Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 03, 2017 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | bas | |
Entity Registrant Name | BASIC ENERGY SERVICES INC | |
Entity Central Index Key | 1,109,189 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 26,028,149 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 43,168 | $ 98,875 |
Restricted cash | 47,680 | 2,429 |
Trade accounts receivable, net of allowance of $1,907 and $0, respectively | 168,220 | 108,655 |
Accounts receivable - related parties | 22 | 31 |
Income tax receivable | 3,010 | 1,271 |
Inventories | 35,255 | 35,691 |
Prepaid expenses | 24,470 | 15,575 |
Other current assets | 5,224 | 2,003 |
Total current assets | 327,049 | 264,530 |
Property and equipment, net | 516,371 | 488,848 |
Deferred debt costs, net of amortization | 2,038 | 0 |
Intangible assets, net of amortization | 3,280 | 3,458 |
Other assets | 12,407 | 11,324 |
Total assets | 861,145 | 768,160 |
Current liabilities: | ||
Accounts payable | 89,550 | 47,959 |
Accrued expenses | 62,076 | 51,329 |
Current portion of long-term debt, net | 50,849 | 38,468 |
Other current liabilities | 3,626 | 2,065 |
Total current liabilities | 206,101 | 139,821 |
Long-term debt, net | 269,330 | 184,752 |
Deferred tax liabilities | 389 | 0 |
Other long-term liabilities | 30,753 | 29,179 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock; $0.01 par value; 5,000,000 shares authorized; none designated or issued at September 30, 2017 and December 31, 2016 | 0 | 0 |
Common stock; $0.01 par value; 80,000,000 shares authorized; 26,096,370 shares issued and 26,028,149 shares outstanding at September 30, 2017; 26,095,431 shares issued and 25,998,844 shares outstanding at December 31, 2016 | 261 | 261 |
Additional paid-in capital | 433,181 | 417,624 |
Accumulated deficit | (76,413) | 0 |
Treasury stock, at cost, 68,221 and 96,587 shares at September 30, 2017 and December 31, 2016, respectively | (2,457) | (3,477) |
Total stockholders' equity | 354,572 | 414,408 |
Total liabilities and stockholders' equity | $ 861,145 | $ 768,160 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for trade accounts receivable | $ 1,907 | $ 0 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 26,096,370 | 26,095,431 |
Common stock, shares outstanding | 26,028,149 | 25,998,844 |
Treasury stock, shares | 68,221 | 96,587 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||||
Total revenues | $ 233,460 | $ 628,775 | ||
Expenses: | ||||
Expenses | 171,528 | 490,080 | ||
General and administrative, including stock-based compensation of $5,891 and $2,238 in the three months ended September 30, 2017 and 2016 and $16,615 and $7,355 for the nine months ended September 30, 2017 and 2016, respectively | 39,235 | 109,478 | ||
Restructuring costs | 0 | 0 | ||
Depreciation and amortization | 29,478 | 80,846 | ||
Goodwill impairment | 0 | 0 | ||
(Gain) loss on disposal of assets | 26 | (664) | ||
Total expenses | 240,267 | 679,740 | ||
Operating loss | (6,807) | (50,965) | ||
Other income (expense): | ||||
Interest expense | (8,892) | (27,181) | ||
Interest income | 5 | 23 | ||
Bargain purchase gain on acquisition | 0 | 0 | ||
Other income | 109 | 344 | ||
Loss before income taxes | (15,585) | (77,779) | ||
Income tax benefit (expense) | 1,740 | 1,366 | ||
Net loss | $ (13,845) | $ (76,413) | ||
Loss per share of common stock: | ||||
Basic (in dollars per share) | $ (0.53) | $ (2.94) | ||
Diluted (in dollars per share) | $ (0.53) | $ (2.94) | ||
Completion and remedial services | ||||
Revenues: | ||||
Total revenues | $ 123,650 | $ 311,466 | ||
Expenses: | ||||
Expenses | 84,481 | 232,932 | ||
Water logistics | ||||
Revenues: | ||||
Total revenues | 52,333 | 153,279 | ||
Expenses: | ||||
Expenses | 41,281 | 124,399 | ||
Well servicing | ||||
Revenues: | ||||
Total revenues | 54,629 | 156,302 | ||
Expenses: | ||||
Expenses | 43,219 | 125,931 | ||
Contract drilling | ||||
Revenues: | ||||
Total revenues | 2,848 | 7,728 | ||
Expenses: | ||||
Expenses | $ 2,547 | $ 6,818 | ||
Predecessor | ||||
Revenues: | ||||
Total revenues | $ 141,610 | $ 391,970 | ||
Expenses: | ||||
Expenses | 116,271 | 332,951 | ||
General and administrative, including stock-based compensation of $5,891 and $2,238 in the three months ended September 30, 2017 and 2016 and $16,615 and $7,355 for the nine months ended September 30, 2017 and 2016, respectively | 30,065 | 86,706 | ||
Restructuring costs | 10,470 | 10,470 | ||
Depreciation and amortization | 53,142 | 164,141 | ||
Goodwill impairment | 646 | 646 | ||
(Gain) loss on disposal of assets | (128) | 133 | ||
Total expenses | 210,466 | 595,047 | ||
Operating loss | (68,856) | (203,077) | ||
Other income (expense): | ||||
Interest expense | (23,953) | (67,188) | ||
Interest income | 14 | 23 | ||
Bargain purchase gain on acquisition | 662 | 662 | ||
Other income | 37 | 378 | ||
Loss before income taxes | (92,096) | (269,202) | ||
Income tax benefit (expense) | (1) | 3,883 | ||
Net loss | $ (92,097) | $ (265,319) | ||
Loss per share of common stock: | ||||
Basic (in dollars per share) | $ (2.16) | $ (6.32) | ||
Diluted (in dollars per share) | $ (2.16) | $ (6.32) | ||
Predecessor | Completion and remedial services | ||||
Revenues: | ||||
Total revenues | $ 49,425 | $ 125,348 | ||
Expenses: | ||||
Expenses | 40,292 | 107,941 | ||
Predecessor | Water logistics | ||||
Revenues: | ||||
Total revenues | 47,178 | 142,919 | ||
Expenses: | ||||
Expenses | 39,268 | 119,053 | ||
Predecessor | Well servicing | ||||
Revenues: | ||||
Total revenues | 43,160 | 118,891 | ||
Expenses: | ||||
Expenses | 35,028 | 101,345 | ||
Predecessor | Contract drilling | ||||
Revenues: | ||||
Total revenues | 1,847 | 4,812 | ||
Expenses: | ||||
Expenses | $ 1,683 | $ 4,612 |
Consolidated Statements of Ope5
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Stock-based compensation included in general and administrative expense | $ 5,891 | $ 16,615 | ||
Predecessor | ||||
Stock-based compensation included in general and administrative expense | $ 2,238 | $ 7,355 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - 9 months ended Sep. 30, 2017 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2016 | 26,095,431 | ||||
Beginning balance at Dec. 31, 2016 | $ 414,408 | $ 261 | $ 417,624 | $ (3,477) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of stock (in shares) | 939 | ||||
Amortization of share-based compensation | 16,615 | 16,615 | |||
Treasury stock, net | (38) | (1,058) | 1,020 | ||
Net loss | (76,413) | (76,413) | |||
Ending balance (in shares) at Sep. 30, 2017 | 26,096,370 | ||||
Ending balance at Sep. 30, 2017 | $ 354,572 | $ 261 | $ 433,181 | $ (2,457) | $ (76,413) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (76,413) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities | ||
Depreciation and amortization | 80,846 | |
Goodwill impairment | 0 | |
Bargain purchase gain on acquisition | 0 | |
Accretion on asset retirement obligation | 119 | |
Change in allowance for doubtful accounts | 1,907 | |
Amortization of deferred financing costs | 14 | |
Amortization of debt discounts | 5,649 | |
Non-cash compensation | 16,615 | |
(Gain) loss on disposal of assets | (664) | |
Deferred income taxes | 389 | |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | (61,463) | |
Inventories | 437 | |
Income tax receivable | (1,740) | |
Prepaid expenses and other current assets | (9,446) | |
Other assets | (1,083) | |
Accounts payable | 32,865 | |
Other liabilities | 3,046 | |
Accrued expenses | 10,747 | |
Net cash provided by (used in) operating activities | 1,825 | |
Cash flows from investing activities: | ||
Purchase of property and equipment | (48,295) | |
Proceeds from sale of assets | 7,834 | |
Net cash used in investing activities | (40,461) | |
Cash flows from financing activities: | ||
Payments of debt | (33,649) | |
Proceeds from debt | 64,000 | |
Change in restricted cash | (45,251) | |
Shares added to treasury stock as a result of net share settlements due to vesting of restricted stock | (38) | |
Deferred loan costs and other financing activities | (2,133) | |
Net cash (used in) provided by financing activities | (17,071) | |
Net decrease in cash and equivalents | (55,707) | |
Cash and cash equivalents - beginning of period | 98,875 | |
Cash and cash equivalents - end of period | $ 43,168 | |
Predecessor | ||
Cash flows from operating activities: | ||
Net loss | $ (265,319) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities | ||
Depreciation and amortization | 164,141 | |
Goodwill impairment | 646 | |
Bargain purchase gain on acquisition | (662) | |
Accretion on asset retirement obligation | 109 | |
Change in allowance for doubtful accounts | (690) | |
Amortization of deferred financing costs | 6,085 | |
Amortization of debt discounts | (209) | |
Non-cash compensation | 7,355 | |
(Gain) loss on disposal of assets | 133 | |
Deferred income taxes | (4,403) | |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 7,038 | |
Inventories | 3,274 | |
Income tax receivable | 555 | |
Prepaid expenses and other current assets | 1,245 | |
Other assets | (837) | |
Accounts payable | (13,962) | |
Other liabilities | (4,770) | |
Accrued expenses | 28,466 | |
Net cash provided by (used in) operating activities | (71,805) | |
Cash flows from investing activities: | ||
Purchase of property and equipment | (22,907) | |
Proceeds from sale of assets | 2,781 | |
Net cash used in investing activities | (20,126) | |
Cash flows from financing activities: | ||
Payments of debt | (37,962) | |
Proceeds from debt | 165,000 | |
Change in restricted cash | (28,677) | |
Shares added to treasury stock as a result of net share settlements due to vesting of restricted stock | (640) | |
Deferred loan costs and other financing activities | (18,184) | |
Net cash (used in) provided by financing activities | 79,537 | |
Net decrease in cash and equivalents | (12,394) | |
Cash and cash equivalents - beginning of period | 46,732 | |
Cash and cash equivalents - end of period | $ 34,338 |
Basis of Presentation and Natur
Basis of Presentation and Nature of Operations | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Nature of Operations | Basis of Presentation and Nature of Operations Basis of Presentation The accompanying unaudited consolidated financial statements of Basic Energy Services, Inc. and subsidiaries (“Basic” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Certain information relating to our organization and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted in this Quarterly Report on Form 10-Q in accordance with GAAP and financial statement requirements promulgated by the U.S. Securities and Exchange Commission (“SEC”). The notes to the consolidated financial statements (unaudited) should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for a fair presentation have been made in the accompanying unaudited financial statements. Emergence from Chapter 11 In connection with the Company’s emergence from its bankruptcy cases (the "Chapter 11 Cases"), on December 23, 2016 (the "Effective Date"), the Company applied the provisions of fresh start accounting, pursuant to Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 852, Reorganizations, to its consolidated financial statements. We elected to apply fresh start accounting effective December 31, 2016, to coincide with the timing of our normal December accounting period close. The implementation of the First Amended Joint Prepackaged Chapter 11 Plan of Basic Energy Services, Inc. and its Affiliated Debtors (as confirmed, the "Prepackaged Plan") and the application of fresh start accounting materially changed the carrying amounts and classifications reported in our consolidated financial statements and resulted in the Company becoming a new entity for financial reporting purposes. Accordingly, our consolidated financial statements for periods prior to December 31, 2016 will not be comparable to our consolidated financial statements as of December 31, 2016 or for periods subsequent to December 31, 2016. References to “Successor” or “Successor Company” refer to the Company on or after December 31, 2016, after giving effect to the implementation of the Prepackaged Plan and the application of fresh start accounting. References to “Predecessor” or “Predecessor Company” refer to the Company prior to December 31, 2016. Additionally, references to periods on or after December 31, 2016 refer to the Successor and references to periods prior to December 31, 2016 refer to the Predecessor. Liquidity and Capital Resources As of September 30, 2017 , our primary capital resources were utilization of capital leases and borrowings under our $100.0 million accounts receivable securitization facility (the “New ABL Facility”). As of September 30, 2017 , we had $64.0 million in borrowings under the New ABL Facility. At September 30, 2017, we had unrestricted cash and cash equivalents of $43.2 million compared to $98.9 million as of December 31, 2016. An additional amount of $47.7 million is classified as restricted cash. We have utilized, and expect to utilize in the future, bank and capital lease financing and sales of equity to obtain capital resources. When appropriate, we will consider public or private debt and equity offerings and non-recourse transactions to meet our liquidity needs. On October 27, 2017, the Company entered into Amendment No. 1 (“Amendment No. 1”) to the New ABL Facility. Among other things, Amendment No. 1 (i) increased the aggregate commitments under the Credit Agreement from $100 million to $120 million , (ii) appointed CIT Bank, N.A. to serve as syndication agent and (iii) added new lenders and amended the commitment schedule to the Credit Agreement. Nature of Operations Basic provides a wide range of well site services to oil and natural gas drilling and producing companies, including completion and remedial services, water logistics, well servicing and contract drilling. These services are primarily provided using Basic’s fleet of equipment. Basic’s operations are concentrated in the major United States onshore oil and gas producing regions in Texas, New Mexico, Oklahoma, North Dakota, Wyoming, Arkansas, Kansas, Louisiana, California, the Rocky Mountains and Appalachia. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Basic and its wholly owned subsidiaries. Basic has no variable interest in any non-consolidated organization, entity, partnership or contract. All intercompany transactions and balances have been eliminated. Accounting Estimates and Assumptions Preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets, liabilities, revenue, and expenses. Critical accounting estimates are those in which significant judgment is used, and the impact of any changes in estimates would have a significant effect on our consolidated financial statements. Actual results and outcomes may vary from management's estimates and assumptions. Examples of critical accounting estimates and assumptions include: • Assets lives used to determine depreciation and amortization of property and equipment and intangible assets; • Fair value of property and equipment and intangible assets; • Allowance for doubtful accounts; • Litigation and self-insured risk reserves; • Stock-based compensation; and • Potential outcome of income tax events that have been recognized on our consolidated financial statements or returns. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consisted of the following (in thousands): September 30, 2017 December 31, 2016 Land $ 20,876 $ 21,010 Buildings and improvements 39,899 39,588 Well service units and equipment 109,568 96,365 Frac equipment/test tanks 109,375 75,506 Pumping equipment 112,638 85,247 Water logistics equipment 75,253 57,359 Disposal facilities 51,256 47,507 Contract drilling equipment 11,064 12,257 Rental equipment 33,966 32,582 Light vehicles 19,835 12,722 Software 727 641 Other 4,122 3,885 Construction equipment 1,818 1,485 Brine and fresh water stations 2,697 2,694 593,094 488,848 Less accumulated depreciation and amortization 76,723 — Property and equipment, net $ 516,371 $ 488,848 Basic is obligated under various capital leases for certain vehicles and equipment that expire at various dates during the next five years . The gross amount of property and equipment and related accumulated amortization recorded under capital leases and included above consists of the following (in thousands): September 30, 2017 December 31, 2016 Pumping equipment $ 55,778 $ 12,806 Water logistics equipment 36,967 29,372 Light vehicles 12,484 5,729 Contract drilling equipment 783 999 Well service units and equipment 63 — Construction equipment 28 28 106,103 48,934 Less accumulated amortization 11,985 — Property and equipment under capital lease, net $ 94,118 $ 48,934 Amortization of assets held under capital leases is included in depreciation and amortization expense in the consolidated statements of operations. Amortization amounts consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Lease amortization expense $ 5,657 $ 8,618 $ 13,245 $ 27,420 |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Basic had trade names of $3.4 million as of each of September 30, 2017 and December 31, 2016. Trade names have a 15 -year life and are tested for impairment when triggering events are identified. Basic’s intangible assets were as follows (in thousands): September 30, 2017 December 31, 2016 Trade names $ 3,410 $ 3,410 Other intangible assets 48 48 $ 3,458 $ 3,458 Less accumulated amortization 178 — Intangible assets subject to amortization, net $ 3,280 $ 3,458 Amortization expense of intangible assets for the three and six months ended September 30, 2017 and 2016 was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Intangible amortization expense $ 59 $ 2,227 $ 178 $ 6,455 |
Long-Term Debt and Interest Exp
Long-Term Debt and Interest Expense | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Interest Expense | Long-Term Debt and Interest Expense Long-term debt consisted of the following (in thousands): September 30, 2017 December 31, 2016 Credit facilities: Term Loan $ 162,938 $ 164,175 New ABL Facility 64,000 — Capital leases and other notes 106,674 78,046 Unamortized discounts, premiums, and deferred debt costs (13,433 ) (19,001 ) Total principal amount of debt instruments, net 320,179 223,220 Less current portion 50,849 38,468 Long-term debt $ 269,330 $ 184,752 Debt Discounts The following discounts on debt represent the unamortized discount to fair value of our Amended and Restated Term Loan Credit Agreement (the "Term Loan Agreement") and the short-term and long-term portions of the fair value discount of capital leases (in thousands): September 30, 2017 December 31, 2016 Unamortized discount on Term Loan $ 9,758 $ 11,401 Unamortized discount on Capital Leases - short-term 1,657 1,600 Unamortized discount on Capital Leases - long-term 1,936 6,000 Unamortized deferred debt costs 82 — $ 13,433 $ 19,001 On September 29, 2017, Basic terminated its $75 million credit facility and entered into the New ABL Facility pursuant to (i) a Receivables Transfer Agreement (the “Transfer Agreement”) entered into by and among Basic Energy Services, L.P. (“BES LP”), as the initial originator and Basic Energy Receivables, LLC (the “SPE”), as the transferee and (ii) the Credit Agreement. Under the Transfer Agreement, BES LP will sell or contribute, on an ongoing basis, its accounts receivable and related security and interests in the proceeds thereof (the “Transferred Receivables”) to the SPE. The SPE will finance a portion of its purchase of the accounts receivable through borrowings, on a revolving basis, of up to $100 million (with the ability to request an increase in the size of the New ABL Facility by $50 million ) under the Credit Agreement, and such borrowings will be secured by the accounts receivable. The SPE will finance its purchase of the remaining portion of the accounts receivable by issuing subordinated promissory notes to BES LP and/or by contributing the remaining portion of the accounts receivables in exchange for equity in the SPE in the amount of the purchase price of the receivable not paid in cash. BES LP will be responsible for the servicing, administration and collection of the accounts receivable, with all collections going into lockbox accounts. The Company has provided a customary guaranty of performance to the administrative agent with respect to certain obligations of BES LP and any successor servicer under the New ABL Facility. In connection with entering into the New ABL Facility, on September 29, 2017, the Company amended the Term Loan Agreement to permit, among other things, (i) the acquisition of the Transferred Receivables by the SPE pursuant to the Transfer Agreement, free and clear of the liens under the Term Loan Agreement and (ii) the transactions contemplated under each of the Transfer Agreement and Credit Agreement. The Company consolidates the foregoing entities, and all intercompany activity is eliminated upon consolidation. On October 27, 2017, the Company entered into Amendment No. 1. Among other things, Amendment No. 1 (i) increased the aggregate commitments under the Credit Agreement from $100 million to $120 million , (ii) appointed CIT Bank, N.A. to serve as syndication agent and (iii) added new lenders and amended the commitment schedule to the Credit Agreement. As of September 30, 2017 , Basic had $45.2 million of letters of credit outstanding secured by restricted cash borrowed under the New ABL Facility. Basic had borrowings under the New ABL Facility of $64.0 million as of September 30, 2017, giving Basic $30.9 million of available borrowing capacity under the New ABL Facility. Basic’s interest expense consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Cash payments for interest $ 7,611 $ 5,899 $ 16,919 $ 38,459 Commitment and other fees paid — 1,008 187 2,280 Amortization of debt issuance costs and discounts 1,850 1,528 5,731 5,876 Change in accrued interest 57 15,493 4,934 20,503 Capitalized interest (660 ) — (660 ) — Other 34 25 70 70 $ 8,892 $ 23,953 $ 27,181 $ 67,188 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following is a summary of the carrying amounts and estimated fair values of our financial instruments as of September 30, 2017 and December 31, 2016 : Fair Value September 30, 2017 December 31, 2016 Hierarchy Level Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) Term Loan 3 $ 153,180 $ 157,016 $ 152,838 $ 152,838 The fair value of the Term Loan Agreement is based upon our discounted cash flows model using a third-party discount rate. The carrying amount of our New ABL Facility approximates fair value due to its variable-rate characteristics. The carrying amounts of cash and cash equivalents, trade accounts receivable, accounts receivable-related parties, capital leases, accounts payable and accrued expenses approximate fair value due to the short maturities of these instruments. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental Basic is subject to various federal, state and local environmental laws and regulations that establish standards and requirements for protection of the environment. Basic cannot predict the future impact of such standards and requirements, which are subject to change and can have retroactive effectiveness. Basic continues to monitor the status of these laws and regulations. Management believes that the likelihood of any of these items resulting in a material adverse impact to Basic’s financial position, liquidity, capital resources or future results of operations is remote. Currently, Basic has not been fined, cited or notified of any environmental violations that would have a material adverse effect upon its financial position, liquidity or capital resources. However, management does recognize that by the very nature of its business, material costs could be incurred in the near term to bring Basic into total compliance with the laws and regulations. The amount of such future expenditures is not determinable due to several factors, including the unknown magnitude of possible contamination, the unknown timing and extent of the corrective actions which may be required, the determination of Basic’s liability in proportion to other responsible parties and the extent to which such expenditures are recoverable from insurance or indemnification. Litigation From time to time, Basic is a party to litigation or other legal proceedings that Basic considers to be a part of the ordinary course of business. Basic is not currently involved in any legal proceedings that it considers probable or reasonably possible, individually or in the aggregate, to result in a material adverse effect on its financial condition, results of operations or liquidity. Self-Insured Risk Accruals Basic is self-insured up to retention limits as it relates to workers’ compensation, general liability claims, and medical and dental coverage of its employees. Basic generally maintains no physical property damage coverage on its workover rig fleet, with the exception of certain of its 24-hour workover rigs and newly manufactured rigs. Basic has deductibles per occurrence for workers’ compensation, general liability claims, automobile liability and medical coverage of $5.0 million , $1.0 million , $1.0 million , and $400,000 , respectively. Basic maintains accruals in the accompanying consolidated balance sheets related to self-insurance retentions based upon third-party data and claims history. At September 30, 2017 and December 31, 2016 , self-insured risk accruals totaled approximately $32.5 million and $35.0 million , respectively, and are included in accrued expenses and other long-term liabilities. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stockholders’ Equity | Stockholders’ Equity Common Stock In February 2017, Basic granted certain members of management 801,322 performance-based restricted stock units and 320,532 performance-based stock option awards, which each vest over a three -year period. In August 2017, Basic granted certain members of management 6,476 stock options, 16,190 restricted stock units, 6,476 performance-based stock options and 16,190 performance-based restricted stock units. Treasury Stock Basic has acquired treasury shares through net share settlements for payment of payroll taxes upon the vesting of certain restricted stock units and awards. Basic acquired a total of 1,032 shares of common stock through net share settlements during the first nine months of 2017 and issued 29,398 shares from treasury stock for accelerated vestings and stock grants in the first nine months of 2017 (Successor). Basic acquired 220,391 shares of common stock through net share settlements during the first nine months of 2016 (Predecessor). Stock Offering In August 2017, Basic commenced an at-the-market public offering (the "ATM Program"), under which it could have sold shares of its common stock having an aggregate value of up to $50 million . Basic terminated the ATM Program on September 30, 2017. |
Incentive Plan
Incentive Plan | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Incentive Plan | Incentive Plan The following table reflects compensation activity related to the management incentive plan for the nine -month period ending September 30, 2017 (dollar amounts in thousands): Compensation expense for three months ended September 30, 2017 Compensation expense for nine months ended September 30, 2017 Unrecognized compensation expense Weighted average remaining life Fair value of share based awards vested Restricted stock $ 4,880 $ 13,708 $ 36,744 1.9 $ 101 Restricted stock options $ 1,011 $ 2,907 $ 9,320 9.3 $ — During the three and nine months ended September 30, 2017 and 2016 , there was no excess tax benefit related to equity incentive compensation. Awards granted prior to the Effective Date were subsequently cancelled. All outstanding awards at September 30, 2017 were granted after the Effective Date as part of the Prepackaged Plan or during the current nine -month period, and relate to the Company's newly issued shares of common stock. Stock Option Awards The fair value of each stock option is estimated on the date of grant using the Black-Scholes-Merton option-pricing model. Stock options granted under the Company's management incentive plan expire ten years from the date they are granted, and vest over a three -year service period. The following table reflects changes during the nine -month period and a summary of stock options outstanding at September 30, 2017 : Weighted Average Weighted Remaining Aggregate Number of Average Contractual Intrinsic Options Exercise Term Value Granted Price (Years) (000's) Non-statutory stock options: Outstanding, beginning of period 323,770 $ 36.55 Options granted 333,484 41.80 Options forfeited (2,158 ) 36.55 Options exercised — — Outstanding, end of period 655,096 $ 39.22 9.3 $ — Exercisable, end of period 1,080 $ 36.55 9.2 $ — Vested or expected to vest, end of period 655,096 $ 39.22 9.3 $ — There were no stock options exercised during the nine months ended September 30, 2017 and 2016 . Restricted Stock Unit Awards A summary of the status of Basic’s non-vested restricted stock units at September 30, 2017 and changes during the nine months ended September 30, 2017 is presented in the following table: Weighted Average Number of Grant Date Fair Non-vested Units Shares Value Per Share Non-vested at beginning of period 539,606 $ 36.55 Granted during period 860,402 41.37 Vested during period (2,698 ) 36.55 Forfeited during period (2,698 ) 36.55 Non-vested at end of period 1,394,612 $ 39.53 Restricted Stock Awards On May 25, 2017, Basic’s Board of Directors (the "Board") approved grants of restricted stock awards to non-employee members of the Board. The number of restricted shares granted was 26,700 . These grants are subject to vesting over a ten -month period and are subject to accelerated vesting under certain circumstances. Phantom Stock Awards On March 15, 2017, the Board approved grants of phantom restricted stock awards to certain key employees. The number of phantom shares issued was 42,820 . These grants remain subject to vesting annually in one-third increments over a two -year period, with the first portion vested on March 15, 2017, and are subject to accelerated vesting in certain circumstances. On June 1, 2017 the Board approved grants of phantom restricted stock awards to certain key employees. The number of phantom shares issued was 79,440 . Basic granted an additional 7,580 phantom shares during the third quarter of 2017. These grants remain subject to vesting annually in one-third increments over a three -year period, with the first portion vesting on March 15, 2018, and are subject to accelerated vesting in certain circumstances. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Basic had receivables from employees of approximately $22,000 and $31,000 as of September 30, 2017 and December 31, 2016 , respectively. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table sets forth the computation of unaudited basic and diluted loss per share (in thousands, except share data): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Unaudited) (Unaudited) (Successor) (Predecessor) (Successor) (Predecessor) Numerator (both basic and diluted): Net loss $ (13,845 ) $ (92,097 ) $ (76,413 ) $ (265,319 ) Denominator: Denominator for basic loss per share 26,001,062 42,689,773 26,000,326 41,957,755 Denominator for diluted loss per share 26,001,062 42,689,773 26,000,326 41,957,755 Basic loss per common share: $ (0.53 ) $ (2.16 ) $ (2.94 ) $ (6.32 ) Diluted loss per common share: $ (0.53 ) $ (2.16 ) $ (2.94 ) $ (6.32 ) Stock options and warrants of 2,721,720 were excluded from the computation of diluted loss per share for the three and nine months ended September 30, 2017 because the effect would have been anti-dilutive. Unvested restricted shares of 26,700 and 12,421 were excluded from the calculation of diluted earnings per share for the three and nine months ended September 30, 2017 , respectively, because the effect would have been anti-dilutive. Unvested restricted stock awards of 1,371,098 and 826,597 were excluded from the computation of diluted loss per share for the three and nine months ended September 30, 2016 , as the effect would have been anti-dilutive. |
Business Segment Information
Business Segment Information | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information The following table sets forth certain financial information with respect to Basic’s reportable segments (in thousands): Completion and Remedial Water Well Contract Corporate Services Logistics Servicing Drilling and Other Total Three Months Ended September 30, 2017 (Unaudited) (Successor) Operating revenues $ 123,650 52,333 54,629 2,848 — $ 233,460 Direct operating costs (84,481 ) (41,281 ) (43,219 ) (2,547 ) — (171,528 ) Segment profits $ 39,169 11,052 11,410 301 — $ 61,932 Depreciation and amortization $ 13,860 7,703 5,319 495 2,101 $ 29,478 Capital expenditures (excluding acquisitions) $ 11,285 10,055 6,884 12 672 $ 28,908 Three Months Ended September 30, 2016 (Unaudited) (Predecessor) Operating revenues $ 49,425 47,178 43,160 1,847 — $ 141,610 Direct operating costs (40,292 ) (39,268 ) (35,028 ) (1,683 ) — (116,271 ) Segment profits $ 9,133 7,910 8,132 164 — $ 25,339 Depreciation and amortization $ 18,383 15,584 13,491 3,109 2,575 $ 53,142 Capital expenditures (excluding acquisitions) $ 3,178 8,244 2,622 69 182 $ 14,295 Nine Months Ended September 30, 2017 (Unaudited) (Successor) Operating revenues $ 311,466 153,279 156,302 7,728 — $ 628,775 Direct operating costs (232,932 ) (124,399 ) (125,931 ) (6,818 ) — (490,080 ) Segment profits $ 78,534 28,880 30,371 910 — $ 138,695 Depreciation and amortization $ 38,013 21,127 14,589 1,357 5,760 $ 80,846 Capital expenditures (excluding acquisitions) $ 69,342 26,392 20,377 30 1,920 $ 118,061 Identifiable assets $ 263,407 135,338 107,511 8,643 346,246 $ 861,145 Nine Months Ended September 30, 2016 (Unaudited) (Predecessor) Operating revenues $ 125,348 142,919 118,891 4,812 — $ 391,970 Direct operating costs (107,941 ) (119,053 ) (101,345 ) (4,612 ) — (332,951 ) Segment profits $ 17,407 23,866 17,546 200 — $ 59,019 Depreciation and amortization $ 56,782 48,133 41,669 9,603 7,954 $ 164,141 Capital expenditures (excluding acquisitions) $ 4,689 14,422 6,076 182 2,689 $ 28,058 Identifiable assets $ 308,989 216,202 200,451 43,566 233,840 $ 1,003,048 The following table reconciles the segment profits reported above to the operating loss as reported in the consolidated statements of operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Segment profits $ 61,932 $ 25,339 $ 138,695 $ 59,019 General and administrative expenses (39,235 ) (30,065 ) (109,478 ) (86,706 ) Restructuring costs — (10,470 ) — (10,470 ) Depreciation and amortization (29,478 ) (53,142 ) (80,846 ) (164,141 ) Gain (loss) on disposal of assets (26 ) 128 664 (133 ) Goodwill impairment — (646 ) — (646 ) Operating loss $ (6,807 ) $ (68,856 ) $ (50,965 ) $ (203,077 ) |
Supplemental Schedule of Cash F
Supplemental Schedule of Cash Flow Information | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Schedule of Cash Flow Information | Supplemental Schedule of Cash Flow Information The following table reflects non-cash financing and investing activity during the following periods: Nine Months Ended September 30, 2017 2016 (In thousands) Capital leases and notes issued for equipment $ 61,040 $ 5,151 Asset retirement obligation additions (retirements) (30 ) (21 ) Change in accrued property and equipment 8,726 — Basic paid no income taxes during the nine months ended September 30, 2017 and 2016 . Basic paid interest of approximately $16.9 million and $38.5 million during the nine months ended September 30, 2017 and 2016 , respectively. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements ASU 2014-09 - “ Revenue from Contracts with Customers (Topic 606)" represents a comprehensive revenue recognition standard to supersede existing revenue recognition guidance and align GAAP more closely with International Financial Reporting Standards (IFRS). The core principle of the new guidance is that a company should recognize revenue to match the delivery of goods or services to customers to the consideration the company expects to be entitled in exchange for those goods or services. The standard creates a five step model that requires companies to exercise judgment when considering the terms of a contract and all relevant facts and circumstances. The standard allows for two transition methods: (a) a full retrospective adoption in which the standard is applied to all of the periods presented subject to certain practical expedients, or (b) a modified retrospective adoption in which the standard is applied only to the most current period presented in the financial statements, and which includes additional disclosures regarding the change in accounting principle in the current period. We plan to adopt the standard using the full retrospective method to restate each prior period presented. The standard will be effective for Basic beginning January 1, 2018. In preparation to adopt the standard, we are performing a detailed review of key contracts with customers which are representative of our revenue streams. While we are still in the process of performing the review and analysis of our contracts to support our assessments, the substantial majority of our services are performed at a point in time, revenue is recognized at the time of performance, and this is expected remain unchanged. We do not incur significant contract costs. In February 2016, the FASB issued ASU 2016-02 - “ Leases (Topic 842). ” The purpose of this update is to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This update is effective for Basic in annual periods beginning after December 15, 2018, including interim periods within those fiscal years. Basic has begun a project to identify all operating leases greater than one year and implementing new leasing software to track operating and capital leases. Basic expects to recognize additional right-of-use assets and liabilities related to operating leases with terms longer than one year. In August 2016, the FASB issued ASU 2016-15- "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments." This standard is effective for Basic for fiscal years beginning after December 15, 2017. The amendments in this update are intended to clarify cash flow treatment of certain cash flows with the objective of reducing diversity in practice. Basic intends to adopt this standard as of January 1, 2018, and does not expect significant changes to the cash flow statement as a result. In November 2016 the FASB issued ASU 2016-18- " Statement of Cash Flows (Topic 230): Restricted Cash," which clarifies the treatment of cash inflows into and cash payments from restricted cash. Restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period amounts shown on the statements of cash flows. The amendments of this ASU should be applied using a retrospective transition method and are effective for reporting periods beginning after December 15, 2017. Basic intends to adopt this standard as of January 1, 2018, and does not expect significant changes to the cash flow statement as a result. |
Basis of Presentation and Nat21
Basis of Presentation and Nature of Operations (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements of Basic Energy Services, Inc. and subsidiaries (“Basic” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. Certain information relating to our organization and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted in this Quarterly Report on Form 10-Q in accordance with GAAP and financial statement requirements promulgated by the U.S. Securities and Exchange Commission (“SEC”). The notes to the consolidated financial statements (unaudited) should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 . In the opinion of management, all adjustments which are of a normal recurring nature considered necessary for a fair presentation have been made in the accompanying unaudited financial statements. |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of Basic and its wholly owned subsidiaries. Basic has no variable interest in any non-consolidated organization, entity, partnership or contract. All intercompany transactions and balances have been eliminated. |
Accounting Estimates | Accounting Estimates and Assumptions Preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amount of assets, liabilities, revenue, and expenses. Critical accounting estimates are those in which significant judgment is used, and the impact of any changes in estimates would have a significant effect on our consolidated financial statements. Actual results and outcomes may vary from management's estimates and assumptions. Examples of critical accounting estimates and assumptions include: • Assets lives used to determine depreciation and amortization of property and equipment and intangible assets; • Fair value of property and equipment and intangible assets; • Allowance for doubtful accounts; • Litigation and self-insured risk reserves; • Stock-based compensation; and • Potential outcome of income tax events that have been recognized on our consolidated financial statements or returns. |
Recent Accounting Pronouncements | ASU 2014-09 - “ Revenue from Contracts with Customers (Topic 606)" represents a comprehensive revenue recognition standard to supersede existing revenue recognition guidance and align GAAP more closely with International Financial Reporting Standards (IFRS). The core principle of the new guidance is that a company should recognize revenue to match the delivery of goods or services to customers to the consideration the company expects to be entitled in exchange for those goods or services. The standard creates a five step model that requires companies to exercise judgment when considering the terms of a contract and all relevant facts and circumstances. The standard allows for two transition methods: (a) a full retrospective adoption in which the standard is applied to all of the periods presented subject to certain practical expedients, or (b) a modified retrospective adoption in which the standard is applied only to the most current period presented in the financial statements, and which includes additional disclosures regarding the change in accounting principle in the current period. We plan to adopt the standard using the full retrospective method to restate each prior period presented. The standard will be effective for Basic beginning January 1, 2018. In preparation to adopt the standard, we are performing a detailed review of key contracts with customers which are representative of our revenue streams. While we are still in the process of performing the review and analysis of our contracts to support our assessments, the substantial majority of our services are performed at a point in time, revenue is recognized at the time of performance, and this is expected remain unchanged. We do not incur significant contract costs. In February 2016, the FASB issued ASU 2016-02 - “ Leases (Topic 842). ” The purpose of this update is to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This update is effective for Basic in annual periods beginning after December 15, 2018, including interim periods within those fiscal years. Basic has begun a project to identify all operating leases greater than one year and implementing new leasing software to track operating and capital leases. Basic expects to recognize additional right-of-use assets and liabilities related to operating leases with terms longer than one year. In August 2016, the FASB issued ASU 2016-15- "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments." This standard is effective for Basic for fiscal years beginning after December 15, 2017. The amendments in this update are intended to clarify cash flow treatment of certain cash flows with the objective of reducing diversity in practice. Basic intends to adopt this standard as of January 1, 2018, and does not expect significant changes to the cash flow statement as a result. In November 2016 the FASB issued ASU 2016-18- " Statement of Cash Flows (Topic 230): Restricted Cash," which clarifies the treatment of cash inflows into and cash payments from restricted cash. Restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period amounts shown on the statements of cash flows. The amendments of this ASU should be applied using a retrospective transition method and are effective for reporting periods beginning after December 15, 2017. Basic intends to adopt this standard as of January 1, 2018, and does not expect significant changes to the cash flow statement as a result. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following (in thousands): September 30, 2017 December 31, 2016 Land $ 20,876 $ 21,010 Buildings and improvements 39,899 39,588 Well service units and equipment 109,568 96,365 Frac equipment/test tanks 109,375 75,506 Pumping equipment 112,638 85,247 Water logistics equipment 75,253 57,359 Disposal facilities 51,256 47,507 Contract drilling equipment 11,064 12,257 Rental equipment 33,966 32,582 Light vehicles 19,835 12,722 Software 727 641 Other 4,122 3,885 Construction equipment 1,818 1,485 Brine and fresh water stations 2,697 2,694 593,094 488,848 Less accumulated depreciation and amortization 76,723 — Property and equipment, net $ 516,371 $ 488,848 |
Property and Equipment and Related Accumulated Amortization Under Capital Leases | The gross amount of property and equipment and related accumulated amortization recorded under capital leases and included above consists of the following (in thousands): September 30, 2017 December 31, 2016 Pumping equipment $ 55,778 $ 12,806 Water logistics equipment 36,967 29,372 Light vehicles 12,484 5,729 Contract drilling equipment 783 999 Well service units and equipment 63 — Construction equipment 28 28 106,103 48,934 Less accumulated amortization 11,985 — Property and equipment under capital lease, net $ 94,118 $ 48,934 |
Capital Lease Amortization Expense | Amortization of assets held under capital leases is included in depreciation and amortization expense in the consolidated statements of operations. Amortization amounts consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Lease amortization expense $ 5,657 $ 8,618 $ 13,245 $ 27,420 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Basic’s intangible assets were as follows (in thousands): September 30, 2017 December 31, 2016 Trade names $ 3,410 $ 3,410 Other intangible assets 48 48 $ 3,458 $ 3,458 Less accumulated amortization 178 — Intangible assets subject to amortization, net $ 3,280 $ 3,458 |
Amortization Expense | Amortization expense of intangible assets for the three and six months ended September 30, 2017 and 2016 was as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Intangible amortization expense $ 59 $ 2,227 $ 178 $ 6,455 |
Long-Term Debt and Interest E24
Long-Term Debt and Interest Expense (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consisted of the following (in thousands): September 30, 2017 December 31, 2016 Credit facilities: Term Loan $ 162,938 $ 164,175 New ABL Facility 64,000 — Capital leases and other notes 106,674 78,046 Unamortized discounts, premiums, and deferred debt costs (13,433 ) (19,001 ) Total principal amount of debt instruments, net 320,179 223,220 Less current portion 50,849 38,468 Long-term debt $ 269,330 $ 184,752 |
Unamortized Discounts on Debt | The following discounts on debt represent the unamortized discount to fair value of our Amended and Restated Term Loan Credit Agreement (the "Term Loan Agreement") and the short-term and long-term portions of the fair value discount of capital leases (in thousands): September 30, 2017 December 31, 2016 Unamortized discount on Term Loan $ 9,758 $ 11,401 Unamortized discount on Capital Leases - short-term 1,657 1,600 Unamortized discount on Capital Leases - long-term 1,936 6,000 Unamortized deferred debt costs 82 — $ 13,433 $ 19,001 |
Interest Expense | Basic’s interest expense consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Cash payments for interest $ 7,611 $ 5,899 $ 16,919 $ 38,459 Commitment and other fees paid — 1,008 187 2,280 Amortization of debt issuance costs and discounts 1,850 1,528 5,731 5,876 Change in accrued interest 57 15,493 4,934 20,503 Capitalized interest (660 ) — (660 ) — Other 34 25 70 70 $ 8,892 $ 23,953 $ 27,181 $ 67,188 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Carrying Amount and Fair Value of Financial Instruments | The following is a summary of the carrying amounts and estimated fair values of our financial instruments as of September 30, 2017 and December 31, 2016 : Fair Value September 30, 2017 December 31, 2016 Hierarchy Level Carrying Amount Fair Value Carrying Amount Fair Value (In thousands) Term Loan 3 $ 153,180 $ 157,016 $ 152,838 $ 152,838 |
Incentive Plan (Tables)
Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Compensation Activity Related to the Management Incentive Plan | The following table reflects compensation activity related to the management incentive plan for the nine -month period ending September 30, 2017 (dollar amounts in thousands): Compensation expense for three months ended September 30, 2017 Compensation expense for nine months ended September 30, 2017 Unrecognized compensation expense Weighted average remaining life Fair value of share based awards vested Restricted stock $ 4,880 $ 13,708 $ 36,744 1.9 $ 101 Restricted stock options $ 1,011 $ 2,907 $ 9,320 9.3 $ — |
Summary of Stock Options Outstanding | The following table reflects changes during the nine -month period and a summary of stock options outstanding at September 30, 2017 : Weighted Average Weighted Remaining Aggregate Number of Average Contractual Intrinsic Options Exercise Term Value Granted Price (Years) (000's) Non-statutory stock options: Outstanding, beginning of period 323,770 $ 36.55 Options granted 333,484 41.80 Options forfeited (2,158 ) 36.55 Options exercised — — Outstanding, end of period 655,096 $ 39.22 9.3 $ — Exercisable, end of period 1,080 $ 36.55 9.2 $ — Vested or expected to vest, end of period 655,096 $ 39.22 9.3 $ — |
Summary of Non-Vested Stock Units | A summary of the status of Basic’s non-vested restricted stock units at September 30, 2017 and changes during the nine months ended September 30, 2017 is presented in the following table: Weighted Average Number of Grant Date Fair Non-vested Units Shares Value Per Share Non-vested at beginning of period 539,606 $ 36.55 Granted during period 860,402 41.37 Vested during period (2,698 ) 36.55 Forfeited during period (2,698 ) 36.55 Non-vested at end of period 1,394,612 $ 39.53 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Loss Per Share | The following table sets forth the computation of unaudited basic and diluted loss per share (in thousands, except share data): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Unaudited) (Unaudited) (Successor) (Predecessor) (Successor) (Predecessor) Numerator (both basic and diluted): Net loss $ (13,845 ) $ (92,097 ) $ (76,413 ) $ (265,319 ) Denominator: Denominator for basic loss per share 26,001,062 42,689,773 26,000,326 41,957,755 Denominator for diluted loss per share 26,001,062 42,689,773 26,000,326 41,957,755 Basic loss per common share: $ (0.53 ) $ (2.16 ) $ (2.94 ) $ (6.32 ) Diluted loss per common share: $ (0.53 ) $ (2.16 ) $ (2.94 ) $ (6.32 ) |
Business Segment Information (T
Business Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Financial Information with Respect to Reportable Segments | The following table sets forth certain financial information with respect to Basic’s reportable segments (in thousands): Completion and Remedial Water Well Contract Corporate Services Logistics Servicing Drilling and Other Total Three Months Ended September 30, 2017 (Unaudited) (Successor) Operating revenues $ 123,650 52,333 54,629 2,848 — $ 233,460 Direct operating costs (84,481 ) (41,281 ) (43,219 ) (2,547 ) — (171,528 ) Segment profits $ 39,169 11,052 11,410 301 — $ 61,932 Depreciation and amortization $ 13,860 7,703 5,319 495 2,101 $ 29,478 Capital expenditures (excluding acquisitions) $ 11,285 10,055 6,884 12 672 $ 28,908 Three Months Ended September 30, 2016 (Unaudited) (Predecessor) Operating revenues $ 49,425 47,178 43,160 1,847 — $ 141,610 Direct operating costs (40,292 ) (39,268 ) (35,028 ) (1,683 ) — (116,271 ) Segment profits $ 9,133 7,910 8,132 164 — $ 25,339 Depreciation and amortization $ 18,383 15,584 13,491 3,109 2,575 $ 53,142 Capital expenditures (excluding acquisitions) $ 3,178 8,244 2,622 69 182 $ 14,295 Nine Months Ended September 30, 2017 (Unaudited) (Successor) Operating revenues $ 311,466 153,279 156,302 7,728 — $ 628,775 Direct operating costs (232,932 ) (124,399 ) (125,931 ) (6,818 ) — (490,080 ) Segment profits $ 78,534 28,880 30,371 910 — $ 138,695 Depreciation and amortization $ 38,013 21,127 14,589 1,357 5,760 $ 80,846 Capital expenditures (excluding acquisitions) $ 69,342 26,392 20,377 30 1,920 $ 118,061 Identifiable assets $ 263,407 135,338 107,511 8,643 346,246 $ 861,145 Nine Months Ended September 30, 2016 (Unaudited) (Predecessor) Operating revenues $ 125,348 142,919 118,891 4,812 — $ 391,970 Direct operating costs (107,941 ) (119,053 ) (101,345 ) (4,612 ) — (332,951 ) Segment profits $ 17,407 23,866 17,546 200 — $ 59,019 Depreciation and amortization $ 56,782 48,133 41,669 9,603 7,954 $ 164,141 Capital expenditures (excluding acquisitions) $ 4,689 14,422 6,076 182 2,689 $ 28,058 Identifiable assets $ 308,989 216,202 200,451 43,566 233,840 $ 1,003,048 |
Reconciliation of Segment Profits to Consolidated Operating Loss | The following table reconciles the segment profits reported above to the operating loss as reported in the consolidated statements of operations (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (Successor) (Predecessor) (Successor) (Predecessor) Segment profits $ 61,932 $ 25,339 $ 138,695 $ 59,019 General and administrative expenses (39,235 ) (30,065 ) (109,478 ) (86,706 ) Restructuring costs — (10,470 ) — (10,470 ) Depreciation and amortization (29,478 ) (53,142 ) (80,846 ) (164,141 ) Gain (loss) on disposal of assets (26 ) 128 664 (133 ) Goodwill impairment — (646 ) — (646 ) Operating loss $ (6,807 ) $ (68,856 ) $ (50,965 ) $ (203,077 ) |
Supplemental Schedule of Cash29
Supplemental Schedule of Cash Flow Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Non-Cash Financing and Investing Activity | The following table reflects non-cash financing and investing activity during the following periods: Nine Months Ended September 30, 2017 2016 (In thousands) Capital leases and notes issued for equipment $ 61,040 $ 5,151 Asset retirement obligation additions (retirements) (30 ) (21 ) Change in accrued property and equipment 8,726 — |
Basis of Presentation and Nat30
Basis of Presentation and Nature of Operations (Details) - USD ($) | Oct. 27, 2017 | Sep. 30, 2017 | Sep. 29, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||
Cash and cash equivalents | $ 43,168,000 | $ 98,875,000 | ||
Restricted cash | 47,680,000 | 2,429,000 | ||
New ABL Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 100,000,000 | $ 100,000,000 | ||
Line of credit borrowings | $ 64,000,000 | $ 0 | ||
New ABL Facility | Subsequent Event | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 120,000,000 |
Property and Equipment - Proper
Property and Equipment - Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 593,094 | $ 488,848 |
Less accumulated depreciation and amortization | 76,723 | 0 |
Property and equipment, net | 516,371 | 488,848 |
Land | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 20,876 | 21,010 |
Buildings and improvements | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 39,899 | 39,588 |
Well service units and equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 109,568 | 96,365 |
Frac equipment/test tanks | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 109,375 | 75,506 |
Pumping equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 112,638 | 85,247 |
Water logistics equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 75,253 | 57,359 |
Disposal facilities | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 51,256 | 47,507 |
Contract drilling equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 11,064 | 12,257 |
Rental equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 33,966 | 32,582 |
Light vehicles | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 19,835 | 12,722 |
Software | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 727 | 641 |
Other | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 4,122 | 3,885 |
Construction equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | 1,818 | 1,485 |
Brine and fresh water stations | ||
Property, Plant And Equipment [Line Items] | ||
Property and equipment, gross | $ 2,697 | $ 2,694 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) | 9 Months Ended |
Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |
Capital lease obligation period | 5 years |
Property and Equipment - Prop33
Property and Equipment - Property and Equipment and Related Accumulated Amortization Under Capital Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Property, Plant And Equipment [Line Items] | ||
Property, plant and equipment under capital lease, gross | $ 106,103 | $ 48,934 |
Less accumulated amortization | 11,985 | 0 |
Property and equipment under capital lease, net | 94,118 | 48,934 |
Pumping equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property, plant and equipment under capital lease, gross | 55,778 | 12,806 |
Water logistics equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property, plant and equipment under capital lease, gross | 36,967 | 29,372 |
Light vehicles | ||
Property, Plant And Equipment [Line Items] | ||
Property, plant and equipment under capital lease, gross | 12,484 | 5,729 |
Contract drilling equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property, plant and equipment under capital lease, gross | 783 | 999 |
Well service units and equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property, plant and equipment under capital lease, gross | 63 | 0 |
Construction equipment | ||
Property, Plant And Equipment [Line Items] | ||
Property, plant and equipment under capital lease, gross | $ 28 | $ 28 |
Property and Equipment - Amorti
Property and Equipment - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Capital Leased Assets [Line Items] | ||||
Lease amortization expense | $ 5,657 | $ 13,245 | ||
Predecessor | ||||
Capital Leased Assets [Line Items] | ||||
Lease amortization expense | $ 8,618 | $ 27,420 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 3,458 | $ 3,458 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 3,410 | $ 3,410 |
Amortization period of intangible assets | 15 years |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 3,458 | $ 3,458 |
Less accumulated amortization | 178 | 0 |
Intangible assets subject to amortization, net | 3,280 | 3,458 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | 3,410 | 3,410 |
Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, gross | $ 48 | $ 48 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible amortization expense | $ 59 | $ 178 | ||
Predecessor | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible amortization expense | $ 2,227 | $ 6,455 |
Long-Term Debt and Interest E38
Long-Term Debt and Interest Expense - Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Capital leases and other notes | $ 106,674 | $ 78,046 |
Unamortized discounts, premiums, and deferred debt costs | (13,433) | (19,001) |
Total principal amount of debt instruments, net | 320,179 | 223,220 |
Less current portion | 50,849 | 38,468 |
Long-term debt | 269,330 | 184,752 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 162,938 | 164,175 |
New ABL Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 64,000 | $ 0 |
Long-Term Debt and Interest E39
Long-Term Debt and Interest Expense - Unamortized Discounts (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Unamortized deferred debt costs | $ 82 | $ 0 |
Unamortized discounts and deferred debt costs | 13,433 | 19,001 |
Capital Leases - Short-term | ||
Debt Instrument [Line Items] | ||
Unamortized discount | 1,657 | 1,600 |
Capital Leases - Long-term | ||
Debt Instrument [Line Items] | ||
Unamortized discount | 1,936 | 6,000 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Unamortized discount | $ 9,758 | $ 11,401 |
Long-Term Debt and Interest E40
Long-Term Debt and Interest Expense - Narrative (Details) - USD ($) | Oct. 27, 2017 | Sep. 30, 2017 | Sep. 29, 2017 | Dec. 31, 2016 |
Modified Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 75,000,000 | |||
New ABL Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 100,000,000 | 100,000,000 | ||
Potential Increase of A/R revolver facility | $ 50,000,000 | |||
Letters of credit outstanding | 45,200,000 | |||
Long-term debt, gross | 64,000,000 | $ 0 | ||
Available borrowing capacity | $ 30,900,000 | |||
New ABL Facility | Subsequent Event | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 120,000,000 |
Long-Term Debt and Interest E41
Long-Term Debt and Interest Expense - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Debt Instrument [Line Items] | ||||
Cash payments for interest | $ 7,611 | $ 16,919 | $ 38,500 | |
Commitment and other fees paid | 0 | 187 | ||
Amortization of debt issuance costs and discounts | 1,850 | 5,731 | ||
Change in accrued interest | 57 | 4,934 | ||
Capitalized interest | (660) | (660) | ||
Other | 34 | 70 | ||
Total interest expense | $ 8,892 | $ 27,181 | ||
Predecessor | ||||
Debt Instrument [Line Items] | ||||
Cash payments for interest | $ 5,899 | 38,459 | ||
Commitment and other fees paid | 1,008 | 2,280 | ||
Amortization of debt issuance costs and discounts | 1,528 | 5,876 | ||
Change in accrued interest | 15,493 | 20,503 | ||
Capitalized interest | 0 | 0 | ||
Other | 25 | 70 | ||
Total interest expense | $ 23,953 | $ 67,188 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value Hierarchy, Level 3 - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Term Loan | $ 153,180 | $ 152,838 |
Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Term Loan | $ 157,016 | $ 152,838 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Self insurance deductible for workers compensation | $ 5,000,000 | |
Self insurance deductible for general liability claims | 1,000,000 | |
Self insurance deductible for automobile liability | 1,000,000 | |
Self insurance deductible for medical coverage | 400,000 | |
Self-insured risk accruals | $ 32,500,000 | $ 35,000,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 1 Months Ended | 2 Months Ended | 9 Months Ended | ||
Aug. 31, 2017 | Feb. 28, 2017 | Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock units granted (in shares) | 860,402 | ||||
Stock options granted (in shares) | 333,484 | ||||
Treasury shares acquired (in shares) | 1,032 | ||||
Shares issued from treasury stock (in shares) | 29,398 | ||||
At-The-Market Public Offering | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized to be sold, value | $ 50,000,000 | ||||
Predecessor | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Treasury shares acquired (in shares) | 220,391 | ||||
Performance Based RSUs | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock units granted (in shares) | 16,190 | 801,322 | |||
Performance Based Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options granted (in shares) | 6,476 | 320,532 | |||
Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock units granted (in shares) | 16,190 | ||||
Share-based payment vesting period | 3 years | ||||
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock options granted (in shares) | 6,476 | ||||
Share-based payment vesting period | 3 years | 3 years |
Incentive Plan - Compensation A
Incentive Plan - Compensation Activity Related to the Management Incentive Plan (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | |
Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Compensation expense | $ 4,880 | $ 13,708 |
Unrecognized compensation expense | 36,744 | $ 36,744 |
Weighted average remaining life | 1 year 11 months 5 days | |
Fair value of share based awards vested | $ 101 | |
Restricted stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Compensation expense | 1,011 | 2,907 |
Unrecognized compensation expense | $ 9,320 | $ 9,320 |
Weighted average remaining life | 9 years 3 months 26 days | |
Fair value of share based awards vested | $ 0 |
Incentive Plan - Narrative (Det
Incentive Plan - Narrative (Details) - USD ($) | Jun. 01, 2017 | May 25, 2017 | Mar. 15, 2017 | Feb. 28, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Excess tax benefit due to net operating loss carryforwards | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Stock options exercised (in shares) | 0 | 0 | ||||||
Granted during period (in shares) | 860,402 | |||||||
Restricted stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 10 months | |||||||
Granted during period (in shares) | 26,700 | |||||||
Restricted stock options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Options expiration period | 10 years | |||||||
Vesting period | 3 years | 3 years | ||||||
Phantom Restricted Stock Awards | March, 2017 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 2 years | |||||||
Shares issued (in shares) | 42,820 | |||||||
Phantom Restricted Stock Awards | March, 2017 | Vesting Period One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 33.33% | |||||||
Phantom Restricted Stock Awards | March, 2017 | Vesting Period Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 33.33% | |||||||
Phantom Restricted Stock Awards | March, 2017 | Vesting Period Three | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 33.33% | |||||||
Phantom Restricted Stock Awards | June, 2017 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Options expiration period | 3 years | |||||||
Shares issued (in shares) | 79,440 | |||||||
Phantom Restricted Stock Awards | June, 2017 | Vesting Period One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 33.33% | |||||||
Phantom Restricted Stock Awards | June, 2017 | Vesting Period Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 33.33% | |||||||
Phantom Restricted Stock Awards | June, 2017 | Vesting Period Three | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 33.33% | |||||||
Phantom Restricted Stock Awards | Q3 2017 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares issued (in shares) | 7,580 |
Incentive Plan - Summary of Sto
Incentive Plan - Summary of Stock Options Outstanding (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Number of Options Granted | ||
Outstanding, beginning of period (in shares) | 323,770 | |
Options granted (in shares) | 333,484 | |
Options forfeited (in shares) | (2,158) | |
Options exercised (in shares) | 0 | 0 |
Outstanding, end of period (in shares) | 655,096 | |
Exercisable, end of period, number of options granted (in shares) | 1,080 | |
Vested or expected to vest, end of period, number of options granted (in shares) | 655,096 | |
Weighted Average Exercise Price | ||
Outstanding, beginning of period (dollars per share) | $ 36.55 | |
Options granted (dollars per share) | 41.80 | |
Options forfeited (dollars per share) | 36.55 | |
Options exercised (dollars per share) | 0 | |
Outstanding, end of period (dollars per share) | 39.22 | |
Exercisable, end of period (dollars per share) | 36.55 | |
Vested or expected to vest, end of period (dollars per share) | $ 39.22 | |
Weighted Average Remaining Contractual Term | ||
Outstanding, end of period | 9 years 3 months 26 days | |
Exercisable, end of period | 9 years 2 months 23 days | |
Vested or expected to vest, end of period | 9 years 3 months 26 days | |
Aggregate Intrinsic Value | ||
Outstanding, end of period | $ 0 | |
Exercisable, end of period | 0 | |
Vested or expected to vest, end of period | $ 0 |
Incentive Plan - Summary of Non
Incentive Plan - Summary of Non-Vested Stock Units (Details) | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Number of Shares | |
Nonvested at beginning of period (in shares) | shares | 539,606 |
Granted during period (in shares) | shares | 860,402 |
Vested during period (in shares) | shares | (2,698) |
Forfeited during period (in shares) | shares | (2,698) |
Nonvested at end of period (in shares) | shares | 1,394,612 |
Weighted Average Grant Date Fair Value Per Share | |
Nonvested at beginning of period (dollars per share) | $ / shares | $ 36.55 |
Granted during period (dollars per share) | $ / shares | 41.37 |
Vested during period (dollars per share) | $ / shares | 36.55 |
Forfeited during period (dollars per share) | $ / shares | 36.55 |
Nonvested at end of period (dollars per share) | $ / shares | $ 39.53 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Related Party Transactions [Abstract] | ||
Receivables from employees | $ 22 | $ 31 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator (both basic and diluted): | ||||
Net loss | $ (13,845) | $ (76,413) | ||
Denominator: | ||||
Denominator for basic loss per share (in shares) | 26,001,062 | 26,000,326 | ||
Denominator for diluted loss per share (in shares) | 26,001,062 | 26,000,326 | ||
Basic loss per common share (in dollars per share) | $ (0.53) | $ (2.94) | ||
Diluted loss per common share (in dollars per share) | $ (0.53) | $ (2.94) | ||
Predecessor | ||||
Numerator (both basic and diluted): | ||||
Net loss | $ (92,097) | $ (265,319) | ||
Denominator: | ||||
Denominator for basic loss per share (in shares) | 42,689,773 | 41,957,755 | ||
Denominator for diluted loss per share (in shares) | 42,689,773 | 41,957,755 | ||
Basic loss per common share (in dollars per share) | $ (2.16) | $ (6.32) | ||
Diluted loss per common share (in dollars per share) | $ (2.16) | $ (6.32) |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Restricted stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive shares | 2,721,720 | 2,721,720 | ||
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Number of anti-dilutive shares | 26,700 | 1,371,098 | 12,421 | 826,597 |
Business Segment Information -
Business Segment Information - Financial Information with Respect to Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||||
Operating revenues | $ 233,460 | $ 628,775 | |||
Direct operating costs | (171,528) | (490,080) | |||
Segment profits | 61,932 | 138,695 | |||
Depreciation and amortization | 29,478 | 80,846 | |||
Capital expenditures (excluding acquisitions) | 28,908 | 118,061 | |||
Identifiable assets | 861,145 | 861,145 | $ 768,160 | ||
Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | $ 141,610 | $ 391,970 | |||
Direct operating costs | (116,271) | (332,951) | |||
Segment profits | 25,339 | 59,019 | |||
Depreciation and amortization | 53,142 | 164,141 | |||
Capital expenditures (excluding acquisitions) | 14,295 | 28,058 | |||
Identifiable assets | 1,003,048 | 1,003,048 | |||
Corporate and Other | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 0 | 0 | |||
Direct operating costs | 0 | 0 | |||
Segment profits | 0 | 0 | |||
Depreciation and amortization | 2,101 | 5,760 | |||
Capital expenditures (excluding acquisitions) | 672 | 1,920 | |||
Identifiable assets | 346,246 | 346,246 | |||
Corporate and Other | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 0 | 0 | |||
Direct operating costs | 0 | 0 | |||
Segment profits | 0 | 0 | |||
Depreciation and amortization | 2,575 | 7,954 | |||
Capital expenditures (excluding acquisitions) | 182 | 2,689 | |||
Identifiable assets | 233,840 | 233,840 | |||
Completion and Remedial Services | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 123,650 | 311,466 | |||
Direct operating costs | (84,481) | (232,932) | |||
Completion and Remedial Services | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 49,425 | 125,348 | |||
Direct operating costs | (40,292) | (107,941) | |||
Completion and Remedial Services | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 123,650 | 311,466 | |||
Direct operating costs | (84,481) | (232,932) | |||
Segment profits | 39,169 | 78,534 | |||
Depreciation and amortization | 13,860 | 38,013 | |||
Capital expenditures (excluding acquisitions) | 11,285 | 69,342 | |||
Identifiable assets | 263,407 | 263,407 | |||
Completion and Remedial Services | Operating Segments | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 49,425 | 125,348 | |||
Direct operating costs | (40,292) | (107,941) | |||
Segment profits | 9,133 | 17,407 | |||
Depreciation and amortization | 18,383 | 56,782 | |||
Capital expenditures (excluding acquisitions) | 3,178 | 4,689 | |||
Identifiable assets | 308,989 | 308,989 | |||
Water Logistics | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 52,333 | 153,279 | |||
Direct operating costs | (41,281) | (124,399) | |||
Water Logistics | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 47,178 | 142,919 | |||
Direct operating costs | (39,268) | (119,053) | |||
Water Logistics | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 52,333 | 153,279 | |||
Direct operating costs | (41,281) | (124,399) | |||
Segment profits | 11,052 | 28,880 | |||
Depreciation and amortization | 7,703 | 21,127 | |||
Capital expenditures (excluding acquisitions) | 10,055 | 26,392 | |||
Identifiable assets | 135,338 | 135,338 | |||
Water Logistics | Operating Segments | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 47,178 | 142,919 | |||
Direct operating costs | (39,268) | (119,053) | |||
Segment profits | 7,910 | 23,866 | |||
Depreciation and amortization | 15,584 | 48,133 | |||
Capital expenditures (excluding acquisitions) | 8,244 | 14,422 | |||
Identifiable assets | 216,202 | 216,202 | |||
Well Servicing | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 54,629 | 156,302 | |||
Direct operating costs | (43,219) | (125,931) | |||
Well Servicing | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 43,160 | 118,891 | |||
Direct operating costs | (35,028) | (101,345) | |||
Well Servicing | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 54,629 | 156,302 | |||
Direct operating costs | (43,219) | (125,931) | |||
Segment profits | 11,410 | 30,371 | |||
Depreciation and amortization | 5,319 | 14,589 | |||
Capital expenditures (excluding acquisitions) | 6,884 | 20,377 | |||
Identifiable assets | 107,511 | 107,511 | |||
Well Servicing | Operating Segments | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 43,160 | 118,891 | |||
Direct operating costs | (35,028) | (101,345) | |||
Segment profits | 8,132 | 17,546 | |||
Depreciation and amortization | 13,491 | 41,669 | |||
Capital expenditures (excluding acquisitions) | 2,622 | 6,076 | |||
Identifiable assets | 200,451 | 200,451 | |||
Contract Drilling | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 2,848 | 7,728 | |||
Direct operating costs | (2,547) | (6,818) | |||
Contract Drilling | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 1,847 | 4,812 | |||
Direct operating costs | (1,683) | (4,612) | |||
Contract Drilling | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 2,848 | 7,728 | |||
Direct operating costs | (2,547) | (6,818) | |||
Segment profits | 301 | 910 | |||
Depreciation and amortization | 495 | 1,357 | |||
Capital expenditures (excluding acquisitions) | 12 | 30 | |||
Identifiable assets | $ 8,643 | $ 8,643 | |||
Contract Drilling | Operating Segments | Predecessor | |||||
Segment Reporting Information [Line Items] | |||||
Operating revenues | 1,847 | 4,812 | |||
Direct operating costs | (1,683) | (4,612) | |||
Segment profits | 164 | 200 | |||
Depreciation and amortization | 3,109 | 9,603 | |||
Capital expenditures (excluding acquisitions) | 69 | 182 | |||
Identifiable assets | $ 43,566 | $ 43,566 |
Business Segment Information 53
Business Segment Information - Reconciliation of Segment Profits to Consolidated Operating Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Segment profits | $ 61,932 | $ 138,695 | ||
General and administrative expenses | (39,235) | (109,478) | ||
Restructuring costs | 0 | 0 | ||
Depreciation and amortization | (29,478) | (80,846) | ||
Gain (loss) on disposal of assets | (26) | 664 | ||
Goodwill impairment | 0 | 0 | ||
Operating loss | $ (6,807) | $ (50,965) | ||
Predecessor | ||||
Segment Reporting Information [Line Items] | ||||
Segment profits | $ 25,339 | $ 59,019 | ||
General and administrative expenses | (30,065) | (86,706) | ||
Restructuring costs | (10,470) | (10,470) | ||
Depreciation and amortization | (53,142) | (164,141) | ||
Gain (loss) on disposal of assets | 128 | (133) | ||
Goodwill impairment | 646 | 646 | ||
Operating loss | $ (68,856) | $ (203,077) |
Supplemental Schedule of Cash54
Supplemental Schedule of Cash Flow Information - Non-Cash Financing and Investing Activity (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Supplemental Cash Flow Elements [Abstract] | ||
Capital leases and notes issued for equipment | $ 61,040 | $ 5,151 |
Asset retirement obligation additions (retirements) | (30) | (21) |
Change in accrued property and equipment | $ 8,726 | $ 0 |
Supplemental Schedule of Cash55
Supplemental Schedule of Cash Flow Information - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |||
Income taxes paid | $ 0 | $ 0 | |
Interest paid | $ 7,611,000 | $ 16,919,000 | $ 38,500,000 |