Nabors Proposes Reverse Stock Split
HAMILTON, Bermuda, March 18, 2020 /PRNewswire/ -- Nabors Industries Ltd. (NYSE: NBR) ("Nabors") today announced that its Board of Directors has approved a proposal, to be submitted to shareholders for approval at a special general meeting of shareholders anticipated to be held on April 13, 2020, to, among other things, effect a consolidation (reverse stock split) of Nabors' common shares. The reverse stock split proposal includes a proposed range between 1-for-15 and 1-for-50 common shares. The final ratio will be determined by Nabors' Board of Directors after shareholder approval. If approved by the shareholders, the reverse stock split is expected to become effective on April 16, 2020, and the shares to begin trading on the split-adjusted basis on The New York Stock Exchange ("NYSE") under Nabors' existing trading symbol "NBR" on April 17, 2020. Nabors' Board of Directors anticipates the record date for shareholders entitled to vote at the special meeting to be March 30, 2020. The reverse stock split is intended to increase the per share trading price of Nabors' common shares to satisfy the $1.00 minimum bid price requirement for continued listing on the NYSE.
As a result of the reverse stock split, every 15 to 50 (as determined by Nabors' Board of Directors) of Nabors' common shares will automatically combine into one common share, and the number of common shares will be reduced. Nabors' total authorized common shares will be reduced by the reverse stock split, however the amount of authorized common share capital will increase by 100 percent on a post-reverse stock split adjusted basis if approved by the shareholders. The par value of each common share is expected to increase so that a shareholder would have fewer but higher priced shares. No fractional shares will be issued as a result of the reverse stock split and any fractional shares will be rounded up to the next whole number.
The reverse stock split will affect all shareholders uniformly and will not alter any shareholder's percentage ownership interest in Nabors (other than due to rounding up of fractional shares), or have any impact on the voting power (subject to the treatment of fractional shares) and other rights of shareholders or on Nabors' business operations.
Nabors' transfer agent, Computershare Trust Company, N.A. ("Computershare"), will act as the exchange agent for the reverse stock split and will provide to shareholders of record, all of whom own their shares in book entry, updated statements of holding reflecting the reverse stock split. Banks, brokers or other nominees will be instructed by Computershare to effect the reverse stock split for their beneficial holders holding Nabors common shares in "street name;" however, these banks, brokers or other nominees may apply their own specific procedures for processing the reverse stock split.
Nabors will file a preliminary proxy statement related to the special general meeting later today. Nabors expects to file and mail its definitive proxy material in due course. Nabors encourages shareholders to read the proxy statement and other material relating to the special general meeting, as it contains important information.
The information above includes forward-looking statements within the meaning of the Securities Act and the Securities Exchange Act of 1934. Such forward-looking statements are subject to certain risks and uncertainties, as disclosed by Nabors from time to time in its filings with the Securities and Exchange Commission. As a result of these factors, Nabors' actual results may differ materially from those indicated or implied by such forward-looking statements. Nabors does not undertake to update these forward-looking statements.
About Nabors Industries
Nabors (NYSE: NBR) owns and operates one of the world's largest land-based drilling rig fleets and provides offshore platform rigs in the United States and numerous international markets. Nabors also provides directional drilling services, performance tools, and innovative technologies for its own rig fleet and those of third parties. Leveraging our advanced drilling automation capabilities, Nabors highly skilled workforce continues to set new standards for operational excellence and transform our industry.
For further information regarding Nabors, please contact Dennis A. Smith, Senior Vice President of Corporate Development & Investor Relations, +1 281-775-8038 or William C. Conroy, Senior Director of Corporate Development & Investor Relations, +1 281-775-2423. To request investor materials, contact Nabors' corporate headquarters in Hamilton, Bermuda at +441-292-1510 or via e-mail email@example.com.
SOURCE Nabors Industries Ltd.