NABORS INDUSTRIES LTD. (NYSE:NBR) Files An 8-K Results of Operations and Financial ConditionItem 2.02 Results of Operations and Financial Condition.
On August2, 2017, Nabors Industries Ltd. (“Nabors” or the “Company”) issued a press release announcing its results of operations for the three-month period ended June30, 2017. A copy of that release is furnished herewith as Exhibit99.1 and is incorporated herein by reference.
The press release includes forward-looking statements within the meaning of the Securities Act of 1933, as amended (the “Securities Act”) and the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such forward-looking statements are subject to risks and uncertainties, as disclosed from time to time in the Company’s filings with the Securities and Exchange Commission. As a result of these factors, the Company’s actual results may differ materially from those indicated or implied by such forward-looking statements.
Nabors also presented in the press release certain “non-GAAP” financial measures. Nabors presented its adjusted EBITDA, adjusted operating income (loss), and net debt for all periods presented in the release. The components of these non-GAAP measures are computed by using amounts that are determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Adjusted EBITDA is computed by subtracting the sum of direct costs, general and administrative expenses, and research and engineering expenses from the sum of operating revenues. Adjusted operating income (loss) is computed similarly, but also subtracts depreciation and amortization expenses from the sum of operating revenues. Net debt is calculated as total debt minus the sum of cash and cash equivalents and short-term investments. As part of the press release information, Nabors has provided a reconciliation of adjusted EBITDA and adjusted operating income (loss) to income (loss) from continuing operations before income taxes and net debt to total debt, which are the most closely comparable GAAP financial measures.
The Company included its adjusted EBITDA and adjusted operating income (loss) in the release because management evaluates the performance of the Company’s operating segments and consolidated results based on several criteria, including these non-GAAP measures, because it believes that these financial measures accurately reflect the Company’s ongoing profitability and performance. In addition, Nabors included net debt in the release because management uses net debt as a measure of the Company’s liquidity. There are, however, certain limitations to these measures and therefore they should be considered in addition to and not as an alternative to the Company’s results in accordance with GAAP.
The information in this Item 2.02, including Exhibit99.1, shall not be deemed “filed” for purposes of Section18 of the Exchange Act, or otherwise subject to liabilities of that Sectionor Sections 11 and 12(a)(2)of the Securities Act.
Item 7.01 Regulation FD Disclosure.
On August3, 2017, Nabors will present certain information in connection with its call with shareholders, analysts and others relating to the Company’s results of operations discussed above. Attached hereto as Exhibit99.2 are slides that will be presented at that time.
The information included in this Current Report on Form8-K under Item 7.01, including Exhibit99.2, is being furnished and shall not be deemed “filed” for purposes of Section18 of the Exchange Act, or otherwise subject to the liabilities of that Sectionor Sections 11 and 12(a)(2)of the Securities Act.
