Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 22, 2021 | |
Class of Stock [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-38081 | |
Entity Registrant Name | Liberty Oilfield Services Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 81-4891595 | |
Entity Address, Address Line One | 950 17th Street | |
Entity Address, Address Line Two | Suite 2400 | |
Entity Address, City or Town | Denver | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80202 | |
City Area Code | 303 | |
Local Phone Number | 515-2800 | |
Title of 12(b) Security | Class A Common Stock, par value $0.01 | |
Trading Symbol | LBRT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Amendment Flag | false | |
Entity Central Index Key | 0001694028 | |
Current Fiscal Year End Date | --12-31 | |
Shares of Class A Common Stock | ||
Class of Stock [Line Items] | ||
Entity Common Stock, Shares Outstanding | 178,310,595 | |
Shares of Class B Common Stock | ||
Class of Stock [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,860,327 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 34,705 | $ 68,978 |
Accounts receivable—trade, net of allowances for credit losses of $884 and $773, respectively | 325,221 | 244,433 |
Unbilled revenue | 109,277 | 69,516 |
Inventories | 116,795 | 118,568 |
Prepaid and other current assets (including receivables from related parties of $0 and $24,708, respectively) | 85,567 | 65,638 |
Total current assets | 671,565 | 567,133 |
Property and equipment, net | 1,069,890 | 1,120,950 |
Finance lease right-of-use assets | 20,492 | 38,733 |
Operating lease right-of-use assets | 131,279 | 75,878 |
Other assets | 72,866 | 87,248 |
Total assets | 1,966,092 | 1,889,942 |
Current liabilities: | ||
Accounts payable (including payables to related parties of $4,586 and $0, respectively) | 228,997 | 193,338 |
Accrued liabilities (including amounts due to related parties of $3,719 and $0, respectively) | 230,872 | 118,383 |
Current portion of long-term debt, net of discount of $1,371 and $1,386, respectively | 379 | 364 |
Current portion of finance lease liabilities | 10,483 | 20,580 |
Current portion of operating lease liabilities | 38,321 | 23,481 |
Total current liabilities | 509,052 | 356,146 |
Long-term debt, net of discount of $28 and $1,054, respectively, less current portion | 121,125 | 105,411 |
Deferred tax liability | 765 | 0 |
Payable pursuant to tax receivable agreements, including payables to related parties of $0 and $27,173, respectively | 48,342 | 56,594 |
Noncurrent portion of finance lease liabilities | 4,630 | 11,318 |
Noncurrent portion of operating lease liabilities | 90,324 | 50,430 |
Total liabilities | 774,238 | 579,899 |
Commitments & contingencies (Note 15) | ||
Stockholders’ equity: | ||
Preferred Stock, $0.01 par value, 10,000 shares authorized and none issued and outstanding | 0 | 0 |
Common Stock: | ||
Additional paid in capital | 1,278,073 | 1,125,554 |
(Accumulated deficit) retained earnings | (100,365) | 23,288 |
Accumulated other comprehensive income | 191 | 0 |
Total stockholders’ equity | 1,179,701 | 1,150,637 |
Non-controlling interest | 12,153 | 159,406 |
Total equity | 1,191,854 | 1,310,043 |
Total liabilities and equity | 1,966,092 | 1,889,942 |
Class A, $0.01 par value, 400,000,000 shares authorized and 178,310,595 issued and outstanding as of September 30, 2021 and 157,952,213 issued and outstanding as of December 31, 2020 | ||
Common Stock: | ||
Common stock, par value $0.01 | 1,783 | 1,579 |
Class B, $0.01 par value, 400,000,000 shares authorized and 1,860,327 issued and outstanding as of September 30, 2021 and 21,550,282 issued and outstanding as of December 31, 2020 | ||
Common Stock: | ||
Common stock, par value $0.01 | $ 19 | $ 216 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Allowance for bad debts | $ 884 | $ 773 |
Receivables from related parties | 0 | 24,708 |
Accounts payable, related parties | 4,586 | 0 |
Payables to related parties | 3,719 | 0 |
Current portion of long-term debt, discount | 1,371 | 1,386 |
Long-term debt, discount | 28 | 1,054 |
Payable pursuant to tax receivable agreements, related parties | $ 0 | $ 27,173 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000 | 10,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Shares of Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 178,310,595 | 157,952,213 |
Common stock, shares outstanding (in shares) | 178,310,595 | 157,952,213 |
Shares of Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 1,860,327 | 21,550,282 |
Common stock, shares outstanding (in shares) | 1,860,327 | 21,550,282 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue: | ||||
Revenue | $ 646,714 | $ 147,495 | $ 1,778,854 | $ 708,201 |
Revenue—related parties | 7,013 | 0 | 8,193 | 0 |
Total revenue | 653,727 | 147,495 | 1,787,047 | 708,201 |
Operating costs and expenses: | ||||
Cost of services (exclusive of depreciation and amortization shown separately below) | 593,683 | 139,237 | 1,614,574 | 621,471 |
General and administrative | 32,281 | 17,307 | 88,043 | 63,984 |
Transaction, severance and other costs | 1,556 | 2,609 | 12,173 | 11,666 |
Depreciation, depletion, and amortization | 65,852 | 44,496 | 191,122 | 134,258 |
Gain on disposal of assets | (79) | (752) | (1,076) | (520) |
Total operating costs and expenses | 693,293 | 202,897 | 1,904,836 | 830,859 |
Operating loss | (39,566) | (55,402) | (117,789) | (122,658) |
Other (income) expense: | ||||
Gain on remeasurement of liability under tax receivable agreement | (4,947) | 0 | (8,252) | 0 |
Interest income | (1) | (10) | (2) | (297) |
Interest income—related party | 0 | (29) | 0 | (261) |
Interest expense | 4,008 | 3,634 | 11,530 | 11,417 |
Total other (income) expense | (940) | 3,595 | 3,276 | 10,859 |
Net loss before income taxes | (38,626) | (58,997) | (121,065) | (133,517) |
Income tax expense (benefit) | 753 | (9,972) | 9,402 | (21,074) |
Net loss | (39,379) | (49,025) | (130,467) | (112,443) |
Less: Net loss attributable to non-controlling interests | (489) | (14,523) | (6,812) | (33,890) |
Net loss attributable to Liberty Oilfield Services Inc. stockholders | $ (38,890) | $ (34,502) | $ (123,655) | $ (78,553) |
Net loss attributable to Liberty Oilfield Services Inc. stockholders per common share: | ||||
Basic (in dollars per share) | $ (0.22) | $ (0.41) | $ (0.72) | $ (0.94) |
Diluted (in dollars per share) | $ (0.22) | $ (0.41) | $ (0.72) | $ (0.94) |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 178,311 | 84,937 | 171,402 | 83,299 |
Diluted (in shares) | 178,311 | 84,937 | 171,402 | 83,299 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (39,379) | $ (49,025) | $ (130,467) | $ (112,443) |
Other comprehensive loss | ||||
Foreign currency translation | (2,287) | 0 | 411 | 0 |
Comprehensive loss | (41,666) | (49,025) | (130,056) | (112,443) |
Comprehensive loss attributable to non-controlling interest | (513) | (14,523) | (6,592) | (33,890) |
Comprehensive loss attributable to Liberty Oilfield Services, Inc. | $ (41,153) | $ (34,502) | $ (123,464) | $ (78,553) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Total Stockholders’ Equity | Additional Paid in Capital | (Accumulated Deficit) Retained Earnings | Accumulated Other Comprehensive Income | Non-controlling Interest | Total Equity | Shares of Class A Common Stock | Shares of Class A Common StockCommon Stock | Shares of Class B Common Stock | Shares of Class B Common StockCommon Stock |
Beginning balance at Dec. 31, 2019 | $ 554,827 | $ 410,596 | $ 143,105 | $ 0 | $ 226,665 | $ 781,492 | $ 819 | $ 307 | |||
Beginning balance (in shares) at Dec. 31, 2019 | 81,885,000 | 30,639,000 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exchanges of Class B Common Stock for Class A Common Stock (shares) | 3,571,000 | (3,571,000) | |||||||||
Exchange of Class B Common Stock for Class A Common Stock | 24,762 | 24,762 | (24,762) | 0 | $ 36 | $ (36) | |||||
Effect of exchange on deferred tax asset, net of liability under tax receivable agreements | 778 | 778 | 778 | ||||||||
Class A Common Stock dividend | (4,244) | (4,244) | (4,244) | ||||||||
Distributions to non-controlling unitholders | (1,532) | (1,532) | |||||||||
Other distributions and advance payments to non-controlling interest unitholders | (1) | (1) | (255) | (256) | |||||||
Stock based compensation expense | 9,557 | 9,557 | 3,337 | 12,894 | |||||||
Vesting of restricted stock units (shares) | 414,000 | ||||||||||
Vesting of restricted stock units | 477 | 472 | (879) | (402) | $ 5 | ||||||
Restricted stock and RSU forfeitures (shares) | (4,000) | ||||||||||
Restricted stock and RSU forfeitures | (1) | (9) | 9 | 9 | 8 | $ (1) | |||||
Currency translation adjustment | $ 0 | ||||||||||
Net loss | (112,443) | (78,553) | (78,553) | (33,890) | (112,443) | ||||||
Ending balance (in shares) at Sep. 30, 2020 | 85,866,000 | 27,068,000 | |||||||||
Ending balance at Sep. 30, 2020 | 507,602 | 446,155 | 60,317 | 0 | 168,693 | 676,295 | $ 859 | $ 271 | |||
Beginning balance at Jun. 30, 2020 | 531,831 | 435,885 | 94,817 | 0 | 188,126 | 719,957 | $ 848 | $ 281 | |||
Beginning balance (in shares) at Jun. 30, 2020 | 84,853,000 | 28,081,000 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exchanges of Class B Common Stock for Class A Common Stock (shares) | 1,013,000 | (1,013,000) | |||||||||
Exchange of Class B Common Stock for Class A Common Stock | 6,561 | 6,561 | (6,561) | 0 | $ 10 | $ (10) | |||||
Effect of exchange on deferred tax asset, net of liability under tax receivable agreements | 324 | 324 | 324 | ||||||||
Other distributions and advance payments to non-controlling interest unitholders | 549 | 549 | |||||||||
Stock based compensation expense | 3,385 | 3,385 | 1,102 | 4,487 | |||||||
Vesting of restricted stock units | 1 | 1 | $ 1 | ||||||||
Restricted stock and RSU forfeitures | 2 | 2 | 2 | ||||||||
Currency translation adjustment | 0 | ||||||||||
Net loss | (49,025) | (34,502) | (34,502) | (14,523) | (49,025) | ||||||
Ending balance (in shares) at Sep. 30, 2020 | 85,866,000 | 27,068,000 | |||||||||
Ending balance at Sep. 30, 2020 | 507,602 | 446,155 | 60,317 | 0 | 168,693 | 676,295 | $ 859 | $ 271 | |||
Beginning balance at Dec. 31, 2020 | 1,310,043 | 1,150,637 | 1,125,554 | 23,288 | 0 | 159,406 | 1,310,043 | $ 1,579 | $ 216 | ||
Beginning balance (in shares) at Dec. 31, 2020 | 157,952,213 | 157,952,000 | 21,550,282 | 21,550,000 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exchanges of Class B Common Stock for Class A Common Stock (shares) | 19,690,000 | (19,690,000) | |||||||||
Exchange of Class B Common Stock for Class A Common Stock | 142,204 | 142,204 | (142,204) | 0 | $ 197 | $ (197) | |||||
Offering Costs | (938) | (938) | (75) | (1,013) | |||||||
Other distributions and advance payments to non-controlling interest unitholders | 1,372 | 1,372 | |||||||||
Stock based compensation expense | 14,335 | 14,335 | 756 | 15,091 | |||||||
Vesting of restricted stock units (shares) | 668,000 | ||||||||||
Vesting of restricted stock units | (3,075) | (3,082) | (510) | (3,585) | $ 7 | ||||||
Restricted stock and RSU forfeitures | 2 | 2 | 2 | ||||||||
Currency translation adjustment | 411 | 191 | 191 | 220 | 411 | ||||||
Net loss | (130,467) | (123,655) | (123,655) | (6,812) | (130,467) | ||||||
Ending balance (in shares) at Sep. 30, 2021 | 178,310,595 | 178,310,000 | 1,860,327 | 1,860,000 | |||||||
Ending balance at Sep. 30, 2021 | 1,191,854 | 1,179,701 | 1,278,073 | (100,365) | 191 | 12,153 | 1,191,854 | $ 1,783 | $ 19 | ||
Beginning balance at Jun. 30, 2021 | 1,216,812 | 1,274,031 | (61,475) | 2,454 | 12,622 | 1,229,434 | $ 1,783 | $ 19 | |||
Beginning balance (in shares) at Jun. 30, 2021 | 178,310,000 | 1,860,000 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Offering Costs | (159) | (159) | 0 | (159) | |||||||
Stock based compensation expense | 4,201 | 4,201 | 44 | 4,245 | |||||||
Currency translation adjustment | (2,287) | (2,263) | (2,263) | (24) | (2,287) | ||||||
Net loss | (39,379) | (38,890) | (38,890) | (489) | (39,379) | ||||||
Ending balance (in shares) at Sep. 30, 2021 | 178,310,595 | 178,310,000 | 1,860,327 | 1,860,000 | |||||||
Ending balance at Sep. 30, 2021 | $ 1,191,854 | $ 1,179,701 | $ 1,278,073 | $ (100,365) | $ 191 | $ 12,153 | $ 1,191,854 | $ 1,783 | $ 19 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Equity (Parenthetical) | 9 Months Ended |
Sep. 30, 2020$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Common stock dividend (in dollars per share) | $ 0.05 |
Distributions to noncontrolling unitholders (in dollars per share) | $ 0.05 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (130,467,000) | $ (112,443,000) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, depletion and amortization | 191,122,000 | 134,258,000 |
Gain on disposal of assets | (1,076,000) | (520,000) |
Amortization of debt issuance costs | 1,704,000 | 1,668,000 |
Inventory write-down | 0 | 770,000 |
Non-cash lease expense | 2,834,000 | 2,681,000 |
Stock based compensation expense | 15,091,000 | 12,894,000 |
Deferred income tax expense (benefit) | 6,124,000 | (21,324,000) |
(Gain) loss on tax receivable agreements | (8,252,000) | 169,000 |
Provision for credit losses | 745,000 | 4,678,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable and unbilled revenue | (121,282,000) | 94,573,000 |
Accounts receivable and unbilled revenue—related party | 0 | 9,254,000 |
Inventories | (6,878,000) | 10,788,000 |
Other assets | (5,001,000) | 16,270,000 |
Accounts payable and accrued liabilities | 135,981,000 | (82,815,000) |
Payment of operating lease liability | (503,000) | (895,000) |
Net cash provided by operating activities | 80,142,000 | 70,006,000 |
Cash flows from investing activities: | ||
Purchases of property and equipment and construction in-progress | (123,008,000) | (82,772,000) |
Proceeds from sale of assets | 3,689,000 | 1,501,000 |
Net cash used in investing activities | (119,319,000) | (81,271,000) |
Cash flows from financing activities: | ||
Proceeds from borrowings on line-of-credit | 100,000,000 | 0 |
Repayments of borrowings on line-of-credit | (84,000,000) | 0 |
Repayments of borrowings on term loan | (1,313,000) | (1,313,000) |
Payments on finance lease obligations | (6,144,000) | (6,862,000) |
Class A Common Stock dividends and dividend equivalents upon RSU vesting | 0 | (4,262,000) |
Per unit distributions to non-controlling interest unitholders | 0 | (1,532,000) |
Other distributions and advance payments to non-controlling interest unitholders | 1,372,000 | (2,234,000) |
Restricted stock unit vesting | (168,000) | 0 |
Tax withholding on restricted stock units | (3,585,000) | (403,000) |
Payment of equity offering costs | (1,013,000) | 0 |
Net cash provided by (used in) financing activities | 5,149,000 | (16,606,000) |
Net decrease in cash and cash equivalents before translation effect | (34,028,000) | (27,871,000) |
Translation effect on cash | (245,000) | 0 |
Cash and cash equivalents—beginning of period | 68,978,000 | 112,690,000 |
Cash and cash equivalents—end of period | 34,705,000 | 84,819,000 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | 0 | 658,000 |
Cash paid for interest | 9,686,000 | 8,411,000 |
Non-cash investing and financing activities: | ||
Capital expenditures included in accounts payable and accrued liabilities | $ 25,484,000 | $ 7,824,000 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Organization Liberty Oilfield Services Inc. (the “Company”) was incorporated as a Delaware corporation on December 21, 2016, to become a holding corporation for Liberty Oilfield Services New HoldCo LLC (“Liberty LLC”) and its subsidiaries upon completion of a corporate reorganization (the “Corporate Reorganization”) and planned initial public offering of the Company (“IPO”). The Company has no material assets other than its ownership of units in Liberty LLC (“Liberty LLC Units”). Please refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on February 24, 2021 (the “Annual Report”) for additional information on the Corporate Reorganization and IPO that were completed on January 17, 2018. The Company, together with its subsidiaries, is a multi-basin provider of hydraulic fracturing services and goods, with a focus on deploying the latest technologies in the technically demanding oil and gas reservoirs in which it operates, principally in North Dakota, Colorado, Louisiana, Oklahoma, New Mexico, Wyoming, Texas and the provinces of Alberta and British Columbia, Canada. Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared using generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Regulation S-X. Accordingly, these financial statements do not include all information or notes required by GAAP for annual financial statements and should be read together with the annual financial statements and notes thereto included in the Annual Report. The accompanying unaudited condensed consolidated financial statements and related notes present the condensed consolidated financial position of the Company as of September 30, 2021 and December 31, 2020, and the results of operations, cash flows, and equity of the Company as of and for the three and nine months ended September 30, 2021 and 2020. The interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim period. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results of operations expected for the entire fiscal year ended December 31, 2021. Further, these estimates and other factors, including those outside the Company’s control, such as the impact of sustained lower commodity prices, could have a significant adverse impact to the Company’s financial condition, results of operations and cash flows. All intercompany amounts have been eliminated in the presentation of the unaudited condensed consolidated financial statements of the Company. The Company’s operations are organized into a single reportable segment, which consists of hydraulic fracturing services and goods. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Transaction, Severance and Other Costs The Company incurred transaction related costs in connection with the OneStim Acquisition (as defined below). Such costs include investment banking, legal, accounting and other professional services provided in connection with closing the transaction, and are expensed as incurred . Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiary into the U.S. dollar reporting currency. The Canadian dollar is the functional currency of the Company’s foreign subsidiary as it is the primary currency within the economic environment in which the subsidiary operates. Assets and liabilities of the subsidiary’s operations are translated into U.S. dollars at the rate of exchange in effect on the balance sheet date and income and expenses are translated at the average exchange rate in effect during the reporting period. Adjustments resulting from the translation of the subsidiary’s financial statements are reported in other comprehensive income. Recently Adopted Accounting Standards Simplification of Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplification of Accounting for Income Taxes , which simplifies the accounting for income taxes by providing new guidance to reduce complexity and eliminate certain exceptions to the general approach to the income tax accounting model. The Company adopted this guidance effective January 1, 2021, which did not have a material impact on the accompanying unaudited condensed consolidated financial statements. Codification Improvements In October 2020, the FASB issued ASU No. 2020-10, Codification Improvements, which clarifies various topics, including the addition of existing disclosure requirements to the relevant disclosure sections. This update does not change GAAP, and therefore, does not result in a significant change in the Company’s accounting practices. The guidance is effective for fiscal periods beginning after December 15, 2020, as the amendment pertains to disclosure items only. The Company adopted the new rules effective January 1, 2021 and the adoption did not have a material impact on the accompanying unaudited condensed consolidated financial statements. Recently Issued Accounting Standards Reference Rate Reform In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform, which provides temporary optional guidance to companies impacted by the transition away from the London Interbank Offered Rate (“LIBOR”). The guidance provides certain expedients and exceptions to applying GAAP in order to lessen the potential accounting burden when contracts, hedging relationships, and other transactions that reference LIBOR as a benchmark rate are modified. This guidance is effective upon issuance and expires on December 31, 2022. The Company is currently assessing the impact of the LIBOR transition and this ASU on the Company’s financial statements. Reclassifications Certain amounts in the prior period financial statements have been reclassified from general and administrative to transaction, severance and other costs in the accompanying unaudited condensed consolidated statements of operation to conform to the presentation of the current period financial statements. These reclassifications had no effect on the previously reported net income. |
The OneStim Acquisition
The OneStim Acquisition | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
The OneStim Acquisition | The OneStim Acquisition On August 31, 2020 the Company and certain of its subsidiaries entered into the certain Master Transaction Agreement (the “Transaction Agreement”) with Schlumberger Technology Corporation and Schlumberger Canada Limited (collectively “Schlumberger”), pursuant to which the Company acquired certain assets and liabilities of Schlumberger’s OneStim® business, which provides hydraulic fracturing pressure pumping services in onshore United States and Canada (such entire business of Schlumberger “OneStim,” and the portion of OneStim acquired pursuant to the Transaction Agreement the “Transferred Business”) in exchange for 57,377,232 shares of the Company’s Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”) and a non-interest bearing demand promissory note (the “Canadian Buyer Note” and such acquisition, the “OneStim Acquisition”). The Canadian Buyer Note was settled for 8,948,902 shares of Class A Common Stock, and a total of 66,326,134 shares of Class A Common Stock were issued in connection with the OneStim Acquisition. Effective December 31, 2020, Schlumberger owned approximately 37.0% of the Company’s issued and outstanding shares of common stock, including Class A Common Stock and the Company’s Class B Common Stock, par value $0.01 per share (the “Class B Common Stock,” and together with the Class A Common Stock, the “Common Stock”). In connection with the issuance of 66,326,134 shares of Class A Common Stock, Liberty LLC also issued 66,326,134 Liberty LLC Units to the Company. The OneStim Acquisition was completed for total consideration of approximately $683.8 million based on the value of the Canadian Buyer Note and the closing price of the Class A Common Stock on December 31, 2020. The Company accounted for the OneStim Acquisition using the acquisition method of accounting. The aggregate purchase price noted above was allocated to the major categories of assets acquired and liabilities assumed based upon their estimated fair value on the date of the acquisition. The estimated fair values of certain assets and liabilities, including accounts receivable, require significant judgments and estimates. The majority of the measurements of assets acquired and liabilities assumed are based on inputs that are not observable in the market and thus represent Level 3 inputs. In accordance with ASC Topic 805, an acquirer is allowed a period, referred to as the measurement period, in which to complete its accounting for the transaction. Such measurement period ends on the earliest date that the acquirer (i) receives the information necessary or (ii) determines that it cannot obtain further information, and such period may not exceed one year. As the OneStim Acquisition closed on December 31, 2020 the Company was in the process of completing the purchase price allocation, particularly as it relates to current assets and current liabilities, which are subject to certain minimum working capital contribution requirements under the Transaction Agreement. Such minimum working capital contribution calculations are subject to review and adjustment in order to determine final settlement. During the three months ended September 30, 2021 the Company determined a final settlement amount related to the minimum working capital contribution requirements under the Transaction Agreement, however, certain inventories are considered provisional until the Company has completed physical inventory counts at each warehouse. The following table summarizes the fair value of the consideration transferred in the OneStim Acquisition and the preliminary allocation of the purchase price to the fair value of the assets acquired and liabilities assumed (which are included within the accompanying unaudited condensed consolidated balance sheet as of December 31, 2020) as of December 31, 2020, the date of the closing of the OneStim Acquisition: ($ in thousands) Total Purchase Consideration: Consideration $ 683,822 Accounts receivable and unbilled revenue $ 128,602 Inventories 33,245 Prepaid and other current assets 30,859 Property and equipment (1) 559,716 Intangible assets (included in other assets in the accompanying unaudited condensed consolidated balance sheet as of December 31, 2020) (2) 54,000 Total identifiable assets acquired 806,422 Accounts payable 75,522 Accrued liabilities 47,078 Total liabilities assumed 122,600 Total purchase consideration $ 683,822 (1) Useful lives ranging from two (2) Definite lived intangibles with an average amortization period of five years Transaction costs, costs associated with issuing additional equity and integration costs were recognized separately from the acquisition of assets and assumptions of liabilities in the OneStim Acquisition. Transaction costs consist of legal and professional fees and pre-merger notification fees. Equity offering costs consist of expenses incurred related to the Special Meeting of Stockholders, including the costs to prepare the required filings associated with such meeting, held on November 30, 2020. Integration costs consist of expenses incurred to integrate OneStim’s operations, aligning accounting processes and procedures, and integrating its enterprise resource planning system with those of the Company. Merger and integration costs are expensed as incurred, and equity offering costs were recorded as a reduction to additional paid in capital. Transaction costs were $1.6 million and $10.7 million, for the three and nine months ended September 30, 2021, respectively, and are recorded as a component of transaction, severance and other costs in the accompanying unaudited condensed consolidated statements of operations. Equity offering costs totaled $1.6 million for the year ended December 31, 2020 and are recorded as a reduction to additional paid in capital in the accompanying unaudited condensed consolidated balance sheets. The Company’s unaudited condensed consolidated statements of operations for the three and nine months ended September 30, 2020 presented herein does not include any results from OneStim operations as the OneStim Acquisition closed on December 31, 2020. The Company’s unaudited condensed consolidated financial statements include results from OneStim operations for the full three and nine months ended September 30, 2021. The following combined pro forma information assumes the OneStim Acquisition occurred on January 1, 2020. The pro forma information presented below is for illustrative purposes only and does not reflect future events that occurred after December 31, 2020 or any operating efficiencies or inefficiencies that may result from the OneStim Acquisition. The information is not necessarily indicative of results that would have been achieved had the Company controlled OneStim during the periods presented. Three Months Ended September 30, Nine Months Ended September 30, (unaudited, in thousands) 2020 2020 Revenue $ 364,748 $ 1,660,201 Net loss (78,208) (963,070) Less: Net loss attributable to non-controlling interests (6,037) (193,269) Net loss attributable to Liberty Oilfield Services Inc. stockholders $ (72,171) $ (769,801) Net loss attributable to Liberty Oilfield Services Inc. stockholders per common share: Basic $ (0.48) $ (5.14) Diluted $ (0.48) $ (5.14) Weighted average common shares outstanding: Basic 151,263 149,625 Diluted 151,263 149,625 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: September 30, December 31, ($ in thousands) 2021 2020 Proppants $ 17,643 $ 13,658 Chemicals 16,371 16,434 Maintenance parts 82,781 88,476 $ 116,795 $ 118,568 The Company did not record any write-down to the inventory carrying value during the three and nine months ended September 30, 2021. During the three and nine months ended September 30, 2020, the lower of cost or net realizable value analysis resulted in the Company recording a write-down to inventory carrying values of $0.0 million and $0.8 million, respectively, which is included as a component in cost of services in the unaudited condensed consolidated statement of operations. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consist of the following: Estimated September 30, December 31, ($ in thousands) 2021 2020 Land N/A $ 34,665 $ 38,346 Field services equipment 2-7 1,436,443 1,249,933 Vehicles 4-7 60,124 59,741 Buildings and facilities 5-30 148,333 156,109 Mineral reserves >25 76,823 78,793 Office equipment, furniture, and software 2-7 7,732 6,840 1,764,120 1,589,762 Less accumulated depreciation, depletion, and amortization (796,118) (622,530) 968,002 967,232 Construction in-progress N/A 101,888 153,718 $ 1,069,890 $ 1,120,950 Depreciation expense for the three months ended September 30, 2021 and 2020 was $61.1 million and $42.4 million, respectively. During the nine months ended September 30, 2021 and 2020, the Company recognized depreciation expense of $175.9 million and $126.3 million, respectively. Depletion expense for the three and nine months ended September 30, 2021 was $0.3 million and $1.0 million, respectively. During the year ended December 31, 2020, as a result of negative market indicators including the COVID-19 pandemic, the increased supply of low-priced oil, and customer cancellations, the Company concluded these triggering events could indicate possible impairment of property and equipment. The Company performed a quantitative and qualitative impairment analysis and determined that no impairment had occurred as of June 30, 2020. As of September 30, 2021 and 2020, the Company concluded that no additional triggering events had occurred. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company has operating and finance leases primarily for vehicles, equipment, railcars, office space, and facilities. The terms and conditions for these leases vary by the type of underlying asset. Certain leases include variable lease payments for items such as property taxes, insurance, maintenance, and other operating expenses associated with leased assets. Payments that vary based on an index or rate are included in the measurement of lease assets and liabilities at the rate as of the commencement date. All other variable lease payments are excluded from the measurement of lease assets and liabilities, and are recognized in the period in which the obligation for those payments is incurred. The components of lease expense for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2021 2020 2021 2020 Finance lease cost: Amortization of right-of-use assets $ 1,213 $ 1,629 $ 4,565 $ 6,422 Interest on lease liabilities 347 345 1,318 1,403 Operating lease cost 12,869 6,841 29,702 18,511 Variable lease cost 1,273 637 3,116 2,208 Short-term lease costs 1,479 — 3,483 — Sublease income — (48) $ — (64) Total lease cost, net $ 17,181 $ 9,404 $ 42,184 $ 28,480 Sup plemental cash flow and other information related to leases for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2021 2020 2021 2020 Cash paid for amounts included in measurement of liabilities: Operating leases $ 12,136 $ 6,212 $ 27,420 $ 16,696 Finance leases 2,064 2,242 7,099 8,266 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases 10,999 9,838 70,205 29,492 During the nine months ended September 30, 2021, the Company amended certain finance leases, the change in terms of which caused the leases to be reclassified to operating leases. In connection with the amendments the Company wrote-off finance lease right-of-use assets and liabilities of $13.7 million and $10.6 million, respectively, and recognized operating lease right-of-use assets and liabilities of $11.8 million and $8.8 million, respectively. There was no gain or loss recognized as a result of these amendments. Lease terms and discount rates as of September 30, 2021 and December 31, 2020 were as follows: September 30, 2021 December 31, 2020 Weighted-average remaining lease term: Operating leases 5.0 years 5.9 years Finance leases 1.5 years 1.5 years Weighted-average discount rate: Operating leases 4.1 % 4.8 % Finance leases 7.9 % 5.8 % Future minimum lease commitments as of September 30, 2021 are as follows: ($ in thousands) Finance Operating Remainder of 2021 $ 3,342 $ 11,902 2022 8,491 39,936 2023 4,356 26,771 2024 — 20,271 2025 — 17,571 Thereafter — 26,488 Total lease payments 16,189 142,939 Less imputed interest (1,076) (14,294) Total $ 15,113 $ 128,645 The Company’s vehicle leases typically include a residual value guarantee. For the Company’s vehicle leases classified as operating leases, the total residual value guaranteed as of September 30, 2021 is $11.5 million; the payment is not probable and therefore has not been included in the measurement of the lease liability and right-of-use asset. For vehicle leases that are classified as financing leases, the Company includes the residual value guarantee as estimated in the lease agreement, in the financing lease liability. |
Leases | Leases The Company has operating and finance leases primarily for vehicles, equipment, railcars, office space, and facilities. The terms and conditions for these leases vary by the type of underlying asset. Certain leases include variable lease payments for items such as property taxes, insurance, maintenance, and other operating expenses associated with leased assets. Payments that vary based on an index or rate are included in the measurement of lease assets and liabilities at the rate as of the commencement date. All other variable lease payments are excluded from the measurement of lease assets and liabilities, and are recognized in the period in which the obligation for those payments is incurred. The components of lease expense for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2021 2020 2021 2020 Finance lease cost: Amortization of right-of-use assets $ 1,213 $ 1,629 $ 4,565 $ 6,422 Interest on lease liabilities 347 345 1,318 1,403 Operating lease cost 12,869 6,841 29,702 18,511 Variable lease cost 1,273 637 3,116 2,208 Short-term lease costs 1,479 — 3,483 — Sublease income — (48) $ — (64) Total lease cost, net $ 17,181 $ 9,404 $ 42,184 $ 28,480 Sup plemental cash flow and other information related to leases for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2021 2020 2021 2020 Cash paid for amounts included in measurement of liabilities: Operating leases $ 12,136 $ 6,212 $ 27,420 $ 16,696 Finance leases 2,064 2,242 7,099 8,266 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases 10,999 9,838 70,205 29,492 During the nine months ended September 30, 2021, the Company amended certain finance leases, the change in terms of which caused the leases to be reclassified to operating leases. In connection with the amendments the Company wrote-off finance lease right-of-use assets and liabilities of $13.7 million and $10.6 million, respectively, and recognized operating lease right-of-use assets and liabilities of $11.8 million and $8.8 million, respectively. There was no gain or loss recognized as a result of these amendments. Lease terms and discount rates as of September 30, 2021 and December 31, 2020 were as follows: September 30, 2021 December 31, 2020 Weighted-average remaining lease term: Operating leases 5.0 years 5.9 years Finance leases 1.5 years 1.5 years Weighted-average discount rate: Operating leases 4.1 % 4.8 % Finance leases 7.9 % 5.8 % Future minimum lease commitments as of September 30, 2021 are as follows: ($ in thousands) Finance Operating Remainder of 2021 $ 3,342 $ 11,902 2022 8,491 39,936 2023 4,356 26,771 2024 — 20,271 2025 — 17,571 Thereafter — 26,488 Total lease payments 16,189 142,939 Less imputed interest (1,076) (14,294) Total $ 15,113 $ 128,645 The Company’s vehicle leases typically include a residual value guarantee. For the Company’s vehicle leases classified as operating leases, the total residual value guaranteed as of September 30, 2021 is $11.5 million; the payment is not probable and therefore has not been included in the measurement of the lease liability and right-of-use asset. For vehicle leases that are classified as financing leases, the Company includes the residual value guarantee as estimated in the lease agreement, in the financing lease liability. |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consist of the following: ($ in thousands) September 30, 2021 December 31, 2020 Accrued vendor invoices $ 118,632 $ 61,210 Operations accruals 63,694 28,932 Accrued benefits and other 48,546 28,241 $ 230,872 $ 118,383 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consists of the following: September 30, December 31, ($ in thousands) 2021 2020 Term Loan outstanding $ 106,903 $ 108,215 Revolving Line of Credit 16,000 — Deferred financing costs and original issue discount (1,399) (2,440) Total debt, net of deferred financing costs and original issue discount $ 121,504 $ 105,775 Current portion of long-term debt, net of discount $ 379 $ 364 Long-term debt, net of discount and current portion 121,125 105,411 $ 121,504 $ 105,775 On September 19, 2017, the Company entered into two credit agreements, a revolving line of credit up to $250.0 million (the “ABL Facility”) and a $175.0 million term loan (the “Term Loan Facility”, and together with the ABL Facility the “Credit Facilities”). The weighted average interest rate on all borrowings outstanding as of September 30, 2021 and December 31, 2020 was 8.0% and 8.6%, respectively. ABL Facility Under the terms of the ABL Facility, up to $250.0 million may be borrowed, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory. As of September 30, 2021, the borrowing base was calculated to be $250.0 million, and the Company had $16.0 million outstanding in addition to a letter of credit in the amount of $0.8 million, with $233.2 million of remaining availability. Borrowings under the ABL Facility bear interest at LIBOR or a base rate, plus an applicable LIBOR margin of 1.5% to 2% or base rate margin of 0.5% to 1%, as defined in the ABL Facility credit agreement. Additionally, borrowings as of September 30, 2021 incurred interest at a rate of 3.75%. The average monthly unused commitment is subject to an unused commitment fee of 0.375% to 0.5%. Interest and fees are payable in arrears at the end of each month, or, in the case of LIBOR loans, at the end of each interest period. The ABL Facility matures on the earlier of (i) September 19, 2022 and (ii) to the extent the debt under the Term Loan Facility remains outstanding, 90 days prior to the final maturity of the Term Loan Facility, which matures on September 19, 2022. Borrowings under the ABL Facility are collateralized by accounts receivable and inventory, and further secured by the Company, Liberty LLC, and R/C IV Non-U.S. LOS Corp. (“R/C IV”), a Delaware corporation and a subsidiary of the Company, as parent guarantors. During the subsequent period, on October 22, 2021 , the Company amended the ABL Facility and extended the terms through October 22, 2026. Refer to Note 17 - Subsequent Events for further details. As the maturity date was extended, the Company continues to report obligations under the ABL Facility as long-term. Term Loan Facility The Term Loan Facility provides for a $175.0 million term loan, of which $106.9 million remained outstanding as of September 30, 2021. Amounts outstanding bear interest at LIBOR or a base rate, plus an applicable margin of 7.625% or 6.625%, respectively, and borrowings as of September 30, 2021 incurred interest at a rate of 8.625%. The Company is required to make quarterly principal payments of 1% per annum of the outstanding principal balance, commencing on December 31, 2017, with final payment due at maturity on September 19, 2022. The Term Loan Facility is collateralized by the fixed assets of Liberty Oilfield Services LLC (“LOS”) and its subsidiaries, and is further secured by the Company, Liberty LLC, and R/C IV, as parent guarantors. During the subsequent period, on October 22, 2021 , the Company amended the Term Loan Facility and extended the terms through September 19, 2024. Refer to Note 17—Subsequent Events for further details. As the maturity date was extended, the Company continues to report obligations under the Term Loan Facility as long-term, with the exception of quarterly principal payments due in the 12-months from the balance sheet date. The Credit Facilities include certain non-financial covenants, including but not limited to restrictions on incurring additional debt and certain distributions. Moreover, the ability of the Company to incur additional debt and to make distributions is dependent on maintaining a maximum leverage ratio. The Term Loan Facility requires mandatory prepayments upon certain dispositions of property or issuance of other indebtedness, as defined, and annually a percentage of excess cash flow (25% to 50%, depending on leverage ratio, of consolidated net income less capital expenditures and other permitted payments, commencing with the year ending December 31, 2018). The Credit Facilities are not subject to financial covenants unless liquidity, as defined in the respective credit agreements, falls below a specific level. Under the ABL Facility, the Company is required to maintain a minimum fixed charge coverage ratio, as defined in the credit agreement governing the ABL Facility, of 1.0 to 1.0 for each period if excess availability is less than 10% of the borrowing base or $12.5 million, whichever is greater. Under the Term Loan Facility, the Company is required to maintain a minimum fixed charge coverage ratio, as defined, of 1.2 to 1.0 for each trailing twelve-month period if the Company’s liquidity, as defined, is less than $25.0 million for at least five The Company was in compliance with these covenants as of September 30, 2021. Maturities of debt, reflecting the amendments described in Note 17—Subsequent Events, are as follows: ($ in thousands) Remainder of 2021 $ 438 2022 $ 1,750 2023 $ 1,750 2024 $ 118,965 2025 $ — $ 122,903 |
Fair Value Measurements and Fin
Fair Value Measurements and Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments The fair values of the Company’s assets and liabilities represent the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction at the reporting date. These fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. The Company discloses the fair values of its assets and liabilities according to the quality of valuation inputs under the following hierarchy: • Level 1 Inputs: Quoted prices (unadjusted) in an active market for identical assets or liabilities. • Level 2 Inputs: Inputs other than quoted prices that are directly or indirectly observable. • Level 3 Inputs: Unobservable inputs that are significant to the fair value of assets or liabilities. The classification of an asset or liability is based on the lowest level of input significant to its fair value. Those that are initially classified as Level 3 are subsequently reported as Level 2 when the fair value derived from unobservable inputs is inconsequential to the overall fair value, or if corroborating market data becomes available. Assets and liabilities that are initially reported as Level 2 are subsequently reported as Level 3 if corroborating market data is no longer available. Transfers occur at the end of the reporting period. There were no transfers into or out of Levels 1, 2, and 3 during the nine months ended September 30, 2021 and 2020. The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, accounts payable, accrued liabilities, long-term debt, and finance and operating lease obligations. These financial instruments do not require disclosure by level. The carrying values of all of the Company’s financial instruments included in the accompanying unaudited condensed consolidated balance sheets approximated or equaled their fair values at September 30, 2021 and December 31, 2020. • The carrying values of cash and cash equivalents, accounts receivable and accounts payable (including accrued liabilities) approximated fair value at September 30, 2021 and December 31, 2020, due to their short-term nature. • The carrying value of amounts outstanding under long-term debt agreements with variable rates approximated fair value at September 30, 2021 and December 31, 2020, as the effective interest rates approximated market rates. Nonrecurring Measurements Certain assets are measured at fair value on a nonrecurring basis. These assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances. These assets and liabilities include those acquired through the OneStim Acquisition, which are required to be measured at fair value on the acquisition date in accordance with ASC Topic 805. See Note 3—The OneStim Acquisition. Other assets measured at fair value on a nonrecurring basis consist of a note receivable from the Affiliate, as defined and described in Note 14—Related Party Transactions. The note was initially recorded for the trade receivables, created in the normal course of business, due from the Affiliate as of the Agreement Date, as defined in Note 14—Related Party Transactions. There were no identified events or changes in circumstances that had a significant adverse effect on the fair value of the notes receivable. These notes are classified as Level 3 in the fair value hierarchy as the inputs to the determination of fair value are based upon unobservable inputs. The note was paid in full in January 2020. Recurring Measurements The fair values of the Company’s cash equivalents measured on a recurring basis pursuant to ASC 820-10 Fair Value Measurements and Disclosures are carried at estimated fair value. Cash equivalents consist of money market accounts which the Company has classified as Level 1 given the active market for these accounts. As of September 30, 2021 and December 31, 2020, the Company had cash equivalents, measured at fair value, of $0.3 million and $21.3 million, respectively. Nonfinancial assets The Company estimates fair value to perform impairment tests as required on long-lived assets. The inputs used to determine such fair value are primarily based upon internally developed cash flow models and would generally be classified within Level 3 in the event that such assets were required to be measured and recorded at fair value within the unaudited condensed consolidated financial statements. Although a triggering event occurred during the nine months ended September 30, 2020 (see Note 5—Property and Equipment), no such measurements were required as of September 30, 2021 and December 31, 2020. Credit Risk The Company’s financial instruments exposed to concentrations of credit risk consist primarily of cash and cash equivalents and trade receivables. The Company’s cash and cash equivalent balances on deposit with financial institutions total $34.7 million and $69.0 million as of September 30, 2021 and December 31, 2020, respectively, which exceeded FDIC insured limits. The Company regularly monitors these institutions’ financial condition. The majority of the Company’s customers have payment terms of 45 days or less. As of September 30, 2021 and December 31, 2020, and for the three and nine months ended September 30, 2021 and September 30, 2020, the below customers accounted for the following percentages of the Company’s consolidated accounts receivable and unbilled revenue and consolidated revenues, respectively: Portion of consolidated accounts receivable and unbilled revenue as of Portion of consolidated revenues for the three months ended September 30, Portion of consolidated revenues for the nine months ended September 30, September 30, 2021 December 31, 2020 2021 2020 2021 2020 Customer A 11 % — % — % — % — % — % Customer B — % 11 % — % — % — % — % Customer C — % 11 % — % 23 % — % — % Customer D — % — % — % 20 % — % 10 % Customer E — % — % — % 11 % — % — % Customer F — % — % — % — % — % 13 % The Company mitigates the associated credit risk by performing credit evaluations and monitoring the payment patterns of its customers. As of September 30, 2021 the Company had $0.9 million in allowance for credit losses. Subsequent to the adoption of ASU 2016-13 The Company applied historic loss factors to its receivable portfolio segments that were not expected to be further impacted by current economic developments, and an additional economic conditions factor to portfolio segments anticipated to experience greater losses in the current economic environment. While the Company has not experienced significant credit losses in the past and has not yet seen material changes to the payment patterns of its customers, the Company cannot predict with any certainty the degree to which the impacts of COVID-19, including the potential impact of periodically adjusted borrowing base limits, level of hedged production, or unforeseen well shut-ins may affect the ability of its customers to timely pay receivables when due. Accordingly, in future periods, the Company may revise its estimates of expected credit losses. ($ in thousands) Allowance for credit losses at December 31, 2020 $ 773 Credit Losses: Current period provision 745 Amounts written off, net of recoveries (634) Allowance for credit losses at September 30, 2021 $ 884 |
Equity
Equity | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Equity | Equity Restricted Stock Units Restricted stock units (“RSUs”) granted pursuant to the Long Term Incentive Plan (“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, 2021 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2020 2,183,034 $ 10.90 Granted 589,657 12.65 Vested (959,356) 12.47 Forfeited (32,348) 7.72 Outstanding at September 30, 2021 1,780,987 $ 10.69 Performance Restricted Stock Units Performance restricted stock units (“PSUs”) granted pursuant to the LTIP, if they vest, will be settled in shares of the Company’s Class A Common Stock. PSUs were granted with a three ’ results over the three Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2020 722,225 $ 12.04 Granted 584,720 12.95 Vested — — Forfeited — — Outstanding at September 30, 2021 1,306,945 $ 12.45 Stock based compensation is included in cost of services and general and administrative expenses in the Company’s condensed consolidated statements of operations. The Company recognized stock based compensation expense of $4.2 million and $15.1 million for the three and nine months ended September 30, 2021, respectively. The Company recognized stock based compensation of $4.5 million and $12.9 million for the three and nine months ended September 30, 2020, respectively. There was approximately $21.1 million of unrecognized compensation expense relating to outstanding RSUs and PSUs as of September 30, 2021. The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period of two years . Dividends On April 2, 2020, the Company suspended future quarterly dividends until business conditions warrant reinstatement. The Company paid cash dividends of $0.05 per share of Class A Common Stock on March 20, 2020 to stockholders of record as of March 6, 2020. Liberty LLC paid a distribution of $5.6 million, or $0.05 per Liberty LLC Unit, to all holders of Liberty LLC Units as of March 6, 2020, $4.1 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 March 6, 2020, which totaled $4.1 million. Additionally, the Company accrued $0.2 million of dividends payable related to restricted stock and RSUs to be paid upon vesting. Dividends related to forfeited restricted stock 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. On January 22, 2019, the Company’s board of directors authorized an additional $100.0 million under the share repurchase plan through January 31, 2021. During the nine months ended September 30, 2021 and September 30, 2020 , no shares were repurchased under the share repurchase program. As of September 30, 2021, no amounts remained authorized for future repurchases of Class A Common Stock under the share repurchase program. |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share Basic net loss per share measures the performance of an entity over the reporting period. Diluted net loss 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 loss to common stockholders and net loss per share computations for the periods indicated based on a weighted average number of common stock outstanding: Three Months Ended Nine Months Ended (In thousands) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Basic Net Loss Per Share Numerator: Net loss attributable to Liberty Oilfield Services Inc. stockholders $ (38,890) $ (34,502) $ (123,655) $ (78,553) Denominator: Basic weighted average common shares outstanding 178,311 84,937 171,402 83,299 Basic net loss per share attributable to Liberty Oilfield Services Inc. stockholders $ (0.22) $ (0.41) $ (0.72) $ (0.94) Diluted Net Loss Per Share Numerator: Net loss attributable to Liberty Oilfield Services Inc. stockholders $ (38,890) $ (34,502) $ (123,655) $ (78,553) Effect of exchange of the shares of Class B Common Stock for shares of Class A Common Stock — — — — Diluted net loss attributable to Liberty Oilfield Services Inc. stockholders $ (38,890) $ (34,502) $ (123,655) $ (78,553) Denominator: Basic weighted average shares outstanding 178,311 84,937 171,402 83,299 Effect of dilutive securities: Restricted stock units — — — — Class B Common Stock — — — — Diluted weighted average shares outstanding 178,311 84,937 171,402 83,299 Diluted net loss per share attributable to Liberty Oilfield Services Inc. stockholders $ (0.22) $ (0.41) $ (0.72) $ (0.94) In accordance with GAAP, diluted weighted average common shares outstanding for the three and nine months ended September 30, 2021 exclude 1,860 and 8,558, respectively, weighted average shares of Class B Common Stock and 3,256 and 3,470, respectively, weighted average shares of restricted stock units. Additionally, diluted weighted average common shares outstanding for the three and nine months ended September 30, 2020 exclude 27,763 and 29,259, respectively, weighted average shares of Class B Common Stock, 235 and 250, respectively, weighted average shares of restricted stock, and 2,458 and 2,276, respectively, weighted average shares of restricted stock units. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesThe Company is a corporation and is subject to U.S. federal, state, and local income tax on its share of Liberty LLC’s taxable income. Beginning in January 2021, as a result of the OneStim Acquisition (see Note 3), the Company is also subject to Canada federal and provincial income tax on its foreign operations. Undistributed earnings of foreign subsidiaries are considered to be indefinitely reinvested, and no taxes have been accrued on these earnings. The effective global combined income tax rate applicable to the Company for the nine months ended September 30, 2021 was (7.8)%, expense, compared to 15.8%, benefit, for the period ended September 30, 2020. During the nine months ended September 30, 2021, the Company recorded a valuation allowance on its U.S. net deferred tax assets as of December 31, 2020, as a result of entering into a three year cumulative pre-tax book loss position, primarily due to COVID-19 related losses, resulting in the Company’s effective tax rate for the quarter and year to date periods of 2021 being significantly less than the statutory federal tax rate of 21%. The Company’s effective tax rate is also less than the statutory federal tax rate because of foreign operations and the non-controlling interest’s share of Liberty LLC’s pass-through results of federal, state, and local income tax reporting, upon which no taxes are payable by the Company. The Company recognized an income tax expense of $0.8 million and $9.4 million during the three and nine months ended September 30, 2021, respectively. The Company recognized an income tax benefit of $10.0 million and $21.1 million during the three and nine months ended September 30, 2020, respectively. Per the Coronavirus Aid, Relief and Economic Security (“CARES”) Act enacted on March 27, 2020, net operating losses (“NOL”) incurred in 2018, 2019, and 2020 may be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The Company has previously applied for and expects to receive a NOL carryback refund to recover $5.5 million of cash taxes paid by the Company in 2018. This amount has been reflected as a receivable in the prepaids and other current assets line item in the accompanying unaudited condensed consolidated balance sheets. The Company recognized a net deferred tax asset in the amount of $5.4 million as of December 31, 2020. Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities, and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for the deferred tax assets that, based on available evidence, are not expected to be realized. The Company evaluated its deferred tax assets as of September 30, 2021 and considered both positive and negative evidence in applying the guidance of ASC 740 Income Taxes (“ASC 740”) related to the realizability of its deferred tax assets. Consistent with the prior quarter, in accordance with ASC 740, the objective negative evidence of entering into a three year cumulative pre-tax book loss position, primarily due to COVID-19 related losses, prevented the consideration of the Company’s subjective positive evidence of expected future profitability in evaluating the realizability of its deferred tax assets. The Company continues to record a valuation allowance against its U.S. net deferred tax assets as of December 31, 2020, reverses the U.S. tax benefit recorded during the three months ended March 31, 2021, and did not record a U.S. tax benefit of pre-tax net losses during the nine months ended September 30, 2021. In addition, the Company reversed through equity the impact of exchange transactions that had occurred during the three months ended March 31, 2021 and did not record any deferred tax assets for exchange transactions that occurred during the nine months ended September 30, 2021. Tax Receivable Agreements In connection with the IPO, on January 17, 2018, the Company entered into two Tax Receivable Agreements (the “TRAs”) with R/C Energy IV Direct Partnership, L.P. and the then existing owners that continued to own Liberty LLC Units (each such person and any permitted transferee, a “TRA Holder” and together, the “TRA Holders”). The TRAs generally provide for the payment by the Company of 85% of the net cash savings, if any, in U.S. federal, state, and local income tax and franchise tax (computed using simplifying assumptions to address the impact of state and local taxes) that the Company actually realizes (or is deemed to realize in certain circumstances) in periods after the IPO as a result, as applicable to each TRA Holder, of (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 Liberty LLC Units in connection with the IPO or pursuant to the exercise of redemption or call rights, (ii) any net operating losses available to the Company as a result of the Corporate Reorganization, and (iii) 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 the TRAs. During the nine months ended September 30, 2020, redemptions of Liberty LLC Units and shares of Class B Common Stock resulted in an increase of $4.4 million in amounts payable under the TRAs, and a net increase of $5.2 million in deferred tax assets, all of which were recorded through equity. As of September 30, 2021 and December 31, 2020, the Company ’ s liability under the TRAs was $48.3 million and $56.6 million, respectively, all of which is presented as a component of long-term liabilities. In relation to the deferred tax asset valuation allowance described above, the Company also remeasured the liability under the TRAs as of September 30, 2021 and |
Defined Contribution Plan
Defined Contribution Plan | 9 Months Ended |
Sep. 30, 2021 | |
Retirement Benefits [Abstract] | |
Defined Contribution Plan | Defined Contribution Plan The Company sponsors a 401(k) defined contribution retirement plan covering eligible employees. The Company historically made matching contributions at a rate of $1.00 for each $1.00 of employee contribution, subject to a cap of 6% of the employee’s salary and federal limits. However, on April 1, 2020, in connection with other cost savings measures undertaken in response to declining demand for frac services as a result of the impacts of the COVID-19 pandemic, the Company suspended its matching contribution. Effective January 1, 2021 the Company restored its 6% matching contribution. Contributions made by the Company wer e $5.4 million and $0 for the three months ended September 30, 2021 and 2020, respectively, and $13.3 million and $4.2 million for the nine months ended September 30, 2021 and 2020, respectively. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions As of September 30, 2021 Schlumberger owned 66,326,134 shares of Class A Common Stock of the Company, or approximately 37.0% of the issued and outstanding common stock of the Company, including Class A Common Stock and Class B Common Stock. Under the Transaction Agreement, to the extent the net working capital, as defined in the Transaction Agreement, of the Transferred Business is less than $54.6 million, the difference shall be payable in cash to the Company. As of December 31, 2020, the Company recorded a receivable from Schlumberger of $24.7 million for the working capital settlement and an agreed upon $8.0 million true-up payment related to the estimated costs to bring certain assets to full working condition, which was collected during the three months ended March 31, 2021. As of September 30, 2021, the Company agreed on a working capital settlement from Schlumberger of $15.8 million, most of which was netted against transaction services costs and cash settlements during the transition services period. In conjunction with closing the OneStim Acquisition, the Company entered into a transition services agreement with Schlumberger under which Schlumberger provides certain administrative transition services until the Company fully integrates the acquired business. During the three and nine months ended September 30, 2021, the Company incurred $0.0 million and $5.7 million, respectively, of fees payable to Schlumberger for such transaction services, and expects any expenses incurred after September 30, 2021 to be immaterial. As of September 30, 2021 $0.1 million due to Schlumberger for transition services was recorded in accounts payable. During the nine months ended September 30, 2021, a subsidiary of the Company and Schlumberger entered into a property swap agreement under which the Company exchanged with Schlumberger a property acquired in the OneStim Acquisition and $4.9 million in cash for a separate property that the Company will utilize with its existing operations. The Company did not recognize any gain or loss on the transaction. Following the OneStim Acquisition, in the normal course of business, the Company purchases chemicals, proppant and other equipment and maintenance parts from Schlumberger and its subsidiaries. During the three and nine months ended September 30, 2021, total purchases from Schlumberger were approximately $6.5 million and $26.4 million, respectively, and as of September 30, 2021 amounts due to Schlumberger were $2.6 million and $2.2 million included in accounts payable and accrued liabilities, respectively, in the unaudited condensed consolidated balance sheet. On June 7, 2021 R/C Energy IV Direct Partnership, L.P., a Delaware limited partnership (“R/C Direct”) and R/C Liberty entered into an underwriting agreement, dated as of June 7, 2021, by and amount the Company, Liberty LLC, R/C Direct, R/C Liberty and Morgan Stanley & Co. LLC, pursuant to which R/C Direct sold 3,707,187 shares of Class A Common Stock and R/C Liberty sold 8,592,809 shares of Class A Common Stock, at a price of $15.20 per share, to the underwriter (the “Sale”). In connection with the Sale, 6,918,142 shares of Class B Common Stock held by R/C Liberty were redeemed by the Company for an equal amount of Class A Common Stock. On June 10, 2021, the Sale closed. Following the Sale, R/C Direct and R/C Liberty no longer hold any Class A Common Stock or Class B Common Stock and are no longer considered related parties of the Company. Prior to the Sale, during the three months ended March 31, 2021, R/C IV Liberty Holdings, L.P. (“R/C Liberty”) exercised its redemption right and redeemed 10,269,457 shares of Class B Common Stock resulting in an increase in tax basis, as described under “Tax Receivable Agreements” in Note—12 Income Taxes, which was subsequently offset by an increase in valuation allowance during the six months ended September 30, 2021. During the year ended December 31, 2020, R/C Liberty exercised its redemption right and redeemed 4,016,965 shares of Class B Common Stock resulting in the recognition of $6.1 million in amounts payable under the TRAs. As of December 31, 2020, the Company ’ s liabilities under the TRAs payable to R/C Liberty and R/C IV were $27.2 million, included in the payable pursuant to tax receivable agreements in the accompanying unaudited condensed consolidated balance sheets. Effective on June 15, 2021, Audrey Robertson was appointed to the Board of Directors of Liberty Oilfield Services Inc. Ms. Robertson serves as the Chief Financial Officer of Franklin Mountain Energy, LLC (“Franklin Mountain”). During the three months ended September 30, 2021 the Company performed hydraulic fracturing services for Franklin Mountain in the amount of $7.0 million or 1.1% of the Company’s revenues for such period. Receivables from Franklin Mountain as of September 30, 2021 were $0.0 million. Liberty Resources LLC, an oil and gas exploration and production company, and its successor entity (collectively, the “Affiliate”) has certain common ownership and management with the Company. The amounts of the Company’s revenue related to hydraulic fracturing services provided to the Affiliate for the three months ended September 30, 2021 and 2020 was $0 and $0, respectively, and $1.2 million and $0 for the nine months ended September 30, 2021 and 2020, respectively. As of September 30, 2021 and December 31, 2020, $0 and $0, respectively, of the Company’s accounts receivable—related party line item was attributable to the Affiliate. On June 24, 2019 (the “Agreement Date”), the Company entered into an agreement with the Affiliate to amend payment terms for outstanding invoices due as of the Agreement Date to be due on July 31, 2020. On September 30, 2019, the agreement was amended to extend the due date for remaining amounts outstanding to October 31, 2020. Amounts outstanding from the Affiliate as of the Agreement Date were $15.6 million. The amount outstanding, including all accrued interest, was paid in full in January 2020. As of September 30, 2021 and December 31, 2020, no amounts were outstanding under the amended payment terms from the Affiliate. During the three and nine months ended September 30, 2020, interest income from the Affiliate was $0 and $0.3 million, respectively, and accrued interest as of September 30, 2021 and December 31, 2020 was $0 . Receivables earned for services performed after the Agreement Date continue to be subject to normal 30-day payment terms, provided that any amount unpaid after 60 days will be subject to 13% interest. During 2016, Liberty Holdings entered into a future commitment to invest and become a non-controlling minority member in Proppant Express Investments, LLC (“PropX Investments”), the owner of Proppant Express Solutions, LLC (“PropX”), a provider of proppant logistics equipment. LOS was party to a services agreement (the “PropX Services Agreement”) whereby LOS was to provide certain administrative support functions to PropX, and LOS was to purchase and lease proppant logistics equipment from PropX. The PropX Services Agreement was terminated on May 29, 2018, however, the Company continues to purchase and lease equipment from PropX under certain lease agreements. For the three months ended September 30, 2021 and 2020, the Company leased proppant logistics equipment for $3.2 million and $2.0 million, respectively. During the nine months ended September 30, 2021 and 2020, the Company leased proppant logistics equipment for $7.3 million and $6.6 million, respectively. Payables to PropX as of September 30, 2021 and December 31, 2020 were $3.4 million and $1.5 million, respectively. Effective October 26, 2021, the Company completed the purchase of all membership interest in PropX, refer to Note 17—Subsequent Events for further discussion of the transaction. |
Commitments & Contingencies
Commitments & Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments & Contingencies | Commitments & Contingencies Purchase Commitments (tons and gallons are not in thousands) The Company enters into purchase and supply agreements to secure supply and pricing of proppants and chemicals. As of September 30, 2021 and December 31, 2020, the agreements provide pricing and committed supply sources for the Company to purchas e 253,975 and 1,580,750 tons, respectively, of proppant through June 30, 2022. Amounts above also include commitments to pay for transport fees on minimum amounts of proppants. Additionally, related proppant transload service commitments extend into 2023. Future proppant, transload and mancamp commitments are as follows: ($ in thousands) Remainder of 2021 $ 16,430 2022 16,678 2023 662 2024 — 2025 — Thereafter — $ 33,770 Certain supply agreements contain a clause whereby in the event that the Company fails to purchase minimum volumes, as defined in the agreement, during a specific time period, a shortfall fee may apply. In circumstances where the Company does not make the minimum purchases required under the contract, the Company and its suppliers have a history of amending such minimum purchase contractual terms and in rare cases does the Company incur such shortfall fees. If the Company were unable to make any of the minimum purchases and the Company and its suppliers cannot come to an agreement to avoid such fees, the Company could incur shortfall fees in the amounts of $7.7 million, $16.7 million, and $0.7 million for the remainder of 2021, year ended 2022 and 2023, respectively. Based on forecasted levels of activity, the Company does not currently expect to incur significant shortfall fees. Included in the commitments for the remainder of 2021 are approximately $8.7 million of payments expected to be made to Schlumberger, in conjunction with the transition services provided by Schlumberger, in the third quarter of 2021 for the use of certain light duty trucks, heavy tractors and field equipment used to various degrees in OneStim’s frac and wireline operations. The Company is in negotiations with the third party owner of such equipment to lease or purchase some or all of such aforementioned vehicles and equipment, subject to agreement on terms and conditions. No gain or loss is expected upon consummation of any such agreement. Litigation Securities Class Actions On March 11, 2020, Marshall Cobb, on behalf of himself and all other persons similarly situated, filed a putative class action lawsuit in the state District Court of Denver County, Colorado against the Company and certain officers and board members of the Company along with other defendants in connection with the IPO (the “Cobb Complaint”). The Cobb Complaint alleges that the Company and certain officers and board members of the Company violated Section 11 of the Securities Act of 1933 by virtue of inaccurate or misleading statements allegedly contained in the registration statement filed in connection with the IPO and requests unspecified damages and costs. The Cobb Plaintiffs also allege control person liability claims under Section 15 of the Securities Act of 1933 against certain officers and board members of the Company and other defendants. On April 3, 2020, Marc Joseph, on behalf of himself and all other persons similarly situated, filed a putative class action lawsuit in the United States District Court in Denver, Colorado against the Company and certain officers and board members of the Company along with other defendants in connection with the IPO and requests unspecified damages and costs (the “Joseph Complaint,” and collectively with the Cobb Complaint, the “Securities Lawsuits”). The Joseph Complaint, which is based on similar factual allegations made in the Cobb Complaint, alleges that the defendants violated Sections 11 and 12(a)(2) of the Securities Act of 1933 by virtue of inaccurate or misleading statements allegedly contained in the registration statement and prospectus filed in connection with the IPO. The Joseph Complaint also alleges control person liability claims under Section 15 of the Securities Act of 1933 against certain officers and board members of the Company and other defendants. The Company has hired counsel and plans to vigorously defend against the allegations in the Securities Lawsuits. Other Litigation In addition to the matters described above, from time to time, the Company is subject to legal and administrative proceedings, settlements, investigations, claims and actions. The Company’s assessment of the likely outcome of litigation matters is based on its judgment of a number of factors including experience with similar matters, past history, precedents, relevant financial and other evidence and facts specific to the matter. Notwithstanding the uncertainty as to the final outcome, based upon the information currently available, management does not believe any matters, including those listed above, in aggregate will have a material adverse effect on its financial position or results of operations. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (unaudited) | 9 Months Ended |
Sep. 30, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | Selected Quarterly Financial Data The following tables summarizes consolidated changes in equity for the three months ended September 30, 2021 and 2020: Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital Accumulated Deficit Accumulated Other Comprehensive Income Total Stockholders ’ equity Noncontrolling Interest Total Equity Balance—June 30, 2021 178,310 1,860 $ 1,783 $ 19 $ 1,274,031 $ (61,475) $ 2,454 $ 1,216,812 $ 12,622 $ 1,229,434 Offering Costs — — — — (159) — — (159) — (159) Stock based compensation expense 4,201 — — 4,201 44 4,245 Currency translation adjustment — — — — — — (2,263) (2,263) (24) (2,287) Net loss — — — — — (38,890) — (38,890) (489) (39,379) Balance—September 30, 2021 178,310 1,860 $ 1,783 $ 19 $ 1,278,073 $ (100,365) $ 191 $ 1,179,701 $ 12,153 $ 1,191,854 Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income Total Stockholders ’ equity Noncontrolling Interest Total Equity Balance—June 30, 2020 84,853 28,081 $ 848 $ 281 $ 435,885 $ 94,817 $ — $ 531,831 $ 188,126 $ 719,957 Exchange of Class B Common Stock for Class A Common Stock 1,013 (1,013) 10 (10) 6,561 — — 6,561 (6,561) — Effect of exchange on deferred tax asset, net of liability under tax receivable agreement — — — — 324 — — 324 — 324 Other distributions and advance payments to non-controlling interest unitholders — — — — — — — — 549 549 Stock based compensation expense — — — — 3,385 — — 3,385 1,102 4,487 Restricted stock and RSU forfeitures — — — — — 2 — 2 — 2 RSU vesting — — 1 — — — — 1 — 1 Net loss — — — — — (34,502) — (34,502) (14,523) (49,025) Balance—September 30, 2020 85,866 27,068 $ 859 $ 271 $ 446,155 $ 60,317 $ — $ 507,602 $ 168,693 $ 676,295 |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events ABL Facility On October 22, 2021, the Company entered into a debt amendment for the ABL Facility. Under the terms of the amendment, the maximum borrowing amount was increased to $350.0 million, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory, additionally, limits under certain covenants related to allowable indebtedness and other activities were expanded. Borrowings under the amended ABL Facility bear interest at LIBOR or a base rate, plus an applicable LIBOR margin of 1.5% to 2.0% or base rate margin of 0.5% to 1.0%, as defined in the ABL Facility credit agreement. The average monthly unused commitment is subject to an unused commitment fee of 0.25% to 0.375%. The ABL Facility maturity was extended to the earlier of (i) October 22, 2026 and (ii) to the extent the debt under the Term Loan Facility remains outstanding, 90 days prior to the final maturity of the Term Loan Facility, which matures on September 19, 2024. Borrowings under the ABL Facility are collateralized by accounts receivable and inventory, and further secured by the Company, Liberty LLC, and R/C IV Non-U.S. LOS Corp. (“R/C IV”), a Delaware corporation and a subsidiary of the Company, as parent guarantors. All other financial provisions under the original agreement are still applicable aside from the aforementioned changes to the borrowing base. Term Loan Facility During the subsequent period, on October 22, 2021, the Company entered into a debt amendment for the Term Loan Facility. The Term Loan Facility maturity was extended to September 19, 2024. In addition to extending the maturity, limits under certain covenants related to allowable indebtedness and other activities were expanded. All other financial provisions, amounts, and covenants under the original agreement are still applicable to the agreement. PropX Acquisition On October 26, 2021, the Company acquired PropX in exchange for $13.5 million in cash and 3,405,526 shares of Class A Common Stock and 2,441,010 shares of Class B Common Stock, and 2,441,010 Liberty LLC Units (the total of the Class A and Class B shares issued as equity consideration was determined by dividing $76.5 million by the 30-day average closing price of the Company’s Class A Common Stock immediately prior to closing), for total consideration of $104.0 million, based on the Class A Common Stock closing price of $15.48 on October 25, 2021, subject to customary post closing adjustments. The Liberty LLC Units are redeemable for an equivalent number of shares of Class A Common Stock at anytime, at the election of the shareholder. PropX is a leading provider of last-mile proppant delivery solutions, including proppant handling equipment and logistics software across North America. The Company leases proppant handling equipment from PropX, as discussed in Note 14—Related Party Transactions. The initial accounting for the business combination is incomplete at the time of this filing due to the limited amount of time between the acquisition date and the date these financial statements are issued. Further, it is impracticable for us to provide all of the disclosures required for a business combination pursuant to ASC 805 Business Combinations. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared using generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Regulation S-X. Accordingly, these financial statements do not include all information or notes required by GAAP for annual financial statements and should be read together with the annual financial statements and notes thereto included in the Annual Report. The accompanying unaudited condensed consolidated financial statements and related notes present the condensed consolidated financial position of the Company as of September 30, 2021 and December 31, 2020, and the results of operations, cash flows, and equity of the Company as of and for the three and nine months ended September 30, 2021 and 2020. The interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim period. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results of operations expected for the entire fiscal year ended December 31, 2021. Further, these estimates and other factors, including those outside the Company’s control, such as the impact of sustained lower commodity prices, could have a significant adverse impact to the Company’s financial condition, results of operations and cash flows. All intercompany amounts have been eliminated in the presentation of the unaudited condensed consolidated financial statements of the Company. The Company’s operations are organized into a single reportable segment, which consists of hydraulic fracturing services and goods. |
Transaction, Severance and Other Costs | Transaction, Severance and Other Costs The Company incurred transaction related costs in connection with the OneStim Acquisition (as defined below). Such costs include investment banking, legal, accounting and other professional services provided in connection with closing the transaction, and are expensed as incurred . |
Foreign Currency Translation | Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiary into the U.S. dollar reporting currency. The Canadian dollar is the functional currency of the Company’s foreign subsidiary as it is the primary currency within the economic environment in which the subsidiary operates. Assets and liabilities of the subsidiary’s operations are translated into U.S. dollars at the rate of exchange in effect on the balance sheet date and income and expenses are translated at the average exchange rate in effect during the reporting period. Adjustments resulting from the translation of the subsidiary’s financial statements are reported in other comprehensive income. |
Recently Adopted and Issued Accounting Standards | Recently Adopted Accounting Standards Simplification of Accounting for Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Simplification of Accounting for Income Taxes , which simplifies the accounting for income taxes by providing new guidance to reduce complexity and eliminate certain exceptions to the general approach to the income tax accounting model. The Company adopted this guidance effective January 1, 2021, which did not have a material impact on the accompanying unaudited condensed consolidated financial statements. Codification Improvements In October 2020, the FASB issued ASU No. 2020-10, Codification Improvements, which clarifies various topics, including the addition of existing disclosure requirements to the relevant disclosure sections. This update does not change GAAP, and therefore, does not result in a significant change in the Company’s accounting practices. The guidance is effective for fiscal periods beginning after December 15, 2020, as the amendment pertains to disclosure items only. The Company adopted the new rules effective January 1, 2021 and the adoption did not have a material impact on the accompanying unaudited condensed consolidated financial statements. Recently Issued Accounting Standards Reference Rate Reform In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform, which provides temporary optional guidance to companies impacted by the transition away from the London Interbank Offered Rate (“LIBOR”). The guidance provides certain expedients and exceptions to applying GAAP in order to lessen the potential accounting burden when contracts, hedging relationships, and other transactions that reference LIBOR as a benchmark rate are modified. This guidance is effective upon issuance and expires on December 31, 2022. The Company is currently assessing the impact of the LIBOR transition and this ASU on the Company’s financial statements. |
Reclassifications | Reclassifications Certain amounts in the prior period financial statements have been reclassified from general and administrative to transaction, severance and other costs in the accompanying unaudited condensed consolidated statements of operation to conform to the presentation of the current period financial statements. These reclassifications had no effect on the previously reported net income. |
The OneStim Acquisition (Tables
The OneStim Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the fair value of the consideration transferred in the OneStim Acquisition and the preliminary allocation of the purchase price to the fair value of the assets acquired and liabilities assumed (which are included within the accompanying unaudited condensed consolidated balance sheet as of December 31, 2020) as of December 31, 2020, the date of the closing of the OneStim Acquisition: ($ in thousands) Total Purchase Consideration: Consideration $ 683,822 Accounts receivable and unbilled revenue $ 128,602 Inventories 33,245 Prepaid and other current assets 30,859 Property and equipment (1) 559,716 Intangible assets (included in other assets in the accompanying unaudited condensed consolidated balance sheet as of December 31, 2020) (2) 54,000 Total identifiable assets acquired 806,422 Accounts payable 75,522 Accrued liabilities 47,078 Total liabilities assumed 122,600 Total purchase consideration $ 683,822 (1) Useful lives ranging from two (2) Definite lived intangibles with an average amortization period of five years |
Business Acquisition, Pro Forma Information | The following combined pro forma information assumes the OneStim Acquisition occurred on January 1, 2020. The pro forma information presented below is for illustrative purposes only and does not reflect future events that occurred after December 31, 2020 or any operating efficiencies or inefficiencies that may result from the OneStim Acquisition. The information is not necessarily indicative of results that would have been achieved had the Company controlled OneStim during the periods presented. Three Months Ended September 30, Nine Months Ended September 30, (unaudited, in thousands) 2020 2020 Revenue $ 364,748 $ 1,660,201 Net loss (78,208) (963,070) Less: Net loss attributable to non-controlling interests (6,037) (193,269) Net loss attributable to Liberty Oilfield Services Inc. stockholders $ (72,171) $ (769,801) Net loss attributable to Liberty Oilfield Services Inc. stockholders per common share: Basic $ (0.48) $ (5.14) Diluted $ (0.48) $ (5.14) Weighted average common shares outstanding: Basic 151,263 149,625 Diluted 151,263 149,625 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following: September 30, December 31, ($ in thousands) 2021 2020 Proppants $ 17,643 $ 13,658 Chemicals 16,371 16,434 Maintenance parts 82,781 88,476 $ 116,795 $ 118,568 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consist of the following: Estimated September 30, December 31, ($ in thousands) 2021 2020 Land N/A $ 34,665 $ 38,346 Field services equipment 2-7 1,436,443 1,249,933 Vehicles 4-7 60,124 59,741 Buildings and facilities 5-30 148,333 156,109 Mineral reserves >25 76,823 78,793 Office equipment, furniture, and software 2-7 7,732 6,840 1,764,120 1,589,762 Less accumulated depreciation, depletion, and amortization (796,118) (622,530) 968,002 967,232 Construction in-progress N/A 101,888 153,718 $ 1,069,890 $ 1,120,950 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Lease, Cost | The components of lease expense for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2021 2020 2021 2020 Finance lease cost: Amortization of right-of-use assets $ 1,213 $ 1,629 $ 4,565 $ 6,422 Interest on lease liabilities 347 345 1,318 1,403 Operating lease cost 12,869 6,841 29,702 18,511 Variable lease cost 1,273 637 3,116 2,208 Short-term lease costs 1,479 — 3,483 — Sublease income — (48) $ — (64) Total lease cost, net $ 17,181 $ 9,404 $ 42,184 $ 28,480 |
Lessee, Supplemental Cash Flow Information | Sup plemental cash flow and other information related to leases for the three and nine months ended September 30, 2021 and 2020 were as follows: Three Months Ended September 30, Nine Months Ended September 30, ($ in thousands) 2021 2020 2021 2020 Cash paid for amounts included in measurement of liabilities: Operating leases $ 12,136 $ 6,212 $ 27,420 $ 16,696 Finance leases 2,064 2,242 7,099 8,266 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases 10,999 9,838 70,205 29,492 |
Lease Term and Discount Rate, Lessee | Lease terms and discount rates as of September 30, 2021 and December 31, 2020 were as follows: September 30, 2021 December 31, 2020 Weighted-average remaining lease term: Operating leases 5.0 years 5.9 years Finance leases 1.5 years 1.5 years Weighted-average discount rate: Operating leases 4.1 % 4.8 % Finance leases 7.9 % 5.8 % |
Lessee, Operating Lease, Liability, Maturity | Future minimum lease commitments as of September 30, 2021 are as follows: ($ in thousands) Finance Operating Remainder of 2021 $ 3,342 $ 11,902 2022 8,491 39,936 2023 4,356 26,771 2024 — 20,271 2025 — 17,571 Thereafter — 26,488 Total lease payments 16,189 142,939 Less imputed interest (1,076) (14,294) Total $ 15,113 $ 128,645 |
Finance Lease, Liability, Maturity | Future minimum lease commitments as of September 30, 2021 are as follows: ($ in thousands) Finance Operating Remainder of 2021 $ 3,342 $ 11,902 2022 8,491 39,936 2023 4,356 26,771 2024 — 20,271 2025 — 17,571 Thereafter — 26,488 Total lease payments 16,189 142,939 Less imputed interest (1,076) (14,294) Total $ 15,113 $ 128,645 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following: ($ in thousands) September 30, 2021 December 31, 2020 Accrued vendor invoices $ 118,632 $ 61,210 Operations accruals 63,694 28,932 Accrued benefits and other 48,546 28,241 $ 230,872 $ 118,383 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt consists of the following: September 30, December 31, ($ in thousands) 2021 2020 Term Loan outstanding $ 106,903 $ 108,215 Revolving Line of Credit 16,000 — Deferred financing costs and original issue discount (1,399) (2,440) Total debt, net of deferred financing costs and original issue discount $ 121,504 $ 105,775 Current portion of long-term debt, net of discount $ 379 $ 364 Long-term debt, net of discount and current portion 121,125 105,411 $ 121,504 $ 105,775 |
Schedule of Maturities of Long-term Debt | Maturities of debt, reflecting the amendments described in Note 17—Subsequent Events, are as follows: ($ in thousands) Remainder of 2021 $ 438 2022 $ 1,750 2023 $ 1,750 2024 $ 118,965 2025 $ — $ 122,903 |
Fair Value Measurements and F_2
Fair Value Measurements and Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor | As of September 30, 2021 and December 31, 2020, and for the three and nine months ended September 30, 2021 and September 30, 2020, the below customers accounted for the following percentages of the Company’s consolidated accounts receivable and unbilled revenue and consolidated revenues, respectively: Portion of consolidated accounts receivable and unbilled revenue as of Portion of consolidated revenues for the three months ended September 30, Portion of consolidated revenues for the nine months ended September 30, September 30, 2021 December 31, 2020 2021 2020 2021 2020 Customer A 11 % — % — % — % — % — % Customer B — % 11 % — % — % — % — % Customer C — % 11 % — % 23 % — % — % Customer D — % — % — % 20 % — % 10 % Customer E — % — % — % 11 % — % — % Customer F — % — % — % — % — % 13 % |
Schedule of Allowance for Doubtful Accounts | ($ in thousands) Allowance for credit losses at December 31, 2020 $ 773 Credit Losses: Current period provision 745 Amounts written off, net of recoveries (634) Allowance for credit losses at September 30, 2021 $ 884 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Nonvested Restricted Stock Units Activity | Changes in non-vested RSUs outstanding under the LTIP during the nine months ended September 30, 2021 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2020 2,183,034 $ 10.90 Granted 589,657 12.65 Vested (959,356) 12.47 Forfeited (32,348) 7.72 Outstanding at September 30, 2021 1,780,987 $ 10.69 |
Schedule of Performance Restricted Stock Units Activity | Changes in non-vested PSUs outstanding under the LTIP during the nine months ended September 30, 2021 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2020 722,225 $ 12.04 Granted 584,720 12.95 Vested — — Forfeited — — Outstanding at September 30, 2021 1,306,945 $ 12.45 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reflects the allocation of net loss to common stockholders and net loss per share computations for the periods indicated based on a weighted average number of common stock outstanding: Three Months Ended Nine Months Ended (In thousands) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Basic Net Loss Per Share Numerator: Net loss attributable to Liberty Oilfield Services Inc. stockholders $ (38,890) $ (34,502) $ (123,655) $ (78,553) Denominator: Basic weighted average common shares outstanding 178,311 84,937 171,402 83,299 Basic net loss per share attributable to Liberty Oilfield Services Inc. stockholders $ (0.22) $ (0.41) $ (0.72) $ (0.94) Diluted Net Loss Per Share Numerator: Net loss attributable to Liberty Oilfield Services Inc. stockholders $ (38,890) $ (34,502) $ (123,655) $ (78,553) Effect of exchange of the shares of Class B Common Stock for shares of Class A Common Stock — — — — Diluted net loss attributable to Liberty Oilfield Services Inc. stockholders $ (38,890) $ (34,502) $ (123,655) $ (78,553) Denominator: Basic weighted average shares outstanding 178,311 84,937 171,402 83,299 Effect of dilutive securities: Restricted stock units — — — — Class B Common Stock — — — — Diluted weighted average shares outstanding 178,311 84,937 171,402 83,299 Diluted net loss per share attributable to Liberty Oilfield Services Inc. stockholders $ (0.22) $ (0.41) $ (0.72) $ (0.94) |
Commitments & Contingencies (Ta
Commitments & Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Other Commitments | Future proppant, transload and mancamp commitments are as follows: ($ in thousands) Remainder of 2021 $ 16,430 2022 16,678 2023 662 2024 — 2025 — Thereafter — $ 33,770 |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (unaudited) (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | The following tables summarizes consolidated changes in equity for the three months ended September 30, 2021 and 2020: Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital Accumulated Deficit Accumulated Other Comprehensive Income Total Stockholders ’ equity Noncontrolling Interest Total Equity Balance—June 30, 2021 178,310 1,860 $ 1,783 $ 19 $ 1,274,031 $ (61,475) $ 2,454 $ 1,216,812 $ 12,622 $ 1,229,434 Offering Costs — — — — (159) — — (159) — (159) Stock based compensation expense 4,201 — — 4,201 44 4,245 Currency translation adjustment — — — — — — (2,263) (2,263) (24) (2,287) Net loss — — — — — (38,890) — (38,890) (489) (39,379) Balance—September 30, 2021 178,310 1,860 $ 1,783 $ 19 $ 1,278,073 $ (100,365) $ 191 $ 1,179,701 $ 12,153 $ 1,191,854 Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital Retained Earnings Accumulated Other Comprehensive Income Total Stockholders ’ equity Noncontrolling Interest Total Equity Balance—June 30, 2020 84,853 28,081 $ 848 $ 281 $ 435,885 $ 94,817 $ — $ 531,831 $ 188,126 $ 719,957 Exchange of Class B Common Stock for Class A Common Stock 1,013 (1,013) 10 (10) 6,561 — — 6,561 (6,561) — Effect of exchange on deferred tax asset, net of liability under tax receivable agreement — — — — 324 — — 324 — 324 Other distributions and advance payments to non-controlling interest unitholders — — — — — — — — 549 549 Stock based compensation expense — — — — 3,385 — — 3,385 1,102 4,487 Restricted stock and RSU forfeitures — — — — — 2 — 2 — 2 RSU vesting — — 1 — — — — 1 — 1 Net loss — — — — — (34,502) — (34,502) (14,523) (49,025) Balance—September 30, 2020 85,866 27,068 $ 859 $ 271 $ 446,155 $ 60,317 $ — $ 507,602 $ 168,693 $ 676,295 |
The OneStim Acquisition - Narra
The OneStim Acquisition - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2020 | Aug. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2021 |
Business Acquisition [Line Items] | ||||
Transaction costs | $ 1,600 | $ 10,700 | ||
Shares of Class A Common Stock | ||||
Business Acquisition [Line Items] | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Shares of Class B Common Stock | ||||
Business Acquisition [Line Items] | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
OneStim | ||||
Business Acquisition [Line Items] | ||||
Total consideration | $ 683,822 | |||
Equity offering costs | $ 1,600 | |||
OneStim | Common Stock | Schlumberger | ||||
Business Acquisition [Line Items] | ||||
Number of shares issued in business acquisition (in shares) | 66,326,134 | |||
Ownership percentage | 37.00% | |||
OneStim | Common Stock | Schlumberger | Shares of Class A Common Stock | ||||
Business Acquisition [Line Items] | ||||
Number of shares issued in business acquisition (in shares) | 57,377,232 | |||
Common stock, par value (in dollars per share) | $ 0.01 | |||
OneStim | Common Stock | Schlumberger | Shares of Class B Common Stock | ||||
Business Acquisition [Line Items] | ||||
Common stock, par value (in dollars per share) | $ 0.01 | |||
OneStim | Common Stock | Schlumberger | Promissory Note | ||||
Business Acquisition [Line Items] | ||||
Number of shares issued in business acquisition (in shares) | 8,948,902 | |||
OneStim | Liberty LLC Units | Schlumberger | ||||
Business Acquisition [Line Items] | ||||
Number of shares issued in business acquisition (in shares) | 66,326,134 |
The OneStim Acquisition - Asset
The OneStim Acquisition - Assets Acquired and Liabilities Assumed (Details) - OneStim $ in Thousands | Dec. 31, 2020USD ($) |
Business Acquisition [Line Items] | |
Consideration | $ 683,822 |
Accounts receivable and unbilled revenue | 128,602 |
Inventories | 33,245 |
Prepaid and other current assets | 30,859 |
Property and equipment | 559,716 |
Intangible assets (included in other assets in the accompanying consolidated balance sheet as of December 31, 2020) | 54,000 |
Total identifiable assets acquired | 806,422 |
Accounts payable | 75,522 |
Accrued liabilities | 47,078 |
Total liabilities assumed | 122,600 |
Total purchase consideration | $ 683,822 |
Definite lived intangibles average amortization period | 5 years |
Minimum | |
Business Acquisition [Line Items] | |
Estimated useful lives | 2 years |
Maximum | |
Business Acquisition [Line Items] | |
Estimated useful lives | 25 years |
The OneStim Acquisition - Pro F
The OneStim Acquisition - Pro Forma (Details) - OneStim - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2020 | Sep. 30, 2020 | |
Business Acquisition [Line Items] | ||
Revenue | $ 364,748 | $ 1,660,201 |
Net loss | (78,208) | (963,070) |
Less: Net loss attributable to non-controlling interests | (6,037) | (193,269) |
Net loss attributable to Liberty Oilfield Services Inc. stockholders | $ (72,171) | $ (769,801) |
Net loss attributable to Liberty Oilfield Services Inc. stockholders per common share: | ||
Basic (in dollars per share) | $ (0.48) | $ (5.14) |
Diluted (in dollars per share) | $ (0.48) | $ (5.14) |
Weighted average common shares outstanding: | ||
Basic (in shares) | 151,263 | 149,625 |
Diluted (in shares) | 151,263 | 149,625 |
Inventories (Details)
Inventories (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Inventory [Line Items] | |||||
Inventories | $ 116,795,000 | $ 116,795,000 | $ 118,568,000 | ||
Inventory write-down | 0 | $ 0 | 0 | $ 770,000 | |
Proppants | |||||
Inventory [Line Items] | |||||
Inventories | 17,643,000 | 17,643,000 | 13,658,000 | ||
Chemicals | |||||
Inventory [Line Items] | |||||
Inventories | 16,371,000 | 16,371,000 | 16,434,000 | ||
Maintenance parts | |||||
Inventory [Line Items] | |||||
Inventories | $ 82,781,000 | $ 82,781,000 | $ 88,476,000 |
Property and Equipment (Details
Property and Equipment (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021USD ($)building | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)building | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 1,764,120 | $ 1,764,120 | $ 1,589,762 | ||
Less accumulated depreciation, depletion, and amortization | (796,118) | (796,118) | (622,530) | ||
Property and equipment, before construction in-progress, net | 968,002 | 968,002 | 967,232 | ||
Construction in-progress | 101,888 | 101,888 | 153,718 | ||
Property and equipment, net | 1,069,890 | 1,069,890 | 1,120,950 | ||
Depreciation | 61,100 | $ 42,400 | 175,900 | $ 126,300 | |
Depletion | 300 | 1,000 | |||
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Assets held for sale | 3,700 | 3,700 | |||
Buildings and facilities | |||||
Property, Plant and Equipment [Line Items] | |||||
Assets held for sale | $ 14,800 | $ 14,800 | |||
Assets held for sale, number of properties | building | 2 | 2 | |||
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 34,665 | $ 34,665 | 38,346 | ||
Field services equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 1,436,443 | $ 1,436,443 | 1,249,933 | ||
Field services equipment | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 2 years | ||||
Field services equipment | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 7 years | ||||
Vehicles | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 60,124 | $ 60,124 | 59,741 | ||
Vehicles | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 4 years | ||||
Vehicles | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 7 years | ||||
Buildings and facilities | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 148,333 | $ 148,333 | 156,109 | ||
Buildings and facilities | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 5 years | ||||
Buildings and facilities | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 30 years | ||||
Mineral reserves | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 25 years | ||||
Property and equipment, gross | 76,823 | $ 76,823 | 78,793 | ||
Office equipment, furniture, and software | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 7,732 | $ 7,732 | $ 6,840 | ||
Office equipment, furniture, and software | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 2 years | ||||
Office equipment, furniture, and software | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Estimated useful lives | 7 years |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Leases [Abstract] | ||||
Amortization of right-of-use assets | $ 1,213 | $ 1,629 | $ 4,565 | $ 6,422 |
Interest on lease liabilities | 347 | 345 | 1,318 | 1,403 |
Operating lease cost | 12,869 | 6,841 | 29,702 | 18,511 |
Variable lease cost | 1,273 | 637 | 3,116 | 2,208 |
Short-term lease costs | 1,479 | 0 | 3,483 | 0 |
Sublease income | 0 | (48) | 0 | (64) |
Total lease cost, net | 17,181 | $ 9,404 | 42,184 | $ 28,480 |
Operating lease, residual value of leased asset | $ 11,500 | $ 11,500 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Cash paid for amounts included in measurement of liabilities: | ||||
Operating leases | $ 12,136 | $ 6,212 | $ 27,420 | $ 16,696 |
Finance leases | 2,064 | 2,242 | 7,099 | 8,266 |
Right-of-use assets obtained in exchange for new lease liabilities: | ||||
Operating leases | $ 10,999 | $ 9,838 | 70,205 | $ 29,492 |
Finance lease, right of use asset, write off | 13,700 | |||
Finance lease, liability, write off | 10,600 | |||
Operating lease right of use asset recognized | 11,800 | |||
Operating lease liability recognized | $ 8,800 |
Leases - Lease Term And Discoun
Leases - Lease Term And Discount Rates (Details) | Sep. 30, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating lease, weighted average remaining lease term | 5 years | 5 years 10 months 24 days |
Finance lease, weighted average remaining lease term | 1 year 6 months | 1 year 6 months |
Operating lease, weighted average discount rate | 4.10% | 4.80% |
Finance lease, weighted average discount rate | 7.90% | 5.80% |
Leases - Finance and Operating
Leases - Finance and Operating Leases Maturity (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Finance | |
Remainder of 2021 | $ 3,342 |
2022 | 8,491 |
2023 | 4,356 |
2024 | 0 |
2025 | 0 |
Thereafter | 0 |
Total lease payments | 16,189 |
Less imputed interest | (1,076) |
Total | 15,113 |
Operating | |
Remainder of 2021 | 11,902 |
2022 | 39,936 |
2023 | 26,771 |
2024 | 20,271 |
2025 | 17,571 |
Thereafter | 26,488 |
Total lease payments | 142,939 |
Less imputed interest | (14,294) |
Total | $ 128,645 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued vendor invoices | $ 118,632 | $ 61,210 |
Operations accruals | 63,694 | 28,932 |
Accrued benefits and other | 48,546 | 28,241 |
Accrued liabilities | $ 230,872 | $ 118,383 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 122,903 | |
Deferred financing costs and original issue discount | (1,399) | $ (2,440) |
Total debt, net of deferred financing costs and original issue discount | 121,504 | 105,775 |
Current portion of long-term debt, net of discount | 379 | 364 |
Long-term debt, net of discount and current portion | 121,125 | 105,411 |
Term Loan Outstanding | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 106,903 | 108,215 |
Revolving Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 16,000 | $ 0 |
Debt - Credit Facilities (Detai
Debt - Credit Facilities (Details) | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Sep. 19, 2017USD ($)agreement | |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 122,903,000 | ||
Revolving Line of Credit | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 16,000,000 | $ 0 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Number of credit agreements | agreement | 2 | ||
Weighted average interest rate | 8.00% | 8.60% | |
Revolving Credit Facility | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 250,000,000 | ||
Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Current borrowing capacity | $ 250,000,000 | ||
Long-term debt, gross | $ 16,000,000 | ||
Interest rate | 3.75% | ||
Line of credit, maturity, number of days prior maturity of another facility | 90 days | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 175,000,000 | ||
Weighted average interest rate | 8.625% | ||
Long-term debt, gross | $ 106,900,000 | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 7.625% | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 6.625% | ||
Letter of Credit | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Letters of credit outstanding, amount | $ 800,000 | ||
Remaining borrowing capacity | $ 233,200,000 | ||
Minimum | Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Unused capacity, commitment fee percentage | 0.375% | ||
Minimum | Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Minimum | Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
Maximum | Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Unused capacity, commitment fee percentage | 0.50% | ||
Maximum | Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.00% | ||
Maximum | Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.00% |
Debt - Term Loan Facility (Deta
Debt - Term Loan Facility (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2020 | Sep. 19, 2017 | |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 122,903,000 | ||
Revolving Line of Credit | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 16,000,000 | $ 0 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 8.00% | 8.60% | |
Revolving Credit Facility | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 250,000,000 | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 175,000,000 | ||
Long-term debt, gross | $ 106,900,000 | ||
Weighted average interest rate | 8.625% | ||
Line of credit facility, outstanding balance, quarterly principal payments, percent | 1.00% | ||
Line of credit facility, covenant compliance, fixed charge coverage ratio | 1.2 | ||
Line of credit facility, covenant compliance, excess availability threshold, amount | $ 25,000,000 | ||
Covenant compliance, threshold, number of consecutive business days | 5 days | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 7.625% | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 6.625% | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | Minimum | |||
Debt Instrument [Line Items] | |||
Line of credit facility, covenant compliance, annual percentage of excess cash flow | 25.00% | ||
Revolving Credit Facility | Revolving Line of Credit | Term Loan Facility | Maximum | |||
Debt Instrument [Line Items] | |||
Line of credit facility, covenant compliance, annual percentage of excess cash flow | 50.00% | ||
Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 16,000,000 | ||
Line of credit facility, covenant compliance, fixed charge coverage ratio | 1 | ||
Line of credit facility, covenant compliance, excess availability threshold, percent of borrowing base | 10.00% | ||
Line of credit facility, covenant compliance, excess availability threshold, amount | $ 12,500,000 | ||
Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | Minimum | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.00% | ||
Revolving Credit Facility | Revolving Line of Credit | ABL Credit Facility | Maximum | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.00% |
Debt - Maturities of Debt (Deta
Debt - Maturities of Debt (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2021 | $ 438 |
2022 | 1,750 |
2023 | 1,750 |
2024 | 118,965 |
2025 | 0 |
Long-term debt, gross | $ 122,903 |
Fair Value Measurements and F_3
Fair Value Measurements and Financial Instruments (Details) - USD ($) $ in Thousands | Jan. 01, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash equivalents measured at fair value | $ 300 | $ 300 | $ 21,300 | |||
Cash balances on deposit with financial institutions | 34,705 | $ 34,705 | $ 68,978 | |||
Customer payment terms | 45 days | |||||
Allowance for uncollectible accounts | 884 | $ 884 | ||||
Accounting standards update | Accounting Standards Update 2016-13 [Member] | |||||
Credit Loss [Abstract] | ||||||
Current period provision | $ 4,900 | $ 745 | ||||
Amounts written off, net of recoveries | (634) | |||||
Allowance for credit losses at September 30, 2021 | $ 884 | $ 884 | ||||
Customer Concentration Risk | Customer A | Accounts Receivable | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 11.00% | 0.00% | ||||
Customer Concentration Risk | Customer A | Total Revenue | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 0.00% | 0.00% | 0.00% | ||
Customer Concentration Risk | Customer B | Accounts Receivable | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 11.00% | ||||
Customer Concentration Risk | Customer B | Total Revenue | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 0.00% | 0.00% | 0.00% | ||
Customer Concentration Risk | Customer C | Accounts Receivable | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 11.00% | ||||
Customer Concentration Risk | Customer C | Total Revenue | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 23.00% | 0.00% | 0.00% | ||
Customer Concentration Risk | Customer D | Accounts Receivable | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 0.00% | ||||
Customer Concentration Risk | Customer D | Total Revenue | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 20.00% | 0.00% | 10.00% | ||
Customer Concentration Risk | Customer E | Accounts Receivable | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 0.00% | ||||
Customer Concentration Risk | Customer E | Total Revenue | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 11.00% | 0.00% | 0.00% | ||
Customer Concentration Risk | Customer F | Accounts Receivable | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 0.00% | ||||
Customer Concentration Risk | Customer F | Total Revenue | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Concentration risk, percentage | 0.00% | 0.00% | 0.00% | 13.00% |
Equity - Restricted Stock Award
Equity - Restricted Stock Awards and Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Share-based compensation expense | $ 4.5 | $ 15.1 | $ 12.9 | |
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Outstanding at beginning of period (in shares) | 2,183,034 | |||
Granted (in shares) | 589,657 | |||
Vested (in shares) | (959,356) | |||
Forfeited (in shares) | (32,348) | |||
Outstanding at end of period (in shares) | 1,780,987 | 1,780,987 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Outstanding at beginning of period (in dollars per share) | $ 10.90 | |||
Granted (in dollars per share) | 12.65 | |||
Vested (in dollars per share) | 12.47 | |||
Forfeited (in dollars per share) | 7.72 | |||
Outstanding at end of period (in dollars per share) | $ 10.69 | $ 10.69 | ||
Vesting period of awards | 5 years | |||
Share-based compensation expense | $ 4.2 | |||
Unamortized compensation expense | $ 21.1 | $ 21.1 | ||
Weighted average remaining vesting period | 2 years | |||
Performance Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Outstanding at beginning of period (in shares) | 722,225 | |||
Granted (in shares) | 584,720 | |||
Vested (in shares) | 0 | |||
Forfeited (in shares) | 0 | |||
Outstanding at end of period (in shares) | 1,306,945 | 1,306,945 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Outstanding at beginning of period (in dollars per share) | $ 12.04 | |||
Granted (in dollars per share) | 12.95 | |||
Vested (in dollars per share) | 0 | |||
Forfeited (in dollars per share) | 0 | |||
Outstanding at end of period (in dollars per share) | $ 12.45 | $ 12.45 | ||
Vesting period of awards | 3 years |
Equity - Dividends and Repurcha
Equity - Dividends and Repurchase of Common Stock (Details) - USD ($) | Mar. 06, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jan. 22, 2019 | Sep. 10, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, dividends, per share, declared (in dollars per share) | $ 0.05 | ||||
Shares of Class A Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock repurchase program, authorized amount | $ 100,000,000 | $ 100,000,000 | |||
Shares of Class A Common Stock | Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, dividends, per share, declared (in dollars per share) | $ 0.05 | ||||
Dividends, common stock, cash | $ 4,100,000 | ||||
Treasury stock, shares, retired (in shares) | 0 | 0 | |||
Remaining authorized repurchase amount | $ 0 | ||||
Liberty LLC | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock, dividends, per share, declared (in dollars per share) | $ 0.05 | ||||
Liberty LLC | LLC Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Dividends, common stock, cash | $ 5,600,000 | ||||
Restricted Stock and Restricted Stock Units (RSUs) | Shares of Class A Common Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Dividends payable | $ 200,000 |
Net Loss per Share - Earnings P
Net Loss per Share - Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||||
Net income attributable to Liberty Oilfield Services Inc. Stockholders | $ (38,890) | $ (34,502) | $ (123,655) | $ (78,553) |
Denominator, Basic [Abstract] | ||||
Basic weighted average shares outstanding (in shares) | 178,311 | 84,937 | 171,402 | 83,299 |
Basic net income per share attributable to Liberty Oilfield Services Inc. Stockholders (in dollars per share) | $ (0.22) | $ (0.41) | $ (0.72) | $ (0.94) |
Numerator, Diluted [Abstract] | ||||
Net income attributable to Liberty Oilfield Services Inc. Stockholders | $ (38,890) | $ (34,502) | $ (123,655) | $ (78,553) |
Effect of exchange of the shares of Class B Common Stock for shares of Class A Common Stock | 0 | 0 | 0 | 0 |
Net Income (Loss) Available to Common Stockholders, Diluted | $ (38,890) | $ (34,502) | $ (123,655) | $ (78,553) |
Denominator, Diluted [Abstract] | ||||
Basic weighted average shares outstanding (in shares) | 178,311 | 84,937 | 171,402 | 83,299 |
Effect of dilutive securities: | ||||
Restricted stock units (in shares) | 0 | 0 | 0 | 0 |
Class B Common Stock (in shares) | 0 | 0 | 0 | 0 |
Diluted weighted average shares outstanding (in shares) | 178,311 | 84,937 | 171,402 | 83,299 |
Diluted net loss per share attributable to Liberty Oilfield Services Inc. Stockholders (in dollars per share) | $ (0.22) | $ (0.41) | $ (0.72) | $ (0.94) |
Net Loss per Share - Antidiluti
Net Loss per Share - Antidilutive Securities (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Shares of Class B Common Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 1,860,000 | 27,763 | 8,558,000 | 29,259 |
Restricted Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 235 | 250 | ||
Restricted Stock Units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 3,256,000 | 2,458 | 3,470,000 | 2,276 |
Income Taxes (Details)
Income Taxes (Details) $ in Thousands | Jan. 17, 2018agreement | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) |
Operating Loss Carryforwards [Line Items] | ||||||
Effective combined income tax rate expense (benefit) | 7.80% | (15.80%) | ||||
Income tax expense (benefit) | $ 753 | $ (9,972) | $ 9,402 | $ (21,074) | ||
Deferred tax asset | $ 5,400 | |||||
Number of tax receivable agreements | agreement | 2 | |||||
Gain on remeasurement of liability under tax receivable agreement | (4,947) | 0 | (8,252) | 0 | ||
Tax Year 2018 | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
NOL carryback refund | 5,500 | 5,500 | ||||
Tax Receivable Agreement | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Taxes payable | 48,300 | 48,300 | $ 56,600 | |||
Gain on remeasurement of liability under tax receivable agreement | $ (4,900) | $ (8,300) | ||||
Shares of Class B Common Stock | Tax Receivable Agreement | Common Stock | ||||||
Operating Loss Carryforwards [Line Items] | ||||||
Deferred tax asset | 5,200 | 5,200 | ||||
Taxes payable | $ 4,400 | $ 4,400 |
Defined Contribution Plan (Deta
Defined Contribution Plan (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Defined Contribution Plan Disclosure [Line Items] | ||||
Maximum annual contribution per employee, percent | 6.00% | |||
401(k) Defined Contribution Retirement Plan | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Employer matching contribution per one dollar of employee contribution | $ 1 | |||
Contributions made by the employer | $ 5,400,000 | $ 0 | $ 13,300,000 | $ 4,200,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 07, 2021 | Dec. 31, 2020 | Aug. 31, 2020 | Jun. 24, 2019 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 |
Related Party Transaction [Line Items] | |||||||||||
Receivables from related parties | $ 24,708 | $ 0 | $ 0 | $ 24,708 | |||||||
Payable pursuant to tax receivable agreements, related parties | $ 27,173 | 0 | 0 | $ 27,173 | |||||||
Revenue from related parties | 7,013 | $ 0 | 8,193 | $ 0 | |||||||
Interest income, related party | 0 | 29 | 0 | 261 | |||||||
Schlumberger | OneStim | Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of shares issued in business acquisition (in shares) | 66,326,134 | ||||||||||
Ownership percentage | 37.00% | 37.00% | |||||||||
Tax Receivable Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Taxes payable | $ 56,600 | 48,300 | 48,300 | $ 56,600 | |||||||
Schlumberger | Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Payment for property exchange | 4,900 | ||||||||||
Purchases from related party | 6,500 | 26,400 | |||||||||
Schlumberger | Affiliated Entity | Accounts Payable | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due to related parties | 2,600 | 2,600 | |||||||||
Schlumberger | Affiliated Entity | Accrued Liabilities | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due to related parties | 2,200 | 2,200 | |||||||||
Schlumberger | Affiliated Entity | Transaction Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Net working capital minimum threshold | 54,600 | 54,600 | |||||||||
Proceeds from true up payment | $ 8,000 | ||||||||||
Receivables from related parties | 24,700 | 15,800 | 15,800 | 24,700 | |||||||
Fees payable incurred | 0 | 5,700 | |||||||||
Due to related parties | 100 | 100 | |||||||||
Franklin Mountain Energy, LLC | Affiliated Entity | Hydraulic Fracturing Services | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Receivables from related parties | 0 | 0 | |||||||||
Revenue from related parties | $ 7,000 | ||||||||||
Revenue from related parties, percent of total revenue | 1.10% | ||||||||||
Liberty Resources LLC | Affiliated Entity | Hydraulic Fracturing Services | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Revenue from related parties | $ 0 | 0 | 1,200 | 0 | |||||||
Accounts receivable, related parties | 0 | 0 | 0 | 0 | |||||||
Note receivable—related party, less current portion | $ 15,600 | ||||||||||
Interest income, related party | 0 | 300 | |||||||||
Accrued interest receivable, related party | 0 | 0 | 0 | 0 | |||||||
Receivable with imputed interest, effective yield (interest rate) | 13.00% | ||||||||||
Proppant Express Investments, LLC | Affiliated Entity | Administrative Support and Purchase and Lease Proppant Logistics Equipment | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due to related parties | 1,500 | 3,400 | 3,400 | $ 1,500 | |||||||
Leases from related party | $ 3,200 | 2,000 | $ 7,300 | 6,600 | |||||||
Common Stock | R/C Direct And R/C Liberty | Affiliated Entity | Sale Of Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Sale of stock, price per share (in dollars per share) | $ 15.20 | ||||||||||
Shares of Class A Common Stock | Schlumberger | OneStim | Common Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number of shares issued in business acquisition (in shares) | 57,377,232 | ||||||||||
Shares of Class A Common Stock | Common Stock | R/C Direct | Affiliated Entity | Sale Of Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Sale of stock (in shares) | 3,707,187 | ||||||||||
Shares of Class A Common Stock | Common Stock | R/C Liberty | Affiliated Entity | Sale Of Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Sale of stock (in shares) | 8,592,809 | ||||||||||
Shares of Class B Common Stock | R/C IV Non-U.S. LOS Corp | Tax Receivable Agreement | Affiliated Entity | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Stock redeemed (in shares) | 10,269,457 | 4,016,965 | |||||||||
Taxes payable | $ 6,100 | $ 6,100 | |||||||||
Shares of Class B Common Stock | Common Stock | Affiliated Entity | Sale Of Stock | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Stock redeemed (in shares) | 6,918,142 | ||||||||||
Shares of Class B Common Stock | Common Stock | Tax Receivable Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Taxes payable | $ 4,400 | $ 4,400 |
Commitments & Contingencies - P
Commitments & Contingencies - Proppant, Chemical and Rail Car Commitments (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of 2021 | $ 16,430 |
2021 | 16,678 |
2022 | 662 |
2023 | 0 |
2024 | 0 |
Thereafter | 0 |
Other commitment | $ 33,770 |
Commitments & Contingencies - A
Commitments & Contingencies - Additional Information (Details) $ in Millions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2021USD ($)T | Dec. 31, 2020T | |
Schlumberger | ||
Long-term Purchase Commitment [Line Items] | ||
Other commitments, remainder of the year | $ | $ 8.7 | |
Proppant | ||
Long-term Purchase Commitment [Line Items] | ||
Minimum mass required (in tons) | T | 253,975 | 1,580,750 |
Commitments & Contingencies - S
Commitments & Contingencies - Shortfall Fees (Details) - Shortfall Fees $ in Millions | Sep. 30, 2021USD ($) |
Other Commitments [Line Items] | |
Shortfall fees, remainder of 2021 | $ 7.7 |
Shortfall fees in 2022 | 16.7 |
Shortfall fees in 2023 | $ 0.7 |
Selected Quarterly Financial _3
Selected Quarterly Financial Data - Equity Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | $ 1,310,043 | |||
Foreign currency translation | $ (2,287) | $ 0 | 411 | $ 0 |
Net loss | (39,379) | (49,025) | (130,467) | (112,443) |
Ending balance | 1,191,854 | 1,191,854 | ||
Additional Paid in Capital | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 1,274,031 | 435,885 | 1,125,554 | 410,596 |
Exchange of Class B Common Stock for Class A Common Stock | 6,561 | 142,204 | 24,762 | |
Offering Costs | (159) | (938) | ||
Effect of exchange on deferred tax asset, net of liability under tax receivable agreements | 324 | 778 | ||
Other distributions and advance payments to non-controlling interest unitholders | (1) | |||
Stock based compensation expense | 4,201 | 3,385 | 14,335 | 9,557 |
Restricted stock and RSU forfeitures | (9) | |||
RSU Vesting | (3,082) | 472 | ||
Ending balance | 1,278,073 | 446,155 | 1,278,073 | 446,155 |
(Accumulated Deficit) Retained Earnings | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | (61,475) | 94,817 | 23,288 | 143,105 |
Restricted stock and RSU forfeitures | 2 | 2 | 9 | |
Net loss | (38,890) | (34,502) | (123,655) | (78,553) |
Ending balance | (100,365) | 60,317 | (100,365) | 60,317 |
Accumulated Other Comprehensive Income | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 2,454 | 0 | 0 | 0 |
Foreign currency translation | (2,263) | 191 | ||
Ending balance | 191 | 0 | 191 | 0 |
Total Stockholders’ Equity | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 1,216,812 | 531,831 | 1,150,637 | 554,827 |
Exchange of Class B Common Stock for Class A Common Stock | 6,561 | 142,204 | 24,762 | |
Offering Costs | (159) | (938) | ||
Effect of exchange on deferred tax asset, net of liability under tax receivable agreements | 324 | 778 | ||
Other distributions and advance payments to non-controlling interest unitholders | (1) | |||
Stock based compensation expense | 4,201 | 3,385 | 14,335 | 9,557 |
Restricted stock and RSU forfeitures | 2 | 2 | (1) | |
RSU Vesting | 1 | (3,075) | 477 | |
Foreign currency translation | (2,263) | 191 | ||
Net loss | (38,890) | (34,502) | (123,655) | (78,553) |
Ending balance | 1,179,701 | 507,602 | 1,179,701 | 507,602 |
Non-controlling Interest | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 12,622 | 188,126 | 159,406 | 226,665 |
Exchange of Class B Common Stock for Class A Common Stock | (6,561) | (142,204) | (24,762) | |
Offering Costs | 0 | (75) | ||
Other distributions and advance payments to non-controlling interest unitholders | 549 | 1,372 | (255) | |
Stock based compensation expense | 44 | 1,102 | 756 | 3,337 |
Restricted stock and RSU forfeitures | 9 | |||
RSU Vesting | (510) | (879) | ||
Foreign currency translation | (24) | 220 | ||
Net loss | (489) | (14,523) | (6,812) | (33,890) |
Ending balance | 12,153 | 168,693 | 12,153 | 168,693 |
Total Equity | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance | 1,229,434 | 719,957 | 1,310,043 | 781,492 |
Exchange of Class B Common Stock for Class A Common Stock | 0 | 0 | 0 | |
Offering Costs | (159) | (1,013) | ||
Effect of exchange on deferred tax asset, net of liability under tax receivable agreements | 324 | 778 | ||
Other distributions and advance payments to non-controlling interest unitholders | 549 | 1,372 | (256) | |
Stock based compensation expense | 4,245 | 4,487 | 15,091 | 12,894 |
Restricted stock and RSU forfeitures | 2 | 2 | 8 | |
RSU Vesting | 1 | (3,585) | (402) | |
Foreign currency translation | (2,287) | 411 | ||
Net loss | (39,379) | (49,025) | (130,467) | (112,443) |
Ending balance | $ 1,191,854 | $ 676,295 | $ 1,191,854 | $ 676,295 |
Shares of Class A Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 157,952,213 | |||
Ending balance (in shares) | 178,310,595 | 178,310,595 | ||
Shares of Class A Common Stock | Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 178,310,000 | 84,853,000 | 157,952,000 | 81,885,000 |
Beginning balance | $ 1,783 | $ 848 | $ 1,579 | $ 819 |
Exchanges of Class B Common Stock for Class A Common Stock (shares) | 1,013,000 | 19,690,000 | 3,571,000 | |
Exchange of Class B Common Stock for Class A Common Stock | $ 10 | $ 197 | $ 36 | |
Restricted stock and RSU forfeitures | (1) | |||
RSU Vesting | $ 1 | $ 7 | $ 5 | |
Ending balance (in shares) | 178,310,000 | 85,866,000 | 178,310,000 | 85,866,000 |
Ending balance | $ 1,783 | $ 859 | $ 1,783 | $ 859 |
Shares of Class B Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 21,550,282 | |||
Ending balance (in shares) | 1,860,327 | 1,860,327 | ||
Shares of Class B Common Stock | Common Stock | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Beginning balance (in shares) | 1,860,000 | 28,081,000 | 21,550,000 | 30,639,000 |
Beginning balance | $ 19 | $ 281 | $ 216 | $ 307 |
Exchanges of Class B Common Stock for Class A Common Stock (shares) | (1,013,000) | (19,690,000) | (3,571,000) | |
Exchange of Class B Common Stock for Class A Common Stock | $ (10) | $ (197) | $ (36) | |
Ending balance (in shares) | 1,860,000 | 27,068,000 | 1,860,000 | 27,068,000 |
Ending balance | $ 19 | $ 271 | $ 19 | $ 271 |
Subsequent Events (Details)
Subsequent Events (Details) - Revolving Credit Facility - ABL Credit Facility - USD ($) | Oct. 22, 2021 | Sep. 30, 2021 | Sep. 19, 2017 |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 250,000,000 | ||
Subsequent Event | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 350,000,000 | ||
Revolving Line of Credit | |||
Debt Instrument [Line Items] | |||
Line of credit, maturity, number of days prior maturity of another facility | 90 days | ||
Revolving Line of Credit | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Line of credit, maturity, number of days prior maturity of another facility | 90 days | ||
Revolving Line of Credit | Minimum | |||
Debt Instrument [Line Items] | |||
Unused capacity, commitment fee percentage | 0.375% | ||
Revolving Line of Credit | Minimum | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Unused capacity, commitment fee percentage | 0.25% | ||
Revolving Line of Credit | Minimum | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Revolving Line of Credit | Minimum | London Interbank Offered Rate (LIBOR) | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.50% | ||
Revolving Line of Credit | Minimum | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
Revolving Line of Credit | Minimum | Base Rate | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
Revolving Line of Credit | Maximum | |||
Debt Instrument [Line Items] | |||
Unused capacity, commitment fee percentage | 0.50% | ||
Revolving Line of Credit | Maximum | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Unused capacity, commitment fee percentage | 0.375% | ||
Revolving Line of Credit | Maximum | London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.00% | ||
Revolving Line of Credit | Maximum | London Interbank Offered Rate (LIBOR) | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 2.00% | ||
Revolving Line of Credit | Maximum | Base Rate | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.00% | ||
Revolving Line of Credit | Maximum | Base Rate | Subsequent Event | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.00% |
Subsequent Events - PropX Acqui
Subsequent Events - PropX Acquisition (Details) - PropX - Subsequent Event - USD ($) $ / shares in Units, $ in Millions | Oct. 26, 2021 | Oct. 25, 2021 |
Business Acquisition [Line Items] | ||
Cash payment | $ 13.5 | |
Estimated valuation of acquired company | $ 76.5 | |
Average stock closing price period | 30 days | |
Total consideration | $ 104 | |
Liberty LLC Units | ||
Business Acquisition [Line Items] | ||
Number of shares transferred (in shares) | 2,441,010 | |
Common Stock | Shares of Class A Common Stock | ||
Business Acquisition [Line Items] | ||
Number of shares transferred (in shares) | 3,405,526 | |
Stock closing price (in dollars per share) | $ 15.48 | |
Common Stock | Shares of Class B Common Stock | ||
Business Acquisition [Line Items] | ||
Number of shares transferred (in shares) | 2,441,010 |