Equity | Equity Preferred Stock As of September 30, 2018 the Company had 10,000 shares of preferred stock authorized, par value $0.01 , with none issued and outstanding. If issued, each class or series of preferred stock will cover the number of shares and will have the powers, preferences, rights, qualifications, limitations and restrictions determined by the Company's board of directors, which may include, among others, dividend rights, liquidation preferences, voting rights, conversion rights, preemptive rights and redemption rights. Except as provided by law or in a preferred stock designation, the holders of preferred stock will not be entitled to vote at or receive notice of any meeting of shareholders. Class A Common Stock The Company had a total of 67,110,361 shares of Class A Common Stock outstanding as of September 30, 2018 , which includes 922,604 shares of restricted stock. Holders of Class A Common Stock are entitled to one vote per share on all matters to be voted upon by the stockholders and are entitled to ratably receive dividends when and if declared by the Company’s board of directors. Class B Common Stock The Company had a total 48,207,372 shares of Class B Common Stock outstanding as of September 30, 2018 . Holders of the Class B Common Stock are entitled to one vote per share on all matters to be voted upon by stockholders. Holders of Class A Common Stock and Class B Common Stock vote together as a single class on all matters presented to the Company’s stockholders for their vote or approval, except with respect to amendment of certain provisions of the Company’s certificate of incorporation that would alter or change the powers, preferences or special rights of the Class B Common Stock so as to affect them adversely, which amendments must be by a majority of the votes entitled to be cast by the holders of the shares affected by the amendment, voting as a separate class, or as otherwise required by applicable law. Holders of Class B Common Stock do not have any right to receive dividends, unless the dividend consists of Class B Common Stock or of rights, options, warrants or other securities convertible or exercisable into or exchangeable for shares of Class B Common Stock paid proportionally with respect to each outstanding share of Class B Common Stock and a dividend consisting of shares of Class A Common Stock or of rights, options, warrants or other securities convertible or exercisable into or exchangeable for shares of Class A Common Stock on the same terms is simultaneously paid to the holders of Class A Common Stock. Holders of Class B Common Stock do not have any right to receive a distribution upon liquidation or winding up of the Company. The Liberty LLC Unit holders generally have the right (the “Redemption Right”) to cause Liberty LLC to acquire all or a portion of their Liberty LLC Units (and a corresponding number of shares of Class B Common Stock), for, at Liberty LLC’s election, (i) shares of Class A Common Stock, at a redemption ratio of one share of Class A Common Stock for each Liberty LLC Unit (and corresponding share of Class B Common Stock) redeemed, (subject to conversion rate adjustments for stock splits, stock dividends, and reclassifications and other similar transactions) or (ii) an equivalent amount of cash. Alternatively, upon the exercise of the Redemption Right, the Company (instead of Liberty LLC) will have the right (the “Call Right”) to, for administrative convenience, acquire each tendered Liberty LLC Unit directly from the redeeming Liberty Unit holder for, at its election, (x) one share of Class A Common Stock or (y) an equivalent amount of cash. In addition, upon a change of control of the Company, the Company has the right to require each holder of Liberty LLC Units (other than the Company) to exercise its Redemption Right with respect to some or all of such unitholder’s Liberty LLC Units. In connection with any redemption of Liberty LLC Units pursuant to the Redemption Right or the Call Right, the corresponding number of shares of Class B Common Stock will be canceled. Net Income per Share Basic net income per share measures the performance of an entity over the reporting period. Diluted net income per share measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common shares that were outstanding during the period. The Company uses the “if-converted” method to determine the potential dilutive effect of its Class B Common Stock and the treasury stock method to determine the potential dilutive effect of outstanding restricted stock and restricted stock units. The following table reflects the allocation of net income to common stockholders and net income per share computations for the periods indicated based on a weighted average number of common stock outstanding for period subsequent to the Corporate Reorganization on January 17, 2018: (In thousands, except per share data) Three Months Ended September 30, 2018 Nine Months Ended September 30, 2018 Basic Net Income Per Share Numerator: Net income attributable to Liberty Oilfield Services Inc. Stockholders $ 34,093 $ 107,364 Denominator: Basic weighted average shares outstanding 68,548 68,823 Basic net income per share attributable to Liberty Oilfield Services Inc. Stockholders $ 0.50 $ 1.56 Diluted Net Income Per Share Numerator: Net income attributable to Liberty Oilfield Services Inc. Stockholders $ 34,093 $ 107,364 Effect of exchange of the shares of Class B Common stock for shares of Class A Common Stock 23,755 74,242 Diluted net income attributable to Liberty Oilfield Services Inc. Stockholders $ 57,848 $ 181,606 Denominator: Basic weighted average shares outstanding 68,548 68,823 Effect of dilutive securities: Restricted stock 933 972 Restricted stock units 782 424 Class B Common Stock 48,207 48,207 Diluted weighted average shares outstanding 118,470 118,426 Diluted net income per share attributable to Liberty Oilfield Services Inc. Stockholders $ 0.49 $ 1.53 LLC Interest Issuance Prior to the IPO and Corporate Reorganization, as described in Note 1, Liberty Holdings issued membership interests to investors in exchange for cash consideration. Total member contributions as of December 31, 2017 were $275.7 million , net of commitment and issuance fees. On January 17, 2018, in connection with the Corporate Reorganization, these membership interests were exchanged for Liberty LLC Units. See Note 1 for additional information regarding the Corporate Reorganization. Unit-Based Compensation Prior to the IPO and Corporate Reorganization, Liberty Holdings issued Class B units of Liberty Holdings (“Legacy Units”) to certain eligible employees of the Company. The Legacy Units were non-voting, except with respect to such matters that units are entitled to vote as a matter of law. In such cases, each Legacy Unit entitled the holder to 1/1000th of one vote. Certain Legacy Units granted to eligible participants had an assigned benchmark value and were subject to vesting in accordance with the terms of each award letter. Upon termination of the holder’s employment for any reason, Liberty Holdings had the right, but not the obligation, to repurchase from the recipient those vested Legacy Units at fair value. The Company recognizes compensation expense for equity-based Legacy Units issued to employees based on the grant-date fair value of the awards and each award’s requisite service period. With the assistance from a third-party valuation expert, the Predecessor determined that the Legacy Units issued to employees were deemed to have a de minimis grant-date fair value based on their assigned benchmark values. In connection with the Corporate Reorganization, the unvested Legacy Units were exchanged for 1,258,514 shares of restricted stock with the same terms and requisite vesting conditions as the Legacy Units. There was no change in the classification of the awards, and the fair value of the awards was the same immediately before and after the exchange. As such, in accordance with ASU 2017-07, modification accounting was not applicable, and the restricted stock awards continue to be recognized at the grant date fair value of the Legacy Units. Restricted Stock Awards Restricted stock awards are awards of Class A Common Stock that are subject to restrictions on transfer and to a risk of forfeitures if the award recipient is no longer an employee or director of the Company for any reason prior to the lapse of the restrictions. The following table summarizes the Company’s unvested restricted stock activity for the nine months ended September 30, 2018 : Number of Shares Grant Date Fair Value per Share (1) Shares of Restricted Stock Issued in Exchange for Legacy Units 1,258,514 — Vested (314,462 ) — Forfeited (21,448 ) — Outstanding at September 30, 2018 922,604 $ — (1) As discussed above the shares of restricted stock retain the grant date fair value of the Legacy Units. Long Term Incentive Plan On January 11, 2018, the Company adopted the Long Term Incentive Plan (“LTIP”) to incentivize employees, officers, directors and other service providers of the Company and its affiliates. The LTIP provides for the grant, from time to time, at the discretion of the Company's board of directors or a committee thereof, of stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, dividend equivalents, other stock-based awards, cash awards, substitute awards and performance awards. Subject to adjustment in the event of certain transaction or changes of capitalization in accordance with the LTIP, 12,908,734 shares of Class A Common Stock have been reserved for issuance pursuant to awards under the LTIP. Class A Common stock subject to an award that expires or is canceled, forfeited, exchanged, settled in cash or otherwise terminated without delivery of shares and shares withheld to pay the exercise price of, or to satisfy the withholding obligations with respect to, an award will again be available for delivery pursuant to other awards under the LTIP. Restricted Stock Units Restricted stock units (RSUs) granted pursuant to the LTIP, if they vest, will be settled in shares of the Company’s Class A Common Stock. RSUs were granted with vesting terms up to five years. Changes in non-vested RSUs outstanding under the LTIP during the nine months ended September 30, 2018 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2017 — $ — Granted 912,876 19.97 Vested — — Forfeited (6,336 ) 20.07 Outstanding at September 30, 2018 906,540 $ 19.97 Stock-based compensation is included in cost of services and general and administrative expenses in the Company’s condensed consolidated and combined statements of income. The Company recognized stock based compensation expense of $1.9 million and $3.1 million for the three and nine months ended September 30, 2018 . The Company recognized no stock based compensation expense prior to the Corporate Reorganization. There was approximately $15.1 million of unrecognized compensation expense relating to outstanding RSUs as of September 30, 2018 . The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period of 2.5 years. Dividends On August 1, 2018, the Company declared its first quarterly cash dividend of $0.05 per share of Class A Common Stock. Liberty LLC paid a distribution of $5.9 million , or $0.05 per LLC Unit, to all Liberty LLC unitholders as of September 6, 2018, $3.5 million of which was paid to the Company. The Company used the proceeds of the distribution to pay the dividend to all holders of shares of Class A Common Stock as of September 6, 2018, which totaled $3.5 million . Additionally, the Company accrued $0.1 million of dividends payable related to restricted shares and RSUs to be paid upon vesting. Dividends related to forfeited restricted shares and RSUs will be forfeited. Share Repurchase Program On September 10, 2018 the Company's board of directors authorized a share repurchase plan to repurchase up to $100.0 million of the Company's Class A Common Stock through September 30, 2019. During the three months ended September 30, 2018, Liberty LLC purchased and retired 2,843,365 LLC Units from the Company for $53.9 million , and the Company repurchased and retired 2,843,365 shares of Class A Common Stock for $53.9 million , or $18.96 average price per share. The total remaining authorized amount available for future repurchases of Class A Common Stock under the share repurchase program was $46.1 million as of September 30, 2018 . Of the total amount of Class A Common Stock repurchased, 2,491,160 shares were repurchased pursuant to a Stock Purchase and Sale Agreement, dated as of September 14, 2018, by and among the Company, R/C Energy IV Direct Partnership, L.P., R/C IV Liberty Holdings, L.P. and Riverstone/Carlyle Energy Partners IV, L.P. (collectively, the "Riverstone Sellers"). For further details of this related party transaction see Note 11. The Company accounts for the purchase price of repurchased common shares in excess of par value ( $0.01 per share of Class A Common Stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero. Thereafter, any excess purchase price will be recorded as a reduction to retained earnings. |