DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 3 Months Ended | |
Mar. 31, 2017 | May 01, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ProPetro Holding Corp. | |
Entity Central Index Key | 1,680,247 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding (in shares) | 83,039,854 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current Assets | ||
Cash and cash equivalents | $ 85,625 | $ 133,596 |
Accounts receivable - net of allowance for doubtful accounts of $545 and $552, respectively | 109,866 | 115,179 |
Inventories | 5,154 | 4,713 |
Prepaid expenses | 3,938 | 4,608 |
Other current assets | 4,418 | 6,684 |
Total current assets | 209,001 | 264,780 |
PROPERTY AND EQUIPMENT - Net of accumulated depreciation | 298,382 | 263,862 |
OTHER NONCURRENT ASSETS: | ||
Goodwill | 9,425 | 9,425 |
Intangible assets - net of amortization | 517 | 589 |
Deferred revenue rebate - net of amortization | 2,000 | 2,462 |
Other noncurrent assets | 1,877 | 304 |
Total other noncurrent assets | 13,819 | 12,780 |
TOTAL ASSETS | 521,202 | 541,422 |
CURRENT LIABILITIES: | ||
Accounts payable | 118,255 | 129,093 |
Accrued liabilities | 9,681 | 13,619 |
Current portion of long-term debt | 6,087 | 16,920 |
Accrued interest payable | 0 | 109 |
Total current liabilities | 134,023 | 159,741 |
DEFERRED INCOME TAXES | 1,204 | 1,148 |
LONG-TERM DEBT | 11,687 | 159,407 |
OTHER LONG-TERM LIABILITIES | 120 | 117 |
Total liabilities | 147,034 | 320,413 |
COMMITMENTS AND CONTINGENCIES (Note 9) | ||
SHAREHOLDERS’ EQUITY: | ||
Preferred stock, $0.001 par value, 43,500,000 shares authorized, 0 and 16,999,990 shares issued, respectively | 0 | 17 |
Preferred stock, additional paid-in capital | 0 | 162,494 |
Common stock, $0.001 par value, 290,000,000 shares authorized, 83,039,854 and 52,627,652 shares issued, respectively | 83 | 53 |
Additional paid-in capital | 605,346 | 265,355 |
Accumulated deficit | (231,261) | (206,910) |
Total shareholders’ equity | 374,168 | 221,009 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 521,202 | $ 541,422 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 545 | $ 552 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 43,500,000 | 43,500,000 |
Preferred stock, issued (in shares) | 0 | 16,999,990 |
Preferred stock, outstanding (in shares) | 0 | 16,999,990 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 290,000,000 | 290,000,000 |
Common stock, issued (in shares) | 83,039,854 | 52,627,652 |
Common stock, outstanding (in shares) | 83,039,854 | 52,627,652 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Income Statement [Abstract] | ||
REVENUE - Total service revenue | $ 171,931 | $ 87,930 |
COSTS AND EXPENSES | ||
Cost of services (exclusive of depreciation and amortization) | 149,565 | 80,289 |
General and administrative (inclusive of stock-based compensation) | 19,859 | 5,808 |
Depreciation and amortization | 11,151 | 11,085 |
Loss on disposal of assets | 10,442 | 4,767 |
Total costs and expenses | 191,017 | 101,949 |
OPERATING LOSS | (19,086) | (14,019) |
OTHER INCOME (EXPENSE): | ||
Interest expense | (5,175) | (5,415) |
Other income (expense) | 26 | (298) |
Total other expense | (5,149) | (5,713) |
LOSS BEFORE INCOME TAXES | (24,235) | (19,732) |
INCOME TAX (EXPENSE)/BENEFIT | (116) | 6,792 |
NET LOSS | $ (24,351) | $ (12,940) |
NET LOSS PER COMMON SHARE: | ||
Basic (in dollars per share) | $ (0.43) | $ (0.37) |
Diluted (in dollars per share) | $ (0.43) | $ (0.37) |
Denominator | ||
Basic (in shares) | 55,996 | 34,993 |
Diluted (in shares) | 55,996 | 34,993 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY - 3 months ended Mar. 31, 2017 - USD ($) $ in Thousands | Total | Preferred Stock | Preferred Additional Paid-In Capital | Common Stock | Additional Paid-In Capital | Accumulated Deficit |
BALANCE at Dec. 31, 2016 | $ 221,009 | $ 17 | $ 162,494 | $ 53 | $ 265,355 | $ (206,910) |
Balance (in shares) at Dec. 31, 2016 | 17,000,000 | 52,628,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation | 7,369 | 7,369 | ||||
Initial Public Offering net of costs (in shares) | 13,250,000 | |||||
Initial Public Offering net of costs | 170,141 | $ 13 | 170,128 | |||
Conversion of preferred equity to common at IPO (in shares) | (17,000,000) | 17,000,000 | ||||
Conversion of preferred stock to common at Initial Public Offering | $ 0 | $ (17) | (162,494) | $ 17 | 162,494 | |
Exercise of stock options—net (in shares) | 226,194 | 162,000 | ||||
Exercise of stock options—net | $ 0 | $ 0 | 0 | |||
Net loss | (24,351) | (24,351) | ||||
Balance (in shares) at Mar. 31, 2017 | 0 | 83,040,000 | ||||
BALANCE at Mar. 31, 2017 | $ 374,168 | $ 0 | $ 0 | $ 83 | $ 605,346 | $ (231,261) |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (24,351) | $ (12,940) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 11,151 | 11,085 |
Deferred income tax expense (benefit) | 55 | (6,792) |
Amortization of deferred revenue rebate | 462 | 462 |
Amortization of deferred debt issuance costs | 3,158 | 338 |
Stock-based compensation | 7,369 | 206 |
Loss on disposal of assets | 10,442 | 4,767 |
(Gain) loss on interest rate swap | (138) | 252 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 5,313 | 49,337 |
Other current assets | 468 | (151) |
Inventories | (441) | 3,816 |
Prepaid expenses | 670 | 1,297 |
Accounts payable | (14,884) | (36,836) |
Accrued liabilities | (2,560) | (811) |
Accrued interest | (108) | 214 |
Net cash (used in) provided by operating activities | (3,394) | 14,244 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (50,910) | (12,217) |
Proceeds from sale of assets | 452 | 29 |
Net cash used in investing activities | (50,458) | (12,188) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayments of borrowings | (161,669) | (4,019) |
Repayments of insurance financing | (1,236) | (1,227) |
Payment of debt issuance costs | (1,615) | 0 |
Proceeds from IPO | 185,500 | 0 |
Payment of IPO costs | (15,099) | 0 |
Net cash provided by (used in) financing activities | 5,881 | (5,246) |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (47,971) | (3,190) |
CASH AND CASH EQUIVALENTS - Beginning of period | 133,596 | 34,310 |
CASH AND CASH EQUIVALENTS - End of period | $ 85,625 | $ 31,120 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements of ProPetro Holding Corp. and its subsidiary (the "Company," "we," "us" or "our") have been prepared in accordance with the requirements of the U.S. Securities and Exchange Commission ("SEC") for interim financial information and do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America ("GAAP") for annual financial statements. Those adjustments that are, in the opinion of management, necessary for a fair presentation of the results of the interim periods have been made. Results of operations for such interim periods are not necessarily indicative of the results of operations for a full year due to changes in market conditions and other factors. The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2016 in the final prospectus of the Company filed with the SEC pursuant to rule 424(b) under the Securities Act of 1933 on March 20, 2017 ("Prospectus"). Initial Public Offering On March 22, 2017, we consummated our initial public offering ("IPO"), in which 25,000,000 shares of our common stock, par value $0.001 per share, were sold at a public offering price of $14.00 per share, with 13,250,000 shares issued and sold by the Company and 11,750,000 shares sold by existing stockholders. We received net proceeds of approximately $170.1 million after deducting $10.9 million of underwriting discounts and commissions, and $4.5 million of other offering expenses. Upon closing of the IPO, we used the proceeds (i) to repay $71.8 million in outstanding borrowings under our Term Loan, (ii) to fund the purchase of additional hydraulic fracturing fleets and ancillary equipment, and (iii) for general corporate purposes. In connection with the IPO, the Company executed a stock split, such that each holder of common stock of the Company received 1.45 shares of common stock for every one share of previous common stock. Accordingly, any information related to or dependent upon the share or option counts in our comparative 2016 condensed consolidated financial statements (Unaudited) and Note 6, Net Loss per Share , Note 7, Stock-Based Compensation , and Note 10, Equity Capitalization , have been updated to reflect the effect of the stock split. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 3 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (Topic 606) . ASU No. 2014-09 requires entities to recognize revenue to depict transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU No. 2014-09 requires entities to disclose both qualitative and quantitative information that enables users of the consolidated financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers, including disclosure of significant judgments affecting the recognition of revenue. ASU No. 2014-09 was originally effective for annual periods beginning after December 15, 2016, using either the retrospective or cumulative effect transition method. On August 12, 2015, the FASB issued ASU No. 2015-14, which defers the effective date of the revenue standard, ASU No. 2014-09, by one year for all entities and permits early adoption on a limited basis. The Company believes that the adoption of this guidance will not materially affect the Company’s revenue recognition. However, the Company will continue to evaluate and quantify the effect of the adoption of this guidance on its consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory, which requires entities to measure most inventory "at the lower of cost and net realizable value," thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. ASU No. 2015-11 does not apply to inventories that are measured by using either the last-in, first-out method or the retail inventory method. The amendments in ASU No. 2015-11 are effective for fiscal years beginning after December 15, 2016. The ASU became effective for us in 2017 and the adoption of this guidance did not materially affect our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases , a new standard on accounting for leases. The ASU introduces a lessee model that brings most leases on the balance sheet. The new standard also aligns many of the underlying principles of the new lessor model with those in the current accounting guidance as well as the FASB’s new revenue recognition standard. However, the ASU eliminates the use of bright-line tests in determining lease classification as required in the current guidance. The ASU also requires additional qualitative disclosures along with specific quantitative disclosures to better enable users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The pronouncement is effective for annual reporting periods beginning after December 15, 2018, including periods within that reporting period, using a modified retrospective approach. Early adoption is permitted. The Company has not completed an evaluation of the impact the pronouncement will have on our consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, Compensation- Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which modifies several aspects of the accounting for share-based payment transactions including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The new standard is effective for fiscal years and interim periods beginning after December 15, 2016, with early adoption permitted. The ASU became effective for us in 2017 and the adoption of this guidance did not materially affect our consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment , which removes the requirement to compare the implied fair value of goodwill with its carrying amount as part of step two of the goodwill impairment test. As a result, under this ASU, an entity would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. This pronouncement is effective for impairment tests in fiscal years beginning after December 15, 2019, on a prospective basis. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company believes that the adoption of this guidance will not materially affect our consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches and establishes a hierarchy for inputs used in measuring fair value that maximizes the use of relevant observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used, when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the assumptions other market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the observability of inputs as follows: Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these instruments does not entail a significant degree of judgment. Level 2 — Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement. A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Assets and Liabilities Measured at Fair Value on a Recurring Basis Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable, and a derivative financial instrument. The estimated fair value of our financial instruments — cash and cash equivalents, accounts receivable and accounts payable at March 31, 2017 , and December 31, 2016 approximates their carrying value as reflected in our condensed consolidated balance sheets due to their short-term nature. We use a derivative financial instrument, an interest rate swap, to manage interest rate risk. Our policies do not permit the use of derivative financial instruments for speculative purposes. We did not designate the interest rate swap as a hedge for accounting purposes. We record all derivatives as of the end of our reporting period in our condensed consolidated balance sheet at fair value, which is based on quoted market prices, a Level 1 input. We may be exposed to credit losses in the event of nonperformance by counterparties to the interest rate swap. The counterparty of the interest rate swap is a credible, large institution, and the Company does not believe there is significant or material credit risk upon settlement of the contract. The fair value of the interest rate swap liability at March 31, 2017 and December 31, 2016 was $0.1 million and $0.3 million , respectively. Based on quoted market prices as of March 31, 2017 and 2016 , for contracts with similar terms and maturity date, as provided by the counterparty, we recorded a gain of $0.1 million and a loss of $0.3 million during the three months ended March 31, 2017 and 2016 , respectively. Assets Measured at Fair Value on a Nonrecurring Basis Assets measured at fair value on a nonrecurring basis at March 31, 2017 and December 31, 2016 , respectively, are set forth below: Estimated fair value measurements Balance Quoted prices in active market (Level 1) Significant other observable inputs (Level 2) Significant other unobservable inputs (Level 3) Total gains (losses) ($ in thousands) March 31, 2017: Property and equipment, net $ — $ — $ — $ — $ — Goodwill $ — $ — $ — $ — $ — December 31, 2016: Property and equipment, $ 8,700 $ — $ 8,700 $ — $ (6,305 ) Goodwill $ 9,425 $ — $ — $ 9,425 $ (1,177 ) No impairment of property and equipment was recorded during the three months ended March 31, 2017 or 2016 . In the prior year, during fourth quarter of 2016 , the depressed cash flows and continued decline in utilization of our Permian drilling assets were indicative of potential impairment, resulting in the Company comparing the carrying value of the Permian drilling assets with its estimated fair value. We determined that the carrying value of the Permian drilling assets was greater than its estimated fair value, and as such, an impairment expense was recorded in the fourth quarter of 2016 . The non-cash asset impairment charges recorded in the fourth quarter of 2016 for Permian drilling was $6.3 million , which had a then net carrying value of $15.0 million prior to the impairment write-down. The Company generally applies fair value techniques to our reporting units on a nonrecurring basis associated with valuing potential impairment loss related to goodwill. The Company's estimate of the reporting unit fair value was based on a combination of income and market approaches, Level 1 and 3, respectively, in the fair value hierarchy. The income approach involves the use of a discounted cash flow method, with the cash flow projections discounted at an appropriate discount rate. The market approach involves the use of comparable public companies market multiples in estimating the fair value. Significant assumptions include projected revenue growth, capital expenditures, utilization, gross margins, discount rates, terminal growth rates, and weight allocation between income and market approaches. If the reporting unit's carrying amount exceeds its fair value, we consider goodwill impaired and perform a second step to measure the amount of the impairment loss. There were no additions to, or disposal of, goodwill during the three months ended March 31, 2017 and 2016 . At December 31, 2016 , we estimated the fair value of the surface drilling reporting unit to be $3.8 million and its carrying value was $4.2 million . As a result of the potential impairment with the carrying value exceeding the estimated fair value, we then further determined the implied fair value of the $1.2 million goodwill for the surface drilling reporting unit to be $0 . Accordingly, we recorded an impairment loss of $1.2 million during the fourth quarter of 2016. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt 2013 Term Loan and Revolving Credit Facility On September 30, 2013, we entered into a term loan in the amount of $220 million ("Term Loan") with a $40 million revolving credit line ("Revolving Credit Facility" ) . Borrowings under the Term Loan and Revolving Credit Facility accrue interest at LIBOR plus 6.25% , subject to a 1% LIBOR floor, and were secured by a first priority lien and security interest in all assets of the Company. Proceeds from the Term Loan were used to pay off 100% of our debt outstanding, including accrued interest, at September 30, 2013, with excess proceeds from the Term Loan and the $40 million Revolving Credit Facility used to fund growth and working capital needs. The Term Loan and Revolving Credit Facility were scheduled to mature on September 30, 2019 and September 30, 2018, respectively, with quarterly payments of principal and interest. Under the Term Loan and Revolving Credit Facility we were required to comply, subject to certain exceptions and materiality qualifiers, with certain customary affirmative and negative covenants, including, but not limited to, covenants pertaining to reporting, insurance, collateral maintenance, change of control, transactions with affiliates, distributions, and limitations on additional indebtedness. In addition, the Term Loan and Revolving Credit Facility included a maximum leverage ratio of 3.5 x EBITDA (earnings before interest, taxes, depreciation, and amortization) to total debt, which became effective March 31, 2014. In 2015, given the then near-term economic uncertainty and volatility of commodity prices, we determined that we were likely to be out of compliance with the leverage ratio covenant under the Term Loan and Revolving Credit Facility at the March 31, 2016 test date. Accordingly, the Company and its equity sponsor, Energy Capital Partners, commenced negotiations with the lenders to amend the covenants and leverage ratio in the Term Loan and Revolving Credit Facility. The resulting amendment and waiver agreement was executed on June 8, 2016. Under the terms of the amendment, Energy Capital Partners infused $40 million of additional equity into the Company, $10 million of which was reserved for working capital, with up to $30 million available to repurchase debt. A minority shareholder also infused $0.425 million alongside Energy Capital Partners to prevent dilution. The amendment and waiver also suspended the leverage ratio test until June 30, 2017, and provided us with 30 days to deliver any past-due financial statements. Gain on Extinguishment of Debt — in connection with the amendment to the Term Loan and Revolving Credit Facility, we initiated an auction process with the lenders to repurchase a portion of debt for a price of 80 cents , at a 20% discount to par value. The auction settled on June 16, 2016 as the Company repurchased a total amount of $37.5 million of debt for $30 million plus $0.525 million in debt extinguishment auction costs, leading to a gain on extinguishment of debt of $6.975 million . On January 13, 2017, we repaid $75 million of the outstanding balance under the Term Loan and repaid the remaining balance of $13.5 million under the Revolving Credit Facility using a portion of the proceeds from the private placement offering. On March 22, 2017, we retired the $71.8 million remaining balance of the Term Loan, along with accrued interest, using a portion of the proceeds from our IPO. Each of the Term Loan and Revolving Credit Facility were terminated in accordance with their terms upon the repayment of outstanding borrowings. Equipment and Manufacturing Notes On November 24, 2015, we entered into 36 -month financing arrangement for three hydraulic fracturing fleets in the amount of $25 million , and a portion of the proceeds were used to pay off the previous manufacturer notes, with the remainder being used for additional liquidity. ABL Credit Facility On March 22, 2017, we entered into a new revolving credit facility with a $150 million borrowing capacity ("ABL Credit Facility"). Borrowings under the ABL Credit Facility accrue interest based on a three-tier pricing grid tied to availability, and we may elect for loans to be based on either LIBOR or base rate, plus the applicable margin, which ranges from 1.75% to 2.25% for LIBOR loans and 0.75% to 1.25% for base rate loans, with no LIBOR floor. Borrowings under the ABL Credit Facility are secured by a first priority lien and security interest in substantially all assets of the Company. The ABL Credit Facility has a tenor of 5 years and a borrowing base of 85% of eligible accounts receivables less customary reserves. Under this facility we are required to comply, subject to certain exceptions and materiality qualifiers, with certain customary affirmative and negative covenants, including, but not limited to, covenants pertaining to our ability to incur liens, indebtedness, changes in the nature of our business, mergers and other fundamental changes, disposal of assets, investments and restricted payments, amendments to our organizational documents or accounting policies, making prepayments of certain debt, dividends, transactions with affiliates, and certain other activities. In addition, the ABL Credit Facility includes a Springing Fixed Charge Coverage Ratio ("FCCR") of 1.0 x when excess availability is less than the greater of (i) 10% of the lesser of the facility size and the Borrowing Base and (ii) $12 million . The ABL has a commitment fee of 0.25% if the utilization is greater than 50% of the borrowing base, otherwise it is 0.375% . Total debt consisted of the following notes at March 31, 2017 and December 31, 2016 , respectively: ($ in thousands) 2017 2016 ABL Credit Facility $ — $ — 6.25% "Term loan" due September 2019 — 146,750 Revolving Credit Facility — 13,500 Equipment refinancing 17,774 19,193 Total debt 17,774 179,443 Less deferred loan costs, net of amortization — 3,116 Subtotal 17,774 176,327 Less current portion of long-term debt 6,087 16,920 Total long-term debt, net of deferred loan costs $ 11,687 $ 159,407 As of March 31, 2017 , the ABL Credit Facility was undrawn, and the loan origination costs relating to the ABL Credit Facility are classified as an asset in the balance sheet. Annual Maturities — Scheduled remaining annual maturities of total debt are as follows at March 31, 2017 : ($ in thousands) 2017 $ 4,501 2018 13,273 Total $ 17,774 |
Reportable Segment Information
Reportable Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Reportable Segment Information | Reportable Segment Information The Company has seven operating segments for which discreet financial information is readily available: hydraulic fracturing, cementing, acidizing, coil tubing, flowback, surface drilling, and Permian drilling. These segments represent how the Chief Operating Decision Maker (CODM) evaluates performance and allocates resources. In accordance with Accounting Standards Codification (ASC) 280 - Segment Reporting , the Company has one reportable segment (pressure pumping) comprised of the hydraulic fracturing, cementing, and acidizing operating segments. All other operating segments and corporate administrative expenses are included in the ‘‘all other’’category in the table below. Inter-segment revenues are not material and were not shown separately in the table below. The Company manages and assesses the performance of the reportable segment by its adjusted EBITDA (earnings before other income (expense), interest, taxes, depreciation & amortization, stock-based compensation expense, impairment expense, (gain)/loss on disposal of assets and other unusual or nonrecurring one-time expenses or income). A reconciliation from segment level financial information to the consolidated statement of operations is provided in the table below. ($ in thousands) Pressure Pumping All Other Total Three months ended March 31, 2017 Service revenue $ 163,840 $ 8,091 $ 171,931 Adjusted EBITDA $ 16,919 $ (691 ) $ 16,228 Depreciation and amortization $ 9,995 $ 1,156 $ 11,151 Goodwill $ 9,425 $ — $ 9,425 Capital expenditures $ 55,042 $ 1,419 $ 56,461 Total assets $ 481,081 $ 40,121 $ 521,202 Three months ended March 31, 2016 Service revenue $ 79,545 $ 8,385 $ 87,930 Adjusted EBITDA $ 3,021 $ (982 ) $ 2,039 Depreciation and amortization $ 9,410 $ 1,675 $ 11,085 Goodwill $ 9,425 $ 1,177 $ 10,602 Capital expenditures $ 6,490 $ 4 $ 6,494 Total assets $ 335,542 $ 43,574 $ 379,116 Reconciliation of net loss to adjusted EBITDA: ($ in thousands) Pressure Pumping All Other Total Three months ended March 31, 2017 Net loss $ (7,918 ) $ (16,433 ) $ (24,351 ) Depreciation and amortization 9,995 1,156 11,151 Interest expense — 5,175 5,175 Income tax expense — 116 116 Loss/(Gain) on disposal of assets 10,709 (267 ) 10,442 Stock-based compensation — 7,369 7,369 Other income — (26 ) (26 ) IPO bonus expense 4,133 2,219 6,352 Adjusted EBITDA $ 16,919 $ (691 ) $ 16,228 Three months ended March 31, 2016 Net loss $ (11,160 ) $ (1,780 ) $ (12,940 ) Depreciation and amortization 9,410 1,675 11,085 Interest expense — 5,415 5,415 Income tax benefit — (6,792 ) (6,792 ) Loss/(Gain) on disposal of assets 4,771 (4 ) 4,767 Stock-based compensation — 206 206 Other expense — 298 298 Adjusted EBITDA $ 3,021 $ (982 ) $ 2,039 |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Net loss per share is determined by dividing the net loss relevant to the common stockholders by the weighted average number of shares outstanding during the quarter. Diluted net loss per common share uses the same net loss divided by the number of shares that would be outstanding assuming dilutive options and stock are converted (conversion method). The table below shows the calculations for the three months ended March 31, 2017 and 2016 . ($ in thousands, except for share data) 2017 2016 Numerator (both basic and diluted) Net loss relevant to common stockholders $ (24,351 ) $ (12,940 ) Denominator Denominator for basic earnings (loss) per share 55,996 34,993 Denominator for diluted earnings (loss) per share 55,996 34,993 Basic loss per common share $ (0.43 ) $ (0.37 ) Diluted loss per common share $ (0.43 ) $ (0.37 ) As shown in the table below, our non-vested restricted stock and stock options have not been included in the calculation of diluted earnings (loss) per share as they would be anti-dilutive to the calculation above. 2017 2016 Stock options 4,641,501 3,485,805 Preferred stock — — Non-vested restricted stock 372,335 372,335 5,013,836 3,858,140 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Options Effective March 4, 2013, we adopted the ProPetro Stock Option Plan pursuant to which our Board of Directors may grant stock options or other stock-based awards to key employees, consultants, and directors. The Plan, as amended, is authorized to grant up to 4,645,884 shares of common stock to be issued upon exercise of the options. The Company’s share price used to estimate the fair value of the option at the grant date was based on a combination of income and market approaches, which are highly complex and sensitive. The income approach involves the use of a discounted cash flow method, with the cash flow projections discounted at an appropriate discount rate. The market approach involves the use of comparable public companies market multiples in estimating the fair value of the Company’s stock. The expected term used to calculate the fair value of all options considers the vesting date and the grant’s expiration date. The expected volatility was estimated by considering comparable public companies, and the risk free rate is based on the U.S treasury yield curve as of the grant date. The dividend assumption is based on historical experience. After becoming a public company, the market price would be used to determine the market value of our common stock. Prior to 2015, we had granted a total of 3,499,228 options with an exercise price of $3.96 per option, and all options expire 10 years from the date of grant. On June 14, 2013, we granted 2,799,408 stock option awards to certain key employees and directors that shall vest and become exercisable based upon the achievement of a service requirement. The options vest in 25% increments for each year of continuous service and an option becomes fully vested upon the optionee’s completion of the fourth year of service. The contractual term for the options awarded is 10 years. For the three months ended March 31, 2017 and 2016 , we recognized $0.3 million in compensation expense related to these stock options. The fair value of each option award granted is estimated on the date of grant using the Black-Scholes option-pricing model. The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 45 % Expected dividends $ — Expected term (in years) 6.25 Risk free rate 1.35 % On December 1, 2013, we granted 699,820 stock option awards to certain key employees which were scheduled to vest in four substantially equal annual installments, subject to service and performance requirements and acceleration upon a change in control. As of December 31, 2016 , the performance requirement was not considered to be probable of achievement for any of the outstanding option awards and 114,456 options were forfeited during the year ended December 31, 2016 . Accordingly, we have not recognized any compensation expense related to these stock options as of December 31, 2016. Effective March 16, 2017, we terminated the options in connection with the IPO and approved a cash bonus totaling $5.1 million to the holders of the options. The contractual term for the options awarded is 10 years. The fair value of each option award granted is estimated on the date of grant using the Black-Scholes option-pricing model. The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 45 % Expected dividends $ — Expected term (in years) 6.25 Risk free rate 1.83 % On July 19, 2016, we granted 1,274,549 stock option awards to certain key employees and directors which are scheduled to vest in five substantially equal semi-annual installments commencing in December 2016, subject to a continuing services requirement. The contractual term for the options awarded is 10 years. For the three months ended March 31, 2017 , we recognized the remaining $1.8 million in stock compensation expense related to these stock options, as the Company fully accelerated vesting of the options in connection with the IPO. The fair value of each option award granted is estimated on the date of grant using the Black- Scholes option-pricing model. The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 55 % Expected dividends $ — Expected term (in years) 5.8 Risk free rate 1.22 % On March 16, 2017, we granted 793,738 stock option awards to certain key employees and directors which are scheduled to vest in four substantially equal annual installments, subject to a continuing service requirement. The contractual term for the options awarded is 10 years. For the three months ended March 31, 2017 , we recognized $0.03 million in stock compensation expense related to these stock options. The fair value of each option award granted is estimated on the date of grant using the Black- Scholes option-pricing model. The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 18 % Expected dividends $ — Expected term (in years) 6.25 Risk free rate 2.23 % The total stock compensation expense for the three months ended March 31, 2017 and 2016 for all stock options was $2.2 million and $0.3 million , respectively. The tax benefit related to the stock compensation expense recorded for the three months ended March 31, 2017 and 2016 was $0.8 million and $0.1 million , respectively. The total unrecognized compensation expense as of March 31, 2017 is approximately $0.3 million , and is expected to be recognized over a weighted-average period of approximately 0.2 years. A summary of the stock option activity for the three months ended March 31, 2017 and the year ended December 31, 2016 , is presented below. Number Weighted Weighted Outstanding at January 1, 2016 3,485,791 $ 3.96 $ 1.77 Granted 1,274,549 $ 2.25 $ 1.77 Exercised — $ — $ — Forfeited (114,456 ) $ 3.96 $ 1.77 Expired — $ — $ — Outstanding at December 31, 2016 4,645,884 $ 3.49 $ 1.77 Exercisable at December 31, 2016 2,354,466 $ 3.77 $ 1.77 Outstanding at January 1, 2017 4,645,884 $ 3.49 $ 1.77 Granted 793,738 $ 14.00 $ 3.35 Exercised (226,194 ) $ 3.96 $ 1.77 Forfeited — $ — $ — Expired — $ — $ — Canceled (571,927 ) $ 3.96 $ 1.77 Outstanding at March 31, 2017 4,641,501 $ 5.21 $ 2.04 Exercisable at March 31, 2017 3,147,911 $ 3.27 $ 1.77 Restricted Stock Units (Non-Vested Stock) On September 30, 2013, our Board of Directors authorized and granted 372,335 Restricted Stock Units (RSUs) to a key executive. Each RSU represents the right to receive one share of common stock of the Company at par value $0.001 per share. Under the terms of the award, the shares of common stock subject to the RSUs were to be paid to the grantee upon change in control, regardless of whether the grantee was affiliated with the Company on the settlement date. The fair value of the RSUs is measured as the price of the Company’s shares on the grant date, which was estimated to be $3.89 . The share price used to estimate the fair value of the RSU at the grant date was based on a combination of income and market approaches, which are highly complex and sensitive. The income approach involves the use of a discounted cash flow method, with the cash flow projections discounted at an appropriate discount rate. The market approach involves the use of comparable public companies market multiples in estimating the fair value of the Company’s stock. Effective March 22, 2017, the Board of Directors cancelled these RSUs and issued 372,335 new RSUs to the grantee. These new RSUs are effectively identical to the RSUs granted in 2013, provided, however, that the RSUs will now be payable in full on March 22, 2018. The fair value of the new RSUs was based on the Company's stock market price at the grant date. In connection with the IPO, we fully recognized the stock compensation expense related to the re-issued RSUs. During the three months ended March 31, 2017 and 2016 the recorded stock compensation expense was $5.2 million and $0 , respectively. The tax benefit related to the stock compensation expense recorded for the three months ended March 31, 2017 and 2016 was $ 1.8 million and $0 , respectively. |
Related-Party Transactions
Related-Party Transactions | 3 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions The Company leases its corporate offices from a related party pursuant to a five -year lease agreement with a five -year extension option requiring a base rent of $0.07 million per year. The Company also leases five properties adjacent to the corporate office from related parties with annual base rents of $0.03 million , $0.03 million , $0.09 million , $0.09 million , and $0.18 million . For the three months ended March 31, 2017 and 2016 , the Company paid approximately $0.02 million and $0.03 million , respectively, for the use of transportation services from a related party. The Company also rents equipment in Elk City, Oklahoma from a related party. For the the three months ended March 31, 2017 and 2016 , the Company paid $0.05 million and $0.05 million , respectively. At March 31, 2017 and December 31, 2016 , the Company had $0.01 million and $0 in payables, respectively, and approximately $0.03 million and $0.04 million in receivables, respectively, for related parties for services provided. All agreements pertaining to realty property and equipment were entered into during periods where the Company had limited liquidity and related parties secured them on behalf of the Company. All related party transactions are immaterial and have not been separately shown on the face of the financial statements. For related party disclosure related to equity transactions with Energy Capital Partners, see Note 10. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Lease We have various operating leases for office space and certain property and equipment. For the three months ended March 31, 2017 and 2016 , we recorded operating lease expense of $ 0.3 million and $ 0.3 million , respectively. Required remaining lease payments for each fiscal year are as follows: ($ in thousands) 2017 $ 348 2018 426 2019 366 2020 344 2021 and thereafter 774 Total $ 2,258 Contingent Liabilities We may be subject to various legal actions, claims, and liabilities arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a materially adverse effect on our financial position, results of operations, or liquidity. |
Equity Capitalization
Equity Capitalization | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Equity Capitalization | Equity Capitalization Credit Amendment Equity Infusion In connection with the Term Loan and Revolving Credit Facility amendment dated June 8, 2016 (see Note 4), ECP and its related affiliates along with other shareholders infused $40.425 million of equity into the Company and we issued 18,007,328 additional shares of stock. Convertible Preferred Stock On December 27, 2016, we completed a private placement offering of $170.0 million , issuing 16,999,990 shares of Series A nonparticipating convertible preferred stock, par value $0.001 per share. Costs associated with the offering were approximately $7.0 million , resulting in net proceeds to the Company of approximately $163.0 million . As of December 31, 2016 , 16,999,990 shares of Series A convertible preferred stock were issued and outstanding, convertible into common stock at the conversion price per the private placement agreement. Upon the consummation of the IPO, the Series A Preferred stock automatically converted into common stock. Initial Public Offering On March 22, 2017, we consummated our initial public offering, or IPO, in which 25,000,000 shares of our common stock, par value $0.001 per share, were sold at a public offering price of $14.00 per share, with 13,250,000 shares issued and sold by the Company and 11,750,000 shares sold by existing stockholders. We received net proceeds of approximately $170.1 million after deducting $10.9 million of underwriting discounts and commissions, and $4.5 million of other offering expenses. At closing, we used the proceeds (i) to repay $71.8 million in outstanding borrowings under the term loan, (ii) to fund the purchase of additional hydraulic fracturing fleets and ancillary equipment, and (iii) for general corporate purposes. In connection with the IPO, all 16,999,990 shares of our outstanding Series A Preferred Stock converted to common stock on a 1 :1 basis. Additionally, on March 28, 2017, two executives net settled 226,194 of their exercisable stock options and received 162,212 shares of common stock . At March 31, 2017 , the Company has 83,039,854 common shares outstanding, of which ECP and its related affiliates hold 34,527,928 shares (approximately 41.6% of all outstanding shares of common stock). As of December 31, 2016 , the Company had 52,627,652 common shares outstanding and ECP and its related affiliates held 48,330,667 shares, or approximately 91.8% . |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The accompanying condensed consolidated financial statements of ProPetro Holding Corp. and its subsidiary (the "Company," "we," "us" or "our") have been prepared in accordance with the requirements of the U.S. Securities and Exchange Commission ("SEC") for interim financial information and do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America ("GAAP") for annual financial statements. Those adjustments that are, in the opinion of management, necessary for a fair presentation of the results of the interim periods have been made. Results of operations for such interim periods are not necessarily indicative of the results of operations for a full year due to changes in market conditions and other factors. The condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2016 in the final prospectus of the Company filed with the SEC pursuant to rule 424(b) under the Securities Act of 1933 on March 20, 2017 ("Prospectus"). |
Fair Value Measurement | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the Company uses various valuation approaches and establishes a hierarchy for inputs used in measuring fair value that maximizes the use of relevant observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used, when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions about the assumptions other market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on the observability of inputs as follows: Level 1 — Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these instruments does not entail a significant degree of judgment. Level 2 — Valuations based on one or more quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement. A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Assets and Liabilities Measured at Fair Value on a Recurring Basis Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable, and a derivative financial instrument. The estimated fair value of our financial instruments — cash and cash equivalents, accounts receivable and accounts payable at March 31, 2017 , and December 31, 2016 approximates their carrying value as reflected in our condensed consolidated balance sheets due to their short-term nature. We use a derivative financial instrument, an interest rate swap, to manage interest rate risk. Our policies do not permit the use of derivative financial instruments for speculative purposes. We did not designate the interest rate swap as a hedge for accounting purposes. We record all derivatives as of the end of our reporting period in our condensed consolidated balance sheet at fair value, which is based on quoted market prices, a Level 1 input. We may be exposed to credit losses in the event of nonperformance by counterparties to the interest rate swap. The counterparty of the interest rate swap is a credible, large institution, and the Company does not believe there is significant or material credit risk upon settlement of the contract. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Assets measured at fair value on a nonrecurring basis | Assets measured at fair value on a nonrecurring basis at March 31, 2017 and December 31, 2016 , respectively, are set forth below: Estimated fair value measurements Balance Quoted prices in active market (Level 1) Significant other observable inputs (Level 2) Significant other unobservable inputs (Level 3) Total gains (losses) ($ in thousands) March 31, 2017: Property and equipment, net $ — $ — $ — $ — $ — Goodwill $ — $ — $ — $ — $ — December 31, 2016: Property and equipment, $ 8,700 $ — $ 8,700 $ — $ (6,305 ) Goodwill $ 9,425 $ — $ — $ 9,425 $ (1,177 ) |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of debt | Total debt consisted of the following notes at March 31, 2017 and December 31, 2016 , respectively: ($ in thousands) 2017 2016 ABL Credit Facility $ — $ — 6.25% "Term loan" due September 2019 — 146,750 Revolving Credit Facility — 13,500 Equipment refinancing 17,774 19,193 Total debt 17,774 179,443 Less deferred loan costs, net of amortization — 3,116 Subtotal 17,774 176,327 Less current portion of long-term debt 6,087 16,920 Total long-term debt, net of deferred loan costs $ 11,687 $ 159,407 |
Annual maturities of debt | Scheduled remaining annual maturities of total debt are as follows at March 31, 2017 : ($ in thousands) 2017 $ 4,501 2018 13,273 Total $ 17,774 |
Reportable Segment Information
Reportable Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Reconciliation of segment information | Reconciliation of net loss to adjusted EBITDA: ($ in thousands) Pressure Pumping All Other Total Three months ended March 31, 2017 Net loss $ (7,918 ) $ (16,433 ) $ (24,351 ) Depreciation and amortization 9,995 1,156 11,151 Interest expense — 5,175 5,175 Income tax expense — 116 116 Loss/(Gain) on disposal of assets 10,709 (267 ) 10,442 Stock-based compensation — 7,369 7,369 Other income — (26 ) (26 ) IPO bonus expense 4,133 2,219 6,352 Adjusted EBITDA $ 16,919 $ (691 ) $ 16,228 Three months ended March 31, 2016 Net loss $ (11,160 ) $ (1,780 ) $ (12,940 ) Depreciation and amortization 9,410 1,675 11,085 Interest expense — 5,415 5,415 Income tax benefit — (6,792 ) (6,792 ) Loss/(Gain) on disposal of assets 4,771 (4 ) 4,767 Stock-based compensation — 206 206 Other expense — 298 298 Adjusted EBITDA $ 3,021 $ (982 ) $ 2,039 A reconciliation from segment level financial information to the consolidated statement of operations is provided in the table below. ($ in thousands) Pressure Pumping All Other Total Three months ended March 31, 2017 Service revenue $ 163,840 $ 8,091 $ 171,931 Adjusted EBITDA $ 16,919 $ (691 ) $ 16,228 Depreciation and amortization $ 9,995 $ 1,156 $ 11,151 Goodwill $ 9,425 $ — $ 9,425 Capital expenditures $ 55,042 $ 1,419 $ 56,461 Total assets $ 481,081 $ 40,121 $ 521,202 Three months ended March 31, 2016 Service revenue $ 79,545 $ 8,385 $ 87,930 Adjusted EBITDA $ 3,021 $ (982 ) $ 2,039 Depreciation and amortization $ 9,410 $ 1,675 $ 11,085 Goodwill $ 9,425 $ 1,177 $ 10,602 Capital expenditures $ 6,490 $ 4 $ 6,494 Total assets $ 335,542 $ 43,574 $ 379,116 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Calculations of net loss per share | The table below shows the calculations for the three months ended March 31, 2017 and 2016 . ($ in thousands, except for share data) 2017 2016 Numerator (both basic and diluted) Net loss relevant to common stockholders $ (24,351 ) $ (12,940 ) Denominator Denominator for basic earnings (loss) per share 55,996 34,993 Denominator for diluted earnings (loss) per share 55,996 34,993 Basic loss per common share $ (0.43 ) $ (0.37 ) Diluted loss per common share $ (0.43 ) $ (0.37 ) |
Anti-dilutive shares excluded from diluted earnings (loss) per share calculation | vested restricted stock and stock options have not been included in the calculation of diluted earnings (loss) per share as they would be anti-dilutive to the calculation above. 2017 2016 Stock options 4,641,501 3,485,805 Preferred stock — — Non-vested restricted stock 372,335 372,335 5,013,836 3,858,140 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock options, valuation assumptions | The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 45 % Expected dividends $ — Expected term (in years) 6.25 Risk free rate 1.83 % The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 45 % Expected dividends $ — Expected term (in years) 6.25 Risk free rate 1.35 % The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 55 % Expected dividends $ — Expected term (in years) 5.8 Risk free rate 1.22 % The fair value of each option award granted is estimated on the date of grant using the Black- Scholes option-pricing model. The fair value of the options was estimated at the date of grant using the following assumptions: Expected volatility 18 % Expected dividends $ — Expected term (in years) 6.25 Risk free rate 2.23 % |
Schedule of stock options, activity | A summary of the stock option activity for the three months ended March 31, 2017 and the year ended December 31, 2016 , is presented below. Number Weighted Weighted Outstanding at January 1, 2016 3,485,791 $ 3.96 $ 1.77 Granted 1,274,549 $ 2.25 $ 1.77 Exercised — $ — $ — Forfeited (114,456 ) $ 3.96 $ 1.77 Expired — $ — $ — Outstanding at December 31, 2016 4,645,884 $ 3.49 $ 1.77 Exercisable at December 31, 2016 2,354,466 $ 3.77 $ 1.77 Outstanding at January 1, 2017 4,645,884 $ 3.49 $ 1.77 Granted 793,738 $ 14.00 $ 3.35 Exercised (226,194 ) $ 3.96 $ 1.77 Forfeited — $ — $ — Expired — $ — $ — Canceled (571,927 ) $ 3.96 $ 1.77 Outstanding at March 31, 2017 4,641,501 $ 5.21 $ 2.04 Exercisable at March 31, 2017 3,147,911 $ 3.27 $ 1.77 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum rental payments for operating leases | Required remaining lease payments for each fiscal year are as follows: ($ in thousands) 2017 $ 348 2018 426 2019 366 2020 344 2021 and thereafter 774 Total $ 2,258 |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Details) $ / shares in Units, $ in Thousands | Mar. 22, 2017USD ($)$ / sharesshares | Mar. 31, 2017USD ($)$ / shares | Mar. 31, 2016USD ($) | Dec. 31, 2016$ / shares | Sep. 30, 2013$ / shares |
Subsidiary, Sale of Stock [Line Items] | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||
Proceeds from issuance of common stock | $ 185,500 | $ 0 | |||
Repayment of outstanding borrowings | $ 71,800 | $ 161,669 | $ 4,019 | ||
Stock split ratio | 1.45 | ||||
IPO | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Shares of common stock sold, including shares sold by third parties (in shares) | shares | 25,000,000 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||
Stock price (in dollars per share) | $ / shares | $ 14 | ||||
Proceeds from issuance of common stock | $ 170,100 | ||||
Payment of underwriting discounts and commissions | 10,900 | ||||
Payments of stock issuance costs, other | $ 4,500 | ||||
IPO Sold By Company | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Shares of common stock sold, including shares sold by third parties (in shares) | shares | 13,250,000 | ||||
IPO - Shares From Existing Shareholders | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Shares of common stock sold, including shares sold by third parties (in shares) | shares | 11,750,000 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 30, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Property and equipment impairment expense | $ 0 | $ 0 | |||
PP&E, net | 298,382,000 | $ 263,862,000 | $ 263,862,000 | ||
Goodwill | 9,425,000 | 9,425,000 | 10,602,000 | 9,425,000 | |
Additions or disposals of Goodwill | 0 | 0 | |||
Nonrecurring basis | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Property and equipment impairment expense | 0 | 6,305,000 | |||
Goodwill impairment expense | 0 | 1,177,000 | |||
Interest rate swap | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Gain (loss) interest rate swap | 100,000 | $ (300,000) | |||
Interest rate swap | Recurring basis | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Fair value of interest rate swap liability | 100,000 | 300,000 | 300,000 | ||
Balance | Nonrecurring basis | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Goodwill | $ 0 | 9,425,000 | 9,425,000 | ||
Permain drilling unit | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Property and equipment impairment expense | 6,300,000 | ||||
PP&E, net | $ 15,000,000 | ||||
Surface drilling reporting unit | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Goodwill | 1,200,000 | 1,200,000 | |||
Surface drilling reporting unit | Nonrecurring basis | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Reporting unit, fair value | 3,800,000 | 3,800,000 | |||
Goodwill impairment expense | 1,200,000 | ||||
Surface drilling reporting unit | Balance | Nonrecurring basis | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Reporting unit, amount of fair value in excess of carrying amount | 4,200,000 | 4,200,000 | |||
Surface drilling reporting unit | Estimated fair value measurements | Nonrecurring basis | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Goodwill | $ 0 | $ 0 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured at Fair Value on a Nonrecurring Basis (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total gains (losses) | $ 0 | $ 0 | |
Nonrecurring basis | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total gains (losses) | 0 | $ (6,305,000) | |
Total gains (losses) | 0 | (1,177,000) | |
Balance | Nonrecurring basis | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Property and equipment, net | 0 | 8,700,000 | |
Goodwill | 0 | 9,425,000 | |
Estimated fair value measurements | Nonrecurring basis | Quoted prices in active market (Level 1) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Property and equipment, net | 0 | 0 | |
Goodwill | 0 | 0 | |
Estimated fair value measurements | Nonrecurring basis | Significant other observable inputs (Level 2) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Property and equipment, net | 0 | 8,700,000 | |
Goodwill | 0 | 0 | |
Estimated fair value measurements | Nonrecurring basis | Significant other unobservable inputs (Level 3) | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Property and equipment, net | 0 | 0 | |
Goodwill | $ 0 | $ 9,425,000 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) | Mar. 22, 2017USD ($) | Jan. 13, 2017USD ($) | Jun. 16, 2016USD ($) | Jun. 08, 2016USD ($) | Nov. 24, 2014USD ($) | Sep. 30, 2013USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Nov. 24, 2015fleet | Jun. 08, 2015USD ($) |
Debt Instrument [Line Items] | ||||||||||
Proceeds from contributed capital | $ 40,425,000 | |||||||||
Debt instrument, covenant, additional capital, reserved for working capital | $ 10,000,000 | |||||||||
Debt instrument, covenant, additional capital, available for repurchase of debt | $ 30,000,000 | |||||||||
Debt instrument, covenant, financial statements, past due, period | 30 days | |||||||||
Debt instrument, repurchase price to par | $ 0.80 | |||||||||
Debt instrument, repurchase price, discount to par, percentage | 20.00% | |||||||||
Extinguishment of debt, amount | $ 37,500,000 | |||||||||
Early repayment of senior debt | 30,000,000 | |||||||||
Payments of debt extinguishment costs | 525,000 | |||||||||
Gain on extinguishment of debt | $ 6,975,000 | |||||||||
Repayments of borrowings | $ 71,800,000 | $ 161,669,000 | $ 4,019,000 | |||||||
Debt instrument, term | 36 months | |||||||||
Number of hydraulic fracturing fleets | fleet | 3 | |||||||||
Proceeds from debt | $ 25,000,000 | |||||||||
Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, covenant, leverage ratio, maximum | 3.5 | |||||||||
6.25% Term loan due September 2019 | 6.25% Term loan due September 2019 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, face amount | $ 220,000,000 | |||||||||
Debt instrument, interest rate, stated percentage | 6.25% | |||||||||
Repayment of prior debt outstanding, percentage | 100.00% | |||||||||
Repayments of debt | $ 75,000,000 | |||||||||
Revolving Credit Facility | Revolving Credit Facility | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 40,000,000 | |||||||||
Debt instrument, interest rate, stated percentage | 6.25% | |||||||||
Debt instrument, variable floor rate | 1.00% | |||||||||
Repayments of borrowings | $ 13,500,000 | |||||||||
ABL Facility | Revolving Credit Facility | Line of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, maximum borrowing capacity | $ 150,000,000 | |||||||||
Line of credit facility, expiration period | 5 years | |||||||||
Line of credit facility, borrowing base, accounts receivable percentage | 85.00% | |||||||||
Line of credit, springing fixed charge coverage ratio | 1 | |||||||||
Line of credit facility, coverage ratio establishing threshold, option one, percentage of facility size and borrowing base | 10.00% | |||||||||
Line of credit facility, coverage ratio establishing threshold, option two, amount | $ 12,000,000 | |||||||||
Line of credit facility, commitment fee, utilization percentage, threshold | 50.00% | |||||||||
ABL Facility | Revolving Credit Facility | Line of Credit | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, commitment fee percentage | 0.25% | |||||||||
ABL Facility | Revolving Credit Facility | Line of Credit | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of credit facility, commitment fee percentage | 0.375% | |||||||||
ABL Facility | Revolving Credit Facility | Line of Credit | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 1.75% | |||||||||
ABL Facility | Revolving Credit Facility | Line of Credit | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 2.25% | |||||||||
ABL Facility | Revolving Credit Facility | Line of Credit | Base Rate | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 0.75% | |||||||||
ABL Facility | Revolving Credit Facility | Line of Credit | Base Rate | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, basis spread on variable rate | 1.25% | |||||||||
Investor | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from contributed capital | $ 425,000 | |||||||||
Energy Capital Partners | Majority Shareholder | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Proceeds from contributed capital | $ 40,000,000 |
Long-Term Debt - Schedule of De
Long-Term Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2013 |
Debt Instrument [Line Items] | |||
Total debt | $ 17,774 | $ 179,443 | |
Less deferred loan costs, net of amortization | 0 | 3,116 | |
Subtotal | 17,774 | 176,327 | |
Less current portion of long-term debt | 6,087 | 16,920 | |
Total long-term debt, net of deferred loan costs | 11,687 | 159,407 | |
6.25% Term loan due September 2019 | 6.25% Term loan due September 2019 | |||
Debt Instrument [Line Items] | |||
Total debt | $ 0 | 146,750 | |
Debt instrument, interest rate, stated percentage | 6.25% | ||
Equipment refinancing | Equipment refinancing | |||
Debt Instrument [Line Items] | |||
Total debt | $ 17,774 | 19,193 | |
Revolving Credit Facility | Line of Credit | ABL Facility | |||
Debt Instrument [Line Items] | |||
Total debt | 0 | 0 | |
Revolving Credit Facility | Line of Credit | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Total debt | $ 0 | $ 13,500 | |
Debt instrument, interest rate, stated percentage | 6.25% |
Long-Term Debt - Maturities of
Long-Term Debt - Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Debt Disclosure [Abstract] | ||
2,017 | $ 4,501 | |
2,018 | 13,273 | |
Total | $ 17,774 | $ 179,443 |
Reportable Segment Informatio30
Reportable Segment Information - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2017segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 7 |
Number of reportable segments | 1 |
Reportable Segment Informatio31
Reportable Segment Information - Reconciliation of segment information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||
Service revenue | $ 171,931 | $ 87,930 | |
Adjusted EBITDA | 16,228 | 2,039 | |
Depreciation and amortization | 11,151 | 11,085 | |
Goodwill | 9,425 | 10,602 | $ 9,425 |
Capital expenditures | 56,461 | 6,494 | |
Total assets | 521,202 | 379,116 | $ 541,422 |
Pressure Pumping | |||
Segment Reporting Information [Line Items] | |||
Service revenue | 163,840 | 79,545 | |
Adjusted EBITDA | 16,919 | 3,021 | |
Depreciation and amortization | 9,995 | 9,410 | |
Goodwill | 9,425 | 9,425 | |
Capital expenditures | 55,042 | 6,490 | |
Total assets | 481,081 | 335,542 | |
All Other | |||
Segment Reporting Information [Line Items] | |||
Service revenue | 8,091 | 8,385 | |
Adjusted EBITDA | (691) | (982) | |
Depreciation and amortization | 1,156 | 1,675 | |
Goodwill | 0 | 1,177 | |
Capital expenditures | 1,419 | 4 | |
Total assets | $ 40,121 | $ 43,574 |
Reportable Segment Informatio32
Reportable Segment Information - Reconciliation of segment information EBITA (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Net loss | $ (24,351) | $ (12,940) |
Depreciation and amortization | 11,151 | 11,085 |
Interest expense | 5,175 | 5,415 |
Income tax expense (benefit) | 116 | (6,792) |
Loss on disposal of assets | 10,442 | 4,767 |
Stock-based compensation | 7,369 | 206 |
Other income | (26) | |
Other expense | 298 | |
IPO bonus expense | 6,352 | |
Adjusted EBITDA | 16,228 | 2,039 |
Pressure Pumping | ||
Segment Reporting Information [Line Items] | ||
Net loss | (7,918) | (11,160) |
Depreciation and amortization | 9,995 | 9,410 |
Interest expense | 0 | 0 |
Income tax expense (benefit) | 0 | 0 |
Loss on disposal of assets | 10,709 | 4,771 |
Stock-based compensation | 0 | 0 |
Other income | 0 | |
Other expense | 0 | |
IPO bonus expense | 4,133 | |
Adjusted EBITDA | 16,919 | 3,021 |
All Other | ||
Segment Reporting Information [Line Items] | ||
Net loss | (16,433) | (1,780) |
Depreciation and amortization | 1,156 | 1,675 |
Interest expense | 5,175 | 5,415 |
Income tax expense (benefit) | 116 | (6,792) |
Loss on disposal of assets | (267) | (4) |
Stock-based compensation | 7,369 | 206 |
Other income | (26) | |
Other expense | 298 | |
IPO bonus expense | 2,219 | |
Adjusted EBITDA | $ (691) | $ (982) |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculation of net loss per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Numerator (both basic and diluted) | ||
Net loss | $ (24,351) | $ (12,940) |
Denominator | ||
Denominator for basic earnings (loss) per share (in shares) | 55,996 | 34,993 |
Denominator for diluted earnings (loss) per share (in shares) | 55,996 | 34,993 |
Basic loss per common share (in dollars per share) | $ (0.43) | $ (0.37) |
Diluted loss per common share (in dollars per share) | $ (0.43) | $ (0.37) |
Net Loss Per Share - Anti-dilut
Net Loss Per Share - Anti-dilutive Shares Excluded from Diluted Earnings (Loss) Per Share Calculation (Details) - shares | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 5,013,836 | 3,858,140 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 4,641,501 | 3,485,805 |
Preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 0 | 0 |
Non-vested restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities (in shares) | 372,335 | 372,335 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 22, 2017 | Mar. 16, 2017 | Dec. 31, 2016 | Jul. 19, 2016 | Dec. 31, 2014 | Dec. 01, 2013 | Sep. 30, 2013 | Jun. 14, 2013 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2014 | Mar. 31, 2017 | Mar. 03, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 793,738 | 1,274,549 | ||||||||||||
Outstanding value of options (in dollars per share) | $ 14 | $ 2.25 | ||||||||||||
Forfeited (in shares) | 0 | 114,456 | ||||||||||||
IPO bonus expense | $ 6,352 | |||||||||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Canceled (in shares) | (571,927) | |||||||||||||
Stock options | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock-based compensation | $ 300 | |||||||||||||
Restricted Stock Units (RSUs) | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized (in shares) | 372,335,000 | |||||||||||||
Stock-based compensation | $ 5,200 | 0 | ||||||||||||
Tax benefit from compensation expense | 1,800 | 0 | ||||||||||||
Grants in period (in shares) | 372,335 | 372,335 | ||||||||||||
Restricted stock units, conversion of stock, conversion rights (in shares) | 1 | |||||||||||||
Restricted stock units, grants in period, weighted average grant date fair value (in dollars per share) | $ 3.89 | |||||||||||||
Canceled (in shares) | (372,335,000) | |||||||||||||
Shares vested in period (in shares) | 0 | |||||||||||||
Shares forfeited in period (in shares) | 0 | |||||||||||||
Stock Option Plan Of Holding | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Number of shares authorized (in shares) | 4,645,884 | |||||||||||||
Stock-based compensation | 2,200 | 300 | ||||||||||||
IPO bonus expense | $ 5,100 | |||||||||||||
Tax benefit from compensation expense | 800 | $ 100 | ||||||||||||
Compensation not yet recognized, stock options | $ 300 | $ 300 | ||||||||||||
Compensation cost not yet recognized, period for recognition | 2 months 12 days | |||||||||||||
Stock Option Plan Of Holding | Stock options | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 3,499,228 | |||||||||||||
Outstanding value of options (in dollars per share) | $ 3.96 | |||||||||||||
Expiration period | 10 years | |||||||||||||
June 14, 2013 | Stock Option Plan Of Holding | Stock options | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 2,799,408 | |||||||||||||
Expiration period | 10 years | |||||||||||||
Award vesting rights | 25.00% | |||||||||||||
Stock-based compensation | 300 | |||||||||||||
December 1, 2013 | Stock Option Plan Of Holding | Stock options | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 699,820 | |||||||||||||
Expiration period | 10 years | |||||||||||||
Forfeited (in shares) | 114,456 | |||||||||||||
July 19, 2016 | Stock Option Plan Of Holding | Stock options | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 1,274,549 | |||||||||||||
Expiration period | 10 years | |||||||||||||
Stock-based compensation | 1,800 | |||||||||||||
March 16, 2017 | Stock Option Plan Of Holding | Stock options | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Granted (in shares) | 793,738 | |||||||||||||
Expiration period | 10 years | |||||||||||||
Stock-based compensation | $ 30 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value Of Options (Details) - Stock Option Plan Of Holding - Stock options - USD ($) $ in Thousands | Mar. 16, 2017 | Jul. 19, 2016 | Dec. 01, 2013 | Jun. 14, 2013 |
June 14, 2013 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 45.00% | |||
Expected dividends | $ 0 | |||
Expected term (in years) | 6 years 3 months | |||
Risk free rate | 1.35% | |||
December 1, 2013 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 45.00% | |||
Expected dividends | $ 0 | |||
Expected term (in years) | 6 years 3 months | |||
Risk free rate | 1.83% | |||
July 19, 2016 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 55.00% | |||
Expected dividends | $ 0 | |||
Expected term (in years) | 5 years 9 months | |||
Risk free rate | 1.22% | |||
March 16, 2017 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 18.00% | |||
Expected dividends | $ 0 | |||
Expected term (in years) | 6 years 3 months | |||
Risk free rate | 2.23% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary Of Stock Option Activity (Details) - $ / shares | Mar. 28, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Number of Shares | |||
Outstanding beginning balance (in shares) | 4,645,884 | 3,485,791 | |
Granted (in shares) | 793,738 | 1,274,549 | |
Exercised (in shares) | (162,212) | (226,194) | 0 |
Forfeited (in shares) | 0 | (114,456) | |
Expired (in shares) | 0 | 0 | |
Canceled (in shares) | (571,927) | ||
Outstanding ending balance (in shares) | 4,641,501 | 4,645,884 | |
Exercisable ending balance (in shares) | 3,147,911 | 2,354,466 | |
Weighted Average Exercise Price | |||
Outstanding beginning balance (in dollars per share) | $ 3.49 | $ 3.96 | |
Granted (in dollars per share) | 14 | 2.25 | |
Exercised (in dollars per share) | 3.96 | 0 | |
Forfeited (in dollars per share) | 0 | 3.96 | |
Expired (in dollars per share) | 0 | 0 | |
Canceled (in dollars per share) | 3.96 | ||
Outstanding ending balance (in dollars per share) | 5.21 | 3.49 | |
Exercisable ending balance (in dollars per share) | 3.27 | 3.77 | |
Weighted Average Grant-Date Fair Value | |||
Outstanding beginning balance (in dollars per share) | 1.77 | 1.77 | |
Granted (in dollars per share) | 3.35 | 1.77 | |
Exercised (in dollars per share) | 1.77 | 0 | |
Forfeited (in dollars per share) | 0 | 1.77 | |
Expired (in dollars per share) | 0 | 0 | |
Canceled (in dollars per share) | 1.77 | ||
Outstanding ending balance (in dollars per share) | 2.04 | 1.77 | |
Exercisable ending balance (in dollars per share) | $ 1.77 | $ 1.77 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2017USD ($)property | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($) | |
Related Party Transaction [Line Items] | |||
Payable to related parties | $ 10 | $ 0 | |
Receivable from related parties | $ 30 | $ 40 | |
Related party leasing | |||
Related Party Transaction [Line Items] | |||
Lease term | 5 years | ||
Extension option term | 5 years | ||
Number of properties adjacent to corporate office subject to leases | property | 5 | ||
Operating leases | $ 70 | ||
Related party transportation services | |||
Related Party Transaction [Line Items] | |||
Expenses with related party | 20 | $ 30 | |
Related party equipment rental | |||
Related Party Transaction [Line Items] | |||
Expenses with related party | 50 | $ 50 | |
Property 1 | Related party leasing | |||
Related Party Transaction [Line Items] | |||
Operating leases | 30 | ||
Property 2 | Related party leasing | |||
Related Party Transaction [Line Items] | |||
Operating leases | 30 | ||
Property 3 | Related party leasing | |||
Related Party Transaction [Line Items] | |||
Operating leases | 90 | ||
Property 4 | Related party leasing | |||
Related Party Transaction [Line Items] | |||
Operating leases | 90 | ||
Property 5 | Related party leasing | |||
Related Party Transaction [Line Items] | |||
Operating leases | $ 180 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating leases expense | $ 0.3 | $ 0.3 |
Commitments and Contingencies40
Commitments and Contingencies - Operating Leases, Future Minimum Payments (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 348 |
2,018 | 426 |
2,019 | 366 |
2,020 | 344 |
2021 and thereafter | 774 |
Total | $ 2,258 |
Equity Capitalization - Additio
Equity Capitalization - Additional Information (Details) $ / shares in Units, $ in Thousands | Mar. 28, 2017exectivesshares | Mar. 22, 2017USD ($)$ / sharesshares | Dec. 27, 2016USD ($)$ / sharesshares | Jun. 08, 2016USD ($)shares | Mar. 31, 2017USD ($)$ / sharesshares | Mar. 31, 2016USD ($) | Dec. 31, 2016$ / sharesshares | Sep. 30, 2013$ / shares |
Subsidiary, Sale of Stock [Line Items] | ||||||||
Proceeds from contributed capital | $ | $ 40,425 | |||||||
Issuance of common stock (in shares) | 18,007,328 | |||||||
Proceeds from issuance of convertible preferred stock | $ | $ 170,000 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | ||||||
Payment of IPO costs | $ | $ 15,099 | $ 0 | ||||||
Preferred stock, issued (in shares) | 0 | 16,999,990 | ||||||
Preferred stock, outstanding (in shares) | 0 | 16,999,990 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Proceeds from IPO | $ | $ 185,500 | 0 | ||||||
Repayment of outstanding borrowings | $ | $ 71,800 | $ 161,669 | $ 4,019 | |||||
Number of executives | exectives | 2 | |||||||
Exercisable stock options (in shares) | 226,194 | |||||||
Exercised (in shares) | 162,212 | 226,194 | 0 | |||||
Common stock, outstanding (in shares) | 83,039,854 | 52,627,652 | ||||||
Private Placement | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Shares of common stock sold, including shares sold by third parties (in shares) | 16,999,990 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | |||||||
Payment of IPO costs | $ | $ 7,000 | |||||||
Sale of stock, consideration received on transaction | $ | $ 163,000 | |||||||
IPO | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Issuance of common stock (in shares) | 13,250,000 | |||||||
Shares of common stock sold, including shares sold by third parties (in shares) | 25,000,000 | |||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | |||||||
Stock price (in dollars per share) | $ / shares | $ 14 | |||||||
Shares sold by third party (in shares) | 11,750,000 | |||||||
Proceeds from IPO | $ | $ 170,100 | |||||||
Payment of underwriting discounts and commissions | $ | 10,900 | |||||||
Payments of stock issuance costs, other | $ | $ 4,500 | |||||||
Majority Shareholder | Energy Capital Partners | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Proceeds from contributed capital | $ | $ 40,000 | |||||||
Common stock, outstanding (in shares) | 34,527,928 | 48,330,667 | ||||||
Preferred stock | IPO | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares of outstanding stock converted (in shares) | 16,999,990 | |||||||
Series A Preferred Stock Converted To Common Stock | IPO | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Shares of common stock issued for each share of preferred stock converted | 1 | |||||||
Common Stock | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Issuance of common stock (in shares) | 13,250,000 | |||||||
Exercised (in shares) | 162,000 | |||||||
Common Stock | Majority Shareholder | Energy Capital Partners | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Ownership percentage | 41.60% | 91.80% |