Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 27, 2022 | |
Cover [Abstract] | ||
Entity Registrant Name | CORE LABORATORIES N.V. | |
Entity Central Index Key | 0001000229 | |
Trading Symbol | CLB | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 46,307,537 | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity File Number | 001-14273 | |
Entity Incorporation, State or Country Code | P7 | |
Entity Address, Address Line One | Van Heuven Goedhartlaan 7 B | |
Entity Address, City or Town | Amstelveen | |
Entity Address, Country | NL | |
Entity Address, Postal Zip Code | 1181 LE | |
City Area Code | 31-20 | |
Local Phone Number | 420-3191 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock (par value EUR 0.02) | |
Security Exchange Name | NYSE | |
Entity Tax Identification Number | 00-0000000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 22,037 | $ 17,703 |
Accounts receivable, net of allowance for credit losses of $3,448 and $3,225 at 2022 and 2021, respectively | 98,900 | 96,830 |
Inventories | 48,224 | 45,443 |
Prepaid expenses | 13,611 | 14,059 |
Income taxes receivable | 14,640 | 9,911 |
Other current assets | 4,780 | 5,109 |
TOTAL CURRENT ASSETS | 202,192 | 189,055 |
PROPERTY, PLANT AND EQUIPMENT, net of accumulate depreciation of $306,542 and $306,461 at 2022 and 2021, respectively | 109,926 | 110,952 |
RIGHT OF USE ASSETS | 60,168 | 61,387 |
INTANGIBLES, net of accumulated amortization of $[17,369] and $17,540 at 2022 and 2021, respectively | 7,979 | 8,139 |
GOODWILL | 99,445 | 99,445 |
DEFERRED TAX ASSETS, net | 67,698 | 70,462 |
OTHER ASSETS | 37,510 | 41,413 |
TOTAL ASSETS | 584,918 | 580,853 |
CURRENT LIABILITIES: | ||
Accounts payable | 34,405 | 29,726 |
Accrued payroll and related costs | 26,465 | 20,833 |
Taxes other than payroll and income | 4,795 | 5,931 |
Unearned revenues | 7,602 | 7,765 |
Operating lease liabilities | 12,669 | 12,342 |
Income taxes payable | 5,784 | 6,502 |
Other current liabilities | 8,042 | 7,683 |
TOTAL CURRENT LIABILITIES | 99,762 | 90,782 |
LONG-TERM DEBT, net | 189,807 | 188,636 |
LONG-TERM OPERATING LEASE LIABILITIES | 46,883 | 49,286 |
DEFERRED COMPENSATION | 34,527 | 39,101 |
DEFERRED TAX LIABILITIES, net | 23,270 | 24,336 |
OTHER LONG-TERM LIABILITIES | 24,283 | 27,711 |
COMMITMENTS AND CONTINGENCIES | ||
EQUITY: | ||
Preference shares, EUR 0.02 par value; 6,000,000 shares authorized, none issued or outstanding | 0 | 0 |
Common shares, EUR 0.02 par value; 200,000,000 shares authorized, 46,454,264 issued and 46,283,676 outstanding at 2022 and 46,454,264 issued and 46,349,397 outstanding at 2021 | 1,188 | 1,188 |
Additional paid-in capital | 107,088 | 101,120 |
Retained earnings | 65,998 | 68,349 |
Accumulated other comprehensive income (loss) | (6,753) | (10,133) |
Treasury shares (at cost), 170,588 at 2022 and 104,867 at 2021 | (5,736) | (4,075) |
Total Core Laboratories N.V. shareholders' equity | 161,785 | 156,449 |
Non-controlling interest | 4,601 | 4,552 |
TOTAL EQUITY | 166,386 | 161,001 |
TOTAL LIABILITIES AND EQUITY | $ 584,918 | $ 580,853 |
Consolidated Balance Sheets Par
Consolidated Balance Sheets Parenthetical $ in Thousands | Mar. 31, 2022USD ($)shares | Mar. 31, 2022€ / shares | Dec. 31, 2021USD ($)shares | Dec. 31, 2021€ / shares |
Statement of Financial Position [Abstract] | ||||
Allowance for doubtful accounts | $ | $ 3,448 | $ 3,225 | ||
Accumulated Depreciation | $ | 306,542 | 306,461 | ||
Accumulated amortization | $ | $ 17,713 | $ 17,540 | ||
Preferred stock, par value per share | € / shares | € 0.02 | € 0.02 | ||
Preferred stock, shares authorized | 6,000,000 | 6,000,000 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Common stock, par value per share | € / shares | € 0.02 | € 0.02 | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 | ||
Common stock, shares, issued | 46,454,264 | 46,454,264 | ||
Common shares, outstanding | 46,283,677 | 46,349,397 | ||
Treasury stock, shares | 170,587 | 104,867 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
REVENUES: | ||
Revenue | $ 115,300 | $ 108,383 |
OPERATING EXPENSES: | ||
General and administrative expense, exclusive of depreciation expense shown below | 12,545 | 8,461 |
Depreciation | 4,384 | 4,633 |
Amortization | 173 | 238 |
Other (income) expense, net | 1,637 | (721) |
OPERATING INCOME (LOSS) | (391) | 11,622 |
Interest expense | 2,644 | 1,363 |
Income (loss) from continuing operations before income taxes | (3,035) | 10,259 |
Income tax expense (benefit) | (1,196) | 2,052 |
Income (loss) from continuing operations | (1,839) | 8,207 |
Net income (loss) | (1,839) | 8,207 |
Net income (loss) attributable to non-controlling interest | 49 | 102 |
Net income (loss) attributable to Core Laboratories N.V. | $ (1,888) | $ 8,105 |
EARNINGS (LOSS) PER SHARE INFORMATION: | ||
Basic earnings (loss) per share from continuing operations | $ (0.04) | $ 0.18 |
Basic earnings (loss) per share attributable to Core Laboratories N.V. | (0.04) | 0.18 |
Diluted earnings (loss) per share from continuing operations | (0.04) | 0.18 |
Diluted earnings (loss) per share attributable to Core Laboratories N.V. | $ (0.04) | $ 0.18 |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: | ||
Basic (in shares) | 46,298 | 45,177 |
Assuming Dilution (in shares) | 46,298 | 45,964 |
Service [Member] | ||
REVENUES: | ||
Revenue | $ 84,723 | $ 83,982 |
OPERATING EXPENSES: | ||
Cost of services and product sales exclusive of depreciation expense and inventory write-down shown below | 68,857 | 63,533 |
Product [Member] | ||
REVENUES: | ||
Revenue | 30,577 | 24,401 |
OPERATING EXPENSES: | ||
Cost of services and product sales exclusive of depreciation expense and inventory write-down shown below | $ 28,095 | $ 20,617 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (1,839) | $ 8,207 |
Gain (loss) on fair value of interest rate swaps | 3,957 | (298) |
Interest rate swap amount reclassified to net income (loss) | 254 | (341) |
Income tax expense (benefit) on interest rate swaps reclassified to net income (loss) | (831) | (22) |
Total interest rate swaps | 3,380 | (661) |
Total other comprehensive income (loss) | 3,380 | (661) |
Comprehensive income (loss) | 1,541 | 7,546 |
Comprehensive income (loss) attributable to non-controlling interest | 49 | 102 |
Comprehensive income (loss) attributable to Core Laboratories N.V. | $ 1,492 | $ 7,444 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Shares | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Shares | Non-Controlling Interest | Common Stock Outstanding |
Balance at Beginning of Period at Dec. 31, 2020 | $ 75,573 | $ 1,148 | $ 41,184 | $ 50,456 | $ (7,200) | $ (14,075) | $ 4,060 | |
Balance at Beginning of Period at Dec. 31, 2020 | 44,796,252 | (223,451) | 44,572,801 | |||||
Stock-based compensation | 4,405 | 3,075 | $ 1,330 | |||||
Stock-based compensation (shares) | 14,449 | 14,449 | ||||||
Repurchase of common shares | (171) | 171 | ||||||
Repurchase of common shares (shares) | (4,781) | (4,781) | ||||||
Dividends paid | (446) | (446) | ||||||
New share issuance | $ 59,139 | $ 40 | ||||||
New share issuance (shares) | 1,658,012 | 1,658,012 | ||||||
Interest rate swaps, net of income taxes | $ (661) | (661) | ||||||
Net income (loss) | 8,207 | 8,105 | 102 | |||||
Balance at End of Period at Mar. 31, 2021 | $ 146,046 | $ 1,188 | 103,358 | 58,115 | (7,861) | $ (12,916) | 4,162 | |
Balance at End of Period at Mar. 31, 2021 | 46,454,264 | (213,783) | 46,240,481 | |||||
Cash Dividends per Share | $ 0.01 | |||||||
Balance at Beginning of Period at Dec. 31, 2021 | $ 161,001 | $ 1,188 | 101,120 | 68,349 | (10,133) | $ (4,075) | 4,552 | |
Balance at Beginning of Period at Dec. 31, 2021 | 46,454,264 | (104,866) | 46,349,397 | |||||
Stock-based compensation | 6,227 | 5,968 | $ 259 | (1,920) | ||||
Stock-based compensation (shares) | 9,299 | 9,299 | ||||||
Repurchase of common shares | $ (1,920) | |||||||
Repurchase of common shares (shares) | 75,019 | (75,020) | (75,020) | |||||
Dividends paid | $ (463) | (463) | ||||||
New share issuance | $ 0 | $ 0 | 59,099 | |||||
New share issuance (shares) | 0 | 0 | ||||||
Interest rate swaps, net of income taxes | $ 3,380 | 3,380 | ||||||
Net income (loss) | (1,839) | (1,888) | 49 | |||||
Balance at End of Period at Mar. 31, 2022 | $ 166,386 | $ 1,188 | $ 107,088 | $ 65,998 | $ (6,753) | $ (5,736) | $ 4,601 | |
Balance at End of Period at Mar. 31, 2022 | 46,454,264 | (170,587) | 46,283,676 | |||||
Cash Dividends per Share | $ 0.01 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ (1,839) | $ 8,207 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Stock-based compensation | 6,227 | 4,405 |
Depreciation and amortization | 4,557 | 4,871 |
Changes in value of life insurance policies | 1,911 | 496 |
Deferred income taxes | 1,698 | 4,704 |
Other non-cash items | 391 | (632) |
Changes in assets and liabilities: | ||
Accounts receivable | (2,831) | (3,180) |
Inventories | (2,498) | (400) |
Prepaid expenses and other current assets | (3,952) | (1,628) |
Other assets | (571) | (850) |
Accounts payable | 3,693 | 2,265 |
Accrued expenses | 4,136 | (8,012) |
Unearned revenues | (163) | 407 |
Other liabilities | (5,469) | (2,666) |
Net cash provided by operating activities | 5,290 | 7,987 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (2,297) | (2,772) |
Patents and other intangibles | (13) | (78) |
Proceeds from sale of assets | 81 | 218 |
Proceeds from insurance recovery | 583 | 0 |
Net proceeds (premiums) on life insurance policies | 2,074 | 1,562 |
Net cash used in investing activities | 428 | (1,070) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of long-term debt | (14,000) | (119,000) |
Proceeds from long-term debt | 15,000 | 68,000 |
Proceeds from issuance of common shares | 0 | 60,000 |
Transaction costs on the issuance of common shares | 0 | (861) |
Dividends paid | (463) | (446) |
Repurchase of common shares | (1,920) | (171) |
Other financing activities | (1) | (439) |
Net cash used in financing activities | (1,384) | 7,083 |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 4,334 | 14,000 |
CASH AND CASH EQUIVALENTS, beginning of period | 17,703 | 13,806 |
CASH AND CASH EQUIVALENTS, end of period | 22,037 | 27,806 |
Supplemental disclosures of cash flow information: | ||
Cash payments for interest | 2,508 | 3,739 |
Cash payments for income taxes | $ 2,691 | $ 1,429 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION The accompanying unaudited interim consolidated financial statements include the accounts of Core Laboratories N.V. and its subsidiaries for which we have a controlling voting interest and/or a controlling financial interest. These financial statements have been prepared in accordance with United States generally accepted accounting principles ("U.S. GAAP") for interim financial information using the instructions to Form 10-Q and Article 10 of Regulation S-X. Core Laboratories N.V.'s balance sheet information for the year ended December 31, 2021 was derived from the 2021 audited consolidated financial statements. Accordingly, these financial statements do not include all of the information and footnote disclosures required by U.S. GAAP for the annual financial statements, and should be read in conjunction with the audited financial statements and the summary of significant accounting policies and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2021 (the "2021 Annual Report"). Core Laboratories N.V. uses the equity method of accounting for investments in which it has less than a majority interest and does not exercise control but does exert significant influence. Non-controlling interests have been recorded to reflect outside ownership attributable to consolidated subsidiaries that are less than 100 % owned. All inter-company transactions and balances have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair statement of the results for the interim periods presented have been included in these financial statements. Furthermore, the operating results presented for the three months ended March 31, 2022 may not necessarily be indicative of the results that may be expected for the year ending December 31, 2022. References to “Core Lab”, "Core Laboratories", the "Company", "we", "our" and similar phrases are used throughout this Quarterly Report on Form 10-Q and relate collectively to Core Laboratories N.V. and its consolidated subsidiaries. We operate our business in two reportable segments: (1) Reservoir Description and (2) Production Enhancement. These complementary segments provide different services and products and utilize different technologies for evaluating and improving reservoir performance and increasing oil and gas recovery from new and existing fields. For a description of product types and services offered by these business segments, see Note 16, S egment Reporting . Certain reclassifications were made to prior period amounts in order to conform to the current period presentation. These reclassifications had no impact on the reported net income or cash flows for the three months ended March 31, 2021 . |
Significant Accounting Policies
Significant Accounting Policies Update | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies Update | 2. SIGNIFICANT ACCOUNTING POLICIES UPDATE Our significant accounting policies are detailed in "Note 2, Summary of Significant Accounting Policies " of our 2021 Annual Report. |
Contract Assets and Liabilities
Contract Assets and Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Contract Assets and Liabilities | 3. CONTRACT ASSETS AND LIABILITIES The balance of contract assets and liabilities consisted of the following (in thousands): March 31, December 31, Contract assets Current $ 1,270 $ 2,072 $ 1,270 $ 2,072 Contract liabilities Current $ 2,062 $ 1,300 Non-current 435 435 $ 2,497 $ 1,735 March 31, Estimate of when contract liabilities will be recognized as revenue: Within 12 months $ 2,062 Within 12 to 24 months 411 Greater than 24 months 24 The current portion of contract assets are included in our accounts receivable as of March 31, 2022 and December 31, 2021. The current portion of contract liabilities is included in unearned revenues and the non-current portion of contract liabilities is included in other long-term liabilities as of March 31, 2022 and December 31, 2021. We did no t recognize any impairment losses on our contract assets during the three months ended March 31, 2022 and 2021. |
Acquisitions and Divestures
Acquisitions and Divestures | 3 Months Ended |
Mar. 31, 2022 | |
Business Combinations [Abstract] | |
Acquisitions and Divestures | 4. ACQUISITIONS AND DIVESTURES We had no significant business acquisitions or divestures during the three months ended March 31, 2022 and 2021. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. INVENTORIES Inventories consist of the following (in thousands): March 31, December 31, Finished goods $ 21,566 $ 21,527 Parts and materials 23,198 20,965 Work in progress 3,460 2,951 Total inventories $ 48,224 $ 45,443 We include freight costs incurred for shipping inventory to our clients in the cost of product sales caption in the accompanying consolidated statements of operations. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
LEASES | 6. LEASES We have operating leases primarily consisting of office and lab space, machinery and equipment and vehicles. The components of lease expense are as follows (in thousands): Three Months Ended March 31, 2022 2021 Operating lease expense $ 4,169 $ 4,349 Short-term lease expense 424 371 Variable lease expense 413 432 Total lease expense $ 5,006 $ 5,152 Other information: Operating cash flows from operating leases $ 4,621 $ 3,919 Right of use assets obtained in exchange for new operating lease obligations $ 2,415 $ 1,881 Weighted-average remaining lease term - operating leases 7.35 years 8.32 years Weighted-average discount rate - operating leases 4.59 % 4.59 % Scheduled undiscounted lease payments for non-cancellable leases consist of the following (in thousands): March 31, Remainder of 2022 $ 11,273 2023 12,377 2024 9,564 2025 8,059 2026 6,699 Thereafter 22,536 Total undiscounted lease payments 70,508 Less: Imputed interest ( 10,956 ) Total operating lease liabilities $ 59,552 |
Long-Term Debt, Net
Long-Term Debt, Net | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt, Net | 7. LONG-TERM DEBT, NET We have no finance lease obligations. Debt is summarized in the following table (in thousands): Interest Rate Maturity Date March 31, December 31, 2011 Senior Notes Series B (1) 4.11 % September 30, 2023 $ 75,000 $ 75,000 2021 Senior Notes Series A (2) 4.09 % January 12, 2026 45,000 45,000 2021 Senior Notes Series B (2) 4.38 % January 12, 2028 15,000 15,000 Credit Facility 56,000 55,000 Total long-term debt 191,000 190,000 Less: Debt issuance costs ( 1,193 ) ( 1,364 ) Long-term debt, net $ 189,807 $ 188,636 (1) Interest is payable semi-annually on March 30 and September 30. (2) Interest is payable semi-annually on June 30 and December 30. We have three series of senior notes outstanding with an aggregate principal amount of $ 135 million that were issued through private placement transactions. Series A of the 2011 Senior Notes was issued in 2011 (the "2011 Senior Notes"). In 2020, we, along with our wholly owned subsidiary Core Laboratories (U.S.) Interests Holdings, Inc. as issuer, entered into two new series of senior notes with aggregate principal amount of $ 60 million in a private placement transaction (“2021 Senior Notes” and together with the 2011 Senior Notes, the “Senior Notes”). The 2021 Senior Notes were issued and funded on January 12, 2021. In 2020, we entered into Amendment No. 1 (the “Amendment”) to the Seventh Amended and Restated Credit Agreement, dated June 19, 2018 (as amended, the “Credit Facility”) for an aggregate borrowing commitment of $ 225 million and the amount by which we may elect to increase the facility size, known as the “accordion” feature, of $ 50 million, subject to the satisfaction of certain conditions. Under the Amendment, the London Interbank Offered Rate ("LIBOR") plus 1.500 % to LIBOR plus 2.875 % is applied to outstanding borrowings under the Credit Facility, with a 0.500 % floor on LIBOR. Interest payment terms are variable depending upon the specific type of borrowing under the Credit Facility. Any outstanding balance under the Credit Facility is due at maturity on June 19, 2023 . The available capacity at any point in time is reduced by outstanding borrowings and outstanding letters of credit which totaled $ 11.1 million at March 31, 2022 , resulting in an available borrowing capacity under the Credit Facility of $ 157.9 million. In addition to indebtedness under the Credit Facility, we had $ 5.7 million of outstanding letters of credit and performance guarantees and bonds from other sources as of March 31, 2022. The Credit Facility is unsecured, and contains customary representations, warranties, terms and conditions for similar types of facilities. The terms of the Credit Facility and Senior Notes require us to meet certain covenants, including, but not limited to, an interest coverage ratio (calculated as consolidated EBITDA divided by interest expense) and a leverage ratio (calculated as consolidated net indebtedness divided by consolidated EBITDA), where consolidated EBITDA (as defined in each agreement) and interest expense are calculated using the most recent four fiscal quarters. The Credit Facility and Senior Notes include a cross-default provision, whereby a default under one agreement may trigger a default in the other agreement. The Credit Facility has more restrictive covenants with a minimum interest coverage ratio of 3.0 to 1.0 and permits a maximum leverage ratio permitted of 2.5 to 1.0. The Credit Facility allows non-cash charges such as impairment of assets, stock compensation and other non-cash charges to be added back in the calculation of consolidated EBITDA. The terms of our Credit Facility also allow us to negotiate in good faith to amend any ratio or requirement to preserve the original intent of the agreement if any change in accounting principles would affect the computation of any financial ratio or covenant of the Credit Facility. In accordance with the terms of the Credit Facility, our leverage ratio is 2.2 , and our interest coverage ratio is 7.3 , each for the period ended March 31, 2022. We believe that we are in compliance with all covenants contained in our Credit Facility. Certain of our material, wholly-owned subsidiaries, are guarantors or co-borrowers under the Credit Facility and Senior Notes. See Note 14, Derivative Instruments and Hedging Activities for additional information regarding interest rate swap agreements we have entered to fix the underlying risk-free rate on our Credit Facility and Senior Notes. The estimated fair value of total debt at March 31, 2022 and December 31, 2021 approximated the book value of total debt. The fair value was estimated using Level 2 inputs by calculating the sum of the discounted future interest and principal payments through the maturity date. |
Pension
Pension | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
Pension | 8. PENSION Prior to January 2020, we provided a noncontributory defined benefit pension plan covering substantially all of our Dutch employees ("Dutch Plan") who were hired prior to 2000. There was curtailment of the Dutch Plan for our Dutch employees whose pension benefit was based on years of service and final pay or career average pay, depending on when the employee began participating. These employees have been moved into the Dutch defined contribution plan. However, the unconditional indexation for this group of participants continues for so long as they remain in active service with the Company. There have been no further contributions to fund the Dutch Plan since December 31, 2019. The following table summarizes the components of net periodic pension cost under the Dutch Plan (in thousands): Three Months Ended March 31, 2022 2021 Interest cost $ 154 $ 82 Expected return on plan assets ( 145 ) ( 78 ) Net periodic pension cost $ 9 $ 4 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. COMMITMENTS AND CONTINGENCIES We have been and may from time to time be named as a defendant in legal actions that arise in the ordinary course of business. These include, but are not limited to, employment-related claims and contractual disputes and claims for personal injury or property damage which occur in connection with the provision of our services and products. A liability is accrued when a loss is both probable and can be reasonably estimated. See Note 7, Long-term Debt, net for amounts committed under letters of credits and performance guarantees and bonds. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Equity | 10. EQUITY Common Shares We completed the sale of 1,658,012 common shares during the three months ended March 31, 2021, through an at the market offering program pursuant to an Equity Distribution Agreement for the issuance and sale of up to $ 60.0 million of our common shares, which generated aggregate proceeds of $ 59.1 million, net of commissions and other associated costs. Proceeds were used to reduce outstanding debt on the Company’s Credit Facility during the three months ended March 31, 2021. Treasury Shares During the three months ended March 31, 2022 , we distributed 9,299 treasury shares upon vesting of stock-based awards. During the three months ended March 31, 2022, we repurchased 75,019 of our common shares for $ 1.9 million, including rights to 2,738 shares valued at $ 0.1 million surrendered to us pursuant to the terms of a stock-based compensation plan in consideration of the participants' tax burdens resulting from the issuance of common shares under that plan. Such common shares, unless canceled, may be reissued for a variety of purposes such as future acquisitions, non-employee director stock awards or employee stock awards. Dividend Policy In March 2022, we paid a quarterly dividend of $ 0.01 per common share. In addition, on April 27, 2022 we declared a quarterly dividend of $ 0.01 per common share for shareholders of record on May 9, 2022 and payable on May 31, 2022. Accumulated Other Comprehensive Income (Loss) Amounts recognized, net of income tax, in accumulated other comprehensive loss consist of the following (in thousands): March 31, December 31, Pension and other post-retirement benefit plans - unrecognized $ ( 5,595 ) $ ( 5,595 ) Interest rate swaps - net fair value loss ( 1,158 ) ( 4,538 ) Total accumulated other comprehensive loss $ ( 6,753 ) $ ( 10,133 ) |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 11. EARNINGS PER SHARE We compute basic earnings per common share by dividing net income attributable to Core Laboratories N.V. by the weighted average number of common shares outstanding during the period. Diluted earnings per share includes the incremental effect of contingently issuable shares from performance and restricted stock awards, as determined using the treasury stock method. The following table summarizes the calculation of weighted average common shares outstanding used in the computation of basic and diluted earnings per share (in thousands): Three Months Ended March 31, 2022 2021 Weighted average common shares outstanding - basic 46,298 45,177 Effect of dilutive securities: Performance shares — 516 Restricted shares — 271 Weighted average common shares outstanding - assuming dilution 46,298 45,964 For the three months ended March 31, 2022, the number of outstanding performance and restricted shares of Core Laboratories N.V. common shares that were excluded from the diluted earnings per share calculation, as their impact would be antidilutive, were as follows (in thousands): Three months ended March 31, 2022 Performance shares 818 Restricted shares 146 |
Other (Income) Expense, Net
Other (Income) Expense, Net | 3 Months Ended |
Mar. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Other (Income) Expense, Net | 12. OTHER (INCOME) EXPENSE, NET The components of other (income) expense, net, are as follows (in thousands): Three Months Ended March 31, 2022 2021 (Gain) loss on sale of assets $ ( 157 ) $ ( 72 ) Results of non-consolidated subsidiaries ( 93 ) 33 Foreign exchange (gain) loss, net ( 417 ) ( 408 ) Rents and royalties ( 171 ) ( 128 ) Return on pension assets and other pension costs ( 145 ) ( 78 ) Severance and other charges 3,332 — Insurance and other settlements ( 669 ) — Other, net ( 43 ) ( 68 ) Total other (income) expense, net $ 1,637 $ ( 721 ) Foreign exchange (gains) losses, net by currency are summarized in the following table (in thousands): Three Months Ended March 31, 2022 2021 British Pound $ ( 36 ) $ 86 Canadian Dollar 73 1 Euro ( 98 ) ( 353 ) Russian Ruble ( 602 ) ( 78 ) Colombian Peso 98 ( 192 ) Other currencies, net 148 128 Foreign exchange (gain) loss, net $ ( 417 ) $ ( 408 ) |
Income Tax Expense (Benefit)
Income Tax Expense (Benefit) | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Tax Expense (Benefit) | 13. INCOME TAX EXPENSE (BENEFIT) The Company recorded an income tax benefit of $ 1.2 million and income tax expense of $ 2.1 million for the three months ended March 31, 2022 and 2021, respectively. The effective tax rate for the three months ended March 31, 2022 was 39.4 % recorded on a loss from continuing operations before taxes of $ 3.0 million. The tax rate for the three months ended March 31, 2022 was largely impacted by the release of withholding tax related to unrepatriated earnings of our Russian subsidiary, which are not expected to be distributed in the foreseeable future. The effective tax rate for the three months ended March 31, 2021 was 20.0 % recorded on income from continuing operations before taxes of $ 10.3 million. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | 14. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES We are exposed to market risks related to fluctuations in interest rates. To mitigate these risks, we utilize derivative instruments in the form of interest rate swaps. We do not enter into derivative transactions for speculative purposes. Interest Rate Risk Interest rate swaps that are designated and qualify as cash flow hedging instruments are carried at fair value and recorded in our consolidated balance sheets as an asset or liability. The full fair value of a hedging derivative is classified as a non-current asset or liability if the remaining maturity of the hedged item is more than 12 months, and as a current asset or liability if the remaining maturity of the hedged item is less than 12 months. Unrealized (gains) losses are deferred in shareholders' equity as a component of accumulated other comprehensive income (loss). Interest rate swaps that are highly effective are recognized in income as an increase or decrease to interest expense in the period in which the related cash flows being hedged are recognized in expense. Our Credit Facility bears interest at variable rates from LIBOR plus 1.500 % to a maximum of LIBOR plus 2.875 % and includes a LIBOR floor of 0.500 %. In August 2014, we entered into a swap agreement with a notional amount of $ 25 million ("2014 Variable-to-Fixed Swap"), and the LIBOR portion of the interest rate was fixed at 2.5 % through August 29, 2024 . In February 2020, we entered into a second swap agreement with a notional amount of $ 25 million ("2020 Variable-to-Fixed Swap"), and the LIBOR portion of the interest rate was fixed at 1.3 % through February 28, 2025 . At March 31, 2021, the outstanding balance on our Credit Facility had been reduced to zero, as such these interest rate swap agreements discussed above were terminated, dedesignated and settled. At March 31, 2022, the outstanding balance on the Credit Facility was $ 56 million. The hedging relationship is highly effective, therefore, gains and losses on these swaps will be reclassified into interest expense in accordance with the forecasted transactions or the scheduled interest payments on the Credit Facility. Approximately $ 1.0 million of net losses included in accumulated other comprehensive income at March 31, 2022 is expected to be reclassified into earnings within the next 12 months as interest payments are made on the Company’s Credit Facility. In March 2020, we entered into two forward interest rate swap agreements for a total notional amount of $ 35 million to be effective beginning in September 2021. The purpose of these forward interest rate swap agreements was to fix the underlying risk-free rate that would be associated with the anticipated issuance of new long-term debt by the Company. These two forward interest rate swap agreements were terminated and settled in March 2021 and together with the settlement of the 2020 Variable-to-Fixed Swap resulted in a net gain of $ 1.4 million that was recognized directly in the consolidated statement of operations. In March 2021, we entered into a new forward interest rate swap agreement for a notional amount of $ 60 million and carried the fair market value of the terminated 2014 and 2020 Variable-to-Fixed Swaps into the new agreement in a "blend and extend" structured transaction. The purpose of this forward interest rate swap agreement is to fix the underlying risk-free rate, that would be associated with the anticipated issuance of new long-term debt by the Company in future periods. The forward interest rate swap would hedge the risk-free rate on forecasted long-term debt for a maximum of 11 years. Risk associated with future changes in the 10-year LIBOR interest rates have been fixed up to a notional amount of $ 60 million with this instrument. The interest rate swap qualifies as a cash flow hedging instrument. Upon issuing new long-term debt in future periods, this forward interest rate swap agreement will be recognized as an increase or decrease to interest expense in the period in which the related cash flows being hedged are recognized in expense. The Company expects the hedging relationship on the forecasted transaction to be highly effective and the amount remaining in accumulated other comprehensive income will be reclassified into interest expense in accordance with the forecasted transactions or the scheduled interest payments on future long-term fixed rate debt. Subsequent to the three months ended March 31, 2022, the forward interest rate swap agreement was terminated and settled on April 8, 2022, for a gain of $0.6 million. The gain on the termination of the forward interest rate swap will be recognized in accumulated other comprehensive income (loss) until the issuance of new long-term fixed rate debt by the Company in the period specified in the hedging documentation. At March 31, 2022 , we had fixed rate long-term debt aggregating $ 135 million and variable rate long-term debt aggregating $ 56 million. The fair values of outstanding derivative instruments are as follows (in thousands): Fair Value of Derivatives March 31, December 31, Balance Sheet Derivatives designated as hedges: 10 year forward interest rate swap $ ( 1,489 ) $ ( 5,446 ) Other long-term (liabilities) $ ( 1,489 ) $ ( 5,446 ) The fair value of all outstanding derivatives was determined using a model with inputs that are observable in the market or can be derived from or corroborated by observable data (Level 2). The effect of the interest rate swaps on the consolidated statements of operations is as follows (in thousands): Three Months Ended March 31, 2022 2021 Income Statement Derivatives designated as hedges: 5 year interest rate swap $ 89 $ ( 831 ) Increase (decrease) to interest expense 10 year interest rate swap 165 490 Increase (decrease) to interest expense $ 254 $ ( 341 ) |
Financial Instruments
Financial Instruments | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | 15. FINANCIAL INSTRUMENTS The Company's only financial assets and liabilities which are measured at fair value on a recurring basis relate to certain aspects of the Company's benefit plans and our derivative instruments. We use the market approach to determine the fair value of these assets and liabilities using significant other observable inputs (Level 2) with the assistance of a third-party specialist. We do not have any assets or liabilities measured at fair value on a recurring basis using quoted prices in an active market (Level 1) or significant unobservable inputs (Level 3). Gains and losses related to the fair value changes in the deferred compensation assets and liabilities are recorded in general and administrative expense in the consolidated statements of operations. Gains and losses related to the fair value of the interest rate and forward interest rate swaps are recorded in other comprehensive income. The following table summarizes the fair value balances (in thousands): Fair Value Measurement at March 31, 2022 Total Level 1 Level 2 Level 3 Assets: Company owned life insurance policies (1) $ 28,315 $ — $ 28,315 $ — $ 28,315 $ — $ 28,315 $ — Liabilities: Deferred compensation liabilities $ 20,449 $ — $ 20,449 $ — 10 year forward interest rate swap 1,489 — 1,489 — $ 21,938 $ — $ 21,938 $ — Fair Value Measurement at December 31, 2021 Total Level 1 Level 2 Level 3 Assets: Company owned life insurance policies (1) $ 32,299 $ — $ 32,299 $ — $ 32,299 $ — $ 32,299 $ — Liabilities: Deferred compensation liabilities $ 22,114 $ — $ 22,114 $ — 10 year forward interest rate swap 5,446 — 5,446 — $ 27,560 $ — $ 27,560 $ — (1) Deferred compensation assets consist of the cash surrender value of life insurance policies and are intended to assist in the funding of the deferred compensation liabilities. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | 16. SEGMENT REPORTING We operate our business in two reportable segments. These complementary segments provide different services and products and utilize different technologies for evaluating and improving reservoir performance and increasing oil and gas recovery from new and existing fields. • Reservoir Description: Encompasses the characterization of petroleum reservoir rock and reservoir fluids samples to increase production and improve recovery of crude oil and natural gas from our clients' reservoirs. We provide laboratory-based analytical and field services to characterize properties of crude oil and crude oil-derived products to the oil and gas industry. We also provide proprietary and joint industry studies based on these types of analyses and manufacture associated laboratory equipment. • Production Enhancement: Includes services and manufactured products relating to reservoir well completions, perforations, stimulation and production. We provide integrated diagnostic services to evaluate and monitor the effectiveness of well completions and to develop solutions aimed at increasing the effectiveness of enhanced oil recovery projects. We use the same accounting policies to prepare our segment results as are used to prepare our consolidated financial statements. All interest and other non-operating income (expense) is attributable to Corporate & Other and is not allocated to specific segments. Summarized financial information concerning our segments is shown in the following table (in thousands): Reservoir Production Corporate & (1) Consolidated Three months ended March 31, 2022 Revenue from unaffiliated clients $ 74,754 $ 40,546 $ — $ 115,300 Inter-segment revenue 125 33 ( 158 ) — Segment operating income (loss) 361 ( 918 ) 166 ( 391 ) Total assets (at end of period) 305,949 145,019 133,950 584,918 Capital expenditures 2,080 57 160 2,297 Depreciation and amortization 2,971 1,340 246 4,557 Three months ended March 31, 2021 Revenue from unaffiliated clients $ 76,486 $ 31,897 $ — $ 108,383 Inter-segment revenue 57 36 ( 93 ) — Segment operating income (loss) 10,051 1,560 11 11,622 Total assets (at end of period) 332,429 131,096 120,921 584,446 Capital expenditures 2,400 304 68 2,772 Depreciation and amortization 3,126 1,447 298 4,871 (1) "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Recent Accounting Pronouncements | 17. RECENT ACCOUNTING PRONOUNCEMENTS Pronouncements Issued But Not Yet Effective In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2020-04 (“Facilitation of the Effects of Reference Rate Reform on Financial Reporting”) which provides temporary optional guidance to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying U.S. generally accepted accounting principles to contract modifications and hedging relationships, subject to meeting certain criteria, that reference LIBOR or another reference rate expected to be discontinued. The ASU is intended to help stakeholders during the global market-wide reference rate transition period. As of March 31, 2022, the reference rates for the Company’s existing debt and interest rate swaps have not changed. The Company will continue to monitor the discontinuation of reference rates and the impact on applicable agreements and adopt the standard as needed. |
Contract Assets and Liabiliti_2
Contract Assets and Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Contract Assets and Liabilities | The balance of contract assets and liabilities consisted of the following (in thousands): March 31, December 31, Contract assets Current $ 1,270 $ 2,072 $ 1,270 $ 2,072 Contract liabilities Current $ 2,062 $ 1,300 Non-current 435 435 $ 2,497 $ 1,735 March 31, Estimate of when contract liabilities will be recognized as revenue: Within 12 months $ 2,062 Within 12 to 24 months 411 Greater than 24 months 24 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in thousands): March 31, December 31, Finished goods $ 21,566 $ 21,527 Parts and materials 23,198 20,965 Work in progress 3,460 2,951 Total inventories $ 48,224 $ 45,443 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense are as follows (in thousands): Three Months Ended March 31, 2022 2021 Operating lease expense $ 4,169 $ 4,349 Short-term lease expense 424 371 Variable lease expense 413 432 Total lease expense $ 5,006 $ 5,152 Other information: Operating cash flows from operating leases $ 4,621 $ 3,919 Right of use assets obtained in exchange for new operating lease obligations $ 2,415 $ 1,881 Weighted-average remaining lease term - operating leases 7.35 years 8.32 years Weighted-average discount rate - operating leases 4.59 % 4.59 % |
Schedule of Undiscounted Cash Flows for Non-cancellable Leases | Scheduled undiscounted lease payments for non-cancellable leases consist of the following (in thousands): March 31, Remainder of 2022 $ 11,273 2023 12,377 2024 9,564 2025 8,059 2026 6,699 Thereafter 22,536 Total undiscounted lease payments 70,508 Less: Imputed interest ( 10,956 ) Total operating lease liabilities $ 59,552 |
Long-Term Debt, Net (Tables)
Long-Term Debt, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt is summarized in the following table (in thousands): Interest Rate Maturity Date March 31, December 31, 2011 Senior Notes Series B (1) 4.11 % September 30, 2023 $ 75,000 $ 75,000 2021 Senior Notes Series A (2) 4.09 % January 12, 2026 45,000 45,000 2021 Senior Notes Series B (2) 4.38 % January 12, 2028 15,000 15,000 Credit Facility 56,000 55,000 Total long-term debt 191,000 190,000 Less: Debt issuance costs ( 1,193 ) ( 1,364 ) Long-term debt, net $ 189,807 $ 188,636 (1) Interest is payable semi-annually on March 30 and September 30. (2) Interest is payable semi-annually on June 30 and December 30. We have three series of senior notes outstanding with an aggregate principal amount of $ 135 million that were issued through private placement transactions. Series A of the 2011 Senior Notes was issued in 2011 (the "2011 Senior Notes"). |
Pension (Tables)
Pension (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Pension Cost | The following table summarizes the components of net periodic pension cost under the Dutch Plan (in thousands): Three Months Ended March 31, 2022 2021 Interest cost $ 154 $ 82 Expected return on plan assets ( 145 ) ( 78 ) Net periodic pension cost $ 9 $ 4 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Amounts recognized, net of income tax, in accumulated other comprehensive loss consist of the following (in thousands): March 31, December 31, Pension and other post-retirement benefit plans - unrecognized $ ( 5,595 ) $ ( 5,595 ) Interest rate swaps - net fair value loss ( 1,158 ) ( 4,538 ) Total accumulated other comprehensive loss $ ( 6,753 ) $ ( 10,133 ) |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | The following table summarizes the calculation of weighted average common shares outstanding used in the computation of basic and diluted earnings per share (in thousands): Three Months Ended March 31, 2022 2021 Weighted average common shares outstanding - basic 46,298 45,177 Effect of dilutive securities: Performance shares — 516 Restricted shares — 271 Weighted average common shares outstanding - assuming dilution 46,298 45,964 |
Number of Common Shares Excluded from Diluted Earnings Per Share Calculation | For the three months ended March 31, 2022, the number of outstanding performance and restricted shares of Core Laboratories N.V. common shares that were excluded from the diluted earnings per share calculation, as their impact would be antidilutive, were as follows (in thousands): Three months ended March 31, 2022 Performance shares 818 Restricted shares 146 |
Other (Income) Expense, Net (Ta
Other (Income) Expense, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Operating Cost and Expense, by Component | The components of other (income) expense, net, are as follows (in thousands): Three Months Ended March 31, 2022 2021 (Gain) loss on sale of assets $ ( 157 ) $ ( 72 ) Results of non-consolidated subsidiaries ( 93 ) 33 Foreign exchange (gain) loss, net ( 417 ) ( 408 ) Rents and royalties ( 171 ) ( 128 ) Return on pension assets and other pension costs ( 145 ) ( 78 ) Severance and other charges 3,332 — Insurance and other settlements ( 669 ) — Other, net ( 43 ) ( 68 ) Total other (income) expense, net $ 1,637 $ ( 721 ) |
Foreign Currency Gains Losses, Net By Currency | Foreign exchange (gains) losses, net by currency are summarized in the following table (in thousands): Three Months Ended March 31, 2022 2021 British Pound $ ( 36 ) $ 86 Canadian Dollar 73 1 Euro ( 98 ) ( 353 ) Russian Ruble ( 602 ) ( 78 ) Colombian Peso 98 ( 192 ) Other currencies, net 148 128 Foreign exchange (gain) loss, net $ ( 417 ) $ ( 408 ) |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Liabilities at Fair Value | The fair values of outstanding derivative instruments are as follows (in thousands): Fair Value of Derivatives March 31, December 31, Balance Sheet Derivatives designated as hedges: 10 year forward interest rate swap $ ( 1,489 ) $ ( 5,446 ) Other long-term (liabilities) $ ( 1,489 ) $ ( 5,446 ) |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The effect of the interest rate swaps on the consolidated statements of operations is as follows (in thousands): Three Months Ended March 31, 2022 2021 Income Statement Derivatives designated as hedges: 5 year interest rate swap $ 89 $ ( 831 ) Increase (decrease) to interest expense 10 year interest rate swap 165 490 Increase (decrease) to interest expense $ 254 $ ( 341 ) |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value, by Balance Sheet Grouping | The following table summarizes the fair value balances (in thousands): Fair Value Measurement at March 31, 2022 Total Level 1 Level 2 Level 3 Assets: Company owned life insurance policies (1) $ 28,315 $ — $ 28,315 $ — $ 28,315 $ — $ 28,315 $ — Liabilities: Deferred compensation liabilities $ 20,449 $ — $ 20,449 $ — 10 year forward interest rate swap 1,489 — 1,489 — $ 21,938 $ — $ 21,938 $ — Fair Value Measurement at December 31, 2021 Total Level 1 Level 2 Level 3 Assets: Company owned life insurance policies (1) $ 32,299 $ — $ 32,299 $ — $ 32,299 $ — $ 32,299 $ — Liabilities: Deferred compensation liabilities $ 22,114 $ — $ 22,114 $ — 10 year forward interest rate swap 5,446 — 5,446 — $ 27,560 $ — $ 27,560 $ — (1) Deferred compensation assets consist of the cash surrender value of life insurance policies and are intended to assist in the funding of the deferred compensation liabilities. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | We use the same accounting policies to prepare our segment results as are used to prepare our consolidated financial statements. All interest and other non-operating income (expense) is attributable to Corporate & Other and is not allocated to specific segments. Summarized financial information concerning our segments is shown in the following table (in thousands): Reservoir Production Corporate & (1) Consolidated Three months ended March 31, 2022 Revenue from unaffiliated clients $ 74,754 $ 40,546 $ — $ 115,300 Inter-segment revenue 125 33 ( 158 ) — Segment operating income (loss) 361 ( 918 ) 166 ( 391 ) Total assets (at end of period) 305,949 145,019 133,950 584,918 Capital expenditures 2,080 57 160 2,297 Depreciation and amortization 2,971 1,340 246 4,557 Three months ended March 31, 2021 Revenue from unaffiliated clients $ 76,486 $ 31,897 $ — $ 108,383 Inter-segment revenue 57 36 ( 93 ) — Segment operating income (loss) 10,051 1,560 11 11,622 Total assets (at end of period) 332,429 131,096 120,921 584,446 Capital expenditures 2,400 304 68 2,772 Depreciation and amortization 3,126 1,447 298 4,871 (1) "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations. |
Basis of Presentation (Details)
Basis of Presentation (Details) | 3 Months Ended |
Mar. 31, 2022Segment | |
Basis Of Presentation [Line Items] | |
Number of reportable segments | 2 |
Maximum [Member] | |
Basis Of Presentation [Line Items] | |
Percentage of non controlling interest | 100.00% |
Contract Assets and Liabiliti_3
Contract Assets and Liabilities - Contract Assets and Liabilities Changes in Net Contract Assets (Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Contract assets | ||
Current | $ 1,270 | $ 2,072 |
Contract asset | 1,270 | 2,072 |
Contract Liabilities | ||
Current | 2,062 | 1,300 |
Non-current | 435 | 435 |
Contract liabilities | $ 2,497 | $ 1,735 |
Contract Assets and Liabiliti_4
Contract Assets and Liabilities - Contract Assets and Liabilities Current and Long-term Contract Liabilities (Details 1) $ in Thousands | Mar. 31, 2022USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Contract liability | $ 2,062 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-04-01 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Contract liability | $ 411 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Contract liability | $ 24 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 24 months |
Contract Assets and Liabiliti_5
Contract Assets and Liabilities - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Impairment losses on receivables | $ 0 | $ 0 |
Impairment losses on contract assets | $ 0 | $ 0 |
Acquisitions and Divestures (De
Acquisitions and Divestures (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Business Combinations [Abstract] | ||
Goodwill, acquired during period | $ 0 | $ 0 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 21,566 | $ 21,527 |
Parts and materials | 23,198 | 20,965 |
Work in progress | 3,460 | 2,951 |
Total inventories | $ 48,224 | $ 45,443 |
Leases - Schedule of Components
Leases - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Operating lease expense | $ 4,169 | $ 4,349 |
Short-term lease expense | 424 | 371 |
Variable lease expense | 413 | 432 |
Total lease expense | 5,006 | 5,152 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 4,621 | 3,919 |
Right-of-use assets obtained in exchange for new lease obligations: | ||
Right of use assets obtained in exchange for new operating lease obligations | $ 2,415 | $ 1,881 |
Weighted-average remaining lease term - operating leases | 7 years 4 months 6 days | 8 years 3 months 25 days |
Weighted-average discount rate - operating leases | 4.59% | 4.59% |
Leases - Schedule of Undiscount
Leases - Schedule of Undiscounted Cash Flows for Non-cancellable Leases (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Leases [Abstract] | |
Operating Leases, Remainder of 2022 | $ 11,273 |
Operating Leases, 2023 | 12,377 |
Operating Leases, 2024 | 9,564 |
Operating Leases, 2025 | 8,059 |
Operating Leases, 2026 | 6,699 |
Operating Leases, Thereafter | 22,536 |
Operating Leases, Total undiscounted lease payments | 70,508 |
Operating Leases, Less: Imputed interest | (10,956) |
Total operating lease liabilities | $ 59,552 |
Long-Term Debt, Net - Additiona
Long-Term Debt, Net - Additional Information (Details) | Oct. 16, 2020USD ($)SeriesNote | Mar. 31, 2021Instrument | Mar. 31, 2022USD ($)SeriesNote | Mar. 31, 2020USD ($)Instrument |
Debt Instrument [Line Items] | ||||
Financing lease obligations | $ 0 | |||
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Financing lease obligations | |||
Number of series of debt issued | SeriesNote | 2 | 3 | ||
Face amount | $ 135,000,000 | |||
Maturity date | Jun. 19, 2023 | |||
Current borrowing capacity | $ 225,000,000 | |||
Line of credit facility reduced minimum borrowing capacity | $ 50,000,000 | |||
Basis spread on variable rate | 1.50% | |||
Performance bonds under credit facility | $ 11,100,000 | |||
Remaining borrowing capacity | 157,900,000 | |||
Performance bonds | $ 5,700,000 | |||
Interest coverage ratio, Maximum | 2.50% | |||
Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.875% | |||
LIBOR [Member] | ||||
Debt Instrument [Line Items] | ||||
LIBOR floor interest rate | 0.50% | |||
Forward Interest Rate Swap [Member] | ||||
Debt Instrument [Line Items] | ||||
Derivative, number of instruments held | Instrument | 2 | |||
Derivative, notional amount | $ 60,000,000 | $ 35,000,000 | ||
Number of interest rate swap agreements were terminated and settled during the period. | Instrument | 2 | |||
2021 Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 60,000,000 | |||
Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest coverage ratio, minimum | 3.00% | |||
Calculated covenant leverage ratio | 2.20% | |||
Calculated interest coverage ratio | 7.30% |
Long-Term Debt, Net - Schedule
Long-Term Debt, Net - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | ||
Debt Instrument [Line Items] | |||
Maturity date | Jun. 19, 2023 | ||
Total long-term debt | $ 191,000 | $ 190,000 | |
Less: Debt issuance costs | (1,193) | (1,364) | |
Long-term debt, net | 189,807 | 188,636 | |
Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Total long-term debt | $ 56,000 | 55,000 | |
Series A [Member] | 2021 Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, interest rate | [1] | 4.09% | |
Maturity date | [1] | Jan. 12, 2026 | |
Total long-term debt | [1] | $ 45,000 | 45,000 |
Series B [Member] | 2011 Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, interest rate | [2] | 4.11% | |
Maturity date | [2] | Sep. 30, 2023 | |
Total long-term debt | [2] | $ 75,000 | 75,000 |
Series B [Member] | 2021 Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, interest rate | [1] | 4.38% | |
Maturity date | [1] | Jan. 12, 2028 | |
Total long-term debt | [1] | $ 15,000 | $ 15,000 |
[1] | (2) Interest is payable semi-annually on June 30 and December 30. | ||
[2] | (1) Interest is payable semi-annually on March 30 and September 30. |
Pension (Details)
Pension (Details) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Retirement Benefits [Abstract] | |
Contributions by employer | $ 0 |
Pension - Schedule of Component
Pension - Schedule of Components of Net Periodic Pension Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Retirement Benefits [Abstract] | ||
Interest cost | $ 154 | $ 82 |
Expected return on plan assets | (145) | (78) |
Net periodic pension cost | $ 9 | $ 4 |
Equity - Additional Information
Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 27, 2022 | Dec. 17, 2020 | Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 |
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||||
Proceeds from issuance of common shares | $ 0 | $ 60,000 | ||||
Common stock, shares, issued | 46,454,264 | 46,454,264 | 1,658,012 | 46,454,264 | ||
Repurchase of common shares (shares) | 75,019 | |||||
Treasury stock, value | $ 1,920 | $ 171 | ||||
Treasury stock reissued | 9,299 | |||||
Cash dividends per share | $ 0.01 | $ 0.01 | $ 0.01 | |||
Subsequent Event [Member] | ||||||
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||||
Cash dividends per share | $ 0.01 | |||||
Dividends payable, date declared | Apr. 27, 2022 | |||||
Rights Shares [Member] | ||||||
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||||
Repurchase of common shares (shares) | 2,738 | |||||
Treasury stock, value | $ 100 | |||||
Wells Fargo Securities, LLC [Member] | At-The-Market Offerings [Member] | ||||||
Fair Value Assets Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||||
Proceeds from issuance of common shares | $ 60,000 | $ 59,100 |
Equity - Schedule of Accumulate
Equity - Schedule of Accumulated Other Comprehensive Loss Net of Income Taxes (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Equity [Abstract] | ||
Pension and other postretirement benefit plans - unrecognized prior service costs and net actuarial loss | $ (5,595) | $ (5,595) |
Interest rate swaps - net fair value loss | (1,158) | (4,538) |
Total accumulated other comprehensive loss | $ (6,753) | $ (10,133) |
Earnings per Share - Schedule o
Earnings per Share - Schedule of Weighted Average Number of Shares (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Weighted average common shares outstanding - basic | 46,298 | 45,177 |
Performance shares | 0 | 516 |
Restricted shares | 0 | 271 |
Weighted average common shares outstanding - assuming dilution | 46,298 | 45,964 |
Earnings per Share - Number of
Earnings per Share - Number of Common Shares Excluded from Diluted Earnings Per Share Calculation (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2022shares | |
Performance Shares [Member] | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Common shares excluded from the diluted earnings per share calculation | 818 |
Restricted Shares [Member] | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |
Common shares excluded from the diluted earnings per share calculation | 146 |
Impairments and Other Charges -
Impairments and Other Charges - Additional Information (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($)Segment | Dec. 31, 2021USD ($) | |
Goodwill [Line Items] | ||
Number of reportable segments | Segment | 2 | |
GOODWILL | $ | $ 99,445 | $ 99,445 |
Other (Income) Expense, Net (De
Other (Income) Expense, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Other Income Expense [Line Items] | ||
Other (Income) expense, net | $ 1,637 | $ (721) |
Gain on sale of assets [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | (157) | (72) |
Results of non-consolidated subsidiaries [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | (93) | 33 |
Foreign Currency Gain (Loss) [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | (417) | (408) |
Rents and royalties [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | (171) | (128) |
Return on pension assets and other pension costs [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | (145) | (78) |
Cost reduction and other charges [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | 3,332 | 0 |
Insurance Settlement [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | (669) | 0 |
Other, net [Member] | ||
Other Income Expense [Line Items] | ||
Other (Income) expense, net | $ (43) | $ (68) |
Other (Income) Expense Foreign
Other (Income) Expense Foreign Currency Gain Loss by Currency (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Other Income Expense [Line Items] | ||
Foreign exchange (gain) loss, net | $ (417) | $ (408) |
British Pound [Member] | ||
Other Income Expense [Line Items] | ||
Foreign exchange (gain) loss, net | (36) | 86 |
Canadian Dollar [Member] | ||
Other Income Expense [Line Items] | ||
Foreign exchange (gain) loss, net | 73 | 1 |
Euro [Member] | ||
Other Income Expense [Line Items] | ||
Foreign exchange (gain) loss, net | (98) | (353) |
Russian Ruble [Member] | ||
Other Income Expense [Line Items] | ||
Foreign exchange (gain) loss, net | (602) | (78) |
Colombia, Pesos | ||
Other Income Expense [Line Items] | ||
Foreign exchange (gain) loss, net | 98 | (192) |
Other Currencies Net [Member] | ||
Other Income Expense [Line Items] | ||
Foreign exchange (gain) loss, net | $ 148 | $ 128 |
Income Tax Expense (Details)
Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 39.40% | 20.00% |
Income tax expense (benefit) | $ (1,196) | $ 2,052 |
Income (loss) from continuing operations before income tax expense | $ (3,035) | $ 10,259 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021USD ($)Instrument | Mar. 31, 2022USD ($) | Dec. 31, 2021USD ($) | Mar. 31, 2020USD ($)Instrument | |
Derivatives, Fair Value [Line Items] | ||||
Basis spread on variable rate | 1.50% | |||
Debt instrument, interest rate, increase (decrease) | 0.50% | |||
Total long-term debt | $ 191,000 | $ 190,000 | ||
Net loss included in AOCI expected to be reclassified into earnings | 1,000 | |||
Long-term debt, percentage bearing fixed interest, amount | 135,000 | |||
Long-term debt, percentage bearing variable interest, amount | 56,000 | |||
Line of Credit [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Total long-term debt | $ 56,000 | $ 55,000 | ||
Maximum [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Basis spread on variable rate | 2.875% | |||
Interest Rate Swap No. 1 [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative, notional amount | $ 25,000 | |||
Derivative, fixed interest rate | 2.50% | |||
Derivative, maturity date | Aug. 29, 2024 | |||
Interest Rate Swap No. 2 [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative, notional amount | $ 25,000 | |||
Derivative, fixed interest rate | 1.30% | |||
Derivative, maturity date | Feb. 28, 2025 | |||
New Blended and Extended Interest Swap Agreement [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative, notional amount | $ 60,000 | |||
Forward Interest Rate Swap [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative, number of instruments held | Instrument | 2 | |||
Derivative, notional amount | $ 60,000 | $ 35,000 | ||
Gain on forward interest rate swap agreements terminated and settlements | $ 1,400 | |||
Derivative, term of contract | 10 years | 10 years | ||
Number of interest rate swap agreements were terminated and settled during the period. | Instrument | 2 | |||
Forward Interest Rate Swap [Member] | Maximum [Member] | ||||
Derivatives, Fair Value [Line Items] | ||||
Long term debt terms | 11 years |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities Derivative Gain (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Interest Rate Swap No. 1 [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Fair value of interest rate derivatives | $ (1,489) | $ (5,446) | |
Unrealized gain (loss) on interest rate cash flow hedges | 89 | $ (831) | |
Interest Rate Swap No. 2 [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Fair value of interest rate derivatives | (1,489) | $ (5,446) | |
Unrealized gain (loss) on interest rate cash flow hedges | $ 165 | 490 | |
Forward Interest Rate Swap [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative, term of contract | 10 years | 10 years | |
Interest Rate Swap [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Unrealized gain (loss) on interest rate cash flow hedges | $ 254 | $ (341) |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Company owned life insurance policies | $ 28,315 | $ 32,299 |
Deferred compensation plan, assets | 28,315 | 32,299 |
Deferred compensation liabilities | 20,449 | 22,114 |
Deferred compensation plan, liability | 21,938 | 27,560 |
Forward Interest Rate Swap [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of interest rate derivatives | $ 1,489 | $ 5,446 |
Derivative, term of contract | 10 years | 10 years |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Company owned life insurance policies | $ 28,315 | $ 32,299 |
Deferred compensation plan, assets | 28,315 | 32,299 |
Deferred compensation liabilities | 20,449 | 22,114 |
Deferred compensation plan, liability | 21,938 | 27,560 |
Fair Value, Inputs, Level 2 [Member] | Forward Interest Rate Swap [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of interest rate derivatives | $ 1,489 | $ 5,446 |
Derivative, term of contract | 10 years | 10 years |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Segment Reporting Information, by Segment (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022USD ($)Segment | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | ||
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | Segment | 2 | |||
Revenue | $ 115,300 | $ 108,383 | ||
Segment operating income (loss) | (391) | 11,622 | ||
Total assets (at end of period) | 584,918 | 584,446 | $ 580,853 | |
Capital expenditures | 2,297 | 2,772 | ||
Depreciation and amortization | 4,557 | 4,871 | ||
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 0 | 0 | ||
Reservoir Description [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 74,754 | 76,486 | ||
Segment operating income (loss) | 361 | 10,051 | ||
Total assets (at end of period) | 305,949 | 332,429 | ||
Capital expenditures | 2,080 | 2,400 | ||
Depreciation and amortization | 2,971 | 3,126 | ||
Reservoir Description [Member] | Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 125 | 57 | ||
Production Enhancement [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 40,546 | 31,897 | ||
Segment operating income (loss) | (918) | 1,560 | ||
Total assets (at end of period) | 145,019 | 131,096 | ||
Capital expenditures | 57 | 304 | ||
Depreciation and amortization | 1,340 | 1,447 | ||
Production Enhancement [Member] | Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | 33 | 36 | ||
Corporate and Other [Member] | Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | 0 | 0 | |
Segment operating income (loss) | [1] | 166 | 11 | |
Total assets (at end of period) | [1] | 133,950 | 120,921 | |
Capital expenditures | [1] | 160 | 68 | |
Depreciation and amortization | [1] | 246 | 298 | |
Corporate and Other [Member] | Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenue | [1] | $ (158) | $ (93) | |
[1] | "Corporate & Other" represents those items that are not directly related to a particular segment and eliminations. |