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: SUPERIOR ENERGY SERVICES, INC
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act:
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.
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).
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 ☐ |
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Accelerated filer ☐ |
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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
The number of shares of the registrant’s Class A common stock outstanding on April 30, 2022 was
The number of shares of the registrant’s Class B common stock outstanding on April 30, 2022 was
1
TABLE OF CONTENTS
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Page |
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3 |
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PART I. |
FINANCIAL INFORMATION |
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Item 1. |
Unaudited Condensed Consolidated Financial Statements and Notes |
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5 |
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6 |
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Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) |
7 |
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Unaudited Consolidated Statements of Changes in Stockholders' Equity (Deficit) |
8 |
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9 |
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Notes to Unaudited Condensed Consolidated Financial Statements |
10 |
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
20 |
Item 3. |
24 |
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Item 4. |
25 |
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PART II. |
OTHER INFORMATION |
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Item 1. |
26 |
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Item 1A. |
26 |
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Item 2. |
26 |
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Item 3. |
26 |
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Item 4. |
26 |
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Item 5. |
26 |
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Item 6. |
27 |
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28 |
2
INFORMATION REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q (the “Form 10-Q”) and other documents filed by us with the Securities and Exchange Commission (the “SEC”) contain, and future oral or written statements or press releases by us and our management may contain, forward-looking statements within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Generally, the words “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks” and “estimates,” variations of such words and similar expressions identify forward-looking statements, although not all forward-looking statements contain these identifying words. All statements other than statements of historical fact included in this Form 10-Q or such other materials regarding our financial position, financial performance, liquidity, strategic alternatives, market outlook, future capital needs, capital allocation plans, business strategies and other plans and objectives of our management for future operations and activities are forward-looking statements. These statements are based on certain assumptions and analyses made by our management in light of their experience and prevailing circumstances on the date such statements are made. Such forward-looking statements, and the assumptions on which they are based, are inherently speculative and are subject to a number of risks and uncertainties that could cause our actual results to differ materially from such statements. Such risks and uncertainties include, but are not limited to:
3
These risks and other uncertainties related to our business are described in detail in our Form 10-K. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Investors are cautioned that many of the assumptions on which our forward-looking statements are based are likely to change after such statements are made, including for example the market prices of oil and gas and regulations affecting oil and gas operations, which we cannot control or anticipate. Further, we may make changes to our business strategies and plans (including our capital spending and capital allocation plans) at any time and without notice, based on any changes in the above-listed factors, our assumptions or otherwise, any of which could or will affect our results. For all these reasons, actual events and results may differ materially from those anticipated, estimated, projected or implied by us in our forward-looking statements. We undertake no obligation to update any of our forward-looking statements for any reason, notwithstanding any changes in our assumptions, changes in our business plans, our actual experience, or other changes. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.
4
PART I. FINANCIAL INFORMATION
Item 1. Unaudited Condensed Consolidated Financial Statements and Notes
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands, except per share data)
(unaudited)
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March 31, 2022 |
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December 31, 2021 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Accounts receivable, net |
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Income taxes receivable |
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Prepaid expenses |
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Inventory |
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Investment in equity securities |
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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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Notes receivable |
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Restricted cash |
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Other long-term assets, net |
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Total assets |
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$ |
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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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$ |
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$ |
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Accrued expenses |
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Income taxes payable |
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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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Deferred income taxes |
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Other long-term liabilities |
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Total liabilities |
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Stockholders’ equity (deficit): |
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Class A common stock $ |
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Class B common stock $ |
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Class A Additional paid-in capital |
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Class B Additional paid-in capital |
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Accumulated deficit |
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Total stockholders’ equity |
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Total liabilities and stockholders’ equity |
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$ |
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$ |
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See accompanying notes to unaudited condensed consolidated financial statements
5
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 |
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For the Three Months Ended March 31, 2022 |
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For the Period |
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For the Period |
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Revenues: |
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Services |
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$ |
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$ |
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$ |
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Rentals |
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Product sales |
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Total revenues |
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Cost of revenues: |
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Services |
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Rentals |
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Product sales |
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Total cost of revenues (exclusive of depreciation, depletion, amortization and accretion) |
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Depreciation, depletion, amortization and accretion: |
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Services |
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Rentals |
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Product sales |
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Total depreciation, depletion, amortization and accretion |
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General and administrative expenses |
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Restructuring expenses |
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Other (gains) and losses, net |
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Income (loss) from operations |
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Other income (expense): |
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Interest income, net |
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Reorganization items, net |
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Other income (expense) |
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( |
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( |
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Income (loss) from continuing operations before income taxes |
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( |
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Income tax (expense) benefit |
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( |
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( |
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Net income (loss) from continuing operations |
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( |
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Income (loss) from discontinued operations, net of income tax |
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( |
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Net income (loss) |
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$ |
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$ |
( |
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$ |
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Income (loss) per share -basic |
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Net income (loss) from continuing operations |
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$ |
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$ |
( |
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$ |
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Income (loss) from discontinued operations, net of income tax |
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( |
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( |
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Net income (loss) |
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$ |
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$ |
( |
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$ |
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Income (loss) per share - diluted: |
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Net income (loss) from continuing operations |
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$ |
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$ |
( |
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$ |
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Income (loss) from discontinued operations, net of income tax |
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( |
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( |
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Net income (loss) |
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$ |
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$ |
( |
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$ |
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Weighted-average shares outstanding - basic |
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Weighted-average shares outstanding - diluted |
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See accompanying notes to unaudited condensed consolidated financial statements
6
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Income (Loss)
(in thousands)
(unaudited)
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Successor |
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Predecessor |
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For the Three Months Ended March 31, 2022 |
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For the Period |
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For the Period |
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Net income (loss) |
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$ |
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$ |
( |
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$ |
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Change in cumulative translation adjustment, net of tax |
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Comprehensive income (loss) |
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$ |
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$ |
( |
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$ |
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See accompanying notes to unaudited condensed consolidated financial statements
7
SUPERIOR ENERGY SERVICES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Changes in Stockholders' Equity (Deficit)
(in thousands)
(unaudited)
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Common Stock |
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Class A |
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Class B |
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Additional paid-in capital |
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Shares |
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Amount |
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Shares |
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Amount |
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Class A |
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Class B |
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Treasury stock |
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Accumulated other comprehensive loss, net |
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Accumulated deficit |
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Total |
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Balances, December 31, 2020 (Predecessor) |
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- |
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- |
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- |
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( |
) |
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( |
) |
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( |
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( |
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Net income |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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Foreign currency translation adjustment |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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Extinguishment of unrecognized compensation expense |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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Stock-based compensation expense, net |
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- |
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- |
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- |
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- |
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Restricted stock units vested |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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Shares withheld and retired |
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( |
) |
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- |
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- |
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- |
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- |
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- |
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- |
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Cancellation of Predecessor equity |
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( |
) |
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( |
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- |
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- |
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( |
) |
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- |
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- |
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- |
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Issuance of Successor Class A common stock |
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- |
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- |
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- |
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- |
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- |
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- |
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Balances, February 2, 2021 (Predecessor) |
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$ |
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- |
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$ |
- |
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$ |
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$ |
- |
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$ |
- |
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$ |
- |
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$ |
- |
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$ |
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Balances, February 3, 2021 (Successor) |
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$ |
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- |
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$ |
- |
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$ |
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$ |
- |
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$ |
- |
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$ |
- |
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$ |
- |
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$ |
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Net loss |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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( |
) |
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( |
) |
Balances, March 31, 2021 (Successor) |
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$ |
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- |
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$ |
- |
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$ |
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$ |
- |
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$ |
- |
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$ |
- |
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$ |
( |
) |
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$ |
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Balances, December 31, 2021 (Successor) |
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$ |
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$ |
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$ |
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$ |
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$ |
- |
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$ |
- |
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$ |
( |
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$ |
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Net income |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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- |
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