Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 01, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-36590 | |
Entity Registrant Name | Independence Contract Drilling, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 37-1653648 | |
Entity Address, Address Line One | 20475 State Highway 249 | |
Entity Address, Address Line Two | Suite 300 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77070 | |
City Area Code | 281 | |
Local Phone Number | 598-1230 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | ICD | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 13,617,005 | |
Entity Central Index Key | 0001537028 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Assets | ||
Cash and cash equivalents | $ 7,294 | $ 4,140 |
Accounts receivable | 26,820 | 22,211 |
Inventories | 1,377 | 1,171 |
Prepaid expenses and other current assets | 2,406 | 4,787 |
Total current assets | 37,897 | 32,309 |
Property, plant and equipment, net | 356,537 | 362,346 |
Other long-term assets, net | 2,115 | 2,449 |
Total assets | 396,549 | 397,104 |
Liabilities | ||
Current portion of long-term debt | 3,225 | 4,464 |
Accounts payable | 17,065 | 15,304 |
Accrued liabilities | 9,044 | 11,245 |
Accrued interest | 6,939 | 4,372 |
Current portion of merger consideration payable to an affiliate | 2,902 | |
Total current liabilities | 36,273 | 38,287 |
Long-term debt | 122,094 | 141,740 |
Deferred income taxes, net | 20,225 | 19,037 |
Other long-term liabilities | 1,977 | 2,811 |
Total liabilities | 180,569 | 201,875 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity | ||
Common stock, $0.01 par value, 250,000,000 shares authorized; 13,698,851 and 10,287,931 shares issued, respectively, and 13,617,005 and 10,206,085 shares outstanding, respectively | 136 | 102 |
Additional paid-in capital | 615,130 | 532,826 |
Accumulated deficit | (395,363) | (333,776) |
Treasury stock, at cost, 81,846 shares and 81,846 shares, respectively | (3,923) | (3,923) |
Total stockholders' equity | 215,980 | 195,229 |
Total liabilities and stockholders' equity | $ 396,549 | $ 397,104 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (USD per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 250,000,000 | 250,000,000 |
Common stock, shares issued (shares) | 13,698,851 | 10,287,931 |
Common stock, shares outstanding (shares) | 13,617,005 | 10,206,085 |
Treasury stock (shares) | 81,846 | 81,846 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenues | $ 42,313 | $ 19,817 | $ 77,304 | $ 35,359 |
Costs and expenses | ||||
Operating costs | 28,904 | 17,040 | 56,069 | 31,581 |
Selling, general and administrative | 4,860 | 4,075 | 10,088 | 7,761 |
Depreciation and amortization | 9,848 | 9,516 | 19,599 | 19,505 |
Asset impairment | 250 | 293 | ||
(Gain) loss on disposition of assets, net | (582) | 31 | (1,098) | (404) |
Total costs and expenses | 43,030 | 30,912 | 84,658 | 58,736 |
Operating loss | (717) | (11,095) | (7,354) | (23,377) |
Interest expense | (8,232) | (3,773) | (12,907) | (7,482) |
Loss on extinguishment of debt | (46,347) | |||
Change in fair value of embedded derivative liability | (2,408) | (4,265) | ||
Realized gain on extinguishment of derivative | 10,765 | 10,765 | ||
Loss before income taxes | (592) | (14,868) | (60,108) | (30,859) |
Income tax expense | 2,199 | 33 | 1,479 | 67 |
Net loss | $ (2,791) | $ (14,901) | $ (61,587) | $ (30,926) |
Loss per share: | ||||
Basic (in dollars per share) | $ (0.21) | $ (2.22) | $ (4.95) | $ (4.78) |
Diluted (in dollars per share) | $ (0.21) | $ (2.22) | $ (4.95) | $ (4.78) |
Weighted average number of common shares outstanding: | ||||
Basic (in shares) | 13,590 | 6,714 | 12,453 | 6,466 |
Diluted (in shares) | 13,590 | 6,714 | 12,453 | 6,466 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock | Total |
Beginning balance at Dec. 31, 2020 | $ 62 | $ 517,948 | $ (267,064) | $ (3,913) | $ 247,033 |
Beginning balance (in shares) at Dec. 31, 2020 | 6,175,818 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
RSUs vested, net of shares withheld for taxes (in shares) | 25,285 | ||||
RSUs vested, net of shares withheld for taxes | (11) | (11) | |||
Issuance of common stock through at-the-market facility, net of offering costs (in shares) | 140,377 | ||||
Issuance of common stock through at-the-market facility, net of offering costs | $ 1 | 520 | 521 | ||
Issuance of common stock under purchase agreement (in shares) | 174,100 | ||||
Issuance of common stock under purchase agreement | $ 2 | 872 | 874 | ||
Stock-based compensation | 454 | 454 | |||
Net loss | (16,025) | (16,025) | |||
Ending balance at Mar. 31, 2021 | $ 65 | 519,783 | (283,089) | (3,913) | 232,846 |
Ending balance (in shares) at Mar. 31, 2021 | 6,515,580 | ||||
Beginning balance at Dec. 31, 2020 | $ 62 | 517,948 | (267,064) | (3,913) | 247,033 |
Beginning balance (in shares) at Dec. 31, 2020 | 6,175,818 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (30,926) | ||||
Ending balance at Jun. 30, 2021 | $ 72 | 522,777 | (297,990) | (3,913) | 220,946 |
Ending balance (in shares) at Jun. 30, 2021 | 7,243,937 | ||||
Beginning balance at Mar. 31, 2021 | $ 65 | 519,783 | (283,089) | (3,913) | 232,846 |
Beginning balance (in shares) at Mar. 31, 2021 | 6,515,580 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock through at-the-market facility, net of offering costs (in shares) | 445,557 | ||||
Issuance of common stock through at-the-market facility, net of offering costs | $ 4 | 1,468 | 1,472 | ||
Issuance of common stock under purchase agreement (in shares) | 282,800 | ||||
Issuance of common stock under purchase agreement | $ 3 | 1,072 | 1,075 | ||
Stock-based compensation | 454 | 454 | |||
Net loss | (14,901) | (14,901) | |||
Ending balance at Jun. 30, 2021 | $ 72 | 522,777 | (297,990) | (3,913) | 220,946 |
Ending balance (in shares) at Jun. 30, 2021 | 7,243,937 | ||||
Beginning balance at Dec. 31, 2021 | $ 102 | 532,826 | (333,776) | (3,923) | 195,229 |
Beginning balance (in shares) at Dec. 31, 2021 | 10,206,085 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
RSUs vested, net of shares withheld for taxes (in shares) | 81,067 | ||||
RSUs vested, net of shares withheld for taxes | $ 1 | (33) | (32) | ||
Issuance of common stock through at-the-market facility, net of offering costs (in shares) | 1,061,853 | ||||
Issuance of common stock through at-the-market facility, net of offering costs | $ 10 | 3,350 | 3,360 | ||
Shares issued for structuring fee (in shares) | 2,268,000 | ||||
Shares issued for structuring fee | $ 23 | 9,140 | 9,163 | ||
Stock-based compensation | 292 | 292 | |||
Net loss | (58,796) | (58,796) | |||
Ending balance at Mar. 31, 2022 | $ 136 | 545,575 | (392,572) | (3,923) | 149,216 |
Ending balance (in shares) at Mar. 31, 2022 | 13,617,005 | ||||
Beginning balance at Dec. 31, 2021 | $ 102 | 532,826 | (333,776) | (3,923) | 195,229 |
Beginning balance (in shares) at Dec. 31, 2021 | 10,206,085 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (61,587) | ||||
Ending balance at Jun. 30, 2022 | $ 136 | 615,130 | (395,363) | (3,923) | $ 215,980 |
Ending balance (in shares) at Jun. 30, 2022 | 13,617,005 | 13,617,005 | |||
Beginning balance at Mar. 31, 2022 | $ 136 | 545,575 | (392,572) | (3,923) | $ 149,216 |
Beginning balance (in shares) at Mar. 31, 2022 | 13,617,005 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock through at-the-market facility, net of offering costs | (205) | (205) | |||
Extinguishment of derivative | 69,232 | 69,232 | |||
Stock-based compensation | 528 | 528 | |||
Net loss | (2,791) | (2,791) | |||
Ending balance at Jun. 30, 2022 | $ 136 | $ 615,130 | $ (395,363) | $ (3,923) | $ 215,980 |
Ending balance (in shares) at Jun. 30, 2022 | 13,617,005 | 13,617,005 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (61,587) | $ (30,926) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities | ||
Depreciation and amortization | 19,599 | 19,505 |
Asset impairment | 293 | |
Stock-based compensation | 1,203 | 1,217 |
Gain on disposition of assets, net | (1,098) | (404) |
Non-cash interest expense | 3,193 | 2,828 |
Loss on extinguishment of debt | 46,347 | |
Amortization of deferred financing costs | 285 | 558 |
Amortization of Convertible Notes issuance costs and debt discount | 2,350 | |
Change in fair value of embedded derivative liability | 4,265 | |
Gain on extinguishment of derivative | (10,765) | |
Deferred income taxes | 1,479 | 67 |
Changes in operating assets and liabilities | ||
Accounts receivable | (4,609) | (4,039) |
Inventories | (206) | (39) |
Prepaid expenses and other assets | 2,516 | 2,209 |
Accounts payable and accrued liabilities | (509) | 3,862 |
Net cash provided by (used in) operating activities | 2,463 | (4,869) |
Cash flows from investing activities | ||
Purchases of property, plant and equipment | (12,125) | (4,295) |
Proceeds from the sale of assets | 1,982 | 739 |
Net cash used in investing activities | (10,143) | (3,556) |
Cash flows from financing activities | ||
Payment of merger consideration | (2,902) | |
RSUs withheld for taxes | (32) | (11) |
Convertible debt issuance costs | (7,057) | |
Payments for finance lease obligations | (2,278) | (1,754) |
Net cash provided by financing activities | 10,834 | 2,178 |
Net increase (decrease) in cash and cash equivalents | 3,154 | (6,247) |
Cash and cash equivalents | ||
Beginning of period | 4,140 | 12,279 |
End of period | 7,294 | 6,032 |
Supplemental disclosure of cash flow information | ||
Cash paid during the period for interest | 4,493 | 3,406 |
Supplemental disclosure of non-cash investing and financing activities | ||
Change in property, plant and equipment purchases in accounts payable | 1,130 | 2,171 |
Additions to property, plant and equipment through finance leases | 1,367 | 632 |
Extinguishment of finance lease obligations from sale of assets classified as finance leases | (77) | |
Transfer of assets from held and used to held for sale | (550) | |
Shares issued for structuring fee | 9,163 | |
ATM Offering | ||
Cash flows from financing activities | ||
Proceeds from issuance of common stock | 3,155 | 1,993 |
Common Stock Purchase Agreement | ||
Cash flows from financing activities | ||
Proceeds from issuance of common stock | 1,949 | |
Convertible Notes | ||
Cash flows from financing activities | ||
Borrowings | 157,500 | |
Term Loan Facility | ||
Cash flows from financing activities | ||
Repayments | (139,076) | |
Revolving ABL Credit Facility | ||
Cash flows from financing activities | ||
Borrowings | 1,526 | 9 |
Repayments | $ (2) | $ (8) |
Nature of Operations and Recent
Nature of Operations and Recent Events | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Recent Events | 1. Except as expressly stated or the context otherwise requires, the terms “we,” “us,” “our,” “ICD,” and the “Company” refer to Independence Contract Drilling, Inc. and its subsidiary. We provide land-based contract drilling services for oil and natural gas producers targeting unconventional resource plays in the United States. We own and operate a premium fleet comprised of modern, technologically advanced drilling rigs. We currently focus our operations on unconventional resource plays located in geographic regions that we can efficiently support from our Houston, Texas and Midland, Texas facilities in order to maximize economies of scale. Currently, our rigs are operating in the Permian Basin and the Haynesville Shale; however, our rigs have previously operated in the Eagle Ford Shale, Mid-Continent and Eaglebine regions as well. Our business depends on the level of exploration and production activity by oil and natural gas companies operating in the United States, and in particular, the regions where we actively market our contract drilling services. The oil and natural gas exploration and production industry is historically cyclical and characterized by significant changes in the levels of exploration and development activities. Oil and natural gas prices and market expectations of potential changes in those prices significantly affect the levels of those activities. Worldwide political, regulatory, economic and military events, as well as natural disasters have contributed to oil and natural gas price volatility historically and are likely to continue to do so in the future. Any prolonged reduction in the overall level of exploration and development activities in the United States and the regions where we market our contract drilling services, whether resulting from changes in oil and natural gas prices or otherwise, could materially and adversely affect our business. Market Conditions and COVID-19 Pandemic Update Oil and natural gas prices were negatively impacted by the effects of the COVID-19 pandemic and significantly decreased the demand for drilling services in 2020 and early 2021. However, business conditions have begun to improve rapidly which has led to improved dayrates and margins for contract drilling services. In addition, the supply for pad-optimal, super-spec rigs is very tight with limited spare capacity that can be reactivated without significant cost and expense. We expect the market for our contract drilling services to continue to remain tight and for pricing and margins to continue to improve throughout the remainder of 2022 and into 2023. As a result of these improving and tight market conditions, we also are experiencing increases in labor and other operating costs as well as the costs of capital equipment. In addition, lead times for delivery of capital equipment and services are lengthening which is causing us to bring forward investments in order to meet our planned rig reactivation schedules. Oil prices (WTI-Cushing) recently reached a high of $123.64 per barrel on March 8, 2022, and natural gas prices (Henry Hub) reached a recent high of $9.46 per mmcf on July 26, 2022. As of June 30, 2022, we had 17 rigs operating, and our 18 th th th rigs later in 2022. Additionally, we have completed the engineering designs to convert our 200 series Shaledriller rigs to 300 series status with modest capital outlay. We intend to convert Certificate of Amendment to the Restated Certificate of Incorporation On June 8, 2022, we filed a certificate of amendment to our Restated Certificate of Incorporation (the “Charter Amendment”) with the Delaware Secretary of State. The Charter Amendment increased the number of authorized shares of our common stock, par value $0.01 per share from 50 million shares to 250 million shares. The Charter Amendment does not change the number of authorized shares of our preferred stock or the par value per share of any stock. Amendment No. 1 to the 2019 Plan On June 8, 2022, our stockholders approved an amendment to our 2019 Omnibus Incentive Plan (the “2019 Plan”) to increase the number of shares of Common Stock authorized for issuance under the 2019 Plan by 4.3 million shares (such amendment to the 2019 Plan, “Amendment No. 1”). Amendment No. 1 increased the number of authorized shares of Common Stock issuable under the 2019 Plan by 4.3 million shares (from 275,000 shares to 4,575,000 shares). Convertible Notes On March 18, 2022, we issued $157.5 million aggregate principal amount of convertible secured PIK toggle notes due 2026 (the “Convertible Notes”). Proceeds from the private placement of the Convertible Notes were used to repay all of our outstanding indebtedness under our term loan credit agreement, to repay merger consideration payable with associated accrued interest to prior equity holders of Sidewinder Drilling LLC, and for working capital purposes. The Convertible Notes mature on March 18, 2026. The Convertible Notes have a cash interest rate of the Secured Overnight Financing Rate plus a “Long-term Debt” The following changes to the terms of the Convertible Notes and Indenture, and to the shares issuable upon conversion of the Convertible Notes, became effective based on approvals of matters by our stockholders at our 2022 Annual Meeting of Stockholders held on June 8, 2022 (constituting “Shareholder Approval” as defined in the Indenture): (a) the Convertible Notes initial PIK interest rate of SOFR plus 14.0% decreased to SOFR plus 9.5% as of September 30, 2022; (b) our initial option to pay interest in additional PIK notes for a period of 18 months was increased to 48 months (the entire term of the Convertible Notes); (c) the effective conversion price of $5.07 per share (197.23866 shares of common stock per $1,000 principal amount of Convertible Notes) was decreased to $4.51 per share (221.72949 shares of Common Stock per $1,000 principal amount of Convertible Notes); (d) the issuance by us of up to $7.5 million of additional Convertible Notes, if and when issued by us; and (e) the issuance of shares of common stock upon conversion of Convertible Notes in connection with a Qualified Merger Conversion (as defined in the Indenture) to the extent the number of shares issuable upon such conversion would exceed the number of shares of common stock issuable at the otherwise then-current conversion rate. ATM Distribution Agreement In December 2021, our board of directors authorized the sale of $5.9 million of common stock to be sold in transactions that are deemed to be “at-the-market offerings” and increased the authorization by $6.5 million in May 2022. In the first quarter of 2022, we raised gross proceeds of $3.6 million from the sale of 1,061,853 shares in this offering. We did not participate in this program in the second quarter of 2022. million remaining availability under this ATM program. |
Interim Financial Information
Interim Financial Information | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Interim Financial Information | 2. These unaudited consolidated financial statements include the accounts of the Company and its subsidiary, and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). These consolidated financial statements should be read along with our audited consolidated financial statements for the year ended December 31, 2021, included in our Annual Report on Form 10-K for the year ended December 31, 2021. In management’s opinion, these financial statements contain all adjustments necessary to fairly present our financial position, results of operations, cash flows and changes in stockholders’ equity for all periods presented. As we had no items of other comprehensive income in any period presented, no other components of comprehensive income is presented. Interim results for the three and six months ended June 30, 2022 Derivatives We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging As described in Note 8, we determined that certain features under our Convertible Notes required bifurcation from the debt host agreement in accordance with ASC 815 as of March 18, 2022. Accordingly, we recognized a derivative liability at fair value for this instrument in our consolidated balance sheet and adjusted the carrying value of the liability to fair value at each reporting period until the features underlying the instrument were exercised, redeemed, cancelled or expired. The changes in fair value were assessed quarterly and recorded in our consolidated statement of operations. After the approval of certain matters by our stockholders at our 2022 Annual Meeting of Stockholders held June 8, 2022, certain features under our Convertible Notes were modified and no longer met the criteria to bifurcate from the host debt agreement. Accordingly, as of June 8, 2022, we recognized the change in fair value of the embedded derivative, “Financial Instruments and Fair Value” Segment and Geographical Information Our operations consist of one reportable segment because all of our drilling operations are located in the United States and have similar economic characteristics. Corporate management administers all properties as a whole rather than as discrete operating segments. Operational data is tracked by rig; however, financial performance is measured as a single enterprise and not on a rig-by-rig basis. Further, the allocation of capital resources is employed on a project-by-project basis across our entire asset base to maximize profitability without regard to individual geographic areas. Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments In August 2020, the FASB issued ASU No. 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2023. We early adopted this standard on January 1, 2022. See Note 8 “Long-term Debt” |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | 3. The following table summarizes revenues from our contracts disaggregated by revenue generating activity contained therein for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Dayrate drilling $ 38,457 $ 17,614 $ 70,512 $ 31,875 Mobilization 1,603 704 2,873 1,226 Reimbursables 2,091 1,446 3,757 2,205 Capital modification 162 53 162 53 Total revenue $ 42,313 $ 19,817 $ 77,304 $ 35,359 Four customers accounted for approximately 18%, 13%, 12% and 10% of consolidated revenue for the three months ended June 30, 2022 and three customers accounted for approximately 17%, 13%, and 13% of consolidated revenue for the six months ended June 30, 2022. Three customers accounted for approximately 21%, 14%, and 10% of consolidated revenue for the three months ended June 30, 2021, and three customers accounted for approximately 24%, 17% and 10% of the consolidated revenue for the six months ended June 30, 2021. The following table provides information about receivables and contract liabilities related to contracts with customers. There were no contract assets recorded as of June 30, 2022 or December 31, 2021. June 30, December 31, (in thousands) 2022 2021 Receivables, which are included in “Accounts receivable” $ 26,800 $ 22,167 Contract liabilities, which are included in “Accrued liabilities - deferred revenue” $ (250) $ (542) The primary changes in contract liabilities balances during the period are as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Revenue recognized that was included in contract liabilities at beginning of period $ 1,544 $ 208 $ 540 $ 119 Decrease (increase) in contract liabilities due to cash received, excluding amounts recognized as revenue $ (93) $ (288) $ (248) $ (496) The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of June 30, 2022. The estimated revenue does not include amounts of variable consideration that are constrained. Year Ending December 31, (in thousands) 2022 2023 2024 2025 Revenue $ 245 $ 5 $ — $ — The amounts presented in the table above consist only of fixed consideration related to fees for rig mobilizations and demobilizations, if applicable, which are allocated to the drilling services performance obligation as such performance obligation is satisfied. We have elected the exemption from disclosure of remaining performance obligations for variable consideration. Therefore, dayrate revenue to be earned on a rate scale associated with drilling conditions and level of service provided for each fractional-hour time increment over the contract term and other variable consideration such as penalties and reimbursable revenues, have been excluded from the disclosure. Contract Costs We capitalize costs incurred to fulfill our contracts that (i) relate directly to the contract, (ii) are expected to generate resources that will be used to satisfy our performance obligations under the contract and (iii) are expected to be recovered through revenue generated under the contract. These costs, which principally relate to rig mobilization costs at the commencement of a new contract, are deferred as a current or noncurrent asset (depending on the length of the contract term), and amortized ratably to contract drilling expense as services are rendered over the initial term of the related drilling contract. Such contract costs, recorded as “Prepaid expenses and other current assets”, amounted to $0.1 million and $0.6 million on our consolidated balance sheets at June 30, 2022 and December 31, 2021, respectively. During the three and six months ended June 30, 2022, contract costs increased by $0.1 million and $2.1 million, respectively, and we amortized $1.4 million and $2.6 million of contract costs, respectively contract costs, respectively |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | 4. We have multi-year operating and financing leases for corporate office space, field location facilities, land, vehicles and various other equipment used in our operations. We also have a significant number of rentals related to our drilling operations that are day-to-day or month-to-month arrangements. Our multi-year leases have remaining lease terms of greater than one year to three years. The components of lease expense were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Operating lease expense $ 193 $ 234 $ 387 $ 469 Short-term lease expense 1,268 660 2,665 1,222 Variable lease expense 133 102 256 199 Finance lease expense: Amortization of right-of-use assets $ 330 $ 286 $ 645 $ 545 Interest expense on lease liabilities 99 155 213 321 Total finance lease expense 429 441 858 866 Total lease expense $ 2,023 $ 1,437 $ 4,166 $ 2,756 Supplemental cash flow information related to leases is as follows: Six Months Ended June 30, (in thousands) 2022 2021 Cash paid for amounts included in measurement of lease liabilities: Operating cash flows from operating leases $ 364 $ 487 Operating cash flows from finance leases $ 211 $ 317 Financing cash flows from finance leases $ 2,278 $ 1,754 Right-of-use assets obtained or recorded in exchange for lease obligations: Operating leases $ 153 $ — Finance leases $ 1,367 $ 632 Supplemental balance sheet information related to leases is as follows: (in thousands) June 30, 2022 December 31, 2021 Operating leases: Other long-term assets, net $ 1,267 $ 1,437 Accrued liabilities $ 733 $ 693 Other long-term liabilities 759 1,036 Total operating lease liabilities $ 1,492 $ 1,729 Finance leases: Property, plant and equipment $ 15,978 $ 14,989 Accumulated depreciation (2,328) (1,989) Property, plant and equipment, net $ 13,650 $ 13,000 Current portion of long-term debt $ 3,225 $ 4,464 Long-term debt 1,559 1,305 Total finance lease liabilities $ 4,784 $ 5,769 Weighted-average remaining lease term Operating leases 2.0 years 2.5 years Finance leases 1.2 years 1.3 years Weighted-average discount rate Operating leases 10.68 % 10.84 % Finance leases 8.20 % 8.64 % Maturities of lease liabilities at June 30, 2022 were as follows: (in thousands) Operating Leases Finance Leases 2022 $ 438 $ 2,829 2023 833 1,521 2024 390 523 2025 — 177 Total cash lease payment 1,661 5,050 Less: imputed interest (169) (266) Total lease liabilities $ 1,492 $ 4,784 |
Financial Instruments and Fair
Financial Instruments and Fair Value | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value | 5. Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there exists a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 Unadjusted quoted market prices for identical assets or liabilities in an active market; Level 2 Quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets or liabilities; and Level 3 Unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, certain accrued liabilities, our debt, an embedded derivative liability and merger consideration payable to an affiliate. Our debt consists primarily of our Convertible Notes and Revolving ABL Facility as of June 30, 2022 and our Term Loan and our Revolving ABL Facility as of December 31, 2021. The fair value of cash and cash equivalents, accounts receivable, accounts payable and certain accrued liabilities approximate their carrying value because of the short-term nature of these instruments. The estimated fair value of our Revolving ABL Credit Facility, Term Loan Facility, and merger consideration payable to an affiliate are determined to be Level 3 measurements based on quoted market prices and terms for similar instruments, where available, and on the amount of future cash flows associated with the debt, discounted using our current borrowing rate for comparable debt instruments (the Income Method). Based on our evaluation of the risk-free rate, the market yield and credit spreads on comparable company publicly traded debt issues, we used an annualized discount rate, including a credit valuation allowance (in thousands) June 30, 2022 December 31, 2021 Revolving ABL Credit Facility $ 7,511 $ 6,030 Term Loan Facility $ — $ 140,664 Merger consideration payable to an affiliate $ — $ 4,449 The fair value of the Convertible Notes was estimated as $164.2 million as of June 30, 2022. The fair value of the Convertible Notes is also determined to be a Level 3 measurement and was estimated using a binomial lattice model. The factors used to determine fair value are subject to management's judgement and expertise and include, but are not limited to our share price, expected price volatility, risk-free rate, market yield and credit spreads relative to our credit rating. Recurring Fair Value Measurements As described in Note 8, we determined that certain features under our Convertible Notes required bifurcation from the debt host agreement in accordance with ASC 815 as of March 18, 2022. Accordingly, we recognized a derivative liability at fair value for this instrument in our consolidated balance sheet and adjusted the carrying value of the liability to fair value at each reporting period until the features underlying the instrument were exercised, redeemed, cancelled or expired. The changes in fair value were assessed quarterly and recorded in our consolidated statement of operations. In conjunction with the issuance of the Convertible Notes on March 18, 2022, we recorded an embedded derivative liability of $75.7 million. Based on the estimated change in fair value of the embedded derivative liability between March 18, 2022 and March 31, 2022, we recorded the change in fair value of the embedded derivative of million. The loss associated with the change in the fair value of the embedded derivative was reported in our consolidated statement of operations within change in fair value of embedded derivative liability. After the approval of our stockholders on June 8, 2022, certain features under our Convertible Notes were modified and no longer met the criteria to bifurcate from the host debt agreement. Accordingly, as of June 8, 2022, we recognized the change in fair value of the embedded derivative, embedded derivative liability recorded. The loss associated with the change in the fair value of the embedded derivative as of June 8, 2022 is reported in our consolidated statement of operations within change in fair value of embedded derivative liability. The fair value of the embedded derivative liability as of June 8, 2022 was estimated using a “with and without” approach: • “With” scenario : the fair value of the Convertible Notes as of the valuation date is estimated based on a binomial lattice model. • “Without” scenario : the fair value of the Convertible Notes “without” the embedded features was estimated using a discounted cash flow model whereby the expected cash flows absent the embedded derivative (i.e., the coupon and principal payments) are discounted at a credit-adjusted rate. No financial instruments were measured at fair value on a recurring basis at December 31, 2021. There were no transfers between fair value measurement levels during the first or second quarter of 2022. The significant unobservable inputs used in the fair value measurement of our embedded derivative liability are a volatility rate of 58.9%, a credit spread of 3,570 basis points and a risk-free rate of 3.0%. The expected volatility is estimated based on the historical volatility of our common stock and the remaining term of the Convertible Notes of 3.7 years at June 30, 2022. Fair value measurements are applied with respect to our non-financial assets and liabilities measured on a non-recurring basis, which would consist of measurements primarily of long-lived assets. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | 6. All of our inventory as of June 30, 2022 and December 31, 2021 consisted of supplies held for use in our drilling operations. |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 6 Months Ended |
Jun. 30, 2022 | |
Supplemental Consolidated Balance Sheet and Cash Flow Information [Abstract] | |
Supplemental Balance Sheet Information | 7. Prepaid expenses and other current assets consisted of the following: (in thousands) June 30, 2022 December 31, 2021 Prepaid insurance $ 1,292 $ 3,463 Prepaid other 705 575 Deferred mobilization costs 141 618 Insurance claim receivable 191 122 Other current assets 77 9 $ 2,406 $ 4,787 Accrued liabilities consisted of the following: (in thousands) June 30, 2022 December 31, 2021 Accrued salaries and other compensation $ 3,988 $ 4,154 Insurance 736 2,523 Deferred revenues 250 542 Property and other taxes 2,306 2,594 Operating lease liability - current 733 693 Other 1,031 739 $ 9,044 $ 11,245 |
Long-term Debt
Long-term Debt | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long-term Debt | 8. Our long-term debt consisted of the following: (in thousands) June 30, 2022 December 31, 2021 Convertible Notes due March 18, 2026 $ 157,500 $ — Revolving ABL Credit Facility due October 1, 2023 7,824 6,300 Term Loan Facility due October 1, 2023 — 135,883 Finance lease obligations 4,784 5,769 170,108 147,952 Less: Convertible Notes issuance costs and debt discount (44,789) — Less: Term Loan Facility deferred financing costs — (1,748) Less: current portion of finance leases (3,225) (4,464) Long-term debt $ 122,094 $ 141,740 Convertible Notes On March 18, 2022, we entered into a subscription agreement with affiliates of MSD Partners, L.P. and an affiliate of Glendon Capital Management L.P. (the “Subscription Agreement”) for the placement of $157.5 million aggregate principal amount of convertible secured PIK toggle notes due 2026 (the “Convertible Notes”). The Convertible Notes were issued pursuant to an Indenture, dated as of March 18, 2022 (the “Indenture”). The obligations under the Convertible Notes are secured by a first priority lien on collateral (the “Note Priority Collateral”) other than accounts receivable, deposit accounts and other related collateral pledged as first priority collateral (“Priority Collateral”) under the Revolving ABL Credit Facility (defined below). Proceeds from the private placement of the Convertible Notes were used to repay all of our outstanding indebtedness under our term loan credit agreement, to repay obligations to prior equity holders of Sidewinder Drilling LLC, and for working capital purposes. In connection with the placement of the Convertible Notes, we issued The Convertible Notes have a cash interest rate of the Secured Overnight Financing Rate plus a 10 basis point credit spread, with a floor of 1% (collectively, “SOFR”) plus 12.5%. The Convertible Notes have an initial payment in-kind, or “PIK,” interest rate of SOFR plus 14.0% through September 30, 2022. The PIK interest rate decreases to SOFR plus 9.5% as of September 30, 2022. We have the right at our option, to PIK interest under the Convertible Notes for the entire term of the Convertible Notes. The effective conversion price of the Convertible Notes is $4.51 per share (221.72949 shares of Common Stock per $1,000 principal amount of Convertible Notes). We may issue up to The following changes to the terms of the Convertible Notes and Indenture, and to the shares issuable upon conversion of the Convertible Notes, became effective based on approvals of matters by our stockholders at our 2022 Annual Meeting of Stockholders held on June 8, 2022 (constituting “Shareholder Approval” as defined in the Indenture): (a) the Convertible Notes initial PIK interest rate of SOFR plus 14.0% decreased to SOFR plus 9.5% as of September 30, 2022; (b) our initial option to pay interest in additional PIK notes for a period of 18 months was increased to 48 months (the entire term of the Convertible Notes); (c) the effective conversion price of $5.07 per share (197.23866 shares of common stock per $1,000 principal amount of Convertible Notes) was decreased to $4.51 per share (221.72949 shares of Common Stock per $1,000 principal amount of Convertible Notes); (d) the issuance by us of up to $7.5 million of additional Convertible Notes, if and when issued by us; and (e) the issuance of additional shares of common stock upon conversion of Convertible Notes in connection with a Qualified Merger Conversion (as defined in the Indenture) to the extent the number of shares issuable upon such conversion would exceed the number of shares of common stock issuable at the otherwise then-current conversion price. Each noteholder has a right to convert our Convertible Notes for shares of ICD common stock at any time after issuance through maturity. The conversion price is $4.51 per share. Interest on the Convertible Notes is due on March 31 and September 30 each year, beginning on September 30, 2022. Under the Indenture, a holder is not entitled to receive shares of our common stock upon conversion of any Convertible Notes to the extent to which the aggregate number of shares of common stock that may be acquired by such beneficial owner upon conversion of Convertible Notes, when added to the aggregate number of shares of common stock deemed beneficially owned, directly or indirectly, by such beneficial owner and each person subject to aggregation of Common Stock with such beneficial owner under Section 13 or Section 16 of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules promulgated thereunder at such time (an “Aggregated Person”) (other than by virtue of the ownership of securities or rights to acquire securities that have limitations on such beneficial owner’s or such person’s right to convert, exercise or purchase similar to this limitation), as determined pursuant to the rules and regulations promulgated under Section 13(d) of the Exchange Act, would exceed 9.9% (the “Restricted Ownership Percentage”) of the total issued and outstanding shares of Common Stock (the “Section 16 Conversion Blocker”); provided that any holder has the right to elect for the Restricted Ownership Percentage to be 19.9% with respect to such Holder, (x) at any time, in which case, such election will become effective sixty-one days following written notice thereof to us or (y) in the case of a holder acquiring Convertible Notes on the Issue Date, in such Holder’s Subscription Agreement. In lieu of any shares of common stock not delivered to a converting holder by operation of the Restricted Ownership Percentage limitation, we will deliver to such Holder Pre-Funded Warrants in respect of any equal number of shares of common stock. Such Pre-Funded Warrants will contain substantially similar Restricted Ownership Percentage terms. The Indenture includes a mandatory redemption offer requirement (the “Mandatory Offer Requirement”). Beginning June 30, 2023, we are obligated to offer to redeem $5.0 million of Convertible Notes on a quarterly basis through December 31, 2023, and $3.5 million of Convertible Notes on a quarterly basis through March 31, 2025. The mandatory offer price is an amount in cash equal to the principal amount of such Note plus accrued and unpaid interest on such Note. The Indenture also includes an optional redemption right (the “Company Redemption Right”) that permits us to redeem on one or more occasions (i) during the period ending on September 18, 2022, up to $25.0 million aggregate principal of notes at a redemption price of 105% of par, plus accrued and unpaid interest, and (ii) during the period beginning September 19, 2022 and ending September 19, 2023, up to $25 million aggregate principal amount of notes at redemption price of 104% of par, plus accrued and unpaid interest. The Mandatory Offer Requirement is reduced by the amount of any Convertible Notes repurchased pursuant to our Redemption Right. The Indenture contains financial covenants, including a liquidity covenant of $10.0 million beginning September 30, 2022; a springing fixed charge coverage ratio covenant of 1.00 to 1.00 that is tested when availability under the Revolving ABL Credit Facility (defined below) is below $5.0 million at any time that the Convertible Notes are outstanding; and capital expenditure limits of $25.0 million during 2022 and $15.0 million during 2023 per year for each rig above 17 that operates during each year. In addition, capital expenditures are excluded from this covenant (a) if funded from equity proceeds, (b) if relating to the reactivation of a rig so long as (i) we have a signed contract with a customer with respect to each such rig of at least one (1) year duration providing for early termination payments consistent with past practice equal to at least the expected margin on the contract, (ii) the expected margin on such rig contract will be equal to or exceed such reactivation capital expenditures, and (iii) the reactivation capital expenditures, rig contract and the expected margin calculation are approved by our board of directors or (c) relate to other capital expenditures specifically approved by written or electronic consent by both (i) the required holders (which approval may, for the avoidance of doubt, be provided by the required holders in their sole discretion for an amount of capital expenditures to be committed or made by the Company or a subsidiary of the Company within ninety (90) days after the date of such consent) and (ii) the Board of Directors of the Company. The Indenture also contains other customary affirmative and negative covenants, including limitations on indebtedness, liens, fundamental changes, asset dispositions, restricted payments, investments and transactions with affiliates. The Indenture also provides for customary events of default, including breaches of material covenants, defaults under the Revolving ABL Credit Facility or other material agreements for indebtedness, and a change of control. Beginning Upon a Qualified Merger (defined below), we may elect to convert all, but not less than all, of the Convertible Notes at a Conversion Rate equal to our Conversion Rate on the date on which the relevant “Qualified Merger” is consummated (a “Qualified Merger Conversion”), so long as the “MOIC Condition” is satisfied with respect to such potential Qualified Merger Conversion. A “Qualified Merger” means a Common Stock Change Event consolidation, merger, combination or binding or statutory share exchange of the Company with a Qualified Acquirer. A “Qualified Merger Conversion Date” means the date on which the relevant Qualified Merger is consummated. A “Qualified Acquirer” means any entity that (i) has its common equity listed on the New York Stock Exchange, the NYSE American, Nasdaq Global Market or Nasdaq Global Select Market, or Toronto Stock Exchange, (ii) has an aggregate equity market capitalization of at least $350 million, and (iii) has a “public float” (as defined in Rule 12b-2 under the Securities Act of 1933) of at least $250 million in each case, as determined by the calculation agent based on the last reported sale price of such common equity on date of the signing of the definitive agreement in respect of the relevant Common Stock Change Event. A “Common Stock Change Event” means the occurrence of any: (i) recapitalization, reclassification or change of our common stock (other than (x) changes solely resulting from a subdivision or combination of the common stock, (y) a change only in par value or from par value to no par value or no par value to par value and (z) stock splits and stock combinations that do not involve the issuance of any other series or class of securities); (ii) consolidation, merger, combination or binding or statutory share exchange involving us; (iii) sale, lease or other transfer of all or substantially all of the assets of ours and our Subsidiaries, taken as a whole, to any person; or (iv) other similar event, and, as a result of which, the common stock is converted into, or is exchanged for, or represents solely the right to receive, other securities, cash or other property, or any combination of the foregoing. A “Company Conversion Rate” means, in respect of any Qualified Merger, the greater of (a) the relevant Conversion Rate, (b) (5) VWAP Trading Days prior to the earlier of signing or public announcement (by any party, and whether formal or informal, including for the avoidance of doubt any media reports thereof) of a definitive agreement in respect of such Qualified Merger as calculated by the Calculation Agent. The “MOIC Condition” means, with respect to any potential Qualified Merger Conversion, MOIC is greater than or equal to the MOIC Required Level. The “MOIC Required Level” means We early adopted ASU 2020-06 as of January 1, 2022 and concluded the Convertible Notes are accounted for as debt, with embedded features. As a consequence of the embedded features, the Convertible Notes gave rise to a derivative liability. See Embedded Derivative Liability . We recorded a derivative liability of $75.7 million at the time of the issuance and a debt discount of $37.6 million uance costs consisting of cash fees of $7.1 million and a non-cash structuring fee settled in shares of $2.3 million along with the debt discount are recorded as a direct deduction from the Convertible Notes in the consolidated balance sheet. The debt discount is amortized to interest expense using the effective interest rate method over the term of the Convertible Notes. The effective interest rate for the Convertible Notes as of June 30, 2022 is 24.5% . For the three and six months ended June 30, 2022, the contractual interest expense was $6.0 million and $6.9 million, respectively; the amortization of the debt discount was $1.5 million and $1.7 million, respectively; and the amortization of the issuance costs was $0.5 million and $0.7 million, respectively. Embedded Derivative Liability The Convertible Notes contained the following embedded features upon issuance (i) an increase of the noteholder’s optional conversion rate for the Convertible Notes from 197.23866 shares of common stock per $1,000 principal amount of Convertible Notes ($5.07 per share) to 221.72949 shares of Common Stock per $1,000 principal amount of Convertible Notes ($4.51 per share) following the receipt of the Shareholder Approval, (ii) a decrease in the PIK interest rate from SOFR plus 14.0% to SOFR plus 9.5% following receipt of the Shareholder Approval, (iii) a conversion feature associated with the MOIC condition in the event of a Qualified Merger and (iv) a contingent interest feature as a result of violations of credit-risk related covenants. We evaluated these embedded features under the guidance of ASC 815 and determined that they required bifurcation at fair value. However, management determined the probability of a Qualified Merger to be remote and as such the fair value of the embedded conversion feature has been estimated to be zero. Management also evaluated the contingent interest feature and determined the likelihood of payment to be remote. Accordingly, the fair value of the contingent interest feature was also estimated to be zero. Lastly, management evaluated the conversion rate feature and the decrease in PIK interest feature and determined that these embedded features met all three criteria in ASC 815-15-25-1 and therefore required bifurcation. Accordingly, as of March 18, 2022, we recorded a derivative liability representing the increase in conversion rate feature and the decrease in PIK interest feature. The derivative liability was presented as a non-current liability in our consolidated balance sheet and was adjusted to reflect fair value at each period end with changes in fair value recorded in the “Change in fair value of embedded derivative liability” financial statement line item of our consolidated statements of operations. After the approval of certain matters by our stockholders at our 2022 Annual Meeting of Stockholders held June 8, 2022, certain features under our Convertible Notes were modified and no longer met the criteria to bifurcate from the host debt agreement. Accordingly, as of June 8, 2022, we recognized the change in fair value of the embedded derivative, million on our consolidated statement of operations associated with the PIK interest rate feature of the derivative liability. See Note 5 “Financial Instruments and Fair Value” Term Loan Facility On October 1, 2018, we entered into a term loan Credit Agreement (the “Term Loan Credit Agreement”) for an initial term loan in an aggregate principal amount of $130.0 million, (the “Term Loan Facility”) and (b) a delayed draw term loan facility in an aggregate principal amount of up to $15.0 million (the “DDTL Facility”, and together with the Term Loan Facility, the “Term Facilities”). The Term Facilities had a maturity date of October 1, 2023, but were repaid in their entirety on March 18, 2022 with proceeds from the issuance of the Convertible Notes. At our election, interest under the Term Loan Facility was determined by reference at our option to either (i) a “base rate” equal to the higher of (a) the federal funds effective rate plus 0.05%, (b) the London Interbank Offered Rate (“LIBOR”) with an interest period of one month, plus 1.0%, and (c) the rate of interest as publicly quoted from time to time by the Wall Street Journal as the “prime rate” in the United States, plus an applicable margin of 6.5%, or (ii) a “LIBOR rate” equal to LIBOR with an interest period of one month, plus an applicable margin of 7.5%. In June 2020, we revised the Term Loan Credit Agreement to elect to pay accrued and unpaid interest, solely during one three million October 1, 2021 interest payment which reduced the amount of the Term Loan Accordion by the PIK amount. On December 30, 2021, we amended our Term Loan Credit Agreement and elected to pay in-kind the Revolving ABL Credit Facility On October 1, 2018, we entered into a $40.0 million revolving credit agreement (the “Revolving ABL Credit Facility”), including availability for letters of credit in an aggregate amount at any time outstanding not to exceed $7.5 million. Availability under the Revolving ABL Credit Facility is subject to a borrowing base calculated based on 85% of the net amount of our eligible accounts receivable, minus reserves. The Revolving ABL Credit Facility has a maturity date of October 1, 2023. At our election, interest under the Revolving ABL Credit Facility is determined by reference at our option to either (i) a “base rate” equal to the higher of (a) the federal funds effective rate plus 0.05%, (b) LIBOR with an interest period of one month, plus 1.0%, and (c) the prime rate of Wells Fargo, plus in each case, an applicable base rate margin ranging from 1.0% to 1.5% based on quarterly availability, or (ii) a revolving loan rate equal to LIBOR for the applicable interest period plus an applicable LIBOR margin ranging from 2.0% to 2.5% based on quarterly availability. We also pay, on a quarterly basis, a commitment fee of 0.375% (or 0.25% at any time when revolver usage is greater than 50% of the maximum credit) per annum on the unused portion of the Revolving ABL Credit Facility commitment. The Revolving ABL Credit Facility contains a springing fixed charge coverage ratio covenant of 1.00 to 1.00 that is tested when availability is less than 10% of the maximum credit. The Revolving ABL Credit Facility also contains other customary affirmative and negative covenants, including limitations on indebtedness, liens, fundamental changes, asset dispositions, restricted payments, investments and transactions with affiliates. The Revolving ABL Credit Facility also provides for customary events of default, including breaches of material covenants, defaults under the Term Loan Credit Agreement or other material agreements for indebtedness, and a change of control. We are in compliance with our financial covenants as of June 30, 2022. The obligations under the Revolving ABL Credit Facility are secured by a first priority lien on Priority Collateral, which includes all accounts receivable and deposit accounts, and a second priority lien on the Term Priority Collateral, and are unconditionally guaranteed by all of our current and future direct and indirect subsidiaries. As of June 30, 2022, the weighted-average interest rate on our borrowings was 14.59%. At June 30, 2022, the borrowing base under our Revolving ABL Credit Facility was $22.0 million, and we had $14.0 million of availability remaining of our $40.0 million commitment on that date. On March 18, 2022, we entered into a third amendment to that certain Credit Agreement, dated as of October 1, 2018 (the “Third Amendment to the Credit Agreement”), by and among us, Sidewinder Drilling LLC (“Sidewinder”), the Lenders named therein and Wells Fargo Bank, National Association (“Wells Fargo”), as administrative agent. The Third Amendment to the Credit Agreement amends the original credit agreement, dated as of October 1, 2018 (the “Credit Agreement”) by deleting references to the “Term Loan Agreement” and related definitions and adding certain references and clauses related to our placement of $157.5 million aggregate principal amount of convertible secured PIK toggle notes due 2026 (the “Convertible Notes”), which were issued pursuant to an Indenture, dated as of March 18, 2022 (the “Indenture”), with U.S. Bank Trust Company, National Association as trustee and collateral agent. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 9. Prior to June 2019, we issued common stock-based awards to employees and non-employee directors under our 2012 Long-Term Incentive Plan adopted in March 2012 (the “2012 Plan”). In June 2019, we adopted the 2019 Omnibus Incentive Plan (the “2019 Plan”) providing for common stock-based awards to employees and non-employee directors. The 2019 Plan permits the granting of various types of awards, including stock options, restricted stock, restricted stock unit awards, and stock appreciation rights (“SARs”), and up to 275,000 shares were authorized for issuance. On June 8, 2022, an additional 4.3 million shares were authorized for issuance. Restricted stock and restricted stock units may be granted for no consideration other than prior and future services. The purchase price per share for stock options may not be less than the market price of the underlying stock on the date of grant. As of June 30, 2022, approximately 1,461,858 shares were available for future awards under the 2019 Plan. In connection with the adoption of the 2019 Plan, no further awards will be made under the 2012 Plan. Our policy is to account for forfeitures of share-based compensation awards as they occur. A summary of compensation cost recognized for stock-based payment arrangements is as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Compensation cost recognized: Restricted stock and restricted stock units $ 528 $ 454 820 $ 908 Cash-settled stock appreciation rights (56) 226 383 309 Total stock-based compensation $ 472 $ 680 $ 1,203 $ 1,217 No stock-based compensation was capitalized in connection with rig construction activity during the three and six months ended June 30, 2022 or 2021 Stock Options We use the Black-Scholes option pricing model to estimate the fair value of stock options granted to employees and non-employee directors. The fair value of the options is amortized to compensation expense on a straight-line basis over the requisite service periods of the stock awards, which are generally the vesting periods. There were no stock options granted during the six months ended June 30, 2022 or 2021 A summary of stock option activity and related information for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Exercise Options Price Outstanding at January 1, 2022 27,867 $ 254.80 Granted — — Exercised — — Forfeited/expired (27,867) 254.80 Outstanding at June 30, 2022 — $ — Exercisable at June 30, 2022 — $ — There were no options vested at June 30, 2022. There were no unvested options or unrecognized compensation cost related to outstanding stock options at June 30, 2022. Time-based Restricted Stock and Restricted Stock Units We have granted time-based restricted stock and restricted stock units to key employees under the 2012 Plan and 2019 Plan. Time-based Restricted Stock Time-based restricted stock awards consist of grants of our common stock that vest over five years. We recognize compensation expense on a straight-line basis over the vesting period. The fair value of restricted stock awards is determined based on the estimated fair market value of our shares on the grant date. As of June 30, 2022, there was $0.8 million in unrecognized compensation cost related to unvested restricted stock awards. This cost is expected to be recognized over a weighted-average period of 0.8 years. A summary of the status of our time-based restricted stock awards and of changes in our time-based restricted stock awards outstanding for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Grant-Date Fair Value Shares Per Share Outstanding at January 1, 2022 26,890 $ 64.40 Granted — — Vested — — Forfeited — — Outstanding at June 30, 2022 26,890 $ 64.40 Time-based Restricted Stock Units We have granted three-year, time-vested restricted stock unit awards where each unit represents the right to receive, at the end of a vesting period, one share of ICD common stock. The fair value of time-based restricted stock unit awards is determined based on the estimated fair market value of our shares on the grant date. As of June 30, 2022, there was $6.2 million of total unrecognized compensation cost related to unvested time-based restricted stock unit awards. This cost is expected to be recognized over a weighted-average period of 1.2 years. A summary of the status of our time-based restricted stock unit awards and of changes in our time-based restricted stock unit awards outstanding for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Grant-Date Fair Value RSUs Per Share Outstanding at January 1, 2022 109,911 $ 8.50 Granted 1,493,586 4.18 Vested and converted (78,011) 7.78 Forfeited (2,743) 38.80 Outstanding at June 30, 2022 1,522,743 $ 4.24 Performance-Based and Market-Based Restricted Stock Units We have granted three-year, performance-based and market-based restricted stock unit awards, where each unit represents the right to receive, at the end of a vesting period, up to two shares of ICD common stock. Vesting and conversion of the market-based restricted stock unit awards is based on our total shareholder return (“TSR”) as measured against the TSR of a defined peer group and vesting of the performance-based restricted stock unit awards is based on our cumulative return on invested capital (“ROIC”) as measured against ROIC performance goals determined by the compensation committee of our Board of Directors. We used a Monte Carlo simulation model to value the TSR market-based restricted stock unit awards. The fair value of the performance-based restricted stock unit awards is based on the market price of our common stock on the date of grant. During the restriction period, the performance-based and market-based restricted stock unit awards may not be transferred or encumbered, and the recipient does not receive dividend equivalents or have voting rights until the units vest. As of June 30, 2022, there was unrecognized compensation cost related to unvested performance-based or market-based restricted stock unit awards totaling $49 thousand. This cost is expected to be recognized over a weighted-average period of 0.3 years. A summary of the status of our performance-based and market-based restricted stock unit awards and of changes in our restricted stock unit awards outstanding for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Grant-Date Fair Value RSUs Per Share Outstanding at January 1, 2022 27,285 $ 24.50 Granted — — Vested and converted (3,056) 29.00 Forfeited (13,486) 33.10 Outstanding at June 30, 2022 10,743 $ 12.42 Time-Based Stock-Settled Stock Appreciation Rights We have granted time-based, stock-settled stock appreciation rights (“SARs”) to certain employees. The SARs have a term of seven years, an exercise price of $5.19 per share, and vest one The fair value of time-based stock-settled SARs at the valuation date was determined using the Black-Scholes-Merton model. The following assumptions were used in calculating the fair value of time-based stock-settled SARs granted during the six months ended June 30, 2022: Six Months Ended June 30, 2022 Expected term of stock-settled SARs 4.2 years Expected volatility factor 69.9 % Expected dividend yield — % Risk-free interest rate 3.01 % Changes to the company’s time-based stock-settled SARs during the six months ended June 30, 2022 are as follows: Six Months Ended June 30, 2022 Weighted Average Grant Date Stock-settled SARs Fair Value (in thousands) Per Share Outstanding at January 1, 2022 — $ — Granted 1,422 2.10 Vested — — Forfeited/Expired — — Outstanding at June 30, 2022 1,422 $ 2.10 Time-Based Cash-Settled Stock Appreciation Rights We have granted time-based, cash-settled stock appreciation rights (“SARs”) to certain employees. The SARs have a term of seven years, an exercise price of $5.73 per share, with the market price upon exercise capped at $10.00 per share, and vest ratably on the first, second and third anniversaries of the date of grant. Because these SARs are cash-settled, they are classified as “liability-classified awards” which are remeasured at their fair value at the end of each reporting period until settlement. Time-based, cash-settled SARs have no effect on dilutive shares or shares outstanding as any appreciation of our common stock over the exercise price is paid in cash and not in common stock. The fair value of time-based cash-settled SARs is revalued (mark-to-market) each reporting period using a Monte Carlo simulation model based on period-end stock price. Expected term of the SARs is calculated as the average of each vesting tranche’s midpoint between vesting date and expiration date plus the vesting period. Expected volatility is based on the historical volatility of our stock for the length of time corresponding to the expected term of the SARs. The risk-free interest rate is based on the U.S. treasury yield curve in effect as of the reporting date for the length of time corresponding to the expected term of the SARs. The following weighted-average assumptions were used in calculating the fair value of time-based cash-settled SARs granted during the six months ended June 30, 2022 using the Monte Carlo simulation model: Six Months Ended June 30, 2022 Expected term of cash-settled SARs 3.2 years Expected volatility factor 121.4 % Expected dividend yield — % Risk-free interest rate 2.99 % Changes to the company’s time-based cash-settled SARs during the six months ended June 30, 2022 are as follows: Six Months Ended June 30, 2022 Weighted Average Cash-settled SARs Exercise Price (in thousands) Per Share Outstanding at January 1, 2022 2,913 $ 5.73 Granted — — Exercised — — Forfeited/Expired (27) 5.73 Outstanding at June 30, 2022 2,886 $ 5.73 Exercisable at June 30, 2022 971 $ 5.73 The number of cash-settled SARs exercisable at June 30, 2022 was 1.0 million with a weighted average remaining contractual life of 5.6 years and a weighted average exercise price of $5.73 per share. As of June 30, 2022, there was $1.1 million of unrecognized compensation cost related to time-based cash-settled SARs that is expected to be recognized over a weighted-average period of 0.9 years. |
Stockholders' Equity and Earnin
Stockholders' Equity and Earnings (Loss) per Share | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity and Earnings (Loss) per Share | 10. As of June 30, 2022, we had a total of 13,617,005 shares of common stock, $0.01 par value, outstanding. We also had 81,846 shares held as treasury stock. Total authorized common stock is 250 million shares. Basic earnings (loss) per common share (“EPS”) are computed by dividing income (loss) available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted EPS are computed by dividing income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the period, including potential dilutive securities. When the Convertible Notes are dilutive, interest expense, net of tax, is added back to net income to calculate diluted EPS. A reconciliation of the numerators and denominators of the basic and diluted losses per share computations is as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2022 2021 2022 2021 Net loss (numerator): $ (2,791) $ (14,901) $ (61,587) $ (30,926) Loss per share: Basic and diluted $ (0.21) $ (2.22) $ (4.95) $ (4.78) Shares (denominator): Weighted average common shares outstanding - basic 13,590 6,714 12,453 6,466 Weighted average common shares outstanding - diluted 13,590 6,714 12,453 6,466 The following numbers of potential common shares at the end of each period were excluded from the calculation of diluted EPS because their effect would have been anti-dilutive for the periods presented. Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Convertible Notes 34,922 — 20,259 — RSUs 1,533 141 1,533 141 SARs 1,422 — 1,422 — Stock options — 28 — 28 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes Our effective tax rate was (371.5)% and (2.5)% for the three and six months ended June 30, 2022, respectively and (0.2)% and (0.2)% for the three and six months ended June 30, 2021. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Purchase Commitments As of June 30, 2022, we had outstanding purchase commitments to a number of suppliers totaling $3.9 million related primarily to the operation of drilling rigs. All of these commitments relate to equipment and services currently scheduled for delivery in 2022. Contingencies We may be the subject of lawsuits and claims arising in the ordinary course of business from time to time. Management cannot predict the ultimate outcome of such lawsuits and claims. While lawsuits and claims are asserted for amounts that may be material should an unfavorable outcome be the result, management does not currently expect that the outcome of any of these known legal proceedings or claims will have a material adverse effect on our financial position or results of operations. |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Parties | 13. In connection with the issuance of the Convertible Notes on March 18, 2022, we issued to affiliates of MSD Partners, L.P. (the “MSD Investors”) $78.9 million principal amount of Convertible Notes and entered into an Investor’s Rights Agreement permitting MSD Partners to nominate one director to our Board so long as MSD Partners and its affiliates continue to own $25.0 million principal amount of Convertible Notes (the “Sunset Date”). We also entered into an Investor’s Rights Agreement with Glendon Capital Management L.P. (“GCM”) that permits GCM to designate additional representative as a director, provided that the third representative must be an independent director unless one of the MSD Partners and the GCM representatives is independent for New York Stock Exchange purposes. The proposed representatives are subject to review by our Nominating and Corporate Governance Committee. Following the Sunset Date for the applicable party, MSD Partners and/or GCM, as applicable, will cause its designee to offer to tender his or her resignation, unless otherwise requested by the Board, and the third representative may be removed by the Board. |
Interim Financial Information (
Interim Financial Information (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | These unaudited consolidated financial statements include the accounts of the Company and its subsidiary, and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). These consolidated financial statements should be read along with our audited consolidated financial statements for the year ended December 31, 2021, included in our Annual Report on Form 10-K for the year ended December 31, 2021. In management’s opinion, these financial statements contain all adjustments necessary to fairly present our financial position, results of operations, cash flows and changes in stockholders’ equity for all periods presented. As we had no items of other comprehensive income in any period presented, no other components of comprehensive income is presented. Interim results for the three and six months ended June 30, 2022 |
Segment and Geographical Information | Segment and Geographical Information Our operations consist of one reportable segment because all of our drilling operations are located in the United States and have similar economic characteristics. Corporate management administers all properties as a whole rather than as discrete operating segments. Operational data is tracked by rig; however, financial performance is measured as a single enterprise and not on a rig-by-rig basis. Further, the allocation of capital resources is employed on a project-by-project basis across our entire asset base to maximize profitability without regard to individual geographic areas. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments In August 2020, the FASB issued ASU No. 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2023. We early adopted this standard on January 1, 2022. See Note 8 “Long-term Debt” |
Fair Value Measurement | Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there exists a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 Unadjusted quoted market prices for identical assets or liabilities in an active market; Level 2 Quoted market prices for identical assets or liabilities in an active market that have been adjusted for items such as effects of restrictions for transferability and those that are not quoted but are observable through corroboration with observable market data, including quoted market prices for similar assets or liabilities; and Level 3 Unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. This hierarchy requires us to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, certain accrued liabilities, our debt, an embedded derivative liability and merger consideration payable to an affiliate. Our debt consists primarily of our Convertible Notes and Revolving ABL Facility as of June 30, 2022 and our Term Loan and our Revolving ABL Facility as of December 31, 2021. The fair value of cash and cash equivalents, accounts receivable, accounts payable and certain accrued liabilities approximate their carrying value because of the short-term nature of these instruments. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table summarizes revenues from our contracts disaggregated by revenue generating activity contained therein for the three and six months ended June 30, 2022 and 2021: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Dayrate drilling $ 38,457 $ 17,614 $ 70,512 $ 31,875 Mobilization 1,603 704 2,873 1,226 Reimbursables 2,091 1,446 3,757 2,205 Capital modification 162 53 162 53 Total revenue $ 42,313 $ 19,817 $ 77,304 $ 35,359 |
Summary of Contract with Customer, Asset and Liability | The following table provides information about receivables and contract liabilities related to contracts with customers. There were no contract assets recorded as of June 30, 2022 or December 31, 2021. June 30, December 31, (in thousands) 2022 2021 Receivables, which are included in “Accounts receivable” $ 26,800 $ 22,167 Contract liabilities, which are included in “Accrued liabilities - deferred revenue” $ (250) $ (542) The primary changes in contract liabilities balances during the period are as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Revenue recognized that was included in contract liabilities at beginning of period $ 1,544 $ 208 $ 540 $ 119 Decrease (increase) in contract liabilities due to cash received, excluding amounts recognized as revenue $ (93) $ (288) $ (248) $ (496) |
Estimated Revenue Expected to be Recognized in the Future | The following table includes estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) as of June 30, 2022. The estimated revenue does not include amounts of variable consideration that are constrained. Year Ending December 31, (in thousands) 2022 2023 2024 2025 Revenue $ 245 $ 5 $ — $ — |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Lease, cost | The components of lease expense were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Operating lease expense $ 193 $ 234 $ 387 $ 469 Short-term lease expense 1,268 660 2,665 1,222 Variable lease expense 133 102 256 199 Finance lease expense: Amortization of right-of-use assets $ 330 $ 286 $ 645 $ 545 Interest expense on lease liabilities 99 155 213 321 Total finance lease expense 429 441 858 866 Total lease expense $ 2,023 $ 1,437 $ 4,166 $ 2,756 Supplemental cash flow information related to leases is as follows: Six Months Ended June 30, (in thousands) 2022 2021 Cash paid for amounts included in measurement of lease liabilities: Operating cash flows from operating leases $ 364 $ 487 Operating cash flows from finance leases $ 211 $ 317 Financing cash flows from finance leases $ 2,278 $ 1,754 Right-of-use assets obtained or recorded in exchange for lease obligations: Operating leases $ 153 $ — Finance leases $ 1,367 $ 632 |
Assets and liabilities, lessee | Supplemental balance sheet information related to leases is as follows: (in thousands) June 30, 2022 December 31, 2021 Operating leases: Other long-term assets, net $ 1,267 $ 1,437 Accrued liabilities $ 733 $ 693 Other long-term liabilities 759 1,036 Total operating lease liabilities $ 1,492 $ 1,729 Finance leases: Property, plant and equipment $ 15,978 $ 14,989 Accumulated depreciation (2,328) (1,989) Property, plant and equipment, net $ 13,650 $ 13,000 Current portion of long-term debt $ 3,225 $ 4,464 Long-term debt 1,559 1,305 Total finance lease liabilities $ 4,784 $ 5,769 Weighted-average remaining lease term Operating leases 2.0 years 2.5 years Finance leases 1.2 years 1.3 years Weighted-average discount rate Operating leases 10.68 % 10.84 % Finance leases 8.20 % 8.64 % |
Maturity of finance lease liability | Maturities of lease liabilities at June 30, 2022 were as follows: (in thousands) Operating Leases Finance Leases 2022 $ 438 $ 2,829 2023 833 1,521 2024 390 523 2025 — 177 Total cash lease payment 1,661 5,050 Less: imputed interest (169) (266) Total lease liabilities $ 1,492 $ 4,784 |
Maturity of operating lease liability | (in thousands) Operating Leases Finance Leases 2022 $ 438 $ 2,829 2023 833 1,521 2024 390 523 2025 — 177 Total cash lease payment 1,661 5,050 Less: imputed interest (169) (266) Total lease liabilities $ 1,492 $ 4,784 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of liabilities | (in thousands) June 30, 2022 December 31, 2021 Revolving ABL Credit Facility $ 7,511 $ 6,030 Term Loan Facility $ — $ 140,664 Merger consideration payable to an affiliate $ — $ 4,449 |
Supplemental Balance Sheet In_2
Supplemental Balance Sheet Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Supplemental Consolidated Balance Sheet and Cash Flow Information [Abstract] | |
Schedule of prepaid expenses and other current assets | Prepaid expenses and other current assets consisted of the following: (in thousands) June 30, 2022 December 31, 2021 Prepaid insurance $ 1,292 $ 3,463 Prepaid other 705 575 Deferred mobilization costs 141 618 Insurance claim receivable 191 122 Other current assets 77 9 $ 2,406 $ 4,787 |
Schedule of accrued Liabilities | Accrued liabilities consisted of the following: (in thousands) June 30, 2022 December 31, 2021 Accrued salaries and other compensation $ 3,988 $ 4,154 Insurance 736 2,523 Deferred revenues 250 542 Property and other taxes 2,306 2,594 Operating lease liability - current 733 693 Other 1,031 739 $ 9,044 $ 11,245 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Our long-term debt consisted of the following: (in thousands) June 30, 2022 December 31, 2021 Convertible Notes due March 18, 2026 $ 157,500 $ — Revolving ABL Credit Facility due October 1, 2023 7,824 6,300 Term Loan Facility due October 1, 2023 — 135,883 Finance lease obligations 4,784 5,769 170,108 147,952 Less: Convertible Notes issuance costs and debt discount (44,789) — Less: Term Loan Facility deferred financing costs — (1,748) Less: current portion of finance leases (3,225) (4,464) Long-term debt $ 122,094 $ 141,740 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Compensation Cost | A summary of compensation cost recognized for stock-based payment arrangements is as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Compensation cost recognized: Restricted stock and restricted stock units $ 528 $ 454 820 $ 908 Cash-settled stock appreciation rights (56) 226 383 309 Total stock-based compensation $ 472 $ 680 $ 1,203 $ 1,217 |
Summary of Stock Option Activity and Related Information | A summary of stock option activity and related information for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Exercise Options Price Outstanding at January 1, 2022 27,867 $ 254.80 Granted — — Exercised — — Forfeited/expired (27,867) 254.80 Outstanding at June 30, 2022 — $ — Exercisable at June 30, 2022 — $ — |
Schedule of Restricted Stock Activity | A summary of the status of our time-based restricted stock awards and of changes in our time-based restricted stock awards outstanding for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Grant-Date Fair Value Shares Per Share Outstanding at January 1, 2022 26,890 $ 64.40 Granted — — Vested — — Forfeited — — Outstanding at June 30, 2022 26,890 $ 64.40 |
Schedule of Restricted Stock Unit Activity | A summary of the status of our time-based restricted stock unit awards and of changes in our time-based restricted stock unit awards outstanding for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Grant-Date Fair Value RSUs Per Share Outstanding at January 1, 2022 109,911 $ 8.50 Granted 1,493,586 4.18 Vested and converted (78,011) 7.78 Forfeited (2,743) 38.80 Outstanding at June 30, 2022 1,522,743 $ 4.24 A summary of the status of our performance-based and market-based restricted stock unit awards and of changes in our restricted stock unit awards outstanding for the six months ended June 30, 2022 is as follows: Six Months Ended June 30, 2022 Weighted Average Grant-Date Fair Value RSUs Per Share Outstanding at January 1, 2022 27,285 $ 24.50 Granted — — Vested and converted (3,056) 29.00 Forfeited (13,486) 33.10 Outstanding at June 30, 2022 10,743 $ 12.42 |
Stock-settled stock appreciation rights | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Assumptions Used in Calculation of SARs Granted | The fair value of time-based stock-settled SARs at the valuation date was determined using the Black-Scholes-Merton model. The following assumptions were used in calculating the fair value of time-based stock-settled SARs granted during the six months ended June 30, 2022: Six Months Ended June 30, 2022 Expected term of stock-settled SARs 4.2 years Expected volatility factor 69.9 % Expected dividend yield — % Risk-free interest rate 3.01 % |
Schedule of Stock Appreciation Rights | Changes to the company’s time-based stock-settled SARs during the six months ended June 30, 2022 are as follows: Six Months Ended June 30, 2022 Weighted Average Grant Date Stock-settled SARs Fair Value (in thousands) Per Share Outstanding at January 1, 2022 — $ — Granted 1,422 2.10 Vested — — Forfeited/Expired — — Outstanding at June 30, 2022 1,422 $ 2.10 |
Cash-settled stock appreciation rights | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Assumptions Used in Calculation of SARs Granted | The following weighted-average assumptions were used in calculating the fair value of time-based cash-settled SARs granted during the six months ended June 30, 2022 using the Monte Carlo simulation model: Six Months Ended June 30, 2022 Expected term of cash-settled SARs 3.2 years Expected volatility factor 121.4 % Expected dividend yield — % Risk-free interest rate 2.99 % |
Schedule of Stock Appreciation Rights | Changes to the company’s time-based cash-settled SARs during the six months ended June 30, 2022 are as follows: Six Months Ended June 30, 2022 Weighted Average Cash-settled SARs Exercise Price (in thousands) Per Share Outstanding at January 1, 2022 2,913 $ 5.73 Granted — — Exercised — — Forfeited/Expired (27) 5.73 Outstanding at June 30, 2022 2,886 $ 5.73 Exercisable at June 30, 2022 971 $ 5.73 |
Stockholders' Equity and Earn_2
Stockholders' Equity and Earnings (Loss) per Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Reconciliation of Numerators and Denominators of Basic and Diluted (Loss) Earnings Per Share | Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2022 2021 2022 2021 Net loss (numerator): $ (2,791) $ (14,901) $ (61,587) $ (30,926) Loss per share: Basic and diluted $ (0.21) $ (2.22) $ (4.95) $ (4.78) Shares (denominator): Weighted average common shares outstanding - basic 13,590 6,714 12,453 6,466 Weighted average common shares outstanding - diluted 13,590 6,714 12,453 6,466 |
Schedule of Antidilutive Securities excluded from computation of earnings per share | Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2022 2021 2022 2021 Convertible Notes 34,922 — 20,259 — RSUs 1,533 141 1,533 141 SARs 1,422 — 1,422 — Stock options — 28 — 28 |
Nature of Operations and Rece_2
Nature of Operations and Recent Events (Market Conditions, COVID-19 and ATM Distribution) (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
Jul. 26, 2022 $ / MMcf | Jun. 08, 2022 $ / shares shares | Mar. 08, 2022 $ / bbl | May 31, 2022 USD ($) | Mar. 31, 2022 USD ($) shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2022 item | Jun. 30, 2022 USD ($) contract item $ / shares shares | Jun. 07, 2022 shares | Jun. 30, 2019 shares | |
Number of rigs | item | 17 | |||||||||
Market price of oil (in dollars per barrel) | $ / bbl | 123.64 | |||||||||
Natural gas price (in dollars per mmcf) | $ / MMcf | 9.46 | |||||||||
Number Of Contracts Signed to Convert Rigs | contract | 2 | |||||||||
Common stock, par value (USD per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Common stock, shares authorized (shares) | shares | 250,000,000 | 250,000,000 | 250,000,000 | 50,000,000 | ||||||
Subsequent Event | ||||||||||
Number Of Rigs to Convert | item | 3 | |||||||||
2019 Plan | ||||||||||
Number of shares authorized (in shares) | shares | 4,575,000 | 275,000 | 275,000 | |||||||
Number of additional shares authorized (in shares) | shares | 4,300,000 | |||||||||
ATM Offering | ||||||||||
Gross proceeds on sale of stock | $ | $ 3.6 | |||||||||
Number of shares issued (in shares) | shares | 1,061,853 | |||||||||
Remaining availability under distribution agreement | $ | $ 8.8 | |||||||||
Common stock authorized to be sold | $ | $ 5.9 | |||||||||
Additional common stock authorized to be sold | $ | $ 6.5 |
Nature of Operations and Rece_3
Nature of Operations and Recent Events (Convertible Notes) (Details) $ / shares in Units, $ in Millions | 6 Months Ended | ||||
Jun. 08, 2022 USD ($) $ / shares shares | Jun. 07, 2022 $ / shares shares | Mar. 18, 2022 USD ($) $ / shares shares | Jun. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 shares | |
Aggregate principal amount | $ 78.9 | ||||
Notes term | 3 years 8 months 12 days | ||||
Shares authorized (in shares) | shares | 250,000,000 | 50,000,000 | 250,000,000 | 250,000,000 | |
Convertible Notes | |||||
Aggregate principal amount | $ 157.5 | ||||
Notes term | 48 months | 18 months | |||
Conversion ratio | 0.22172949 | 0.19723866 | 0.22172949 | 0.22172949 | |
Threshold additional shares to be issued, value | $ 7.5 | $ 7.5 | $ 7.5 | ||
Convertible conversion price | $ / shares | $ 4.51 | $ 5.07 | $ 4.51 | $ 4.51 | |
Issuance of common stock through at-the-market facility, net of offering costs (in shares) | shares | 2,268,000 | ||||
Convertible Notes | SOFR | |||||
Interest rate, basis spread (as a percent) | 10% | ||||
Debt instrument, variable rate, cash interest | 12.50% | ||||
Debt instrument, variable rate, paid in kind interest | 9.50% | 14% | 14% | ||
Debt instrument, decreased variable rate, paid in kind | 9.50% | ||||
Convertible Notes | Floor Rate | |||||
Interest rate, basis spread (as a percent) | 1% |
Interim Financial Information_2
Interim Financial Information (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 08, 2022 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) segment | |
Accounting Policies [Abstract] | |||
Change in fair value of the embedded derivative | $ 2,400 | ||
Fair value of the embedded derivative extinguished | 69,200 | ||
Gain on extinguishment of derivatives | $ 10,800 | $ 10,765 | $ 10,765 |
Reportable segments | segment | 1 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Disaggregation of Revenues and Concentration Risk) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 USD ($) customer | Jun. 30, 2021 USD ($) customer | Jun. 30, 2022 USD ($) customer | Jun. 30, 2021 USD ($) customer | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 42,313 | $ 19,817 | $ 77,304 | $ 35,359 |
Revenue | Customer Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Number of Major Customers | customer | 4 | 3 | 3 | 3 |
Revenue | Customer Concentration Risk | Customer One | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration Risk, Percentage | 18% | 21% | 17% | 24% |
Revenue | Customer Concentration Risk | Customer Two | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration Risk, Percentage | 13% | 14% | 13% | 17% |
Revenue | Customer Concentration Risk | Customer Three | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration Risk, Percentage | 12% | 10% | 13% | 10% |
Revenue | Customer Concentration Risk | Customer Four | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration Risk, Percentage | 10% | |||
Dayrate drilling | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 38,457 | $ 17,614 | $ 70,512 | $ 31,875 |
Mobilization | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,603 | 704 | 2,873 | 1,226 |
Reimbursables | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,091 | 1,446 | 3,757 | 2,205 |
Capital modification | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 162 | $ 53 | $ 162 | $ 53 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers (Receivables, Contract Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Receivables, which are included in "Accounts receivable" | $ 26,800 | $ 22,167 |
Contract liabilities, which are included in "Accrued liabilities - deferred revenue" | $ (250) | $ (542) |
Revenue from Contracts with C_5
Revenue from Contracts with Customers (Changes in Contract Assets and Liabilities) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | ||||
Revenue recognized that was included in contract liabilities at beginning of period | $ 1,544 | $ 208 | $ 540 | $ 119 |
Decrease (increase) in contract liabilities due to cash received, excluding amounts recognized as revenue | $ (93) | $ (288) | $ (248) | $ (496) |
Revenue from Contracts with C_6
Revenue from Contracts with Customers (Remaining Performance Obligation) (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 6 months |
Revenue, remaining performance obligation, amount | $ 245 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 1 year |
Revenue, remaining performance obligation, amount | $ 5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 1 year |
Revenue, remaining performance obligation, amount | $ 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, period | 1 year |
Revenue, remaining performance obligation, amount | $ 0 |
Revenue from Contracts with C_7
Revenue from Contracts with Customers (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |||||
Capitalized contract cost, current | $ 100 | $ 100 | $ 600 | ||
Capitalized contract cost, increase | 100 | $ 700 | 2,100 | $ 1,200 | |
Amortization of contract costs | 1,400 | $ 400 | 2,600 | $ 800 | |
Contract Assets | $ 0 | $ 0 | $ 0 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) | Jun. 30, 2022 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Term of lease, finance | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Term of lease, finance | 3 years |
Leases (Lease Cost) (Details)
Leases (Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||||
Operating lease expense | $ 193 | $ 234 | $ 387 | $ 469 |
Short-term lease expense | 1,268 | 660 | 2,665 | 1,222 |
Variable lease expense | 133 | 102 | 256 | 199 |
Finance lease expense: | ||||
Amortization of right-of-use assets | 330 | 286 | 645 | 545 |
Interest expense on lease liabilities | 99 | 155 | 213 | 321 |
Total finance lease expense | 429 | 441 | 858 | 866 |
Total lease expense | $ 2,023 | $ 1,437 | 4,166 | 2,756 |
Cash paid for amounts included in measurement of lease liabilities: | ||||
Operating cash flows from operating leases | 364 | 487 | ||
Operating cash flows from finance leases | 211 | 317 | ||
Financing cash flows from finance leases | 2,278 | 1,754 | ||
Right-of-use assets obtained or recorded in exchange for lease obligations: | ||||
Operating leases | 153 | |||
Finance leases | $ 1,367 | $ 632 |
Leases (Lease Assets and Liabil
Leases (Lease Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Operating leases: | ||
Other long-term assets, net | $ 1,267 | $ 1,437 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other Assets, Noncurrent | Other Assets, Noncurrent |
Accrued liabilities | $ 733 | $ 693 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Other long-term liabilities | $ 759 | $ 1,036 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Total operating lease liabilities | $ 1,492 | $ 1,729 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Accrued Liabilities, Current, Other Liabilities, Noncurrent | Accrued Liabilities, Current, Other Liabilities, Noncurrent |
Finance leases: | ||
Property, plant and equipment | $ 15,978 | $ 14,989 |
Accumulated depreciation | (2,328) | (1,989) |
Property, plant and equipment, net | $ 13,650 | $ 13,000 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property, plant and equipment, net | Property, plant and equipment, net |
Current portion of long-term debt | $ 3,225 | $ 4,464 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Long-term Debt and Lease Obligation, Current | Long-term Debt and Lease Obligation, Current |
Long-term debt | $ 1,559 | $ 1,305 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Long-term Debt and Lease Obligation | Long-term Debt and Lease Obligation |
Total finance lease liabilities | $ 4,784 | $ 5,769 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Long-term Debt and Lease Obligation, Long-term Debt and Lease Obligation, Current | Long-term Debt and Lease Obligation, Long-term Debt and Lease Obligation, Current |
Weighted-average remaining lease term | ||
Operating leases | 2 years | 2 years 6 months |
Finance leases | 1 year 2 months 12 days | 1 year 3 months 18 days |
Weighted-average discount rate | ||
Operating leases | 10.68% | 10.84% |
Finance leases | 8.20% | 8.64% |
Leases (Lease Maturities) (Deta
Leases (Lease Maturities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2022 | $ 438 | |
2023 | 833 | |
2024 | 390 | |
2025 | 0 | |
Total cash lease payment | 1,661 | |
Less: imputed interest | (169) | |
Total lease liabilities | 1,492 | $ 1,729 |
Finance Leases | ||
2022 | 2,829 | |
2023 | 1,521 | |
2024 | 523 | |
2025 | 177 | |
Total cash lease payment | 5,050 | |
Less: imputed interest | (266) | |
Total lease liabilities | $ 4,784 | $ 5,769 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 08, 2022 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Mar. 18, 2022 USD ($) | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Fair value assets transfer | $ 0 | $ 0 | $ 0 | ||
Fair value liabilities transfer | 0 | 0 | $ 0 | ||
Loss on embedded derivative liability | $ (1,900) | ||||
Notes term | 3 years 8 months 12 days | ||||
Change in fair value of the embedded derivative | $ 2,400 | ||||
Fair value of the embedded derivative extinguished | 69,200 | ||||
Realized gain on extinguishment of derivative | $ 10,800 | 10,765 | $ 10,765 | ||
Convertible Notes | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Fair value of convertible notes | $ 164,200 | $ 164,200 | |||
Convertible Debt Facility | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Embedded derivative liability | $ 75,700 | ||||
Discount rate | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Debt instrument, measurement input | 0.098 | 0.098 | |||
Volatility rate | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative liability measurement input | 0.589 | 0.589 | |||
Risk-free rate | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative liability measurement input | 0.030 | 0.030 | |||
Credit Spread | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Derivative liability measurement input | 35.70 | 35.70 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value (Estimated Fair Value) (Details) - Fair Value - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Merger consideration payable to an affiliate | $ 4,449 | |
Revolving ABL Credit Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, fair value | $ 7,511 | 6,030 |
Term Loan Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, fair value | $ 140,664 |
Financial Instruments and Fai_5
Financial Instruments and Fair Value (Fair Value Measured on Recurring Basis) (Details) - Recurring $ in Thousands | Dec. 31, 2021 USD ($) |
Financial liability: | |
Embedded derivative liability | $ 0 |
Financial instruments measured at fair value | $ 0 |
Supplemental Balance Sheet In_3
Supplemental Balance Sheet Information (Prepaid Expenses and Other Current Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Supplemental Consolidated Balance Sheet and Cash Flow Information [Abstract] | ||
Prepaid insurance | $ 1,292 | $ 3,463 |
Prepaid other | 705 | 575 |
Deferred mobilization costs | 141 | 618 |
Insurance claim receivable | 191 | 122 |
Other current assets | 77 | 9 |
Prepaid expenses and other current assets | $ 2,406 | $ 4,787 |
Supplemental Balance Sheet In_4
Supplemental Balance Sheet Information (Accrued Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Supplemental Consolidated Balance Sheet and Cash Flow Information [Abstract] | ||
Accrued salaries and other compensation | $ 3,988 | $ 4,154 |
Insurance | 736 | 2,523 |
Deferred revenues | 250 | 542 |
Property and other taxes | 2,306 | 2,594 |
Operating lease liability - current | 733 | 693 |
Other | 1,031 | 739 |
Accrued liabilities | $ 9,044 | $ 11,245 |
Long-term Debt (Details)
Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Finance lease obligations | $ 4,784 | $ 5,769 |
Long-term debt and finance lease obligations, including current maturities | 170,108 | 147,952 |
Less: Convertible Notes issuance costs and debt discount | (44,789) | |
Less: Term Loan Facility deferred financing costs | (1,748) | |
Less: current portion of finance leases | (3,225) | (4,464) |
Long-term debt | 122,094 | 141,740 |
Convertible Notes | ||
Debt Instrument [Line Items] | ||
Convertible debt principal notes | 157,500 | |
Line of credit | Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Convertible debt principal notes | 135,883 | |
Line of credit | Revolving ABL Credit Facility | ||
Debt Instrument [Line Items] | ||
Convertible debt principal notes | $ 7,824 | $ 6,300 |
Long-term Debt (Narrative) (Det
Long-term Debt (Narrative) (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Jun. 08, 2022 USD ($) $ / shares shares | Jun. 07, 2022 $ / shares shares | Mar. 18, 2022 USD ($) D $ / shares shares | Mar. 17, 2022 $ / shares | Dec. 30, 2021 USD ($) | Apr. 01, 2021 USD ($) | Oct. 01, 2018 USD ($) | Sep. 30, 2021 USD ($) | Jun. 30, 2020 USD ($) | Jun. 30, 2022 USD ($) $ / shares shares | Mar. 31, 2022 USD ($) | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) | Sep. 19, 2023 | Dec. 31, 2021 USD ($) shares | |
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 78,900,000 | ||||||||||||||
Shares authorized (in shares) | shares | 250,000,000 | 50,000,000 | 250,000,000 | 250,000,000 | 250,000,000 | ||||||||||
Amortization of deferred financing costs | $ 285,000 | $ 558,000 | |||||||||||||
Notes term | 3 years 8 months 12 days | ||||||||||||||
Change in fair value of the embedded derivative | $ 2,400,000 | ||||||||||||||
Fair value of the embedded derivative extinguished | 69,200,000 | ||||||||||||||
Realized gain on extinguishment of derivative | $ 10,800,000 | $ 10,765,000 | $ 10,765,000 | ||||||||||||
Accrued and unpaid interest only payment period | 3 months | ||||||||||||||
Line of credit, additional payment as a percentage of principal | 0.75% | ||||||||||||||
Direct reduction from face amount | $ 1,000,000 | ||||||||||||||
Paid-in-kind interest | 3,193,000 | $ 2,828,000 | |||||||||||||
Loss on extinguishment of debt | $ (46,347,000) | ||||||||||||||
Term Loan Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 130,000,000 | ||||||||||||||
Paid-in-kind interest | $ 3,200,000 | $ 2,800,000 | $ 3,100,000 | ||||||||||||
Delayed Draw Term Loan | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 15,000,000 | ||||||||||||||
Line of credit | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Weighted average interest rate | 14.59% | 14.59% | |||||||||||||
Line of credit | Term Loan Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Convertible debt principal notes | $ 135,883,000 | ||||||||||||||
Line of credit | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Convertible debt principal notes | $ 7,824,000 | $ 7,824,000 | $ 6,300,000 | ||||||||||||
Fixed charge coverage ratio | 1 | ||||||||||||||
Line of credit facility, borrowing base threshold, percentage | 85% | ||||||||||||||
Commitment fee on unused capacity (as a percent) | 0.375% | ||||||||||||||
Line of credit facility, unused commitment fee percentage, revolver contingency | 0.25% | ||||||||||||||
Unused commitment fee percentage, maximum credit threshold | 50% | ||||||||||||||
Fixed charge coverage ratio, maximum credit threshold | 10% | ||||||||||||||
Borrowing base | 22,000,000 | 22,000,000 | |||||||||||||
Line of credit | Federal funds, effective rate | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate (as a percent) | 0.05% | ||||||||||||||
Line of credit | LIBOR | Term Loan Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, basis spread (as a percent) | 7.50% | ||||||||||||||
Line of credit | LIBOR | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate (as a percent) | 1% | ||||||||||||||
Line of credit | Prime Rate | Term Loan Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, basis spread (as a percent) | 6.50% | ||||||||||||||
Revolving credit facility | Line of credit | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Revolving credit facility, maximum borrowing capacity | $ 40,000,000 | 40,000,000 | 40,000,000 | ||||||||||||
Remaining availability | 14,000,000 | $ 14,000,000 | |||||||||||||
Letter of Credit | Line of credit | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Revolving credit facility, maximum borrowing capacity | $ 7,500,000 | ||||||||||||||
Minimum | Line of credit | Prime Rate | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate (as a percent) | 1% | ||||||||||||||
Minimum | Revolving credit facility | Line of credit | LIBOR | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate (as a percent) | 2% | ||||||||||||||
Maximum | Line of credit | Federal funds, effective rate | Term Loan Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, basis spread (as a percent) | 0.05% | ||||||||||||||
Maximum | Line of credit | LIBOR | Term Loan Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, basis spread (as a percent) | 1% | ||||||||||||||
Maximum | Line of credit | Prime Rate | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate (as a percent) | 1.50% | ||||||||||||||
Maximum | Revolving credit facility | Line of credit | LIBOR | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Stated interest rate (as a percent) | 2.50% | ||||||||||||||
Convertible Notes | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 157,500,000 | ||||||||||||||
Issuance of common stock through at-the-market facility, net of offering costs (in shares) | shares | 2,268,000 | ||||||||||||||
Derivative liability | $ 75,700,000 | ||||||||||||||
Conversion ratio | 0.22172949 | 0.19723866 | 0.22172949 | 0.22172949 | |||||||||||
Threshold additional shares to be issued, value | $ 7,500,000 | $ 7,500,000 | 7,500,000 | $ 7,500,000 | |||||||||||
Amortization of deferred financing costs | 500,000 | 700,000 | |||||||||||||
Interest expenses | $ 6,000,000 | $ 6,900,000 | |||||||||||||
Notes term | 48 months | 18 months | |||||||||||||
Convertible conversion price | $ / shares | $ 4.51 | $ 5.07 | $ 4.51 | $ 4.51 | $ 4.51 | ||||||||||
Percentage of note holders | 50.10% | ||||||||||||||
Loss on extinguishment of debt | $ (46,300,000) | ||||||||||||||
Debt discounts | $ 37,600,000 | ||||||||||||||
Cash fee | 7,100,000 | ||||||||||||||
Non cash structuring fee | $ 2,300,000 | ||||||||||||||
Effective interest rate | 24.50% | 24.50% | |||||||||||||
Amortization of debt discount | $ 1,500,000 | $ 1,700,000 | |||||||||||||
Convertible Notes | Term Loan Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 157,500,000 | ||||||||||||||
Convertible Notes | SOFR | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, basis spread (as a percent) | 10% | ||||||||||||||
Debt instrument, variable rate, cash interest | 12.50% | ||||||||||||||
Debt instrument, variable rate, paid in kind interest | 9.50% | 14% | 14% | ||||||||||||
Debt instrument, decreased variable rate, paid in kind | 9.50% | ||||||||||||||
Convertible Notes | Floor Rate | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Interest rate, basis spread (as a percent) | 1% | ||||||||||||||
Convertible Notes | Maximum | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Threshold additional shares to be issued, value | $ 7,500,000 | $ 7,500,000 | |||||||||||||
Convertible Notes | Subscription Agreement | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Aggregate principal amount | $ 157,500,000 | ||||||||||||||
Convertible conversion price | $ / shares | $ 4.51 | ||||||||||||||
Holder elected restricted ownership percentage | 19.90% | ||||||||||||||
Convertible debt principal notes | $ 25,000,000 | $ 25,000,000 | |||||||||||||
Redemption price percentage | 105% | 104% | |||||||||||||
Threshold period following written notice after which the election becomes effective | 61 days | ||||||||||||||
Principal amount of debt that is used in conversion calculations | $ 1,000 | ||||||||||||||
Threshold volume-weighted average price trading days under debt conversion | D | 5 | ||||||||||||||
MOIC Required Level | $ 1,350 | ||||||||||||||
Convertible Notes | Subscription Agreement | Scenario of Redemption of Debt, After June,30 2023 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Redemption amount on quarterly basis | 5,000,000 | ||||||||||||||
Convertible Notes | Subscription Agreement | Scenario of Redemption of Debt, After March 31, 2025 | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Redemption amount on quarterly basis | 3,500,000 | ||||||||||||||
Convertible Notes | Subscription Agreement | Line of credit | Revolving ABL Credit Facility | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Liquidity covenant | $ 10,000,000 | ||||||||||||||
Fixed charge coverage ratio | 1 | ||||||||||||||
Minimum availability | $ 5,000,000 | ||||||||||||||
Maximum capital expenditure next twelve month | 25,000,000 | ||||||||||||||
Subjective Increase In Capital Expenditures | 500,000 | ||||||||||||||
Maximum capital expenditure next year two | 15,000,000 | ||||||||||||||
Maximum capital expenditure year three | $ 15,000,000 | ||||||||||||||
Suspend convertible debt period | 18 months | ||||||||||||||
Convertible Notes | Embedded Derivative Liability | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Conversion ratio | 0.22172949 | 0.19723866 | |||||||||||||
Convertible conversion price | $ / shares | $ 4.51 | $ 5.07 | |||||||||||||
Fair value of embedded conversion feature | $ 0 | ||||||||||||||
Fair value of contingent interest feature | $ 0 | ||||||||||||||
Convertible Notes | Embedded Derivative Liability | SOFR | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument, variable rate, paid in kind interest | 14% | ||||||||||||||
Debt instrument, decreased variable rate, paid in kind | 9.50% |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 08, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 07, 2022 | Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options granted (in shares) | 0 | 0 | |||||
Weighted-average exercise price (in dollars per share) | $ 0 | $ 0 | |||||
Stock-based compensation capitalized due to rig construction activity | $ 0 | $ 0 | $ 0 | $ 0 | |||
Stock options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized (in shares) | 0 | 0 | |||||
Unrecognized compensation costs | $ 0 | $ 0 | |||||
Restricted stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation costs | 800 | $ 800 | |||||
Vesting period (years) | 5 years | ||||||
Period for recognition (in years) | 9 months 18 days | ||||||
Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation costs | $ 6,200 | $ 6,200 | |||||
Vesting period (years) | 3 years | ||||||
Period for recognition (in years) | 1 year 2 months 12 days | ||||||
Shares received per restricted stock unit (in shares) | 1 | 1 | |||||
Performance-based RSUs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation costs | $ 49 | $ 49 | |||||
Vesting period (years) | 3 years | ||||||
Period for recognition (in years) | 3 months 18 days | ||||||
Shares received per restricted stock unit (in shares) | 2 | 2 | |||||
Cash-settled stock appreciation rights | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Exercisable (in shares) | 971,000 | 971,000 | |||||
Weighted average remaining contractual life | 5 years 7 months 6 days | ||||||
Exercisable (in dollar per share) | $ 5.73 | $ 5.73 | |||||
Unrecognized compensation costs | $ 1,100 | $ 1,100 | |||||
Period for recognition (in years) | 10 months 24 days | ||||||
Stock-settled stock appreciation rights | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation costs | $ 2,900 | $ 2,900 | |||||
Period for recognition (in years) | 1 year 4 months 24 days | ||||||
2019 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized (in shares) | 4,575,000 | 275,000 | 275,000 | ||||
Number of additional shares authorized (in shares) | 4,300,000 | ||||||
Number of shares available for future awards (in shares) | 1,461,858 | 1,461,858 |
Stock-Based Compensation (Compe
Stock-Based Compensation (Compensation Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 472 | $ 680 | $ 1,203 | $ 1,217 |
Restricted stock and restricted stock units | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 528 | 454 | 820 | 908 |
Cash-settled stock appreciation rights | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ (56) | $ 226 | $ 383 | $ 309 |
Stock-Based Compensation (Stock
Stock-Based Compensation (Stock Option Activity) (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Options | ||
Beginning balance (in shares) | 27,867 | |
Granted (in shares) | 0 | 0 |
Exercised (in shares) | 0 | |
Forfeited/expired (in shares) | (27,867) | |
Ending balance (in shares) | 0 | |
Exercisable (in shares) | 0 | |
Weighted Average Exercise Price | ||
Beginning balance (in dollars per share) | $ 254.80 | |
Granted (in dollars per share) | 0 | |
Exercised (in dollars per share) | 0 | |
Forfeited/expired (in dollars per share) | 254.80 | |
Ending balance (in dollars per share) | 0 | |
Exercisable (in dollars per share) | $ 0 |
Stock-Based Compensation (Restr
Stock-Based Compensation (Restricted Stock and Restricted Stock Units Activity) (Details) | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Restricted stock | |
Shares | |
Outstanding at Beginning balance (in shares) | shares | 26,890 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | 0 |
Forfeited/Expired (in shares) | shares | 0 |
Outstanding at Ending balance (in shares) | shares | 26,890 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at Beginning balance (in dollars per share) | $ / shares | $ 64.40 |
Granted (in dollars per share) | $ / shares | 0 |
Vested and converted (in dollars per share) | $ / shares | 0 |
Forfeited/Expired (in dollars per share) | $ / shares | 0 |
Outstanding at Ending balance (in dollars per share) | $ / shares | $ 64.40 |
Restricted Stock Units (RSUs) | |
Shares | |
Outstanding at Beginning balance (in shares) | shares | 109,911 |
Granted (in shares) | shares | 1,493,586 |
Vested (in shares) | shares | (78,011) |
Forfeited/Expired (in shares) | shares | (2,743) |
Outstanding at Ending balance (in shares) | shares | 1,522,743 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at Beginning balance (in dollars per share) | $ / shares | $ 8.50 |
Granted (in dollars per share) | $ / shares | 4.18 |
Vested and converted (in dollars per share) | $ / shares | 7.78 |
Forfeited/Expired (in dollars per share) | $ / shares | 38.80 |
Outstanding at Ending balance (in dollars per share) | $ / shares | $ 4.24 |
Performance-based RSUs | |
Shares | |
Outstanding at Beginning balance (in shares) | shares | 27,285 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | (3,056) |
Forfeited/Expired (in shares) | shares | (13,486) |
Outstanding at Ending balance (in shares) | shares | 10,743 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at Beginning balance (in dollars per share) | $ / shares | $ 24.50 |
Granted (in dollars per share) | $ / shares | 0 |
Vested and converted (in dollars per share) | $ / shares | 29 |
Forfeited/Expired (in dollars per share) | $ / shares | 33.10 |
Outstanding at Ending balance (in dollars per share) | $ / shares | $ 12.42 |
Stock-Based Compensation (Sto_2
Stock-Based Compensation (Stock Appreciation Rights) (Details) | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Stock-settled stock appreciation rights | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expiration period (in years) | 7 years |
Exercise price (in dollars per share) | $ 5.19 |
Weighted-Average Assumptions | |
Expected term of SARs (in years) | 4 years 2 months 12 days |
Expected volatility factor (as percent) | 69.90% |
Risk-free interest rate (as percent) | 3.01% |
Stock-settled and Cash-settled SARs | |
Outstanding at Beginning balance (in shares) | shares | 0 |
Granted (in shares) | shares | 1,422 |
Vested (in shares) | shares | 0 |
Forfeited/Expired (in shares) | shares | 0 |
Outstanding at Ending balance (in shares) | shares | 1,422 |
Weighted Average Fair Value Price Per Share | |
Outstanding at Beginning balance (in dollars per share) | $ 0 |
Granted (in dollars per share) | 2.10 |
Vested (in dollars per share) | 0 |
Forfeited/Expired (in dollars per share) | 0 |
Outstanding at Ending balance (in dollars per share) | $ 2.10 |
Stock-settled stock appreciation rights | March 18, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 33.33% |
Cash-settled stock appreciation rights | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expiration period (in years) | 7 years |
Exercise price (in dollars per share) | $ 5.73 |
Market cap price per share | $ 10 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 5 years 7 months 6 days |
Weighted-Average Assumptions | |
Expected term of SARs (in years) | 3 years 2 months 12 days |
Expected volatility factor (as percent) | 121.40% |
Expected dividend yield (as percent) | 0% |
Risk-free interest rate (as percent) | 2.99% |
Stock-settled and Cash-settled SARs | |
Outstanding at Beginning balance (in shares) | shares | 2,913,000 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited/Expired (in shares) | shares | (27,000) |
Outstanding at Ending balance (in shares) | shares | 2,886,000 |
Exercisable (in shares) | shares | 971,000 |
Weighted Average Fair Value Price Per Share | |
Outstanding at Beginning balance (in dollars per share) | $ 5.73 |
Granted (in dollars per share) | 0 |
Exercised (in dollars per share) | 0 |
Forfeited/Expired (in dollars per share) | 5.73 |
Outstanding at Ending balance (in dollars per share) | 5.73 |
Exercisable (in dollar per share) | $ 5.73 |
Stockholders' Equity and Earn_3
Stockholders' Equity and Earnings (Loss) per Share (Narrative) (Details) - $ / shares | Jun. 30, 2022 | Jun. 08, 2022 | Jun. 07, 2022 | Dec. 31, 2021 |
Stockholders' Equity Note [Abstract] | ||||
Shares outstanding (in shares) | 13,617,005 | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Treasury stock (shares) | 81,846 | 81,846 | ||
Shares authorized (in shares) | 250,000,000 | 250,000,000 | 50,000,000 | 250,000,000 |
Stockholders' Equity and Earn_4
Stockholders' Equity and Earnings (Loss) per Share (Basic and Diluted Losses per Share Computations) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | ||||||
Net loss (numerator): | $ (2,791) | $ (58,796) | $ (14,901) | $ (16,025) | $ (61,587) | $ (30,926) |
Loss per share: | ||||||
Basic (in dollars per share) | $ (0.21) | $ (2.22) | $ (4.95) | $ (4.78) | ||
Diluted (in dollars per share) | $ (0.21) | $ (2.22) | $ (4.95) | $ (4.78) | ||
Shares (denominator): | ||||||
Weighted average common shares outstanding - basic (in shares) | 13,590 | 6,714 | 12,453 | 6,466 | ||
Weighted average common shares outstanding - diluted (in shares) | 13,590 | 6,714 | 12,453 | 6,466 |
Stockholders' Equity and Earn_5
Stockholders' Equity and Earnings (Loss) per Share (Anti-dilutive) (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Convertible Debt Securities [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 34,922 | 20,259 | ||
Restricted Stock Units (RSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 1,533 | 141 | 1,533 | 141 |
Stock Appreciation Rights (SARs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 1,422 | 1,422 | ||
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities (in shares) | 28 | 28 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate (as a percent) | (371.50%) | (0.20%) | (2.50%) | (0.20%) |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Outstanding purchase commitments | $ 3.9 |
Related Parties (Details)
Related Parties (Details) $ in Millions | Mar. 18, 2022 USD ($) director | Jul. 01, 2022 director |
Related Party Transactions [Abstract] | ||
Aggregate principal amount | $ | $ 78.9 | |
Number Of directors who can be nominated | 1 | |
Number of holder representatives that have the right to nominate additional representative as director | 2 | |
Number of additional representatives to be appointed as individual director | 1 | |
Merger consideration payable to an affiliate | $ | $ 25 | |
Number of directors | 6 | 7 |