UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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| FORM |
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(Mark One)
For the quarterly period ended
or
For the Transition Period from to
Commission File No.
Commission Company Name:
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SUPERIOR ENERGY SERVICES, INC.
(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of |
| (I.R.S. Employer |
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| incorporation or organization) |
| Identification No.) |
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| (Zip Code) |
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| (Address of principal executive offices) |
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading symbol | Name of each exchange on which registered |
None | N/A | None |
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 ¨ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes 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.
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Large Accelerated filer ¨ |
| Accelerated filer ¨ |
| Smaller reporting company | |
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| 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. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ¨ No x
The number of shares of the registrant’s Class A common stock outstanding on September 28, 2021 was
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Quarterly Report on Form 10-Q for
the Quarterly Period Ended March 31, 2021
TABLE OF CONTENTS
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| Page |
PART I. | FINANCIAL INFORMATION |
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Item 1. | Unaudited Condensed Consolidated Financial Statements and Notes |
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| 3 | |
| 5 | |
| Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) | 5 |
| 6 | |
| Unaudited Consolidated Statements of Changes in Stockholders' Equity (Deficit) | 7 |
| Notes to Unaudited Condensed Consolidated Financial Statements | 8 |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 33 |
Item 3. | 42 | |
Item 4. | 42 | |
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PART II. | OTHER INFORMATION |
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Item 1. | 44 | |
Item 1A. | 44 | |
Item 2. | 44 | |
Item 6. | 45 | |
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| 46 |
PART I. FINANCIAL INFORMATION
Item 1. Unaudited Condensed Consolidated Financial Statements and Notes
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SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES | ||||||
Condensed Consolidated Balance Sheets | ||||||
(in thousands, except share data) | ||||||
(unaudited) | ||||||
| Successor |
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| Predecessor | ||
ASSETS | March 31, 2021 |
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| December 31, 2020 | ||
Current assets: |
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Cash and cash equivalents | $ | |
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| $ | |
Restricted cash - current |
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| - |
Accounts receivable, net of allowance for doubtful accounts of $ March 31, 2021 and December 31, 2020, respectively |
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Income taxes receivable |
| - |
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Prepaid expenses |
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Inventory and other current assets |
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Assets held for sale |
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Total current assets |
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Property, plant and equipment, net |
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Operating lease right-of-use assets |
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Goodwill |
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Notes receivable |
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Restricted cash |
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Intangible and other long-term assets, net |
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Total assets | $ | |
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| $ | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) |
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Current liabilities: |
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Accounts payable | $ | |
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Accrued expenses |
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Income taxes payable |
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| - |
Current portion of decommissioning liabilities |
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Liabilities held for sale |
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Total current liabilities |
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Decommissioning liabilities |
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Operating lease liabilities |
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Deferred income taxes |
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Other long-term liabilities |
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Total non-current liabilities |
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Liabilities Subject to Compromise |
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Total liabilities |
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Stockholders’ equity (deficit): |
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Predecessor common stock $ |
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Successor Class A common stock $ |
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Additional paid-in capital |
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Predecessor Treasury stock at cost, |
| - |
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Accumulated other comprehensive loss, net |
| - |
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Accumulated deficit |
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Total stockholders’ equity (deficit) |
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Total liabilities and stockholders’ equity (deficit) | $ | |
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| $ | |
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See accompanying notes to unaudited condensed consolidated financial statements. | ||||||
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SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES | |||||||||
Condensed Consolidated Statements of Operations | |||||||||
(in thousands, except per share data) | |||||||||
(unaudited) | |||||||||
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| Successor |
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| Predecessor | |||||
| For the period February 3, 2021 through March 31, |
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| For the Period January 1, 2021 through February 2, |
| Three Months Ended March 31, | |||
| 2021 |
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| 2021 |
| 2020 | |||
Revenues: |
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Services | $ | |
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Rentals |
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Product sales |
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Total revenues |
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Costs and expenses: |
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Cost of services |
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Cost of rentals |
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Cost of sales |
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Cost of revenues (exclusive of depreciation, depletion, amortization and accretion) |
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Depreciation, depletion, amortization and accretion - services |
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Depreciation, depletion, amortization and accretion - rentals |
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Depreciation, depletion, amortization and accretion - sales |
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General and administrative expenses |
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Restructuring and other expenses |
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Reduction in value of assets |
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Loss from operations |
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Other income (expense): |
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Interest income (expense), net |
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Reorganization items, net |
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Other income (expense): |
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Income (loss) from continuing operations before income taxes |
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Income tax (expense) benefit |
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Net income (loss) from continuing operations |
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Income (loss) from discontinued operations, net of income tax |
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Net income (loss) | $ | ( |
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Income (loss) per share -basic |
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Net income (loss) from continuing operations | $ | ( |
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Income (loss) from discontinued operations |
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Net income (loss) | $ | ( |
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Income (loss) per share - diluted: |
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Net income (loss) from continuing operations | $ | ( |
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Income (loss) from discontinued operations |
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Net income (loss) | $ | ( |
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Weighted-average Class A shares outstanding - basic |
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Weighted-average Class A shares outstanding - diluted |
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See accompanying notes to condensed consolidated financial statements. |
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SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES | |||||||||
Condensed Consolidated Statements of Comprehensive Income (Loss) | |||||||||
(in thousands) | |||||||||
(unaudited) | |||||||||
| Successor |
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| Predecessor | |||||
| For the period February 3, 2021 through March 31, 2021 |
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| For the Period January 1, 2021 through February 2, 2021 |
| Three Months Ended March 31, 2020 | |||
Net income (loss) |
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Change in cumulative translation adjustment, net of tax |
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Comprehensive income (loss) | $ | ( |
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See accompanying notes to unaudited condensed consolidated financial statements. |
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SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES |
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Condensed Consolidated Statements of Cash Flows |
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(in thousands) |
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(unaudited) |
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| Successor |
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| Predecessor |
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| For the period February 3, 2021 through March 31, 2021 |
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| For the Period January 1, 2021 through February 2, 2021 |
| Three Months Ended March 31, 2020 |
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Cash flows from operating activities: |
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Net income (loss) |
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Adjustments to reconcile net loss to net cash provided by |
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Depreciation, depletion, amortization and accretion |
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Deferred income taxes |
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Amortization of debt acquisition costs |
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Reduction in value of assets held for sale |
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Assets held for sale |
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Right-of-use assets amortization |
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Reorganization items, net |
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Retirement and deferred compensation plans expense, net |
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Bad debt |
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Gain on sale of assets and businesses |
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Other reconciling items, net |
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Changes in operating assets and liabilities: |
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