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UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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(Mark One)
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Form
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10-K
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☑
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended
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December 31, 2019
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or
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from __________________________________to __________________________________
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Commission file number
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001-36504
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Ireland
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98-0606750
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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2000 St. James Place,
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Houston,
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Texas
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77056
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Trading Symbol(s) (1)
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Name of each exchange on which registered
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Ordinary Shares, par value $0.001 per share
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WFTLF
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New York Stock Exchange
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Large accelerated filer
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☐
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Accelerated filer
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☑
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Non-accelerated filer
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☐
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Smaller reporting company
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☑
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Emerging growth company
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☐
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PAGE
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Item 1
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Item 1A
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Item 1B
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Item 2
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Item 3
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Item 4
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Item 5
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Item 6
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Item 7
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Item 7A
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Item 8
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Item 9
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Item 9A
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Item 9B
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Item 10
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Item 11
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Item 12
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Item 13
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Item 14
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Item 15
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Item 16
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•
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Mature Fields: rejuvenating aging assets from the reservoir to the point of sale through optimizing lift efficiency, restoring wellbore efficiency and integrity, accelerating reservoir recovery, and permanently abandoning wells when they are no longer economic to produce;
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•
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Unconventionals: enabling customers to monetize wells by drilling faster, deeper, and cheaper and combating production declines through accurate reservoir evaluation, efficient well construction, effective stimulation, and optimizing production;
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•
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Offshore: supporting customers sustain high-margin, long-term production with a focus on reducing rig time, enhancing safety and reliability, and increasing well integrity through the optimization of well placement and construction;
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•
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Digitalization and Automation: leveraging our core competencies and applying Industry 4.0, including internet of things (IoT), data analytics, and cloud computing across our many solutions.
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Name
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Age
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Current Position and Five-Year Business Experience
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Mark A. McCollum (a)
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61
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President, Chief Executive Officer and Director of Weatherford International plc,
since April 2017
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Executive Vice President and Chief Financial Officer of Halliburton Company, July 2016 to March 2017
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Executive Vice President and Chief Integration Officer of Halliburton Company, January 2015 to June 2016
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Executive Vice President and Chief Financial Officer of Halliburton Company, January 2008 to December 2014
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Karl Blanchard (a) (b)
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60
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Executive Vice President and Chief Operating Officer of Weatherford International plc, since August 2017
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Chief Operating Officer of Seventy Seven Energy, June 2014 to April 2017
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Vice President of Production Enhancement of Halliburton Company,
2012 to June 2014
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Christian Garcia
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56
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Executive Vice President and Chief Financial Officer of Weatherford International plc, since January 2020
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Executive Vice President and Chief Financial Officer of Visteon Corporation, October 2016 to October 2019
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Senior Vice President, Finance and Acting Chief Financial Officer of Halliburton Company, from January 2015 to August 2016
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Chief Accounting Officer of Halliburton Company, January 2014 to December 2015
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Christina M. Ibrahim (a)
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52
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Executive Vice President, General Counsel, Chief Compliance Officer and Corporate Secretary of Weatherford International plc, since October 2017
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Executive Vice President, General Counsel and Corporate Secretary of Weatherford International plc, May 2015 to September 2017
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Vice President, Chief Commercial Counsel and Corporate Secretary of Halliburton Company, January 2015 to April 2015
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Vice President, Corporate Secretary & Chief Commercial Counsel – Western Hemisphere of Halliburton Company, January 2014 to December 2014
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(a)
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On July 1, 2019, the Weatherford Parties, filed voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas. Weatherford continued to operate their business as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. On September 11, 2019 the Plan, as amended, was confirmed by the Bankruptcy Court and on December 13, 2019 we emerged from bankruptcy after successfully completing the reorganization pursuant to the Plan.
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(b)
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Prior to joining the Weatherford, Karl Blanchard served as the Chief Operating Officer of Seventy Seven Energy, Inc. (“SSE”), a position he started in June of 2014. SSE and its subsidiaries voluntarily filed for relief under Chapter 11 in the United States Bankruptcy Court for the District of Delaware on June 7, 2016. SSE continued to operate their business as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code. On July 14, 2016, the Bankruptcy Court issued an order confirming the Joint Pre-packaged Plan of Reorganization (the “SSE Reorganization Plan”). The SSE Reorganization Plan became effective on August 1, 2016, pursuant to its terms and SSE emerged from its Chapter 11 case.
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•
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increasing our vulnerability to adverse economic and industry conditions;
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•
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limiting our ability to obtain additional financing;
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•
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requiring the dedication of a substantial portion of our cash flow from operations to service our indebtedness, thereby reducing the amount of our cash flow available for other purposes;
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•
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limiting our flexibility in planning for, or reacting to, changes in our business;
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•
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limiting our access to the inventory and services needed to operate our business;
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•
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requiring us to secure additional sources of liquidity, which may or may not be available to us; and
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•
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placing us at a possible competitive disadvantage with less leveraged competitors or competitors that may have better access to capital resources.
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•
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volatility in political, social and economic conditions;
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•
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exposure to expropriation of our assets or other governmental actions;
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•
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social unrest, acts of terrorism, war or other armed conflict;
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•
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confiscatory taxation or other adverse tax policies;
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•
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deprivation of contract rights;
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•
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trade and economic sanctions or other restrictions imposed by the European Union, the United States or other countries;
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•
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exposure under the United States Foreign Corrupt Practices Act (“FCPA”) or similar legislation;
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•
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restrictions on the repatriation of income or capital;
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•
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currency exchange controls;
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•
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inflation; and
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•
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currency exchange rate fluctuations and devaluations.
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•
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the holders of such indebtedness could elect to declare all the funds borrowed thereunder to be due and payable, together with accrued and unpaid interest;
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•
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the lenders under such agreements could elect to terminate their commitment thereunder and cease making further loans; and;
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•
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we could be forced into bankruptcy or liquidation.
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•
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our new capital structure as a result of the Plan transactions;
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•
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our limited trading history subsequent to our emergence from bankruptcy;
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•
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our limited trading volume;
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•
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the concentration of holdings of our ordinary shares;
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•
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the lack of comparable historical financial information due to our adoption of fresh start accounting;
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•
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actual or anticipated variations in our operating results and cash flow;
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•
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the nature and content of our earnings releases, announcements or events that impact our products, customers, competitors or markets; and
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•
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business conditions in our markets and the general state of the securities markets and the market for energy-related stocks, as well as general economic and market conditions.
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•
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incur additional indebtedness;
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•
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pay dividends and make other distributions;
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•
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prepay, redeem or repurchase certain debt;
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•
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make loans and investments;
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•
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sell assets and incur liens;
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•
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enter into transactions with affiliates;
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•
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enter into agreements restricting our subsidiaries’ ability to pay dividends; and
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•
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consolidate, merge or sell all or substantially all of our assets.
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•
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limited in how we conduct our business;
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•
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unable to raise additional debt or equity financing to operate during general economic or business downturns; or
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•
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unable to compete effectively, execute our growth strategy or take advantage of new business opportunities.
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Region
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Specific Location
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Western Hemisphere:
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Greenville, Houston, Huntsville, Katy, Odessa, San Antonio, Texas; Broussard, Louisiana; Williston, North Dakota; Bakersfield, California; Edmonton, and Nisku, Canada; Comodoro Rivadavia, Neuquén, and Rio Tercero, Argentina; Caxias Do Sul and Macae, Brazil; Venustiano Carranza and Villahermosa, Mexico; Lagunillas, Venezuela; and Villavicencio, Colombia.
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Eastern Hemisphere:
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Aberdeen, UK; Stavanger, Norway; Baku, Azerbaijan; Ploiesti, Romania; Luanda, Angola; Port Harcourt, Nigeria; Langenhagen, Germany; Aktau, Kazakhstan; Nizhnevartovsk and Noyabrsk, Russia; Hassi Messaoud, Algeria; Cairo, Egypt; North Rumaila and Erbil, Iraq; Mina Abdulla, Kuwait; Nimr, Oman; Karachi, Pakistan; Hassi Dhahran, Saudi Arabia; Abu Dhabi and Dubai, United Arab Emirates; Malaga, Australia; Dongying and Jiangsu, China; Barmer, India; and Bekasi, Indonesia.
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•
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For information on the Company’s Chapter 11 Cases, see “Item 8. – Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 2 – Emergence from Chapter 11 Bankruptcy Proceedings,” “Note 3 – Fresh Start Accounting” and “Item 1. Business – Recent Developments – Reorganization and Emergence from Bankruptcy Proceedings” which is incorporated by reference into this item.
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•
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“Item 1A. – Risk Factors – We have been the subject of governmental and internal investigations related to alleged corrupt conduct and violations of U.S. sanctioned country laws, which were costly to conduct, resulted in a loss of revenue and substantial financial penalties and created other disruptions for the business. If we are the subject of such investigations in the future, it could have a material adverse effect on our business, financial condition and results of operations, which is incorporated by reference into this item.”
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•
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“Item 8. – Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 19 – Disputes, Litigation and Legal Contingencies.”
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Successor
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|
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Predecessor
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||||||||||||||||||||
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Period From
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|
|
Period From
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|
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|
|
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|
||||||||||||||
(Dollars in millions, except
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12/14/19
|
|
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01/01/19
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Years Ended
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||||||||||||||||||
per share amounts)
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through
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through
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December 31,
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||||||||||||||||||
Statements of Operations Data:
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12/31/19
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12/13/19
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2018
|
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2017
|
|
2016
|
|
2015
|
||||||||||||
Revenues
|
$
|
261
|
|
|
|
$
|
4,954
|
|
|
$
|
5,744
|
|
|
$
|
5,699
|
|
|
$
|
5,749
|
|
|
$
|
9,433
|
|
Operating Income (Loss)
|
1
|
|
|
|
(1,182
|
)
|
|
(2,084
|
)
|
|
(2,170
|
)
|
|
(2,245
|
)
|
|
(1,546
|
)
|
||||||
Net Income (Loss) Attributable to Weatherford
|
(26
|
)
|
|
|
3,661
|
|
|
(2,811
|
)
|
|
(2,813
|
)
|
|
(3,392
|
)
|
|
(1,985
|
)
|
||||||
Basic and Diluted Income (Loss) Per Share Attributable To Weatherford
|
(0.37
|
)
|
|
|
3.65
|
|
|
(2.82
|
)
|
|
(2.84
|
)
|
|
(3.82
|
)
|
|
(2.55
|
)
|
|
Successor
|
|
|
Predecessor
|
||||||||||||||||
(Dollars in millions, except
|
Year Ended
|
|
|
Years Ended
|
||||||||||||||||
per share amounts)
|
December 31,
|
|
|
December 31,
|
||||||||||||||||
Balance Sheet Data:
|
2019
|
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Total Assets
|
$
|
7,293
|
|
|
|
$
|
6,601
|
|
|
$
|
9,747
|
|
|
$
|
12,664
|
|
|
$
|
14,760
|
|
Short-term Borrowings and Current Portion of Long-term Debt
|
13
|
|
|
|
383
|
|
|
148
|
|
|
179
|
|
|
1,582
|
|
|||||
Long-term Debt
|
2,151
|
|
|
|
7,605
|
|
|
7,541
|
|
|
7,403
|
|
|
5,852
|
|
|||||
Total Shareholders’ Equity (Deficiency)
|
2,916
|
|
|
|
(3,666
|
)
|
|
(571
|
)
|
|
2,068
|
|
|
4,365
|
|
•
|
Production offers production optimization services and a complete production ecosystem, featuring our artificial-lift portfolio, testing and flow-measurement solutions, and optimization software, to boost productivity and profitability.
|
•
|
Completions is a suite of modern completion products, reservoir stimulation designs, and engineering capabilities that isolate zones and unlock reserves in deepwater, unconventional, and aging reservoirs.
|
•
|
Drilling and Evaluation comprises a suite of services ranging from early well planning to reservoir management. The drilling services offer innovative tools and expert engineering to increase efficiency and maximize reservoir exposure. The evaluation services merge wellsite capabilities including wireline, logging while drilling, and surface logging with laboratory-fluid and core analyses to reduce reservoir uncertainty. On April 30, 2019, we completed the sale of our laboratory services and surface data logging businesses for an aggregate consideration of $256 million.
|
•
|
Well Construction builds or rebuilds well integrity for the full life cycle of the well. Using conventional to advanced equipment, we offer safe and efficient tubular running services in any environment. Our skilled fishing and re-entry teams execute under any contingency from drilling to abandonment, and our drilling tools provide reliable pressure control even in extreme wellbores. We also included our land drilling rig business as part of Well Construction. We divested a majority of our land drilling rig operations during 2019 and in the fourth quarter of 2018.
|
|
WTI Oil (a)
|
|
Henry Hub Gas (b)
|
|
North
American
Rig Count (c)
|
|
International Rig
Count (c)
|
||||||
2019
|
$
|
61.06
|
|
|
$
|
2.19
|
|
|
1,077
|
|
|
1,098
|
|
2018
|
$
|
45.41
|
|
|
$
|
2.94
|
|
|
1,223
|
|
|
988
|
|
2017
|
$
|
60.42
|
|
|
$
|
2.95
|
|
|
1,082
|
|
|
948
|
|
(a)
|
Price per barrel of West Texas Intermediate (“WTI”) crude oil as of the last business day of the year indicated at Cushing Oklahoma – Source: Thomson Reuters
|
(b)
|
Price per MM/BTU as of the last business day of the year indicated at Henry Hub Louisiana – Source: Thomson Reuters
|
(c)
|
Average Rig Count – Source: Baker Hughes Rig Count
|
|
Successor
|
|
|
Predecessor
|
|
Combined
|
|
Predecessor
|
|||||||||||||||||
|
Period From
|
|
|
Period From
|
|
|
|
|
|
$ Change
|
% Change
|
|
% Change
|
||||||||||||
|
12/14/19
|
|
|
01/01/19
|
|
Years Ended
|
|
Favorable
|
|||||||||||||||||
|
through
|
|
|
through
|
|
December 31,
|
|
(Unfavorable)
|
|||||||||||||||||
(Dollars in millions, except per share data)
|
12/31/19
|
|
|
12/13/19
|
|
2018
|
|
2017
|
|
2019 vs 2018
|
2019 vs 2018
|
|
2018 vs 2017
|
||||||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Western Hemisphere
|
$
|
121
|
|
|
|
$
|
2,620
|
|
|
$
|
3,063
|
|
|
$
|
2,937
|
|
|
$
|
(322
|
)
|
(11
|
)%
|
|
4
|
%
|
Eastern Hemisphere
|
140
|
|
|
|
2,334
|
|
|
2,681
|
|
|
2,762
|
|
|
(207
|
)
|
(8
|
)%
|
|
(3
|
)%
|
|||||
Total Revenues
|
$
|
261
|
|
|
|
$
|
4,954
|
|
|
$
|
5,744
|
|
|
$
|
5,699
|
|
|
$
|
(529
|
)
|
(9
|
)%
|
|
1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Operating Income (Loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Western Hemisphere
|
$
|
(4
|
)
|
|
|
$
|
54
|
|
|
$
|
208
|
|
|
$
|
(113
|
)
|
|
$
|
(158
|
)
|
(76
|
)%
|
|
284
|
%
|
Eastern Hemisphere
|
10
|
|
|
|
134
|
|
|
119
|
|
|
(139
|
)
|
|
25
|
|
21
|
%
|
|
186
|
%
|
|||||
Total Segment Operating Income (Loss)
|
$
|
6
|
|
|
|
$
|
188
|
|
|
$
|
327
|
|
|
$
|
(252
|
)
|
|
$
|
(133
|
)
|
(41
|
)%
|
|
230
|
%
|
Total Other Operating Expenses, Net
|
(5
|
)
|
|
|
(1,370
|
)
|
|
(2,411
|
)
|
|
(1,918
|
)
|
|
1,036
|
|
43
|
%
|
|
(26
|
)%
|
|||||
Total Operating Income (Loss)
|
$
|
1
|
|
|
|
$
|
(1,182
|
)
|
|
$
|
(2,084
|
)
|
|
$
|
(2,170
|
)
|
|
$
|
903
|
|
43
|
%
|
|
4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Reorganization Items
|
$
|
(4
|
)
|
|
|
$
|
5,389
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,385
|
|
—
|
%
|
|
—
|
%
|
Interest Expense, Net
|
(12
|
)
|
|
|
(362
|
)
|
|
(614
|
)
|
|
(579
|
)
|
|
240
|
|
39
|
%
|
|
(6
|
)%
|
|||||
Total Other Income (Expense), Net
|
—
|
|
|
|
(26
|
)
|
|
(59
|
)
|
|
93
|
|
|
33
|
|
56
|
%
|
|
(163
|
)%
|
|||||
Income (Loss) before Income Taxes
|
(15
|
)
|
|
|
3,819
|
|
|
(2,757
|
)
|
|
(2,656
|
)
|
|
6,561
|
|
238
|
%
|
|
(4
|
)%
|
|||||
Income Tax Provision
|
(9
|
)
|
|
|
(135
|
)
|
|
(34
|
)
|
|
(137
|
)
|
|
(110
|
)
|
(324
|
)%
|
|
75
|
%
|
|||||
Net Income (Loss)
|
(24
|
)
|
|
|
3,684
|
|
|
(2,791
|
)
|
|
(2,793
|
)
|
|
6,451
|
|
231
|
%
|
|
—
|
%
|
|||||
Net Income Attributable to Noncontrolling Interests
|
2
|
|
|
|
23
|
|
|
20
|
|
|
20
|
|
|
5
|
|
25
|
%
|
|
—
|
%
|
|||||
Net Income (Loss) Attributable to Weatherford
|
$
|
(26
|
)
|
|
|
$
|
3,661
|
|
|
$
|
(2,811
|
)
|
|
$
|
(2,813
|
)
|
|
$
|
6,446
|
|
229
|
%
|
|
—
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net Loss per Share
|
$
|
(0.37
|
)
|
|
|
$
|
3.65
|
|
|
$
|
(2.82
|
)
|
|
$
|
(2.84
|
)
|
|
NA
|
|
NA
|
|
|
1
|
%
|
|
Weighted Average Shares Outstanding
|
70
|
|
|
|
1,004
|
|
|
997
|
|
|
990
|
|
|
NA
|
|
NA
|
|
|
(1
|
)%
|
|||||
Depreciation and Amortization
|
34
|
|
|
|
447
|
|
|
556
|
|
|
801
|
|
|
(75
|
)
|
13
|
%
|
|
31
|
%
|
|
Successor
|
|
|
Predecessor
|
||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||
|
12/14/19
|
|
|
01/01/19
|
|
Years Ended
|
||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||
Production
|
32
|
%
|
|
|
29
|
%
|
|
27
|
%
|
|
26
|
%
|
Completions
|
25
|
|
|
|
23
|
|
|
21
|
|
|
22
|
|
Drilling and Evaluation
|
22
|
|
|
|
24
|
|
|
25
|
|
|
24
|
|
Well Construction
|
21
|
|
|
|
24
|
|
|
27
|
|
|
28
|
|
Total
|
100
|
%
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
•
|
Western Hemisphere combined revenues decreased $322 million, or 11%, in 2019 compared to 2018, due to lower activity levels in the U.S. and Canada as a result of a decline in rig related activity and exploration spending, which has reduced demand for drilling, completion and production products and services. The decline in Canada was partially offset by higher activity in integrated service projects and product sales in Mexico.
|
•
|
Eastern Hemisphere combined revenues decreased $207 million, or 8%, in 2019 compared to 2018. The decline in revenues was primarily due to lower revenues from our divested land drilling rigs businesses in the Middle East and North Africa, as well as our divested laboratories and surface logging businesses. Increased revenues in the completions product line partially offset this decline. Excluding the impact of revenues from the divested portion of the land drilling rigs, laboratory services and surface logging businesses, revenues in 2019 increased $105 million, or 5% in 2019 compared to 2018.
|
•
|
Western Hemisphere revenues improved $126 million, or 4%, in 2018 compared to 2017 on higher activity levels in all product lines in the U.S. and an improved product mix for the Production and Completions product lines in the U.S. Growth in Latin America was driven by higher demand for Integrated Services and Projects and improved activity levels in Latin America. These improvements were partially offset by lower activity in Canada due to a general slowdown and increasing crude oil differentials.
|
•
|
Eastern Hemisphere revenues declined $81 million, or 3%, in 2018 compared to 2017, respectively. The modest decline in revenues was primarily due to fewer offshore projects in West Africa, the North Sea and Asia, partially offset with increased activity and higher product sales in the Gulf Cooperation Countries.
|
•
|
Western Hemisphere combined segment operating income of declined $158 million, or 76%, in 2019 compared to 2018. The segment income decline was driven by lower activity levels, lower operating margin product sales in Canada, start-up costs for projects in Argentina and employee retention expenses. These declines were partially offset by improved operating results from higher integrated service project activity in Mexico.
|
•
|
Eastern Hemisphere combined segment operating income improved $25 million, or 21%, in 2019 compared to 2018. The improvement in segment operating income was due to the lower direct expenses, cost improvements, partially offset by the impact of the divestitures. Excluding the impact of operating results from the divested portion of the land drilling rigs, laboratory services and surface logging businesses, segment operating results in 2019 improved $94 million compared to 2018.
|
•
|
Higher activity and productivity related to the increase in Western Hemisphere rig count;
|
•
|
Higher utilization in our product lines, improved sales mix and the continued realization of savings from cost reduction measures related to headcount reductions and facility closures, and lower depreciation and amortization due to decreased capital spending;
|
•
|
Through our revenue and profit improvement efforts we have improved our segment operating income following the positive structural changes, improvements in our operating efficiency, ongoing lowering of our non-productive time, improvements in our collaboration with our customers by continuing our steady progress on our transformation initiatives: and
|
•
|
Lower long-lived asset impairments and asset write-downs compared to 2017.
|
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||||||
|
12/14/19
|
|
|
1/1/2019
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||||||
Net Cash Provided by (Used in) Operating Activities
|
$
|
61
|
|
|
|
$
|
(747
|
)
|
|
$
|
(242
|
)
|
|
$
|
(388
|
)
|
Net Cash Provided by (Used in) Investing Activities
|
(14
|
)
|
|
|
149
|
|
|
122
|
|
|
(62
|
)
|
||||
Net Cash Provided by (Used in) Financing Activities
|
(2
|
)
|
|
|
749
|
|
|
168
|
|
|
20
|
|
|
Payments Due by Period
|
||||||||||||||||||||
(Dollars in millions)
|
2020
|
2021
|
2022
|
2023
|
2024
|
Thereafter
|
Total
|
||||||||||||||
Short-term Debt
|
$
|
3
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
3
|
|
Long-term Debt (a)
|
12
|
|
11
|
|
11
|
|
11
|
|
2,111
|
|
25
|
|
2,181
|
|
|||||||
Interest on Long-term Debt
|
231
|
|
231
|
|
231
|
|
231
|
|
231
|
|
—
|
|
1,155
|
|
|||||||
Operating Leases
|
101
|
|
80
|
|
54
|
|
30
|
|
24
|
|
149
|
|
438
|
|
|||||||
Purchase Obligations
|
311
|
|
8
|
|
6
|
|
—
|
|
—
|
|
—
|
|
325
|
|
|||||||
|
$
|
658
|
|
$
|
330
|
|
$
|
302
|
|
$
|
272
|
|
$
|
2,366
|
|
$
|
174
|
|
$
|
4,102
|
|
(a)
|
Amounts represent the expected cash payments of principal associated with our long-term debt.
|
|
Estimated Useful Lives
|
Buildings and Leasehold Improvements
|
10 – 40 years or lease term
|
Rental and Service Equipment
|
2 – 15 years (3 – 10 years for assets added after emergence)
|
Machinery and Other
|
2 – 12 years
|
Intangible Assets
|
2 – 20 years
|
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
December 31, 2019
|
|
|
December 31, 2018
|
||||||||||||
(Dollars in millions)
|
Carrying
Amount
|
|
Fair
Value
|
|
|
Carrying Amount
|
|
Fair
Value
|
||||||||
11.00% Exit Notes due December 1, 2024
|
$
|
2,097
|
|
|
$
|
2,252
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
5.125% Senior Notes due 2020
|
—
|
|
|
—
|
|
|
|
364
|
|
|
266
|
|
||||
5.875% Exchangeable Senior Notes due 2021 (a)
|
—
|
|
|
—
|
|
|
|
1,194
|
|
|
792
|
|
||||
7.75% Senior Notes due 2021
|
—
|
|
|
—
|
|
|
|
743
|
|
|
571
|
|
||||
4.50% Senior Notes due 2022
|
—
|
|
|
—
|
|
|
|
644
|
|
|
373
|
|
||||
8.25% Senior Notes due 2023
|
—
|
|
|
—
|
|
|
|
742
|
|
|
448
|
|
||||
9.875% Senior Notes due 2024
|
—
|
|
|
—
|
|
|
|
781
|
|
|
486
|
|
||||
9.875% Senior Notes due 2025 (b)
|
—
|
|
|
—
|
|
|
|
588
|
|
|
363
|
|
||||
6.50% Senior Notes due 2036
|
—
|
|
|
—
|
|
|
|
447
|
|
|
223
|
|
||||
6.80% Senior Notes due 2037
|
—
|
|
|
—
|
|
|
|
255
|
|
|
134
|
|
||||
7.00% Senior Notes due 2038
|
—
|
|
|
—
|
|
|
|
456
|
|
|
241
|
|
||||
9.875% Senior Notes due 2039
|
—
|
|
|
—
|
|
|
|
245
|
|
|
138
|
|
||||
6.75% Senior Notes due 2040
|
—
|
|
|
—
|
|
|
|
457
|
|
|
230
|
|
||||
5.95% Senior Notes due 2042
|
—
|
|
|
—
|
|
|
|
369
|
|
|
190
|
|
||||
Total
|
$
|
2,097
|
|
|
$
|
2,252
|
|
|
|
$
|
7,285
|
|
|
$
|
4,455
|
|
(a)
|
The fair value of the Exchangeable Senior Notes due 2021 includes an exchange feature reported in Capital in Excess of Par Value, and a debt component further described in “Note 14 – Long-term Debt.”
|
(b)
|
On February 28, 2018, the Predecessor issued $600 million in aggregate principal amount of our 9.875% senior notes due 2025.
|
•
|
the price and price volatility of oil, natural gas and natural gas liquids;
|
•
|
our ability to realize expected revenues and profitability levels from current and future contracts;
|
•
|
our ability to generate cash flow from operations to fund our operations;
|
•
|
global political, economic and market conditions, political disturbances, war, terrorist attacks, changes in global trade policies, weak local economic conditions and international currency fluctuations;
|
•
|
member-country quota compliance within the Organization of Petroleum Exporting Countries (“OPEC”);
|
•
|
global public health threats and pandemics, such as severe influenza, COVID-19 and other highly communicable viruses or diseases;
|
•
|
increases in the prices and lack of availability of our procured products and services;
|
•
|
our ability to timely collect from customers;
|
•
|
our ability to realize cost savings and business enhancements from our revenue and cost improvement efforts;
|
•
|
our ability to attract, motivate and retain employees, including key personnel;
|
•
|
our ability to manage our workforce, supply chain and business processes, information technology systems and technological innovation and commercialization, including the impact of our organization restructure, business enhancements, improvement efforts and the cost and support reduction plans;
|
•
|
potential non-cash asset impairment charges for long-lived assets, intangible assets or other assets;
|
•
|
adverse weather conditions in certain regions of our operations; and
|
•
|
failure to ensure on-going compliance with current and future laws and government regulations, including but not limited to environmental and tax and accounting laws, rules and regulations.
|
|
PAGE
|
|
|
Financial Statement Schedule II:
|
|
WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
|
||||||||||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS
|
||||||||||||||||
|
|
|
|
|
||||||||||||
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||||||
|
12/14/19
|
|
|
01/01/19
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars and shares in millions, except per share amounts)
|
12/31/19
|
|
|
12/13/19
|
|
2018
|
|
2017
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
|
||||||||
Products
|
$
|
111
|
|
|
|
$
|
1,819
|
|
|
$
|
2,051
|
|
|
$
|
2,116
|
|
Services
|
150
|
|
|
|
3,135
|
|
|
3,693
|
|
|
3,583
|
|
||||
Total Revenues
|
261
|
|
|
|
4,954
|
|
|
5,744
|
|
|
5,699
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Costs and Expenses:
|
|
|
|
|
|
|
|
|
||||||||
Cost of Products
|
100
|
|
|
|
1,685
|
|
|
1,887
|
|
|
2,142
|
|
||||
Cost of Services
|
108
|
|
|
|
2,168
|
|
|
2,627
|
|
|
2,747
|
|
||||
Research and Development
|
7
|
|
|
|
136
|
|
|
139
|
|
|
158
|
|
||||
Selling, General and Administrative Attributable to Segments
|
40
|
|
|
|
777
|
|
|
764
|
|
|
904
|
|
||||
Corporate General and Administrative
|
5
|
|
|
|
118
|
|
|
130
|
|
|
130
|
|
||||
Goodwill Impairment
|
—
|
|
|
|
730
|
|
|
1,917
|
|
|
—
|
|
||||
Long-Lived Asset Impairments, Write-Downs and Other
|
—
|
|
|
|
374
|
|
|
238
|
|
|
1,701
|
|
||||
Restructuring Charges
|
—
|
|
|
|
189
|
|
|
126
|
|
|
183
|
|
||||
Prepetition Charges
|
—
|
|
|
|
86
|
|
|
—
|
|
|
—
|
|
||||
Gain on Sale of Operational Assets
|
—
|
|
|
|
(15
|
)
|
|
—
|
|
|
—
|
|
||||
Gain on Sale of Businesses, Net
|
—
|
|
|
|
(112
|
)
|
|
—
|
|
|
(96
|
)
|
||||
Total Costs and Expenses
|
260
|
|
|
|
6,136
|
|
|
7,828
|
|
|
7,869
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Operating Income (Loss)
|
1
|
|
|
|
(1,182
|
)
|
|
(2,084
|
)
|
|
(2,170
|
)
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Other Income (Expense):
|
|
|
|
|
|
|
|
|
||||||||
Reorganization Items
|
(4
|
)
|
|
|
5,389
|
|
|
—
|
|
|
—
|
|
||||
Interest Expense, Net
|
(12
|
)
|
|
|
(362
|
)
|
|
(614
|
)
|
|
(579
|
)
|
||||
Warrant Fair Value Adjustment
|
—
|
|
|
|
—
|
|
|
70
|
|
|
86
|
|
||||
Bond Tender and Call Premium
|
—
|
|
|
|
—
|
|
|
(34
|
)
|
|
—
|
|
||||
Currency Devaluation Charges
|
—
|
|
|
|
—
|
|
|
(49
|
)
|
|
—
|
|
||||
Other Income (Expense), Net
|
—
|
|
|
|
(26
|
)
|
|
(46
|
)
|
|
7
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Income (Loss) Before Income Taxes
|
(15
|
)
|
|
|
3,819
|
|
|
(2,757
|
)
|
|
(2,656
|
)
|
||||
Income Tax (Provision)
|
(9
|
)
|
|
|
(135
|
)
|
|
(34
|
)
|
|
(137
|
)
|
||||
Net Income (Loss)
|
(24
|
)
|
|
|
3,684
|
|
|
(2,791
|
)
|
|
(2,793
|
)
|
||||
Net Income Attributable to Noncontrolling Interests
|
2
|
|
|
|
23
|
|
|
20
|
|
|
20
|
|
||||
Net Income (Loss) Attributable to Weatherford
|
$
|
(26
|
)
|
|
|
$
|
3,661
|
|
|
$
|
(2,811
|
)
|
|
$
|
(2,813
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Income (Loss) Per Share Attributable to Weatherford:
|
|
|
|
|
|
|
|
|
||||||||
Basic and Diluted
|
$
|
(0.37
|
)
|
|
|
$
|
3.65
|
|
|
$
|
(2.82
|
)
|
|
$
|
(2.84
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted Average Shares Outstanding:
|
|
|
|
|
|
|
|
|
||||||||
Basic & Diluted
|
70
|
|
|
|
1,004
|
|
|
997
|
|
|
990
|
|
WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
|
||||||||||||||||
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
|
||||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
|
|
||||||||
|
12/14/19
|
|
|
01/01/19
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/19
|
|
|
12/13/19
|
|
2018
|
|
2017
|
||||||||
Net Income (Loss)
|
$
|
(24
|
)
|
|
|
$
|
3,684
|
|
|
$
|
(2,791
|
)
|
|
$
|
(2,793
|
)
|
Foreign Currency Translation
|
7
|
|
|
|
52
|
|
|
(240
|
)
|
|
130
|
|
||||
Defined Benefit Pension Activity
|
2
|
|
|
|
(11
|
)
|
|
12
|
|
|
(39
|
)
|
||||
Interest Rate Derivative Loss
|
—
|
|
|
|
8
|
|
|
—
|
|
|
—
|
|
||||
Other
|
—
|
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||
Other Comprehensive Income (Loss)
|
9
|
|
|
|
49
|
|
|
(227
|
)
|
|
91
|
|
||||
Comprehensive Income (Loss)
|
(15
|
)
|
|
|
3,733
|
|
|
(3,018
|
)
|
|
(2,702
|
)
|
||||
Comprehensive Income Attributable to Noncontrolling Interests
|
2
|
|
|
|
23
|
|
|
20
|
|
|
20
|
|
||||
Comprehensive Income (Loss) Attributable to Weatherford
|
$
|
(17
|
)
|
|
|
$
|
3,710
|
|
|
$
|
(3,038
|
)
|
|
$
|
(2,722
|
)
|
WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
|
||||||||
CONSOLIDATED BALANCE SHEETS
|
||||||||
|
|
|
|
|
||||
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars and shares in millions, except par value)
|
2019
|
|
|
2018
|
||||
Assets:
|
|
|
|
|
||||
Cash and Cash Equivalents
|
$
|
618
|
|
|
|
$
|
602
|
|
Restricted Cash
|
182
|
|
|
|
—
|
|
||
Accounts Receivable, Net of Allowance for Uncollectible Accounts of $0 at December 31, 2019 and $123 at December 31, 2018
|
1,241
|
|
|
|
1,130
|
|
||
Inventories, Net
|
972
|
|
|
|
1,025
|
|
||
Other Current Assets
|
440
|
|
|
|
693
|
|
||
Total Current Assets
|
3,453
|
|
|
|
3,450
|
|
||
|
|
|
|
|
||||
Property, Plant and Equipment, Net of Accumulated Depreciation of $25 at December 31, 2019 and $5,786 at December 31, 2018
|
2,122
|
|
|
|
2,086
|
|
||
Goodwill
|
239
|
|
|
|
713
|
|
||
Intangible Assets, Net of Accumulated Amortization of $9 at December 31, 2019 and $743 at December 31, 2018
|
1,114
|
|
|
|
213
|
|
||
Other Non-current Assets
|
365
|
|
|
|
139
|
|
||
Total Assets
|
$
|
7,293
|
|
|
|
$
|
6,601
|
|
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
||||
Short-term Borrowings and Current Portion of Long-term Debt
|
$
|
13
|
|
|
|
$
|
383
|
|
Accounts Payable
|
585
|
|
|
|
732
|
|
||
Accrued Salaries and Benefits
|
270
|
|
|
|
249
|
|
||
Income Taxes Payable
|
205
|
|
|
|
214
|
|
||
Other Current Liabilities
|
599
|
|
|
|
722
|
|
||
Total Current Liabilities
|
1,672
|
|
|
|
2,300
|
|
||
|
|
|
|
|
||||
Long-term Debt
|
2,151
|
|
|
|
7,605
|
|
||
Other Non-current Liabilities
|
554
|
|
|
|
362
|
|
||
Total Liabilities
|
4,377
|
|
|
|
10,267
|
|
||
|
|
|
|
|
||||
Shareholders’ Equity (Deficiency):
|
|
|
|
|
||||
Predecessor Ordinary Shares - Par Value $0.001; Authorized 1,356 shares, Issued and Outstanding 1,002 shares at December 31, 2018
|
—
|
|
|
|
1
|
|
||
Successor Ordinary Shares - Par value $0.001; Authorized 1,356, Issued and Outstanding 70 at December 31, 2019
|
—
|
|
|
|
—
|
|
||
Predecessor Capital in Excess of Par Value
|
—
|
|
|
|
6,711
|
|
||
Successor Capital in Excess of Par Value
|
2,897
|
|
|
|
—
|
|
||
Retained Earnings (Deficit)
|
(26
|
)
|
|
|
(8,671
|
)
|
||
Accumulated Other Comprehensive Income (Loss)
|
9
|
|
|
|
(1,746
|
)
|
||
Weatherford Shareholders’ Equity (Deficiency)
|
2,880
|
|
|
|
(3,705
|
)
|
||
Noncontrolling Interests
|
36
|
|
|
|
39
|
|
||
Total Shareholders’ Equity (Deficiency)
|
2,916
|
|
|
|
(3,666
|
)
|
||
Total Liabilities and Shareholders’ Equity (Deficiency)
|
$
|
7,293
|
|
|
|
$
|
6,601
|
|
WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
|
|||||||||||||||||||||||
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIENCY)
|
|||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
(Dollars in millions)
|
Par Value of Issued Shares
|
|
Capital In Excess of Par Value
|
|
Retained Earnings (Deficit)
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Non-controlling Interests
|
|
Total Shareholders’ (Deficiency) Equity
|
||||||||||||
Balance at December 31, 2016 (Predecessor)
|
$
|
1
|
|
|
$
|
6,571
|
|
|
$
|
(2,950
|
)
|
|
$
|
(1,610
|
)
|
|
$
|
56
|
|
|
$
|
2,068
|
|
Net Income (Loss)
|
—
|
|
|
—
|
|
|
(2,813
|
)
|
|
—
|
|
|
20
|
|
|
(2,793
|
)
|
||||||
Other Comprehensive Income
|
—
|
|
|
—
|
|
|
—
|
|
|
91
|
|
|
—
|
|
|
91
|
|
||||||
Dividends Paid to Noncontrolling
Interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
(21
|
)
|
||||||
Equity Awards Granted, Vested and
Exercised
|
—
|
|
|
84
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
84
|
|
||||||
Balance at December 31, 2017 (Predecessor)
|
$
|
1
|
|
|
$
|
6,655
|
|
|
$
|
(5,763
|
)
|
|
$
|
(1,519
|
)
|
|
$
|
55
|
|
|
$
|
(571
|
)
|
Net Income (Loss)
|
—
|
|
|
—
|
|
|
(2,811
|
)
|
|
—
|
|
|
20
|
|
|
(2,791
|
)
|
||||||
Other Comprehensive Loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(227
|
)
|
|
—
|
|
|
(227
|
)
|
||||||
Dividends Paid to Noncontrolling Interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16
|
)
|
|
(16
|
)
|
||||||
Adoption of Intra-Entity Transfers of
Assets Other Than Inventory and
Revenue from Contracts with
Customers
|
—
|
|
|
—
|
|
|
(97
|
)
|
|
—
|
|
|
—
|
|
|
(97
|
)
|
||||||
Equity Awards Granted, Vested and
Exercised
|
—
|
|
|
52
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
52
|
|
||||||
Other
|
—
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
(16
|
)
|
||||||
Balance at December 31, 2018 (Predecessor)
|
$
|
1
|
|
|
$
|
6,711
|
|
|
$
|
(8,671
|
)
|
|
$
|
(1,746
|
)
|
|
$
|
39
|
|
|
$
|
(3,666
|
)
|
Net Income (Loss)
|
—
|
|
|
—
|
|
|
3,661
|
|
|
—
|
|
|
23
|
|
|
3,684
|
|
||||||
Other Comprehensive Income
|
—
|
|
|
—
|
|
|
—
|
|
|
49
|
|
|
—
|
|
|
49
|
|
||||||
Dividends Paid to Noncontrolling
Interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22
|
)
|
|
(22
|
)
|
||||||
Equity Awards Granted, Vested and
Exercised
|
—
|
|
|
22
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22
|
|
||||||
Equity Awards Vested and Cancelled
in Connection With the Plan
|
—
|
|
|
24
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24
|
|
||||||
Other Activity
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
2
|
|
||||||
Elimination of Predecessor Equity
Balances |
(1
|
)
|
|
(6,757
|
)
|
|
5,010
|
|
|
1,697
|
|
|
—
|
|
|
(51
|
)
|
||||||
Issuance of New Ordinary Shares in
Connection with the Plan to Creditors
|
—
|
|
|
2,837
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,837
|
|
||||||
Issuance of New Ordinary Shares to
Prior Shareholders
|
—
|
|
|
29
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29
|
|
||||||
Equity Value of Warrants
|
—
|
|
|
31
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31
|
|
||||||
Fresh Start Adjustment to NCI
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8
|
)
|
|
(8
|
)
|
||||||
Balance at December 13, 2019 (Successor)
|
$
|
—
|
|
|
$
|
2,897
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
34
|
|
|
$
|
2,931
|
|
Net Income (Loss)
|
—
|
|
|
—
|
|
|
(26
|
)
|
|
—
|
|
|
2
|
|
|
(24
|
)
|
||||||
Other Comprehensive Income
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
||||||
Balance at December 31, 2019 (Successor)
|
$
|
—
|
|
|
$
|
2,897
|
|
|
$
|
(26
|
)
|
|
$
|
9
|
|
|
$
|
36
|
|
|
$
|
2,916
|
|
WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
|
||||||||||||||||
CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
|
||||||||||||||||
|
|
|
|
|
||||||||||||
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||||||
|
12/14/19
|
|
|
1/1/2019
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||||||
Cash Flows From Investing Activities:
|
|
|
|
|
|
|
|
|
||||||||
Capital Expenditures for Property, Plant and Equipment
|
$
|
(20
|
)
|
|
|
$
|
(250
|
)
|
|
$
|
(186
|
)
|
|
$
|
(225
|
)
|
Acquisition of Assets Held for Sale
|
—
|
|
|
|
—
|
|
|
(31
|
)
|
|
(244
|
)
|
||||
Acquisitions of Businesses, Net of Cash Acquired
|
—
|
|
|
|
—
|
|
|
4
|
|
|
(7
|
)
|
||||
Acquisition of Intangible Assets
|
(1
|
)
|
|
|
(13
|
)
|
|
(28
|
)
|
|
(15
|
)
|
||||
Proceeds (Payment) from Disposition of Businesses and Investments
|
7
|
|
|
|
328
|
|
|
257
|
|
|
429
|
|
||||
Proceeds from Disposition of Assets
|
—
|
|
|
|
84
|
|
|
106
|
|
|
51
|
|
||||
Other Investing Activities
|
—
|
|
|
|
—
|
|
|
—
|
|
|
(51
|
)
|
||||
Net Cash Provided by (Used in) Investing Activities
|
$
|
(14
|
)
|
|
|
$
|
149
|
|
|
$
|
122
|
|
|
$
|
(62
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Cash Flows From Financing Activities:
|
|
|
|
|
|
|
|
|
||||||||
Borrowings of Long-term Debt
|
$
|
—
|
|
|
|
$
|
1,600
|
|
|
$
|
586
|
|
|
$
|
250
|
|
Borrowings on Debtor in Possession (“DIP”) Credit Agreement
|
—
|
|
|
|
1,529
|
|
|
—
|
|
|
—
|
|
||||
Repayment on DIP Credit Agreement upon Emergence
|
—
|
|
|
|
(1,529
|
)
|
|
—
|
|
|
—
|
|
||||
Repayments of Long-term Debt
|
(1
|
)
|
|
|
(318
|
)
|
|
(502
|
)
|
|
(69
|
)
|
||||
Borrowings (Repayments) of Short-term Debt, Net
|
(1
|
)
|
|
|
(347
|
)
|
|
158
|
|
|
(128
|
)
|
||||
DIP Financing Fees and Payments on Backstop Agreement
|
—
|
|
|
|
(137
|
)
|
|
—
|
|
|
—
|
|
||||
Bond Tender Premium
|
—
|
|
|
|
—
|
|
|
(34
|
)
|
|
—
|
|
||||
Other Financing Activities, Net
|
—
|
|
|
|
(49
|
)
|
|
(40
|
)
|
|
(33
|
)
|
||||
Net Cash Provided by (Used in) Financing Activities
|
$
|
(2
|
)
|
|
|
$
|
749
|
|
|
$
|
168
|
|
|
$
|
20
|
|
Effect of Exchange Rate Changes on Cash and Cash Equivalents
|
1
|
|
|
|
1
|
|
|
(59
|
)
|
|
6
|
|
||||
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash
|
46
|
|
|
|
152
|
|
|
(11
|
)
|
|
(424
|
)
|
||||
Cash, Cash Equivalents and Restricted Cash at Beginning of Period
|
754
|
|
|
|
602
|
|
|
613
|
|
|
1,037
|
|
||||
Cash, Cash Equivalents and Restricted Cash at End of Period
|
$
|
800
|
|
|
|
$
|
754
|
|
|
$
|
602
|
|
|
$
|
613
|
|
|
|
|
|
|
|
|
|
|
||||||||
Supplemental Cash Flow Information
|
|
|
|
|
|
|
|
|
||||||||
Interest Paid
|
$
|
—
|
|
|
|
$
|
272
|
|
|
$
|
584
|
|
|
$
|
538
|
|
Income Taxes Paid, Net of Refunds
|
$
|
2
|
|
|
|
$
|
89
|
|
|
$
|
99
|
|
|
$
|
87
|
|
Non-Cash Financing Obligations
|
$
|
—
|
|
|
|
$
|
19
|
|
|
$
|
23
|
|
|
$
|
24
|
|
Major Classes of Property, Plant and Equipment
|
Predecessor and Future
PP&E Estimated Useful Lives |
Buildings and leasehold improvements
|
10 – 40 years or lease term
|
Rental and service equipment
|
2 – 15 years (3 – 10 years for assets added after emergence)
|
Machinery and other
|
2 – 12 years
|
•
|
Our existing unsecured notes would be cancelled and exchanged for 99% of the ordinary shares of the reorganized Company (“New Common Stock”) and the Weatherford Parties would issue a single tranche of up to $2.1 billion aggregate principal amount of new Exit Notes upon emergence from bankruptcy, consisting of up to $1.6 billion of Exit Rights Offering Notes (fully backstopped by Commitment Parties in the Backstop Commitment Agreement) issued for cash to holders of subscription rights issued in a rights offering and $500 million of Exit Takeback Notes issued on a pro rata basis with a five-year maturity.
|
•
|
All trade claims against the Company whether arising prior to or after the commencement of the Cases would be paid in full in the ordinary course of business.
|
•
|
Our existing equity would be cancelled and exchanged for 1% of the New Common Stock and four-year warrants to purchase 10% of the New Common Stock, both subject to dilution on account of the equity issued pursuant to the management incentive plan. The strike price of the warrants was expected to be set at an equity value at which the noteholders would receive a recovery equal to par as of the date of the commencement of the Cases in respect of the existing unsecured notes and all other general unsecured claims that were pari passu with the existing unsecured notes.
|
(3)
|
all outstanding obligations under our unsecured senior and exchangeable notes were cancelled and the applicable agreements governing such obligations were terminated; for additional details see “Note 14 – Long-term Debt”;
|
(4)
|
the senior secured superpriority debtor-in-possession credit agreement (the “DIP Credit Agreement”) the Company previously entered into was paid in full and terminated; for additional details see “Note 13 – Short-term Borrowings and Other Debt Obligations”;
|
(5)
|
the Company issued a $2.1 billion aggregate principal amount of unsecured 11.00% Exit Notes due 2024; for additional details see “Note 14 – Long-term Debt”;
|
(6)
|
the Company entered into a senior secured asset-based revolving credit agreement in an aggregate amount of $450 million (the “ABL Credit Agreement”) with the lenders party thereto and Wells Fargo Bank, N.A. as administrative agent; for additional details see Note 13 – Short-term Borrowings and Other Debt Obligations;
|
(7)
|
the Company entered into a senior secured letter of credit agreement in an aggregate amount of $195 million (the “LC Credit Agreement”) for issuance of bid and performance letters of credit; for additional details see Note 13 – Short-term Borrowings and Other Debt Obligations;
|
(8)
|
the Company issued 69,999,954 shares of Successor new ordinary shares (“New Ordinary Shares”) to the holders of the Company’s existing senior notes and holders of the existing ordinary shares (“Old Ordinary Shares”); for additional details see “Note 20 – Shareholders’ Equity (Deficiency)”;
|
(9)
|
the Company issued warrants (the “New Warrants”), to holders of the Company’s existing Old Ordinary Shares, to purchase up to an aggregate of 7,777,779 New Ordinary Shares in the Company at an exercise price of $99.96 per ordinary share. The New Warrants are exercisable until the earlier of December 13, 2023 and the date of consummation of any liquidity event as defined in the Warrant Agreement; for additional details see “Note 20 – Shareholders’ Equity (Deficiency)”.
|
|
|
Successor
|
|
|
Predecessor
|
||||
|
|
Period From
|
|
|
Period From
|
||||
|
|
12/14/19
|
|
|
01/01/19
|
||||
|
|
through
|
|
|
through
|
||||
Reorganization Gain (Expense) (Dollars in millions)
|
|
12/31/19
|
|
|
12/13/19
|
||||
Gain on Settlement of Liabilities Subject to Compromise
|
|
$
|
—
|
|
|
|
$
|
4,297
|
|
Fresh Start Valuation Adjustments
|
|
—
|
|
|
|
1,434
|
|
||
Reorganization Items for Plan Effects (Non-Cash)
|
|
—
|
|
|
|
5,731
|
|
||
|
|
|
|
|
|
||||
Unamortized Debt Issuance and Discount
|
|
$
|
—
|
|
|
|
$
|
(128
|
)
|
Unamortized Interest Rate Derivative Loss
|
|
—
|
|
|
|
(8
|
)
|
||
Reorganization Items (Non-Cash)
|
|
—
|
|
|
|
(136
|
)
|
||
|
|
|
|
|
|
||||
Backstop Commitment Fees
|
|
$
|
—
|
|
|
|
$
|
(81
|
)
|
DIP Financing Fees
|
|
—
|
|
|
|
(56
|
)
|
||
Professional Fees
|
|
(4
|
)
|
|
|
(69
|
)
|
||
Reorganization Fees
|
|
(4
|
)
|
|
|
(206
|
)
|
||
|
|
|
|
|
|
||||
Total Reorganization Items
|
|
$
|
(4
|
)
|
|
|
$
|
5,389
|
|
|
|
|
|
|
|
||||
Reorganization Items (Fees) Unpaid
|
|
$
|
30
|
|
|
|
$
|
30
|
|
Reorganization Items (Fees) Paid
|
|
$
|
4
|
|
|
|
$
|
176
|
|
|
Predecessor
|
||
|
December 13,
|
||
(Dollars in millions)
|
2019
|
||
5.125% Senior Notes due 2020
|
$
|
365
|
|
5.875% Exchangeable Senior Notes due 2021
|
1,265
|
|
|
7.75% Senior Notes due 2021
|
750
|
|
|
4.50% Senior Notes due 2022
|
646
|
|
|
8.25% Senior Notes due 2023
|
750
|
|
|
9.875% Senior Notes due 2024
|
790
|
|
|
9.875% Senior Notes due 2025
|
600
|
|
|
6.50% Senior Notes due 2036
|
453
|
|
|
6.80% Senior Notes due 2037
|
259
|
|
|
7.00% Senior Notes due 2038
|
461
|
|
|
9.875% Senior Notes due 2039
|
250
|
|
|
6.75% Senior Notes due 2040
|
463
|
|
|
5.95% Senior Notes due 2042
|
375
|
|
|
Accrued Interest on Senior Notes and Exchangeable Senior Notes
|
207
|
|
|
Liabilities Subject to Compromise
|
$
|
7,634
|
|
(Dollars in millions)
|
Fresh Start Reporting Date
|
||
Enterprise Value
|
$
|
4,516
|
|
Plus: Cash and Cash Equivalents (includes $25 million cash collateral released from restricted cash on 12/17/19)
|
518
|
|
|
Less: Fair Value of Debt
|
(2,103
|
)
|
|
Fair Value of Successor Equity
|
$
|
2,931
|
|
(Dollars in millions)
|
Fresh Start Reporting Date
|
||
Enterprise Value
|
$
|
4,516
|
|
Plus: Cash and Cash Equivalents (includes $25 million cash collateral released from restricted cash on 12/17/19)
|
518
|
|
|
Plus: Current Liabilities Excluding Short-term Borrowings and Current Portion of Long-term Debt
|
1,707
|
|
|
Plus: Non-current Liabilities Excluding Long-term Debt
|
627
|
|
|
Reorganization Value of Successor’s Assets to be Allocated
|
$
|
7,368
|
|
|
As of December 13, 2019
|
||||||||||||||
|
|
|
|
|
Fresh Start
|
|
|
||||||||
|
|
|
Reorganization
|
|
Accounting
|
|
|
||||||||
(Dollars in millions)
|
Predecessor
|
|
Adjustments (1)
|
|
Adjustments
|
|
Successor
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Cash and Cash Equivalents
|
$
|
641
|
|
|
$
|
(148
|
)
|
(2)
|
$
|
—
|
|
|
$
|
493
|
|
Restricted Cash
|
398
|
|
|
(137
|
)
|
(3)
|
—
|
|
|
261
|
|
||||
Accounts Receivable, Net
|
1,274
|
|
|
—
|
|
|
—
|
|
|
1,274
|
|
||||
Inventories, Net
|
1,071
|
|
|
—
|
|
|
(84
|
)
|
(17)
|
987
|
|
||||
Other Current Assets
|
494
|
|
|
(4
|
)
|
(4)
|
(14
|
)
|
(18)
|
476
|
|
||||
Total Current Assets
|
3,878
|
|
|
(289
|
)
|
|
(98
|
)
|
|
3,491
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Property, Plant and Equipment, Net
|
1,838
|
|
|
—
|
|
|
289
|
|
(19)
|
2,127
|
|
||||
Goodwill
|
—
|
|
|
—
|
|
|
239
|
|
(20)
|
239
|
|
||||
Intangible Assets, Net
|
166
|
|
|
—
|
|
|
957
|
|
(21)
|
1,123
|
|
||||
Other Non-current Assets
|
336
|
|
|
25
|
|
(5)
|
27
|
|
(22)
|
388
|
|
||||
Total Assets
|
$
|
6,218
|
|
|
$
|
(264
|
)
|
|
$
|
1,414
|
|
|
$
|
7,368
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Debtor in Possession Financing
|
$
|
1,528
|
|
|
$
|
(1,528
|
)
|
(6)
|
$
|
—
|
|
|
$
|
—
|
|
Short-term Borrowings and Current Portion of
Long-term Debt
|
319
|
|
|
(305
|
)
|
(7)
|
(1
|
)
|
(23)
|
13
|
|
||||
Accounts Payable
|
667
|
|
|
(4
|
)
|
(8)
|
—
|
|
|
663
|
|
||||
Accrued Salaries and Benefits
|
263
|
|
|
—
|
|
|
—
|
|
|
263
|
|
||||
Income Taxes Payable
|
214
|
|
|
—
|
|
|
—
|
|
|
214
|
|
||||
Other Current Liabilities
|
618
|
|
|
(22
|
)
|
(9)
|
(39
|
)
|
(24)
|
557
|
|
||||
Total Current Liabilities
|
3,609
|
|
|
(1,859
|
)
|
|
(40
|
)
|
|
1,710
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Long-term Debt
|
60
|
|
|
2,097
|
|
(10)
|
(6
|
)
|
(25)
|
2,151
|
|
||||
Other Non-current Liabilities
|
518
|
|
|
—
|
|
|
58
|
|
(26)
|
576
|
|
||||
Total Liabilities Not Subject to Compromise
|
4,187
|
|
|
238
|
|
|
12
|
|
|
4,437
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Liabilities Subject to Compromise
|
7,634
|
|
|
(7,634
|
)
|
(11)
|
—
|
|
|
—
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Shareholders’ Equity (Deficiency):
|
|
|
|
|
|
|
|
||||||||
Predecessor Ordinary Shares
|
1
|
|
|
(1
|
)
|
(12)
|
—
|
|
|
—
|
|
||||
Successor Ordinary Shares
|
—
|
|
|
—
|
|
(13)
|
—
|
|
|
—
|
|
||||
Predecessor Capital in Excess of Par Value
|
6,733
|
|
|
(35
|
)
|
(14)
|
(6,698
|
)
|
(27)
|
—
|
|
||||
Successor Capital in Excess of Par Value
|
—
|
|
|
2,897
|
|
(15)
|
—
|
|
(28)
|
2,897
|
|
||||
Retained Earnings (Deficit)
|
(10,682
|
)
|
|
4,271
|
|
(16)
|
6,411
|
|
(27)
|
—
|
|
||||
Accumulated Other Comprehensive Income
(Loss)
|
(1,697
|
)
|
|
—
|
|
|
1,697
|
|
(27)
|
—
|
|
||||
Weatherford Shareholders’ Equity (Deficiency)
|
(5,645
|
)
|
|
7,132
|
|
|
1,410
|
|
|
2,897
|
|
||||
Noncontrolling Interests
|
42
|
|
|
—
|
|
|
(8
|
)
|
(28)
|
34
|
|
||||
Total Shareholders’ Equity (Deficiency)
|
(5,603
|
)
|
|
7,132
|
|
|
1,402
|
|
|
2,931
|
|
||||
Total Liabilities and Shareholders’ Equity (Deficiency)
|
$
|
6,218
|
|
|
$
|
(264
|
)
|
|
$
|
1,414
|
|
|
$
|
7,368
|
|
(1)
|
Represent amounts recorded as of the Effective Date for the implementation of the Plan, including, among other items, settlement of the Predecessor’s liabilities subject to compromise, repayment of certain of the Predecessor’s debt, issuances of the Successor’s common shares, proceeds received from the Successor’s debt offering and transfer of restricted cash for the issuance of the Successor’s debt.
|
(2)
|
Net change in Cash and Cash Equivalents:
|
Proceeds from Exit Notes
|
$
|
1,600
|
|
Cash Collateral Released
|
167
|
|
|
Payment in full on the DIP Credit Agreement and related unpaid interest
|
(1,531
|
)
|
|
Payment in full on the A&R Credit Agreement and related unpaid interest
|
(306
|
)
|
|
Payment to Escrow Remaining Professional Fees
|
(30
|
)
|
|
Payment on Deferred Financing Fees for Exit Credit Agreements
|
(22
|
)
|
|
Payments on Other Liabilities
|
(18
|
)
|
|
Payment on Professional Fees not escrowed
|
(8
|
)
|
|
Net Change in Cash and Cash Equivalents
|
$
|
(148
|
)
|
(3)
|
Net change in Restricted Cash:
|
Payment to Escrow Professional Fees
|
$
|
30
|
|
Cash Collateral Released
|
(167
|
)
|
|
Net Change in Restricted Cash
|
$
|
(137
|
)
|
(4)
|
Represents the reclass of amounts to deferred financing fees on the Exit Credit Agreements.
|
(5)
|
Net change in Other Non-current Assets include the following:
|
Payment on Deferred Financing Fees, Including Professional Fees, on the Exit Credit Agreements.
|
$
|
22
|
|
Reclass of amounts from Other Current Assets to deferred financing fees on the Exit Credit Agreements.
|
4
|
|
|
Accrual of Deferred Financing Fees on the Exit Credit Agreements
|
1
|
|
|
Write-off of Deferred Financing Fees on the A&R Credit Agreement
|
(2
|
)
|
|
Net Change in Other Non-current Assets
|
$
|
25
|
|
(6)
|
Represents the payment in full on the DIP Credit Agreement Principal.
|
(7)
|
Represents the payment in full on the A&R Credit Agreement Principal.
|
(8)
|
The decrease in Accounts Payable represents the payment on professional fees offset by the accrual of deferred financing fees.
|
(9)
|
Net change in Other Current Liabilities include the following:
|
Payments of Other Liabilities
|
$
|
(18
|
)
|
Payment of Interest on the DIP Credit Agreement
|
(3
|
)
|
|
Payment of Interest on the A&R Credit Agreement
|
(1
|
)
|
|
Net Change in Other Current Liabilities
|
$
|
(22
|
)
|
(10)
|
Changes in Long-term debt include the issuance of the unsecured 11.00% Exit Notes Due 2024 which is comprised of $1.6 billion of the Exit Rights Offering Notes and $500 million of the Exit Takeback Notes, offset by the accrual of deferred financing fees.
|
(11)
|
Liabilities Subject to Compromise to be settled in accordance with the Plan and the resulting gain were determined as follows:
|
Liabilities Subject to Compromise
|
$
|
7,634
|
|
Distribution of equity to creditors
|
(2,837
|
)
|
|
Issue Exit Takeback Notes to creditors
|
(500
|
)
|
|
Gain on Settlement of Liabilities Subject to Compromise
|
$
|
4,297
|
|
(12)
|
Represents the cancellation of Predecessor Ordinary Shares at Par Value.
|
(13)
|
Represents the issuance of New Ordinary Shares to Creditors and Prior Ordinary Share Holders at Par Value.
|
(14)
|
Net change in Predecessor Capital in Excess of Par Value include the following:
|
Acceleration of share-based compensation
|
$
|
24
|
|
Cancellation of Predecessor Ordinary Shares
|
1
|
|
|
Issuance of New Ordinary Shares to Prior Ordinary Share Holders
|
(29
|
)
|
|
Issuance of New Warrant to Prior Ordinary Share Holders
|
$
|
(31
|
)
|
Net Change in Predecessor Capital in Excess of Par Value
|
$
|
(35
|
)
|
(15)
|
Net change in Successor Capital in Excess of Par Value include the following:
|
Issuance of New Ordinary Shares to Creditors
|
$
|
2,837
|
|
Issuance of New Warrant to Prior Ordinary Share Holders
|
31
|
|
|
Issuance of New Ordinary Shares to Prior Ordinary Share Holders
|
29
|
|
|
Net Change in Successor Capital in Excess of Par Value
|
$
|
2,897
|
|
(16)
|
Net Change in Retained Deficit include the following:
|
Gain on Settlement of Liabilities Subject to Compromise
|
$
|
4,297
|
|
Acceleration of share-based compensation
|
(24
|
)
|
|
Write-off of deferred financing fees on the A&R Credit Agreement
|
(2
|
)
|
|
Net Change in Retained Deficit
|
$
|
4,271
|
|
(17)
|
Changes in Inventories, Net reflect the fair value adjustment of $84 million.
|
|
Successor Fair Value
|
|
|
Predecessor Historical Value
|
||||
Raw Materials, Components and Supplies
|
78
|
|
|
|
$
|
78
|
|
|
Work in Process
|
51
|
|
|
|
55
|
|
||
Finished Goods
|
858
|
|
|
|
938
|
|
||
Totals
|
$
|
987
|
|
|
|
$
|
1,071
|
|
(18)
|
Reflects the elimination of current deferred costs associated with contracts with customers of $10 million and the elimination of certain prepaid taxes of $4 million due to the adoption of Fresh Start Accounting.
|
(19)
|
Changes in Property, Plant and Equipment, Net reflect the fair value adjustment of $289 million.
|
|
Successor Fair Value
|
|
|
Predecessor Historical Value
|
||||
Land, Buildings and Leasehold Improvements
|
$
|
569
|
|
|
|
$
|
1,205
|
|
Rental and Service Equipment
|
1,280
|
|
|
|
4,697
|
|
||
Machinery and Other
|
278
|
|
|
|
1,543
|
|
||
|
2,127
|
|
|
|
7,445
|
|
||
Less: Accumulated Depreciation
|
—
|
|
|
|
(5,607
|
)
|
||
Property, Plant and Equipment, Net
|
$
|
2,127
|
|
|
|
$
|
1,838
|
|
(20)
|
Reflects the recognition of Goodwill.
|
(21)
|
Changes in Intangible Assets reflect the fair value adjustment of $957 million.
|
|
Successor Fair Value
|
|
|
Predecessor Historical Value
|
||||
Developed and Acquired Technology
|
$
|
728
|
|
|
|
$
|
74
|
|
Trade Name
|
395
|
|
|
|
—
|
|
||
Customer Relationships and Contracts
|
—
|
|
|
|
39
|
|
||
Other
|
—
|
|
|
|
53
|
|
||
Totals
|
$
|
1,123
|
|
|
|
$
|
166
|
|
(22)
|
Reflects the fair value adjustment to the increase the Company’s Right of Use Assets by $13 million and Non-current Deferred Tax Asset by $14 million.
|
(23)
|
Reflects the fair value adjustment to the Company’s current portion of financed lease obligations.
|
(24)
|
Reflects the fair value adjustments to (i) increase the current portion of operating lease obligations by $5 million, (ii) decrease deferred revenues associated with contracts with customers by $29 million, and (iii) decrease intangible liability by $15 million.
|
(25)
|
Reflects the fair value adjustment to the Company’s long-term portion of financed lease obligations.
|
(26)
|
Reflects the fair value adjustment to (i) increase the long-term portion of operating lease obligations by $22 million, (ii) decrease the intangible liability by $7 million, and (iii) record a Non-current Deferred Tax Liability of $43 million.
|
(27)
|
Reflects the cumulative impact of Fresh Start Accounting adjustments discussed herein and the elimination of Predecessor accumulated other comprehensive loss and Predecessor accumulated deficit.
|
(28)
|
Reflects the fair value adjustment to noncontrolling ownership interests in certain subsidiaries.
|
(Dollars in millions)
|
Balance at January 1, 2019
|
||
Assets and Liabilities:
|
|
||
Other Non-Current Assets
|
$
|
288
|
|
Other Current Liabilities
|
92
|
|
|
Other Non-Current Liabilities
|
219
|
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
Raw Materials, Components and Supplies
|
$
|
78
|
|
|
|
$
|
131
|
|
Work in Process
|
64
|
|
|
|
47
|
|
||
Finished Goods
|
830
|
|
|
|
847
|
|
||
|
$
|
972
|
|
|
|
$
|
1,025
|
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
Land, Buildings and Leasehold Improvements
|
$
|
571
|
|
|
|
$
|
1,303
|
|
Rental and Service Equipment
|
1,296
|
|
|
|
4,869
|
|
||
Machinery and Other
|
280
|
|
|
|
1,700
|
|
||
|
2,147
|
|
|
|
7,872
|
|
||
Less: Accumulated Depreciation
|
25
|
|
|
|
5,786
|
|
||
Property, Plant and Equipment, Net
|
$
|
2,122
|
|
|
|
$
|
2,086
|
|
(Dollars in millions)
|
Western Hemisphere
|
|
Eastern Hemisphere
|
|
Total
|
||||||
Balance at December 31, 2017 (Predecessor)
|
$
|
1,958
|
|
|
$
|
769
|
|
|
$
|
2,727
|
|
Impairment
|
(1,380
|
)
|
|
(537
|
)
|
|
(1,917
|
)
|
|||
Disposals
|
(10
|
)
|
|
—
|
|
|
(10
|
)
|
|||
Reclassification to assets held for sale
|
(5
|
)
|
|
(2
|
)
|
|
(7
|
)
|
|||
Acquisitions
|
—
|
|
|
27
|
|
|
27
|
|
|||
Foreign currency translation
|
(69
|
)
|
|
(38
|
)
|
|
(107
|
)
|
|||
Balance at December 31, 2018 (Predecessor)
|
$
|
494
|
|
|
$
|
219
|
|
|
$
|
713
|
|
Impairment
|
(508
|
)
|
|
(222
|
)
|
|
(730
|
)
|
|||
Reclassification from assets held for sale
|
4
|
|
|
—
|
|
|
4
|
|
|||
Foreign currency translation
|
10
|
|
|
3
|
|
|
13
|
|
|||
Balance at December 13, 2019 (Predecessor)
|
—
|
|
|
—
|
|
|
—
|
|
|||
Fresh Start Accounting Valuation
|
—
|
|
|
239
|
|
|
239
|
|
|||
Balance at December 31, 2019 (Successor)
|
$
|
—
|
|
|
$
|
239
|
|
|
$
|
239
|
|
|
Successor
|
||||||||||
|
December 31, 2019
|
||||||||||
|
Gross
|
|
|
|
Net
|
||||||
|
Carrying
|
|
Accumulated
|
|
Intangible
|
||||||
(Dollars in millions)
|
Amount
|
|
Amortization
|
|
Assets
|
||||||
Developed and Acquired Technology
|
$
|
728
|
|
|
$
|
(7
|
)
|
|
$
|
721
|
|
Trade Names
|
395
|
|
|
(2
|
)
|
|
393
|
|
|||
Totals
|
$
|
1,123
|
|
|
$
|
(9
|
)
|
|
$
|
1,114
|
|
|
|
|
|
Period
|
Amount
|
|
|
2020
|
$
|
184
|
|
2021
|
184
|
|
|
2022
|
184
|
|
|
2023
|
184
|
|
|
2024
|
177
|
|
|
Western Hemisphere
|
Eastern Hemisphere
|
Corporate
|
Total
|
||||||||
Successor Period - 2019
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
Predecessor Period - 2019
|
84
|
|
50
|
|
55
|
|
189
|
|
||||
2018
|
27
|
|
45
|
|
54
|
|
126
|
|
||||
2017
|
70
|
|
77
|
|
36
|
|
183
|
|
|
|
|
|
(Dollars in millions)
|
Accrued Balance at Beginning of Period
|
|
Charges
|
|
Cash Payments
|
|
Other
|
|
Accrued Balance at End of Period
|
||||||||||
Successor - 2019
|
$
|
66
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
66
|
|
Predecessor - 2019
|
$
|
59
|
|
|
$
|
152
|
|
|
$
|
(120
|
)
|
|
$
|
(25
|
)
|
|
$
|
66
|
|
2018
|
$
|
61
|
|
|
$
|
120
|
|
|
$
|
(109
|
)
|
|
$
|
(13
|
)
|
|
$
|
59
|
|
2017
|
$
|
86
|
|
|
$
|
171
|
|
|
$
|
(167
|
)
|
|
$
|
(29
|
)
|
|
$
|
61
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Successor
|
||
(Dollars in millions)
|
Classification
|
|
December 31, 2019
|
||
Balance Sheet Components:
|
|
|
|
||
Assets
|
|
|
|
||
Operating
|
Other Non-Current Assets
|
|
$
|
256
|
|
Finance
|
Property Plant and Equipment, Net
|
|
62
|
|
|
Total leased assets
|
|
|
$
|
318
|
|
|
|
|
|
||
Liabilities
|
|
|
|
||
Current
|
|
|
|
||
Operating
|
Other Current Liabilities
|
|
$
|
79
|
|
Finance
|
Short-term Borrowings and Current Portion of Long-term Debt
|
|
10
|
|
|
|
|
|
|
||
Non-Current
|
|
|
|
||
Operating
|
Other Non-Current Liabilities
|
|
213
|
|
|
Finance
|
Long-term Debt
|
|
54
|
|
|
Total lease liabilities
|
|
|
$
|
356
|
|
|
|
Successor
|
|
|
Predecessor
|
||||
|
|
Period From
|
|
|
Period From
|
||||
|
|
12/14/19
|
|
|
1/1/2019
|
||||
|
|
through
|
|
|
through
|
||||
(Dollars in millions)
|
|
12/31/2019
|
|
|
12/13/2019
|
||||
Lease Expense Components:
|
|
|
|
|
|
||||
Operating lease expense
|
|
$
|
5
|
|
|
|
$
|
109
|
|
Short-term and variable lease expense
|
|
5
|
|
|
|
91
|
|
||
Finance lease expense: Amortization of ROU assets and interest on lease liabilities
|
|
1
|
|
|
|
11
|
|
||
Sublease income
|
|
(1
|
)
|
|
|
(6
|
)
|
||
Total lease expense
|
|
$
|
10
|
|
|
|
$
|
205
|
|
|
|
Successor
|
|||||
|
|
Operating
|
Finance
|
||||
(Dollars in millions)
|
|
Leases
|
Leases
|
||||
Maturity of Lease Liabilities as of December 31, 2019:
|
|
|
|
||||
2020
|
|
$
|
101
|
|
$
|
15
|
|
2021
|
|
80
|
|
12
|
|
||
2022
|
|
54
|
|
11
|
|
||
2023
|
|
30
|
|
11
|
|
||
2024
|
|
24
|
|
11
|
|
||
After 2024
|
|
149
|
|
25
|
|
||
Total Lease Payments
|
|
438
|
|
85
|
|
||
Less: Interest
|
|
146
|
|
21
|
|
||
Present Value of Lease Liabilities
|
|
$
|
292
|
|
$
|
64
|
|
|
Successor
|
|
Predecessor
|
||||
|
Period From
|
|
Period From
|
||||
|
12/14/19
|
|
1/1/2019
|
||||
|
through
|
|
through
|
||||
(Dollars in millions except years and percentages)
|
12/31/2019
|
|
12/13/2019
|
||||
Other Supplemental Information:
|
|
|
|
||||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
|
|
||||
Operating cash outflows from operating leases
|
$
|
5
|
|
|
$
|
131
|
|
Operating cash outflows from finance leases
|
$
|
—
|
|
|
$
|
4
|
|
Financing cash outflows from finance leases
|
$
|
1
|
|
|
$
|
8
|
|
|
|
|
|
||||
ROU assets obtained in exchange of new operating lease liabilities
|
$
|
2
|
|
|
$
|
59
|
|
ROU assets obtained in exchange of new finance lease liabilities
|
$
|
—
|
|
|
$
|
6
|
|
Loss on sale leaseback transactions (short-term) (a)
|
$
|
—
|
|
|
$
|
34
|
|
|
|
|
|
||||
|
December 31, 2019
|
|
|
||||
Weighted-average remaining lease term (years)
|
|
|
|
||||
Operating leases
|
7.8
|
|
|
|
|||
Finance leases
|
6.7
|
|
|
|
|||
|
|
|
|
||||
Weighted-average discount rate (percentages)
|
|
|
|
||||
Operating leases
|
9.2
|
%
|
|
|
|||
Finance leases
|
9.1
|
%
|
|
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
364-Day Credit Agreement (repaid in full July 3, 2019)
|
$
|
—
|
|
|
|
$
|
317
|
|
A&R Credit Agreement (repaid in full December 13, 2019)
|
—
|
|
|
|
—
|
|
||
ABL Credit Agreement (issued December 13, 2019)
|
—
|
|
|
|
—
|
|
||
Other Short-term Loans
|
3
|
|
|
|
9
|
|
||
Current Portion of Long-term Debt
|
10
|
|
|
|
57
|
|
||
Short-term Borrowings and Current Portion of Long-term Debt
|
$
|
13
|
|
|
|
$
|
383
|
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
11.00 % Exit Notes due 2024
|
$
|
2,097
|
|
|
|
$
|
—
|
|
5.125% Senior Notes due 2020
|
—
|
|
|
|
364
|
|
||
5.875% Exchangeable Senior Notes due 2021
|
—
|
|
|
|
1,194
|
|
||
7.75% Senior Notes due 2021
|
—
|
|
|
|
743
|
|
||
4.50% Senior Notes due 2022
|
—
|
|
|
|
644
|
|
||
8.25% Senior Notes due 2023
|
—
|
|
|
|
742
|
|
||
9.875% Senior Notes due 2024
|
—
|
|
|
|
781
|
|
||
9.875% Senior Notes due 2025
|
—
|
|
|
|
588
|
|
||
6.50% Senior Notes due 2036
|
—
|
|
|
|
447
|
|
||
6.80% Senior Notes due 2037
|
—
|
|
|
|
255
|
|
||
7.00% Senior Notes due 2038
|
—
|
|
|
|
456
|
|
||
9.875% Senior Notes due 2039
|
—
|
|
|
|
245
|
|
||
6.75% Senior Notes due 2040
|
—
|
|
|
|
457
|
|
||
5.95% Senior Notes due 2042
|
—
|
|
|
|
369
|
|
||
Term Loan Agreement due 2020
|
—
|
|
|
|
308
|
|
||
Finance and Other Lease Obligations
|
64
|
|
|
|
69
|
|
||
Total Senior Notes and Other Debt
|
2,161
|
|
|
|
7,662
|
|
||
Less: Amounts Due in One Year
|
10
|
|
|
|
57
|
|
||
Long-term Debt
|
$
|
2,151
|
|
|
|
$
|
7,605
|
|
2020
|
$
|
10
|
|
2021
|
7
|
|
|
2022
|
7
|
|
|
2023
|
8
|
|
|
2024
|
2,105
|
|
|
Thereafter
|
24
|
|
|
|
$
|
2,161
|
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
Fair Value
|
$
|
2,252
|
|
|
|
$
|
4,455
|
|
Carrying Value
|
2,097
|
|
|
|
7,285
|
|
|
|
|
|
|
|
|
Successor
|
|
|
Predecessor
|
|
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
|
|
|
|
||||||||
|
12/14/19 to
|
|
|
01/01/19 to
|
|
Year Ended 12/31
|
|
|
||||||||||
(Dollars in millions)
|
12/31/19
|
|
|
12/13/19
|
|
2018
|
|
2017
|
|
Classification
|
||||||||
Foreign Currency Forward Contracts
|
$
|
1
|
|
|
|
$
|
—
|
|
|
$
|
(15
|
)
|
|
$
|
(25
|
)
|
|
Other Income (Expense), Net
|
Old Warrant on Weatherford Shares
|
—
|
|
|
|
—
|
|
|
70
|
|
|
86
|
|
|
Warrant Fair Value Adjustment
|
|
Successor
|
|
|
Predecessor
|
||
|
Period From 12/14/19
|
|
|
Year Ended December 31,
|
||
|
to 12/31/19
|
|
|
2018
|
||
Discount rate:
|
|
|
|
|
||
United States Plans
|
2.50% - 3.25%
|
|
|
|
3.00% - 4.25%
|
|
International Plans
|
0.80% - 6.25%
|
|
|
|
1.85% - 7.25%
|
|
Rate of Compensation Increase:
|
|
|
|
|
|
|
United States Plans
|
—
|
|
|
|
—
|
|
International Plans
|
2.00% - 3.50%
|
|
|
|
2.00% - 3.50%
|
|
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||||||
|
12/14/19
|
|
|
1/1/2019
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||||||
Total Current Provision
|
$
|
(9
|
)
|
|
|
$
|
(110
|
)
|
|
$
|
(113
|
)
|
|
$
|
(162
|
)
|
Total Deferred (Provision) Benefit
|
—
|
|
|
|
(25
|
)
|
|
79
|
|
|
25
|
|
||||
Provision for Income Taxes
|
$
|
(9
|
)
|
|
|
$
|
(135
|
)
|
|
$
|
(34
|
)
|
|
$
|
(137
|
)
|
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||||||
|
12/14/19
|
|
|
1/1/2019
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||||||
Irish or Swiss Income Tax rate at 12.5% and 7.83%, respectively
|
$
|
2
|
|
|
|
$
|
(299
|
)
|
|
$
|
216
|
|
|
$
|
208
|
|
Tax on Operating Earnings Subject to Rates Different than the Irish or Swiss Federal Income Tax Rate
|
(65
|
)
|
|
|
197
|
|
|
(387
|
)
|
|
123
|
|
||||
Estimated Tax on Settlement of Liabilities Subject to Compromise and Fresh Start Accounting
|
—
|
|
|
|
(495
|
)
|
|
—
|
|
|
—
|
|
||||
Change in Valuation Allowance Attributed to Estimated Tax on Settlement of Liabilities Subject to Compromise and Fresh Start Accounting
|
—
|
|
|
|
463
|
|
|
—
|
|
|
—
|
|
||||
U.S. Tax Reform - Remeasure of U.S. Deferred Tax Assets
|
—
|
|
|
|
—
|
|
|
—
|
|
|
(249
|
)
|
||||
Change in Valuation Allowance Attributed to U.S. Tax Reform
|
—
|
|
|
|
—
|
|
|
—
|
|
|
301
|
|
||||
Change in Valuation Allowance
|
56
|
|
|
|
17
|
|
|
166
|
|
|
(459
|
)
|
||||
Change in Uncertain Tax Positions
|
(2
|
)
|
|
|
(18
|
)
|
|
(29
|
)
|
|
(61
|
)
|
||||
Provision for Income Taxes
|
$
|
(9
|
)
|
|
|
$
|
(135
|
)
|
|
$
|
(34
|
)
|
|
$
|
(137
|
)
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
Deferred Tax Assets:
|
|
|
|
|
||||
Net Operating Losses Carryforwards
|
$
|
696
|
|
|
|
$
|
1,002
|
|
Accrued Liabilities and Reserves
|
155
|
|
|
|
331
|
|
||
Tax Credit Carryforwards
|
11
|
|
|
|
94
|
|
||
Employee Benefits
|
26
|
|
|
|
29
|
|
||
Property, Plant and Equipment
|
63
|
|
|
|
—
|
|
||
Inventory
|
67
|
|
|
|
67
|
|
||
Other Differences between Financial and Tax Basis
|
264
|
|
|
|
324
|
|
||
Valuation Allowance
|
(1,166
|
)
|
|
|
(1,702
|
)
|
||
Total Deferred Tax Assets
|
116
|
|
|
|
145
|
|
||
Deferred Tax Liabilities:
|
|
|
|
|
|
|
||
Property, Plant and Equipment
|
—
|
|
|
|
(15
|
)
|
||
Intangible Assets
|
(90
|
)
|
|
|
(57
|
)
|
||
Other Differences between Financial and Tax Basis
|
(31
|
)
|
|
|
(52
|
)
|
||
Total Deferred Tax Liabilities
|
(121
|
)
|
|
|
(124
|
)
|
||
Net Deferred Tax Asset (Liability)
|
$
|
(5
|
)
|
|
|
$
|
21
|
|
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||||||
|
12/14/19
|
|
|
1/1/2019
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||||||
Balance at Beginning of Year
|
$
|
213
|
|
|
|
$
|
195
|
|
|
$
|
217
|
|
|
$
|
208
|
|
Additions as a Result of Tax Positions Taken During a Prior Period
|
—
|
|
|
|
34
|
|
|
31
|
|
|
65
|
|
||||
Reductions as a Result of Tax Positions Taken During a Prior Period
|
—
|
|
|
|
(1
|
)
|
|
(9
|
)
|
|
(1
|
)
|
||||
Additions as a Result of Tax Positions Taken During the Current Period
|
2
|
|
|
|
17
|
|
|
14
|
|
|
12
|
|
||||
Reductions Relating to Settlements with Taxing Authorities
|
(1
|
)
|
|
|
(20
|
)
|
|
(18
|
)
|
|
(29
|
)
|
||||
Reductions as a Result of a Lapse of the Applicable Statute of Limitations
|
—
|
|
|
|
(5
|
)
|
|
(23
|
)
|
|
(38
|
)
|
||||
Foreign Exchange Effects
|
—
|
|
|
|
(7
|
)
|
|
(17
|
)
|
|
—
|
|
||||
Balance at End of Year
|
$
|
214
|
|
|
|
$
|
213
|
|
|
$
|
195
|
|
|
$
|
217
|
|
Canada
|
2011 - 2019
|
Mexico
|
2009 - 2019
|
Russia
|
2016 - 2019
|
Switzerland
|
2011 - 2019
|
United States
|
2016 - 2019
|
(Shares in millions)
|
Issued
|
|
Balance at December 31, 2017 (Predecessor)
|
993
|
|
Equity Awards Granted, Vested and Exercised
|
9
|
|
Balance at December 31, 2018 (Predecessor)
|
1,002
|
|
Equity Awards Granted, Vested and Exercised
|
7
|
|
Predecessor Shares Cancellation
|
(1,009
|
)
|
Balance at December 13, 2019 (Predecessor)
|
—
|
|
Share Issuance
|
70
|
|
Balance at December 13, 2019 (Successor)
|
70
|
|
Share Issuance
|
—
|
|
Balance at December 31, 2019 (Successor)
|
70
|
|
(Dollars in millions)
|
Currency Translation Adjustment
|
|
Defined Benefit Pension
|
|
Deferred Loss on Derivatives
|
|
Total
|
||||||||
Balance at December 31, 2017 (Predecessor)
|
$
|
(1,484
|
)
|
|
$
|
(26
|
)
|
|
$
|
(9
|
)
|
|
$
|
(1,519
|
)
|
Other Comprehensive (Loss) Income before Reclassifications
|
(240
|
)
|
|
10
|
|
|
—
|
|
|
(230
|
)
|
||||
Reclassifications
|
—
|
|
|
2
|
|
|
1
|
|
|
3
|
|
||||
Net Activity
|
(240
|
)
|
|
12
|
|
|
1
|
|
|
(227
|
)
|
||||
Balance at December 31, 2018 (Predecessor)
|
(1,724
|
)
|
|
(14
|
)
|
|
(8
|
)
|
|
(1,746
|
)
|
||||
Other Comprehensive Income (Loss) before Reclassifications
|
52
|
|
|
(12
|
)
|
|
—
|
|
|
40
|
|
||||
Reclassifications
|
—
|
|
|
1
|
|
|
8
|
|
|
9
|
|
||||
Net Activity
|
52
|
|
|
(11
|
)
|
|
8
|
|
|
49
|
|
||||
Balance at December 13, 2019 (Predecessor)
|
(1,672
|
)
|
|
(25
|
)
|
|
—
|
|
|
(1,697
|
)
|
||||
Elimination of Predecessor Equity Balances
|
1,672
|
|
|
25
|
|
|
—
|
|
|
1,697
|
|
||||
Balance at December 13, 2019 (Successor)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Other Comprehensive Income
|
7
|
|
|
2
|
|
|
—
|
|
|
9
|
|
||||
Balance at December 31, 2019 (Successor)
|
$
|
7
|
|
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
9
|
|
|
Successor
|
|
|
Predecessor
|
||||||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||||||
|
12/14/19
|
|
|
01/01/2019
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||||||
Share-based Compensation
|
$
|
—
|
|
|
|
$
|
46
|
|
|
$
|
47
|
|
|
$
|
70
|
|
Related Tax (Provision) Benefit
|
—
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
RSU
|
|
Weighted Average
Grant Date Fair Value
|
|||
|
|
(In thousands)
|
|
|
|||
Non-Vested at December 31, 2018 (Predecessor)
|
|
17,278
|
|
|
$
|
2.82
|
|
Granted
|
|
76
|
|
|
0.90
|
|
|
Vested
|
|
(9,747
|
)
|
|
3.64
|
|
|
Cancelled or Forfeited
|
|
(7,607
|
)
|
|
1.75
|
|
|
Non-Vested at December 13, 2019 (Predecessor)
|
|
—
|
|
|
—
|
|
|
Granted, Vested, Cancelled or Forfeited
|
|
—
|
|
|
—
|
|
|
Non-Vested at December 31, 2019 (Successor)
|
|
—
|
|
|
—
|
|
|
Performance Units
|
|
Weighted Average Grant Date Fair Value
|
|||
|
(In thousands)
|
|
|
|||
Non-vested at December 31, 2018 (Predecessor)
|
4,014
|
|
|
$
|
4.99
|
|
Granted
|
—
|
|
|
—
|
|
|
Vested
|
(3,033
|
)
|
|
4.79
|
|
|
Cancelled or Forfeited
|
(981
|
)
|
|
5.63
|
|
|
Non-vested at December 13, 2019 (Predecessor)
|
—
|
|
|
—
|
|
|
Granted
|
—
|
|
|
—
|
|
|
Non-vested at December 31, 2019 (Successor)
|
—
|
|
|
—
|
|
|
Successor
|
|
|
Predecessor
|
||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||
|
12/14/19
|
|
|
01/01/2019
|
|
Years Ended
|
||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||
(Shares in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||
Basic and Diluted Weighted Average Shares Outstanding
|
70
|
|
|
|
1,004
|
|
|
997
|
|
|
990
|
|
|
Successor
|
|
|
Predecessor
|
||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||
|
12/14/19
|
|
|
01/01/2019
|
|
Years Ended
|
||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||
(Shares in millions)
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||
Potential Shares Excluded
|
8
|
|
|
|
197
|
|
|
251
|
|
|
250
|
|
|
Successor
|
||||||||
|
Period from December 14, 2019 through December 31, 2019
|
||||||||
(Dollars in millions)
|
Western Hemisphere
|
Eastern Hemisphere
|
Total Revenues
|
||||||
Product Lines:
|
|
|
|
||||||
Production
|
$
|
56
|
|
$
|
26
|
|
$
|
82
|
|
Completions
|
22
|
|
44
|
|
66
|
|
|||
Drilling and Evaluation
|
21
|
|
36
|
|
57
|
|
|||
Well Construction
|
22
|
|
34
|
|
56
|
|
|||
Total
|
$
|
121
|
|
$
|
140
|
|
$
|
261
|
|
|
Predecessor
|
||||||||
|
Period from January 1, 2019
to December 13, 2019
|
||||||||
(Dollars in millions)
|
Western Hemisphere
|
Eastern Hemisphere
|
Total Revenues
|
||||||
Product Lines:
|
|
|
|
||||||
Production
|
$
|
1,132
|
|
$
|
339
|
|
$
|
1,471
|
|
Completions
|
468
|
|
652
|
|
1,120
|
|
|||
Drilling and Evaluation
|
498
|
|
695
|
|
1,193
|
|
|||
Well Construction
|
522
|
|
648
|
|
1,170
|
|
|||
Total
|
$
|
2,620
|
|
$
|
2,334
|
|
$
|
4,954
|
|
|
Predecessor
|
||||||||
|
Year Ended December 31, 2018
|
||||||||
(Dollars in millions)
|
Western Hemisphere
|
Eastern Hemisphere
|
Total Revenues
|
||||||
Product Lines:
|
|
|
|
||||||
Production
|
$
|
1,195
|
|
$
|
364
|
|
$
|
1,559
|
|
Completions
|
610
|
|
604
|
|
1,214
|
|
|||
Drilling and Evaluation
|
647
|
|
778
|
|
1,425
|
|
|||
Well Construction
|
611
|
|
935
|
|
1,546
|
|
|||
Total
|
$
|
3,063
|
|
$
|
2,681
|
|
$
|
5,744
|
|
|
Predecessor
|
||||||||
|
Year Ended December 31, 2017
|
||||||||
(Dollars in millions)
|
Western Hemisphere
|
Eastern Hemisphere
|
Total Revenues
|
||||||
Product Lines:
|
|
|
|
||||||
Production
|
$
|
1,085
|
|
$
|
380
|
|
$
|
1,465
|
|
Completions
|
641
|
|
624
|
|
1,265
|
|
|||
Drilling and Evaluation
|
623
|
|
767
|
|
1,390
|
|
|||
Well Construction
|
588
|
|
991
|
|
1,579
|
|
|||
Total
|
$
|
2,937
|
|
$
|
2,762
|
|
$
|
5,699
|
|
|
Successor
|
|
|
Predecessor
|
|
|
||||||||||
|
Period From
|
|
|
Period From
|
|
|
|
|
||||||||
|
12/14/19
|
|
|
01/01/19
|
|
Years Ended
|
||||||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||||||
(Dollars in millions)
|
12/31/19
|
12/13/19
|
|
2018
|
|
2017
|
||||||||||
Geographic Areas:
|
|
|
|
|
|
|
|
|
||||||||
North America
|
$
|
68
|
|
|
|
$
|
1,548
|
|
|
$
|
1,987
|
|
|
$
|
2,047
|
|
Latin America
|
53
|
|
|
|
1,072
|
|
|
1,076
|
|
|
890
|
|
||||
Western Hemisphere
|
121
|
|
|
|
2,620
|
|
|
3,063
|
|
|
2,937
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Middle East & North Africa and Asia
|
88
|
|
|
|
1,427
|
|
|
1,716
|
|
|
1,755
|
|
||||
Europe/Sub-Sahara Africa/Russia
|
52
|
|
|
|
907
|
|
|
965
|
|
|
1,007
|
|
||||
Eastern Hemisphere
|
140
|
|
|
|
2,334
|
|
|
2,681
|
|
|
2,762
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Total Revenues
|
$
|
261
|
|
|
|
$
|
4,954
|
|
|
$
|
5,744
|
|
|
$
|
5,699
|
|
|
Successor
|
|
|
Predecessor
|
||||
(Dollars in millions)
|
December 31, 2019
|
|
|
December 31, 2018
|
||||
Receivables for Product and Services in Accounts Receivable, Net
|
$
|
1,089
|
|
|
|
$
|
1,051
|
|
(Dollars in millions)
|
Contract Assets
|
Contract Liabilities
|
||||
Balance at December 31, 2018 (Predecessor)
|
$
|
4
|
|
$
|
64
|
|
Revenue recognized that was included in the deferred revenue balance at the beginning of the
period
|
—
|
|
(61
|
)
|
||
Increase due to cash received, net of amount recognized as revenue during the period
|
—
|
|
21
|
|
||
Increase due to revenue recognized during the period but contingent on future performance
|
9
|
|
—
|
|
||
Transferred to receivables from contract assets recognized at the beginning of the period
|
(2
|
)
|
—
|
|
||
Transferred to receivables from contract assets recognized during the period
|
(8
|
)
|
—
|
|
||
Adjustments due to changes in estimates or contract modifications
|
—
|
|
9
|
|
||
Adjustments due to Fresh Start Accounting
|
—
|
|
(29
|
)
|
||
Balance at December 13, 2019 (Successor)
|
3
|
|
4
|
|
||
Increase due to cash received, net of amount recognized as revenue during the period
|
—
|
|
8
|
|
||
Balance at December 31, 2019 (Successor)
|
$
|
3
|
|
$
|
12
|
|
(Dollars in millions)
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|
Total
|
|
||||||
Service revenue
|
$
|
48
|
|
$
|
17
|
|
$
|
16
|
|
$
|
16
|
|
$
|
4
|
|
$
|
101
|
|
|
Successor
|
||||||||||||||
|
Period From December 14 through December 31, 2019
|
||||||||||||||
(Dollars in millions)
|
Revenues
|
|
Income (Loss)
from Operations |
|
Depreciation
and Amortization |
|
Capital
Expenditures |
||||||||
Western Hemisphere
|
$
|
121
|
|
|
$
|
(4
|
)
|
|
$
|
14
|
|
|
$
|
9
|
|
Eastern Hemisphere
|
140
|
|
|
10
|
|
|
20
|
|
|
7
|
|
||||
|
261
|
|
|
6
|
|
|
34
|
|
|
16
|
|
||||
Corporate General and Administrative
|
|
|
(5
|
)
|
|
—
|
|
|
4
|
|
|||||
Total
|
$
|
261
|
|
|
$
|
1
|
|
|
$
|
34
|
|
|
$
|
20
|
|
|
Predecessor
|
||||||||||||||
|
Period From January 1, 2019 to December 13, 2019
|
||||||||||||||
(Dollars in millions)
|
Revenues |
|
Income (Loss)
from Operations |
|
Depreciation
and Amortization |
|
Capital
Expenditures |
||||||||
Western Hemisphere
|
$
|
2,620
|
|
|
$
|
54
|
|
|
$
|
171
|
|
|
$
|
113
|
|
Eastern Hemisphere
|
2,334
|
|
|
134
|
|
|
269
|
|
|
115
|
|
||||
|
4,954
|
|
|
188
|
|
|
440
|
|
|
228
|
|
||||
Corporate General and Administrative
|
|
|
(118
|
)
|
|
7
|
|
|
22
|
|
|||||
Goodwill Impairment (a)
|
|
|
(730
|
)
|
|
|
|
|
|||||||
Prepetition Charges (b)
|
|
|
(86
|
)
|
|
|
|
|
|||||||
Long-live Asset Impairments, Asset Write-Downs, Inventory Write-Downs and Other (c)
|
|
|
(374
|
)
|
|
|
|
|
|||||||
Restructuring Charges (d)
|
|
|
(189
|
)
|
|
|
|
|
|||||||
Gain on Operational Assets Sale
|
|
|
15
|
|
|
|
|
|
|||||||
Gain on Sale of Businesses, Net (e)
|
|
|
112
|
|
|
|
|
|
|||||||
Total
|
$
|
4,954
|
|
|
$
|
(1,182
|
)
|
|
$
|
447
|
|
|
$
|
250
|
|
(a)
|
Impairment of the remaining goodwill related to our reporting units.
|
(b)
|
Prepetition charges for professional and other fees related to the Cases.
|
(c)
|
Includes asset write-downs, inventory write-downs and other charges, partially offset by a reduction of a contingency reserve on a legacy contract.
|
(d)
|
Includes restructuring charges of $189 million: $84 million in Western Hemisphere, $50 million in Eastern Hemisphere and $55 million in Corporate.
|
(e)
|
Primarily includes the gain on sale of our laboratory services business.
|
|
Predecessor
|
||||||||||||||
|
Year Ended December 31, 2018
|
||||||||||||||
(Dollars in millions)
|
Revenues
|
|
Income (Loss) from
Operations
|
|
Depreciation
and
Amortization
|
|
Capital
Expenditures
|
||||||||
Western Hemisphere
|
$
|
3,063
|
|
|
$
|
208
|
|
|
$
|
216
|
|
|
$
|
81
|
|
Eastern Hemisphere
|
2,681
|
|
|
119
|
|
|
333
|
|
|
87
|
|
||||
|
5,744
|
|
|
327
|
|
|
549
|
|
|
168
|
|
||||
Corporate General and Administrative
|
|
|
(130
|
)
|
|
7
|
|
|
18
|
|
|||||
Goodwill Impairment (f)
|
|
|
(1,917
|
)
|
|
|
|
|
|||||||
Long-Lived Asset Impairments, Asset Write-Downs and Other Charges (g)
|
|
|
(238
|
)
|
|
|
|
|
|||||||
Restructuring Charges (h)
|
|
|
(126
|
)
|
|
|
|
|
|||||||
Total
|
$
|
5,744
|
|
|
$
|
(2,084
|
)
|
|
$
|
556
|
|
|
$
|
186
|
|
(f)
|
Goodwill impairment of $1.9 billion was taken during the fourth quarter of 2018.
|
(g)
|
During 2018, impairments, asset write-downs and other includes $151 million in long-lived asset impairments primarily related to the land drilling rigs business and $87 million of other asset write-downs, charges and credits.
|
(h)
|
Includes restructuring charges of $126 million: $27 million in the Western Hemisphere, $45 million in the Eastern Hemisphere and $54 million in Corporate.
|
|
Predecessor
|
||||||||||||||
|
Year Ended December 31, 2017
|
||||||||||||||
(Dollars in millions)
|
Revenues
|
|
Income (Loss)
from
Operations
|
|
Depreciation
and
Amortization
|
|
Capital
Expenditures
|
||||||||
Western Hemisphere
|
$
|
2,937
|
|
|
$
|
(113
|
)
|
|
$
|
352
|
|
|
$
|
70
|
|
Eastern Hemisphere
|
2,762
|
|
|
(139
|
)
|
|
443
|
|
|
130
|
|
||||
|
5,699
|
|
|
(252
|
)
|
|
795
|
|
|
200
|
|
||||
Corporate General and Administrative
|
|
|
(130
|
)
|
|
6
|
|
|
25
|
|
|||||
Long-Lived Asset Impairments, Write-Downs and Other Related Charges (i)
|
|
|
(1,711
|
)
|
|
|
|
|
|||||||
Restructuring Charges (j)
|
|
|
(183
|
)
|
|
|
|
|
|||||||
Litigation Charges
|
|
|
10
|
|
|
|
|
|
|||||||
Loss on Sale of Businesses, Net (k)
|
|
|
96
|
|
|
|
|
|
|||||||
Total
|
$
|
5,699
|
|
|
$
|
(2,170
|
)
|
|
$
|
801
|
|
|
$
|
225
|
|
(i)
|
During 2017, impairments, asset write-downs and other include $928 million in long-lived asset impairments (of which $740 million relates to the write-down to the lower of carrying amount or fair value less cost to sell of our land drilling rigs assets classified as held for sale), $506 million of asset write-downs, charges and credits and $230 million in the write-down of Venezuelan receivables.
|
(j)
|
Includes restructuring charges of $183 million: $70 million in the Western Hemisphere, $77 million in the Eastern Hemisphere and $36 million in Corporate.
|
(k)
|
In the fourth quarter of 2017, we recognized a gain on the disposition of our U.S. pressure pumping and pump-down perforating assets.
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
Western Hemisphere
|
$
|
2,514
|
|
|
|
$
|
3,122
|
|
Eastern Hemisphere
|
4,392
|
|
|
|
2,966
|
|
||
Corporate
|
387
|
|
|
|
513
|
|
||
Total
|
$
|
7,293
|
|
|
|
$
|
6,601
|
|
|
Successor
|
|
|
Predecessor
|
||||||||
|
Period From
|
|
|
Period From
|
|
|
||||||
|
12/14/19
|
|
|
01/01/19
|
|
Years Ended
|
||||||
|
through
|
|
|
through
|
|
December 31,
|
||||||
|
12/31/2019
|
|
|
12/13/2019
|
|
2018
|
|
2017
|
||||
Production
|
32
|
%
|
|
|
29
|
%
|
|
27
|
%
|
|
26
|
%
|
Completions
|
25
|
|
|
|
23
|
|
|
21
|
|
|
22
|
|
Drilling and Evaluation
|
22
|
|
|
|
24
|
|
|
25
|
|
|
24
|
|
Well Construction
|
21
|
|
|
|
24
|
|
|
27
|
|
|
28
|
|
Total
|
100
|
%
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
Successor
|
|
|
Predecessor
|
||||
|
December 31,
|
|
|
December 31,
|
||||
(Dollars in millions)
|
2019
|
|
|
2018
|
||||
North America
|
$
|
753
|
|
|
|
$
|
809
|
|
Latin America
|
296
|
|
|
|
381
|
|
||
Western Hemisphere
|
$
|
1,049
|
|
|
|
$
|
1,190
|
|
|
|
|
|
|
||||
Middle East & North Africa and Asia
|
$
|
715
|
|
|
|
$
|
587
|
|
Europe/Sub-Sahara Africa/Russia
|
684
|
|
|
|
411
|
|
||
Eastern Hemisphere
|
$
|
1,399
|
|
|
|
$
|
998
|
|
|
|
|
|
|
||||
Total
|
$
|
2,448
|
|
|
|
$
|
2,188
|
|
|
Predecessor
|
|
Successor
|
||||||||||||||||||||
|
|
|
|
|
|
|
Period From
|
|
Period From
|
|
Period From
|
||||||||||||
|
2019
|
|
2019
|
|
2019
|
|
10/01/19
|
|
01/01/19
|
|
12/14/19
|
||||||||||||
(Dollars in millions, except
|
First
|
|
Second
|
|
Third
|
|
through
|
|
through
|
|
through
|
||||||||||||
per share amounts)
|
Quarter
|
|
Quarter
|
|
Quarter
|
|
12/13/19
|
|
12/13/19
|
|
12/31/19
|
||||||||||||
Revenues
|
$
|
1,346
|
|
|
$
|
1,309
|
|
|
$
|
1,314
|
|
|
$
|
985
|
|
|
$
|
4,954
|
|
|
$
|
261
|
|
Gross Profit
|
264
|
|
|
290
|
|
|
307
|
|
|
240
|
|
|
1,101
|
|
|
53
|
|
||||||
Net Income (Loss) Attributable to Weatherford
|
(481
|
)
|
(a)
|
(316
|
)
|
(b)
|
(821
|
)
|
(c)
|
5,279
|
|
(d)
|
3,661
|
|
|
(26
|
)
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Basic and Diluted Income (Loss) Per Share
|
(0.48
|
)
|
|
(0.31
|
)
|
|
(0.82
|
)
|
|
5.26
|
|
|
3.65
|
|
|
(0.37
|
)
|
(a)
|
Includes charges of $298 million primarily related to goodwill impairment of $229 million, as well as $69 million primarily related to long-lived asset impairments, asset write-downs and inventory charges, restructuring and transformation charges and prepetition charges.
|
(b)
|
Includes charges of $125 million primarily related to goodwill impairment of $102 million and prepetition charges of $76 million, as well as $61 million primarily related to restructuring, transformation and asset write-downs charges, partially offset by gains on sales of businesses of $114 million.
|
(c)
|
Includes charges of $487 million primarily related to goodwill impairment of $399 million, restructuring and transformation charges and asset write-downs and inventory charges. We also incurred reorganization charges of $303 million related to our bankruptcy Plan.
|
(d)
|
Includes reorganization gains of $5.7 billion related to our emergence from bankruptcy and Fresh Start Accounting. Includes charges of $342 million primarily related to restructuring and transformation charges and asset write-downs and inventory charges.
|
|
2018 Quarters
|
|
|
||||||||||||||||
(Dollars in millions, except per share amounts)
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
|
Total
|
||||||||||
Revenues
|
$
|
1,423
|
|
|
$
|
1,448
|
|
|
$
|
1,444
|
|
|
$
|
1,429
|
|
|
$
|
5,744
|
|
Gross Profit
|
278
|
|
|
305
|
|
|
339
|
|
|
308
|
|
|
1,230
|
|
|||||
Net Loss Attributable to Weatherford
|
(245
|
)
|
(e)
|
(264
|
)
|
(f)
|
(199
|
)
|
(g)
|
(2,103
|
)
|
(h)
|
(2,811
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic and Diluted Loss Per Share
|
(0.25
|
)
|
|
(0.26
|
)
|
|
(0.20
|
)
|
|
(2.10
|
)
|
|
(2.82
|
)
|
(e)
|
Includes charges of $57 million primarily related to a bond tender and call premium, restructuring and transformation charges, currency devaluation charges, asset write-downs and inventory charges, offset by gains on purchase of the remaining interest in a joint venture and a warrant fair value adjustment.
|
(f)
|
Includes credits of $109 million primarily related to restructuring and transformation charges, currency devaluation charges, long-lived asset impairments, other asset write-downs, offset by gains on property sales and a reduction of a contingency reserve on a legacy contract and a warrant fair value adjustment.
|
(g)
|
Includes charges of $95 million primarily related to restructuring and transformation charges, currency devaluation charges, long-lived asset impairments and deferred mobilization costs and other assets of the land drilling rigs business, offset by a gain on a warrant fair value adjustment.
|
(h)
|
Includes charges of $2.0 billion primarily related to goodwill impairment of $1.9 billion.
|
Equity Compensation Plan Information
|
|||||||||
Plan Category
(Shares in thousands, except share prices)
|
Numbers of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights
|
|
Weighted Average Exercise Price of Outstanding Options, Warrants and Rights
|
|
Number of Securities Available for Future Issuance Under Equity Compensation Plans (a)
|
||||
Equity compensation plans approved by shareholders (b)
|
—
|
|
|
$
|
—
|
|
|
4,075,000
|
|
(a)
|
Excluding shares reflected in the first column of this table.
|
(b)
|
Includes our 2019 Plan, which was approved in connection with our emergence from bankruptcy in December 2019.
|
(a)
|
The following documents are filed as part of this report or incorporated by reference:
|
1.
|
2.
|
3.
|
The exhibits of the Company listed below under Item 15(b); all exhibits are incorporated herein by reference to a prior filing as indicated, unless designated by a dagger (†) or double dagger (††).
|
Exhibit Number
|
|
Description
|
|
Original Filed Exhibit
|
|
File Number
|
2.1
|
|
|
|
Exhibit 99.1 of the Company’s Current Report on Form 8-K filed on
September 10, 2019
|
|
File No. 1-36504
|
3.1
|
|
|
|
Exhibit 3.1 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
|
|
File No. 1-36504
|
† 4.1
|
|
|
|
|
|
|
4.2
|
|
|
|
Exhibit 4.1 of the Company’s Current
Report on Form 8-K
filed December 18, 2019
|
|
File No. 1-36504
|
4.3
|
|
|
|
Included in Exhibit 4.1 of the Company’s Current
Report on Form 8-K
filed December 18, 2019
|
|
File No. 1-36504
|
4.4
|
|
|
|
Included in Exhibit 10.4 of the Company’s Current
Report on Form 8-K
filed December 18, 2019
|
|
File No. 1-36504
|
*10.1
|
|
|
Exhibit 10.3 of the
Company's Current Report on Form 8-K12B filed June 17, 2014 |
|
File No. 1-36504
|
|
*10.2
|
|
|
Exhibit 10.3 to the
Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 filed April 28, 2017 |
|
File No. 1-36504
|
|
†*10.3
|
|
|
|
|
|
|
*10.4
|
|
|
Exhibit 10.11 of the
Company's Current Report on Form 8-K12B filed June 17, 2014 |
|
File No. 1-36504
|
|
*10.5
|
|
|
Exhibit 10.12 of the
Company's Current Report on Form 8-K12B filed June 17, 2014 |
|
File No. 1-36504
|
|
*10.6
|
|
|
Exhibit 10.4 of the Company’s Quarterly
Report on Form 10-Q for the quarter ended September 30, 2017, filed November 1, 2017 |
|
File No. 1-36504
|
|
10.7
|
|
|
Exhibit 10.6 of the Company’s Quarterly
Report on Form 10-Q for the quarter ended
September 30, 2018,
filed November 2, 2018
|
|
File No. 1-36504
|
|
10.8
|
|
|
Exhibit 10.7 of the Company’s Quarterly
Report on Form 10-Q for the quarter ended
September 30, 2018, filed
November 2, 2018
|
|
File No. 1-36504
|
|
10.9
|
|
|
|
Exhibit 10.8 of the Company’s Quarterly
Report on Form 10-Q for the quarter ended
September 30, 2018, filed
November 2, 2018
|
|
File No. 1-36504
|
10.10
|
|
|
Exhibit 10.46 of the
Company’s Annual
Report on Form 10-K
for the year ended
December 31, 2018
|
|
File No. 1-36504
|
|
10.11
|
|
|
|
Exhibit 10.47 of the
Company’s Annual
Report on Form 10-K
for the year ended
December 31, 2018
|
|
File No. 1-36504
|
*10.12
|
|
|
|
Exhibit 99.1 of the Company’s Form 8-K filed April 2, 2019
|
|
File No. 1-36504
|
*10.13
|
|
|
|
Exhibit 99.2 of the Company’s Form 8-K filed April 2, 2019
|
|
File No. 1-36504
|
10.14
|
|
|
|
Exhibit 10.3 of the Company’s Quarterly
Report on Form 10-Q
for the quarter ended
March 31, 2019,
filed May 10, 2019
|
|
File No. 1-36504
|
10.15
|
|
|
|
Exhibit 10.4 of the Company’s Quarterly
Report on Form 10-Q
for the quarter ended
March 31, 2019,
filed May 10, 2019
|
|
File No. 1-36504
|
10.16
|
|
|
|
Exhibit 10.5 of the Company’s Quarterly
Report on Form 10-Q
for the quarter ended
March 31, 2019,
filed May 10, 2019
|
|
File No. 1-36504
|
10.17
|
|
|
|
Exhibit 10.1 of the Company’s Current Report
on Form 8-K filed
March 4, 2014
|
|
File No. 1-34258
|
10.18
|
|
|
|
Exhibit 10.1 of the Company’s Form 8-K
filed May 13, 2019
|
|
File No. 1-36504
|
10.19
|
|
|
|
Exhibit 10.2 of the Company’s Current Report
on Form 8-K filed on
July 2, 2019
|
|
File No. 1-36504
|
10.20
|
|
|
|
Exhibit 10.1 of the Company’s Current Report
on Form 8-K filed on
August 26, 2019
|
|
File No. 1-36504
|
10.21
|
|
|
|
Exhibit 10.1 of the Company’s Current Report on Form 8-K filed on
September 10, 2019
|
|
File No. 1-36504
|
10.22
|
|
|
|
Exhibit 10.1 of the Company’s Current Report
on Form 8-K filed on
July 2, 2019
|
|
File No. 1-36504
|
10.23
|
|
|
|
Exhibit 10.2 of the Company’s Current Report
on Form 8-K filed on
September 10, 2019
|
|
File No. 1-36504
|
10.24
|
|
|
|
Exhibit 10.3 of the Company’s Current Report
on Form 8-K filed on
July 2, 2019
|
|
File No. 1-36504
|
10.25
|
|
|
|
Exhibit 10.4 of the
Company’s Current Report
on Form 8-K filed on
July 2, 2019
|
|
File No. 1-36504
|
10.26
|
|
|
Exhibit 10.5 of the
Company’s Form 8-K
filed July 2, 2019
|
|
File No. 1-36504
|
|
10.27
|
|
|
|
Exhibit 10.6 of the Company’s Form 8-K
filed July 2, 2019
|
|
File No. 1-36504
|
10.28
|
|
|
|
Exhibit 10.1 of the
Company’s Form 8-K
filed July 5, 2019
|
|
File No. 1-36504
|
10.29
|
|
|
|
Exhibit 10.1 of the Company’s Current Report
on Form 8-K filed on
November 13, 2019
|
|
File No. 1-36504
|
10.30
|
|
|
|
Exhibit 10.1 of the
Company’s Current
Report on Form 8-K
filed November 15, 2019
|
|
File No. 1-36504
|
10.31
|
|
|
|
Exhibit 10.1 of the
Company’s Current
Report on Form 8-K
filed November 26, 2019
|
|
File No. 1-36504
|
10.32
|
|
|
|
Exhibit 10.1 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
|
|
File No. 1-36504
|
10.33
|
|
|
|
Exhibit 10.2 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
|
|
File No. 1-36504
|
10.34
|
|
|
Exhibit 10.3 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
|
|
File No. 1-36504
|
|
10.35
|
|
|
|
Exhibit 10.4 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
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File No. 1-36504
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10.36
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Exhibit 10.5 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
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File No. 1-36504
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*10.37
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Exhibit 10.1 of the Company’s Current Report on Form 8-K filed on December 15, 2016
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File No. 1-36504
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*10.38
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Exhibit 10.7 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
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File No. 1-36504
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*10.39
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Exhibit 10.8 of the
Company’s Current
Report on Form 8-K
filed December 18, 2019
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File No. 1-36504
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†21.1
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†31.1
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†31.2
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††32.1
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††32.2
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†101.INS
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XBRL Instance Document - The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document
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†101.SCH
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XBRL Taxonomy Extension Schema Document
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†101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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†101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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†101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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†101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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104
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Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
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1.
|
Valuation and qualifying accounts and allowances.
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|
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Balance at
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Balance at
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||||||||||
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Beginning
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End of
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||||||||||
(Dollars in millions)
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of Period
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Expense (a)
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Recoveries (b)
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Other (c) (d)
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Period (e)
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||||||||||
Year Ended December 31, 2019 (Successor):
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|
|
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||||||||||
Allowance for Uncollectible Accounts Receivable
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—
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—
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|
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—
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—
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—
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|||||
Valuation Allowance on Deferred Tax Assets
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$
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1,222
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|
|
$
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(56
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)
|
|
$
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—
|
|
|
$
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—
|
|
|
$
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1,166
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Excess and Obsolete Inventory Reserve
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—
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|
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—
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|
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—
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|
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—
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|
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—
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|||||
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|
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||||||||||
Year Ended December 13, 2019 (Predecessor):
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||||||||||
Current Allowance for Uncollectible Accounts Receivable
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$
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123
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$
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4
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$
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(3
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)
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$
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(124
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)
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$
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—
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Long-term Allowance for Uncollectible Accounts Receivable
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171
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|
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—
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(3
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)
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(168
|
)
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—
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|||||
Total Allowance for Uncollectible Accounts Receivable
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$
|
294
|
|
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$
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4
|
|
|
$
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(6
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)
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|
$
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(292
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)
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|
$
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—
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|
|
|
|
|
|
|
|
|
|
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||||||||||
Valuation Allowance on Deferred Tax Assets
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$
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1,702
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|
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$
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(480
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)
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|
$
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—
|
|
|
$
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—
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|
|
$
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1,222
|
|
Excess and Obsolete Inventory Reserve
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|
$
|
305
|
|
|
$
|
163
|
|
|
$
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(4
|
)
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|
$
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(464
|
)
|
|
$
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—
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|
|
|
|
|
|
|
|
|
|
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||||||||||
Year Ended December 31, 2018 (Predecessor):
|
|
|
|
|
|
|
|
|
|
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||||||||||
Current Allowance for Uncollectible Accounts Receivable
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$
|
156
|
|
|
$
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5
|
|
|
$
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(15
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)
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|
$
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(23
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)
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|
$
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123
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|
Long-term Allowance for Uncollectible Accounts Receivable
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173
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|
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—
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(2
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)
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—
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171
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|
|||||
Total Allowance for Uncollectible Accounts Receivable
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$
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329
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|
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$
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5
|
|
|
$
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(17
|
)
|
|
$
|
(23
|
)
|
|
$
|
294
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Valuation Allowance on Deferred Tax Assets
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$
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1,887
|
|
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(166
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)
|
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—
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|
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(19
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)
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$
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1,702
|
|
|||
Excess and Obsolete Inventory Reserve
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$
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635
|
|
|
86
|
|
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(6
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)
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(410
|
)
|
|
$
|
305
|
|
|||
|
|
|
|
|
|
|
|
|
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|
||||||||||
Year Ended December 31, 2017 (Predecessor):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for Uncollectible Accounts Receivable
|
|
$
|
129
|
|
|
$
|
80
|
|
|
$
|
—
|
|
|
$
|
(53
|
)
|
|
$
|
156
|
|
Long-term Allowance for Uncollectible Accounts Receivable
|
|
—
|
|
|
158
|
|
|
—
|
|
|
15
|
|
|
173
|
|
|||||
Total Allowance for Uncollectible Accounts Receivable
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$
|
129
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|
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$
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238
|
|
|
$
|
—
|
|
|
$
|
(38
|
)
|
|
$
|
329
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Valuation Allowance on Deferred Tax Assets
|
|
$
|
1,738
|
|
|
158
|
|
|
—
|
|
|
(9
|
)
|
|
$
|
1,887
|
|
|||
Excess and Obsolete Inventory Reserve
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$
|
265
|
|
|
545
|
|
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(5
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)
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(170
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)
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|
$
|
635
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(a)
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In the second quarter of 2017, we changed the accounting for revenue with our primary customer in Venezuela to record a discount reflecting the time value of money and accrete the discount as interest income over the expected collection period using the effective interest method. In the fourth quarter of 2017, we changed the accounting for revenue with substantially all of our customers in Venezuela due to the downgrade of the country’s bonds by certain credit agencies, continued economic turmoil and continued economic sanctions around certain financing transactions imposed by the U.S. government. We recorded a charge equal to a full allowance on our accounts receivable for customers in Venezuela of approximately $230 million. This reduced our long-term and current receivables by $158 million and $72 million, respectively, as of December 31, 2017. The long-term allowance related to our primary customer in Venezuela is $171 million and $173 million as of December 31, 2018 and December 31, 2017. Upon
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(b)
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Of the total recoveries in 2018, we collected $16 million on previously fully reserved Venezuelan accounts receivable.
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(c)
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Other for 2019 almost entirely represents our Fresh Start Accounting adjustments to record our reserves at fair value at December 31, 2019. Other within the allowance for uncollectible accounts receivable as of December 2017 includes write-offs and amounts reclassified to long-term and as of December 31, 2018, includes reductions to allowance reserves. Other within the excess and obsolete inventory reserve also includes removal of scrapped inventory that had been previously reserved.
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(d)
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Other for valuation allowance on deferred taxes in 2018 is primarily due to currency translation. Other for excess and obsolete inventory reserve in 2018 primarily represents the removal of scrapped inventory that had been previously reserved.
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(e)
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Upon emergence from bankruptcy on December 13, 2019, the allowance for uncollectible accounts receivable and the excess and obsolete inventory reserve were nil. There was no expense, recoveries, or other movements between December 13, 2019 through December 31, 2019 and the balance for both allowance for uncollectible accounts receivable and the excess and obsolete inventory reserve was nil at December 31, 2019.
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Signatures
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Title
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Date
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/s/ Mark A. McCollum
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President, Chief Executive Officer
and Director
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March 16, 2020
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Mark A. McCollum
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(Principal Executive Officer)
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/s/ Christian A. Garcia
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Executive Vice President and
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March 16, 2020
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Christian A. Garcia
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Chief Financial Officer
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(Principal Financial Officer)
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/s/ Stuart Fraser
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Vice President and
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March 16, 2020
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Stuart Fraser
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Chief Accounting Officer
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(Principal Accounting Officer)
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/s/ Thomas R. Bates, Jr.
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Chairman of the Board and Director
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March 16, 2020
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Thomas R. Bates, Jr.
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/s/ John F. Glick
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Director
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March 16, 2020
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John F. Glick
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/s/ Neal P. Goldman
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Director
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March 16, 2020
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Neal P. Goldman
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/s/ Gordon T. Hall
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Director
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March 16, 2020
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Gordon T. Hall
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/s/ Jacqueline Mutschler
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Director
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March 16, 2020
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Jacqueline Mutschler
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/s/ Charles M. Sledge
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Director
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March 16, 2020
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Charles M. Sledge
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•
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Participation in Weatherford’s medical, dental, vision, life, disability and savings plans
|
•
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Eligibility for ten (10) Weatherford- designated holidays and your vacation benefits will accrue at the rate of at least 6 weeks of vacation per year; and
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•
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You must take and successfully pass a pre-employment physical examination;
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•
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You must take and successfully pass a drug screen; and
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•
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You must confirm in writing and provide written evidence thereof to the undersigned prior to your start date that you have provided a notice of resignation to your current employer and no non-compete obligations to your current employer are in effect.
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Name of Company
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Jurisdiction
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PD Oilfield Services Mexicana, S. de R.L. de C.V.
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Mexico
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Precision Energy Services Saudi Arabia Co. Ltd.
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Saudi Arabia
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Reeves Wireline Technologies Limited
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England
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Weatherford (Malaysia) Sdn. Bhd.
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Malaysia
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Weatherford Artificial Lift Systems, LLC
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Delaware
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Weatherford Bermuda Holdings Ltd.
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Bermuda
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Weatherford Canada Ltd.
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Canada
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Weatherford de Mexico, S. de R.L. de C.V.
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Mexico
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Weatherford Holding GmbH
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Germany
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Weatherford Industria e Comercio Ltda.
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Brazil
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Weatherford International de Argentina S.A.
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Argentina
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Weatherford International Ltd.
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Bermuda
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Weatherford International, LLC
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Delaware
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Weatherford Management Company Switzerland Sarl
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Switzerland
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Weatherford Norge AS
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Norway
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Weatherford Oil Tool GmbH
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Germany
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Weatherford Oil Tool Middle East Limited
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British Virgin Islands
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Weatherford Products GmbH
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Switzerland
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Weatherford Services and Rentals Ltd.
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British Virgin Islands
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Weatherford Services, Ltd.
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Bermuda
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Weatherford Switzerland Trading and Development GmbH
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Switzerland
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Weatherford U.K. Limited
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England
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Weatherford U.S., L.P.
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Louisiana
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Weatherford U.S. Holdings, L.L.C.
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Delaware
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Weatherford, LLC
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Russia
|
WEUS Holding, LLC
|
Delaware
|
WFO S.A. de C.V.
|
Mexico
|
1.
|
I have reviewed this annual report on Form 10-K for the year 2019 of Weatherford International plc;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a - 15(f) and 15d - 15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
Date:
|
March 16, 2020
|
|
|
|
|
/s/ Mark A. McCollum
|
|
|
|
|
|
Mark A. McCollum
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|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K for the year 2019 of Weatherford International plc;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a - 15(f) and 15d - 15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
Date:
|
March 16, 2020
|
|
|
|
|
/s/ Christian A. Garcia
|
|
|
|
|
|
Christian A. Garcia
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|
|
Executive Vice President and
|
|
|
Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Mark A. McCollum
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|
|
|
|
|
|
Name:
|
Mark A. McCollum
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|
|
Title:
|
President and Chief Executive Officer
|
|
|
Date:
|
March 16, 2020
|
|
|
|
|
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ Christian A. Garcia
|
|
|
|
|
|
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Name:
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Christian A. Garcia
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|
|
Title:
|
Executive Vice President and Chief Financial Officer
|
|
|
Date:
|
March 16, 2020
|
|
|
|
|
|
|