Debt

3 Months Ended

Mar. 31, 2026

Debt

Debt

Note 6 Debt

Debt consisted of the following:

	March 31,		December 31,
	2026		2025
	(In thousands)
7.50% senior guaranteed notes due January 2028	$	—	$	379,146
1.75% senior exchangeable notes due June 2029		250,000		250,000
9.125% senior priority guaranteed notes due January 2030		650,000		650,000
8.875% senior guaranteed notes due August 2031		550,000		550,000
7.625% senior priority guaranteed notes due November 2032		700,000		700,000
	$	2,150,000	$	2,529,146
Less: current portion		—		377,492
Less: deferred financing costs		31,271		34,467
Long-term debt	$	2,118,729	$	2,117,187

During the three months ended March 31, 2026, we redeemed the $379.1 million remaining balance of the 7.50% senior guaranteed notes due January 2028 for approximately $393.4 million in cash, including principal and $14.2 million in accrued and unpaid interest. In connection with the redemption, we recognized a $1.7 million loss for the three months ended March 31, 2026 which is included in Other, net in our condensed consolidated statement of income (loss).

Credit Agreement

On June 17, 2024, Nabors Delaware amended and restated its existing credit agreement (as amended and restated, the “2024 Credit Agreement”). Under the 2024 Credit Agreement, the lenders have committed to provide to Nabors Delaware an aggregate principal amount of revolving loans at any time outstanding not in excess of $350.0 million, and the issuing banks have committed to provide a standalone letter of credit tranche that permits Nabors Delaware to issue reimbursement obligations under letters of credit in an aggregate principal amount at any time outstanding not in excess of $125.0 million. Letters of credit issued do not affect revolving loan capacity and vice versa. The 2024 Credit Agreement contains a $200.0 million uncommitted accordion feature that can be applied to increase the commitments under either the revolving loans or the letter of credit tranche, or both.

On September 4, 2025, Nabors Delaware entered into the first amendment to the 2024 Credit Agreement to revise the restricted payments covenant to permit Nabors Delaware to repurchase up to $100.0 million of equity of either Nabors Delaware or any parent entity in any fiscal year. Usage of this provision will reduce Nabors Delaware’s ability to make dividends on a dollar-for-dollar basis; any dividends distributed by Nabors Delaware will likewise reduce Nabors Delaware’s ability to make buybacks of equity on a dollar-for-dollar basis.

On April 7, 2026, Nabors Delaware entered into an incremental joinder (the “Joinder”) to the 2024 Credit Agreement. The Joinder increased the letter of credit tranche of the 2024 Credit Agreement in an aggregate amount equal to $25.0 million. After giving effect to the increase, Nabors Delaware can issue reimbursement obligations under letters of credit in an aggregate principal amount at any time outstanding not in excess of $150.0 million, with such letters of credit not counting against Nabors Delaware’s ability to access revolving loans under the 2024 Credit Agreement.

The Company is required to maintain an interest coverage ratio (EBITDA/interest expense) of 2.75:1.00, and a minimum guarantor value, requiring the guarantors (other than the Company) and their subsidiaries to own at least 90% of the consolidated property, plant and equipment of the Company. The facility matures on the earlier of (a) June 17, 2029 and (b) to the extent 50% or more of the principal amount of the 1.75% Senior Exchangeable Notes due June 2029 remains outstanding on the date that is 90 days prior to the applicable maturity date for such indebtedness, then such 90^th day.

Additionally, the Company is subject to covenants, which are subject to certain exceptions and include, among others, (a) a covenant restricting our ability to incur liens (subject to the additional liens basket of up to $150.0 million), (b) a covenant restricting its ability to pay dividends or make other distributions with respect to its capital stock and to repurchase certain indebtedness and (c) a covenant restricting the ability of the Company’s subsidiaries to incur debt (subject to the grower debt basket of up to $100.0 million). The agreement also includes a collateral coverage requirement that the collateral rig fair value is to be no less than the collateral coverage threshold, as defined in the agreement. This requirement includes an independent appraisal report to be delivered every six months following the closing date.

As of March 31, 2026, we had no borrowings and $67.5 million of letters of credit outstanding under our 2024 Credit Agreement. In order to make any future borrowings under the 2024 Credit Agreement, Nabors and certain of its wholly owned subsidiaries are subject to compliance with the conditions and covenants contained therein, including compliance with applicable financial ratios.

As of the date of this report, we were in compliance with all covenants under the 2024 Credit Agreement. We expect to remain in compliance with all covenants under the 2024 Credit Agreement during the twelve-month period following the date of this report based on our current operational and financial projections. However, we can make no assurance of continued compliance if our current projections or material underlying assumptions prove to be incorrect. If we fail to comply with the covenants, the revolving credit commitment could be terminated, and any outstanding borrowings under the facility could be declared immediately due and payable.