Item 1. Financial Statements
Item 1. Financial Statements.
WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars and shares in millions, except per share amounts) 2025 2024 2025 2024
Revenue:
Services $ 732 $ 862 $ 1,473 $ 1,727
Products 472 543 924 1,036
Total Revenue
1,204 1,405 2,397 2,763
Costs and Expenses:
Cost of Services 464 500 928 1,027
Cost of Products 365 391 720 748
Research and Development 30 31 59 62
Selling, General and Administrative 164 216 325 421
Gain on Sale of Business ( 70 ) — ( 70 ) —
Restructuring Charges
11 5 40 8
Other Charges (Credits), Net
3 ( 2 ) 16 —
Total Costs and Expenses 967 1,141 2,018 2,266
Operating Income 237 264 379 497
Other Expense:
Interest Expense, Net of Interest Income of $ 14 , $ 17 , $ 25 and $ 31
( 21 ) ( 24 ) ( 47 ) ( 53 )
Loss on Blue Chip Swap Securities ( 1 ) ( 10 ) ( 1 ) ( 10 )
Other Expense, Net ( 24 ) ( 20 ) ( 44 ) ( 42 )
Income Before Income Taxes 191 210 287 392
Income Tax Provision ( 46 ) ( 73 ) ( 56 ) ( 132 )
Net Income 145 137 231 260
Net Income Attributable to Noncontrolling Interests 9 12 19 23
Net Income Attributable to Weatherford $ 136 $ 125 $ 212 $ 237
Basic Income per Share $ 1.87 $ 1.71 $ 2.91 $ 3.25
Basic Weighted Average Shares Outstanding 72.2 73.2 72.7 73.1
Diluted Income per Share $ 1.87 $ 1.66 $ 2.90 $ 3.16
Diluted Weighted Average Shares Outstanding 72.4 75.3 72.9 75.0
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
Three Months Ended Six Months Ended
June 30, June 30,
(Dollars in millions) 2025
2024
2025 2024
Net Income $ 145 $ 137 $ 231 $ 260
Foreign Currency Translation Adjustments 65 — 161 ( 24 )
Comprehensive Income 210 137 392 236
Net Income Attributable to Noncontrolling Interests 9 12 19 23
Comprehensive Income Attributable to Weatherford
$ 201 $ 125 $ 373 $ 213
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Dollars and shares in millions, except par value) June 30, 2025
December 31, 2024
(Unaudited)
Assets:
Cash and Cash Equivalents $ 943 $ 916
Restricted Cash 60 59
Accounts Receivable, Net of Allowance for Credit Losses of $ 9 at June 30, 2025 and $ 8 at December 31, 2024
1,177 1,261
Inventories, Net 881 880
Other Current Assets 267 286
Total Current Assets 3,328 3,402
Property, Plant and Equipment, Net of Accumulated Depreciation of $ 1,070 at June 30, 2025 and $ 940 at December 31, 2024
1,136 1,061
Intangibles, Net of Accumulated Amortization of $ 828 at June 30, 2025 and $ 793 at December 31, 2024
305 325
Operating Lease Assets 124 124
Other Non-Current Assets 248 247
Total Assets $ 5,141 $ 5,159
Liabilities:
Current Portion of Long-term Debt $ 26 $ 17
Accounts Payable 685 792
Accrued Salaries and Benefits 252 302
Income Taxes Payable 112 129
Current Portion of Operating Lease Liabilities 47 44
Other Current Liabilities 381 412
Total Current Liabilities 1,503 1,696
Long-term Debt 1,565 1,617
Operating Lease Liabilities 109 110
Non-current Taxes Payable 268 274
Other Non-Current Liabilities 177 179
Total Liabilities $ 3,622 $ 3,876
Shareholders’ Equity:
Ordinary Shares - Par Value $ 0.001 ; Authorized 1,356 shares, Issued and Outstanding 71.8 shares at June 30, 2025 and 72.1 at December 31, 2024
$ — $ —
Capital in Excess of Par Value 2,810 2,921
Retained Deficit ( 1,311 ) ( 1,486 )
Accumulated Other Comprehensive Income (Loss) 11 ( 150 )
Shareholders’ Equity
1,510 1,285
Noncontrolling Interests 9 ( 2 )
Total Shareholders’ Equity 1,519 1,283
Total Liabilities and Shareholders’ Equity $ 5,141 $ 5,159
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Six Months Ended June 30,
(Dollars in millions) 2025 2024
Cash Flows From Operating Activities:
Net Income $ 231 $ 260
Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:
Depreciation and Amortization 126 171
Foreign Exchange Losses
30 23
Loss on Blue Chip Swap Securities 1 10
Gain on Disposition of Assets
( 4 ) ( 32 )
Gain on Sale of Business
( 70 ) —
Deferred Income Tax Provision
2 27
Share-Based Compensation 16 25
Changes in Accounts Receivable, Inventory, Accounts Payable and Accrued Salaries and Benefits:
Accounts Receivable
132 ( 73 )
Inventories
( 7 ) ( 92 )
Accounts Payable
( 107 ) 79
Accrued Salaries and Benefits
( 57 ) ( 88 )
Other Changes, Net ( 23 ) ( 29 )
Net Cash Provided by Operating Activities 270 281
Cash Flows From Investing Activities:
Capital Expenditures for Property, Plant and Equipment ( 131 ) ( 121 )
Proceeds from Disposition of Assets 6 18
Proceeds from Sale of Business
97 —
Purchases of Blue Chip Swap Securities
( 83 ) ( 50 )
Proceeds from Sales of Blue Chip Swap Securities
82 40
Business Acquisitions, Net of Cash Acquired
— ( 36 )
Proceeds from Sale of Investments
— 41
Other Investing Activities
( 7 ) ( 7 )
Net Cash Used in Investing Activities ( 36 ) ( 115 )
Cash Flows From Financing Activities:
Repayments of Long-term Debt
( 73 ) ( 259 )
Distributions to Noncontrolling Interests
( 8 ) ( 9 )
Tax Remittance on Equity Awards Vested ( 20 ) ( 9 )
Share Repurchases
( 87 ) —
Dividends Paid
( 36 ) —
Other Financing Activities ( 6 ) ( 12 )
Net Cash Used in Financing Activities ( 230 ) ( 289 )
Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash 24 ( 20 )
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash 28 ( 143 )
Cash, Cash Equivalents and Restricted Cash at Beginning of Period 975 1,063
Cash, Cash Equivalents and Restricted Cash at End of Period $ 1,003 $ 920
Supplemental Cash Flow Information:
Interest Paid $ 70 $ 81
Income Taxes Paid, Net of Refunds $ 86 $ 89
844,702 Ordinary Shares Issued for Acquisitions
$ — $ 75
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
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WEATHERFORD INTERNATIONAL PLC AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1 – Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements of Weatherford International plc (the “Company,” “Weatherford,” “we,” “us,” or “our”) have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, certain information and disclosures normally included in our annual consolidated financial statements have been condensed or omitted. Therefore, these unaudited Condensed Consolidated Financial Statements should be read in conjunction with our audited Consolidated Financial Statements included in our Form 10-K for the year ended December 31, 2024 (“2024 Form 10-K”).
The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting period. Ultimate results could differ from our estimates.
In the opinion of management, the Condensed Consolidated Financial Statements reflect all adjustments considered necessary by management to fairly state the results of operations, financial position and cash flows of Weatherford and its subsidiaries for the periods presented and are not necessarily indicative of the results that may be expected for a full year. Our financial statements have been prepared on a consolidated basis. Under this basis, our financial statements consolidate all wholly owned subsidiaries and controlled joint ventures. All intercompany accounts and transactions have been eliminated.
Summary of Significant Accounting Policies
Please refer to “Note 1 – Summary of Significant Accounting Policies” of our Consolidated Financial Statements from our 2024 Form 10-K for the discussion on our significant accounting policies. Certain reclassifications have been made to these Condensed Consolidated Financial Statements and accompanying footnotes for the three and six months ended June 30, 2024 to conform to the presentation for the three and six months ended June 30, 2025.
Accounting Standards Issued Not Yet Adopted
Please refer to “Note 1 – Summary of Significant Accounting Policies” of our Consolidated Financial Statements from our 2024 Form 10-K for the discussion on accounting pronouncements that have been issued but not yet effective for the interim periods presented that are not expected to have a material impact on our financial position or results of operations.
Evaluations of all other new accounting pronouncements that have been issued, but not yet effective are on-going, and at this time are not expected to have a material impact on our Condensed Consolidated Financial Statements.
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2 – Segment Information
Financial information by segment is summarized below. The accounting policies of the segments are the same as those described in the summary of significant accounting policies as presented in our 2024 Form 10-K. We have three reportable segments: (1) Drilling and Evaluation “DRE,” (2) Well Construction and Completions “WCC,” and (3) Production and Intervention “PRI.”
The Company’s chief operating decision maker (“CODM”), our chief executive officer, uses segment adjusted EBITDA to measure the profitability of each segment. The regularly reviewed historical, current and forecasted segment adjusted EBITDA data is utilized by the CODM to allocate Company resources. The CODM also uses segment adjusted EBITDA to drive efficiencies and develop competitive strategies. Segment adjusted EBITDA is based on segment earnings before interest, taxes, depreciation, amortization, share-based compensation expense and other adjustments. All other includes results from non-core business activities (including integrated services and projects), and corporate includes overhead support and centrally managed or shared facilities costs. All other and corporate do not individually meet the criteria for segment reporting.
Three Months Ended June 30, 2025
Reportable Segments All
(Dollars in millions) DRE
WCC
PRI
Other Total
Revenue $ 335 $ 456 $ 327 $ 86 $ 1,204
Direct Costs (a)
( 220 ) ( 279 ) ( 220 )
Other Expense (b)
( 46 ) ( 59 ) ( 44 )
DRE Segment Adjusted EBITDA 69 69
WCC Segment Adjusted EBITDA 118 118
PRI Segment Adjusted EBITDA 63 63
All Other 19
Corporate ( 15 )
Depreciation and Amortization ( 64 )
Share-based Compensation
( 9 )
Gain on Sale of Business
70
Restructuring Charges
( 11 )
Other Charges, Net
( 3 )
Operating Income $ 237
(a) Segment cost of sales and direct operating costs.
(b) Segment selling, general and administrative and research and development costs .
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Six Months Ended June 30, 2025
Reportable Segments All
(Dollars in millions) DRE
WCC
PRI
Other Total
Revenue $ 685 $ 897 $ 661 $ 154 $ 2,397
Direct Costs (a)
( 446 ) ( 537 ) ( 450 )
Other Expense (b)
( 96 ) ( 114 ) ( 86 )
DRE Segment Adjusted EBITDA 143 143
WCC Segment Adjusted EBITDA 246 246
PRI Segment Adjusted EBITDA 125 125
All Other 23
Corporate ( 30 )
Depreciation and Amortization ( 126 )
Share-based Compensation
( 16 )
Gain on Sale of Business
70
Restructuring Charges
( 40 )
Other Charges, Net
( 16 )
Operating Income $ 379
(a) Segment cost of sales and direct operating costs.
(b) Segment selling, general and administrative and research and development costs .
Three Months Ended June 30, 2024
Reportable Segments All
(Dollars in millions) DRE
WCC
PRI
Other Total
Revenue $ 427 $ 504 $ 369 $ 105 $ 1,405
Direct Costs (a)
( 241 ) ( 297 ) ( 236 )
Other Expense (b)
( 56 ) ( 62 ) ( 48 )
DRE Segment Adjusted EBITDA 130 130
WCC Segment Adjusted EBITDA 145 145
PRI Segment Adjusted EBITDA 85 85
All Other 23
Corporate ( 18 )
Depreciation and Amortization ( 86 )
Share-based Compensation
( 12 )
Restructuring Charges
( 5 )
Other Credits, Net
2
Operating Income $ 264
(a) Segment cost of sales and direct operating costs.
(b) Segment selling, general and administrative and research and development costs .
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Six Months Ended June 30, 2024
Reportable Segments All
(Dollars in millions) DRE
WCC
PRI
Other Total
Revenue $ 849 $ 962 $ 717 $ 235 $ 2,763
Direct Costs (a)
( 480 ) ( 573 ) ( 467 )
Other Expense (b)
( 109 ) ( 124 ) ( 92 )
DRE Segment Adjusted EBITDA 260 260
WCC Segment Adjusted EBITDA 265 265
PRI Segment Adjusted EBITDA 158 158
All Other 50
Corporate ( 32 )
Depreciation and Amortization ( 171 )
Share-based Compensation
( 25 )
Restructuring Charges
( 8 )
Operating Income $ 497
(a) Segment cost of sales and direct operating costs.
(b) Segment selling, general and administrative and research and development costs.
Three Months Ended June 30, Six Months Ended June 30,
(Dollars in millions) 2025 2024 2025 2024
Depreciation and Amortization:
DRE
$ 21 $ 27 $ 40 $ 55
WCC
12 25 24 48
PRI
18 24 36 46
Corporate and Other
13 10 26 22
Total Depreciation and Amortization $ 64 $ 86 $ 126 $ 171
Capital Expenditures:
DRE $ 25 $ 23 $ 50 $ 45
WCC
8 15 16 30
PRI
15 17 46 30
Corporate and Other 6 7 19 16
Total Capital Expenditures $ 54 $ 62 $ 131 $ 121
(Dollars in millions) June 30, 2025 December 31, 2024
Total Assets:
DRE
$ 952 $ 925
WCC
1,031 1,040
PRI
774 789
Corporate and Other (a)
2,384 2,405
Total $ 5,141 $ 5,159
(a) Corporate and other total assets primarily include cash and cash equivalents, certain intangible assets, and centrally managed or shared facilities.
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PP&E, Net and Operating Lease Assets by Geographic Area
As of June 30, 2025 and December 31, 2024 the U.S. accounted for 22 % in each period, and the Kingdom of Saudi Arabia accounted for 12 % and 11 %, respectively, of our PP&E, Net and operating lease assets identifiable by geography. No other country accounted for more than 10% of our PP&E, Net and operating lease assets identifiable by geography as of June 30, 2025 and December 31, 2024. We had no PP&E, Net and operating lease assets in our country of domicile (Ireland) as of June 30, 2025 and December 31, 2024.
(Dollars in millions) June 30, 2025 December 31, 2024
North America (a)
$ 305 $ 293
Latin America 168 195
Middle East/North Africa/Asia 488 443
Europe/Sub-Sahara Africa/Russia 239 219
PP&E, Net and Operating Lease Assets by Geography (b)
$ 1,200 $ 1,150
(a) North America consists of the U.S. and Canada.
(b) Corporate assets not allocated by geography are excluded from this total.
Sale of Business
In April 2025, we completed the sale of our pressure pumping business in Argentina for proceeds totaling $ 104 million consisting of $ 7 million of proceeds received in the fourth quarter of 2024 and $ 97 million of proceeds received in the second quarter of 2025. We recognized a gain of $ 70 million as a result of this transaction.
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3 – Revenue
Disaggregated Revenue
The following table disaggregates our revenue from contracts with customers by geographic area and includes equipment rental revenue. Equipment rental revenues were $ 32 million and $ 67 million in the three and six months ended June 30, 2025, respectively, and $ 39 million and $ 73 million for the three and six months ended June 30, 2024, respectively.
During the three and six months ended June 30, 2025, the U.S. accounted for 16 % of total revenue in each period, and the Kingdom of Saudi Arabia accounted for 11 % of total revenue in each period. During the three and six months ended June 30, 2024, the U.S. accounted for 14 % of total revenue in each period, and the Kingdom of Saudi Arabia accounted for 11 % and 10 % of total revenue, respectively. In addition, during the three and six months ended June 30, 2024, Mexico accounted for 12 % and 13 % of total revenue, respectively, driven by our largest customer, which accounted for 10 % and 11 % of our total revenue, respectively, in the same periods. No other country accounted for more than 10% of our revenue in the periods presented.
Three Months Ended June 30, Six Months Ended June 30,
(Dollars in millions) 2025 2024 2025 2024
Revenue by Geographic Areas:
North America (a)
$ 241 $ 252 $ 491 $ 519
International
963 1,153 1,906 2,244
Middle East/North Africa/Asia 524 542 1,027 1,039
Latin America 195 353 436 723
Europe/Sub-Sahara Africa/Russia 244 258 443 482
Total Revenue
$ 1,204 $ 1,405 $ 2,397 $ 2,763
(a) North America consists of the U.S. and Canada.
Contract Balances
The timing of our revenue recognition, billings, and cash collections results in the recording of accounts receivable, contract assets, and contract liabilities. The following table summarizes these balances as of June 30, 2025 and December 31, 2024:
(Dollars in millions) June 30, 2025 December 31, 2024
Receivables for Product and Services in Accounts Receivable, Net $ 1,148 $ 1,232
Receivables for Equipment Rentals in Account Receivable, Net $ 29 $ 29
Accounts Receivable, Net $ 1,177 $ 1,261
Contract Assets in Other Current Assets $ 50 $ 61
Contract Assets in Other Non-Current Assets $ 28 $ 34
Contract Liabilities in Other Current Liabilities $ 45 $ 51
Contract Liabilities in Other Non-Current Liabilities $ 2 $ 2
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4 – Restructuring Charges
Restructuring charges were $ 11 million and $ 40 million in the three and six months ended June 30, 2025, respectively, and $ 5 million and $ 8 million in the three and six months ended June 30, 2024, respectively, and presented as “Restructuring Charges” on the accompanying Condensed Consolidated Statements of Operations. These charges were related to optimization and efficiency initiatives throughout the organization and primarily relate to severance expenses.
Restructuring liabilities were $ 36 million as of June 30, 2025 and $ 35 million as of December 31, 2024. Of the restructuring liabilities, $ 30 million and $ 31 million are recorded in “Other Current Liabilities” on the accompanying Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024, respectively. The remaining $ 6 million and $ 4 million are recorded in “Other Non-Current Liabilities” on the accompanying Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024, respectively. Changes in the liabilities are primarily driven by restructuring charges and cash payments.
The following table presents total restructuring charges by segment and All other in the three and six months ended June 30, 2025 and 2024:
Three Months Ended June 30, Six Months Ended June 30,
(Dollars in millions) 2025 2024 2025 2024
DRE $ 1 $ 2 $ 9 $ 2
WCC 1 — 8 1
PRI — 3 8 4
All Other 9 — 15 1
Total Restructuring Charges $ 11 $ 5 $ 40 $ 8
5 – Inventories, Net
Inventories are reported net of reserves of $ 122 million and $ 115 million as of June 30, 2025 and December 31, 2024, respectively, and are presented by category in the table below:
(Dollars in millions) June 30, 2025 December 31, 2024
Finished Goods $ 775 $ 778
Work in Process and Raw Materials, Components and Supplies 106 102
Inventories, Net $ 881 $ 880
The change in inventory reserves includes inventory charges, primarily offset by the disposal of inventory previously reserved. The charges are recorded in “Cost of Products” on our Condensed Consolidated Statements of Operations in the amount of $ 9 million and $ 14 million in the three and six months ended June 30, 2025, respectively, and $ 9 million and $ 15 million during the three and six months ended June 30, 2024, respectively.
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6 – Intangibles, Net
The components of intangible assets, net were as follows:
(Dollars in millions) June 30, 2025 December 31, 2024
Developed and Acquired Technology, Net of Accumulated Amortization of $ 606 at June 30, 2025 and $ 592 at December 31, 2024
$ 118 $ 126
Trade Names, Net of Accumulated Amortization of $ 222 at June 30, 2025 and $ 201 at December 31, 2024
187 199
Intangibles, Net of Accumulated Amortization of $ 828 at June 30, 2025 and $ 793 at December 31, 2024
$ 305 $ 325
Amortization expense was $ 15 million and $ 29 million in the three and six months ended June 30, 2025, respectively, and $ 41 million and $ 82 million in the three and six months ended June 30, 2024, respectively, and is reported in “Selling, General and Administrative” on our Condensed Consolidated Statements of Operations. The decrease in amortization expense was primarily due to full amortization of certain intangible assets as of December 31, 2024.
7 – Borrowings and Other Debt Obligations
(Dollars in millions) June 30, 2025 December 31, 2024
Current Portion of Finance Leases $ 26 $ 17
Current Portion of Long-term Debt $ 26 $ 17
8.625 % Senior Notes due 2030 “2030 Senior Notes”
$ 1,526 $ 1,586
Finance Leases
39 31
Long-term Debt $ 1,565 $ 1,617
2028 Senior Secured Notes
On September 30, 2021, Weatherford International Ltd. (“Weatherford Bermuda”) issued 6.50 % senior secured notes in aggregate principal amount of $ 500 million maturing September 15, 2028 (the “2028 Senior Secured Notes”). Interest was payable semiannually on September 15 and March 15 of each year, and commenced on March 15, 2022. Proceeds from the issuance were reduced by debt issuance costs. As of June, 30, 2024, we fully redeemed the remaining principal of our 2028 Senior Secured Notes.
2030 Senior Notes
On October 27, 2021, Weatherford Bermuda issued 8.625 % senior notes in aggregate principal amount of $ 1.6 billion maturing April 30, 2030 (the “2030 Senior Notes”). Interest is payable semiannually on June 1 and December 1 of each year, and commenced on June 1, 2022. On December 1, 2022, the indenture related to our 2030 Senior Notes was amended and supplemented to add Weatherford International, LLC (“Weatherford Delaware”) as co-issuer and co-obligor, and concurrently release the guarantee of Weatherford Delaware. In the second quarter of 2025 and for the six months ended June 30, 2025, we repurchased $ 27 million and $ 61 million in principal, respectively, of our 2030 Senior Notes. At June 30, 2025, the carrying value represents the remaining unpaid principal of $ 1.54 billion, offset by unamortized deferred issuance cost of $ 10 million. At December 31, 2024, the carrying value represented the remaining principal of $ 1.6 billion, offset by unamortized deferred issuance cost of $ 11 million.
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Credit Agreement
Weatherford Bermuda, Weatherford Delaware, Weatherford Canada Ltd. (“Weatherford Canada”) and WOFS International Finance GmbH (“Weatherford Switzerland”), together as borrowers, and the Company as parent, have an amended and restated credit agreement (the “Credit Agreement”). The Credit Agreement is guaranteed by the Company and certain of our subsidiaries and secured by substantially all of the personal property of the Company and those subsidiaries. At June 30, 2025 and December 31, 2024, the Credit Agreement allowed for a total commitment amount of $ 720 million, maturing on October 24, 2028. Financial covenants in the Credit Agreement include a $ 250 million minimum liquidity covenant (which may increase up to $ 400 million dependent on the nature of transactions we may decide to enter into), a minimum interest coverage ratio of 2.50 to 1.00, a maximum total net leverage ratio of 3.50 to 1.00, and a maximum secured net leverage ratio of 1.50 to 1.00.
As of June 30, 2025, we had zero borrowings outstanding under the Credit Agreement and $ 412 million of letters of credit outstanding. The letters of credit consisted of $ 253 million for performance letters of credit, $ 6 million for financial letters of credit under the Credit Agreement and $ 153 million letters of credit under various uncommitted bi-lateral facilities ($ 48 million of which was cash collateral held and recorded in “Restricted Cash” on the Condensed Consolidated Balance Sheets).
As of December 31, 2024, we had zero borrowings outstanding under the Credit Agreement and $ 382 million of letters of credit outstanding. The letters of credit consisted of $ 279 million for performance letters of credit, $ 12 million for financial letters of credit under the Credit Agreement and $ 91 million letters of credit under various uncommitted bi-lateral facilities ($ 49 million of which was cash collateral held and recorded in “Restricted Cash” on the Condensed Consolidated Balance Sheets).
Fair Value
The fair value of our long-term debt fluctuates with changes in applicable interest rates among other factors. Fair value will exceed carrying value when the current market interest rate is lower than the interest rate at which the debt was originally issued and will be less than the carrying value when the market rate is greater than the interest rate at which the debt was originally issued. The fair value of our long-term debt is classified as Level 2 in the fair value hierarchy and is established based on observable inputs in less active markets. The table below presents the fair value and carrying value of our long-term debt (excluding finance leases).
June 30, 2025 December 31, 2024
(Dollars in millions) Carrying Value Fair Value Carrying Value Fair Value
8.625 % Senior Notes due 2030
$ 1,526 $ 1,584 $ 1,586 $ 1,650
Long-Term Debt (excluding Finance Leases) $ 1,526 $ 1,584 $ 1,586 $ 1,650
8 – Disputes, Litigation and Legal Contingencies
We are subject to lawsuits and claims arising out of the nature of our business. We have certain claims, disputes and pending litigation for which we do not believe a negative outcome is probable or for which we can only estimate a range of liability. It is possible, however, that an unexpected judgment could be rendered against us, or we could decide to resolve a case or cases, which would result in a liability that could be uninsured and beyond the amounts we currently have reserved and in some cases those losses could be material. If one or more negative outcomes were to occur relative to these cases, the aggregate impact to our financial condition could be material.
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9 – Shareholders’ Equity
Shares issued and outstanding on our Condensed Consolidated Balance Sheets decreased from 72.1 million as of December 31, 2024 to 71.8 million as of June 30, 2025. The decrease was due to the cancellation of 1.6 million of our ordinary shares repurchased for $ 87 million. The decrease was partially offset by the issuance of 1.3 million of our ordinary shares for equity awards vested and delivered, net of shares withheld for taxes.
During the six months ended June 30, 2025, we declared and paid $ 36 million in dividends and accrued an immaterial amount of dividend equivalent rights on share-based awards.
The following summarizes our shareholders’ equity activity for the three and six months ended June 30, 2025 and 2024:
(Dollars in millions) Ordinary Shares Par Value Capital in Excess of Par Value Retained
Deficit Accumulated
Other
Comprehensive Income (Loss)
Non-controlling Interests
Total Shareholders’ Equity
Balance at December 31, 2024
72.1 $ — $ 2,921 $ ( 1,486 ) $ ( 150 ) $ ( 2 ) $ 1,283
Net Income — — — 76 — 10 86
Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes 1.3 — ( 34 ) — — — ( 34 )
Share Repurchases ( 0.8 ) — ( 53 ) — — — ( 53 )
Dividends Declared ($ 0.25 per share) (1)
— — — ( 18 ) — — ( 18 )
Other Comprehensive Income — — — — 96 — 96
Balance at March 31, 2025
72.6 $ — $ 2,834 $ ( 1,428 ) $ ( 54 ) $ 8 $ 1,360
Net Income — — — 136 — 9 145
Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes — — 10 — — — 10
Share Repurchases ( 0.8 ) — ( 34 ) — — — ( 34 )
Dividends Declared ($ 0.25 per share) (1)
— — — ( 19 ) — — ( 19 )
Distributions to Noncontrolling Interests
— — — — — ( 8 ) ( 8 )
Other Comprehensive Income — — — — 65 — 65
Balance at June 30, 2025
71.8 $ — $ 2,810 $ ( 1,311 ) $ 11 $ 9 $ 1,519
(1) Includes dividend equivalent rights on share-based awards.
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(Dollars in millions) Ordinary Shares
Par Value
Capital In Excess of Par Value Retained Deficit
Accumulated
Other
Comprehensive
Loss
Non-controlling Interests Total Shareholders’ Equity
Balance at December 31, 2023
72.1 $ — $ 2,906 $ ( 1,954 ) $ ( 28 ) $ ( 2 ) $ 922
Net Income
— — — 112 — 11 123
Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes
0.3 — 4 — — — 4
Other Comprehensive Loss
— — — — ( 24 ) — ( 24 )
Equity Issued for Acquisitions
0.8 — 75 — — — 75
Balance at March 31, 2024
73.2 $ — $ 2,985 $ ( 1,842 ) $ ( 52 ) $ 9 $ 1,100
Net Income
— — — 125 — 12 137
Equity Awards, Granted and Vested, Net of Shares Withheld for Taxes
— — 12 — — — 12
Distributions to Noncontrolling Interests
— — — — — ( 9 ) ( 9 )
Balance at June 30, 2024
73.2 $ — $ 2,997 $ ( 1,717 ) $ ( 52 ) $ 12 $ 1,240
The following table presents the changes in our accumulated other comprehensive income (loss) by component for the six months ended June 30, 2025 and 2024:
(Dollars in millions) Currency Translation Adjustment Defined Benefit Pension Total
Balance at December 31, 2024
$ ( 156 ) $ 6 $ ( 150 )
Other Comprehensive Income 161 — 161
Balance at June 30, 2025
$ 5 $ 6 $ 11
Balance at December 31, 2023
$ ( 43 ) $ 15 $ ( 28 )
Other Comprehensive Loss ( 24 ) — ( 24 )
Balance at June 30, 2024
$ ( 67 ) $ 15 $ ( 52 )
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10 – Income per Share
A reconciliation of the number of shares used for the basic and diluted income per share calculation was as follows:
Three Months Ended June 30, Six Months Ended June 30,
(Dollars and shares in millions, except per share amounts) 2025 2024 2025 2024
Net Income Attributable to Weatherford $ 136 $ 125 $ 212 $ 237
Basic Weighted Average Shares Outstanding 72.2 73.2 72.7 73.1
Dilutive Effect of Awards Granted in Stock Incentive Plan
0.2 2.1 0.2 1.9
Diluted Weighted Average Shares Outstanding 72.4 75.3 72.9 75.0
Basic Income per Share $ 1.87 $ 1.71 $ 2.91 $ 3.25
Diluted Income per Share
$ 1.87 $ 1.66 $ 2.90 $ 3.16
Antidilutive Weighted Average Shares:
Equity Awards
0.7 0.5 0.6 0.5
Total Antidilutive Weighted Average Shares
0.7 0.5 0.6 0.5
Basic income per share for all periods presented equals net income divided by our weighted average shares outstanding during the period. Diluted income per share is computed by dividing net income available to shareholders by our weighted average shares outstanding during the period including potential dilutive ordinary shares. Anti-dilutive weighted average shares represent securities that could potentially dilute income per share in the future, and are excluded from the computation of income per share.
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11 – Income Taxes
We recognized a tax expense of $ 46 million and $ 56 million for the three and six months ended June 30, 2025, respectively, compared to three and six months ended June 30, 2024 where we recognized a tax expense of $ 73 million and $ 132 million, respectively. Income tax expense was lower in the three and six months ended June 30, 2025 compared to the same periods in 2024 primarily due to decreased earnings before taxes and the recognition of a benefit from previously uncertain tax positions of $ 26 million recognized in the first quarter of 2025. We calculate our income tax provision using the estimated annual effective tax rate method in accordance with Accounting Standards Codification “ASC” 740 - Income Taxes.
The relationship between our pre-tax income or loss and our income tax provision or benefit varies from period to period due to various factors which include changes in total pre-tax income or loss, the jurisdictions in which our income is earned, the tax laws in those jurisdictions and in our operating structure. We provide for income taxes based on the laws and rates in effect in the countries in which operations are conducted, or in which we or our subsidiaries are considered residents for income tax purposes. Our income tax provisions are primarily driven by income in certain jurisdictions and withholding taxes on intercompany and third-party transactions that do not directly correlate to ordinary income or loss. Certain charges and impairments recognized do not result in a significant tax benefit as a result of being attributed to a non-income tax jurisdiction or our inability to forecast realization of the tax benefit of such losses. This is partially offset by the utilization of previously unbenefited deferred tax assets, such as net operating loss carryforwards.
We routinely undergo tax examination in various jurisdictions. We cannot predict the timing or outcome regarding resolution of these tax examinations or if they will have a material impact on our financia l statements. As of June 30, 2025, we anticipate that it is reasonably possible that our uncertain tax positions of $ 268 million, including interest and penalties offset by net operating losses and other tax attributes if settled, may decrease by up to $ 91 million in the next twelve months due to expiration of statutes of limitations, settlements and/or conclusions of tax examinations.
On July 4, 2025 the “One Big Beautiful Bill Act” was enacted in the United States. The bill is expected to have an immaterial impact on the Company through tax savings.
12 – Credit Default Swap
During the fourth quarter of 2024, we entered into a credit default swap (“CDS”) with a third-party financial institution terminating in September of 2026 related to a secured loan between that third-party financial institution and our largest customer in Mexico. The secured loan was utilized by this customer to pay certain of our outstanding receivables and accordingly, in the fourth quarter of 2024, we received $ 25 million.
Under the terms of the CDS, within five business days upon notification of a default by the customer, we could be required to pay the then outstanding notional balance net of recoveries. As of June 30, 2025, we had a notional balance of $ 20 million outstanding under the CDS and as of December 31, 2024, we had a notional balance of $ 25 million outstanding. The fair value of the derivative was not material as of June 30, 2025 and December 31, 2024.
A CDS was entered into during the fourth quarter of 2023 with the same parties for similar reasons as in the fourth quarter of 2024, and accordingly, in the first quarter of 2024, we received $ 142 million. The agreement was terminated in the third quarter of 2024, extinguishing the remaining notional balance.
13 – Blue Chip Swap Securities - Argentina
The functional currency for our Argentine operations is the U.S. dollar and we use Argentina’s official exchange rate to remeasure our Argentine peso-denominated net monetary assets into U.S. dollars at each balance sheet date. The Central Bank of Argentina has maintained certain currency controls that limit our ability to access U.S. dollars in Argentina and remit cash from our Argentine operations. As such, we have used an indirect foreign exchange mechanism known as a Blue Chip Swap (“BCS”) which allows entities to remit U.S. dollars from Argentina through the purchase and sale of securities. During the second quarter of 2025 and 2024, we completed a series of BCS transactions at implied exchange rates that were approximately 1 % and 26 % higher, respectively, than the official exchange rate, resulting in a loss of $ 1 million and $ 10 million, respectively. We continue to use the official exchange rate for remeasurement of our Argentine peso-denominated net monetary assets under U.S. GAAP as the BCS rates do not meet the criteria for remeasurement under U.S. GAAP.
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14 – Subsequent Events
On July 17, 2025, our Board of Directors declared a cash dividend of $ 0.25 per share of the Company’s ordinary shares, payable on September 4, 2025 to shareholders of record as of August 6, 2025.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.