UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth 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. ☐
| Item 8.01. | Other Events. |
On February 19, 2020, Superior Energy Services, Inc. issued a press release announcing its financial results for the fiscal quarter and full year ended December 31, 2019. The press release contained certain information that has been excerpted and attached hereto as Exhibit 99.1, which is incorporated into this Item 8.01 by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit Number |
Description | |||
| 99.1 |
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| 104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| SUPERIOR ENERGY SERVICES, INC. | ||
| By: |
/s/ William B. Masters | |
| William B. Masters | ||
| Executive Vice President, General Counsel and Secretary | ||
Dated: February 20, 2020
Exhibit 99.1
Superior Energy Services – Fourth Quarter and Full Year 2019 Results
February 19, 2020
The Company incurred a net loss from continuing operations for the fourth quarter of 2019 of $6.2 million, or $0.42 per share, on revenue of $336.1 million. This compares to a net loss from continuing operations of $20.5 million, or $1.31 per share, for the third quarter of 2019, on revenue of $356.6 million and a net loss from continuing operations of $317.0 million, or $20.51 per share for the fourth quarter of 2018, on revenue of $389.4 million.
As previously announced, during the fourth quarter of 2019, the Company exited its hydraulic fracturing operations. The financial results of this service line have historically been included in the Onshore Completion and Workover Services segment, and are reflected in discontinued operations for the fourth quarter of 2019 and prior period results reported herein. Loss from discontinued operations was $92.4 million, $17.9 million, and $433.2 million for the fourth quarter of 2019, third quarter of 2019, and fourth quarter of 2018, respectively.
The Company reported pre-tax charges of $2.9 million in restructuring costs and $3.1 million in connection with the previously announced strategic transaction with Forbes Energy Services Ltd. (OTCQX: FLSS) (“Forbes”). The resulting adjusted net loss from continuing operations for the fourth quarter of 2019 was $1.6 million, or $0.11 per share.
For the year ended December 31, 2019, the Company’s net loss from continuing operations was $77.8 million, or $5.05 per share, on revenue of $1,425.4 million as compared with a net loss from continuing operations of $427.4 million, or $27.69 per share, on revenue of $1,478.9 million for the year ended December 31, 2018. Loss from discontinued operations was $178.0 million and $430.7 million for the year ended December 31, 2019 and 2018, respectively.
Fourth Quarter 2019 Geographic Breakdown
U.S. land revenue was $137.9 million in the fourth quarter of 2019, a decrease of 15% as compared with revenue of $162.5 million in the third quarter of 2019, and a 33% decrease compared to revenue of $207.0 million in the fourth quarter of 2018. U.S. offshore revenue remained flat at $95.3 million as compared with the third quarter of 2019 revenue, and increased by 6% from revenue of $89.5 million in the fourth quarter of 2018. International revenue of $103.0 million increased by 2% as compared with revenue of $101.1 million in the third quarter of 2019 and increased 11% as compared to revenue of $92.9 million in the fourth quarter of 2018.
Drilling Products and Services Segment
The Drilling Products and Services segment revenue in the fourth quarter of 2019 was $98.6 million, an 11% decrease from third quarter 2019 revenue of $111.2 million and a 6% decrease from fourth quarter 2018 revenue of $105.3 million.
U.S. land revenue decreased 22% to $36.3 million, U.S. offshore revenue was flat at $34.0 million and international revenue decreased 8% to $28.3 million.
Onshore Completion and Workover Services Segment
The Onshore Completion and Workover Services segment revenue in the fourth quarter of 2019 was $67.6 million, an 11% decrease from third quarter 2019 revenue of $76.0 million, and a 36% decrease from fourth quarter 2018 revenue of $105.2 million.
Production Services Segment
The Production Services segment revenue increased in the fourth quarter of 2019 by 2% to $100.6 million from $98.7 million in the third quarter of 2019, and decreased by 8% from fourth quarter 2018 revenue of $109.9 million.
U.S. land revenue was $26.2 million, a 20% decrease from third quarter revenue of $32.6 million. U.S. offshore revenue decreased 20% sequentially to $14.6 million and international revenue increased by 25% sequentially to $59.8 million.
Technical Solutions Segment
The Technical Solutions segment revenue in the fourth quarter of 2019 was $69.3 million, a 2% decrease from third quarter 2019 revenue of $70.7 million and remained flat when compared to the fourth quarter 2018 revenue of $69.0 million.
U.S. land revenue increased 7% sequentially to $7.8 million. U.S. offshore revenue increased 14% sequentially to $46.6 million and international revenue decreased 34% sequentially to $14.9 million.
2
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
| Three Months Ended | Twelve Months Ended | |||||||||||||||||||
| December 31, | September 30, | December 31, | ||||||||||||||||||
| 2019 | 2018 | 2019 | 2019 | 2018 | ||||||||||||||||
| Revenues |
$ | 336,072 | $ | 389,447 | $ | 356,585 | $ | 1,425,369 | $ | 1,478,857 | ||||||||||
| Cost of services and rentals (exclusive of depreciation, depletion, amortization and accretion) |
223,570 | 248,394 | 231,927 | 925,082 | 970,488 | |||||||||||||||
| Depreciation, depletion, amortization and accretion |
43,741 | 65,478 | 45,162 | 196,459 | 278,439 | |||||||||||||||
| General and administrative expenses |
65,211 | 72,422 | 60,866 | 268,226 | 276,468 | |||||||||||||||
| Reduction in value of assets |
— | 322,713 | 9,571 | 17,185 | 322,713 | |||||||||||||||
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| Income/(Loss) from operations |
3,550 | (319,560 | ) | 9,059 | 18,417 | (369,251 | ) | |||||||||||||
| Other income (expense): |
||||||||||||||||||||
| Interest expense, net |
(24,038 | ) | (24,745 | ) | (24,505 | ) | (98,312 | ) | (99,477 | ) | ||||||||||
| Other income (expense) |
1,993 | 2,717 | (3,353 | ) | (2,484 | ) | (1,678 | ) | ||||||||||||
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| Loss from continuing operations before income taxes |
(18,495 | ) | (341,588 | ) | (18,799 | ) | (82,379 | ) | (470,406 | ) | ||||||||||
| Income taxes |
(12,333 | ) | (24,574 | ) | 1,708 | (4,626 | ) | (43,003 | ) | |||||||||||
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| Net loss from continuing operations |
(6,162 | ) | (317,014 | ) | (20,507 | ) | (77,753 | ) | (427,403 | ) | ||||||||||
| Income (loss) from discontinued operations, net of income tax |
(92,362 | ) | (433,171 | ) | (17,934 | ) | (177,968 | ) | (430,712 | ) | ||||||||||
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| Net loss |
$ | (98,524 | ) | $ | (750,185 | ) | $ | (38,441 | ) | $ | (255,721 | ) | $ | (858,115 | ) | |||||
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| Basic and Diluted loss per share: |
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| Net loss from continuing operations |
$ | (0.42 | ) | $ | (20.51 | ) | $ | (1.31 | ) | $ | (5.05 | ) | $ | (27.69 | ) | |||||
| Loss from discontinued operations |
(6.26 | ) | (28.03 | ) | (1.15 | ) | (11.56 | ) | (27.90 | ) | ||||||||||
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| Net loss |
$ | (6.68 | ) | $ | (48.54 | ) | $ | (2.46 | ) | $ | (16.61 | ) | $ | (55.59 | ) | |||||
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| Weighted average common shares: |
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| Basic and Diluted |
14,745 | 15,454 | 15,657 | 15,393 | 15,437 | |||||||||||||||
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3
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)
| December 31, 2019 | December 31, 2018 | |||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 272,624 | $ | 158,050 | ||||
| Accounts receivable, net |
332,047 | 447,353 | ||||||
| Income taxes receivable |
740 | — | ||||||
| Prepaid expenses |
49,132 | 45,802 | ||||||
| Inventory and other current assets |
117,629 | 121,700 | ||||||
| Assets held for sale |
216,197 | — | ||||||
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| Total current assets |
988,369 | 772,905 | ||||||
| Property, plant and equipment, net |
664,949 | 1,109,126 | ||||||
| Operating lease right-of-use assets |
80,906 | — | ||||||
| Goodwill |
137,695 | 136,788 | ||||||
| Notes receivable |
68,092 | 63,993 | ||||||
| Restricted cash |
2,764 | 5,698 | ||||||
| Intangible and other long-term assets, net |
50,455 | 127,452 | ||||||
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| Total assets |
$ | 1,993,230 | $ | 2,215,962 | ||||
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| LIABILITIES AND STOCKHOLDERS’ EQUITY |
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| Current liabilities: |
||||||||
| Accounts payable |
$ | 92,966 | $ | 139,325 | ||||
| Accrued expenses |
182,934 | 219,180 | ||||||
| Income taxes payable |
— | 734 | ||||||
| Current portion of decommissioning liabilities |
3,649 | 3,538 | ||||||
| Liabilities held for sale |
44,938 | — | ||||||
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| Total current liabilities |
324,487 | 362,777 | ||||||
| Long-term debt, net |
1,286,629 | 1,282,921 | ||||||
| Decommissioning liabilities |
132,632 | 126,558 | ||||||
| Operating lease liabilities |
62,354 | — | ||||||
| Deferred income taxes |
3,247 | — | ||||||
| Other long-term liabilities |
134,308 | 152,967 | ||||||
| Total stockholders’ equity |
49,573 | 290,739 | ||||||
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| Total liabilities and stockholders’ equity |
$ | 1,993,230 | $ | 2,215,962 | ||||
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4
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
TWELVE MONTHS ENDED DECEMBER 31, 2019 AND 2018
(in thousands)
(unaudited)
| 2019 | 2018 | |||||||
| Cash flows from operating activities: |
||||||||
| Net loss |
$ | (255,721 | ) | $ | (858,115 | ) | ||
| Adjustments to reconcile net loss to net cash provided by operating activities: |
||||||||
| Depreciation, depletion, amortization and accretion |
271,410 | 400,848 | ||||||
| Reduction in value of assets |
93,763 | 739,725 | ||||||
| Other noncash items |
27,651 | (39,152 | ) | |||||
| Changes in working capital and other |
9,325 | (78,249 | ) | |||||
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| Net cash provided by operating activities |
146,428 | 165,057 | ||||||
| Cash flows from investing activities: |
||||||||
| Payments for capital expenditures |
(140,465 | ) | (221,370 | ) | ||||
| Proceeds from sales of assets |
110,008 | 33,299 | ||||||
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| Net cash used in investing activities |
(30,457 | ) | (188,071 | ) | ||||
| Cash flows from financing activities: |
||||||||
| Other |
(5,292 | ) | (2,586 | ) | ||||
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| Net cash used in financing activities |
(5,292 | ) | (2,586 | ) | ||||
| Effect of exchange rate changes in cash |
961 | (3,135 | ) | |||||
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| Net change in cash, cash equivalents, and restricted cash |
111,640 | (28,735 | ) | |||||
| Cash, cash equivalents and restricted cash at beginning of period |
163,748 | 192,483 | ||||||
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| Cash, cash equivalents, and restricted cash at end of period |
$ | 275,388 | $ | 163,748 | ||||
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5
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
REVENUE BY GEOGRAPHIC REGION BY SEGMENT
(in thousands)
(unaudited)
| Three months ended, | ||||||||||||
| December 31, 2019 | September 30, 2019 | December 31, 2018 | ||||||||||
| U.S. land |
||||||||||||
| Drilling Products and Services |
$ | 36,271 | $ | 46,590 | $ | 46,732 | ||||||
| Onshore Completion and Workover Services |
67,571 | 75,973 | 105,172 | |||||||||
| Production Services |
26,205 | 32,620 | 47,103 | |||||||||
| Technical Solutions |
7,774 | 7,283 | 7,993 | |||||||||
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| Total U.S. land |
$ | 137,821 | $ | 162,466 | $ | 207,000 | ||||||
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| U.S. offshore |
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| Drilling Products and Services |
$ | 34,056 | $ | 33,895 | $ | 30,540 | ||||||
| Onshore Completion and Workover Services |
— | — | — | |||||||||
| Production Services |
14,632 | 18,295 | 18,603 | |||||||||
| Technical Solutions |
46,655 | 40,771 | 40,325 | |||||||||
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| Total U.S. offshore |
$ | 95,343 | $ | 92,961 | $ | 89,468 | ||||||
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| International |
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| Drilling Products and Services |
$ | 28,299 | $ | 30,700 | $ | 28,028 | ||||||
| Onshore Completion and Workover Services |
— | — | — | |||||||||
| Production Services |
59,754 | 47,872 | 44,228 | |||||||||
| Technical Solutions |
14,855 | 22,586 | 20,723 | |||||||||
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| Total International |
$ | 102,908 | $ | 101,158 | $ | 92,979 | ||||||
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| Total Revenues |
$ | 336,072 | $ | 356,585 | $ | 389,447 | ||||||
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6
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
SEGMENT HIGHLIGHTS
(in thousands)
(unaudited)
| Three months ended, | ||||||||||||
| December 31, 2019(1) | September 30, 2019(1) | December 31, 2018(1) | ||||||||||
| Revenues |
||||||||||||
| Drilling Products and Services |
$ | 98,626 | $ | 111,185 | $ | 105,300 | ||||||
| Onshore Completion and Workover Services |
67,571 | 75,973 | 105,172 | |||||||||
| Production Services |
100,591 | 98,787 | 109,934 | |||||||||
| Technical Solutions |
69,284 | 70,640 | 69,041 | |||||||||
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| Total Revenues |
$ | 336,072 | $ | 356,585 | $ | 389,447 | ||||||
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| Income (Loss) from Operations |
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| Drilling Products and Services |
$ | 27,631 | $ | 37,991 | $ | 27,143 | ||||||
| Onshore Completion and Workover Services |
4,263 | 982 | 4,535 | |||||||||
| Production Services |
(8,764 | ) | (4,136 | ) | (3,893 | ) | ||||||
| Technical Solutions |
8,047 | 1,583 | 6,356 | |||||||||
| Corporate and other |
(21,636 | ) | (21,689 | ) | (27,054 | ) | ||||||
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| Total Income from Operations |
$ | 9,541 | $ | 14,731 | $ | 7,087 | ||||||
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| EBITDA |
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| Drilling Products and Services |
$ | 46,946 | $ | 58,159 | $ | 53,193 | ||||||
| Onshore Completion and Workover Services |
10,023 | 7,835 | 20,964 | |||||||||
| Production Services |
3,288 | 7,927 | 12,432 | |||||||||
| Technical Solutions |
13,514 | 6,492 | 11,677 | |||||||||
| Corporate and other |
(20,489 | ) | (20,520 | ) | (25,701 | ) | ||||||
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| Total EBITDA |
$ | 53,282 | $ | 59,893 | $ | 72,565 | ||||||
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| (1) | Income (loss) from operations and EBITDA exclude the impact of special items for the three months ended December 31 and September 30, 2019 and December 31, 2018. For Non-GAAP reconciliations, refer to Table 2 below. |
7
Non-GAAP Financial Measures
The following table reconciles net income/loss from continuing operations, which is the directly comparable financial measure determined in accordance with Generally Accepted Accounting Principles (GAAP), to adjusted income/loss from continuing operations (non-GAAP financial measure). This financial measure is provided to enhance investors’ overall understanding of the Company’s current financial performance.
Reconciliation of Consolidated Adjusted Net Loss
(in thousands)
(unaudited)
Table 1
| Three months ended, December 31, 2019 |
Three months ended, September 30, 2019 |
Three months ended, December 31, 2018 |
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| Consolidated | Per Share | Consolidated | Per Share | Consolidated | Per Share | |||||||||||||||||||
| Reported net loss from continuing operations |
$ | (6,162 | ) | $ | (0.42 | ) | $ | (20,507 | ) | $ | (1.31 | ) | $ | (317,014 | ) | $ | (20.51 | ) | ||||||
| Reduction in value of assets |
— | — | 9,571 | 0.61 | 322,713 | 20.88 | ||||||||||||||||||
| Restructuring costs |
2,896 | 0.20 | 1,877 | 0.12 | 3,934 | 0.25 | ||||||||||||||||||
| Merger-related transaction costs |
3,095 | 0.21 | — | — | — | — | ||||||||||||||||||
| Legal settlement |
— | — | (5,776 | ) | (0.37 | ) | — | — | ||||||||||||||||
| Income taxes |
(1,390 | ) | (0.10 | ) | (1,315 | ) | (0.08 | ) | (20,069 | ) | (1.30 | ) | ||||||||||||
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| Adjusted net loss from continuing operations |
$ | (1,561 | ) | $ | (0.11 | ) | $ | (16,150 | ) | $ | (1.03 | ) | $ | (10,436 | ) | $ | (0.68 | ) | ||||||
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8
The following table reconciles net income/loss from continuing operations by segment, which is the directly comparable financial measure determined in accordance with GAAP, to adjusted income/loss from continuing operations and adjusted EBITDA by segment (non-GAAP financial measures). These financial measures are provided to enhance investors’ overall understanding of the Company’s current financial performance.
Reconciliation of Adjusted Income (Loss) from Operations and Adjusted EBITDA by Segment
(in thousands)
(unaudited)
Table 2
| Three months ended December 31, 2019 | ||||||||||||||||||||||||
| Drilling Products and Services |
Onshore Completion and Workover Services |
Production Services |
Technical Solutions |
Corporate and Other |
Consolidated | |||||||||||||||||||
| Reported net income (loss) from continuing operations |
$ | 27,618 | $ | 3,187 | $ | (10,068 | ) | $ | 8,612 | $ | (35,511 | ) | $ | (6,162 | ) | |||||||||
| Restructuring costs |
13 | 1,076 | 1,304 | 503 | — | 2,896 | ||||||||||||||||||
| Merger-related costs |
— | — | — | — | 3,095 | 3,095 | ||||||||||||||||||
| Interest expense, net |
— | — | — | (1,068 | ) | 25,106 | 24,038 | |||||||||||||||||
| Other expense |
— | — | — | — | (1,993 | ) | (1,993 | ) | ||||||||||||||||
| Income taxes |
— | — | — | — | (12,333 | ) | (12,333 | ) | ||||||||||||||||
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| Adjusted income (loss) from continuing operations |
$ | 27,631 | $ | 4,263 | $ | (8,764 | ) | $ | 8,047 | $ | (21,636 | ) | $ | 9,541 | ||||||||||
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| Depreciation, depletion, amortization and accretion |
19,315 | 5,760 | 12,052 | 5,467 | 1,147 | 43,741 | ||||||||||||||||||
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| Adjusted EBITDA |
$ | 46,946 | $ | 10,023 | $ | 3,288 | $ | 13,514 | $ | (20,489 | ) | $ | 53,282 | |||||||||||
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| Three months ended September 30, 2019 | ||||||||||||||||||||||||
| Drilling Products and Services |
Onshore Completion and Workover Services |
Production Services |
Technical Solutions |
Corporate and Other |
Consolidated | |||||||||||||||||||
| Reported net income (loss) from continuing operations |
$ | 37,991 | $ | (927 | ) | $ | (734 | ) | $ | (4,531 | ) | $ | (52,306 | ) | $ | (20,507 | ) | |||||||
| Reduction in value of assets |
— | 566 | 1,997 | 7,008 | — | 9,571 | ||||||||||||||||||
| Restructuring costs |
— | 1,343 | 377 | 157 | — | 1,877 | ||||||||||||||||||
| Legal settlement |
— | — | (5,776 | ) | — | — | (5,776 | ) | ||||||||||||||||
| Interest expense, net |
— | — | — | (1,051 | ) | 25,556 | 24,505 | |||||||||||||||||
| Other expense |
— | — | — | — | 3,353 | 3,353 | ||||||||||||||||||
| Income taxes |
— | — | — | — | 1,708 | 1,708 | ||||||||||||||||||
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| Adjusted income (loss) from continuing operations |
$ | 37,991 | $ | 982 | $ | (4,136 | ) | $ | 1,583 | $ | (21,689 | ) | $ | 14,731 | ||||||||||
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| Depreciation, depletion, amortization and accretion |
20,168 | 6,853 | 12,063 | 4,909 | 1,169 | 45,162 | ||||||||||||||||||
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| Adjusted EBITDA |
$ | 58,159 | $ | 7,835 | $ | 7,927 | $ | 6,492 | $ | (20,520 | ) | $ | 59,893 | |||||||||||
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| Three months ended December 31, 2018 | ||||||||||||||||||||||||
| Drilling Products and Services |
Onshore Completion and Workover Services |
Production Services |
Technical Solutions |
Corporate and Other |
Consolidated | |||||||||||||||||||
| Reported net income (loss) from continuing operations |
$ | 26,678 | $ | (224,877 | ) | $ | (97,425 | ) | $ | 7,280 | $ | (28,670 | ) | $ | (317,014 | ) | ||||||||
| Reduction in value of assets |
— | 227,801 | 92,252 | — | 2,660 | 322,713 | ||||||||||||||||||
| Restructuring costs |
465 | 1,611 | 1,280 | 78 | 500 | 3,934 | ||||||||||||||||||
| Interest expense, net |
— | — | — | (1,002 | ) | 25,747 | 24,745 | |||||||||||||||||
| Other expense |
— | — | — | — | (2,717 | ) | (2,717 | ) | ||||||||||||||||
| Income taxes |
— | — | — | — | (24,574 | ) | (24,574 | ) | ||||||||||||||||
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| Adjusted income (loss) from continuing operations |
$ | 27,143 | $ | 4,535 | $ | (3,893 | ) | $ | 6,356 | $ | (27,054 | ) | $ | 7,087 | ||||||||||
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| Depreciation, depletion, amortization and accretion |
26,050 | 16,429 | 16,325 | 5,321 | 1,353 | 65,478 | ||||||||||||||||||
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| Adjusted EBITDA |
$ | 53,193 | $ | 20,964 | $ | 12,432 | $ | 11,677 | $ | (25,701 | ) | $ | 72,565 | |||||||||||
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9