Select Energy Services (WTTR) 10-Q 7 Nov 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2019	Nov. 04, 2019
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2019
Document Transition Report	false
Entity File Number	001-38066
Entity Registrant Name	SELECT ENERGY SERVICES, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	81-4561945
Entity Address, Address Line One	1233 W. Loop South, Suite 1400
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77027
City Area Code	713
Local Phone Number	235-9500
Title of 12(b) Security	Class A common stock, par value $0.01 per share
Trading Symbol	WTTR
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001693256
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Amendment Flag	false
Class A Common Stock
Document and Entity Information
Entity Common Stock, Shares Outstanding		85,907,211
Class B Common Stock
Document and Entity Information
Entity Common Stock, Shares Outstanding		18,461,975

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 42,999	$ 17,237
Accounts receivable trade, net of allowance for doubtful accounts of $5,392 and $5,329, respectively	310,730	341,711
Accounts receivable, related parties	5,493	1,119
Inventories	39,613	44,992
Prepaid expenses and other current assets	26,233	27,093
Total current assets	425,068	432,152
Property and equipment	1,084,096	1,114,378
Accumulated depreciation	(617,740)	(611,530)
Property and equipment held-for-sale, net	890
Total property and equipment, net	467,246	502,848
Right-of-use assets	73,138
Goodwill	266,934	273,801
Other intangible assets, net	139,969	148,377
Other assets	4,502	3,427
Total assets	1,376,857	1,360,605
Current liabilities
Accounts payable	38,530	53,847
Accrued accounts payable	51,209	62,536
Accounts payable and accrued expenses, related parties	3,297	5,056
Accrued salaries and benefits	25,761	22,113
Accrued insurance	13,367	14,849
Sales tax payable	1,185	5,820
Accrued expenses and other current liabilities	12,784	14,560
Current operating lease liabilities	19,488
Current portion of finance lease obligations	248	938
Total current liabilities	165,869	179,719
Long-term operating lease liabilities	72,672
Long-term operating lease liabilities		16,752
Other long-term liabilities	12,197	8,361
Long-term debt		45,000
Total liabilities	250,738	249,832
Commitments and contingencies (Note 10)
Preferred stock, $0.01 par value; 50,000,000 shares authorized; no shares issued and outstanding as of September 30, 2019 and December 31, 2018
Additional paid-in capital	893,293	813,599
Retained earnings	31,367	18,653
Accumulated other comprehensive deficit		(368)
Total stockholders' equity	925,708	832,934
Noncontrolling interests	200,411	277,839
Total equity	1,126,119	1,110,773
Total liabilities and equity	1,376,857	1,360,605
Class A Common Stock
Current liabilities
Common stock	863	790
Total equity	863	790
Class B Common Stock
Current liabilities
Common stock	185	260
Total equity	$ 185	$ 260

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Allowance for doubtful accounts	$ 5,392	$ 5,329
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	50,000,000	50,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Class A Common Stock
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	350,000,000	350,000,000
Common Stock, Shares, Issued	86,321,013	78,956,555
Common Stock, Shares, Outstanding	86,321,013	78,956,555
Class A-2 Common Stock
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	40,000,000	40,000,000
Common Stock, Shares, Issued	0	0
Common Stock, Shares, Outstanding	0	0
Class B Common Stock
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	150,000,000	150,000,000
Common Stock, Shares, Issued	18,461,975	26,026,843
Common Stock, Shares, Outstanding	18,461,975	26,026,843

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Revenue
Total revenue	$ 328,968	$ 396,970	$ 1,015,501	$ 1,166,612
Costs of revenue
Depreciation and amortization	28,263	31,853	88,624	93,180
Total costs of revenue	287,974	337,573	888,571	1,002,538
Gross profit	40,994	59,397	126,930	164,074
Operating expenses
Selling, general and administrative	27,280	25,110	86,953	77,662
Depreciation and amortization	952	984	2,858	2,332
Impairment of goodwill			4,396
Impairment of property and equipment	49		942	2,282
Impairment of cost-method investment				2,000
Lease abandonment costs	238	1,045	1,494	4,142
Total operating expenses	28,519	27,139	96,643	88,418
Income from operations	12,475	32,258	30,287	75,656
Other income (expense)
(Losses) gains on sales of property and equipment, net	(2,033)	1,458	(8,233)	2,959
Interest expense, net	(438)	(1,322)	(2,370)	(3,815)
Foreign currency (loss) gain, net	(59)	248	268	(492)
Other (expense) income, net	(272)	40	(62)	140
Income before income tax expense	9,673	32,682	19,890	74,448
Income tax expense	(2,501)	(1,415)	(3,250)	(2,027)
Net income	7,172	31,267	16,640	72,421
Less: net income attributable to noncontrolling interests	(1,793)	(8,316)	(3,926)	(22,409)
Net income attributable to Select Energy Services, Inc.	5,379	22,951	12,714	50,012
Water services
Revenue
Total revenue	196,782	233,503	619,388	685,687
Costs of revenue
Costs of revenue	153,741	177,643	472,013	518,844
Water infrastructure
Revenue
Total revenue	63,953	65,878	169,279	175,662
Costs of revenue
Costs of revenue	46,748	42,324	126,634	120,304
Oilfield chemicals
Revenue
Total revenue	67,932	63,985	197,762	192,422
Costs of revenue
Costs of revenue	57,357	56,473	170,935	172,057
Other
Revenue
Total revenue	301	33,604	29,072	112,841
Costs of revenue
Costs of revenue	1,865	29,280	30,365	98,153
Class A Common Stock
Other income (expense)
Net income attributable to Select Energy Services, Inc.	$ 5,379	$ 22,951	$ 12,714	$ 48,523
Net income per share attributable to common stockholders (Note 16):
Basic	$ 0.07	$ 0.29	$ 0.16	$ 0.69
Diluted	$ 0.07	$ 0.29	$ 0.16	$ 0.69
Class A-2 Common Stock
Other income (expense)
Net income attributable to Select Energy Services, Inc.				$ 1,489
Net income per share attributable to common stockholders (Note 16):
Basic				$ 0.69
Diluted				$ 0.69

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 7,172	$ 31,267	$ 16,640	$ 72,421
Other comprehensive income
Foreign currency translation adjustment, net of tax of $0	380	131	368	(319)
Comprehensive income	7,552	31,398	17,008	72,102
Less: comprehensive income attributable to noncontrolling interests	(1,888)	(8,351)	(4,013)	(22,310)
Comprehensive income attributable to Select Energy Services, Inc.	$ 5,664	$ 23,047	$ 12,995	$ 49,792

CONSOLIDATED STATEMENTS OF CO_2

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Foreign currency translation adjustment, tax amount	$ 0	$ 0	$ 0	$ 0

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands	Class A Common StockConversion of Class A-2 to Class A	Class A Common StockConversion of Class B to Class A	Class A Common Stock	Class A-2 Common StockConversion of Class A-2 to Class A	Class A-2 Common Stock	Class B Common StockConversion of Class B to Class A	Class B Common Stock	Conversion of Class B to Class ATotal Stockholders' Equity	Conversion of Class B to Class AAdditional Paid-In Capital	Conversion of Class B to Class ANoncontrolling Interests	Total Stockholders' Equity	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests	Total
Beginning balance at Dec. 31, 2017			$ 592		$ 67		$ 404				$ 656,647	$ 673,141	$ (17,859)	$ 302	$ 406,722	$ 1,063,369
Beginning balance (in shares) at Dec. 31, 2017			59,182,176		6,731,845		40,331,989
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of common stock	$ 67	$ 144		$ (67)		$ (144)		$ 146,865	$ 146,865	$ (146,865)
Conversion of common stock (in shares)	6,731,839	14,305,146		(6,731,839)		(14,305,146)
ESPP shares issued											99	99			(13)	86
ESPP shares issued (in shares)			6,413
Equity-based compensation											5,543	5,543			2,487	8,030
Issuance of restricted shares			$ 4								2,325	2,321			(2,325)
Issuance of restricted shares (in shares)			438,182
Exercise of restricted stock units											104	104			(104)
Exercise of restricted stock units (in shares)			27,860
Stock options exercised			$ 1								1,019	1,018			(374)	645
Stock options exercised (in shares)			79,333
Repurchase of common stock			$ (1)								(804)	(803)			(73)	(877)
Repurchase of common stock ( in shares)			(62,777)		(6)
Restricted shares forfeited											(380)	(380)			379	(1)
Restricted shares forfeited (in shares)			(49,638)
Distributions to noncontrolling interests, net															(506)	(506)
NCI income tax adjustment											(229)	(229)			229
Foreign currency translation adjustment											(319)			(319)	(176)	(495)
Net income											50,012		50,012		22,409	72,421
Ending balance at Sep. 30, 2018			$ 807				$ 260				861,340	828,137	32,153	(17)	281,332	1,142,672
Ending balance (in shares) at Sep. 30, 2018			80,658,534				26,026,843
Beginning balance at Jun. 30, 2018			$ 773				$ 294				800,820	790,699	9,202	(148)	307,991	1,108,811
Beginning balance (in shares) at Jun. 30, 2018			77,298,660				29,383,320
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of common stock		$ 34				$ (34)		35,062	35,062	(35,062)
Conversion of common stock (in shares)		3,356,477				(3,356,477)
ESPP shares issued											49	49			(17)	32
ESPP shares issued (in shares)			2,427
Equity-based compensation											1,926	1,926			639	2,565
Issuance of restricted shares											60	60			(60)
Issuance of restricted shares (in shares)			7,587
Stock options exercised											643	642			(375)	268
Stock options exercised (in shares)			42,124
Repurchase of common stock											(221)	(220)			1	(220)
Repurchase of common stock ( in shares)			(17,743)
Restricted shares forfeited											(310)	(310)			309	(1)
Restricted shares forfeited (in shares)			(30,998)
Distributions to noncontrolling interests, net															(226)	(226)
NCI income tax adjustment											229	229			(229)
Foreign currency translation adjustment											131			131	45	176
Net income											22,951		22,951		8,316	31,267
Ending balance at Sep. 30, 2018			$ 807				$ 260				861,340	828,137	32,153	(17)	281,332	1,142,672
Ending balance (in shares) at Sep. 30, 2018			80,658,534				26,026,843
Beginning balance at Dec. 31, 2018			$ 790				$ 260				832,934	813,599	18,653	(368)	277,839	$ 1,110,773
Beginning balance (in shares) at Dec. 31, 2018			78,956,555				26,026,843
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of common stock		$ 75				$ (75)		82,706	82,706	(82,706)
Conversion of common stock (in shares)		7,564,868				(7,564,868)										7,564,868
ESPP shares issued											79	79			1	$ 80
ESPP shares issued (in shares)			8,746
Equity-based compensation											9,045	9,045			2,829	11,874
Issuance of restricted shares			$ 14								3,604	3,590			(3,604)
Issuance of restricted shares (in shares)			1,391,479
Exercise of restricted stock units											4	4			(4)
Exercise of restricted stock units (in shares)			1,250
Stock options exercised											84	84			(54)	30
Stock options exercised (in shares)			5,282
Repurchase of common stock			$ (16)								(15,902)	(15,886)			2,501	(13,401)
Repurchase of common stock ( in shares)			(1,597,150)
Restricted shares forfeited											(36)	(36)			36
Restricted shares forfeited (in shares)			(10,017)
Distributions to noncontrolling interests, net															(349)	(349)
NCI income tax adjustment											(89)	(89)			89
Foreign currency translation adjustment											387	19		368	85	472
Net income											12,714		12,714		3,926	16,640
Ending balance at Sep. 30, 2019			$ 863				$ 185				925,708	893,293	31,367		200,411	1,126,119
Ending balance (in shares) at Sep. 30, 2019			86,321,013				18,461,975
Beginning balance at Jun. 30, 2019			$ 802				$ 260				848,638	821,968	25,988	(380)	278,210	$ 1,126,848
Beginning balance (in shares) at Jun. 30, 2019			80,176,078				26,026,843
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Conversion of common stock		$ 75				$ (75)		$ 82,706	$ 82,706	$ (82,706)
Conversion of common stock (in shares)		7,564,868				(7,564,868)										7,564,868
ESPP shares issued											21	21			3	$ 24
ESPP shares issued (in shares)			3,079
Equity-based compensation											2,774	2,774			792	3,566
Issuance of restricted shares											41	41			(41)
Issuance of restricted shares (in shares)			17,549
Stock options exercised											84	84			(54)	30
Stock options exercised (in shares)			5,282
Repurchase of common stock			$ (14)								(14,361)	(14,347)			2,476	(11,885)
Repurchase of common stock ( in shares)			(1,444,648)
Restricted shares forfeited											(13)	(13)			13
Restricted shares forfeited (in shares)			(1,195)
Distributions to noncontrolling interests, net															(124)	(124)
NCI income tax adjustment											(40)	(40)			40
Foreign currency translation adjustment											399	19		$ 380	89	488
Net income											5,379		5,379		1,793	7,172
Ending balance at Sep. 30, 2019			$ 863				$ 185				$ 925,708	$ 893,293	$ 31,367		$ 200,411	$ 1,126,119
Ending balance (in shares) at Sep. 30, 2019			86,321,013				18,461,975

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Cash flows from operating activities
Net income	$ 16,640	$ 72,421
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	91,482	95,512
Net loss (gain) on disposal of property and equipment	4,971	(2,959)
Bad debt expense	1,764	1,430
Amortization of debt issuance costs	516	516
Inventory write-down	228	430
Equity-based compensation	11,874	8,030
Impairment of goodwill	4,396
Impairment of property and equipment	942	2,282
Impairment of cost-method investment		2,000
Loss on divestitures	3,262
Other operating items, net	259	971
Changes in operating assets and liabilities
Accounts receivable	14,835	(46,010)
Prepaid expenses and other assets	9,774	(7,950)
Accounts payable and accrued liabilities	(18,727)	(2,043)
Net cash provided by operating activities	142,216	124,630
Cash flows from investing activities
Working capital settlement	691
Proceeds received from divestitures	24,927
Purchase of property and equipment	(86,374)	(109,500)
Acquisitions, net of cash received	(10,400)	(1,953)
Proceeds received from sales of property and equipment	13,958	9,363
Net cash used in investing activities	(57,198)	(102,090)
Cash flows from financing activities
Borrowings from revolving line of credit	5,000	45,000
Payments on long-term debt	(50,000)	(55,000)
Payments of finance lease obligations	(743)	(1,517)
Proceeds from share issuance	110	731
Distributions to noncontrolling interests, net	(349)	(506)
Repurchase of common stock	(13,401)	(877)
Net cash used in financing activities	(59,383)	(12,169)
Effect of exchange rate changes on cash	127	(95)
Net increase in cash and cash equivalents	25,762	10,276
Cash and cash equivalents, beginning of period	17,237	2,774
Cash and cash equivalents, end of period	42,999	13,050
Supplemental cash flow disclosure:
Cash paid for interest	2,421	3,356
Cash paid (refunds received) for income taxes	1,675	(1,750)
Supplemental disclosure of noncash investing activities:
Capital expenditures included in accounts payable and accrued liabilities	$ 13,442	$ 23,689

BUSINESS AND BASIS OF PRESENTAT

BUSINESS AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2019
BUSINESS AND BASIS OF PRESENTATION
BUSINESS AND BASIS OF PRESENTATION	NOTE 1—BUSINESS AND BASIS OF PRESENTATION Description of the business : Select Energy Services, Inc. (“we,” “Select Inc.” or the “Company”) was incorporated as a Delaware corporation on November 21, 2016. The Company is a holding company whose sole material asset consists of common units (“SES Holdings LLC Units”) in SES Holdings, LLC (“SES Holdings” or the “ Predecessor ”). We are a leading provider of water-management solutions to the oil and gas industry in the United States (“U.S.”). We also develop, manufacture and deliver chemical solutions for use in oil and gas well completion and production operations. Within the major shale plays in the U.S., we believe we are a market leader in water sourcing, water transfer (both by permanent pipeline and temporary hose) and temporary water containment prior to its use in drilling and completion activities associated with hydraulic fracture stimulation or “fracking,” which we refer to collectively as “pre-frac water services”. In addition, we provide testing and flowback services immediately following the well completion. In most of our areas of operations, we also provide additional complementary water-related services that support oil and gas well completion and production activities, including water network automation, treatment, hauling, water recycling and disposal. We also manufacture a full suite of specialty chemicals used in the fracturing and water recycling process, and we provide chemicals needed by our customers to help increase oil and gas production and lower costs over the life of a well. We believe we are the only company in the oilfield services industry that combines full life cycle water-management services with the ability to develop and provide related chemical products. Select 144A Offering and Initial Public Offering. On December 20, 2016, Select Inc. completed a private placement (the “Select 144A Offering”) of 16,100,000 shares of Select Inc. Class A-1 common stock, par value $0.01 per share, which were converted into shares of Class A common stock, par value $0.01 per share (“Class A Common Stock”) following the Company’s initial public offering (“IPO”). SES Holdings issued 16,100,000 SES Holdings LLC Units to Select Inc., and Select Inc. became the sole managing member of SES Holdings. Select Inc. issued 38,462,541 shares of its Class B common stock, par value $0.01 per share (“Class B Common Stock”), to the other member of SES Holdings, SES Legacy Holdings, LLC (“Legacy Owner Holdco”) or one share for each SES Holdings LLC Unit held by Legacy Owner Holdco. On April 26, 2017, the Company completed its IPO of 8,700,000 shares of Class A Common Stock. Shareholders of Class A Common Stock and Class B Common Stock vote together as a single class on all matters, subject to certain exceptions in the Company’s amended and restated certificate of incorporation. Holders of Class B Common Stock have voting rights only and are not entitled to an economic interest in Select Inc. based on their ownership of Class B Common Stock. Tax Receivable Agreements: In connection with the Company’s restructuring at the Select 144A Offering, Select Inc. entered into two tax receivable agreements (the “Tax Receivable Agreements”) with Legacy Owner Holdco and certain other affiliates of the then-holders of SES Holdings LLC Units (each such person and any permitted transferee thereof, a “TRA Holder,” and together, the “TRA Holders”). On July 18, 2017, the Company’s board of directors approved amendments to each of the Tax Receivable Agreements. See Note 13—Related Party Transactions for further discussion. Exchange rights: Under the Eighth Amended and Restated Limited Liability Company Agreement of SES Holdings (the “SES Holdings LLC Agreement”), Legacy Owner Holdco and its permitted transferees have the right (an “Exchange Right”) to cause SES Holdings to acquire all or a portion of its SES Holdings LLC Units for, at SES Holdings’ election, (i) shares of Class A Common Stock at an exchange ratio of one share of Class A Common Stock for each SES Holdings LLC Unit exchanged, subject to conversion rate adjustments for stock splits, stock dividends, reclassification and other similar transactions or (ii) cash in an amount equal to the Cash Election Value (as defined within the SES Holdings LLC Agreement) of such Class A Common Stock. Alternatively, upon the exercise of any Exchange Right, Select Inc. has the right (the “Call Right”) to acquire the tendered SES Holdings LLC Units from the exchanging unitholder for, at its election, (i) the number of shares of Class A Common Stock the exchanging unitholder would have received under the Exchange Right or (ii) cash in an amount equal to the Cash Election Value of such Class A Common Stock. In connection with any exchange of SES Holdings LLC Units pursuant to an Exchange Right or Call Right, the corresponding number of shares of Class B Common Stock will be cancelled. During the Current Quarter and Current Period (each as defined below), 7,564,868 SES Holdings LLC Units were exchanged for 7,564,868 shares of Class A Common Stock, and 7,564,868 shares of Class B Common Stock were cancelled. 2017 Business Combinations: The Company completed three business combinations during 2017 that significantly increased its size. On March 10, 2017, the Company completed the acquisition of Gregory Rockhouse Ranch, Inc. (the “GRR Acquisition”) and certain other affiliated entities and assets (collectively, the “GRR Entities”) for consideration of $59.6 million. On September 15, 2017, the Company completed the acquisition (the “Resource Water Acquisition”) of Resource Water Transfer Services, L.P. and certain other affiliated assets (collectively, “Resource Water”) for $9.0 million. Additionally, on November 1, 2017, the Company completed its merger (the “Rockwater Merger”) with Rockwater Energy Solutions, Inc. (“Rockwater”) in which the Company combined with Rockwater for total consideration of $620.2 million. Basis of presentation : The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). These unaudited interim consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and, therefore, do not include all disclosures required for financial statements prepared in conformity with GAAP. This Form 10-Q relates to the three and nine months ended September 30, 2019 (the “Current Quarter” and the “Current Period”, respectively) and the three and nine months ended September 30, 2018 (the “Prior Quarter” and the “Prior Period”, respectively). The Company’s annual report on Form 10-K for the year ended December 31, 2018 (the “2018 Form 10-K”) filed with the SEC on March 1, 2019, includes certain definitions and a summary of significant accounting policies and should be read in conjunction with this Form 10-Q. All material adjustments (consisting solely of normal recurring adjustments) which, in the opinion of management, are necessary for a fair statement of the results for the interim periods have been reflected. The results for the Current Quarter and Current Period are not necessarily indicative of the results to be expected for the full year. The unaudited interim consolidated financial statements include the accounts of the Company and all of its majority-owned or controlled subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. For investments in subsidiaries that are not wholly owned, but where the Company exercises control, the equity held by the minority owners and their portion of net income or loss are reflected as noncontrolling interests. Investments in entities for which the Company does not have significant control or influence are accounted for using the cost method. As of September 30, 2019, the Company had one cost-method investee. The Company’s investments are reviewed for impairment whenever events or circumstances indicate that the carrying value may not be recoverable. When circumstances indicate that the fair value of its investment is less than its carrying value and the reduction in value is other than temporary, the reduction in value is recognized in earnings. Segment reporting: The Company has three operating and reportable segments. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company’s current reportable segments are Water Services, Water Infrastructure, and Oilfield Chemicals, following its decision in the first quarter of 2019 to sell and wind down certain operations within its former Wellsite Services segment, including the operations of its subsidiary Affirm Oilfield Services, LLC (“Affirm”), its sand hauling operations and Canadian operations. The Water Services segment consists of the Company’s services businesses including water transfer, flowback and well testing, fluids hauling, containment, water treatment and water network automation, primarily serving E&P companies. Additionally, this segment includes the operations of our accommodations and rentals business, which were previously a part of the former Wellsite Services segment. The Water Infrastructure segment consists of the Company’s infrastructure assets and ongoing infrastructure development projects, including operations associated with our water sourcing and pipelines, produced water gathering systems and salt water disposal wells, primarily serving E&P companies. The Oilfield Chemicals segment develops, manufactures and provides a full suite of chemicals used in hydraulic fracturing, stimulation, cementing, and well completion and production services, including polymer slurries, crosslinkers, friction reducers, biocides, dry and liquid scale inhibitors, corrosion inhibitors, buffers, breakers and other chemical technologies. This segment also provides chemicals needed by our customers to increase oil and gas production and lower production costs over the life of a well. Our Oilfield Chemicals customers are primarily pressure pumpers, along with major integrated and independent oil and gas producers. The results of our divested service lines that were previously a part of the former Wellsite Services segment, including the operations of our Affirm subsidiary, our sand hauling operations and our Canadian operations, are combined in the “Other” category. The unaudited interim consolidated financial statements in this report reflect our new segment structure, and the statements of operations, statements of comprehensive income and statements of cash flows for the three and nine months ended September 30, 2018 have been restated to reflect our new segment structure. Substantially complete liquidation: During the Current Quarter, the Company substantially completed liquidating our Canadian subsidiary and transferred $0.4 million from cumulative translation adjustment to (losses)/gains on sales of property and equipment, net. Reclassifications

SIGNIFICANT ACCOUNTING POLICIES

SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2019
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES	NOTE 2—SIGNIFICANT ACCOUNTING POLICIES Significant accounting policies : The Company’s significant accounting policies are disclosed in Note 2 of the consolidated financial statements for the year ended December 31, 2018, included in the Company’s most recent Annual Report on Form 10-K. With the exception of the adoption of the new lease standard discussed in Note 5, there have been no significant changes in such policies or the application of such policies during the Current Quarter. Use of estimates : The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the recoverability of long-lived assets and intangibles, useful lives used in depreciation and amortization, uncollectible accounts receivable, inventory, income taxes, self-insurance liabilities, share-based compensation, contingent liabilities and the incremental borrowing rate for leases. The Company bases its estimates on historical and other pertinent information that are believed to be reasonable under the circumstances. The accounting estimates used in the preparation of the consolidated financial statements may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. Asset retirement obligations: ​ ​ ​ ​ ​ ​ Nine months ended September 30, 2019 ​ (in thousands) Balance at beginning of Current Period $ 1,898 Accretion expense, included in depreciation and amortization expense ​ 86 Change in estimate ​ — Divestitures ​ ​ (210) Balance at end of Current Period $ 1,774 ​ We review the adequacy of our ARO liabilities whenever indicators suggest that the estimated cash flows underlying the liabilities have changed. The Company’s ARO liabilities are included in accrued expenses and other current liabilities and other long-term liabilities in the accompanying consolidated balance sheets. Recent accounting pronouncements : In February 2016, Leases Leases (ASC 842): Targeted Improvements, In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

ACQUISITIONS AND DIVESTITURES

ACQUISITIONS AND DIVESTITURES	9 Months Ended
	Sep. 30, 2019
ACQUISITIONS AND DIVESTITURES
ACQUISITIONS AND DIVESTITURES	NOTE 3—ACQUISITIONS AND DIVESTITURES Business combinations Well Chemical Services Acquisition On September 30, 2019, the Company acquired a well chemical services business (“WCS”), formerly a division of Baker Hughes Company, for $10.4 million, funded with cash on hand (the “WCS Acquisition”). WCS provides advanced water treatment solutions, specialized stimulation flow assurance and integrity additives and post-treatment monitoring service in the U.S. This acquisition expands the Company’s service offerings in oilfield water treatment across the full life-cycle of water, from pre-frac treatment through re-use and recycling. The WCS Acquisition was accounted for as a business combination under the acquisition method of accounting. When determining the fair values of assets acquired and liabilities assumed, management made significant estimates, judgments and assumptions. These estimates, judgments and assumptions are subject to change upon final valuation and should be treated as preliminary values. The assets acquired and liabilities assumed are included in the Company’s Oilfield Chemicals segment. The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition: ​ ​ ​ ​ ​ Preliminary purchase price allocation Amount Consideration transferred (in thousands) Cash paid ​ $ 10,400 Total consideration transferred ​ 10,400 Less: identifiable assets acquired and liabilities assumed ​ Inventory ​ 6,287 Property and equipment ​ 3,713 Intangible assets ​ 500 Current liabilities ​ ​ (100) Total identifiable net assets acquired ​ 10,400 Fair value allocated to net assets acquired ​ $ 10,400 ​ Pro Well Acquisition On November 20, 2018, the Company acquired Pro Well Testing and Wireline, Inc. (“Pro Well”) with an initial payment of $12.4 million, funded with cash on hand (the “Pro Well Acquisition”). During March 2019, upon final settlement, the purchase price was revised to $11.8 million. This acquisition expanded the Company’s flowback footprint into New Mexico and added new strategic customers. The Pro Well Acquisition was accounted for as a business combination under the acquisition method of accounting. When determining the fair values of assets acquired and liabilities assumed, management made significant estimates, judgments and assumptions. Management estimated that total consideration paid exceeded the fair value of the net assets acquired by $1.1 million, with the excess recorded as goodwill. The goodwill recognized was primarily attributable to expanding the Company’s flowback footprint into New Mexico and adding new strategic customers. The assets acquired, liabilities assumed and the results of operations of the acquired business are included in the Company’s Water Services segment. The goodwill acquired is deductible for tax purposes. The following table summarizes the consideration transferred and the estimated fair value of identified assets acquired and liabilities assumed at the date of acquisition: ​ ​ ​ ​ ​ Purchase price allocation Amount Consideration transferred (in thousands) Cash paid ​ $ 11,754 Total consideration transferred ​ 11,754 Less: identifiable assets acquired and liabilities assumed ​ Working capital ​ 1,051 Property and equipment ​ 6,588 Customer relationship intangible assets ​ 3,000 Total identifiable net assets acquired ​ 10,639 Goodwill ​ ​ 1,115 Fair value allocated to net assets acquired ​ $ 11,754 ​ Divestitures Affirm and Canadian Operations Divestitures During the Current Period, the Company closed on four sale transactions and wound down the remaining Affirm and Canadian operations. The Company sold property and equipment with a combined net book value of $18.6 million and assigned contracts to the buyers. Additionally, two of the four transactions included the assignment of working capital. The following table summarizes sales details for each of the four transactions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Date of Divestiture ​ Entity ​ Initial Net Proceeds ​ Working Capital True Up ​ Adjusted Net Proceeds ​ Working Capital Status at ​ (Gain)/loss for the nine months ended September 30, 2019 ​ ​ ​ ​ (in thousands) February 26, 2019 ​ Affirm ​ $ 10,982 ​ $ 92 ​ $ To be determined ​ Not Final ​ $ (92) June 28, 2019 ​ Affirm ​ ​ 6,968 ​ ​ — ​ ​ 6,968 ​ Final ​ ​ (1,646) March 19, 2019 ​ Canada ​ ​ 4,975 ​ ​ (189) ​ ​ 4,786 ​ Final ​ ​ 4,900 April 1, 2019 ​ Canada ​ ​ 2,242 ​ ​ — ​ ​ 2,242 ​ Final ​ ​ 101 ​ In connection with the Affirm crane operation divestiture in the first quarter of 2019, no gain or loss was initially recognized and goodwill was reduced by $2.6 million. Additionally, during the first quarter of 2019, the Company recorded an impairment of the remaining Affirm goodwill of $4.4 million (see Note 8).

REVENUE

REVENUE	9 Months Ended
	Sep. 30, 2019
REVENUE
REVENUE	NOTE 4—REVENUE Effective for the year ended December 31, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) Leases ASU 2014-09 provides a five-step model for determining revenue recognition for arrangements that are within the scope of the standard: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The Company only applies the five-step model to contracts when it is probable that we will collect the consideration the Company is entitled to in exchange for the goods or services the Company transfers to the customer. The Company elected practical expedients (i) not to access whether immaterial promised goods or services are performance obligations, (ii) not to provide disclosures on remaining performance obligations for contracts that have an original expected duration of one year or less and (iii) to exclude transaction price taxes assessed by governmental authorities as revenue. The following factors are applicable to all three of the Company’s segments for the first nine months of 2019 and 2018, respectively: ● The vast majority of customer agreements are short-term, lasting less than one year. ● Contracts are seldom combined together as virtually all of our customer agreements constitute separate performance obligations. Each job is typically distinct, thereby not interdependent or interrelated with other customer agreements. ● Most contracts allow either party to terminate at any time without substantive penalties. If the customer terminates the contract, the Company is unconditionally entitled to the payments for the products delivered to date. ● Contract terminations before the end of the agreement are rare. ● Sales returns are rare and no sales return assets have been recognized on the balance sheet. ● There are minimal volume discounts. ● There are no service-type warranties. ● There is no long-term customer financing. In the Water Services and Water Infrastructure segments, performance obligations arise in connection with services provided to customers in accordance with contractual terms, in an amount the Company expects to collect. Services are generally sold based upon customer orders or contracts with customers that include fixed or determinable prices. Revenues are generated by services rendered and measured based on output generated, which is usually simultaneously received and consumed by customers at their job sites. As a multi-job site organization, contract terms, including pricing for the Company’s services, are negotiated on a job site level on a per-job basis. Most jobs are completed in a short period of time, usually between one day and one month. Revenue is recognized as performance obligations are completed on a daily, hourly or per unit basis with unconditional rights to consideration for services rendered reflected as accounts receivable trade, net of allowance for doubtful accounts. In cases where a prepayment is received before the Company satisfies its performance obligations, a contract liability is recorded in accrued expenses and other current liabilities. Final billings generally occur once all of the proper approvals are obtained. No revenue is associated with mobilization or demobilization of personnel and equipment. Rather, mobilization and demobilization are factored into pricing for services. Billings and costs related to mobilization and demobilization is not material for customer agreements that start in one period and end in another. As of September 30, 2019, the Company had four contracts in place lasting over a year. In the Oilfield Chemicals segment, the typical performance obligation is to provide a specific quantity of chemicals to customers in accordance with the customer agreement in an amount the Company expects to collect. Products and services are generally sold based upon customer orders or contracts with customers that include fixed or determinable prices. Revenue is recognized as the customer takes title to chemical products in accordance with the agreement. Products may be provided to customers in packaging or delivered to the customers’ containers through a hose. In some cases, the customer takes title to the chemicals upon consumption from storage containers on their property, where the chemicals are considered inventory until customer usage. In cases where the Company delivers products and recognizes revenue before collecting payment, the Company usually has an unconditional right to payment reflected in accounts receivable trade, net of allowance for doubtful accounts. Customer returns are rare and immaterial and there were no in-process customer agreements as of September 30, 2019 lasting greater than one year. The Company accounts for accommodations and rentals agreements as an operating lease. The Company recognizes revenue from renting equipment on a straight-line basis. Accommodations and rental contract periods are generally daily, weekly or monthly. The average lease term is less than three months and as of September 30, 2019, no rental agreements lasted more than a year. The following table sets forth certain financial information with respect to the Company’s disaggregation of revenues by geographic location: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ Nine months ended September 30, ​ 2019 2018 2019 2018 ​ ​ (in thousands) Geographic Region ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Permian Basin ​ $ 158,609 ​ $ 166,330 ​ $ 469,391 ​ $ 449,113 MidCon ​ ​ 45,522 ​ ​ 58,275 ​ ​ 152,500 ​ ​ 187,300 Eagle Ford ​ ​ 44,694 ​ ​ 46,895 ​ ​ 124,453 ​ ​ 135,923 Bakken ​ ​ 20,052 ​ ​ 41,673 ​ ​ 66,195 ​ ​ 120,934 Marcellus/Utica ​ ​ 21,330 ​ ​ 37,110 ​ ​ 79,781 ​ ​ 106,129 Rockies ​ ​ 21,045 ​ ​ 23,228 ​ ​ 64,981 ​ ​ 85,908 Haynesville/E. Texas ​ ​ 18,322 ​ ​ 13,319 ​ ​ 53,918 ​ ​ 43,328 All other/eliminations ​ ​ (606) ​ ​ 10,140 ​ ​ 4,282 ​ ​ 37,977 Total ​ $ 328,968 ​ $ 396,970 ​ $ 1,015,501 ​ $ 1,166,612 ​ In the Water Services segment, the top three revenue producing regions are the Permian Basin, MidCon and Eagle Ford, which collectively comprised 75%, 73%, 75% and 71% of segment revenue for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. In the Water Infrastructure segment, the top two revenue producing regions are the Permian Basin and Bakken, which collectively comprised 84%, 85%, 83% and 84% of segment revenue for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. In the Oilfield Chemicals segment, the top two revenue producing regions are the Permian Basin and MidCon, which collectively comprised 79%, 81%, 77% and 76% of segment revenue for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively.

LEASES

LEASES	9 Months Ended
	Sep. 30, 2019
LEASES
LEASES	NOTE 5—LEASES As of September 30, 2019, the Company was the lessee for approximately 576 operating leases with durations greater than a year, approximately 16 subleases, approximately 41 finance leases, and is the lessor for three owned properties. Most of the operating leases either have renewal options of between one and five years or convert to month-to-month agreements at the end of the specified lease term. In addition to normal lease activity, the four Affirm and Canadian divestitures occurring in the Current Period included the assignment of leases to the buyers. The assigned leases impacted expenses during the Current Period, but were not included in the September 30, 2019 consolidated balance sheet. The Company’s operating leases are primarily for (i) housing personnel for operations, (ii) operational yards for storing and staging equipment, (iii) equipment used in operations, (iv) facilities used for back-office functions and (v) equipment used for back office functions. The Company has determined that it is reasonably certain to exercise future renewal options for one facility lease for the corporate office building in Gainesville, Texas. The majority of the Company’s long-term lease expenses are at fixed prices. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets and the Company recognizes lease expense for these leases on a straight-line basis over the lease term. The Company has a significant number of short-term leases including month-to-month agreements that continue in perpetuity until the lessor or the Company terminates the lease agreement. Due to the volatility of the price of a barrel of oil and the short-term nature of the Company’s contracts with customers, the Company has determined that no short-term leases with indefinite renewals are reasonably certain to last more than a year into the future. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, most of the Company’s leases do not provide a readily determinable implicit rate. Therefore, the Company estimates the incremental borrowing rate based on what it would pay to borrow on a collateralized basis, over a similar term based on information available at lease commencement. The Company’s variable lease costs are comprised of variable royalties, variable common area maintenance, and variable reimbursement of lessor insurance and property taxes. Variable lease costs were million during the Current Quarter and Current Period, respectively. The Company previously had an $18.8 million lease obligation associated with certain exit and disposal activities in connection with approximately 17 abandoned facility leases as of December 31, 2018. Upon adopting the new lease standard, the former exit-disposal cease use liability was reclassified and factored into the initial right-of-use (“ROU”) asset impairment calculation. The financial impact of leases is listed in the tables below: ​ ​ ​ ​ ​ ​ ​ Balance Sheet Classification As of September 30, 2019 ​ ​ ​ ​ (in thousands) Assets ​ ​ ​ ​ ​ ROU Assets (1) ​ Long-term right-of-use assets ​ $ 73,138 Finance lease assets (2) ​ Property and equipment ​ ​ 386 Liabilities ​ ​ ​ ​ ​ Operating lease liabilities ― ST ​ Current operating lease liabilities ​ $ 19,488 Operating lease liabilities ― LT (3) ​ Long-term operating lease liabilities ​ ​ 72,672 Finance lease liabilities ― ST ​ Current portion of finance lease obligations ​ ​ 248 Finance lease liabilities ― LT ​ Other long term liabilities ​ ​ 108 (1) Net of impairment of $16.9 million. (2) Net of accumulated amortization of $1.5 million. (3) The $16.8 million on the consolidated balance sheet as of December 31, 2018 represented long-term lease liabilities in connection with the exit-disposal rules prior to adopting the new lease standard. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine months ended Statements of Operations and Cash Flows Classification September 30, 2019 September 30, 2019 ​ ​ ​ ​ (in thousands) Operating lease cost: ​ ​ ​ ​ ​ ​ ​ ​ Operating lease cost ― fixed ​ Cost of revenue and Selling, general and administrative ​ $ 6,242 ​ $ 21,392 Lease abandonment costs ​ Lease abandonment costs ​ ​ 238 ​ ​ 1,494 ​ ​ ​ ​ ​ ​ ​ ​ ​ Short-term agreements: ​ Cost of revenue ​ $ 25,611 ​ $ 73,423 ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance lease cost: ​ ​ ​ ​ ​ ​ ​ ​ Amortization of leased assets ​ Depreciation and amortization ​ $ 54 ​ $ 791 Interest on lease liabilities ​ Interest expense, net ​ ​ 14 ​ ​ 21 ​ ​ ​ ​ ​ ​ ​ ​ ​ Lessor income: ​ ​ ​ ​ ​ ​ ​ ​ Sublease income ​ Cost of sales and lease abandonment costs ​ $ 393 ​ $ 1,155 Lessor income ​ Cost of sales ​ ​ 184 ​ ​ 364 ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of cash flows ​ ​ ​ ​ ​ ​ ​ ​ Cash paid for operating leases ​ Operating cash flows ​ $ 7,689 ​ $ 23,646 Cash paid for finance leases lease interest ​ Operating cash flows ​ ​ 14 ​ ​ 21 Cash paid for finance leases ​ Financing cash flows ​ ​ 194 ​ ​ 743 ​ ​ ​ ​ ​ Long Term and Discount Rate As of September 30, 2019 Weighted-average remaining lease term (years) ​ ​ ​ Operating leases ​ 7.9 ​ Finance leases ​ 1.4 ​ Weighted-average discount rate ​ ​ ​ Operating leases ​ 5.3 % Finance leases ​ 5.2 % ​ The Company has the following operating and finance lease commitments as of September 30, 2019: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period Operating Leases (1) (2) Finance Leases Total ​ ​ (in thousands) October 2019 through December 2019 ​ $ 7,197 ​ $ 144 ​ $ 7,341 2020 ​ 22,079 ​ 135 ​ 22,214 2021 ​ 15,371 ​ 89 ​ 15,460 2022 ​ 12,039 ​ — ​ 12,039 2023 ​ 10,141 ​ — ​ 10,141 Thereafter ​ 48,287 ​ — ​ 48,287 Total minimum lease payments ​ $ 115,114 ​ $ 368 ​ $ 115,482 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less reconciling items to reconcile undiscounted cash flows to lease liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ Short-term leases excluded from balance sheet ​ ​ 694 ​ ​ — ​ ​ 694 Imputed interest ​ ​ 22,260 ​ ​ 12 ​ ​ 22,272 Total reconciling items ​ ​ 22,954 ​ ​ 12 ​ ​ 22,966 Total liabilities per balance sheet ​ ​ 92,160 ​ ​ 356 ​ ​ 92,516 (1) This table excludes sublease and lessor income of $0.5 million from October 2019 to December 2019, $1.4 million during 2020, $0.4 million during 2021 and $0.1 million during 2022. (2) This tab le excludes two leases signed by the Company with commencement dates anticipated being established in calendar year 2020, for which the Company expects to pay approximately $9.6 million in total lease costs over ten years .

INVENTORIES

INVENTORIES	9 Months Ended
	Sep. 30, 2019
INVENTORIES
INVENTORIES	NOTE 6—INVENTORIES Inventories, which are comprised of chemicals and materials available for resale and parts and consumables used in operations, are valued at the lower of cost and net realizable value, with cost determined under the weighted-average method. The significant components of inventory are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Raw materials ​ $ 12,873 ​ $ 15,219 Finished goods ​ 26,280 ​ 28,540 Materials and supplies ​ 460 ​ 1,233 ​ ​ $ 39,613 ​ $ 44,992 ​ During the Current Quarter, the Company added $6.3 million of finished goods inventory from the purchase of WCS (see Note 3). During the Current Quarter, Prior Quarter, Current Period and Prior Period, the Company recorded charges to the reserve for excess and obsolete inventory for less than $0.1 million, $0.4 million, $0.2 million and $0.4 million, respectively, which were recognized within costs of revenue on the accompanying consolidated statements of operations. The reserve for excess and obsolete inventories is determined based on the Company’s historical usage of inventory on hand, as well as future expectations, and the amount necessary to reduce the cost of the inventory to its estimated net realizable value.

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	9 Months Ended
	Sep. 30, 2019
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT	NOTE 7—PROPERTY AND EQUIPMENT Property and equipment consists of the following as of September 30, 2019 and December 31, 2018: ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Land ​ $ 16,030 ​ $ 17,799 Buildings and leasehold improvements ​ 107,894 ​ 106,626 Vehicles and equipment ​ 57,774 ​ 83,435 Vehicles and equipment - finance lease ​ 1,526 ​ 1,833 Machinery and equipment ​ 732,184 ​ 758,528 Machinery and equipment - finance lease ​ 48 ​ 532 Computer equipment and software ​ ​ 18,777 ​ ​ 15,775 Computer equipment and software - finance lease ​ 356 ​ 356 Office furniture and equipment ​ 4,650 ​ 4,612 Disposal wells ​ 64,962 ​ 64,038 Other ​ ​ 497 ​ ​ 497 Construction in progress ​ 79,398 ​ 60,347 ​ ​ 1,084,096 ​ 1,114,378 Less accumulated depreciation (1) ​ (617,740) ​ (611,530) Property and equipment held-for-sale ​ ​ 890 ​ ​ — Total property and equipment, net ​ $ 467,246 ​ $ 502,848 (1) Includes $1.5 million and $1.3 million of accumulated depreciation related to finance leases as of September 30, 2019 and December 31, 2018, respectively. Total depreciation and amortization expense related to property and equipment and finance leases presented in the table above, as well as amortization of intangible assets presented in Note 8 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ Nine months ended September 30, ​ 2019 2018 2019 2018 ​ ​ (in thousands) Category ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation expense from property and equipment ​ $ 26,163 ​ $ 29,505 ​ $ 81,698 ​ $ 84,181 Amortization expense from finance leases ​ ​ 54 ​ ​ 293 ​ ​ 791 ​ ​ 1,037 Amortization expense from intangible assets ​ ​ 2,998 ​ ​ 3,039 ​ ​ 8,993 ​ ​ 10,294 Total depreciation and amortization ​ $ 29,215 ​ $ 32,837 ​ $ 91,482 ​ $ 95,512 ​ Property and Equipment Held-for-Sale and Impairments Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. During the first quarter of 2019, the Company made the decision to sell and wind down certain operations within its former Wellsite Services segment, including the operations of its Affirm subsidiary, its sand hauling operations and its Canadian operations. This decision led us to classify the property and equipment of these business as held-for-sale. All operations have been wound down, with $0.9 million remaining in held-for-sale as of September 30, 2019. The table below shows the property and equipment sold and divested as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Book Value of Property and Type of sale event Business Equipment Sold or Divested ​ ​ ​ ​ (in thousands) Business divestitures ​ Affirm subsidiary ​ $ 11,275 Property and equipment sales ​ Affirm subsidiary ​ ​ 1,339 Business divestitures ​ Canadian operations ​ ​ 7,372 Property and equipment sales ​ Canadian operations ​ ​ 388 Property and equipment sales ​ Sand hauling operations ​ ​ 3,030 Total property and equipment sold and divested ​ ​ ​ $ 23,404 ​ During the Current Period, the Company recorded an impairment of $0.9 million of Canadian property and equipment to write down the carrying value based on the expected future sale proceeds. In addition, during the Current Period, the net loss on divestitures and sales of property and equipment held-for-sale was $3.5 million.

GOODWILL AND OTHER INTANGIBLE A

GOODWILL AND OTHER INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2019
GOODWILL AND OTHER INTANGIBLE ASSETS.
GOODWILL AND OTHER INTANGIBLE ASSETS	NOTE 8—GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill is evaluated for impairment on at least an annual basis, or more frequently if indicators of impairment exist. The annual impairment tests are based on Level 3 inputs (see Note 12). During the first quarter of 2019, the Affirm goodwill was reduced to zero from the crane divestiture and impairment. The $4.4 million of goodwill impairment was based on the expected proceeds from selling and winding down the rest of the Affirm business. Also, in connection with the Company’s segment realignment, the Company reallocated goodwill from reporting units in the 2018 Water Solutions segment to reporting units in the 2019 Water Services and Water Infrastructure segments. The changes in the carrying amounts of goodwill by reportable segment as of September 30, 2019 and December 31, 2018 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Oilfield ​ Water ​ Wellsite ​ Water ​ Water ​ ​ ​ ​ ​ ​ ​ Chemicals Solutions Services Services Infrastructure Other Total ​ ​ (in thousands) Balance as of December 31, 2017 ​ $ 15,637 ​ $ 245,542 ​ $ 12,242 ​ $ — ​ $ — ​ $ — ​ $ 273,421 Additions ​ ​ — ​ ​ 982 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 982 Impairment ​ ​ (12,652) ​ ​ — ​ ​ (5,242) ​ ​ — ​ ​ — ​ ​ — ​ ​ (17,894) Measurement period adjustments ​ (2,985) ​ 20,277 ​ — ​ — ​ — ​ — ​ 17,292 Balance as of December 31, 2018 ​ ​ — ​ ​ 266,801 ​ ​ 7,000 ​ ​ — ​ ​ — ​ ​ — ​ ​ 273,801 Resegmentation ​ — ​ (266,801) ​ (7,000) ​ 186,335 ​ 80,466 ​ 7,000 ​ — Measurement period adjustment (1) ​ ​ — ​ ​ — ​ ​ — ​ ​ 133 ​ ​ — ​ ​ — ​ ​ 133 Affirm crane business divestiture ​ — ​ — ​ — ​ — ​ ​ — ​ ​ (2,604) ​ (2,604) Affirm impairment ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (4,396) ​ ​ (4,396) Balance as of September 30, 2019 ​ $ — ​ $ — ​ $ — ​ $ 186,468 ​ $ 80,466 ​ $ — ​ $ 266,934 (1) 2019 measurement period adjustment related to the Pro Well working capital settlement. See Note 3. The components of other intangible assets, net as of September 30, 2019 and December 31, 2018 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2019 ​ As of December 31, 2018 ​ Gross Accumulated Net Gross Accumulated Net ​ ​ Value ​ Amortization ​ Value ​ Value ​ Amortization ​ Value ​ ​ (in thousands) ​ (in thousands) Definite-lived ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Customer relationships ​ $ 116,578 ​ $ 17,966 ​ $ 98,612 ​ $ 171,245 ​ $ 66,402 ​ $ 104,843 Patents ​ ​ 10,110 ​ ​ 2,169 ​ ​ 7,941 ​ ​ 10,110 ​ ​ 1,417 ​ ​ 8,693 Other ​ ​ 7,516 ​ ​ 4,573 ​ ​ 2,943 ​ 7,234 ​ 2,866 ​ 4,368 Total definite-lived ​ ​ 134,204 ​ ​ 24,708 ​ ​ 109,496 ​ ​ 188,589 ​ ​ 70,685 ​ ​ 117,904 Indefinite-lived ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Water rights ​ ​ 7,031 ​ ​ — ​ ​ 7,031 ​ ​ 7,031 ​ ​ — ​ ​ 7,031 Trademarks ​ ​ 23,442 ​ ​ — ​ ​ 23,442 ​ ​ 23,442 ​ ​ — ​ ​ 23,442 Total indefinite-lived ​ ​ 30,473 ​ ​ — ​ ​ 30,473 ​ ​ 30,473 ​ ​ — ​ ​ 30,473 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total other intangible assets, net ​ $ 164,677 ​ $ 24,708 ​ $ 139,969 ​ $ 219,062 ​ $ 70,685 ​ $ 148,377 ​ The weighted average amortization period for customer relationships, patents, and other definite lived assets was 11.0 years, 8.0 years, and 2.2 years, respectively, as of September 30, 2019. See Note 7 for the amortization expense during the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. The indefinite lived water rights and trademarks are generally subject to renewal every five to ten years at immaterial renewal costs. Annual amortization of intangible assets for the next five years and beyond is as follows: ​ ​ ​ ​ ​ ​ Amount ​ ​ (in thousands) Remainder of 2019 ​ $ 2,989 2020 ​ 11,661 2021 ​ 10,478 2022 ​ 10,263 2023 ​ 10,192 Thereafter ​ ​ 63,913 ​ ​ $ 109,496 ​

DEBT

DEBT	9 Months Ended
	Sep. 30, 2019
DEBT
DEBT	NOTE 9—DEBT Credit facility and revolving line of credit On November 1, 2017, SES Holdings and Select LLC entered into a $300.0 million senior secured revolving credit facility (the “Credit Agreement”), by and among SES Holdings, as parent, Select LLC, as borrower and certain of SES Holdings’ subsidiaries, as guarantors, each of the lenders party thereto and Wells Fargo Bank, N.A., as administrative agent, issuing lender and swingline lender (the “Administrative Agent”). The Credit Agreement also has a sublimit of $40.0 million for letters of credit and a sublimit of $30.0 million for swingline loans. Subject to obtaining commitments from existing or new lenders, the Company has the option to increase the maximum amount under the Credit Agreement by $150.0 million during the first three years following the closing. The maturity date of the Credit Agreement is the earlier of (a) November 1, 2022, and (b) the earlier termination in whole of the Commitments pursuant to Section 2.1(b) of Article VII of the Credit Agreement. The Credit Agreement permits extensions of credit up to the lesser of $300.0 million and a borrowing base that is determined by calculating the amount equal to the sum of (i) 85% of the Eligible Billed Receivables (as defined in the Credit Agreement), plus (ii) 75% of Eligible Unbilled Receivables (as defined in the Credit Agreement), provided that this amount will not equal more than 35% of the borrowing base, plus (iii) the lesser of (A) the product of 70% multiplied by the value of Eligible Inventory (as defined in the Credit Agreement) at such time and (B) the product of 85% multiplied by the Net Recovery Percentage (as defined in the Credit Agreement) identified in the most recent Acceptable Appraisal of Inventory (as defined in the Credit Agreement), multiplied by the value of Eligible Inventory at such time, provided that this amount will not equal more than 30% of the borrowing base, minus (iv) the aggregate amount of Reserves (as defined in the Credit Agreement), if any, established by the Administrative Agent from time to time, including, if any, the amount of the Dilution Reserve (as defined in the Credit Agreement). The borrowing base is calculated on a monthly basis pursuant to a borrowing base certificate delivered by Select LLC to the Administrative Agent. Borrowings under the Credit Agreement bear interest, at Select LLC’s election, at either the (a) one-, two-, three- or six-month LIBOR (“Eurocurrency Rate”) or (b) the greatest of (i) the federal funds rate plus 0.5%, (ii) the one-month Eurocurrency Rate plus 1% and (iii) the Administrative Agent’s prime rate (the ”Base Rate”), in each case plus an applicable margin. Interest is payable monthly in arrears. The applicable margin for Eurocurrency Rate loans ranges from 1.50% to 2.00% and the applicable margin for Base Rate loans ranges from 0.50% to 1.00%, in each case, depending on Select LLC’s average excess availability under the Credit Agreement. During the continuance of a bankruptcy event of default, automatically and during the continuance of any other default, upon the Administrative Agent’s or the required lenders’ election, all outstanding amounts under the Credit Agreement will bear interest at 2.00% plus the otherwise applicable interest rate. ​ ​ ​ ​ ​ ​ ​ ​ Level ​ Average Excess Availability ​ Base Rate Margin ​ Eurocurrency Rate Margin ​ ​ ​ ​ ​ ​ ​ I ​ < 33% of the commitments ​ 1.00% ​ 2.00% II ​ < 66.67% of the commitments and ≥ 33.33% of the commitments ​ 0.75% ​ 1.75% III ​ ≥ 66.67% of the commitments ​ 0.50% ​ 1.50% ​ ​ ​ ​ ​ ​ Level ​ Average Revolver Usage ​ Unused Line Fee Percentage ​ ​ ​ ​ ​ I ​ ≥ 50% of the commitments ​ 0.250% II ​ < 50% of the commitments ​ 0.375% ​ The obligations under the Credit Agreement are guaranteed by SES Holdings and certain subsidiaries of SES Holdings and Select LLC and secured by a security interest in substantially all of the personal property assets of SES Holdings, Select LLC and their domestic subsidiaries. The Credit Agreement contains certain customary representations and warranties, affirmative and negative covenants and events of default. If an event of default occurs and is continuing, the lenders may declare all amounts outstanding under the Credit Agreement to be immediately due and payable. In addition, the Credit Agreement restricts SES Holdings’ and Select LLC’s ability to make distributions on, or redeem or repurchase, its equity interests, except for certain distributions, including distributions of cash so long as, both at the time of the distribution and after giving effect to the distribution, no default exists under the Credit Agreement and either (a) excess availability at all times during the preceding 30 consecutive days, on a pro forma basis and after giving effect to such distribution, is not less than the greater of (1) 25% of the lesser of (A) the maximum revolver amount and (B) the then-effective borrowing base and (2) $37.5 million or (b) if SES Holdings’ fixed charge coverage ratio is at least 1.0 to 1.0 on a pro forma basis, and excess availability at all times during the preceding 30 consecutive days, on a pro forma basis and after giving effect to such distribution, is not less than the greater of (1) 20% of the lesser of (A) the maximum revolver amount and (B) the then-effective borrowing base and (2) $30.0 million. Additionally, the Credit Agreement generally permits Select LLC to make distributions to allow Select Inc. to make payments required under the existing Tax Receivable Agreements. See Note 13—Related Party Transactions for further discussion of the Tax Receivable Agreements. The Credit Agreement also requires SES Holdings to maintain a fixed charge coverage ratio of at least 1.0 to 1.0 at any time availability under the Credit Agreement is less than the greater of (i) 10% of the lesser of (A) the maximum revolver amount and (B) the then-effective borrowing base and (ii) $15.0 million and continuing through and including the first day after such time that availability under the Credit Agreement has equaled or exceeded the greater of (i) 10% of the lesser of (A) the maximum revolver amount and (B) the then-effective borrowing base and (ii) $15.0 million for 60 consecutive calendar days. Certain lenders party to the Credit Agreement and their respective affiliates have from time to time performed, and may in the future perform, various financial advisory, commercial banking and investment banking services for the Company and its affiliates in the ordinary course of business for which they have received and would receive customary compensation. In addition, in the ordinary course of their various business activities, such parties and their respective affiliates may make or hold a broad array of investments and actively trade debt and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own account and for the accounts of their customers, and such investments and securities activities may involve the Company’s securities and/or instruments. The Company had no borrowings and $45.0 million outstanding under the Credit Agreement as of September 30, 2019 and December 31, 2018, respectively. The weighted-average interest rate of outstanding borrowings under the Credit Agreement was 4.256% as of December 31, 2018. As of September 30, 2019 and December 31, 2018, the borrowing base under the Credit Agreement was $228.4 million and $270.5 million, respectively. The borrowing capacity under the Credit Agreement was reduced by outstanding letters of credit of $19.9 million and $20.8 million as of September 30, 2019 and December 31, 2018, respectively. The Company’s letters of credit have a variable interest rate between 1.50% and 2.00% based on the Company’s average excess availability as outlined above. The unused portion of the available borrowings under the Credit Agreement was $208.5 million as of September 30, 2019. Debt issuance costs are amortized to interest expense over the life of the debt to which they pertain. Total unamortized debt issuance costs as of September 30, 2019 and December 31, 2018 were $2.1 million and $2.6 million, respectively. As these debt issuance costs relate to a revolving line of credit, they are presented as a deferred charge within other assets on the consolidated balance sheets. Amortization expense related to debt issuance costs was $0.2 million, $0.2 million, $0.5 million and $0.5 million for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. The Company was in compliance with all debt covenants as of September 30, 2019.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2019
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 10—COMMITMENTS AND CONTINGENCIES Litigation The Company is subject to a number of lawsuits and claims arising out of the normal conduct of its business. The ability to predict the ultimate outcome of such matters involves judgments, estimates and inherent uncertainties. Based on a consideration of all relevant facts and circumstances, including applicable insurance coverage, it is not expected that the ultimate outcome of any currently pending lawsuits or claims against the Company will have a material adverse effect on its consolidated financial position, results of operations or cash flows; however, there can be no assurance as to the ultimate outcome of these matters. Certain subsidiaries acquired in the Rockwater Merger are under investigation by the U.S. Attorney's Office for the Middle District of Pennsylvania and the U.S. Environmental Protection Agency (the “EPA”). It is alleged that certain employees at some of the facilities altered emissions controls systems on 4% of the vehicles in the fleet in violation of the Clean Air Act. The Company is cooperating with the relevant authorities to resolve the matter. At this time no administrative, civil or criminal charges have been brought against the Company and the Company cannot estimate the possible fines and penalties that may be levied against the Company. Self-Insured Reserves We are self-insured up to certain retention limits with respect to workers’ compensation, general liability and vehicle liability matters. We maintain accruals for self-insurance retentions that we estimate using third-party data and claims history.

EQUITY-BASED COMPENSATION

EQUITY-BASED COMPENSATION	9 Months Ended
	Sep. 30, 2019
EQUITY-BASED COMPENSATION
EQUITYBASED COMPENSATION	NOTE 11—EQUITY-BASED COMPENSATION The SES Holdings 2011 Equity Incentive Plan, (“2011 Plan”) was approved by the board of managers of SES Holdings in April 2011. In conjunction with the Select 144A Offering, the Company adopted the Select Energy Services, Inc. 2016 Equity Incentive Plan (as amended, the “2016 Plan”) for employees, consultants and directors of the Company and its affiliates. Options that were outstanding under the 2011 Plan immediately prior to the Select 144A Offering were cancelled in exchange for new options granted under the 2016 Plan. On July 18, 2017, the Select Inc. board of directors approved the First Amendment to the 2016 Plan (the “Equity Plan Amendment”), which clarifies the treatment of substitute awards under the 2016 Plan (including substitute awards that may be granted in connection with the Rockwater Merger which occurred on November 1, 2017) and allowed for the assumption by the Company of shares eligible under any pre-existing stockholder-approved plan of an entity acquired by the Company or its affiliate (including the Rockwater Energy Solutions Inc. Amended and Restated 2017 Long Term Incentive Plan (the “Rockwater Equity Plan”)), in each case subject to the listing rules of the stock exchange on which the Company’s Class A Common Stock is listed. The effectiveness of the Equity Plan Amendment was subject to approval by the Company's stockholders and the consummation of the transactions contemplated by the Merger Agreement for the Rockwater Merger. The Company’s consenting stockholders, who held a majority of the outstanding common stock of the Company, approved the Equity Plan Amendment on July 18, 2017. The Equity Plan Amendment became effective on November 1, 2017 upon the consummation of the Rockwater Merger. Currently, the maximum number of shares reserved for issuance under the 2016 Plan, taking into account the impact of the Rockwater Merger, is approximately 9.3 million shares. For all share-based compensation award types, the Company accounts for forfeitures as they occur. Stock option awards Stock options were granted with an exercise price equal to or greater than the fair market value of a share of Class A Common Stock as of the date of grant. Prior to the Company’s initial public offering on April 26, 2017, the Company historically valued Class A Common Stock on a quarterly basis using a market approach that includes a comparison to publicly traded peer companies using earnings multiples based on their market values and a discount for lack of marketability. This fair value measurement relied on Level 3 inputs. The estimated fair value of its stock options is expensed over their vesting period, which is generally three years from the applicable date of grant. However, certain awards granted during the years ended December 31, 2017 and 2016 in exchange for cancelled awards were immediately vested and fully exercisable on the date of grant because they were either granted in exchange for the cancellation of outstanding options granted under the 2011 Plan or the Rockwater Equity Plan, as applicable, that were fully vested and exercisable prior to such cancellation. The Company utilized the Monte Carlo option pricing model to determine fair value of the options granted during 2018, which incorporates assumptions to value equity-based awards. The risk-free interest rate is based on the U.S. Treasury yield curve in effect for the expected term of the option at the time of grant. The expected life of the options was based on the vesting period and term of the options awarded, which is ten years. A summary of the Company’s stock option activity and related information as of and for the Current Period is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ ​ ​ ​ ​ Weighted-average ​ ​ ​ ​ ​ ​ ​ Weighted-average ​ Remaining Contractual ​ Aggregate Intrinsic ​ Stock Options Exercise Price Term (Years) Value (in thousands) (a) Beginning balance, outstanding 3,865,678 ​ $ 16.00 ​ 4.9 ​ $ 19 Granted — ​ ​ — ​ ​ ​ ​ ​ Exercised ​ (5,282) ​ ​ 5.68 ​ ​ ​ ​ ​ Forfeited (12,459) ​ ​ 17.83 ​ ​ ​ ​ ​ Expired ​ (32,638) ​ ​ 21.85 ​ ​ ​ ​ ​ Ending balance, outstanding 3,815,299 ​ $ 15.96 ​ 4.5 ​ $ 71 Ending balance, exercisable ​ 3,369,567 ​ $ 15.27 ​ 4.0 ​ $ 71 Nonvested at end of period ​ 445,732 ​ $ 21.15 ​ ​ ​ ​ ​ ​ (a) The Company recognized $1.0 million, $1.2 million, $3.4 million and $3.9 million of compensation expense related to stock options during the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. As of September 30, 2019, there was $1.2 million of unrecognized equity-based compensation expense related to nonvested stock options. This cost is expected to be recognized over a weighted-average period of one year. Restricted Stock Awards and Restricted Stock Units The value of the restricted stock awards and restricted stock units issued was established by the market price of the Class A Common Stock on the date of grant and is recorded as compensation expense ratably over the vesting term, which is generally one to three years from the applicable date of grant. The Company recognized compensation expense of $2.3 million, $1.1 million, $6.3 million and $3.2 million related to the restricted stock awards and restricted stock units for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. As of September 30, 2019, there was $11.5 million of unrecognized compensation expense with a weighted-average remaining life of 1.5 years related to unvested restricted stock awards and restricted stock units. A summary of the Company’s restricted stock awards activity and related information for the Current Period is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ ​ Weighted-average ​ Restricted Stock Awards Grant Date Fair Value Nonvested at December 31, 2018 ​ 496,945 ​ $ 19.02 Granted ​ 1,391,479 ​ ​ 8.80 Vested ​ (259,989) ​ ​ 18.81 Forfeited ​ (10,532) ​ ​ 19.79 Nonvested at September 30, 2019 ​ 1,617,903 ​ $ 10.26 ​ A summary of the Company’s restricted stock unit activity and related information for the Current Period is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ ​ Weighted-average ​ Restricted Stock Units Grant Date Fair Value Nonvested at December 31, 2018 2,500 ​ $ 19.00 Granted — ​ ​ — Vested (1,250) ​ ​ 19.00 Nonvested at September 30, 2019 1,250 ​ $ 19.00 ​ Performance Share Units (PSUs) During 2018 and 2019, the Company approved grants of performance share units (“PSUs”) that are subject to both performance-based and service-based vesting provisions. The number of shares of Class A Common Stock issued to a recipient upon vesting of the PSU will be calculated based on performance against certain metrics that relate to the Company’s return on asset performance over the January 1, 2018 through December 31, 2020 and January 1, 2019 through December 31, 2021 performance periods, respectively. The target number of shares of Class A Common Stock subject to each PSU is one; however, based on the achievement of performance criteria, the number of shares of Class A Common Stock that may be received in settlement of each PSU can range from zero to 1.75 times the target number. The PSUs become earned at the end of the performance period after the attainment of the performance level has been certified by the compensation committee, which will be no later than June 30, 2021 for the 2018 PSU grants, and June 30, 2022 for the 2019 PSU grants, assuming the minimum performance metrics are achieved. The target PSUs that become earned PSUs during the performance period will be determined in accordance with the following table: ​ ​ ​ ​ Return on Assets at Performance Period End Date ​ Percentage of Target PSUs Earned Less than 9.6% ​ 0% 9.6% ​ 50% 12% ​ 100% 14.4% ​ 175% ​ The grant date fair value of PSUs granted during 2018 was $5.9 million and the grant fair value of PSUs granted during the Current Period was $7.0 million. Compensation expense related to the PSUs is determined by multiplying the number of shares of Class A Common Stock underlying such awards that, based on the Company’s estimate, are probable to vest, by the measurement-date (i.e., the last day of each reporting period date) fair value and recognized using the accelerated attribution method. The Company recognized compensation expense of $0.1 million, $0.1 million, $1.8 million and $0.7 million related to the PSUs for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. As of September 30, 2019, the fair value of outstanding PSUs issued was $8.9 million. The unrecognized compensation cost related to our unvested PSUs is estimated to be $5.4 million and is expected to be recognized over a weighted-average period of 1.6 years as of September 30, 2019. The following table summarizes the information about the performance share units outstanding as of September 30, 2019: ​ ​ ​ ​ ​ Performance Share Units Nonvested as of December 31, 2018 ​ 255,364 Target shares granted ​ 778,118 Target shares vested ​ — Target shares forfeited ​ (9,442) Target shares outstanding as of September 30, 2019 ​ 1,024,040 ​ Stock-Settled Incentive Awards Effective May 17, 2018, the Company approved grants of stock-settled incentive awards to certain key employees under the 2016 Equity Incentive Plan that are subject to both market-based and service-based vesting provisions. These awards will vest after a two-year service period and, if earned, settled in shares of Class A Common Stock. The ultimate amount earned is based on the achievement of the market metrics, which is based on the stock price of the Class A Common Stock at the vesting date, for which payout could range from 0% to 200%. Any award not earned on the vesting date is forfeited. The target amount that becomes earned during the performance period will be determined in accordance with the following table: ​ ​ ​ ​ Stock Price at Vesting Date (1) ​ Percentage of Target Amount Earned Less than $20.00 ​ 0% At least $20.00, but less than $25.00 ​ 100% $25.00 or greater ​ 200% ​ (1) The stock price at vesting date equals the greater of (i) the fair market value of a share of the Class A Common Stock on the vesting date, or (ii) the volume weighted average closing price of a share of the Class A Common Stock, as reported on the New York Stock Exchange, for the 30 trading days preceding the vesting date. The target amount of stock-settled incentive awards granted was $3.9 million. However, the ultimate settlement of the awards will be in shares of Class A Common Stock with a fair market value equal to the earned amount, which could range from 0% to 200% of the target amount depending on the stock price at vesting date. Compensation expense associated with the stock-settled incentive awards is recognized ratably over the corresponding requisite service period. The fair value of the stock-settled incentive awards was determined using a Monte Carlo option pricing model, similar to the Black-Scholes-Merton model, and adjusted for the specific characteristics of the awards. The key assumptions in the model included price, the expected volatility of our stock, risk-free interest rate based on U.S. Treasury yield curve, cross-correlations between us and our self-determined peer companies’ asset, equity and debt-to-equity volatility. The Company recognized stock compensation expense of $0.1 million, $0.1 million, $0.4 million and $0.2 million related to the stock-settled incentive awards for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively. The unrecognized compensation cost related to our unvested stock-settled incentive awards is estimated to be $0.4 million and is expected to be recognized over approximately eight months as of September 30, 2019. The following table summarizes the information about the stock-settled incentive awards outstanding as of September 30, 2019: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Award Value ​ Value at Target Being Recognized Nonvested as of December 31, 2018 ​ $ 3,147 ​ $ 1,202 Granted during 2019 ​ ​ — ​ ​ — Forfeited during 2019 ​ ​ (210) ​ ​ (80) Nonvested as of September 30, 2019 ​ $ 2,937 ​ $ 1,122 ​ Employee Stock Purchase Plan (ESPP) We have an Employee Stock Purchase Plan (“ESPP”) under which employees that have been continuously employed for at least one year may purchase shares of Class A Common Stock at a discount. The plan provides for four offering periods for purchases: December 1 through February 28, March 1 through May 31, June 1 through August 31 and September 1 through November 30. At the end of each offering period, enrolled employees purchase shares of Class A Common Stock at a price equal to 95% of the market value of the stock on the last day of such offering period. The purchases are made at the end of an offering period with funds accumulated through payroll deductions over the course of the offering period. Subject to limitations set forth in the plan and under IRS regulations, eligible employees may elect to contribute a maximum of $15,000 to the plan in a single calendar year. The plan is deemed to be noncompensatory. The following table summarizes ESPP activity (in thousands, except shares): ​ ​ ​ ​ ​ ​ For the nine months ended ​ September 30, 2019 Cash received for shares issued ​ $ 80 Shares issued ​ ​ 8,746 ​ Share Repurchases During the Current Quarter and Current Period, the Company repurchased 1,443,409 and 1,525,501 shares, respectively, of Class A Common Stock in the open market and repurchased 1,239 and 71,649 shares, respectively, of Class A Common Stock in connection with employee minimum tax withholding requirements for units vested under the 2016 Plan. All repurchased shares were retired. During the Current Period, the repurchases were was accounted for as a decrease to paid-in-capital of $15.9 million and a decrease to Class A Common Stock of approximately $16,000. In the Prior Quarter and Prior Period, there were no open market repurchases; however, the Company purchased 17,743 and 62,277 shares, respectively, in connection with employee minimum tax withholding requirements.

FAIR VALUE MEASUREMENT

FAIR VALUE MEASUREMENT	9 Months Ended
	Sep. 30, 2019
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT	NOTE 12—FAIR VALUE MEASUREMENT The Company utilizes fair value measurements to measure assets and liabilities in a business combination or assess impairment of property and equipment, intangible assets and goodwill. Fair value is defined as the amount at which an asset (or liability) could be bought (or incurred) or sold (or settled) in an orderly transaction between market participants at the measurement date. Further, ASC 820, Fair Value Measurements, establishes a framework for measuring fair value, establishes a fair value hierarchy based on the quality of inputs used to measure fair value, and includes certain disclosure requirements. Fair value estimates are based on either (i) actual market data or (ii) assumptions that other market participants would use in pricing an asset or liability, including estimates of risk. ASC 820 establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy categorizes assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. The three levels are defined as follows: Level 1 Level 2 Level 3 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. There were no transfers into, or out of, the three levels of the fair value hierarchy for the nine months ended September 30, 2019 or the year ended December 31, 2018. The following table presents information about the Company’s assets measured at fair value on a non-recurring basis as of September 30, 2019. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value ​ ​ ​ ​ ​ ​ ​ ​ Measurements Using ​ Carrying ​ ​ ​ ​ Level 1 Level 2 Level 3 Value (1) Impairment ​ ​ (in thousands) Affirm goodwill ​ $ — ​ $ — ​ $ — ​ $ 4,396 ​ $ 4,396 Property and equipment ​ ​ — ​ ​ — ​ ​ 4,770 ​ ​ 5,712 ​ ​ 942 (1) Amount represents carrying value at the date of assessment. Other fair value considerations The carrying values of the Company’s current financial instruments, which include cash and cash equivalents, accounts receivable trade and accounts payable, approximate their fair value as of September 30, 2019 and December 31, 2018, due to the short-term maturity of these instruments. The carrying value of bank debt as of December 31, 2018 approximated fair value due to variable market rates of interest. The fair value of bank debt as of December 31, 2018, which is a Level 3 measurement, was estimated based on the Company’s incremental borrowing rates for similar types of borrowing arrangements, when quoted market prices are not available. The Company did not have any bank debt as of September 30, 2019. The estimated fair values of the Company’s financial instruments are not necessarily indicative of the amounts that would be realized in a current market exchange. The Affirm goodwill impairment was based on the Company’s estimate as of March 31, 2019 of fair value based on the expected proceeds to sell the remaining property and equipment utilizing Level 3 inputs. The property and equipment impairment during the Current Period was based on the expected proceeds from selling a portion of the remaining Canadian property and equipment utilizing Level 3 inputs.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2019
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 13—RELATED-PARTY TRANSACTIONS The Company considers its related parties to be those stockholders who are beneficial owners of more than 5.0% of its common stock, executive officers, members of its board of directors or immediate family members of any of the foregoing persons and an unconsolidated joint venture. The Company has entered into a number of transactions with related parties. In accordance with the Company’s related persons transactions policy, the audit committee of the Company’s board of directors regularly reviews these transactions. However, the Company’s results of operations may have been different if these transactions were conducted with non-related parties. For more information regarding the Company’s policies and procedures for review of related party transactions, see the Company’s Definitive Proxy Statement for the 2019 Annual Meeting of Stockholders filed with the SEC on March 22, 2019. During the Current Quarter, sales to related parties were $3.5 million and purchases from related-party vendors were $3.2 million. These purchases consisted of $0.6 million relating to purchases of property and equipment, $2.3 million relating to the rental of certain equipment or other services used in operations and $0.3 million relating to management, consulting and other services. During the Prior Quarter, sales to related parties were $2.7 million and purchases from related-party vendors were $5.2 million. These purchases consisted of $1.0 million relating to purchases of property and equipment, $4.0 million relating to the rental of certain equipment or other services used in operations and $0.2 million relating to management, consulting and other services. During the Current Period, sales to related parties were $10.8 million and purchases from related-party vendors were $15.6 million. These purchases consisted of $2.5 million relating to purchases of property and equipment, $11.8 million relating to the rental of certain equipment or other services used in operations and $1.3 million relating to management, consulting and other services. During the Prior Period, sales to related parties were $6.3 million and purchases from related-party vendors were $12.7 million. These purchases consisted of $3.5 million relating to purchases of property and equipment, $0.3 million relating to inventory and consumables, $7.8 million relating to the rental of certain equipment or other services used in operations and $1.1 million relating to management, consulting and other services. Tax Receivable Agreements In connection with the Select 144A Offering, the Company entered into the Tax Receivable Agreements with the TRA Holders. The first of the Tax Receivable Agreements, which the Company entered into with Legacy Owner Holdco and Crestview Partners II GP, L.P. (“Crestview GP”), generally provides for the payment by the Company to such TRA Holders of 85% of the net cash savings, if any, in U.S. federal, state and local income and franchise tax that the Company actually realizes (computed using simplifying assumptions to address the impact of state and local taxes) or is deemed to realize in certain circumstances in periods after the Select 144A Offering as a result of, as applicable to each such TRA Holder, (i) certain increases in tax basis that occur as a result of the Company’s acquisition (or deemed acquisition for U.S. federal income tax purposes) of all or a portion of such TRA Holder’s SES Holdings LLC Units in connection with the Select 144A Offering or pursuant to the exercise of the Exchange Right or the Company’s Call Right and (ii) imputed interest deemed to be paid by the Company as a result of, and additional tax basis arising from, any payments the Company makes under such Tax Receivable Agreement. The second of the Tax Receivable Agreements, which the Company entered into with an affiliate of the Contributing Legacy Owners and Crestview GP, generally provides for the payment by the Company to such TRA Holders of 85% of the net cash savings, if any, in U.S. federal, state and local income and franchise tax that the Company actually realizes (computed using simplifying assumptions to address the impact of state and local taxes) or is deemed to realize in certain circumstances in periods after the Select 144A Offering as a result of, as applicable to each such TRA Holder, (i) any net operating losses available to the Company as a result of certain reorganization transactions entered into in connection with the Select 144A Offering and (ii) imputed interest deemed to be paid by the Company as a result of any payments the Company makes under such Tax Receivable Agreement. On July 18, 2017, the Company’s board of directors approved amendments to each of the Tax Receivable Agreements revising the definition of a “change of control” for purposes of the Tax Receivable Agreements and acknowledging that the Rockwater Merger would not result in such a change of control.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2019
INCOME TAXES
INCOME TAXES	NOTE 14—INCOME TAXES The Company’s income tax information is presented in the table below. The effective tax rate is different than the 21% standard Federal rate due to net income allocated to noncontrolling interests, state income taxes and valuation allowances. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, ​ Nine months ended September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 ​ ​ (in thousands) Current income tax expense ​ $ 2,115 ​ $ 1,421 ​ $ 2,698 ​ $ 2,043 Deferred income tax expense (benefit) ​ ​ 386 ​ ​ (6) ​ ​ 552 ​ ​ (16) Total income tax expense ​ $ 2,501 ​ $ 1,415 ​ $ 3,250 ​ $ 2,027 Effective Tax Rate ​ ​ 25.9% ​ ​ 4.3% ​ ​ 16.3% ​ ​ 2.7% ​

NONCONTROLLING INTERESTS

NONCONTROLLING INTERESTS	9 Months Ended
	Sep. 30, 2019
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS	NOTE 15—NONCONTROLLING INTERESTS The Company’s noncontrolling interests fall into two categories as follows: ● Noncontrolling interests attributable to joint ventures formed for water-related services. ● Noncontrolling interests attributable to holders of Class B Common Stock. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Noncontrolling interests attributable to joint ventures formed for water-related services ​ $ 2,423 $ 3,273 Noncontrolling interests attributable to holders of Class B Common Stock ​ ​ 197,988 274,566 Total noncontrolling interests ​ $ 200,411 $ 277,839 ​ For all periods presented, there were no changes to Select’s ownership interest in joint ventures formed for water-related services. However, during the Current Period and Prior Period, there were changes in Select’s ownership interest in SES Holdings LLC. The effects of the changes in Select’s ownership interest in SES Holdings LLC is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, ​ 2019 2018 ​ ​ (in thousands) Net income attributable to Select Energy Services, Inc. ​ $ 12,714 $ 50,012 Transfers (to) from noncontrolling interests: ​ ​ ​ ​ Increase in additional paid-in capital as a result of stock option exercises ​ 54 374 Increase in additional paid-in capital as a result of restricted stock issuance, net of forfeitures ​ 3,568 1,946 Increase in additional paid-in capital as a result of issuance of common stock due to vesting of restricted stock units ​ ​ 4 ​ ​ 104 (Decrease) increase in additional paid-in capital as a result of the repurchase of SES Holdings LLC Units ​ (2,501) 73 Increase in additional paid-in capital as a result of exchanges of SES Holdings LLC Units (an equivalent number of shares of Class B Common Stock) for shares of Class A Common Stock ​ ​ 82,706 ​ ​ 146,865 (Decrease) increase in additional paid-in capital as a result of the Employee Stock Purchase Plan shares issued ​ ​ (1) ​ ​ 13 Change to equity from net income attributable to Select Energy Services, Inc. and transfers from noncontrolling interests ​ $ 96,544 $ 199,387 ​

EARNINGS PER SHARE

EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 2019
EARNINGS PER SHARE
EARNINGS PER SHARE	NOTE 16—EARNINGS PER SHARE Earnings per share are based on the amount of income allocated to the shareholders and the weighted-average number of shares outstanding during the period for each class of common stock. Outstanding options to purchase 2,956,610, 2,682,883, 2,956,837 and 1,856,550 shares are not included in the calculation of diluted weighted-average shares outstanding for the Current Quarter, Prior Quarter, Current Period and Prior Period, respectively, as the effect is antidilutive. The following tables present the Company’s calculation of basic and diluted earnings per share for the Current and Prior Quarter and the Current and Prior Period (dollars in thousands, except share and per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, 2019 ​ Three months ended September 30, 2018 ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Services, Inc. Class A Class A-2 Class B Services, Inc. Class A Class A-2 Class B Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 7,172 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 31,267 ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to noncontrolling interests ​ ​ (1,793) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (8,316) ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to Select Energy Services, Inc. — basic ​ ​ 5,379 ​ $ 5,379 ​ $ — ​ $ — ​ ​ 22,951 ​ $ 22,951 ​ $ — ​ $ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock ​ ​ 7 ​ ​ 7 ​ ​ — ​ ​ — ​ ​ 4 ​ ​ 4 ​ ​ — ​ ​ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options ​ ​ 1 ​ ​ 1 ​ ​ — ​ ​ — ​ ​ 15 ​ ​ 15 ​ ​ — ​ ​ — Net income attributable to Select Energy Services, Inc. — diluted ​ $ 5,387 ​ $ 5,387 ​ $ — ​ $ — ​ $ 22,970 ​ $ 22,970 ​ $ — ​ $ — Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares of common stock outstanding — basic ​ ​ ​ ​ ​ 79,468,991 ​ ​ — ​ ​ 24,513,654 ​ ​ ​ ​ ​ 78,896,373 ​ ​ — ​ ​ 27,239,419 Dilutive effect of restricted stock ​ ​ ​ ​ ​ 339,911 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 55,858 ​ ​ — ​ ​ — Dilutive effect of stock options ​ ​ ​ ​ ​ 28,575 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 188,179 ​ ​ — ​ ​ — Dilutive effect of ESPP ​ ​ ​ ​ ​ 104 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 92 ​ ​ — ​ ​ — Weighted-average shares of common stock outstanding — diluted ​ ​ ​ ​ ​ 79,837,581 ​ ​ — ​ ​ 24,513,654 ​ ​ ​ ​ ​ 79,140,502 ​ ​ — ​ ​ 27,239,419 Earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ ​ ​ $ 0.07 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.29 ​ $ — ​ $ — Diluted ​ ​ ​ ​ $ 0.07 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.29 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine months ended September 30, 2019 ​ Nine months ended September 30, 2018 ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Services, Inc. Class A Class A-2 Class B Services, Inc. Class A Class A-2 Class B Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 16,640 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 72,421 ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to noncontrolling interests ​ ​ (3,926) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (22,409) ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to Select Energy Services, Inc. — basic ​ ​ 12,714 ​ $ 12,714 ​ $ — ​ $ — ​ ​ 50,012 ​ $ 48,523 ​ $ 1,489 ​ $ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock ​ ​ 15 ​ ​ 15 ​ ​ — ​ ​ — ​ ​ 8 ​ ​ 10 ​ ​ (2) ​ ​ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options ​ ​ 3 ​ ​ 3 ​ ​ — ​ ​ — ​ ​ 22 ​ ​ 27 ​ ​ (5) ​ ​ — Net income attributable to Select Energy Services, Inc. — diluted ​ $ 12,732 ​ $ 12,732 ​ $ — ​ $ — ​ $ 50,042 ​ $ 48,560 ​ $ 1,482 ​ $ — Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares of common stock outstanding — basic ​ ​ ​ ​ ​ 78,848,939 ​ ​ — ​ ​ 25,516,904 ​ ​ ​ ​ ​ 69,929,330 ​ ​ 2,145,311 ​ ​ 33,994,800 Dilutive effect of restricted stock ​ ​ ​ ​ ​ 358,503 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 95,822 ​ ​ — ​ ​ — Dilutive effect of stock options ​ ​ ​ ​ ​ 60,174 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 285,606 ​ ​ — ​ ​ — Dilutive effect of ESPP ​ ​ ​ ​ ​ 299 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 94 ​ ​ — ​ ​ — Weighted-average shares of common stock outstanding — diluted ​ ​ ​ ​ ​ 79,267,915 ​ ​ — ​ ​ 25,516,904 ​ ​ ​ ​ ​ 70,310,852 ​ ​ 2,145,311 ​ ​ 33,994,800 Earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ ​ ​ $ 0.16 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.69 ​ $ 0.69 ​ $ — Diluted ​ ​ ​ ​ $ 0.16 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.69 ​ $ 0.69 ​ $ — ​

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 2019
SEGMENT INFORMATION
SEGMENT INFORMATION	NOTE 17—SEGMENT INFORMATION Select Inc. is an oilfield services company that provides solutions to the onshore oil and natural gas industry in the United States. The Company’s services are offered through three operating segments. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the CODM in deciding how to allocate resources and assess performance. The Company’s CODM assesses performance and allocates resources on the basis of the three reportable segments. Corporate and other expenses that do not individually meet the criteria for segment reporting are reported separately as Corporate or Other. Each operating segment reflects a reportable segment led by separate managers that report directly to the Company’s CODM. During the first quarter of 2019, the Company made the decision to sell and wind down certain operations within its former Wellsite Services segment, including the operations of its Affirm subsidiary, its sand hauling operations and its Canadian operations. As a result, the Company reevaluated its segment structure and changed its reportable segments to Water Services, Water Infrastructure, and Oilfield Chemicals. The Company’s CODM assesses performance and allocates resources on the basis of the following three reportable segments: Water Services Water Infrastructure Oilfield Chemicals — The Oilfield Chemicals segment develops, manufactures and provides a full suite of chemicals used in hydraulic fracturing, stimulation, cementing, and well completion and production services, including polymer slurries, crosslinkers, friction reducers, biocides, dry and liquid scale inhibitors, corrosion inhibitors, buffers, breakers and other chemical technologies. This segment also provides chemicals needed by our customers to increase oil and gas production and lower production costs over the life of a well. Our Oilfield Chemicals customers are primarily pressure pumpers, along with major integrated and independent oil and gas producers. The results of our divested service lines that were previously a part of the former Wellsite Services segment, including the operations of our Affirm subsidiary, our sand hauling operations and our Canadian operations, are combined in the “Other” category. Financial information by segment for the Current and Prior Quarter and the Current and Prior Period is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended September 30, 2019 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 196,772 ​ $ 13,787 ​ $ 19,418 ​ $ 10,061 Water infrastructure ​ ​ 63,953 ​ ​ 8,234 ​ ​ 6,410 ​ ​ 13,873 Oilfield chemicals ​ ​ 67,933 ​ ​ 5,514 ​ ​ 2,435 ​ ​ 3,162 Other ​ ​ 310 ​ ​ (2,347) ​ ​ — ​ ​ — Eliminations ​ — ​ — ​ — ​ — Income from operations ​ ​ ​ 25,188 ​ ​ ​ ​ Corporate ​ — ​ (12,713) ​ 952 ​ — Interest expense, net ​ — ​ (438) ​ — ​ — Other income, net ​ — ​ (2,364) ​ — ​ — ​ ​ $ 328,968 ​ $ 9,673 ​ $ 29,215 ​ $ 27,096 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended September 30, 2018 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 233,603 ​ $ 25,978 ​ $ 19,987 ​ $ 30,033 Water infrastructure ​ ​ 65,886 ​ ​ 14,224 ​ ​ 5,960 ​ ​ 11,019 Oilfield chemicals ​ ​ 64,206 ​ ​ 2,824 ​ ​ 2,115 ​ ​ 2,585 Other ​ ​ 33,817 ​ ​ (1,651) ​ ​ 3,791 ​ ​ 1,493 Eliminations ​ (542) ​ — ​ — ​ — Income from operations ​ ​ ​ 41,375 ​ ​ ​ ​ Corporate ​ — ​ (9,117) ​ 984 ​ — Interest expense, net ​ — ​ (1,322) ​ — ​ — Other income, net ​ — ​ 1,746 ​ — ​ — ​ ​ $ 396,970 ​ $ 32,682 ​ $ 32,837 ​ $ 45,130 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 620,649 ​ $ 53,681 ​ $ 61,704 ​ $ 32,676 Water infrastructure ​ ​ 169,288 ​ ​ 15,237 ​ ​ 18,571 ​ ​ 42,653 Oilfield chemicals ​ ​ 198,049 ​ ​ 11,951 ​ ​ 6,635 ​ ​ 6,514 Other ​ ​ 33,383 ​ ​ (8,197) ​ ​ 1,714 ​ ​ 64 Eliminations ​ (5,868) ​ — ​ — ​ — Income from operations ​ ​ ​ 72,672 ​ ​ ​ ​ Corporate ​ — ​ (42,385) ​ 2,858 ​ — Interest expense, net ​ — ​ (2,370) ​ — ​ — Other income, net ​ — ​ (8,027) ​ — ​ — ​ ​ $ 1,015,501 ​ $ 19,890 ​ $ 91,482 ​ $ 81,907 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2018 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 685,998 ​ $ 75,735 ​ $ 57,826 ​ $ 81,251 Water infrastructure ​ ​ 175,676 ​ ​ 27,003 ​ ​ 16,216 ​ ​ 25,669 Oilfield chemicals ​ ​ 192,678 ​ ​ 4,786 ​ ​ 7,853 ​ ​ 8,264 Other ​ ​ 113,984 ​ ​ (1,709) ​ ​ 11,285 ​ ​ 6,871 Eliminations ​ (1,724) ​ — ​ — ​ — Income from operations ​ ​ ​ 105,815 ​ ​ ​ ​ Corporate ​ — ​ (30,159) ​ 2,332 ​ — Interest expense, net ​ — ​ (3,815) ​ — ​ — Other income, net ​ — ​ 2,607 ​ — ​ — ​ ​ $ 1,166,612 ​ $ 74,448 ​ $ 95,512 ​ $ 122,055 ​ Total assets by segment as of September 30, 2019 and December 31, 2018 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Water services ​ $ 862,342 ​ $ 865,992 Water infrastructure ​ 320,721 ​ 250,207 Oilfield chemicals ​ 184,882 ​ 173,762 Other ​ ​ 8,912 ​ ​ 70,644 ​ ​ $ 1,376,857 ​ $ 1,360,605 ​

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2019
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 18—SUBSEQUENT EVENTS The Company has evaluated subsequent events for potential recognition and/or disclosure through November 7, 2019, the date these consolidated financial statements were available to be issued.

SIGNIFICANT ACCOUNTING POLICI_2

SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2019
SIGNIFICANT ACCOUNTING POLICIES
Use of estimates	Use of estimates : The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company evaluates its estimates, including those related to the recoverability of long-lived assets and intangibles, useful lives used in depreciation and amortization, uncollectible accounts receivable, inventory, income taxes, self-insurance liabilities, share-based compensation, contingent liabilities and the incremental borrowing rate for leases. The Company bases its estimates on historical and other pertinent information that are believed to be reasonable under the circumstances. The accounting estimates used in the preparation of the consolidated financial statements may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes.
Asset retirement obligations	Asset retirement obligations: ​ ​ ​ ​ ​ ​ Nine months ended September 30, 2019 ​ (in thousands) Balance at beginning of Current Period $ 1,898 Accretion expense, included in depreciation and amortization expense ​ 86 Change in estimate ​ — Divestitures ​ ​ (210) Balance at end of Current Period $ 1,774 ​ We review the adequacy of our ARO liabilities whenever indicators suggest that the estimated cash flows underlying the liabilities have changed. The Company’s ARO liabilities are included in accrued expenses and other current liabilities and other long-term liabilities in the accompanying consolidated balance sheets.
Recent accounting pronouncements:	Recent accounting pronouncements : In February 2016, Leases Leases (ASC 842): Targeted Improvements, In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

SIGNIFICANT ACCOUNTING POLICI_3

SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2019
SIGNIFICANT ACCOUNTING POLICIES
Summary of change in asset retirement obligations	​ ​ ​ ​ ​ ​ Nine months ended September 30, 2019 ​ (in thousands) Balance at beginning of Current Period $ 1,898 Accretion expense, included in depreciation and amortization expense ​ 86 Change in estimate ​ — Divestitures ​ ​ (210) Balance at end of Current Period $ 1,774

ACQUISITIONS AND DIVESTITURES (

ACQUISITIONS AND DIVESTITURES (Tables)	9 Months Ended
	Sep. 30, 2019
Schedule of sales details	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Date of Divestiture ​ Entity ​ Initial Net Proceeds ​ Working Capital True Up ​ Adjusted Net Proceeds ​ Working Capital Status at ​ (Gain)/loss for the nine months ended September 30, 2019 ​ ​ ​ ​ (in thousands) February 26, 2019 ​ Affirm ​ $ 10,982 ​ $ 92 ​ $ To be determined ​ Not Final ​ $ (92) June 28, 2019 ​ Affirm ​ ​ 6,968 ​ ​ — ​ ​ 6,968 ​ Final ​ ​ (1,646) March 19, 2019 ​ Canada ​ ​ 4,975 ​ ​ (189) ​ ​ 4,786 ​ Final ​ ​ 4,900 April 1, 2019 ​ Canada ​ ​ 2,242 ​ ​ — ​ ​ 2,242 ​ Final ​ ​ 101
Well Chemical Services Acquisition
Schedule Of consideration transferred and the estimated fair value of identified assets acquired and liabilities	​ ​ ​ ​ ​ Preliminary purchase price allocation Amount Consideration transferred (in thousands) Cash paid ​ $ 10,400 Total consideration transferred ​ 10,400 Less: identifiable assets acquired and liabilities assumed ​ Inventory ​ 6,287 Property and equipment ​ 3,713 Intangible assets ​ 500 Current liabilities ​ ​ (100) Total identifiable net assets acquired ​ 10,400 Fair value allocated to net assets acquired ​ $ 10,400
Pro Well Acquisition
Schedule Of consideration transferred and the estimated fair value of identified assets acquired and liabilities	​ ​ ​ ​ ​ Purchase price allocation Amount Consideration transferred (in thousands) Cash paid ​ $ 11,754 Total consideration transferred ​ 11,754 Less: identifiable assets acquired and liabilities assumed ​ Working capital ​ 1,051 Property and equipment ​ 6,588 Customer relationship intangible assets ​ 3,000 Total identifiable net assets acquired ​ 10,639 Goodwill ​ ​ 1,115 Fair value allocated to net assets acquired ​ $ 11,754

REVENUE (Tables)

REVENUE (Tables)	9 Months Ended
	Sep. 30, 2019
REVENUE
Schedule of disaggregation of revenue by geographic location	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ Nine months ended September 30, ​ 2019 2018 2019 2018 ​ ​ (in thousands) Geographic Region ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Permian Basin ​ $ 158,609 ​ $ 166,330 ​ $ 469,391 ​ $ 449,113 MidCon ​ ​ 45,522 ​ ​ 58,275 ​ ​ 152,500 ​ ​ 187,300 Eagle Ford ​ ​ 44,694 ​ ​ 46,895 ​ ​ 124,453 ​ ​ 135,923 Bakken ​ ​ 20,052 ​ ​ 41,673 ​ ​ 66,195 ​ ​ 120,934 Marcellus/Utica ​ ​ 21,330 ​ ​ 37,110 ​ ​ 79,781 ​ ​ 106,129 Rockies ​ ​ 21,045 ​ ​ 23,228 ​ ​ 64,981 ​ ​ 85,908 Haynesville/E. Texas ​ ​ 18,322 ​ ​ 13,319 ​ ​ 53,918 ​ ​ 43,328 All other/eliminations ​ ​ (606) ​ ​ 10,140 ​ ​ 4,282 ​ ​ 37,977 Total ​ $ 328,968 ​ $ 396,970 ​ $ 1,015,501 ​ $ 1,166,612

LEASES (Tables)

LEASES (Tables)	9 Months Ended
	Sep. 30, 2019
LEASES
Schedule of financial impact of leases	​ ​ ​ ​ ​ ​ ​ Balance Sheet Classification As of September 30, 2019 ​ ​ ​ ​ (in thousands) Assets ​ ​ ​ ​ ​ ROU Assets (1) ​ Long-term right-of-use assets ​ $ 73,138 Finance lease assets (2) ​ Property and equipment ​ ​ 386 Liabilities ​ ​ ​ ​ ​ Operating lease liabilities ― ST ​ Current operating lease liabilities ​ $ 19,488 Operating lease liabilities ― LT (3) ​ Long-term operating lease liabilities ​ ​ 72,672 Finance lease liabilities ― ST ​ Current portion of finance lease obligations ​ ​ 248 Finance lease liabilities ― LT ​ Other long term liabilities ​ ​ 108 (1) Net of impairment of $16.9 million. (2) Net of accumulated amortization of $1.5 million. (3) The $16.8 million on the consolidated balance sheet as of December 31, 2018 represented long-term lease liabilities in connection with the exit-disposal rules prior to adopting the new lease standard. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine months ended Statements of Operations and Cash Flows Classification September 30, 2019 September 30, 2019 ​ ​ ​ ​ (in thousands) Operating lease cost: ​ ​ ​ ​ ​ ​ ​ ​ Operating lease cost ― fixed ​ Cost of revenue and Selling, general and administrative ​ $ 6,242 ​ $ 21,392 Lease abandonment costs ​ Lease abandonment costs ​ ​ 238 ​ ​ 1,494 ​ ​ ​ ​ ​ ​ ​ ​ ​ Short-term agreements: ​ Cost of revenue ​ $ 25,611 ​ $ 73,423 ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance lease cost: ​ ​ ​ ​ ​ ​ ​ ​ Amortization of leased assets ​ Depreciation and amortization ​ $ 54 ​ $ 791 Interest on lease liabilities ​ Interest expense, net ​ ​ 14 ​ ​ 21 ​ ​ ​ ​ ​ ​ ​ ​ ​ Lessor income: ​ ​ ​ ​ ​ ​ ​ ​ Sublease income ​ Cost of sales and lease abandonment costs ​ $ 393 ​ $ 1,155 Lessor income ​ Cost of sales ​ ​ 184 ​ ​ 364 ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of cash flows ​ ​ ​ ​ ​ ​ ​ ​ Cash paid for operating leases ​ Operating cash flows ​ $ 7,689 ​ $ 23,646 Cash paid for finance leases lease interest ​ Operating cash flows ​ ​ 14 ​ ​ 21 Cash paid for finance leases ​ Financing cash flows ​ ​ 194 ​ ​ 743 ​ ​ ​ ​ ​ Long Term and Discount Rate As of September 30, 2019 Weighted-average remaining lease term (years) ​ ​ ​ Operating leases ​ 7.9 ​ Finance leases ​ 1.4 ​ Weighted-average discount rate ​ ​ ​ Operating leases ​ 5.3 % Finance leases ​ 5.2 %
Schedule of operating and finance lease commitments	The Company has the following operating and finance lease commitments as of September 30, 2019: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period Operating Leases (1) (2) Finance Leases Total ​ ​ (in thousands) October 2019 through December 2019 ​ $ 7,197 ​ $ 144 ​ $ 7,341 2020 ​ 22,079 ​ 135 ​ 22,214 2021 ​ 15,371 ​ 89 ​ 15,460 2022 ​ 12,039 ​ — ​ 12,039 2023 ​ 10,141 ​ — ​ 10,141 Thereafter ​ 48,287 ​ — ​ 48,287 Total minimum lease payments ​ $ 115,114 ​ $ 368 ​ $ 115,482 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less reconciling items to reconcile undiscounted cash flows to lease liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ Short-term leases excluded from balance sheet ​ ​ 694 ​ ​ — ​ ​ 694 Imputed interest ​ ​ 22,260 ​ ​ 12 ​ ​ 22,272 Total reconciling items ​ ​ 22,954 ​ ​ 12 ​ ​ 22,966 Total liabilities per balance sheet ​ ​ 92,160 ​ ​ 356 ​ ​ 92,516 (1) This table excludes sublease and lessor income of $0.5 million from October 2019 to December 2019, $1.4 million during 2020, $0.4 million during 2021 and $0.1 million during 2022. (2) This tab le excludes two leases signed by the Company with commencement dates anticipated being established in calendar year 2020, for which the Company expects to pay approximately $9.6 million in total lease costs over ten years .
Schedule of operating and finance lease commitments	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Period Operating Leases (1) (2) Finance Leases Total ​ ​ (in thousands) October 2019 through December 2019 ​ $ 7,197 ​ $ 144 ​ $ 7,341 2020 ​ 22,079 ​ 135 ​ 22,214 2021 ​ 15,371 ​ 89 ​ 15,460 2022 ​ 12,039 ​ — ​ 12,039 2023 ​ 10,141 ​ — ​ 10,141 Thereafter ​ 48,287 ​ — ​ 48,287 Total minimum lease payments ​ $ 115,114 ​ $ 368 ​ $ 115,482 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Less reconciling items to reconcile undiscounted cash flows to lease liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ Short-term leases excluded from balance sheet ​ ​ 694 ​ ​ — ​ ​ 694 Imputed interest ​ ​ 22,260 ​ ​ 12 ​ ​ 22,272 Total reconciling items ​ ​ 22,954 ​ ​ 12 ​ ​ 22,966 Total liabilities per balance sheet ​ ​ 92,160 ​ ​ 356 ​ ​ 92,516 (1) This table excludes sublease and lessor income of $0.5 million from October 2019 to December 2019, $1.4 million during 2020, $0.4 million during 2021 and $0.1 million during 2022. (2) This tab le excludes two leases signed by the Company with commencement dates anticipated being established in calendar year 2020, for which the Company expects to pay approximately $9.6 million in total lease costs over ten years .

INVENTORIES (Tables)

INVENTORIES (Tables)	9 Months Ended
	Sep. 30, 2019
INVENTORIES
Schedule of inventory	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Raw materials ​ $ 12,873 ​ $ 15,219 Finished goods ​ 26,280 ​ 28,540 Materials and supplies ​ 460 ​ 1,233 ​ ​ $ 39,613 ​ $ 44,992

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	9 Months Ended
	Sep. 30, 2019
PROPERTY AND EQUIPMENT
Schedule of property and equipment	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Land ​ $ 16,030 ​ $ 17,799 Buildings and leasehold improvements ​ 107,894 ​ 106,626 Vehicles and equipment ​ 57,774 ​ 83,435 Vehicles and equipment - finance lease ​ 1,526 ​ 1,833 Machinery and equipment ​ 732,184 ​ 758,528 Machinery and equipment - finance lease ​ 48 ​ 532 Computer equipment and software ​ ​ 18,777 ​ ​ 15,775 Computer equipment and software - finance lease ​ 356 ​ 356 Office furniture and equipment ​ 4,650 ​ 4,612 Disposal wells ​ 64,962 ​ 64,038 Other ​ ​ 497 ​ ​ 497 Construction in progress ​ 79,398 ​ 60,347 ​ ​ 1,084,096 ​ 1,114,378 Less accumulated depreciation (1) ​ (617,740) ​ (611,530) Property and equipment held-for-sale ​ ​ 890 ​ ​ — Total property and equipment, net ​ $ 467,246 ​ $ 502,848 (1) Includes $1.5 million and $1.3 million of accumulated depreciation related to finance leases as of September 30, 2019 and December 31, 2018, respectively.
Schedule of amortization of intangible assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended September 30, ​ Nine months ended September 30, ​ 2019 2018 2019 2018 ​ ​ (in thousands) Category ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation expense from property and equipment ​ $ 26,163 ​ $ 29,505 ​ $ 81,698 ​ $ 84,181 Amortization expense from finance leases ​ ​ 54 ​ ​ 293 ​ ​ 791 ​ ​ 1,037 Amortization expense from intangible assets ​ ​ 2,998 ​ ​ 3,039 ​ ​ 8,993 ​ ​ 10,294 Total depreciation and amortization ​ $ 29,215 ​ $ 32,837 ​ $ 91,482 ​ $ 95,512
Schedule of property and equipment sold and divested	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Book Value of Property and Type of sale event Business Equipment Sold or Divested ​ ​ ​ ​ (in thousands) Business divestitures ​ Affirm subsidiary ​ $ 11,275 Property and equipment sales ​ Affirm subsidiary ​ ​ 1,339 Business divestitures ​ Canadian operations ​ ​ 7,372 Property and equipment sales ​ Canadian operations ​ ​ 388 Property and equipment sales ​ Sand hauling operations ​ ​ 3,030 Total property and equipment sold and divested ​ ​ ​ $ 23,404

GOODWILL AND OTHER INTANGIBLE_2

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2019
GOODWILL AND OTHER INTANGIBLE ASSETS.
Schedule of changes in the carrying amounts of goodwill by reportable segment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Oilfield ​ Water ​ Wellsite ​ Water ​ Water ​ ​ ​ ​ ​ ​ ​ Chemicals Solutions Services Services Infrastructure Other Total ​ ​ (in thousands) Balance as of December 31, 2017 ​ $ 15,637 ​ $ 245,542 ​ $ 12,242 ​ $ — ​ $ — ​ $ — ​ $ 273,421 Additions ​ ​ — ​ ​ 982 ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 982 Impairment ​ ​ (12,652) ​ ​ — ​ ​ (5,242) ​ ​ — ​ ​ — ​ ​ — ​ ​ (17,894) Measurement period adjustments ​ (2,985) ​ 20,277 ​ — ​ — ​ — ​ — ​ 17,292 Balance as of December 31, 2018 ​ ​ — ​ ​ 266,801 ​ ​ 7,000 ​ ​ — ​ ​ — ​ ​ — ​ ​ 273,801 Resegmentation ​ — ​ (266,801) ​ (7,000) ​ 186,335 ​ 80,466 ​ 7,000 ​ — Measurement period adjustment (1) ​ ​ — ​ ​ — ​ ​ — ​ ​ 133 ​ ​ — ​ ​ — ​ ​ 133 Affirm crane business divestiture ​ — ​ — ​ — ​ — ​ ​ — ​ ​ (2,604) ​ (2,604) Affirm impairment ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ (4,396) ​ ​ (4,396) Balance as of September 30, 2019 ​ $ — ​ $ — ​ $ — ​ $ 186,468 ​ $ 80,466 ​ $ — ​ $ 266,934 (1) 2019 measurement period adjustment related to the Pro Well working capital settlement. See Note 3.
Summary of components of other intangible assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of September 30, 2019 ​ As of December 31, 2018 ​ Gross Accumulated Net Gross Accumulated Net ​ ​ Value ​ Amortization ​ Value ​ Value ​ Amortization ​ Value ​ ​ (in thousands) ​ (in thousands) Definite-lived ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Customer relationships ​ $ 116,578 ​ $ 17,966 ​ $ 98,612 ​ $ 171,245 ​ $ 66,402 ​ $ 104,843 Patents ​ ​ 10,110 ​ ​ 2,169 ​ ​ 7,941 ​ ​ 10,110 ​ ​ 1,417 ​ ​ 8,693 Other ​ ​ 7,516 ​ ​ 4,573 ​ ​ 2,943 ​ 7,234 ​ 2,866 ​ 4,368 Total definite-lived ​ ​ 134,204 ​ ​ 24,708 ​ ​ 109,496 ​ ​ 188,589 ​ ​ 70,685 ​ ​ 117,904 Indefinite-lived ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Water rights ​ ​ 7,031 ​ ​ — ​ ​ 7,031 ​ ​ 7,031 ​ ​ — ​ ​ 7,031 Trademarks ​ ​ 23,442 ​ ​ — ​ ​ 23,442 ​ ​ 23,442 ​ ​ — ​ ​ 23,442 Total indefinite-lived ​ ​ 30,473 ​ ​ — ​ ​ 30,473 ​ ​ 30,473 ​ ​ — ​ ​ 30,473 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total other intangible assets, net ​ $ 164,677 ​ $ 24,708 ​ $ 139,969 ​ $ 219,062 ​ $ 70,685 ​ $ 148,377
Summary of future estimated amortization expense for other intangible assets	​ ​ ​ ​ ​ ​ Amount ​ ​ (in thousands) Remainder of 2019 ​ $ 2,989 2020 ​ 11,661 2021 ​ 10,478 2022 ​ 10,263 2023 ​ 10,192 Thereafter ​ ​ 63,913 ​ ​ $ 109,496

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Sep. 30, 2019
DEBT
Summary of Company's leverage ratio	​ ​ ​ ​ ​ ​ ​ ​ Level ​ Average Excess Availability ​ Base Rate Margin ​ Eurocurrency Rate Margin ​ ​ ​ ​ ​ ​ ​ I ​ < 33% of the commitments ​ 1.00% ​ 2.00% II ​ < 66.67% of the commitments and ≥ 33.33% of the commitments ​ 0.75% ​ 1.75% III ​ ≥ 66.67% of the commitments ​ 0.50% ​ 1.50%
Schedule of fee Percentage on unused credit facility	​ ​ ​ ​ ​ ​ Level ​ Average Revolver Usage ​ Unused Line Fee Percentage ​ ​ ​ ​ ​ I ​ ≥ 50% of the commitments ​ 0.250% II ​ < 50% of the commitments ​ 0.375%

EQUITY-BASED COMPENSATION (Tabl

EQUITY-BASED COMPENSATION (Tables)	9 Months Ended
	Sep. 30, 2019
Schedule of equity option activity and related information	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ ​ ​ ​ ​ Weighted-average ​ ​ ​ ​ ​ ​ ​ Weighted-average ​ Remaining Contractual ​ Aggregate Intrinsic ​ Stock Options Exercise Price Term (Years) Value (in thousands) (a) Beginning balance, outstanding 3,865,678 ​ $ 16.00 ​ 4.9 ​ $ 19 Granted — ​ ​ — ​ ​ ​ ​ ​ Exercised ​ (5,282) ​ ​ 5.68 ​ ​ ​ ​ ​ Forfeited (12,459) ​ ​ 17.83 ​ ​ ​ ​ ​ Expired ​ (32,638) ​ ​ 21.85 ​ ​ ​ ​ ​ Ending balance, outstanding 3,815,299 ​ $ 15.96 ​ 4.5 ​ $ 71 Ending balance, exercisable ​ 3,369,567 ​ $ 15.27 ​ 4.0 ​ $ 71 Nonvested at end of period ​ 445,732 ​ $ 21.15 ​ ​ ​ ​ ​ ​ (a)
Schedule of percentage of stock settled incentives earned	​ ​ ​ ​ Stock Price at Vesting Date (1) ​ Percentage of Target Amount Earned Less than $20.00 ​ 0% At least $20.00, but less than $25.00 ​ 100% $25.00 or greater ​ 200% ​ (1) The stock price at vesting date equals the greater of (i) the fair market value of a share of the Class A Common Stock on the vesting date, or (ii) the volume weighted average closing price of a share of the Class A Common Stock, as reported on the New York Stock Exchange, for the 30 trading days preceding the vesting date.
Schedule of stock-settled incentive awards outstanding	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Award Value ​ Value at Target Being Recognized Nonvested as of December 31, 2018 ​ $ 3,147 ​ $ 1,202 Granted during 2019 ​ ​ — ​ ​ — Forfeited during 2019 ​ ​ (210) ​ ​ (80) Nonvested as of September 30, 2019 ​ $ 2,937 ​ $ 1,122
summary of ESPP activity	The following table summarizes ESPP activity (in thousands, except shares): ​ ​ ​ ​ ​ ​ For the nine months ended ​ September 30, 2019 Cash received for shares issued ​ $ 80 Shares issued ​ ​ 8,746
Restricted Stock
Schedule of restricted stock activity	​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ ​ Weighted-average ​ Restricted Stock Awards Grant Date Fair Value Nonvested at December 31, 2018 ​ 496,945 ​ $ 19.02 Granted ​ 1,391,479 ​ ​ 8.80 Vested ​ (259,989) ​ ​ 18.81 Forfeited ​ (10,532) ​ ​ 19.79 Nonvested at September 30, 2019 ​ 1,617,903 ​ $ 10.26
Restricted Stock Units
Schedule of restricted stock activity	​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ ​ Weighted-average ​ Restricted Stock Units Grant Date Fair Value Nonvested at December 31, 2018 2,500 ​ $ 19.00 Granted — ​ ​ — Vested (1,250) ​ ​ 19.00 Nonvested at September 30, 2019 1,250 ​ $ 19.00
Performance share units
Schedule of percentage of target PSUs earned	​ ​ ​ ​ Return on Assets at Performance Period End Date ​ Percentage of Target PSUs Earned Less than 9.6% ​ 0% 9.6% ​ 50% 12% ​ 100% 14.4% ​ 175%
Summary of activity related to the units outstanding	​ ​ ​ ​ ​ Performance Share Units Nonvested as of December 31, 2018 ​ 255,364 Target shares granted ​ 778,118 Target shares vested ​ — Target shares forfeited ​ (9,442) Target shares outstanding as of September 30, 2019 ​ 1,024,040

FAIR VALUE MEASUREMENT (Tables)

FAIR VALUE MEASUREMENT (Tables)	9 Months Ended
	Sep. 30, 2019
FAIR VALUE MEASUREMENT
Summary of assets and liabilities measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fair Value ​ ​ ​ ​ ​ ​ ​ ​ Measurements Using ​ Carrying ​ ​ ​ ​ Level 1 Level 2 Level 3 Value (1) Impairment ​ ​ (in thousands) Affirm goodwill ​ $ — ​ $ — ​ $ — ​ $ 4,396 ​ $ 4,396 Property and equipment ​ ​ — ​ ​ — ​ ​ 4,770 ​ ​ 5,712 ​ ​ 942 (1) Amount represents carrying value at the date of assessment.

INCOME TAXES (Tables)

INCOME TAXES (Tables)	9 Months Ended
	Sep. 30, 2019
INCOME TAXES
Summary of components of the federal and state income tax expense (benefit)	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, ​ Nine months ended September 30, ​ ​ 2019 ​ 2018 ​ 2019 ​ 2018 ​ ​ (in thousands) Current income tax expense ​ $ 2,115 ​ $ 1,421 ​ $ 2,698 ​ $ 2,043 Deferred income tax expense (benefit) ​ ​ 386 ​ ​ (6) ​ ​ 552 ​ ​ (16) Total income tax expense ​ $ 2,501 ​ $ 1,415 ​ $ 3,250 ​ $ 2,027 Effective Tax Rate ​ ​ 25.9% ​ ​ 4.3% ​ ​ 16.3% ​ ​ 2.7%

NONCONTROLLING INTERESTS (Table

NONCONTROLLING INTERESTS (Tables)	9 Months Ended
	Sep. 30, 2019
NONCONTROLLING INTERESTS
Schedule of Non Controlling Interests Categories	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Noncontrolling interests attributable to joint ventures formed for water-related services ​ $ 2,423 $ 3,273 Noncontrolling interests attributable to holders of Class B Common Stock ​ ​ 197,988 274,566 Total noncontrolling interests ​ $ 200,411 $ 277,839
Summary of the effects of changes in noncontrolling interests	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, ​ 2019 2018 ​ ​ (in thousands) Net income attributable to Select Energy Services, Inc. ​ $ 12,714 $ 50,012 Transfers (to) from noncontrolling interests: ​ ​ ​ ​ Increase in additional paid-in capital as a result of stock option exercises ​ 54 374 Increase in additional paid-in capital as a result of restricted stock issuance, net of forfeitures ​ 3,568 1,946 Increase in additional paid-in capital as a result of issuance of common stock due to vesting of restricted stock units ​ ​ 4 ​ ​ 104 (Decrease) increase in additional paid-in capital as a result of the repurchase of SES Holdings LLC Units ​ (2,501) 73 Increase in additional paid-in capital as a result of exchanges of SES Holdings LLC Units (an equivalent number of shares of Class B Common Stock) for shares of Class A Common Stock ​ ​ 82,706 ​ ​ 146,865 (Decrease) increase in additional paid-in capital as a result of the Employee Stock Purchase Plan shares issued ​ ​ (1) ​ ​ 13 Change to equity from net income attributable to Select Energy Services, Inc. and transfers from noncontrolling interests ​ $ 96,544 $ 199,387

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2019
EARNINGS PER SHARE
Summary of calculation of basic and diluted earnings per share	The following tables present the Company’s calculation of basic and diluted earnings per share for the Current and Prior Quarter and the Current and Prior Period (dollars in thousands, except share and per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended September 30, 2019 ​ Three months ended September 30, 2018 ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Services, Inc. Class A Class A-2 Class B Services, Inc. Class A Class A-2 Class B Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 7,172 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 31,267 ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to noncontrolling interests ​ ​ (1,793) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (8,316) ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to Select Energy Services, Inc. — basic ​ ​ 5,379 ​ $ 5,379 ​ $ — ​ $ — ​ ​ 22,951 ​ $ 22,951 ​ $ — ​ $ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock ​ ​ 7 ​ ​ 7 ​ ​ — ​ ​ — ​ ​ 4 ​ ​ 4 ​ ​ — ​ ​ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options ​ ​ 1 ​ ​ 1 ​ ​ — ​ ​ — ​ ​ 15 ​ ​ 15 ​ ​ — ​ ​ — Net income attributable to Select Energy Services, Inc. — diluted ​ $ 5,387 ​ $ 5,387 ​ $ — ​ $ — ​ $ 22,970 ​ $ 22,970 ​ $ — ​ $ — Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares of common stock outstanding — basic ​ ​ ​ ​ ​ 79,468,991 ​ ​ — ​ ​ 24,513,654 ​ ​ ​ ​ ​ 78,896,373 ​ ​ — ​ ​ 27,239,419 Dilutive effect of restricted stock ​ ​ ​ ​ ​ 339,911 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 55,858 ​ ​ — ​ ​ — Dilutive effect of stock options ​ ​ ​ ​ ​ 28,575 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 188,179 ​ ​ — ​ ​ — Dilutive effect of ESPP ​ ​ ​ ​ ​ 104 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 92 ​ ​ — ​ ​ — Weighted-average shares of common stock outstanding — diluted ​ ​ ​ ​ ​ 79,837,581 ​ ​ — ​ ​ 24,513,654 ​ ​ ​ ​ ​ 79,140,502 ​ ​ — ​ ​ 27,239,419 Earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ ​ ​ $ 0.07 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.29 ​ $ — ​ $ — Diluted ​ ​ ​ ​ $ 0.07 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.29 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine months ended September 30, 2019 ​ Nine months ended September 30, 2018 ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Select Energy ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Services, Inc. Class A Class A-2 Class B Services, Inc. Class A Class A-2 Class B Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 16,640 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 72,421 ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to noncontrolling interests ​ ​ (3,926) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (22,409) ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to Select Energy Services, Inc. — basic ​ ​ 12,714 ​ $ 12,714 ​ $ — ​ $ — ​ ​ 50,012 ​ $ 48,523 ​ $ 1,489 ​ $ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock ​ ​ 15 ​ ​ 15 ​ ​ — ​ ​ — ​ ​ 8 ​ ​ 10 ​ ​ (2) ​ ​ — Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options ​ ​ 3 ​ ​ 3 ​ ​ — ​ ​ — ​ ​ 22 ​ ​ 27 ​ ​ (5) ​ ​ — Net income attributable to Select Energy Services, Inc. — diluted ​ $ 12,732 ​ $ 12,732 ​ $ — ​ $ — ​ $ 50,042 ​ $ 48,560 ​ $ 1,482 ​ $ — Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares of common stock outstanding — basic ​ ​ ​ ​ ​ 78,848,939 ​ ​ — ​ ​ 25,516,904 ​ ​ ​ ​ ​ 69,929,330 ​ ​ 2,145,311 ​ ​ 33,994,800 Dilutive effect of restricted stock ​ ​ ​ ​ ​ 358,503 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 95,822 ​ ​ — ​ ​ — Dilutive effect of stock options ​ ​ ​ ​ ​ 60,174 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 285,606 ​ ​ — ​ ​ — Dilutive effect of ESPP ​ ​ ​ ​ ​ 299 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ 94 ​ ​ — ​ ​ — Weighted-average shares of common stock outstanding — diluted ​ ​ ​ ​ ​ 79,267,915 ​ ​ — ​ ​ 25,516,904 ​ ​ ​ ​ ​ 70,310,852 ​ ​ 2,145,311 ​ ​ 33,994,800 Earnings per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ ​ ​ ​ $ 0.16 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.69 ​ $ 0.69 ​ $ — Diluted ​ ​ ​ ​ $ 0.16 ​ $ — ​ $ — ​ ​ ​ ​ $ 0.69 ​ $ 0.69 ​ $ —

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2019
SEGMENT INFORMATION
Summary of financial information by segment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended September 30, 2019 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 196,772 ​ $ 13,787 ​ $ 19,418 ​ $ 10,061 Water infrastructure ​ ​ 63,953 ​ ​ 8,234 ​ ​ 6,410 ​ ​ 13,873 Oilfield chemicals ​ ​ 67,933 ​ ​ 5,514 ​ ​ 2,435 ​ ​ 3,162 Other ​ ​ 310 ​ ​ (2,347) ​ ​ — ​ ​ — Eliminations ​ — ​ — ​ — ​ — Income from operations ​ ​ ​ 25,188 ​ ​ ​ ​ Corporate ​ — ​ (12,713) ​ 952 ​ — Interest expense, net ​ — ​ (438) ​ — ​ — Other income, net ​ — ​ (2,364) ​ — ​ — ​ ​ $ 328,968 ​ $ 9,673 ​ $ 29,215 ​ $ 27,096 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended September 30, 2018 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 233,603 ​ $ 25,978 ​ $ 19,987 ​ $ 30,033 Water infrastructure ​ ​ 65,886 ​ ​ 14,224 ​ ​ 5,960 ​ ​ 11,019 Oilfield chemicals ​ ​ 64,206 ​ ​ 2,824 ​ ​ 2,115 ​ ​ 2,585 Other ​ ​ 33,817 ​ ​ (1,651) ​ ​ 3,791 ​ ​ 1,493 Eliminations ​ (542) ​ — ​ — ​ — Income from operations ​ ​ ​ 41,375 ​ ​ ​ ​ Corporate ​ — ​ (9,117) ​ 984 ​ — Interest expense, net ​ — ​ (1,322) ​ — ​ — Other income, net ​ — ​ 1,746 ​ — ​ — ​ ​ $ 396,970 ​ $ 32,682 ​ $ 32,837 ​ $ 45,130 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2019 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 620,649 ​ $ 53,681 ​ $ 61,704 ​ $ 32,676 Water infrastructure ​ ​ 169,288 ​ ​ 15,237 ​ ​ 18,571 ​ ​ 42,653 Oilfield chemicals ​ ​ 198,049 ​ ​ 11,951 ​ ​ 6,635 ​ ​ 6,514 Other ​ ​ 33,383 ​ ​ (8,197) ​ ​ 1,714 ​ ​ 64 Eliminations ​ (5,868) ​ — ​ — ​ — Income from operations ​ ​ ​ 72,672 ​ ​ ​ ​ Corporate ​ — ​ (42,385) ​ 2,858 ​ — Interest expense, net ​ — ​ (2,370) ​ — ​ — Other income, net ​ — ​ (8,027) ​ — ​ — ​ ​ $ 1,015,501 ​ $ 19,890 ​ $ 91,482 ​ $ 81,907 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the nine months ended September 30, 2018 ​ ​ ​ Income (loss) Depreciation and Capital ​ ​ Revenue ​ before taxes ​ Amortization ​ Expenditures ​ ​ (in thousands) Water services ​ $ 685,998 ​ $ 75,735 ​ $ 57,826 ​ $ 81,251 Water infrastructure ​ ​ 175,676 ​ ​ 27,003 ​ ​ 16,216 ​ ​ 25,669 Oilfield chemicals ​ ​ 192,678 ​ ​ 4,786 ​ ​ 7,853 ​ ​ 8,264 Other ​ ​ 113,984 ​ ​ (1,709) ​ ​ 11,285 ​ ​ 6,871 Eliminations ​ (1,724) ​ — ​ — ​ — Income from operations ​ ​ ​ 105,815 ​ ​ ​ ​ Corporate ​ — ​ (30,159) ​ 2,332 ​ — Interest expense, net ​ — ​ (3,815) ​ — ​ — Other income, net ​ — ​ 2,607 ​ — ​ — ​ ​ $ 1,166,612 ​ $ 74,448 ​ $ 95,512 ​ $ 122,055 ​ Total assets by segment as of September 30, 2019 and December 31, 2018 is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ September 30, 2019 December 31, 2018 ​ ​ (in thousands) Water services ​ $ 862,342 ​ $ 865,992 Water infrastructure ​ 320,721 ​ 250,207 Oilfield chemicals ​ 184,882 ​ 173,762 Other ​ ​ 8,912 ​ ​ 70,644 ​ ​ $ 1,376,857 ​ $ 1,360,605

BUSINESS AND BASIS OF PRESENT_2

BUSINESS AND BASIS OF PRESENTATION (Details)	Nov. 01, 2017USD ($)	Sep. 15, 2017USD ($)	Apr. 26, 2017shares	Mar. 10, 2017USD ($)	Dec. 20, 2016$ / sharesshares	Sep. 30, 2019USD ($)$ / sharesshares	Sep. 30, 2019USD ($)segmentitem$ / sharesshares	Dec. 31, 2017item	Dec. 31, 2018$ / sharesshares	Dec. 31, 2016shares
Common units issued					16,100,000
Financial Designation, Predecessor and Successor [Fixed List]					Predecessor
Number of tax receivable agreements | $							$ 2
Conversion of common stock						7,564,868	7,564,868
Number of business combinations | item								3
Number of cost-method investee | item							1
Number of operating segments | segment							3
Number of reportable segments | segment							3
Cumulative translation adjustment | $						$ 400,000
Class A-1 Common Stock
Par value | $ / shares					$ 0.01
Class A-1 Common Stock | Private Placement
Shares issued					16,100,000
Conversion rate per share										1
Class A Common Stock
Par value | $ / shares					$ 0.01	$ 0.01	$ 0.01		$ 0.01
Common stock issued						86,321,013	86,321,013		78,956,555
Common shares exchanged						7,564,868	7,564,868
Class A Common Stock | IPO
Shares issued			8,700,000
Class B Common Stock
Par value | $ / shares					$ 0.01	$ 0.01	$ 0.01		$ 0.01
Common stock issued					38,462,541	18,461,975	18,461,975		26,026,843
Common shares exchanged						7,564,868	7,564,868
GRR Acquisition
Total consideration transferred | $				$ 59,600,000
Resource Water Acquisition
Total consideration transferred | $		$ 9,000,000
Rockwater Merger
Total consideration transferred | $	$ 620,200,000

SIGNIFICANT ACCOUNTING POLICI_4

SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)facility
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward]
Balance at beginning of Current Period	$ 1,898
Accretion expense, included in depreciation and amortization expense	86
Divestitures	(210)
Balance at end of Current Period	$ 1,774
Number of disposal facilities | facility	16

ACQUISITIONS AND DIVESTITURES -

ACQUISITIONS AND DIVESTITURES - Pro Well Acquisition (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Nov. 20, 2018	Mar. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Less: identified assets acquired and liabilities assumed
Goodwill	$ 266,934			$ 273,801	$ 273,421
Well Chemical Services Acquisition
Consideration transferred
Cash paid	10,400
Total consideration transferred	10,400
Less: identified assets acquired and liabilities assumed
Inventory	6,287
Property and equipment	3,713
Intangible assets	500
Current liabilities	(100)
Total identifiable net assets acquired	10,400
Fair value allocated to net assets acquired	$ 10,400
Pro Well Acquisition
Consideration transferred
Cash paid		$ 11,754
Total consideration transferred		11,754	$ 11,800
Less: identified assets acquired and liabilities assumed
Working capital		1,051
Property and equipment		6,588
Total identifiable net assets acquired		10,639
Goodwill		1,115
Fair value allocated to net assets acquired		11,754
Initial payment		12,400
Pro Well Acquisition | Customer relationships
Less: identified assets acquired and liabilities assumed
Intangible assets		$ 3,000

ACQUISITIONS AND DIVESTITURES_2

ACQUISITIONS AND DIVESTITURES - Affirm and Canadian Operations Divestitures (Details) $ in Thousands	3 Months Ended		6 Months Ended		7 Months Ended	9 Months Ended			12 Months Ended
	Sep. 30, 2019USD ($)	Mar. 31, 2019USD ($)	Sep. 30, 2019USD ($)	Sep. 30, 2019USD ($)	Sep. 30, 2019USD ($)	Sep. 30, 2019USD ($)	Sep. 30, 2019USD ($)	Sep. 30, 2019USD ($)item	Dec. 31, 2018USD ($)	Jun. 28, 2019USD ($)	Apr. 01, 2019USD ($)	Mar. 19, 2019USD ($)	Feb. 26, 2019USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Reduction in goodwill							$ 2,604
Impairment of Goodwill		$ 0					4,396		$ 17,894
Sale | Affirm Crane Operations [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Initial Net Proceeds										$ 6,968			$ 10,982
Working Capital True Up													$ 92
Adjusted Net Proceeds										$ 6,968
Gain or loss	$ (1,646)	0			$ (92)
Net book value	$ 18,600		$ 18,600	$ 18,600	$ 18,600	$ 18,600	$ 18,600	$ 18,600
Reduction in goodwill		2,600
Impairment of Goodwill		$ 4,400
Sale | Canadian Business
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Initial Net Proceeds											$ 2,242	$ 4,975
Working Capital True Up												(189)
Adjusted Net Proceeds											$ 2,242	$ 4,786
Gain or loss			$ 101	$ 4,900
Sale | Affirm and Canadian Operations Divestitures [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of sales transactions						4		4
Number of transactions assigned for working capital						2

REVENUE (Details)

REVENUE (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019USD ($)region	Sep. 30, 2018USD ($)region	Sep. 30, 2019USD ($)region	Sep. 30, 2018USD ($)region
REVENUE
Revenue	$ 328,968	$ 396,970	$ 1,015,501	$ 1,166,612
Permian Basin
REVENUE
Revenue	158,609	166,330	469,391	449,113
MidCon
REVENUE
Revenue	45,522	58,275	152,500	187,300
Eagle Ford
REVENUE
Revenue	44,694	46,895	124,453	135,923
Bakken
REVENUE
Revenue	20,052	41,673	66,195	120,934
Marcellus/Utica
REVENUE
Revenue	21,330	37,110	79,781	106,129
Rockies
REVENUE
Revenue	21,045	23,228	64,981	85,908
Haynesville/E. Texas
REVENUE
Revenue	18,322	13,319	53,918	43,328
All other
REVENUE
Revenue	$ (606)	$ 10,140	$ 4,282	$ 37,977
Permian Basin, MidCon and Eagle Ford | Water services
REVENUE
Number of revenue producing regions | region	3	3	3	3
Percentage of revenue	75.00%	73.00%	75.00%	71.00%
Permian Basin and Bakken | Water infrastructure
REVENUE
Number of revenue producing regions | region	2	2	2	2
Percentage of revenue	84.00%	85.00%	83.00%	84.00%
Permian Basin and MidCon | Oilfield chemicals
REVENUE
Number of revenue producing regions | region	2	2	2	2
Percentage of revenue	79.00%	81.00%	77.00%	76.00%

LEASES - Description (Details)

LEASES - Description (Details) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Sep. 30, 2019USD ($)	Sep. 30, 2019USD ($)lease	Dec. 31, 2018USD ($)facility
Lessee, Lease, Description [Line Items]
Number of operating leases | lease		576
Number of subleases | lease		16
Number of finance leases | lease		41
Number of lessor owned properties | lease		3
Lessee Operating Lease Existence Of Option To Extend		true
Renewal option for lease facility (Number) | lease		1
Exit-disposal cease use liability			$ 18,800
Number of abandoned facility leases | facility			17
Impairment of lease		$ 16,900
Finance lease, accumulated amortization	$ 1,500	1,500
Operating lease liabilities	72,672	72,672
Long-term operating lease liabilities			$ 16,752
Variable Lease, Cost	$ 300	$ 1,100
Minimum
Lessee, Lease, Description [Line Items]
Lessee operating lease renewal term	1 year	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lessee operating lease renewal term	5 years	5 years

LEASES - Financial Impact of Le

LEASES - Financial Impact of Leases (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Statement of Financial Position
Operating lease assets	$ 73,138		$ 73,138
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	us-gaap:LongTermRightOfUseAssetsMember		us-gaap:LongTermRightOfUseAssetsMember
Finance lease assets	$ 386		$ 386
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property Plant And Equipment [Member]		Property Plant And Equipment [Member]
Operating lease liabilities	$ 19,488		$ 19,488
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	wttr:CurrentOperatingLeaseLiabilitiesMember		wttr:CurrentOperatingLeaseLiabilitiesMember
Operating lease liabilities	$ 72,672		$ 72,672
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	wttr:LongTermOperatingLeaseLiabilitiesMember		wttr:LongTermOperatingLeaseLiabilitiesMember
Finance lease liabilities	$ 248		$ 248		$ 938
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Finance lease liabilities		Finance lease liabilities
Finance lease liabilities	$ 108		$ 108
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	wttr:OtherLongTermLliabilitiesMember		wttr:OtherLongTermLliabilitiesMember
Lease, Cost [Abstract]
Operating lease cost - fixed	$ 6,242		$ 21,392
Lease abandonment costs	238		1,494
Short-term agreements:	25,611		73,423
Finance lease cost:
Amortization of leased assets	54	$ 293	791	$ 1,037
Interest on lease liabilities	14		21
Sublease income	393		1,155
Lessor income	184		364
Statement of cash flows
Cash paid for operating leases	7,689		23,646
Cash paid for finance leases lease interest	14		21
Cash paid for finance leases	$ 194		$ 743	$ 1,517

LEASES - Lease Term and Discoun

LEASES - Lease Term and Discount Rate (Details)	Sep. 30, 2019
LEASES
Operating leases, weighted average remaining lease term	7 years 10 months 24 days
Finance leases, weighted average remaining lease term	1 year 4 months 24 days
Operating Leases, Weighted-average discount rate	5.30%
Finance leases, Weighted average discount rate	5.20%

LEASES - Lease Commitments (Det

LEASES - Lease Commitments (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)lease
Operating Leases
October 2019 through December 2019	$ 7,197
2020	22,079
2021	15,371
2022	12,039
2023	10,141
Thereafter	48,287
Total minimum lease payments	115,114
Operating lease, Less reconciling items to reconcile undiscounted cash flows to lease liabilities:
Short-term leases excluded from balance sheet	694
Imputed interest	22,260
Total reconciling items	22,954
Total liabilities per balance sheet	92,160
Finance Leases
July 2019 through December 2019	144
2020	135
2021	89
Total minimum lease payments	368
Finance Lease, Less reconciling items to reconcile undiscounted cash flows to lease liabilities:
Imputed interest	12
Total liabilities per balance sheet	356
Total
July 2019 through December 2019	7,341
2020	22,214
2021	15,460
2022	12,039
2023	10,141
Thereafter	48,287
Total minimum lease payments	115,482
Leases Total , Less reconciling items to reconcile undiscounted cash flows to lease liabilities:
Short-term leases excluded from balance sheet	694
Imputed interest	22,272
Total reconciling items	22,966
Total liabilities per balance sheet	92,516
October 2019 through December 2019	500
2020	1,400
2021	400
2022	$ 100
Number of leases with unknown commencement date | lease	2
Expected payment	$ 9,600
Contract term	10 years

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Significant components of inventory
Raw materials	$ 12,873		$ 12,873		$ 15,219
Finished goods	26,280		26,280		28,540
Materials and supplies	460		460		1,233
Inventory net	39,613		39,613		$ 44,992
Inventory write-down			228	$ 430
Well Chemical Services Acquisition
Significant components of inventory
Finished goods	6,300		6,300
Maximum
Significant components of inventory
Inventory write-down	$ 100	$ 400	$ 200	$ 400

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Property and equipment
Property and equipment	$ 1,084,096		$ 1,084,096		$ 1,114,378
Property, Plant and Equipment, Net	467,246		467,246		502,848
Accumulated depreciation	(617,740)		(617,740)		(611,530)
Property and equipment held-for-sale	890		890
Total property and equipment, net	467,246		467,246		502,848
Accumulated depreciation related to finance leases	1,500		1,500		1,300
depreciation and amortization expense
Depreciation expense from property and equipment	26,163	$ 29,505	81,698	$ 84,181
Amortization expense from finance lease	54	293	791	1,037
Amortization expense from intangible assets	2,998	3,039	8,993	10,294
Total depreciation and amortization	29,215	$ 32,837	91,482	95,512
Property and Equipment Held-for-Sale and Impairments
Impairment of property and equipment			942	2,282
Net loss on divestitures and sales of property and equipment held-for-sale			(4,971)	$ 2,959
Canadian Business
Property and Equipment Held-for-Sale and Impairments
Impairment of property and equipment			900
Net loss on divestitures and sales of property and equipment held-for-sale			3,500
Land
Property and equipment
Property and equipment	16,030		16,030		17,799
Buildings and leasehold improvements
Property and equipment
Property and equipment	107,894		107,894		106,626
Vehicles and equipment
Property and equipment
Property and equipment	57,774		57,774		83,435
Vehicles and equipment - finance lease
Property and equipment
Property and equipment	1,526		1,526		1,833
Machinery and equipment
Property and equipment
Property and equipment	732,184		732,184		758,528
Machinery and equipment - finance lease
Property and equipment
Property and equipment	48		48		532
Computer equipment and software
Property and equipment
Property and equipment	18,777		18,777		15,775
Computer equipment and software - finance lease
Property and equipment
Property and equipment	356		356		356
Office furniture and equipment
Property and equipment
Property and equipment	4,650		4,650		4,612
Disposal wells
Property and equipment
Property and equipment	64,962		64,962		64,038
Other
Property and equipment
Property and equipment	497		497		497
Construction in progress
Property and equipment
Property and equipment	$ 79,398		$ 79,398		$ 60,347

PROPERTY AND EQUIPMENT- Sold An

PROPERTY AND EQUIPMENT- Sold And Divested (Details) $ in Thousands	Sep. 30, 2019USD ($)
Property, Plant and Equipment [Line Items]
Property and equipment held-for-sale	$ 890
Total property and equipment sold and divested	23,404
Affirm Crane Operations [Member]
Property, Plant and Equipment [Line Items]
Business divestitures	11,275
Property and equipment sales	1,339
Canadian Business
Property, Plant and Equipment [Line Items]
Business divestitures	7,372
Property and equipment sales	388
Sand Hauling Operations
Property, Plant and Equipment [Line Items]
Property and equipment sales	$ 3,030

GOODWILL AND OTHER INTANGIBLE_3

GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2019	Sep. 30, 2019	Dec. 31, 2018
Goodwill
Balance at the beginning of the period	$ 273,801	$ 273,801	$ 273,421
Additions			982
Measurement period adjustment		133	17,292
Affirm crane business divestiture		2,604
Impairment	0	(4,396)	(17,894)
Balance at the end of the period		266,934	273,801
Oilfield chemicals
Goodwill
Balance at the beginning of the period			15,637
Measurement period adjustment			(2,985)
Impairment			(12,652)
Water Solutions
Goodwill
Balance at the beginning of the period	266,801	266,801	245,542
Additions			982
Resegmentation		(266,801)
Measurement period adjustment			20,277
Balance at the end of the period			266,801
Wellsite Services
Goodwill
Balance at the beginning of the period	$ 7,000	7,000	12,242
Resegmentation		(7,000)
Impairment			(5,242)
Balance at the end of the period			$ 7,000
Water services
Goodwill
Resegmentation		186,335
Measurement period adjustment		133
Balance at the end of the period		186,468
Water infrastructure
Goodwill
Resegmentation		80,466
Balance at the end of the period		80,466
Other
Goodwill
Resegmentation		7,000
Affirm crane business divestiture		2,604
Impairment		$ (4,396)

GOODWILL AND OTHER INTANGIBLE_4

GOODWILL AND OTHER INTANGIBLE ASSETS - Other Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Dec. 31, 2018
Other intangible assets
Gross Value	$ 134,204	$ 188,589
Accumulated Amortization	24,708	70,685
Net Value	109,496	117,904
Intangible assets	30,473	30,473
Intangible Assets, Gross (Excluding Goodwill)	164,677	219,062
Intangible Assets, Net (Excluding Goodwill)	139,969	148,377
Water rights
Other intangible assets
Intangible assets	$ 7,031	7,031
Renewal term	5 years
Trademarks
Other intangible assets
Intangible assets	$ 23,442	23,442
Renewal term	10 years
Customer relationships
Other intangible assets
Gross Value	$ 116,578	171,245
Accumulated Amortization	17,966	66,402
Net Value	$ 98,612	104,843
Weighted average amortization period	11 years
Patents
Other intangible assets
Gross Value	$ 10,110	10,110
Accumulated Amortization	2,169	1,417
Net Value	$ 7,941	8,693
Weighted average amortization period	8 years
Other intangibles
Other intangible assets
Gross Value	$ 7,516	7,234
Accumulated Amortization	4,573	2,866
Net Value	$ 2,943	$ 4,368
Weighted average amortization period	2 years 2 months 12 days

GOODWILL AND OTHER INTANGIBLE_5

GOODWILL AND OTHER INTANGIBLE ASSETS - Annual Amortization of Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Annual amortization of intangible assets
Remainder of 2019	$ 2,989
2020	11,661
2021	10,478
2022	10,263
2023	10,192
Thereafter	63,913
Net Value	$ 109,496	$ 117,904

DEBT (Details)

DEBT (Details) - USD ($) $ in Thousands	Nov. 01, 2017	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
DEBT
Amortization of debt issuance costs		$ 200	$ 200	$ 516	$ 516
Average excess availability, less than 33% of the commitments | Base Rate Advances
DEBT
Variable interest rate (as a percent)		1.00%		1.00%
Average excess availability, less than 33% of the commitments | LIBOR
DEBT
Variable interest rate (as a percent)		2.00%		2.00%
Average excess availability, less than 66.67% of the commitments and more than or equal to 33.33% of the commitments | Base Rate Advances
DEBT
Variable interest rate (as a percent)		0.75%		0.75%
Average excess availability, less than 66.67% of the commitments and more than or equal to 33.33% of the commitments | LIBOR
DEBT
Variable interest rate (as a percent)		1.75%		1.75%
Average excess availability, more than or equal to 66.67% of the commitments | Base Rate Advances
DEBT
Variable interest rate (as a percent)		0.50%		0.50%
Average excess availability, more than or equal to 66.67% of the commitments | LIBOR
DEBT
Variable interest rate (as a percent)		1.50%		1.50%
Average excess availability more than or equal to fifty percent
DEBT
Unused line fee (as a percent)				0.25%
Average excess availability less than fifty percent
DEBT
Unused line fee (as a percent)				0.375%
Eligible unbilled receivables
DEBT
Borrowing base (as a percent)	75.00%
Letter of credit
DEBT
Amount outstanding		$ 0		$ 0		$ 45,000
Revolving line of credit
DEBT
Maximum borrowing capacity	$ 300,000
Revolving line of credit | Letter of credit
DEBT
Maximum borrowing capacity		228,400		$ 228,400		$ 270,500
Senior secured credit facility
DEBT
Additional borrowing capacity	$ 150,000
Time frame for increasing borrowing capacity				3 years
Percentage of borrowing base allowed	35.00%
Margin (as a percent)	2.00%
Weighted average interest rate (as a percent)						4.256%
Reduction in borrowing capacity		19,900		$ 19,900		$ 20,800
Unused portion of available borrowing		208,500		208,500
Debt issuance costs		$ 2,100		$ 2,100		$ 2,600
Senior secured credit facility | Minimum
DEBT
Percentage of borrowing base allowed	30.00%
Variable interest rate (as a percent)		1.50%		1.50%
Senior secured credit facility | Maximum
DEBT
Variable interest rate (as a percent)		2.00%		2.00%
Senior secured credit facility | Base Rate Advances | Minimum
DEBT
Margin (as a percent)	0.50%
Senior secured credit facility | Base Rate Advances | Maximum
DEBT
Margin (as a percent)	1.00%
Senior secured credit facility | LIBOR
DEBT
Margin (as a percent)	1.00%
Senior secured credit facility | LIBOR | Minimum
DEBT
Margin (as a percent)	1.50%
Senior secured credit facility | LIBOR | Maximum
DEBT
Margin (as a percent)	2.00%
Senior secured credit facility | Federal Funds Rate
DEBT
Margin (as a percent)	0.50%
Senior secured credit facility | Eligible billed receivables
DEBT
Borrowing base (as a percent)	85.00%
Senior secured credit facility | Eligible inventory
DEBT
Borrowing base (as a percent)	70.00%
Senior secured credit facility | Net recovery percentage
DEBT
Borrowing base (as a percent)	85.00%
Senior secured credit facility | Criteria for distributions, scenario one
DEBT
Lookback period	30 days
Percentage outstanding	25.00%
Base amount	$ 37,500
Senior secured credit facility | Criteria for distributions, scenario two
DEBT
Lookback period	30 days
Percentage outstanding	20.00%
Base amount	$ 30,000
Fixed charge coverage ratio	1.00%
Senior secured credit facility | Coverage Ratio Criteria
DEBT
Lookback period	60 days
Percentage outstanding	10.00%
Base amount	$ 15,000
Fixed charge coverage ratio	1.00%
Senior secured credit facility | Letter of credit
DEBT
Maximum borrowing capacity	$ 40,000
Senior secured credit facility | Swingline loan
DEBT
Maximum borrowing capacity	$ 30,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)	9 Months Ended
	Sep. 30, 2019
COMMITMENTS AND CONTINGENCIES
Percentage of vehicles in which certain employees at some of the facilities altered emissions controls systems	4.00%

EQUITY-BASED COMPENSATION (Deta

EQUITY-BASED COMPENSATION (Details) - shares shares in Millions	Nov. 01, 2017	Sep. 30, 2019
EQUITY-BASED COMPENSATION
offering period		3 years
2016 plan | Maximum
EQUITY-BASED COMPENSATION
Equity options term	10 years
Rockwater Equity Plan
EQUITY-BASED COMPENSATION
Maximum number of shares	9.3

EQUITY-BASED COMPENSATION - Equ

EQUITY-BASED COMPENSATION - Equity Options Changed During Period (Details) - Equity options $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2019USD ($)$ / sharesshares	Dec. 31, 2018USD ($)$ / sharesshares
Equity Options
Beginning balance (in shares) | shares	3,865,678
Stock options exercised (in shares) | shares	(5,282)
Forfeited (in shares) | shares	(12,459)
Expired (in shares) | shares	32,638
Ending balance (in shares) | shares	3,815,299	3,865,678
Ending balance, exercisable (in shares) | shares	3,369,567
Nonvested at end of period (in shares) | shares	445,732
Weighted-average Exercise Price
Beginning balance (in dollars per share) | $ / shares	$ 16
Exercised (in dollars per share) | $ / shares	5.68
Forfeited (in dollars per share) | $ / shares	17.83
Expired (in dollars per share) | $ / shares	21.85
Ending balance (in dollars per share) | $ / shares	15.96	$ 16
Ending balance, exercisable | $ / shares	15.27
Nonvested at end of period (in dollar per share) | $ / shares	$ 21.15
Weighted-average Remaining Contractual Term (Years)
Outstanding	4 years 6 months	4 years 10 months 24 days
Ending balance, exercisable	4 years
Aggregate Intrinsic Value
Beginning balance, outstanding | $	$ 19
Ending balance, outstanding | $	71	$ 19
Ending balance, exercisable | $	$ 71

EQUITY-BASED COMPENSATION - E_2

EQUITY-BASED COMPENSATION - Equity Options (Details) - Equity options - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense	$ 1	$ 1.2	$ 3.4	$ 3.9
Unrecognized compensation expense	$ 1.2		$ 1.2
Weighted-average period for recognition (in years)			1 year
Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share Price	$ 8.66		$ 8.66		$ 6.32

EQUITY-BASED COMPENSATION - Res

EQUITY-BASED COMPENSATION - Restricted stock (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
EQUITY-BASED COMPENSATION
offering period			3 years
Payments for repurchase of common stock			$ 13,401	$ 877
Restricted Stock | Minimum
EQUITY-BASED COMPENSATION
offering period			1 year
Restricted Stock Awards
EQUITY-BASED COMPENSATION
Compensation expense	$ 2,300		$ 6,300	$ 3,200
Unrecognized compensation expense	$ 11,500		$ 11,500
Weighted-average remaining life			1 year 6 months
Restricted stock
Beginning balance (in shares)			496,945
Granted (in shares)			1,391,479
Vested (in shares)			(259,989)
Forfeited (in shares)			(10,532)
Ending balance (in shares)	1,617,903		1,617,903
Grant Date Fair Value
Beginning balance (in dollars per share)			$ 19.02
Granted (in dollars per share)			8.80
Vested (in dollars per share)			18.81
Forfeited			19.79
Ending balance (in dollars per share)	$ 10.26		$ 10.26
Restricted Stock Units
EQUITY-BASED COMPENSATION
Compensation expense		$ 1,100
Weighted-average remaining life			1 year 6 months
Restricted stock
Beginning balance (in shares)			2,500
Vested (in shares)			(1,250)
Ending balance (in shares)	1,250		1,250
Grant Date Fair Value
Beginning balance (in dollars per share)			$ 19
Vested (in dollars per share)			19
Ending balance (in dollars per share)	$ 19		$ 19
Restricted Stock Units | Maximum
EQUITY-BASED COMPENSATION
offering period			3 years

EQUITY-BASED COMPENSATION - Per

EQUITY-BASED COMPENSATION - Performance share units (Details) - Performance share units $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2019USD ($)	Sep. 30, 2018USD ($)	Sep. 30, 2019USD ($)item	Sep. 30, 2018USD ($)	Dec. 31, 2018USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of times shares issued for each performance share settlement | item			1
Grant date fair value of PSUs			$ 7		$ 5.9
Compensation expense	$ 0.1	$ 0.1	1.8	$ 0.7
Fair value of outstanding shares			8.9
Unrecognized compensation expense	$ 5.4		$ 5.4
Weighted-average remaining life			1 year 7 months 6 days
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of times shares issued for each performance share settlement | item			0
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of times shares issued for each performance share settlement | item			1.75
Return on assets Less than 9.6%
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of Target PSUs Earned			0.00%
Return on assets 9.6%
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of Target PSUs Earned			50.00%
Return on assets 12%
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of Target PSUs Earned			100.00%
Return on assets 14.4%
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of Target PSUs Earned			175.00%

EQUITY-BASED COMPENSATION - P_2

EQUITY-BASED COMPENSATION - Performance share units outstanding (Details) - Performance share units	9 Months Ended
	Sep. 30, 2019shares
Performance share units
Beginning balance (in shares)	255,364
Target Shares Granted	778,118
Target Shares Forfeited	(9,442)
Ending balance (in shares)	1,024,040

EQUITY-BASED COMPENSATION - Sto

EQUITY-BASED COMPENSATION - Stock-Settled Incentive Awards (Details) - USD ($) $ in Millions	May 17, 2018	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019
EQUITY-BASED COMPENSATION
offering period				3 years
Stock-Settled Incentive Awards
EQUITY-BASED COMPENSATION
offering period	2 years
Vesting date						30 days
Target amount of stock settled incentive awards granted						$ 3.9
Compensation expense		$ 0.1	$ 0.1	$ 0.4	$ 0.2
Unrecognized compensation expense		$ 0.4		$ 0.4		$ 0.4
Stock-Settled Incentive Awards | Minimum
EQUITY-BASED COMPENSATION
Pay out percentage	0.00%
Stock-Settled Incentive Awards | Maximum
EQUITY-BASED COMPENSATION
Pay out percentage	200.00%
Stock-Settled Incentive Awards | Less than $20.00
EQUITY-BASED COMPENSATION
Percentage of Target Amount Earned						0.00%
Stock-Settled Incentive Awards | At least $20.00, but less than $25.00
EQUITY-BASED COMPENSATION
Percentage of Target Amount Earned						100.00%
Stock-Settled Incentive Awards | $25.00 or greater
EQUITY-BASED COMPENSATION
Percentage of Target Amount Earned						200.00%

EQUITY-BASED COMPENSATION - S_2

EQUITY-BASED COMPENSATION - Stock-settled incentive awards outstanding (Details) - Stock-Settled Incentive Awards $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)
Value at Target
Non-vested at beginning of period	$ 3,147
Forfeited during 2019	210
Non-vested at end of period	2,937
Award Value Being Recognized
Non-vested at beginning of period	1,202
Forfeited during 2019	(80)
Non-vested at end of period	$ 1,122

EQUITY-BASED COMPENSATION - Emp

EQUITY-BASED COMPENSATION - Employee Stock Purchase Plan (ESPP) (Details)	9 Months Ended
	Sep. 30, 2019USD ($)shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
offering period	3 years
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
offering period	4 years
Issue price (percentage)	95.00%
Maximum annual employees contribution	$ 15,000
Cash received for shares issued	$ 80,000
Shares issued | shares	8,746
Minimum | ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Employee service period	1 year

EQUITY-BASED COMPENSATION - Sha

EQUITY-BASED COMPENSATION - Share-repurchases (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
2016 plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares repurchased in open market	1,443,409		1,525,501
Number of shares repurchased with employee minimum tax withholding requirements	1,239	17,743	71,649	62,277
Decrease in paid in-capital			$ 15.9
Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Decrease in Class A common stock			16,000

FAIR VALUE MEASUREMENT (Details

FAIR VALUE MEASUREMENT (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended		12 Months Ended
	Mar. 31, 2019	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Transfers into Level3		$ 0		$ 0
Transfers out of Level3		0		0
Impairment of Goodwill	$ 0	4,396		$ 17,894
Impairment of property and equipment		942	$ 2,282
Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impairment of Goodwill		4,396
Impairment of property and equipment		942
Nonrecurring | Carrying value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Goodwill		4,396
Property and equipment		5,712
Level 3 | Nonrecurring | Fair value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Property and equipment		$ 4,770

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
RELATED PARTY TRANSACTIONS
Sales to related parties	$ 3.5	$ 2.7	$ 10.8	$ 6.3
Purchases from related party vendors	$ 3.2	5.2	$ 15.6	12.7
Minimum
RELATED PARTY TRANSACTIONS
Beneficial ownership (as a percent)	5.00%		5.00%
Tax Receivable Agreement | Legacy Owner Holdco and Crestview GP
RELATED PARTY TRANSACTIONS
Percentage of net tax savings for payment to TRA Holders			85.00%
Tax Receivable Agreement | Contributing Legacy Owners
RELATED PARTY TRANSACTIONS
Percentage of net tax savings for payment to TRA Holders			85.00%
Property and equipment
RELATED PARTY TRANSACTIONS
Purchases from related party vendors	$ 0.6	1	$ 2.5	3.5
Inventory and consumables
RELATED PARTY TRANSACTIONS
Purchases from related party vendors				0.3
Rent of certain equipment or other services
RELATED PARTY TRANSACTIONS
Purchases from related party vendors	2.3	4	11.8	7.8
Management, consulting and other services
RELATED PARTY TRANSACTIONS
Purchases from related party vendors	$ 0.3	$ 0.2	$ 1.3	$ 1.1

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
INCOME TAXES
Current income tax expense	$ 2,115	$ 1,421	$ 2,698	$ 2,043
Deferred income tax expense (benefit)	386	(6)	552	(16)
Total income tax expense	$ 2,501	$ 1,415	$ 3,250	$ 2,027
Effective Income tax (as percent)	25.90%	4.30%	16.30%	2.70%
Statutory tax rate (as a percent)			21.00%

NONCONTROLLING INTERESTS (Detai

NONCONTROLLING INTERESTS (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
NONCONTROLLING INTERESTS
Noncontrolling interests attributable to joint ventures formed for water-related services	$ 2,423	$ 3,273
Noncontrolling interests attributable to holders of Class B Common Stock	197,988	274,566
Total noncontrolling interests	$ 200,411	$ 277,839

NONCONTROLLING INTERESTS - Effe

NONCONTROLLING INTERESTS - Effect of Changes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Effects of changes in noncontrolling interests on equity
Net income attributable to Select Energy Services, Inc.	$ 5,379	$ 22,951	$ 12,714	$ 50,012
Transfers (to) from noncontrolling interests:
Increase in additional paid-in capital as a result of stock option exercises			54	374
Increase in additional paid-in capital as a result of restricted stock issuance, net of forfeitures			3,568	1,946
Increase in additional paid-in capital as a result of issuance of common stock due to vesting of restricted stock units			4	104
(Decrease) increase in additional paid-in capital as a result of the repurchase of SES Holdings LLC Units			(2,501)	73
Increase in additional paid-in capital as a result of exchanges of SES Holdings LLC Units (an equivalent number of shares of Class B Common Stock) for shares of Class A Common Stock			82,706	146,865
(Decrease) increase in additional paid-in capital as a result of the Employee Stock Purchase Plan shares issued			(1)	13
Change to equity from net income attributable to Select Energy Services, Inc. and transfers from noncontrolling interests			$ 96,544	$ 199,387

EARNINGS PER SHARE (Details)

EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Calculation of basic and diluted earnings per share:
Antidilutive shares	2,956,610	2,682,883	2,956,837	1,856,550
Net income	$ 7,172	$ 31,267	$ 16,640	$ 72,421
Net income attributable to noncontrolling interests	(1,793)	(8,316)	(3,926)	(22,409)
Net income attributable to Select Energy Services, Inc.	5,379	22,951	12,714	50,012
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock	7	4	15	8
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options	1	15	3	22
Net income attributable to Select Energy Services, Inc. - diluted	5,387	22,970	12,732	50,042
Class A Common Stock
Calculation of basic and diluted earnings per share:
Net income attributable to Select Energy Services, Inc.	5,379	22,951	12,714	48,523
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock	7	4	15	10
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options	1	15	3	27
Net income attributable to Select Energy Services, Inc. - diluted	$ 5,387	$ 22,970	$ 12,732	$ 48,560
Weighted-average shares of common stock outstanding - basic	79,468,991	78,896,373	78,848,939	69,929,330
Dilutive effect of restricted stock	339,911	55,858	358,503	95,822
Dilutive effect of stock options	28,575	188,179	60,174	285,606
Dilutive effect of ESPP	104	92	299	94
Weighted-average shares of common stock outstanding - diluted	79,837,581	79,140,502	79,267,915	70,310,852
Earnings (loss) per share, Basic (in dollars per share)	$ 0.07	$ 0.29	$ 0.16	$ 0.69
Earnings (loss) per share, Diluted (in dollars per share)	$ 0.07	$ 0.29	$ 0.16	$ 0.69
Class A-2 Common Stock
Calculation of basic and diluted earnings per share:
Net income attributable to Select Energy Services, Inc.				$ 1,489
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of restricted stock				(2)
Add: Reallocation of net income attributable to noncontrolling interests for the dilutive effect of stock options				(5)
Net income attributable to Select Energy Services, Inc. - diluted				$ 1,482
Weighted-average shares of common stock outstanding - basic				2,145,311
Weighted-average shares of common stock outstanding - diluted				2,145,311
Earnings (loss) per share, Basic (in dollars per share)				$ 0.69
Earnings (loss) per share, Diluted (in dollars per share)				$ 0.69
Class B Common Stock
Calculation of basic and diluted earnings per share:
Weighted-average shares of common stock outstanding - basic	24,513,654	27,239,419	25,516,904	33,994,800
Weighted-average shares of common stock outstanding - diluted	24,513,654	27,239,419	25,516,904	33,994,800

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019USD ($)	Sep. 30, 2018USD ($)	Sep. 30, 2019USD ($)segment	Sep. 30, 2018USD ($)
SEGMENT INFORMATION
Number of operating segments | segment			3
Number of reportable segments | segment			3
Segment information
Revenue	$ 328,968	$ 396,970	$ 1,015,501	$ 1,166,612
Income (loss) before taxes	9,673	32,682	19,890	74,448
Depreciation and Amortization	29,215	32,837	91,482	95,512
Capital Expenditures	27,096	45,130	81,907	122,055
Income from operations	12,475	32,258	30,287	75,656
Other income, net	(272)	40	(62)	140
Water services
Segment information
Revenue	196,782	233,503	619,388	685,687
Water infrastructure
Segment information
Revenue	63,953	65,878	169,279	175,662
Oilfield chemicals
Segment information
Revenue	67,932	63,985	197,762	192,422
Other
Segment information
Revenue	301	33,604	29,072	112,841
Operating segment | Water services
Segment information
Revenue	196,772	233,603	620,649	685,998
Income (loss) before taxes	13,787	25,978	53,681	75,735
Depreciation and Amortization	19,418	19,987	61,704	57,826
Capital Expenditures	10,061	30,033	32,676	81,251
Operating segment | Water infrastructure
Segment information
Revenue	63,953	65,886	169,288	175,676
Income (loss) before taxes	8,234	14,224	15,237	27,003
Depreciation and Amortization	6,410	5,960	18,571	16,216
Capital Expenditures	13,873	11,019	42,653	25,669
Operating segment | Oilfield chemicals
Segment information
Revenue	67,933	64,206	198,049	192,678
Income (loss) before taxes	5,514	2,824	11,951	4,786
Depreciation and Amortization	2,435	2,115	6,635	7,853
Capital Expenditures	3,162	2,585	6,514	8,264
Operating segment | Other
Segment information
Revenue	310	33,817	33,383	113,984
Income (loss) before taxes	(2,347)	(1,651)	(8,197)	(1,709)
Depreciation and Amortization		3,791	1,714	11,285
Capital Expenditures		1,493	64	6,871
Elimination
Segment information
Revenue		(542)	(5,868)	(1,724)
Corporate
Segment information
Income (loss) before taxes	(12,713)	(9,117)	(42,385)	(30,159)
Depreciation and Amortization	952	984	2,858	2,332
Material reconciling items
Segment information
Income from operations	25,188	41,375	72,672	105,815
Interest expense, net	(438)	(1,322)	(2,370)	(3,815)
Other income, net	$ (2,364)	$ 1,746	$ (8,027)	$ 2,607

SEGMENT INFORMATION - Total Ass

SEGMENT INFORMATION - Total Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Segment Reporting Information [Line Items]
Assets	$ 1,376,857	$ 1,360,605
Operating segment | Water services
Segment Reporting Information [Line Items]
Assets	862,342	865,992
Operating segment | Water infrastructure
Segment Reporting Information [Line Items]
Assets	320,721	250,207
Operating segment | Oilfield chemicals
Segment Reporting Information [Line Items]
Assets	184,882	173,762
Operating segment | Other
Segment Reporting Information [Line Items]
Assets	$ 8,912	$ 70,644