Introduction

National Oilwell Varco, Inc. (the "Company") is a leading independent provider
of equipment and technology to the upstream oil and gas industry. The Company
designs, manufactures, sells and services a comprehensive line of drilling and
well servicing equipment; sells and rents drilling motors, specialized downhole
tools, and rig instrumentation; performs inspection and internal coating of
oilfield tubular products; provides drill cuttings separation, management and
disposal systems and services; and provides expendables and spare parts used in
conjunction with the Company's large installed base of equipment. The Company
also manufactures coiled tubing and high-pressure fiberglass and composite
tubing, and sells and rents advanced in-line inspection equipment to makers of
oil country tubular goods. The Company has a long tradition of pioneering
innovations which improve the cost-effectiveness, efficiency, safety, and
environmental impact of oil and gas operations.

Unless indicated otherwise, results of operations are presented in accordance
with accounting principles generally accepted in the United States ("GAAP").
Certain reclassifications have been made to prior period financial information
in order to conform with current period presentation. The Company discloses
Adjusted EBITDA (defined as Operating Profit excluding Depreciation,
Amortization and, when applicable, Other Items) in its periodic earnings press
releases and other public disclosures to provide investors additional
information about the results of ongoing operations. See Non-GAAP Financial
Measures and Reconciliations in Results of Operations for an explanation of our
use of non-GAAP financial measures and reconciliations to their corresponding
measures calculated in accordance with GAAP.

Wellbore Technologies



The Company's Wellbore Technologies segment designs, manufactures, rents, and
sells a variety of equipment and technologies used to perform drilling
operations, and offers services that optimize their performance, including:
solids control and waste management equipment and services; drilling fluids;
portable power generation; premium drill pipe; wired pipe; drilling optimization
and automation services; tubular inspection, repair and coating services; rope
access inspection; instrumentation; measuring and monitoring; downhole and
fishing tools; steerable technologies; hole openers; and drill bits.

Wellbore Technologies focuses on oil and gas companies and supports drilling
contractors, oilfield service companies, and oilfield equipment rental
companies. Demand for the segment's products and services depends on the level
of oilfield drilling activity by oil and gas companies, drilling contractors,
and oilfield service companies.

Completion & Production Solutions



The Company's Completion & Production Solutions segment integrates technologies
for well completions and oil and gas production. The segment designs,
manufactures, and services equipment and technologies needed for hydraulic
fracture stimulation, including downhole multistage fracturing tools, pressure
pumping trucks, blenders, sanders, hydration units, injection units, flowline,
and manifolds; well intervention, including coiled tubing units, coiled tubing,
and wireline units and tools; well construction, including premium connections
and liner hangers; onshore production, including composite pipe, surface
transfer and progressive cavity pumps, and artificial lift systems, wellstream
processing and sand control systems; and, offshore production, including fluid
processing and sand control systems, mooring and fluid transfer systems, and
subsea production technologies.

Completion & Production Solutions supports service companies and oil and gas
companies. Demand for the segment's products depends on the level of oilfield
completions and workover activity by oilfield service companies and drilling
contractors, and capital spending plans by oil and gas companies and oilfield
service companies.

Rig Technologies

The Company's Rig Technologies segment makes and supports the capital equipment
and integrated systems needed to drill oil and gas wells on land and offshore as
well as other marine-based markets, including offshore wind vessels. The segment
designs, manufactures and sells land rigs, offshore drilling equipment packages,
including installation and commissioning services, and drilling rig components
that mechanize and automate the drilling process and rig functionality.
Equipment and technologies the segment brings to customers include:
substructures, derricks, and masts; cranes; jacking systems; pipe lifting,
racking, rotating, and assembly systems; fluid transfer technologies, such as
mud pumps; pressure control equipment, including blowout preventers; power
transmission systems, including drives and generators; rig instrumentation and
control systems; mooring, anchor, and deck handling machinery; and pipelay and
construction systems. The segment also provides spare parts, repair, and rentals
as well as comprehensive remote equipment monitoring, technical support, field
service, and customer training through an extensive network of aftermarket
service and repair facilities strategically located in major areas of drilling
operations around the world.

Rig Technologies supports land and offshore drillers. Demand for the segment's
products depends on drilling contractors' and oil and gas companies' capital
spending plans, specifically capital expenditures on rig construction and
refurbishment; and secondarily on the overall level of oilfield drilling
activity, which drives demand for spare parts, service, and repair for the
segment's large installed base of equipment.

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Critical Accounting Policies and Estimates



In our annual report on Form 10-K for the year ended December 31, 2019, we
identified our most critical accounting policies. In preparing the financial
statements, we make assumptions, estimates and judgments that affect the amounts
reported. We periodically evaluate our estimates and judgments that are most
critical in nature which are related to revenue recognition; allowance for
doubtful accounts; inventory reserves; impairment of long-lived assets
(excluding goodwill and other indefinite-lived intangible assets); goodwill and
other indefinite-lived intangible assets; purchase price allocation of
acquisitions; warranties; and income taxes. Our estimates are based on
historical experience and on our future expectations that we believe are
reasonable. The combination of these factors forms the basis for making
judgments about the carrying values of assets and liabilities that are not
readily apparent from other sources. Actual results are likely to differ from
our current estimates and those differences may be material.



EXECUTIVE SUMMARY



For the second quarter ended June 30, 2020, the Company generated revenues of
$1.50 billion, compared to $1.88 billion for the first quarter of 2020 and $2.13
billion for the second quarter of 2019. Operating loss for the second quarter of
2020 was $100 million, and net loss was $93 million. Operating loss and net loss
include non-cash, pre-tax charges ("other items", see Other Corporate Items for
additional detail) of $102 million. Adjusted EBITDA (operating profit excluding
depreciation, amortization, and other items) decreased $94 million sequentially
to $84 million, or 5.6 percent of sales. Other items included inventory charges,
impairment charges, severance accruals, and restructuring costs.

Segment Performance



Wellbore Technologies



Wellbore Technologies generated revenues of $442 million in the second quarter
of 2020, a decrease of 36 percent from the first quarter of 2020 and a decrease
of 48 percent from the second quarter of 2019. The sequential decline in revenue
was driven primarily by the severe fall in global drilling activity,
particularly in North America and Latin America. Operating loss was $67 million,
or -15.2 percent of sales, and included $62 million of other items. Adjusted
EBITDA decreased 59 percent sequentially to $42 million, or 9.5 percent of
sales.

Completion & Production Solutions





Completion & Production Solutions generated revenues of $611 million in the
second quarter of 2020, a decrease of nine percent from the first quarter of
2020 and a decrease of eight percent from the second quarter of 2019. Operating
profit was $42 million, or 6.9 percent of sales, and included $12 million in
other items. Deteriorating conditions in the global completions market and
logistical disruptions from COVID-19-related restrictions were partially offset
by strong execution on existing backlog. Adjusted EBITDA decreased four percent
sequentially to $68 million, or 11.1 percent of sales.



New orders booked during the quarter totaled $196 million, representing a book-to-bill of 51 percent when compared to the $388 million of orders shipped from backlog. At June 30, 2020, backlog for capital equipment orders for Completion & Production Solutions was $1.0 billion.

Rig Technologies





Rig Technologies generated revenues of $476 million in the second quarter of
2020, a decrease of 15 percent from the first quarter of 2020 and a decrease of
29 percent from the second quarter of 2019. Operating loss was $25 million, or
-5.3 percent of sales, and included $20 million of other items. Adjusted EBITDA
decreased 75 percent sequentially to $14 million, or 2.9 percent of sales.
Declining global rig activity combined with COVID-19-related logistics issues,
which were particularly acute in the aftermarket business, drove the sequential
decline in revenue and profitability.



New orders booked during the quarter totaled $74 million, representing a
book-to-bill of 34 percent when compared to the $219 million of orders shipped
from backlog. At June 30, 2020, backlog for capital equipment orders for Rig
Technologies was $2.79 billion.

Oil & Gas Equipment and Services Market and Outlook



Following approximately two and a half years of steady improvements in oil
prices and global drilling activity levels, prices declined sharply during the
fourth quarter of 2018 due to stronger than expected growth in U.S. production
and concerns regarding the global economy. As a result of reduced budgets, and
despite a modest recovery in commodity prices, drilling activity levels in the
U.S. declined throughout 2019 resulting in the first double digit percentage
decrease in the average annual rig count since 2016. While the North American
market deteriorated, the new-found capital austerity and fiscal discipline
exhibited by U.S. operators along with declining production from underinvestment
in overseas markets and rapidly growing demand for LNG inspired greater levels
of confidence from international oil and gas companies. The industry entered
2020 anticipating higher international and offshore activity levels would mostly
offset the ongoing effects of capital austerity in the North American land
marketplace, where a meaningful recovery was not expected before 2021.

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During the first quarter of 2020, the coronavirus (COVID-19) outbreak rapidly
spread across the world, driving sharp demand destruction for crude oil as whole
economies ordered curtailed activity. In response to declining demand for crude
oil, members of the Organization of the Petroleum Exporting Countries and other
producing countries (OPEC+), including Russia, increased production into the
already oversupplied market, decimating oil prices and rapidly filling worldwide
storage facilities. In April 2020, OPEC+ began to reduce production, which had a
muted positive effect on oil prices due to market concerns that the cuts were
significantly less than the demand destructions caused by COVID-19. As a result,
companies across the industry responded with severe capital spending budget
cuts, cost cuts, personnel layoffs, facility closures and bankruptcy filings.
The COVID-19 virus continued to spread during the second quarter of 2020,
extending depressed demand, uncertainty and spending constraint by the entire
oil and gas industry even as oil prices recovered and appeared to stabilize near
$40 bbl.

In response to the economic destruction caused by the COVID-19 pandemic, many
governments implemented stimulus programs to aid individuals and businesses. The
size, method and effectiveness of these programs varies greatly and, although
generally helpful to the target economies, they have not fully restored prior
levels of demand for oil and gas.

Management expects industry activity levels and spending by customers to remain
depressed throughout the remainder of 2020 as demand destruction from COVID-19
continues. NOV remains committed to streamlining operations and improving
organizational efficiencies while focusing on investing in innovative products
and services, including environmentally friendly technologies, that are
responsive to the longer-term needs of our customers. We believe this strategy
will further advance the Company's competitive position, regardless of the
market environment.

Operating Environment Overview



The Company's results are dependent on, among other things, the level of
worldwide oil and gas drilling, well remediation activity, the prices of crude
oil and natural gas, capital spending by other oilfield service companies and
drilling contractors, and worldwide oil and gas inventory levels. Key industry
indicators for the second quarter of 2020 and 2019, and the first quarter of
2020 include the following:



                                                                      %            %
                                                                    2Q20         2Q20
                                2Q20*       2Q19*       1Q20*       2Q19         1Q20
Active Drilling Rigs:
U.S.                               396         989         784       (60.0 %)     (49.5 %)
Canada                              25          83         196       (69.9 %)     (87.2 %)
International                      834       1,138       1,073       (26.7 %)     (22.3 %)
Worldwide                        1,255       2,210       2,053       (43.2 %)     (38.9 %)

West Texas Intermediate
  Crude Prices (per barrel)    $ 27.81     $ 59.78     $ 45.99       (53.5 %)     (39.5 %)

Natural Gas Prices ($/mmbtu)   $  1.67     $  2.51     $  1.88       (33.5 %)     (11.2 %)



* Averages for the quarters indicated. See sources below.


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The following table details the U.S., Canadian, and international rig activity
and West Texas Intermediate Crude Oil prices for the past nine quarters ended
June 30, 2020, on a quarterly basis:

                               [[Image Removed]]

Industry Trends Rig Counts and Oil Prices Total Number of Rigs 4,000 3,500 3,000
2,500 2,000 1,500 1,000 500 $140.00 $120.00 $100.00 $80.00 $60.00 $40.00 $20.00
$ West Texas Int. (Price per Barrel) 2Q18 3Q18 4Q18 1Q19 2Q19 3Q19 4Q19 1Q20
2Q20 Total Rings 2,110 2,262 2,260 2,260 2,210 2,197 2,071 2,053 1,255 Canada
105 208 177 185 83 132 139 196 25 US 1,037 1,051 1,072 1,046 989 920 821 784 396
International 968 1,003 1,011 1,029 1,138 1,145 1,111 1,073 834 W.TX Int. ($)
$68.03 $69.76 $59.08 $54.83 $59.78 $56.37 $56.92 $45.99 $27.81

Source: Rig count: Baker Hughes, Inc. (www.bakerhughes.com); West Texas Intermediate Crude Oil and Natural Gas Prices: Department of Energy, Energy Information Administration (www.eia.doe.gov).



The worldwide quarterly average rig count decreased 39 percent (from 2,053 to
1,255), and the U.S. decreased 49 percent (from 784 to 396), in the second
quarter of 2020 compared to the first quarter of 2020. The average per barrel
price of West Texas Intermediate Crude Oil decreased 40 percent (from $45.99 per
barrel to $27.81 per barrel) and natural gas prices decreased 11 percent (from
$1.88 per mmbtu to $1.67 per mmbtu) in the second quarter of 2020 compared to
the first quarter of 2020.



At July 17, 2020, there were 285 rigs actively drilling in North America, which
decreased 32 percent from the second quarter average of 421 rigs. The price for
West Texas Intermediate Crude Oil was $40.59 per barrel at July 17, 2020, an
increase of 46 percent from the second quarter of 2020 average. The price for
natural gas was $1.72 per mmbtu at July 17, 2020, an increase of three percent
from the second quarter of 2020 average.

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Results of Operations

Financial results by operating segment are as follows (in millions):





                                      Three Months Ended          Six Months Ended
                                           June 30,                   June 30,
                                      2020           2019         2020         2019
Revenue:
Wellbore Technologies               $     442      $    850     $  1,133     $  1,657
Completion & Production Solutions         611           663        1,286        1,244
Rig Technologies                          476           671        1,033        1,274
Eliminations                              (33 )         (52 )        (73 )       (103 )
Total revenue                       $   1,496      $  2,132     $  3,379     $  4,072

Operating profit (loss):
Wellbore Technologies               $     (67 )      (3,295 )   $   (730 )   $ (3,276 )
Completion & Production Solutions          42        (1,932 )       (971 )     (1,967 )
Rig Technologies                          (25 )        (422 )       (227 )       (391 )
Eliminations and corporate costs          (50 )         (79 )       (122 )       (142 )
Total operating profit (loss)       $    (100 )    $ (5,728 )   $ (2,050 )   $ (5,776 )




Wellbore Technologies

Three and six months ended June 30, 2020 and 2019. Revenue from Wellbore
Technologies was $442 million for the three months ended June 30, 2020, compared
to $850 million for the three months ended June 30, 2019, a decrease of $408
million or 48 percent. For the six months ended June 30, 2020, revenue from
Wellbore Technologies was $1,133 million compared to $1,657 million for the six
months ending June 30, 2019, a decrease of $524 million or 32 percent.

Operating loss from Wellbore Technologies was $67 million for the three months
ended June 30, 2020 compared to $3,295 million for the three months ended June
30, 2019, an increase of $3,228 million. For the six months ended June 30, 2020,
operating loss from Wellbore Technologies was $730 million compared to $3,276
million for the six months ending June 30, 2019, an increase of $2,546 million
primarily due to the impairment of certain assets.

Completion & Production Solutions



Three and six months ended June 30, 2020 and 2019. Revenue from Completion &
Production Solutions was $611 million for the three months ended June 30, 2020,
compared to $663 million for the three months ended June 30, 2019, a decrease of
$52 million dollars or eight percent. For the six months ended June 30, 2020,
revenue from Completion & Production Solutions was $1,286 million compared to
$1,244 million for the six months ending June 30, 2019, an increase of
$42 million or three percent.

Operating profit from Completion & Production Solutions was $42 million for the
three months ended June 30, 2020 compared to an operating loss of $1,932 million
for the three months ended June 30, 2019, an increase of $1,974 million. For the
six months ended June 30, 2020, operating loss from Completion & Production
Solutions was $971 million compared to $1,967 million for the six months ending
June 30, 2019, an increase of $996 million primarily due to the impairment of
certain assets.

The Completion & Productions Solutions segment monitors its capital equipment
backlog to plan its business. New orders are added to backlog only when the
Company receives a firm written order for major completion and production
components or a contract related to a construction project. The capital
equipment backlog was $1.0 billion at June 30, 2020, a decrease of $215 million,
or 18 percent from backlog of $1.22 million at June 30, 2019. Numerous factors
may affect the timing of revenue out of backlog. Considering these factors, the
Company reasonably expects approximately 67 percent of backlog to become revenue
during the rest of 2020 and the remainder thereafter. At June 30, 2020,
approximately 63 percent of the capital equipment backlog was for offshore
products and approximately 90 percent of the capital equipment backlog was
destined for international markets.

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Rig Technologies



Three and six months ended June 30, 2020 and 2019. Revenue from Rig Technologies
was $476 million for the three months ended June 30, 2020, compared to $671
million for the three months ended June 30, 2019, a decrease of $195 million or
29 percent. For the six months ended June 30, 2020, revenue from Rig
Technologies was $1,033 million compared to $1,274 million for the six months
ending June 30, 2019, a decrease of $241 million or 19 percent.

Operating loss from Rig Technologies was $25 million for the three months ended
June 30, 2020 compared to $422 million for the three months ended June 30, 2019,
an increase of $397 million. For the six months ended June 30, 2020, operating
loss from Rig Technologies was $227 million compared to $391 million for the six
months ending June 30, 2019, an increase of $164 million, primarily due to asset
impairments.

The Rig Technologies segment monitors its capital equipment backlog to plan its
business. New orders are added to backlog only when the Company receives a firm
written order for major drilling rig components or a signed contract related to
a construction project. The capital equipment backlog was $2.79 billion at June
30, 2020, a decrease of $381 million, or 12 percent, from backlog of $3.17
billion at June 30, 2019. Numerous factors may affect the timing of revenue out
of backlog. Considering these factors, the Company reasonably expects
approximately 12 percent of backlog to become revenue during the rest of 2020
and the remainder thereafter. At June 30, 2020, approximately 26 percent of the
capital equipment backlog was for offshore products and approximately 93 percent
of the capital equipment backlog was destined for international markets.

Eliminations and corporate costs



Eliminations and corporate costs were $50 million and $122 million for the three
and six months ended June 30, 2020, respectively, compared to $79 million and
$142 million for the three and six months ended June 30, 2019. Sales from one
segment to another generally are priced at estimated equivalent commercial
selling prices; however, segments originating an external sale are credited with
the full profit to the company. Eliminations include intercompany transactions
conducted between the three reporting segments that are eliminated in
consolidation. Intrasegment transactions are eliminated within each segment.

Other income (expense), net



Other income (expense), net were expenses of $8 million and $11 million for the
three and six months ended June 30, 2020, respectively, compared to expenses of
$8 million and $26 million for the three and six months ended June 30, 2019,
respectively. The change in expense was primarily due to the fluctuations in
foreign currencies.

Provision for income taxes

The effective tax rate for the three and six months ended June 30, 2020 was
35.1% and 8.7%, respectively, compared to 6.5% and 6.6% for the same periods in
2019. The company's 2019 and 2020 effective tax rates are negatively impacted by
incremental valuation allowances primarily on net operating loss and tax
attributes available in those years and the impairment of nondeductible
goodwill. Furthermore, the Company revised its estimated income tax benefit
related to the Coronavirus Aid, Relief, and Economic Security Act (CARES Act)
that was enacted on March 27, 2020 allowing net operating losses originating in
2018, 2019 or 2020 to be carried back five years. The Company recorded an income
tax benefit of $123 million in the three months ended March 31, 2020 in
anticipation of filing a refund claim to carryback its 2019 United States net
operating loss to its 2014 tax year. The Company refined its estimated income
tax benefit during the three months ended June 30, 2020, resulting in a
reduction to the income tax benefit from $123 million to $100 million. The
Company received a cash refund of $94 million in June 2020 and anticipates
receiving an additional refund upon the filing of the final 2019 United States
income tax return and final net operating loss carryback claim to 2014. The
Company will finalize these computations during the three months ended September
30, 2020. In addition, the effective tax rate in the three months and six months
ended June 30, 2020 was favorably impacted by an income tax benefit of $90
million related to the Company's decision to amend its 2016 United States income
tax return in order to deduct foreign taxes paid rather than to claim foreign
tax credits which would carryforward and be expected to expire unused in
2026. The resulting net operating loss in 2016 will be carried back to the
Company's 2014 tax return and will result in a net income tax refund of $90
million.  The income tax receivable of $90 million is recorded in Other Assets
on the balance sheet as the Company believes the refund will not be received
within twelve months.

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Non-GAAP Financial Measures and Reconciliations



The Company discloses Adjusted EBITDA (defined as Operating Profit excluding
Depreciation, Amortization and, when applicable, Other Items) in its periodic
earnings press releases and other public disclosures to provide investors
additional information about the results of ongoing operations. The Company uses
Adjusted EBITDA internally to evaluate and manage the business. Adjusted EBITDA
is not intended to replace GAAP financial measures, such as Net Income. Other
items include impairment charges for Goodwill, indefinite and finite-lived
intangible assets, long-lived tangible assets, restructure costs for facility
closures, inventory write downs, severance payments and adjustments of certain
reserves.

The following tables set forth the reconciliation of Adjusted EBITDA to its most comparable GAAP financial measure (in millions):





                                                   Three Months Ended                 Six Months Ended
                                                June 30,             March 31,            June 30,
                                            2020         2019          2020           2020         2019
Operating profit (loss):
Wellbore Technologies                     $    (67 )   $ (3,295 )   $      (663 )   $   (730 )   $ (3,276 )
Completion & Production Solutions               42       (1,932 )        (1,013 )       (971 )     (1,967 )
Rig Technologies                               (25 )       (422 )          (202 )       (227 )       (391 )
Eliminations and corporate costs               (50 )        (79 )           (72 )       (122 )       (142 )
Total operating loss                      $   (100 )   $ (5,728 )   $    

(1,950 ) $ (2,050 ) $ (5,776 )



Other items:
Wellbore Technologies                     $     62     $  3,345     $       715     $    777     $  3,343
Completion & Production Solutions               12        1,939           1,054        1,066        1,950
Rig Technologies                                20          474             238          258          476
Corporate                                        8           11              16           24           11
Total other items                         $    102     $  5,769     $     2,023     $  2,125     $  5,780

Depreciation & amortization:
Wellbore Technologies                     $     47     $     84     $        51     $     98     $    184
Completion & Production Solutions               14           45              30           44           97
Rig Technologies                                19           22              20           39           45
Corporate                                        2            3               4            6            5
Total depreciation & amortization         $     82     $    154     $       105     $    187     $    331

Adjusted EBITDA:
Wellbore Technologies                     $     42     $    134     $       103     $    145     $    251
Completion & Production Solutions               68           52              71          139           80
Rig Technologies                                14           74              56           70          130
Eliminations and corporate costs               (40 )        (65 )           (52 )        (92 )       (126 )
Total Adjusted EBITDA                     $     84     $    195     $       

178 $ 262 $ 335



Reconciliation of Adjusted EBITDA:
GAAP net loss attributable to Company     $    (93 )   $ (5,389 )   $    (2,047 )   $ (2,140 )   $ (5,466 )
Noncontrolling interests                         6            5              (2 )          4            7
Benefit for income taxes                       (47 )       (373 )          (156 )       (203 )       (383 )
Interest expense                                22           25              22           44           50
Interest income                                 (2 )         (6 )            (3 )         (5 )        (12 )
Equity loss in unconsolidated affiliate          6            2             233          239            2
Other (income) expense, net                      8            8               3           11           26
Depreciation and amortization                   82          154             105          187          331
Other items                                    102        5,769           2,023        2,125        5,780
Total Adjusted EBITDA                     $     84     $    195     $       178     $    262     $    335




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Liquidity and Capital Resources

Overview



At June 30, 2020, the Company had cash and cash equivalents of $1,447 million
and total debt of $2,029 million. At December 31, 2019, cash and cash
equivalents were $1,171 million and total debt was $1,989 million. As of June
30, 2020, approximately $849 million of the $1,447 million of cash and cash
equivalents was held by our foreign subsidiaries and the earnings associated
with this cash could be subject to foreign withholding taxes and incremental
U.S. taxation. If opportunities to invest in the U.S. are greater than available
cash balances that are not subject to income tax, rather than repatriating cash,
the Company may choose to borrow against its revolving credit facility.

The Company has a $2.0 billion, five-year unsecured revolving credit facility,
which expires on October 30, 2024. The Company has the right to increase the
commitments under this agreement to an aggregate amount of up to $3.0 billion
upon the consent of only those lenders holding any such increase. Interest under
the multicurrency facility is based upon LIBOR, NIBOR or CDOR plus 1.125%
subject to a ratings-based grid or the U.S. prime rate. The credit facility
contains a financial covenant regarding maximum debt-to-capitalization ratio of
60%. As of June 30, 2020, the Company was in compliance with a
debt-to-capitalization ratio of 29.4% and had no outstanding letters of credit
issued under the facility, resulting in $2.0 billion of available funds.

The Company also has a $150 million bank line of credit for the construction of
a facility in Saudi Arabia. Interest under the bank line of credit is based upon
LIBOR plus 1.40%. The bank line of credit contains a financial covenant
regarding maximum debt-to-equity ratio of 75%. As of June 30, 2020, the Company
was in compliance.

From time to time, we participate in factoring arrangements to sell accounts
receivable to third-party financial institutions. Our factoring transactions are
recognized as sales, and the proceeds are included as operating cash flows in
our Condensed Consolidated Statements of Cash Flows.

Our outstanding debt at June 30, 2020 was $2,029 million and consisted primarily
of $399 million in 2.60% Senior Notes, $1,089 million in 3.95% Senior Notes,
$493 million in 3.60% Senior Notes, and other debt of $48 million. The Company
was in compliance with all covenants at June 30, 2020. Lease liabilities totaled
$752 million at June 30, 2020.

We had $524 million of outstanding letters of credit at June 30, 2020, primarily
in the U.S. and Norway, that are under various bilateral letter of credit
facilities. Letters of credit are issued as bid bonds, advanced payment bonds
and performance bonds.

The following table summarizes our net cash provided by continuing operating
activities, continuing investing activities and continuing financing activities
for the periods presented (in millions):



                                                        Six Months Ended
                                                            June 30,
                                                        2020          2019

Net cash provided by (used in) operating activities $ 417 $ (111 ) Net cash used in investing activities

                      (111 )      (156 )
Net cash used in financing activities                       (27 )       (39 )



Significant sources and uses of cash during the first six months of 2020

• Cash flows provided by operating activities was $417 million. This included

changes in the primary components of our working capital (receivables,

inventories and accounts payable), primarily related to strong collections


      on accounts receivable.


  • We did not sell any accounts receivable in the second quarter.


  • Capital expenditures were $124 million.


  • We paid $19 million in dividends to our shareholders.


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Oil and Gas Market Downturn and COVID-19 Pandemic



Since the oil and gas market downturn began in late 2014, the Company has
maintained a continuous process of actively managing its strategy, structure and
resources to the changing market conditions and new realities. The Company has
closed or realigned hundreds of facilities, reduced headcount, sharply lowered
costs and reviewed all product lines for acceptable returns in the evolved
market. Additionally, the Company has proactively reduced the balances and
extended the maturity profile of its debt. In the fall of 2019, the Company
retired $1 billion of notes due 2022 for cash, issued $500 million of notes due
2029 and extended the maturity of its undrawn credit facility to 2024. While
aggressively matching size and spend to the market, and protecting its balance
sheet, the Company has continued investing in new products and technologies that
enable its customers to improve their operational efficiencies.

When the COVID-19 global pandemic and OPEC+ actions further depressed oil prices
and industry activity beginning in March of 2020, the Company's prior prudent
actions helped ensure adequate available resources. Management intends to
continue managing the business to the market realities to ensure the Company's
access to capital remains sufficient. - See Item 1A Risk Factors.

Other

The effect of the change in exchange rates on cash flows was a decrease of $3 million and $0 for the first six months of 2020 and 2019, respectively.



We believe that cash on hand, cash generated from operations and amounts
available under our credit facilities and from other sources of debt will be
sufficient to fund operations, lease payments, working capital needs, capital
expenditure requirements, dividends and financing obligations.

We intend to pursue additional acquisition candidates, but the timing, size or
success of any acquisition effort and the related potential capital commitments
cannot be predicted. We continue to expect to fund future cash acquisitions
primarily with cash flow from operations and borrowings, including the
unborrowed portion of the revolving credit facility or new debt issuances, but
may also issue additional equity either directly or in connection with
acquisitions. There can be no assurance that additional financing for
acquisitions will be available at terms acceptable to us.

New Accounting Pronouncements

See Note 16 for recently adopted and recently issued accounting standards.

Forward-Looking Statements



Some of the information in this document contains, or has incorporated by
reference, forward-looking statements. Statements that are not historical facts,
including statements about our beliefs and expectations, are forward-looking
statements. Forward-looking statements typically are identified by use of terms
such as "may," "expect," "anticipate," "estimate," and similar words, although
some forward-looking statements are expressed differently. All statements herein
regarding expected merger synergies are forward-looking statements. You should
be aware that our actual results could differ materially from results
anticipated in the forward-looking statements due to a number of factors,
including but not limited to changes in oil and gas prices, customer demand for
our products, difficulties encountered in integrating mergers and acquisitions,
and worldwide economic activity. You should also consider carefully the
statements under "Risk Factors," as disclosed in our Annual Report on Form 10-K
for the year ended December 31, 2019, which address additional factors that
could cause our actual results to differ from those set forth in the
forward-looking statements. Given these uncertainties, current or prospective
investors are cautioned not to place undue reliance on any such forward-looking
statements. We undertake no obligation to update any such factors or
forward-looking statements to reflect future events or developments.

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