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New words:
absence, absent, Antitrust, attention, automatically, brought, cancelled, cast, cease, Code, competing, consent, consummate, consummated, consummation, counsel, cut, difficult, director, discourage, disruption, diverted, enacted, enjoin, enjoining, excise, exclusively, expiration, fall, fee, frame, free, guarantor, HSR, indirect, indirectly, injunction, IRA, IRS, merge, modification, motivate, opinion, order, ordinary, Overnight, parent, Patterson, pendency, pending, pertain, Prepaid, prevent, prohibiting, promptly, proposal, proposed, purported, qualification, recommendation, reorganization, reserve, retain, retained, retention, SOFR, strategic, successful, surviving, taxable, therewith, timeframe, TL, undertaken, waiting, waived, waiver, wholly
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Financial report summary
?Competition
Weatherford International • Schlumberger • RPC • Superior Energy Services • Patterson-UTI Energy • Basic Energy Services • Weatherford International • Nuverra Environmental Solutions • FTS International • Nine Energy ServiceRisks
- The Mergers are subject to approval of our stockholders as well as the satisfaction of other closing conditions, including government consents and approvals, some or all of which may not be satisfied or completed within the expected timeframe, if at all.
- If the Mergers do not qualify as a reorganization, there may be adverse tax consequences.
- We will be subject to various uncertainties while the Mergers are pending that may cause disruption and may make it more difficult to maintain relationships with employees, customers and other third-party business partners.
- While the Merger Agreement is in effect, we are subject to restrictions on our business activities.
- In certain instances, the Merger Agreement requires us to pay a termination fee to Patterson-UTI, which could affect the decisions of a third party considering making an alternative acquisition proposal.
- We have incurred, and will continue to incur, direct and indirect costs as a result of the Mergers.
- Litigation challenging the Merger Agreement may prevent the Mergers from being consummated within the expected timeframe or at all.
Management Discussion
- Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
- NexTier Oilfield Solutions Inc. is a predominantly U.S. land oilfield service company, with a diverse set of well completion and production services across a variety of active and demanding basins. We have a history of growth through acquisition, including (i) our 2019 transaction with C&J, a publicly traded Delaware corporation, (ii) our 2021 acquisition of Alamo, a pressure pumper focused in the Permian, and (iii) our 2022 acquisition of last mile proppant logistics and wellsite storage assets from CIG Sellers. This history impacts the comparability of our operational results from year to year. See Part I, “Item 1. Business” of this Annual Report for an overview of our history, including additional information on certain of the acquisitions noted above, including the C&J Merger and the Alamo Acquisition, and business environment. Additional information on the Alamo Acquisition and the CIG Acquisition can also be found in Note (3) Acquisitions of Part II, “Item 8. Financial Statements and Supplemental Data.”