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Acquisitions
9 Months Ended
Sep. 30, 2015
Acquisitions  
Acquisitions

 

Note 4 Acquisitions

 

On May 24, 2015, we paid $106.0 million in cash to acquire the remaining 49% equity interest in Nabors Arabia, our joint venture in Saudi Arabia, making it a wholly owned subsidiary. Previously, we held a 51% equity interest with a carrying value of $44.7 million and we had accounted for the joint venture as an equity method investment. The acquisition of the remaining interest allows us to strategically align our future growth in this market by providing additional flexibility to invest capital and pursue future investment opportunities. As a result, we consolidated the assets and liabilities of Nabors Arabia on May 24, 2015 based on their respective estimated fair values. We have also consolidated the operating results of Nabors Arabia since the acquisition date and reported those results in our International drilling segment. The excess of the estimated fair value of the assets and liabilities over the net carrying value of our previously held equity interest resulted in a gain of $2.3 million and was reflected in losses (gains) on sales and disposals of long-lived assets and other expense (income) in the consolidated statements of income (loss).

 

The following table provides the preliminary estimates for allocation of the purchase price as of the acquisition date. This allocation was based on the significant use of estimates and on information that was available to management at the time these interim unaudited consolidated financial statements were prepared. We will continue to adjust the allocations until final valuation of the assets and liabilities is completed.

 

 

 

Estimated Fair

 

(In thousands)

 

Value

 

Assets:

 

 

 

Cash

 

$

48,058 

 

Accounts receivable

 

153,819 

 

Other current assets

 

244,869 

 

Property, plant and equipment, net

 

93,000 

 

Intangible assets

 

12,400 

 

Goodwill

 

58,663 

 

Other long-term assets

 

287,138 

 

 

 

 

 

Total assets

 

897,947 

 

Liabilities:

 

 

 

Accounts payable

 

$

206,599 

 

Accrued liabilities

 

236,700 

 

Income taxes payable

 

8,500 

 

Other long-term liabilities

 

293,167 

 

 

 

 

 

Total liabilities

 

744,966 

 

 

 

 

 

Net assets acquired

 

$

152,981 

 

 

 

 

 

 

 

The goodwill recognized as a result of the acquisition of $58.7 million is primarily attributable to the workforce of the acquired business, strategic market access, ability to provide other services and products, a strategic customer with a long history of business and the expected synergies from combining the operations. This goodwill is not expected to be deductible for tax purposes. The identifiable intangible asset of $12.4 million consists of the fair value of the acquired favorable contracts, which is provisional pending the final valuation of these contractual assets.

 

We have included an additional $142.3 million in operating revenues and $6.2 million in earnings from the acquisition date through September 30, 2015 in our consolidated statements of income (loss) as a result of this acquisition.

 

The following unaudited supplemental pro forma results present consolidated information as if the acquisition had been completed as of January 1, 2014. The unaudited supplemental pro forma results should not be considered indicative of the results that would have occurred if the acquisition had been consummated as of January 1, 2014; nor are they indicative of future results.

 

 

 

Nine Months Ended

 

 

 

September 30,

 

(In thousands, except per share amounts)

 

2015

 

2014

 

Total revenues and other income

 

$

3,268,546

 

$

5,173,745

 

Income (loss) from continuing operations, net of tax

 

(175,587

)

218,274

 

Income (loss) from continuing operations per share - basic

 

$

(0.61

)

$

0.72

 

Income (loss) from continuing operations per share - diluted

 

$

(0.61

)

$

0.72