EARNINGS PER SHARE | EARNINGS PER SHARE Under ASC 260, Earnings per Share ● The treasury stock method, reverse treasury stock method, if-converted method or contingently issuable share method, as applicable, provided a participating security or second class of common stock is a potential common share ● The two-class method, assuming a participating security or second class of common stock is not exercised or converted Quarter and year-to-date periods ended September 30, 2021 The following tables provide a reconciliation of the data used in the calculation of basic and diluted ordinary shares outstanding for the periods described (in US$ thousands except shares and per share amounts): SCHEDULE OF RECONCILIATION OF BASIC AND DILUTED COMMON SHARES OUTSTANDING Date Transaction Detail Change in Shares Quarter ended September 30, 2021 Weighted Average Ordinary Shares Outstanding June 30, 2021 Beginning Balance 91,126,486 August 14, 2021 Restricted Stock Vesting 242,017 123,639 September 30, 2021 Ending Balance 91,250,125 Date Transaction Detail Change in Shares Year-to-date period ended September 30, 2021 Weighted Average Ordinary Shares Outstanding December 31, 2020 Beginning Balance 87,777,553 June 1, 2020 SAPESCO - NESR ordinary share consideration (issued January 14, 2021) (1) 2,237,000 2,237,000 December 31, 2020 SAPESCO - Additional Earn-Out Shares (issued January 14, 2021) (2) 145,039 145,039 February 23, 2021 Restricted Stock Vesting 87,905 70,517 March 16, 2021 Restricted Stock Vesting 316,781 229,753 March 18, 2021 Restricted Stock Vesting 288,329 207,005 December 31, 2020 SAPESCO - Contingently Issuable Shares (contingency resolved at December 31, 2020; all but 7,268 issued on June 8, 2021) (3) 157,702 157,702 March 31, 2021 SAPESCO - Contingently Issuable Shares (contingency resolved at March 31, 2021; issued on June 8, 2021) (3) 113,215 75,891 June 8, 2021 SAPESCO - Customer Receivables Earn-Out Shares (contingency resolved and issued both on June 8, 2021) 2,962 1,237 August 14, 2021 Restricted Stock Vesting 242,017 41,666 September 30, 2021 Ending Balance 90,943,363 (1) Contingently issuable shares are included in basic EPS only when there is no circumstance under which those shares would not be issued; as such 2,237,000 (2) Contingently issuable shares are included in basic EPS only when there is no circumstance under which those shares would not be issued; as such 145,039 (3) Contingently issuable shares are included in basic EPS only when there is no circumstance under which those shares would not be issued; as such 270,917 Quarter ended Year-to-date period ended Undistributed & distributed earnings to common shareholders Common shares EPS Undistributed & distributed earnings to common shareholders Common shares EPS Basic EPS - common shares $ 1,931 91,250,125 $ 0.02 $ 21,224 90,943,364 $ 0.23 Restricted Stock Units - 891,775 - 976,002 Antidilution sequencing - subtotal 1,931 92,141,900 $ 0.02 21,224 91,919,366 $ 0.23 Decrease/(increase) in the fair value of the warrants - - 0 (zero) Private Warrants $5.75 per half share - - 35,540,380 Public Warrants $5.75 per half share 974,586 1,369,132 Antidilution sequencing - subtotal 1,931 93,116,486 $ 0.02 21,224 93,288,498 $ 0.23 Diluted EPS - common shares $ 1,931 93,116,486 $ 0.02 $ 21,224 93,288,498 $ 0.23 Warrants that could be converted into as many as 16,795,604 16,401,058 1,340,984 1,227,646 Quarter and year-to- date periods ended September 30, 2020 The following tables provide a reconciliation of the data used in the calculation of basic and diluted ordinary shares outstanding for the periods described (in US$ thousands except shares and per share amounts): Date Transaction Detail Change in Shares Quarter ended September 30, 2020 June 30, 2020 Beginning Balance 87,495,221 June 1, 2020 Shares to be issued in SAPESCO transaction (Note 5) (1) 2,237,000 2,237,000 August 14, 2020 Vesting of restricted share units 282,332 144,235 September 30, 2020 Ending Balance 89,876,456 (1) Contingently issuable shares are included in basic EPS only when there is no circumstance under which those shares would not be issued; as such 2,237,000 Date Transaction Detail Change in Shares Year-to-date period ended September 30, 2020 December 31, 2019 Beginning Balance 87,187,289 March 18, 2020 Restricted stock vesting 307,932 220,273 June 1, 2020 Shares to be issued in SAPESCO transaction (Note 5) (1) 2,237,000 996,036 August 14, 2020 Restricted stock vesting 282,332 48,429 September 30, 2020 Ending Balance 88,452,027 (1) Contingently issuable shares are included in basic EPS only when there is no circumstance under which those shares would not be issued; as such 2,237,000 Quarter ended Year-to-date period ended Shares for Use in Allocation of Participating Earnings: September 30, 2020 September 30, 2020 Weighted average ordinary shares outstanding 89,876,456 88,452,027 Non-vested, participating restricted shares 869,424 869,424 Shares for use in allocation of participating earnings 90,745,880 89,321,451 Basic earnings per share (EPS): SCHEDULE OF BASIC AND DILUTED EARNINGS PER COMMON SHARE Quarter ended Year-to-date Period Ended September 30, 2020 September 30, 2020 Net income $ 11,666 $ 34,127 Less dividends to: Ordinary Shares - - Non-vested participating shares - - Total Undistributed Earnings $ 11,666 $ 34,127 Quarter ended Year-to-date period ended September 30, 2020 September 30, 2020 Allocation of undistributed earnings to Ordinary Shares $ 11,554 $ 33,795 Allocation of undistributed earnings to Non-vested Shares 112 332 Total Undistributed Earnings $ 11,666 $ 34,127 Quarter ended Year-to-date period ended Ordinary Shares: September 30, 2020 September 30, 2020 Distributed Earnings $ - $ - Undistributed Earnings 0.13 0.38 Total $ 0.13 $ 0.38 Diluted earnings per share (EPS): Quarter ended Year-to-date period ended September 30, 2020 Ordinary shares Undistributed & distributed earnings to ordinary shareholders Ordinary shares EPS Undistributed & distributed earnings to ordinary shareholders Ordinary shares EPS Basic EPS $ 11,554 89,876,456 $ 0.13 $ 33,795 88,452,027 $ 0.38 Add-back: Undistributed earnings allocated to non-vested shareholders 112 - 332 - 0 (zero) Private Warrants $5.75 per half share (anti-dilutive) (1) - - - - 35,540,380 Public Warrants $5.75 per half share (anti-dilutive) (1) - - - - Less: Undistributed earnings reallocated to non-vested shareholders (112 ) - (332 ) - Diluted EPS — Ordinary shares $ 11,554 89,876,456 $ 0.13 $ 33,795 88,452,027 $ 0.38 (1) Non-participating warrants that could be converted into as many as 17,770,190 1,119,905 |