10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
Q	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017
OR
¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________________ to ______________
Commission File Number:  001-14273
CORE LABORATORIES N.V.
(Exact name of registrant as specified in its charter)
The Netherlands		Not Applicable
(State or other jurisdiction of		(I.R.S. Employer Identification No.)
incorporation or organization)
Strawinskylaan 913
Tower A, Level 9
1077 XX Amsterdam
The Netherlands		Not Applicable
(Address of principal executive offices)		(Zip Code)
(31-20) 420-3191
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes Q  No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes Q  No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer Q	Accelerated filer  o	Non-accelerated filer  o	Smaller reporting company  o	Emerging growth company  o
		(Do not check if a smaller reporting company)

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨  No Q

The number of common shares of the registrant, par value EUR 0.02 per share, outstanding at October 23, 2017 was 44,147,365.

CORE LABORATORIES N.V.
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2017
INDEX
PART I - FINANCIAL INFORMATION
		Page
Item 1.	Financial Statements
	Consolidated Balance Sheets (Unaudited) at September 30, 2017 and December 31, 2016	1
	Consolidated Statements of Operations (Unaudited) for the Three Months Ended September 30, 2017 and 2016	2
	Consolidated Statements of Operations (Unaudited) for the Nine Months Ended September 30, 2017 and 2016	3
	Consolidated Statements of Comprehensive Income (Unaudited) for the Three and Nine Months Ended September 30, 2017 and 2016	4
	Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended September 30, 2017 and 2016	5
	Notes to the Unaudited Consolidated Interim Financial Statements	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	24
Item 4.	Controls and Procedures	24
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	25
Item 1A.	Risk Factors	25
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25
Item 6.	Exhibits	26
	Signature	27

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

CORE LABORATORIES N.V.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

	September 30, 2017			December 31, 2016
ASSETS	(Unaudited)
CURRENT ASSETS:
Cash and cash equivalents	$	13,780		$	14,764
Accounts receivable, net of allowance for doubtful accounts of $3,050 and $3,139 at 2017 and 2016, respectively	129,656			114,329
Inventories	34,499			33,720
Prepaid expenses	10,019			10,711
Income taxes receivable	8,801			6,426
Other current assets	6,374			6,511
TOTAL CURRENT ASSETS	203,129			186,461
PROPERTY, PLANT AND EQUIPMENT, net	124,120			129,882
INTANGIBLES, net	9,533			9,936
GOODWILL	179,044			179,044
DEFERRED TAX ASSETS, net	15,574			20,605
OTHER ASSETS	51,344			47,124
TOTAL ASSETS	$	582,744		$	573,052
LIABILITIES AND EQUITY
CURRENT LIABILITIES:
Accounts payable	$	34,904		$	33,720
Accrued payroll and related costs	25,576			19,411
Taxes other than payroll and income	7,275			5,816
Unearned revenue	14,297			15,690
Income taxes payable	1,223			15,718
Other current liabilities	9,863			13,668
TOTAL CURRENT LIABILITIES	93,138			104,023
LONG-TERM DEBT, net	233,864			216,488
DEFERRED COMPENSATION	51,286			46,251
DEFERRED TAX LIABILITIES, net	5,099			6,277
OTHER LONG-TERM LIABILITIES	46,060			44,716
COMMITMENTS AND CONTINGENCIES (Note 6)
EQUITY:
Preference shares, EUR 0.02 par value; 6,000,000 shares authorized, none issued or outstanding	—			—
Common shares, EUR 0.02 par value; 200,000,000 shares authorized, 44,796,252 issued and 44,147,284 outstanding at 2017 and 44,796,252 issued and 44,151,261 outstanding at 2016	1,148			1,148
Additional paid-in capital	61,768			52,850
Retained earnings	176,446			187,957
Accumulated other comprehensive income (loss)	(9,510		)	(9,828		)
Treasury shares (at cost), 648,968 at 2017 and 644,991 at 2016	(80,481		)	(80,773		)
Total Core Laboratories N.V. shareholders' equity	149,371			151,354
Non-controlling interest	3,926			3,943
TOTAL EQUITY	153,297			155,297
TOTAL LIABILITIES AND EQUITY	$	582,744		$	573,052

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

1

CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

	Three Months Ended
	September 30,
	2017			2016
	(Unaudited)
REVENUE:
Services	$	117,550		$	114,137
Product sales	48,697			29,346
Total revenue	166,247			143,483
OPERATING EXPENSES:
Cost of services, exclusive of depreciation expense shown below	83,807			80,419
Cost of product sales, exclusive of depreciation expense shown below	37,083			26,734
General and administrative expense, exclusive of depreciation expense shown below	11,887			8,406
Depreciation	5,841			6,548
Amortization	250			176
Other (income) expense, net	(97		)	(288		)
OPERATING INCOME	27,476			21,488
Interest expense	2,707			2,569
Income before income tax expense	24,769			18,919
Income tax expense	3,716			2,081
Net income	21,053			16,838
Net income (loss) attributable to non-controlling interest	(33		)	108
Net income attributable to Core Laboratories N.V.	$	21,086		$	16,730
EARNINGS PER SHARE INFORMATION:
Basic earnings per share attributable to Core Laboratories N.V.	$	0.48		$	0.38
Diluted earnings per share attributable to Core Laboratories N.V.	$	0.48		$	0.38
Cash dividends per share	$	0.55		$	0.55
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic	44,141			44,110
Diluted	44,332			44,320

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

2

CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

	Nine Months Ended
	September 30,
	2017		2016
	(Unaudited)
REVENUE:
Services	$	355,725	$	355,079
Product sales	132,232		90,120
Total revenue	487,957		445,199
OPERATING EXPENSES:
Cost of services, exclusive of depreciation expense shown below	247,839		249,062
Cost of product sales, exclusive of depreciation expense shown below	104,741		80,904
General and administrative expense, exclusive of depreciation expense shown below	35,743		30,595
Depreciation	18,136		19,706
Amortization	684		616
Other (income) expense, net	752		(339		)
OPERATING INCOME	80,062		64,655
Interest expense	8,017		9,024
Income before income tax expense	72,045		55,631
Income tax expense	10,601		7,141
Net income	61,444		48,490
Net income (loss) attributable to non-controlling interest	10		54
Net income attributable to Core Laboratories N.V.	$	61,434	$	48,436
EARNINGS PER SHARE INFORMATION:
Basic earnings per share attributable to Core Laboratories N.V.	$	1.39	$	1.12
Diluted earnings per share attributable to Core Laboratories N.V.	$	1.39	$	1.11
Cash dividends per share	$	1.65	$	1.65
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic	44,155		43,265
Diluted	44,335		43,450

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

3

CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
	(Unaudited)						(Unaudited)
Net income	$	21,053		$	16,838		$	61,444		$	48,490
Other comprehensive income:
Derivatives
Gain (loss) in fair value of interest rate swaps	(47		)	199			(244		)	(2,221		)
Interest rate swap amounts reclassified to interest expense	112			207			419			631
Income taxes on derivatives	(23		)	(150		)	(61		)	585
Total derivatives	42			256			114			(1,005		)
Pension and other postretirement benefit plans
Prior service cost
Amortization to net income of prior service cost	(20		)	(20		)	(58		)	(58		)
Amortization to net income of actuarial loss	110			148			330			444
Income taxes on pension and other postretirement benefit plans	(22		)	(32		)	(68		)	(96		)
Total pension and other postretirement benefit plans	68			96			204			290
Total other comprehensive income (loss)	110			352			318			(715		)
Comprehensive income	21,163			17,190			61,762			47,775
Comprehensive income (loss) attributable to non-controlling interest	(33		)	108			10			54
Comprehensive income attributable to Core Laboratories N.V.	$	21,196		$	17,082		$	61,752		$	47,721

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

4

CORE LABORATORIES N.V.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

	Nine Months Ended
	September 30,
	2017			2016
	(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	61,444		$	48,490
Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation	17,323			16,762
Depreciation and amortization	18,820			20,322
Changes to value of life insurance policies	(4,541		)	(505		)
Deferred income taxes	3,914			(3,910		)
Other non-cash items	(696		)	(1,226		)
Changes in assets and liabilities:
Accounts receivable	(15,488		)	37,610
Inventories	(796		)	2,995
Prepaid expenses and other current assets	(1,545		)	4,029
Other assets	1,960			(128		)
Accounts payable	2,307			(3,023		)
Accrued expenses	(10,676		)	(13,017		)
Unearned revenue	(1,393		)	(1,111		)
Other long-term liabilities	7,722			1,396
Net cash provided by operating activities	78,355			108,684
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(14,264		)	(7,740		)
Patents and other intangibles	(282		)	(205		)
Business acquisition, net of cash acquired	—			(1,242		)
Proceeds from sale of assets	643			705
Premiums on life insurance	(1,351		)	(2,015		)
Net cash used in investing activities	(15,254		)	(10,497		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of debt borrowings	(89,000		)	(290,226		)
Proceeds from debt borrowings	106,000			63,000
Excess tax benefits from stock-based compensation	—			(187		)
Non-controlling interest - dividend	(27		)	(211		)
Dividends paid	(72,861		)	(70,883		)
Repurchase of common shares	(8,197		)	(2,157		)
Issuance of common shares	—			197,202
Net cash used in financing activities	(64,085		)	(103,462		)
NET CHANGE IN CASH AND CASH EQUIVALENTS	(984		)	(5,275		)
CASH AND CASH EQUIVALENTS, beginning of period	14,764			22,494
CASH AND CASH EQUIVALENTS, end of period	$	13,780		$	17,219

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

5

CORE LABORATORIES N.V.

NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

1.  BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements include the accounts of Core Laboratories N.V. and its subsidiaries for which we have a controlling voting interest and/or a controlling financial interest. These financial statements have been prepared in accordance with United States ("U.S.") generally accepted accounting principles ("GAAP") for interim financial information using the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all of the information and footnote disclosures required by U.S. GAAP and should be read in conjunction with the audited financial statements and the summary of significant accounting policies and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016 (the "2016 Annual Report").

Core Laboratories N.V. uses the equity method of accounting for investments in which it has less than a majority interest and over which it does not exercise control but does exert significant influence. We use the cost method to record certain other investments in which we own less than 20% of the outstanding equity and do not exercise control or exert significant influence. Non-controlling interests have been recorded to reflect outside ownership attributable to consolidated subsidiaries that are less than 100% owned. In the opinion of management, all adjustments considered necessary for a fair statement of the results for the interim periods presented have been included in these financial statements. Furthermore, the operating results presented for the three and nine months ended September 30, 2017 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2017.

Core Laboratories N.V.'s balance sheet information for the year ended December 31, 2016 was derived from the 2016 audited consolidated financial statements but does not include all disclosures in accordance with U.S. GAAP.

Core Lab's continuing efforts to streamline its business has led to a simplification of its reporting structure and as of January 1, 2017, the Company presents its operating results in two reporting segments: Reservoir Description and Production Enhancement. For more detail about our segments, see Note 13 - Segment Reporting.

Certain reclassifications were made to prior period amounts in order to conform to the current period presentation. These reclassifications had no impact on the reported net income or cash flows for the three or nine months endedSeptember 30, 2016.

References to "Core Lab", the "Company", "we", "our" and similar phrases are used throughout this Quarterly Report on Form 10-Q and relate collectively to Core Laboratories N.V. and its consolidated subsidiaries.

2.  INVENTORIES

Inventories consisted of the following (in thousands):

	September 30, 2017		December 31, 2016
Finished goods	$	21,777	$	21,635
Parts and materials	11,143		11,185
Work in progress	1,579		900
Total inventories	$	34,499	$	33,720

We include freight costs incurred for shipping inventory to our clients in the Cost of product sales caption in the accompanying Consolidated Statements of Operations.

3.  ACQUISITIONS

We had no significant acquisitions during the nine months endedSeptember 30, 2017.

6

4.  DEBT, NET

We have no capital lease obligations. Long-term debt is as follows (in thousands):

	September 30, 2017			December 31, 2016
Senior notes	$	150,000		$	150,000
Credit facility	85,000			68,000
Total long-term debt	235,000			218,000
Less: Debt issuance costs	(1,136		)	(1,512		)
Long-term debt, net	$	233,864		$	216,488

We have two series of senior notes outstanding with an aggregate principal amount of $150 million ("Senior Notes") issued in a private placement transaction. Series A consists of $75 million in aggregate principal amount of notes that bear interest at a fixed rate of 4.01% and are due in full on September 30, 2021. Series B consists of $75 million in aggregate principal amount of notes that bear interest at a fixed rate of 4.11% and are due in full on September 30, 2023. Interest on each series of the Senior Notes is payable semi-annually on March 30 and September 30.

We maintain a revolving credit facility ("Credit Facility") that allows for an aggregate borrowing capacity of $400 million. The Credit Facility also provides an option to increase the commitment under the Credit Facility by an additional $50 million to bring the total borrowings available to $450 million if certain prescribed conditions are met by the Company. The Credit Facility bears interest at variable rates from LIBOR plus 1.25% to a maximum of LIBOR plus 2.00%. Any outstanding balance under the Credit Facility is due August 29, 2019, when the Credit Facility matures. Our available capacity at any point in time is reduced by borrowings outstanding at the time and outstanding letters of credit which totaled $17.5 million at September 30, 2017, resulting in an available borrowing capacity under the Credit Facility of $297.5 million. In addition to those items under the Credit Facility, we had $14.6 million of outstanding letters of credit and performance guarantees and bonds from other sources as of September 30, 2017.

The terms of the Credit Facility and Senior Notes require us to meet certain covenants, including, but not limited to, an interest coverage ratio (consolidated EBITDA divided by interest expense) and a leverage ratio (consolidated net indebtedness divided by consolidated EBITDA), where consolidated EBITDA (as defined in each agreement) and interest expense are calculated using the most recent four fiscal quarters. The Credit Facility has the more restrictive covenants with a minimum interest coverage ratio of 3.0 to 1.0 and a maximum leverage ratio of 2.5 to 1.0. We believe that we are in compliance with all such covenants contained in our credit agreements. Certain of our material, wholly-owned subsidiaries are guarantors or co-borrowers under the Credit Facility and Senior Notes.

In 2014, we entered into two interest rate swap agreements for a total notional amount of $50 million. See Note 11 - Derivative Instruments and Hedging Activities.

The estimated fair value of total debt at September 30, 2017 and December 31, 2016 approximated the book value of total debt. The fair value was estimated using Level 2 inputs by calculating the sum of the discounted future interest and principal payments through the date of maturity.

5.  PENSION

Defined Benefit Plan

We provide a noncontributory defined benefit pension plan covering substantially all of our Dutch employees ("Dutch Plan") who were hired prior to 2007. The pension benefit is based on years of service and final pay or career average pay, depending on when the employee began participating. The benefits earned by the employees are immediately vested.

7

The following table summarizes the components of net periodic pension cost under the Dutch Plan (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Service cost	$	401		$	364		$	1,142		$	1,097
Interest cost	295			332			838			1,001
Expected return on plan assets	(249		)	(279		)	(709		)	(841		)
Amortization of prior service cost	(20		)	(20		)	(58		)	(58		)
Amortization of actuarial loss	110			148			330			444
Net periodic pension cost	$	537		$	545		$	1,543		$	1,643

During the nine months ended September 30, 2017, we contributed $1.6 million to fund the estimated 2017 premiums on investment contracts held by the Dutch Plan.

6. COMMITMENTS AND CONTINGENCIES

We have been and may from time to time be named as a defendant in legal actions that arise in the ordinary course of business. These include, but are not limited to, employment-related claims and contractual disputes or claims for personal injury or property damage which occur in connection with the provision of our services and products. Management does not currently believe that any of our pending contractual, employment-related, personal injury or property damage claims and disputes will have a material effect on our future results of operations, financial position or cash flow.

7.  EQUITY

During the three months ended September 30, 2017, we repurchased 8,404 of our common shares for $0.8 million. These consisted of rights to shares that were surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens that may result from the issuance of common shares under that plan. During the nine months ended September 30, 2017, we repurchased 77,832 of our common shares for $8.2 million; included in this total were rights to 22,832 shares valued at $2.5 million surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens that may result from the issuance of common shares under that plan. Such common shares, unless canceled, may be reissued for a variety of purposes such as future acquisitions, non-employee director stock awards or employee stock awards. We distributed 27,453 and 73,855 treasury shares upon vesting of stock-based awards during the three and nine months ended September 30, 2017, respectively.

In February, May and August 2017, we paid quarterly dividends of $0.55 per share of common stock. In addition, on October 10, 2017, we declared a quarterly dividend of $0.55 per share of common stock for shareholders of record on October 20, 2017 and payable on November 21, 2017.

The following table summarizes our changes in equity for the nine months ended September 30, 2017 (in thousands):

	Common Shares		Additional Paid-In Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Non-Controlling Interest			Total Equity
December 31, 2016	$	1,148	$	52,850	$	187,957		$	(9,828	)	$	(80,773	)	$	3,943		$	155,297
Adoption of ASU 2016-09 (see note 14)	—		84		(84		)	—			—			—			—
Stock based-awards	—		8,834		—			—			8,489			—			17,323
Repurchase of common shares	—		—		—			—			(8,197		)	—			(8,197		)
Dividends paid	—		—		(72,861		)	—			—			—			(72,861		)
Non-controlling interest dividends	—		—		—			—			—			(27		)	(27		)
Amortization of deferred pension costs, net of tax	—		—		—			204			—			—			204
Interest rate swaps, net of tax	—		—		—			114			—			—			114
Net income	—		—		61,434			—			—			10			61,444
September 30, 2017	$	1,148	$	61,768	$	176,446		$	(9,510	)	$	(80,481	)	$	3,926		$	153,297

Accumulated other comprehensive income (loss) consisted of the following (in thousands):

	September 30, 2017			December 31, 2016
Prior service cost	$	556		$	600
Unrecognized net actuarial loss	(9,521		)	(9,769		)
Fair value of derivatives, net of tax	(545		)	(659		)
Total accumulated other comprehensive income (loss)	$	(9,510	)	$	(9,828	)

8.  EARNINGS PER SHARE

We compute basic earnings per common share by dividing net income attributable to Core Laboratories N.V. by the weighted average number of common shares outstanding during the period. Diluted earnings per common and potential common shares include additional shares in the weighted average share calculations associated with the incremental effect of dilutive restricted stock awards and contingently issuable shares, as determined using the treasury stock method. The following table summarizes the calculation of weighted average common shares outstanding used in the computation of diluted earnings per share (in thousands):

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2017	2016	2017	2016
Weighted average basic common shares outstanding	44,141	44,110	44,155	43,265
Effect of dilutive securities:
Performance shares	159	147	148	119
Restricted stock	32	63	32	66
Weighted average diluted common and potential common shares outstanding	44,332	44,320	44,335	43,450

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9. OTHER (INCOME) EXPENSE, NET

The components of Other (income) expense, net, were as follows (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Sale of assets	$	(12	)	$	(56	)	$	(314	)	$	(544	)
Results of non-consolidated subsidiaries	(112		)	(126		)	(287		)	(450		)
Foreign exchange	105			220			559			1,432
Rents and royalties	(99		)	(105		)	(329		)	(304		)
Severance, compensation and other charges	—			—			1,145			—
Other, net	21			(221		)	(22		)	(473		)
Total other (income) expense, net	$	(97	)	$	(288	)	$	752		$	(339	)

Foreign exchange gains and losses are summarized in the following table (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
(Gains) losses by currency	2017			2016			2017			2016
British Pound	(27		)	39			(82		)	514
Canadian Dollar	(153		)	(6		)	(230		)	(54		)
Euro	431			45			1,266			215
Russian Ruble	(26		)	21			(151		)	(73		)
Other currencies, net	(120		)	121			(244		)	830
Total (gain) loss, net	$	105		$	220		$	559		$	1,432

10.  INCOME TAX EXPENSE

The effective tax rates for the three months ended September 30, 2017 and 2016 were 15.0% and 11.0%, respectively. The effective tax rates for the nine months ended September 30, 2017 and 2016 were 14.7% and 12.8%, respectively. Income tax expense of $3.7 million in the third quarter of 2017increased by $1.6 million compared to $2.1 million in the same period in 2016, due to the result of several items discrete to each quarter, along with changes in activity levels in jurisdictions with differing tax rates.

On March 29, 2017, the Prime Minister of the United Kingdom ("UK") formally notified the European Council of the UK's intention to withdraw from the European Union ("EU") under Article 50 of the Treaty of Lisbon. The UK's formal withdrawal may impact tax exemptions and reliefs on intra-European transactions between our UK affiliates and EU companies. In addition, it may impact transactions between our UK affiliates and non-EU based companies as EU tax treaties may no longer apply to these transactions. Due to the uncertainty involved in evaluating the effect of the loss of tax exemptions and reliefs, we are unable to estimate the impact of these changes, if any, at this time. We will continue to monitor developments in this area.

11.  DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

We are exposed to market risks related to fluctuations in interest rates. To mitigate these risks, we utilize derivative instruments in the form of interest rate swaps. We do not enter into derivative transactions for speculative purposes.

Interest Rate Risk

Our Credit Facility bears interest at variable rates from LIBOR plus 1.25% to a maximum of LIBOR plus 2.00%. As a result of two interest rate swap agreements, we are subject to interest rate risk on debt in excess of $50 million drawn on our Credit Facility.

9

In 2014, we entered into two interest rate swap agreements for a total notional amount of $50 million to hedge changes in the variable rate interest expense on $50 million of our existing or replacement LIBOR-priced debt. Under the first swap agreement of $25 million, we have fixed the LIBOR portion of the interest rate at 1.73% through August 29, 2019, and under the second swap agreement of $25 million, we have fixed the LIBOR portion of the interest rate at 2.5% through August 29, 2024. Each swap is measured at fair value and recorded in our Consolidated Balance Sheet as a liability. They are designated and qualify as cash flow hedging instruments and are highly effective. Unrealized losses are deferred to shareholders' equity as a component of accumulated other comprehensive loss and are recognized in income as an increase to interest expense in the period in which the related cash flows being hedged are recognized in expense.

At September 30, 2017, we had fixed rate long-term debt aggregating $200 million and variable rate long-term debt aggregating $35 million, after taking into account the effect of the swaps.

The fair values of outstanding derivative instruments are as follows:

	Fair Value of Derivatives
	September 30, 2017		December 31, 2016		Balance Sheet Classification
Derivatives designated as hedges:
5 year interest rate swap	$	62	$	211	Other long-term liabilities
10 year interest rate swap	809		835		Other long-term liabilities
	$	871	$	1,046

The fair value of all outstanding derivatives was determined using a model with inputs that are observable in the market (Level 2) or can be derived from or corroborated by observable data.

The effect of the interest rate swaps on the Consolidated Statement of Operations was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016		Income Statement Classification
Derivatives designated as hedges:
5 year interest rate swap	$	31	$	79	$	136	$	242	Increase to interest expense
10 year interest rate swap	81		128		283		389		Increase to interest expense
	$	112	$	207	$	419	$	631

10

12.  FINANCIAL INSTRUMENTS

The Company's only financial assets and liabilities which are measured at fair value on a recurring basis relate to certain aspects of the Company's benefit plans and our derivative instruments. We use the market approach to value certain assets and liabilities at fair value using significant other observable inputs (Level 2) with the assistance of a third-party specialist. We do not have any assets or liabilities measured at fair value on a recurring basis using quoted prices in an active market (Level 1) or significant unobservable inputs (Level 3). Gains and losses related to the fair value changes in the deferred compensation assets and liabilities are recorded in General and administrative expense in the Consolidated Statements of Operations. Gains and losses related to the fair value of the interest rate swaps are recorded in Other comprehensive income. The following table summarizes the fair value balances (in thousands):

			Fair Value Measurement at
			September 30, 2017
	Total		Level 1		Level 2		Level 3
Assets:
Deferred compensation trust assets (1)	$	27,880	$	—	$	27,880	$	—
Liabilities:
Deferred compensation plan	$	35,528	$	—	$	35,528	$	—
5 year interest rate swap	62		—		62		—
10 year interest rate swap	809		—		809		—
	$	36,399	$	—	$	36,399	$	—

			Fair Value Measurement at
			December 31, 2016
	Total		Level 1		Level 2		Level 3
Assets:
Deferred compensation trust assets (1)	$	25,350	$	—	$	25,350	$	—
Liabilities:
Deferred compensation plan	$	31,672	$	—	$	31,672	$	—
5 year interest rate swap	211		—		211		—
10 year interest rate swap	835		—		835		—
	$	32,718	$	—	$	32,718	$	—
(1) Trust assets consist of the cash surrender value of life insurance policies and are intended to assist in the funding of the deferred compensation agreements.

13.  SEGMENT REPORTING

Core Laboratories has taken steps to streamline its business by realigning its reporting structure into two reporting segments. These complementary segments provide different services and products and utilize different technologies for improving reservoir performance and increasing oil and gas recovery from new and existing fields. In connection with the realignment of our reporting structure, amounts previously reported in our Reservoir Management segment are now presented within our Reservoir Description and Production Enhancement segments, and prior periods have been revised to conform to the current presentation.

• Reservoir Description: Encompasses the characterization of petroleum reservoir rock, fluid and gas samples to increase production and improve recovery of oil and gas from our clients' reservoirs. We provide laboratory based analytical and field services to characterize properties of crude oil and petroleum products to the oil and gas industry. We also provide proprietary and joint industry studies based on these types of analysis.

• Production Enhancement: Includes services and products relating to reservoir well completions, perforations, stimulations and production. We provide integrated diagnostic services to evaluate and monitor the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects.

11

Results for these segments are presented below. We use the same accounting policies to prepare our segment results as are used to prepare our Consolidated Financial Statements. All interest and other non-operating income (expense) is attributable to Corporate & Other and is not allocated to specific segments. Summarized financial information concerning our segments is shown in the following table (in thousands):

	Reservoir Description		Production Enhancement		Corporate & Other 1			Consolidated
Three Months Ended September 30, 2017
Revenue from unaffiliated clients	$	101,442	$	64,805	$	—		$	166,247
Inter-segment revenue	54		87		(141		)	—
Segment operating income (loss)	14,621		12,972		(117		)	27,476
Total assets (at end of period)	315,346		207,186		60,212			582,744
Capital expenditures	2,930		1,605		367			4,902
Depreciation and amortization	4,383		1,190		518			6,091
Three Months Ended September 30, 2016
Revenue from unaffiliated clients	$	105,427	$	38,056	$	—		$	143,483
Inter-segment revenue	533		563		(1,096		)	—
Segment operating income (loss)	21,274		118		96			21,488
Total assets (at end of period)	322,222		190,479		49,437			562,138
Capital expenditures	2,020		318		100			2,438
Depreciation and amortization	4,647		1,429		648			6,724
Nine Months Ended September 30, 2017
Revenue from unaffiliated clients	$	310,650	$	177,307	$	—		$	487,957
Inter-segment revenue	275		537		(812		)	—
Segment operating income (loss)	49,231		31,132		(301		)	80,062
Total assets	315,346		207,186		60,212			582,744
Capital expenditures	7,605		5,394		1,265			14,264
Depreciation and amortization	13,531		3,732		1,557			18,820
Nine Months Ended September 30, 2016
Revenue from unaffiliated clients	$	321,129	$	124,070	$	—		$	445,199
Inter-segment revenue	1,579		1,167		(2,746		)	—
Segment operating income (loss)	60,011		4,615		29			64,655
Total assets	322,222		190,479		49,437			562,138
Capital expenditures	6,376		856		508			7,740
Depreciation and amortization	13,914		4,518		1,890			20,322

(1) "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations.

14.  RECENT ACCOUNTING PRONOUNCEMENTS

Pronouncements Adopted in 2017

In July 2015, the FASB issued ASU 2015-11 ("Simplifying the Measurement of Inventory") to require the measurement of inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We adopted this standard on January 1, 2017. The adoption of this standard had no effect on our Consolidated Balance Sheets, Consolidated Statements of Operations and Consolidated Statements of Cash Flows.

In March 2016, the FASB issued ASU 2016-09 ("Improvements to Employee Share-Based Payment Accounting") to simplify the accounting for share-based payment transactions, including accounting for forfeitures, excess tax benefit/expense, and tax withholding requirements. Under this new guidance, (1) companies have the option to estimate how many shares in a grant will be forfeited or to elect to recognize forfeitures as they occur; (2) all excess tax benefit and expense is recognized as income tax benefit or expense in the income statement as a discrete item to the quarter, and the accumulated benefits in additional paid-in

12

capital ("APIC") are eliminated; and (3) companies are able to withhold share amounts up to the statutory maximum and the award will still be classified as equity. We adopted this standard on January 1, 2017 and have elected to recognize forfeitures as they occur. This resulted in a reclassification between retained earnings and additional paid-in-capital of $84 thousand for the estimated forfeitures on unvested shares as of January 1, 2017. The adoption of this standard will result in periodic adjustments in the recognition of stock compensation expense associated with forfeitures in the period in which they occur. In addition to the income statement treatment of including the excess tax benefit/expense as a discrete income tax item each quarter, this has been removed from the Cash from financing activities section of the Statement of Cash Flows.

Pronouncements Not Yet Effective

In May 2014, the FASB issued ASU 2014-09 ("Revenue from Contracts with Customers"), which provides guidance on revenue recognition. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance requires entities to apply a five-step method to (1) identify the contract(s) with customers; (2) identify the performance obligation(s) in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligation(s) in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. This pronouncement is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 (on July 9, 2015, the FASB deferred the implementation date for one year). We are currently analyzing the standard's impact on our revenues by looking at all of our revenue streams to determine the impact on our Consolidated Balance Sheets, Consolidated Statements of Operations and Consolidated Statements of Cash Flows. At this point, we do not anticipate any material changes to our revenue recognition policies and procedures nor to our financial statements, but extensive additional disclosures will be required. Upon adoption we expect to utilize the modified retrospective approach, which requires a cumulative adjustment to retained earnings and no adjustments to prior periods.

In February 2016, the FASB issued ASU 2016-02 ("Leases"), which introduces the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The new standard establishes a right-of-use ("ROU") model that requires a lessee to record an ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. The new standard is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years with early adoption permitted. We anticipate the adoption of this standard will have a material impact on our Consolidated Balance Sheets, increasing both asset balances and liability balances; however, there should not be a material impact to our Consolidated Statement of Operations.

In June 2016, the FASB issued ASU 2016-13 ("Measurement of Credit Losses on Financial Instruments") which replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The new standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years with early adoption permitted in fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are evaluating the impact that the adoption of this standard will have on our consolidated financial statements.

13

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion summarizes the financial position of Core Laboratories N.V. and its subsidiaries as of September 30, 2017 and should be read in conjunction with (i) the unaudited consolidated interim financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q ("Quarterly Report") and (ii) the audited consolidated financial statements and accompanying notes to our Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (the "2016 Annual Report").

General

Core Laboratories N.V. is a limited liability company incorporated and domiciled in the Netherlands. It was established in 1936 and is one of the world's leading providers of proprietary and patented reservoir description and production enhancement services and products to the oil and gas industry. These services and products can enable our clients to improve reservoir performance and increase oil and gas recovery from their producing fields. Core Laboratories N.V. has over 70 offices in more than 50 countries and employs approximately 4,600 people worldwide.

References to "Core Lab", the "Company", "we", "our" and similar phrases are used throughout this Quarterly Report and relate collectively to Core Laboratories N.V. and its consolidated affiliates.

Core Lab's continuing efforts to streamline its business has led to a simplification of its reporting structure and as of January 1, 2017, the Company presents its operating results in two reporting segments: Reservoir Description and Production Enhancement. These complementary segments provide different services and products and utilize different technologies for improving reservoir performance and increasing oil and gas recovery from new and existing fields.

• Reservoir Description: Encompasses the characterization of petroleum reservoir rock, fluid and gas samples to increase production and improve recovery of oil and gas from our clients' reservoirs. We provide laboratory based analytical and field services to characterize properties of crude oil and petroleum products to the oil and gas industry. We also provide proprietary and joint industry studies based on these types of analysis.

• Production Enhancement: Includes services and products relating to reservoir well completions, perforations, stimulations and production. We provide integrated diagnostic services to evaluate and monitor the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects.

Cautionary Statement Regarding Forward-Looking Statements

This Quarterly Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Certain statements contained in this Management's Discussion and Analysis of Financial Condition and Results of Operations section, including those under the headings "Outlook" and "Liquidity and Capital Resources", and in other parts of this Quarterly Report, are forward-looking. In addition, from time to time, we may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. Forward-looking statements can be identified by the use of forward-looking terminology such as "may", "will", "believe", "expect", "anticipate", "estimate", "continue", or other similar words, including statements as to the intent, belief, or current expectations of our directors, officers, and management with respect to our future operations, performance, or positions or which contain other forward-looking information. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, no assurances can be given that the future results indicated, whether expressed or implied, will be achieved. While we believe that these statements are and will be accurate, our actual results and experience may differ materially from the anticipated results or other expectations expressed in our statements due to a variety of risks and uncertainties.

We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. For a more detailed discussion of some of the foregoing risks and uncertainties, see "Item 1A - Risk Factors" in our 2016 Annual Report and in Part II of this Quarterly Report, as well as the other reports filed by us with the Securities and Exchange Commission (“SEC”).

14

Outlook

As part of our long-term growth strategy, we continue our long-term efforts to expand our market presence by opening or expanding facilities in strategic areas and realizing synergies within our business lines subject to client demand and market conditions. We believe our market presence provides us a unique opportunity to service clients who have global operations whether they are international oil companies, national oil companies, or independent oil companies.

We expect fourth quarter 2017 North American completion activity levels to continue expanding although at a lower rate than it did for the first nine months of 2017. We are encouraged by the increasing focus of our major clients regarding capital management, return on invested capital “ROIC” and returning capital back to their shareholders, as opposed to just production growth. The companies adopting these metrics tend to be the more technologically sophisticated operators and form the foundation of Core’s worldwide client base. We expect to benefit from our clients’ shift in focus from strictly production growth to employing higher technological solutions in their efforts to maximize economic production growth and EURs, as we believe our clients are willing to spend money on technologies which also improve their ROIC and cash flow.

The volatility and significant reduction in the average price of crude oil during 2015 and 2016 resulted in a significant decrease in the activities associated with both the exploration and production of oil during 2015 and throughout most of 2016. Although the average price of oil and gas continued to decrease in 2016, prices showed some signs of improvement in the second half of the year and remained more stable year-to-date 2017.

In the U.S., the land-based rig count decreased 39% during the first half of 2016, which greatly impacted both services and product sales to this market. The third quarter of 2016 marked the beginning of a recovery in onshore U.S. drilling activity that continued year-to-date 2017. According to Baker Hughes, the U.S. land-based rig count at the September 30, 2017 was 44% higher than the beginning of the year. We believe this increase is in response to the improved pricing of crude oil as the average price of crude oil for the nine months ended September 30, 2017 was approximately $50.50 per barrel while the average price of crude oil for same period in 2016 was approximately $41.50 per barrel. We expect fourth quarter 2017 North American completion activity levels to continue to expand although at a lower rate than the first six months of 2017.

International and offshore activities associated with the exploration for and production of oil and natural gas also decreased during 2016, although not as significantly as the U.S. land-based activities. Our clients' activities relating to capital projects in the international and deepwater markets remained depressed throughout 2016 as well as the first three quarters of 2017. Internationally, a number of Final Investment Decisions ("FIDs") have been announced during the third quarter by oil and gas companies; however, activities for Core Lab relating to those FIDs are not expected to materially increase in 2017 as the operators are currently developing their project plans and should begin to implement those plans early in 2018. Further, the international rig count remains flat due to limited capital projects underway by international operators. However, operators continue to spend from their operating budgets to maximize recovery from their existing producing fields. We expect fourth quarter 2017 international activity levels to remain stable or improve slightly from third quarter levels with most ongoing projects to be funded largely from operating budgets.

15

Results of Operations

Our results of operations as a percentage of applicable revenue were as follows (in thousands):

	Three Months Ended September 30,										Change
	2017					2016					$			%
REVENUE:
Services	$	117,550		71	%	$	114,137		80	%	$	3,413		3	%
Product sales	48,697			29	%	29,346			20	%	19,351			66	%
Total revenue	166,247			100	%	143,483			100	%	22,764			16	%
OPERATING EXPENSES:
Cost of services, exclusive of depreciation expense shown below*	83,807			71	%	80,419			70	%	3,388			4	%
Cost of product sales, exclusive of depreciation expense shown below*	37,083			76	%	26,734			91	%	10,349			39	%
Total cost of services and product sales	120,890			73	%	107,153			75	%	13,737			13	%
General and administrative expense	11,887			7	%	8,406			6	%	3,481			41	%
Depreciation and amortization	6,091			4	%	6,724			5	%	(633		)	(9	)%
Other (income) expense, net	(97		)	—	%	(288		)	—	%	191			NM
Operating income	27,476			17	%	21,488			15	%	5,988			28	%
Interest expense	2,707			2	%	2,569			2	%	138			5	%
Income before income tax expense	24,769			15	%	18,919			13	%	5,850			31	%
Income tax expense	3,716			2	%	2,081			1	%	1,635			79	%
Net income	21,053			13	%	16,838			12	%	4,215			25	%
Net income (loss) attributable to non-controlling interest	(33		)	—	%	108			—	%	(141		)	NM
Net income attributable to Core Laboratories N.V.	$	21,086		13	%	$	16,730		12	%	$	4,356		26	%
"NM"  means not meaningful
* Percentage based on applicable revenue rather than total revenue.

16

	Three Months Ended										Change
	Sep 30, 2017					Jun 30, 2017					$			%
REVENUE:
Services	$	117,550		71	%	$	117,239		72	%	$	311		—	%
Product sales	48,697			29	%	46,664			28	%	2,033			4	%
Total revenue	166,247			100	%	163,903			100	%	2,344			1	%
OPERATING EXPENSES:
Cost of services, exclusive of depreciation expense shown below*	83,807			71	%	80,431			69	%	3,376			4	%
Cost of product sales, exclusive of depreciation expense shown below*	37,083			76	%	36,687			79	%	396			1	%
Total cost of services and product sales	120,890			73	%	117,118			71	%	3,772			3	%
General and administrative expense	11,887			7	%	11,100			7	%	787			7	%
Depreciation and amortization	6,091			4	%	6,302			4	%	(211		)	(3	)%
Other (income) expense, net	(97		)	—	%	(24		)	—	%	(73		)	NM
Operating income	27,476			17	%	29,407			18	%	(1,931		)	(7	)%
Interest expense	2,707			2	%	2,692			2	%	15			1	%
Income before income tax expense	24,769			15	%	26,715			16	%	(1,946		)	(7	)%
Income tax expense	3,716			2	%	4,006			2	%	(290		)	(7	)%
Net income	21,053			13	%	22,709			14	%	(1,656		)	(7	)%
Net income (loss) attributable to non-controlling interest	(33		)	—	%	19			—	%	(52		)	NM
Net income attributable to Core Laboratories N.V.	$	21,086		13	%	$	22,690		14	%	$	(1,604	)	(7	)%
"NM"  means not meaningful
* Percentage based on applicable revenue rather than total revenue.

17

	Nine Months Ended September 30,									Change
	2017				2016					$			%
REVENUE:
Services	$	355,725	73	%	$	355,079		80	%	$	646		—	%
Product sales	132,232		27	%	90,120			20	%	42,112			47	%
Total revenue	487,957		100	%	445,199			100	%	42,758			10	%
OPERATING EXPENSES:
Cost of services, exclusive of depreciation expense shown below*	247,839		70	%	249,062			70	%	(1,223		)	—	%
Cost of product sales, exclusive of depreciation expense shown below*	104,741		79	%	80,904			90	%	23,837			29	%
Total cost of services and product sales	352,580		72	%	329,966			74	%	22,614			7	%
General and administrative expense	35,743		7	%	30,595			7	%	5,148			17	%
Depreciation and amortization	18,820		4	%	20,322			4	%	(1,502		)	(7	)%
Other (income), net	752		—	%	(339		)	—	%	1,091			NM
Operating income	80,062		16	%	64,655			15	%	15,407			24	%
Interest expense	8,017		2	%	9,024			2	%	(1,007		)	(11	)%
Income before income tax expense	72,045		15	%	55,631			12	%	16,414			30	%
Income tax expense	10,601		2	%	7,141			2	%	3,460			48	%
Net income	61,444		13	%	48,490			11	%	12,954			27	%
Net income (loss) attributable to non-controlling interest	10		—	%	54			—	%	(44		)	NM
Net income attributable to Core Laboratories N.V.	$	61,434	13	%	$	48,436		11	%	$	12,998		27	%
"NM"  means not meaningful
* Percentage based on applicable revenue rather than total revenue.

Operating Results for the Three Months EndedSeptember 30, 2017 Compared to the Three Months EndedJune 30, 2017 and September 30, 2016 and for the Nine Months EndedSeptember 30, 2017 Compared to the Nine Months EndedSeptember 30, 2016

Services Revenue

Services revenue increased slightly to $117.6 million for the third quarter of 2017 from $117.2 million for the second quarter of 2017 and increased 3% from $114.1 million in the third quarter of 2016. The year over year increase was driven by the increase in U.S. land-based activity. Hurricanes Harvey, Irma and Maria negatively impacted revenue in the third quarter 2017. For the nine months endedSeptember 30, 2017, services revenue increased slightly to $355.7 million as compared to $355.1 million for the same period of 2016. We continue to focus on large-scale core analyses and reservoir fluids characterization studies in the U.S. Permian basin, offshore West and East Africa, offshore South America, and the Middle East, including Kuwait and the United Arab Emirates. Additionally, we have client interest in our existing multi-client reservoir studies such as the Tight Oil Reservoirs of the Midland Basin study and the Deepwater Gulf of Mexico - Phase II as well as several major enhanced oil recovery ("EOR") projects for unconventional reservoirs such as the newly initiated Unconventional EOR in the Eagle Ford Formation and similar EOR joint industry projects for tight-oil developments in other basins.

Product Sales Revenue

Revenue associated with product sales increased 4% to $48.7 million for the third quarter of 2017 from $46.7 million for the second quarter of 2017 and increased 66% from $29.3 million in the third quarter of 2016. Our product sales revenue is primarily driven by completions of wells in the North American market and, more specifically, the activity associated with the completion of each stage in a wellbore. We continue to benefit from increasing completion activity in the U.S. as revenue from U.S. land-based completions increased 89% on a year-over-year quarterly basis. This outpaced the 51% increase in the U.S. Energy Information Administration ("EIA") reported U.S. well completions for the same periods, indicating increased market penetration of our newly introduced HERO^® PerFRAC technology. For the nine months endedSeptember 30, 2017, product sales revenue increased 47% to $132.2 million as compared to $90.1 million for the same period of 2016.

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Cost of Services, excluding depreciation

Cost of services expressed as a percentage of services revenue was up slightly at 71% for the three months endedSeptember 30, 2017, compared to 69% and 70% for the three months ended June 30, 2017 and September 30, 2016, respectively. This increase was due to the effects of Hurricanes Harvey, Irma and Maria as we and our clients suffered interruptions of business due to flooding, power outages and wind damage resulting in a decrease in business activity in the affected areas. Cost of services as a percentage of services revenue remained consistent at 70% for each of the nine months endedSeptember 30, 2017 and September 30, 2016.

Cost of Product Sales, excluding depreciation

Cost of product sales expressed as a percentage of product sales revenue improved to 76% for the three months endedSeptember 30, 2017, compared to 79% and 91% for the three months ended June 30, 2017 and September 30, 2016, respectively. Cost of product sales expressed as a percentage of product sales revenue improved to 79% for the nine months endedSeptember 30, 2017, compared to 90% for the same period in 2016. The decrease in cost of product sales as a percentage of revenue was primarily due to the improved absorption of our fixed costs as a result of the increase in activity levels which drove higher revenue in the quarter.

General and Administrative Expense

General and administrative ("G&A") expense includes corporate management and centralized administrative services that benefit our operations. G&A expense for the three months endedSeptember 30, 2017 was $11.9 million compared to $11.1 million and $8.4 million for the three months ended June 30, 2017 and September 30, 2016, respectively. The increases were primarily due to higher headcount and compensation costs in the third quarter of 2017. General and administrative expense for the nine months endedSeptember 30, 2017 was $35.7 million compared to $30.6 million for the same period in 2016, primarily due to higher compensation costs in 2017.

Depreciation and Amortization Expense

Depreciation and amortization expense for the three months ended September 30, 2017 was $6.1 million compared to $6.3 million and $6.7 million for the three months endedJune 30, 2017 and September 30, 2016, respectively. Depreciation and amortization expense for the nine months endedSeptember 30, 2017 was $18.8 million compared to $20.3 million for the same period in 2016. Reduced capital expenditures during 2016 in response to the industry downturn led to lower depreciation expense in 2017.

Other (Income) Expense, Net

The components of other (income) expense, net, were as follows (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Sale of assets	$	(12	)	$	(56	)	$	(314	)	$	(544	)
Results of non-consolidated subsidiaries	(112		)	(126		)	(287		)	(450		)
Foreign exchange	105			220			559			1,432
Rents and royalties	(99		)	(105		)	(329		)	(304		)
Severance, compensation and other charges	—			—			1,145			—
Other, net	21			(221		)	(22		)	(473		)
Total other (income) expense, net	$	(97	)	$	(288	)	$	752		$	(339	)

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Foreign exchange (gain) loss, net by currency is summarized in the following table (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
British Pound	(27		)	39			(82		)	514
Canadian Dollar	(153		)	(6		)	(230		)	(54		)
Euro	431			45			1,266			215
Russian Ruble	(26		)	21			(151		)	(73		)
Other currencies, net	(120		)	121			(244		)	830
Total (gain) loss, net	$	105		$	220		$	559		$	1,432

Interest Expense

Interest expense for the three months endedSeptember 30, 2017 was $2.7 million compared to $2.7 million and $2.6 million for the three months endedJune 30, 2017 and September 30, 2016, respectively. Interest expense for the nine months endedSeptember 30, 2017 was $8.0 million compared to $9.0 million for the same period in 2016. Interest expense for the nine months ended September 30, 2017 was lower compared to the same period in 2016 primarily due to the reduction of our outstanding debt during the second quarter of 2016.

Income Tax Expense

The effective tax rates for the three months ended September 30, 2017 and 2016 were 15.0% and 11.0%, respectively. The effective tax rates for the nine months endedSeptember 30, 2017 and 2016 were 14.7% and 12.8%, respectively. Income tax expense of $3.7 million in the third quarter of 2017increased by $1.6 million compared to $2.1 million in the same period in 2016, due to the result of several items discrete to each quarter, along with changes in activity levels in jurisdictions with differing tax rates.

Segment Analysis

Core Laboratories has taken steps to streamline its business by realigning its reporting structure into two reporting segments: Reservoir Description and Production Enhancement. These complementary segments provide different services and products and utilize different technologies for improving reservoir performance and increasing oil and gas recovery from new and existing fields. The following tables summarize our results by segment (in thousands):

	Three Months Ended September 30,					2017 / 2016					Three Months Ended June 30,			Q3 / Q2
	2017			2016		$ Change			% Change		2017			$ Change			% Change
Revenue:
Reservoir Description	$	101,442		$	105,427	$	(3,985	)	(4	)%	$	104,313		$	(2,871	)	(3	)%
Production Enhancement	64,805			38,056		26,749			70	%	59,590			5,215			9	%
Consolidated	$	166,247		$	143,483	$	22,764		16	%	$	163,903		$	2,344		1	%
Operating income (loss):
Reservoir Description	$	14,621		$	21,274	$	(6,653	)	(31	)%	$	18,670		$	(4,049	)	(22	)%
Production Enhancement	12,972			118		12,854			10,893	%	10,765			2,207			21	%
Corporate and Other1	(117		)	96		(213		)	NM		(28		)	(89		)	NM
Consolidated	$	27,476		$	21,488	$	5,988		28	%	$	29,407		$	(1,931	)	(7	)%
(1) "Corporate and Other" represents those items that are not directly related to a particular segment
"NM"  means not meaningful

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	Nine Months Ended September 30,
	2017			2016		$ Change			% Change
Revenue:	(Unaudited)
Reservoir Description	$	310,650		$	321,129	$	(10,479	)	(3	)%
Production Enhancement	177,307			124,070		53,237			43	%
Consolidated	$	487,957		$	445,199	$	42,758		10	%
Operating income (loss):
Reservoir Description	$	49,231		$	60,011	$	(10,780	)	(18	)%
Production Enhancement	31,132			4,615		26,517			575	%
Corporate and Other1	(301		)	29		(330		)	NM
Consolidated	$	80,062		$	64,655	$	15,407		24	%
(1) "Corporate and Other" represents those items that are not directly related to a particular segment
"NM"  means not meaningful

Reservoir Description

Revenue from the Reservoir Description segment decreased 3% to $101.4 million in the third quarter of 2017, compared to $104.3 million in the second quarter of 2017 and 4% lower than $105.4 million in the third quarter of 2016. For the nine months ended September 30, 2017, revenue decreased $10.5 million to $310.7 million, compared to the same period in 2016. This segment emphasizes technologically demanding services on internationally-based development and production-related crude oil projects over more cyclical exploration-related projects. We continue to focus on large-scale core analyses and reservoir fluids characterization studies in the U.S. Permian basin, offshore West and East Africa, offshore South America and in the Middle East, including Kuwait and the United Arab Emirates. Crude oil characterization, distillation, and fractionation studies increased during 2017 as oil company clients continued to investigate ways to maximize yields through the refining process; however Hurricanes Harvey, Irma and Maria caused business interruptions for us and our clients during August and September which led to the decreases in revenue in the third quarter of 2017. We are still focused on our joint industry projects, including the Utica, Duvernay, Montney, Wilrich, Mississippi Lime and Central Atlantic studies and the Marcellus, Niobrara, Wolfcamp, Eaglebine and Eagle Ford plays. Additionally, we have client interest in our existing multi-client reservoir studies such as the Tight Oil Reservoirs of the Midland Basin study and the Deepwater Gulf of Mexico - Phase II as well as several major EOR projects for unconventional reservoirs such as the newly initiated Unconventional EOR in the Eagle Ford Formation and similar EOR joint industry projects for tight-oil developments in other basins.

Operating income was $14.6 million in the third quarter of 2017, a decrease of 22% compared to $18.7 million in the second quarter of 2017 and a decrease of 31% compared to $21.3 million in the third quarter of 2016. The sequential decrease was primarily due to the business interruptions we and our clients experienced following Hurricanes Harvey, Irma and Maria during the third quarter of 2017. Operating income for the nine months ended September 30, 2017 decreased to $49.2 million compared to $60.0 million for the same period in 2016 primarily due to lower revenue.

Operating margins were over 14% in the third quarter of 2017, a decrease from 18% in the second quarter of 2017 and a decrease from 20% in the third quarter of 2016. For the nine months ended September 30, 2017, operating margins were 16% compared to 19% for the same period in 2016. The lower margin is primarily due to the business interruptions following Hurricanes Harvey, Irma and Maria during the third quarter of 2017.

Production Enhancement

Revenue from the Production Enhancement segment, largely focused on North American unconventional reservoirs and complex completions and stimulations, was $64.8 million in the third quarter of 2017, an increase of 9% from $59.6 million in the second quarter of 2017 and an increase of 70% from $38.1 million in the third quarter of 2016. The increased revenue was tied to the increase in the North America completions during 2017, including the third quarter of 2017, as compared to the level of completions in the second quarter of 2017 and the third quarter of 2016. Revenue increased 43% to $177.3 million for the nine months ended September 30, 2017 compared to $124.1 million for the same period in 2016 as the average number of EIA reported U.S. land-based completions for the first nine months of 2017 increased 38% from the same period in 2016.

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Operating income in the third quarter of 2017 was $13.0 million, an increase from $10.8 million in the second quarter of 2017 and an increase from $0.1 million in the third quarter of 2016. The increased profitability related to higher revenue and the benefits of our cost reduction program that was implemented in prior periods. Operating income for the nine months ended September 30, 2017 increased to $31.1 million compared to $4.6 million for the same period in 2016 primarily due to increased revenue driven by the increase in our clients' U.S. land-based activity.

Operating margins were 20% in the third quarter of 2017, up from 18% in the second quarter of 2017 and 0.3% in the third quarter of 2016 as we benefited from the cost reduction program and realized improved absorption rates of our fixed costs across higher revenue. Operating margins improved to 18% for the nine months ended September 30, 2017 compared to 4% for the same period in 2016.

Liquidity and Capital Resources

General

We have historically financed our activities through cash on hand, cash flows from operations, bank credit facilities, equity financing and the issuance of debt. Cash flows from operating activities provides the primary source of funds to finance operating needs, capital expenditures, our dividend and share repurchase program. As we are a Netherlands holding company, we conduct substantially all of our operations through subsidiaries. Our cash availability is largely dependent upon the ability of our subsidiaries to pay cash dividends or otherwise distribute or advance funds to us. There are no restrictions preventing any of our subsidiaries from repatriating earnings, and there are no restrictions or income taxes associated with distributing cash to the parent company through loans or advances. As of September 30, 2017, $11.7 million of our $13.8 million of cash was held by our foreign subsidiaries.

Cash Flows

The following table summarizes cash flows (in thousands):

	Nine Months Ended September 30,						2017 / 2016
	2017			2016			% Change
Cash flows provided by/(used in):
Operating activities	$	78,355		$	108,684		(28	)%
Investing activities	(15,254		)	(10,497		)	45	%
Financing activities	(64,085		)	(103,462		)	(38	)%
Net change in cash and cash equivalents	$	(984	)	$	(5,275	)	(81	)%

Cash flows provided by operating activities for the first nine months of 2017 compared to the same period in 2016 decreased primarily due to changes in working capital.

The increase in cash flows used in investing activities during the first nine months of 2017 compared to the same period in 2016 was primarily attributable to increased capital expenditures in 2017.

Cash flows used in financing activities decreased for the first nine months of 2017 compared to the same period in 2016. During the first nine months of 2017, we increased our debt by $17.0 million, as compared to decreasing it by $227.2 million during the first nine months of 2016. In the first nine months of 2016, we issued 1,696,250 shares of our common stock with net proceeds of $197.2 million after deducting underwriting discounts and offering expenses. In the first nine months of 2017, we repurchased 77,832 shares of our common stock for an aggregate purchase price of $8.2 million compared to the repurchase of 34,959 shares for an aggregate purchase price of $3.9 million during the same period in 2016.

We utilize the non-GAAP financial measure of free cash flow to evaluate our cash flows and results of operations. Free cash flow is defined as net cash provided by operating activities (which is the most directly comparable GAAP measure) less cash paid for capital expenditures. Management believes that free cash flow provides useful information to investors regarding the cash available in the period that was in excess of our needs to fund our capital expenditures and operating activities. Free cash flow is not a measure of operating performance under GAAP, and should not be considered in isolation nor construed as an alternative to operating profit, net income (loss) or cash flows from operating, investing or financing activities, each as determined in accordance with GAAP. Free cash flow does not represent residual cash available for distribution because we may have other non-discretionary expenditures that are not deducted from the measure. Moreover, since free cash flow is not a

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measure determined in accordance with GAAP and thus is susceptible to varying interpretations and calculations, free cash flow as presented, may not be comparable to similarly titled measures presented by other companies. The following table reconciles this non-GAAP financial measure to the most directly comparable measure calculated and presented in accordance with GAAP (in thousands):

	Nine Months Ended September 30,				2017 / 2016
	2017		2016		% Change
Free cash flow calculation:
Net cash provided by operating activities	$	78,355	$	108,684	(28	)%
Less: cash paid for capital expenditures	14,264		7,740		84	%
Free cash flow	$	64,091	$	100,944	(37	)%

The decrease in free cash flow for the first nine months of 2017 compared to the same period in 2016 was primarily due to increased investment in working capital and higher capital expenditures in support of the increase in our operations during 2017.

Notes, Credit Facilities and Available Future Liquidity

We have two series of senior notes outstanding with an aggregate principal amount of $150 million ("Senior Notes") issued in a private placement transaction. Series A consists of $75 million in aggregate principal amount of notes that bear interest at a fixed rate of 4.01% and are due in full on September 30, 2021. Series B consists of $75 million in aggregate principal amount of notes that bear interest at a fixed rate of 4.11% and are due in full on September 30, 2023. Interest on each series of the Senior Notes is payable semi-annually on March 30 and September 30.

We maintain a revolving credit facility ("Credit Facility") that allows for an aggregate borrowing capacity of $400 million. The Credit Facility also provides an option to increase the commitment under the Credit Facility by an additional $50 million to bring the total borrowings available to $450 million if certain prescribed conditions are met by the Company. The Credit Facility bears interest at variable rates from LIBOR plus 1.25% to a maximum of LIBOR plus 2.00%. Any outstanding balance under the Credit Facility is due August 29, 2019, when the Credit Facility matures. Our available capacity at any point in time is reduced by borrowings outstanding at the time and outstanding letters of credit which totaled $17.5 million at September 30, 2017, resulting in an available borrowing capacity under the Credit Facility of $297.5 million. In addition to those items under the Credit Facility, we had $14.6 million of outstanding letters of credit and performance guarantees and bonds from other sources as of September 30, 2017.

The terms of the Credit Facility and Senior Notes require us to meet certain covenants, including, but not limited to, an interest coverage ratio (consolidated EBITDA divided by interest expense) and a leverage ratio (consolidated net indebtedness divided by consolidated EBITDA), where consolidated EBITDA (as defined in each agreement) and interest expense are calculated using the most recent four fiscal quarters. The Credit Facility has the more restrictive covenants with a minimum interest coverage ratio of 3.0 to 1.0 and a maximum leverage ratio of 2.5 to 1.0. We believe that we are in compliance with all such covenants contained in our credit agreements. Certain of our material, wholly-owned subsidiaries are guarantors or co-borrowers under the Credit Facility and Senior Notes.

In 2014, we entered into two interest rate swap agreements for a total notional amount of $50 million. See Note 11 - Derivative Instruments and Hedging Activities.

Our ability to maintain and grow our operating income and cash flow depends, to a large extent, on continued investing activities. We believe our future cash flows from operations, supplemented by our borrowing capacity and issuances of additional equity, should be sufficient to fund our debt requirements, capital expenditures, working capital, dividend payments and future acquisitions.

Other Matters

In a letter dated October 4, 2017, the Company was informed by the U.S. Department of Justice, that in regard to the investigation by the Department of Justice, Criminal Division, Fraud Section (the “Department”) into the Company concerning possible violations of the Foreign Corrupt Practices Act related to the Company’s interactions with Unaoil (which we first disclosed in our Q2 2016 quarterly report on Form 10-Q), the Department has closed its inquiry without taking any action against the Company.  Specifically, the Department stated that “based upon the information known to the Department at this

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time, it has closed its inquiry into the Company in connection with this matter. The Department appreciates the Company’s cooperation during the investigation”.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes in market risk from the information provided in Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" in our 2016 Annual Report.

Item 4. Controls and Procedures

A complete discussion of our controls and procedures is included in our 2016 Annual Report.

Disclosure Controls and Procedures

Our management, under the supervision of and with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as of the end of the period covered by this report. Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in our reports filed or submitted under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of September 30, 2017 at the reasonable assurance level.

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. Further, the design of disclosure controls and internal control over financial reporting must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Changes in Internal Control Over Financial Reporting

There have been no changes in our system of internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, during the fiscal quarter ended September 30, 2017, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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CORE LABORATORIES N.V.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

See Note 6 to our Consolidated Interim Financial Statements in Part I, Item 1 of this Quarterly Report.

Item 1A.  Risk Factors

Our business faces many risks. Any of the risks discussed in this Quarterly Report or our other SEC filings could have a material impact on our business, financial position or results of operations. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial may also impair our business operations. For a detailed discussion of the risk factors that should be understood by any investor contemplating investment in our securities, please refer to "Item 1A - Risk Factors" in our 2016 Annual Report.

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

Unregistered Sales of Equity Securities

None.

Issuer Repurchases of Equity Securities

The following table provides information about purchases of equity securities that are registered by us pursuant to Section 12 of the Exchange Act:

Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of a Publicly Announced Program	Maximum Number of Shares That May Yet be Purchased Under the Program (2)(3)
July 1 - 31, 2017 (1)	4,433	$	101.27	—	3,821,557
August 1 - 31, 2017 (1)	373	100.62		—	3,822,409
September 1 - 30, 2017 (1)	3,598	89.46		—	3,830,657
Total	8,404	$	96.19	—

(1) All shares repurchased during the quarter were surrendered to us by participants in a stock-based compensation plan to settle any personal tax liabilities which may result from the award.

(2) In connection with our initial public offering in September 1995, our shareholders authorized our Management Board to repurchase up to 10% of our issued share capital for a period of 18 months. This authorization was renewed at subsequent annual or special shareholder meetings. The repurchase of shares in the open market is at the discretion of management pursuant to this shareholder authorization.

(3) We distributed 27,453 treasury shares upon vesting of stock-based awards during the three months ended September 30, 2017.

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Item 6.  Exhibits

Exhibit No.		Exhibit Title	Incorporated by reference from the following documents
3.1	-	Articles of Association of Core Laboratories N.V., as amended in 2012 (including English translation)	Exhibit 3.1 filed on February 19, 2013 with 2012 10-K (File No. 001-14273)
31.1	-	Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
31.2	-	Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	Filed herewith
32.1	-	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Furnished herewith
32.2	-	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	Furnished herewith
101.INS	-	XBRL Instance Document	Filed herewith
101.SCH	-	XBRL Schema Document	Filed herewith
101.CAL	-	XBRL Calculation Linkbase Document	Filed herewith
101.LAB	-	XBRL Label Linkbase Document	Filed herewith
101.PRE	-	XBRL Presentation Linkbase Document	Filed herewith
101.DEF	-	XBRL Definition Linkbase Document	Filed herewith

26

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, Core Laboratories N.V., has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		CORE LABORATORIES N.V.
Date:	October 24, 2017	By:	/s/ Richard L. Bergmark
			Richard L. Bergmark
			Chief Financial Officer
			(Duly Authorized Officer and
			Principal Financial Officer)

27

EX-3.1

CONTINUOUS TEXT of the articles of association of Core Laboratories N.V., with corporate seat in Amsterdam, after partial amendment to the articles of association dated 16 May 2012 before M.D.P. Anker, civil law notary in Amsterdam.

Trade register number: 33261158

This is a translation into English of the original Dutch text. An attempt has been made to be as literal as possible without jeopardizing the overall continuity. Inevitably, differences may occur in translation, and if so the Dutch text will by law govern.

_____________________________________________________________________

ARTICLES OF ASSOCIATION

DEFINITIONS

Article 1.

The terms used in the Articles of Association of this company are defined below:

a. the company: the legal entity to which these Articles of Association appertain;

b. the board of management: the management board of the company;

c. the board of supervisory directors: the board of supervisory directors of the company;

d. rights attached to depositary receipts for shares: the rights which the (Dutch) Civil Code grants to holders of depositary receipts for shares which have been issued with the cooperation of a company;

e. persons entitled to attend meetings: the company's shareholders, usufructuaries and pledgees holding the rights attached to depositary receipts for shares of the company;

f. the general meeting: either the body that comprises the voting shareholders of the company and other persons within the company entitled to vote or the meeting of persons entitled to attend meetings of the shareholders of the company;

g. the meeting of holders of shares of a special class: either the body that comprises the persons holding the voting rights over shares of a special class or the meeting of persons holding the voting rights over shares of a special class;

h. distributable reserves: that part of the company's equity which exceeds the sum of the paid and called-up capital and the reserves which have to be maintained by virtue of the law and/or these Articles of Association;

i. annual accounts: the balance sheet, the profit and loss account and explanatory notes to these documents;

j. subsidiary: a legal entity

(a) in the general meeting of which the company or one or more of its subsidiaries can, whether or not by virtue of an agreement with other persons entitled to vote, exercise on its own or together with others more than half of the voting rights or

(b) of which the company or one or more of its subsidiaries is or are a shareholder and in which it or they can, whether or not by virtue of an agreement with other persons entitled to vote, appoint or dismiss on its own or together with others more than half of the managing or supervisory directors, even if all those entitled to vote do so, as well as other legal entities which the law equates with subsidiaries, all the aforegoing within the meaning of article 2:24a of the (Dutch) Civil Code;

k. group company: a legal entity with which the company is structurally associated into an economic unity.

NAME, CORPORATE SEAT, DURATION

Article 2.

1. The name of the company is: Core Laboratories N.V..

2. It has its corporate seat at Amsterdam.

3. The company shall continue to exist for an indefinite period of time.

OBJECTS

Article 3.

The objects of the company are:

1. the acquisition, possession, administration, sale, exchange, transfer and investment in and disposal of shares, bonds, funds, order documents, evidences of indebtedness and other securities, the borrowing of money and the issuance of documents evidencing indebtedness therefor, as well as the lending of money;

2. the granting of suretyships for the fulfilment of obligations of the company or of third parties;

1

3. The acquisition of:

a. income arising from the disposal or licensing of copyrights, patents, designs, secret processes or formulae, trademarks and similar interests;

b. royalties, including rentals, in respect of or relating to the use of industrial, commercial or scientific equipment as well as in respect of the exploitation of a mine or quarry or any other natural resource and other real properties;

c. consideration for the rendering of technical assistance and scientific analyses and related services;

4. the acquisition, possession, disposal, administration, development, lease, letting, mortgaging or in general the encumbrance of real property and any right to or interest in real property;

5. the trading in, including wholesale, distributive and future trade, the manufacturing, as well as the import and export of raw materials, minerals, metals, organic materials, semi-finished products and finished products of whatever nature and under whatever name;

6. the acting as a holding company;

7. the participation in and the management and joint management of other companies and enterprises; and

8. the performance of everything connected with the foregoing in the widest sense of the word.

SHARE CAPITAL, SHARES, DEPOSITARY RECEIPTS

Article 4.

1. The authorised share capital of the company amounts to four million one hundred twenty thousand euros (EUR 4,120,000.--), divided into two hundred million (200,000,000) ordinary shares and six million (6,000,000) preference shares, each with a nominal value of two eurocents (EUR 0.02).

2. The common shares and the preference shares shall be in registered form only. No share certificates shall be issued.

3. Where in these Articles of Association the terms shares and/or shareholders are used without any further specification, these terms shall refer to the common shares and the preference shares and holders of such shares respectively.

4. The company shall not co-operate with the issuance of depositary receipts in respect of its shares.

5. Each outstanding preference share may be converted by the holder thereof into a common share on such terms and conditions as shall be determined by the board of supervisory directors at the time the preference shares are issued. At conversion, the preference share concerned shall acquire all characteristics of a common share. Conversion shall not take place if and insofar as the number of outstanding common shares would exceed the number of common shares referred to in paragraph 1 of this article.

ISSUES OF SHARES

Article 5.

1. Shares that have not yet been issued shall, up to the amount of the authorized capital, with due observance of the provisions of the (Dutch) Civil Code, be capable of being issued by virtue of a resolution of the board of supervisory directors. The authority or the board of supervisory directors, as referred to in the preceding sentence, shall terminate five years after the date of execution of this deed, unless the general meeting has extended such authority.

2. In case the board of supervisory directors no longer has the authority referred to in paragraph 1 of this Article, any resolution to issue shares shall require the prior approval of the board of supervisory directors.

3. Any resolution to issue shares shall stipulate the terms and conditions of issuance.

PRE-EMPTIVE RIGHTS.

Article 6.

1. Except as provided below, in the event of the issue of new common shares, each holder of common shares shall have a pre-emptive right to subscribe to such shares pro rata to his existing holding of such shares. No pre-emptive rights are attached to shares issued to employees of the company or employees of a group company. Shareholders shall furthermore have no pre-emptive right in respect of shares issued for a non-cash contribution.

The holders of preference shares shall have no pre-emptive rights to subscribe to shares, whereas holders of common shares shall have no pre-emptive rights to subscribe to preference shares.

2. Pre-emptive rights can, with due observance of the relevant provisions of the (Dutch) Civil Code, be restricted or excluded by virtue of a resolution of the board of supervisory directors. The provisions in article 5, paragraph 1, second sentence, and article 5, paragraph 2 shall mutatis mutandis apply.

2

3. The company shall announce the issue of shares to which pre-emptive rights are attached and the period in which that right is capable of being exercised in a written notification to all the shareholders sent to the addresses set forth in the register of shareholders within fourteen days of such a resolution being passed. Pre-emption rights with respect to an issue shall be capable of being exercised only during the four weeks after the day the announcement relating to such issue has been sent out.

4. The provisions in article 5 and in this article shall apply as well to the granting of rights to subscribe for shares (other than rights granted to employees of the company or employees of a group company) within the meaning of Article 2:96A of the (Dutch) Civil Code.

Shareholders, however, shall have no pre-emptive rights for shares which are being issued to a person who exercises a previously acquired right to subscribe for shares.

PAYMENT FOR SHARES

Article 7.

1. The full nominal amount of the shares must be paid in on issue. It may be stipulated though that a part of the nominal amount of the preference shares, not exceeding three quarters thereof, needs only be paid after the company has called it in. If a share is subscribed for at a higher price, the balance of these amounts must be paid in on issue.

2. Payment for a share must be made in cash insofar as no other manner of payment has been agreed on. Payment in foreign currency can be made only with the approval of the company, which approval shall be deemed given upon acceptance of foreign currency by the company.

3. Neither the company, nor any of its subsidiaries shall be allowed to grant security, provide a quotation guarantee, to guarantee in any other way or to bind itself jointly or severally with or for others with a view to the subscription or acquisition of shares or depositary receipts for shares in the company by others.

The company and its subsidiaries may only provide loans, with a view to the subscription for or acquisition by others of shares in the capital of the company or depositary receipts therefor, with due observance of the provisions of Article 2:98c (2-7) of the (Dutch) Civil Code.

ACQUISITION AND TRANSFER BY THE COMPANY OF SHARES IN ITS OWN SHARE CAPITAL

Article 8.

1. Upon any issue of shares the company cannot subscribe for its shares.

2. The company may acquire fully-paid shares in its own capital but only with due observance of the provisions in Article 2:98 of the (Dutch) Civil Code and furthermore with the authorization of the board of management for such acquisition by the general meeting. Such authorization shall be valid for not more than eighteen months. The general meeting must specify in the authorization the number of shares which may be acquired, the manner in which they may be acquired and the limits within which the price must be set.

3. No authorization, as referred to in paragraph 2, shall be required for any acquisition by the company of its own shares for the purpose of transferring the same to employees of the company or of a group company under a scheme applicable to such employees. The provision in article 2:98, paragraph 5 of the (Dutch) Civil Code shall be applicable to any such acquisition.

4. Alienation of shares held by the company in its own capital shall be effected only in pursuance of a resolution of the board of supervisory directors. Upon taking the resolution to alienate such shares, the terms and conditions of such alienation shall also be determined by the board of supervisory directors.

REDUCTION OF THE ISSUED SHARE CAPITAL

Article 9

1. The general meeting shall, upon a proposal thereto by the board of supervisory directors, have power to pass a resolution to reduce the issued share capital either by cancelling shares or by reducing the par value of the shares by means of an amendment to the company's Articles of Association but only with due observance of the provisions in article 2:99 of the (Dutch) Civil Code.

2. A resolution to cancel shares may only relate (i) to shares which the company holds in its own share capital or of which it holds the depositary receipts, (ii) to preference shares which may be cancelled on redemption or (iii) to the balloted preference shares that may be balloted for redemption by the board of management.

3. Partial repayment on shares or exemption from the obligation to pay up shall only be allowed in the event of implementing a resolution to reduce the amount of the shares. Such repayment or exemption shall be allowed pro rata on all shares. The pro rata requirement may be abandoned if all shareholders consent.

4. The notice convening a meeting at which a resolution, as mentioned in this article, is to be passed shall state

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the purpose of the reduction of share capital and the manner of implementation.

SHAREHOLDERS' REGISTER

Article 10.

1. The shares shall be consecutively numbered per class from 1 onwards.

2. The board of management or a transfer agent duly authorized by it for this purpose, shall keep a register at the office of the company containing the data referred to in article 2:85 of the (Dutch) Civil Code. The register may, at the discretion of the board of management, in whole or in part, be kept in more than one copy and at more than one place.

3. If a share, a usufruct or a right of pledge over a share forms part of undivided property to which Title 7 of Book 3 of the (Dutch) Civil Code is applicable, then the persons jointly entitled thereto - whose names, moreover, must be recorded in the register - shall only be capable of being represented vis à vis the company by one person to be appointed by them for that purpose in a written statement.

The personal details of the representative thus appointed shall be entered into the register, and all notifications and notices to the persons jointly entitled to that undivided property shall be capable of being sent to the address, recorded in the register, of the person thus appointed.

TRANSFER OF SHARES AND LIMITED RIGHTS TO SHARES

Article 11.

1. The transfer of shares or the transfer or termination of usufruct on shares, or else the establishment or renunciation of usufruct or a right of pledge on shares takes place with consideration of that defined in article 2:86, or else article 2:86c of the (Dutch) Civil Code.

2. Transfers of shares shall be registered on the records maintained by or on behalf of the company for such purpose upon compliance with such transfer procedures as may be approved by the company or such transfer agent or prescribed by applicable law.

THE RIGHT OF USUFRUCT AND THE RIGHT OF PLEDGE OVER SHARES

Article 12.

1. Each shareholder is entitled to create a right of usufruct or a right of pledge on or over the shares held by him in whole or in part. The shareholder shall have the voting rights for shares over which a right of usufruct or a right of pledge has been established.

2. In deviation from the provision in the last sentence of the previous paragraph, the usufructuary or pledgee shall have the voting rights if this was agreed upon when the limited right was established and the usufructuary or pledgee is a person to whom the shares can freely be transferred in compliance with the provisions in these Articles of Association.

3. If the usufructuary or pledgee is not such a person, he shall only be entitled to have the voting rights where these rights were granted upon creation of the limited right and this has been approved by the board of supervisory directors, which approval may be subject to conditions which shall be stated in the resolution of the board of supervisory directors whereby such granting is approved.

4. If any other person, who is not at the same time a person to whom these Articles of Association allow the shares to be freely transferred, acquires the rights of a pledgee who is entitled to vote, he shall only be entitled to the right to vote if the transfer of the voting right has been approved by the board of supervisory directors.

5. The approval referred to in paragraphs 3 and 4 hereof must be requested by registered letter addressed to the board of supervisory directors.

As promptly as practicable but at least within thirty days after a request for that approval has been received, a meeting of the board of supervisory directors shall be called, to which the request for that approval shall be submitted. If the board of supervisory directors fails to hold the said meeting, then the person who made the request shall himself have authority to call the meeting of the board of supervisory directors subject to due observance of what has been provided thereon in these Articles of Association.

6. Shareholders not entitled to vote and usufructuaries and pledgees entitled to vote shall have the rights attached to depositary receipts for shares.

MANAGEMENT

Article 13.

1. The company shall have a board of management, consisting of one or more members under the supervision of a board of supervisory directors.

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2. The number of managing directors in office shall be fixed by the board of supervisory directors.

3. Natural as well as legal persons can hold the office of managing director.

4. The general meeting shall appoint the managing directors for an unlimited period of time and shall at all times have power to suspend or dismiss any managing director. A resolution to appoint a managing director can only be passed upon recommendation by the board of supervisory directors. Each managing director can at all times also be suspended by the board of supervisory directors. A shareholders' resolution to suspend or dismiss a managing director must be passed by a two thirds majority of the valid votes cast representing more than half of the issued share capital. The provision in article 2:120, paragraph 3, (Dutch) Civil Code shall not be applicable.

5. The appointment of the managing directors may result from a binding nomination, which provides for at least two persons for each vacancy to be filled, made by the board of supervisory directors within three months of such board being invited by means of a registered letter to do so by the board of management. In case no binding nomination has been made within the abovementioned period, the general meeting shall be free in its choice. The general meeting shall also be free in its choice if it deprives any nomination of its binding character in a resolution passed by at least two thirds of the valid votes cast at a meeting where more than half of the issued share capital is present or represented. The provisions in article 2:120, paragraph 3, (Dutch) Civil Code shall not be applicable.

6. If, in the event of suspension of a managing director, after three months no resolution has been passed by the general meeting to dismiss him, the suspension shall terminate.

7. A managing director shall be given the opportunity to account for his actions in the general meeting where his suspension or discharge is discussed and have an adviser assist him therein.

8. The board of supervisory directors shall decide on the remuneration and the further terms and conditions of employment for each of the managing directors.

DUTIES AND POWERS

Article 14.

1. The board of management shall, subject to the limitations contained in these Articles of Association, be in charge of the management of the company.

2. If the board of management consists of more than one board member, the board of management shall appoint one of them chairman. In that case, it may also appoint a vice-chairman.

3. The board of management shall meet whenever its chairman or two other members of that board considers this necessary. Meetings can be held both in The Netherlands and abroad. Notice of its meetings shall be given by the chairman of the board of management - stating the matters to be dealt with - and in the event of his prevention or permanent, absence by one of the other managing directors; the period of notice of the meeting being at least three days. The managing directors shall be entitled to have themselves represented by any other member of the board of management by means of an authorization in writing.

4. The board of management shall have power to pass resolutions outside meetings as well, provided this be done (i) by unanimous vote and further in writing, by telegraph, by telefax or by telex messages or (ii) by telephone by a majority of the members of the board of management then in office and provided that all the managing directors have been consulted on the resolution to be passed and none of them objects against the applicable manner of passing a resolution.

5. The board of management shall pass all resolutions adopted at meetings with an absolute majority of the votes of all the managing directors in office, excluding any suspended managing directors. In the event of an equal division of votes, the chairman of the board of management shall have the deciding vote.

6. The ruling pronounced by the chairman of the board of management concerning the result of a vote, as well as the ruling concerning the contents of a resolution that has been passed, insofar as a vote was taken about a proposal other than in a written form, shall be decisive.

If, however, immediately after a ruling as referred to in the previous sentence is pronounced, its correctness is disputed, a new vote is taken provided that this is required by a majority of votes, or if, in the event of the first vote not being taken by call or not being a written one, one of those present and entitled to vote should wish so. This new vote nullifies the legal consequences of the original vote.

7. The board of management shall require the approval of the general meeting for resolutions concerning a major change in the identity or character of the company or its business, including, in any event:

a. the transfer of the business, or virtually the entire business, to any third party;

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b. the commencement or termination of a long-term co-operation of the company or a subsidiary thereof with another legal entity or partnership, or participation as a general partner with full liability in a limited partnership (commanditaire vennootschap) or general partnership (vennootschap onder firma), if such a co-operation or participation, or the termination thereof, is of far-reaching significance for the company;

c.the acquisition or disposal by the company or a subsidiary thereof of a

participating interest in a company's share capital the value of which amounts to at least one third of the value of the assets according to the balance sheet and explanatory notes included in the company's most recently adopted annual accounts, or, if a consolidated balance sheet has been drawn up by the company, according to the consolidated balance sheet and explanatory notes included in the most recently adopted consolidated annual accounts.

8. Furthermore, the board of management shall need the approval of the board of supervisory directors for such management decisions as the latter board shall have decided upon by means of a resolution passed especially for this purpose of which it has informed the board of management.

9. The absence of the approval required in accordance with paragraphs 7 and 8 of this article and paragraph 3 of article 15 shall not affect the powers of representation of the board of management or of the managing directors.

10. The board of management shall have the obligation to act in pursuance of the directions of the board of supervisory directors regarding the general outlines of the financial, social and economic policies and regarding personnel management within the company.

11. In the event of the prevention or permanent absence of one or more managing directors the remaining managing director(s) shall be in charge of the entire management of the company; in the event of the prevention or permanent absence of all the managing directors or of the sole managing director there must at all times be a person, who has been appointed for that purpose by the board of supervisory directors, to be in that event temporarily in charge of the management of the company.

12. The members of the board of management shall have the obligation to attend the general meetings, unless the general meeting should decide otherwise; in the general meetings their role will be an advisory one.

REPRESENTATION

Article 15.

1. The board of management shall represent the company. The company can also be represented by each managing director acting alone.

The board of management may authorise each employee to represent the company solely within limits to be laid down in such authorization. The board of management shall determine such employee's title.

2. If a managing director has an interest that conflicts with that of the company, the board of management as well as each managing director shall nevertheless be able to represent the company, provided this is done in compliance with the provisions of these Articles of Association.

THE BOARD OF SUPERVISORY DIRECTORS

Article 16.

1. The company shall have a board of supervisory directors consisting of one or more natural persons.

2. The number of supervisory directors in office shall be fixed by the board of supervisory directors.

3. If the board of supervisory directors consists of three, four or five members, then the board of supervisory directors itself may appoint one member of the board of supervisory directors. If the board of supervisory directors consists of six or more members, the board of supervisory directors itself may appoint two members. The board of supervisory directors shall only be entitled to effect any of the appointments as described in the preceding two sentences of this paragraph in case of death, resignation or dismissal of a member of the board of supervisory directors without the general meeting having appointed a successor. Each of the above appointments will lapse as soon as the general meeting has appointed a successing member of the board of supervisory directors in accordance with the following provisions of this paragraph. The board of supervisory directors shall at all times be empowered to suspend or dismiss each member of the board of supervisory directors appointed by it. The general meeting shall appoint all other supervisory directors with due observance of and in the way as provided in article 13, paragraph 5 and shall at all times be empowered to suspend or dismiss any such supervisory director with due observance of the provisions in article 13, paragraph 4. A resolution to appoint a supervisory director can only be passed upon

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recommendation by the board of supervisory directors.

4. The general meeting of shareholders shall determine the remuneration of the supervisory directors. Any reasonable expenses incurred by supervisory directors in this capacity shall be refunded to them. The notes to the annual accounts shall contain full and detailed information on the amount and structure of the remuneration of individual supervisory directors. No personal loans can be granted to the member of the management board unless it is in the normal conduct of the company and the supervisory board has given its approval.

5. It shall be the duty of the board of supervisory directors to exercise supervision over the board of management's conduct of affairs and over the general course of business in the company and the business enterprise connected with it. It shall offer advice to the board of management. In discharging their duties the board of supervisory directors shall have regard for the interests of the company and the business enterprise connected with it.

6. The board of management shall supply all such information regarding the af fairs of the company to any one of the supervisory directors who should require this. The board of supervisory directors shall have power to examine all books, documents and correspondence of the company and to take cognizance of all acts that have taken place; each supervisory director shall have access to all buildings and sites that are being used by the company.

7. The board of supervisory directors shall be entitled to ask the assistants of experts in the exercise of its duties for account of the company. In addition, the board of supervisory directors may appoint advisors to the company, without regard to any age limitation, and may grant to such advisors the title of honorary member of the board of supervisory directors or any other title it may resolve upon. The board of supervisory directors shall appoint a secretary, who needs not be a member of such board, and make arrangements for his substitution in case of his absences at meetings of such board. The secretary shall keep minutes of the proceedings at meetings of the board of supervisory directors. The minutes shall be adopted at the same or in a subsequent meeting and shall be signed by the chairman and the secretary as evidence thereof.

8. If the board of supervisory directors consists of more than one board member, the board of supervisory directors shall appoint one of them chairman. In that case, it may also appoint a vice-chairman. The board of supervisory directors shall furthermore be empowered to appoint one or more of them to be primarily in charge of the day-to-day supervision of the board of management.

Subject to any limitations that may be imposed by applicable law, the board of supervisory directors may delegate any of its powers to committees consisting of such member or members of its body as it thinks fit; any committee as formed shall in the exercise of the power so delegated conform to any regulations that may be imposed on it by the board of supervisory directors. The board of supervisory directors may draw up its own charter, which will regulate the formalities for meetings of the board of supervisory directors to be observed, in addition to the foregoing provisions.

9. The board of supervisory directors shall meet whenever its chairman or two other members of that board considers this necessary. Meetings can be held both in The Netherlands and abroad. Notice of its meetings shall be given by the chairman of the board of supervisory directors - stating the matters to be dealt with - and in the event of his prevention or permanent absence by one of the other supervisory directors; the period of notice of the meeting being at least eight days. The supervisory directors shall be entitled to have themselves represented by any other member of the board of supervisory directors by means of an authorization in writing.

If asked to do so, the board of management shall attend the meetings of the board of supervisory directors; in that event their role shall be an advisory one.

10 The board of supervisory directors shall have power to pass resolutions outside meetings as well, provided this be done (i) by unanimous vote and further in writing, by telegraph, by telefax or by telex messages or (ii) by telephone by a majority of the members of the board of supervisory directors then in office and provided that all the supervisory directors have been consulted on the resolution to be passed and none of them objects against the applicable manner of passing a resolution.

11. The board of supervisory directors shall pass its resolutions adopted at meetings with an absolute majority of the votes of all the supervisory directors in office, excluding any suspended supervisory directors.

In the event of an equal division of votes, the chairman of the board of supervisory directors shall have the

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deciding vote.

12. The ruling pronounced by the chairman of the board of supervisory directors regarding the outcome of a vote as well as the ruling concerning the contents of a resolution passed by the board of supervisory directors, provided that a vote has been held about a proposal not recorded in writing, shall be decisive.

If, however, the correctness of a ruling as referred to in the preceding sentence is challenged immediately after the ruling has been pronounced, then a new vote shall be held, whenever a majority of those present and entitled to vote or, if the original vote was not taken by call or ballot papers, whenever any one of those present and entitled to vote should wish so. This new vote shall nullify the legal consequences of the original vote.

13. All resolutions of the board of supervisory directors, including those passed outside meetings, shall be entered into a register of minutes.

14. When the company wants to establish proof of any resolution of the board of supervisory directors, the signature of one member of that board on the document in which the resolution is contained, shall suffice.

15. A supervisory director may be appointed to the supervisory board for a three-year term. With due observance of the first sentence, each supervisory director shall be eligible for immediate re-appointment. The supervisory board shall draw up a retirement rota in order to avoid, as far as possible, a situation in which re-appointments occur simultaneously. The rota shall be made available and shall, in any event, be put on the company's website.

A member of the supervisory board shall be re-appointed only after careful consideration.

16. If for any reason whatsoever one or more supervisory directors are permanently absent, then the remaining supervisory directors shall, as long as at least one supervisory director is in office, constitute a body capable of acting until the vacancy(ies) has/have been filled.

17. If there is only one supervisory director, he shall have all the powers and obligations that these Articles of Association confer and impose on the board of supervisory directors and its chairman.

18. Supervisory directors will have an advisory vote in the general meetings of shareholders.

INDEMNIFICATION

Article 17.

1. Each person who was or is made a party or is threatened to be made a party to or is involved in any action, suit or proceeding, whether civil, criminal, administrative or investigative (hereinafter a “proceeding”), by reason of the fact that he or she, is or was or has agreed to become a supervisory or managing director of the company or is or was serving or has agreed to serve at the request of the company as a supervisory or managing director of another company or of a partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, whether the basis of such proceeding is alleged action in an official capacity as a supervisory or managing director of the company or in any other capacity while serving or having agreed to serve as a supervisory or managing director, shall be indemnified by the company against all expense, liability and loss (including without limitation, attorneys' fees, judgments, fines, excise taxes or penalties and amounts paid or to be paid in settlement) reasonably and actually incurred or suffered by such person in connection therewith.

2. Such indemnification shall continue as to a person who has ceased to serve in the capacity which initially entitled such person to indemnity hereunder and shall inure to the benefit of his or her heirs, executors of his or her last will and testament, and the administrators of his estate.

3. If the damage was caused by seriously culpable conduct (which the parties intend to be functionally the same as “gross negligence or wilful misconduct” standards used in New York state law which, while not superseding the Dutch law governing the relationship between Dutch companies and the directors thereof, reflects the parties' intent as to the principles which, in the absence of clear Dutch law to the contrary, should be used for purposes of this indemnity) on the part of the relevant supervisory director or managing director, no right to indemnification shall exist.

4. The right to indemnification shall include the right to be paid by the company the expenses incurred in defending any such proceeding in advance of its final disposition. The payment of such expenses incurred by a current, former or proposed supervisory or managing director in his or her capacity as a supervisory or managing director or proposed supervisory or managing director in advance of the final disposition of a proceeding, shall be made only upon delivery to the company of a written undertaking, by or on behalf of such person seeking indemnification, to repay all amounts so advanced if it shall ultimately be determined

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that such person seeking indemnification is not entitled to be indemnified under this Article 17 or otherwise.

5. The managing or supervisory director shall not accept any liability towards third parties and not enter into a settlement agreement without the prior written consent of the company. The company and the managing or supervisory director shall use all reasonable efforts, but at the company's sole expense, to cooperate in order to agree on the defense against any action against the managing or supervisory director unless such defense is not, in the opinion of counsel to the person seeking indemnification, likely to be successful.

6. If a written claim received by the company from or on behalf of an indemnified party under this Article 17 is not paid in full by the company within ninety days after such receipt, the claimant may at any time thereafter bring suit against the company to recover the unpaid amount of the claim and, if successful in whole or in part, the claimant shall be entitled to be paid also the expense of prosecuting such claim.

7. The right to indemnification and the advancement and payment of expenses conferred in this Article 17 shall not be exclusive of any other right which any person may have or hereafter acquire under any law (common or statutory), provision of the Articles of Association of the company, bylaw, agreement, vote of stockholders or disinterested supervisory or managing directors or otherwise.

8. The company may maintain insurance, at its expense, to protect itself and any person who is or was serving as a supervisory or managing director of the company or is or was serving at the request of the company as a supervisory or managing director of another company, partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans against any expense, liability or loss, whether or not the company would have the power to indemnify such person against such expense, liability or loss under Dutch law.

9. If this Article 17 or any portion hereof shall be invalidated on any ground by any court of competent jurisdiction, then the company shall nevertheless indemnify each supervisory or managing director of the company and any person who is or was serving at the request of the company as a supervisory or managing director of another company, partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, as to costs, charges and expenses (including without limitation, attorneys' fees, judgments, penalties or fines, and amounts paid or to be paid in settlement) with respect to any action, suit or proceeding, whether civil, criminal, administrative or investigative to the full extent permitted by any applicable portion of this Article 17 that shall not have been invalidated and to the fullest extent permitted by applicable law.

10. For purposes of this Article 17, reference to the “company” shall include, in addition to the company, any constituent company (including any constituent of a constituent) absorbed in a consolidation or merger prior to (or, in the case of an entity specifically designated in a resolution of the board of supervisory directors, after) the adoption hereof and which, if its separate existence had continued, would have had the power and authority to indemnify its supervisory or managing directors of such constituent company and so that any person who is or was a supervisory or managing director of such constituent company, or is or was serving at the request of such constituent company as a supervisory or managing director of another company, partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, shall stand in the same position under the provisions of this Article 17 with respect to the resulting or surviving company as he or she would have with respect to such constituent company if its separate existence had continued.

11. An amendment to this article shall not impair the rights of a person who was a supervisory director or managing director after the introduction of this article but before the amendment. The obligations of the company towards such persons shall remain in effect as if the article had not been amended.

GENERAL MEETINGS

Article 18.

1. Not less than one general meeting shall be held each year within six months of the close of the financial year; the purpose of the meeting shall, among other things, be:

a.to discuss the annual accounts and, if required by law, the annual report and the other information referred to in Article 2:392 (Dutch) Civil Code, unless an extension of time has been granted for the preparation of the annual accounts;

b. to discuss whether or not to adopt the annual accounts, unless an extension of time has been granted for the preparation thereof;

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c. to determine the profit appropriation;

d.to decide whether or not to discharge the board of management;

e.to do all other things required by law.

2. Within three months after the board of management first had good reason to believe that the shareholders' equity of the company has decreased to an amount equal to or less than one half of the paid-up and called parts of the share capital, a general meeting shall be acting held for the purpose of discussing any measures that may have to be taken.

Furthermore, general meetings shall be held as often as the majority of the managing directors then in office or the majority of the members of the board of super-visory directors then in office considers it necessary, without prejudice to the provisions in the next para-graph hereof.

3. General meetings can furthermore be convened by the shareholders with due observance of the provisions in article 2:110 of the (Dutch) Civil Code.

4. General meetings shall be held in the place where the company has its corporate seat as contained in these Articles of Association, as well as in Delft, Rotterdam, The Hague, Utrecht or Haarlemmermeer. At a general meeting, held at a different place, valid resolutions shall also be capable of being passed if the entire issued share capital is represented.

5. The notices of general meetings and all announcements relating to shareholders and persons with meeting rights, without prejudice to the provisions of paragraph 3 of this article, must be given by or on behalf of the board of management or the board of super-visory directors. The notices and announcements will be made with due observance of the statutory provisions (including a written notice, a through electronic means of communication transmitted readable and reproducible message or an announcement made public through electronic

means), and in the manner prescribed by any stock exchange at which the shares in the capital of the company have been officially listed pursuant to a request thereto from the company. The notice convening a meeting shall be given within the time limits set thereto by law.

6. The notice convening a general meeting includes the time and place of the meeting and shall state the subjects to be considered and the other information required by law and these articles.

The notice convening the general meeting shall include the registration date and the place and the manner how the registration shall take place.

7. If a proposal to amend the company's Articles of Association is to be dealt with, a copy of that proposal, in which the proposed amendments are stated verbatim, shall be made available for inspection to the persons who are entitled to attend meetings inter alia at the office of the company where it maintains its corporate seat, as from the day of the notice of the meeting until after the close of that meeting, and each of them shall be entitled, upon his request, to obtain a copy thereof, without charge unless such a copy is attached to the notice of the meeting.

8. If the provisions laid down by law or by these Articles of Association in relation to giving notice of meetings, drawing up the agendas for such meetings and making available for inspection those matters which are to be dealt with have not been complied with, then valid resolutions shall nevertheless be capable of being passed, provided that the entire issued share capital be represented at the meeting in question and provided that the resolution be passed unanimously.

9. Persons within meeting rights are those persons who (i) are shareholder or otherwise entitled to meeting rights as per the registration date, provided that (ii) the holder of the registration register has, upon request of the relevant person with meeting rights, notified the company in writing prior to the general

meeting, that the relevant person with meeting rights intends to attend the meeting, regardless of who shall have meeting rights at the time of the general meeting.

The notification shall state the name of the person with meeting rights and the number of shares, for which that person shall be able to attend the meeting. The provision above under (ii) about the notice to the company also applies to the written proxy holder of a person with meeting rights, who has a written proxy.

Article 19.

1. The chairman of the board of supervisory directors shall chair the meeting. If such chairman is not present at any such meeting, the general meeting shall itself decide who is to chair the meeting. The chairman of the meeting may adopt rules and regulations relating to the conduct of such meeting.

2. The chairman shall appoint one of those present to act as secretary whose duty it shall be to draw up the

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minutes of the meeting and the chairman shall, together with the secretary, confirm and adopt the minutes, in proof of which they shall sign these. The minutes shall be entered into a register of minutes. If an official notarial record is made of the matters dealt with at a meeting then minutes need not be drawn up.

3. Each of the persons entitled to attend meetings shall have the right to be represented at a meeting by a proxy duly authorized in writing.

4. The board of management may decide that each person entitled to attend meetings is entitled, in person or by written proxy, through an electronic means of communication, to participate in the general meeting, to take the floor and, to the extent applicable, to exercise voting rights. In order to participate in the general meeting pursuant to the preceding sentence it is necessary that the person entitled to attend meetings can, via the selected electronic means of communication, be identified, directly take cognisance of the matters handled in the meeting and, to the extent applicable, exercise the voting rights.

5. The board of management may attach conditions to the use of the electronic means of communication. These conditions shall be made known in the notice of the meeting.

6. The board of management may decide that votes cast electronically prior to the

general meeting shall be equivalent to votes cast during the meeting. These votes shall be cast no earlier than on the registration date as referred to in this paragraph.

For the purpose of applying this paragraph, persons with voting rights shall be those that have such rights on a date to be set in the notice of a general meeting and are registered as such in a register designated by the board of management, irrespective of who have voting rights on the shares at the time of the general meeting. The registration date may not be set earlier than the day set thereto by law.

Article 20.

1. Each common share and each preference share entitles the holder thereof to cast one (1) vote.

2. At general meetings the company shall not be capable of casting votes for shares in its own share capital which are held by itself or by one of its subsidiaries; nor shall it be capable of doing so for shares in its own share capital of which the company or one of its subsidiaries holds the depositary receipts for shares. Usufructuaries and pledgees of shares held by the company and its subsidiaries are not excluded from the right to vote, provided the right of usufruct or the right of pledge was established over shares before they were held by the company or one of its subsidiaries. The company or one of its subsidia-ries shall not be capable of casting votes for shares over which it has a right of usufruct or a right of pledge.

3. When determining whether a particular proportion of the share capital is represented, or alternatively, whether a majority represents a particular proportion of the share capital, the amount of shares to which no voting rights are attached shall be subtracted from the share capital.

4. Votes on matters of business shall be held verbally, those concerning persons by means of unsigned closed ballot papers, unless in either case the chairman of the meeting should, without objection from any of those present and entitled to vote, decide on or allow any other manner of voting. If the vote concerns an election of persons, a person entitled to attend meetings present at the relative meeting can also demand a vote by a secret ballot.

5. All resolutions of the general meeting shall be passed with a two-thirds majority of the valid votes cast representing more than half of the issued share capital, except - without prejudice to the provisions in article 13, paragraphs 4 and 5 and article 16, paragraph 3:

(i)for the resolutions to be passed upon recommendation by the board of supervisory directors, which resolutions (except as required in (ii) below) may be passed with an absolute majority of the votes cast, without regard to the number of shares represented at the meeting;

ii)for the resolutions to amend the Articles of Association, which resolutions can only be passed with a two-thirds majority of the valid votes cast representing more than half of the issued share capital and further only on the proposal of the board of management, which proposal must be approved by the board of supervisory directors.

6. Blank votes and abstentions shall not be counted as votes cast.

7. If there is an equal division of votes on a proposal about business matters, no decision shall be taken.

8. In the event a vote is taken to elect one of two candidates and there is an equal division of votes, it shall be decided by drawing lots which of these has been elected, under the restriction, however, that if persons from a binding nomination list are to be elected, then the higher ranking nominee is elected.

9. The ruling concerning voting results pronounced by the chairman during the meeting shall be decisive. The

11

same shall also apply to the contents of a resolution passed by the meeting, provided that a vote has been held about a proposal not recorded in writing.

10. If the correctness of a ruling as referred to in the preceding paragraph is challenged, however, immediately after the ruling has been pronounced, then a new vote shall be held whenever a majority of the general meeting should wish so, or, if the original vote was not taken by call or by ballot papers, whenever any one of the person: entitled to vote should wish so.

This new vote shall nullify the legal consequences of the original vote.

11. The board of management shall keep a record of the resolutions that have been passed. This record shall be open to inspection by the persons entitled to attend meetings at the registered office of the company. Upon request, each of them shall receive a copy of or an ex-tract from this record against payment of cost at most.

Article 21.

1. Except if the company has usufructuaries and pledgees entitled to vote, resolutions of shareholders shall alternatively be capable of being passed in writing - which shall include telegraphic, telefax and telex messages - instead of at a general meeting, provided that these are passed with a unanimous vote of all persons who are entitled to vote.

2. The board of management shall enter the resolutions that have been passed in the manner specified in the preceding paragraph of this article, in the register of minutes of the general meetings and shall mention this at the next general meeting.

MEETINGS OF HOLDERS OF SHARES OF A SPECIAL CLASS

Article 22.

1. Meetings of holders of shares of a special class shall be held in all instances, which by virtue of these Articles of Association require a resolution of the meeting of holders of shares of a special class and, furthermore, whenever the board of management and/or the board of supervisory directors considers it necessary or whenever one or more persons holding the voting rights over shares of a special class submit(s) a written request to this effect to the board of management and/or the board of supervisory directors, stating exactly what issues are to be dealt with.

2. Article 18 paragraphs 4 to 8 inclusive, Article 19 paragraphs 2 and 3 and Article 20 paragraphs 1 to 11 inclusive shall mutatis mutandis be applicable to meetings of holders of shares of a special class.

3. If, after a request as mentioned at the end of paragraph 1, the board of management and/or the board of supervisory directors fails to convene a meeting of holders of shares of a special class, in the sense that it be held within four weeks of receipt of that request, the requestors shall themselves be empowered to convene a meeting.

4. A meeting of holders of shares of a special class shall itself decide who is to chair its meetings.

5. The chairman of a meeting of holders of shares of a special class shall decide upon allowing other persons to attend the meeting, apart from those holding the voting rights over the relative shares.

6. Resolutions of a meeting of holders of shares of a special class shall alternatively be capable of being passed in writing - which shall include telegraphic, telefax and telex messages - provided these are passed unanimously by all the persons entitled to vote.

EXAMINATION BY EXPERT

Article 23.

1. The general meeting shall have authority - and if this is required by provision of law it shall have the obligation - to instruct an expert as referred to in Article 2:393 of the (Dutch) Civil Code, whose duty it shall be to examine the annual accounts drawn up by the board of management, to lay a report of their findings before the board of management and to make a statement with regard thereto.

2. If the general meeting fails to instruct the expert as referred to in paragraph 1 of this article, this instruction shall be made by the board of management.

3. The instruction shall be capable of being cancelled at all times by the general meeting and by the person who instructed the expert.

FINANCIAL YEAR, ANNUAL ACCOUNTS

Article 24.

1. The financial year of the company shall coincide with the calendar year.

2. The board of management shall close the books of the company as at the last day of every financial year and shall within four months thereafter draw up the annual accounts and the annual report. These

12

documents will be submitted to the board of supervisory directors. The annual accounts shall be signed by all the managing directors and supervisory directors; if any signature is missing, the reason therefore shall be stated in the annual accounts.

The company shall make the annual accounts, the annual report, the auditor's report as well as the other financial accounting documents that the company must make available pursuant to statutory regulations, available within the periods prescribed by the law and in the manner prescribed by the law.

3. The company shall ensure that the annual accounts that have been drawn up, the annual report and the particulars that have to be added by virtue of paragraph 1 of Article 2:392 of the (Dutch) Civil Code are available at its office as from the day of the notice of the general meeting at which they are to be dealt with.

The persons entitled to attend meetings shall have the right to review these documents at the company's office and to obtain copies thereof free of charge.

4. What has been provided in paragraphs 2 and 3 of this article in relation to the annual report and the particulars to be added by virtue of paragraph 1 of Article 2:392 of the (Dutch) Civil Code shall not be applicable if Article 2:396, paragraph 6, first sentence or Article 2:403 of the (Dutch) Civil Code is applicable to the company.

5. The general meeting shall adopt the annual accounts. Adoption of the annual accounts shall not serve to discharge a managing director or a supervisory director.

6. The company shall proceed to publish the documents and data mentioned in this article, if and to the extent and in the manner that this is stipulated in Articles 2:394 and following of the (Dutch) Civil Code.

DISTRIBUTIONS

Article 25.

1. From the profits appearing from the annual accounts as adopted, such an amount shall be reserved by the company as shall be determined by the board of supervisory directors.

The profits remaining thereafter shall be treated in accordance with the provisions of the following paragraphs of this article.

2. From the profits remaining, after application of the provisions in paragraph 1 above, and available for distribution, first a non-cumulative cash dividend calculated on the basis of the aggregate of the par value of the preference shares and any share premium paid thereon, shall be made on the preference shares, less any interim distributions made in accordance with paragraph 5 hereunder. The percentage of such dividend shall be determined by the board of supervisory directors at the time of the first issuance of the relative preference shares. This rate of dividend can be adjusted by unanimous resolution of all persons entitled to vote. Any distribution on the preference shares shall not take place if all holders of the preference shares, unanimously so decide.

3. The profits remaining after the distribution referred to in paragraph 2 above are at the disposal of the general meeting for distribution on the common shares equally and proportionally and/or for reservation.

4. The company can make distributions to its share-holders and other persons entitled to its profits that are capable of being distributed, but only to the ex-tent that its shareholders' equity exceeds the paid-up and called parts of its share capital increased by the reserves that it must maintain by law or under the present Articles of Association.

5. With due observance of the provisions in paragraph 4 of article 2:105 of the (Dutch) Civil Code and in paragraph 4 of this article, the supervisory board may resolve that an interim dividend shall be paid. The supervisory board may resolve to pay interim dividend completely or partly other than in cash.

6. The general meeting may resolve that (interim) dividends shall wholly or partly be paid otherwise than in cash.

7. Unless the general meeting decides on a specific date dividends shall be made payable promptly after they have been declared

8. Dividends that have not been collected within five years after they have become payable, shall be forfeited to the company.

LIQUIDATION AND WINDING UP

Article 26.

1. In the event of the company being liquidated it shall be wound up by the board of management unless the general meeting decides otherwise.

2. The general meeting shall decide on the remuneration of the liquidators and of those who have been charged

13

with the supervision of the winding up.

3. During the winding up, these Articles of Association shall, in as far as possible, remain of full force and effect.

4. Out of the balance of the company's equity, after the expenses of liquidation and the company's debts have been paid, to the holders of preference shares shall be distributed first the amounts paid up on such preference shares. The balance remaining after application of the immediately preceding sentence shall be distributed to the holders of common shares pro rata to the amount of common shares each of such shareholders holds. No distribution upon liquidation shall be made to the company itself for shares which the company holds in its own share capital.

5. After completion of the winding up the books and documents of the liquidated company shall for ten years remain in the custody of a person who shall be capable of being appointed for that purpose by the general meeting in their resolution to liquidate the company. If an appointment as aforesaid has not been made by the general meeting, then the appointment shall be made by the liquidators.

THE UNDERSIGNED

M.D.P. Anker, civil law notary in Amsterdam, hereby declares that the unofficial English translation of the articles of association of Core Laboratories N.V., with corporate seat in Amsterdam, immediately after execution of the abovementioned deed of amendment to the articles of association, read as per the text printed above.

Signed at Amsterdam, on 21 May 2012.

(Signed: M.D.P. Anker)

14

EX-31.1

Certification

Exhibit 31.1

I, David M. Demshur, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Core Laboratories N.V. (the "Registrant");

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and

5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.

Date:	October 24, 2017	By:	/s/ David M. Demshur
			David M. Demshur
			Chief Executive Officer

EX-31.2

Certification

Exhibit 31.2

I, Richard L. Bergmark, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Core Laboratories N.V. (the "Registrant");

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and

5. The Registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the audit committee of the Registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.

Date:	October 24, 2017	By:	/s/ Richard L. Bergmark
			Richard L. Bergmark
			Chief Financial Officer

EX-32.1

Exhibit 32.1

Certification of

Chief Executive Officer

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

I, David M. Demshur, Chief Executive Officer of Core Laboratories N.V. (the "Company"), hereby certify that the accompanying report on Form 10-Q for the quarter ended September 30, 2017, filed by the Company with the Securities and Exchange Commission on the date hereof fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, (the "Report").

I further certify that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	October 24, 2017	/s/ David M. Demshur
		Name: David M. Demshur
		Title: Chief Executive Officer

EX-32.2

Exhibit 32.2

Certification of

Chief Financial Officer

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

I, Richard L. Bergmark, Chief Financial Officer of Core Laboratories N.V. (the "Company"), hereby certify that the accompanying report on Form 10-Q for the quarter ended September 30, 2017, filed by the Company with the Securities and Exchange Commission on the date hereof fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934, as amended, (the "Report").

I further certify that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	October 24, 2017	/s/ Richard L. Bergmark
		Name: Richard L. Bergmark
		Title: Chief Financial Officer

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Oct. 23, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	CORE LABORATORIES N V
Entity Central Index Key	0001000229
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Amendment Flag	false
Entity Common Stock, Shares Outstanding		44,147,365

XML

Consolidated Balance Sheets Statement - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
CURRENT ASSETS:
Cash and cash equivalents	$ 13,780	$ 14,764
Accounts receivable, net of allowance for doubtful accounts of $3,050 and $3,139 at 2017 and 2016, respectively	129,656	114,329
Inventories	34,499	33,720
Prepaid expenses	10,019	10,711
Income taxes receivable	8,801	6,426
Other current assets	6,374	6,511
TOTAL CURRENT ASSETS	203,129	186,461
PROPERTY, PLANT AND EQUIPMENT, net	124,120	129,882
INTANGIBLES, net	9,533	9,936
GOODWILL	179,044	179,044
DEFERRED TAX ASSETS, net	15,574	20,605
OTHER ASSETS	51,344	47,124
TOTAL ASSETS	582,744	573,052
CURRENT LIABILITIES:
Accounts payable	34,904	33,720
Accrued payroll and related costs	25,576	19,411
Taxes other than payroll and income	7,275	5,816
Unearned revenue	14,297	15,690
Income taxes payable	1,223	15,718
Other current liabilities	9,863	13,668
TOTAL CURRENT LIABILITIES	93,138	104,023
LONG-TERM DEBT, net	233,864	216,488
DEFERRED COMPENSATION	51,286	46,251
DEFERRED TAX LIABILITIES, net	5,099	6,277
OTHER LONG-TERM LIABILITIES	46,060	44,716
COMMITMENTS AND CONTINGENCIES (Note 6)
Preference shares, EUR 0.02 par value; 6,000,000 shares authorized, none issued or outstanding	0	0
Common shares, EUR 0.02 par value; 200,000,000 shares authorized, 44,796,252 issued and 44,147,284 outstanding at 2017 and 44,796,252 issued and 44,151,261 outstanding at 2016	1,148	1,148
Additional paid-in capital	61,768	52,850
Retained earnings	176,446	187,957
Accumulated other comprehensive income (loss)	(9,510)	(9,828)
Treasury shares (at cost), 648,968 at 2017 and 644,991 at 2016	(80,481)	(80,773)
Total Core Laboratories N.V. shareholders' equity	149,371	151,354
Non-controlling interest	3,926	3,943
TOTAL EQUITY	153,297	155,297
TOTAL LIABILITIES AND EQUITY	$ 582,744	$ 573,052

XML

Consolidated Balance Sheets Balance Sheet Parenthetical $ in Thousands	Sep. 30, 2017 USD ($) shares	Sep. 30, 2017 € / shares	Dec. 31, 2016 USD ($) shares	Dec. 31, 2016 € / shares
Allowance for Doubtful Accounts Receivable, Current | $	$ 3,050		$ 3,139
Common Stock, Par or Stated Value Per Share | € / shares		€ 0.02		€ 0.02
Common Stock, Shares Authorized	200,000,000		200,000,000
Common Stock, Shares, Issued	44,796,252		44,796,252
Common Stock, Shares, Outstanding	44,147,284		44,151,261
Treasury Stock, Shares	648,968		644,991
Preferred Stock, Par or Stated Value Per Share | € / shares		€ 0.02		€ 0.02
Preferred Stock, Shares Authorized	6,000,000		6,000,000
Preferred Stock, Shares Issued	0		0
Preferred Stock, Shares Outstanding	0		0

XML

Consolidated Statements of Operations Statement - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
REVENUE:
Services	$ 117,550	$ 114,137	$ 355,725	$ 355,079
Product sales	48,697	29,346	132,232	90,120
Total revenue	166,247	143,483	487,957	445,199
OPERATING EXPENSES:
Cost of services, exclusive of depreciation expense shown below	83,807	80,419	247,839	249,062
Cost of product sales, exclusive of depreciation expense shown below	37,083	26,734	104,741	80,904
General and administrative expense, exclusive of depreciation expense shown below	11,887	8,406	35,743	30,595
Depreciation	5,841	6,548	18,136	19,706
Amortization	250	176	684	616
Other (income) expense, net	(97)	(288)	752	(339)
OPERATING INCOME	27,476	21,488	80,062	64,655
Interest expense	2,707	2,569	8,017	9,024
Income before income tax expense	24,769	18,919	72,045	55,631
Income tax expense	3,716	2,081	10,601	7,141
Net income	21,053	16,838	61,444	48,490
Net income (loss) attributable to non-controlling interest	(33)	108	10	54
Net income attributable to Core Laboratories N.V.	$ 21,086	$ 16,730	$ 61,434	$ 48,436
EARNINGS PER SHARE INFORMATION:
Basic earnings per share attributable to Core Laboratories N.V. (in dollars per share)	$ 0.48	$ 0.38	$ 1.39	$ 1.12
Diluted earnings per share attributable to Core Laboratories N.V. (in dollars per share)	0.48	0.38	1.39	1.11
Cash dividends per share (in dollars per share)	$ 0.55	$ 0.55	$ 1.65	$ 1.65
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic	44,141	44,110	44,155	43,265
Diluted	44,332	44,320	44,335	43,450

XML

Consolidated Statement of Other Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Net income	$ 21,053	$ 16,838	$ 61,444	$ 48,490
Change in Unrealized Gain (Loss) on Fair Value Hedging Instruments	(47)	199	(244)	(2,221)
Interest rate swap amounts reclassified to interest expense	112	207	419	631
Income taxes on derivatives	(23)	(150)	(61)	585
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax	42	256	114	(1,005)
Amortization to net income of prior service cost	20	20	58	58
Amortization to net income of actuarial loss	110	148	330	444
Income taxes on pension and other postretirement benefit plans	(22)	(32)	(68)	(96)
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	68	96	204	290
Other Comprehensive Income (Loss), Net of Tax	110	352	318	(715)
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss) [Abstract]
Comprehensive income	21,163	17,190	61,762	47,775
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest	(33)	108		54
Comprehensive income attributable to Core Laboratories N.V.	$ 21,196	$ 17,082	$ 61,752	$ 47,721

XML

Consolidated Statement of Cash Flows Statement - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 61,444	$ 48,490
Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation	17,323	16,762
Depreciation and amortization	18,820	20,322
Changes to value of life insurance policies	(4,541)	(505)
Deferred income taxes	3,914	(3,910)
Other non-cash items	(696)	(1,226)
Changes in assets and liabilities:
Accounts receivable	(15,488)	37,610
Inventories	(796)	2,995
Prepaid expenses and other current assets	(1,545)	4,029
Other assets	1,960	(128)
Accounts payable	2,307	(3,023)
Accrued expenses	(10,676)	(13,017)
Increase (Decrease) in Deferred Revenue	(1,393)	(1,111)
Other long-term liabilities	7,722	1,396
Net cash provided by operating activities	78,355	108,684
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(14,264)	(7,740)
Patents and other intangibles	(282)	(205)
Business acquisition, net of cash acquired	0	(1,242)
Proceeds from sale of assets	643	705
Premiums on life insurance	(1,351)	(2,015)
Net cash used in investing activities	(15,254)	(10,497)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of debt borrowings	(89,000)	(290,226)
Proceeds from debt borrowings	106,000	63,000
Excess tax benefits from stock-based compensation	0	(187)
Non-controlling interest - dividend	(27)	(211)
Payments of Dividends	(72,861)	(70,883)
Repurchase of common shares	(8,197)	(2,157)
Stock Issued During Period, Value, New Issues	0	197,202
Net cash used in financing activities	(64,085)	(103,462)
NET CHANGE IN CASH AND CASH EQUIVALENTS	(984)	(5,275)
CASH AND CASH EQUIVALENTS, beginning of period	14,764	22,494
CASH AND CASH EQUIVALENTS, end of period	$ 13,780	$ 17,219

XML

Basis of Presentation

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

The accompanying unaudited consolidated financial statements include the accounts of Core Laboratories N.V. and its subsidiaries for which we have a controlling voting interest and/or a controlling financial interest. These financial statements have been prepared in accordance with United States ("U.S.") generally accepted accounting principles ("GAAP") for interim financial information using the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not include all of the information and footnote disclosures required by U.S. GAAP and should be read in conjunction with the audited financial statements and the summary of significant accounting policies and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2016 (the "2016 Annual Report").

Core Laboratories N.V. uses the equity method of accounting for investments in which it has less than a majority interest and over which it does not exercise control but does exert significant influence. We use the cost method to record certain other investments in which we own less than 20% of the outstanding equity and do not exercise control or exert significant influence. Non-controlling interests have been recorded to reflect outside ownership attributable to consolidated subsidiaries that are less than 100% owned. In the opinion of management, all adjustments considered necessary for a fair statement of the results for the interim periods presented have been included in these financial statements. Furthermore, the operating results presented for the three and nine months ended September 30, 2017 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2017.

Core Laboratories N.V.'s balance sheet information for the year ended December 31, 2016 was derived from the 2016 audited consolidated financial statements but does not include all disclosures in accordance with U.S. GAAP.

Core Lab's continuing efforts to streamline its business has led to a simplification of its reporting structure and as of January 1, 2017, the Company presents its operating results in two reporting segments: Reservoir Description and Production Enhancement. For more detail about our segments, see Note 13 - Segment Reporting.

Certain reclassifications were made to prior period amounts in order to conform to the current period presentation. These reclassifications had no impact on the reported net income or cash flows for the three or nine months endedSeptember 30, 2016.

References to "Core Lab", the "Company", "we", "our" and similar phrases are used throughout this Quarterly Report on Form 10-Q and relate collectively to Core Laboratories N.V. and its consolidated subsidiaries.

XML

Inventories

9 Months Ended

Sep. 30, 2017

Inventory Disclosure [Abstract]

Inventories

Inventories consisted of the following (in thousands):

	September 30, 2017		December 31, 2016
Finished goods	$	21,777	$	21,635
Parts and materials	11,143		11,185
Work in progress	1,579		900
Total inventories	$	34,499	$	33,720

We include freight costs incurred for shipping inventory to our clients in the Cost of product sales caption in the accompanying Consolidated Statements of Operations.

XML

Acquisitions (Notes)

9 Months Ended

Sep. 30, 2017

Acquisitions [Abstract]

Mergers, Acquisitions and Dispositions Disclosures [Text Block]

We had no significant acquisitions during the nine months endedSeptember 30, 2017.

XML

Debt and Capital Lease Obligations

9 Months Ended

Sep. 30, 2017

Debt and Capital Lease Obligations [Abstract]

Debt and Capital Lease Obligations

We have no capital lease obligations. Long-term debt is as follows (in thousands):

	September 30, 2017			December 31, 2016
Senior notes	$	150,000		$	150,000
Credit facility	85,000			68,000
Total long-term debt	235,000			218,000
Less: Debt issuance costs	(1,136		)	(1,512		)
Long-term debt, net	$	233,864		$	216,488

We have two series of senior notes outstanding with an aggregate principal amount of $150 million ("Senior Notes") issued in a private placement transaction. Series A consists of $75 million in aggregate principal amount of notes that bear interest at a fixed rate of 4.01% and are due in full on September 30, 2021. Series B consists of $75 million in aggregate principal amount of notes that bear interest at a fixed rate of 4.11% and are due in full on September 30, 2023. Interest on each series of the Senior Notes is payable semi-annually on March 30 and September 30.

We maintain a revolving credit facility ("Credit Facility") that allows for an aggregate borrowing capacity of $400 million. The Credit Facility also provides an option to increase the commitment under the Credit Facility by an additional $50 million to bring the total borrowings available to $450 million if certain prescribed conditions are met by the Company. The Credit Facility bears interest at variable rates from LIBOR plus 1.25% to a maximum of LIBOR plus 2.00%. Any outstanding balance under the Credit Facility is due August 29, 2019, when the Credit Facility matures. Our available capacity at any point in time is reduced by borrowings outstanding at the time and outstanding letters of credit which totaled $17.5 million at September 30, 2017, resulting in an available borrowing capacity under the Credit Facility of $297.5 million. In addition to those items under the Credit Facility, we had $14.6 million of outstanding letters of credit and performance guarantees and bonds from other sources as of September 30, 2017.

The terms of the Credit Facility and Senior Notes require us to meet certain covenants, including, but not limited to, an interest coverage ratio (consolidated EBITDA divided by interest expense) and a leverage ratio (consolidated net indebtedness divided by consolidated EBITDA), where consolidated EBITDA (as defined in each agreement) and interest expense are calculated using the most recent four fiscal quarters. The Credit Facility has the more restrictive covenants with a minimum interest coverage ratio of 3.0 to 1.0 and a maximum leverage ratio of 2.5 to 1.0. We believe that we are in compliance with all such covenants contained in our credit agreements. Certain of our material, wholly-owned subsidiaries are guarantors or co-borrowers under the Credit Facility and Senior Notes.

In 2014, we entered into two interest rate swap agreements for a total notional amount of $50 million. See Note 11 - Derivative Instruments and Hedging Activities.

The estimated fair value of total debt at September 30, 2017 and December 31, 2016 approximated the book value of total debt. The fair value was estimated using Level 2 inputs by calculating the sum of the discounted future interest and principal payments through the date of maturity.

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Pensions and Other Postretirement Benefits

9 Months Ended

Sep. 30, 2017

Compensation and Retirement Disclosure [Abstract]

Pensions and Other Postretirement Benefits

Defined Benefit Plan

We provide a noncontributory defined benefit pension plan covering substantially all of our Dutch employees ("Dutch Plan") who were hired prior to 2007. The pension benefit is based on years of service and final pay or career average pay, depending on when the employee began participating. The benefits earned by the employees are immediately vested.

The following table summarizes the components of net periodic pension cost under the Dutch Plan (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Service cost	$	401		$	364		$	1,142		$	1,097
Interest cost	295			332			838			1,001
Expected return on plan assets	(249		)	(279		)	(709		)	(841		)
Amortization of prior service cost	(20		)	(20		)	(58		)	(58		)
Amortization of actuarial loss	110			148			330			444
Net periodic pension cost	$	537		$	545		$	1,543		$	1,643

During the nine months ended September 30, 2017, we contributed $1.6 million to fund the estimated 2017 premiums on investment contracts held by the Dutch Plan.

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Commitments and Contingencies

9 Months Ended

Sep. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

We have been and may from time to time be named as a defendant in legal actions that arise in the ordinary course of business. These include, but are not limited to, employment-related claims and contractual disputes or claims for personal injury or property damage which occur in connection with the provision of our services and products. Management does not currently believe that any of our pending contractual, employment-related, personal injury or property damage claims and disputes will have a material effect on our future results of operations, financial position or cash flow.

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Equity

9 Months Ended

Sep. 30, 2017

Equity [Abstract]

Equity

During the three months ended September 30, 2017, we repurchased 8,404 of our common shares for $0.8 million. These consisted of rights to shares that were surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens that may result from the issuance of common shares under that plan. During the nine months ended September 30, 2017, we repurchased 77,832 of our common shares for $8.2 million; included in this total were rights to 22,832 shares valued at $2.5 million surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens that may result from the issuance of common shares under that plan. Such common shares, unless canceled, may be reissued for a variety of purposes such as future acquisitions, non-employee director stock awards or employee stock awards. We distributed 27,453 and 73,855 treasury shares upon vesting of stock-based awards during the three and nine months ended September 30, 2017, respectively.

In February, May and August 2017, we paid quarterly dividends of $0.55 per share of common stock. In addition, on October 10, 2017, we declared a quarterly dividend of $0.55 per share of common stock for shareholders of record on October 20, 2017 and payable on November 21, 2017.

The following table summarizes our changes in equity for the nine months ended September 30, 2017 (in thousands):

	Common Shares		Additional Paid-In Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Non-Controlling Interest			Total Equity
December 31, 2016	$	1,148	$	52,850	$	187,957		$	(9,828	)	$	(80,773	)	$	3,943		$	155,297
Adoption of ASU 2016-09 (see note 14)	—		84		(84		)	—			—			—			—
Stock based-awards	—		8,834		—			—			8,489			—			17,323
Repurchase of common shares	—		—		—			—			(8,197		)	—			(8,197		)
Dividends paid	—		—		(72,861		)	—			—			—			(72,861		)
Non-controlling interest dividends	—		—		—			—			—			(27		)	(27		)
Amortization of deferred pension costs, net of tax	—		—		—			204			—			—			204
Interest rate swaps, net of tax	—		—		—			114			—			—			114
Net income	—		—		61,434			—			—			10			61,444
September 30, 2017	$	1,148	$	61,768	$	176,446		$	(9,510	)	$	(80,481	)	$	3,926		$	153,297

Accumulated other comprehensive income (loss) consisted of the following (in thousands):

	September 30, 2017			December 31, 2016
Prior service cost	$	556		$	600
Unrecognized net actuarial loss	(9,521		)	(9,769		)
Fair value of derivatives, net of tax	(545		)	(659		)
Total accumulated other comprehensive income (loss)	$	(9,510	)	$	(9,828	)

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Earnings per Share

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Earnings per Share

We compute basic earnings per common share by dividing net income attributable to Core Laboratories N.V. by the weighted average number of common shares outstanding during the period. Diluted earnings per common and potential common shares include additional shares in the weighted average share calculations associated with the incremental effect of dilutive restricted stock awards and contingently issuable shares, as determined using the treasury stock method. The following table summarizes the calculation of weighted average common shares outstanding used in the computation of diluted earnings per share (in thousands):

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2017	2016	2017	2016
Weighted average basic common shares outstanding	44,141	44,110	44,155	43,265
Effect of dilutive securities:
Performance shares	159	147	148	119
Restricted stock	32	63	32	66
Weighted average diluted common and potential common shares outstanding	44,332	44,320	44,335	43,450

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Other (Income) Expense, Net

9 Months Ended

Sep. 30, 2017

Other Income and Expenses [Abstract]

Other (Income) Expense, Net

The components of Other (income) expense, net, were as follows (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Sale of assets	$	(12	)	$	(56	)	$	(314	)	$	(544	)
Results of non-consolidated subsidiaries	(112		)	(126		)	(287		)	(450		)
Foreign exchange	105			220			559			1,432
Rents and royalties	(99		)	(105		)	(329		)	(304		)
Severance, compensation and other charges	—			—			1,145			—
Other, net	21			(221		)	(22		)	(473		)
Total other (income) expense, net	$	(97	)	$	(288	)	$	752		$	(339	)

Foreign exchange gains and losses are summarized in the following table (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
(Gains) losses by currency	2017			2016			2017			2016
British Pound	(27		)	39			(82		)	514
Canadian Dollar	(153		)	(6		)	(230		)	(54		)
Euro	431			45			1,266			215
Russian Ruble	(26		)	21			(151		)	(73		)
Other currencies, net	(120		)	121			(244		)	830
Total (gain) loss, net	$	105		$	220		$	559		$	1,432

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Income Tax Expense

9 Months Ended

Sep. 30, 2017

Income Tax Disclosure [Abstract]

Income Tax Expense

The effective tax rates for the three months ended September 30, 2017 and 2016 were 15.0% and 11.0%, respectively. The effective tax rates for the nine months ended September 30, 2017 and 2016 were 14.7% and 12.8%, respectively. Income tax expense of $3.7 million in the third quarter of 2017increased by $1.6 million compared to $2.1 million in the same period in 2016, due to the result of several items discrete to each quarter, along with changes in activity levels in jurisdictions with differing tax rates.

On March 29, 2017, the Prime Minister of the United Kingdom ("UK") formally notified the European Council of the UK's intention to withdraw from the European Union ("EU") under Article 50 of the Treaty of Lisbon. The UK's formal withdrawal may impact tax exemptions and reliefs on intra-European transactions between our UK affiliates and EU companies. In addition, it may impact transactions between our UK affiliates and non-EU based companies as EU tax treaties may no longer apply to these transactions. Due to the uncertainty involved in evaluating the effect of the loss of tax exemptions and reliefs, we are unable to estimate the impact of these changes, if any, at this time. We will continue to monitor developments in this area.

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Derivative Instruments (Notes)

9 Months Ended

Sep. 30, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments and Hedging Activities Disclosure [Text Block]

11.  DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

We are exposed to market risks related to fluctuations in interest rates. To mitigate these risks, we utilize derivative instruments in the form of interest rate swaps. We do not enter into derivative transactions for speculative purposes.

Interest Rate Risk

Our Credit Facility bears interest at variable rates from LIBOR plus 1.25% to a maximum of LIBOR plus 2.00%. As a result of two interest rate swap agreements, we are subject to interest rate risk on debt in excess of $50 million drawn on our Credit Facility.

In 2014, we entered into two interest rate swap agreements for a total notional amount of $50 million to hedge changes in the variable rate interest expense on $50 million of our existing or replacement LIBOR-priced debt. Under the first swap agreement of $25 million, we have fixed the LIBOR portion of the interest rate at 1.73% through August 29, 2019, and under the second swap agreement of $25 million, we have fixed the LIBOR portion of the interest rate at 2.5% through August 29, 2024. Each swap is measured at fair value and recorded in our Consolidated Balance Sheet as a liability. They are designated and qualify as cash flow hedging instruments and are highly effective. Unrealized losses are deferred to shareholders' equity as a component of accumulated other comprehensive loss and are recognized in income as an increase to interest expense in the period in which the related cash flows being hedged are recognized in expense.

At September 30, 2017, we had fixed rate long-term debt aggregating $200 million and variable rate long-term debt aggregating $35 million, after taking into account the effect of the swaps.

The fair values of outstanding derivative instruments are as follows:

	Fair Value of Derivatives
	September 30, 2017		December 31, 2016		Balance Sheet Classification
Derivatives designated as hedges:
5 year interest rate swap	$	62	$	211	Other long-term liabilities
10 year interest rate swap	809		835		Other long-term liabilities
	$	871	$	1,046

The fair value of all outstanding derivatives was determined using a model with inputs that are observable in the market (Level 2) or can be derived from or corroborated by observable data.

The effect of the interest rate swaps on the Consolidated Statement of Operations was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016		Income Statement Classification
Derivatives designated as hedges:
5 year interest rate swap	$	31	$	79	$	136	$	242	Increase to interest expense
10 year interest rate swap	81		128		283		389		Increase to interest expense
	$	112	$	207	$	419	$	631

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Financial Instruments (Notes)

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Fair Value Disclosures [Text Block]

12.  FINANCIAL INSTRUMENTS

The Company's only financial assets and liabilities which are measured at fair value on a recurring basis relate to certain aspects of the Company's benefit plans and our derivative instruments. We use the market approach to value certain assets and liabilities at fair value using significant other observable inputs (Level 2) with the assistance of a third-party specialist. We do not have any assets or liabilities measured at fair value on a recurring basis using quoted prices in an active market (Level 1) or significant unobservable inputs (Level 3). Gains and losses related to the fair value changes in the deferred compensation assets and liabilities are recorded in General and administrative expense in the Consolidated Statements of Operations. Gains and losses related to the fair value of the interest rate swaps are recorded in Other comprehensive income. The following table summarizes the fair value balances (in thousands):

			Fair Value Measurement at
			September 30, 2017
	Total		Level 1		Level 2		Level 3
Assets:
Deferred compensation trust assets (1)	$	27,880	$	—	$	27,880	$	—
Liabilities:
Deferred compensation plan	$	35,528	$	—	$	35,528	$	—
5 year interest rate swap	62		—		62		—
10 year interest rate swap	809		—		809		—
	$	36,399	$	—	$	36,399	$	—

			Fair Value Measurement at
			December 31, 2016
	Total		Level 1		Level 2		Level 3
Assets:
Deferred compensation trust assets (1)	$	25,350	$	—	$	25,350	$	—
Liabilities:
Deferred compensation plan	$	31,672	$	—	$	31,672	$	—
5 year interest rate swap	211		—		211		—
10 year interest rate swap	835		—		835		—
	$	32,718	$	—	$	32,718	$	—
(1) Trust assets consist of the cash surrender value of life insurance policies and are intended to assist in the funding of the deferred compensation agreements.

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Segment Reporting

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Segment Reporting

Core Laboratories has taken steps to streamline its business by realigning its reporting structure into two reporting segments. These complementary segments provide different services and products and utilize different technologies for improving reservoir performance and increasing oil and gas recovery from new and existing fields. In connection with the realignment of our reporting structure, amounts previously reported in our Reservoir Management segment are now presented within our Reservoir Description and Production Enhancement segments, and prior periods have been revised to conform to the current presentation.

• Reservoir Description: Encompasses the characterization of petroleum reservoir rock, fluid and gas samples to increase production and improve recovery of oil and gas from our clients' reservoirs. We provide laboratory based analytical and field services to characterize properties of crude oil and petroleum products to the oil and gas industry. We also provide proprietary and joint industry studies based on these types of analysis.

• Production Enhancement: Includes services and products relating to reservoir well completions, perforations, stimulations and production. We provide integrated diagnostic services to evaluate and monitor the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects.

Results for these segments are presented below. We use the same accounting policies to prepare our segment results as are used to prepare our Consolidated Financial Statements. All interest and other non-operating income (expense) is attributable to Corporate & Other and is not allocated to specific segments. Summarized financial information concerning our segments is shown in the following table (in thousands):

	Reservoir Description		Production Enhancement		Corporate & Other 1			Consolidated
Three Months Ended September 30, 2017
Revenue from unaffiliated clients	$	101,442	$	64,805	$	—		$	166,247
Inter-segment revenue	54		87		(141		)	—
Segment operating income (loss)	14,621		12,972		(117		)	27,476
Total assets (at end of period)	315,346		207,186		60,212			582,744
Capital expenditures	2,930		1,605		367			4,902
Depreciation and amortization	4,383		1,190		518			6,091
Three Months Ended September 30, 2016
Revenue from unaffiliated clients	$	105,427	$	38,056	$	—		$	143,483
Inter-segment revenue	533		563		(1,096		)	—
Segment operating income (loss)	21,274		118		96			21,488
Total assets (at end of period)	322,222		190,479		49,437			562,138
Capital expenditures	2,020		318		100			2,438
Depreciation and amortization	4,647		1,429		648			6,724
Nine Months Ended September 30, 2017
Revenue from unaffiliated clients	$	310,650	$	177,307	$	—		$	487,957
Inter-segment revenue	275		537		(812		)	—
Segment operating income (loss)	49,231		31,132		(301		)	80,062
Total assets	315,346		207,186		60,212			582,744
Capital expenditures	7,605		5,394		1,265			14,264
Depreciation and amortization	13,531		3,732		1,557			18,820
Nine Months Ended September 30, 2016
Revenue from unaffiliated clients	$	321,129	$	124,070	$	—		$	445,199
Inter-segment revenue	1,579		1,167		(2,746		)	—
Segment operating income (loss)	60,011		4,615		29			64,655
Total assets	322,222		190,479		49,437			562,138
Capital expenditures	6,376		856		508			7,740
Depreciation and amortization	13,914		4,518		1,890			20,322

(1) "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations.

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Recent Accounting Pronouncements

9 Months Ended

Sep. 30, 2017

New Accounting Pronouncements and Changes in Accounting Principles [Abstract]

Recent Accounting Pronouncements

Pronouncements Adopted in 2017

In July 2015, the FASB issued ASU 2015-11 ("Simplifying the Measurement of Inventory") to require the measurement of inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. We adopted this standard on January 1, 2017. The adoption of this standard had no effect on our Consolidated Balance Sheets, Consolidated Statements of Operations and Consolidated Statements of Cash Flows.

In March 2016, the FASB issued ASU 2016-09 ("Improvements to Employee Share-Based Payment Accounting") to simplify the accounting for share-based payment transactions, including accounting for forfeitures, excess tax benefit/expense, and tax withholding requirements. Under this new guidance, (1) companies have the option to estimate how many shares in a grant will be forfeited or to elect to recognize forfeitures as they occur; (2) all excess tax benefit and expense is recognized as income tax benefit or expense in the income statement as a discrete item to the quarter, and the accumulated benefits in additional paid-in capital ("APIC") are eliminated; and (3) companies are able to withhold share amounts up to the statutory maximum and the award will still be classified as equity. We adopted this standard on January 1, 2017 and have elected to recognize forfeitures as they occur. This resulted in a reclassification between retained earnings and additional paid-in-capital of $84 thousand for the estimated forfeitures on unvested shares as of January 1, 2017. The adoption of this standard will result in periodic adjustments in the recognition of stock compensation expense associated with forfeitures in the period in which they occur. In addition to the income statement treatment of including the excess tax benefit/expense as a discrete income tax item each quarter, this has been removed from the Cash from financing activities section of the Statement of Cash Flows.

Pronouncements Not Yet Effective

In May 2014, the FASB issued ASU 2014-09 ("Revenue from Contracts with Customers"), which provides guidance on revenue recognition. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance requires entities to apply a five-step method to (1) identify the contract(s) with customers; (2) identify the performance obligation(s) in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligation(s) in the contract; and (5) recognize revenue when (or as) the entity satisfies a performance obligation. This pronouncement is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017 (on July 9, 2015, the FASB deferred the implementation date for one year). We are currently analyzing the standard's impact on our revenues by looking at all of our revenue streams to determine the impact on our Consolidated Balance Sheets, Consolidated Statements of Operations and Consolidated Statements of Cash Flows. At this point, we do not anticipate any material changes to our revenue recognition policies and procedures nor to our financial statements, but extensive additional disclosures will be required. Upon adoption we expect to utilize the modified retrospective approach, which requires a cumulative adjustment to retained earnings and no adjustments to prior periods.

In February 2016, the FASB issued ASU 2016-02 ("Leases"), which introduces the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The new standard establishes a right-of-use ("ROU") model that requires a lessee to record an ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. The new standard is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years with early adoption permitted. We anticipate the adoption of this standard will have a material impact on our Consolidated Balance Sheets, increasing both asset balances and liability balances; however, there should not be a material impact to our Consolidated Statement of Operations.

In June 2016, the FASB issued ASU 2016-13 ("Measurement of Credit Losses on Financial Instruments") which replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The new standard is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years with early adoption permitted in fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are evaluating the impact that the adoption of this standard will have on our consolidated financial statements.

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Inventories (Tables)

9 Months Ended

Sep. 30, 2017

Inventory Disclosure [Abstract]

Schedule of Inventory, Current [Table Text Block]

	September 30, 2017		December 31, 2016
Finished goods	$	21,777	$	21,635
Parts and materials	11,143		11,185
Work in progress	1,579		900
Total inventories	$	34,499	$	33,720

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Debt and Capital Lease Obligations (Tables)

9 Months Ended

Sep. 30, 2017

Debt and Capital Lease Obligations [Abstract]

Schedule of Long-term Debt Instruments

(in thousands):

	September 30, 2017			December 31, 2016
Senior notes	$	150,000		$	150,000
Credit facility	85,000			68,000
Total long-term debt	235,000			218,000
Less: Debt issuance costs	(1,136		)	(1,512		)
Long-term debt, net	$	233,864		$	216,488

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Pensions and Other Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2017

Compensation and Retirement Disclosure [Abstract]

Schedule of Net Benefit Costs

The following table summarizes the components of net periodic pension cost under the Dutch Plan (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Service cost	$	401		$	364		$	1,142		$	1,097
Interest cost	295			332			838			1,001
Expected return on plan assets	(249		)	(279		)	(709		)	(841		)
Amortization of prior service cost	(20		)	(20		)	(58		)	(58		)
Amortization of actuarial loss	110			148			330			444
Net periodic pension cost	$	537		$	545		$	1,543		$	1,643

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Equity (Tables)

9 Months Ended

Sep. 30, 2017

Equity [Abstract]

Schedule of Stockholders Equity

The following table summarizes our changes in equity for the nine months ended September 30, 2017 (in thousands):

	Common Shares		Additional Paid-In Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Non-Controlling Interest			Total Equity
December 31, 2016	$	1,148	$	52,850	$	187,957		$	(9,828	)	$	(80,773	)	$	3,943		$	155,297
Adoption of ASU 2016-09 (see note 14)	—		84		(84		)	—			—			—			—
Stock based-awards	—		8,834		—			—			8,489			—			17,323
Repurchase of common shares	—		—		—			—			(8,197		)	—			(8,197		)
Dividends paid	—		—		(72,861		)	—			—			—			(72,861		)
Non-controlling interest dividends	—		—		—			—			—			(27		)	(27		)
Amortization of deferred pension costs, net of tax	—		—		—			204			—			—			204
Interest rate swaps, net of tax	—		—		—			114			—			—			114
Net income	—		—		61,434			—			—			10			61,444
September 30, 2017	$	1,148	$	61,768	$	176,446		$	(9,510	)	$	(80,481	)	$	3,926		$	153,297

Schedule of Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) consisted of the following (in thousands):

	September 30, 2017			December 31, 2016
Prior service cost	$	556		$	600
Unrecognized net actuarial loss	(9,521		)	(9,769		)
Fair value of derivatives, net of tax	(545		)	(659		)
Total accumulated other comprehensive income (loss)	$	(9,510	)	$	(9,828	)

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Earnings per Share (Tables)

9 Months Ended

Sep. 30, 2017

Earnings Per Share [Abstract]

Schedule of Weighted Average Number of Shares

The following table summarizes the calculation of weighted average common shares outstanding used in the computation of diluted earnings per share (in thousands):

	Three Months Ended		Nine Months Ended
	September 30,		September 30,
	2017	2016	2017	2016
Weighted average basic common shares outstanding	44,141	44,110	44,155	43,265
Effect of dilutive securities:
Performance shares	159	147	148	119
Restricted stock	32	63	32	66
Weighted average diluted common and potential common shares outstanding	44,332	44,320	44,335	43,450

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Other (Income) Expense, Net (Tables)

9 Months Ended

Sep. 30, 2017

Other Income and Expenses [Abstract]

Foreign Currency Gains Losses By Currency

Foreign exchange gains and losses are summarized in the following table (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
(Gains) losses by currency	2017			2016			2017			2016
British Pound	(27		)	39			(82		)	514
Canadian Dollar	(153		)	(6		)	(230		)	(54		)
Euro	431			45			1,266			215
Russian Ruble	(26		)	21			(151		)	(73		)
Other currencies, net	(120		)	121			(244		)	830
Total (gain) loss, net	$	105		$	220		$	559		$	1,432

Schedule of Other Operating Cost and Expense, by Component

The components of Other (income) expense, net, were as follows (in thousands):

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2017			2016			2017			2016
Sale of assets	$	(12	)	$	(56	)	$	(314	)	$	(544	)
Results of non-consolidated subsidiaries	(112		)	(126		)	(287		)	(450		)
Foreign exchange	105			220			559			1,432
Rents and royalties	(99		)	(105		)	(329		)	(304		)
Severance, compensation and other charges	—			—			1,145			—
Other, net	21			(221		)	(22		)	(473		)
Total other (income) expense, net	$	(97	)	$	(288	)	$	752		$	(339	)

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Derivative Instruments (Tables)

9 Months Ended

Sep. 30, 2017

Derivatives, Fair Value [Line Items]

Schedule of Derivative Liabilities at Fair Value [Table Text Block]

The fair values of outstanding derivative instruments are as follows:

	Fair Value of Derivatives
	September 30, 2017		December 31, 2016		Balance Sheet Classification
Derivatives designated as hedges:
5 year interest rate swap	$	62	$	211	Other long-term liabilities
10 year interest rate swap	809		835		Other long-term liabilities
	$	871	$	1,046

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Derivative Instruments Derivative Instruments Gain Loss Table (Tables)

9 Months Ended

Sep. 30, 2017

Derivative Instruments, Gain (Loss) [Line Items]

Derivative Instruments, Gain (Loss) [Table Text Block]

The effect of the interest rate swaps on the Consolidated Statement of Operations was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016		Income Statement Classification
Derivatives designated as hedges:
5 year interest rate swap	$	31	$	79	$	136	$	242	Increase to interest expense
10 year interest rate swap	81		128		283		389		Increase to interest expense
	$	112	$	207	$	419	$	631

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Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Fair Value Measurements [Table Text Block]

			Fair Value Measurement at
			September 30, 2017
	Total		Level 1		Level 2		Level 3
Assets:
Deferred compensation trust assets (1)	$	27,880	$	—	$	27,880	$	—
Liabilities:
Deferred compensation plan	$	35,528	$	—	$	35,528	$	—
5 year interest rate swap	62		—		62		—
10 year interest rate swap	809		—		809		—
	$	36,399	$	—	$	36,399	$	—

			Fair Value Measurement at
			December 31, 2016
	Total		Level 1		Level 2		Level 3
Assets:
Deferred compensation trust assets (1)	$	25,350	$	—	$	25,350	$	—
Liabilities:
Deferred compensation plan	$	31,672	$	—	$	31,672	$	—
5 year interest rate swap	211		—		211		—
10 year interest rate swap	835		—		835		—
	$	32,718	$	—	$	32,718	$	—
(1) Trust assets consist of the cash surrender value of life insurance policies and are intended to assist in the funding of the deferred compensation agreements.

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Segment Reporting (Tables)

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

Summarized financial information concerning our segments is shown in the following table (in thousands):

	Reservoir Description		Production Enhancement		Corporate & Other 1			Consolidated
Three Months Ended September 30, 2017
Revenue from unaffiliated clients	$	101,442	$	64,805	$	—		$	166,247
Inter-segment revenue	54		87		(141		)	—
Segment operating income (loss)	14,621		12,972		(117		)	27,476
Total assets (at end of period)	315,346		207,186		60,212			582,744
Capital expenditures	2,930		1,605		367			4,902
Depreciation and amortization	4,383		1,190		518			6,091
Three Months Ended September 30, 2016
Revenue from unaffiliated clients	$	105,427	$	38,056	$	—		$	143,483
Inter-segment revenue	533		563		(1,096		)	—
Segment operating income (loss)	21,274		118		96			21,488
Total assets (at end of period)	322,222		190,479		49,437			562,138
Capital expenditures	2,020		318		100			2,438
Depreciation and amortization	4,647		1,429		648			6,724
Nine Months Ended September 30, 2017
Revenue from unaffiliated clients	$	310,650	$	177,307	$	—		$	487,957
Inter-segment revenue	275		537		(812		)	—
Segment operating income (loss)	49,231		31,132		(301		)	80,062
Total assets	315,346		207,186		60,212			582,744
Capital expenditures	7,605		5,394		1,265			14,264
Depreciation and amortization	13,531		3,732		1,557			18,820
Nine Months Ended September 30, 2016
Revenue from unaffiliated clients	$	321,129	$	124,070	$	—		$	445,199
Inter-segment revenue	1,579		1,167		(2,746		)	—
Segment operating income (loss)	60,011		4,615		29			64,655
Total assets	322,222		190,479		49,437			562,138
Capital expenditures	6,376		856		508			7,740
Depreciation and amortization	13,914		4,518		1,890			20,322

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Inventories (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Finished goods	$ 21,777	$ 21,635
Parts and materials	11,143	11,185
Work in progress	1,579	900
Total inventories	$ 34,499	$ 33,720

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Debt and Capital Lease Obligations (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Line of credit facility, current borrowing capacity	$ 400,000
Line of Credit Facility, Extension Capacity	50,000
Line of credit facility, maximum borrowing capacity	450,000
Performance bonds under credit facility	17,500
Line of credit facility, remaining borrowing capacity	297,500
Performance bonds	14,600
Long-term Debt, Excluding Current Maturities	233,864	$ 216,488
Senior Notes [Member]
Debt Instrument [Line Items]
Long-term Debt	150,000	150,000
Face amount	150,000
Line of Credit [Member]
Debt Instrument [Line Items]
Long-term Debt	$ 85,000	68,000
Maturity date	Aug. 29, 2019
Senior Notes Series A [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage	4.01%
Face amount	$ 75,000
Maturity date	Sep. 30, 2021
Senior Notes Series B [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Effective Percentage	4.11%
Face amount	$ 75,000
Maturity date	Sep. 30, 2023
Total debt [Member]
Debt Instrument [Line Items]
Debt, Long-term and Short-term, Combined Amount	$ 235,000	218,000
Debt issuance costs [Domain]
Debt Instrument [Line Items]
Debt acquisition costs	$ (1,136)	$ (1,512)
Minimum [Member]
Debt Instrument [Line Items]
Basis Spread on Variable Rate	1.25%
Maximum [Member]
Debt Instrument [Line Items]
Basis Spread on Variable Rate	2.00%
Interest Rate Swap [Member]
Debt Instrument [Line Items]
Derivative, Notional Amount	$ 50,000

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Pensions and Other Postretirement Benefits (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Compensation and Retirement Disclosure [Abstract]
Service cost	$ 401	$ 364	$ 1,142	$ 1,097
Interest cost	295	332	838	1,001
Expected return on plan assets	(249)	(279)	(709)	(841)
Amortization of prior service cost	(20)	(20)	(58)	(58)
Amortization of actuarial loss	110	148	330	444
Net periodic pension cost	$ 537	$ 545	1,543	$ 1,643
Contributions by employer			$ 1,600

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Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Equity [Abstract]
Treasury shares, acquired, tax burden	8,404		22,832
Treasury shares, acquired, value, tax burden	$ 800		$ 2,500
Treasury Stock, Shares, Acquired			77,832
Treasury Stock, Value, Acquired, Cost Method			$ 8,200
Treasury Stock, Value	$ 80,481		$ 80,481		$ 80,773
Stock Issued During Period, Shares, Treasury Stock Reissued	27,453		73,855
Cash dividends per share (in dollars per share)	$ 0.55	$ 0.55	$ 1.65	$ 1.65
Dividends declared (in dollars per share)	$ 0.55

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Equity (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification			$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			155,297
Stock based-awards			17,323
Repurchase of common shares			(8,197)
Dividends paid			(72,861)
Non-controlling interest dividends			(27)
Amortization of deferred pension costs, net of tax			204
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax	$ 42	$ 256	114	$ (1,005)
Net income	21,053	$ 16,838	61,444	$ 48,490
Ending balance	153,297		153,297
Common Shares [Member]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification			0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			1,148
Stock based-awards			0
Repurchase of common shares			0
Dividends paid			0
Non-controlling interest dividends			0
Amortization of deferred pension costs, net of tax			0
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax			0
Net income			0
Ending balance	1,148		1,148
Additional Paid-In Capital [Member]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification			84
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			52,850
Stock based-awards			8,834
Repurchase of common shares			0
Dividends paid			0
Non-controlling interest dividends			0
Amortization of deferred pension costs, net of tax			0
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax			0
Net income			0
Ending balance	61,768		61,768
Retained Earnings [Member]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification			(84)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			187,957
Stock based-awards			0
Repurchase of common shares			0
Dividends paid			(72,861)
Non-controlling interest dividends			0
Amortization of deferred pension costs, net of tax			0
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax			0
Net income			61,434
Ending balance	176,446		176,446
Accumulated Other Comprehensive Income (Loss) [Member]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification			0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			(9,828)
Stock based-awards			0
Repurchase of common shares			0
Dividends paid			0
Non-controlling interest dividends			0
Amortization of deferred pension costs, net of tax			204
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax			114
Net income			0
Ending balance	(9,510)		(9,510)
Treasury Stock [Member]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification			0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			(80,773)
Stock based-awards			8,489
Repurchase of common shares			(8,197)
Dividends paid			0
Non-controlling interest dividends			0
Amortization of deferred pension costs, net of tax			0
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax			0
Net income			0
Ending balance	(80,481)		(80,481)
Non-Controlling Interests [Member]
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification			0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			3,943
Stock based-awards			0
Repurchase of common shares			0
Dividends paid			0
Non-controlling interest dividends			(27)
Amortization of deferred pension costs, net of tax			0
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax			0
Net income			10
Ending balance	$ 3,926		$ 3,926

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Equity (Comprehensive Income) (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Equity [Abstract]
Prior service cost	$ 556	$ 600
Unrecognized net actuarial loss	(9,521)	(9,769)
Derivative, Fair Value, Net	(545)	(659)
Total accumulated other comprehensive income (loss)	$ (9,510)	$ (9,828)

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Earnings per Share (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Earnings Per Share [Abstract]
Weighted average basic common shares outstanding	44,141	44,110	44,155	43,265
Performance shares (in shares)	159	147	148	119
Restricted stock (in shares)	32	63	32	66
Weighted average diluted common and potential common shares outstanding	44,332	44,320	44,335	43,450

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Other (Income) Expense, Net (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Statement Location [Line Items]
Total other (income) expense, net	$ (97)	$ (288)	$ 752	$ (339)
Other Income [Member]
Income Statement Location [Line Items]
Total other (income) expense, net	21	(221)	(22)	(473)
Rents and Royalties Income (Loss) [Member]
Income Statement Location [Line Items]
Total other (income) expense, net	(99)	(105)	(329)	(304)
Severance and other charges [Member]
Income Statement Location [Line Items]
Total other (income) expense, net	0	0	1,145	0
Investment Income [Member]
Income Statement Location [Line Items]
Total other (income) expense, net	(112)	(126)	(287)	(450)
gain loss on sale of asset [Member]
Income Statement Location [Line Items]
Total other (income) expense, net	(12)	(56)	(314)	(544)
Foreign Currency Gain (Loss) [Member]
Income Statement Location [Line Items]
Total other (income) expense, net	$ 105	$ 220	$ 559	$ 1,432

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Other (Income) Expense, Net (Foreign Currency (Gain ) Loss by Currency) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Foreign exchange	$ 105	$ 220	$ 559	$ 1,432
British Pound [Member]
Foreign exchange	(27)	39	(82)	514
Canadian Dollar [Member]
Foreign exchange	(153)	(6)	(230)	(54)
Euro [Member]
Foreign exchange	431	45	1,266	215
Russian Ruble [Member]
Foreign exchange	(26)	21	(151)	(73)
Other Currencies Net [Member]
Foreign exchange	$ (120)	$ 121	$ (244)	$ 830

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Income Tax Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Tax Contingency [Line Items]
Change in income tax expense	$ 1,600
Effective income tax rate	15.00%	11.00%	14.70%	12.80%
Income tax expense	$ 3,716	$ 2,081	$ 10,601	$ 7,141

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Derivative Instruments (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Interest Rate Swap [Member]
Derivatives, Fair Value [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	$ 871	$ 1,046
Derivative, Notional Amount	50,000
Interest Rate Swap No. 1 [Member]
Derivatives, Fair Value [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	809	835
Derivative, Notional Amount	$ 25,000
Derivative, Fixed Interest Rate	2.50%
Derivative, Maturity Date	Aug. 29, 2024
Interest Rate Swap No. 2 [Member]
Derivatives, Fair Value [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	$ 62	211
Derivative, Notional Amount	$ 25,000
Derivative, Fixed Interest Rate	1.73%
Derivative, Maturity Date	Aug. 29, 2019
Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap No. 1 [Member]
Derivatives, Fair Value [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	$ 809	835
Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap No. 2 [Member]
Derivatives, Fair Value [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	$ 62	$ 211

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Derivative Instruments Long-term debt (Details) $ in Millions	Sep. 30, 2017 USD ($)
Debt Disclosure in Derivatives Footnote [Abstract]
Long-term Debt, Percentage Bearing Variable Interest, Amount	$ 35
Long-term Debt, Percentage Bearing Fixed Interest, Amount	$ 200

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Derivative Instruments Derivative gain loss table (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Interest Rate Swap [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Interest Rate Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net	$ 112	$ 207	$ 419	$ 631
Interest Rate Swap No. 1 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Interest Rate Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net	81	128	283	389
Interest Rate Swap No. 2 [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Interest Rate Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net	$ 31	$ 79	$ 136	$ 242

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Financial Instruments FInancial Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	$ 27,880	$ 25,350
Deferred Compensation Liability, Current and Noncurrent	35,528	31,672
Financial and Nonfinancial Liabilities, Fair Value Disclosure	36,399	32,718
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	0	0
Deferred Compensation Liability, Current and Noncurrent	0	0
Financial and Nonfinancial Liabilities, Fair Value Disclosure	0	0
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	27,880	25,350
Deferred Compensation Liability, Current and Noncurrent	35,528	31,672
Financial and Nonfinancial Liabilities, Fair Value Disclosure	36,399	32,718
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	0	0
Deferred Compensation Liability, Current and Noncurrent	0	0
Financial and Nonfinancial Liabilities, Fair Value Disclosure	0	0
Interest Rate Swap No. 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	62	211
Interest Rate Swap No. 2 [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	0	0
Interest Rate Swap No. 2 [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	62	211
Interest Rate Swap No. 2 [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	0	0
Interest Rate Swap No. 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	809	835
Interest Rate Swap No. 1 [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	0	0
Interest Rate Swap No. 1 [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	809	835
Interest Rate Swap No. 1 [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest Rate Derivative Liabilities, at Fair Value	$ 0	$ 0

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Segment Reporting (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Segment Reporting Information [Line Items]
Revenue from unaffiliated clients	$ 166,247	$ 143,483	$ 487,957	$ 445,199
Inter-segment revenue	0	0	0	0
Segment operating income (loss)	27,476	21,488	80,062	64,655
Total assets (at end of period)	582,744	562,138	582,744	562,138	$ 573,052
Capital expenditures	4,902	2,438	14,264	7,740
Depreciation and amortization	6,091	6,724	18,820	20,322
Operating Segments [Member] | Reservoir Description [Member]
Segment Reporting Information [Line Items]
Revenue from unaffiliated clients	101,442	105,427	310,650	321,129
Inter-segment revenue	54	533	275	1,579
Segment operating income (loss)	14,621	21,274	49,231	60,011
Total assets (at end of period)	315,346	322,222	315,346	322,222
Capital expenditures	2,930	2,020	7,605	6,376
Depreciation and amortization	4,383	4,647	13,531	13,914
Operating Segments [Member] | Production Enhancement [Member]
Segment Reporting Information [Line Items]
Revenue from unaffiliated clients	64,805	38,056	177,307	124,070
Inter-segment revenue	87	563	537	1,167
Segment operating income (loss)	12,972	118	31,132	4,615
Total assets (at end of period)	207,186	190,479	207,186	190,479
Capital expenditures	1,605	318	5,394	856
Depreciation and amortization	1,190	1,429	3,732	4,518
Corporate & Other [Member]
Segment Reporting Information [Line Items]
Revenue from unaffiliated clients	0	0	0	0
Inter-segment revenue	(141)	(1,096)	(812)	(2,746)
Segment operating income (loss)	(117)	96	(301)	29
Total assets (at end of period)	60,212	49,437	60,212	49,437
Capital expenditures	367	100	1,265	508
Depreciation and amortization	$ 518	$ 648	$ 1,557	$ 1,890