltd.,Franks International NV,Weatherford International PLC.,as well as several of our drilling competitors and smaller,specialized service providers.Acquisitions and Divestitures We ha
109、ve grown from a land drilling business centered in the U.S.Lower 48,Canada and Alaska to an international business with operations on land and offshore in most of the major oil and gas markets in the world.This growth was fueled in part by strategic acquisitions.While we continuously consider and re
110、view strategic opportunities,including acquisitions,divestitures,joint ventures,alliances and other strategic transactions,there can be no assurance that such opportunities will continue to be available,that the pricing will be economical or that we will be successful in completing and realizing the
111、 expected benefits of such transactions in the future.We may sell a subsidiary or group of assets outside of our core markets or business if it is strategically or economically advantageous for us to do so.We undertook the following strategic transactions over the last three years.10 We entered into
112、 an agreement with Saudi Aramco,to form a new joint venture,SANAD,to own,manage and operate onshore drilling rigs in the Kingdom of Saudi Arabia.SANAD,which is equally owned by Saudi Aramco and Nabors,began operations in the fourth quarter of 2017.The joint venture leverages our established business
113、 in Saudi Arabia,with a focus on Saudi Arabias existing and future onshore oil and gas fields.In September 2017 we paid approximately$50.7 million in cash,subject to customary closing adjustments,to acquire Robotic Drilling Systems AS(“RDS”),a provider of automated tubular and tool handling equipmen
114、t for the onshore and offshore drilling markets based in Stavanger,Norway.This transaction will allow us to integrate RDSs highly capable team and product offering with the technology portfolio of Canrig,and strengthens the development of Canrigs drilling automation solutions.In December 2017,we acq
115、uired all of the outstanding common shares of Tesco in an all-stock transaction.Tesco shareholders received 0.68 common shares of Nabors for each Tesco share owned,or approximately 32.1 million Nabors common shares.Tesco was a provider of products such as top drives and automated pipe handling equip
116、ment as well as tubular services to upstream companies.The combination of Tesco with Nabors current product offerings strengthens our ability to accelerate and scale deployment in drilling automation and analytics.In October 2018,we purchased PetroMar Technologies,a small developer and operator of L
117、WD downhole tools focusing on high-value formation data to facilitate completion optimization particularly in unconventional reservoirs.The tools complement our existing wellbore placement capabilities and are included in our Drilling Solutions operating segment.Under the terms of the transaction,we
118、 paid an initial purchase price of$25.0 million.We may also be required to make future payments that are contingent upon the future financial performance of this operation.Environmental Compliance Sustainability is an essential part of the corporate culture at Nabors and an integral part of our stra
119、tegic plans.We know that our success is directly linked to implementing and executing a broad range of sustainable practices.Through technological innovation,environmental impact planning,corporate safety initiatives and community relations activities,Nabors understands that how we conduct business
120、is of equal importance to our results.Corporate responsibility guides every aspect of our daily activities and is the key to our continued success.We do not anticipate that compliance with currently applicable environmental rules and regulations and controls will significantly change our competitive
121、 position,capital spending or earnings during 2020.We believe we are in material compliance with applicable environmental rules and regulations and that the cost of such compliance is not material to our business or financial condition.For a more detailed description of the environmental rules and r
122、egulations applicable to our operations,see Part I,Item 1A.Risk FactorsChanges to or noncompliance with governmental laws and regulations or exposure to environmental liabilities could adversely affect our results of operations.ITEM 1A.RISK FACTORS In addition to the other information set forth else
123、where in this annual report,the following factors should be carefully considered when evaluating Nabors.The risks described below are not the only ones we face.Additional risks not presently known to us or that we currently deem immaterial may also impair our business operations.Our business,financi
124、al condition or results of operations could be materially adversely affected by any of these risks.Fluctuations in oil and natural gas prices could adversely affect drilling activity and our revenues,cash flows and profitability.Our operations depend on the level of spending by oil and gas companies
125、 for exploration,development and production activities.Both short-term and long-term trends in oil and natural gas prices affect these activity levels.Oil and natural gas prices,as well as the level of drilling,exploration and production activity,have been highly volatile over the past few years and
126、 are expected to continue to be volatile for the foreseeable future.Declines in oil prices are primarily caused by,among other things,an excess of supply of crude oil in relation to demand.Worldwide military,political and economic events,including initiatives by the Organization of Petroleum Exporti
127、ng Countries(“OPEC”)and 11 OPEC+,affect both the supply of and demand for oil and natural gas.In addition,weather conditions,governmental regulation(both in the United States and elsewhere),levels of consumer demand for oil and natural gas,general economic conditions,oil and gas production levels by
128、 non-OPEC countries,decisions by more expensive production sources to continue producing oil and gas despite excess supply,the availability and demand for drilling equipment and pipeline capacity,availability and pricing of alternative energy sources,and other factors beyond our control may also aff
129、ect the supply of and demand for oil and natural gas.Lower oil and natural gas prices also could adversely impact our cash forecast models used to determine whether the carrying values of our long-lived assets exceed our future cash flows,which could result in future impairment to our long-lived ass
130、ets.Additionally,these circumstances could indicate that the carrying amount of our goodwill and intangible assets may exceed their fair value,which could result in a future goodwill impairment.Lower oil and natural gas prices also could affect our ability to retain skilled rig personnel and affect
131、our ability to access capital to finance and grow our business.There can be no assurances as to the future level of demand for our services or future conditions in the oil and natural gas and oilfield services industries.Our customers and thereby our business and profitability could be adversely aff
132、ected by low oil prices and/or turmoil in the global economy.Changes in general economic and political conditions may negatively impact our business,financial condition,results of operations and cash flows.As a result of the volatility of oil and natural gas prices,we are unable to fully predict the
133、 level of exploration,drilling and production activities of our customers and whether our customers and/or vendors will be able to sustain their operations and fulfill their commitments and obligations.If oil prices remain at the current relatively low levels or decrease and/or global economic condi
134、tions deteriorate,there could be a material adverse impact on the liquidity and operations of our customers,vendors and other worldwide business partners,which in turn could have a material impact on our results of operations and liquidity.Furthermore,these conditions may result in certain of our cu
135、stomers experiencing an inability to pay vendors,including us.In addition,we may experience difficulties forecasting future capital expenditures by our customers,which in turn could lead to either over capacity or,in the event of further recovery in oil prices and the world wide economy,undercapacit
136、y,either of which could adversely affect our operations.There can be no assurance that the global economic environment will not deteriorate again in the future due to one or more factors.We operate in a highly competitive industry with excess drilling capacity,which may adversely affect our results
137、of operations.The oilfield services industry is very competitive with a significant amount of excess capacity,especially in low oil price environments.Contract drilling companies compete primarily on a regional basis,and competition may vary significantly from region to region at any particular time
138、.Most rigs and drilling-related equipment can be moved from one region to another in response to changes in levels of activity and market conditions,which may result in an oversupply of such rigs and drilling-related equipment in certain areas,and accordingly,increased price competition.In addition,
139、in recent years,the ability to deliver rigs with new technology and features has become an important factor in determining job awards.Our customers increasingly demand the services of newer,higher specification drilling rigs,which requires continued technological developments and increased capital e
140、xpenditures.Our ability to continually provide technologically competitive drilling-related equipment and services can impact our ability to defend,maintain or increase prices,maintain market share,and negotiate acceptable contract terms with our customers.Our competitors may be able to respond more
141、 quickly to new or emerging technologies and services and changes in customer requirements for equipment.New technologies,services or standards could render some of our services,drilling rigs or equipment obsolete,which could adversely impact our ability to compete.Another key factor in job award de
142、terminations is our ability to maintain a strong safety record.If we are unable to remain competitive based on these and/or other competitive factors,we may be unable to increase or even maintain our market share,utilization rates and/or day rates for our services,which could adversely affect our bu
143、siness,financial condition,results of operations and cash flows.We must renew customer contracts to remain competitive.Our ability to renew existing customer contracts,or obtain new contracts,and the terms of any such contracts depends on market conditions and our customers future drilling plans,whi
144、ch are subject to change.Due to the highly competitive nature of the industry,which can be exacerbated during periods of depressed market conditions,we may not be able to renew or replace expiring contracts or,if we are able to,we may not be able to secure or improve existing 12 dayrates or other ma
145、terial terms,which could have an adverse effect on our business,financial condition and results of operations.The nature of our operations presents inherent risks of loss,including environmental and weather-related risks,that could adversely affect our results of operations.Our operations are subjec
146、t to many hazards inherent in the drilling and workover industries,including environmental pollution,blowouts,cratering,explosions,fires,loss of well control,loss of or damage to the wellbore or underground reservoir,damaged or lost drilling equipment and damage or loss from inclement weather or nat
147、ural disasters.Any of these hazards could result in personal injury or death,damage to or destruction of equipment and facilities,suspension of operations,environmental and natural resources damage and damage to the property of others.Global climate change could lengthen these periods of reduced act
148、ivity,but we cannot currently estimate to what degree.Our offshore operations involve the additional hazards of marine operations including pollution of coastal waters,damage to wildlife and natural habitats,capsizing,grounding,collision,damage from hurricanes and heavy weather or sea conditions and
149、 unsound ocean bottom conditions.Our operations are also subject to risks of war,civil disturbances or other political events.Accidents may occur,we may be unable to obtain desired contractual indemnities,and our insurance may prove inadequate in certain cases.The occurrence of an event for which we
150、 are not fully insured or indemnified against,or the failure or inability of a customer or insurer to meet its indemnification or insurance obligations,could result in substantial losses that could adversely affect our business,financial condition and liquidity.In addition,insurance may not be avail
151、able to cover any or all of these risks.Even if available,insurance may be inadequate or insurance premiums or other costs may increase significantly in the future,making insurance prohibitively expensive.We expect to continue facing upward pressure in our insurance renewals,our premiums and deducti
152、bles may be higher,and some insurance coverage may either be unavailable or more expensive than it has been in the past.Moreover,our insurance coverage generally provides that we assume a portion of the risk in the form of a deductible or self-insured retention.We may choose to increase the levels o
153、f deductibles(and thus assume a greater degree of risk)from time to time in order to minimize our overall costs,which could exacerbate the impact of our losses on our financial condition and liquidity.Our drilling contracts may in certain instances be renegotiated,suspended or terminated without an
154、early termination payment.Most of our multi-well and term drilling contracts require that an early termination payment be made to us if a contract is terminated by the customer prior to its expiration.However,such payments may not fully compensate us for the loss of a contract,and in certain circums
155、tances such as,but not limited to,non-performance caused by significant operational or equipment issues(such as destruction of a drilling rig that is not replaced within a specified period of time),sustained periods of downtime due to a force majeure event,or other events beyond our control or some
156、other breach of our contractual obligations,our customers may not be obligated to make an early termination payment to us at all.In addition,some contracts may be suspended,rather than terminated early,for an extended period of time,in some cases without adequate compensation.The early termination o
157、r suspension of a contract may result in a rig being idle for an extended period of time,which could have a material adverse effect on our business,financial condition and results of operations.During periods of depressed market conditions,we may be subject to an increased risk of our customers(incl
158、uding government-controlled entities)seeking to renegotiate,repudiate or terminate their contracts and/or to otherwise exert commercial influence to our disadvantage.The downturn in the oil price environment resulted in downward pricing pressure and decreased demand for our drilling services with ex
159、isting customers,resulting in renegotiations of pricing and other terms in our drilling contracts with certain customers and early termination of contracts by others.Our customers ability to perform their obligations under the contracts,including their ability to pay us or fulfill their indemnity ob
160、ligations,may also be impacted by an economic or industry downturn or other adverse conditions in the oil and gas industry.If we were to sustain a loss and our customers were unable to honor their indemnification and/or payment obligations,it could adversely affect our liquidity.If our customers can
161、cel some of our contracts,and we are unable to secure new contracts on a timely basis and/or on substantially similar terms,or if contracts are suspended for an extended period of time with or without adequate compensation or renegotiated with pricing or other terms less favorable to us,it could adv
162、ersely affect our financial condition and results of operations.13 We may record additional losses or impairment charges related to sold or idle drilling rigs and other assets.In 2019,2018 and 2017,we recognized impairment charges of$290.5 million,$124.9 million and$6.9 million,respectively,related
163、to tangible assets and equipment.Prolonged periods of low utilization or low dayrates,the cold stacking of idle assets,the sale of assets below their then carrying value or the decline in market value of our assets may cause us to experience further losses.If future cash flow estimates,based upon in
164、formation available to management at the time,including oil and gas prices and expected utilization levels,indicate that the carrying value of any of our rigs may not be recoverable or if we sell assets for less than their then carrying value,we may recognize additional impairment charges on our fle
165、et.The loss of one or a number of our large customers could have a material adverse effect on our business,financial condition and results of operations.In 2019,2018 and 2017,we received approximately 41%,41%and 45%,respectively,of our consolidated operating revenues from our three largest contract
166、drilling customers(including their affiliates),with our largest customer and partner in our SANAD joint venture,Saudi Aramco,representing 22%,24%and 29%of our consolidated operating revenues,respectively,for these periods.The loss of one or more of our larger customers would have a material adverse
167、effect on our business,financial condition,results of operations and prospects.In addition,if a significant customer experiences liquidity constraints or other financial difficulties it may be unable to make required payments or seek to renegotiate contracts,which could adversely affect our liquidit
168、y and profitability.Financial difficulties experienced by customers could also adversely affect our utilization rates in the affected market and may cause our counterparties to seek modifications to our contracts with them.The profitability of our operations could be adversely affected by war,civil
169、disturbance,terrorist activity or other political or economic instability,fluctuation in currency exchange rates and local import and export controls.We derive a significant portion of our business from global markets,including major operations in the Middle East,South America,the Far East,North Afr
170、ica and Russia.These operations are subject to various risks,including war,civil disturbances,labor strikes,political or economic instability,terrorist activity and governmental actions that may limit or disrupt markets,restrict the movement of funds or result in limits or restrictions in our abilit
171、y to operate or compete,the deprivation of contractual rights or the taking of property without fair compensation.In some countries,our operations may be subject to the additional risk of fluctuating currency values and exchange controls.We also are subject to various laws and regulations that gover
172、n the operation and taxation of our business and the import and export of our equipment from country to country,the imposition,application and interpretation of which can prove to be uncertain.For example,we are exposed to risks related to political instability in Venezuela.On January 28,2019,the Un
173、ited States Treasury Departments Office of Foreign Assets Control designated Petroleos de Venezuela S.A.(“PdVSA”)as a Specially Designated National under Executive Order 13850(the“Order”).The Order prohibited,among other things,business dealings with PdVSA or any entity in which PdVSA owns,directly
174、or indirectly,a 50 percent or greater interest.Currently,Nabors operates one rig in Venezuela,under contracts with Chevron and a joint venture that is majority-owned by PdVSA,Petropiar.The political uncertainty and civil unrest in Venezuela could have a significant impact on our operations there,inc
175、luding the risk that one or more of our rigs could be nationalized by the government or that we will not be paid for our services.Nabors continues to evaluate the potential impact of these developments on its business and operations in Venezuela.To the extent that any of these risks arising from our
176、 operations in global markets are realized,it could have a material adverse effect on our business,financial condition and results of operations.Our financial and operating flexibility could be affected by our long-term debt and other financial commitments.The 2012 Revolving Credit Facility requires
177、 us to maintain a net funded debt to capital ratio of 0.60:1 or less.The net funded debt to capital ratio is calculated by dividing net funded debt by net capital.For purposes of the 2012 Revolving Credit Facility and the 2018 Revolving Credit Facility,net funded debt is total debt minus the sum of
178、cash and cash equivalents(other than restricted cash).Net capital is the sum of net funded debt plus shareholders equity.As of December 31,2019,our net funded debt to capital ratio was approximately 0.59:1.14 The 2018 Revolving Credit Facility requires us to maintain a net leverage ratio 5.50:1 or l
179、ess and an asset to debt coverage ratio of at least 2.50:1,as of the end of each calendar quarter.As of December 31,2019,the net leverage ratio was 3.55:1 and the asset to debt coverage ratio was 4.28:1.The net leverage ratio is calculated by dividing net funded debt by EBITDA(as defined in the 2018
180、 Revolving Credit Facility)of Nabors and its subsidiaries for the latest four consecutive fiscal quarters for which financial statements are required to have been delivered pursuant to the 2018 Revolving Credit Facility.The asset to debt coverage ratio is calculated by dividing(x)drilling-related fi
181、xed assets wholly owned by certain of Nabors subsidiaries that are guaranteeing the 2018 Revolving Credit Facility(the 2018 Revolver Guarantors)or wholly owned subsidiaries of the 2018 Revolver Guarantors by(y)the commitments under the 2018 Revolving Credit Facility and certain other indebtedness up
182、 to$100 million.The asset to debt coverage ratio applies only during the period which Nabors Delaware fails to maintain an investment grade rating from at least two rating agencies,which was the case as of the date of this report.The net funded debt to capital ratio,the net leverage ratio and the as
183、set to debt coverage ratio are not measures of operating performance or liquidity defined by U.S.GAAP and may not be comparable to similarly titled measures presented by other companies.The net funded debt to capital ratio is a method for calculating the amount of leverage a company has in relation
184、to its capital.As of December 31,2019,our consolidated total outstanding indebtedness was$3.3 billion.We also have various financial commitments,such as leases,contracts and purchase commitments.Our ability to service our debt and other financial obligations depends in large part upon the level of c
185、ash flows generated by our operating subsidiaries operations,our ability to monetize and/or divest non-core assets,availability under our unsecured revolving credit facilities and our ability to access the capital markets and/or other sources of financing.If we cannot repay or refinance our debt as
186、it becomes due,we may be forced to sell assets or reduce funding in the future for working capital,capital expenditures and general corporate purposes,any of which could negatively impact our stock price or financial condition.Our ability to access capital markets could be limited.From time to time,
187、we may need to access capital markets to obtain long-term and short-term financing.However,our ability to access capital markets could be limited or adversely affected by,among other things,oil and gas prices,our existing capital structure,our credit ratings,interest rates and the health or market p
188、erceptions of the drilling and overall oil and gas industry and the global economy.In addition,many of the factors that affect our ability to access capital markets,such as the liquidity of the overall capital markets and the state of the economy and oil and gas industry,are outside of our control.N
189、o assurance can be given that we will be able to access capital markets on terms acceptable to us when required to do so,which could adversely affect our business,liquidity and results of operations.A downgrade in our credit rating could negatively impact our cost of and ability to access capital ma
190、rkets or other financing sources.Our ability to access capital markets or to otherwise obtain sufficient financing may be affected by our senior unsecured debt ratings as provided by the major U.S.credit rating agencies.Factors that may impact our credit ratings include debt levels,asset purchases o
191、r sales,as well as near-term and long-term growth opportunities and industry conditions.Liquidity,asset quality,cost structure,market diversity,and commodity pricing levels and others also are considered by the rating agencies.Our senior unsecured debt has a non-investment grade rating.Further ratin
192、gs downgrades may impact our cost of capital and ability to access capital markets or other financing sources,any of which could adversely affect our financial condition,results of operations and cash flows.Changes in the method of determining London Interbank Offered Rate(LIBOR),or the replacement
193、of LIBOR with an alternative reference rate,may adversely affect interest expense related to outstanding debt.Amounts drawn under the 2012 Revolving Credit Facility and the 2018 Revolving Credit Facility bear interest rates in relation to LIBOR.On July 27,2017,the Financial Conduct Authority(“FCA”)i
194、n the United Kingdom announced that it would phase out LIBOR as a benchmark by the end of 2021.It is unclear whether new methods of calculating LIBOR will be established such that it continues to exist after 2021.The U.S.Federal Reserve is considering replacing U.S.dollar LIBOR with a newly created
195、index called the Broad Treasury Financing Rate,calculated with a broad set of short-term repurchase agreements backed by treasury securities.If LIBOR ceases to exist and a generally accepted market replacement is not available,we may need to renegotiate the 2012 Revolving Credit Facility or the 2018
196、 15 Revolving Credit Facility and may not able to do so with terms that are favorable to us.The overall financial markets may be disrupted as a result of the phase-out or replacement of LIBOR.Disruption in the financial market or the inability to renegotiate the 2012 Revolving Credit Facility or the
197、 2018 Revolving Credit Facility with favorable terms could have a material adverse effect on our financial condition,results of operations and cash flows.We may be subject to changes in tax laws and have additional tax liabilities.We operate through various subsidiaries in numerous countries through
198、out the world.Consequently,we are subject to changes in tax laws,treaties or regulations or the interpretation or enforcement thereof in the United States or jurisdictions in which we or any of our subsidiaries operate or are organized.The Tax Cuts and Jobs Act of 2017(“Tax Reform Act”)(H.R.1),adopt
199、ed sweeping changes to the U.S.Internal Revenue Code which also could have a material adverse effect on our financial condition and results of operations.In addition to lowering the U.S.corporate income tax rate and numerous other changes,the new law imposes more stringent limitations on the deducti
200、bility of interest expense,the deductibility of net operating losses and imposes a type of minimum tax designed to reduce the benefits derived from intercompany transactions and payments that result in base erosion.Tax laws,treaties and regulations are highly complex and subject to interpretation.Ou
201、r income tax expense is based upon our interpretation of the tax laws in effect in various countries at the time that the expense was incurred.Although the Tax Reform Act has not had a material impact on our financial statements to date,if these tax laws,treaties or regulations change or any tax aut
202、hority successfully challenges our assessment of the effects of such laws,treaties and regulations in any country,including our operational structure,intercompany pricing policies or the taxable presence of our subsidiaries in certain countries,this could have a material adverse effect on us,resulti
203、ng in a higher effective tax rate on our consolidated earnings or a reclassification of the tax impact of our significant corporate restructuring transactions.The Companys ability to use its net operating loss carryforwards,and possibly other tax attributes,to offset future taxable income for U.S.fe
204、deral income tax purposes may be significantly limited due to various circumstances,including future transactions involving the sale or issuance of Company equity securities,or if taxable income does not reach sufficient levels.As of December 31,2019,the Company reported consolidated federal net ope
205、rating loss(“NOL”)carryforwards of approximately$418.3 million and certain other favorable federal income tax attributes.The Companys ability to use its NOL carryforwards and certain other attributes may be limited if it experiences an“ownership change”as defined in Section 382(“Section 382”)of the
206、Internal Revenue Code of 1986,as amended(the“Code”).An ownership change generally occurs if there is a more than 50 percentage point increase in the aggregate equity ownership of the Company by one or more“5 percent shareholders”(as that term is defined for purposes of Sections 382 and 383 of the Co
207、de)in any testing period,which is generally the three-year period preceding any potential ownership change,measured against their lowest percentage ownership at any time during such period.There is no assurance that the Company will not experience an ownership change under Section 382 as a result of
208、 future actions that may significantly limit or possibly eliminate its ability to use its NOL carryforwards and potentially certain other tax attributes.Potential future transactions involving the sale,issuance,redemption or other disposition of common or preferred shares,the exercise of conversion
209、or exchange options under the terms of any convertible or exchangeable debt,the repurchase of any such debt with Company shares,in each case,by a person owning,or treated as owning,5%or more of the Companys shares,or a combination of such transactions,may cause or increase the possibility that the C
210、ompany will experience an ownership change under Section 382.Under Section 382,an ownership change would subject the Company to an annual limitation that applies to the amount of pre-ownership change NOLs(and possibly certain other tax attributes)that may be used to offset post-ownership change taxa
211、ble income.If a Section 382 limitation applies,the limitation could cause the Companys U.S.federal income taxes to be greater,or to be paid earlier,than they otherwise would be,and could cause all or a portion of the Companys NOL carryforwards to expire unused.Similar rules and limitations may apply
212、 for state income tax purposes.The Companys ability to use its NOL carryforwards will also depend on the amount of taxable income it generates in future periods.The Companys NOL carryforwards may expire before it can generate sufficient taxable income to use them in full.16 Changes to or noncomplian
213、ce with laws and regulations or exposure to environmental liabilities could adversely affect our results of operations.Drilling of oil and natural gas wells is subject to various laws and regulations in the jurisdictions where we operate,including comprehensive and frequently changing laws and regul
214、ations relating to the protection of human health and the environment,including those regulating the transport,storage,use,treatment,storage,disposal and remediation of,and exposure to,solid and hazardous wastes and materials.In addition,the Outer Continental Shelf Lands Act provides the federal gov
215、ernment with broad discretion in regulating the leasing of offshore oil and gas production sites.Our costs to comply with these laws and regulations may be substantial.Violation of environmental laws or regulations could lead to the imposition of administrative,civil or criminal penalties,capital ex
216、penditures,delays in the permitting or performance of projects,and in some cases injunctive relief.Violations may also result in liabilities for personal injuries,property and natural resource damage and other costs and claims.We are not always successful in allocating all risks of these environment
217、al liabilities to customers,and it is possible that customers who assume the risks will be financially unable to bear any resulting costs.In addition,U.S.federal laws and the laws of other jurisdictions regulate the prevention of oil spills and the release of hazardous substances,and may impose liab
218、ility for removal costs and natural resource,real or personal property and certain economic damages arising from any spills.Some of these laws may impose strict and/or joint and several liability for clean-up costs and damages without regard to the conduct of the parties.As an owner and operator of
219、onshore and offshore rigs and other equipment,we may be deemed to be a responsible party under federal law.In addition,we are subject to various laws governing the containment and disposal of hazardous substances,oilfield waste and other waste materials and the use of underground storage tanks.The e
220、xpansion of the scope of laws or regulations protecting the environment has accelerated in recent years,particularly outside the United States,and we expect this trend to continue.For example,the U.S.Environmental Protection Agency(EPA)has promulgated final rules requiring the reporting of greenhous
221、e gas emissions applicable to certain offshore oil and natural gas production and onshore oil and natural gas production,processing,transmission,storage and distribution facilities.In June 2016,the EPA published final standards to reduce methane emissions for certain new,modified,or reconstructed fa
222、cilities in the oil and gas industry but,in June 2017,the EPA published a proposed rule that would stay certain portions of the June 2016 standards for two years and reconsider the entirety of the June 2016 standards.The requirements of the June 2016 standards currently remain in effect,pending the
223、EPA taking final action on its proposed two-year stay,which will likely be promptly challenged.In October 2018,the EPA issued a proposed rule that would reconsider limits on methane emissions set by the June 2016 standards and reduce inspection and repair requirements.Changes in environmental laws a
224、nd regulations may also negatively impact the operations of oil and natural gas exploration and production companies,which in turn could have an adverse effect on us.For example,drilling,fluids,produced water and most of the other wastes associated with the exploration,development and production of
225、oil or gas,if properly handled,are currently exempt from regulation as hazardous waste under the Resource Conservation and Recovery Act(RCRA)and instead,are regulated under RCRAs less stringent non-hazardous waste provisions.However,following the filing of a lawsuit in the U.S.District Court for the
226、 District of Columbia in May 2016 by several non-governmental environmental groups against the EPA for the agencys failure to timely assess its RCRA Subtitle D criteria regulations for oil and gas wastes,the EPA and the environmental groups entered into an agreement that was finalized in a Consent D
227、ecree issued by the District Court on December 28,2016.Under the Consent Decree,the EPA is required to propose no later than March 15,2019,a rulemaking for revision of certain Subtitle D criteria regulations pertaining to oil and gas wastes or sign a determination that revision of the regulations is
228、 not necessary.If the EPA proposes a rulemaking for revised oil and gas waste regulations,the Consent Decree requires that the EPA take final action following notice and comment rulemaking no later than July 15,2021.Any reclassification of such wastes as RCRA hazardous wastes could result in more st
229、ringent and costly handling,disposal and clean-up requirements.Legislators and regulators in the United States and other jurisdictions where we operate also focus increasingly on restricting the emission of carbon dioxide,methane and other greenhouse gases that may contribute to warming of the Earth
230、s atmosphere,and other climate changes.The U.S.Congress has considered,but not adopted,legislation designed to reduce emission of greenhouse gases,and some states in which we operate have passed legislation or adopted initiatives,such as the Regional Greenhouse Gas Initiative in the Northeastern Uni
231、ted States,which establishes greenhouse gas inventories and/or cap-and-trade programs.Some international initiatives have been or may be adopted,which could result in increased costs of operations in covered jurisdictions.In December 2015,the United Nations 17 Framework Convention on Climate Change
232、in Paris,France finalized an agreement,referred to as the“Paris Agreement,requiring member countries to review and represent a progression in their intended nationally determined contributions,which set greenhouse gas emission reduction goals every five years beginning in 2020,including pledges to v
233、oluntarily limit or make future greenhouse gas emissions.The United States signed the Paris Agreement in 2016 but formally withdrew in August 2017.The withdrawal will take effect in November 2020.Several U.S.states formed the United States Climate Alliance to advance the objectives of the Paris Agre
234、ement at the state level despite the federal withdrawal.In addition,the EPA has published findings that emissions of greenhouse gases present an endangerment to public health and the environment,which could lead to further regulation of greenhouse gas emissions under the Clean Air Act.The EPA has al
235、ready issued rules requiring monitoring and reporting of greenhouse gas emissions from the oil and natural gas sector,including onshore and offshore production activities.Although in November 2016,the Bureau of Land Management(BLM)issued a rule requiring reductions in methane emissions from venting,
236、flaring,and leaking activities on public lands,the BLM rescinded the rule in September 2018.Several states have sued the BLM seeking to restore the November 2016 rule,and other states may regulate methane emissions by state law.Future or more stringent federal or state regulation could dramatically
237、increase operating costs for oil and natural gas companies,curtail production and demand for oil and natural gas in areas of the world where our customers operate,and reduce the market for our services by making wells and/or oilfields uneconomical to operate,which may in turn adversely affect result
238、s of operations.We rely on third-party suppliers,manufacturers and service providers to secure equipment,components and parts used in rig operations,conversions,upgrades and construction.Our reliance on third-party suppliers,manufacturers and service providers to provide equipment and services expos
239、es us to volatility in the quality,price and availability of such items.Certain components,parts and equipment that we use in our operations may be available only from a small number of suppliers,manufacturers or service providers.The failure of one or more third-party suppliers,manufacturers or ser
240、vice providers to provide equipment,components,parts or services,whether due to capacity constraints,production or delivery disruptions,price increases,quality control issues,recalls or other decreased availability of parts and equipment,is beyond our control and could materially disrupt our operati
241、ons or result in the delay,renegotiation or cancellation of drilling contracts,thereby causing a loss of contract drilling backlog and/or revenue to us,as well as an increase in operating costs.Additionally,our suppliers,manufacturers,and service providers could be negatively impacted by changes in
242、industry conditions or global economic conditions.If certain of our suppliers,manufacturers or service providers were to curtail or discontinue their business as a result of such conditions,it could result in a reduction or interruption in supplies or equipment available to us and/or a significant i
243、ncrease in the price of such supplies and equipment,which could adversely impact our business,financial condition and results of operations.Any violation of the Foreign Corrupt Practices Act or any other similar anti-corruption laws could have a negative impact on us.A significant portion of our rev
244、enue is derived from operations outside the United States,which exposes us to complex foreign and U.S.regulations inherent in doing cross-border business and in each of the countries in which we transact business.We are subject to compliance with the United States Foreign Corrupt Practices Act(FCPA)
245、and other similar anti-corruption laws,which generally prohibit companies and their intermediaries from making improper payments to foreign government officials for the purpose of obtaining or retaining business.The SEC and U.S.Department of Justice have continued to focus on enforcement activities
246、with respect to the FCPA.While our employees and agents are required to comply with applicable anti-corruption laws,and we have adopted policies and procedures and related training programs meant to ensure compliance,we cannot be sure that our internal policies,procedures and programs will always pr
247、otect us from violations of these laws.Violations of these laws may result in severe criminal and civil sanctions as well as other penalties.The occurrence or allegation of these types of risks may adversely affect our business,financial condition and results of operations.18 Provisions in our organ
248、izational documents may be insufficient to thwart a coercive hostile takeover attempt;conversely,these provisions and those in our outstanding debt and Saudi joint venture documents may deter a change of control transaction and decrease the likelihood of a shareholder receiving a change of control p
249、remium.Companies generally seek to prevent coercive takeovers by parties unwilling to pay fair value for the enterprise they acquire.Provisions in our organizational documents that are meant to help us avoid a coercive takeover include:Authorizing the Board to issue a significant number of common sh
250、ares and up to 25,000,000 preferred shares,as well as to determine the price,rights(including voting rights),conversion ratios,preferences and privileges of the preferred shares,in each case without any vote or action by the holders of our common shares;Limiting the ability of our shareholders to ca
251、ll or bring business before special meetings;Prohibiting our shareholders from taking action by written consent in lieu of a meeting unless the consent is signed by all the shareholders then entitled to vote;Requiring advance notice of shareholder proposals for business to be conducted at general me
252、etings and for nomination of candidates for election to our Board;and Reserving to our Board the ability to determine the number of directors comprising the full Board and to fill vacancies or newly created seats on the Board.Certain actions taken by us could make it easier for another party to acqu
253、ire control of the Company.For instance,in June 2012 we adopted an amendment to our bye-laws to declassify the Board,we did not renew our shareholder rights plan when it expired in July 2016,and in 2017 we amended our policy regarding nomination and proxy access for director candidates recommended b
254、y shareholders.Conversely,the provisions designed to prevent hostile takeovers,or protect holders of our debt instruments and our joint venture partner,may deter transactions in which shareholders would receive a change of control premium.For example,certain change of control transactions could acce
255、lerate the principal amounts outstanding,and require premiums payments,under our debt instruments,or trigger a call option to purchase our interest in SANAD,our joint venture with Saudi Aramco.Legal proceedings and governmental investigations could affect our financial condition and results of opera
256、tions.We are subject to legal proceedings and governmental investigations from time to time that include employment,tort,intellectual property and other claims,and purported class action and shareholder derivative actions,including claims related to our acquisition of Tesco.We are also subject to co
257、mplaints and allegations from former,current or prospective employees from time to time,alleging violations of employment-related laws or other whistle blower-related matters.Lawsuits or claims could result in decisions against us that could have an adverse effect on our financial condition or resul
258、ts of operations.See Item 3Legal Proceedings for a discussion of certain existing legal proceedings.Our business is subject to cybersecurity risks.Our operations are increasingly dependent on information technologies and services.Threats to information technology systems associated with cybersecurit
259、y risks and cyber incidents or attacks continue to grow,and include,among other things,storms and natural disasters,terrorist attacks,utility outages,theft,viruses,phishing,malware,design defects,human error,and complications encountered as existing systems are maintained,repaired,replaced,or upgrad
260、ed.Risks associated with these threats include,among other things:theft or misappropriation of funds;loss,corruption,or misappropriation of intellectual property,or other proprietary,confidential or personally identifiable information(including customer,supplier,or employee data);disruption or impai
261、rment of our and our customers business operations and safety procedures;19 damage to our reputation with our customers and the market;exposure to litigation;loss or damage to our worksite data delivery systems;and increased costs to prevent,respond to or mitigate cybersecurity events.Although we ut
262、ilize various procedures and controls to mitigate our exposure to such risk,cybersecurity attacks and other cyber events are evolving and unpredictable.Moreover,we have no control over the information technology systems of our customers,suppliers,and others with which our systems may connect and com
263、municate.As a result,the occurrence of a cyber incident could go unnoticed for a period time.We do not presently maintain insurance coverage to protect against cybersecurity risks.If we procure such coverage in the future,we cannot ensure that it will be sufficient to cover any particular losses we
264、may experience as a result of such cyberattacks.Any cyber incident could have a material adverse effect on our business,financial condition and results of operations.Changes to United States tax,tariff and import/export regulations may have a negative effect on global economic conditions,financial m
265、arkets and our business.There have been ongoing discussions and commentary regarding potential significant changes to the United States trade policies,treaties,tariffs and taxes,including trade policies and tariffs regarding China.In 2018,the Office of the U.S.Trade Representative(the“USTR”)enacted
266、tariffs on imports into the U.S.from China.In September 2018,the USTR enacted another tariff on the import of other Chinese products with an additional combined import value of approximately$200 billion.The tariff became effective on September 24,2018,with an initial rate of 10%,with the potential f
267、or significant increases if the U.S.and China do not reach a new trade deal in the near term.There is significant uncertainty about the future relationship between the United States and other countries with respect to the trade policies,treaties,taxes,government regulations and tariffs that would be
268、 applicable.It is unclear what changes might be considered or implemented and what response to any such changes may be by the governments of other countries.Significant tariffs or other restrictions placed on Chinese imports and any related counter-measures that are taken by China could have an adve
269、rse effect on our financial condition or results of operations.Even in the absence of further tariffs,the related uncertainty and the markets fear of an escalating trade war might create forecasting difficulties for us and cause our customers and business partners to place fewer orders for our produ
270、cts and services,which could have a material adverse effect on our business,liquidity,financial condition,and/or results of operations.These developments,or the perception that any of them could occur,may have a material adverse effect on global economic conditions and the stability of global financ
271、ial markets,and may significantly reduce global trade and,in particular,trade between these nations and the United States.Any of these factors could depress economic activity and restrict our access to suppliers or customers and have a material adverse effect on our business,financial condition and
272、results of operations and affect our strategy around the world.Given the relatively fluid regulatory environment in China and the United States and relative uncertainty with respect to tariffs,international trade agreements and policies,a trade war,further governmental action related to tariffs or i
273、nternational trade policies,or additional tax or other regulatory changes in the future could directly and adversely impact our financial results and results of operations.Failure to realize the anticipated benefits of acquisitions,divestitures,investments,joint ventures and other strategic transact
274、ions may adversely affect our business,results of operations and financial position.We undertake from time to time acquisitions,divestitures,investments,joint ventures,alliances and other strategic transactions that we expect to further our business objectives.For example,in October 2016,we announce
275、d an agreement to form a new joint venture in the Kingdom of Saudi Arabia,which commenced operations in December,2017.The success of the Saudi joint venture depends,to a large degree,on the satisfactory performance of our joint venture partners obligations,including contributions of capital,drilling
276、 units and related equipment,and our ability to maintain an effective,working relationship with our joint venture partner.We also completed the acquisition of Tesco in December 2017.We are still attempting to obtain certain regulatory approvals related to the Tesco acquisition,and may not be able to
277、 do so in certain jurisdictions.20 The anticipated benefits of the Saudi joint venture,the Tesco acquisition,and other strategic transactions may not be fully realized,or may be realized more slowly than expected,and may result in operational and financial consequences,including,but not limited to,t
278、he loss of key customers,suppliers or employees,or the disposition of certain assets or operations,which may have an adverse effect on our business,financial condition and results of operations.The loss of key executives or inability to attract and retain experienced technical personnel could reduce
279、 our competitiveness and harm prospects for future success.The successful execution of our business strategies depends,in part,on the continued service of certain key executive officers and employees.We have employment agreements with some of our key personnel within the company,but no assurance can
280、 be given that any employee will remain with us,whether or not they have entered into an employment agreement.We do not carry key man insurance.In addition,our operations depend,in part,on our ability to attract and retain experienced technical professionals.Competition for such professionals is int
281、ense.The loss of key executive officers and/or our inability to retain or attract experienced technical personnel,could reduce our competitiveness and harm prospects for future success,which may adversely affect our business,financial condition and results of operations.Significant issuances of comm
282、on shares or exercises of stock options could adversely affect the market price of our common shares.As of February 19,2020,we had 800,000,000 authorized common shares,of which 419,928,615 shares were outstanding and entitled to vote,including 52,800,203 million held by our subsidiaries.In addition,
283、6,631,194 common shares were reserved for issuance pursuant to stock option and employee benefit plans,31,997,773 common shares were reserved for issuance upon exchange of outstanding Exchangeable Notes,and 37,096,700 common shares were reserved for issuance upon conversion of outstanding mandatory
284、convertible preferred shares.The sale,or availability for sale,of substantial amounts of our common shares in the public market,whether directly by us or resulting from the exercise of options(and,where applicable,sales pursuant to Rule 144 under the Securities Act)or the exchange of Exchangeable No
285、tes or the conversion of mandatory convertible preferred shares for common shares,would be dilutive to existing shareholders,could adversely affect the prevailing market price of our common shares and could impair our ability to raise additional capital through the sale of equity securities.Our comm
286、on share price has been and may continue to be volatile.The trading price of our common shares has fluctuated in the past and is subject to significant fluctuations in response to the following factors,some of which are beyond our control:variations in quarterly operating results;deviations in our e
287、arnings from publicly disclosed forward-looking guidance;variability in our revenues;our announcements of significant contracts,acquisitions,strategic partnerships or joint ventures;general conditions in and market perceptions of the oil and gas industry;uncertainty about current global economic con
288、ditions;fluctuations in stock market price and volume;and other general economic conditions.The trading market for our common stock is influenced by the research and reports that industry or securities analysts may publish about us,our business,our markets or our competitors.We do not have any contr
289、ol over these analysts and we cannot provide any assurance that analysts will cover us or provide favorable coverage.If any of the analysts who may cover us adversely change their recommendation regarding our stock,or provide more favorable 21 relative recommendations about our competitors,our stock
290、 price could materially decline.If any analyst who may cover us were to cease coverage of our Company or fail to regularly publish reports on us,we could lose visibility in the financial markets,which in turn could cause our stock price or trading volume to materially decline.During 2019,our stock p
291、rice on the NYSE ranged from a high of$4.08 per common share to a low of$1.50 per common share.In recent years,the stock market in general has experienced extreme price and volume fluctuations that have affected the market price for many companies in industries similar to ours.Some of these fluctuat
292、ions have been unrelated to the operating performance of the affected companies.These market fluctuations may decrease the market price of our common shares in the future.As a holding company,we depend on our operating subsidiaries and investments to meet our financial obligations.We are a holding c
293、ompany with no significant assets other than the stock of our subsidiaries.In order to meet our financial needs and obligations,we rely exclusively on repayments of interest and principal on intercompany loans that we have made to operating subsidiaries and income from dividends and other cash flow
294、from such subsidiaries.There can be no assurance that such operating subsidiaries will generate sufficient net income to pay dividends or sufficient cash flow to make payments of interest and principal to Nabors in respect of intercompany loans.In addition,from time to time,such operating subsidiari
295、es may enter into financing arrangements that contractually restrict or prohibit these types of upstream payments to Nabors.Nabors debt instruments do not contain covenants prohibiting any such contractual restrictions.There may also be adverse tax consequences associated with such operating subsidi
296、aries paying dividends.Finally,the ability of our subsidiaries to make distributions to us,may be restricted by the laws of the applicable subsidiaries jurisdictions of organization and other laws and regulations.If subsidiaries are unable to distribute or otherwise make payments to us,we may not be
297、 able to pay interest or principal on obligations when due,and we cannot assure you that we will be able to obtain the necessary funds from other sources.ITEM 1B.UNRESOLVED STAFF COMMENTS Not applicable.ITEM 2.PROPERTIES Nabors principal executive offices are located in Hamilton,Bermuda.We own or le
298、ase executive and administrative office space in Houston,Texas;Anchorage,Alaska;Calgary,Canada;Dubai in the United Arab Emirates;Bogota,Colombia;Dhahran,Saudi Arabia;and Sandnes,Norway.Our principal physical properties are rigs which are more fully described in Part I,Item 1.Business.Many of the int
299、ernational drilling rigs and some of the Alaska rigs in our fleet are supported by mobile camps which house the drilling crews and a significant inventory of spare parts and supplies.In addition,we own various trucks,forklifts,cranes,earth-moving and other construction and transportation equipment,w
300、hich are used to support our operations.We also own or lease a number of facilities and storage yards used in support of operations in each of our geographic markets.We own certain mineral interests in connection with our investment in development and production of natural gas,oil and natural gas li
301、quids in the United States.ITEM 3.LEGAL PROCEEDINGS Nabors and its subsidiaries are defendants or otherwise involved in a number of lawsuits in the ordinary course of business.We estimate the range of our liability related to pending litigation when we believe the amount and range of loss can be est
302、imated.We record our best estimate of a loss when the loss is considered probable.When a liability is probable and there is a range of estimated loss with no best estimate in the range,we record the minimum estimated liability related to the lawsuits or claims.As additional information becomes avail
303、able,we assess the potential liability related to our pending litigation and claims and revise our estimates.Due to uncertainties related to the resolution of lawsuits and claims,the ultimate outcome may differ from our estimates.For matters where an unfavorable outcome is reasonably possible and si
304、gnificant,we disclose the nature of the matter and a range of potential exposure,unless an estimate cannot be made at the time of disclosure.In the opinion of management and based on liability accruals provided,our ultimate exposure with respect to these pending lawsuits and claims is not expected t
305、o have a material 22 adverse effect on our consolidated financial position or cash flows,although they could have a material adverse effect on our results of operations for a particular reporting period.See Note 15 Commitments and Contingencies in Part II,Item 8.Financial Statements and Supplementar
306、y Data for a description of such proceedings.ITEM 4.MINE SAFETY DISCLOSURES Not applicable.PART II ITEM 5.MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANTS COMMON EQUITY,RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information.Our common shares,par value$0.001 per shar
307、e,are publicly traded on the New York Stock Exchange(the“NYSE”)under the symbol“NBR”.On February 19,2020,the closing price of our common shares as reported on the NYSE was$2.27.Holders.At February 19,2020,there were approximately 1,874 shareholders of record of our common shares.Dividends.On Februar
308、y 20,2020,our Board declared cash dividends of(i)$0.01 per outstanding Common Share,par value$0.001 per share,which will be paid on April 2,2020,to holders of record at the close of business on March 12,2020,and(ii)$0.75 per outstanding share of our 6.00%Mandatory Convertible Preferred Shares,Series
309、 A,par value$0.001 per share,which will be paid on May 1,2020,to holders of record at the close of business on April 15,2020.The declaration and payment of future dividends will be at the discretion of the Board and will depend,among other things,on future earnings,general financial condition and li
310、quidity,success in business activities,capital requirements and general business conditions in addition to legal requirements.See Part I,Item 1A.Risk FactorsAs a holding company,we depend on our operating subsidiaries to meet our financial obligations.Issuer Purchases of Equity Securities.The follow
311、ing table provides information relating to our repurchase of common shares during the three months ended December 31,2019: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
312、Under the (In thousands,except per share amounts)Repurchased Share(1)Program Program(2)October 1-October 31 23$1.62 280,645 November 1-November 30 8$2.05 280,645 December 1-December 31 26$2.07 280,645 (1)Shares were withheld from employees and directors to satisfy certain tax withholding obligations
313、 due in connection with grants of shares under our 2013 Stock Plan and 2016 Stock Plan.Each of the 2016 Stock Plan,the 2013 Stock Plan,the 2003 Employee Stock Plan and the 1999 Stock Option Plan for Non-Employee Directors provide for the withholding of shares to satisfy tax obligations,but do not sp
314、ecify a maximum number 23 of shares that can be withheld for this purpose.These shares were not purchased as part of a publicly announced program to purchase common shares.(2)In August 2015,our Board authorized a share repurchase program under which we may repurchase up to$400.0 million of our commo
315、n shares in the open market or in privately negotiated transactions.The program was renewed by the Board in February 2019.Through December 31,2019,we repurchased 14.0 million of our common shares for an aggregate purchase price of approximately$119.4 million under this program.As of December 31,2019
316、,we had approximately$280.6 million that remained authorized under the program that may be used to repurchase shares.The repurchased shares are held by our subsidiaries and are registered and tradable subject to applicable securities law limitations and have the same voting,dividend and other rights
317、 as other outstanding shares.As of December 31,2019,our subsidiaries held 52.8 million of our common shares.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
318、thousands,except per share amounts)Repurchased Share Program Program(1)October 1-October 31$9,921 November 1-November 30$9,921 December 1-December 31 133$20.63 7,100 (1)In May 2019,our Board of Directors authorized a share repurchase program under which we may repurchase,from time to time,up to$10.0
319、 million of our mandatory convertible preferred shares in the open market or in privately negotiated transactions.Through December 31,2019,we repurchased 136,772 mandatory convertible preferred shares for an aggregate purchase price of approximately$2.9 million Performance Graph The following graph
320、illustrates comparisons of five-year cumulative total returns among Nabors,the S&P 500 Index,S&P SmallCap 600 Index,Russell 3000 Index and Dow Jones Oil Equipment and Services Index.We present all of these indices.Total return assumes$100 invested on December 31,2014 in shares of Nabors and in the 2
321、4 aforementioned indices noted above assuming reinvestment of dividends at the end of each calendar year,presented in the table below.2014 2015 2016 2017 2018 2019 Nabors Industries Ltd.100 67 132 57 17 25 S&P 500 Index 100 101 114 138 132 174 S&P SmallCap 600 Index 100 98 124 140 129 158 Russell 30
322、00 Index 100 100 113 137 130 170 Dow Jones Oil Equipment and Services Index 100 78 99 82 47 51 The foregoing graph is based on historical data and is not necessarily indicative of future performance.This graph shall not be deemed to be“soliciting material”or“filed”with the SEC or subject to Regulati
323、ons 14A or 14C under the Exchange Act or to the liabilities of Section 18 under the Exchange Act.Related Shareholder Matters Bermuda has exchange controls which apply to residents in respect of the Bermuda dollar.As an exempted company,Nabors is designated as non-resident for Bermuda exchange contro
324、l purposes by the Bermuda Monetary Authority.Pursuant to our non-resident status,there are no Bermuda restrictions on our ability to transfer funds(other than funds denominated in Bermuda dollars)in and out of Bermuda or to pay dividends to non-residents who are holders of our common shares in all o
325、ther currencies,including currency of the United States.There is no reciprocal tax treaty between Bermuda and the United States.Under current Bermuda law,there is no Bermuda withholding tax on dividends or other distributions,nor any Bermuda tax computed on profit or income payable by Nabors or its
326、operations.Furthermore,no Bermuda tax is levied on the sale or transfer(including by gift and/or on the death of the shareholder)of Nabors common shares(other than by shareholders resident in Bermuda).25 Nabors has received an undertaking from the Minister of Finance in Bermuda that,in the event of
327、any taxes being imposed,Nabors will be exempt from taxation in Bermuda until March 31,2035.ITEM 6.SELECTED FINANCIAL DATA The following table summarizes selected financial information and should be read in conjunction with Part II,Item 7.Managements Discussion and Analysis of Financial Condition and
328、 Results of Operations and our consolidated financial statements and related notes thereto included under Part II,Item 8.Financial Statements and Supplementary Data.Year Ended December 31,2019 2018 2017 2016 2015 Operating Data(1)(2)(In thousands,except per share amounts and ratio data)Operating rev
329、enues$3,043,383$3,057,619$2,564,285$2,227,839$3,864,437 Income(loss)from continuing operations,net of tax (680,498)(598,063)(497,114)(1,011,244)(329,497)Income(loss)from discontinued operations,net of tax (12)(14,663)(43,519)(18,363)(42,797)Net income(loss)(680,510)(612,726)(540,633)(1,029,607)(372,
330、294)Less:Net(income)loss attributable to noncontrolling interest (22,375)(28,222)(6,178)(135)(381)Net income(loss)attributable to Nabors (702,885)(640,948)(546,811)(1,029,742)(372,675)Less:Preferred stock dividend (17,244)(12,305)Net income(loss)attributable to Nabors common shareholders (720,129)(6
331、53,253)(546,811)(1,029,742)(372,675)Earnings(losses)per share:Basic from continuing operations$(2.11)$(1.95)$(1.75)$(3.58)$(1.14)Basic from discontinued operations (0.04)(0.15)(0.06)(0.15)Total Basic$(2.11)$(1.99)$(1.90)$(3.64)$(1.29)Diluted from continuing operations$(2.11)$(1.95)$(1.75)$(3.58)$(1.
332、14)Diluted from discontinued operations (0.04)(0.15)(0.06)(0.15)Total Diluted$(2.11)$(1.99)$(1.90)$(3.64)$(1.29)Weighted-average number of common shares outstanding:Basic 351,617 334,397 280,653 276,475 282,982 Diluted 351,617 334,397 280,653 276,475 282,982 Capital expenditures and acquisitions of
333、businesses(3)$423,967$478,435$769,848$414,379$925,544 As of December 31,2019 2018 2017 2016 2015 Balance Sheet Data(1)(2)(In thousands,except ratio data)Cash,cash equivalents and short-term investments$452,496$481,802$365,366$295,202$274,589 Working capital 592,118 761,486 527,860 333,905 469,398 Property,plant and equipment,net 4,930,549 5,467,870 6,109,565 6,267,583 7,027,802 Total assets 6,760,