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Item 1. Financial Statements

2026-05-07 compared with 2026-02-05 · 283 added, 172 removed, 805 unchanged (36% of the section changed)

2 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, September 30,

March 31, September 30,

(in thousands except share data) 2026 2025

15 unchanged sentences

Operating lease right-of-use assets 111,801 123,598

Restricted cash 1,429 1,640

Other assets, net 61,135 66,999

7 unchanged sentences

Current portion of long-term debt, net

146,257 6,859

Total current liabilities 863,313 814,836

8 unchanged sentences

Shareholders' Equity:

Common stock, $ 0.10 par value, 160,000,000 shares authorized, 112,222,865 shares issued as of December 31, 2025 and September 30, 2025, and 99,849,488 and 99,446,577 shares outstanding as of December 31, 2025 and September 30, 2025, respectively

Common stock, $ 0.10 par value, 160,000,000 shares authorized, 112,222,865 shares issued as of March 31, 2026 and September 30, 2025, and 99,917,504 and 99,446,577 shares outstanding as of March 31, 2026 and September 30, 2025, respectively

11,222 11,222

3 unchanged sentences

Accumulated other comprehensive income 43,496 44,964

Treasury stock, at cost, 12,373,377 shares and 12,776,288 shares as of December 31, 2025 and September 30, 2025, respectively

Treasury stock, at cost, 12,305,361 shares and 12,776,288 shares as of March 31, 2026 and September 30, 2025, respectively

( 445,250 ) ( 463,536 )

6 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended December 31,

Three Months Ended March 31, Six Months Ended

(in thousands, except per share amounts) 2026 2025 2026 2025

9 unchanged sentences

Selling, general and administrative 71,080 80,802 141,524 143,901

Acquisition transaction costs 3,405 10,535

Acquisition transaction and integration costs

2,738 29,867 6,143 40,402

Asset impairment charges 26,101 1,844 129,187 1,844

1 unchanged sentence

Gain on reimbursement of drilling equipment ( 5,943 ) ( 9,973 ) ( 12,063 ) ( 19,376 )

Other loss on sale of assets

Other (gain) loss on sale of assets

( 1,305 ) ( 884 ) 621 789

969,282 973,876 2,046,219 1,560,292

OPERATING INCOME (LOSS)

3 unchanged sentences

Interest expense ( 25,814 ) ( 28,338 ) ( 51,421 ) ( 50,636 )

Gain (loss) on investment securities 929 ( 13,367 )

Gain on investment securities

14,391 27,788 15,320 14,421

Foreign currency exchange gain (loss)

2,952 ( 6,018 ) 2,979 ( 6,921 )

Other ( 3,327 ) 1,596 ( 5,253 ) 1,956

6 unchanged sentences

Net income attributable to non-controlling interest

2,748 1,332 4,523 1,332

NET INCOME (LOSS) ATTRIBUTABLE TO HELMERICH & PAYNE, INC.

10 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Three Months Ended December 31,

Three Months Ended March 31, Six Months Ended March 31,

(in thousands) 2026 2025 2026 2025

Net income (loss) $ ( 55,861 ) $ 2,986 $ ( 150,792 ) $ 57,758

$ ( 94,931 ) $ 54,772

Other comprehensive income (loss), net of income taxes:

Net change related to employee benefit plans

( 307 ) 53 934 107

Unrealized gain on available-for-sale debt security — 591 — 900

Reclassification of gain on available-for-sale debt security

— — ( 296 ) —

Foreign currency translation adjustment

Other comprehensive income (loss)

1,123 6,407 ( 2,106 ) 6,407

Other comprehensive income (loss) 816 7,051 ( 1,468 ) 7,414

Comprehensive income (loss) $ ( 55,045 ) $ 10,037 $ ( 152,260 ) $ 65,172

$ ( 97,215 ) $ 55,135

Comprehensive income attributable to non-controlling interest 2,748 1,332 4,523 1,332

5 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

Three Months Ended December 31, 2025

Six Months Ended March 31, 2026

Common Stock Additional

18 unchanged sentences

Balance at December 31, 2025 112,222 $ 11,222 $ 499,943 $ 2,496,928 $ 42,680 12,373 $ ( 447,763 ) $ 99,266 $ 2,702,276

Three Months Ended December 31, 2024

Comprehensive income:

Net income (loss)

— — — ( 58,609 ) — — — 2,748 ( 55,861 )

Other comprehensive income

— — — — 816 — — — 816

Dividends declared ($ 0.25 per share)

— — — ( 25,425 ) — — — — ( 25,425 )

Dividends declared and distributions to non-controlling interest — — — — — — — ( 842 ) ( 842 )

Vesting of restricted stock awards, net of shares withheld for employee taxes — — ( 2,829 ) — — ( 68 ) 2,513 — ( 316 )

Stock-based compensation — — 10,387 — — — — — 10,387

Other — — ( 978 ) ( 106 ) — — — ( 94 ) ( 1,178 )

Balance at March 31, 2026

112,222 $ 11,222 $ 506,523 $ 2,412,788 $ 43,496 12,305 $ ( 445,250 ) $ 101,078 $ 2,629,857

Q2 FY26 FORM 10-Q | 6

Six Months Ended March 31, 2025

Common Stock Additional

1 unchanged sentence

Comprehensive

Income (Loss) Treasury Stock

Income (Loss) Treasury Stock Non-controlling Interest

(in thousands, except per share amounts)

11 unchanged sentences

Balance at December 31, 2024 112,222 $ 11,222 $ 501,516 $ 2,913,211 $ ( 5,987 ) 13,036 $ ( 473,181 ) $ — $ 2,946,781

Comprehensive income:

Net income — — — 1,654 — — — 1,332 2,986

Other comprehensive income — — — — 7,051 — — — 7,051

Non-controlling interest in connection with business acquisition

— — — — — — — 116,061 116,061

Dividends declared ($ 0.25 per share)

— — — ( 25,257 ) — — — ( 104 ) ( 25,361 )

Vesting of restricted stock awards, net of shares withheld for employee taxes — — ( 11,974 ) — — ( 228 ) 8,280 — ( 3,694 )

Stock-based compensation — — 8,098 — — — — — 8,098

Other — — 341 — — — — — 341

Balance at March 31, 2025

112,222 $ 11,222 $ 497,981 $ 2,889,608 $ 1,064 12,808 $ ( 464,901 ) $ 117,289 $ 3,052,263

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended December 31,

Six Months Ended March 31,

(in thousands) 2026 2025

6 unchanged sentences

Stock-based compensation 19,674 14,949

(Gain) loss on investment securities

Gain on investment securities

( 15,320 ) ( 14,421 )

2 unchanged sentences

Deferred income tax ( 5,989 ) ( 34,313 )

7,182 ( 9,923 )

Other ( 3,729 ) 1,951

12 unchanged sentences

Purchase of long-term investments ( 1,038 ) ( 1,461 )

Payment for acquisition of business, net of cash acquired — ( 1,838,852 )

Proceeds from sale of short-term investments 33,192 364,078

2 unchanged sentences

Other ( 686 ) —

Net cash provided by (used in) investing activities

Net cash used in investing activities

( 112,322 ) ( 1,815,523 )

2 unchanged sentences

Distributions to non-controlling interests ( 7,842 ) —

Proceeds from debt issuance — 400,000

Debt issuance costs — ( 2,629 )

2 unchanged sentences

Other ( 3,430 ) ( 329 )

Net cash used in financing activities

Net cash provided by (used in) financing activities

( 128,082 ) 311,107

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 471 ) 6,406

Net increase in cash, cash equivalents and restricted cash

Net decrease in cash, cash equivalents and restricted cash

( 21,867 ) ( 1,283,606 )

16 unchanged sentences

(“H&P,” which, together with its subsidiaries, is identified as the “Company,” “we,” “us,” or “our,” except where stated or the context requires otherwise) through its operating subsidiaries provides performance-driven drilling solutions and technologies that are intended to make hydrocarbon recovery safer and more economical for oil and gas exploration and production companies.

During the three months ended December 31, 2025, we announced the rebranding of our Kenera business unit to BENTEC™.

During the six months ended March 31, 2026, we announced the rebranding of our Kenera business unit to BENTEC™.

The BENTEC™ name, already recognized in the market, will now represent all products and services previously associated with Kenera and its sub-brands.

3 unchanged sentences

federal waters, the North Sea and Norwegian Sea off the coast of Norway, the Caspian Sea and other international waters.

Our "Other" operations is comprised of our BENTEC™ manufacturing and engineering activities, our real estate operations, and our wholly-owned captive insurance companies.

Our "Other" operations is primarily comprised of our BENTEC™ manufacturing and engineering activities and our wholly-owned captive insurance companies.

Refer to Note 12—Business Segments and Geographic Information for further details on our reportable segments.

13 unchanged sentences

All intercompany accounts and transactions have been eliminated upon consolidation.

Q1 FY26 FORM 10-Q | 8

Cash, Cash Equivalents, and Restricted Cash

1 unchanged sentence

Our cash, cash equivalents and short-term investments are subject to potential credit risk, and certain of our cash accounts carry balances greater than the federally insured limits.

As of December 31, 2025 and September 30, 2025, restricted cash was $ 32.3 million and $ 29.1 million, respectively.

Of the total at December 31, 2025 and September 30, 2025, $ 30.9 million and $ 27.4 million, respectively, represents the amount management has elected to restrict for the purpose of potential insurance claims in our wholly-owned captive insurance companies.

As of March 31, 2026 and September 30, 2025, restricted cash was $ 26.8 million and $ 29.1 million, respectively.

Of the total at March 31, 2026 and September 30, 2025, $ 25.5 million and $ 27.4 million, respectively, represents the amount management has elected to restrict for the purpose of potential insurance claims in our wholly-owned captive insurance companies.

Additionally, of the total at September 30, 2024, $ 1.2 billion represents net proceeds from senior notes issued in fiscal year 2024 to finance the purchase price of the entire issued share capital (the "Acquisition") of KCA Deutag International Limited ("KCA Deutag") and to repay certain of KCA Deutag's outstanding indebtedness.

1 unchanged sentence

The restricted amounts are primarily invested in short-term money market securities.

Q2 FY26 FORM 10-Q | 9

Cash, cash equivalents, and restricted cash are reflected on the Unaudited Condensed Consolidated Balance Sheets as follows:

December 31, September 30,

March 31, September 30,

(in thousands) 2026 2025 2025 2024

6 unchanged sentences

Total cash, cash equivalents, and restricted cash $ 204,033 $ 245,054 $ 225,900 $ 1,528,660

Q1 FY26 FORM 10-Q | 9

Recently Issued Accounting Updates

2 unchanged sentences

We consider the applicability and impact of all ASUs.

ASUs not listed below were assessed and determined to be either not applicable, clarifications of ASUs listed below, immaterial, or already adopted by the Company.

ASUs not listed below were assessed and determined to be either not applicable, immaterial, or already adopted by the Company.

The following table provides a brief description of recent accounting pronouncements and our analysis of the effects on our financial statements:

2 unchanged sentences

Statements or Other Significant Matters

Standards that are not yet adopted as of December 31, 2025

Standards that are not yet adopted as of March 31, 2026

2023-09, Income Taxes (Topic 740):

16 unchanged sentences

We are currently evaluating the impact the new guidance may have on our consolidated financial statements and disclosures.

Q2 FY26 FORM 10-Q | 10

Self-Insurance

2 unchanged sentences

These premiums are currently held in a restricted cash account, resulting in a transfer of risk from our operating subsidiaries to the Captives.

Direct operating costs consisted primarily of adjustments to accruals for estimated losses of $ 3.5 million and $ 3.9 million and rig and casualty insurance premiums of $ 11.5 million and $ 10.5 million during the three months ended December 31, 2025 and 2024, respectively.

These intercompany insurance premiums are reflected as segment operating expenses within the North America Solutions, International Solutions, and Offshore Solutions reportable operating segments and are reflected as intersegment sales within "Other." Intercompany premium revenues recorded by the Captives during the three months ended March 31, 2026 and 2025 amounted to $ 19.5 million and $ 17.9 million, respectively, and $ 37.9 million and $ 34.5 million during the six months ended March 31, 2026 and 2025, respectively, which were eliminated upon consolidation.

Direct operating costs consisted primarily of adjustments to accruals for estimated losses of $ 3.7 million and $ 10.3 million during the three months ended March 31, 2026 and 2025, respectively, and $ 2.1 million and $ 14.2 million during the six months ended March 31, 2026 and 2025, respectively, and rig and casualty insurance premiums of $ 11.8 million and $ 11.2 million during the three months ended March 31, 2026 and 2025, respectively, and $ 23.3 million and $ 21.7 million during the six months ended March 31, 2026 and 2025, respectively.

Our medical stop loss operating expenses for the three months ended March 31, 2026 and 2025 were $ 4.1 million and $ 5.2 million, respectively, and $ 6.7 million and $ 10.4 million for the six months ended March 31, 2026 and 2025, respectively.

These operating costs were recorded within Drilling services operating expenses in our Unaudited Condensed Consolidated Statement of Operations.

Intercompany premium revenues recorded by the Captives during the three months ended December 31, 2025 and 2024 amounted to $ 18.4 million and $ 16.6 million, respectively, which were eliminated upon consolidation.

These intercompany insurance premiums are reflected as segment operating expenses within the North America Solutions, International Solutions, and Offshore Solutions reportable operating segments and are reflected as intersegment sales within "Other." Our medical stop loss operating expenses for the three months ended December 31, 2025 and 2024 were $ 2.6 million and $ 5.2 million, respectively.

Q1 FY26 FORM 10-Q | 10

Foreign Currencies

7 unchanged sentences

Translation adjustments are recorded as a separate component of stockholders’ equity and are included in Other comprehensive income or loss on the Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss).

For foreign subsidiaries where the functional currency is the USD, monetary assets and liabilities are remeasured at the exchange rate in effect at the balance sheet date, while non-monetary items are remeasured at historical exchange rates.

For foreign subsidiaries where the functional currency is not the USD, monetary assets and liabilities are remeasured at the exchange rate in effect at the balance sheet date, while non-monetary items are remeasured at historical exchange rates.

Revenues and expenses are remeasured at the average exchange rates prevailing during the reporting period.

Gains and losses resulting from remeasurement are included within Foreign currency exchange gain (loss) on the Unaudited Condensed Consolidated Statements of Operations.

Prior to the three months ended March 31, 2025, foreign currency exchange gains and losses were presented in the operating costs and expense line items to which they relate, namely within Drilling services operating expenses, on our Unaudited Condensed Consolidated Statements of Operations.

To conform with the current period presentation, we reclassified amounts previously presented in separate line items within operating costs and expenses to the Foreign currency exchange gain (loss) line on our Unaudited Condensed Consolidated Statements of Operations for the three months ended December 31, 2024.

The impact of this change was not material to any period presented.

International Operations Risks

7 unchanged sentences

While we believe that neither operating through such entities nor pursuant to such arrangements would have a material adverse effect on our operations or revenues, there can be no assurance that we will in all cases be able to structure or restructure our operations to conform to local law (or the administration thereof) on terms acceptable to us.

Approximately 41.2 percent and 7.2 percent of our operating revenues were generated from international locations during the three months ended December 31, 2025 and 2024, respectively.

Although we attempt to minimize the potential impact of such risks by operating in more than one geographical area, approximately 16.3 percent and 1.2 percent of our total consolidated operating revenues were from operations in the Middle East during the three months ended December 31, 2025 and 2024, respectively.

Q2 FY26 FORM 10-Q | 11

Approximately 41.2 percent of our operating revenues were generated from international locations during the three and six months ended March 31, 2026 compared to 42.1 percent and 28.1 percent during the three and six months ended March 31, 2025, respectively.

Although we attempt to minimize the potential impact of such risks by operating in more than one geographical area, approximately 16.7 percent and 16.5 percent of our total consolidated operating revenues were from operations in the Middle East during the three and six months ended March 31, 2026 compared to 18.2 percent and 11.4 percent during the three and six months ended March 31, 2025, respectively.

The majority of our operating revenues in the Middle East were from operations in Saudi Arabia and Oman.

During the three months ended December 31, 2025, a single customer in Saudi Arabia accounted for 6.5 percent of our total consolidated operating revenues.

During the three and six months ended March 31, 2026, a single customer in Saudi Arabia accounted for 7.0 percent and 6.8 percent of our total consolidated operating revenues, respectively.

This customer has the ability to suspend rigs and a portion of our rigs with this customer are currently suspended.

The future occurrence of one or more international events arising from the types of risks described above could have a material adverse impact on our business, financial condition and results of operations.

Q1 FY26 FORM 10-Q | 11

NOTE 3 PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment as of December 31, 2025 and September 30, 2025 consisted of the following:

(in thousands) Estimated Useful Lives December 31, 2025 September 30, 2025

Property, plant and equipment as of March 31, 2026 and September 30, 2025 consisted of the following:

(in thousands) Estimated Useful Lives March 31, 2026 September 30, 2025

Drilling services equipment 2 - 15 years

14 unchanged sentences

As these various projects are completed, the costs are then classified to their appropriate useful life category.

Depreciation expense during the three months ended December 31, 2025 and 2024 was $ 162.5 million and $ 97.0 million, including abandonments of $ 0.1 million and $ 0.7 million during each respective period.

Depreciation expense during the three months ended March 31, 2026 and 2025 was $ 162.3 million and $ 147.3 million, including abandonments of $ 1.3 million and $ 1.2 million during each respective period.

Depreciation expense during the six months ended March 31, 2026 and 2025 was $ 324.8 million and $ 244.3 million, including abandonments of $ 1.4 million and $ 1.9 million during each respective period.

These expenses are recorded within Depreciation and amortization on our Unaudited Condensed Consolidated Statements of Operations.

2 unchanged sentences

Balance at September 30, 2025

Balance at December 31, 2025

Additions 14,890

Disposals ( 2,835 )

Impairment expense

Balance at March 31, 2026

Fiscal Year 2025 Activity

3 unchanged sentences

Fiscal Year 2026 Activity

During the three months ended December 31, 2025, we committed to a plan to scrap 30 rigs and auxiliary equipment within our North America Solutions segment and three rigs within our Offshore Solutions segment as part of our strategy to right size our fleet and reduce expenses.

In October 2025 , we committed to a plan to scrap 30 rigs and auxiliary equipment within our North America Solutions segment and three rigs within our Offshore Solutions segment as part of our strategy to right size our fleet and reduce expenses.

Of the 30 North America Solutions rigs, 10 were previously decommissioned.

The book values of those assets in our North America Solutions and Offshore Solutions segments were written down to the fair value less estimated cost to sell, and were reclassified as held-for-sale during the three months ended December 31, 2025.

As a result, we recognized a non-cash impairment charge of $ 97.9 million and $ 2.1 million in the North America Solutions and Offshore Solutions segments respectively, during the three months ended December 31, 2025, in the Unaudited Condensed Consolidated Statement of Operations.

As of December 31, 2025, the aggregate net book value of North America Solutions and Offshore Solutions assets classified as held-for-sale was $ 4.4 million and $ 0.6 million, respectively.

During the three months ended December 31, 2025, we identified six land rigs, inventory, and auxiliary assets within our International Solutions operating segment that met the asset held-for-sale criteria with an aggregate net book value of $ 6.4 million.

As a result, we recognized a non-cash impairment charge of $ 97.9 million and $ 2.1 million in the North America Solutions and Offshore Solutions segments respectively, during the six months ended March 31, 2026, in the Unaudited Condensed Consolidated Statement of Operations.

During the three months ended March 31, 2026, we completed the disposal of a portion of the North America Solutions assets that had been classified as held-for-sale as of December 31, 2025.

The assets had a net book value of $ 1.5 million, resulting in a $ 1.7 million gain during the three months ended March 31, 2026.

Gains related to the disposal of these assets are recorded in Other (gain) loss on sale of assets within our Unaudited Condensed Consolidated Statements of Operations.

During the three months ended March 31, 2026, we identified an additional $ 2.2 million of Offshore Solutions assets to be sold that were reclassified to held-for-sale.

The estimated fair value of the Offshore Solutions assets exceeded the carrying value and therefore no impairment was recognized.

In October 2025 , we identified six land rigs, inventory, and auxiliary assets within our International Solutions operating segment that met the asset held-for-sale criteria with an aggregate net book value of $ 6.4 million.

The carrying amounts of these assets were determined to be equal to their estimated fair values;

therefore, no impairment charge was recognized.

During the three months ended December 31, 2025, we completed the disposal of a portion of the International Solution assets that had been classified as held-for-sale as of September 30, 2025.

The assets had a net book value of $ 1.3 million, resulting in a $ 0.3 million gain during three months ended December 31, 2025.

Gains related to the disposal of these assets are recorded in Other loss on sale of assets within our Unaudited Condensed Consolidated Statements of Operations.

The aggregate net book of International Solutions assets classified as held-for-sale was $ 8.3 million as of December 31, 2025.

During the three months ended December 31, 2025, we identified an additional $ 0.5 million of other assets to be sold that were reclassified to held-for-sale.

During the six months ended March 31, 2026, we completed the disposal of a portion of the International Solutions assets that were classified as held-for-sale as of September 30, 2025.

The assets had a net book value of $ 1.3 million, resulting in a $ 0.3 million gain during six months ended March 31, 2026.

Gains related to the disposal of these assets are recorded in Other (gain) loss on sale of assets within our Unaudited Condensed Consolidated Statements of Operations.

Additionally, in March 2026, we identified an international drilling rig that met the asset held-for-sale criteria.

The rig's net book value of $ 23.5 million was written down to its estimated scrap value of $ 0.2 million, which represents fair value, resulting in a non-cash impairment charge of $ 23.3 million in our International Solutions segment during the three months ended March 31, 2026.

During the three months ended March 31, 2026, we recognized a non-cash impairment charge of $ 2.8 million to write down assets previously classified as held‑for‑sale to their estimated fair value less costs to sell.

Gain on Reimbursement of Drilling Equipment

We recognized a gain of $ 6.1 million during the three months ended December 31, 2025 as compared to a gain of $ 9.4 million during the three months ended December 31, 2024, respectively, related to customer reimbursement for the current replacement value of lost or damaged drill pipe.

We recognized a gain of $ 5.9 million and $ 12.1 million during the three and six months ended March 31, 2026 as compared to a gain of $ 10.0 million and $ 19.4 million during the three and six months ended March 31, 2025, respectively, related to customer reimbursement for the current replacement value of lost or damaged drill pipe.

Gains related to these tubular assets are recorded in Gain on reimbursement of drilling equipment within our Unaudited Condensed Consolidated Statements of Operations.

2 unchanged sentences

Goodwill is not amortized but is tested for potential impairment at the reporting unit level, at a minimum on an annual basis in the fourth fiscal quarter, or when indications of potential impairment exist.

Our reporting units with goodwill are H&P Technologies (within our North America Solutions segment) and Offshore Solutions.

Our goodwill reporting units are North America Solutions and Offshore Solutions.

The following table sets forth our goodwill balance by segment for the periods indicated:

3 unchanged sentences

Foreign currency translation adjustment

— ( 278 ) ( 278 )

Goodwill balance at December 31, 2025

Goodwill balance at March 31, 2026

$ 45,653 $ 138,142 $ 183,795

Indefinite-lived Intangible

After initial recognition, in-process research and development ("IPR&D") assets are considered indefinite-lived until the abandonment or completion of the associated research and development effort.

After initial recognition, acquired in-process research and development ("IPR&D") projects are considered indefinite-lived until the abandonment or completion of the associated research and development effort.

Acquired IPR&D is not amortized, but is subject to an annual impairment assessment.

Included in Intangible assets, net, on our Unaudited Condensed Consolidated Balance Sheets as of December 31, 2025 and September 30, 2025 was $ 1.6 million and $ 3.2 million, of IPR&D, respectively.

During the three months ended December 31, 2025, we recorded a non-cash impairment charge of $ 3.0 million associated with previously capitalized in-process research and development expenses that were determined to have no alternative future use.

Included in Intangible assets, net, on our Unaudited Condensed Consolidated Balance Sheets as of March 31, 2026 and September 30, 2025 was $ 1.4 million and $ 3.2 million, of IPR&D, respectively.

During the six months ended March 31, 2026, we recorded a non-cash impairment charge of $ 3.0 million, associated with previously capitalized IPR&D that were determined to have no alternative future use.

This amount is included in Asset impairment charges on our Unaudited Condensed Consolidated Statements of Operations.

Additionally, during the three months ended March 31, 2026, $ 0.2 million in IPR&D projects were completed and reclassified to a finite-lived intangible asset.

Q2 FY26 FORM 10-Q | 13

1 unchanged sentence

Finite-lived intangible assets are amortized using the straight-line method over the period in which these assets contribute to our cash flows and are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable in accordance with our policies for valuation of long-lived assets.

Our intangible assets consist of the following:

December 31, 2025

Our finite-lived intangible assets consist of the following:

March 31, 2026

(in thousands) Weighted Average Estimated Useful Lives Gross Carrying Amount Accumulated Amortization Foreign Currency Translation Adjustment

13 unchanged sentences

$ 561,441 $ ( 93,264 ) $ 14,071 $ 482,248

Amortization expense in the Unaudited Condensed Consolidated Statements of Operations was $ 19.4 million and $ 1.6 million for the three months ended December 31, 2025 and 2024, respectively.

Amortization expense in the Unaudited Condensed Consolidated Statements of Operations was $ 18.4 million and $ 9.9 million for the three months ended March 31, 2026 and 2025, respectively and $ 37.8 million and $ 11.5 million for the six months ended March 31, 2026 and 2025, respectively.

Over the next five years, amortization expense is estimated to be as follows:

2 unchanged sentences

Q2 FY26 FORM 10-Q | 14

As of December 31, 2025 and September 30, 2025, we have the following long-term debt outstanding with maturity shown in the following table:

December 31, 2025 September 30, 2025

As of March 31, 2026 and September 30, 2025, we have the following debt outstanding with maturities shown in the following table:

March 31, 2026 September 30, 2025

(in thousands) Face Amount Unamortized Discount and Debt Issuance Cost Book Value Face Amount Unamortized Discount and Debt Issuance Cost Book Value

24 unchanged sentences

$ 1,872,591 $ ( 16,415 ) $ 1,856,176 $ 2,076,021 $ ( 18,937 ) $ 2,057,084

The principal amount and maturities of our long-term debt as of March 31, 2026 are summarized in the table below:

(in thousands)

Remainder of 2026 $ 3,430

Thereafter 1,142,863

Senior Notes Issued in Fiscal Year 2024

2 unchanged sentences

Interest on the Notes is payable semi-annually on June 1 and December 1 of each year, commencing on June 1, 2025.

Q2 FY26 FORM 10-Q | 15

In connection with the issuance of the Notes, the Company also entered into a registration rights agreement, dated as of September 17, 2024 (the "Registration Rights Agreement"), with the initial purchasers of the Notes named therein.

11 unchanged sentences

Interest on the 2031 Notes is payable semi-annually on March 29 and September 29 of each year, commencing on March 29, 2022.

Q1 FY26 FORM 10-Q | 15

In June 2022, we settled a registered exchange offer (the “2022 Registered Exchange Offer”) to exchange the 2031 Notes for new, SEC-registered notes that are substantially identical to the terms of the 2031 Notes, except that the offer and issuance of the new notes have been registered under the Securities Act and certain transfer restrictions, registration rights and additional interest provisions relating to the 2031 Notes do not apply to the new notes.

8 unchanged sentences

On the Closing Date, the Company drew an aggregate principal amount of $ 400.0 million under the Term Loan Credit Agreement for purposes of financing the Acquisition.

The Term Loan Credit Agreement matures at the two-year anniversary of the funding of the term loans unless earlier terminated pursuant to the terms of the Term Loan Credit Agreement.

The Term Loan Credit Agreement matures at the two-year anniversary of the funding of the term loan unless earlier terminated pursuant to the terms of the Term Loan Credit Agreement.

On January 16, 2025, H&P completed the Acquisition, and the Company used the proceeds from the Term Loan Credit Agreement, together with the net proceeds from the Notes, and cash on hand, to finance the purchase price for the Acquisition, to repay or redeem certain of KCA Deutag's outstanding indebtedness, and to pay related fees and expenses.

During the three months ended December 31, 2025, the Company repaid $ 30.0 million of the outstanding balance on the Term Loan Credit Agreement.

As such, the outstanding balance as of December 31, 2025, was $ 170.0 million.

In January 2026, we repaid $ 30.0 million, decreasing the outstanding balance on the Term Loan Credit Agreement to $ 140.0 million.

During the three and six months ended March 31, 2026, the Company repaid $ 30.0 million and $ 60.0 million of the outstanding balance on the Term Loan Credit Agreement, respectively.

As the debt was scheduled to mature in January 2027, the outstanding balance as of March 31, 2026, in the amount of $ 140.0 million, was reclassified to Current portion of long-term debt, net on the Unaudited Condensed Consolidated Balance Sheet as of March 31, 2026.

In April 2026, we repaid the remaining $ 140.0 million balance outstanding on the Term Loan Credit Agreement.

The benchmark rate is the Secured Overnight Financing Rate ("SOFR").

6 unchanged sentences

Commitment fees for both rates range from 0.10 percent to 0.250 percent per annum.

Based on the unsecured debt rating of the Company on December 31, 2025, the spread over SOFR was 1.375 percent and commitment fees were 0.175 percent.

As of December 31, 2025, the interest rate on the Term Loan Credit Agreement was 5.205 percent per annum.

The weighted average variable interest rate on all amounts outstanding under the Term Loan Credit Agreement was 5.494 percent for the three months ended December 31, 2025.

Based on the unsecured debt rating of the Company on March 31, 2026, the spread over SOFR was 1.375 percent and commitment fees were 0.175 percent.

As of March 31, 2026, the interest rate on the Term Loan Credit Agreement was 5.143 percent per annum.

The weighted average variable interest rate on all amounts outstanding under the Term Loan Credit Agreement was 5.166 percent and 5.339 percent for the three and six months ended March 31, 2026, respectively.

Q2 FY26 FORM 10-Q | 16

2024 Oman Facility

The 2024 Oman Facility provides for term loan borrowings of $ 45.5 million, which was originally fully drawn, but subsequently reduced by quarterly debt repayments.

During the fiscal year ended September 30, 2025, our 2024 Oman Facility was amended to bear interest payable quarterly at a fixed rate of 6.00 percent per annum for two years and thereafter, at a rate that is the higher of (x) 5.00 percent and (y) the reference rate specified in the 2024 Oman Facility plus 1.75 percent.

During the three months ended December 31, 2025, the Company repaid approximately $ 0.9 million of the outstanding balance on the facility.

Of the $ 42.2 million borrowings outstanding at December 31, 2025, a total of $ 3.4 million is payable within one year.

These secured bank loans are wholly denominated in Omani rial.

1 unchanged sentence

The commitments under the 2024 Oman Facility mature December 31, 2034.

During the three and six months ended March 31, 2026, the Company repaid $ 0.8 million and $ 1.7 million of the outstanding balance on the facility, respectively.

Of the $ 41.4 million borrowings outstanding at March 31, 2026, a total of $ 3.4 million is payable within one year.

There is an annual financial covenant in the 2024 Oman Facility that requires KCAD Energy to maintain a debt service coverage ratio of at least 1.20 :1.00.

2 unchanged sentences

The 2023 Oman Facility provides for term loan borrowings of $ 45.6 million, which was originally fully drawn, but subsequently reduced by quarterly debt repayments.

During the fiscal year ended September 30, 2025, our 2023 Oman Facility was amended to bear interest payable quarterly at a fixed rate of 6.00 percent per annum for two years and thereafter, at a rate that is the higher of (x) 5.00 percent and (y) the reference rate specified in the 2023 Oman Facility plus 1.75 percent.

During the three months ended December 31, 2025, the Company repaid approximately $ 0.9 million of the outstanding balance on the facility.

Of the $ 38.9 million borrowings outstanding at December 31, 2025, a total of $ 3.4 million is payable within one year.

These secured bank loans are wholly denominated in Omani rial.

1 unchanged sentence

The commitments under the 2023 Oman Facility mature December 31, 2033.

Q1 FY26 FORM 10-Q | 16

During the three and six months ended March 31, 2026, the Company repaid $ 0.8 million and $ 1.7 million of the outstanding balance on the facility, respectively.

Of the $ 38.1 million borrowings outstanding at March 31, 2026, a total of $ 3.4 million is payable within one year.

There is an annual financial covenant in the 2023 Oman Facility that requires KCAD Energy to maintain a debt service coverage ratio of at least 1.20 :1.00.

7 unchanged sentences

The proceeds of the loans made under the Amended Credit Facility may be used by the Company for (i) working capital and other general corporate purposes, (ii) for the payment of fees and expenses related to the entering into of the Amended Credit Facility and the other credit documents and (iii) for the refinancing of the extensions of credit under the Existing Credit Agreement.

Q2 FY26 FORM 10-Q | 17

The benchmark rate is the SOFR.

6 unchanged sentences

Commitment fees for both rates range from 0.075 percent to 0.200 percent per annum.

Based on the unsecured debt rating of the Company on December 31, 2025, the spread over SOFR would have been 1.250 percent had borrowings been outstanding under the Amended Credit Facility and commitment fees would have been 0.150 percent.

Based on the unsecured debt rating of the Company on March 31, 2026, the spread over SOFR would have been 1.250 percent had borrowings been outstanding under the Amended Credit Facility and commitment fees would have been 0.150 percent.

There is a financial covenant in the Amended Credit Facility that requires us to maintain a total funded debt to total capitalization ratio of less than or equal to 55.0 percent.

The Amended Credit Facility contains additional terms, conditions, restrictions and covenants that we believe are usual and customary in unsecured debt arrangements for companies of similar size and credit quality, including a limitation that priority debt (as defined in the credit agreement) may not exceed 17.5 percent of the net worth of the Company.

As of December 31, 2025, there were no borrowings or letters of credit outstanding, leaving $ 950.0 million available to borrow under the Amended Credit Facility.

As of December 31, 2025, we had $ 420.0 million in uncommitted bilateral credit facilities, for the purpose of obtaining the issuance of international letters of credit, bank guarantees, and performance bonds.

Of the $ 420.0 million, $ 227.8 million was outstanding as of December 31, 2025.

As of March 31, 2026, there were no borrowings or letters of credit outstanding, leaving $ 950.0 million available to borrow under the Amended Credit Facility.

As of March 31, 2026, we had $ 420.0 million in uncommitted bilateral credit facilities, for the purpose of obtaining the issuance of international letters of credit, bank guarantees, and performance bonds.

Of the $ 420.0 million, $ 234.4 million was outstanding as of March 31, 2026.

The applicable agreements for all unsecured debt contain additional terms, conditions and restrictions that we believe are usual and customary in unsecured debt arrangements for companies that are similar in size and credit quality.

At December 31, 2025, we were in compliance with all debt covenants.

At March 31, 2026, we were in compliance with all debt covenants.

NOTE 6 INCOME TAXES

2 unchanged sentences

Adjustments to the effective tax rate and estimates could occur during the year as information and assumptions change which could include, but are not limited to, changes to the forecasted amounts, estimates of permanent book versus tax differences, and changes to tax laws and rates.

Our income tax expense for the three months ended December 31, 2025 and 2024 was $ 11.2 million and $ 21.6 million, respectively, resulting in effective tax rates of ( 13.4 ) percent and 28.3 percent, respectively.

Effective tax rates differ from the U.S.

federal statutory rate of 21.0 percent for the three months ended December 31, 2025, primarily due to permanent non-deductible items, foreign losses for which no tax benefit has been recognized, state and foreign income taxes, and discrete adjustments.

The discrete adjustments are primarily due to tax expense of $ 4.3 million related to equity compensation and unrecognized tax benefits.

Q1 FY26 FORM 10-Q | 17

Our income tax expense for the three months ended March 31, 2026 and 2025 was $ 9.3 million and $ 41.5 million, respectively, resulting in effective tax rates of ( 20.0 ) percent and 93.3 percent, respectively.

Our income tax expense for the six months ended March 31, 2026 and 2025 was $ 20.5 million and $ 63.1 million, respectively, resulting in effective tax rates of ( 15.7 ) percent and 52.2 percent, respectively.

Effective tax rates differ from the U.S.

federal statutory rate of 21.0 percent for the three months ended December 31, 2024 primarily due to state and foreign income taxes, permanent non-deductible items, and discrete adjustments.

The discrete adjustments are primarily due to tax expense of $ 0.7 million related to equity compensation.

As of December 31, 2025, we have recorded unrecognized tax benefits and related interest and penalties of approximately $ 18.8 million.

The balance has decreased by approximately $ 5.1 million since September 30, 2025, due to payments totaling approximately $ 6.4 million and accruals of approximately $ 1.3 million recorded during the quarter.

federal statutory rate of 21.0 percent for the three and six months ended March 31, 2026 and 2025, primarily due to permanent non-deductible items, foreign losses for which no tax benefit has been recognized, state and foreign income taxes, and discrete adjustments.

The discrete adjustments are primarily due to equity compensation and unrecognized tax benefits.

As of March 31, 2026, we have recorded unrecognized tax benefits and related interest and penalties of approximately $ 18.9 million.

We cannot predict with certainty if we will achieve ultimate resolution of any additional uncertain tax positions associated with our U.S.

3 unchanged sentences

The repurchases may be made using our cash and cash equivalents or other available sources and are held as treasury shares on our Unaudited Condensed Consolidated Balance Sheets.

We did not make any share repurchases during the three months ended December 31, 2025 and 2024.

A cash dividend of $ 0.25 per share was declared on December 9, 2025 for shareholders of record on February 13, 2026, payable on February 27, 2026.

As a result, we recorded a Dividend payable of $ 25.4 million on our Unaudited Condensed Consolidated Balance Sheets as of December 31, 2025.

We did not make any share repurchases during the three and six months ended March 31, 2026 and 2025.

A cash dividend of $ 0.25 per share was declared on March 4, 2026 for shareholders of record on May 18, 2026, payable on June 1, 2026.

As a result, we recorded a Dividend payable of $ 25.4 million on our Unaudited Condensed Consolidated Balance Sheets as of March 31, 2026.

Q2 FY26 FORM 10-Q | 18

Accumulated Other Comprehensive Income

Components of accumulated other comprehensive income were as follows:

December 31, September 30,

March 31, September 30,

(in thousands) 2026 2025

13 unchanged sentences

$ 43,496 $ 44,964

The following is a summary of the changes in accumulated other comprehensive income, net of tax, for the three months ended December 31, 2025:

(in thousands) Defined Benefit Pension Plan Unrealized Gain on Available-for-Sale Security

Foreign Currency

The following is a summary of the changes in accumulated other comprehensive income, net of tax, for the three and six months ended March 31, 2026:

Three Months Ended March 31, 2026

(in thousands) Defined Benefit Pension Plan Unrealized Gain on Available-for-Sale Security Foreign Currency

Translation Adjustment

1 unchanged sentence

Activity during the period

Other comprehensive income before reclassifications

— — 1,123 1,123

Amounts reclassified from accumulated other comprehensive income ( 307 ) — — ( 307 )

Net current-period other comprehensive income (loss) ( 307 ) — 1,123 816

Balance at March 31, 2026

$ 5,404 $ — $ 38,092 $ 43,496

Six Months Ended March 31, 2026

(in thousands) Defined Benefit Pension Plan Unrealized Gain on Available-for-Sale Security Foreign Currency

Translation Adjustment

Balance at beginning of period $ 4,470 $ 296 $ 40,198 $ 44,964

Activity during the period

Other comprehensive loss before reclassifications

2 unchanged sentences

Net current-period other comprehensive income (loss) 934 ( 296 ) ( 2,106 ) ( 1,468 )

Balance at December 31, 2025

Balance at March 31, 2026

$ 5,404 $ — $ 38,092 $ 43,496

Q1 FY26 FORM 10-Q | 18

NOTE 8 REVENUE FROM CONTRACTS WITH CUSTOMERS

4 unchanged sentences

For any contracts that include a provision for pooled term days at contract inception, followed by the assignment of days to specific rigs throughout the contract term, we have elected, as a practical expedient, to recognize revenue in the amount for which the entity has a right to invoice, as permitted by ASC 606.

Q2 FY26 FORM 10-Q | 19

Performance-based contracts are contracts pursuant to which we are compensated partly based upon our performance against a mutually agreed upon set of predetermined targets.

1 unchanged sentence

The variable consideration that we expect to receive is estimated at the most likely amount, and constrained to an amount such that it is probable a significant reversal of revenue previously recognized will not occur based on the performance targets.

Total revenue recognized from performance contracts, including performance bonuses, was $ 280.6 million and $ 305.8 million, of which $ 13.8 million and $ 16.9 million was related to performance bonuses recognized due to the achievement of performance targets during the three months ended December 31, 2025 and 2024 , respectively.

Total revenue recognized from performance contracts, including performance bonuses, was $ 292.7 million and $ 573.3 million, of which $ 14.0 million and $ 27.8 million related to performance bonuses recognized upon achievement of performance targets during the three and six months ended March 31, 2026 , respectively.

Similarly, total revenue recognized from performance contracts, including performance bonuses, was $ 325.8 million and $ 631.6 million, of which $ 17.0 million and $ 33.9 million related to performance bonuses recognized upon achievement of performance targets during the three and six months ended March 31, 2025 , respectively.

Contract Costs

As of December 31, 2025 and September 30, 2025, we had capitalized fulfillment costs of $ 30.2 million and $ 34.8 million, respectively.

As of March 31, 2026 and September 30, 2025, we had capitalized fulfillment costs of $ 25.2 million and $ 34.8 million, respectively.

Remaining Performance Obligations

The total aggregate transaction price allocated to the unsatisfied performance obligations related to firm contracts, commonly referred to as backlog, as of December 31, 2025 was approximately $ 4.8 billion, of which $ 1.1 billion is expected to be recognized during the remainder of fiscal year 2026, $ 0.8 billion in fiscal year 2027, and $ 2.9 billion in fiscal year 2028 and thereafter.

The total aggregate transaction price allocated to the unsatisfied performance obligations related to firm contracts, commonly referred to as backlog, as of March 31, 2026 was approximately $ 5.4 billion, of which $ 1.1 billion is expected to be recognized during the remainder of fiscal year 2026, $ 1.3 billion in fiscal year 2027, and $ 3.0 billion in fiscal year 2028 and thereafter.

The firm backlog amounts do not include anticipated contract renewals or expected performance bonuses as part of its calculation.

5 unchanged sentences

The following tables summarize the balances of our contract assets (net of allowance for estimated credit losses) and liabilities at the dates indicated:

(in thousands) December 31, 2025 September 30, 2025

(in thousands) March 31, 2026 September 30, 2025

Contract assets, net $ 9,342 $ 10,971

(in thousands) December 31, 2025

(in thousands) March 31, 2026

Contract liabilities balance at September 30, 2025

1 unchanged sentence

Revenue recognized during the period ( 34,198 )

Contract liabilities balance at December 31, 2025

Q1 FY26 FORM 10-Q | 19

Contract liabilities balance at March 31, 2026

NOTE 9 EARNINGS (LOSS) PER COMMON SHARE

6 unchanged sentences

Diluted earnings per share is computed using the weighted-average number of common and common equivalent shares outstanding during the periods utilizing the two-class method for stock options, non-vested restricted stock and performance units.

Q2 FY26 FORM 10-Q | 20

Under the two-class method of calculating earnings per share, dividends paid and a portion of undistributed net income, but not losses, are allocated to unvested restricted stock grants that receive dividends, which are considered participating securities.

1 unchanged sentence

Three Months Ended

March 31, Six Months Ended

(in thousands, except per share amounts) 2026 2025 2026 2025

16 unchanged sentences

$ ( 0.59 ) $ 0.01 $ ( 1.57 ) $ 0.56

We had a net loss for three months ended December 31, 2025.

We had a net loss for three and six months ended March 31, 2026.

Accordingly, our diluted loss per share calculation was equivalent to our basic loss per share calculation since diluted loss per share excluded any assumed exercise of equity awards.

2 unchanged sentences

Three Months Ended

March 31, Six Months Ended

(in thousands, except per share amounts) 2026 2025 2026 2025

1 unchanged sentence

Weighted-average price per share $ 53.98 $ 48.45 $ 54.63 $ 56.82

Q1 FY26 FORM 10-Q | 20

NOTE 10 FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS

8 unchanged sentences

This includes pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

Q2 FY26 FORM 10-Q | 21

The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.

1 unchanged sentence

The following tables summarize our financial assets and liabilities measured at fair value on a recurring basis and indicate the level in the fair value hierarchy in which we classify the fair value measurement as of the dates indicated below:

December 31, 2025

March 31, 2026

(in thousands) Fair Value Level 1 Level 2 Level 3

14 unchanged sentences

Total $ 68,064 $ 65,814 $ — $ 2,250

As of December 31, 2025, our short-term security investments in held to maturity bonds totaled $ 0.2 million, These investments are measured at cost, less any impairments.

As of December 31, 2025, our equity security investments in geothermal energy were $ 14.1 million.

As of March 31, 2026, our short-term security investments in held to maturity bonds totaled $ 0.2 million.

These investments are measured at cost, less any impairments.

Our other equity security investments totaled $ 6.9 million, of which $ 3.8 million was measured at fair value as of December 31, 2025.

As of March 31, 2026, our equity security investments in geothermal energy were $ 9.1 million.

These investments are measured at cost, less any impairments.

Our other equity security investments totaled $ 8.4 million, of which $ 4.2 million was measured at fair value as of March 31, 2026.

The remaining $ 4.2 million were measured at cost, less any impairments.

Q1 FY26 FORM 10-Q | 21

September 30, 2025

18 unchanged sentences

These investments are measured at cost, less any impairments.

Q2 FY26 FORM 10-Q | 22

Recurring Fair Value Measurements

7 unchanged sentences

Level 2 inputs include corporate bonds measured using broker quotations that utilize observable market inputs.

During September 2021, the Company made a $ 100.0 million cornerstone investment in ADNOC Drilling in advance of its announced initial public offering, representing 159.7 million shares of ADNOC Drilling, equivalent to a one percent ownership stake and subject to a three-year lockup period.

ADNOC Drilling’s initial public offering was completed on October 3, 2021, and its shares are listed and traded on the Abu Dhabi Securities Exchange.

During the three months ended December 31, 2024, we sold our equity securities of 159.7 million shares in ADNOC Drilling and received net proceeds of approximately $ 193.3 million.

During the three months ended December 31, 2024, we recognized a loss of $ 12.4 million on our Unaudited Condensed Consolidated Statements of Operations, related to this investment, of which $ 8.4 million was associated with the change in fair value of the investment and $ 4.0 million related to transaction fees associated with the sale of the securities.

During the six months ended March 31, 2025, we sold our equity securities of 159.7 million shares in ADNOC Drilling and received net proceeds of approximately $ 193.3 million.

During the six months ended March 31, 2025, we recognized a loss of approximately $ 12.4 million on our Unaudited Condensed Consolidated Statements of Operations, related to this investment.

Long-term Investments

7 unchanged sentences

is focused on developing a natural gas resource in Australia's Beetaloo Sub-basin.

Q1 FY26 FORM 10-Q | 22

On June 4, 2024, the Company entered into a convertible note agreement with Tamboran Corp.

3 unchanged sentences

On June 26, 2024, Tamboran Corp.

completed an initial public offering of its common stock on the NYSE and its common stock is listed on the NYSE, under the ticker "TBN".

As a result of this offering, the convertible note of $ 9.4 million was converted into 0.5 million common shares in Tamboran Corp.

completed an initial public offering of its common stock on the NYSE and its common stock is listed on the NYSE, under the ticker "TBN." As a result of this offering, the convertible note of $ 9.4 million was converted into 0.5 million common shares in Tamboran Corp.

Our shares received in this initial public offering were subject to a 180-day lockup period, which expired during the first fiscal quarter of 2025.

As of December 31, 2025, our combined equity ownership was approximately 5.0 percent representing 1.0 million common shares in Tamboran Corp.

As of March 31, 2026, our combined equity ownership was approximately 4.5 percent representing 1.0 million common shares in Tamboran Corp.

During the fiscal year ended September 30, 2025, our representation on the investee's board of directors ceased.

2 unchanged sentences

Under the guidance, Topic 820, Fair Value Measurement, this investment is classified as a Level 1 investment based on the quoted stock price which is publicly available.

Our investment is classified as a long-term equity investment within Investments on our Unaudited Condensed Consolidated Balance Sheets and measured at fair value with any gains or losses recognized through net income (loss) and recorded within Gain (loss) on investment securities on our Unaudited Condensed Consolidated Statements of Operations.

During the three months ended December 31, 2025, we recognized a gain of $ 1.5 million as a result of the change in fair value of the investment compared to a loss of $ 1.1 million during the three months ended December 31, 2024.

Our investment is classified as a long-term equity investment within Investments on our Unaudited Condensed Consolidated Balance Sheets and measured at fair value with any gains or losses recognized through net income (loss) and recorded within Gain on investment securities on our Unaudited Condensed Consolidated Statements of Operations.

During the three and six months ended March 31, 2026, we recognized gains of $ 19.5 million and $ 21.0 million as a result of the change in fair value of the investment compared to gains of $ 3.2 million and $ 2.1 million during the three and six months ended March 31, 2025.

Debt Securities During April 2022, the Company made a $ 33.0 million cornerstone investment in Galileo Holdco 2 Limited Technologies ("Galileo Holdco 2"), part of the group of companies known as Galileo Technologies (“Galileo”) in the form of notes with an option to convert into common shares of the parent of Galileo Holdco 2.

2 unchanged sentences

The loss was recognized through net income (loss) and recorded within Gain (loss) on investment securities on our Consolidated Statements of Operations.

During the three months ended December 31, 2025, we released Galileo from this legal obligation, resulting in the full write-off of the investment.

During the six months ended March 31, 2026, we released Galileo from this legal obligation, resulting in the full write-off of the investment.

Q2 FY26 FORM 10-Q | 23

Nonrecurring Fair Value Measurements

9 unchanged sentences

The following table reconciles changes in the balance of our equity securities, without readily determinable fair values, including investments that have been marked to fair value on a nonrecurring basis, for the periods presented below:

Three Months Ended December 31,

Three Months Ended March 31, Six Months Ended March 31,

(in millions) 2026 2025 2026 2025

1 unchanged sentence

Purchases 1,038 288 1,038 934

— — ( 124 ) —

Total gain (loss):

Included in earnings ( 4,531 ) 14,386 ( 4,228 ) 14,495

Assets at end of period $ 17,547 $ 45,519 $ 17,547 $ 45,519

Q1 FY26 FORM 10-Q | 23

The aggregate gains and (losses) included in earnings during the three and six months ended March 31, 2026 and 2025 were attributable to the changes in fair value of various geothermal equity investments.

These gains (losses) are included in Gain on investment securities on our Unaudited Condensed Consolidated Statements of Operations.

Other Financial Instruments

2 unchanged sentences

Government and in federally insured deposit accounts.

The carrying value of accounts receivable, other current and noncurrent assets, accounts payable, accrued liabilities and other liabilities approximated fair value at December 31, 2025 and September 30, 2025.

The fair values of the long-term fixed-rate debt are based on broker quotes at December 31, 2025 and September 30, 2025.

The carrying value of accounts receivable, other current and noncurrent assets, accounts payable, accrued liabilities and other liabilities approximated fair value at March 31, 2026 and September 30, 2025.

The fair values of the long-term fixed-rate debt are based on broker quotes at March 31, 2026 and September 30, 2025.

The unsecured senior notes and unsecured term loan agreement are classified within Level 2 of the fair value hierarchy as they are not actively traded in markets.

2 unchanged sentences

Since this debt is nonpublic, the carrying value and the fair value of the loans are identical.

The following information presents the supplemental fair value information for our long-term fixed-rate debt, net at December 31, 2025 and September 30, 2025:

Carrying Value at December 31, 2025

Fair Value at December 31, 2025

Q2 FY26 FORM 10-Q | 24

The following information presents the supplemental fair value information for our long-term fixed-rate debt, net at March 31, 2026 and September 30, 2025:

Carrying Value at March 31, 2026

Fair Value at March 31, 2026

Using Inputs Considered as:

5 unchanged sentences

2034 Notes 543,483 — 540,320 —

Unsecured term loan credit agreement:

2027 Term Loan

169,211 — 171,464 —

Secured term loan credit agreements:

8 unchanged sentences

Using Inputs Considered as:

(in thousands) Level 1

(in thousands) Level 1 Level 2 Level 3

Unsecured senior notes:

$ 347,675 $ — $ 352,261 $ —

2027 Notes $ 347,675 $ — $ 352,261 $ —

546,336 — 486,343 —

543,197 — 538,417 —

2029 Notes 346,602 — 348,688 —

2031 Notes 546,336 — 486,343 —

2034 Notes 543,197 — 538,417 —

Unsecured term loan credit agreement:

2 unchanged sentences

2023 Oman Facility 35,465 — — 35,465

35,465 — — 35,465

2024 Oman Facility 38,789 — — 38,789

38,789 — — 38,789

Total long-term debt, net of current portion $ 2,057,084 $ — $ 1,927,001 $ 74,254

$ 2,057,084 $ — $ 1,927,001 $ 74,254

NOTE 11 COMMITMENTS AND CONTINGENCIES

1 unchanged sentence

Equipment, parts, and supplies are ordered in advance to promote efficient construction and capital improvement progress.

At December 31, 2025, we had outstanding purchase commitments for equipment, parts and supplies of approximately $ 160.2 million.

Q1 FY26 FORM 10-Q | 24

At March 31, 2026, we had outstanding purchase commitments for equipment, parts and supplies of approximately $ 147.2 million.

Guarantee Arrangements

10 unchanged sentences

While there exists the possibility of realizing a recovery on HPIDC's expropriation claims, we are currently unable to determine the timing or amounts we may receive, if any, or the likelihood of recovery.

Q2 FY26 FORM 10-Q | 25

The Company and its subsidiaries are parties to various other pending legal actions arising in the ordinary course of our business.

16 unchanged sentences

Segment Performance

Our chief operating decision maker ("CODM") is John Lindsay, Director and Chief Executive Officer.

In March 2026, we named a new Chief Executive Officer, Raymond John Adams III, who now serves as our chief operating decision maker ("CODM").

Our CODM evaluates segment performance and allocates resources based on segment operating income (loss) before income taxes.

6 unchanged sentences

• Allocated general and administrative expenses

▪ Acquisition transaction costs

▪ Acquisition transaction and integration costs

• Asset impairment charges

• Restructuring charges

Q1 FY26 FORM 10-Q | 25

but excludes gain on reimbursement of drilling equipment, other loss on sale of assets, corporate selling, general and administrative costs, corporate depreciation, corporate acquisition transaction costs, corporate asset impairment charges, and corporate restructuring charges.

but excludes gain on reimbursement of drilling equipment, other gain (loss) on sale of assets, corporate selling, general and administrative costs, corporate depreciation, corporate acquisition transaction and integration costs, corporate asset impairment charges, and corporate restructuring charges.

General and administrative costs are allocated to the segments based primarily on specific identification and, to the extent that such identification is not practical, other methods may be used which we believe to be a reasonable reflection of the utilization of services provided.

Summarized financial information of our reportable segments for the three months ended December 31, 2025 and 2024 is shown in the following tables:

Three Months Ended December 31, 2025

Q2 FY26 FORM 10-Q | 26

Summarized financial information of our reportable segments for the three and six months ended March 31, 2026 and 2025 is shown in the following tables:

Three Months Ended March 31, 2026

(in thousands) North America Solutions International Solutions Offshore Solutions Total

10 unchanged sentences

Selling, general and administrative costs 13,401 4,249 2,654 20,304

Acquisition transaction costs — 436 573 1,009

Acquisition transaction and integration costs

— 1,198 352 1,550

Asset impairment charge — 26,101 — 26,101

4 unchanged sentences

Elimination of intersegment loss ( 2,507 )

Segment operating loss

Segment operating income

(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the chief operating decision maker.

1 unchanged sentence

Q2 FY26 FORM 10-Q | 27

Three Months Ended December 31, 2024

Six Months Ended March 31, 2026

(in thousands) North America Solutions International Solutions Offshore Solutions Total

10 unchanged sentences

Selling, general and administrative costs 27,423 8,394 3,698 39,515

Acquisition transaction and integration costs

— 1,634 925 2,559

Asset impairment charge 97,922 26,101 2,128 126,151

Restructuring charges 402 1,620 — 2,022

Segment operating income (loss) 147,543 ( 154,917 ) 30,452 23,078

Reconciliation of segment operating income (loss):

All other operating income 774

Elimination of intersegment income

All other operating loss

Elimination of intersegment loss

Segment operating income 11,156

1 unchanged sentence

Intersegment expenses are included within the amounts shown.

Three Months Ended March 31, 2025

(in thousands) North America Solutions International Solutions Offshore Solutions Total

Revenues from external customers $ 599,451 $ 247,740 $ 149,080 $ 996,271

Intersegment revenues 243 169 — 412

Total revenues 599,694 247,909 149,080 996,683

Reconciliation of revenues:

All other revenues 45,524

Elimination of intersegment revenues ( 26,168 )

Total consolidated revenues 1,016,039

Direct operating expenses 334,073 220,983 122,904 677,960

Depreciation & amortization 87,151 57,153 7,777 152,081

Research and development 9,502 — — 9,502

Selling, general and administrative costs 15,484 4,546 964 20,994

Acquisition transaction and integration costs

34 210 60 304

Asset impairment charge 1,507 — — 1,507

Segment operating income (loss) 151,943 ( 34,983 ) 17,375 134,335

Reconciliation of segment operating income (loss):

All other operating loss

Elimination of intersegment loss

Segment operating income 124,497

(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the chief operating decision maker.

Intersegment expenses are included within the amounts shown.

Q2 FY26 FORM 10-Q | 28

Six Months Ended March 31, 2025

(in thousands) North America Solutions International Solutions Offshore Solutions Total

Revenues from external customers $ 1,197,374 $ 295,220 $ 178,290 $ 1,670,884

Intersegment revenues 465 169 — 634

Total revenues 1,197,839 295,389 178,290 1,671,518

Reconciliation of revenues:

All other revenues 64,806

Elimination of intersegment revenues ( 42,983 )

Total consolidated revenues 1,693,341

Direct operating expenses 666,420 275,411 145,565 1,087,396

Depreciation & amortization 175,487 61,981 9,757 247,225

Research and development 18,943 — — 18,943

Selling, general and administrative costs 31,294 7,254 2,028 40,576

Acquisition transaction and integration costs

34 210 60 304

Asset impairment charge 1,507 — — 1,507

Segment operating income (loss) 304,154 ( 49,467 ) 20,880 275,567

Reconciliation of segment operating income (loss):

All other operating loss

Elimination of intersegment loss

Segment operating income 266,605

(1) The significant expense categories and amounts align with the segment-level information that is regularly provided to the chief operating decision maker.

Intersegment expenses are included within the amounts shown.

The following table reconciles segment operating income per the tables above to income (loss) before income taxes as reported on the Unaudited Condensed Consolidated Statements of Operations:

Three Months Ended December 31,

Three Months Ended March 31, Six Months Ended March 31,

(in thousands) 2026 2025 2026 2025

Segment operating income (loss)

Segment operating income

$ 15,833 $ 124,497 $ 11,156 $ 266,605

Gain on reimbursement of drilling equipment 5,943 9,973 12,063 19,376

Other loss on sale of assets

Other gain (loss) on sale of assets

1,305 884 ( 621 ) ( 789 )

Corporate selling, general and administrative costs, corporate depreciation, corporate acquisition transaction costs, corporate asset impairment charges, and corporate restructuring charges

Corporate selling, general and administrative costs, corporate depreciation, corporate acquisition transaction and integration costs, corporate asset impairment charges, and corporate restructuring charges

( 60,001 ) ( 93,191 ) ( 119,429 ) ( 152,143 )

Operating income (loss) ( 36,920 ) 42,163 ( 96,831 ) 133,049

( 59,911 ) 90,888

Other income (expense)

1 unchanged sentence

Interest expense ( 25,814 ) ( 28,338 ) ( 51,421 ) ( 50,636 )

Gain (loss) on investment securities 929 ( 13,367 )

Gain on investment securities

14,391 27,788 15,320 14,421

Foreign currency exchange gain (loss) 2,952 ( 6,018 ) 2,979 ( 6,921 )

4 unchanged sentences

The following table reconciles segment total assets to total assets as reported on the Unaudited Condensed Consolidated Balance Sheets:

(in thousands) December 31, 2025 September 30, 2025

(in thousands) March 31, 2026 September 30, 2025

Total assets 1

8 unchanged sentences

The following table presents revenues from external customers by country based on the location of service provided:

Three Months Ended December 31,

Three Months Ended March 31, Six months ended March 31,

(in thousands) 2026 2025 2026 2025

2 unchanged sentences

Norway 86,028 78,305 174,713 78,305

Oman 67,663 —

Saudi Arabia 65,583 94,690 131,882 97,921

Oman 63,201 69,620 130,864 69,620

Azerbaijan 46,751 42,759 98,632 42,759

Argentina 35,934 44,952 71,527 79,611

Germany 25,711 —

Other foreign 87,047 97,462 195,565 108,194

1 unchanged sentence

The following table presents property, plant and equipment by country based on the location of service provided:

(in thousands) December 31, 2025 September 30, 2025

(in thousands) March 31, 2026 September 30, 2025

Property, plant and equipment, net

4 unchanged sentences

Total $ 3,977,180 $ 4,313,074

NOTE 13 SUBSEQUENT EVENTS

Subsequent to March 31, 2026, we completed the sale of Utica Square, a shopping center comprising approximately 371,000 leasable square feet located in Tulsa, Oklahoma, and included within our "Other" operations, receiving net proceeds of approximately $ 129.0 million, after deducting $ 4.9 million in selling fees.

The property was classified as held-for-sale as of March 31, 2026, with a net book value of $ 12.9 million.

Subsequent to March 31, 2026, the Company fully repaid the remaining balance of $ 140.0 million outstanding under the Term Loan Credit Agreement.

As a result of this repayment, no amounts remain outstanding under the Term Loan Credit Agreement.

Subsequent to March 31, 2026, an incident occurred involving a rig operating in Texas, which resulted in a fire and significant damage to the rig.

Based on information available as of the date of this filing, management believes the rig is a total loss.

The net book value of this rig was approximately $ 11.7 million at March 31, 2026.

The Company maintains insurance coverage related to this asset and has initiated a claim with its insurance carrier.

While the insurance carrier has not yet completed its assessment, management currently estimates that insurance proceeds could be in excess of the net book value if it is deemed to be a total loss.

The timing and amount of recovery remain uncertain.

Q2 FY26 FORM 10-Q | 30

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements