Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 28, 2023 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Document Transition Report | false | |
Entity File Number | 001-38071 | |
Entity Registrant Name | NCS Multistage Holdings, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-1527455 | |
Entity Address, Address Line One | 19350 State Highway 249 | |
Entity Address, Address Line Two | Suite 600 | |
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 | 453-2222 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | NCSM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001692427 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding (in shares) | 2,438,994 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 13,746 | $ 16,234 |
Accounts receivable—trade, net | 22,169 | 27,846 |
Inventories, net | 42,788 | 37,042 |
Prepaid expenses and other current assets | 2,918 | 2,815 |
Other current receivables | 3,682 | 3,726 |
Total current assets | 85,303 | 87,663 |
Noncurrent assets | ||
Property and equipment, net | 24,106 | 23,316 |
Goodwill | 15,222 | 15,222 |
Identifiable intangibles, net | 4,741 | 5,076 |
Operating lease assets | 5,552 | 4,515 |
Deposits and other assets | 2,217 | 2,761 |
Deferred income taxes, net | 334 | 46 |
Total noncurrent assets | 52,172 | 50,936 |
Total assets | 137,475 | 138,599 |
Current liabilities | ||
Accounts payable—trade | 7,855 | 7,549 |
Accrued expenses | 4,423 | 4,391 |
Income taxes payable | 314 | 468 |
Operating lease liabilities | 1,578 | 1,274 |
Current maturities of long-term debt | 2,350 | 1,489 |
Other current liabilities | 1,670 | 2,522 |
Total current liabilities | 18,190 | 17,693 |
Noncurrent liabilities | ||
Long-term debt, less current maturities | 6,404 | 6,437 |
Operating lease liabilities, long-term | 4,571 | 3,680 |
Accrual for legal contingencies | 42,400 | |
Other long-term liabilities | 1,258 | 1,328 |
Deferred income taxes, net | 426 | 199 |
Total noncurrent liabilities | 55,059 | 11,644 |
Total liabilities | 73,249 | 29,337 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity | ||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding at June 30, 2023 and December 31, 2022 | ||
Common stock, $0.01 par value, 11,250,000 shares authorized, 2,476,298 shares issued and 2,438,877 shares outstanding at June 30, 2023 and 2,434,809 shares issued and 2,408,474 shares outstanding at December 31, 2022 | 25 | 24 |
Additional paid-in capital | 442,431 | 440,475 |
Accumulated other comprehensive loss | (85,274) | (85,617) |
Retained deficit | (309,664) | (262,464) |
Treasury stock, at cost, 37,421 shares at June 30, 2023 and 26,335 shares at December 31, 2022 | (1,653) | (1,389) |
Total stockholders’ equity | 45,865 | 91,029 |
Non-controlling interest | 18,361 | 18,233 |
Total equity | 64,226 | 109,262 |
Total liabilities and stockholders' equity | $ 137,475 | $ 138,599 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract] | ||
Preferred stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 11,250,000 | 11,250,000 |
Common stock, shares issued (in shares) | 2,476,298 | 2,434,809 |
Common stock, shares outstanding (in shares) | 2,438,877 | 2,408,474 |
Treasury stock, shares (in shares) | 37,421 | 26,335 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenues | ||||
Revenues | $ 25,391 | $ 27,464 | $ 68,945 | $ 66,576 |
Cost of sales | ||||
Cost of sales, exclusive of depreciation and amortization expense shown below | 16,929 | 18,523 | 41,942 | 42,726 |
Selling, general and administrative expenses | 14,477 | 13,745 | 30,628 | 29,769 |
Depreciation | 948 | 939 | 1,891 | 1,860 |
Amortization | 167 | 167 | 334 | 334 |
Loss from operations | (7,130) | (5,910) | (5,850) | (8,113) |
Other income (expense) | ||||
Interest expense, net | (211) | (407) | (420) | (590) |
Provision for litigation | (24,886) | (42,400) | ||
Other income, net | 1,478 | 613 | 1,770 | 992 |
Foreign currency exchange gain (loss), net | 23 | (255) | 78 | 1 |
Total other (expense) income | (23,596) | (49) | (40,972) | 403 |
Loss before income tax | (30,726) | (5,959) | (46,822) | (7,710) |
Income tax expense (benefit) | 1,350 | (481) | 250 | (503) |
Net loss | (32,076) | (5,478) | (47,072) | (7,207) |
Net income (loss) attributable to non-controlling interest | 155 | 3 | 128 | (191) |
Net loss attributable to NCS Multistage Holdings, Inc. | $ (32,231) | $ (5,481) | $ (47,200) | $ (7,016) |
Loss per common share | ||||
Basic loss per common share attributable to NCS Multistage Holdings, Inc. | $ (13.02) | $ (2.25) | $ (19.16) | $ (2.89) |
Diluted loss per common share attributable to NCS Multistage Holdings, Inc. | $ (13.02) | $ (2.25) | $ (19.16) | $ (2.89) |
Weighted average common shares outstanding | ||||
Basic | 2,476 | 2,438 | 2,464 | 2,426 |
Diluted | 2,476 | 2,438 | 2,464 | 2,426 |
Product Sales [Member] | ||||
Revenues | ||||
Revenues | $ 17,433 | $ 19,371 | $ 48,863 | $ 45,584 |
Cost of sales | ||||
Cost of sales, exclusive of depreciation and amortization expense shown below | 11,994 | 13,399 | 30,827 | 31,156 |
Services [Member] | ||||
Revenues | ||||
Revenues | 7,958 | 8,093 | 20,082 | 20,992 |
Cost of sales | ||||
Cost of sales, exclusive of depreciation and amortization expense shown below | $ 4,935 | $ 5,124 | $ 11,115 | $ 11,570 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS [Abstract] | ||||
Net loss | $ (32,076) | $ (5,478) | $ (47,072) | $ (7,207) |
Foreign currency translation adjustments, net of tax of $0 | 442 | (1,300) | 343 | (759) |
Comprehensive loss | (31,634) | (6,778) | (46,729) | (7,966) |
Less: Comprehensive income (loss) attributable to non-controlling interest | 155 | 3 | 128 | (191) |
Comprehensive loss attributable to NCS Multistage Holdings, Inc. | $ (31,789) | $ (6,781) | $ (46,857) | $ (7,775) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS [Abstract] | ||||
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 | $ 0 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Deficit [Member] | Treasury Stock [Member] | Non-Controlling Interest [Member] | Total |
Beginning balance at Dec. 31, 2021 | $ 24 | $ 437,022 | $ (82,094) | $ (261,362) | $ (1,006) | $ 18,083 | $ 110,667 | |
Beginning balance, shares at Dec. 31, 2021 | 2,397,766 | (17,392) | ||||||
Share-based compensation | 805 | 805 | ||||||
Net (loss) income | (1,535) | (194) | (1,729) | |||||
Vesting of restricted stock | ||||||||
Vesting of restricted stock, shares | 34,066 | |||||||
Shares withheld | $ (372) | (372) | ||||||
Shares withheld, shares | (8,694) | |||||||
Currency translation adjustment | 541 | 541 | ||||||
Ending balance at Mar. 31, 2022 | $ 24 | 437,827 | (81,553) | (262,897) | $ (1,378) | 17,889 | 109,912 | |
Ending balance, shares at Mar. 31, 2022 | 2,431,832 | (26,086) | ||||||
Beginning balance at Dec. 31, 2021 | $ 24 | 437,022 | (82,094) | (261,362) | $ (1,006) | 18,083 | 110,667 | |
Beginning balance, shares at Dec. 31, 2021 | 2,397,766 | (17,392) | ||||||
Net (loss) income | (7,207) | |||||||
Currency translation adjustment | (759) | |||||||
Ending balance at Jun. 30, 2022 | $ 24 | 438,668 | (82,853) | (268,378) | $ (1,386) | 17,892 | 103,967 | |
Ending balance, shares at Jun. 30, 2022 | 2,434,555 | (26,259) | ||||||
Beginning balance at Mar. 31, 2022 | $ 24 | 437,827 | (81,553) | (262,897) | $ (1,378) | 17,889 | 109,912 | |
Beginning balance, shares at Mar. 31, 2022 | 2,431,832 | (26,086) | ||||||
Share-based compensation | 841 | 841 | ||||||
Net (loss) income | (5,481) | 3 | (5,478) | |||||
Vesting of restricted stock | ||||||||
Vesting of restricted stock, shares | 2,723 | |||||||
Shares withheld | $ (8) | (8) | ||||||
Shares withheld, shares | (173) | |||||||
Currency translation adjustment | (1,300) | (1,300) | ||||||
Ending balance at Jun. 30, 2022 | $ 24 | 438,668 | (82,853) | (268,378) | $ (1,386) | 17,892 | 103,967 | |
Ending balance, shares at Jun. 30, 2022 | 2,434,555 | (26,259) | ||||||
Beginning balance at Dec. 31, 2022 | $ 24 | 440,475 | (85,617) | (262,464) | $ (1,389) | 18,233 | 109,262 | |
Beginning balance, shares at Dec. 31, 2022 | 2,434,809 | (26,335) | ||||||
Share-based compensation | 913 | 913 | ||||||
Net (loss) income | (14,969) | (27) | (14,996) | |||||
Vesting of restricted stock | $ 1 | (1) | ||||||
Vesting of restricted stock, shares | 41,489 | |||||||
Shares withheld | $ (264) | (264) | ||||||
Shares withheld, shares | (11,086) | |||||||
Currency translation adjustment | (99) | (99) | ||||||
Ending balance at Mar. 31, 2023 | $ 25 | 441,387 | (85,716) | (277,433) | $ (1,653) | 18,206 | 94,816 | |
Ending balance, shares at Mar. 31, 2023 | 2,476,298 | (37,421) | ||||||
Beginning balance at Dec. 31, 2022 | $ 24 | 440,475 | (85,617) | (262,464) | $ (1,389) | 18,233 | 109,262 | |
Beginning balance, shares at Dec. 31, 2022 | 2,434,809 | (26,335) | ||||||
Net (loss) income | (47,072) | |||||||
Currency translation adjustment | 343 | |||||||
Ending balance at Jun. 30, 2023 | $ 25 | 442,431 | (85,274) | (309,664) | $ (1,653) | 18,361 | 64,226 | |
Ending balance, shares at Jun. 30, 2023 | 2,476,298 | (37,421) | ||||||
Beginning balance at Mar. 31, 2023 | $ 25 | 441,387 | (85,716) | (277,433) | $ (1,653) | 18,206 | 94,816 | |
Beginning balance, shares at Mar. 31, 2023 | 2,476,298 | (37,421) | ||||||
Share-based compensation | 1,044 | 1,044 | ||||||
Net (loss) income | (32,231) | 155 | (32,076) | |||||
Currency translation adjustment | 442 | 442 | ||||||
Ending balance at Jun. 30, 2023 | $ 25 | $ 442,431 | $ (85,274) | $ (309,664) | $ (1,653) | $ 18,361 | $ 64,226 | |
Ending balance, shares at Jun. 30, 2023 | 2,476,298 | (37,421) |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (47,072) | $ (7,207) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 2,225 | 2,194 |
Amortization of deferred loan costs | 102 | 128 |
Write-off of deferred loan costs | 196 | |
Share-based compensation | 2,542 | 3,485 |
Provision for inventory obsolescence | 245 | 1,294 |
Deferred income tax expense | 57 | 59 |
Gain on sale of property and equipment | (333) | (222) |
Provision for credit losses | 58 | (44) |
Provision for litigation | 42,400 | |
Proceeds from note receivable | 271 | 282 |
Changes in operating assets and liabilities: | ||
Accounts receivable—trade | 6,474 | 3,878 |
Inventories, net | (5,907) | (4,876) |
Prepaid expenses and other assets | 552 | 1,271 |
Accounts payable—trade | (196) | 499 |
Accrued expenses | (4) | (2,767) |
Other liabilities | (2,331) | (2,591) |
Income taxes receivable/payable | (125) | (777) |
Net cash used in operating activities | (1,042) | (5,198) |
Cash flows from investing activities | ||
Purchases of property and equipment | (1,151) | (420) |
Purchase and development of software and technology | (167) | (56) |
Proceeds from sales of property and equipment | 340 | 175 |
Net cash used in investing activities | (978) | (301) |
Cash flows from financing activities | ||
Payments on finance leases | (743) | (712) |
Line of credit borrowings | 8,397 | 7,543 |
Payments of line of credit borrowings | (7,663) | (7,096) |
Treasury shares withheld | (264) | (380) |
Payment of deferred loan cost related to ABL facility | (880) | |
Net cash used in financing activities | (273) | (1,525) |
Effect of exchange rate changes on cash and cash equivalents | (195) | (214) |
Net change in cash and cash equivalents | (2,488) | (7,238) |
Cash and cash equivalents beginning of period | 16,234 | 22,168 |
Cash and cash equivalents end of period | 13,746 | 14,930 |
Noncash investing and financing activities | ||
Assets obtained in exchange for new finance lease liabilities | 845 | 864 |
Assets obtained in exchange for new operating lease liabilities | $ 1,789 | $ 819 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2023 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | Note 1. Basis of Presentation Nature of Business NCS Multistage Holdings, Inc., a Delaware corporation, through its wholly owned subsidiaries and subsidiaries for which it has a controlling voting interest (collectively referred to as the “Company,” “NCS,” “we,” “ our ” and “us”), is primarily engaged in providing engineered products and support services for oil and natural gas well construction, well completions and field development strategies. We offer our products and services primarily to exploration and production companies for use both in onshore and offshore wells. We operate through service facilities principally located in Houston and Odessa, Texas; Tulsa, Oklahoma; Calgary, Red Deer, Grande Prairie and Estevan, Canada; Neuquén, Argentina and Stavanger, Norway. Basis of Presentation Our accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities Exchange Act of 1934, as amended, issued by the Securities Exchange Commission (“SEC”) and have not been audited by our independent registered public accounting firm. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with our financial statements and related notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022 (“Annual Report”). We consolidate Repeat Precision, LLC and its subsidiary (“Repeat Precision”), a 50 % owned entity, with operations in the United States and Mexico , because NCS has a controlling voting interest. The other party’s ownership is presented separately as a non-controlling interest. In the opinion of management, these condensed consolidated financial statements reflect all normal, recurring adjustments necessary for a fair statement of the interim periods presented. The results of operations for interim periods are not necessarily indicative of those for a full year. All intercompany accounts and transactions have been eliminated for purposes of preparing these condensed consolidated financial statements. Significant Accounting Policies Our significant accounting policies are described in “Note 2. Summary of Significant Accounting Policies” in our Annual Report. Recent Accounting Pronouncement In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU introduces a new impairment model that is based on expected credit losses rather than incurred credit losses for financial instruments, including trade accounts receivable. It requires an entity to measure expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The new standard was to become effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. In November 2019, the FASB issued ASU No. 2019-10, which deferred the effective dates for certain accounting guidance. The effective date of ASU No. 2016-13 remained the same for public business entities that are SEC filers, except for entities who are deemed smaller reporting companies (“SRC”). The effective date for SRCs began during the first interim period of fiscal years after December 15, 2022. NCS qualifies as an SRC. We adopted ASU No. 2016-13 on January 1, 2023, with no material impact on our condensed consolidated financial statements . |
Revenues
Revenues | 6 Months Ended |
Jun. 30, 2023 | |
Revenues [Abstract] | |
Revenues | Note 2. Revenues Disaggregation of Revenue We sell our products and services primarily in North America and in selected international markets. Revenue by geography is attributed based on the current billing address of the customer. The following table depicts the disaggregation of revenue by geographic region (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 United States Product sales $ 6,942 $ 9,173 $ 15,002 $ 16,334 Services 2,440 2,960 5,699 4,877 Total United States 9,382 12,133 20,701 21,211 Canada Product sales 9,970 9,655 32,531 28,707 Services 4,351 3,193 12,461 12,670 Total Canada 14,321 12,848 44,992 41,377 Other Countries Product sales 521 543 1,330 543 Services 1,167 1,940 1,922 3,445 Total Other Countries 1,688 2,483 3,252 3,988 Total Product sales 17,433 19,371 48,863 45,584 Services 7,958 8,093 20,082 20,992 Total revenues $ 25,391 $ 27,464 $ 68,945 $ 66,576 Contract Balances If the timing of the delivery of products and provision of services is different from the timing of the customer payments, we recognize either a contract asset (performance precedes contractual due date in connection with estimates of variable consideration) or a contract liability (customer payment precedes performance) on our condensed consolidated balance sheet. The following table presents the current contract liabilities as of June 30, 2023 and December 31, 2022 (in thousands): Balance at December 31, 2022 $ 51 Additions — Revenue recognized — Balance at June 30, 2023 $ 51 We currently do no t have any contract assets or non-current contract liabilities. Our contract liability as of June 30, 2023 and December 31, 2022 is included in current liabilities on the condensed consolidated balance sheets. Our performance obligations for our product and services revenues are satisfied before the customer’s payment; however, prepayments may occasionally be required. There was no revenue recognized from the contract liability balance for the three and six months ended June 30, 2023. Revenue recognized from the contract liability balance was $ 0.5 million and $ 1.6 million for the three and six months ended June 30, 2022, respectively. Practical Expedient We do not disclose the value of unsatisfied performance obligations when the related contract has a duration of one year or less. We recognize revenue equal to what we have the right to invoice when that amount corresponds directly with the value to the customer of our performance to date. |
Inventories, Net
Inventories, Net | 6 Months Ended |
Jun. 30, 2023 | |
Inventories, Net [Abstract] | |
Inventories, Net | Note 3. Inventories, net Inventories consist of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, December 31, 2023 2022 Raw materials $ 2,219 $ 2,135 Work in process 180 38 Finished goods 40,389 34,869 Total inventories, net $ 42,788 $ 37,042 |
Other Current Receivables
Other Current Receivables | 6 Months Ended |
Jun. 30, 2023 | |
Other Current Receivables [Abstract] | |
Other Current Receivables | Note 4. Other Current Receivables Other current receivables consist of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, December 31, 2023 2022 Current income tax receivables $ 1,622 $ 1,868 Employee receivables 243 354 Other receivables 1,817 1,504 Total other current receivables $ 3,682 $ 3,726 Employee receivables primarily consist of amounts paid by us for foreign withholding tax paid on behalf of employees working on international assignments, which is expected to be reimbursed to us by the employees when refunded as foreign tax credits on home-country tax returns. The primary components of the other receivables balances are more fully described in our Annual Report, and include U.S. employee retention credit (“ERC”) claims totaling $ 0.9 million as of June 30, 2023 and December 31, 2022, for which we have filed but had not yet received renumeration. In addition, we had a $ 0.7 million receivable at December 31, 2022 associated with our technical services and assistance agreement with Special Oilfield Services Co., LLC. This receivable, net of withholding tax, was collected in June 2023. Beginning in fiscal 2023, we are recording the receivable associated with this technical services and assistance agreement quarterly and the balance was $ 0.4 million as of June 30, 2023. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2023 | |
Property and Equipment [Abstract] | |
Property and Equipment | Note 5. Property and Equipment Property and equipment by major asset class consist of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, December 31, 2023 2022 Land $ 1,630 $ 1,592 Building and improvements 7,509 7,462 Machinery and equipment 19,267 18,156 Computers and software 2,375 2,107 Furniture and fixtures 722 748 Vehicles 279 262 Right of use assets - finance leases 11,745 11,231 Service equipment 57 57 43,584 41,615 Less: Accumulated depreciation and amortization ( 20,361 ) ( 18,844 ) 23,223 22,771 Construction in progress 883 545 Property and equipment, net $ 24,106 $ 23,316 The following table presents the depreciation expense associated with the respective income statement line items for the three and six months ended June 30, 2023 and 2022 (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Cost of sales Cost of product sales $ 382 $ 374 $ 744 $ 724 Cost of services 145 149 299 296 Selling, general and administrative expenses 421 416 848 840 Total depreciation $ 948 $ 939 $ 1,891 $ 1,860 We evaluate our property and equipment for impairment whenever changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. As of June 30, 2023, we evaluated potential triggering events, including the Legal Matters discussed in “Note 9. Commitments and Contingencies” and the decline in the quoted price of our common stock. However, we determined that there were no triggering events that indicated potential impairment of our property and equipment for the three and six months ended June 30, 2023 and 2022, respectively, and accordingly no impairment loss has been recorded. |
Goodwill and Identifiable Intan
Goodwill and Identifiable Intangibles | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Identifiable Intangibles [Abstract] | |
Goodwill and Identifiable Intangibles | Note 6. Goodwill and Identifiable Intangibles The carrying amount of goodwill is summarized as follows (in thousands): June 30, December 31, 2023 2022 Gross value $ 177,162 $ 177,162 Accumulated impairment ( 161,940 ) ( 161,940 ) Net $ 15,222 $ 15,222 We perform an annual impairment analysis of goodwill as of December 31, or whenever there is a triggering event that indicates an impairment loss may have been incurred. As of June 30, 2023 and 2022, we did not identify any triggering events for Repeat Precision, our only reportable unit with goodwill, that would indicate potential impairment. Therefore, no goodwill impairment has been recorded for the three and six months ended June 30, 2023 and 2022, respectively. Identifiable intangibles by major asset class consist of the following (in thousands) : June 30, 2023 Estimated Gross Useful Carrying Accumulated Net Lives (Years) Amount Amortization Balance Technology 1 - 20 $ 3,958 $ ( 734 ) $ 3,224 Customer relationships 10 4,100 ( 2,631 ) 1,469 Total amortizable intangible assets $ 8,058 $ ( 3,365 ) $ 4,693 Technology - not subject to amortization Indefinite 48 — 48 Total identifiable intangibles $ 8,106 $ ( 3,365 ) $ 4,741 December 31, 2022 Estimated Gross Useful Carrying Accumulated Net Lives (Years) Amount Amortization Balance Technology 1 - 20 $ 3,958 $ ( 604 ) $ 3,354 Customer relationships 10 4,100 ( 2,426 ) 1,674 Total amortizable intangible assets $ 8,058 $ ( 3,030 ) $ 5,028 Technology - not subject to amortization Indefinite 48 — 48 Total identifiable intangibles $ 8,106 $ ( 3,030 ) $ 5,076 Total amortization expense, which is associated with s elling, general and administrative expenses on the condensed consolidated statements of operations , was $ 0.2 million for each of the three months ended June 30, 2023 and 2022 and $ 0.3 million for each of the six months ended June 30, 2023 and 2022, respectively. Identifiable intangibles are tested for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. As of June 30, 2023, we evaluated potential triggering events, including the Legal Matters discussed in “Note 9. Commitments and Contingencies” and the decline in the quoted price of our common stock. However, we determined that there were no triggering events which indicated potential impairment of our intangibles, which are substantially related to our Repeat Precision asset group. Therefore, we did no t record any impairment charges related to our identifiable intangibles for the three and six months ended June 30, 2023 and 2022. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Accrued Expenses [Abstract] | |
Accrued Expenses | Note 7. Accrued Expenses Accrued expenses consist of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, December 31, 2023 2022 Accrued payroll and bonus $ 3,464 $ 3,227 Property and franchise taxes accrual 250 340 Accrued other miscellaneous liabilities 709 824 Total accrued expenses $ 4,423 $ 4,391 In June 2023, we implemented efforts to streamline our tracer diagnostics business, which involved employee terminations or relocations, as well as the consolidation of certain leased facilities. Similarly, Repeat Precision has consolidated its two manufacturing facilities in Mexico. In connection with these efforts, we recognized severance and moving costs totaling $ 0.3 million in June 2023, of which a severance accrual of $ 0.1 million remains outstanding as of June 30, 2023. As of June 30, 2023, no lease termination costs associated with these efforts have been incurred, but we may incur such costs in the future if we decide to terminate the operating leases or cannot sublet the facilities . |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt [Abstract] | |
Debt | Note 8. Debt Our long-term debt consists of the following as of June 30, 2023 and December 31, 2022 (in thousands): June 30, December 31, 2023 2022 ABL Facility $ — $ — Repeat Precision Promissory Note 791 56 Finance leases 7,963 7,870 Total debt 8,754 7,926 Less: current portion ( 2,350 ) ( 1,489 ) Long-term debt $ 6,404 $ 6,437 The estimated fair value of total debt as of June 30, 2023 and December 31, 2022 was $ 7.5 million and $ 6.8 million, respectively. The fair value of the Repeat Precision Promissory Note (as defined below) approximated the carrying value due to a variable interest rate and the ability to repay the note at any time. The fair value of the finance leases was estimated using Level 2 inputs by calculating the sum of the discounted future interest and principal payments at our incremental borrowing rate through the date of maturity. Below is a description of our financing arrangements. ABL Facility On May 3, 2022, we entered into a secured asset-based revolving credit facility (the “ABL Facility”) under which credit availability is subject to a borrowing base calculation. The ABL Facility is governed by the Credit Agreement dated as of May 3, 2022, by and between NCS Multistage Holdings, Inc. (“ NCSH”), Pioneer Investment, Inc. (“ Pioneer”), NCS Multistage, LLC, NCS Multistage Inc. (“NCS Canada”) , the other loan parties thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and as a lender under the facility provided therein (the “Credit Agreement”). Concurrent with the entry into our Credit Agreement on May 3, 2022, our prior ABL facility was terminated as more fully described in our Annual Report . The ABL Facility consists of a revolving credit facility in an aggregate principal amount of $ 35.0 million made available to borrowers, of which up to $ 10.0 million may be made in Canadian dollars and $ 7.5 million may be made available for letters of credit. Total borrowings available to the borrowers under the ABL Facility may be limited subject to a borrowing base calculated on the sum of cash in a specified pledged account, eligible accounts receivables and eligible inventory, provided it does not include the assets of Repeat Precision. Our available borrowing base under the ABL Facility at June 30, 2023 was $ 12.6 million. The ABL Facility will mature on May 3, 2027 . As of June 30, 2023 and December 31, 2022, we had no outstanding indebtedness under the ABL Facility, except for outstanding letters of credit totaling less than $ 0.1 million as of June 30, 2023. Borrowings under the ABL Facility may be made in U.S. dollars with interest calculated using either the “ABR”, the “Adjusted Daily Simple SOFR” or the “Adjusted Term SOFR Rate”, and in Canadian dollars with interest calculated using the “Canadian Prime Rate” or the “CDOR Rate” (each as defined in the Credit Agreement). Borrowings bear interest plus a margin that varies depending on our leverage ratio as follows: (i) for ABR based loans, between 1.40 % and 2.40 %, and (ii) for Adjusted Daily Simple SOFR, Adjusted Term SOFR Rate, Canadian Prime Rate, and CDOR Rate, between 2.40 % and 3.40 %. We must also pay a monthly commitment fee of 0.25 % to 0.50 % per year, based on unused commitments. The applicable interest rate at June 30, 2023 was 7.5 %. We incurred interest expense related to the ABL Facility, including commitment fees, of $ 0.1 million and less than $ 0.1 million for the three months ended June 30, 2023 and 2022 and $ 0.1 million and less than $ 0.1 million for the six months ended June 30, 2023 and 2022. The obligations of the borrowers under the ABL Facility are guaranteed by NCSH and each of our U.S. and Canadian subsidiaries (other than Repeat Precision), as well as each of our future direct and indirect subsidiaries organized under the laws of the United States or Canada (subject to certain exceptions), and are secured by substantially all of the assets of NCSH and its subsidiaries, in each case, subject to certain exceptions and permitted liens. The Credit Agreement requires, as a condition to borrowing, that available cash on hand after borrowings does not exceed $ 10.0 million. The Credit Agreement also requires us to (i) maintain, for quarters during which liquidity is less than 20 % of the aggregate revolving commitments, a fixed charge coverage ratio of at least 1.0 to 1.0 and (ii) to prepay advances to the extent that the outstanding loans and letter of credit amounts exceed the most recently calculated borrowing base. As of June 30, 2023, we were in compliance with these financial covenants. The Credit Agreement also contains customary affirmative and negative covenants, including, among other things, restrictions on the creation of liens, the incurrence of indebtedness, investments, dividends and other restricted payments, dispositions and transactions with affiliates. The Credit Agreement includes customary events of default for facilities of this type (with customary materiality thresholds and grace periods, as applicable). If an event of default occurs, the lenders party to the Credit Agreement may elect (after the expiration of any applicable notice or grace periods) to declare all outstanding borrowings under such facility, together with accrued and unpaid interest and other amounts payable thereunder, to be immediately due and payable. The lenders party to the Credit Agreement also have the right upon an event of default thereunder to terminate any commitments to provide further borrowings, or to provide additional financing in excess of the borrowing base limit, or to proceed against the collateral securing the ABL Facility. We capitalized direct costs of $ 1.0 million in connection with the Credit Agreement, which are being amortized over the term of the ABL Facility using the straight-line method. Amortization of the deferred financing charges of $ 0.1 million and less than $ 0.1 million for the three months ended June 30, 2023 and 2022, respectively, and $ 0.1 million and less than $ 0.1 million for the six months ended June 30, 2023 and 2022, respectively, was included in interest expense, net. Repeat Precision Promissory Note On February 16, 2018, Repeat Precision entered into a promissory note for an aggregate borrowing capacity of $ 4.3 million with Security State Bank & Trust, Fredericksburg (the “Repeat Precision Promissory Note”). The Repeat Precision Promissory Note was originally scheduled to mature on February 11, 2023 but was extended to August 10, 2024 . The note bears interest at a variable interest rate based on prime plus 1.00 %. The applicable interest rate at June 30, 2023 was 9.3 %. The Repeat Precision Promissory Note is collateralized by certain equipment, inventory and receivables of Repeat Precision. Total borrowings may be limited subject to a borrowing base calculation, which includes a portion of Repeat Precision’s eligible receivables, inventory and equipment. As of June 30, 2023 and December 31, 2022, Repeat Precision had $ 0.8 million and $ 0.1 million, respectively, of outstanding indebtedness under the note. Repeat Precision’s indebtedness is guaranteed by Repeat Precision and is not guaranteed by any other NCS entity. Finance Leases We lease assets under finance lease arrangements including an office and laboratory in Tulsa, Oklahoma, as well as facilities in Odessa, Texas. We also maintain a vehicle leasing arrangement with a fleet management company through which we lease light vehicles and trucks that meet the finance lease criteria. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 9. Commitments and Contingencies Litigation In the ordinary course of our business, from time to time, we have various claims, lawsuits and administrative proceedings that are pending or threatened with respect to commercial, intellectual property and employee matters. NCS was a defendant in a lawsuit in the District Court of Winkler County, Texas, for which the trial began in late April 2023 (the “Texas Matter”). The lawsuit was filed in September 2019 by plaintiffs Boyd & McWilliams Energy Group, Inc. et. al. claiming damage to their wells in 2018 resulting from an alleged product defect related to components provided by a third-party supplier. On May 2, 2023, the jury returned a verdict against us, and included damages figures in favor of the plaintiff for $ 17.5 million and up to $ 42.5 million, net of amounts owed to us. As of March 31, 2023, based upon established case law and our best estimate at that time of the judgment to be awarded against us, we accrued $ 17.5 million associated with this lawsuit, subject to additional interest and court costs which were unknown. On May 15, 2023, a judgment was rendered which awarded the plaintiffs total damages of $ 42.5 million, inclusive of pre-judgment interest, further subject to court costs and post-judgment interest. We believe that existing established case law supports a strong ground to appeal the judgment with regards to the proper measure of damages. We intend to appeal the judgment and believe we have strong arguments that may lead to a reversal of some or all the awarded damages. In addition, we expect a large portion, up to all, of any resultant liability to be covered by our insurance carrier. During the second quarter of 2023, we recorded an incremental provision for litigation related to the Texas Matter, net of amounts previously paid to the plaintiff by our insurance carrier, to reflect the judgment that was rendered. All parties, including our insurance carrier, have agreed to mediation scheduled for late August 2023. If the Texas Matter is not settled through this mediation, the appeals process could take more than a year and could result in a new trial or further appeals, which may not conclude for several years thereafter. NCS is also a defendant in another lawsuit in state district court in Wyoming, for which the trial began in late July 2023, where damages may be from $ 1 to $ 3 million (the “Wyoming Matter” and together with the Texas Matter the “Legal Matters”). The claim relates to an alleged service issue by our personnel during completion operations. NCS is being defended in this action under a policy of insurance, subject to reservation of rights, and expects a large portion, up to all, of any awarded damages to be covered by insurance. Additionally, the parties to the Wyoming Matter continue to engage in settlement discussions through the commencement of the trial. For the Legal Matters, as of June 30, 2023, we have accrued a provision for litigation of $ 42.4 million. This represents the total judgment rendered in the Texas Matter, plus accrued interest and court costs less amounts previously paid by our insurance carrier to the plaintiff, in addition to the best estimate of a loss within the range of outcomes in the Wyoming Matter. If we successfully appeal or settle the Texas Matter for an amount less than the total judgment, or, if the resulting liability in the Wyoming Matter is below our estimate of the potential loss, we will reduce our accrual for legal contingencies and reverse such portion of the provision for litigation expense during the applicable period. Conversely, we could increase the accrual for legal contingencies and corresponding provision for liabilities if additional post-judgment interest or fees are awarded in the Texas Matter or if a judgment in the Wyoming Matter exceeds our estimate. In addition, and except as noted above for the amounts previously paid by our insurance carrier in the Texas Matter , even though we expect a large portion, up to all, of any resultant liability to be covered by our insurance carrier, we have not recognized expected insurance recoveries as an asset or an offsetting benefit to the provision for legal contingencies as of June 30, 2023. Any such insurance proceeds will reduce our accrual for legal contingencies and reverse such portion of the provision for litigation expense in the period received or when determined to be realizable. In connection with our patent infringement jury verdict against Nine Energy Services, Inc. (“Nine”), the Western District of Texas, Waco Division (“Waco District Court”) entered final judgment in June 2022 and awarded NCS approximately $ 0.5 million in damages for Nine’s infringement of U.S. Patent No. 10,465,445 (“the ’445 Patent”). At a hearing in December 2022, the Waco District Court announced it would be awarding hundreds of thousands of dollars in supplemental damages, interest, and costs and ordered Nine to pay an ongoing royalty for the sale of infringing casing flotation devices for the life of the ’445 Patent. In addition, in August 2022 in connection with our patent infringement jury verdict against TCO AS, the jury awarded NCS approximately $ 1.9 million in damages for TCO AS’s infringement of the ’445 Patent. The Waco District Court has entered the final judgment in that case, and we are seeking an award of ongoing royalties for TCO AS’s continued post-judgment infringement, supplemental damages, interest, and cost. Both cases remain subject to appeal. Therefore, we have not recorded any potential gain contingencies associated with these matters in the accompanying condensed consolidated statements of operations. In accordance with GAAP, we accrue for contingencies where the occurrence of a material loss is probable and can be reasonably estimated. Our legal contingencies may increase or decrease, on a matter-by-matter basis, to account for future developments. Although the outcome of any legal proceeding cannot be predicted with any certainty, our assessment of the likely outcome of litigation matters is based on our judgment of a number of factors, including experience with similar matters, past history, precedents, relevant financial information and other evidence and facts specific to each matter. Operating Leases In April 2023, we relocated to a new facility in Red Deer, Alberta, Canada, for which we recorded an operating lease right of use asset and leasehold improvement and corresponding liability of $ 1.7 million. This operating lease has a term of approximately five years . |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-Based Compensation [Abstract] | |
Share-Based Compensation | Note 10. Share- Based Compensation During the six months ended June 30, 2023, we granted 81,021 equity-classified restricted stock units (“RSUs”) with a weighted average grant date fair value of $ 24.49 . We account for RSUs granted to employees at fair value, which we measure as the closing price of our common stock on the date of grant, and we recognize the compensation expense in the financial statements over the requisite service period. The RSUs granted to our employees generally vest over a period of three equal annual installments beginning on or around the anniversary of the date of grant. The RSUs granted to the members of our Board of Directors generally vest on the one year anniversary of the grant date and either settle at vesting or, if the director has elected to defer the RSUs, within thirty days following the earlier of the termination of the director’s service for any reason or a change of control. During the six months ended June 30, 2023, we granted 90,041 equivalent stock units, or cash-settled, liability-classified RSUs (“ESUs”), with a weighted average grant date fair value of $ 24.49 . When the ESUs are originally granted to employees, they are valued at fair value, which we measure as the closing price of our common stock on the date of grant. Since the ESUs will be settled in cash, we record a liability, which is remeasured each reporting period at fair value based upon the closing price of our common stock until the awards are settled. The ESUs generally vest and settle over a period of three equal annual installments beginning on or around the anniversary of the date of grant. The cash settled for any ESU will not exceed the maximum payout established by our Compensation, Nominating and Governance Committee of the Board of Directors. In addition, during the six months ended June 30, 2023, we granted 13,681 performance stock unit awards (“PSUs”), which have a performance period from January 1, 2023 to December 31, 2025. The PSUs grant date fair value of $ 36.02 was measured using a Monte Carlo simulation. The number of PSUs ultimately issued under the program is dependent upon our total shareholder return relative to a performance peer group (“relative TSR”) over the three year performance period. Each PSU associated with the March 2023 award will settle for between zero and two shares of our common stock in the first quarter of 2026. The threshold performance level (25th percentile relative TSR) starts to earn PSUs, the mid-point performance level (50th percentile relative TSR) earns 100 % of the target PSUs and the maximum performance level (90th percentile relative TSR) or greater earns 200 % of the target PSUs. Total share-based compensation expense for all awards was $ 1.2 million and $ 1.3 million for the three months ended June 30, 2023 and 2022, respectively, and $ 2.5 million and $ 3.5 million for the six months ended June 30, 2023 and 2022, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Taxes [Abstract] | |
Income Taxes | Note 11. Income Taxes The computation of the annual estimated effective tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected operating income (or loss) for the year, projections of the proportion of income (or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is acquired or additional information is obtained. The computation of the annual estimated effective tax rate includes applicable modifications, which were projected for the year, such as certain book expenses not deductible for tax, tax credits and foreign deemed dividends. Our effective tax rate (“ETR”) from continuing operations was ( 4.4 )% and 8.1 % for the three months ended June 30, 2023 and 2022, respectively , and ( 0.5 )% and 6.5 % for the six months ended June 30, 2023 and 2022, respectively . During these periods, our ETR differed from the statutory federal income tax rate primarily due to the tax effects of changes in valuation allowance on deferred tax assets not expected to be realized and the tax expense recorded related to stock awards and foreign taxes. |
Loss Per Common Share
Loss Per Common Share | 6 Months Ended |
Jun. 30, 2023 | |
Loss Per Common Share [Abstract] | |
Loss Per Common Share | Note 12. Loss Per Common Share The following table presents the reconciliation of the numerator and denominator for calculating loss per common share from net loss ( in thousands, except per share data) : Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Numerator Net loss $ ( 32,076 ) $ ( 5,478 ) $ ( 47,072 ) $ ( 7,207 ) Less: income (loss) attributable to non-controlling interest 155 3 128 ( 191 ) Net loss attributable to NCS Multistage Holdings, Inc. $ ( 32,231 ) $ ( 5,481 ) $ ( 47,200 ) $ ( 7,016 ) Denominator Basic weighted average number of shares 2,476 2,438 2,464 2,426 Dilutive effect of stock options, RSUs and PSUs — — — — Diluted weighted average number of shares 2,476 2,438 2,464 2,426 Loss per common share Basic $ ( 13.02 ) $ ( 2.25 ) $ ( 19.16 ) $ ( 2.89 ) Diluted $ ( 13.02 ) $ ( 2.25 ) $ ( 19.16 ) $ ( 2.89 ) Potentially dilutive securities excluded as anti-dilutive 155 283 145 269 |
Segment and Geographic Informat
Segment and Geographic Information | 6 Months Ended |
Jun. 30, 2023 | |
Segment and Geographic Information [Abstract] | |
Segment and Geographic Information | Note 13. Segment and Geographic Information We have determined that we operate in one reportable segment that has been identified based on how our chief operating decision maker manages our business. See “Note 2. Revenues” for our disaggregated revenue by geographic area. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Event [Abstract] | |
Subsequent Event | Note 14. Subsequent Event On July 3, 2023, an executive officer and the Company agreed that he will leave his position effective as of such date. In connection therewith and pursuant to an employment agreement, we expect to incur severance and other charges of $ 1.0 million in July 2023, which includes acceleration of expense recognition under stock-based compensation arrangements, pursuant to which these long-term incentive awards will continue to vest in accordance with the underlying agreements, but for which there is no further service requirement. We expect to make cash payments to this former executive totaling $ 0.7 million during the next twelve months. |
Basis of Presentation (Policy)
Basis of Presentation (Policy) | 6 Months Ended |
Jun. 30, 2023 | |
Basis of Presentation [Abstract] | |
Nature of Business | Nature of Business NCS Multistage Holdings, Inc., a Delaware corporation, through its wholly owned subsidiaries and subsidiaries for which it has a controlling voting interest (collectively referred to as the “Company,” “NCS,” “we,” “ our ” and “us”), is primarily engaged in providing engineered products and support services for oil and natural gas well construction, well completions and field development strategies. We offer our products and services primarily to exploration and production companies for use both in onshore and offshore wells. We operate through service facilities principally located in Houston and Odessa, Texas; Tulsa, Oklahoma; Calgary, Red Deer, Grande Prairie and Estevan, Canada; Neuquén, Argentina and Stavanger, Norway. |
Basis of Presentation | Basis of Presentation Our accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities Exchange Act of 1934, as amended, issued by the Securities Exchange Commission (“SEC”) and have not been audited by our independent registered public accounting firm. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with our financial statements and related notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2022 (“Annual Report”). We consolidate Repeat Precision, LLC and its subsidiary (“Repeat Precision”), a 50 % owned entity, with operations in the United States and Mexico , because NCS has a controlling voting interest. The other party’s ownership is presented separately as a non-controlling interest. In the opinion of management, these condensed consolidated financial statements reflect all normal, recurring adjustments necessary for a fair statement of the interim periods presented. The results of operations for interim periods are not necessarily indicative of those for a full year. All intercompany accounts and transactions have been eliminated for purposes of preparing these condensed consolidated financial statements. |
Significant Accounting Policies | Significant Accounting Policies Our significant accounting policies are described in “Note 2. Summary of Significant Accounting Policies” in our Annual Report. |
Recent Accounting Pronouncement | Recent Accounting Pronouncement In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU introduces a new impairment model that is based on expected credit losses rather than incurred credit losses for financial instruments, including trade accounts receivable. It requires an entity to measure expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The new standard was to become effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. In November 2019, the FASB issued ASU No. 2019-10, which deferred the effective dates for certain accounting guidance. The effective date of ASU No. 2016-13 remained the same for public business entities that are SEC filers, except for entities who are deemed smaller reporting companies (“SRC”). The effective date for SRCs began during the first interim period of fiscal years after December 15, 2022. NCS qualifies as an SRC. We adopted ASU No. 2016-13 on January 1, 2023, with no material impact on our condensed consolidated financial statements . |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenues [Abstract] | |
Disaggregation of Revenue by Geographic Region | Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 United States Product sales $ 6,942 $ 9,173 $ 15,002 $ 16,334 Services 2,440 2,960 5,699 4,877 Total United States 9,382 12,133 20,701 21,211 Canada Product sales 9,970 9,655 32,531 28,707 Services 4,351 3,193 12,461 12,670 Total Canada 14,321 12,848 44,992 41,377 Other Countries Product sales 521 543 1,330 543 Services 1,167 1,940 1,922 3,445 Total Other Countries 1,688 2,483 3,252 3,988 Total Product sales 17,433 19,371 48,863 45,584 Services 7,958 8,093 20,082 20,992 Total revenues $ 25,391 $ 27,464 $ 68,945 $ 66,576 |
Schedule of Contract Liabilities | Balance at December 31, 2022 $ 51 Additions — Revenue recognized — Balance at June 30, 2023 $ 51 |
Inventories, Net (Tables)
Inventories, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Inventories, Net [Abstract] | |
Schedule of Inventories | June 30, December 31, 2023 2022 Raw materials $ 2,219 $ 2,135 Work in process 180 38 Finished goods 40,389 34,869 Total inventories, net $ 42,788 $ 37,042 |
Other Current Receivables (Tabl
Other Current Receivables (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Other Current Receivables [Abstract] | |
Schedule of Other Current Receivables | June 30, December 31, 2023 2022 Current income tax receivables $ 1,622 $ 1,868 Employee receivables 243 354 Other receivables 1,817 1,504 Total other current receivables $ 3,682 $ 3,726 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Property and Equipment [Abstract] | |
Schedule of Property and Equipment by Major Asset Class | June 30, December 31, 2023 2022 Land $ 1,630 $ 1,592 Building and improvements 7,509 7,462 Machinery and equipment 19,267 18,156 Computers and software 2,375 2,107 Furniture and fixtures 722 748 Vehicles 279 262 Right of use assets - finance leases 11,745 11,231 Service equipment 57 57 43,584 41,615 Less: Accumulated depreciation and amortization ( 20,361 ) ( 18,844 ) 23,223 22,771 Construction in progress 883 545 Property and equipment, net $ 24,106 $ 23,316 |
Schedule of Depreciation Expense Associated Income Statement Line Items | Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Cost of sales Cost of product sales $ 382 $ 374 $ 744 $ 724 Cost of services 145 149 299 296 Selling, general and administrative expenses 421 416 848 840 Total depreciation $ 948 $ 939 $ 1,891 $ 1,860 |
Goodwill and Identifiable Int_2
Goodwill and Identifiable Intangibles (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Identifiable Intangibles [Abstract] | |
Changes in Carrying Amount of Goodwill | June 30, December 31, 2023 2022 Gross value $ 177,162 $ 177,162 Accumulated impairment ( 161,940 ) ( 161,940 ) Net $ 15,222 $ 15,222 |
Schedule of Identifiable Intangibles | June 30, 2023 Estimated Gross Useful Carrying Accumulated Net Lives (Years) Amount Amortization Balance Technology 1 - 20 $ 3,958 $ ( 734 ) $ 3,224 Customer relationships 10 4,100 ( 2,631 ) 1,469 Total amortizable intangible assets $ 8,058 $ ( 3,365 ) $ 4,693 Technology - not subject to amortization Indefinite 48 — 48 Total identifiable intangibles $ 8,106 $ ( 3,365 ) $ 4,741 December 31, 2022 Estimated Gross Useful Carrying Accumulated Net Lives (Years) Amount Amortization Balance Technology 1 - 20 $ 3,958 $ ( 604 ) $ 3,354 Customer relationships 10 4,100 ( 2,426 ) 1,674 Total amortizable intangible assets $ 8,058 $ ( 3,030 ) $ 5,028 Technology - not subject to amortization Indefinite 48 — 48 Total identifiable intangibles $ 8,106 $ ( 3,030 ) $ 5,076 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accrued Expenses [Abstract] | |
Schedule of Accrued Expenses | June 30, December 31, 2023 2022 Accrued payroll and bonus $ 3,464 $ 3,227 Property and franchise taxes accrual 250 340 Accrued other miscellaneous liabilities 709 824 Total accrued expenses $ 4,423 $ 4,391 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt [Abstract] | |
Schedule of Long-term Debt | June 30, December 31, 2023 2022 ABL Facility $ — $ — Repeat Precision Promissory Note 791 56 Finance leases 7,963 7,870 Total debt 8,754 7,926 Less: current portion ( 2,350 ) ( 1,489 ) Long-term debt $ 6,404 $ 6,437 |
Loss Per Common Share (Tables)
Loss Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Loss Per Common Share [Abstract] | |
Reconciliation of Numerator and Denominator for Calculating Earnings (Loss) Per Common Share from Net Income (Loss) | Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Numerator Net loss $ ( 32,076 ) $ ( 5,478 ) $ ( 47,072 ) $ ( 7,207 ) Less: income (loss) attributable to non-controlling interest 155 3 128 ( 191 ) Net loss attributable to NCS Multistage Holdings, Inc. $ ( 32,231 ) $ ( 5,481 ) $ ( 47,200 ) $ ( 7,016 ) Denominator Basic weighted average number of shares 2,476 2,438 2,464 2,426 Dilutive effect of stock options, RSUs and PSUs — — — — Diluted weighted average number of shares 2,476 2,438 2,464 2,426 Loss per common share Basic $ ( 13.02 ) $ ( 2.25 ) $ ( 19.16 ) $ ( 2.89 ) Diluted $ ( 13.02 ) $ ( 2.25 ) $ ( 19.16 ) $ ( 2.89 ) Potentially dilutive securities excluded as anti-dilutive 155 283 145 269 |
Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) | Jun. 30, 2023 |
Repeat Precision [Member] | |
Equity ownership interest, percent | 50% |
Revenues (Narrative) (Details)
Revenues (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenues [Abstract] | ||||
Contract assets | $ 0 | $ 0 | ||
Non-current contract liabilities | 0 | 0 | ||
Revenue recognized from the contract liability balance | $ 0 | $ 500,000 | $ 0 | $ 1,600,000 |
Revenues (Disaggregation of Rev
Revenues (Disaggregation of Revenue by Geographic Region) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 25,391 | $ 27,464 | $ 68,945 | $ 66,576 |
Product Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 17,433 | 19,371 | 48,863 | 45,584 |
Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 7,958 | 8,093 | 20,082 | 20,992 |
United States [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 9,382 | 12,133 | 20,701 | 21,211 |
United States [Member] | Product Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 6,942 | 9,173 | 15,002 | 16,334 |
United States [Member] | Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 2,440 | 2,960 | 5,699 | 4,877 |
Canada [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 14,321 | 12,848 | 44,992 | 41,377 |
Canada [Member] | Product Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 9,970 | 9,655 | 32,531 | 28,707 |
Canada [Member] | Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 4,351 | 3,193 | 12,461 | 12,670 |
Other Countries [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 1,688 | 2,483 | 3,252 | 3,988 |
Other Countries [Member] | Product Sales [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 521 | 543 | 1,330 | 543 |
Other Countries [Member] | Services [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,167 | $ 1,940 | $ 1,922 | $ 3,445 |
Revenues (Schedule of Contract
Revenues (Schedule of Contract Liabilities) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Current Contract Liabilities [Abstract] | ||||
Current contract liabilities: Beginning balance | $ 51,000 | |||
Additions | ||||
Revenue recognized | $ 0 | $ (500,000) | 0 | $ (1,600,000) |
Current contract liabilities: Ending balance | $ 51,000 | $ 51,000 |
Inventories, Net (Schedule of I
Inventories, Net (Schedule of Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Inventories, Net [Abstract] | ||
Raw materials | $ 2,219 | $ 2,135 |
Work in process | 180 | 38 |
Finished goods | 40,389 | 34,869 |
Total inventories, net | $ 42,788 | $ 37,042 |
Other Current Receivables (Narr
Other Current Receivables (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Other current receivables | $ 3,682 | $ 3,726 |
Employee Retention Credit [Member] | ||
Other current receivables | 900 | 900 |
Special Oilfield Services Co. LLC [Member] | Technical Services And Assistance Agreement [Member] | ||
Other current receivables | $ 400 | $ 700 |
Other Current Receivables (Sche
Other Current Receivables (Schedule Of Other Current Receivables) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Other Current Receivables [Abstract] | ||
Current income tax receivables | $ 1,622 | $ 1,868 |
Employee receivables | 243 | 354 |
Other receivables | 1,817 | 1,504 |
Total other current receivables | $ 3,682 | $ 3,726 |
Property and Equipment (Narrati
Property and Equipment (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Property and Equipment [Abstract] | ||||
Impairment charge of property and equipment | $ 0 | $ 0 | $ 0 | $ 0 |
Property and Equipment (Schedul
Property and Equipment (Schedule of Property and Equipment by Major Asset Class) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 43,584 | $ 41,615 |
Less: Accumulated depreciation and amortization | (20,361) | (18,844) |
Property and equipment, net, excluding construction in progress | 23,223 | 22,771 |
Construction in progress | 883 | 545 |
Property and equipment, net | 24,106 | 23,316 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 1,630 | 1,592 |
Building and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 7,509 | 7,462 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 19,267 | 18,156 |
Computer and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 2,375 | 2,107 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 722 | 748 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 279 | 262 |
Right Of Use Assets - Finance Leases [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 11,745 | 11,231 |
Service Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 57 | $ 57 |
Property and Equipment (Sched_2
Property and Equipment (Schedule of Depreciation Expense Associated Income Statement Line Items) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Depreciation | $ 948 | $ 939 | $ 1,891 | $ 1,860 |
Cost of Product Sales [Member] | ||||
Depreciation | 382 | 374 | 744 | 724 |
Cost of Services [Member] | ||||
Depreciation | 145 | 149 | 299 | 296 |
Selling General And Administrative Expense [Member] | ||||
Depreciation | $ 421 | $ 416 | $ 848 | $ 840 |
Goodwill and Identifiable Int_3
Goodwill and Identifiable Intangibles (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Goodwill and Identifiable Intangibles [Abstract] | ||||
Goodwill impairment charge | $ 0 | $ 0 | $ 0 | $ 0 |
Finite-lived intangible assets impairment charge | 0 | 0 | 0 | 0 |
Amortization expense | $ 167,000 | $ 167,000 | $ 334,000 | $ 334,000 |
Goodwill and Identifiable Int_4
Goodwill and Identifiable Intangibles (Changes in Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Goodwill and Identifiable Intangibles [Abstract] | ||
Gross value | $ 177,162 | $ 177,162 |
Accumulated impairment | (161,940) | (161,940) |
Net | $ 15,222 | $ 15,222 |
Goodwill and Identifiable Int_5
Goodwill and Identifiable Intangibles (Schedule of Identifiable Intangibles) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Carrying Amount | $ 8,058 | $ 8,058 |
Finite-lived intangible assets, Accumulated Amortization | (3,365) | (3,030) |
Total | 4,693 | 5,028 |
Intangible Assets, Gross (Excluding Goodwill), Total | 8,106 | 8,106 |
Intangible Assets, Net (Excluding Goodwill), Total | 4,741 | 5,076 |
Technology Not Subject To Amortization [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 48 | 48 |
Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, Gross Carrying Amount | 3,958 | 3,958 |
Finite-lived intangible assets, Accumulated Amortization | (734) | (604) |
Total | $ 3,224 | $ 3,354 |
Technology [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 1 year | 1 year |
Technology [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 20 years | 20 years |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 10 years | 10 years |
Finite-lived intangible assets, Gross Carrying Amount | $ 4,100 | $ 4,100 |
Finite-lived intangible assets, Accumulated Amortization | (2,631) | (2,426) |
Total | $ 1,469 | $ 1,674 |
Accrued Expenses (Narrative) (D
Accrued Expenses (Narrative) (Details) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jun. 30, 2023 USD ($) item | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||
Severance and moving costs | $ 300 | ||
Accrued expenses | 4,423 | $ 4,423 | $ 4,391 |
Lease termination costs | 0 | ||
Employee Severance [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Accrued expenses | $ 100 | $ 100 | |
Mexico [Member] | Repeat Precision [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Number of manufacturing facility | item | 2 |
Accrued Expenses (Schedule of A
Accrued Expenses (Schedule of Accrued Expenses) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued Expenses [Abstract] | ||
Accrued payroll and bonus | $ 3,464 | $ 3,227 |
Property and franchise taxes accrual | 250 | 340 |
Accrued other miscellaneous liabilities | 709 | 824 |
Total accrued expenses | $ 4,423 | $ 4,391 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | 3 Months Ended | 6 Months Ended | ||||
Feb. 16, 2018 USD ($) | Jun. 30, 2023 USD ($) item | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) item | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||||
Amortization expense of deferred financing charges | $ 102,000 | $ 128,000 | ||||
Fair Value, Inputs, Level 2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, fair value | $ 7,500,000 | 7,500,000 | $ 6,800,000 | |||
ABL Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit outstanding | 0 | 0 | 0 | |||
Unamortized deferred | 1,000,000 | 1,000,000 | ||||
Debt instrument, borrowing base | $ 12,600,000 | $ 12,600,000 | ||||
Debt maturity date | May 03, 2027 | |||||
Interest rate, effective percentage | 7.50% | 7.50% | ||||
Credit commitment fee amount | $ 100,000 | $ 100,000 | ||||
Condition to borrow, maximum cash on hand after borrowings | $ 10,000,000 | $ 10,000,000 | ||||
Fixed charge coverage ratio | item | 1 | 1 | ||||
Amortization expense of deferred financing charges | $ 100,000 | $ 100,000 | ||||
Letter of credit outstanding amount | $ 100,000 | 100,000 | ||||
ABL Facility [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 35,000,000 | 35,000,000 | ||||
ABL Facility [Member] | Letter of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 7,500,000 | 7,500,000 | ||||
ABL Facility [Member] | Borrowing Allowed in Canadian Dollars [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 10,000,000 | $ 10,000,000 | ||||
ABL Facility [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee, percentage | 0.25% | |||||
ABL Facility [Member] | Minimum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument variable interest rate | 1.40% | |||||
ABL Facility [Member] | Minimum [Member] | Adjusted Daily Simple SOFR, Adjusted Term SOFR Rate, Canadian Prime Rate, and CDOR Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument variable interest rate | 2.40% | |||||
ABL Facility [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee, percentage | 0.50% | |||||
Credit commitment fee amount | 100,000 | 100,000 | ||||
Minimum liquidity percentage required under new financial covenants | 20% | |||||
Amortization expense of deferred financing charges | $ 100,000 | $ 100,000 | ||||
ABL Facility [Member] | Maximum [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument variable interest rate | 2.40% | |||||
ABL Facility [Member] | Maximum [Member] | Adjusted Daily Simple SOFR, Adjusted Term SOFR Rate, Canadian Prime Rate, and CDOR Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument variable interest rate | 3.40% | |||||
Repeat Precision Promissory Note [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit outstanding | $ 800,000 | $ 800,000 | $ 100,000 | |||
Debt instrument variable interest rate | 1% | |||||
Debt maturity date | Aug. 10, 2024 | |||||
Interest rate, effective percentage | 9.30% | 9.30% | ||||
Debt instrument, maximum borrowing capacity | $ 4,300,000 | |||||
Repeat Precision Promissory Note [Member] | Original Maturity [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt maturity date | Feb. 11, 2023 |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Finance leases | $ 7,963 | $ 7,870 |
Total debt | 8,754 | 7,926 |
Less: current portion | (2,350) | (1,489) |
Long-term debt | 6,404 | 6,437 |
Repeat Precision Promissory Note [Member] | ||
Debt Instrument [Line Items] | ||
Debt | $ 791 | $ 56 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
May 15, 2023 | May 02, 2023 | Aug. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Loss Contingencies [Line Items] | |||||||||
Estimate of possible loss | $ 17,500 | ||||||||
Operating lease right-of-use assets | $ 5,552 | $ 5,552 | $ 1,700 | $ 4,515 | |||||
Operating lease, term of contract | 5 years | ||||||||
Provision for litigation | 24,886 | 42,400 | |||||||
Damages from Product Defects [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Amount awarded to other party | $ 42,500 | $ 17,500 | |||||||
Minimum [Member] | Alleged Issue in Operation of Company [Member] | Pending Litigation [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Estimate of possible loss | 1,000 | 1,000 | |||||||
Maximum [Member] | Damages from Product Defects [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Amount awarded to other party | $ 42,500 | ||||||||
Maximum [Member] | Alleged Issue in Operation of Company [Member] | Pending Litigation [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Estimate of possible loss | $ 3,000 | $ 3,000 | |||||||
Nine Patent Infringement [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Amount awarded from other party | $ 500 | ||||||||
TCO AS Patent Infringement [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Amount awarded from other party | $ 1,900 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) item $ / shares shares | Jun. 30, 2022 USD ($) | |
Share-based compensation | $ | $ 1,200 | $ 1,300 | $ 2,500 | $ 3,500 |
Restricted Stock Units (RSUs) [Member] | ||||
Share-based compensation shares granted | 81,021 | |||
Weighted average grant date fair value | $ / shares | $ 24.49 | |||
Number of vesting equal annual installments | item | 3 | |||
Restricted Stock Units (RSUs) [Member] | Board of Directors [Member] | ||||
Share-based compensation vesting period | 1 year | |||
Restricted Stock Units (RSUs) [Member] | Director [Member] | ||||
Share-based compensation arrangement, settlement period | 30 days | |||
Equivalent Stock Units (ESUs) [Member] | ||||
Share-based compensation shares granted | 90,041 | |||
Weighted average grant date fair value | $ / shares | $ 24.49 | |||
Number of vesting equal annual installments | item | 3 | |||
Performance Stock Unit Awards (PSUs) [Member] | ||||
Share-based compensation shares granted | 13,681 | |||
Weighted average grant date fair value | $ / shares | $ 36.02 | |||
Share-based compensation award service period | 3 years | |||
Performance Stock Unit Awards (PSUs) [Member] | Minimum [Member] | ||||
Number of common stock shares issued for each PSU | 0 | |||
Performance Stock Unit Awards (PSUs) [Member] | Maximum [Member] | ||||
Number of common stock shares issued for each PSU | 2 | |||
Performance Stock Unit Awards (PSUs) [Member] | 50th Percentile Relative TSR [Member] | ||||
Share-based compensation arrangement performance obligations, percentage | 100% | |||
Performance Stock Unit Awards (PSUs) [Member] | 90th Percentile Relative TSR [Member] | ||||
Share-based compensation arrangement performance obligations, percentage | 200% |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Taxes [Abstract] | ||||
Effective tax rate | (4.40%) | 8.10% | (0.50%) | 6.50% |
Loss Per Common Share (Reconcil
Loss Per Common Share (Reconciliation of Numerator and Denominator for Calculating Earnings (Loss) Per Common Share from Net Income (Loss)) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Numerator | ||||||
Net loss | $ (32,076) | $ (14,996) | $ (5,478) | $ (1,729) | $ (47,072) | $ (7,207) |
Less: income (loss) attributable to non-controlling interest | 155 | 3 | 128 | (191) | ||
Net loss attributable to NCS Multistage Holdings, Inc. | $ (32,231) | $ (5,481) | $ (47,200) | $ (7,016) | ||
Denominator | ||||||
Basic weighted average number of shares (in shares) | 2,476 | 2,438 | 2,464 | 2,426 | ||
Diluted weighted average number of shares (in shares) | 2,476 | 2,438 | 2,464 | 2,426 | ||
Loss per common share | ||||||
Basic (in dollars per share) | $ (13.02) | $ (2.25) | $ (19.16) | $ (2.89) | ||
Diluted (in dollars per share) | $ (13.02) | $ (2.25) | $ (19.16) | $ (2.89) | ||
Potentially dilutive securities excluded as anti-dilutive | 155 | 283 | 145 | 269 |
Segment and Geographic Inform_2
Segment and Geographic Information (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2023 segment | |
Segment and Geographic Information [Abstract] | |
Number of reportable segments | 1 |
Subsequent Event (Narrative) (D
Subsequent Event (Narrative) (Details) - Executive Officer [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 03, 2023 | Mar. 31, 2024 | |
Subsequent Events [Member] | ||
Subsequent Events [Line Items] | ||
Severance costs | $ 1,000 | |
Employee Severance [Member] | Forecast [Member] | ||
Subsequent Events [Line Items] | ||
Restructuring payments | $ 700 |