Company No: SC476124 (Scotland)

Contents

• Balance Sheet
• Notes to the Financial Statements

	Note	2023		2022
		$		$
Fixed assets
Investments	3	6,750,000		6,750,000
		6,750,000		6,750,000
Creditors: amounts falling due within one year	4	( 6,839,057)		( 6,826,880)
Net current liabilities		(6,839,057)		(6,826,880)
Total assets less current liabilities		(89,057)		(76,880)
Net liabilities		( 89,057)		( 76,880)
Capital and reserves
Called-up share capital	5	2		2
Profit and loss account		( 89,059 )		( 76,882 )
Total shareholder's deficit		( 89,057)		( 76,880)

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of ITS Egypt Holdings 1, Ltd (registered number: SC476124) were approved and authorised for issue by the Director on 28 August 2026. They were signed on its behalf by:

H. R. P. Pollmann Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are presented in US dollars which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $.

The company has taken advantage of the following disclosure exemptions:
* not to disclose details of transactions and balances with other members of the group.

ITS Egypt Holdings 1, Ltd is a wholly owned subsidiary of International Tubular Services Limited and the results of ITS Egypt Holdings 1, Ltd are included in the consolidated financial statements of Parker Drilling Company, a company incorporated in the United States of America, which are available from the address given in note 11.

Going concern

The financial statements have been prepared on the going concern basis which assumes that the company will continue in operational existence for at least twelve months from the date of signing the financial statements. This assumption is based upon assurances received from its fellow group company, Nabors Lux 2 S.a.r.l. that it is their intention to provide such assistance as is required to enable the company to meet its financial commitments for at least 12 months from the date of signing the financial statements. If the company were unable to continue to trade, adjustments would have to be made to reduce the value of the assets to their recoverable amount and to provide for any further liabilities that might arise.

Foreign currency

Transactions in currencies other than US dollars are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation are included in the profit and loss account for the period.

Taxation

Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Impairment of assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Non-financial assets
At each balance sheet date, the company reviews its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss.

If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Financial assets
An asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for
impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss. An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments. Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Provisions

Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

2. Employees

	2023		2022
	Number		Number
Administration	1		2

3. Fixed asset investments

	Investments in associates		Total
	$		$
Cost or valuation before impairment
At 01 January 2023	6,750,000		6,750,000
At 31 December 2023	6,750,000		6,750,000
Carrying value at 31 December 2023	6,750,000		6,750,000
Carrying value at 31 December 2022	6,750,000		6,750,000

Investments in shares

Investments in associates

Details of the company's associates at 31 December 2023 are as follows:

Name of entity	Registered office	Class of shares	Ownership 31.12.2023	Ownership 31.12.2022	Held
ITS Arabia Limited Company	Saudi Arabia	Ordinary	30.00%	30.00%	Direct

4. Creditors: amounts falling due within one year

	2023		2022
	$		$
Amounts owed to group undertakings	6,821,183		6,821,166
Accruals	17,874		5,714
	6,839,057		6,826,880

5. Called-up share capital

	2023		2022
	$		$
Allotted, called-up and fully-paid
1 Ordinary share of £ 1.00	2		2

6. Events after the Balance Sheet date

On October 14, 2024, the ultimate parent and controlling party, Parker Drilling Company (“Parker”), entered into an Agreement and Plan of Merger with Nabors Industries Ltd., (“Nabors”), and a wholly owned subsidiary of Nabors (“Merger Sub”), Varde Partners, Inc., a Delaware corporation, solely in its capacity as the representative of the stockholders of Parker, providing for the merger (the “Merger”) of Merger Sub with and into Parker, with Parker surviving the Merger as a wholly owned subsidiary of Nabors. Nabors will acquire all of Parker’s issued and outstanding common shares in exchange for 4.8 million shares of Nabors common stock, subject to a share price collar. The transaction also permits Parker to sell and retain the proceeds of Rig 77B, and provides for the payment by Nabors of specified transaction expenses of Parker’s, up to $34 million. The acquisition was completed on March 12, 2025.

This is a non-adjusting event as it occurred after the reporting date of 31 December 2023. The financial statements do not reflect any adjustments related to this transaction.

7. Audit Opinion

The auditor's report on the accounts for the financial year ended 31 December 2023 was unqualified.

The audit report was signed by David Ewen MA (Hons) CA on behalf of Hall Morrice LLP.

8. Ultimate controlling party

The immediate parent company is International Tubular Services Limited, a company registered in Scotland, by virtue of that company owning the sole Ordinary share in the company. The ultimate controlling party of International Tubular Services Limited is Parker Drilling Company. The largest group in which the results of the Company are consolidated in that headed by Parker Drilling Company, a company incorporated in the United States of America. No other group financial statements include the results of the Company. The consolidated financial statements of the group are available to the public and may be obtained from Parker Drilling Company, 5 Greenway Plaza, Suite 100, Houston, Texas, 77046, United States of America.