Nabors Industries Ltd. Enters Material Definitive Agreement

TL;DR

Nabors Industries just signed a big deal, creating a new financial obligation.

AI Summary

On July 22, 2024, Nabors Industries Ltd. entered into a material definitive agreement, creating a direct financial obligation. The company, incorporated in Bermuda with its principal executive offices in Hamilton, HM08, filed this 8-K report to disclose this significant event.

Why It Matters

This filing indicates a new financial commitment or obligation for Nabors Industries Ltd., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating financial obligations can introduce new risks related to the terms of the agreement and the company's ability to meet them.

Key Players & Entities

• Nabors Industries Ltd. (company) — Registrant
• July 22, 2024 (date) — Date of earliest event reported
• Bermuda (location) — State or Other Jurisdiction of Incorporation or Organization
• Hamilton, HM08 (location) — Address of principal executive offices

FAQ

Key Financial Figures

• $550 million — eement") under which NII agreed to sell $550 million aggregate principal amount of its 8.875
• $540.7 million — penses payable by NII, of approximately $540.7 million. Nabors intends to use the net proceeds
• $555.9 million — d, to fund NII's redemption in full the $555.9 million in principal amount outstanding 7.25% S

Filing Documents

• tm2419650d3_8k.htm (8-K) — 32KB
• tm2419650d3_ex4-1.htm (EX-4.1) — 626KB
• 0001104659-24-081494.txt ( ) — 947KB
• nbr-20240722.xsd (EX-101.SCH) — 3KB
• nbr-20240722_lab.xml (EX-101.LAB) — 33KB
• nbr-20240722_pre.xml (EX-101.PRE) — 22KB
• tm2419650d3_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. As previously disclosed, on July 17, 2024, Nabors Industries, Inc. ("NII") entered into a purchase agreement (the "Purchase Agreement") under which NII agreed to sell $550 million aggregate principal amount of its 8.875% Senior Guaranteed Notes due 2031 (the "Notes") to Citigroup Global Markets Inc., Wells Fargo Securities, LLC, Goldman Sachs & Co. LLC, HSBC Securities (USA) Inc and Morgan Stanley & Co. LLC (the "Initial Purchasers"). The Notes are fully and unconditionally guaranteed by Nabors Industries Ltd. ("NIL") and the following of its indirect wholly-owned subsidiaries, including Nabors Drilling Holdings Inc., Nabors International Finance Inc., Nabors Lux Finance 1, Nabors Global Holdings Limited and Nabors Holdings Ltd. (collectively, the "Note Guarantors"). The closing of the sale of the Notes occurred on July 22, 2024. NII received net proceeds, after deducting offering commissions and other expenses payable by NII, of approximately $540.7 million. Nabors intends to use the net proceeds from this offering along with cash on hand, to fund NII's redemption in full the $555.9 million in principal amount outstanding 7.25% Senior Guaranteed Notes due 2026. NII sold the Notes to the Initial Purchasers in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"). The Initial Purchasers then sold the Notes to (i) qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A and (ii) pursuant to Regulation S under the Securities Act. NII relied on these exemptions from registration based in part on representations made by the Initial Purchasers in the Purchase Agreement. The Notes are governed by an indenture, dated as of July 22, 2024 (the "Indenture"), among NII, as issuer, the Note Guarantors, as guarantors, and Wilmington Trust, National Association, as trustee. The Notes will bear interest

03. Creation of a Direct Financial

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant. The information contained in Item 1.01 above regarding the issuance of the Notes is hereby incorporated by reference into this Item 2.03.

01 Financial Statements and

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Indenture, dated as of July 22, 2024 by and among Nabors Industries, Inc., as issuer, the guarantors party thereto, and Wilmington Trust, National Association, as trustee. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). *Submitted electronically with this report in accordance with the provisions of Regulation S-T.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NABORS INDUSTRIES LTD. Date: July 22, 2024 By: /s/ Mark D. Andrews Name: Mark D. Andrews Title: Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR