Nabors Industries - Earnings Call - Q3 2025

Executive Summary

• Q3 2025 delivered mixed operational results: operating revenues fell to $818,190 (USD thousands) vs. $832,788 in Q2, and adjusted EBITDA declined to $236,308 (USD thousands) vs. $248,459, while GAAP diluted EPS surged to $16.85 on a one-time, after-tax gain from the Quail Tools sale ($314 million; $20.52 per diluted share).
• International Drilling outperformed on deployments and margin expansion (daily adjusted gross margin $17,931), while Lower 48 margins compressed amid churn and higher repair/maintenance; U.S. Offshore/Alaska exceeded internal expectations.
• Guidance for Q4: Lower 48 rig count 57–59 and daily adjusted gross margin ~$13,000; International rig count ~91 and daily adjusted gross margin $18,100–$18,200; NDS EBITDA ~$39 million; CapEx $180–$190 million; adjusted FCF ~$10 million.
• Near-term stock reaction catalysts: deleveraging from Quail proceeds and refinancing (redeemed $150 million of 2027 notes; ratings upgraded by S&P and Fitch; upsized $700 million senior priority guaranteed notes at 7.625% to redeem 2027s), plus SANAD rig resumptions notice for 2026.

What Went Well and What Went Wrong

What Went Well

• International strength: Adjusted EBITDA rose to $127.6 million with +3 rigs added (India, Kuwait, Saudi), and daily adjusted gross margin reached $17,931 (upper end of prior guidance), driven by high-margin additions and operational improvements.
• U.S. Offshore/Alaska outperformed: Combined EBITDA exceeded internal forecasts; Alaska North Slope remains constructive with multiple future projects tracked.
• Strategic capital actions: Completed Quail Tools sale ($625 million total consideration), repaid revolver, redeemed $150 million 2027 notes; pro forma net debt would have been ~$1,670 million after seller note repayment. “We have already used a portion of the proceeds to reduce our gross debt by approximately $330 million… annual interest expense should decline by approximately $45 million” — CEO Anthony Petrello.

What Went Wrong

• Lower 48 margin pressure: Average daily adjusted gross margin fell to $13,151 (–5.4% seq.), impacted by labor inefficiencies, churn, and higher repair/maintenance amid harsher drilling conditions; daily revenue rose modestly but did not drop to the bottom line.
• Drilling Solutions normalization: Segment adjusted EBITDA fell to $60.7 million vs. $76.5 million in Q2 as Quail contributed only partial-quarter ($20.3 million vs. $37.0 million in Q2); excluding Quail, NDS EBITDA grew slightly.
• Mexico collections: Adjusted free cash flow was $6 million; collections from the main client (Pemex) were substantially below expectations, delaying FCF improvement despite partial offsets from lower capex.

Transcript

Speaker 0

welcome to Nabors Industries Third Quarter twenty twenty five Earnings Conference Call. All participants will be in listen only mode. After today's presentation, there will be an opportunity to ask questions. Please note this event is being recorded. I would now like to turn the conference over to William Condroy, VP of Corporate Development and Investor Relations.

Please go ahead.

Speaker 1

Good morning, everyone. Thank you for joining Nabors' third quarter twenty twenty five earnings conference call. Today, we will follow our customary format with Tony Petrello, our Chairman, President and Chief Executive Officer and Miguel Rodriguez, our Chief Financial Officer, providing their perspectives on the quarter's results, along with insights into our markets and how we expect Nabors to perform in these markets. In support of these remarks, a slide deck is available, both as a download within the webcast and in the Investor Relations section of nabors.com. Instructions for the replay of this call are posted on the website as well.

With us today, in addition to Tony, Miguel and me, are other members of the senior management team. Since much of our commentary today will include our forward expectations, they may constitute forward looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. Such forward looking statements are subject to certain risks and uncertainties as disclosed by Nabors from time to time in our filings with the Securities and Exchange Commission. As a result of these factors, our actual results may vary materially from those indicated or implied by such forward looking statements. Also, during the call, we may discuss certain non GAAP financial measures such as net debt, adjusted operating income, adjusted EBITDA and adjusted free cash flow.

All references to EBITDA made by either Tony or Miguel during their presentations, whether qualified by the word adjusted or otherwise, mean adjusted EBITDA as that term is defined on our website and in our earnings release. Likewise, unless the context clearly indicates otherwise, references to cash flow mean adjusted free cash flow as that non GAAP measure is defined in our earnings release. We have posted to the Investor Relations section of our website a reconciliation of these non GAAP financial measures to the most recently comparable GAAP measures. With that, I will turn the call over to Tony to begin. Good morning.

Thank you for joining us today as we review our third quarter results. We will highlight a number of positive accomplishments. In particular, we have completed the transaction to sell Quail Tools. This is a transformational development for our capital structure. I will start my remarks with details of this transaction.

The terms of the deal are straightforward. On August 20, we sold the Quail business for a total consideration of $625,000,000 This amount includes a working capital adjustment. We received $375,000,000 in cash at closing and a $250,000,000 seller note, which was fully prepaid earlier this month. To be explicit, we have collected the entire proceeds. Next, I'll discuss the merits of the transaction.

When we acquired Parker on March 11, we estimated its operations would generate full year EBITDA of $150,000,000 Quail accounted for about $142,000,000 of this EBITDA. Further, we were confident we would realize cost synergies during 2025 totaling $40,000,000 Consideration for Parker consisted of 4,800,000.0 shares of Nabors valued at $180,000,000 assumed net debt of $93,000,000 and less than $1,000,000 of cash. This valued the acquisition at $274,000,000 We estimated full year EBITDA of $190,000,000 including synergies. That translated to paying a very attractive 1.4 times EBITDA. Now we have sold Quail for $625,000,000 We estimated Quail by itself would generate twenty twenty five EBITDA of $150,000,000 With those metrics, we sold Quail for approximately 4.2 times EBITDA.

These valuations speak for themselves. Combining both steps of the Parker and Quail deals, it is important to note that we effectively sold Nabors shares at approximately $130 per share. Moreover, following the Parker transaction, we have completed considerable restructuring efforts. We now expect the non coil businesses that were earning $7,000,000 of EBITDA to earn $70,000,000 in 2026. For this remaining business, we effectively paid $94,000,000 or about a 1.4 times multiple.

In the third quarter, we used the proceeds to pay down approximately $330,000,000 of debt. Adjusting our quarter end capital structure for the subsequent repayment of the seller note, pro form a net debt stood at approximately $1,700,000,000 This is our lowest net debt in more than ten years. We expect to deploy the entire proceeds from the Quail sale to debt reduction. In summary, we effectively issued common shares at a 350% premium to the market. We are reducing net debt by more than 20% this year, and we retained a business portfolio that includes the leading casing running contractor in The Middle East.

Now let me turn to our financial results for the quarter. Adjusted EBITDA totaled $236,000,000 This performance was better than the expectations we laid out in September after the sale of Quail. Several factors contributed to these results: improved performance in our International Drilling segment increased EBITDA from our legacy drilling solutions, excluding Quail and lower corporate expenses as we realized additional cost synergies from the Parker acquisition. I want to highlight that our total EBITDA, excluding Quail, improved in the quarter. I am pleased with these accomplishments.

They provide further confidence to our performance outlook in the coming quarters. Next, I'll address the border market environment. Global oil prices reflect a combination of factors. Most recently, The U. S.

Announced sanctions targeting two of Russia's largest oil producers. There is also the potential for secondary sanctions. Crude oil prices reacted sharply to this announcement. Should these actions impact Russian production, we would expect global producers, including a number of our customers to step in. We are carefully evaluating the ultimate impact of this action and any lasting impact on commodity prices.

However, there remain a number of conflicting issues, including recent actions and lingering uncertainty around tariffs, oil production increases, both inside and outside OPEC, reported excess inventories and higher demand outside of the OECD. The sanction announcement was positive for oil prices. However, there remains the probability that global supply could potentially exceed demand. This outcome was weighing on oil prices prior to the sanctions announcement. We believe the effect on our global drilling markets could be mixed.

Each market has its own drivers. The U. S. Lower 48 has evolved to a very short cycle market. We would expect a rapid activity response to lower oil prices there.

Domestic E and Ps remain focused on meeting their production goals. This focus, coupled with economic uncertainty, improved drilling and completion efficiency, leads to a muted activity outlook in the near term. We believe that U. S. Activity should begin to stabilize and could see an uptick in the latter part of 2026.

This market is complex. Numerous factors have influence. With our diversification across geographies, we expect our international markets would lessen the effect of any potential further short term decline in The U. S. As for natural gas, the outlook remains constructive over the next several years as expected U.

S. LNG exports ramp up. In addition, large scale natural gas development in The Middle East and Latin America should help drive drilling activity. The gas directed industry rig count in the Lower 48 has increased thus far in 2025. Nabors rig count in the gas basins has grown since February.

Natural gas activity in The U. S. Appears poised for further recovery over the coming quarters. We are prepared to meet that demand. Next, I will comment on our third quarter results.

Adjusted EBITDA in our International Drilling segment increased sequentially by more than 8%. SANAD, our land drilling joint venture in Saudi Arabia drove most of this growth. The other significant driver was Kuwait. The three previously announced rig startups there contributed to the segment's growth. Next, I want to spend a moment on Nabors Drilling Solutions.

Excluding Quail, NDS' EBITDA increased in the third quarter. In the Lower 48, the average Baker Hughes land rig count declined by 5% in the third quarter versus the second quarter. NDS' EBITDA without Quail in the Lower 48 was up slightly. This outperformance compared to the market confirms the strong value proposition we have developed at NDS. Turning to Lower 48 drilling business, our average rig count exceeded our guidance.

Our average activity in natural gas basins increased slightly. Oil directed activity, especially in the Permian, declined. We entered the third quarter at 60 rigs. We held in a tight range throughout the quarter. The quarter ended at the high watermark, 62.

Since then, a few operators have released rigs. Recently, our rig count stood at 59. Our Lower forty eight business continues to feel some pressure. A number of clients, especially in the oil basins, are still adjusting their activity. Next, I'll discuss the international markets.

Let me start with Saudi Arabia. Drilling and completions activity seems to have stabilized recently. A rebound in the near to medium term may also be possible. Aramco remains committed to increasing gas production capacity through 2030. The client there recently conducted a tender for onshore and offshore rigs.

The potential number of rigs to be awarded is significant considering the large number of suspended rigs. We believe awards on land could return as many as half of the number of suspended land rigs by the second half of twenty twenty six. Participated in the tender with its suspended units. We should know the results in the next several weeks. In the third quarter, Sennett delivered strong results.

It deployed another newbuild rig. With the balance of newbuild awards in hand, Sena's future newbuild deployment schedule calls for one more in 2025, four in 2026 and two in 2027, which would complete the fourth tranche of newbuilds or 20 rigs in total. This solidifies Sanet's growth trajectory over the coming years. Elsewhere in the Eastern Hemisphere, there is potential for further activity growth. Currently, we are aware of approximately two dozen opportunities for additional rigs.

Nearly two thirds of those are in markets where we currently operate. This number is encouraging. These additions would support both industry utilization and pricing. In Latin America, our activity outlook in Mexico remains uncertain. We currently have three offshore platform rigs working.

As it stands now, two of those three are likely to suspend work during the fourth quarter. This is reflected in our outlook. Our customer in Mexico continues to express interest in working these rigs. The rigs were specifically designed for its offshore platform requirements. However, the customer's initiatives to conserve cash are impacting its activity levels.

Turning to Argentina. As we previously announced, we have two rigs scheduled to start in the fourth quarter. These are for two different clients. We have a third rig scheduled to start work in Argentina in the second quarter next year. These deployments would bring our rig count in Argentina to 13 in early twenty twenty six.

Next, I'll comment on The U. S. Market. The Baker Hughes weekly Lower forty eight land rig count increased by three rigs from the June through the September. This apparent stability was a welcome shift in the market after the reductions completed earlier this year.

Once again, we surveyed the expected drilling activity of the largest Lower forty eight operators. The group accounted for approximately 42% of the market's working rig count at the end of the quarter. In the aggregate, these operators expect their rig count to remain unchanged through the 2025. Digging deeper, eight of the 13 companies surveyed expect some change. This indicates widespread fine tuning of activity up and down across the group.

We see modest downside risk to our own current rig count through year end. Now I will make some comments on the key drivers of our results. I'll start with our International Drilling segment. In this business, we consistently focus on long term development markets that value technology and performance. With this approach, we have established a portfolio that includes operations in 12 countries.

This breadth serves us well as prospects in individual markets can vary over time. Across multiple markets, we continue to start our previously awarded rigs. These included one rig in Kuwait, a rig in India marking our return to that drilling market and we added two rigs in Colombia. In Saudi Arabia, beyond the future additions I mentioned earlier, Sanat is already in discussions with its client for the fifth tranche of newbuild rigs. We expect these discussions to conclude in the coming months.

This tranche will bring the total number of newbuilds to 25. The program calls for 50 rigs over ten years. Once this fifth tranche is deployed, will be halfway to completing the industry's most compelling growth opportunity. I've said multiple times that the visibility afforded by the new build program is unmatched in the industry. With that, Sanner's shareholders remain committed to realizing the value that is accumulating in the venture.

Now I'll discuss our performance in The U. S. Once again, our geographic diversification across the major U. S. Markets demonstrated its value.

Adjusted EBITDA from our operations in The Gulf and in Alaska combined exceeded our guidance. Alaska, specifically the North Slope, remains constructive. LNG developments would improve this outlook. We're tracking multiple future projects there. As expected, our Lower 48 daily rig margins declined in the third quarter.

The effects of continuing rig churn and progressively more demanding drilling contributed to an increase in our daily rig expense. Daily revenue in the Lower 48 also increased, though less than our costs. Before I move on, I want to highlight an important development during the third quarter. We deployed the most powerful rig in the Lower 48 for Catarys in the Eagle Ford. This rig, which we call the PACE X Ultra, is an upgrade to one of our existing X rigs.

The PACE X Ultra combines a 10,000 psi circulating system, 35,000 feet of racking capacity, 1,000,000 pound mast and upgraded high torque Canrig top drive. We worked closely with Cataris to develop the PaceX Ultra's specifications. The rig recently completed drilling its first pad. I am pleased to report that its performance exceeded expectations. It drilled its first two wells ahead of their targets.

In particular, in the lateral, it averaged more than two forty feet per hour. As an upgrade to an existing rig, this is a cost effective solution to drilling requirements that are beginning to exceed the capabilities of the existing industry fleet. We are optimistic that more will follow this one. Next, let me discuss our technology and innovation. On the PaceX Ultrarig I just discussed, NDS deployed a full automation package and its integrated managed pressure drilling.

It also provides casing running services. Looking more broadly, our penetration of NDS services on Nabors' own rigs in the Lower 48 increased. We averaged seven services per rig. This is an all time high. And on third party rigs in the Lower 48, NDS revenue, excluding Quail, increased slightly.

That increase came in a market where the third party average rig count declined by 6%. These successes demonstrate the wide ranging demand for the MDS portfolio even in challenging markets. Next, let me make some comments on our capital structure. Our highest priority is the reduction of our debt. The Quail transaction demonstrates our commitment to this objective.

Our net debt now stands at the lowest level in many years. We are dedicated to making even more progress. Now let me turn the call over to Miguel to discuss our financial results in detail. Thank you, Tony, and good morning, ladies

Speaker 2

and gentlemen. I want to start by reiterating my steadfast commitment to our goals to improve balance sheet leverage and strengthen our capital structure. Reducing our gross debt undoubtedly remains our top priority. Our organization is poised to continue performing at its maximum potential and delivering sustained value. Our financial goals and objectives will be set in a way that while ambitious and demanding are at the same time realistic and achievable.

In addition, we have recently increased our disclosure around our business portfolio, especially SANET, and we will continue to build on that progress. Today, I will review our third quarter results and outline our guidance for the fourth quarter. Then I will provide an update on the integration of Parker Welborn. I will close with some comments on capital allocation, adjusted free cash flow and recent actions that have materially improved our capital structure. Third quarter consolidated revenue was $818,200,000 a decrease of $14,600,000 or 1.8% sequentially.

The divestiture of Quell Tools resulted in a reduction of $28,400,000 compared to the second quarter. This was partly offset by continued growth in our international drilling segment. Our consolidated revenue without the contribution of Quell grew sequentially. EBITDA was $236,300,000 representing an EBITDA margin of 28.9%, down 96 basis points sequentially. These results exceeded the expectations we laid out in September after the sale of Quell Tools.

In absolute dollars, EBITDA decreased $12,200,000 or 4.9% with the effect of the Quell Tools divestiture representing $16,700,000 of the sequential decline. I want to highlight the strong performance recorded by our International Drilling and Drilling Solutions segments, excluding Quell. Total EBITDA without Quell grew sequentially. Now I will provide you with details for each of the segment's results. International drilling revenue was $407,200,000 solid growth of 22,300,000.0 or 5.8% sequentially.

EBITDA for the segment was $127,600,000 increasing $10,000,000 or 8.5 percent quarter over quarter, yielding an EBITDA margin of 31.3%, up 76 basis points and 44.4% fall through. Our average daily margin was $17,931 a sequential increase of $397 and was in line with the upper bound of the guidance for our last earnings call. The improvement was mainly driven by stronger activity in our Eastern Hemisphere markets, including the deployment of a new build in Saudi Arabia for a total of four year to date, the deployment of eight rig in Kuwait totaling three rigs working there in the third quarter and the start up of a legacy Park Ridge in India. In addition, rig start ups that occurred in Q2 contributed to our incremental revenue and EBITDA in the third quarter. The international drilling average rig count increased by more than three rigs to 89.

Our quarter end exit rig count was 91. Moving on to U. S. Drilling. Third quarter revenue was $249,800,000 a 2.2% sequential decline.

EBITDA totaled $94,200,000 a decrease of 7.5%, resulting in an EBITDA margin of 37.7%. These results exceed the guidance from our last earnings call, mainly due to stronger performance in Alaska. Looking at specifically at our Lower 48 business, revenue of $185,400,000 decreased by $4,700,000 or 2.5% sequentially, reflecting a decline in average rig count of 3.2 rigs to 59.2 rigs, slightly higher than the open pound of the guidance range we provided during the last earnings call. We exited Q3 with 62 rigs operating and recently stood at 59 rigs. Despite the lower sequential activity as a result of moderating industry demand in the Permian Basin, revenue per day improved by $551 to $34,017 including $220 from reimbursable revenue with little to no impact on margins.

Our base revenue per day remained stable in the quarter. In our most recently signed contracts, expected daily revenue remains at the low $30,000 range. Average daily rig margin was $13,151 a decrease of 5.4% sequentially, driven primarily by lower activity, labor inefficiencies and cost absorption related to higher than expected activity churn in the latter part of the quarter and higher repair and maintenance expenses as a reflection of harsher drilling conditions on several of our rigs. Turning to Alaska and U. S.

Offshore. On a combined basis, our Alaska and offshore drilling businesses generated revenue of $64,400,000 in the third quarter, a 1.4% decrease sequentially. EBITDA was $28,400,000 generated a 44.1% margin, essentially in line with Q2. Our Alaska drilling operations remain strong in the North Slope. Our Drilling Solutions segment generated revenue of $141,900,000 in the third quarter and EBITDA of $60,700,000 resulting in a 42.7% margin.

Welltools' revenue and EBITDA for the third quarter were $34,200,000 and $20,300,000 respectively. Normalized for the sale of Quelled Tools, NDS EBITDA increased modestly versus the second quarter. Notably, NDS EBITDA margin with AQUEL reached 37.5%, an improvement of 79 basis points sequentially, reflecting growth in casing running and performance software in The U. S. Now on to RIC Technologies.

Revenue was $35,600,000 in the third quarter, a sequential decrease of 2.5% and EBITDA was $3,800,000 down $1,400,000 from the prior quarter. The decline reflects reduced demand for aftermarket offerings in the current market environment. Next, let me outline our expectations for the fourth quarter with total EBITDA to be essentially in line with the third quarter, excluding Quell. Turning first to U. S.

Drilling. As previously highlighted by Tony, given the outlook and market conditions for the next few quarters, with activity anticipated to remain relatively steady from current levels, we cautiously expect the average rig count in our Lower 48 drilling business to be in the range of 57 to 59 rigs for the fourth quarter. Daily adjusted gross margin is anticipated to average approximately $13,000 We foresee some decline in our average daily revenue as we renew contracts at leading edge day rates that are lower than the third quarter average. We also expect a slightly lower OpEx. For Alaska and U.

S. Offshore drilling combined, we expect additional scheduled maintenance days in the quarter with EBITDA of approximately $25,000,000 International drilling average rig count is projected to be approximately 91 rigs. This mainly reflects one newbuild deployment in Saudi Arabia, two rig deployments in Argentina, partially offset by up to two rigs in Mexico potentially being suspended temporarily following activity and budget allocation uncertainty. We expect daily adjusted gross margin in the 18,100 to $18,200 range. Drilling Solutions EBITDA is expected to be approximately $39,000,000 reflecting a full quarter without the Quell business and some marginal decline in the Lower 48 market.

Finally, Rig Technologies EBITDA should increase sequentially to $5,500,000 mainly from committed capital equipment deliveries. Let me now provide an update on our integration of Parker Wellbore, which is progressing in line with our expectations. Following the sale of Quell Tools, Nabors retained the balance of the Parker wellbore operations. These retained businesses seamlessly integrate in our Nabors portfolio and are expected to produce approximately $55,000,000 of EBITDA in 2025 post acquisition and including synergies. We continue to realize synergies as planned from cost savings related to overlapping administrative functions, procurement efficiencies and redundant facilities.

These initiatives are and will continue generating incremental EBITDA and cash flow, and we remain confident in delivering $40,000,000 in cost synergies in 2025. Based on our estimated EBITDA for the 2025, this should translate into more than $60,000,000 of cost synergies in 2026, with an estimated EBITDA from the retained businesses of $70,000,000 In summary, we are very pleased with the smooth progress of the Parker integration and robust realization on synergies in line with our plans. The combined organization is ideally positioned to continue delivering both operational and financial benefits in the coming quarters. Next, I would like to discuss our CapEx, adjusted free cash flow and liquidity. Then I will conclude with details of how the Quell transaction has transformed our capital structure and reset our financial flexibility.

Total capital expenditures for Nabors in the third quarter were $188,000,000 including $81,000,000 related to the SANNAD newbuild program. Total CapEx in the second quarter was $199,000,000 For the fourth quarter, we are currently targeting capital expenditures between $180,000,000 and $190,000,000 As a result, we are now revising our capital expenditure outlook to be slightly up in the range of $715,000,000 to $725,000,000 of which approximately $300,000,000 support the newbuild in Kingdom program. This slight increase from our previous guidance accounts for the earlier than anticipated successful deployment of our PaySex Ultra rig in the Lower 48 market and other key automation projects planned for some of our rigs. From these and other drilling projects, we expect to receive upfront payments from our customers of approximately $9,000,000 during the fourth quarter, bringing the total upfront receipts to approximately $42,000,000 for the year, all of which are related to long term contracts. Although we are not ready to offer capital spending guidance for 2026, we don't expect it will come down from the 2025 levels.

This will be largely attributable to approximately $60,000,000 of new build milestones originally planned for 2025 moving to 2026. We will provide firm guidance during our fourth quarter earnings call. During third quarter, we generated adjusted free cash flow of $6,000,000 This accounts for the negative impact of approximately $18,200,000 on our adjusted free cash flow from the divestiture of the Quell tools business. In addition, our collections from Pemex were only $12,000,000 falling short of our expectations by more than $13,000,000 During the third quarter, Pemex implemented payment mechanisms targeted to address revenue earned during 2025. In October, we received $11,200,000 under this mechanism, and we expect more robust collections over the remainder of Q4.

There is no structure yet available to resolve the outstanding services from 2024. There is progress being made by Pemex, although it is very slow paced. We expect adjusted free cash flow in the fourth quarter to be approximately $10,000,000 considering timely settlement of outstanding receivables related to our 2025 operations in Mexico. We continue to work relentlessly with our customer to invoice and collect for our 2024 services. However, we have not considered these amounts in our fourth quarter guidance.

These delays represent a timing factor in our adjusted free cash flow estimates. On a full year basis, we expect our adjusted free cash flow to be breakeven. The primary drivers of the variance from our full year guidance of $80,000,000 are the impact of the Quell divestiture for the remainder of the year after the sale, totaling approximately $56,000,000 and the outstanding collections from Pemex related to 2024. These are partly offset by proceeds from sales on non core assets associated with the Parker Wellbore acquisition in excess of $40,000,000 most of which have already been realized in prior quarters. Out of our full year estimated adjusted free cash flow, we expect Sanat to consume approximately $70,000,000 with around $45,000,000 to be consumed in the fourth quarter.

Excluding Sanat, the rest of our business units are expected to generate $70,000,000 of adjusted free cash flow for the full year with approximately $55,000,000 in the fourth quarter, the strongest free cash flow generated quarter of the year. In addition to my earlier comments and the remarks made by Tony on the Parker and Quell transactions, each exceptional and transformative in their own merits, I would like to highlight the significant accomplishments we made during the third quarter regarding our capital structure and next steps. In August, we completed the sale of Quell Tools for a total consideration of $625,000,000 inclusive of the working capital adjustment, consisting of $375,000,000 in cash received at closing and a $250,000,000 seller financing note. We immediately applied the cash proceeds to repay all outstanding borrowings under our revolving credit facility. And later in the quarter, we redeemed $150,000,000 of the notes due in 2027.

Subsequent to quarter end, we received full prepayment of the $250,000,000 seller note, well ahead of its scheduled maturity. We intend to deploy these proceeds to further reduce gross debt, concentrating on our outstanding notes maturing in 2028. In addition, we plan to refinance our 2027 outstanding notes. Taken together, these actions reflect our unconditional commitment to improve balance sheet leverage and to strengthen our capital structure. Our net debt leverage metric at the end of the third quarter and accounting for the receipt of the $250,000,000 seller note on a pro form a basis stands at 1.8 times, which is the lowest it has been in more than ten years.

I am looking forward to meeting more of you and helping you gain a further understanding of Nabors. With that, I will turn the call back over to Tony.

Speaker 1

Thank you, Miguel. I will finish this morning with a few points. First, the Coyle transaction has enabled a significant transformation in our capital structure. Now we are looking at opportunities to decrease debt further. In addition to improving our capital structure, we expect to materially reduce our annual cash interest payments that should result in a boost to our free cash flow.

Second, we have seen recent relative stability in U. S. Drilling activity, our own and the industry's, but we also recognize some uncertainty in the global macro environment. We are prepared to adjust our operations accordingly. Third, our international business continues to demonstrate its value, highlighted by the continued expansion at Saned.

Each successive newbuild deployment adds material cash flow to the joint venture. As a result, value is building at Saned. The next tranche of newbuilds will take that value even higher. And our growth across markets beyond the kingdom highlights our success in expanding our broad based international franchise. That concludes my remarks.

Thank you for your time this morning. We'll now take your questions.

Speaker 0

Thank you. We will now begin the question and answer session. The first question comes from Dan Cook with Morgan Stanley. Please go ahead.

Speaker 3

Hey, thanks a lot. Good morning. Good morning. Good morning. So maybe just on The U.

S. Lower 48, appreciate all the color that you guys shared in terms of your own views and customer views on where you think activity trends from here. I guess against that activity outlook, how would you anything you'd share beyond the fourth quarter on kind of daily revenue and cost or margin trends, assuming that the kind of broadly flat activity outlook that you guys shared would play out as you guys see it? Thank you.

Speaker 1

Sure. Yes. I think one thing to note, if you look at our numbers for this quarter, our daily revenue actually increased sequentially by about $500 per day. That was as a result of performance bonuses under contracts where we're trying to have operators recognize more of the value of what we're delivering because of the record times. So obviously, that's an objective for us going forward in the year.

Now the net result of that, as we came clear from Miguel's comments about our cost structure, is because of churn in the last quarter that did not drop to the bottom line. In fact, it was more than offset. I think looking forward, one of the objectives, and I'll let Miguel talk to on operating expense, is to actually make sure that more of that does drop to the bottom line and the priority is to actually make more realization from that as a mission going forward as well. So that's how I would say it.

Speaker 2

Yes. You, Johnny. So one thing that I will add is that one thing that encouraged us actually is the fact that we have seen the daily revenue on a leading edge basis to be fairly stable over the past several quarters. So at around the low $30,000 per day. Right now, when we look at fleet, we are maybe around $700 away from that level.

As the rig fleet reprices, once we get there, basically we will be talking around gross margin per day of $13,000 So that's the reason why we are guiding our fourth quarter to be at that level combined with a decline in the OpEx. So in terms of the activity levels for the quarter, we saw a lot of churn in the latter part of the quarter. We expect some level of churn to remain in Q4. But once we reach the low $30,000 in terms of daily revenue per day, excluding reimbursable items, if you will, I feel very strongly that the drilling team will be able to maintain the $13,000 per day going forward. We will see some erosion in pricing a little bit from current levels in Q4.

From there, we should not see major pricing erosion absent a bigger decline than what we are anticipating for the following quarters.

Speaker 3

Great. That's all really helpful. And then maybe going to the comments around Saudi onshore activity, kind of two components to the question, one at the macro level and then one specific to Nabors. So of the and correct me if I'm wrong, but I think maybe there's been 30 or 40 onshore rig suspensions. Against your comment that there's tendering activity and potential for as much as half of those suspended rigs to come back, any sense for how much of that could actually be net activity adds versus just bringing back suspended rigs when other rigs roll off of contracts in the Kingdom?

And then specific to Nabors, I think there were three, at least an odd rig suspended. Wondering if you guys are participating in the tendering or anything you could share about potential for those to go back to work? Thank you.

Speaker 2

Sure. I mean, look, overall, I mean, since the start of the suspensions in 2024, on a cumulative basis, we have seen in excess of 80 rigs being suspended in land, right? We are not commenting about offshore here, but in land, we are talking about cumulatively around 80 rigs. A number of rigs have been added on unconventional projects here and there. But what we are hearing actually from the market is that Elanco may be contemplating to add back probably around 50% of the cumulative suspensions, right?

So a tender has been issued, a number of drilling contractors have responded to this tender. The customer is evaluating as we speak. And we will know the results probably during the course of Q4. The expectation or what we are hearing from the market is that potentially 50% of these suspended rigs would come back to work, right?

Speaker 1

Yes. Just also realize that of the 8,021 have actually come back online during the same period. So the net number down is 59. So that's what he's talking about. And then there's and you're correct about three Sato has three.

And as we indicated, we'll find out what happens with our rigs as well.

Speaker 2

Of course, I mean, answer to the tender for our three rigs, and we are waiting on the results.

Speaker 3

Great. Thank you very much. Really helpful. I'll turn it back.

Speaker 0

Next question comes from Derek Podhaser with Piper Sandler. Please go ahead.

Speaker 4

Hey, good morning. Maybe still going on the last conversation, the question Dan brought up about Saudi. I'm just curious kind of the philosophy around Aramco and these new tenders and bringing back some of the suspended activity. Is there anything different this time around versus prior cycles? Just thinking about the requirements around the rig, maybe through like a technology lens.

I mean, I think there's going to be more gas development, more unconventional development, trying to bring that Western technology over to Saudi. Tony, you've been through many cycles. Like have you seen any difference now in the tendering and what they're looking for versus historically?

Speaker 1

Well, they're slow to move in terms of changing their requirements. The Schedule G requirement is still out there, and they haven't made a change to that yet. But we do we are aware that the fact is that because of stuff that we presented to them as well as others that they are looking at introducing more technology there. That doesn't necessarily mean different rigs, but changes to the rig with automation and software and other things like that. So there is an interest on that.

And that not only applies to Saudi, that applies to also the ADNOC operations to Kuwait as well. The whole region is realizing that if they really want to get a quantum change level in performance, they have to start actually doing some things differently. But in terms of specifics on rigs themselves, I would say no. And Nabors has 80% of its fleet incentive is gas directed. So we're well positioned with the shift to the gas market to serve that.

I think the other point is we have in the pipeline, we mentioned the our automation on the tariffs rig for The U. S. On the shale. That philosophy there is similar to what we did with the X-ray back in 2011 when we announced the X-ray. You remember that was the first pad specific rig.

And back then when we had the pump capacity, the power and we also introduced the notion of XY walking rigs. Remember the whole debate whether you need that versus slide rigs? I think we were saying XY or need in that slide. Anyway, the cannabis rig is a new paradigm to do that. And that rig has automation, an automation package that's going to go in.

And that kind of automation package, Saudi the Saudi market is now looking at as well. In fact, we have a contract to actually deploy an upgrade to our existing fully automated rig with our one major customer here in The U. S. We have two other customer contracts lined up, including in The Middle East for that as well. So the changes are afoot, I would say, if that's a long way of getting to your answer, but that changes are afoot along the lines you're talking about.

Speaker 4

Got it. No. I appreciate all the color. It's very helpful. So obviously, a lot of detail in the opening comments.

Just want to hone in on the leverage levels here. Obviously, exciting to see you guys at 1.8x on a pro form a basis, lowest in ten years. So where could we go from here? Just thinking about the different levers that you could pull to continue to delever the balance sheet. Obviously, you'll be saving $45,000,000 in interest expense annually.

And just thinking about the ability to pull cash out of Sanad, obviously, we'd love to see more collections out of Mexico. You have organic free cash flow generation ex SANOD newbuild. Just maybe help us understand the different levers you expect to pull over the course of next year, just considering that you don't see CapEx being down year over year. Just trying to think about where this 1.8 can go to over the next year or so.

Speaker 2

So this is an excellent question, to be very honest. I mean, first of all, I mean, we talk about the 1,800,000,000.0 on a net leverage basis, I think in the next few months, you will see that our gross debt will move from the $2,400,000,000 to around the $2,100,000,000 because we plan to really use the $250,000,000 proceeds to pay down some of our outstanding notes. Now going from the 1.8 times forward and the CapEx, although we are not very ready to provide guidance, as I mentioned before, one thing that you need to consider is the fact that this net CapEx will be the one going up in terms of the milestones. That said in 2026, we should expect some reduction in the CapEx in the rest of the Neighbor's businesses, which fuel everything being equal, free up additional cash flow from the rest of the business. One thing that I wanted to point out very clearly in the cash flow of 2025 and potentially beyond is that when you think about the breakeven cash flow of the consolidated Nabors, that includes Sanat at around $70,000,000 which means that the rest of the Nabors businesses post the sale transaction of Quell are going to generate $70,000,000 seven-zero.

Most of that will happen in Q4. On an adjusted basis, if you remove the impact of the Kingdom Bricks, the Neighbor's consolidated businesses are generated around $300,000,000 which I will say is equivalent to a 30% free cash flow conversion, which I believe is very, very strong for our drilling contractor. And we are choosing together with Aramco, obviously, to reinvest the standard cash flow into the business for longer term or ten plus year contracts. That's the decision that we have made in terms of standard for the in Kingdom Bricks and the future of the Saudi business there. That said, we expect the rest of the Neighbor's businesses to continue to generate cash flow and use the proceeds really to continue to pay down debt from here.

Where are we going to stop? I think Tony and I want to take the company on a net day basis to something around the $1100000000.0.1200000000.0 dollars nothing lower than that. So we are absolutely in the right trajectory. We are not done yet.

Speaker 1

Yes. In this climate, by the way, it's kind of interesting. We were asked that question fifteen years ago, what my number was, it was always two to one. And obviously, world has changed and the way people think about it has changed. But what's also changing, I think, now based on the press's point with Mr.

Gates and his view on climate change is the concept that this industry doesn't have a half life of 2,030 anymore. People are starting to realize that. If you're going to build x 100 gigawatts a year of power, 10 gigawatts more a year of power or 100 gigawatts more a year of power, whatever the new number is, that means natural gas will be a part of it. That means we're going be a part of it. And that's going go on for a long time.

And therefore, I think the whole way we're thinking about capital is going to start to change as well. So I would just say that, which also means to you all, you need to really think about your terminal value multiples for valuation for the whole sector. There you go. I'm just going to get that out there.

Speaker 4

Yes. No, I appreciate it. Good insight. I'll turn it back. Thank you.

Speaker 0

The next question comes from Arun Dharam with JPMorgan Chase. Please go ahead.

Speaker 5

Morning, gentlemen. Tony, I want to get your insights on if Saudi is going to bring be bringing back a decent chunk of the previously suspended rigs. Any insights on what you think is driving that? Is this to rebuild a productive capacity in the kingdom, some declines, but I assume this is on the oil side, just sort of the more unique data points we've heard in earnings season, so I wanted to get more thoughts from your perspective.

Speaker 1

I think it's more on the gas side. And remember, on their gas production, they get an extra bonus because there's a lot of condensate that comes out of that gas. And economically, that gas, that condensate doesn't count against the oil quota as well for the OPEC requirements. So you get kind of a double bonus there. I think, Shadi, I won't pretend to know anything inside because you guys all have multiple sources that you're hearing about Saudi, including the big three guys.

But I mean, from my point of view, they are always the first mover. And so they're looking at a market basically in 2027. And I think they're realizing and coming to inclusion, whether it's to build their extra capacity or to ensure that the curve the client curves that they're having are met, whatever those are, they're preparing for a 2027 event. I think that's what's really going on. They're moving before the market's moving.

And so from that point of view, I think it's a good sign if they actually go through with it. We'll see whether how much they go through with it. Like I said, this is just what the talk is right now from our perspective. But we know there's these concrete steps have been done. And therefore, it is a positive development, think, a positive signal for at least 2027.

Speaker 5

Great. And then Tony, I just want to get your broad thoughts on the growth in unconventional activity outside of North America. Maybe you could give some insights on what you're seeing kind of around the globe. You mentioned in Argentina, you're up to what 13 rigs or so at least on the contracted basis. Algeria is obviously spot, but just wanted to see if you could shed some more light on that.

Speaker 1

I think you hit me on the head. I mean Argentina, I think is a great story with the elections that with the changes with the elections now over. I think whatever instability there was associated with that, I think it's settled. And I think even ourselves with the 13, we see additional growth opportunities in Argentina. Algeria is another story.

By the way, back in Argentina, I think, actually, that may they may actually be looking at becoming an LNG exporter market as well. So just giving you some insight there. I think Alaska, potentially gas up there could be a good story, including for an export market if they figure that out. And Algeria and Middle East is for sure. So I think there's many signposts around the world right now where the gas story is real.

And given what's happening on the whole power thing, you saw the announcement with Google in terms of their power data needs and etcetera. And all these guys are now saying they're not making a requirement anymore that they realize that they can't get there with renewables and therefore they're all realizing natural gas is going be part of it. So I think that's going to drive a wholesale move around the world everywhere for natural gas from my point of view.

Speaker 2

Thanks.

Speaker 0

That's all the time we have for questions today. I would like to turn the conference back over to William Conroy for any closing remarks. Please go ahead.

Speaker 1

Thank you, Ashia. If there are any additional questions, please reach out to us directly. With that, we'll wind up the call here.

Speaker 0

The conference has now concluded. Thank you for attending today's presentation. You may now disconnect.