Target Hospitality (TH) 10-K 10 Mar 23 2022 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2022	Mar. 08, 2023	Jun. 30, 2022
Entity Listings [Line Items]
Document Type	10-K
Document Period End Date	Dec. 31, 2022
Entity Registrant Name	TARGET HOSPITALITY CORP.
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		100,963,517
Entity Central Index Key	0001712189
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Public Float			$ 158,952,993
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Entity File Number	001-38343
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	98-1378631
Entity Address, Address Line One	9320 Lakeside Boulevard, Suite 300
Entity Address, City or Town	The Woodlands
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77381
City Area Code	800
Local Phone Number	832-4242
ICFR Auditor Attestation Flag	false
Auditor Name	Ernst & Young LLP
Auditor Firm ID	42
Auditor Location	Houston, Texas
Common Stock [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	TH
Security Exchange Name	NASDAQ
Warrants to purchase common stock [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Warrants to purchase common stock
Trading Symbol	THWWW
Security Exchange Name	NASDAQ

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 181,673	$ 23,406
Accounts receivable, less allowance for doubtful accounts of $4 and $43, respectively	42,153	28,780
Prepaid expenses and other assets	12,553	8,350
Total current assets	236,379	60,536
Specialty rental assets, net	357,129	291,792
Other property, plant and equipment, net	31,898	11,252
Operating lease right-of-use assets, net	27,298
Goodwill	41,038	41,038
Other intangible assets, net	75,182	88,485
Deferred tax asset		14,710
Deferred financing costs revolver, net	896	2,159
Other non-current assets	1,907	3,420
Total assets	771,727	513,392
Current liabilities:
Accounts payable	17,563	11,803
Accrued liabilities	39,642	33,126
Deferred revenue and customer deposits	120,040	27,138
Current portion of operating lease obligations	12,516
Current portion of finance lease and other financing obligations (Note 8)	1,135	729
Total current liabilities	190,896	72,796
Long-term debt (Note 8):
Principal amount	334,500	340,000
Less: unamortized original issue discount	(971)	(1,681)
Less: unamortized term loan deferred financing costs	(4,681)	(8,107)
Long-term debt, net	328,848	330,212
Long-term finance lease and other financing obligations	1,088	696
Long-term operating lease obligations	11,104
Other non-current liabilities	6,309	1,465
Deferred revenue and customer deposits	5,479	7,273
Deferred tax liability	15,172
Asset retirement obligations	2,247	2,079
Warrant liabilities	9,737	1,600
Total liabilities	570,880	416,121
Commitments and contingencies (Note 12)
Stockholders' equity:
Common Stock, $0.0001 par, 400,000,000 authorized, 109,747,366 issued and 100,316,701 outstanding as of December 31, 2022 and 106,367,450 issued and 101,952,683 outstanding as of December 31, 2021.	10	10
Common Stock in treasury at cost, 9,430,665 shares as of December 31, 2022 and 4,414,767 shares as of December 31, 2021.	(23,559)	(23,559)
Additional paid-in-capital	139,287	109,538
Accumulated other comprehensive loss	(2,574)	(2,462)
Accumulated earnings	87,683	13,744
Total stockholders' equity	200,847	97,271
Total liabilities and stockholders' equity	$ 771,727	$ 513,392

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Consolidated Balance Sheets
Allowance for doubtful accounts	$ 4	$ 43
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock shares authorized	400,000,000	400,000,000
Common stock shares issued	109,747,366	106,367,450
Common stock, Number of share outstanding	100,316,701	101,952,683
Treasury stock, shares	9,430,665	4,414,767

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue:
Revenue	$ 333,700	$ 214,400	$ 172,200
Total revenue	501,985	291,337	225,148
Costs:
Depreciation of specialty rental assets	52,833	53,609	49,965
Gross profit	247,128	101,350	57,155
Selling, general and administrative	57,893	46,461	38,128
Other depreciation and amortization	14,832	16,910	15,649
Other expense (income), net	36	880	(723)
Operating income	174,367	37,099	4,101
Interest expense, net	36,323	38,704	40,034
Change in fair value of warrant liabilities	31,735	1,067	(2,347)
Income (loss) before income tax	106,309	(2,672)	(33,586)
Income tax expense (benefit)	32,370	1,904	(8,455)
Net income (loss)	73,939	(4,576)	(25,131)
Other comprehensive income (loss)
Foreign currency translation	(112)	(28)	124
Comprehensive income (loss)	$ 73,827	$ (4,604)	$ (25,007)
Two Class Method:
Weighted average number shares outstanding - basic	97,213,166	96,611,022	96,018,338
Weighted average number shares outstanding - diluted	100,057,748	96,611,022	96,018,338
Net income (loss) per share - basic	$ 0.76	$ (0.05)	$ (0.26)
Net income (loss) per share - diluted	$ 0.74	$ (0.05)	$ (0.26)
Services
Revenue:
Revenue	$ 333,702	$ 203,134	$ 132,430
Costs:
Costs	174,200	120,192	109,185
Specialty rental
Revenue:
Revenue, subject to ASC 840	168,283	76,909	52,960
Costs:
Costs	$ 27,824	16,186	8,843
Construction fee
Revenue:
Revenue		$ 11,294	$ 39,758

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholder's Equity - USD ($) $ in Thousands	Common Stock	Treasury Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Earnings	Total
Beginning Balances at Dec. 31, 2019	$ 10	$ (23,559)	$ 103,178	$ (2,558)	$ 43,451	$ 120,522
Beginning Balances (In Shares) at Dec. 31, 2019	100,840,162	4,414,767
Net income (loss)					(25,131)	(25,131)
Stock-based compensation			3,594			3,594
Stock-based compensation (in shares)	330,753
Shares used to settle payroll tax withholding			(221)			(221)
Cumulative translation adjustment				124		124
Ending Balances at Dec. 31, 2020	$ 10	$ (23,559)	106,551	(2,434)	18,320	98,888
Ending Balances (In shares) at Dec. 31, 2020	101,170,915	4,414,767
Net income (loss)					(4,576)	(4,576)
Stock-based compensation			3,086			3,086
Stock-based compensation (in shares)	781,768
Shares used to settle payroll tax withholding			(99)			(99)
Cumulative translation adjustment				(28)		(28)
Ending Balances at Dec. 31, 2021	$ 10	$ (23,559)	109,538	(2,462)	13,744	97,271
Ending Balances (In shares) at Dec. 31, 2021	101,952,683	4,414,767
Net income (loss)					73,939	73,939
Stock-based compensation			8,245			8,245
Stock-based compensation (in shares)	320,607
Shares used to settle payroll tax withholding			(121)			(121)
Cancelled common stock (in shares)	(5,015,898)	5,015,898
Cumulative translation adjustment				(112)		(112)
Common Stock issued in warrant exchange			21,320			21,320
Common stock issued in warrant exchange (in shares)	2,996,201
Issuance of Common Stock from exercise of warrants			80			80
Issuance of Common Stock from exercise of warrants (in shares)	7,101
Issuance of Common Stock from exercise of stock options			225			225
Issuance of Common Stock from exercise of stock options (in shares)	56,007
Ending Balances at Dec. 31, 2022	$ 10	$ (23,559)	$ 139,287	$ (2,574)	$ 87,683	$ 200,847
Ending Balances (In shares) at Dec. 31, 2022	100,316,701	9,430,665

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net income (loss)	$ 73,939	$ (4,576)	$ (25,131)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation	54,363	55,883	50,870
Amortization of intangible assets	13,302	14,636	14,744
Noncash operating lease expense	10,782
Accretion of asset retirement obligation	168
Accretion of asset retirement obligation		(204)	(389)
Amortization of deferred financing costs	4,689	4,338	3,950
Amortization of original issue discount	711	638	557
Change in fair value of warrant liabilities	31,735	1,067	(2,347)
Stock-based compensation expense	19,242	5,084	3,606
(Gain) loss on sale of specialty rental assets and other property, plant and equipment	(101)	383	(205)
Gain on involuntary conversion			(619)
Deferred income taxes	29,882	469	(8,751)
Provision for loss on receivables, net of recoveries	407	1,630	4,001
Changes in operating assets and liabilities
Accounts receivable	(13,692)	(2,228)	16,267
Related party receivable		1,224	(280)
Prepaid expenses and other assets	(10,120)	(1,156)	(2,549)
Accounts payable and other accrued liabilities	6,371	9,926	1,038
Deferred revenue and customer deposits	91,108	16,040	(7,827)
Operating lease obligation	(8,617)
Other non-current assets and liabilities	1,443	1,445	(154)
Net cash provided by operating activities	305,612	104,599	46,781
Cash flows from investing activities:
Purchase of specialty rental assets	(120,287)	(35,488)	(12,177)
Purchase of property, plant and equipment	(20,556)	(427)	(381)
Proceeds from the sale of specialty rental assets and other property, plant and equipment	615		990
Receipt of insurance proceeds			619
Net cash used in investing activities	(140,228)	(35,915)	(10,949)
Cash flows from financing activities:
Principal payments on finance and finance lease obligations	(1,008)	(4,172)	(11,581)
Proceeds from borrowings on finance and finance lease obligations			13,437
Principal payments on borrowings from ABL	(70,000)	(76,000)	(74,500)
Proceeds from borrowings on ABL	70,000	28,000	42,500
Repayment of Senior Notes	(5,500)
Payment of issuance costs from warrant exchange	(774)
Proceeds from issuance of Common Stock from exercise of warrants	80
Proceeds from issuance of Common Stock from exercise of stock options	225
Restricted shares surrendered to pay tax liabilities	(121)	(99)	(221)
Purchase of treasury stock			(5,318)
Net cash used in financing activities	(7,098)	(52,271)	(35,683)
Effect of exchange rate changes on cash and cash equivalents	(19)	14	(9)
Net increase in cash and cash equivalents	158,267	16,427	140
Cash and cash equivalents - beginning of year	23,406	6,979	6,839
Cash and cash equivalents - end of year	181,673	23,406	6,979
Supplemental Cash Flow Information:
Cash paid for interest, net of amounts capitalized	32,653	33,766	35,600
Income taxes paid, net of refunds received	4,865	765	1,273
Decrease in accrued capital expenditures	1,864	862	$ 3,487
Operating lease liabilities arising from obtaining operating lease assets	32,501
Non-cash investing and financing activity:
Non-cash capital contribution - warrant liabilities from warrant exchange	23,598
Non-cash change in accrued issuance costs from warrant exchange	(1,504)
Non-cash change in finance lease obligations	$ (1,881)	$ (1,780)

Organization and Nature of Oper

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2022
Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies
Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies	1. Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies Organization and Nature of Operations Target Hospitality Corp. (“Target Hospitality” and, together with its subsidiaries, the “Company”) was formed on March 15, 2019 and is one of North America’s largest providers of vertically integrated specialty rental and value-added hospitality services. The Company provides vertically integrated specialty rental and comprehensive hospitality services including: catering and food services, maintenance, housekeeping, grounds-keeping, security, health and recreation services, overall workforce community management, and laundry service. Target Hospitality serves clients in energy and natural resources and government sectors principally located in the West Texas, South Texas, Oklahoma and Midwest regions. The Company, whose securities are listed on the Nasdaq Capital Market, together with its 100% owned subsidiaries, Topaz Holdings LLC, a Delaware limited liability company (“Topaz”), and Arrow Bidco, LLC, a Delaware limited liability company (“Arrow Bidco”), serve as the holding companies for the businesses of Target Logistics Management, LLC and its subsidiaries (“Target” or “TLM”) and RL Signor Holdings, LLC and its subsidiaries (“Signor”). TDR Capital LLP (“TDR Capital” or “TDR”) indirectly owns approximately 65% of Target Hospitality and the remaining ownership is broken out among the founders of the Company’s legal predecessor, Platinum Eagle Acquisition Corp. (“Platinum Eagle” or “PEAC”), investors in Platinum Eagle’s private placement transaction, and other public shareholders. Basis of Presentation The accompanying consolidated financial statements and related notes have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). Use of Estimates The preparation of financial statements in conformity with US GAAP requires the use of estimates and assumptions by management in determining the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. If the underlying estimates and assumptions upon which the financial statements are based change in future periods, actual amounts may differ from those included in the accompanying consolidated financial statements. Principles of Consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries that it controls due to ownership of a majority voting interest. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the Company. All intercompany balances and transactions are eliminated. Summary of Significant Accounting Policies Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents. Receivables and Allowances for Doubtful Accounts Receivables primarily consist of amounts due from customers from the delivery of specialty rental services. The trade accounts receivable is recorded net of an allowance for doubtful accounts. The allowance for doubtful accounts is based upon the amount of losses expected to be incurred in the collection of these accounts. The estimated losses are based upon a review of outstanding receivables, including specific accounts and the related aging, and on historical collection experience. Specific accounts are written off against the allowance when management determines the account is uncollectible. Activity in the allowance for doubtful accounts was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2022 ​ 2021 ​ 2020 Balances at Beginning of Year $ 43 ​ $ 2,977 ​ $ 989 Charges to bad debt expense ​ 1,052 ​ ​ 1,877 ​ ​ 4,821 Recoveries ​ (645) ​ ​ (247) ​ ​ (820) Write-offs ​ (446) ​ ​ (4,564) ​ ​ (2,013) Balances at End of Year $ 4 ​ $ 43 ​ $ 2,977 ​ Charges to bad debt expense, net of recoveries for the period are included within selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss). Prepaid Expenses and Other Assets Prepaid expenses of approximately $8.6 million and $5.0 million at December 31, 2022 and 2021, respectively, primarily consist of insurance, taxes, rent, deposits and permits. Prepaid insurance, rent, and permits are amortized over the related term of the respective agreements. Prepaid taxes are recognized as expense over the related future tax period. Other assets of approximately $3.9 million and $3.4 million at December 31, 2022 and 2021, respectively, primarily consist of $1.9 million and $1.8 million of deposits as of December 31, 2022 and 2021, respectively, and $2.0 million and $1.6 million of hospitality inventory as of December 31, 2022 and 2021, respectively. Inventory, primarily consisting of food and beverages, is accounted for by the first-in, first-out method and is stated at the lower of cost and net realizable value. Concentrations of Credit Risk In the normal course of business, the Company grants credit to its customers based on credit evaluations of their financial condition and generally requires no collateral or other security. Major customers are defined as those individually comprising more than 10.0% of the Company’s revenues or accounts receivable. F or the year ended December 31, 2022, the Company had two customers who accounted for 60.6% and 11.1% of revenues, respectively. The largest customers accounted for 12% and 11% of accounts receivable, respectively, while no other customer accounted for more than 10% of the accounts receivable balance as of December 31, 2022. For the year ended December 31, 2021, the Company had two customers representing 34.7% and 18.9% of total revenues, respectively. The largest customers accounted for 15% and 10% of accounts receivable, respectively, at December 31, 2021. For the year ended December 31, 2020, the Company had two customers representing 28.1% and 18.6% of total revenues, respectively. Major suppliers are defined as those individually comprising more than 10.0% of the annual goods purchased. For the years ended December 31, 2022 and 2021, the Company had one major supplier representing 13.4% and 15.3% of goods purchased, respectively. For the year ended December 31, 2020, the Company had three major suppliers, representing 16.2% , 10.3% , and 10.2% of goods purchased, respectively. The Company provides services almost entirely to customers in the governmental and natural resource industries and as such, are almost entirely dependent upon the continued activity of such customers. Interest Capitalization Interest costs for the construction of certain long-term assets are capitalized by applying the weighted average interest rate applicable to the borrowings of the Company to the average amount of accumulated expenditures outstanding during the construction period. Such capitalized interest costs are depreciated over the related assets’ estimated useful lives. Specialty Rental Assets Specialty rental assets (units, site work and furniture and fixtures comprising lodges) are measured at cost less accumulated depreciation and impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. Costs of improvements and betterments to units are capitalized when such costs extend the useful life of the unit or increase the rental value of the unit. Costs incurred for units to meet a particular customer specification are capitalized and depreciated over the lease term. Maintenance and repair costs are expensed as incurred. Depreciation is computed using the straight-line method over estimated useful lives and considering the residual value of those assets. The estimated useful life of modular units is 15 years . The estimated useful life of site work (above ground and below ground infrastructure) is 5 years . The estimated useful life of furniture and fixtures is 7 years . Assets leased under capital leases are depreciated over the shorter of the lease term or their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Depreciation methods, useful lives and residual values are adjusted prospectively, if a revision is determined to be appropriate. Other Property, Plant, and Equipment Other property, plant, and equipment is stated at cost, net of accumulated depreciation and impairment losses. Assets leased under capital leases are depreciated over the shorter of the lease term or their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Land is not depreciated. Maintenance and repair costs are expensed as incurred. Depreciation is computed using the straight-line method over estimated useful lives, as follows: ​ ​ ​ ​ Buildings 5-15 years Machinery and office equipment 3-5 years Furniture and fixtures 7 years Software 3 years ​ Depreciation methods, useful lives and residual values are reviewed and adjusted prospectively, if appropriate. Business Combinations Business combinations are accounted for using the acquisition method. Consideration transferred for acquisitions is measured at fair value at the acquisition date and includes assets transferred, liabilities assumed and equity issued. Acquisition costs incurred are expensed and included in selling, general and administrative expenses. When the Company acquires a business, the financial assets and liabilities assumed are assessed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions at the acquisition date. Any contingent consideration transferred by the acquirer is recognized at fair value at the acquisition date. Any subsequent changes to the fair value of contingent consideration are recognized in profit or loss. If the contingent consideration is classified as equity, it is not re-measured and subsequent settlement is accounted for within equity. Goodwill The Company evaluates goodwill for impairment at least annually at the reporting unit level. A reporting unit is the operating segment, or one level below that operating segment (the component level) if discrete financial information is prepared and regularly reviewed by segment management. However, components are aggregated as a single reporting unit if they have similar economic characteristics. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the Company’s reporting units that are expected to benefit from the combination. The Company evaluates changes in its reporting structure to assess whether that change impacts the composition of one or more of its reporting units. If the composition of the Company’s reporting units’ changes, goodwill is reassigned between reporting units using the relative fair value allocation approach. The Company performs the annual impairment test of goodwill at October 1. In addition, the Company performs impairment tests during any reporting period in which events or changes in circumstances indicate that impairment may have occurred. To test goodwill for impairment, the Company first performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, the Company then performs a quantitative impairment test. Otherwise, the quantitative impairment test is not required. Under the quantitative impairment test, the Company would compare the estimated fair value of each reporting unit to its carrying value. In assessing the fair value of the reporting units, the Company considers the market approach, the income approach, or a combination of both. Under the market approach, the fair value of the reporting unit is based on quoted market prices of companies comparable to the reporting unit being valued. Under the income approach, the fair value of the reporting unit is based on the present value of estimated cash flows. The income approach is dependent on several significant management assumptions, including estimated future revenue growth rates, gross margin on sales, operating margins, capital expenditures, tax rates and discount rates. If the carrying amount of the reporting unit exceeds the calculated fair value, a loss on impairment is recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Additionally, the Company considers the income tax effect from any tax-deductible goodwill on the carrying amount of the reporting unit, if applicable, when measuring the goodwill impairment charge. Intangible Assets Other Than Goodwill Intangible assets that are acquired by the Company and determined to have an indefinite useful life are not amortized, but are tested for impairment at least annually. The Company’s indefinite-lived intangible assets consist of trade names. The Company calculates fair value by comparing a relief-from-royalty method to the carrying amount of the indefinite-lived intangible asset. This method is used to estimate the cost savings that accrue to the owner of an intangible asset who would otherwise have to pay royalties or license fees on revenues earned through the use of the asset. A loss on impairment would be recorded to the extent the carrying value of the indefinite-lived intangible asset exceeds the fair value. Other intangible assets that have finite useful lives are measured at cost less accumulated amortization and impairment losses, if any. Subsequent expenditures for intangible assets are capitalized only when they increase the future economic benefits embodied in the specific asset to which they relate. Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets. The Company has customer relationship assets with lives ranging from 5 to 9 years. Amortization of intangible assets is included in other depreciation and amortization on the consolidated statements of comprehensive income (loss). Impairment of Long-Lived and Amortizable Intangible Assets Fixed assets including rental equipment and other property, plant and equipment and amortizable intangible assets are reviewed for impairment as events or changes in circumstances occur indicating that the carrying value of the asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset group to future undiscounted cash flows, without interest charges, expected to be generated by the asset group. If future undiscounted cash flows, without interest charges, exceed the carrying amount of an asset, no impairment is recognized. If management determines that the carrying value cannot be recovered based on estimated future undiscounted cash flows, without interest charges, over the shorter of the asset’s estimated useful life or the expected holding period, an impairment loss would be recorded based on the estimated fair value of the asset. Assets Held for Sale Management considers an asset to be held for sale when management approves and commits to a formal plan to actively market the asset for sale and it is probable that the sale will be completed within twelve months. A sale may be considered probable when a signed sales contract and significant non-refundable deposit or contract break-up fee exist. Upon designation as held for sale, management records the carrying value of the asset at the lower of its carrying value or its estimated fair value, less estimated costs to sell, and management stops recording depreciation expense. As of December 31, 2022, no assets were considered held for sale. Other Non-Current Assets Other non-current assets primarily consist of capitalized software implementation costs for the implementation of cloud computing systems primarily during 2020 and 2019. The Company capitalizes expenditures related to the implementation of cloud computing software as incurred during the application development stage. Such capitalized costs are amortized to selling, general, and administrative expenses over the term of the cloud computing hosting arrangement, including reasonably certain renewals, beginning when the module or component of the hosting arrangement is ready for its intended use. Deferred Financing Costs Revolver, net Deferred financing costs revolver are associated with the issuance of the ABL Facility and the Algeco ABL facility (“Algeco ABL Facility”) discussed in Note 8. Such costs are amortized over the contractual term of the line-of-credit through initial maturity using the straight-line method. Amortization expense of deferred financing costs revolver is included in interest expense, net in the consolidated statement of comprehensive income (loss). Term Loan Deferred Financing Costs Term loan deferred financing costs are associated with the issuance of the 2024 Senior Secured Notes discussed in Note 8. The Company presents unamortized deferred financing costs as a direct deduction from the principal amount of the 2024 Senior Secured Notes on the consolidated balance sheets. Such costs are deferred and amortized over the term of the debt based on the effective interest rate method. Original Issuance Discounts Debt original discounts are associated with the issuance of the 2024 Senior Secured Notes discussed in Note 8 and are recorded as direct deductions to the principal amount of the 2024 Senior Secured Notes on the consolidated balance sheets. Debt discounts are deferred and amortized over the term of the debt based on the effective interest rate method. Asset Retirement Obligations The Company recognizes asset retirement obligations (“AROs”) related to legal obligations associated with the operation of the Company’s specialty rental assets. The fair values of these AROs are recorded on a discounted basis, at the time the obligation is incurred and accreted over time for the change in present value over the expected timing of settlement. Changes in the expected timing or amount of settlement are recognized in the period of change as an increase or decrease in the carrying amount of the ARO and related asset retirement costs with decreases in excess of the carrying value of the related asset retirement cost being recognized in the consolidated statement of comprehensive income (loss). The Company capitalizes asset retirement costs by increasing the carrying amount of the related long-lived assets and depreciating these costs over the remaining useful life. The carrying amount of AROs included in the consolidated balance sheets were $2.2 million and $2.1 million as of December 31, 2022 and 2021, respectively, which represents the present value of the estimated future cost of these AROs of approximately $2.7 million. Accretion expense of approximately $0.2 million, ($0.2) million and ($0.4) million was recognized in specialty rental costs in the accompanying consolidated statements of comprehensive income (loss) for the years ended December 31, 2022, 2021 and 2020, respectively. Foreign Currency Transactions and Translation The Company’s reporting currency is the US Dollar (USD). Exchange rate adjustments resulting from foreign currency transactions are recognized in profit or loss, whereas effects resulting from the translation of financial statements are reflected as a component of accumulated other comprehensive loss, a component of equity. The assets and liabilities of subsidiaries whose functional currency is different from the USD are translated into USD at exchange rates at the reporting date and revenue and expenses are translated using average exchange rates for the respective period. Foreign exchange gains and losses arising from a receivable or payable to a consolidated Company entity, the settlement of which is neither planned nor anticipated in the foreseeable future, are considered to form part of a net investment in the Company entity and are included within accumulated other comprehensive loss. Revenue Recognition The Company derives revenue from specialty rental and hospitality services, specifically lodging and related ancillary services. Revenue is recognized in the period in which lodging and services are provided pursuant to the terms of contractual relationships with the customers. Certain arrangements contain a lease of lodging facilities to customers. The leases are accounted for as an operating lease under the authoritative guidance for leases and are recognized as income is earned over the term of the lease agreement. Because performance obligations related to specialty rental and hospitality services are satisfied over time, the majority of our revenue is recognized on a daily basis, for each night a customer stays, at a contractual day rate. Our customers typically contract for accommodation services under committed contracts with terms that most often range from several months to multiple years. Our payment terms vary by type and location of our customer and the service offered. The time between invoicing and when payment is due is not significant. When lodging and services are billed and collected in advance, recognition of revenue is deferred until services are rendered. Certain of the Company’s contractual arrangements allow customers the ability to use paid but unused lodging and services for a specified period. The Company recognizes revenue for these paid but unused lodging and services as they are consumed, as it becomes probable the lodging and services will not be used, or upon expiration of the specified term. Cost of services includes labor, food, utilities, supplies, rent and other direct costs associated with operating the lodging units. Cost of rental includes leasing costs and other direct costs of maintaining the lodging units. Costs associated with contracts includes sales commissions which are expensed as incurred and reflected in selling, general and administrative expenses in the consolidated statements of comprehensive income (loss). The Company recognizes revenue associated with community construction using the percentage of completion method with progress towards completion measured using the cost-to-cost method as the basis to recognize revenue. Management believes this cost-to-cost method is the most appropriate measure of progress to the satisfaction of a performance obligation on the community construction. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions, estimated profitability and final contract settlements may result in revisions to projected costs and revenue and are recognized in the period in which the revisions to estimates are identified and the amounts can be reasonably estimated. Factors that may affect future project costs and margins include weather, production efficiencies, availability and costs of labor, materials and subcomponents. Revenues associated with community construction using the percentage of completion method are reflected as construction fee income in the consolidated statements of comprehensive income (loss). Additionally, the Company collects sales, use, occupancy and similar taxes, which the Company presents on a net basis (excluded from revenues) in the consolidated statements of comprehensive income (loss). Fair Value Measurements A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The inputs are prioritized into three levels that may be used to measure fair value: Level 1: Inputs that reflect quoted prices for identical assets or liabilities in active markets that are observable. Level 2: Inputs that reflect quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3: Inputs that are unobservable to the extent that observable inputs are not available for the asset or liability at the measurement date. Income Taxes The Company’s operations are subject to U.S. federal, state and local, and foreign income taxes. The Company accounts for income taxes under the liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent that it is more likely than not that these assets will be realized. In making such determination, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent results of operations. Valuation allowances are recorded to reduce the deferred tax assets to an amount that will more likely than not be realized. When a valuation allowance is established or there is an increase in an allowance in a reporting period, tax expense is generally recorded in the Company’s consolidated statements of comprehensive income (loss). In accordance with applicable authoritative guidance, the Company accounts for uncertain income tax positions using a benefit recognition model with a two-step approach; a more-likely-than-not recognition criterion; and a measurement approach that measures the position as the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement. If it is not more-likely-than-not that the benefit of the tax position will be sustained on its technical merits, no benefit is recorded. Uncertain tax positions that relate only to timing of when an item is included on a tax return are considered to have met the recognition threshold. The Company classifies interest and penalties related to uncertain tax positions within income tax expense. Warrant Liabilities W e evaluated under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity , and concluded that they do not meet the criteria to be classified in stockholders’ equity. Specifically, the provisions in the Private Warrant agreement provide for potential changes to the settlement amounts dependent upon the characteristics of the warrant holder and because the holder of a warrant is not an input into the pricing of a fixed-for-fixed option on equity shares, such a provision would preclude the warrant from being classified in equity. Since the Private Warrants meet the definition of a derivative under ASC 815, we recorded these Private Warrants as liabilities on the balance sheet at fair value, with subsequent changes in their respective fair values recognized in the consolidated statements of comprehensive income (loss) at each reporting date. The fair value adjustments were determined by using a Black-Scholes option-pricing model based on inputs less observable in the marketplace as described in Note 11 . The Private Warrants are deemed equity instruments for income tax purposes, and accordingly, there is no tax accounting related to changes in the fair value of the Private Warrants recognized. Stock-Based Compensation The Company sponsors an equity incentive plan, the Target Hospitality Corp. 2019 Incentive Award Plan, as amended (the “Plan”), in which certain employees and non-employee directors participate. The Plan is administered by the compensation committee of the board of directors of the Company (the “Compensation Committee”). The Company measures the cost of services received in exchange for an award of equity instruments (typically restricted stock unit awards (“RSUs”), performance stock unit awards (“PSUs”) and stock options) based on the grant-date fair value of the awards issued under the Plan that are equity classified. Liability classified RSUs are valued based on the fair value of the stock at each reporting period until the date of settlement or until they become equity classified, whichever occurs first, with changes in fair value recognized as increases or decreases in stock-based compensation expense in the accompanying consolidated statements of comprehensive income (loss) each reporting period over the period during which an employee or non-employee director is required to provide service in exchange for the awards, usually the vesting period. The fair value of the stock options is calculated using the Black-Scholes option-pricing model and the fair value of the PSUs that are based on market conditions (“Market-Based PSUs”) are calculated using a Monte Carlo simulation while the fair value of the RSUs and performance-based PSUs not based on market conditions (“Performance-Based PSUs”) are calculated based on the Company’s share price on the grant-date and the assessment of the probability of achieving defined performance measures for Performance-Based PSUs. The resulting compensation expense is recognized over the period during which an employee or non-employee director is required to provide service in exchange for the awards, usually the vesting period. Similarly, for time-based awards subject to graded vesting, compensation expense is recognized on a straight-line basis over the service period. For Market-Based PSUs, the probability of satisfying a market condition is considered in the estimation of the grant-date fair value for Market-Based PSUs and the compensation cost is not reversed if the market condition is not achieved, provided the requisite service has been provided. Forfeitures are accounted for as they occur. The Plan also includes Stock Appreciation Rights awards (“SARs”) issued to certain of the Company’s executive officers and other employees. Each SAR represents a contingent right to receive, upon vesting, payment in cash or the Company’s Common Stock, as determined by the compensation committee, in an amount equal to the difference between (a) the fair market value of a Common Share on the date of exercise, over (b) the grant date price. Under the authoritative guidance for stock-based compensation, these SARs are considered liability-based awards that are included in accrued liabilities and other non-current liabilities in the consolidated balance sheets at fair value and are remeasured at fair value each reporting period until the date of settlement using the Black-Scholes option pricing model. Changes in the estimated fair value of the SARs along with the resulting cost is recognized as increases or decreases in stock-based compensation expense in the accompanying consolidated statements of comprehensive income (loss) each reporting period over the period during which an employee is required to provide service in exchange for the SARs, usually the vesting period. Forfeitures are accounted for as they occur. Refer to Note 18 for further details of activity related to the Plan. Treasury Stock Treasury stock is reflected as a reduction of stockholders’ equity at cost. We use the weighted average purchase price to determine the cost of treasury stock that is reissued, if any. Recently Adopted Accounting Standards In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (ASC 840) The Company adopted Topic 842, along with its related clarifications and amendments, on the effective date of January 1, 2022 to be presented in the consolidated financial statements for the year ended December 31, 2022 in this Annual Report on Form 10-K using the modified retrospective transition approach, whereby the Company elected the transition option to the new standard that allows entities to apply the transition provisions of th

Revenue

Revenue	12 Months Ended
	Dec. 31, 2022
Revenue
Revenue	2. Revenue Total revenue under contracts recognized under Topic 606 was approximately $333.7 million for the year ended December 31, 2022, while $168.3 million was specialty rental income subject to the guidance of ASC 842 for the year ended December 31, 2022. Total revenue under contracts recognized under Topic 606 was $214.4 million for the year ended December 31, 2021, while $76.9 million was specialty rental income subject to the guidance of ASC 840 for the year ended December 31, 2021. Total revenue under contracts recognized under Topic 606 was $172.2 million for the year ended December 31, 2020, while $53.0 million was specialty rental income subject to the guidance of ASC 840 for the year ended December 31, 2020. The following table disaggregates our services and construction fee revenues by our four reportable segments as well as the All Other category: HFS – South, HFS – Midwest, Government, TCPL Keystone, and All Other for the years indicated below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ 2022 ​ 2021 ​ 2020 Hospitality & Facilities Services – South ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 126,135 ​ $ 108,183 ​ $ 98,888 Total Hospitality & Facilities Services – South revenues ​ ​ 126,135 ​ ​ 108,183 ​ ​ 98,888 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Hospitality & Facilities Services – Midwest ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 6,168 ​ $ 4,150 ​ $ 6,605 Total Hospitality & Facilities Services – Midwest revenues ​ ​ 6,168 ​ ​ 4,150 ​ ​ 6,605 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Government ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 198,249 ​ $ 88,115 ​ $ 23,538 Total Government revenues ​ ​ 198,249 ​ ​ 88,115 ​ ​ 23,538 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ TCPL Keystone ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ - ​ $ 989 ​ $ 2,153 Construction fee income ​ ​ - ​ ​ 11,294 ​ ​ 39,758 Total TCPL Keystone revenues ​ ​ - ​ ​ 12,283 ​ ​ 41,911 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ All Other ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 3,150 ​ $ 1,696 ​ $ 1,247 Total All Other revenues ​ ​ 3,150 ​ ​ 1,696 ​ ​ 1,247 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total services and construction fee revenues ​ $ 333,702 ​ $ 214,427 ​ $ 172,189 ​ On July 23, 2021, the Company executed a Termination and Settlement Agreement with TC Energy (the “Termination and Settlement Agreement”), which effectively terminated the Company’s contract with TC Energy that was originated in 2013. The Termination and Settlement Agreement also released the Company from any outstanding work performance obligations under the 2013 contract (including all change orders, limited notices to proceed, and amendments). Additionally, the Termination and Settlement Agreement resulted in an agreed upon termination fee of approximately $5.0 million that was collected in cash on July 27, 2021. This Termination and Settlement Agreement also resulted in the recognition of approximately $4.9 million of deferred revenue as of the effective date of the Termination and Settlement Agreement. All such revenue is recognized in construction fee income within the TCPL Keystone segment included in the above table as well as in the accompanying consolidated statements of comprehensive income (loss) for the year ended December 31, 2022. No further revenue will be generated from the 2013 contract and as of December 31, 2022, there are no unrecognized deferred revenue amounts or costs for incomplete projects related to this contract following such termination. The Company routinely monitors the financial stability of our customers, which involves a high degree of judgment in assessing customers’ historical time to pay, financial condition and various customer-specific factors. Contract Assets and Liabilities We do not have any contract assets. Contract liabilities primarily consist of deferred revenue that represent payments for room nights that the customer may use in the future as well as an advanced payments for community builds, and mobilization of asset activities related to community expansions that are being recognized over the related contract period. Activity in the deferred revenue accounts as of the dates indicated below was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ 2022 ​ 2021 ​ 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balances at Beginning of Year ​ $ 34,411 ​ $ 18,371 ​ $ 26,199 Additions to deferred revenue ​ ​ 172,760 ​ ​ 127,391 ​ ​ 12,907 Revenue recognized ​ ​ (81,652) ​ ​ (111,351) ​ ​ (20,735) Balances at End of Year ​ $ 125,519 ​ $ 34,411 ​ $ 18,371 ​ As of December 31, 2022, for contracts greater than one year, the following table discloses the estimated revenues related to performance obligations that are unsatisfied (or partially unsatisfied) and when we expect to recognize the revenue, and only represents revenue expected to be recognized from contracts where the price and quantity of the product or service are fixed (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ 2023 2024 2025 2026 ​ Total Revenue expected to be recognized as of December 31, 2022 ​ $ 181,759 ​ $ 19,068 ​ $ 18,775 ​ $ 14,044 ​ $ 233,646 ​ The Company applied some of the practical expedients in Topic 606, including the “right to invoice” practical expedient, and does not disclose consideration for remaining performance obligations with an original expected duration of one year or less or for variable consideration related to unsatisfied (or partially unsatisfied) performance obligations. Due to the application of these practical expedients, the table above represents only a portion of the Company’s expected future consolidated revenues and it is not necessarily indicative of the expected trend in total revenues.

Specialty Rental Assets, Net

Specialty Rental Assets, Net	12 Months Ended
	Dec. 31, 2022
Specialty Rental Assets, Net
Specialty Rental Assets, Net	3. Specialty Rental Assets, Net Specialty rental assets, net at the dates indicated below consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Specialty rental assets ​ $ 698,095 ​ $ 582,527 Construction-in-process ​ 4,653 ​ 3,557 Less: accumulated depreciation ​ (345,619) ​ (294,292) Specialty rental assets, net ​ $ 357,129 ​ $ 291,792 ​ There were no specialty rental assets under finance lease as of as of December 31, 2022 and 2021, respectively. Depreciation expense of these assets is presented in depreciation of specialty rental assets in the accompanying consolidated statements of comprehensive income (loss). During the year ended December 31, 2020, the Company disposed of assets with accumulated depreciation of approximately $9 million along with the related gross cost of approximately $10 million. These disposals were associated with a sale of assets with a net book value of approximately $0.8 million as well as fully depreciated asset retirement costs. The asset sale resulted in a loss on the sale of assets of approximately $0.1 million and is reported within other expense (income), net in the accompanying consolidated statements of comprehensive income (loss) for the year ended December 31, 2020. On October 1, 2021, the Company purchased a group of assets consisting primarily of modular units for $6.2 million, which was funded by cash on hand as of the acquisition date. The assets were previously leased from the seller to service the Company’s Government segment, and effective with the purchase, the lease was terminated. These assets are included in the Specialty rental assets group in the table above and will continue to be used in the Company’s Government segment discussed in Note 20. No personnel were assumed as a part of this transaction. In September of 2022, the Company purchased land and specialty rental assets (modular units, site work, and furniture & fixtures) for approximately $22.3 million, of which approximately $18.7 million is included within this assets group, to support growth of the Government segment discussed in Note 20, which was funded by cash on hand. The acquisition was accounted for as an asset acquisition. The Company allocated the total purchase price to identifiable tangible assets based on their relative fair values, which resulted in the entire purchase price being allocated to land and specialty rental assets as noted above. No personnel were assumed as a part of this transaction.

Other Property, Plant and Equip

Other Property, Plant and Equipment, Net	12 Months Ended
	Dec. 31, 2022
Other Property, Plant and Equipment, Net
Other Property, Plant and Equipment, Net	4. Other Property, Plant and Equipment, Net Other property, plant, and equipment, net at the dates indicated below, consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Land ​ $ 28,483 ​ $ 9,163 Buildings and leasehold improvements ​ 769 ​ 191 Machinery and office equipment ​ 1,581 ​ 1,300 Other ​ 7,341 ​ 5,347 ​ ​ 38,174 ​ 16,001 Less: accumulated depreciation ​ (6,276) ​ (4,749) Total other property, plant and equipment, net ​ $ 31,898 ​ $ 11,252 ​ Depreciation expense related to other property, plant and equipment was approximately $1.5 million, $2.3 million and $0.9 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is included in other depreciation and amortization in the consolidated statements of comprehensive income (loss). Included in other property, plant and equipment, net are certain assets under finance lease. The gross cost of the assets under finance lease was approximately $5.0 million and $3.1 million as of December 31, 2022 and 2021, respectively. The accumulated depreciation related to assets under capital leases totaled approximately $2.6 million and $1.6 million as of December 31, 2022 and 2021, respectively. Such amounts under finance lease are included in the other category in the above table as of December 31, 2022 and 2021, respectively. In June of 2022, the Company purchased land for approximately $15.5 million to support growth of the Government segment, which was funded by cash on hand. The land is included in the other property, plant and equipment assets group in the table above. In September of 2022, the Company purchased land and specialty rental assets (modular units, site work, and furniture & fixtures) for approximately $22.3 million, of which approximately $3.6 million is included within this assets group for the land, to support growth of the Government segment discussed in Note 20, which was funded by cash on hand. The acquisition was accounted for as an asset acquisition. The Company allocated the total purchase price to identifiable tangible assets based on their relative fair values, which resulted in the entire purchase price being allocated to land and specialty rental assets as noted above. No personnel were assumed as a part of this transaction.

Goodwill and Other Intangible A

Goodwill and Other Intangible Assets, net	12 Months Ended
	Dec. 31, 2022
Goodwill and Other Intangible Assets, net
Goodwill and Other Intangible Assets, net	5. Goodwill and Other Intangible Assets, net The financial statements reflect goodwill from previous acquisitions that is all attributable to the HFS – South business segment and reporting unit. Changes in the carrying amount of goodwill were as follows: ​ ​ ​ ​ ​ ​ HFS – South Balance at December 31, 2020 ​ $ 41,038 Changes in Goodwill ​ ​ - Balance at December 31, 2021 ​ ​ 41,038 Changes in Goodwill ​ ​ - Balance at December 31, 2022 ​ $ 41,038 ​ In connection with our annual assessment on October 1, we performed a qualitative assessment based on information currently available in determining if it was more likely than not that the fair value of the Company’s HFS – South reporting unit was less than the carrying amount. This assessment considered various factors, including changes in the carrying value of the reporting unit, forecasted operating results, other qualitative key events and circumstances, including the macroeconomic environment, the industry, market conditions, cost factors, and events specific to the reporting unit. Based on the results of this qualitative assessment, management concluded that it is not more likely than not that the fair value of the Company's HFS – South reporting unit was less than its carrying amount. Intangible assets other than goodwill at the dates indicated below consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ ​ Weighted ​ Gross ​ ​ ​ ​ ​ ​ ​ average ​ Carrying ​ Accumulated ​ Net Book ​ remaining lives Amount Amortization Value Intangible assets subject to amortization ​ ​ ​ Customer relationships 4.6 ​ $ 128,907 ​ $ (70,125) ​ $ 58,782 Total ​ ​ ​ ​ 128,907 ​ ​ (70,125) ​ ​ 58,782 Indefinite lived assets: ​ ​ ​ Tradenames ​ 16,400 ​ — ​ 16,400 Total intangible assets other than goodwill ​ $ 145,307 ​ $ (70,125) ​ $ 75,182 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ ​ Weighted ​ Gross ​ ​ ​ ​ ​ ​ ​ average ​ Carrying ​ Accumulated ​ Net Book ​ remaining lives Amount Amortization Value Intangible assets subject to amortization ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Customer relationships 5.6 $ 128,907 $ (56,822) $ 72,085 Total ​ ​ ​ ​ 128,907 ​ ​ (56,822) ​ ​ 72,085 Indefinite lived assets: ​ ​ ​ Tradenames ​ 16,400 ​ — ​ 16,400 Total intangible assets other than goodwill ​ $ 145,307 ​ $ (56,822) ​ $ 88,485 ​ During the year ended December 31, 2022, certain customer relationship intangible assets became fully amortized. The aggregate amortization expense for intangible assets subject to amortization was $13.3 million, $14.6 million and $14.7 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is included in other depreciation and amortization in the consolidated statements of comprehensive income (loss). The estimated aggregate amortization expense as of December 31, 2022 for each of the next five years and thereafter is as follows: ​ ​ ​ ​ 2023 $ 12,881 2024 ​ 12,881 2025 ​ 12,881 2026 ​ 12,285 2027 ​ 7,676 Thereafter ​ 178 Total $ 58,782 ​

Other Non-Current Assets

Other Non-Current Assets	12 Months Ended
	Dec. 31, 2022
Other Non-Current Assets
Other Non-Current Assets	6. Other Non-Current Assets Other non-current assets include capitalized software implementation costs for the implementation of cloud computing systems. As of the dates indicated below, capitalized implementation costs and related accumulated amortization in other non-current assets on the consolidated balance sheets amounted to the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Cloud computing implementation costs ​ $ 7,198 ​ $ 7,198 Less: accumulated amortization ​ (5,357) ​ (3,844) Other non-current assets ​ $ 1,841 ​ $ 3,354 ​ Such systems were placed into service beginning January of 2020 at which time the Company began to amortize these capitalized costs on a straight-line basis over the period of the remaining service arrangements of between 2 and 4 years . Such amortization expense amounted to approximately $1.5 million, $2.2 million, and $1.7 for the years ended December 31, 2022, 2021, and 2020, respectively and is included in selling, general and administrative expense in the accompanying consolidated statements of comprehensive income (loss).

Accrued Liabilities

Accrued Liabilities	12 Months Ended
	Dec. 31, 2022
Accrued Liabilities.
Accrued Liabilities	7. Accrued Liabilities Accrued liabilities as of the dates indicated below consists of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Employee accrued compensation expense ​ $ 11,873 ​ $ 12,473 Other accrued liabilities ​ 18,230 ​ 11,033 Accrued interest on debt ​ ​ 9,539 ​ ​ 9,620 Total accrued liabilities ​ $ 39,642 ​ $ 33,126 ​ Other accrued liabilities in the above table relates primarily to accrued utilities, rent, real estate and sales taxes, state income taxes, liability-based stock compensation awards (see Note 18), and other accrued operating expenses.

Debt

Debt	12 Months Ended
	Dec. 31, 2022
Debt
Debt	8. Debt Senior Secured Notes 2024 On March 15, 2019, Arrow Bidco issued $340 million in aggregate principal amount of 9.50% senior secured notes due March 15, 2024 (the “2024 Senior Secured Notes” or “Notes”) under an indenture dated March 15, 2019 (the “Indenture”). The Indenture was entered into by and among Arrow Bidco, the guarantors named therein (the “Note Guarantors”), and Deutsche Bank Trust Company Americas, as trustee and as collateral agent. Interest is payable semi-annually on September 15 and March 15 and began September 15, 2019. During the year ended December 31, 2022, the Company made an elective repayment of approximately $5.5 million on the Notes. Refer to table below for a description of the amounts related to the Notes. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Principal ​ Unamortized Original Issue Discount ​ Unamortized Deferred Financing Costs 9.50% Senior Secured Notes, due 2024 ​ $ 334,500 ​ $ 971 ​ $ 4,681 ​ If Arrow Bidco undergoes a change of control or sells certain of its assets, Arrow Bidco may be required to offer to repurchase the Notes. On or after March 15, 2021, Arrow Bidco at its option, may redeem the Notes, in whole or part, upon not less than fifteen (15) and not more than sixty (60) days’ prior written notice to holders and not less than twenty (20) days’ prior written notice to the trustee (or such shorter timeline as the trustee may agree), at the redemption price expressed as percentage of principal amount set forth below, plus accrued and unpaid interest thereon but not including the applicable redemption date (subject to the right of Note holders on the relevant record date to receive interest due on an interest payment date falling on or prior to the redemption date), if redeemed during the 12-month period beginning March 15 of each of the years set below. ​ ​ ​ ​ ​ ​ Redemption Year Price 2022 ​ 102.375% 2023 and thereafter ​ 100.000% ​ The Notes are unconditionally guaranteed by Topaz and each of Arrow Bidco’s direct and indirect wholly-owned domestic subsidiaries (collectively, the “Note Guarantors”). Target Hospitality is not an issuer or a guarantor of the Notes. The Note Guarantors are either borrowers or guarantors under the ABL Facility. To the extent lenders under the ABL Facility release the guarantee of any Note Guarantor, such Note Guarantor is also released from obligations under the Notes. These guarantees are secured by a second priority security interest in substantially all of the assets of Arrow Bidco and the Note Guarantors (subject to customary exclusions). The guarantees of the Notes by TLM Equipment, LLC, a Delaware limited liability company (“TLM Equipment LLC”) which holds certain of Target Hospitality’s assets, are subordinated to its obligations under the ABL Facility (as defined below). The Notes contain certain negative covenants, including limitations that restrict Arrow Bidco’s ability and the ability of certain of its subsidiaries, to directly or indirectly, create additional financial obligations. With certain specified exceptions, these negative covenants prohibit Arrow Bidco and certain of its subsidiaries from: creating or incurring additional debt; paying dividends or making any other distributions with respect to its capital stock; making loans or advances to Arrow Bidco or any restricted subsidiary of Arrow Bidco; selling, leasing or transferring any of its property or assets to Arrow Bidco or any restricted subsidiary of Arrow Bidco; directly or indirectly creating, incurring or assuming any lien of any kind securing debt on the collateral; or entering into any sale and leaseback transaction. In connection with the issuance of the Notes, there was an original issue discount of $3.3 million and the unamortized balance of $1.0 million is presented on the face of the consolidated balance sheet as of December 31, 2022 as a reduction of the principal. The discount is amortized over the life of the Notes using the effective interest method. Arrow Bidco’s ultimate parent, Target Hospitality, has no significant independent assets or operations except as included in the guarantors of the Senior Secured Notes, the guarantees under the Notes are full and unconditional and joint and several, and any subsidiaries of Target Hospitality that are not subsidiary guarantors of the Notes are minor. There are also no significant restrictions on the ability of Target Hospitality or any guarantor to obtain funds from its subsidiaries by dividend or loan. See discussion of certain negative covenants above. Therefore, pursuant to the SEC Rules, no individual guarantor financial statement disclosures are deemed necessary. Finance Lease and Other Financing Obligations The Company’s finance lease and other financing obligations as of December 31, 2022 consisted of $2.2 million of finance leases. The finance leases pertain to leases entered into during 2019 through 2022, for commercial-use vehicles with 36-month terms expiring through 2025. Refer to Note 13 for further discussion of finance leases, including the weighted average discount rate applicable to these finance leases. The Company’s finance lease and other financing obligations as of December 31, 2021, primarily consisted of $1.4 million of finance leases related to commercial-use vehicles with the same terms as described above. ABL Facility On March 15, 2019 (the “Closing Date”), Topaz, Arrow Bidco, Target, Signor and each of their domestic subsidiaries entered into an ABL credit agreement that provides for a senior secured asset based revolving credit facility in the aggregate principal amount of up to $125 million (the “ABL Facility”). The historical debt of Arrow Bidco, Target and their respective subsidiaries under the Algeco ABL Facility was settled on March 15, 2019. During the year ended December 31, 2021, the Company repaid a net amount of $48 million of borrowings under the ABL Facility from excess cash available, which reduced the outstanding balance to $0 as of December 31, 2021. During the year ended December 31, 2022, $70 million was drawn and $70 million was repaid on the ABL Facility resulting in an outstanding balance of $0 as of December 31, 2022. Borrowings under the ABL Facility, at the relevant borrower’s (the borrowers under the ABL Facility, the “ABL Borrowers”) option, bear interest at either (1) an adjusted LIBOR or (2) a base rate, in each case plus an applicable margin. The applicable margin is 2.50% with respect to LIBOR borrowings and 1.50% with respect to base rate borrowings. Commencing at the completion of the first full fiscal quarter after the Closing Date, the applicable margin for borrowings under the ABL Facility is subject to one step-down of 0.25% and one step-up of 0.25%, based on achieving certain excess availability levels with respect to the ABL Facility. The ABL Facility provides borrowing availability of an amount equal to the lesser of (i) (a) $125 million and (b) the Borrowing Base (defined below) (the “Line Cap”). The Borrowing Base is, at any time of determination, an amount (net of reserves) equal to the sum of: ● 85% of the net book value of the Borrowers’ eligible accounts receivables, plus ● the lesser of (i) 95% of the net book value of the Borrowers’ eligible rental equipment and (ii) 85% of the net orderly liquidation value of the Borrowers’ eligible rental equipment, minus ● customary reserves The ABL Facility includes borrowing capacity available for standby letters of credit of up to $15 million and for ‘‘swingline’’ loan borrowings of up to $15 million. Any issuance of letters of credit or making of a swingline loan will reduce the amount available under the ABL Facility. In addition, the ABL Facility will provide the Borrowers with the option to increase commitments under the ABL Facility in an aggregate amount not to exceed $75 million plus any voluntary prepayments that are accompanied by permanent commitment reductions under the ABL Facility. The termination date of the ABL Facility is September 15, 2023. The obligations under the ABL Facility are unconditionally guaranteed by Topaz and each existing and subsequently acquired or organized direct or indirect wholly-owned U.S. organized restricted subsidiary of Arrow Bidco (together with Topaz, the “ABL Guarantors”), other than certain excluded subsidiaries. The ABL Facility is secured by (i) a first priority pledge of the equity interests of Topaz, Arrow Bidco, Target, and Signor (the “Borrowers) and of each direct, wholly-owned US organized restricted subsidiary of any Borrower or any ABL Guarantor, (ii) a first priority pledge of up to 65% of the voting equity interests in each non-US restricted subsidiary of any Borrower or ABL Guarantor and (iii) a first priority security interest in substantially all of the assets of the Borrower and the ABL Guarantors (in each case, subject to customary exceptions). The ABL Facility requires the Borrowers to maintain a (i) minimum fixed charge coverage ratio of 1.00:1.00 and (ii) maximum total net leverage ratio of 4.00:1.00, at any time when the excess availability under the ABL Facility is less than the greater of (a) $15.625 million and (b) 12.5% of the Line Cap. The ABL Facility also contains a number of customary negative covenants. Such covenants, among other things, limit or restrict the ability of each of the Borrowers, their restricted subsidiaries, and where applicable, Topaz, to: ● incur additional indebtedness, issue disqualified stock and make guarantees; ● incur liens on assets; ● engage in mergers or consolidations or fundamental changes; ● sell assets; ● pay dividends and distributions or repurchase capital stock; ● make investments, loans and advances, including acquisitions; ● amend organizational documents and master lease documents; ● enter into certain agreements that would restrict the ability to pay dividends; ● repay certain junior indebtedness; and ● change the conduct of its business. The aforementioned restrictions are subject to certain exceptions including (i) the ability to incur additional indebtedness, liens, investments, dividends and distributions, and prepayments of junior indebtedness subject, in each case, to compliance with certain financial metrics and certain other conditions and (ii) a number of other traditional exceptions that grant the ABL Borrowers continued flexibility to operate and develop their businesses. The ABL Facility also contains certain customary representations and warranties, affirmative covenants and events of default. The carrying value of debt outstanding as of the dates indicated below consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 Finance lease and other financing obligations (Note 13) ​ $ 2,223 ​ $ 1,425 ABL Facility ​ — ​ — 9.50% Senior Secured Notes due 2024, face amount ​ ​ 334,500 ​ ​ 340,000 Less: unamortized original issue discount ​ ​ (971) ​ ​ (1,681) Less: unamortized term loan deferred financing costs ​ ​ (4,681) ​ ​ (8,107) Total debt, net ​ 331,071 ​ 331,637 Less: current maturities ​ (1,135) ​ (729) Total long-term debt ​ $ 329,936 ​ $ 330,908 ​ Interest expense, net The components of interest expense, net (which includes interest expense incurred) recognized in the consolidated statements of comprehensive income (loss) for the periods indicated below consist of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ 2022 ​ 2021 2020 Interest incurred on finance lease and other financing obligations ​ $ 72 ​ $ 58 ​ $ 131 Interest expense incurred on ABL Facility and Notes ​ ​ 33,464 ​ ​ 33,670 ​ ​ 35,396 Amortization of deferred financing costs on ABL facilities and Notes ​ ​ 4,605 ​ ​ 4,338 ​ ​ 3,950 Amortization of original issue discount on Notes ​ ​ 711 ​ ​ 638 ​ ​ 557 Interest capitalized ​ ​ (983) ​ ​ — ​ ​ — Interest income ​ ​ (1,546) ​ ​ — ​ ​ — Interest expense, net ​ $ 36,323 ​ $ 38,704 ​ $ 40,034 ​ Deferred Financing Costs and Original Issue Discount The Company incurred and deferred approximately $16.3 million of deferred financing costs and approximately $3.3 million of original issue discount in connection with the issuance of the Notes in 2019, which are included in the carrying value of the Notes as of December 31, 2022 and 2021. The Company presents unamortized deferred financing costs and unamortized original issue discount as a direct deduction from the principal amount of the Notes on the consolidated balance sheets as of December 31, 2022 and 2021. Accumulated amortization expense related to the deferred financing costs was approximately $11.2 million and $7.8 million as of December 31, 2022 and 2021, respectively. Accumulated amortization of the original issue discount was approximately $2.3 million and $1.6 million as of December 31, 2022 and 2021, respectively. The Company also incurred deferred financing costs associated with the ABL Facility in the amount of approximately $3.9 million, which are capitalized and presented on the consolidated balance sheet as of December 31, 2022 and 2021 within deferred financing costs revolver, net. These costs are amortized over the contractual term of the line-of-credit through the initial maturity date using the straight-line method. The ABL Facility was considered a modification of the Algeco ABL Facility for accounting purposes. Certain of the lenders under the Algeco ABL Facility are also lenders under the ABL Facility. As the borrowing capacity of each of the continuing lenders in the ABL Facility is greater than the borrowing capacity of the Algeco ABL Facility, the unamortized deferred financing costs at the time of the modification of approximately $1.8 million associated with the continuing lenders of the Algeco ABL Facility was deferred and amortized over the remaining term of the ABL Facility. Accumulated amortization related to revolver deferred financing costs for both the Algeco ABL Facility and ABL Facility was approximately $4.8 million and $3.7 million as of December 31, 2022 and 2021, respectively. Refer to the components of interest expense table in Note 8 for the amounts of the amortization expense related to the deferred financing costs and original issue discount recognized for each of these debt instruments for the years ended December 31, 2022, 2021 and 2020, respectively. Future maturities The aggregate annual principal maturities of debt and finance lease obligations for each of the next five years, based on contractual terms are listed in the table below. Refer to Note 13 for additional information on our finance lease obligations, including contractual terms. The schedule of future maturities as of December 31, 2022 consists of the following: ​ ​ ​ ​ ​ 2023 ​ $ 1,135 2024 ​ ​ 335,256 2025 ​ ​ 332 Total ​ $ 336,723 ​

Warrant Liabilities

Warrant Liabilities	12 Months Ended
	Dec. 31, 2022
Warrant Liabilities
Warrant Liabilities	9. Warrant Liabilities On January 17, 2018, Harry E. Sloan, Joshua Kazam, Fredric D. Rosen, the Sara L. Rosen Trust and the Samuel N. Rosen 2015 Trust, purchased from Platinum Eagle an aggregate of 5,333,334 Private Warrants at a price of $1.50 per warrant (for an aggregate purchase price of $8.0 million) in a private placement that occurred simultaneously with the completion of its initial public offering. Each Private Warrant entitles the holder to purchase one share of common stock at $11.50 per share. The purchase price of the Private Warrants was added to the proceeds from Platinum Eagle’s initial public offering and was held in the Trust Account until the formation of the Company on March 15, 2019. The Private Warrants (including the shares of Common Stock issuable upon exercise of the Private Warrants) were not transferable, assignable or salable until 30 days after the formation of the Company on March 15, 2019, and they may be exercised on a cashless basis and are non-redeemable so long as they are held by the initial purchasers of the Private Warrants or their permitted transferees. The Company evaluated Private Warrants under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity Subsequent changes in the estimated fair value of the Private Warrants are reflected in the change in fair value of warrant liabilities in the accompanying consolidated statements of comprehensive income (loss). The change in the estimated fair value of the Private Warrants resulted in a loss (gain) of approximately $31.7 million, $1.1 million, and ($2.4) million during the years ended December 31, 2022, 2021, and 2020, respectively. As of December 31, 2021, the Company had 5,333,334 Private Warrants issued and outstanding. On December 22, 2022, holders exchanged 3,800,000 Private Warrants for shares of Common Stock resulting in the estimated fair value of these exchanged Private Warrants being reclassified to additional paid-in-capital within the stockholders’ equity section in the accompanying consolidated balance sheet as more fully discussed in the “Warrant Exchange” section included in Note 17. As of December 31, 2022, the Company had 1,533,334 Private Warrants issued and outstanding. The Company determined the following estimated fair values for the outstanding Private Warrants as of the dates indicated below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 Warrant liabilities ​ $ 9,737 ​ $ 1,600 Total ​ $ 9,737 ​ $ 1,600 ​

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2022
Income Taxes
Income Taxes	10. Income Taxes The components of the provision for income taxes are comprised of the following for the years ended December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ 2021 2020 Domestic ​ ​ ​ ​ ​ ​ ​ ​ ​ Current ​ $ 2,488 ​ $ 1,365 ​ $ 296 Deferred ​ ​ 29,882 ​ ​ 469 ​ ​ (8,751) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ ​ ​ ​ ​ ​ ​ ​ ​ Current ​ ​ — ​ ​ 70 ​ ​ — Deferred ​ ​ — ​ ​ — ​ ​ — Total income tax expense (benefit) ​ $ 32,370 ​ $ 1,904 ​ $ (8,455) ​ Income tax results differed from the amount computed by applying the U.S. statutory income tax rate to income (loss) before income taxes for the following reasons for the years ended December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ 2021 2020 Statutory income tax expense (benefit) ​ $ 22,325 ​ $ (561) ​ $ (7,053) State tax expense ​ ​ 2,797 ​ ​ 1,120 ​ ​ (450) Effect of tax rates in foreign jurisdictions ​ ​ (28) ​ ​ 30 ​ ​ (17) Change in fair value of warrant liabilities ​ ​ 6,664 ​ ​ 224 ​ ​ (494) Transaction costs ​ ​ — ​ ​ — ​ ​ (899) Valuation allowances ​ ​ 310 ​ ​ 452 ​ ​ (279) Compensation ​ ​ 383 ​ ​ 500 ​ ​ 201 Other ​ ​ (81) ​ ​ 139 ​ ​ 536 Reported income tax expense (benefit) ​ $ 32,370 ​ $ 1,904 ​ $ (8,455) ​ Income tax expense (benefit) was $32.4 million, $1.9 million and $ (8.5) million for the years ended December 31, 2022, 2021 and 2020, respectively. The effective tax rate for the years ended December 31, 2022, 2021, and 2020 was 30.4% , (71.3)% and 25.2% , respectively. The fluctuation in the rate for the years ended December 31, 2022, 2021 and 2020, respectively, results primarily from the relationship of year-to-date income (loss) before income tax, the fluctuation in the permanent add-back related to the change in fair value of warrant liabilities on the Company’s warrants, the impact of state tax expense based off of gross receipts, and a compensation deduction limitation during each of the years ended December 31, 2022, 2021, and 2020. Deferred Income Taxes Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities and their tax bases, as well as from net operating loss and carryforwards. Significant components of the deferred tax assets and liabilities for the Company are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 Deferred tax assets (liabilities) ​ ​ ​ ​ ​ ​ Stock-based compensation ​ $ 4,793 ​ $ 1,182 Deferred revenue ​ ​ 1,621 ​ ​ 7,779 Intangible assets ​ ​ 9,157 ​ ​ 9,640 Tax loss carryforwards ​ ​ 30,649 ​ ​ 34,303 Operating lease obligations ​ ​ 5,152 ​ ​ — Interest carryforwards ​ ​ 4,997 ​ ​ — Other - net ​ ​ 23 ​ ​ 402 Deferred tax assets gross ​ ​ 56,392 ​ ​ 53,306 Valuation allowance ​ ​ (4,486) ​ ​ (4,176) Net deferred income tax asset ​ ​ 51,906 ​ ​ 49,130 ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities ​ ​ ​ ​ ​ ​ Rental equipment and other plant, property and equipment ​ ​ (60,771) ​ ​ (33,709) Operating lease right-of-use assets ​ ​ (5,955) ​ ​ — Software ​ ​ (352) ​ ​ (711) Deferred tax liability ​ ​ (67,078) ​ ​ (34,420) Net deferred income tax asset (liability) ​ $ (15,172) ​ $ 14,710 ​ Tax loss carryovers for federal and foreign income tax purposes totaled $136.9 million at December 31, 2022 as shown in the below table. Approximately $6.7 million of these foreign income tax loss carryovers expire between 2023 and 2043. The remaining $130.2 million of federal income tax loss carryovers do not expire. The availability of these tax losses to offset future income varies by jurisdiction. Furthermore, the ability to utilize the tax losses may be subject to additional limitations upon the occurrence of certain events, such as changes in ownership of the Company. Realization is dependent on generating sufficient taxable income prior to expiration of the loss carryforwards. Although realization is not assured, the Company believes it is more likely than not that all of the United States related deferred tax assets will be realized. The amount of the deferred tax assets considered realizable, however, could be reduced if estimates of future taxable income during the carryforward period are reduced. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Valuation ​ ​ 2022 Expiration ​ Allowance ​ United States ​ $ 130,212 ​ Unlimited ​ — % Canada ​ ​ 6,123 ​ 2023-2043 ​ 100 % Mexico ​ ​ 527 ​ 2024-2033 ​ 100 % Total ​ $ 136,862 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unrecognized Tax Positions No amounts have been accrued for uncertain tax positions as of December 31, 2022 and 2021. However, management's conclusion regarding uncertain tax positions may be subject to review and adjustment at a later date based on ongoing analyses of tax laws, regulations, and interpretations thereof and other factors. The Company does not have any unrecognized tax benefits as of December 31, 2022 and 2021 and does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Additionally, no interest or penalty related to uncertain taxes has been recognized in the accompanying consolidated financial statements. The Company is subject to taxation in US, Canada, Mexico and state jurisdictions. The Company’s tax returns are subject to examination by the applicable tax authorities prior to the expiration of the statute of limitations for assessing additional taxes, which generally ranges from two to five years . Therefore, as of December 31, 2022, tax years for 2016 through 2022 generally remain subject to examination by the tax authorities. In addition, in the case of certain tax jurisdictions in which the Company has loss carryforwards, the tax authority in some of these jurisdictions may examine the amount of the tax loss carryforward based on when the loss is utilized rather than when it arises.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	12 Months Ended
	Dec. 31, 2022
Fair Value of Financial Instruments
Fair Value of Financial Instruments	11. Fair Value of Financial Instruments The fair value of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The Company has assessed that the fair value of cash and cash equivalents, trade receivables, related party receivables, trade payables, other current liabilities, and other debt approximates their carrying amounts largely due to the short-term maturities or recent commencement of these instruments. The fair value of the ABL Facility is primarily based upon observable market data, such as market interest rates, for similar debt. The fair value of the Notes is based upon observable market data. Level 1 & 2 Disclosures: The carrying amounts and fair values of financial assets and liabilities, which are either Level 1 or Level 2, are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 December 31, 2021 Financial Assets (Liabilities) Not Measured at Fair Value Carrying Amount ​ Fair Value Carrying Amount Fair Value ABL Facility (See Note 8) - Level 2 ​ $ — ​ $ — ​ $ — $ — Senior Secured Notes (See Note 8) - Level 1 ​ $ (328,848) ​ $ (335,403) ​ $ (330,212) ​ $ (348,075) ​ Recurring fair value measurements Level 3 Disclosures: There were 1,533,334 and 5,333,334 Private Warrants outstanding as of December 31, 2022 and 2021, respectively. Based on the fair value assessment that was performed, the Company determined a fair value price per Private Warrant of $6.35 and $0.30 as of December 31, 2022 and 2021, respectively. The fair value is classified as Level 3 in the fair value hierarchy due to the use of pricing inputs that are less observable in the marketplace combined with management judgment required for the assumptions underlying the calculation of value. The Company determined the estimated fair value of the Private Warrants using the Black-Scholes option-pricing model. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ 2022 ​ ​ ​ 2021 Exercise Price ​ $ 11.50 ​ ​ $ 11.50 Stock Price ​ $ 15.14 ​ ​ $ 3.56 Dividend Yield ​ % 0.00 ​ ​ % 0.00 Expected Term (in Years) ​ ​ 1.20 ​ ​ ​ 2.20 Risk-Free Interest Rate ​ % 4.56 ​ ​ % 0.78 Expected Volatility ​ % 70.00 ​ ​ % 64.00 Per Share Value of Warrants ​ $ 6.35 ​ ​ $ 0.30 ​ The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2021: ​ ​ ​ ​ ​ ​ Private Placement Warrants Balance at December 31, 2020 ​ $ 533 Change in fair value of warrant liabilities ​ ​ 1,067 Balance at December 31, 2021 ​ $ 1,600 ​ The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2022: ​ ​ ​ ​ ​ ​ ​ Private Placement Warrants Balance at December 31, 2021 ​ $ 1,600 Change in fair value of warrant liabilities ​ ​ 31,735 Additional paid-in-capital reclass for warrant exchange (Note 17) ​ ​ (23,598) Balance at December 31, 2022 ​ $ 9,737 ​ There were no transfers of financial instruments between the three levels of the fair value hierarchy during the years ended December 31, 2022 and 2021, respectively.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies.
Commitments and Contingencies	12. Commitments and Contingencies The Company is involved in various lawsuits or claims in the ordinary course of business. Management is of the opinion that there is no pending claim or lawsuit which, if adversely determined, would have a material impact on the financial condition of the Company. Refer to Note 13 for disclosure regarding future minimum lease payments over the next five years and thereafter at December 31, 2022, by year and in the aggregate, under non-cancelable operating leases.

Leases

Leases	12 Months Ended
	Dec. 31, 2022
Leases
Leases	13. Leases Lessee Accounting The Company has both finance and operating leases. The finance leases are solely comprised of the Company’s commercial-use vehicles, maturing in dates ranging from 2023 to 2025, including expected renewal options. Including all renewal options available to the Company, the lease maturity date may extend on a month-to-month basis for an unlimited period of time. Operating leases consist of land, building, office, certain community units, and equipment leases, maturing in dates ranging from 2023 to 2027, including expected renewal options. Including all renewal options available to the Company, the lease maturity date extends to 2118. Leases were included on the Company’s consolidated balance sheet as follows: ​ ​ ​ ​ ​ ​ December 31, Finance Lease: 2022 Right-of-use assets, net (1) ​ $ 2,313 Current portion of finance lease obligations (2) ​ $ 1,135 Long-term finance lease obligations (3) ​ ​ 1,088 Total lease obligation ​ $ 2,223 Weighted average remaining lease term ​ ​ 2.2 Years Weighted average discount rate ​ ​ 6.30% Operating Leases: ​ ​ ​ Right-of-use assets, net (4) ​ $ 27,298 Current portion of operating lease obligations ​ $ 12,516 Long-term operating lease obligations ​ ​ 11,104 Total lease obligations (4) ​ $ 23,620 Weighted average remaining lease term ​ ​ 2.8 Years Weighted average discount rate ​ ​ 5.37% (1) Finance lease right-of-use assets, net are included in other property, plant and equipment, net on the Company's consolidated balance sheet. (2) Current portion of finance lease obligations are included in current portion of finance lease and other financing obligations on the Company's consolidated balance sheet. As of December 31, 2022, this financial statement line item is solely comprised of the current portion of finance lease obligations given the current portion of other financing obligations is $0 . (3) Long-term finance lease obligations are included in long-term finance lease and other financing obligations on the Company's consolidated balance sheet. As of December 31, 2022, this financial statement line items is solely comprised of the long-term finance lease obligations given the long-term other financing obligations is $0 . (4) The difference between the operating lease right-of-use assets, net and operating lease obligations, current and long-term, as of December 31, 2022 primarily relates to approximately $3.7 million of unamortized prepaid delivery and installation costs that were paid at or before lease commencement and capitalized to the right-of-use assets in accordance with ASC 842. The components of lease expense were as follows: ​ ​ ​ ​ ​ ​ 2022 Finance lease cost: ​ ​ ​ Amortization of right-of-use asset ​ $ 2,647 Interest on lease obligations ​ ​ 72 Total finance lease cost ​ $ 2,719 Operating lease cost ​ $ 11,927 Short-term lease cost ​ $ 8,308 Variable lease cost (1) ​ $ 1,789 (1) Consists primarily of common area maintenance, real estate taxes, utilities, operating expenses and insurance for real estate leases; insurance and personal property expense for equipment leases; and certain vehicle related charges for finance leases. The amount of variable lease costs disclosed above also includes approximately $0.3 million of lease costs related to base rent associated with long-term immaterial leases with a present value of total minimum lease payments less than $25,000 and long-term leases that terminated within 3 months of the implementation date (January 1, 2022) with an average lease term of approximately 1.6 years. Supplemental cash flow information related to leases was as follows: ​ ​ ​ ​ ​ ​ ​ 2022 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ Operating cash flows from finance leases ​ $ 72 Operating cash flows from operating leases (1) ​ $ 15,605 Financing cash flows from finance leases ​ $ 1,008 (1) Includes approximately $5.9 million of prepaid delivery and installation costs that were paid at or before lease commencement and capitalized to the right-of-use assets in accordance with ASC 842. Future maturities of the Company’s finance and operating lease obligations at December 31, 2022 were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance Lease ​ ​ Operating Leases 2023 ​ $ 1,166 ​ ​ $ 12,942 2024 ​ ​ 850 ​ ​ ​ 4,654 2025 ​ ​ 383 ​ ​ ​ 4,012 2026 ​ ​ - ​ ​ ​ 3,283 2027 ​ ​ - ​ ​ ​ 608 Total lease payments ​ ​ 2,399 ​ ​ ​ 25,499 Less: interest (1) ​ ​ (176) ​ ​ ​ (1,879) Present value of lease obligations ​ $ 2,223 ​ ​ $ 23,620 (1) Calculated using the appropriate discount rate for each lease. Rent expense included in services costs in the consolidated statements of comprehensive income (loss) for cancelable and non-cancelable operating leases was $13.9 million and $5.6 million for the years ended December 31, 2021 and 2020, respectively. Rent expense included in the selling, general, and administrative expenses in the consolidated statements of comprehensive income (loss) for cancelable and non-cancelable operating leases was $0.4 million and $0.5 million for the years ended December 31, 2021 and 2020, respectively. Prior to the Company’s adoption of the new leases standard, as of December 31, 2021, capital lease assets were included in other property, plant and equipment, net on the Company’s consolidated balance sheets as follows: ​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 Gross capital lease asset - vehicles ​ $ 3,079 Accumulated Depreciation ​ ​ (1,627) Net capital lease assets ​ ​ 1,452 ​ Prior to the Company’s adoption of the new leases standard, as of December 31, 2021, future minimum undiscounted operating lease payments, along with the aggregate annual principal maturities of capital lease obligations were as follows: ​ ​ ​ ​ ​ ​ ​ Operating Leases 2022 ​ $ 5,003 2023 ​ ​ 4,514 2024 ​ ​ 4,118 2025 ​ ​ 3,593 2026 ​ ​ 2,874 Thereafter ​ ​ 376 Total operating lease payments ​ $ 20,478 ​ ​ ​ ​ ​ ​ ​ Capital Leases 2022 ​ $ 729 2023 ​ ​ 503 2024 ​ ​ 193 Total capital lease payments ​ $ 1,425 ​

Rental Income

Rental Income	12 Months Ended
	Dec. 31, 2022
Rental Income
Rental Income	14. Rental Income Lessor Accounting Certain arrangements contain a lease of lodging facilities (Lodges) to customers. Rental income from these leases for 2022, 2021 and 2020 was approximately $168.3 million, $76.9 million and $53.0 million, respectively. Each Lodge is leased exclusively to one customer and is accounted for as an operating lease under the authoritative guidance for leases. Revenue related to these lease arrangements is reflected as specialty rental income in the consolidated statements of comprehensive income (loss). Scheduled future minimum lease payments to be received by the Company as of December 31, 2022 for each of the next five years is as follows: ​ ​ ​ ​ ​ 2023 ​ $ 176,486 2024 ​ ​ 34,392 2025 ​ ​ 34,300 2026 ​ ​ 25,657 Total ​ $ 270,835 ​ ​ The leased assets consists primarily of specialty rental assets with a gross cost of approximately $199.8 million and $133.5 million as of December 31, 2022 and 2021, respectively, with accumulated depreciation of approximately $90.8 million and $76.8 million as of December 31, 2022 and 2021, respectively. The leased assets have a balance net of accumulated depreciation of approximately $109.0 million and $56.7 million as of December 31, 2022 and 2021, respectively, and are included within specialty rental assets, net in the accompanying consolidated balance sheets. Such assets are depreciated on a straight-line basis over the shorter of the term of the lease or their estimated useful lives. The corresponding depreciation expense was $14.0 million in 2022, $15.7 million in 2021, and $11.0 million in 2020 and is recognized within depreciation of specialty rental assets in the accompanying consolidated statements of comprehensive income (loss). ​

Related Parties

Related Parties	12 Months Ended
	Dec. 31, 2022
Related Parties
Related Parties	15. Related Parties During the years ended December 31, 2022, 2021 and 2020, respectively, the Company incurred $0.0 million, $0.6 million and $0.8 million in commissions owed to related parties, included in selling, general and administrative expense in the accompanying consolidated statements of comprehensive income (loss). The underlying commission agreement driving these charges expired in 2021 and was not renewed; therefore, no amounts were accrued for these commissions as of December 31, 2022 and December 31, 2021, respectively. Prior to the closing of the formation of the Company, Mr. Diarmuid Cummins (the “Advisor”) provided certain consulting and advisory services (the “Services”) to Target’s former parent and certain of its affiliated entities (collectively, “Algeco”), including Target. The Advisor was compensated for these Services by Algeco. Following the formation of the Company, the Advisor continued to provide these Services to Algeco and to the Company and is serving as an observer on the board of directors of the Company. The Advisor is currently compensated for these services by Chard Camp Catering Services Ltd. (“Chard”), a wholly-owned subsidiary of the Company. In June 2019, Chard and Algeco Global Sarl (“Algeco Global”) entered into a reimbursement agreement, as amended in July 2019, (the “Agreement”), pursuant to which Algeco Global agreed to reimburse Chard for 100% of the total compensation paid by it to the Advisor, from and after January 1, 2019, with such amounts to be paid monthly. The Company and Algeco Global are each majority owned by TDR Capital. The initial term of the Agreement ran through December 31, 2019 and automatically extended for an additional 12 month term. The reimbursement income generated from this agreement for the year ended December 31, 2020 amounted to approximately $1.1 million and is included in the other expense (income), net line within the consolidated statement of comprehensive income (loss). The agreement terminated on December 31, 2020 and was not renewed; therefore, no amounts were reimbursed and no reimbursement income was recognized within the consolidated statement of comprehensive income (loss) for the years ended December 31, 2022 and December 31, 2021, respectively, and no amounts are recorded as a related party receivable on the consolidated balance sheets as of December 31, 2022 and 2021, respectively. The related party receivable amount of approximately $1.2 million that was reported on the consolidated balance sheet as of December 31, 2020 was paid in full in March of 2021 and is reflected as an operating cash inflow and included as a component of net cash provided by operating activities within the accompanying consolidated statement of cash flows for the year ended December 31, 2021. No further income or cash flows are expected from this reimbursement arrangement.

Earnings (Loss) per Share

Earnings (Loss) per Share	12 Months Ended
	Dec. 31, 2022
Earnings (Loss) per Share
Earnings (Loss) per Share	16. Earnings (Loss) per Share Basic earnings (loss) per share (“EPS” or “LPS”) is calculated by dividing net income or loss attributable to Target Hospitality by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed similarly to basic net earnings per share, except that it includes the potential dilution that could occur if dilutive securities were exercised. The following table reconciles net income (loss) attributable to common stockholders and the weighted average shares outstanding for the basic calculation to the weighted average shares outstanding for the diluted calculation for the periods indicated below ($ in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended ​ ​ December 31, ​ December 31, ​ December 31, ​ 2022 2021 2020 Numerator ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to Common Stockholders - basic ​ $ 73,939 ​ $ (4,576) ​ $ (25,131) Net income (loss) attributable to Common Stockholders - diluted ​ $ 73,939 ​ $ (4,576) ​ $ (25,131) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding - basic ​ ​ 97,213,166 ​ ​ 96,611,022 ​ ​ 96,018,338 Dilutive effect of outstanding securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ PSUs ​ ​ 466,563 ​ ​ - ​ ​ - Stock options ​ ​ 518,409 ​ ​ - ​ ​ - RSUs ​ ​ 1,859,610 ​ ​ - ​ ​ - Weighted average shares outstanding - diluted ​ ​ 100,057,748 ​ ​ 96,611,022 ​ ​ 96,018,338 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) per share - basic ​ $ 0.76 ​ $ (0.05) ​ $ (0.26) Net income (loss) per share - diluted ​ $ 0.74 ​ $ (0.05) ​ $ (0.26) ​ 5,015,898 shares of the 8,050,000 shares of common stock held by the Founders, were placed into escrow subject to release pursuant to the terms of the earnout agreement entered into in connection with the formation of the Company by and between Harry E. Sloan, Jeff Sagansky, Eli Baker and the Company (the “Earnout Agreement”). Upon being placed into escrow, the voting and economic rights of the shares were suspended for the period they were in escrow. Given that the Founders were not entitled to vote or participate in the economic rewards available to the other shareholders with respect to these shares, these shares were not included in the basic and diluted LPS calculations for the years ended December 31, 2021 and 2020. In accordance with the Earnout Agreement, as of the expiration date of the earnout period (March 15, 2022), the 5,015,898 Founder Shares in escrow had not been released and were cancelled and returned to the Company to be held in treasury. As such, these cancelled shares were reclassed from common stock to common stock in treasury and continued to be excluded from the computations of basic and diluted EPS for the year ended December 31, 2022. When liability-classified warrants are in the money and the impact of their inclusion on diluted EPS is dilutive, diluted EPS also assumes share settlement of such instruments through an adjustment to net income available to common stockholders for the fair value (gain) loss on common stock warrant liabilities and inclusion of the number of dilutive shares in the denominator. The Public and Private Warrants representing 8,061,656 shares, 16,166,650 shares, 16,166,650 shares of the Company’s common stock for the years ended December 31, 2022, 2021, and 2020, respectively, were excluded from the computation of diluted EPS and LPS because they are considered anti-dilutive. As discussed in Note 18, stock-based compensation awards were outstanding for the years ended December 31, 2022, 2021 and 2020, respectively. These stock-based compensation awards were excluded from the computation of diluted LPS for the years ended December 31, 2021 and 2020 because their effect would have been anti-dilutive. For the year ended December 31, 2022, certain stock-based compensation awards were included in the computation of diluted EPS because their effect is dilutive as noted in the above table. Shares of treasury stock have been excluded from the computation of LPS and EPS.

Stockholders Equity

Stockholders Equity	12 Months Ended
	Dec. 31, 2022
Stockholders Equity
Stockholders' Equity	17. Stockholders’ Equity Common Stock As of December 31, 2022, Target Hospitality had 109,747,366 shares of Common Stock, par value $0.0001 per share issued and 100,316,701 outstanding. Each share of Common Stock has one vote, except the voting rights related to the 5,015,898 of Founder Shares that were placed in escrow were suspended subject to release pursuant to the terms of the Earnout Agreement. As of the expiration date of the earnout period (March 15, 2022), the 5,015,898 Founder Shares in escrow had not been released and were cancelled and returned to the Company to be held in treasury pursuant to the terms of the Earnout Agreement. As such, these cancelled Founder Shares were reclassed from common stock to common stock in treasury during the year ended December 31, 2022 as presented in the accompanying consolidated statements of changes in stockholders’ equity. Preferred Shares Target Hospitality is authorized to issue 1,000,000 preferred shares with par value of $0.0001 per share. As of December 31, 2022, no preferred shares were issued or outstanding. Public Warrants On January 17, 2018, PEAC sold 32,500,000 units at a price of $10.00 per unit (the “Units”) in its initial public offering (the “Public Offering”), including the issuance of 2,500,000 Units as a result of the underwriters’ partial exercise of their overallotment option. Each Unit consisted of one Class A ordinary share of PEAC, par value $0.0001 per share (the “Public Shares”), and one-third Each Public Warrant entitles the holder to purchase one share of the Company’s Common Stock at a price of $11.50 per share. No fractional shares will be issued upon exercise of the Public Warrants. If upon exercise of the Public Warrants, a holder would be entitled to receive a fractional interest in a share, the Company will upon exercise, round down to the nearest whole number, the number of shares to be issued to the Public Warrant holder. Each Public Warrant became exercisable 30 days after the formation of the Company. As of December 31, 2021, the Company had 10,833,316 Public Warrants issued and outstanding with the same terms as described above. During the year ended December 31, 2022, holders of Public Warrants exercised 7,101 Public Warrants for shares of Common Stock resulting in the Company receiving cash proceeds of approximately $0.1 million and issuing 7,101 shares of Common Stock. During the year ended December 31, 2022, holders exchanged 4,297,893 Public Warrants for shares of common stock as part of the Warrant Exchange discussed below. As of December 31, 2022, the Company had 6,528,322 Public Warrants issued and outstanding. Warrant Exchange On November 18, 2022, the Company commenced an offer to exchange the Public and Private Warrants for shares of its common stock in a cashless transaction (the “Warrant Exchange”). In the offer, each warrant holder had the opportunity to receive 0.37 shares of Common Stock, par value $0.0001 per share, of the Company in exchange for each warrant tendered by the holder and exchanged pursuant to the offer. The Warrant Exchange offer expired on December 16, 2022 and a total of 8,097,893 of the outstanding Public and Private Warrants were tendered and accepted for exchange, which consisted of 4,297,893 Public Warrants and 3,800,000 Private Warrants. Pursuant to the terms of the Warrant Exchange, The Company issued 2,996,201 shares of Common Stock on December 22, 2022. In lieu of issuing fractional shares of Common Stock, the Company paid $319 in cash to holders of warrants who would otherwise have been entitled to receive fractional shares, after aggregating all such fractional shares of such holder, in an amount equal to such fractional part of a share multiplied by the last sale price of a share of the Company’s Common Stock on December 16, 2022. In connection with the Warrant Exchange, the Company capitalized $2.3 million of offering expenses within additional paid-in capital in December 2022, which resulted in a reduction to additional paid-in capital. In connection with the Warrant Exchange, the 3,800,000 Private Warrants exchanged for Common Stock as discussed above, were marked to their estimated fair value of approximately $23.6 million through the Warrant Exchange closing date on December 22, 2022 with the change in the estimated fair value during the year ended December 31, 2022 recognized as change in fair value of warrant liabilities in the accompanying consolidated statement of comprehensive income (loss) for the year ended December 31, 2022. On the closing date of the Warrant Exchange, the estimated fair value of the exchanged Private Warrants of approximately $23.6 million were reclassified to additional paid-in-capital within the stockholders’ equity section from warrant liabilities, which resulted in a reduction to warrant liabilities and an increase to additional paid-in-capital in the accompanying consolidated balance sheet as of December 31, 2022. Common Stock in Treasury On August 15, 2019, the Company's board of directors approved the 2019 Share Repurchase Program (“2019 Plan”), authorizing the repurchase of up to $75.0 million of our Common Stock from August 30, 2019 to August 15, 2020. During the year ended December 31, 2019, the Company repurchased 4,414,767 shares of our Common Stock for an aggregated price of approximately $23.6 million. As of August 15, 2020, the 2019 Plan had a remaining capacity of approximately $51.4 million. The 2019 Plan terminated on August 15, 2020 and was not renewed. On November 3, 2022, the Company’s Board of Directors approved a stock repurchase program that authorizes the Company to repurchase up to $100 million of its outstanding shares of common stock. The stock repurchase program does not obligate the Company to purchase any particular number of shares, and the timing and exact amount of any repurchases will depend on various factors, including market pricing and conditions, business, legal, accounting, and other considerations. The Company may repurchase its shares in open market transactions from time to time or through privately negotiated transactions in accordance with federal securities laws, at the Company's discretion. The repurchase program, which has no expiration date, may be increased, suspended, or terminated at any time. The program is expected to be implemented over the course of several years and is conducted subject to the covenants in the agreements governing the Company's indebtedness. No share repurchases were made during the year ended December 31, 2022. ​

Stock-Based Compensation

Stock-Based Compensation	12 Months Ended
	Dec. 31, 2022
Stock-Based Compensation
Stock-Based Compensation	18. Stock-Based Compensation On March 15, 2019, the Company’s board of directors approved the Plan, under which 4,000,000 of the Company’s shares of Common Stock were reserved for issuance pursuant to future grants of share awards. The expiration date of the Plan, on and after which date no awards may be granted, is March 15, 2029. On March 4, 2020, the Compensation Committee adopted a new form of Executive Nonqualified Stock Option Award Agreement (the “Stock Option Agreement”) and a new form of Executive Restricted Stock Unit Agreement (the “RSU Agreement” and together with the Stock Option Agreement, the “Award Agreements”) with respect to the granting of nonqualified stock options and restricted stock units, respectively, granted under the Plan. The new Award Agreements will be used for all awards to executive officers made on or after March 4, 2020. The Award Agreements have material terms that are substantially similar to those in the forms of award agreements last approved by the Compensation Committee and disclosed by the Company, except for the following: under the new Award Agreements, if the participant’s employment or service terminates due to Retirement (as defined in the Plan), and the participant has been continuously employed by the Company for at least twelve months following the grant date, then any portion of the participant’s awarded securities scheduled to become vested within twelve months after the participant’s termination date shall be vested on his or her termination date. On February 25, 2021, the Compensation Committee adopted a new form Executive Restricted Stock Unit Agreement (the “RSU Agreement”) and a form Executive Stock Appreciation Rights Award Agreement (the “SAR Agreement” and together with the RSU Agreement, the “RSU and SAR Agreements”) with respect to the granting of restricted stock units and stock appreciation rights, respectively, under the Plan. The new RSU and SAR Agreements will be used for all awards to executive officers made on or after February 25, 2021. The RSU Agreement has material terms that are substantially similar to those in the form Executive Restricted Stock Unit Agreement last approved by the Compensation Committee and previously disclosed by the Company, except for the following: (x) 50% of the restricted stock units (each an “RSU”) will vest on the second grant date anniversary and 50% of the RSUs will vest on the third grant date anniversary and (y) if the participant’s employment or service terminates due to Retirement (as defined in the Plan), and the participant has been continuously employed by the Company for at least twelve months following the grant date, then a pro-rata portion of the participant’s RSUs scheduled to vest on the next following vesting date shall vest on his or her termination date based on completed calendar months since either (a) the grant date or (b) the initial vesting date, as applicable. The SAR Agreement has material terms that are substantially similar to those in the form Executive Nonqualified Stock Option Award Agreement last approved by the Compensation Committee and previously disclosed by the Company, except for the following: (x) the change in the equity instrument to a stock appreciation right (“SAR”), which may be settled in shares or cash, (y) 50% of the SARs will vest on the second grant date anniversary and 50% of the SARs will vest on the third grant date anniversary, and (z) if the participant’s employment or service terminates due to Retirement (as defined in the Plan), then (a) if the participant has been continuously employed by the Company for at least twelve months following the grant date, then a pro-rata portion of the SARs scheduled to become vested on the next vesting date shall be vested on the participant’s termination date based on completed calendar months since either (i) the grant date or (ii) the initial vesting date, as applicable; (b) following the application of clause (a), the unvested portion of the SARs shall expire upon such termination of employment or service and (c) the participant may exercise the vested portion of the SARs, but only within such period of time ending on the earlier of (i) two years following such termination of employment or service, or (ii) the Expiration Date (as defined in the SAR Agreement). On February 24, 2022, the Compensation Committee adopted a new form Executive Restricted Stock Unit Agreement (the “RSU Agreement”) and a new form Executive Performance Stock Unit Agreement (the “PSU Agreement” and together with the RSU Agreement, the “RSU and PSU Agreements”) with respect to the granting of RSUs and performance restricted stock units (“PSUs”), respectively, under the Plan. The new RSU and PSU Agreements will be used for all awards to executive officers made on or after February 24, 2022. The RSU Agreement has material terms that are substantially similar to those in the form Executive Restricted Stock Unit Agreement last approved by the Compensation Committee and previously disclosed by the Company, except for the following: (x) the RSUs will vest in four equal installments on each of the first four anniversaries of the grant date and (y) if approval by the Company’s shareholders of the proposed increase in the number of shares available for issuance under the Plan at the 2022 annual meeting of the Company’s shareholders was not received, then all payments under the RSU Agreement would have been made in cash. However, such approval to increase the number of shares available for issuance under the Plan was received at the 2022 annual meeting as noted below. Each PSU awarded under the PSU Agreement represents the right to receive one share of the Company’s Common Stock, or, at the Compensation Committee’s sole discretion, cash or part cash and part common stock with the cash amount equal to the fair market value of the common stock as of the date on which the restricted period ends. PSUs vest and become unrestricted on the third anniversary of the grant date. The number of PSUs that vest range from 0% to 150% of the Target Level (as defined in the PSU Agreement) depending upon the achievement of specified three-year cumulative operating cash flow amounts as determined based on the net cash flow from operations disclosed in the Company’s Annual Reports on Form 10-K for the period from January 1, 2022 through December 31, 2024. Vesting of PSUs is contingent upon the executive’s continued employment through the vesting date, unless the executive’s employment is terminated by reason of death, without Cause, for Good Reason, or in the event of a Change in Control (each term as defined in the Plan). On May 19, 2022, the Company’s stockholders approved an amendment to the Plan to increase the number of shares authorized under the plan by 4,000,000 shares. As a result of this, the Company reclassified all of the outstanding liability-based RSUs and PSUs from accrued liabilities and other non-current liabilities to additional paid-in capital based on the change in the ability to settle these awards in shares upon vesting as a result of the additional shares added to the Plan. The reclassified amount of these awards at the date of this change was approximately $2.4 million and is included in the accompanying consolidated statements of changes in stockholders’ equity for the year ended December 31, 2022. On May 24, 2022 and July 12, 2022, the Compensation Committee adopted another form of PSU Award Agreement with respect to awarding PSUs. The award agreement is substantially similar to the PSU agreement adopted on February 24, 2022 except for the number of PSUs that vest are determined based upon the achievement of specified share prices over the period between the grant date and June 30, 2025. Participants will earn a corresponding number of PSUs upon the achievement of specified share price thresholds, the first of which is $12.50 per share. If all Performance Goals (as defined in the Agreement) are met during the performance period then the participant will be entitled to receive a maximum number of PSUs awarded. Restricted Stock Units On May 21, 2019, the Compensation Committee granted time-based RSUs to certain of the Company’s executive officers, other employees, and directors. Each RSU represents a contingent right to receive, upon vesting, one share of the Company’s Common Stock or its cash equivalent, as determined by the Company. The number of RSUs granted to certain named executive officers and certain other employees totaled 212,621. These RSU awards granted vest in four equal installments on each of the first four anniversaries of the grant date, on May 21, 2020, 2021, 2022, and 2023. On September 3, 2019, our Chief Financial Officer received a grant of 81,434 RSUs and 48,860 RSUs, which vested on March 15, 2020 and on each of the first four anniversaries of the grant date, respectively. The number of RSUs granted to non-executive directors of the board amounted to 81,967 and were also granted on May 21, 2019. The RSU awards granted to non-executive directors of the board vest over one year on the anniversary of the date of grant or the date of the first annual meeting of the stockholders following the grant date, whichever is sooner. Additionally, on May 21, 2019, the Compensation Committee approved the election by Mr. Archer, the CEO, pursuant to his employment agreement dated January 29, 2019, to receive his annual base salary for the period July 1, 2019 to December 31, 2019 in the form of 30,000 RSUs. These RSUs vested in six equal installments on the first of each month, beginning on July 1, 2019 through December 1, 2019. On January 2, 2020, the Compensation Committee approved the election by Mr. Archer, the CEO, pursuant to his employment agreement dated January 29, 2019, to receive his annual base salary for the period January 1, 2020 to December 31, 2020 in the form of 124,741 RSUs. These RSUs vested in twelve equal installments on the first of each month, except for one twelfth Further, on March 4, 2020, the Compensation Committee granted time-based RSUs to certain of the Company’s executive officers and other employees. Each RSU represents a contingent right to receive, upon vesting, one share of the Company’s Common Stock or its cash equivalent, as determined by the Company. The number of RSUs granted to certain named executive officers and certain other employees totaled 503,757. These RSU awards granted vest in four equal installments on each of the first four anniversaries of the grant date, on March 4, 2021, 2022, 2023, and 2024. On May 20, 2020, the Company awarded 482,723 restricted stock units to each of our non-employee directors. As a result of the volatility in the global financial and commodity markets created by the COVID-19 pandemic, the Company implemented measures to reduce the Company’s ongoing cash expenses. Consistent with that goal, the Compensation Committee approved the Salary Reduction Equity Award Program (the “Salary Program”), effective April 1, 2020. Pursuant to the Salary Program, the Company reduced the base salary amounts paid to certain executive officers and other employees by up to 20% for the period between April 1, 2020 and December 31, 2020. On April 1, 2020 and as contemplated by the Salary Program, the Company awarded a total of 201,988 RSUs pursuant to the Plan to participants in the Salary Program. The RSUs ratably vest on the first of every month through December 2020. Shares received upon settlement of RSUs granted under the Salary Program are not subject to any sale restrictions that would otherwise apply under the Company’s ownership guidelines; however, the provisions of the Company’s Securities Trading Policy continue to apply to such shares. Concurrent with the approval of the Salary Program, the Compensation Committee approved the Director Retainer Reduction Equity Award Program (the “Director Retainer Program”), effective April 1, 2020. Pursuant to the Director Retainer Program, the Company reduced the cash retainer paid to non-employee directors by 20%. During the year ended December 31, 2020 and as contemplated by the Director Retainer Program, the Company awarded a total of 66,070 RSUs pursuant to the Plan to the participants in the Director Retainer Program. The RSUs ratably vest on June 30, September 30 and December 31, 2020. Shares received upon settlement of RSUs granted under the Director Retainer Program are not subject to any sale restrictions that would otherwise apply under the Company’s ownership guidelines; however, the provisions of the Company’s Securities Trading Policy continue to apply to such shares. On October 1, 2020, both the Salary Program and the Director Retainer Program were terminated. Pursuant to the termination of the Salary Program, the Company recommenced payment of 100% of the base salary of the participating executive officers and other employees, on October 1, 2020, and each participating executive officer and employee agreed to forfeit RSUs awarded to him or her pursuant to the Salary Program scheduled to vest on or after October 1, 2020. Pursuant to the termination of the Director Retainer Program, the Company recommenced payment of 100% of the director fees of each non-employee director, on October 1, 2020, and each non-employee director agreed to forfeit RSUs awarded to him or her pursuant to the Director Retainer Program scheduled to vest on or after October 1, 2020. On February 25, 2021, the Compensation Committee granted time-based RSUs to certain of the Company’s executive officers and other employees. Each RSU represents a contingent right to receive, upon vesting, one share of the Company’s Common Stock or its cash equivalent, as determined by the Company. The number of RSUs granted to certain named executive officers and certain other employees totaled 1,134,524. Also, in August 2021, 30,899 of additional time-based RSUs were granted to certain of the Company’s other employees. Additionally, on May 18, 2021, the Company awarded an aggregate of 326,926 time-based RSUs to each of the Company’s non-employee directors, which vest on the first grant date anniversary or, if earlier, the date of the 2022 Annual Meeting of the Stockholders. Also, on August 4, 2021 and September 20, 2021, the Company awarded 22,087 and 17,351 time-based RSUs, respectively, to two new non-employee directors, which have the same vesting schedule as those issued on May 18, 2021. Accelerated Vesting of Restricted Stock Unit Grants Due to certain non-employee resignations and as permitted by the Plan, effective December 31, 2021, the Board approved the accelerated vesting of 115,386 RSUs granted on May 18, 2021. On January 3, 2022, the Compensation Committee awarded 10,861 time-based RSUs to one of the Company’s non-employee directors, which vested in full during the six months ended June 30, 2022. On February 24, 2022, the Compensation Committee awarded an aggregate of 1,085,548 time-based RSUs to certain of the Company’s executive officers and other employees, which vest ratably over a four-year period. On May 19, 2022, the Compensation Committee awarded an aggregate of 159,766 time-based RSUs to the Company’s non-employee directors, which vest in full on May 19, 2023 or, if earlier, the date of the first Annual Meeting of the Stockholders of the Company following the Grant Date. On September 6, 2022, the Compensation Committee awarded 4,969 time-based RSUs to an employee of the Company, which vests ratably over a four-year period. For the year ended December 31, 2022, as approved by the Compensation Committee, 116,837 of the employee related vested RSUs shown in the table below were paid in cash in the amount of $0.4 million based on the closing price of the Company’s Common Stock on the vesting date. For the years ended December 31, 2020, 2021, and 2022, respectively, certain of the Company's employees surrendered RSUs owned by them to satisfy their statutory minimum federal and state tax obligations associated with the vesting of RSUs issued under the Plan. The table below represents the changes in RSUs for the year ended December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Shares ​ Weighted Average Grant Date Fair Value per Share Balance at December 31, 2021 ​ ​ 1,862,590 ​ $ 3.00 Granted ​ ​ 1,261,129 ​ ​ 3.40 Vested ​ ​ (432,787) ​ ​ 4.09 Forfeited ​ ​ (32,351) ​ ​ 4.51 Balance at December 31, 2022 ​ ​ 2,658,581 ​ $ 2.98 ​ The total fair value of RSUs vested during the years ended December 31, 2022, 2021 and 2020 was $2.0 million, $2.1 million, and $1.0 million, respectively. The weighted-average grant date fair value per RSU of RSUs granted during the years ended December 31, 2022, 2021 and 2020 was $3.40 , $2.10 , and $3.07 , respectively. RSUs granted during the years ended December 31, 2022, 2021 and 2020, were 1,261,129 ; 1,531,787 ; and 1,374,085 ; respectively. Stock-based compensation expense for these RSUs recognized in selling, general and administrative expense in the consolidated statement of comprehensive income (loss) for the year ended December 31, 2022 was approximately $5.4 million, with an associated tax benefit of approximately $1.4 million. Stock-based compensation expense for these RSUs recognized in selling, general and administrative expense in the consolidated statement of comprehensive income (loss) for the year ended December 31, 2021 was approximately $3.1 million, with an associated tax benefit of approximately $0.7 million. Stock-based compensation expense for these RSUs recognized in selling, general and administrative expense in the consolidated statement of comprehensive income (loss) for the year ended December 31, 2020 was approximately $3.0 million, with an associated tax benefit of approximately $0.7 million. At December 31, 2022, unrecognized compensation expense related to RSUs totaled approximately $7.9 million and is expected to be recognized over a remaining term of approximately 2.45 years. Under the authoritative guidance for stock-based compensation, 537,047 of the RSUs outstanding at December 31, 2021 were considered liability-based awards due to an insufficient number of shares available under the plan to service these awards upon vesting. As such, the Company recognized a liability associated with these RSUs of approximately $0.8 million as of December 31, 2021, of which approximately $0.5 million is included in accrued liabilities and approximately $0.3 million is included in other non-current liabilities in the accompanying consolidated balance sheet as of December 31, 2021. The estimated fair value of these liability-based awards was $3.56/RSU as of December 31, 2021. As noted above, all such liability-based RSUs were reclassified to additional paid-in-capital, a component of total stockholders’ equity, during the year ended December 31, 2022, and are no longer included in liabilities as of December 31, 2022. Performance Stock Units On February 24, 2022, the Company awarded an aggregate of 245,017 time and performance-based PSUs to certain of the Company’s executive officers and management, which vest upon satisfaction of continued service with the Company until the third anniversary of the Grant Date and attainment of Company cash flow performance criteria as previously defined. On May 24, 2022, the Company and the Company’s President and Chief Executive Officer, James B. Archer, entered into the Executive Performance Stock Unit Agreement (the “Archer PSU Agreement”) in connection with Mr. Archer’s previously disclosed intention to continue to serve as President and Chief Executive Officer of the Company and as a member of the Company’s Board of Directors. Each PSU awarded under the Agreement represents the right to receive one share of the Company’s common stock. The PSUs awarded pursuant to the Archer PSU Agreement vest and become unrestricted on June 30, 2025. The number of PSUs that vest are determined based upon the achievement of specified share prices over the period between the grant date and June 30, 2025 (the “Performance Period”). Mr. Archer will earn a corresponding number of PSUs upon the achievement of specified share price thresholds, the first of which is $12.50 per share. If all Performance Goals (as defined in the Archer PSU Agreement) are met during the Performance Period, Mr. Archer will be entitled to receive a maximum of 500,000 PSUs. Vesting is contingent upon Mr. Archer’s continued employment through the vesting date, unless Mr. Archer’s employment is terminated by reason of death or Disability, without Cause, for Good Reason, or in the event of a Qualifying Termination in connection with a Change in Control (each term as defined in the Plan, as amended, or Mr. Archer’s employment agreement with the Company, as amended). These PSUs were valued using a Monte Carlo simulation with the following assumptions on the grant date: the expected volatility was approximately 53.82%, the term was 3.10 years, the dividend rate was 0.0% and the risk-free interest rate was approximately 2.65%, which resulted in a calculated fair value of approximately $2.21 per PSU as of the grant date. On July 12, 2022, the Compensation Committee granted 750,000 PSUs aimed at retaining, motivating and incentivizing certain of the Company’s executive officers, including its named executive officers (“NEOs”), under and pursuant to the Plan. The form of agreement with respect to the granting of the PSUs has material terms that are substantially similar to those in the Archer PSU Agreement. Such PSUs represent the right to receive one share of the Company’s common stock, par value $0.0001 per share. PSUs vest and become unrestricted on June 30, 2025. The number of PSUs that vest is determined based upon the achievement of specified share prices over the Performance Period. The executives will each earn a corresponding number of PSUs upon the achievement of specified share price thresholds, the first of which is $12.50 per share. If all Performance Goals (as defined in the applicable award agreement) are met during the Performance Period, the executives will be entitled to receive the maximum PSUs granted to them. Vesting is contingent upon the applicable executive’s continued employment through the vesting date, unless the applicable executive’s employment is terminated by reason of death or Disability, without Cause, for Good Reason, or in the event of a Qualifying Termination in connection with a Change in Control (each term as defined in the Plan, or each executive’s employment agreement, as amended, with the Company). These PSUs were valued using a Monte Carlo simulation with the following assumptions on the grant date: the expected volatility was approximately 55.76%, the term was 2.97 years, the dividend rate was 0.0% and the risk-free interest rate was approximately 3.05%, which resulted in a calculated fair value of approximately $6.96 per PSU as of the grant date. The table below represents the changes in PSUs for the year ended December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Shares ​ Weighted Average Grant Date Fair Value per Share Balance at December 31, 2021 ​ ​ — ​ $ — Granted ​ ​ 1,495,017 ​ ​ 4.72 Balance at December 31, 2022 ​ ​ 1,495,017 ​ $ 4.72 ​ Stock-based compensation expense for these PSUs recognized in selling, general and administrative expense in the consolidated statement of comprehensive income (loss) for the year ended December 31, 2022 was approximately $1.5 million with an associated tax benefit of $0.3 million. At December 31, 2022, unrecognized compensation expense related to PSUs totaled approximately $6.4 million and is expected to be recognized over a remaining term of approximately 2.42 years. Stock Option Awards On May 21, 2019, the Compensation Committee granted 482,792 time-based stock option awards to certain employees. On September 3, 2019 the Compensation Committee made an additional grant of 171,429 time-based stock options to our newly appointed Chief Financial Officer. Additionally, on March 4, 2020 the Compensation Committee granted 1,140,873 time-based stock option awards to certain employees. Each option represents the right upon vesting, to buy one share of the Company’s common stock, par value $0.0001 per share, for $4.51 to $10.83 per share. The stock options vest in four equal installments on each of the first four anniversaries of the grant date and expire ten years from the grant date. The table below represents the changes in stock options for the year ended December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options ​ Weighted Average Exercise Price Per Share Weighted Average Contractual Life (Years) ​ Intrinsic Value Outstanding Options at December 31, 2021 ​ ​ 1,643,135 ​ $ 6.11 ​ 7.95 ​ $ - Forfeited ​ ​ (20,494) ​ ​ 6.24 ​ - ​ ​ - Exercised ​ ​ (111,980) ​ ​ 5.78 ​ - ​ ​ 1,055 Outstanding Options at December 31, 2022 ​ ​ 1,510,661 ​ $ 6.13 ​ 6.86 ​ $ 13,615 ​ 842,267 shares were exercisable at December 31, 2022 with a weighted average exercise price per share of $6.65 and an intrinsic value of $7.15 million. The total fair value of stock option awards vested during the years ended December 31, 2022, 2021 and 2020 was $0.8 million, $0.8 million, and $0.4 million, respectively. Stock-based compensation expense for these stock option awards recognized in selling, general and administrative expense in the consolidated statement of comprehensive income (loss) for the year ended December 31, 2022 was approximately $0.8 million with an associated tax benefit of approximately $0.2 million. Stock-based compensation expense for these stock option awards recognized in selling, general and administrative expense in the consolidated statement of comprehensive income (loss) for the year ended December 31, 2021 was approximately $0.8 million with an associated tax benefit of approximately $0.2 million. Stock-based compensation expense for these stock option awards recognized in selling, general and administrative expense in the consolidated statement of comprehensive income (loss) for the year ended December 31, 2020 was approximately $0.8 million with an associated tax benefit of approximately $0.2 million. At December 31, 2022, unrecognized compensation expense related to stock options totaled $0.6 million and is expected to be recognized over a remaining term of approximately 1 year. The fair value of each option award at the grant date was estimated using the Black-Scholes option-pricing model with the following assumptions: ​ ​ ​ ​ ​ ​ ​ Assumptions Weighted average expected stock volatility (range) ​ % 25.94 - 30.90 Expected dividend yield ​ % 0.00 Expected term (years) ​ ​ 6.25 Risk-free interest rate (range) ​ % 0.82 - 2.26 Exercise price (range) ​ $ 4.51 - 10.83 ​ The weighted-average grant date fair value per option of options granted during the years ended December 31, 2022, 2021 and 2020 was $0, $0, and $1.42, respectively. Options granted during the years ended December 31, 2022, 2021 and 2020, were 0; 0; and 1,140,875; respectively. The volatility assumption used in the Black-Scholes option-pricing model is based on peer group volatility as the Company does not have a sufficient trading history as a stand-alone public company to calculate volatility. Additionally, due to an insufficient history with respect to stock option activity and post vesting cancellations, the expected term assumption is based on the simplified method permitted under SEC rules, whereby, the simple average of the vesting period for each tranche of award and its contractual term is aggregated to arrive at a weighted average expected term for the award. The risk-free interest rate used in the Black-Scholes model is based on the implied US Treasury bill yield curve at the date of grant with a remaining term equal to the Company’s expected term assumption. The Company has never declared or paid a dividend on its shares of common stock. Stock-based payments are subject to service based vesting requirements and expense is recognized on a straight-line basis over the vesting period. Forfeitures are accounted for as they occur. Stock Appreciation Right Awards On February 25, 2021, the Compensation Committee granted SARs to certain of the Company’s executive officers and other employees. Each SAR represents a contingent right to receive, upon vesting, payment in cash or the Company’s Common Stock, as determined by the Compensation Committee, in an amount equal to the difference between (a) the fair market value of a Common Share on the date of exercise, over (b) the grant date price. The number of SARs granted to certain named executive officers and certain other employees totaled 1,578,537 (including 26,906 granted on August 5, 2021). The following table summarizes SARs outstanding at December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Units ​ ​ Weighted-Average Exercise Price ​ Weighted-Average Remaining Contractual Term (Years) Outstanding SARs at December 31, 2021 ​ 1,578,537 ​ $ 1.82 ​ 9.17 Forfeited ​ (40,761) ​ ​ 1.79 ​ - Outstanding SARs at December 31, 2022 ​ 1,537,776 ​ $ 1.82 ​ 8.17 ​ Under the authoritative guidance for stock-based compensation, these SARs are considered liability-based awards. The Company recognized a liability, associated with its SARs of approximately $12.6 million as of December 31, 2022, of which approximately $6.3 million is included in accrued liabilities and approximately $6.3 million is included in other non-current liabilities in the accompanying consolidated balance sheet as of December 31, 2022. The liability associated with these SAR awards recognized as of December 31, 2021 was approximately $1.2 million, all of which was included in other non-current liabilities in the accompanying consolidated balance sheet as of December 31, 2021. These SARs were valued using the Black-Scholes option pricing model with the following assumptions on the grant date: the expected volatility was approximately 43.5%, the term was 6.25 years, the dividend rate was 0.0% and the risk-free interest rate was approximately 1.07%, which resulted in a calculated fair value of approximately $0.78 per SAR as of the grant date. The fair value of these liability awards will be remeasured at each reporting period until the date of settlement. At December 31, 2022, these SARs were valued using the Black-Scholes option pricing model with the following assumptions for awards granted on February 25, 2021 and August 5, 2021, respectively: the expected volatility was approximately 46.86% and 47.27%, the term was 0.65 years and 1.10 years, the dividend rate was 0.0% and 0.0%, the risk-free interest rate was approximately 4.70% and 4.65%, and the exercise price was $1.79 and $3.54, which resulted in a calculated fair value of approximately $13.40 and $11.78 per SAR, respectively, as of December 31, 2022. At December 31, 2021, these SARs were valued using the Black-Scholes option pricing model with the following assumptions for awards granted on February 25, 2021 and August 5, 2021, respectively: the expected volatility was approximately 25.94% and 25.94%, the term was 6.25 years and 6.25 years, the dividend rate was 0.0% and 0.0%, the risk-free interest rate was approximately 1.33% and 1.33%, and the exercise price was $1.79 and $3.54, which resulted in a calculated fair value of approximately $2.72 and $1.03 per SAR, respectively, as of December 31, 2021. The estimated weighted-average fair value of each SAR as of December 31, 2022 and December 31, 2021 was $13.61 and $2.69, respectively. Increases and decreases in stock-based compensation expense are recognized over the vesting period, or immediately for vested awards. For the year ended December 31, 2022, the Company recognized compensation expense related to these awards of approximately $11.4 million in selling, general and administrative expense in the consolidated statement of comprehensive income (loss). For the year ended December 31, 2021, the Company recognized compensation expense related to these awards of approximately $1.2 million in selling, general and administrative expense in the consolidated statement of comprehensive income (loss). At December 31, 2022, unrecognized compensation expense related to SARs totaled approximately $7.9 million and is expected to be recognized over a remaining term of approximately 1.16 years. At December 31, 2022 and December 31, 2021, the intrinsic value of the SARs was $20.5 million and $2.7 million, respectively. The volatility assumption used in the Black-Scholes option-pricing model is based on peer group volatility as the Company does not have a sufficient trading history as a stand-alone public company to calculate volatility.

Retirement Plans

Retirement Plans	12 Months Ended
	Dec. 31, 2022
Retirement Plans
Retirement Plans	19. Retirement Plans We offer a defined contribution 401(k) retirement plan to substantially all of our U.S. employees. Participants may contribute from 1% to 90% of eligible compensation, inclusive of pretax and/or Roth deferrals (subject to Internal Revenue Service limitations), and we make matching contributions under this plan on the first 5% of the participant’s compensation (100% match of the first 3% employee contribution and 50% match on the next 2% contribution). Our matching contributions fully vest upon participation. We recognized expense of $0.9 million, $0.7 million and $0.7 million related to matching contributions under our various defined contribution plans during the years ended December 31, 2022, 2021 and 2020, respectively.

Business Segments

Business Segments	12 Months Ended
	Dec. 31, 2022
Business Segments
Business Segments	20. Business Segments The Company has six operating segments, none of which qualify for aggregation. Four of the segments are disclosed as reportable segments, based on the 10% test. The aggregate external revenues of these reportable segments exceeded 75% of the Company’s consolidated revenues. The remaining operating segments were combined in the “All Other” category. As of June 30, 2021, the Company changed the names of select reportable segments to appropriately align with its diversified hospitality and facilities service offerings. The segments formerly known as Permian Basin and Bakken Basin are now referred to as HFS – South and HFS – Midwest, respectively. All other reportable segment names remain unchanged. The Company is organized primarily on the basis of geographic region and customer industry group and operates in four reportable segments. These reportable segments are also operating segments. Resources are allocated, and performance is assessed by our CEO, whom we have determined to be our Chief Operating Decision Maker (CODM). Our remaining operating segments have been consolidated and included in an “All Other” category. The following is a brief description of our reportable segments and a description of business activities conducted by All Other. Hospitality & Facilities Services – South — Hospitality & Facilities Services – Midwest Government TCPL Keystone All Other — The accounting policies of the segments are the same as those described in the “Summary of Significant Accounting Policies” for the Company. The Company evaluates performance of their segments and allocates resources to them based on revenue and adjusted gross profit. Adjusted gross profit for the CODM’s analysis includes the services and specialty rental costs in the financial statements and excludes depreciation, loss on impairment, and certain severance costs. The table below presents information about reported segments for the years ended December 31: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HFS – South HFS – Midwest Government ​ TCPL Keystone All Other Total Revenue ​ $ 132,373 ​ $ 6,168 ​ $ 360,294 ​ $ - ​ $ 3,150 (a) $ 501,985 Adjusted gross profit ​ $ 54,558 ​ $ (258) ​ $ 246,598 ​ $ - ​ $ (937) ​ $ 299,961 Capital expenditures ​ $ 8,686 ​ $ 214 ​ $ 130,871 ​ $ - ​ $ 125 ​ ​ ​ Total Assets ​ $ 176,637 ​ $ 30,152 ​ $ 217,029 ​ $ 3,007 ​ $ 1,563 ​ $ 428,388 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HFS – South HFS – Midwest Government ​ TCPL Keystone All Other Total Revenue ​ $ 116,958 ​ $ 4,150 ​ $ 156,250 ​ $ 12,283 ​ $ 1,696 (a) $ 291,337 Adjusted gross profit ​ $ 52,344 ​ $ (711) ​ $ 94,801 ​ $ 9,161 ​ $ (636) ​ $ 154,959 Capital expenditures ​ $ 8,835 ​ $ 150 ​ $ 27,525 ​ $ - ​ $ 57 ​ ​ ​ Total Assets ​ $ 206,774 ​ $ 43,504 ​ $ 87,308 ​ $ 3,007 ​ $ 2,412 ​ $ 343,005 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HFS – South HFS – Midwest Government ​ TCPL Keystone All Other Total Revenue ​ $ 112,126 ​ $ 6,605 ​ $ 63,259 ​ $ 41,911 ​ $ 1,247 (a) $ 225,148 Adjusted gross profit ​ $ 51,518 ​ $ 161 ​ $ 47,523 ​ $ 8,617 ​ $ (699) ​ $ 107,120 Capital expenditures ​ $ 8,160 ​ $ 67 ​ $ 24 ​ $ 164 ​ $ 656 ​ ​ ​ ​ (a) Revenues from segments below the quantitative thresholds are attributable to operating segments of the Company and are reported in the “All Other” category previously described. ​ A reconciliation of total segment adjusted gross profit to total consolidated income (loss) before income taxes for years ended as of the dates indicated below, is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 December 31, 2021 December 31, 2020 Total reportable segment adjusted gross profit ​ $ 300,898 ​ $ 155,595 ​ $ 107,819 Other adjusted gross profit ​ ​ (937) ​ ​ (636) ​ ​ (699) Depreciation and amortization ​ ​ (67,665) ​ ​ (70,519) ​ ​ (65,614) Selling, general, and administrative expenses ​ ​ (57,893) ​ ​ (46,461) ​ ​ (38,128) Other income (expense), net ​ ​ (36) ​ ​ (880) ​ ​ 723 Interest expense, net ​ ​ (36,323) ​ ​ (38,704) ​ ​ (40,034) Change in fair value of warrant liabilities ​ ​ (31,735) ​ ​ (1,067) ​ ​ 2,347 Consolidated income (loss) before income taxes ​ $ 106,309 ​ $ (2,672) ​ $ (33,586) ​ A reconciliation of total segment assets to total consolidated assets as of December 31, 2022 and 2021, respectively, is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ 2021 Total reportable segment assets ​ $ 426,825 ​ $ 340,593 Other assets ​ ​ 3,240 ​ ​ 3,489 Other unallocated amounts ​ ​ 341,662 ​ ​ 169,310 Total Assets ​ $ 771,727 ​ $ 513,392 ​ Other unallocated assets are not included in the measure of segment assets provided to or reviewed by the CODM for assessing performance and allocating resources, and as such, are not allocated. Other unallocated assets consist of the following as reported in the consolidated balance sheets of the Company as of the dates indicated below: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 Total current assets ​ $ 236,379 ​ $ 60,536 Other intangible assets, net ​ ​ 75,182 ​ ​ 88,485 Operating lease right-of-use assets, net ​ ​ 27,298 ​ ​ - Deferred tax asset ​ ​ - ​ ​ 14,710 Deferred financing costs revolver, net ​ ​ 896 ​ ​ 2,159 Other non-current assets ​ ​ 1,907 ​ ​ 3,420 Total other unallocated amounts of assets ​ $ 341,662 ​ $ 169,310 ​ For 2022 and 2021, revenues from the Company’s Government segment were from two customers and represented approximately $360.3 million and $156.3 million of the Company’s consolidated revenues for the years ended December 31, 2022 and 2021, respectively. Revenues from one customer within the Government segment represented approximately 60.6% and 34.7% of the Company’s consolidated revenues for the years ended December 31, 2022 and 2021, respectively. Revenues from another customer within the Government segment represented approximately 11.1% and 18.9% of the Company’s consolidated revenues for the years ended December 31, 2022 and 2021, respectively. For 2020, revenues from the Company's Government segment were from one customer and represented approximately $63.3 million or 28.1% of the Company’s consolidated revenues for the year ended December 31, 2020. There were no single customers from the HFS – South segment for the years ended years ended December 31, 2022, 2021 and 2020 that represented 10% or more of the Company’s consolidated revenues. Revenues from one customer in the TCPL Keystone segment represented approximately $41.9 million of the Company’s consolidated revenues for the year ended December 31, 2020. There were no revenues generated from transactions between reportable operating segments for the years ended December 31, 2022, 2021, and 2020, respectively.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2022
Subsequent Events
Subsequent Events	​ 21. Subsequent Events On January 18, 2023, the Company purchased a group of assets consisting primarily of land, specialty rental assets and intangibles for approximately $18.6 million, which was funded by cash on hand. These assets will be utilized for growth in the Company’s HFS – South segment. ​ On February 1, 2023, the ABL Facility agreement discussed in Note 8 was amended to, among other things, (i) extend the maturity date until February 1, 2028; (ii) convert the reference interest rate for Existing Revolver Loans (as defined in the amendment) from a LIBOR-based rate to a Term SOFR-based rate; and (iii) update certain other provisions regarding successor interest rates to LIBOR. ​ ​

Organization and Nature of Op_2

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2022
Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies
Organization and Nature of Operations	Organization and Nature of Operations Target Hospitality Corp. (“Target Hospitality” and, together with its subsidiaries, the “Company”) was formed on March 15, 2019 and is one of North America’s largest providers of vertically integrated specialty rental and value-added hospitality services. The Company provides vertically integrated specialty rental and comprehensive hospitality services including: catering and food services, maintenance, housekeeping, grounds-keeping, security, health and recreation services, overall workforce community management, and laundry service. Target Hospitality serves clients in energy and natural resources and government sectors principally located in the West Texas, South Texas, Oklahoma and Midwest regions. The Company, whose securities are listed on the Nasdaq Capital Market, together with its 100% owned subsidiaries, Topaz Holdings LLC, a Delaware limited liability company (“Topaz”), and Arrow Bidco, LLC, a Delaware limited liability company (“Arrow Bidco”), serve as the holding companies for the businesses of Target Logistics Management, LLC and its subsidiaries (“Target” or “TLM”) and RL Signor Holdings, LLC and its subsidiaries (“Signor”). TDR Capital LLP (“TDR Capital” or “TDR”) indirectly owns approximately 65% of Target Hospitality and the remaining ownership is broken out among the founders of the Company’s legal predecessor, Platinum Eagle Acquisition Corp. (“Platinum Eagle” or “PEAC”), investors in Platinum Eagle’s private placement transaction, and other public shareholders.
Basis of Presentation	Basis of Presentation The accompanying consolidated financial statements and related notes have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“US GAAP”).
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with US GAAP requires the use of estimates and assumptions by management in determining the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. If the underlying estimates and assumptions upon which the financial statements are based change in future periods, actual amounts may differ from those included in the accompanying consolidated financial statements.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries that it controls due to ownership of a majority voting interest. Subsidiaries are fully consolidated from the date of acquisition, being the date on which the Company obtains control, and continue to be consolidated until the date when such control ceases. The financial statements of the subsidiaries are prepared for the same reporting period as the Company. All intercompany balances and transactions are eliminated.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents.
Receivables and Allowances for Doubtful Accounts	Receivables and Allowances for Doubtful Accounts Receivables primarily consist of amounts due from customers from the delivery of specialty rental services. The trade accounts receivable is recorded net of an allowance for doubtful accounts. The allowance for doubtful accounts is based upon the amount of losses expected to be incurred in the collection of these accounts. The estimated losses are based upon a review of outstanding receivables, including specific accounts and the related aging, and on historical collection experience. Specific accounts are written off against the allowance when management determines the account is uncollectible. Activity in the allowance for doubtful accounts was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2022 ​ 2021 ​ 2020 Balances at Beginning of Year $ 43 ​ $ 2,977 ​ $ 989 Charges to bad debt expense ​ 1,052 ​ ​ 1,877 ​ ​ 4,821 Recoveries ​ (645) ​ ​ (247) ​ ​ (820) Write-offs ​ (446) ​ ​ (4,564) ​ ​ (2,013) Balances at End of Year $ 4 ​ $ 43 ​ $ 2,977 ​ Charges to bad debt expense, net of recoveries for the period are included within selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss).
Prepaid Expenses and Other Assets	Prepaid Expenses and Other Assets Prepaid expenses of approximately $8.6 million and $5.0 million at December 31, 2022 and 2021, respectively, primarily consist of insurance, taxes, rent, deposits and permits. Prepaid insurance, rent, and permits are amortized over the related term of the respective agreements. Prepaid taxes are recognized as expense over the related future tax period. Other assets of approximately $3.9 million and $3.4 million at December 31, 2022 and 2021, respectively, primarily consist of $1.9 million and $1.8 million of deposits as of December 31, 2022 and 2021, respectively, and $2.0 million and $1.6 million of hospitality inventory as of December 31, 2022 and 2021, respectively. Inventory, primarily consisting of food and beverages, is accounted for by the first-in, first-out method and is stated at the lower of cost and net realizable value.
Concentrations of Credit Risk	Concentrations of Credit Risk In the normal course of business, the Company grants credit to its customers based on credit evaluations of their financial condition and generally requires no collateral or other security. Major customers are defined as those individually comprising more than 10.0% of the Company’s revenues or accounts receivable. F or the year ended December 31, 2022, the Company had two customers who accounted for 60.6% and 11.1% of revenues, respectively. The largest customers accounted for 12% and 11% of accounts receivable, respectively, while no other customer accounted for more than 10% of the accounts receivable balance as of December 31, 2022. For the year ended December 31, 2021, the Company had two customers representing 34.7% and 18.9% of total revenues, respectively. The largest customers accounted for 15% and 10% of accounts receivable, respectively, at December 31, 2021. For the year ended December 31, 2020, the Company had two customers representing 28.1% and 18.6% of total revenues, respectively. Major suppliers are defined as those individually comprising more than 10.0% of the annual goods purchased. For the years ended December 31, 2022 and 2021, the Company had one major supplier representing 13.4% and 15.3% of goods purchased, respectively. For the year ended December 31, 2020, the Company had three major suppliers, representing 16.2% , 10.3% , and 10.2% of goods purchased, respectively. The Company provides services almost entirely to customers in the governmental and natural resource industries and as such, are almost entirely dependent upon the continued activity of such customers.
Interest Capitalization	Interest Capitalization Interest costs for the construction of certain long-term assets are capitalized by applying the weighted average interest rate applicable to the borrowings of the Company to the average amount of accumulated expenditures outstanding during the construction period. Such capitalized interest costs are depreciated over the related assets’ estimated useful lives.
Specialty Rental Assets	Specialty Rental Assets Specialty rental assets (units, site work and furniture and fixtures comprising lodges) are measured at cost less accumulated depreciation and impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. Costs of improvements and betterments to units are capitalized when such costs extend the useful life of the unit or increase the rental value of the unit. Costs incurred for units to meet a particular customer specification are capitalized and depreciated over the lease term. Maintenance and repair costs are expensed as incurred. Depreciation is computed using the straight-line method over estimated useful lives and considering the residual value of those assets. The estimated useful life of modular units is 15 years . The estimated useful life of site work (above ground and below ground infrastructure) is 5 years . The estimated useful life of furniture and fixtures is 7 years . Assets leased under capital leases are depreciated over the shorter of the lease term or their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Depreciation methods, useful lives and residual values are adjusted prospectively, if a revision is determined to be appropriate.
Other Property, Plant, and Equipment	Other Property, Plant, and Equipment Other property, plant, and equipment is stated at cost, net of accumulated depreciation and impairment losses. Assets leased under capital leases are depreciated over the shorter of the lease term or their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Land is not depreciated. Maintenance and repair costs are expensed as incurred. Depreciation is computed using the straight-line method over estimated useful lives, as follows: ​ ​ ​ ​ Buildings 5-15 years Machinery and office equipment 3-5 years Furniture and fixtures 7 years Software 3 years ​ Depreciation methods, useful lives and residual values are reviewed and adjusted prospectively, if appropriate.
Business Combinations	Business Combinations Business combinations are accounted for using the acquisition method. Consideration transferred for acquisitions is measured at fair value at the acquisition date and includes assets transferred, liabilities assumed and equity issued. Acquisition costs incurred are expensed and included in selling, general and administrative expenses. When the Company acquires a business, the financial assets and liabilities assumed are assessed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions at the acquisition date. Any contingent consideration transferred by the acquirer is recognized at fair value at the acquisition date. Any subsequent changes to the fair value of contingent consideration are recognized in profit or loss. If the contingent consideration is classified as equity, it is not re-measured and subsequent settlement is accounted for within equity.
Goodwill	Goodwill The Company evaluates goodwill for impairment at least annually at the reporting unit level. A reporting unit is the operating segment, or one level below that operating segment (the component level) if discrete financial information is prepared and regularly reviewed by segment management. However, components are aggregated as a single reporting unit if they have similar economic characteristics. For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the Company’s reporting units that are expected to benefit from the combination. The Company evaluates changes in its reporting structure to assess whether that change impacts the composition of one or more of its reporting units. If the composition of the Company’s reporting units’ changes, goodwill is reassigned between reporting units using the relative fair value allocation approach. The Company performs the annual impairment test of goodwill at October 1. In addition, the Company performs impairment tests during any reporting period in which events or changes in circumstances indicate that impairment may have occurred. To test goodwill for impairment, the Company first performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If it is concluded that this is the case, the Company then performs a quantitative impairment test. Otherwise, the quantitative impairment test is not required. Under the quantitative impairment test, the Company would compare the estimated fair value of each reporting unit to its carrying value. In assessing the fair value of the reporting units, the Company considers the market approach, the income approach, or a combination of both. Under the market approach, the fair value of the reporting unit is based on quoted market prices of companies comparable to the reporting unit being valued. Under the income approach, the fair value of the reporting unit is based on the present value of estimated cash flows. The income approach is dependent on several significant management assumptions, including estimated future revenue growth rates, gross margin on sales, operating margins, capital expenditures, tax rates and discount rates. If the carrying amount of the reporting unit exceeds the calculated fair value, a loss on impairment is recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. Additionally, the Company considers the income tax effect from any tax-deductible goodwill on the carrying amount of the reporting unit, if applicable, when measuring the goodwill impairment charge.
Intangible Assets Other Than Goodwill	Intangible Assets Other Than Goodwill Intangible assets that are acquired by the Company and determined to have an indefinite useful life are not amortized, but are tested for impairment at least annually. The Company’s indefinite-lived intangible assets consist of trade names. The Company calculates fair value by comparing a relief-from-royalty method to the carrying amount of the indefinite-lived intangible asset. This method is used to estimate the cost savings that accrue to the owner of an intangible asset who would otherwise have to pay royalties or license fees on revenues earned through the use of the asset. A loss on impairment would be recorded to the extent the carrying value of the indefinite-lived intangible asset exceeds the fair value. Other intangible assets that have finite useful lives are measured at cost less accumulated amortization and impairment losses, if any. Subsequent expenditures for intangible assets are capitalized only when they increase the future economic benefits embodied in the specific asset to which they relate. Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets. The Company has customer relationship assets with lives ranging from 5 to 9 years. Amortization of intangible assets is included in other depreciation and amortization on the consolidated statements of comprehensive income (loss).
Impairment of Long-Lived and Amortizable Intangible Assets	Impairment of Long-Lived and Amortizable Intangible Assets Fixed assets including rental equipment and other property, plant and equipment and amortizable intangible assets are reviewed for impairment as events or changes in circumstances occur indicating that the carrying value of the asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset group to future undiscounted cash flows, without interest charges, expected to be generated by the asset group. If future undiscounted cash flows, without interest charges, exceed the carrying amount of an asset, no impairment is recognized. If management determines that the carrying value cannot be recovered based on estimated future undiscounted cash flows, without interest charges, over the shorter of the asset’s estimated useful life or the expected holding period, an impairment loss would be recorded based on the estimated fair value of the asset.
Assets Held for Sale	Assets Held for Sale Management considers an asset to be held for sale when management approves and commits to a formal plan to actively market the asset for sale and it is probable that the sale will be completed within twelve months. A sale may be considered probable when a signed sales contract and significant non-refundable deposit or contract break-up fee exist. Upon designation as held for sale, management records the carrying value of the asset at the lower of its carrying value or its estimated fair value, less estimated costs to sell, and management stops recording depreciation expense. As of December 31, 2022, no assets were considered held for sale.
Deferred Financing Costs Revolver, net	Deferred Financing Costs Revolver, net Deferred financing costs revolver are associated with the issuance of the ABL Facility and the Algeco ABL facility (“Algeco ABL Facility”) discussed in Note 8. Such costs are amortized over the contractual term of the line-of-credit through initial maturity using the straight-line method. Amortization expense of deferred financing costs revolver is included in interest expense, net in the consolidated statement of comprehensive income (loss).
Term Loan Deferred Financing Costs	Term Loan Deferred Financing Costs Term loan deferred financing costs are associated with the issuance of the 2024 Senior Secured Notes discussed in Note 8. The Company presents unamortized deferred financing costs as a direct deduction from the principal amount of the 2024 Senior Secured Notes on the consolidated balance sheets. Such costs are deferred and amortized over the term of the debt based on the effective interest rate method.
Other Non-Current Assets	Other Non-Current Assets Other non-current assets primarily consist of capitalized software implementation costs for the implementation of cloud computing systems primarily during 2020 and 2019. The Company capitalizes expenditures related to the implementation of cloud computing software as incurred during the application development stage. Such capitalized costs are amortized to selling, general, and administrative expenses over the term of the cloud computing hosting arrangement, including reasonably certain renewals, beginning when the module or component of the hosting arrangement is ready for its intended use.
Original Issuance Discounts	Original Issuance Discounts Debt original discounts are associated with the issuance of the 2024 Senior Secured Notes discussed in Note 8 and are recorded as direct deductions to the principal amount of the 2024 Senior Secured Notes on the consolidated balance sheets. Debt discounts are deferred and amortized over the term of the debt based on the effective interest rate method.
Asset Retirement Obligations	Asset Retirement Obligations The Company recognizes asset retirement obligations (“AROs”) related to legal obligations associated with the operation of the Company’s specialty rental assets. The fair values of these AROs are recorded on a discounted basis, at the time the obligation is incurred and accreted over time for the change in present value over the expected timing of settlement. Changes in the expected timing or amount of settlement are recognized in the period of change as an increase or decrease in the carrying amount of the ARO and related asset retirement costs with decreases in excess of the carrying value of the related asset retirement cost being recognized in the consolidated statement of comprehensive income (loss). The Company capitalizes asset retirement costs by increasing the carrying amount of the related long-lived assets and depreciating these costs over the remaining useful life. The carrying amount of AROs included in the consolidated balance sheets were $2.2 million and $2.1 million as of December 31, 2022 and 2021, respectively, which represents the present value of the estimated future cost of these AROs of approximately $2.7 million. Accretion expense of approximately $0.2 million, ($0.2) million and ($0.4) million was recognized in specialty rental costs in the accompanying consolidated statements of comprehensive income (loss) for the years ended December 31, 2022, 2021 and 2020, respectively.
Foreign Currency Transactions and Translation	Foreign Currency Transactions and Translation The Company’s reporting currency is the US Dollar (USD). Exchange rate adjustments resulting from foreign currency transactions are recognized in profit or loss, whereas effects resulting from the translation of financial statements are reflected as a component of accumulated other comprehensive loss, a component of equity. The assets and liabilities of subsidiaries whose functional currency is different from the USD are translated into USD at exchange rates at the reporting date and revenue and expenses are translated using average exchange rates for the respective period. Foreign exchange gains and losses arising from a receivable or payable to a consolidated Company entity, the settlement of which is neither planned nor anticipated in the foreseeable future, are considered to form part of a net investment in the Company entity and are included within accumulated other comprehensive loss.
Revenue Recognition	Revenue Recognition The Company derives revenue from specialty rental and hospitality services, specifically lodging and related ancillary services. Revenue is recognized in the period in which lodging and services are provided pursuant to the terms of contractual relationships with the customers. Certain arrangements contain a lease of lodging facilities to customers. The leases are accounted for as an operating lease under the authoritative guidance for leases and are recognized as income is earned over the term of the lease agreement. Because performance obligations related to specialty rental and hospitality services are satisfied over time, the majority of our revenue is recognized on a daily basis, for each night a customer stays, at a contractual day rate. Our customers typically contract for accommodation services under committed contracts with terms that most often range from several months to multiple years. Our payment terms vary by type and location of our customer and the service offered. The time between invoicing and when payment is due is not significant. When lodging and services are billed and collected in advance, recognition of revenue is deferred until services are rendered. Certain of the Company’s contractual arrangements allow customers the ability to use paid but unused lodging and services for a specified period. The Company recognizes revenue for these paid but unused lodging and services as they are consumed, as it becomes probable the lodging and services will not be used, or upon expiration of the specified term. Cost of services includes labor, food, utilities, supplies, rent and other direct costs associated with operating the lodging units. Cost of rental includes leasing costs and other direct costs of maintaining the lodging units. Costs associated with contracts includes sales commissions which are expensed as incurred and reflected in selling, general and administrative expenses in the consolidated statements of comprehensive income (loss). The Company recognizes revenue associated with community construction using the percentage of completion method with progress towards completion measured using the cost-to-cost method as the basis to recognize revenue. Management believes this cost-to-cost method is the most appropriate measure of progress to the satisfaction of a performance obligation on the community construction. Provisions for estimated losses on uncompleted contracts are made in the period in which such losses are determined. Changes in job performance, job conditions, estimated profitability and final contract settlements may result in revisions to projected costs and revenue and are recognized in the period in which the revisions to estimates are identified and the amounts can be reasonably estimated. Factors that may affect future project costs and margins include weather, production efficiencies, availability and costs of labor, materials and subcomponents. Revenues associated with community construction using the percentage of completion method are reflected as construction fee income in the consolidated statements of comprehensive income (loss). Additionally, the Company collects sales, use, occupancy and similar taxes, which the Company presents on a net basis (excluded from revenues) in the consolidated statements of comprehensive income (loss).
Fair Value Measurements	Fair Value Measurements A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The inputs are prioritized into three levels that may be used to measure fair value: Level 1: Inputs that reflect quoted prices for identical assets or liabilities in active markets that are observable. Level 2: Inputs that reflect quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3: Inputs that are unobservable to the extent that observable inputs are not available for the asset or liability at the measurement date.
Income Taxes	Income Taxes The Company’s operations are subject to U.S. federal, state and local, and foreign income taxes. The Company accounts for income taxes under the liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent that it is more likely than not that these assets will be realized. In making such determination, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent results of operations. Valuation allowances are recorded to reduce the deferred tax assets to an amount that will more likely than not be realized. When a valuation allowance is established or there is an increase in an allowance in a reporting period, tax expense is generally recorded in the Company’s consolidated statements of comprehensive income (loss). In accordance with applicable authoritative guidance, the Company accounts for uncertain income tax positions using a benefit recognition model with a two-step approach; a more-likely-than-not recognition criterion; and a measurement approach that measures the position as the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement. If it is not more-likely-than-not that the benefit of the tax position will be sustained on its technical merits, no benefit is recorded. Uncertain tax positions that relate only to timing of when an item is included on a tax return are considered to have met the recognition threshold. The Company classifies interest and penalties related to uncertain tax positions within income tax expense.
Warrant Liabilities	Warrant Liabilities W e evaluated under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity , and concluded that they do not meet the criteria to be classified in stockholders’ equity. Specifically, the provisions in the Private Warrant agreement provide for potential changes to the settlement amounts dependent upon the characteristics of the warrant holder and because the holder of a warrant is not an input into the pricing of a fixed-for-fixed option on equity shares, such a provision would preclude the warrant from being classified in equity. Since the Private Warrants meet the definition of a derivative under ASC 815, we recorded these Private Warrants as liabilities on the balance sheet at fair value, with subsequent changes in their respective fair values recognized in the consolidated statements of comprehensive income (loss) at each reporting date. The fair value adjustments were determined by using a Black-Scholes option-pricing model based on inputs less observable in the marketplace as described in Note 11 . The Private Warrants are deemed equity instruments for income tax purposes, and accordingly, there is no tax accounting related to changes in the fair value of the Private Warrants recognized.
Stock-Based Compensation	Stock-Based Compensation The Company sponsors an equity incentive plan, the Target Hospitality Corp. 2019 Incentive Award Plan, as amended (the “Plan”), in which certain employees and non-employee directors participate. The Plan is administered by the compensation committee of the board of directors of the Company (the “Compensation Committee”). The Company measures the cost of services received in exchange for an award of equity instruments (typically restricted stock unit awards (“RSUs”), performance stock unit awards (“PSUs”) and stock options) based on the grant-date fair value of the awards issued under the Plan that are equity classified. Liability classified RSUs are valued based on the fair value of the stock at each reporting period until the date of settlement or until they become equity classified, whichever occurs first, with changes in fair value recognized as increases or decreases in stock-based compensation expense in the accompanying consolidated statements of comprehensive income (loss) each reporting period over the period during which an employee or non-employee director is required to provide service in exchange for the awards, usually the vesting period. The fair value of the stock options is calculated using the Black-Scholes option-pricing model and the fair value of the PSUs that are based on market conditions (“Market-Based PSUs”) are calculated using a Monte Carlo simulation while the fair value of the RSUs and performance-based PSUs not based on market conditions (“Performance-Based PSUs”) are calculated based on the Company’s share price on the grant-date and the assessment of the probability of achieving defined performance measures for Performance-Based PSUs. The resulting compensation expense is recognized over the period during which an employee or non-employee director is required to provide service in exchange for the awards, usually the vesting period. Similarly, for time-based awards subject to graded vesting, compensation expense is recognized on a straight-line basis over the service period. For Market-Based PSUs, the probability of satisfying a market condition is considered in the estimation of the grant-date fair value for Market-Based PSUs and the compensation cost is not reversed if the market condition is not achieved, provided the requisite service has been provided. Forfeitures are accounted for as they occur. The Plan also includes Stock Appreciation Rights awards (“SARs”) issued to certain of the Company’s executive officers and other employees. Each SAR represents a contingent right to receive, upon vesting, payment in cash or the Company’s Common Stock, as determined by the compensation committee, in an amount equal to the difference between (a) the fair market value of a Common Share on the date of exercise, over (b) the grant date price. Under the authoritative guidance for stock-based compensation, these SARs are considered liability-based awards that are included in accrued liabilities and other non-current liabilities in the consolidated balance sheets at fair value and are remeasured at fair value each reporting period until the date of settlement using the Black-Scholes option pricing model. Changes in the estimated fair value of the SARs along with the resulting cost is recognized as increases or decreases in stock-based compensation expense in the accompanying consolidated statements of comprehensive income (loss) each reporting period over the period during which an employee is required to provide service in exchange for the SARs, usually the vesting period. Forfeitures are accounted for as they occur. Refer to Note 18 for further details of activity related to the Plan.
Treasury Stock	Treasury Stock Treasury stock is reflected as a reduction of stockholders’ equity at cost. We use the weighted average purchase price to determine the cost of treasury stock that is reissued, if any.
Recently Issued Accounting Standards	Recently Adopted Accounting Standards In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases (ASC 840) The Company adopted Topic 842, along with its related clarifications and amendments, on the effective date of January 1, 2022 to be presented in the consolidated financial statements for the year ended December 31, 2022 in this Annual Report on Form 10-K using the modified retrospective transition approach, whereby the Company elected the transition option to the new standard that allows entities to apply the transition provisions of the new standard at its adoption date instead of the earliest comparative period presented in its financial statements. For leases with an initial term of 12 months or less, the Company will not recognize a right-of-use asset and a lease liability on the consolidated balance sheet and lease expense will be recognized on a straight-line basis over the lease term. The Company did not elect the hindsight practical expedient nor the land easements practical expedient as the latter is not applicable to the Company given all of the Company’s land leases were previously identified as leases and were accounted for as such under ASC 840. In addition, the Company elected the following practical expedients in adopting the new standard: ● The Company elected the package of practical expedients that allows the Company to not reassess: (i) whether any expired or existing contracts meet the definition of a lease; (ii) the lease classification for any expired or existing leases; and (iii) the initial direct costs for any existing leases. ● The Company elected the lessee practical expedient to make an accounting policy election by class of underlying asset to not separate non-lease components from lease components and instead to account for each separate lease component and non-lease components associated with that lease component as a single lease component. Lessee Perspective: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance ​ ​ ​ ​ Balance ​ Pre-Adoption ​ Adjustments Post-Adoption Operating lease right-of-use assets, net ​ $ - ​ $ 16,574 ​ $ 16,574 Total asset adjustments ​ ​ ​ ​ $ 16,574 ​ ​ ​ Operating lease obligations, current and long-term ​ $ - ​ $ 16,574 ​ $ 16,574 Total liability adjustments ​ ​ ​ ​ $ 16,574 ​ ​ ​ ​ Upon adoption of the new standard, the Company reclassified amounts related to its finance leases, which relate to commercial-use vehicles, as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance ​ ​ ​ ​ Balance ​ ​ Pre-Adoption ​ Adjustments Post-Adoption Other property, plant and equipment, net ​ $ 1,494 ​ $ - ​ $ 1,494 Total asset adjustments ​ ​ ​ ​ $ - ​ ​ ​ Finance lease and other financing obligations, current and long-term ​ $ - ​ $ 1,411 ​ $ 1,411 Capital lease and other financing obligations, current and long-term ​ $ 1,411 ​ ​ (1,411) ​ $ - Total liability adjustments ​ ​ ​ ​ $ - ​ ​ ​ ​ The adoption of this standard had no impact to the Company’s consolidated statements of comprehensive income (loss), no impact to the consolidated statement of changes in stockholders’ equity, and it had no impact to net cash provided by operating activities, net cash used in investing activities, or net cash used in financing activities in the accompanying consolidated statements of cash flows, other than certain presentation changes within the consolidated statement of cash flows. The Company determines if a contract is a lease at inception. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Expense for these short-term leases is recognized on a straight-line basis over the lease term. For leases with an initial term greater than 12 months, the Company records a ROU asset and a corresponding lease obligation. ROU assets represent the Company’s right to use an underlying asset for the lease term, and lease obligations represent the Company’s obligation to make fixed lease payments as stipulated by the lease. As a lessee in a lease contract, the Company recognizes a ROU asset and a lease liability on the consolidated balance sheet. The Company is a lessee in a variety of lease contracts, such as land, building, real estate, modular units, equipment and vehicle leases. The Company classifies its leases as either an operating lease or a finance lease based on the principle of whether or not the lease is effectively a financed purchase of the leased asset. For operating leases, the Company recognizes lease expense on a straight-line basis over the term of the lease. For finance leases, the Company recognizes lease expense using the effective interest method, which results in the interest component of each lease payment being recognized as interest expense and the lease right-of-use asset being amortized into other depreciation and amortization expense in the accompanying consolidated statement of comprehensive income (loss) using the straight-line method over the term of the lease. Operating lease obligations are recognized at the lease commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate (“IBR”) based on information available at the commencement date in determining the present value of lease payments over the lease term. The IBR is the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. The Company determined its IBR for each lease by using the IBR in effect as of the start of the quarter of the lease commencement date (or ASC 842 transition date of January 1, 2022, whichever comes sooner). In order to estimate the Company’s IBR, the Company first looks to its own unsecured debt offerings, and adjusts the rate for both length of term and secured borrowing using available market data as well as consultations with leading national financial institutions that are active in the issuance of both secured and unsecured notes. Operating ROU assets are recognized at the lease commencement date, and include the amount of the initial operating lease obligation, any lease payments made at or before the commencement date, excluding any lease incentives received, and any initial direct costs incurred. For leases that have extension options that the Company can exercise at its discretion, management uses judgment to determine if it is reasonably certain that the Company will in fact exercise such option. If the extension option is reasonably certain to occur, the Company includes the extended term’s lease payments in the calculation of the respective lease liability. Certain lease contracts may include an option to purchase the leased property, which is at the Company's sole discretion. None of the Company’s leases contain any material residual value guarantees or material restrictive covenants. The Company reviews its right-of-use assets for indicators of impairment. If such assets are considered to be impaired, the related assets are adjusted to their estimated fair value and an impairment loss is recognized. The impairment loss recognized is measured by the amount by which the carrying amount of the assets exceeds the estimated fair value of the assets. Based on the Company’s review, no operating or finance lease ROU assets were impaired during 2022. The Company's leases include a base lease payment, which is recognized as lease expense on a straight-line basis over the lease term. In addition, certain of the Company's leases may include an additional lease payment for items such as common area maintenance, real estate taxes, utilities, operating expenses, insurance, personal property expense, or other related charges all of which are recognized as variable lease expense, when incurred, in the consolidated statement of comprehensive income (loss). The variable lease expense incurred by the Company was not based on an index or rate. Lessor Perspective: Refer to Notes 13 and 14 for additional lease disclosures. Recently Issued Accounting Standards The Company meets the definition of an emerging growth company (“EGC”) as defined under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). In reliance on exemptions provided under the JOBS Act for EGCs, the Company has elected to defer compliance with new or revised financial accounting standards until a company that is not an issuer (as defined under section 2(a) of the Sarbanes-Oxley Act of 2002) is required to comply with such standards. As such, compliance dates included below pertain to non-issuers, and as permitted, early adoption dates are indicated. These standards will be effective for the Company on January 1, 2023. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses ASU 2016-13 or Topic 326 Codification Improvements to Topic 326, Financial Instruments - Credit Losses

Organization and Nature of Op_3

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2022
Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies
Activity in the allowance for doubtful accounts	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ 2022 ​ 2021 ​ 2020 Balances at Beginning of Year $ 43 ​ $ 2,977 ​ $ 989 Charges to bad debt expense ​ 1,052 ​ ​ 1,877 ​ ​ 4,821 Recoveries ​ (645) ​ ​ (247) ​ ​ (820) Write-offs ​ (446) ​ ​ (4,564) ​ ​ (2,013) Balances at End of Year $ 4 ​ $ 43 ​ $ 2,977 ​
Summary of estimated useful lives	​ ​ ​ ​ Buildings 5-15 years Machinery and office equipment 3-5 years Furniture and fixtures 7 years Software 3 years ​
Schedule of adjustments related to operating leases	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance ​ ​ ​ ​ Balance ​ Pre-Adoption ​ Adjustments Post-Adoption Operating lease right-of-use assets, net ​ $ - ​ $ 16,574 ​ $ 16,574 Total asset adjustments ​ ​ ​ ​ $ 16,574 ​ ​ ​ Operating lease obligations, current and long-term ​ $ - ​ $ 16,574 ​ $ 16,574 Total liability adjustments ​ ​ ​ ​ $ 16,574 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance ​ ​ ​ ​ Balance ​ ​ Pre-Adoption ​ Adjustments Post-Adoption Other property, plant and equipment, net ​ $ 1,494 ​ $ - ​ $ 1,494 Total asset adjustments ​ ​ ​ ​ $ - ​ ​ ​ Finance lease and other financing obligations, current and long-term ​ $ - ​ $ 1,411 ​ $ 1,411 Capital lease and other financing obligations, current and long-term ​ $ 1,411 ​ ​ (1,411) ​ $ - Total liability adjustments ​ ​ ​ ​ $ - ​ ​ ​ ​

Revenue (Tables)

Revenue (Tables)	12 Months Ended
	Dec. 31, 2022
Revenue
Summary of disaggregation of revenue by reportable segments as well as the all other category	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ 2022 ​ 2021 ​ 2020 Hospitality & Facilities Services – South ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 126,135 ​ $ 108,183 ​ $ 98,888 Total Hospitality & Facilities Services – South revenues ​ ​ 126,135 ​ ​ 108,183 ​ ​ 98,888 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Hospitality & Facilities Services – Midwest ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 6,168 ​ $ 4,150 ​ $ 6,605 Total Hospitality & Facilities Services – Midwest revenues ​ ​ 6,168 ​ ​ 4,150 ​ ​ 6,605 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Government ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 198,249 ​ $ 88,115 ​ $ 23,538 Total Government revenues ​ ​ 198,249 ​ ​ 88,115 ​ ​ 23,538 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ TCPL Keystone ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ - ​ $ 989 ​ $ 2,153 Construction fee income ​ ​ - ​ ​ 11,294 ​ ​ 39,758 Total TCPL Keystone revenues ​ ​ - ​ ​ 12,283 ​ ​ 41,911 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ All Other ​ ​ ​ ​ ​ ​ ​ ​ ​ Services income ​ $ 3,150 ​ $ 1,696 ​ $ 1,247 Total All Other revenues ​ ​ 3,150 ​ ​ 1,696 ​ ​ 1,247 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total services and construction fee revenues ​ $ 333,702 ​ $ 214,427 ​ $ 172,189 ​
Summary of contract liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ 2022 ​ 2021 ​ 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balances at Beginning of Year ​ $ 34,411 ​ $ 18,371 ​ $ 26,199 Additions to deferred revenue ​ ​ 172,760 ​ ​ 127,391 ​ ​ 12,907 Revenue recognized ​ ​ (81,652) ​ ​ (111,351) ​ ​ (20,735) Balances at End of Year ​ $ 125,519 ​ $ 34,411 ​ $ 18,371 ​
Summary of revenue expected to be recognized from contracts where the price and quantity of the product or service are fixed	As of December 31, 2022, for contracts greater than one year, the following table discloses the estimated revenues related to performance obligations that are unsatisfied (or partially unsatisfied) and when we expect to recognize the revenue, and only represents revenue expected to be recognized from contracts where the price and quantity of the product or service are fixed (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ 2023 2024 2025 2026 ​ Total Revenue expected to be recognized as of December 31, 2022 ​ $ 181,759 ​ $ 19,068 ​ $ 18,775 ​ $ 14,044 ​ $ 233,646 ​

Specialty Rental Assets, Net (T

Specialty Rental Assets, Net (Tables)	12 Months Ended
	Dec. 31, 2022
Specialty Rental Assets, Net
Schedule of Specialty rental assets	​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Specialty rental assets ​ $ 698,095 ​ $ 582,527 Construction-in-process ​ 4,653 ​ 3,557 Less: accumulated depreciation ​ (345,619) ​ (294,292) Specialty rental assets, net ​ $ 357,129 ​ $ 291,792 ​

Other Property, Plant and Equ_2

Other Property, Plant and Equipment, Net (Tables)	12 Months Ended
	Dec. 31, 2022
Other Property, Plant and Equipment, Net
Schedule of other property, plant and equipment, net	​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Land ​ $ 28,483 ​ $ 9,163 Buildings and leasehold improvements ​ 769 ​ 191 Machinery and office equipment ​ 1,581 ​ 1,300 Other ​ 7,341 ​ 5,347 ​ ​ 38,174 ​ 16,001 Less: accumulated depreciation ​ (6,276) ​ (4,749) Total other property, plant and equipment, net ​ $ 31,898 ​ $ 11,252 ​

Goodwill and Other Intangible_2

Goodwill and Other Intangible Assets, net (Tables)	12 Months Ended
	Dec. 31, 2022
Goodwill and Other Intangible Assets, net
Schedule of changes in carrying amount of goodwill	​ ​ ​ ​ ​ ​ HFS – South Balance at December 31, 2020 ​ $ 41,038 Changes in Goodwill ​ ​ - Balance at December 31, 2021 ​ ​ 41,038 Changes in Goodwill ​ ​ - Balance at December 31, 2022 ​ $ 41,038 ​
Schedule of intangible assets other than goodwill	Intangible assets other than goodwill at the dates indicated below consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ ​ Weighted ​ Gross ​ ​ ​ ​ ​ ​ ​ average ​ Carrying ​ Accumulated ​ Net Book ​ remaining lives Amount Amortization Value Intangible assets subject to amortization ​ ​ ​ Customer relationships 4.6 ​ $ 128,907 ​ $ (70,125) ​ $ 58,782 Total ​ ​ ​ ​ 128,907 ​ ​ (70,125) ​ ​ 58,782 Indefinite lived assets: ​ ​ ​ Tradenames ​ 16,400 ​ — ​ 16,400 Total intangible assets other than goodwill ​ $ 145,307 ​ $ (70,125) ​ $ 75,182 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2021 ​ ​ Weighted ​ Gross ​ ​ ​ ​ ​ ​ ​ average ​ Carrying ​ Accumulated ​ Net Book ​ remaining lives Amount Amortization Value Intangible assets subject to amortization ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Customer relationships 5.6 $ 128,907 $ (56,822) $ 72,085 Total ​ ​ ​ ​ 128,907 ​ ​ (56,822) ​ ​ 72,085 Indefinite lived assets: ​ ​ ​ Tradenames ​ 16,400 ​ — ​ 16,400 Total intangible assets other than goodwill ​ $ 145,307 ​ $ (56,822) ​ $ 88,485 ​
Schedule of estimated aggregate amortization expense	​ ​ ​ ​ 2023 $ 12,881 2024 ​ 12,881 2025 ​ 12,881 2026 ​ 12,285 2027 ​ 7,676 Thereafter ​ 178 Total $ 58,782

Other Non-Current Assets (Table

Other Non-Current Assets (Tables)	12 Months Ended
	Dec. 31, 2022
Other Non-Current Assets
Schedule of other non-current assets	​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Cloud computing implementation costs ​ $ 7,198 ​ $ 7,198 Less: accumulated amortization ​ (5,357) ​ (3,844) Other non-current assets ​ $ 1,841 ​ $ 3,354 ​

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	12 Months Ended
	Dec. 31, 2022
Accrued Liabilities.
Schedule of accrued liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 2021 Employee accrued compensation expense ​ $ 11,873 ​ $ 12,473 Other accrued liabilities ​ 18,230 ​ 11,033 Accrued interest on debt ​ ​ 9,539 ​ ​ 9,620 Total accrued liabilities ​ $ 39,642 ​ $ 33,126 ​

Debt (Tables)

Debt (Tables)	12 Months Ended
	Dec. 31, 2022
Debt
Summary of carrying value of debt outstanding	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 Finance lease and other financing obligations (Note 13) ​ $ 2,223 ​ $ 1,425 ABL Facility ​ — ​ — 9.50% Senior Secured Notes due 2024, face amount ​ ​ 334,500 ​ ​ 340,000 Less: unamortized original issue discount ​ ​ (971) ​ ​ (1,681) Less: unamortized term loan deferred financing costs ​ ​ (4,681) ​ ​ (8,107) Total debt, net ​ 331,071 ​ 331,637 Less: current maturities ​ (1,135) ​ (729) Total long-term debt ​ $ 329,936 ​ $ 330,908 ​
Components of interest expense	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended December 31, ​ ​ 2022 ​ 2021 2020 Interest incurred on finance lease and other financing obligations ​ $ 72 ​ $ 58 ​ $ 131 Interest expense incurred on ABL Facility and Notes ​ ​ 33,464 ​ ​ 33,670 ​ ​ 35,396 Amortization of deferred financing costs on ABL facilities and Notes ​ ​ 4,605 ​ ​ 4,338 ​ ​ 3,950 Amortization of original issue discount on Notes ​ ​ 711 ​ ​ 638 ​ ​ 557 Interest capitalized ​ ​ (983) ​ ​ — ​ ​ — Interest income ​ ​ (1,546) ​ ​ — ​ ​ — Interest expense, net ​ $ 36,323 ​ $ 38,704 ​ $ 40,034 ​
Schedule of maturities of long term debt and finance lease obligations	​ ​ ​ ​ ​ 2023 ​ $ 1,135 2024 ​ ​ 335,256 2025 ​ ​ 332 Total ​ $ 336,723
Senior Secured Notes 2024
Debt
Summary of carrying value of debt outstanding	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Principal ​ Unamortized Original Issue Discount ​ Unamortized Deferred Financing Costs 9.50% Senior Secured Notes, due 2024 ​ $ 334,500 ​ $ 971 ​ $ 4,681 ​
Schedule of debt redemption	​ ​ ​ ​ ​ ​ Redemption Year Price 2022 ​ 102.375% 2023 and thereafter ​ 100.000% ​

Warrant Liabilities (Tables)

Warrant Liabilities (Tables)	12 Months Ended
	Dec. 31, 2022
Warrant Liabilities
Schedule of warrant liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 Warrant liabilities ​ $ 9,737 ​ $ 1,600 Total ​ $ 9,737 ​ $ 1,600

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2022
Income Taxes
Schedule of components of the provision for income taxes	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ 2021 2020 Domestic ​ ​ ​ ​ ​ ​ ​ ​ ​ Current ​ $ 2,488 ​ $ 1,365 ​ $ 296 Deferred ​ ​ 29,882 ​ ​ 469 ​ ​ (8,751) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign ​ ​ ​ ​ ​ ​ ​ ​ ​ Current ​ ​ — ​ ​ 70 ​ ​ — Deferred ​ ​ — ​ ​ — ​ ​ — Total income tax expense (benefit) ​ $ 32,370 ​ $ 1,904 ​ $ (8,455) ​
Schedule of Income tax results differed from the amount computed by applying the U.S. statutory income tax rate to income before income taxes	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ 2021 2020 Statutory income tax expense (benefit) ​ $ 22,325 ​ $ (561) ​ $ (7,053) State tax expense ​ ​ 2,797 ​ ​ 1,120 ​ ​ (450) Effect of tax rates in foreign jurisdictions ​ ​ (28) ​ ​ 30 ​ ​ (17) Change in fair value of warrant liabilities ​ ​ 6,664 ​ ​ 224 ​ ​ (494) Transaction costs ​ ​ — ​ ​ — ​ ​ (899) Valuation allowances ​ ​ 310 ​ ​ 452 ​ ​ (279) Compensation ​ ​ 383 ​ ​ 500 ​ ​ 201 Other ​ ​ (81) ​ ​ 139 ​ ​ 536 Reported income tax expense (benefit) ​ $ 32,370 ​ $ 1,904 ​ $ (8,455) ​
Schedule of components of the Companies deferred tax assets and liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 2021 Deferred tax assets (liabilities) ​ ​ ​ ​ ​ ​ Stock-based compensation ​ $ 4,793 ​ $ 1,182 Deferred revenue ​ ​ 1,621 ​ ​ 7,779 Intangible assets ​ ​ 9,157 ​ ​ 9,640 Tax loss carryforwards ​ ​ 30,649 ​ ​ 34,303 Operating lease obligations ​ ​ 5,152 ​ ​ — Interest carryforwards ​ ​ 4,997 ​ ​ — Other - net ​ ​ 23 ​ ​ 402 Deferred tax assets gross ​ ​ 56,392 ​ ​ 53,306 Valuation allowance ​ ​ (4,486) ​ ​ (4,176) Net deferred income tax asset ​ ​ 51,906 ​ ​ 49,130 ​ ​ ​ ​ ​ ​ ​ Deferred tax liabilities ​ ​ ​ ​ ​ ​ Rental equipment and other plant, property and equipment ​ ​ (60,771) ​ ​ (33,709) Operating lease right-of-use assets ​ ​ (5,955) ​ ​ — Software ​ ​ (352) ​ ​ (711) Deferred tax liability ​ ​ (67,078) ​ ​ (34,420) Net deferred income tax asset (liability) ​ $ (15,172) ​ $ 14,710 ​
Schedule of valuation allowance	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Valuation ​ ​ 2022 Expiration ​ Allowance ​ United States ​ $ 130,212 ​ Unlimited ​ — % Canada ​ ​ 6,123 ​ 2023-2043 ​ 100 % Mexico ​ ​ 527 ​ 2024-2033 ​ 100 % Total ​ $ 136,862 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Tables)	12 Months Ended
	Dec. 31, 2022
Fair Value of Financial Instruments
Summary of carrying amounts and fair values of financial assets and liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 December 31, 2021 Financial Assets (Liabilities) Not Measured at Fair Value Carrying Amount ​ Fair Value Carrying Amount Fair Value ABL Facility (See Note 8) - Level 2 ​ $ — ​ $ — ​ $ — $ — Senior Secured Notes (See Note 8) - Level 1 ​ $ (328,848) ​ $ (335,403) ​ $ (330,212) ​ $ (348,075) ​
Summary of inputs used to calculate the fair value of the warrant liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ December 31, ​ ​ ​ 2022 ​ ​ ​ 2021 Exercise Price ​ $ 11.50 ​ ​ $ 11.50 Stock Price ​ $ 15.14 ​ ​ $ 3.56 Dividend Yield ​ % 0.00 ​ ​ % 0.00 Expected Term (in Years) ​ ​ 1.20 ​ ​ ​ 2.20 Risk-Free Interest Rate ​ % 4.56 ​ ​ % 0.78 Expected Volatility ​ % 70.00 ​ ​ % 64.00 Per Share Value of Warrants ​ $ 6.35 ​ ​ $ 0.30 ​
Schedule of changes in Level 3 liabilities measured at fair value	The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2021: ​ ​ ​ ​ ​ ​ Private Placement Warrants Balance at December 31, 2020 ​ $ 533 Change in fair value of warrant liabilities ​ ​ 1,067 Balance at December 31, 2021 ​ $ 1,600 ​ The following table presents changes in Level 3 liabilities measured at fair value for the year ended December 31, 2022: ​ ​ ​ ​ ​ ​ ​ Private Placement Warrants Balance at December 31, 2021 ​ $ 1,600 Change in fair value of warrant liabilities ​ ​ 31,735 Additional paid-in-capital reclass for warrant exchange (Note 17) ​ ​ (23,598) Balance at December 31, 2022 ​ $ 9,737 ​

Leases (Tables)

Leases (Tables)	12 Months Ended
	Dec. 31, 2022
Leases
Schedule of leases balance sheet details	​ ​ ​ ​ ​ ​ December 31, Finance Lease: 2022 Right-of-use assets, net (1) ​ $ 2,313 Current portion of finance lease obligations (2) ​ $ 1,135 Long-term finance lease obligations (3) ​ ​ 1,088 Total lease obligation ​ $ 2,223 Weighted average remaining lease term ​ ​ 2.2 Years Weighted average discount rate ​ ​ 6.30% Operating Leases: ​ ​ ​ Right-of-use assets, net (4) ​ $ 27,298 Current portion of operating lease obligations ​ $ 12,516 Long-term operating lease obligations ​ ​ 11,104 Total lease obligations (4) ​ $ 23,620 Weighted average remaining lease term ​ ​ 2.8 Years Weighted average discount rate ​ ​ 5.37% (1) Finance lease right-of-use assets, net are included in other property, plant and equipment, net on the Company's consolidated balance sheet. (2) Current portion of finance lease obligations are included in current portion of finance lease and other financing obligations on the Company's consolidated balance sheet. As of December 31, 2022, this financial statement line item is solely comprised of the current portion of finance lease obligations given the current portion of other financing obligations is $0 . (3) Long-term finance lease obligations are included in long-term finance lease and other financing obligations on the Company's consolidated balance sheet. As of December 31, 2022, this financial statement line items is solely comprised of the long-term finance lease obligations given the long-term other financing obligations is $0 . (4) The difference between the operating lease right-of-use assets, net and operating lease obligations, current and long-term, as of December 31, 2022 primarily relates to approximately $3.7 million of unamortized prepaid delivery and installation costs that were paid at or before lease commencement and capitalized to the right-of-use assets in accordance with ASC 842.
Schedule of lease components	2022 ​ ​ ​ ​ ​ ​ ​ 2022 Cash paid for amounts included in the measurement of lease liabilities: ​ ​ ​ Operating cash flows from finance leases ​ $ 72 Operating cash flows from operating leases (1) ​ $ 15,605 Financing cash flows from finance leases ​ $ 1,008 (1) Includes approximately $5.9 million of prepaid delivery and installation costs that were paid at or before lease commencement and capitalized to the right-of-use assets in accordance with ASC 842.
Schedule of Future minimum lease payments	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance Lease ​ ​ Operating Leases 2023 ​ $ 1,166 ​ ​ $ 12,942 2024 ​ ​ 850 ​ ​ ​ 4,654 2025 ​ ​ 383 ​ ​ ​ 4,012 2026 ​ ​ - ​ ​ ​ 3,283 2027 ​ ​ - ​ ​ ​ 608 Total lease payments ​ ​ 2,399 ​ ​ ​ 25,499 Less: interest (1) ​ ​ (176) ​ ​ ​ (1,879) Present value of lease obligations ​ $ 2,223 ​ ​ $ 23,620 (1) Calculated using the appropriate discount rate for each lease.
Schedule of Future maturities of finance lease obligations	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Finance Lease ​ ​ Operating Leases 2023 ​ $ 1,166 ​ ​ $ 12,942 2024 ​ ​ 850 ​ ​ ​ 4,654 2025 ​ ​ 383 ​ ​ ​ 4,012 2026 ​ ​ - ​ ​ ​ 3,283 2027 ​ ​ - ​ ​ ​ 608 Total lease payments ​ ​ 2,399 ​ ​ ​ 25,499 Less: interest (1) ​ ​ (176) ​ ​ ​ (1,879) Present value of lease obligations ​ $ 2,223 ​ ​ $ 23,620 (1) Calculated using the appropriate discount rate for each lease.
Schedule of capital lease assets were included in other property, plant and equipment,	​ ​ ​ ​ ​ ​ ​ December 31, ​ 2021 Gross capital lease asset - vehicles ​ $ 3,079 Accumulated Depreciation ​ ​ (1,627) Net capital lease assets ​ ​ 1,452 ​
Schedule of future minimum operating lease payments under ASC 840	​ ​ ​ ​ ​ ​ ​ Operating Leases 2022 ​ $ 5,003 2023 ​ ​ 4,514 2024 ​ ​ 4,118 2025 ​ ​ 3,593 2026 ​ ​ 2,874 Thereafter ​ ​ 376 Total operating lease payments ​ $ 20,478 ​ ​ ​ ​ ​ ​ ​ Capital Leases 2022 ​ $ 729 2023 ​ ​ 503 2024 ​ ​ 193 Total capital lease payments ​ $ 1,425
Schedule of future minimum finance lease payments under ASC 840	​

Rental Income (Tables)

Rental Income (Tables)	12 Months Ended
	Dec. 31, 2022
Rental Income
Scheduled future minimum lease payments to be received by the Companies	​ ​ ​ ​ ​ 2023 ​ $ 176,486 2024 ​ ​ 34,392 2025 ​ ​ 34,300 2026 ​ ​ 25,657 Total ​ $ 270,835

Earnings (Loss) per Share (Tabl

Earnings (Loss) per Share (Tables)	12 Months Ended
	Dec. 31, 2022
Earnings (Loss) per Share
Schedule of reconciliation of net loss and weighted-average shares of common stock outstanding	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Years Ended ​ ​ December 31, ​ December 31, ​ December 31, ​ 2022 2021 2020 Numerator ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to Common Stockholders - basic ​ $ 73,939 ​ $ (4,576) ​ $ (25,131) Net income (loss) attributable to Common Stockholders - diluted ​ $ 73,939 ​ $ (4,576) ​ $ (25,131) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding - basic ​ ​ 97,213,166 ​ ​ 96,611,022 ​ ​ 96,018,338 Dilutive effect of outstanding securities: ​ ​ ​ ​ ​ ​ ​ ​ ​ PSUs ​ ​ 466,563 ​ ​ - ​ ​ - Stock options ​ ​ 518,409 ​ ​ - ​ ​ - RSUs ​ ​ 1,859,610 ​ ​ - ​ ​ - Weighted average shares outstanding - diluted ​ ​ 100,057,748 ​ ​ 96,611,022 ​ ​ 96,018,338 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) per share - basic ​ $ 0.76 ​ $ (0.05) ​ $ (0.26) Net income (loss) per share - diluted ​ $ 0.74 ​ $ (0.05) ​ $ (0.26) ​

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	12 Months Ended
	Dec. 31, 2022
Stock-Based Compensation
Schedule of changes in restricted stock units	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Shares ​ Weighted Average Grant Date Fair Value per Share Balance at December 31, 2021 ​ ​ 1,862,590 ​ $ 3.00 Granted ​ ​ 1,261,129 ​ ​ 3.40 Vested ​ ​ (432,787) ​ ​ 4.09 Forfeited ​ ​ (32,351) ​ ​ 4.51 Balance at December 31, 2022 ​ ​ 2,658,581 ​ $ 2.98 ​
Schedule of changes in performance stock units	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Shares ​ Weighted Average Grant Date Fair Value per Share Balance at December 31, 2021 ​ ​ — ​ $ — Granted ​ ​ 1,495,017 ​ ​ 4.72 Balance at December 31, 2022 ​ ​ 1,495,017 ​ $ 4.72 ​
Schedule of changes in stock options	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Options ​ Weighted Average Exercise Price Per Share Weighted Average Contractual Life (Years) ​ Intrinsic Value Outstanding Options at December 31, 2021 ​ ​ 1,643,135 ​ $ 6.11 ​ 7.95 ​ $ - Forfeited ​ ​ (20,494) ​ ​ 6.24 ​ - ​ ​ - Exercised ​ ​ (111,980) ​ ​ 5.78 ​ - ​ ​ 1,055 Outstanding Options at December 31, 2022 ​ ​ 1,510,661 ​ $ 6.13 ​ 6.86 ​ $ 13,615 ​
Schedule of assumptions using Black-scholes option-pricing model	​ ​ ​ ​ ​ ​ ​ Assumptions Weighted average expected stock volatility (range) ​ % 25.94 - 30.90 Expected dividend yield ​ % 0.00 Expected term (years) ​ ​ 6.25 Risk-free interest rate (range) ​ % 0.82 - 2.26 Exercise price (range) ​ $ 4.51 - 10.83 ​
Stock appreciation right awards	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Units ​ ​ Weighted-Average Exercise Price ​ Weighted-Average Remaining Contractual Term (Years) Outstanding SARs at December 31, 2021 ​ 1,578,537 ​ $ 1.82 ​ 9.17 Forfeited ​ (40,761) ​ ​ 1.79 ​ - Outstanding SARs at December 31, 2022 ​ 1,537,776 ​ $ 1.82 ​ 8.17 ​

Business Segments (Tables)

Business Segments (Tables)	12 Months Ended
	Dec. 31, 2022
Business Segments
Schedule of Segment Reporting Information	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HFS – South HFS – Midwest Government ​ TCPL Keystone All Other Total Revenue ​ $ 132,373 ​ $ 6,168 ​ $ 360,294 ​ $ - ​ $ 3,150 (a) $ 501,985 Adjusted gross profit ​ $ 54,558 ​ $ (258) ​ $ 246,598 ​ $ - ​ $ (937) ​ $ 299,961 Capital expenditures ​ $ 8,686 ​ $ 214 ​ $ 130,871 ​ $ - ​ $ 125 ​ ​ ​ Total Assets ​ $ 176,637 ​ $ 30,152 ​ $ 217,029 ​ $ 3,007 ​ $ 1,563 ​ $ 428,388 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HFS – South HFS – Midwest Government ​ TCPL Keystone All Other Total Revenue ​ $ 116,958 ​ $ 4,150 ​ $ 156,250 ​ $ 12,283 ​ $ 1,696 (a) $ 291,337 Adjusted gross profit ​ $ 52,344 ​ $ (711) ​ $ 94,801 ​ $ 9,161 ​ $ (636) ​ $ 154,959 Capital expenditures ​ $ 8,835 ​ $ 150 ​ $ 27,525 ​ $ - ​ $ 57 ​ ​ ​ Total Assets ​ $ 206,774 ​ $ 43,504 ​ $ 87,308 ​ $ 3,007 ​ $ 2,412 ​ $ 343,005 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ HFS – South HFS – Midwest Government ​ TCPL Keystone All Other Total Revenue ​ $ 112,126 ​ $ 6,605 ​ $ 63,259 ​ $ 41,911 ​ $ 1,247 (a) $ 225,148 Adjusted gross profit ​ $ 51,518 ​ $ 161 ​ $ 47,523 ​ $ 8,617 ​ $ (699) ​ $ 107,120 Capital expenditures ​ $ 8,160 ​ $ 67 ​ $ 24 ​ $ 164 ​ $ 656 ​ ​ ​ ​ (a) Revenues from segments below the quantitative thresholds are attributable to operating segments of the Company and are reported in the “All Other” category previously described.
Schedule of reconciliation of total segment adjusted gross profit	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 December 31, 2021 December 31, 2020 Total reportable segment adjusted gross profit ​ $ 300,898 ​ $ 155,595 ​ $ 107,819 Other adjusted gross profit ​ ​ (937) ​ ​ (636) ​ ​ (699) Depreciation and amortization ​ ​ (67,665) ​ ​ (70,519) ​ ​ (65,614) Selling, general, and administrative expenses ​ ​ (57,893) ​ ​ (46,461) ​ ​ (38,128) Other income (expense), net ​ ​ (36) ​ ​ (880) ​ ​ 723 Interest expense, net ​ ​ (36,323) ​ ​ (38,704) ​ ​ (40,034) Change in fair value of warrant liabilities ​ ​ (31,735) ​ ​ (1,067) ​ ​ 2,347 Consolidated income (loss) before income taxes ​ $ 106,309 ​ $ (2,672) ​ $ (33,586) ​
Schedule of reconciliation of total segment assets to total combined assets	​ ​ ​ ​ ​ ​ ​ ​ ​ 2022 ​ 2021 Total reportable segment assets ​ $ 426,825 ​ $ 340,593 Other assets ​ ​ 3,240 ​ ​ 3,489 Other unallocated amounts ​ ​ 341,662 ​ ​ 169,310 Total Assets ​ $ 771,727 ​ $ 513,392 ​
Schedule of unallocated assets consist of the following as reported in the combined balance sheets	​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ December 31, ​ ​ 2022 ​ 2021 Total current assets ​ $ 236,379 ​ $ 60,536 Other intangible assets, net ​ ​ 75,182 ​ ​ 88,485 Operating lease right-of-use assets, net ​ ​ 27,298 ​ ​ - Deferred tax asset ​ ​ - ​ ​ 14,710 Deferred financing costs revolver, net ​ ​ 896 ​ ​ 2,159 Other non-current assets ​ ​ 1,907 ​ ​ 3,420 Total other unallocated amounts of assets ​ $ 341,662 ​ $ 169,310 ​

Organization and Nature of Op_4

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies (Details) - $ / shares	Dec. 31, 2022	Nov. 18, 2022	Dec. 31, 2021
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001	$ 0.0001
TDR Capital | Target Hospitality
Ownership interest in an affiliate	65%

Organization and Nature of Op_5

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Receivables and Allowances for Doubtful Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Receivables and Allowances for Doubtful Accounts
Balances at Beginning of Year	$ 43	$ 2,977	$ 989
Charges to bad debt expense	1,052	1,877	4,821
Recoveries	(645)	(247)	(820)
Write-offs	(446)	(4,564)	(2,013)
Balances at End of Year	$ 4	$ 43	$ 2,977

Organization and Nature of Op_6

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Prepaid Expenses and Other Assets (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Prepaid Expenses and Other Assets
Prepaid expenses	$ 8.6	$ 5
Other assets	3.9	3.4
Deposits	1.9	1.8
Hospitality inventory	$ 2	$ 1.6

Organization and Nature of Op_7

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Concentrations of Credit Risk (Details)	12 Months Ended
	Dec. 31, 2022 USD ($) customer	Dec. 31, 2021 customer	Dec. 31, 2020 customer
Accounts receivable
Concentration Risk [Line Items]
Number of customers	0
Customer concentration risk | Revenues
Concentration Risk [Line Items]
Number of customers	2	2	2
Customer concentration risk | Customer One [Member] | Revenues
Concentration Risk [Line Items]
Number of customers	1		1
Concentration risk, percentage	60.60%	34.70%	28.10%
Customer concentration risk | Customer One [Member] | Accounts receivable
Concentration Risk [Line Items]
Concentration risk, percentage		15%
Customer concentration risk | Customer Two [Member] | Revenues
Concentration Risk [Line Items]
Concentration risk, percentage	11.10%	18.90%	18.60%
Customer concentration risk | Customer Two [Member] | Accounts receivable
Concentration Risk [Line Items]
Concentration risk, percentage	11%	10%
Credit concentration risk | Customer One [Member] | Accounts receivable
Concentration Risk [Line Items]
Concentration risk, percentage	12%
Supplier concentration risk | Cost of Goods and Service Benchmark
Concentration Risk [Line Items]
Number of customers			3
Number of suppliers | $	$ 1
Supplier concentration risk | Customer One [Member] | Cost of Goods and Service Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage	13.40%	15.30%	16.20%
Supplier concentration risk | Customer Two [Member] | Cost of Goods and Service Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage			10.30%
Supplier concentration risk | Customer Three[Member] | Cost of Goods and Service Benchmark
Concentration Risk [Line Items]
Concentration risk, percentage			10.20%

Organization and Nature of Op_8

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Specialty Rental Assets (Details)	12 Months Ended
	Dec. 31, 2022
Modular Units
Property Plant and Equipment Useful Life	15 years
Site Work
Property Plant and Equipment Useful Life	5 years
Furniture and fixtures
Property Plant and Equipment Useful Life	7 years

Organization and Nature of Op_9

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Other Property, Plant, and Equipment (Details)	12 Months Ended
	Dec. 31, 2022
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated useful lives	7 years
Software
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Minimum | Buildings
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Minimum | Machinery and office equipment
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Maximum | Buildings
Property, Plant and Equipment [Line Items]
Estimated useful lives	15 years
Maximum | Machinery and office equipment
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years

Organization and Nature of O_10

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Intangible Assets Other Than Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Asset Impairment Charges	$ 0
Minimum | Customer relationships
Useful life of intangible asset	5 years
Maximum | Customer relationships
Useful life of intangible asset	9 years

Organization and Nature of O_11

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Assets Held for Sale (Details) $ in Millions	Dec. 31, 2022 USD ($)
Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies
Assets held for sale	$ 0

Organization and Nature of O_12

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Asset Retirement Obligations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Asset Retirement Obligations
Asset retirement obligations	$ 2,247	$ 2,079
Estimated asset retirement obligations	2,700
Accretion of asset retirement obligation		$ 204	$ 389
Accretion expense	$ 168
Specialty rental costs
Asset Retirement Obligations
Accretion of asset retirement obligation			$ 400

Organization and Nature of O_13

Organization and Nature of Operations, Basis of Presentation, and Summary of Accounting Policies -Lessee Perspective (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets, net	$ 27,298
Finance lease right-of-use assets, net	$ 2,313
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other property, plant and equipment, net
Total assets	$ 771,727		$ 513,392
Other property, plant and equipment, net	31,898		11,252
Operating lease obligations, current and noncurrent	23,620
Other liabilities (deferred rent)	6,309		1,465
Finance lease and other financing obligations, current and long-term	2,223		1,425
Total liabilities	570,880		$ 416,121
Operating lease obligation	3,700
Cumulative Effect, Period of Adoption, Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease obligations, current and noncurrent	16,600
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets, net	$ 16,600
Other property, plant and equipment, net		$ 1,494
Capital lease obligations, current and noncurrent		1,411
Accounting Standards Update 2016-02 | Cumulative Effect, Period of Adoption, Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets, net		16,574
Total assets		16,574
Operating lease obligations, current and noncurrent		16,574
Other liabilities (deferred rent)		16,574
Finance lease and other financing obligations, current and long-term		1,411
Capital lease obligations, current and noncurrent		(1,411)
Accounting Standards Update 2016-02 | Cumulative Effect, Period of Adoption, Adjusted Balance
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease right-of-use assets, net		16,574
Other property, plant and equipment, net		1,494
Operating lease obligations, current and noncurrent		16,574
Finance lease and other financing obligations, current and long-term		$ 1,411

Organization and Nature of O_14

Organization and Nature of Operations, Basis of Presentation, and Summary of Significant Accounting Policies - Reclassified amount, finance leases, commercial-use vehicles (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Jan. 01, 2022	Dec. 31, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Other property, plant and equipment, net	$ 31,898		$ 11,252
Finance lease and other financing obligations, current and long-term	$ 2,223		$ 1,425
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Other property, plant and equipment, net		$ 1,494
Capital lease and other financing obligations, current and long-term		1,411
Accounting Standards Update 2016-02 | Cumulative Effect, Period of Adoption, Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Finance lease and other financing obligations, current and long-term		1,411
Capital lease and other financing obligations, current and long-term		(1,411)
Accounting Standards Update 2016-02 | Cumulative Effect, Period of Adoption, Adjusted Balance
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Other property, plant and equipment, net		1,494
Finance lease and other financing obligations, current and long-term		$ 1,411

Revenue (Details)

Revenue (Details) - USD ($)			12 Months Ended
	Jul. 27, 2021	Jul. 23, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Revenue			$ 333,700,000	$ 214,400,000	$ 172,200,000
Deferred revenue			0
Services
Disaggregation of Revenue [Line Items]
Revenue			333,702,000	203,134,000	132,430,000
Specialty rental
Disaggregation of Revenue [Line Items]
Revenue Not from Contract with Customer			$ 168,283,000	$ 76,909,000	$ 52,960,000
Termination And Settlement Agreement
Disaggregation of Revenue [Line Items]
Gain (Loss) on Contract Termination	$ 5,000,000	$ 4,900,000

Revenue - Disaggregation Revenu

Revenue - Disaggregation Revenue (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) segment	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Disaggregation of Revenue [Line Items]
Number of Reportable Segments | segment	4
Total Revenue	$ 333,700	$ 214,400	$ 172,200
TCPL Keystone
Disaggregation of Revenue [Line Items]
Total Revenue		12,283	41,911
All Other
Disaggregation of Revenue [Line Items]
Total Revenue	333,702	214,427	172,189
Services
Disaggregation of Revenue [Line Items]
Total Revenue	333,702	203,134	132,430
Services | HFS - South
Disaggregation of Revenue [Line Items]
Total Revenue	126,135	108,183	98,888
Services | HFS - Midwest
Disaggregation of Revenue [Line Items]
Total Revenue	6,168	4,150	6,605
Services | Government
Disaggregation of Revenue [Line Items]
Total Revenue	198,249	88,115	23,538
Services | TCPL Keystone
Disaggregation of Revenue [Line Items]
Total Revenue		989	2,153
Services | All Other
Disaggregation of Revenue [Line Items]
Total Revenue	$ 3,150	1,696	1,247
Construction fee
Disaggregation of Revenue [Line Items]
Total Revenue		11,294	39,758
Construction fee | TCPL Keystone
Disaggregation of Revenue [Line Items]
Total Revenue		$ 11,294	$ 39,758

Revenue - Contract Liabilities

Revenue - Contract Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Change in Contract with Customer, Liability [Abstract]
Balances at Beginning of the Period	$ 34,411	$ 18,371	$ 26,199
Additions to deferred revenue	172,760	127,391	12,907
Revenue recognized	(81,652)	(111,351)	(20,735)
Balances at End of the Period	$ 125,519	$ 34,411	$ 18,371

Revenue - Revenue Expected to b

Revenue - Revenue Expected to be Recognized (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue expected to be recognized	$ 233,646
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue expected to be recognized in periods	1 year
Revenue expected to be recognized	$ 181,759
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue expected to be recognized in periods	1 year
Revenue expected to be recognized	$ 19,068
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue expected to be recognized in periods	1 year
Revenue expected to be recognized	$ 18,775
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue expected to be recognized in periods	1 year
Revenue expected to be recognized	$ 14,044

Specialty Rental Assets, Net (D

Specialty Rental Assets, Net (Details) - USD ($) $ in Thousands		1 Months Ended	12 Months Ended
	Oct. 01, 2021	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation			$ (345,619)	$ (294,292)
Specialty rental assets, net			357,129	291,792
Accumulated depreciation					$ 9,000
Depreciation			$ 52,833	$ 53,609	49,965
Purchase of property, plant and equipment		$ 22,300
Gross cost					10,000
Net book value					800
Gain (Loss) on Disposition of Property Plant Equipment					$ 100
Assets under finance lease			0	0
Civeo USA, LLC [Member]
Property, Plant and Equipment [Line Items]
Asset acquisition, consideration transferred	$ 6,200
Specialty rental assets
Property, Plant and Equipment [Line Items]
Specialty rental assets, gross			$ 698,095	$ 582,527
Less: accumulated depreciation			(90,800)	(76,800)
Specialty rental assets, net			109,000	56,700
Purchase of property, plant and equipment		$ 18,700
Construction-in-process
Property, Plant and Equipment [Line Items]
Specialty rental assets, gross			$ 4,653	$ 3,557

Other Property, Plant and Equ_3

Other Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands	1 Months Ended		12 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Other property, plant and equipment
Other property, plant and equipment, gross			$ 38,174	$ 16,001
Less: accumulated depreciation			(6,276)	(4,749)
Total other property, plant and equipment, net			31,898	11,252
Depreciation on Other PPE			14,832	16,910	$ 15,649
Purchase of property, plant and equipment	$ 22,300
Land
Other property, plant and equipment
Other property, plant and equipment, gross			28,483	9,163
Purchase of property, plant and equipment	$ 3,600	$ 15,500
Buildings and leasehold improvements
Other property, plant and equipment
Other property, plant and equipment, gross			769	191
Machinery and office equipment
Other property, plant and equipment
Other property, plant and equipment, gross			1,581	1,300
Software and other
Other property, plant and equipment
Other property, plant and equipment, gross			7,341	5,347
Property, Plant and Equipment Other Types
Other property, plant and equipment
Depreciation on Other PPE			1,500	2,300	$ 900
Capital lease properties
Other property, plant and equipment
Less: accumulated depreciation			(2,600)	(1,600)
Finance lease obligations
Other property, plant and equipment
Other property, plant and equipment, gross			$ 5,000	$ 3,100

Goodwill and Other Intangible_3

Goodwill and Other Intangible Assets, net - Goodwill (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Other Intangible Assets, net
Goodwill, Beginning Balance	$ 41,038	$ 41,038
Goodwill, Ending Balance	$ 41,038	$ 41,038

Goodwill and Other Intangible_4

Goodwill and Other Intangible Assets, net - Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Intangible assets subject to amortization
Gross Carrying Amount	$ 128,907	$ 128,907
Accumulated Amortization	(70,125)	(56,822)
Net Book Value	58,782	72,085
Total intangible assets other than goodwill
Gross Carrying Amount	145,307	145,307
Net Book Value	75,182	88,485
Aggregate amortization expense of intangible assets	13,302	14,636	$ 14,744
Tradenames
Indefinite lived assets:
Net Book Value	$ 16,400	$ 16,400
Customer relationships
Intangible assets subject to amortization
Weighted average remaining lives	4 years 7 months 6 days	5 years 7 months 6 days
Gross Carrying Amount	$ 128,907	$ 128,907
Accumulated Amortization	(70,125)	(56,822)
Net Book Value	$ 58,782	$ 72,085

Goodwill and Other Intangible_5

Goodwill and Other Intangible Assets, net - Future Amortization Expense (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Estimated aggregate amortization expense:
2023	$ 12,881
2024	12,881
2025	12,881
2026	12,285
2027	7,676
Thereafter	178
Total	$ 58,782	$ 72,085

Other Non-Current Assets - Narr

Other Non-Current Assets - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Amortization of Intangible Assets	$ 13,302	$ 14,636	$ 14,744
Capitalized software
Amortization of Intangible Assets	$ 1,500	$ 2,200	$ 1,700
Capitalized software | Maximum
Finite-Lived Intangible Asset, Useful Life	4 years
Capitalized software | Minimum
Finite-Lived Intangible Asset, Useful Life	2 years

Other Non-Current Assets - Othe

Other Non-Current Assets - Other non-current assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Other Non-Current Assets
Cloud computing implementation costs	$ 7,198	$ 7,198
Less: accumulated amortization	(5,357)	(3,844)
Other non-current assets	$ 1,841	$ 3,354

Accrued Liabilities (Details)

Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Accrued Liabilities.
Employee accrued compensation expense	$ 11,873	$ 12,473
Other accrued liabilities	18,230	11,033
Accrued interest on debt	9,539	9,620
Total accrued liabilities	$ 39,642	$ 33,126

Debt (Details)

Debt (Details) - USD ($) $ in Thousands		12 Months Ended			24 Months Ended
	Mar. 15, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2022
Debt
Unamortized Original Issue Discount		$ 971	$ 1,681		$ 971
Unamortized Deferred Financing Costs		4,681	8,107		4,681
Repayments of senior debt		5,500
Amortization		$ 711	638	$ 557
Minimum
Debt
Period for prior written notice to trustee for redemption		20 days
ABL Facility
Debt
Unamortized Deferred Financing Costs		$ 3,900	3,900		3,900
Senior Secured Notes 2024
Debt
Aggregate principal amount	$ 340,000	334,500			$ 334,500
Interest rate (as a percent)	9.50%				9.50%
Unamortized Original Issue Discount	$ 3,300	971	$ 1,681		$ 971
Unamortized Deferred Financing Costs	$ 16,300	4,681			4,681
Repayments of senior debt		$ 5,500
Senior Secured Notes 2024 | Minimum
Debt
Period for prior written notice to holders for redemption		15 days
Senior Secured Notes 2024 | Maximum
Debt
Period for prior written notice to holders for redemption		60 days
Algeco ABL facility | ABL Facility
Debt
Unamortized Deferred Financing Costs		$ 1,800			$ 1,800
2022 | Senior Secured Notes 2024
Debt
Redemption price		102.375%
2023 and thereafter | Senior Secured Notes 2024
Debt
Redemption price		100%

Debt - Finance Lease and Other

Debt - Finance Lease and Other Financing Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Lessee, Lease, Description [Line Items]
Finance lease and other financing obligations, current and long-term	$ 2,223	$ 1,425
Weighted average discount rate	6.30%
Commercial-use vehicles
Lessee, Lease, Description [Line Items]
Capital lease term	36 months

Debt - ABL Facility (Details)

Debt - ABL Facility (Details) - USD ($) $ in Thousands		12 Months Ended
	Mar. 15, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
ABL Facility
Proceeds from line of credit		$ 70,000	$ 28,000	$ 42,500
ABL Facility
ABL Facility
Borrowing capacity	$ 125,000
Proceeds from line of credit		70,000
Repayment of line of credit		70,000	48,000
Outstanding amount		$ 0	$ 0
Borrowing base, line cap (as a percent)	12.50%
Applicable margin - one step-down (as a percent)	0.25%
Applicable margin - one step-up (as a percent)	0.25%
Percentage of net book value of borrowers' eligible accounts receivables	85%
Percentage of net book value of borrowers' eligible rental equipment	95%
Percentage of net orderly liquidation value of borrowers' eligible rental equipment	85%
Options to increase commitments	$ 75,000
Percentage of voting equity interests in non-US restricted subsidiary pledge	65%
Minimum fixed charge coverage ratio	100%
Maximum total net leverage ratio	400%
Borrowing base	$ 15,625
Line cap (as a percent)	12.50%
ABL Facility | Libor
ABL Facility
Variable rate (as a percent)	2.50%
ABL Facility | Base rate
ABL Facility
Variable rate (as a percent)	1.50%
Standby letters of credit
ABL Facility
Borrowing capacity	$ 15,000
Swingline
ABL Facility
Borrowing capacity	$ 15,000

Debt - Carrying Value of Debt O

Debt - Carrying Value of Debt Outstanding (Details) - USD ($) $ in Thousands		24 Months Ended
	Mar. 15, 2019	Dec. 31, 2022	Dec. 31, 2021
Carrying value of debt outstanding
Finance lease and other financing obligations (Note 13)		$ 2,223	$ 1,425
Principal amount		334,500	340,000
Less: unamortized original issue discount		(971)	(1,681)
Less: unamortized term loan deferred financing costs		(4,681)	(8,107)
Total Lease payments		331,071	331,637
Less: current maturities		(1,135)	(729)
Total long-term debt		329,936	330,908
ABL Facility
Carrying value of debt outstanding
Less: unamortized term loan deferred financing costs		(3,900)	(3,900)
Senior Secured Notes 2024
Carrying value of debt outstanding
Long-term debt, net		334,500	340,000
Less: unamortized original issue discount	$ (3,300)	(971)	$ (1,681)
Less: unamortized term loan deferred financing costs	$ (16,300)	$ (4,681)
Interest rate (as a percent)	9.50%	9.50%

Debt - Components of interest e

Debt - Components of interest expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Interest incurred on finance lease and other financing obligations	$ 72	$ 58	$ 131
Amortization of deferred financing costs on ABL facilities and Notes	4,689	4,338	3,950
Amortization of original issue discount	711	638	557
Interest capitalized	(983)
Interest income	(1,546)
Interest expense, net	36,323	38,704	40,034
Abl Facilities And Notes [Member]
Debt Instrument [Line Items]
Interest expense incurred on ABL Facility and Notes	33,464	33,670	35,396
Amortization of deferred financing costs on ABL facilities and Notes	$ 4,605	$ 4,338	$ 3,950

Debt - Interest Expense and Def

Debt - Interest Expense and Deferred Financing Costs (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Mar. 15, 2019
Senior Secured Notes 2024
Debt
Unamortized debt discount			$ 3.3
Accumulated amortization of deferred financing costs	$ 11.2	$ 7.8
Accumulated amortization of debt issuance costs	2.3	1.6
ABL Facility | Algeco ABL facility
Debt
Accumulated amortization related to revolver deferred financing costs	$ 4.8	$ 3.7

Debt - Schedule of maturities o

Debt - Schedule of maturities of long term debt and finance lease obligations (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Debt
2023	$ 1,135
2024	335,256
2025	332
Total Lease payments	$ 336,723

Warrant Liabilities - Narrative

Warrant Liabilities - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands			12 Months Ended
	Dec. 22, 2022	Jan. 17, 2018	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 16, 2022	Nov. 18, 2022
Warrants to issue shares of common stock.			6,528,322	10,833,316		8,097,893
Number of stock issued for each warrant							0.37
Fair Value Adjustment of Warrants			$ 31,735	$ 1,067	$ (2,347)
Private Placement Warrants [Member]
Warrants to issue shares of common stock.		5,333,334	1,533,334	5,333,334
Aggregate purchase price per warrant		$ 1.50
Aggregate purchase price		$ 8,000
Number of stock issued for each warrant		1
Share price		$ 11.50
Warrant exercisable term		30 days
Fair Value Adjustment of Warrants			$ 31,700	$ 1,100	$ (2,400)
Common stock issued in warrant exchange (in shares)	3,800,000

Warrant Liabilities - Estimated

Warrant Liabilities - Estimated fair value Private Warrants (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Warrant liabilities	$ 9,737	$ 1,600
Private Placement Warrants [Member]
Warrant liabilities	$ 9,737	$ 1,600

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Contingency [Line Items]
Income tax expense (benefit)	$ 32,370	$ 1,904	$ (8,455)
Effective tax rate	30.40%	(71.30%)	25.20%
Unrecognized tax benefits	$ 0	$ 0
Interest or penalty related to uncertain taxes, recognized	$ 0	$ 0
Minimum
Income Tax Contingency [Line Items]
Term of income tax examination	2 years
Maximum
Income Tax Contingency [Line Items]
Term of income tax examination	5 years

Income Taxes - Components of th

Income Taxes - Components of the provision for income taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Domestic
Current	$ 2,488	$ 1,365	$ 296
Deferred	29,882	469	(8,751)
Foreign
Current		70
Total income tax expense (benefit)	$ 32,370	$ 1,904	$ (8,455)

Income Taxes - Income tax resul

Income Taxes - Income tax results differed from the amount computed by applying the U.S. statutory income tax rate to income before income taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income tax results differed from the amount computed by applying the U.S. statutory income tax rate to income before income taxes
Statutory income tax expense (benefit)	$ 22,325	$ (561)	$ (7,053)
State tax expense	2,797	1,120	(450)
Effect of tax rates in foreign jurisdictions	(28)	30	(17)
Change in fair value of warrant liabilities	6,664	224	(494)
Transaction costs			(899)
Valuation allowances	310	452	(279)
Compensation	383	500	201
Other	(81)	139	536
Total income tax expense (benefit)	$ 32,370	$ 1,904	$ (8,455)

Income Taxes - Components of _2

Income Taxes - Components of the Companies deferred tax assets and liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets
Stock-based compensation	$ 4,793	$ 1,182
Deferred revenue	1,621	7,779
Intangible assets	9,157	9,640
Tax loss carryforwards	30,649	34,303
Operating lease obligations	5,152
Interest carryforwards	4,997
Other - net	23	402
Deferred tax assets gross	56,392	53,306
Valuation allowance	(4,486)	(4,176)
Net deferred income tax asset	51,906	49,130
Deferred tax liabilities
Rental equipment and other plant, property and equipment	(60,771)	(33,709)
Operating lease right-of-use assets	(5,955)
Software	(352)	(711)
Deferred tax liability	(67,078)	(34,420)
Net deferred income tax asset (liability)		$ 14,710
Net deferred income tax asset (liability)	$ (15,172)

Income Taxes - Valuation allowa

Income Taxes - Valuation allowance has been established against the deferred tax assets (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Deferred Tax Assets, Operating Loss Carryforwards, Alternative [Abstract]
Tax loss carryovers	$ 136,862
Tax loss carryovers subject to expiry	6,700
Tax loss carryovers not subject to expiry	130,200
United States
Deferred Tax Assets, Operating Loss Carryforwards, Alternative [Abstract]
Tax loss carryovers	130,212
Canada
Deferred Tax Assets, Operating Loss Carryforwards, Alternative [Abstract]
Tax loss carryovers	$ 6,123
Percentage of valuation allowance	100%
Mexico
Deferred Tax Assets, Operating Loss Carryforwards, Alternative [Abstract]
Tax loss carryovers	$ 527
Percentage of valuation allowance	100%

Fair Value of Financial Instr_3

Fair Value of Financial Instruments (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) $ / shares Y shares	Dec. 31, 2021 USD ($) Y $ / shares shares	Dec. 16, 2022 shares
Carrying amounts and fair values of financial assets and liabilities
Warrants to issue shares of common stock. | shares	6,528,322	10,833,316	8,097,893
Level 3 | Private Placement Warrants [Member]
Carrying amounts and fair values of financial assets and liabilities
Warrants to issue shares of common stock. | shares	1,533,334	5,333,334
Per Share Value of Warrants | $ / shares	$ 6.35	$ 0.30
Balance at beginning of the period	$ 1,600	$ 533
Change in fair value of warrant liabilities	31,735	1,067
Additional paid-in-capital reclass for Warrant Exchange	(23,598)
Balance at ending of the period	$ 9,737	$ 1,600
Level 3 | Private Placement Warrants [Member] | Measurement Input, Exercise Price [Member]
Carrying amounts and fair values of financial assets and liabilities
Warrants and Rights Outstanding, Measurement Input | $ / shares	11.50	11.50
Level 3 | Private Placement Warrants [Member] | Measurement Input, Share Price [Member]
Carrying amounts and fair values of financial assets and liabilities
Warrants and Rights Outstanding, Measurement Input | $ / shares	15.14	3.56
Level 3 | Private Placement Warrants [Member] | Measurement Input, Expected Dividend Rate [Member]
Carrying amounts and fair values of financial assets and liabilities
Warrants and Rights Outstanding, Measurement Input	0	0
Level 3 | Private Placement Warrants [Member] | Measurement Input, Expected Term [Member]
Carrying amounts and fair values of financial assets and liabilities
Warrants and Rights Outstanding, Measurement Input | Y	1.20	2.20
Level 3 | Private Placement Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Carrying amounts and fair values of financial assets and liabilities
Warrants and Rights Outstanding, Measurement Input	0.0456	0.0078
Level 3 | Private Placement Warrants [Member] | Measurement Input, Price Volatility [Member]
Carrying amounts and fair values of financial assets and liabilities
Warrants and Rights Outstanding, Measurement Input	0.7000	0.6400
Senior Secured Notes 2024 | Carrying amount | Level 1
Carrying amounts and fair values of financial assets and liabilities
Debt Instrument, Fair Value Disclosure,	$ (328,848)	$ (330,212)
Senior Secured Notes 2024 | Fair value | Level 1
Carrying amounts and fair values of financial assets and liabilities
Debt Instrument, Fair Value Disclosure,	$ (335,403)	$ (348,075)

Leases (Details)

Leases (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Finance Lease, Liability [Abstract]
Accumulated Depreciation	$ (2,647)
Right-of-use assets, net	$ 2,313
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Property, Plant and Equipment, Other, Net
Current portion of finance lease obligations	$ 1,135	$ 729
Long-term finance lease and other financing obligations	1,088	696
Total lease obligation	$ 2,223	$ 1,425
Weighted average remaining lease term	2 years 2 months 12 days
Weighted average discount rate	6.30%
Operating Leases:
Right-of-use assets, net	$ 27,298
Current portion of operating lease obligations	12,516
Long-term operating lease obligations	11,104
Total lease obligations	$ 23,620
Weighted average remaining lease term	2 years 9 months 18 days
Weighted average discount rate	5.37%
Current portion of other financing obligations	$ 0
Long-term other financing obligations	0
Operating lease obligation	$ 3,700

Leases - Components of lease ex

Leases - Components of lease expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lease, Cost [Abstract]
Amortization of right-of-use asset	$ 2,647
Interest on lease obligations	72	$ 58	$ 131
Finance lease cost	2,719
Operating lease cost	11,927
Short-term lease cost	8,308
Variable lease cost	1,789
Variable lease cost related to base rent	300
Minimum lease payment included in variable lease cost	$ 25,000
Termination term of long term leases	3 months
Weighted average lease term of long term leases	1 year 7 months 6 days

Leases - Supplemental cash flow

Leases - Supplemental cash flow information related to leases (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Leases
Operating cash flows from finance leases	$ 72
Operating cash flows from operating leases	15,605
Financing cash flows from finance leases	1,008
Operating Lease, Payments, Prepaid Delivery and Installation costs	$ 5,900

Leases - Future maturities of f

Leases - Future maturities of finance and operating lease obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Finance Lease
2023	$ 1,166
2024	850
2025	383
Total lease payments	2,399
Less: interest	(176)
Total lease obligation	2,223	$ 1,425
Future minimum lease payments
2023	12,942
2024	4,654
2025	4,012
2026	3,283
2027	608
Total	25,499
Less: interest	(1,879)
Total lease obligations	$ 23,620

Leases - Capital lease assets p

Leases - Capital lease assets prior to adoption of standard (Details) - Other property, plant and equipment $ in Thousands	Dec. 31, 2021 USD ($)
Capital Leased Assets
Gross capital lease asset - vehicles	$ 3,079
Accumulated Depreciation	(1,627)
Net capital lease assets	$ 1,452

Leases - Future maturities of_2

Leases - Future maturities of finance and operating lease obligations prior to adoption (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Operating Leases
2022	$ 5,003
2023	4,514
2024	4,118
2025	3,593
2026	2,874
Thereafter	376
Total operating lease payments	20,478
Capital Leases
2022	729
2023	503
2024	193
Total capital lease payments	$ 1,425

Leases - Additional information

Leases - Additional information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Specialty rental costs
Lessee, Lease, Description [Line Items]
Operating leases, rent expense, net	$ 13.9	$ 5.6
Selling, general, and administrative expenses
Lessee, Lease, Description [Line Items]
Operating leases, rent expense, net	$ 0.4	$ 0.5

Rental Income (Details)

Rental Income (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Operating lease, lease rental income	$ 168,300	$ 76,900	$ 53,000
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration]	Revenue Not from Contract with Customer	Revenue Not from Contract with Customer	Revenue Not from Contract with Customer
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	$ 345,619	$ 294,292
Property, Plant and Equipment, Net	357,129	291,792
Depreciation	54,363	55,883	$ 50,870
Specialty rental assets
Property, Plant, and Equipment, Lessor Asset under Operating Lease, before Accumulated Depreciation	199,800	133,500
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	90,800	76,800
Property, Plant and Equipment, Net	109,000	56,700
Depreciation	$ 14,000	$ 15,700	$ 11,000

Rental Income - Future minimum

Rental Income - Future minimum lease payments (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Scheduled future minimum lease payments to be received
2023	$ 176,486
2024	34,392
2025	34,300
2026	25,657
Total	$ 270,835

Related Parties (Details)

Related Parties (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Related parties
Amounts due from affiliates		$ 0	$ 0
Accrued		0
Rent expense		10,782
Related party receivable				$ 1,200
Selling, general, and administrative expenses
Related parties
Commission		0	600	800
Algeco Global
Related parties
Compensation percentage	100%
Reimbursement of employee compensation		$ 0	$ 0	$ 1,100

Earnings (Loss) per Share (Deta

Earnings (Loss) per Share (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Mar. 15, 2019	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Mar. 15, 2022
Numerator
Net income (loss)		$ 73,939	$ (4,576)	$ (25,131)
Net Income (Loss) Available to Common Stockholders, Basic		73,939	(4,576)	(25,131)
Net Income (Loss) Available to Common Stockholders, Diluted		$ 73,939	$ (4,576)	$ (25,131)
Denominator
Weighted average shares outstanding - basic		97,213,166	96,611,022	96,018,338
Weighted average shares outstanding - diluted		100,057,748	96,611,022	96,018,338
Net income (loss) per share - basic		$ 0.76	$ (0.05)	$ (0.26)
Net income (loss) per share - diluted		$ 0.74	$ (0.05)	$ (0.26)
PSUs
Denominator
Dilutive effect of outstanding securities		466,563
Stock options
Denominator
Dilutive effect of outstanding securities		518,409
RSUs
Denominator
Dilutive effect of outstanding securities		1,859,610
Founder Shares
Denominator
Treasury stock, shares		5,015,898
Shares issued to the Sellers	8,050,000
Founder Shares
Denominator
Excluded from computation of loss per share	5,015,898
Warrant
Denominator
Excluded from computation of loss per share		8,061,656	16,166,650	16,166,650
Warrant | Founder Shares
Denominator
Treasury stock, shares					5,015,898

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands			12 Months Ended
	Dec. 16, 2022	Jan. 17, 2018	Dec. 31, 2022	Dec. 31, 2019	Dec. 22, 2022	Nov. 18, 2022	Nov. 03, 2022	Dec. 31, 2021	Aug. 15, 2020	Aug. 15, 2019
Common Stock
Common stock shares issued			109,747,366					106,367,450
Common stock, Number of share outstanding			100,316,701					101,952,683
Common stock, par value (in dollars per share)			$ 0.0001			$ 0.0001		$ 0.0001
Common shares placed into escrow			5,015,898
Preferred Shares
Preferred stock, shares authorized			1,000,000
Preferred stock, par value			$ 0.0001
Preferred stock, shares issued			0
Preferred stock, shares outstanding			0
Warrants
Common stock, par value (in dollars per share)			$ 0.0001			$ 0.0001		$ 0.0001
Number of stock issued for each warrant						0.37
Warrants to issue shares of common stock.	8,097,893		6,528,322					10,833,316
Proceeds from issuance of Common Stock from exercise of warrants			$ 80
Number of securities called by warrants or rights	2,996,201
Class of Warrant or Right, Cash Paid in Lieu of Issuance of Fractional Shares	319,000
Class of Warrant or Right, Offering Expenses Capitalized	$ 2,300
Founder Shares
Treasury Stock, Shares [Abstract]
Treasury stock, shares			5,015,898
Share Repurchase Program 2019 Plan
Treasury Stock, Shares [Abstract]
Stock repurchase authorized amount										$ 75,000
Repurchase of common stock as part of a share repurchase program (In Shares)				4,414,767
Repurchase of common stock as part of a share repurchase program				$ 23,600
Remaining authorized repurchase amount									$ 51,400
Share Repurchase Program 2020 Plan
Treasury Stock, Shares [Abstract]
Stock repurchase authorized amount							$ 100,000
Private placement
Warrants
Warrants to issue shares of common stock.	3,800,000				3,800,000
Class of Warrants or Rights, Fair Value					$ 23,600
Public Offering
Warrants
Number of units sold		32,500,000
Price per unit		$ 10
Number of warrants per unit		0.33
Number of fractional shares issued upon exercise of warrants		0
Number of stock issued for each warrant		1
Share price		$ 11.50
Warrant exercisable term		30 days
Over allotment
Warrants
Number of units sold		2,500,000
Public Warrants
Warrants
Warrants to issue shares of common stock.	4,297,893
Shares issued during period, warrants exercised			7,101
Common stock issued in warrant exchange (in shares)			4,297,893
Proceeds from issuance of Common Stock from exercise of warrants			$ 100
Number of securities called by warrants or rights			7,101
Common Stock [Member] | Public Offering
Common Stock
Common stock, par value (in dollars per share)		$ 0.0001
Warrants
Number of shares per unit		1
Common stock, par value (in dollars per share)		$ 0.0001

Stock-Based Compensation (Detai

Stock-Based Compensation (Details)

1 Months Ended

12 Months Ended

Sep. 06, 2022 shares

Jul. 12, 2022 $ / shares shares

May 24, 2022 $ / shares shares

May 19, 2022 shares

Feb. 24, 2022 installment item shares

Jan. 03, 2022 shares

Sep. 20, 2021 shares

Aug. 05, 2021 $ / shares shares

Aug. 04, 2021 shares

May 18, 2021 shares

Feb. 25, 2021 $ / shares shares

Feb. 05, 2021

Oct. 01, 2020

Aug. 05, 2020

May 20, 2020 shares

Apr. 01, 2020 USD ($) shares

Mar. 04, 2020 installment item shares

Jan. 09, 2020

Jan. 02, 2020 installment shares

Sep. 03, 2019 installment shares

May 21, 2019 installment item $ / shares shares

Mar. 15, 2019 shares

Aug. 31, 2021 shares

Dec. 31, 2022 USD ($) item $ / shares shares

Dec. 31, 2021 USD ($) installment $ / shares shares

Dec. 31, 2020 $ / shares shares

Nov. 18, 2022 $ / shares

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Reduction in salary

20%

Common stock, par value (in dollars per share) | $ / shares

$ 0.0001

$ 0.0001

$ 0.0001

Reduction in cash | $

$ 20

Number of shares authorized

4,000,000

4,000,000

Reclassified amount of awards | $

$ 2,400,000

Exercisable Options | $

$ 7,150,000

Expected volatility

43.50%

Executive Stock Appreciation Rights Award Agreement

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Period after termination of employment or service to exercise pro rata vesting

2 years

Threshold service period for pro rata vesting

12 months

Executive Restricted Stock Unit Agreement

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Threshold service period for pro rata vesting

12 months

Share-based Payment Arrangement, Tranche One | Executive Stock Appreciation Rights Award Agreement

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting (in percentage)

50%

Share-based Payment Arrangement, Tranche One | Executive Restricted Stock Unit Agreement

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting (in percentage)

50%

Share-based Payment Arrangement, Tranche Two | Executive Stock Appreciation Rights Award Agreement

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting (in percentage)

50%

Share-based Payment Arrangement, Tranche Two | Executive Restricted Stock Unit Agreement

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting (in percentage)

50%

Executive Officers and Other Employees

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Granted (in shares)

66,070

Restricted Stock Units (RSUs) [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Right to buy number of shares upon vesting

1

1

1

Number of non employee directors | item

2

Number of accelerated vesting granted

115,386

Granted (in shares)

201,988

Number of Units in the Period, Paid in Cash

116,837

Cash paid at closing stock price on vesting date | $

$ 400,000

Other than options

Outstanding Options at beginning of period (in shares)

1,862,590

Granted (in shares)

1,261,129

1,531,787

1,374,085

Forfeited (in shares)

(32,351)

Vested (in shares)

(432,787)

Outstanding Options at end of period (in shares)

2,658,581

1,862,590

Weighted Average Grant Date Fair Value per Share

Outstanding Options at beginning of period (in shares) | $ / shares

$ 3

Granted (in dollars per share) | $ / shares

3.40

$ 2.10

$ 3.07

Forfeited (in dollars per share) | $ / shares

4.51

Vested (in dollars per share) | $ / shares

4.09

Outstanding Options at end of period (in dollars per share) | $ / shares

$ 2.98

$ 3

Restricted Stock Units (RSUs) [Member] | Chief Financial Officer

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Number of anniversaries the awards vest | installment

4

Restricted Stock Units (RSUs) [Member] | Chief Financial Officer | Grant One

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Granted (in shares)

81,434

Restricted Stock Units (RSUs) [Member] | Chief Financial Officer | Grant Two

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Granted (in shares)

48,860

Restricted Stock Units (RSUs) [Member] | CEO

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Number of equal installments

0.0833

12

6

Granted (in shares)

124,741

Other than options

Granted (in shares)

30,000

Restricted Stock Units (RSUs) [Member] | Non-executive Directors

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Granted (in shares)

326,926

482,723

Other than options

Granted (in shares)

10,861

Restricted Stock Units (RSUs) [Member] | Executive Officers and Other Employees

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting period (in years)

4 years

Granted (in shares)

1,134,524

30,899

Other than options

Granted (in shares)

159,766

1,085,548

Share-Based Payment Arrangement, Option [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Right to buy number of shares upon vesting

1

Number of anniversaries the awards vest | item

4

Expiration Period (in years)

10 years

Par value | $ / shares

$ 0.0001

Granted (in shares)

0

0

1,140,875

Exercisable Options | $

$ 13,615,000

Expected term (years)

6 years 3 months

Expected dividend rate

0%

Stock Appreciation Rights (SARs)

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Unrecognized compensation expense | $

$ 7,900,000

Deferred Compensation Share-based Arrangements, Liability, Current | $

$ 12,600,000

$ 1,200,000

Estimated Fair Value Per Share | $ / shares

$ 13.61

$ 2.69

Expected term (years)

6 years 3 months

Expected dividend rate

0%

Expected risk-free interest

1.07%

Exercise price | $ / shares

$ 0.78

Other than options

Outstanding Options at beginning of period (in shares)

1,578,537

Granted (in shares)

26,906

1,578,537

Forfeited (in shares)

(40,761)

Outstanding Options at end of period (in shares)

1,578,537

Weighted Average Grant Date Fair Value per Share

Forfeited (in dollars per share) | $ / shares

$ 1.79

Outstanding Options at end of period (in dollars per share) | $ / shares

$ 11.78

$ 13.40

Aggregate intrinsic value

Outstanding aggregate Intrinsic Value | $

$ 20,500,000

$ 2,700,000

Stock Appreciation Rights (SARs) | Accrued Liabilities.

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Deferred Compensation Share-based Arrangements, Liability, Current | $

6,300,000

Stock Appreciation Rights (SARs) | Other Noncurrent Liabilities

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Deferred Compensation Share-based Arrangements, Liability, Current | $

6,300,000

Stock Appreciation Rights (SARs) | Stock Option One

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Expected volatility

47.27%

46.86%

Expected term (years)

1 year 1 month 6 days

7 months 24 days

Expected dividend rate

0%

0%

Expected risk-free interest

4.65%

4.70%

Exercise price | $ / shares

$ 3.54

$ 1.79

Stock Appreciation Rights (SARs) | Stock Option Two

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Estimated Fair Value Per Share | $ / shares

$ 1.03

$ 2.72

Expected volatility

25.94%

25.94%

Expected term (years)

6 years 3 months

6 years 3 months

Expected dividend rate

0%

0%

Expected risk-free interest

1.33%

1.33%

Exercise price | $ / shares

$ 3.54

$ 1.79

Liability Based Restricted Stock Units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Liability recognized | $

$ 800,000

Other than options

Granted (in shares)

537,047

Weighted Average Grant Date Fair Value per Share

Granted (in dollars per share) | $ / shares

$ 3.56

Liability Based Restricted Stock Units | Accrued Liabilities.

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Liability recognized | $

$ 500,000

Liability Based Restricted Stock Units | Other Noncurrent Liabilities

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Liability recognized | $

$ 300,000

Time based and performance stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Right to buy number of shares upon vesting

1

1

Common stock, par value (in dollars per share) | $ / shares

$ 0.0001

Unrecognized compensation expense | $

$ 6,400,000

Period to achieve cumulative operating cash flow amounts (in years)

3 years

Expected volatility

55.76%

53.82%

Expected term (years)

2 years 11 months 19 days

3 years 1 month 6 days

Expected dividend rate

0%

0%

Expected risk-free interest

3.05%

2.65%

Exercise price | $ / shares

$ 6.96

$ 2.21

Other than options

Granted (in shares)

750,000

245,017

1,495,017

Outstanding Options at end of period (in shares)

1,495,017

Weighted Average Grant Date Fair Value per Share

Granted (in dollars per share) | $ / shares

$ 12.50

$ 4.72

Outstanding Options at end of period (in dollars per share) | $ / shares

$ 12.50

4.72

Time based and performance stock units | PSU Award Agreement [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Achievement of Specified Share Price Thresholds | $ / shares

$ 12.50

Director

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Base Salary payment rate

100%

Director | Restricted Stock Units (RSUs) [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Number of equal installments | installment

4

Number of anniversaries the awards vest | item

4

Vesting period (in years)

1 year

Granted (in shares)

17,351

22,087

503,757

81,967

Employees

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Base Salary payment rate

100%

Employees | Restricted Stock Units (RSUs) [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Number of equal installments | installment

4

4

Number of anniversaries the awards vest | item

4

4

Vesting period (in years)

4 years

Granted (in shares)

212,621

Other than options

Granted (in shares)

4,969

Employees | Share-Based Payment Arrangement, Option [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Number of equal installments | installment

4

Granted (in shares)

1,140,873

482,792

Employees | Share-Based Payment Arrangement, Option [Member] | Chief Financial Officer

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Granted (in shares)

171,429

CEO | CEO

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Base Salary payment rate

80%

Minimum | Share-Based Payment Arrangement, Option [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share Price | $ / shares

$ 4.51

Expected volatility

25.94%

Exercise price | $ / shares

$ 4.51

Minimum | Time based and performance stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting (in percentage)

0%

Maximum | Share-Based Payment Arrangement, Option [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share Price | $ / shares

$ 10.83

Expected volatility

30.90%

Exercise price | $ / shares

$ 10.83

Maximum | Time based and performance stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Vesting (in percentage)

150%

Other than options

Granted (in shares)

500,000

Stock-Based Compensation - Chan

Stock-Based Compensation - Changes in stock options (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Number of shares
Exercisable Options at end of period (in shares)	842,267
Weighted Average Exercise Price per Share
Exercisable Options at end of period (in dollars per share)	$ 6.65
Intrinsic Value
Vested	$ 800	$ 800	$ 400
Exercisable Options at end of period	$ 7,150
Share-Based Payment Arrangement, Option [Member]
Number of shares
Outstanding Options at beginning of period (in shares)	1,643,135
Granted (in shares)	0	0	1,140,875
Forfeited (in shares)	(20,494)
Exercised (in shares)	(111,980)
Outstanding Options at end of period (in shares)	1,510,661	1,643,135
Weighted Average Exercise Price per Share
Outstanding Options at beginning of period (in dollars per share)	$ 6.11
Forfeited (in dollars per share)	6.24
Exercised (in dollars per share)	5.78
Outstanding Options at end of period (in dollars per share)	$ 6.13	$ 6.11
Weighted Average Contractual Life (Years)
Outstanding Options (in years)		7 years 11 months 12 days
Exercisable Options at end of period (in years)	6 years 10 months 9 days
Intrinsic Value
Exercisable Options at end of period	$ 13,615
Exercised	$ 1,055
Stock Appreciation Rights (SARs)
Number of shares
Outstanding Options at end of period (in shares)	1,537,776
Weighted Average Exercise Price per Share
Outstanding Options at beginning of period (in dollars per share)	$ 1.82
Outstanding Options at end of period (in dollars per share)	$ 1.82	$ 1.82
Weighted Average Contractual Life (Years)
Outstanding Options (in years)	8 years 2 months 1 day	9 years 2 months 1 day

Stock-Based Compensation - Assu

Stock-Based Compensation - Assumptions (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Assumptions:
Weighted average expected stock volatility		43.50%
Share-Based Payment Arrangement, Option [Member]
Assumptions:
Expected dividend yield	0%
Expected term (years)	6 years 3 months
Risk-free interest rate - minimum	0.82%
Risk-free interest rate - maximum	2.26%
Weighted-average grant date fair value	$ 0	$ 0	$ 1.42
Stock Appreciation Rights (SARs)
Assumptions:
Expected dividend yield		0%
Expected term (years)		6 years 3 months
Risk-free interest rate (range)		1.07%
Exercise price (range)		$ 0.78
Minimum | Share-Based Payment Arrangement, Option [Member]
Assumptions:
Weighted average expected stock volatility	25.94%
Exercise price (range)	$ 4.51
Maximum | Share-Based Payment Arrangement, Option [Member]
Assumptions:
Weighted average expected stock volatility	30.90%
Exercise price (range)	$ 10.83

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock-based Compensation Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value	$ 2	$ 2.1	$ 1
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based Compensation Expense	5.4	3.1	3
Associated tax benefit from stock-based compensation expense	1.4	0.7	0.7
Unrecognized compensation expense	$ 7.9
Period for unrecognized compensation expense expected to be recognized	2 years 5 months 12 days
Share-Based Payment Arrangement, Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based Compensation Expense	$ 0.8	0.8	0.8
Associated tax benefit from stock-based compensation expense	0.2	0.2	$ 0.2
Unrecognized compensation expense	$ 0.6
Period for unrecognized compensation expense expected to be recognized	1 year
Stock Appreciation Rights (SARs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based Compensation Expense	$ 11.4	$ 1.2
Period for unrecognized compensation expense expected to be recognized	1 year 1 month 28 days
Time based and performance stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based Compensation Expense	$ 1.5
Associated tax benefit from stock-based compensation expense	$ 0.3
Period for unrecognized compensation expense expected to be recognized	2 years 5 months 1 day

Retirement Plans (Details)

Retirement Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Retirement Plans
Minimum percentage of annual eligible compensation by the participants	1%
Maximum percentage of annual eligible compensation by the participants	90%
Percentage of contribution matched	5%
Percentage of contribution, matched 100% by employer	3%
Employer match of employee contributions of first 3% of contributions	100%
Percentage of contribution, matched 50% by employer	2%
Employer match of employee contributions of next 3% of contributions	50%
Contribution expenses	$ 0.9	$ 0.7	$ 0.7

Business Segments (Details)

Business Segments (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) segment	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Business segments
Number of reportable segments | segment	4
Number of Operating Segments | segment	6
Revenue	$ 501,985	$ 291,337	$ 225,148
Adjusted gross profit	300,898	155,595	107,819
Total Assets	771,727	513,392
Operating Segments
Business segments
Revenue	501,985	291,337	225,148
Adjusted gross profit	299,961	154,959	107,120
Total Assets	428,388	343,005
Permian Basin | Operating Segments
Business segments
Revenue	132,373	116,958	112,126
Adjusted gross profit	54,558	52,344	51,518
Capital expenditures	8,686	8,835	8,160
Total Assets	176,637	206,774
Bakken Basin | Operating Segments
Business segments
Revenue	6,168	4,150	6,605
Adjusted gross profit	(258)	(711)	161
Capital expenditures	214	150	67
Total Assets	30,152	43,504
Government | Operating Segments
Business segments
Revenue	360,294	156,250	63,259
Adjusted gross profit	246,598	94,801	47,523
Capital expenditures	130,871	27,525	24
Total Assets	217,029	87,308
TCPL Keystone | Operating Segments
Business segments
Revenue		12,283	41,911
Adjusted gross profit		9,161	8,617
Capital expenditures			164
Total Assets	3,007	3,007
All Other
Business segments
Total Assets	3,240	3,489
All Other | Operating Segments
Business segments
Revenue	3,150	1,696	1,247
Adjusted gross profit	(937)	(636)	(699)
Capital expenditures	125	57	$ 656
Total Assets	$ 1,563	$ 2,412

Business Segments - Reconciliat

Business Segments - Reconciliation of total segment adjusted gross profit to total combined income (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Segments
Total reportable segment adjusted gross profit	$ 300,898	$ 155,595	$ 107,819
Other adjusted gross profit	(937)	(636)	(699)
Depreciation and amortization	(67,665)	(70,519)	(65,614)
Selling, general and administrative expenses	(57,893)	(46,461)	(38,128)
Other expense (income), net	(36)	(880)	723
Interest (expense), net	(36,323)	(38,704)	(40,034)
Change in fair value of warrant liabilities	(31,735)	(1,067)	2,347
Income (loss) before income tax	$ 106,309	$ (2,672)	$ (33,586)

Business Segments - Reconcili_2

Business Segments - Reconciliation of total segment assets to total combined assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	$ 771,727	$ 513,392
Total reportable segment assets
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	426,825	340,593
All Other
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	3,240	3,489
Other unallocated amounts
Segment Reporting, Asset Reconciling Item [Line Items]
Total assets	$ 341,662	$ 169,310

Business Segments - Unallocated

Business Segments - Unallocated assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Total current assets	$ 236,379	$ 60,536
Other intangible assets, net	75,182	88,485
Operating lease right-of-use assets, net	27,298
Deferred tax asset		14,710
Deferred financing costs revolver, net	896	2,159
Other non-current assets	1,907	3,420
Total assets	771,727	513,392
Other unallocated amounts
Total current assets	236,379	60,536
Other intangible assets, net	75,182	88,485
Operating lease right-of-use assets, net	27,298	0
Deferred tax asset	0	14,710
Deferred financing costs revolver, net	896	2,159
Other non-current assets	1,907	3,420
Total assets	$ 341,662	$ 169,310

Business Segments - Customer Co

Business Segments - Customer Concentration (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) customer	Dec. 31, 2021 USD ($) customer	Dec. 31, 2020 USD ($) customer
Customer concentration
Revenue	$ 333,700	$ 214,400	$ 172,200
TCPL Keystone
Customer concentration
Revenue		$ 12,283	$ 41,911
Customer concentration risk | Revenues
Customer concentration
Number of customers | customer	2	2	2
Customer concentration risk | Revenues | Four Segments
Customer concentration
Concentration Risk, Percentage	75%
Customer concentration risk | Customer One [Member] | Revenues
Customer concentration
Concentration Risk, Percentage	60.60%	34.70%	28.10%
Number of customers | customer	1		1
Revenue			$ 63,300
Customer concentration risk | Customer One [Member] | Revenues | TCPL Keystone | Operating Segments
Customer concentration
Number of customers | customer			1
Revenue			$ 41,900
Customer concentration risk | Customer Two [Member] | Revenues
Customer concentration
Concentration Risk, Percentage	11.10%	18.90%	18.60%
Customer concentration risk | Customer Two [Member] | Revenues | Government | Operating Segments
Customer concentration
Number of customers | customer	2
Revenue	$ 360,300	$ 156,300

Subsequent Events (Details)

Subsequent Events (Details) $ in Millions	Jan. 18, 2023 USD ($)
Subsequent Events [Member]
Subsequent Events
Stock repurchase authorized amount	$ 18.6