Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with our unaudited condensed consolidated financial statements and accompanying notes included elsewhere in this Quarterly Report on Form 10-Q. In addition, the following discussion and analysis and information contains forward-looking statements about our business, operations and financial performance based on our current expectations that involve risks, uncertainties and assumptions. Our actual results could differ materially from those anticipated by these forward-looking statements as a result of many factors. including, but not limited to, those identified below and any discussed in the sections titled “Risk Factors” and under the heading “Information Regarding Forward-Looking Statements” in this Quarterly Report on Form 10-Q.
Executive Summary
General
We serve major, national and independent oil and natural gas exploration and production companies around the world and offer products and services with respect to the various phases of a well’s economic life cycle.
Historically, we provided a wide variety of services and products to many markets within the energy industry. Our core businesses focus on products and services that we believe meet the criteria of:
•being critical to our customers’ oil and gas operations;
•limiting competition from the three largest global oilfield service companies;
•requiring deep technical expertise through the design or use of our products or services, such as premium drill pipe and drilling bottom hole assembly accessory rentals;
•unlikely to become a commoditized product or service to our customers; and
•providing strong cash flow generation capacity and opportunities.
The result of this approach is a portfolio of business lines grounded in our core mission of providing high quality products and services while maintaining the trust and serving the needs of our customers, with an emphasis on free cash flow generation and capital efficiency.
Industry Trends
The oil and gas industry is both cyclical and seasonal. The level of spending by oil and gas companies is highly influenced by current and expected demand and future prices of oil and natural gas. Changes in spending result in an increased or decreased demand for our services and products. Rig count is an indicator of the level of spending by oil and gas companies.
Our financial performance is significantly affected by the rig count in the U.S. land and offshore market areas as well as oil and natural gas prices and worldwide rig activity, which are summarized in the tables below:
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
|
|
|
2023 |
|
|
2022 |
|
|
% Change |
Worldwide Rig Count (1) |
|
|
|
|
|
|
|
|
U.S.: |
|
|
|
|
|
|
|
|
Land |
|
|
744 |
|
|
|
760 |
|
|
(2.1%) |
Offshore |
|
|
16 |
|
|
|
16 |
|
|
0.0% |
Total |
|
|
760 |
|
|
|
776 |
|
|
(2.1%) |
International (2) |
|
|
915 |
|
|
|
907 |
|
|
0.9% |
Worldwide Total |
|
|
1,675 |
|
|
|
1,683 |
|
|
(0.5%) |
|
|
|
|
|
|
|
|
|
Commodity Prices (average) |
|
|
|
|
|
|
|
|
Crude Oil (West Texas Intermediate) |
|
$ |
72.43 |
|
|
$ |
82.79 |
|
|
(12.5%) |
Natural Gas (Henry Hub) |
|
$ |
2.65 |
|
|
$ |
5.55 |
|
|
(52.3%) |
(1)Estimate of drilling activity as measure by the average active drilling rigs based on Baker Hughes Co. rig count information
(2)Excludes Canadian rig count
16
Comparison of the Results of Operations for the Three Months Ended March 31, 2023 and December 31, 2022
We reported net income from continuing operations for the three months ended March 31, 2023 (the “Current Quarter”) of $29.9 million on revenue of $220.1 million. This compares to a net income from continuing operations for the three months ended December 31, 2022 (the “Prior Quarter”) of $175.0 million on revenues of $239.1 million. The decrease in net income from continuing operations in the Current Quarter is largely attributable to recognition of a worthless stock deduction and valuation allowance releases in the Prior Quarter with estimated net tax benefits of $104.0 million and $18.5 million, respectively. An immaterial misstatement was identified and recorded in the Current Quarter related to the worthless stock deduction, resulting in additional income tax expense of $7.6 million.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Change |
|
|
March 31, |
|
|
December 31, |
|
|
|
|
|
|
|
|
2023 |
|
|
2022 |
|
|
$ |
|
|
% |
Revenues |
|
|
|
|
|
|
|
|
|
|
|
Rentals |
|
$ |
108,821 |
|
|
$ |
105,900 |
|
|
$ |
2,921 |
|
|
2.8% |
Well Services |
|
|
111,316 |
|
|
|
133,203 |
|
|
|
(21,887 |
) |
|
(16.4%) |
Total revenues |
|
|
220,137 |
|
|
|
239,103 |
|
|
|
(18,966 |
) |
|
|
Cost of revenues |
|
|
|
|
|
|
|
|
|
|
|
Rentals |
|
|
36,468 |
|
|
|
36,376 |
|
|
|
92 |
|
|
0.3% |
Well Services |
|
|
81,253 |
|
|
|
91,146 |
|
|
|
(9,893 |
) |
|
(10.9%) |
Total cost of revenues (exclusive of depreciation, depletion, amortization and accretion) |
|
|
117,721 |
|
|
|
127,522 |
|
|
|
(9,801 |
) |
|
|
Depreciation, depletion, amortization and accretion |
|
|
20,139 |
|
|
|
20,121 |
|
|
|
18 |
|
|
0.1% |
General and administrative expenses |
|
|
30,990 |
|
|
|
34,204 |
|
|
|
(3,214 |
) |
|
(9.4%) |
Restructuring expenses |
|
|
1,983 |
|
|
|
1,934 |
|
|
|
49 |
|
|
2.5% |
Other (gains) and losses, net |
|
|
(1,398 |
) |
|
|
1,129 |
|
|
|
(2,527 |
) |
|
(223.8%) |
Income from operations |
|
|
50,702 |
|
|
|
54,193 |
|
|
|
(3,491 |
) |
|
|
Other income (expense) |
|
|
|
|
|
|
|
|
|
|
|
Interest income, net |
|
|
5,439 |
|
|
|
5,702 |
|
|
|
(263 |
) |
|
(4.6%) |
Other income (expense) |
|
|
(2,152 |
) |
|
|
4,558 |
|
|
|
(6,710 |
) |
|
(147.2%) |
Income from continuing operations before income taxes |
|
|
53,989 |
|
|
|
64,453 |
|
|
|
(10,464 |
) |
|
|
Income tax (expense) benefit |
|
|
(24,065 |
) |
|
|
110,532 |
|
|
|
(134,597 |
) |
|
(121.8%) |
Net income from continuing operations |
|
|
29,924 |
|
|
|
174,985 |
|
|
|
(145,061 |
) |
|
|
Income (loss) from discontinued operations, net of income tax |
|
|
289 |
|
|
|
(4,389 |
) |
|
|
4,678 |
|
|
(106.6%) |
Net income |
|
$ |
30,213 |
|
|
$ |
170,596 |
|
|
$ |
(140,383 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
** Not a meaningful percentage |
|
|
|
|
|
|
|
|
|
|
|
Revenues and Cost of Revenues
Revenues from our Rentals segment increased by $2.9 million, or 2.8%, in the Current Quarter as compared to the Prior Quarter primarily due to increased pricing and service revenue for both bottom hole assembly accessories and premium drill pipe product lines in our U.S onshore and offshore markets. These increases resulted in a higher gross margin of 66.5% for the Current Quarter as compared to 65.7% in the Prior Quarter.
Revenues from our Well Services segment in the Current Quarter decreased $21.9 million, or 16.4%, from the Prior Quarter. The decline in revenue is a result of a comparatively stronger performance in the Prior Quarter in the U.S offshore market from our completion services business unit. Additionally, our International market experienced a decline in revenues related to hydraulic workover and snubbing activities, which was offset by improvements in both completion and well control services. Cost of revenues decreased $9.9 million, or 10.9%, in the Current Quarter as compared to the Prior Quarter as a result of the declines in completion services in our U.S offshore market and declines in hydraulic workover and snubbing activities on our International market. Gross margin for the Current Quarter decreased to 27.0% as compared to 31.6% for the Prior Quarter.
General and Administrative Expenses
General and administrative expenses for the Current Quarter decreased $3.2 million, or 9.4%, as compared to the Prior Quarter. The decrease is primarily related to a reduction in employee related costs, including bonus incentives in the Current Quarter.
Other (gains) and losses, net
Other gains, net for the Current Quarter were $1.4 million compared to other losses, net of $1.1 million for the Prior Quarter. Other (gains) and losses, net include gains and losses on the disposal of assets, as well as impairments related to long-lived assets.
17
Other Income (Expense)
Other income (expense) during the Current Quarter and Prior Quarter primarily relate to re-measurement losses associated with our foreign currencies and realized gains on our investment in equity securities.
Losses on foreign currencies were $1.8 million and $0.7 million for the Current Quarter and Prior Quarter, respectively. Losses on foreign currencies during both periods were primarily related to our operations in Argentina.
During the Prior Quarter, we disposed of all of our remaining investment in equity securities for $21.3 million and recognized gains totaling $5.3 million.
Income Taxes
The effective tax rate for the Current Quarter was an expense of 44.6% on income from continuing operations and is different from the U.S. federal statutory rate of 21.0% due to non-deductible items and foreign losses for which no tax benefit was recorded. The Latin American and Middle East jurisdictions in which we currently, and will continue to, operate have tax rates significantly in excess of the U.S. federal statutory rate. Additionally, we identified an error in the tax provision for the year ended December 31, 2022 pertaining to certain net operating loss carryforwards that should have been eliminated as part of a worthless stock deduction taken in the fourth quarter of 2022. As such, we recognized an additional income tax expense of $7.6 million during the three months ended March 31, 2023 with a corresponding decrease to deferred tax assets to correct this immaterial misstatement. Management has determined that this misstatement was not material to any of its previously issued financial statements.
The effective tax rate for the Prior Quarter was a benefit of 171.5% on income from continuing operations and is different from the U.S. federal statutory rate of 21.0% primarily from the worthless stock deduction. In addition, in the Prior Quarter, we recognized valuation allowance releases primarily for Brazil deferred tax assets and a portion of U.S. foreign tax credits .
Unrecognized tax benefit as of the March 31, 2023 and December 31, 2022 was $14.3 million and $14.0 million, respectively, all of which would impact our effective tax rate if recognized except for $0.5 million offset in deferred income taxes. It is reasonably possible $10.2 million of unrecognized tax benefits could be settled in the next twelve months due to the conclusion of tax audits or statute of limitations expirations. It is our policy to recognize interest and applicable penalties, if any, related to uncertain tax positions in income tax expense.
Liquidity and Capital Resources
Cash flows depend, to a large degree, on the level of spending by oil and gas companies for exploration, development and production activities. Certain sources and uses of cash, such as our level of discretionary capital expenditures and divestitures of non-core assets, are within our control and are adjusted as necessary based on market conditions.
Financial Condition and Liquidity
Our primary sources of liquidity have been cash and cash equivalents, cash generated from our operations and from asset sales, and availability under our Credit Facility. As of March 31, 2023, we had cash, cash equivalents and restricted cash of $404.7 million. During the three months ended March 31, 2023 net cash provided by operating activities was $73.3 million, and we received $11.6 million in cash proceeds from the sale of assets. The primary uses of liquidity are to provide support for operating activities and capital expenditures. We spent $18.1 million of cash on capital expenditures during the three months ended March 31, 2023.
The energy industry faces growing negative sentiment in the market which may affect our ability to access capital on terms favorable to us. While we have confidence in the level of support from our lenders, this negative sentiment in the energy industry has not only impacted our customers in North America, but also affected the availability and pricing for most credit lines extended to participants in the energy industry. From time to time, we may enter into transactions to dispose of businesses or capital assets that no longer fit our long-term strategy.
Debt Instruments
We have a Credit Agreement providing for a $120.0 million asset-based secured revolving Credit Facility, all of which is available for the issuance of letters of credit (the “Credit Facility”), which matures in December 2024. The issuance of letters of credit reduces availability under the Credit Facility on a dollar-for-dollar basis.
18
As of March 31, 2023, our borrowing base, as defined in the Credit Agreement, was approximately $115.8 million and we had $34.9 million of letters of credit outstanding that reduced the borrowing availability. We had no outstanding borrowings under the Credit Facility as of March 31, 2023. We were in compliance with all required covenants as of March 31, 2023.
Other Matters
New Accounting Pronouncements
See Part 1, Item 1, “Unaudited Condensed Consolidated Financial Statements and Notes” – Note 17 – “New Accounting Pronouncements.”
Critical Accounting Policies and Estimates
There have been no changes to the critical accounting policies reported in our Annual Report on Form 10-K for the period ended December 31, 2022 (the “Form 10-K”) that affect our significant judgments and estimates used in the preparation of our Unaudited Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q. Please refer to the section titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Policies and Estimates” in the Form 10-K.
Item 4. Controls and Procedures
Evaluation of disclosure controls and procedures
Our disclosure controls and procedures are designed to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. In addition, the disclosure controls and procedures provide reasonable assurance that such information is accumulated and communicated to management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure. An evaluation was carried out, under the supervision and with the participation of our management, including our CEO and CFO, regarding the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, our CEO and CFO have concluded that our disclosure controls and procedures as of March 31, 2023 were not effective to provide reasonable assurance that information required to be disclosed by us in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure as a result of the material weakness in our internal control over financial reporting described below.
Material Weakness in Internal Control Over Financial Reporting
A material weakness is defined as a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.
Management identified a material weakness in our internal control over financial reporting as we did not design and maintain effective controls to review the reasonableness of assumptions determined by, and accuracy of calculations performed by, our external tax service providers. This material weakness resulted in an adjustment to deferred tax benefit and income tax benefit that was recorded in the consolidated financial statements as of and for the year ended December 31, 2022. Additionally, this material weakness could result in misstatements of income tax related balances that would result in a material misstatement to the annual or interim consolidated financial statements which would not be prevented or detected.
Remediation Plan for Material Weakness
In order to address the material weakness described above, management has implemented a remediation plan that includes implementing enhancements to our controls around reviewing the reasonableness of assumptions determined by, and the accuracy of calculations performed by, our external tax service providers. As we continue to evaluate and work to improve our internal control over financial reporting, we may determine to take additional measures to address the material weakness.
Based on its evaluation, the controls described above have not had sufficient time for management to conclude that the controls are operating effectively. Therefore, the material weakness described above existed at March 31, 2023, and will continue to exist until the controls described above have had sufficient time for management to conclude that they are effective.
Changes in Internal Control Over Financial Reporting
Other than the changes related to the remediation plan above, there were no changes in internal control over financial reporting during the quarter ended March 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
20