Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 23, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-38441 | |
Entity Registrant Name | ChampionX Corp | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3066826 | |
Entity Address, Address Line One | 2445 Technology Forest Blvd, | |
Entity Address, Address Line Two | Building 4, 12th Floor | |
Entity Address, City or Town | The Woodlands, | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77381 | |
City Area Code | (281) | |
Local Phone Number | 403-5772 | |
Security 12b Title | Common stock, $0.01 par value | |
Trading Symbol | CHX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 201,802,181 | |
Entity Central Index Key | 0001723089 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Lease and other revenue | $ 18,550 | $ 13,197 | $ 37,455 | $ 25,262 | |
Total revenue | 749,172 | 298,914 | 1,434,060 | 560,348 | |
Cost of goods and services | 569,167 | 266,684 | 1,091,723 | 445,779 | |
Gross profit | 180,005 | 32,230 | 342,337 | 114,569 | |
Selling, general and administrative expense | 152,341 | 130,657 | 295,819 | 208,800 | |
Goodwill impairment | 0 | 0 | 0 | 616,271 | |
Long-lived asset impairment | 0 | 0 | 0 | 40,980 | |
Interest expense, net | 14,064 | 11,262 | 28,035 | 20,301 | |
Other (income) expense, net | 2,251 | 312 | 315 | (1,321) | |
Income (loss) before income taxes | 11,349 | (110,001) | 18,168 | (770,462) | |
Provision for (benefit from) income taxes | 3,563 | (954) | 6,345 | (27,960) | |
Net income (loss) | 7,786 | (109,047) | 11,823 | (742,502) | |
Less: Net income (loss) attributable to noncontrolling interest | 536 | 598 | (1,199) | 871 | |
Net income (loss) attributable to ChampionX | $ 7,250 | $ (109,645) | $ 13,022 | $ (743,373) | |
Earnings (losses) per share attributable to ChampionX: | |||||
Basic (in dollars per share) | [1] | $ 0.04 | $ (0.95) | $ 0.06 | $ (7.72) |
Diluted (in dollars per share) | [1] | $ 0.03 | $ (0.95) | $ 0.06 | $ (7.72) |
Weighted-average shares outstanding: | |||||
Weighted-average number of shares outstanding, basic (in shares) | [1] | 201,467 | 115,149 | 201,063 | 96,313 |
Weighted-average number of shares outstanding, diluted (in shares) | [1] | 208,541 | 115,149 | 207,939 | 96,313 |
Product revenue | |||||
Revenue | $ 649,399 | $ 248,871 | $ 1,234,756 | $ 473,316 | |
Service revenue | |||||
Revenue | $ 81,223 | $ 36,846 | $ 161,849 | $ 61,770 | |
[1] | See Note 11—Earnings Per Share |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 7,786 | $ (109,047) | $ 11,823 | $ (742,502) |
Foreign currency translation adjustments | 8,332 | 5,703 | 11,545 | (5,349) |
Cash flow hedges | (277) | 653 | 136 | 653 |
Defined pension and other post-retirement benefits adjustments, net | 6,373 | 99 | 6,540 | 198 |
Other comprehensive income (loss) | 14,428 | 6,455 | 18,221 | (4,498) |
Comprehensive income (loss) | 22,214 | (102,592) | 30,044 | (747,000) |
Comprehensive income (loss) attributable to noncontrolling interest | 536 | 598 | (1,199) | 871 |
Comprehensive income (loss) attributable to ChampionX | $ 21,678 | $ (103,190) | $ 31,243 | $ (747,871) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Cash and cash equivalents | $ 238,995 | $ 201,421 |
Receivables, net | 576,090 | 559,545 |
Inventories, net | 467,594 | 430,112 |
Prepaid expenses and other current assets | 67,360 | 74,767 |
Total current assets | 1,350,039 | 1,265,845 |
Property, plant and equipment, net of accumulated depreciation of $541,796 in 2021 and $494,490 in 2020 | 818,928 | 854,536 |
Operating lease right-of-use assets | 118,898 | 122,481 |
Goodwill | 690,134 | 680,594 |
Intangible assets, net | 436,027 | 479,009 |
Other non-current assets | 71,984 | 73,311 |
Total assets | 3,486,010 | 3,475,776 |
LIABILITIES AND EQUITY | ||
Current portion of long-term debt | 26,850 | 26,850 |
Accounts payable | 391,213 | 299,666 |
Accrued compensation and employee benefits | 69,315 | 70,303 |
Current portion of operating lease liabilities | 35,471 | 33,234 |
Accrued distributor fees | 28,813 | 37,465 |
Accrued expenses and other current liabilities | 134,916 | 155,042 |
Total current liabilities | 686,578 | 622,560 |
Long-term debt | 838,826 | 905,764 |
Deferred income taxes | 144,418 | 156,283 |
Operating lease liabilities | 77,344 | 83,553 |
Other long-term liabilities | 79,887 | 95,041 |
Total liabilities | 1,827,053 | 1,863,201 |
Stockholders’ equity: | ||
Common stock (2.5 billion shares authorized, $0.01 par value) 201.7 million shares and 200.4 million shares issued and outstanding in 2021 and 2020, respectively | 2,017 | 2,004 |
Capital in excess of par value of common stock | 2,310,267 | 2,293,179 |
Accumulated deficit | (625,435) | (638,457) |
Accumulated other comprehensive loss | (12,534) | (30,755) |
ChampionX stockholders’ equity | 1,674,315 | 1,625,971 |
Noncontrolling interest | (15,358) | (13,396) |
Total equity | 1,658,957 | 1,612,575 |
Total liabilities and equity | $ 3,486,010 | $ 3,475,776 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Accumulated depreciation on property, plant, and equipment | $ 541,796 | $ 494,490 |
Common stock, shares authorized (in shares) | 2,500,000,000 | 2,500,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 201,700,000 | 200,400,000 |
Common stock, shares outstanding (in shares) | 201,700,000 | 200,400,000 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock, Par Value | Common Stock, Capital in Excess of Par Value | Retained Earnings (Accum. Deficit) | Accum. Other Comp. Loss | Non-controlling Interest | Cumulative effect of accounting changes | Cumulative effect of accounting changesRetained Earnings (Accum. Deficit) |
Beginning balance (in shares) at Dec. 31, 2019 | 77,460 | |||||||
Beginning balance at Dec. 31, 2019 | $ 1,036,214 | $ 775 | $ 969,174 | $ 107,048 | $ (44,037) | $ 3,254 | $ (1,573) | $ (1,573) |
Net income (loss) | (633,455) | (633,728) | 273 | |||||
Other comprehensive income (loss) | (10,953) | (10,953) | ||||||
Stock-based compensation (in shares) | 44 | |||||||
Stock-based compensation | 2,429 | 2,429 | ||||||
Taxes withheld on issuance of stock-based awards | (368) | (368) | ||||||
Ending balance (in shares) at Mar. 31, 2020 | 77,504 | |||||||
Ending balance at Mar. 31, 2020 | 392,294 | $ 775 | 971,235 | (528,253) | (54,990) | 3,527 | ||
Beginning balance (in shares) at Dec. 31, 2019 | 77,460 | |||||||
Beginning balance at Dec. 31, 2019 | 1,036,214 | $ 775 | 969,174 | 107,048 | (44,037) | 3,254 | $ (1,573) | $ (1,573) |
Net income (loss) | (742,502) | |||||||
Other comprehensive income (loss) | (4,498) | |||||||
Ending balance (in shares) at Jun. 30, 2020 | 199,808 | |||||||
Ending balance at Jun. 30, 2020 | 1,584,596 | $ 1,998 | 2,283,096 | (637,861) | (48,535) | (14,102) | ||
Beginning balance (in shares) at Mar. 31, 2020 | 77,504 | |||||||
Beginning balance at Mar. 31, 2020 | 392,294 | $ 775 | 971,235 | (528,253) | (54,990) | 3,527 | ||
Issuance of common stock related to the Merger (in shares) | 122,237 | |||||||
Issuance of common stock related to the Merger | 1,263,931 | $ 1,223 | 1,262,708 | |||||
Issuance of replacement awards related to the Merger | 43,964 | 43,964 | ||||||
Non-controlling interest acquired in the Merger | (16,015) | (16,015) | ||||||
Net income (loss) | (109,047) | (109,645) | 598 | |||||
Other comprehensive income (loss) | 6,455 | 6,455 | ||||||
Stock-based compensation (in shares) | 67 | |||||||
Stock-based compensation | 5,433 | 5,433 | ||||||
Taxes withheld on issuance of stock-based awards | (244) | (244) | ||||||
Distributions to noncontrolling interest | (2,200) | (2,200) | ||||||
Other | 25 | 37 | (12) | |||||
Ending balance (in shares) at Jun. 30, 2020 | 199,808 | |||||||
Ending balance at Jun. 30, 2020 | $ 1,584,596 | $ 1,998 | 2,283,096 | (637,861) | (48,535) | (14,102) | ||
Beginning balance (in shares) at Dec. 31, 2020 | 200,400 | 200,380 | ||||||
Beginning balance at Dec. 31, 2020 | $ 1,612,575 | $ 2,004 | 2,293,179 | (638,457) | (30,755) | (13,396) | ||
Net income (loss) | 4,037 | 5,772 | (1,735) | |||||
Other comprehensive income (loss) | 3,793 | 3,793 | ||||||
Stock-based compensation (in shares) | 64 | |||||||
Stock-based compensation | 6,442 | 6,442 | ||||||
Stock options exercised (in shares) | 577 | |||||||
Stock options exercised | 3,347 | $ 6 | 3,341 | |||||
Taxes withheld on issuance of stock-based awards | (556) | (556) | ||||||
Cumulative translation adjustments | 268 | 268 | ||||||
Distributions to noncontrolling interest | (800) | (800) | ||||||
Ending balance (in shares) at Mar. 31, 2021 | 201,021 | |||||||
Ending balance at Mar. 31, 2021 | $ 1,629,106 | $ 2,010 | 2,302,406 | (632,685) | (26,962) | (15,663) | ||
Beginning balance (in shares) at Dec. 31, 2020 | 200,400 | 200,380 | ||||||
Beginning balance at Dec. 31, 2020 | $ 1,612,575 | $ 2,004 | 2,293,179 | (638,457) | (30,755) | (13,396) | ||
Net income (loss) | 11,823 | |||||||
Other comprehensive income (loss) | $ 18,221 | |||||||
Ending balance (in shares) at Jun. 30, 2021 | 201,700 | 201,700 | ||||||
Ending balance at Jun. 30, 2021 | $ 1,658,957 | $ 2,017 | 2,310,267 | (625,435) | (12,534) | (15,358) | ||
Beginning balance (in shares) at Mar. 31, 2021 | 201,021 | |||||||
Beginning balance at Mar. 31, 2021 | 1,629,106 | $ 2,010 | 2,302,406 | (632,685) | (26,962) | (15,663) | ||
Net income (loss) | 7,786 | 7,250 | 536 | |||||
Other comprehensive income (loss) | 14,428 | 14,428 | ||||||
Stock-based compensation (in shares) | 101 | |||||||
Stock-based compensation | 5,914 | 5,914 | ||||||
Stock options exercised (in shares) | 578 | |||||||
Stock options exercised | 3,162 | $ 7 | 3,155 | |||||
Taxes withheld on issuance of stock-based awards | (1,208) | (1,208) | ||||||
Cumulative translation adjustments | $ (231) | (231) | ||||||
Ending balance (in shares) at Jun. 30, 2021 | 201,700 | 201,700 | ||||||
Ending balance at Jun. 30, 2021 | $ 1,658,957 | $ 2,017 | $ 2,310,267 | $ (625,435) | $ (12,534) | $ (15,358) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 11,823 | $ (742,502) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 76,648 | 58,139 |
Amortization | 43,739 | 26,274 |
Stock-based compensation | 12,356 | 7,862 |
Loss on disposal of fixed assets | 3,176 | 4,040 |
Loss on goodwill and long-lived asset impairment | 0 | 657,251 |
Loss on debt extinguishment | 3,305 | 0 |
Provision for bad debt | 86 | 3,498 |
Provision for inventory obsolescence and write-downs | 6,200 | 8,354 |
Amortization of deferred loan costs and accretion of discount | 1,628 | 1,999 |
Deferred income taxes | (1,757) | (24,682) |
Employee benefit plan expense | 1,250 | 859 |
Other | 167 | (264) |
Changes in operating assets and liabilities (net of effects of foreign exchange): | ||
Receivables | (18,706) | 77,777 |
Inventories | (41,586) | 24,794 |
Prepaid expenses and other current assets | 9,215 | 22,088 |
Accounts payable | 92,997 | (30,331) |
Accrued compensation and employee benefits | (2,444) | (13,846) |
Accrued expenses and other liabilities | (46,447) | 4,717 |
Leased assets | (1,609) | (9,311) |
Other | 1,097 | 1,317 |
Net cash provided by operating activities | 151,138 | 78,033 |
Cash flows from investing activities: | ||
Capital expenditures | (45,680) | (19,322) |
Acquisitions, net of cash acquired | 0 | 57,588 |
Proceeds from sale of fixed assets | 2,482 | 1,066 |
Net cash (used for) provided by investing activities | (43,198) | 39,332 |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 0 | 125,000 |
Payment of debt issue costs | 0 | (4,356) |
Repayment of long-term debt | (71,113) | (125,000) |
Distributions to noncontrolling interest | (800) | (2,200) |
Payment of finance lease obligations | (2,575) | (2,802) |
Proceeds from exercise of stock options | 6,509 | 0 |
Payments related to taxes withheld on stock-based compensation | (1,764) | (612) |
Net cash used for financing activities | (69,743) | (9,970) |
Effect of exchange rate changes on cash and cash equivalents | (623) | (790) |
Net increase (decrease) in cash and cash equivalents | 37,574 | 106,605 |
Cash and cash equivalents at beginning of period | 201,421 | 35,290 |
Cash and cash equivalents at end of period | $ 238,995 | $ 141,895 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of the Business ChampionX Corporation is a global leader in chemistry solutions and highly engineered equipment and technologies that help companies drill for and produce oil and gas safely and efficiently around the world. Our products provide efficient functioning throughout the lifecycle of a well with a focus on the production phase of wells. Unless the context requires otherwise, references in this report to “we,” “us,” “our,” “the Company,” or “ChampionX” mean ChampionX Corporation, together with our subsidiaries where the context requires. On June 3, 2020, the Company and Ecolab Inc. (“Ecolab”) completed a Reverse Morris Trust transaction in which we acquired the Chemical Technologies business (“the Merger”). In association with the completion of the Merger, the Company changed its name from Apergy Corporation (“Apergy”) to ChampionX Corporation. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of ChampionX have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial information. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP have been condensed or omitted. Therefore, these financial statements should be read in conjunction with the audited consolidated financial statements, and notes thereto, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current events and actions that we may undertake in the future, actual results may differ from our estimates. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments unless otherwise specified) necessary for a fair statement of our financial condition and results of operations as of and for the periods presented. Revenue, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these financial statements may not be representative of the results that may be expected for the year ending December 31, 2021. Significant Accounting Policies Please refer to "Note 1 – Basis of Presentation and Summary of Significant Accounting Policies," to our consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 for the discussion of our significant accounting policies. New Accounting Standards All new accounting pronouncements that have been issued but not yet effective are currently being evaluated and at this time are not expected to have a material impact on our financial position or results of operations. |
Merger Transaction
Merger Transaction | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Merger Transaction | MERGER TRANSACTION On June 3, 2020 we completed the acquisition of the Chemical Technologies business. To complete the acquisition, we issued 122.2 million shares of common stock, at a share price of $10.34 per share, in exchange for 100% equity ownership of Chemical Technologies. Purchase Price Allocation The acquisition-date fair value of the consideration transferred consisted of the following: (in thousands) Equity consideration $ 1,263,931 Replacement awards attributable to pre-combination services (1) 43,964 Unfavorable supply agreement (2) 46,000 Favorable supply agreement (2) (59,000) Fair value of consideration transferred $ 1,294,895 _______________________ (1) Represents the fair value of the replacement equity awards to the extent services were provided by employees of Chemical Technologies prior to closing. (2) As part of the Merger, the Company entered into a Cross Supply and Product Transfer Agreement with Ecolab in which over a period of approximately three years from the merger date, certain products will be manufactured by one party for the other. The cross selling prices in which each party will transfer their products, and include a take-or-pay element, have been set forth within this agreement and are not reflective of market terms. As a result, we recognized an intangible asset recorded at fair value for the favorable terms and a liability recorded at fair value for the unfavorable terms. The intangible asset will be amortized on a straight-line basis over a three-year period into cost of goods and services and the liability will be amortized as a component of product revenue. The following table provides the final allocation of the purchase price as of the acquisition date. (in thousands) Cash and cash equivalents $ 57,588 Receivables 394,432 Inventories 340,000 Prepaid expenses and other current assets 63,576 Property, plant, and equipment 687,085 Identifiable intangible assets (1) 290,000 Other non-current assets 156,427 Total identifiable assets acquired 1,989,108 Accounts payable 184,028 Other current liabilities (1) 172,997 Long-term debt (2) 537,000 Deferred tax liabilities 103,956 Other liabilities (1) 98,970 Total liabilities assumed 1,096,951 Net identifiable assets acquired 892,157 Add: Negative fair value of non-controlling interests 16,052 Goodwill 386,686 Total net assets acquired $ 1,294,895 _______________________ (1) The fair value of the consideration transferred related to the favorable and unfavorable terms of the cross supply agreement has been excluded. (2) In connection with the Merger, we assumed a term loan from Chemical Technologies, of which approximately $26.9 million has been classified as short-term representing the mandatory amortization payments due within the next twelve months. See Note 6—Debt for further information. Pro forma financial information The following unaudited pro forma results of operations have been prepared as though the Merger was completed on January 1, 2019. Pro forma amounts are based on the preliminary purchase price allocation of the acquisition and are not necessarily indicative of results that may be reported in the future. Non-recurring pro forma adjustments including acquisition-related costs directly attributable to the Merger are included within the reported pro forma revenue and net income (loss). Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2020 2020 Revenues $ 614,684 $ 1,435,379 Net income (loss) attributable to ChampionX (60,100) (794,525) Included in the net income (loss) attributable to ChampionX on a pro forma basis were goodwill and long-lived asset impairment charges of $805.0 million during the six months ended June 30, 2020. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION Our reporting segments are: • Production Chemical Technologies—provides oil and natural gas production and midstream markets with solutions to manage and control corrosion, oil and water separation, flow assurance, sour gas treatment and a host of water-related issues. • Production & Automation Technologies—designs, manufactures, markets and services a full range of artificial lift equipment, end-to-end digital automation solutions, as well as other production equipment and asset monitoring technologies. Production & Automation Technologies’ products are sold under a collection of brands including Harbison-Fischer, Norris, Alberta Oil Tool, Oil Lift Technology, PCS Ferguson, Pro-Rod, Upco, Unbridled ESP, Norriseal-Wellmark, Quartzdyne, Spirit, Theta, Timberline and Windrock. • Drilling Technologies—designs, manufactures and markets polycrystalline diamond cutters and bearings for use in oil and gas drill bits under the US Synthetic brand. • Reservoir Chemical Technologies—manufactures specialty products that support well stimulation, construction (including drilling and cementing) and remediation needs in the oil and natural gas industry. Business activities that do not meet the criteria of an operating segment have been combined into Corporate and other. Corporate and other includes (i) corporate and overhead expenses, and (ii) revenue and costs for activities that are not operating segments. Segment revenue and segment operating profit were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Segment revenue: Production Chemical Technologies $ 447,049 $ 136,002 $ 859,420 $ 136,002 Production & Automation Technologies 188,173 114,741 355,018 320,220 Drilling Technologies 37,589 20,948 72,583 76,903 Reservoir Chemical Technologies 33,222 9,306 63,113 9,306 Corporate and other (1) 43,139 17,917 83,926 17,917 Total revenue $ 749,172 $ 298,914 $ 1,434,060 $ 560,348 Segment operating profit (loss): Production Chemical Technologies $ 33,871 $ 9,922 $ 64,228 $ 9,922 Production & Automation Technologies 12,292 (37,168) 17,654 (685,759) Drilling Technologies 3,868 (3,811) 10,254 7,548 Reservoir Chemical Technologies (2,594) (2,811) (5,822) (2,811) Total segment operating profit (loss) 47,437 (33,868) 86,314 (671,100) Corporate and other (1) 22,024 64,871 40,111 79,061 Interest expense, net 14,064 11,262 28,035 20,301 Income (loss) before income taxes $ 11,349 $ (110,001) $ 18,168 $ (770,462) _______________________ (1) Corporate and other includes costs not directly attributable or allocated to our reporting segments such as corporate executive management and other administrative functions, and the results attributable to our noncontrolling interest. Additionally, the sales and expenses related to the Cross Supply Agreement with Ecolab are included within Corporate and other. See Note 2—Merger Transaction for further information. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | REVENUE Our revenue is generated primarily from product sales. Service revenue is generated from providing services to our customers. These services include installation, repair and maintenance, laboratory and logistics services, chemical management services, troubleshooting, reporting, water treatment services, technical advisory assistance, asset monitoring, and other field services. Lease revenue is derived from rental income of leased production equipment. These lease arrangements generally allow customers to rent equipment on a daily basis with no stated end date. Management accounts for these arrangements as a daily renewal option beginning on the lease commencement date, with the lease term determined as the period in which it is reasonably certain the option will be exercised. As our costs are shared across the various revenue categories, cost of goods sold is not tracked separately and is not discretely identifiable. Revenue disaggregated by geography was as follows: Three Months Ended June 30, 2021 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 156,852 $ 141,799 $ 30,392 $ 19,589 $ 30,225 $ 378,857 Latin America 93,389 4,530 — 3,587 1,261 102,767 Middle East & Africa 66,213 13,358 1,446 6,534 1,945 89,496 Canada 63,639 14,754 1,986 377 124 80,880 Europe 41,046 1,790 2,278 1,101 3,690 49,905 Asia-Pacific 10,562 2,743 853 1,393 5,894 21,445 Australia 5,994 9,182 13 30 — 15,219 Other 9,354 17 621 611 — 10,603 Total revenue $ 447,049 $ 188,173 $ 37,589 $ 33,222 $ 43,139 $ 749,172 Six Months Ended June 30, 2021 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 306,716 $ 267,712 $ 55,799 $ 35,198 $ 56,242 $ 721,667 Latin America 165,005 9,172 — 6,606 2,692 183,475 Middle East & Africa 124,583 24,091 2,162 12,596 7,067 170,499 Canada 124,931 27,282 5,813 1,106 282 159,414 Europe 83,654 3,773 4,777 2,490 5,947 100,641 Asia-Pacific 21,054 4,206 2,406 2,513 11,696 41,875 Australia 12,389 18,758 130 84 — 31,361 Other 21,088 24 1,496 2,520 — 25,128 Total revenue $ 859,420 $ 355,018 $ 72,583 $ 63,113 $ 83,926 $ 1,434,060 Three Months Ended June 30, 2020 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 41,753 $ 83,153 $ 13,894 $ 4,275 $ 11,932 $ 155,007 Middle East & Africa 28,148 10,262 82 2,887 2,436 43,815 Latin America 25,035 3,154 — 488 490 29,167 Europe 17,144 1,318 1,904 273 1,227 21,866 Canada 15,961 3,998 443 131 62 20,595 Australia 1,884 12,313 23 11 — 14,231 Asia-Pacific 3,692 1,295 4,170 273 1,770 11,200 Other 2,385 (752) 432 968 — 3,033 Total revenue $ 136,002 $ 114,741 $ 20,948 $ 9,306 $ 17,917 $ 298,914 Six Months Ended June 30, 2020 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 41,753 $ 237,581 $ 54,834 $ 4,275 $ 11,932 $ 350,375 Middle East & Africa 28,148 22,166 540 2,887 2,436 56,177 Canada 15,961 17,122 5,271 131 62 38,547 Latin America 25,035 10,714 22 488 490 36,749 Europe 17,144 7,658 7,595 273 1,227 33,897 Australia 1,884 21,535 69 11 — 23,499 Asia-Pacific 3,692 3,272 7,678 273 1,770 16,685 Other 2,385 172 894 968 — 4,419 Total revenue $ 136,002 $ 320,220 $ 76,903 $ 9,306 $ 17,917 $ 560,348 Revenue is attributed to regions based on the location of our direct customer, which in some instances is an intermediary and not necessarily the end user. Contract balances Contract assets and contract liabilities from contracts with customers were as follows: (in thousands) June 30, 2021 December 31, 2020 Contract liabilities - current $ 15,854 $ 16,668 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | INTANGIBLE ASSETS AND GOODWILL Intangible Assets The components of our definite- and indefinite-lived intangible assets were as follows: June 30, 2021 December 31, 2020 (in thousands) Gross Accumulated Net Gross Accumulated Net Definite-lived Customer relationships $ 594,549 $ 343,941 $ 250,608 $ 593,068 $ 321,298 $ 271,770 Unpatented technologies 133,700 28,652 105,048 133,700 19,958 113,742 Favorable supply agreements 59,000 20,927 38,073 59,000 11,308 47,692 Trademarks 59,878 30,045 29,833 59,881 27,565 32,316 Patents 38,863 30,368 8,495 38,635 29,289 9,346 Other 5,422 5,052 370 5,374 4,831 543 891,412 458,985 432,427 889,658 414,249 475,409 Indefinite-lived Trademarks 3,600 — 3,600 3,600 — 3,600 Total $ 895,012 $ 458,985 $ 436,027 $ 893,258 $ 414,249 $ 479,009 Goodwill |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Long-term debt consisted of the following: (in thousands) June 30, 2021 December 31, 2020 2018 Credit Facility $ — $ — 2018 Term Loan Facility 140,000 140,000 2020 Term Loan Facility 510,150 523,575 6.375% Senior Notes due 2026 222,041 277,041 Total 872,191 940,616 Net unamortized discounts and issuance costs (6,515) (8,002) Total long-term debt $ 865,676 $ 932,614 Current portion of long-term debt (1) (26,850) (26,850) Long-term debt, less current portion $ 838,826 $ 905,764 _______________________ (1) Represents the mandatory amortization payments due within twelve months related to the 2020 Term Loan Facility. The 2020 Term Loan Facility is subject to mandatory amortization payments of $6.7 million paid quarterly, which began on September 30, 2020, and contains customary representations and warranties, covenants, and events of default for loan facilities of this type. We were in compliance with all covenants as of June 30, 2021. The weighted average interest rate on borrowings during the six month period ended June 30, 2021 was 2.63% and 6.00% for the 2018 Term Loan Facility and 2020 Term Loan Facility, respectively. Tender Offer |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES The Company is subject to various claims and contingencies related to, among other things, workers’ compensation, general liability (including product liability), automobile claims, health care claims, environmental matters, and lawsuits. We record liabilities where a contingent loss is probable and can be reasonably estimated. If the reasonable estimate of a probable loss is a range, the Company records the most probable estimate of the loss or the minimum amount when no amount within the range is a better estimate than any other amount. In accordance with applicable GAAP, the Company discloses a contingent liability even if the liability is not probable or the amount is not estimable, or both, if there is a reasonable possibility that a material loss may have been incurred. Guarantees and Indemnifications We have provided indemnities in connection with sales of certain businesses and assets, including representations and warranties, covenants and related indemnities for environmental health and safety, tax, and employment matters. We do not have any material liabilities recorded for these indemnifications and are not aware of any claims or other information that would give rise to material payments under such indemnities. In connection with the Company’s separation from Dover Corporation (“Dover”) in 2018, we entered into agreements with Dover that govern the treatment between Dover and us for certain indemnification matters and litigation responsibility. Generally, the separation and distribution agreement provides for cross-indemnities principally designed to place financial responsibility for the obligations and liabilities of our business with us and to place financial responsibility for the obligations and liabilities of Dover’s business with Dover. The separation and distribution agreement also establishes procedures for handling claims subject to indemnification and related matters. In addition, pursuant to the tax matters agreement, we have agreed to indemnify Dover and its affiliates against any and all tax-related liabilities incurred by them relating to the separation and/or certain related transactions to the extent caused by an acquisition of ChampionX stock or assets or by any other action or failure to act undertaken by ChampionX or its affiliates. In connection with the Merger, we entered into agreements with Ecolab that govern the treatment between Ecolab and us for certain indemnification matters and litigation responsibility. Generally, the separation and distribution agreement provides for cross-indemnities principally designed to place financial responsibility for the obligations and liabilities of our business with us and to place financial responsibility for the obligations and liabilities of Ecolab’s business with Ecolab. The separation and distribution agreement also establishes procedures for handling claims subject to indemnification and related matters. In addition, pursuant to the Tax Matters Agreement, we have agreed to indemnify Ecolab and its affiliates for (i) all taxes for which ChampionX is responsible as defined within the Tax Matters Agreement, (ii) all taxes resulting from a breach by ChampionX of any of its representations (but only to the extent relating to a breach occurring after the consummation of the Merger) or any of its covenants under the Tax Matters Agreement, (iii) all taxes resulting from an acquisition after the Merger of any of the stock or assets of ChampionX, other than as a result of the Merger or a repayment of the ChampionX Credit Facilities and (iv) reasonable costs and expenses (including reasonable attorneys’ fees and expenses) related to the foregoing. As of June 30, 2021 and December 31, 2020, we had $85.3 million and $88.8 million, respectively, of outstanding letters of credit, surety bonds and guarantees which expire at various dates through 2027. These financial instruments are primarily maintained as security for insurance, warranty, and other performance obligations. Generally, we would only be liable for the amount of these letters of credit and surety bonds in the event of default in the performance of our obligations, the probability of which we believe is remote. Litigation and Environmental Matters We are involved in various pending or potential lawsuits, claims and environmental actions that have arisen in the ordinary course of our business. These proceedings primarily involve claims by private parties alleging injury arising out of use of our products, patent infringement, employment matters, and commercial disputes, as well as possible obligations to investigate and mitigate the effects on the environment of the disposal or release of certain chemical substances at various sites, such as Superfund sites and either operating or owned facilities. We review the probable outcome of such proceedings, the costs and expenses reasonably expected to be incurred and accrued to date, and the availability and extent of insurance coverage. We accrue a liability for legal matters that are probable and can be reasonably estimated. If the reasonable estimate of a probable loss is a range, the Company records the most probable estimate of the loss or the minimum amount when no amount within the range is a better estimate than any other amount. We are unable to predict the ultimate outcome of these actions because of the inherent uncertainty of litigation and unfavorable rulings or developments could occur, and there can be no certainty that the Company may not ultimately incur changes in excess of recorded liabilities. However, we believe the most probable, ultimate resolution of these matters will not have a material adverse effect on our consolidated financial position, results of operations or cash flows. Environmental Matters The Company is currently participating in environmental assessments and remediation at approximately 11 locations, the majority of which are in the U.S., and environmental liabilities have been accrued reflecting our best estimate of future costs. Potential insurance reimbursements are not anticipated in the Company’s accruals for environmental liabilities. As of June 30, 2021 environmental liability accruals related to these locations were $7.4 million. Prior to the separation from Dover in 2018, groundwater contamination was discovered at the Norris Sucker Rods plant site located in Tulsa, Oklahoma ("Norris"). Initial remedial efforts were undertaken at the time of discovery of the contamination and Norris has since coordinated monitoring and remediation with the Oklahoma Department of Environmental Quality ("ODEQ"). As part of the ongoing long-term remediation process, Norris contracted an engineering and consulting firm to develop a range of possible additional remedial alternatives in order to accelerate the remediation process and associated cost estimates for the work. In October 2019, we received the firm’s preliminary remedial alternatives for consideration. We have submitted our long-term remediation plan and it was approved by ODEQ. We are now in discussion with ODEQ to finalize a consent order. Because we have not yet finalized the consent order for further remediation at the site and discussions with ODEQ remain ongoing, we cannot fully anticipate the timing, outcome or possible impact of such further remedial activities, financial or otherwise. As a result of the recommendations in the report, we accrued liabilities for these remediation efforts of approximately $2.0 million as of December 31, 2020. Liabilities could increase in the future at such time as we ultimately reach agreement with ODEQ on our remediation plan and such liabilities become probable and can be reasonably estimated, however, there have been no changes to our estimated liability as of June 30, 2021. Matters Related to Deepwater Horizon Incident Response On April 22, 2010, the deepwater drilling platform, the Deepwater Horizon, operated by a subsidiary of BP plc, sank in the Gulf of Mexico after an explosion and fire, resulting in a massive oil spill. Certain entities that are now subsidiaries of ChampionX as a result of the Merger (collectively the “COREXIT Defendants”) supplied COREXIT™ 9500, an oil dispersant product listed on the U.S. EPA National Contingency Plan Product Schedule, which was used in the response to the spill. In connection with the provision of COREXIT™, the COREXIT Defendants were named in several lawsuits. Cases arising out of the Deepwater Horizon accident were administratively transferred and consolidated for pre-trial purposes under In Re: Oil Spill by the Oil Rig “Deepwater Horizon” in the Gulf of Mexico, on April 20, 2010, Case No. 10-md-02179 in the United States District Court in the Eastern District of Louisiana (E.D. La.) (“MDL 2179”). Claims related to the response to the oil spill were consolidated in a master complaint captioned the “B3 Master Complaint.” In 2011, Transocean Deepwater Drilling, Inc. and its affiliates (the “Transocean Entities”) named the COREXIT Defendants and other unaffiliated companies as first party defendants (In re the Complaint and Petition of Triton Asset Leasing GmbH, et al, MDL No. 2179, Civil Action 10-2771). In April and May 2011, the Transocean Entities, Cameron International Corporation, Halliburton Energy Services, Inc., M-I L.L.C., Weatherford U.S., L.P. and Weatherford International, Inc. (collectively, the “Cross Claimants”) filed cross claims in MDL 2179 against the COREXIT Defendants and other unaffiliated cross defendants. In April and June 2011, in support of its defense of the claims against it, the COREXIT Defendants filed counterclaims against the Cross Claimants. On May 18, 2012, the COREXIT Defendants filed a motion for summary judgment as to the claims in the B3 Master Complaint. On November 28, 2012, the Court granted the COREXIT Defendants’ motion and dismissed with prejudice the claims in the B3 Master Complaint asserted against the COREXIT Defendants. There currently remain three “B3” cases that had asserted claims against Nalco and that remain pending against other defendants. Because the Court’s decision was not a “final judgment” for purposes of appeal with respect to those claims, under Federal Rule of Appellate Procedure 4(a), plaintiffs will have 30 days after entry of final judgment in each case to appeal the Court’s summary judgment decision. The Company believes the claims asserted against the COREXIT Defendants are without merit and intends to defend these lawsuits vigorously. The Company also believes that it has rights to contribution and/or indemnification (including legal expenses) from third parties. However, we cannot predict the outcome of these lawsuits, the involvement it might have in these matters in the future, or the potential for future litigation. |
Restructuring and Other Related
Restructuring and Other Related Charges | 6 Months Ended |
Jun. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Other Related Charges | RESTRUCTURING AND OTHER RELATED CHARGES During the current and prior periods, we approved various restructuring plans related to the consolidation of product lines and associated facility closures and workforce reductions. As a result, we recognized charges of $3.8 million and $8.0 million during the three and six months ended June 30, 2021, respectively, consisting of employee severance and related benefits. During the three and six months ended June 30, 2020, we recorded restructuring and other charges of $12.1 million and $14.9 million, respectively. The following table presents the restructuring and other related charges by segment as classified in our condensed consolidated statements of income (loss). Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Segment restructuring charges: Production Chemical Technologies $ 3,103 $ — $ 3,791 $ — Production & Automation Technologies 432 8,334 3,956 9,005 Drilling Technologies — 3,426 — 5,521 Reservoir Chemical Technologies 198 — 242 — Corporate 42 368 42 368 Total $ 3,775 $ 12,128 $ 8,031 $ 14,894 Statements of Income (Loss) classification: Cost of goods and services $ 422 $ 8,707 $ 3,906 $ 10,746 Selling, general and administrative expense 3,353 3,421 4,125 4,148 Total $ 3,775 $ 12,128 $ 8,031 $ 14,894 Our liability balance for restructuring and other related charges at June 30, 2021, reflects employee severance and related benefits initiated during the period. Additional programs may be initiated during 2021 with related restructuring charges. The following table details our restructuring accrual activities during the six months ended June 30, 2021: (in thousands) Restructuring Accrual Balance December 31, 2020 $ 2,951 Restructuring charges 6,035 Payments (2,915) Other, including foreign currency translation (4) June 30, 2021 $ 6,067 |
Equity and Cash Incentive Progr
Equity and Cash Incentive Programs | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Equity and Cash Incentive Programs | EQUITY AND CASH INCENTIVE PROGRAMS Stock-based compensation expense is reported within selling, general and administrative expense in the condensed consolidated statements of income (loss). Stock-based compensation expense relating to all stock-based incentive plans was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Stock-based compensation expense $ 5,914 $ 5,433 $ 12,356 $ 7,862 Tax benefit (1,242) (1,203) (2,595) (1,802) Stock-based compensation expense, net of tax $ 4,672 $ 4,230 $ 9,761 $ 6,060 A summary of activity relating to our share-based awards for the six months ended June 30, 2021, was as follows: (in shares) Stock-Settled Appreciation Rights Performance Share Awards Restricted Stock Units Non-Qualified Stock Options Outstanding at January 1, 2021 415,331 278,763 2,669,779 7,175,040 Granted — 333,037 842,148 — Forfeited (2,134) — (94,371) (59,963) Exercised / vested (10,000) — (236,250) (1,155,492) Outstanding at June 30, 2021 403,197 611,800 3,181,306 5,959,585 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Loss | ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive loss —Accumulated other comprehensive loss consisted of the following: (in thousands) Foreign Currency Translation Defined Pension and Other Post-Retirement Benefits Cash Flow Hedges Accumulated Other Comprehensive Loss December 31, 2020 $ (14,965) $ (13,470) $ (2,320) $ (30,755) Other comprehensive loss before reclassifications, net of tax 3,213 — 413 3,626 Reclassification adjustment for net losses included in net income, net of tax — 167 — 167 Other comprehensive income (loss), net of tax 3,213 167 413 3,793 March 31, 2021 $ (11,752) $ (13,303) $ (1,907) $ (26,962) Other comprehensive income before reclassifications, net of tax 8,332 — (277) 8,055 Reclassification adjustment for net losses included in net income, net of tax — 6,373 — 6,373 Other comprehensive income, net of tax 8,332 6,373 (277) 14,428 June 30, 2021 $ (3,420) $ (6,930) $ (2,184) $ (12,534) (in thousands) Foreign Currency Translation Defined Pension and Other Post-Retirement Benefits Cash Flow Hedges Accumulated Other Comprehensive Loss December 31, 2019 $ (35,210) $ (8,827) $ — $ (44,037) Other comprehensive income (loss) before reclassifications, net of tax (11,052) — — (11,052) Reclassification adjustment for net losses included in net income, net of tax — 99 — 99 Other comprehensive income, net of tax (11,052) 99 — (10,953) March 31, 2020 $ (46,262) $ (8,728) $ — $ (54,990) Other comprehensive income (loss) before reclassifications, net of tax 5,703 — 653 6,356 Reclassification adjustment for net losses included in net income, net of tax — 99 — 99 Other comprehensive income (loss), net of tax 5,703 99 653 6,455 June 30, 2020 $ (40,559) $ (8,629) $ 653 $ (48,535) Reclassifications from accumulated other comprehensive loss —Reclassification adjustments from accumulated other comprehensive loss to net income (loss) related to defined pension and other post-retirement benefits consisted of the following: Three Months Ended June 30, Six Months Ended June 30, Affected line items on the condensed consolidated statements of income (loss) (in thousands) 2021 2020 2021 2020 Pensions and other post-retirement benefits: Amortization of actuarial loss and other $ 6,326 $ 132 $ 6,540 $ 264 Other (income) expense, net Total before tax 6,326 132 6,540 264 Income (loss) before income taxes Tax benefit 47 (33) — (66) Provision for (benefit from) income taxes Net of tax $ 6,373 $ 99 $ 6,540 $ 198 Net income (loss) |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE A reconciliation of the number of shares used for the basic and diluted earnings (loss) per share calculation was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2021 2020 2021 2020 Net income (loss) attributable to ChampionX $ 7,250 $ (109,645) $ 13,022 $ (743,373) Weighted-average number of shares outstanding 201,467 115,149 201,063 96,313 Dilutive effect of stock-based compensation 7,074 — 6,876 — Total shares and dilutive securities 208,541 115,149 207,939 96,313 Basic earnings (loss) per share attributable to ChampionX $ 0.04 $ (0.95) $ 0.06 $ (7.72) Diluted earnings (loss) per share attributable to ChampionX $ 0.03 $ (0.95) $ 0.06 $ (7.72) For all periods presented, the computation of diluted earnings (losses) per share excludes awards with an anti-dilutive impact. For the three and six months ended June 30, 2021, the diluted shares include the dilutive impact of equity awards except for approximately 0.7 million and 0.7 million shares, respectively, that were excluded because their inclusion would be anti-dilutive. For the three and six months ended June 30, 2020, we excluded all outstanding equity awards from the calculation of weighted-average shares outstanding, because their inclusion would be anti-dilutive as we were in a loss position. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. A hierarchy has been established for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring the most observable inputs be used when available. The hierarchy is broken down into three levels: Level 1 - Inputs are quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2 - Inputs include observable inputs other than quoted prices in active markets. Level 3 - Inputs are unobservable inputs for which there is little or no market data available. The carrying amount and the estimated fair value for assets and liabilities measured on a recurring basis are as follows: June 30, 2021 December 31, 2020 (in thousands) Carrying Amount Assets Foreign currency forward contracts $ 3,856 $ 4,576 Liabilities Foreign currency forward contracts $ 5,961 $ 6,561 The carrying value of foreign currency forward contracts is at fair value, which is determined based on foreign currency exchange rates as of the balance sheet date and is classified within Level 2. For purposes of fair value disclosure above, derivative values are presented gross. See Note 13—Derivatives And Hedging Transactions for further discussion of gross versus net presentation of the Company’s derivatives. The carrying amounts of cash and cash equivalents, trade receivables, accounts payable, as well as amounts included in other current assets and other current liabilities that meet the definition of financial instruments, approximate fair value due to their short-term nature. The fair value of our senior notes is based on Level 1 quoted market prices. The fair value of our term loan facilities are based on Level 2 quoted market prices for the same or similar debt instruments. The carrying amount and the estimated fair value of long-term debt, including current maturities, held by the Company were: June 30, 2021 December 31, 2020 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value 2018 Term Loan Facility $ 140,000 $ 138,950 $ 140,000 $ 137,200 2020 Term Loan Facility $ 510,150 $ 516,527 $ 523,575 $ 530,120 6.375% Senior Notes due 2026 $ 222,041 $ 232,566 $ 277,041 $ 277,054 |
Derivatives and Hedging Transac
Derivatives and Hedging Transactions | 6 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Transactions | DERIVATIVES AND HEDGING TRANSACTIONS The Company uses foreign currency forward contracts to manage risks associated with foreign currency exchange rates. The Company does not hold derivative financial instruments of a speculative nature or for trading purposes. Derivative contracts are recorded as assets and liabilities on the balance sheet at fair value. We evaluate hedge effectiveness at contract inception and thereafter on a quarterly basis. If a derivative is no longer expected to be effective, hedge accounting is discontinued. Changes in fair value are recognized immediately in earnings unless the derivative qualifies and is designated as a hedge. Changes in fair value attributable to changes in spot exchange rates for derivative contracts that have been designated as cash flow hedges are recognized in accumulated other comprehensive income (loss) (“ AOCI”) and reclassified into earnings in the same period the hedged transaction affects earnings and are presented in the same income statement line as the earnings effect of the hedged item. Cash flows from derivatives are classified in the statement of cash flows in the same category as the cash flows from the items subject to designated hedge or undesignated (economic) hedge relationships. The Company is exposed to credit risk in the event of nonperformance of counterparties for foreign currency forward exchange contracts. We monitor our exposure to credit risk by using major global banks and financial institutions as counterparties and monitoring their financial condition and credit profile. The Company does not anticipate nonperformance by any of these counterparties, and therefore, recording a valuation allowance against the Company’s derivative balance is not considered necessary. Derivative Positions Summary Certain of the Company’s derivative transactions are subject to master netting arrangements that allow the Company to settle with the same counterparties. These arrangements generally do not call for collateral and as of the applicable dates presented in the following table, no cash collateral had been received or pledged related to the underlying derivatives. We have elected to present our derivative balances on a gross basis on the condensed consolidated balance sheet. The following table summarizes the gross fair value of the Company’s outstanding derivatives and the lines in which they are presented on the condensed consolidated balance sheet. Derivative Assets Derivative Liabilities (in thousands) June 30, 2021 December 31, 2020 June 30, 2021 December 31, 2020 Prepaid expenses and other current assets $ 3,856 $ 4,576 $ — $ — Accrued expenses and other current liabilities — — 5,961 $ 6,561 $ 3,856 $ 4,576 $ 5,961 $ 6,561 The following table summarizes the notional values of the Company’s outstanding derivatives: (in thousands) June 30, 2021 December 31, 2020 Notional value of foreign currency forward contracts $ 568,929 $ 483,377 Cash Flow Hedges The Company utilizes foreign currency forward contracts to hedge the effect of foreign currency exchange rate fluctuations on forecasted foreign currency transactions, primarily related to inventory purchases. These forward contracts are designated as cash flow hedges. The changes in fair value of these contracts attributable to changes in spot exchange rates are recorded in AOCI until the hedged items affect earnings, at which time the gain or loss is reclassified into the same line item in the condensed consolidated statements of income (loss) as the underlying exposure being hedged. The forward points are marked-to-market monthly and recognized in the same line item in the condensed consolidated statement of income (loss) as the underlying exposure being hedged. Derivatives Not Designated as Hedging Instruments The Company also uses foreign currency forward contracts to offset its exposure to the change in value of certain foreign currency denominated assets and liabilities, primarily receivables and payables, which are remeasured at the end of each period. Although the contracts are effective economic hedges, they are not designated as accounting hedges. Therefore, changes in the value of these derivatives are recognized immediately in earnings, thereby offsetting the current earnings effect of the related foreign currency denominated assets and liabilities. Effect of Derivative Instruments on Income The loss of all derivative instruments recognized is summarized below: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Loss reclassified from AOCI to income on cash flow hedges: Cost of goods and services $ 1,018 $ 15 $ 1,772 $ 15 Loss on derivatives not designated as hedging instruments: Other (income) expense, net 795 711 1,462 711 Total loss of derivative instruments $ 1,813 $ 726 $ 3,234 $ 726 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2021 | |
Inventory, Net [Abstract] | |
Inventories | INVENTORIES Inventories consisted of the following: (in thousands) June 30, 2021 December 31, 2020 Raw materials $ 155,054 $ 137,038 Work in progress 13,064 9,509 Finished goods 364,789 323,144 532,907 469,691 Inventory reserve (29,968) (24,769) LIFO adjustments (1) (35,345) (14,810) Inventories, net $ 467,594 $ 430,112 _______________________ (1) Represents the amount by which LIFO inventories exceeded their carrying value. |
Cash Flow Information
Cash Flow Information | 6 Months Ended |
Jun. 30, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash Flow Information | CASH FLOW INFORMATION Lease program Our ESP leased asset program is reported in our Production & Automation Technologies segment. At the time of purchase, assets are recorded to inventory and are transferred to property, plant, and equipment when a customer contracts for an asset under our lease program. During the six months ended June 30, 2021 and June 30, 2020, we transferred $20.3 million and $12.4 million, respectively, of inventory into property, plant, and equipment as a result of assets entering our leased asset program. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS On July 2, 2021, we acquired Scientific Aviation, Inc. (“Scientific”), a provider of site-specific and regional methane emissions monitoring solutions for continuous and periodic monitoring applications. Under the terms of the agreement, we paid an initial amount of $10.0 million. We may also be required to make future payments of up to an additional $10.0 million, contingent on the future performance of Scientific. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of ChampionX have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial information. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP have been condensed or omitted. Therefore, these financial statements should be read in conjunction with the audited consolidated financial statements, and notes thereto, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020. The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current events and actions that we may undertake in the future, actual results may differ from our estimates. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring adjustments unless otherwise specified) necessary for a fair statement of our financial condition and results of operations as of and for the periods presented. Revenue, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these financial statements may not be representative of the results that may be expected for the year ending December 31, 2021. |
New Accounting Standards | New Accounting Standards All new accounting pronouncements that have been issued but not yet effective are currently being evaluated and at this time are not expected to have a material impact on our financial position or results of operations. |
Fair Value Measurements | Fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. A hierarchy has been established for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring the most observable inputs be used when available. The hierarchy is broken down into three levels: Level 1 - Inputs are quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. Level 2 - Inputs include observable inputs other than quoted prices in active markets. Level 3 - Inputs are unobservable inputs for which there is little or no market data available. |
Merger Transaction (Tables)
Merger Transaction (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Consideration Transferred | The acquisition-date fair value of the consideration transferred consisted of the following: (in thousands) Equity consideration $ 1,263,931 Replacement awards attributable to pre-combination services (1) 43,964 Unfavorable supply agreement (2) 46,000 Favorable supply agreement (2) (59,000) Fair value of consideration transferred $ 1,294,895 _______________________ (1) Represents the fair value of the replacement equity awards to the extent services were provided by employees of Chemical Technologies prior to closing. |
Schedule of Preliminary Allocation of Purchase Price | The following table provides the final allocation of the purchase price as of the acquisition date. (in thousands) Cash and cash equivalents $ 57,588 Receivables 394,432 Inventories 340,000 Prepaid expenses and other current assets 63,576 Property, plant, and equipment 687,085 Identifiable intangible assets (1) 290,000 Other non-current assets 156,427 Total identifiable assets acquired 1,989,108 Accounts payable 184,028 Other current liabilities (1) 172,997 Long-term debt (2) 537,000 Deferred tax liabilities 103,956 Other liabilities (1) 98,970 Total liabilities assumed 1,096,951 Net identifiable assets acquired 892,157 Add: Negative fair value of non-controlling interests 16,052 Goodwill 386,686 Total net assets acquired $ 1,294,895 _______________________ (1) The fair value of the consideration transferred related to the favorable and unfavorable terms of the cross supply agreement has been excluded. (2) In connection with the Merger, we assumed a term loan from Chemical Technologies, of which approximately $26.9 million has been classified as short-term representing the mandatory amortization payments due within the next twelve months. See Note 6—Debt for further information. |
Schedule of Pro Forma Information | The following unaudited pro forma results of operations have been prepared as though the Merger was completed on January 1, 2019. Pro forma amounts are based on the preliminary purchase price allocation of the acquisition and are not necessarily indicative of results that may be reported in the future. Non-recurring pro forma adjustments including acquisition-related costs directly attributable to the Merger are included within the reported pro forma revenue and net income (loss). Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2020 2020 Revenues $ 614,684 $ 1,435,379 Net income (loss) attributable to ChampionX (60,100) (794,525) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Revenue and Operating Profit | Segment revenue and segment operating profit were as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Segment revenue: Production Chemical Technologies $ 447,049 $ 136,002 $ 859,420 $ 136,002 Production & Automation Technologies 188,173 114,741 355,018 320,220 Drilling Technologies 37,589 20,948 72,583 76,903 Reservoir Chemical Technologies 33,222 9,306 63,113 9,306 Corporate and other (1) 43,139 17,917 83,926 17,917 Total revenue $ 749,172 $ 298,914 $ 1,434,060 $ 560,348 Segment operating profit (loss): Production Chemical Technologies $ 33,871 $ 9,922 $ 64,228 $ 9,922 Production & Automation Technologies 12,292 (37,168) 17,654 (685,759) Drilling Technologies 3,868 (3,811) 10,254 7,548 Reservoir Chemical Technologies (2,594) (2,811) (5,822) (2,811) Total segment operating profit (loss) 47,437 (33,868) 86,314 (671,100) Corporate and other (1) 22,024 64,871 40,111 79,061 Interest expense, net 14,064 11,262 28,035 20,301 Income (loss) before income taxes $ 11,349 $ (110,001) $ 18,168 $ (770,462) _______________________ (1) Corporate and other includes costs not directly attributable or allocated to our reporting segments such as corporate executive management and other administrative functions, and the results attributable to our noncontrolling interest. Additionally, the sales and expenses related to the Cross Supply Agreement with Ecolab are included within Corporate and other. See Note 2—Merger Transaction for further information. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | Revenue disaggregated by geography was as follows: Three Months Ended June 30, 2021 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 156,852 $ 141,799 $ 30,392 $ 19,589 $ 30,225 $ 378,857 Latin America 93,389 4,530 — 3,587 1,261 102,767 Middle East & Africa 66,213 13,358 1,446 6,534 1,945 89,496 Canada 63,639 14,754 1,986 377 124 80,880 Europe 41,046 1,790 2,278 1,101 3,690 49,905 Asia-Pacific 10,562 2,743 853 1,393 5,894 21,445 Australia 5,994 9,182 13 30 — 15,219 Other 9,354 17 621 611 — 10,603 Total revenue $ 447,049 $ 188,173 $ 37,589 $ 33,222 $ 43,139 $ 749,172 Six Months Ended June 30, 2021 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 306,716 $ 267,712 $ 55,799 $ 35,198 $ 56,242 $ 721,667 Latin America 165,005 9,172 — 6,606 2,692 183,475 Middle East & Africa 124,583 24,091 2,162 12,596 7,067 170,499 Canada 124,931 27,282 5,813 1,106 282 159,414 Europe 83,654 3,773 4,777 2,490 5,947 100,641 Asia-Pacific 21,054 4,206 2,406 2,513 11,696 41,875 Australia 12,389 18,758 130 84 — 31,361 Other 21,088 24 1,496 2,520 — 25,128 Total revenue $ 859,420 $ 355,018 $ 72,583 $ 63,113 $ 83,926 $ 1,434,060 Three Months Ended June 30, 2020 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 41,753 $ 83,153 $ 13,894 $ 4,275 $ 11,932 $ 155,007 Middle East & Africa 28,148 10,262 82 2,887 2,436 43,815 Latin America 25,035 3,154 — 488 490 29,167 Europe 17,144 1,318 1,904 273 1,227 21,866 Canada 15,961 3,998 443 131 62 20,595 Australia 1,884 12,313 23 11 — 14,231 Asia-Pacific 3,692 1,295 4,170 273 1,770 11,200 Other 2,385 (752) 432 968 — 3,033 Total revenue $ 136,002 $ 114,741 $ 20,948 $ 9,306 $ 17,917 $ 298,914 Six Months Ended June 30, 2020 (in thousands) Production Chemical Technologies Production & Automation Technologies Drilling Technologies Reservoir Chemical Technologies Corporate Total United States $ 41,753 $ 237,581 $ 54,834 $ 4,275 $ 11,932 $ 350,375 Middle East & Africa 28,148 22,166 540 2,887 2,436 56,177 Canada 15,961 17,122 5,271 131 62 38,547 Latin America 25,035 10,714 22 488 490 36,749 Europe 17,144 7,658 7,595 273 1,227 33,897 Australia 1,884 21,535 69 11 — 23,499 Asia-Pacific 3,692 3,272 7,678 273 1,770 16,685 Other 2,385 172 894 968 — 4,419 Total revenue $ 136,002 $ 320,220 $ 76,903 $ 9,306 $ 17,917 $ 560,348 |
Schedule of Contract Balances | Contract assets and contract liabilities from contracts with customers were as follows: (in thousands) June 30, 2021 December 31, 2020 Contract liabilities - current $ 15,854 $ 16,668 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The components of our definite- and indefinite-lived intangible assets were as follows: June 30, 2021 December 31, 2020 (in thousands) Gross Accumulated Net Gross Accumulated Net Definite-lived Customer relationships $ 594,549 $ 343,941 $ 250,608 $ 593,068 $ 321,298 $ 271,770 Unpatented technologies 133,700 28,652 105,048 133,700 19,958 113,742 Favorable supply agreements 59,000 20,927 38,073 59,000 11,308 47,692 Trademarks 59,878 30,045 29,833 59,881 27,565 32,316 Patents 38,863 30,368 8,495 38,635 29,289 9,346 Other 5,422 5,052 370 5,374 4,831 543 891,412 458,985 432,427 889,658 414,249 475,409 Indefinite-lived Trademarks 3,600 — 3,600 3,600 — 3,600 Total $ 895,012 $ 458,985 $ 436,027 $ 893,258 $ 414,249 $ 479,009 |
Schedule of Indefinite-Lived Intangible Assets | The components of our definite- and indefinite-lived intangible assets were as follows: June 30, 2021 December 31, 2020 (in thousands) Gross Accumulated Net Gross Accumulated Net Definite-lived Customer relationships $ 594,549 $ 343,941 $ 250,608 $ 593,068 $ 321,298 $ 271,770 Unpatented technologies 133,700 28,652 105,048 133,700 19,958 113,742 Favorable supply agreements 59,000 20,927 38,073 59,000 11,308 47,692 Trademarks 59,878 30,045 29,833 59,881 27,565 32,316 Patents 38,863 30,368 8,495 38,635 29,289 9,346 Other 5,422 5,052 370 5,374 4,831 543 891,412 458,985 432,427 889,658 414,249 475,409 Indefinite-lived Trademarks 3,600 — 3,600 3,600 — 3,600 Total $ 895,012 $ 458,985 $ 436,027 $ 893,258 $ 414,249 $ 479,009 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-term debt consisted of the following: (in thousands) June 30, 2021 December 31, 2020 2018 Credit Facility $ — $ — 2018 Term Loan Facility 140,000 140,000 2020 Term Loan Facility 510,150 523,575 6.375% Senior Notes due 2026 222,041 277,041 Total 872,191 940,616 Net unamortized discounts and issuance costs (6,515) (8,002) Total long-term debt $ 865,676 $ 932,614 Current portion of long-term debt (1) (26,850) (26,850) Long-term debt, less current portion $ 838,826 $ 905,764 _______________________ (1) Represents the mandatory amortization payments due within twelve months related to the 2020 Term Loan Facility. |
Restructuring and Other Relat_2
Restructuring and Other Related Charges (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs | The following table presents the restructuring and other related charges by segment as classified in our condensed consolidated statements of income (loss). Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Segment restructuring charges: Production Chemical Technologies $ 3,103 $ — $ 3,791 $ — Production & Automation Technologies 432 8,334 3,956 9,005 Drilling Technologies — 3,426 — 5,521 Reservoir Chemical Technologies 198 — 242 — Corporate 42 368 42 368 Total $ 3,775 $ 12,128 $ 8,031 $ 14,894 Statements of Income (Loss) classification: Cost of goods and services $ 422 $ 8,707 $ 3,906 $ 10,746 Selling, general and administrative expense 3,353 3,421 4,125 4,148 Total $ 3,775 $ 12,128 $ 8,031 $ 14,894 The following table details our restructuring accrual activities during the six months ended June 30, 2021: (in thousands) Restructuring Accrual Balance December 31, 2020 $ 2,951 Restructuring charges 6,035 Payments (2,915) Other, including foreign currency translation (4) June 30, 2021 $ 6,067 |
Equity and Cash Incentive Pro_2
Equity and Cash Incentive Programs (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of Stock-Based Compensation Expense | Stock-based compensation expense relating to all stock-based incentive plans was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Stock-based compensation expense $ 5,914 $ 5,433 $ 12,356 $ 7,862 Tax benefit (1,242) (1,203) (2,595) (1,802) Stock-based compensation expense, net of tax $ 4,672 $ 4,230 $ 9,761 $ 6,060 |
Summary of Activity Related to Share-Based Awards | A summary of activity relating to our share-based awards for the six months ended June 30, 2021, was as follows: (in shares) Stock-Settled Appreciation Rights Performance Share Awards Restricted Stock Units Non-Qualified Stock Options Outstanding at January 1, 2021 415,331 278,763 2,669,779 7,175,040 Granted — 333,037 842,148 — Forfeited (2,134) — (94,371) (59,963) Exercised / vested (10,000) — (236,250) (1,155,492) Outstanding at June 30, 2021 403,197 611,800 3,181,306 5,959,585 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss consisted of the following: (in thousands) Foreign Currency Translation Defined Pension and Other Post-Retirement Benefits Cash Flow Hedges Accumulated Other Comprehensive Loss December 31, 2020 $ (14,965) $ (13,470) $ (2,320) $ (30,755) Other comprehensive loss before reclassifications, net of tax 3,213 — 413 3,626 Reclassification adjustment for net losses included in net income, net of tax — 167 — 167 Other comprehensive income (loss), net of tax 3,213 167 413 3,793 March 31, 2021 $ (11,752) $ (13,303) $ (1,907) $ (26,962) Other comprehensive income before reclassifications, net of tax 8,332 — (277) 8,055 Reclassification adjustment for net losses included in net income, net of tax — 6,373 — 6,373 Other comprehensive income, net of tax 8,332 6,373 (277) 14,428 June 30, 2021 $ (3,420) $ (6,930) $ (2,184) $ (12,534) (in thousands) Foreign Currency Translation Defined Pension and Other Post-Retirement Benefits Cash Flow Hedges Accumulated Other Comprehensive Loss December 31, 2019 $ (35,210) $ (8,827) $ — $ (44,037) Other comprehensive income (loss) before reclassifications, net of tax (11,052) — — (11,052) Reclassification adjustment for net losses included in net income, net of tax — 99 — 99 Other comprehensive income, net of tax (11,052) 99 — (10,953) March 31, 2020 $ (46,262) $ (8,728) $ — $ (54,990) Other comprehensive income (loss) before reclassifications, net of tax 5,703 — 653 6,356 Reclassification adjustment for net losses included in net income, net of tax — 99 — 99 Other comprehensive income (loss), net of tax 5,703 99 653 6,455 June 30, 2020 $ (40,559) $ (8,629) $ 653 $ (48,535) |
Schedule of Reclassifications from Accumulated Other Comprehensive Loss | Reclassification adjustments from accumulated other comprehensive loss to net income (loss) related to defined pension and other post-retirement benefits consisted of the following: Three Months Ended June 30, Six Months Ended June 30, Affected line items on the condensed consolidated statements of income (loss) (in thousands) 2021 2020 2021 2020 Pensions and other post-retirement benefits: Amortization of actuarial loss and other $ 6,326 $ 132 $ 6,540 $ 264 Other (income) expense, net Total before tax 6,326 132 6,540 264 Income (loss) before income taxes Tax benefit 47 (33) — (66) Provision for (benefit from) income taxes Net of tax $ 6,373 $ 99 $ 6,540 $ 198 Net income (loss) |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings per Share | A reconciliation of the number of shares used for the basic and diluted earnings (loss) per share calculation was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands, except per share data) 2021 2020 2021 2020 Net income (loss) attributable to ChampionX $ 7,250 $ (109,645) $ 13,022 $ (743,373) Weighted-average number of shares outstanding 201,467 115,149 201,063 96,313 Dilutive effect of stock-based compensation 7,074 — 6,876 — Total shares and dilutive securities 208,541 115,149 207,939 96,313 Basic earnings (loss) per share attributable to ChampionX $ 0.04 $ (0.95) $ 0.06 $ (7.72) Diluted earnings (loss) per share attributable to ChampionX $ 0.03 $ (0.95) $ 0.06 $ (7.72) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured on Recurring Basis | The carrying amount and the estimated fair value for assets and liabilities measured on a recurring basis are as follows: June 30, 2021 December 31, 2020 (in thousands) Carrying Amount Assets Foreign currency forward contracts $ 3,856 $ 4,576 Liabilities Foreign currency forward contracts $ 5,961 $ 6,561 |
Schedule of Fair Value of Long-Term Debt | The carrying amount and the estimated fair value of long-term debt, including current maturities, held by the Company were: June 30, 2021 December 31, 2020 (in thousands) Carrying Amount Fair Value Carrying Amount Fair Value 2018 Term Loan Facility $ 140,000 $ 138,950 $ 140,000 $ 137,200 2020 Term Loan Facility $ 510,150 $ 516,527 $ 523,575 $ 530,120 6.375% Senior Notes due 2026 $ 222,041 $ 232,566 $ 277,041 $ 277,054 |
Derivatives and Hedging Trans_2
Derivatives and Hedging Transactions (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Values of Outstanding Derivatives | The following table summarizes the gross fair value of the Company’s outstanding derivatives and the lines in which they are presented on the condensed consolidated balance sheet. Derivative Assets Derivative Liabilities (in thousands) June 30, 2021 December 31, 2020 June 30, 2021 December 31, 2020 Prepaid expenses and other current assets $ 3,856 $ 4,576 $ — $ — Accrued expenses and other current liabilities — — 5,961 $ 6,561 $ 3,856 $ 4,576 $ 5,961 $ 6,561 The following table summarizes the notional values of the Company’s outstanding derivatives: (in thousands) June 30, 2021 December 31, 2020 Notional value of foreign currency forward contracts $ 568,929 $ 483,377 |
Schedule of Gain (Loss) on Derivative Instruments | The loss of all derivative instruments recognized is summarized below: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2021 2020 2021 2020 Loss reclassified from AOCI to income on cash flow hedges: Cost of goods and services $ 1,018 $ 15 $ 1,772 $ 15 Loss on derivatives not designated as hedging instruments: Other (income) expense, net 795 711 1,462 711 Total loss of derivative instruments $ 1,813 $ 726 $ 3,234 $ 726 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Inventory, Net [Abstract] | |
Components of Inventory | Inventories consisted of the following: (in thousands) June 30, 2021 December 31, 2020 Raw materials $ 155,054 $ 137,038 Work in progress 13,064 9,509 Finished goods 364,789 323,144 532,907 469,691 Inventory reserve (29,968) (24,769) LIFO adjustments (1) (35,345) (14,810) Inventories, net $ 467,594 $ 430,112 _______________________ (1) Represents the amount by which LIFO inventories exceeded their carrying value. |
Merger Transaction - Narrative
Merger Transaction - Narrative (Details) - Legacy ChampionX shares in Millions | Jun. 03, 2020$ / sharesshares |
Business Acquisition [Line Items] | |
Number of shares issued (in shares) | shares | 122.2 |
Share price (in dollars per share) | $ / shares | $ 10.34 |
Percentage of equity interest acquired | 100.00% |
Merger Transaction - Schedule o
Merger Transaction - Schedule of Preliminary Purchase Price Allocation (Details) - Legacy ChampionX $ in Thousands | Jun. 03, 2020USD ($) |
Business Acquisition [Line Items] | |
Equity consideration | $ 1,263,931 |
Replacement awards attributable to pre-combination services | 43,964 |
Unfavorable supply agreement | 46,000 |
Favorable supply agreement | (59,000) |
Fair value of consideration transferred | $ 1,294,895 |
Favorable supply agreement | |
Business Acquisition [Line Items] | |
Useful life of intangible assets recognized | 3 years |
Merger Transaction - Schedule_2
Merger Transaction - Schedule of Preliminary Allocation of Purchase Price (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 03, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 690,134 | $ 680,594 | |
Legacy ChampionX | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 57,588 | ||
Receivables | 394,432 | ||
Inventories | 340,000 | ||
Prepaid expenses and other current assets | 63,576 | ||
Property, plant, and equipment | 687,085 | ||
Identifiable intangible assets | 290,000 | ||
Other non-current assets | 156,427 | ||
Total identifiable assets acquired | 1,989,108 | ||
Accounts payable | 184,028 | ||
Other current liabilities | 172,997 | ||
Long-term debt | 537,000 | ||
Deferred tax liabilities | 103,956 | ||
Other liabilities | 98,970 | ||
Total liabilities assumed | 1,096,951 | ||
Net identifiable assets acquired | 892,157 | ||
Add: Negative fair value of non-controlling interests | 16,052 | ||
Goodwill | 386,686 | ||
Total net assets acquired | 1,294,895 | ||
Short-term debt | $ 26,900 |
Merger Transaction - Schedule_3
Merger Transaction - Schedule of Pro Forma Information (Details) - Legacy ChampionX - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Business Acquisition [Line Items] | ||
Revenues | $ 614,684 | $ 1,435,379 |
Net income (loss) attributable to ChampionX | $ (60,100) | (794,525) |
Goodwill and long-lived asset impairment charges | $ 805,000 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Segment revenue: | ||||
Revenue | $ 749,172 | $ 298,914 | $ 1,434,060 | $ 560,348 |
Segment operating profit (loss): | ||||
Interest expense, net | 14,064 | 11,262 | 28,035 | 20,301 |
Income (loss) before income taxes | 11,349 | (110,001) | 18,168 | (770,462) |
Operating Segments | ||||
Segment operating profit (loss): | ||||
Income (loss) before income taxes | 47,437 | (33,868) | 86,314 | (671,100) |
Operating Segments | Production Chemical Technologies | ||||
Segment revenue: | ||||
Revenue | 447,049 | 136,002 | 859,420 | 136,002 |
Segment operating profit (loss): | ||||
Income (loss) before income taxes | 33,871 | 9,922 | 64,228 | 9,922 |
Operating Segments | Production & Automation Technologies | ||||
Segment revenue: | ||||
Revenue | 188,173 | 114,741 | 355,018 | 320,220 |
Segment operating profit (loss): | ||||
Income (loss) before income taxes | 12,292 | (37,168) | 17,654 | (685,759) |
Operating Segments | Drilling Technologies | ||||
Segment revenue: | ||||
Revenue | 37,589 | 20,948 | 72,583 | 76,903 |
Segment operating profit (loss): | ||||
Income (loss) before income taxes | 3,868 | (3,811) | 10,254 | 7,548 |
Operating Segments | Reservoir Chemical Technologies | ||||
Segment revenue: | ||||
Revenue | 33,222 | 9,306 | 63,113 | 9,306 |
Segment operating profit (loss): | ||||
Income (loss) before income taxes | (2,594) | (2,811) | (5,822) | (2,811) |
Corporate | ||||
Segment revenue: | ||||
Revenue | 43,139 | 17,917 | 83,926 | 17,917 |
Segment operating profit (loss): | ||||
Income (loss) before income taxes | $ 22,024 | $ 64,871 | $ 40,111 | $ 79,061 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 749,172 | $ 298,914 | $ 1,434,060 | $ 560,348 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 378,857 | 155,007 | 721,667 | 350,375 |
Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 102,767 | 29,167 | 183,475 | 36,749 |
Middle East & Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 89,496 | 43,815 | 170,499 | 56,177 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 80,880 | 20,595 | 159,414 | 38,547 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 49,905 | 21,866 | 100,641 | 33,897 |
Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 21,445 | 11,200 | 41,875 | 16,685 |
Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 15,219 | 14,231 | 31,361 | 23,499 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 10,603 | 3,033 | 25,128 | 4,419 |
Corporate | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 43,139 | 17,917 | 83,926 | 17,917 |
Corporate | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 30,225 | 11,932 | 56,242 | 11,932 |
Corporate | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,261 | 490 | 2,692 | 490 |
Corporate | Middle East & Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,945 | 2,436 | 7,067 | 2,436 |
Corporate | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 124 | 62 | 282 | 62 |
Corporate | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 3,690 | 1,227 | 5,947 | 1,227 |
Corporate | Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 5,894 | 1,770 | 11,696 | 1,770 |
Corporate | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Corporate | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Production Chemical Technologies | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 447,049 | 136,002 | 859,420 | 136,002 |
Production Chemical Technologies | Operating Segments | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 156,852 | 41,753 | 306,716 | 41,753 |
Production Chemical Technologies | Operating Segments | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 93,389 | 25,035 | 165,005 | 25,035 |
Production Chemical Technologies | Operating Segments | Middle East & Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 66,213 | 28,148 | 124,583 | 28,148 |
Production Chemical Technologies | Operating Segments | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 63,639 | 15,961 | 124,931 | 15,961 |
Production Chemical Technologies | Operating Segments | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 41,046 | 17,144 | 83,654 | 17,144 |
Production Chemical Technologies | Operating Segments | Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 10,562 | 3,692 | 21,054 | 3,692 |
Production Chemical Technologies | Operating Segments | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 5,994 | 1,884 | 12,389 | 1,884 |
Production Chemical Technologies | Operating Segments | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 9,354 | 2,385 | 21,088 | 2,385 |
Production & Automation Technologies | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 188,173 | 114,741 | 355,018 | 320,220 |
Production & Automation Technologies | Operating Segments | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 141,799 | 83,153 | 267,712 | 237,581 |
Production & Automation Technologies | Operating Segments | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 4,530 | 3,154 | 9,172 | 10,714 |
Production & Automation Technologies | Operating Segments | Middle East & Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 13,358 | 10,262 | 24,091 | 22,166 |
Production & Automation Technologies | Operating Segments | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 14,754 | 3,998 | 27,282 | 17,122 |
Production & Automation Technologies | Operating Segments | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,790 | 1,318 | 3,773 | 7,658 |
Production & Automation Technologies | Operating Segments | Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 2,743 | 1,295 | 4,206 | 3,272 |
Production & Automation Technologies | Operating Segments | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 9,182 | 12,313 | 18,758 | 21,535 |
Production & Automation Technologies | Operating Segments | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 17 | (752) | 24 | 172 |
Drilling Technologies | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 37,589 | 20,948 | 72,583 | 76,903 |
Drilling Technologies | Operating Segments | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 30,392 | 13,894 | 55,799 | 54,834 |
Drilling Technologies | Operating Segments | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 22 |
Drilling Technologies | Operating Segments | Middle East & Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,446 | 82 | 2,162 | 540 |
Drilling Technologies | Operating Segments | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,986 | 443 | 5,813 | 5,271 |
Drilling Technologies | Operating Segments | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 2,278 | 1,904 | 4,777 | 7,595 |
Drilling Technologies | Operating Segments | Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 853 | 4,170 | 2,406 | 7,678 |
Drilling Technologies | Operating Segments | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 13 | 23 | 130 | 69 |
Drilling Technologies | Operating Segments | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 621 | 432 | 1,496 | 894 |
Reservoir Chemical Technologies | Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 33,222 | 9,306 | 63,113 | 9,306 |
Reservoir Chemical Technologies | Operating Segments | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 19,589 | 4,275 | 35,198 | 4,275 |
Reservoir Chemical Technologies | Operating Segments | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 3,587 | 488 | 6,606 | 488 |
Reservoir Chemical Technologies | Operating Segments | Middle East & Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 6,534 | 2,887 | 12,596 | 2,887 |
Reservoir Chemical Technologies | Operating Segments | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 377 | 131 | 1,106 | 131 |
Reservoir Chemical Technologies | Operating Segments | Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,101 | 273 | 2,490 | 273 |
Reservoir Chemical Technologies | Operating Segments | Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,393 | 273 | 2,513 | 273 |
Reservoir Chemical Technologies | Operating Segments | Australia | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 30 | 11 | 84 | 11 |
Reservoir Chemical Technologies | Operating Segments | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 611 | $ 968 | $ 2,520 | $ 968 |
Revenue - Contract Balances (De
Revenue - Contract Balances (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Revenue from Contract with Customer [Abstract] | ||
Contract liabilities - current | $ 15,854 | $ 16,668 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Schedule of Definite and Indefinite Lived Intangibles (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 891,412 | $ 889,658 |
Accumulated amortization | 458,985 | 414,249 |
Net carrying amount | 432,427 | 475,409 |
Intangible assets, gross (excluding goodwill) | 895,012 | 893,258 |
Intangible assets, net | 436,027 | 479,009 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets (excluding goodwill) | 3,600 | 3,600 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 594,549 | 593,068 |
Accumulated amortization | 343,941 | 321,298 |
Net carrying amount | 250,608 | 271,770 |
Unpatented technologies | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 133,700 | 133,700 |
Accumulated amortization | 28,652 | 19,958 |
Net carrying amount | 105,048 | 113,742 |
Favorable supply agreement | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 59,000 | 59,000 |
Accumulated amortization | 20,927 | 11,308 |
Net carrying amount | 38,073 | 47,692 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 59,878 | 59,881 |
Accumulated amortization | 30,045 | 27,565 |
Net carrying amount | 29,833 | 32,316 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 38,863 | 38,635 |
Accumulated amortization | 30,368 | 29,289 |
Net carrying amount | 8,495 | 9,346 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 5,422 | 5,374 |
Accumulated amortization | 5,052 | 4,831 |
Net carrying amount | $ 370 | $ 543 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Narrative (Details) | 3 Months Ended |
Jun. 30, 2021reportingUnit | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Number of reporting units subject to impairment testing | 2 |
Debt - Long-term Debt (Details)
Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Total | $ 872,191 | $ 940,616 |
Net unamortized discounts and issuance costs | (6,515) | (8,002) |
Total long-term debt | 865,676 | 932,614 |
Current portion of long-term debt | (26,850) | (26,850) |
Long-term debt, less current portion | 838,826 | 905,764 |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Total | 0 | 0 |
Term Loan Facility | 2018 Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Total | 140,000 | 140,000 |
Term Loan Facility | 2020 Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Total | $ 510,150 | $ 523,575 |
Senior Notes | 6.375% Senior Notes Due May 2026 | ||
Debt Instrument [Line Items] | ||
Debt interest rate | 6.375% | 6.375% |
Total | $ 222,041 | $ 277,041 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Millions | May 07, 2021 | Sep. 30, 2020 | Jun. 30, 2021 |
2020 Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Mandatory quarterly amortization payments | $ 6.7 | ||
Weighted average interest rate | 6.00% | ||
2018 Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 2.63% | ||
6.375% Senior Notes Due May 2026 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage of principal amount of debt | 104.781% | ||
Aggregate principal amount repurchased | $ 55 | ||
Payments to repurchase debt, cash payments | 57.7 | ||
Payments to repurchase debt, accrued interest | 0.1 | ||
Net loss from repurchases of debt | $ 3.3 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2021USD ($)locationcase | Dec. 31, 2020USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | ||
Letters of credit outstanding and surety bonds, amount | $ 85.3 | $ 88.8 |
Number of locations | location | 11 | |
Accrued liability - environmental | $ 7.4 | $ 2 |
Number of pending cases | case | 3 |
Restructuring and Other Relat_3
Restructuring and Other Related Charges - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | ||||
Restructuring charges | $ 3,775 | $ 12,128 | $ 8,031 | $ 14,894 |
Restructuring and Other Relat_4
Restructuring and Other Related Charges - Schedule of Restructuring and Other Related Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 3,775 | $ 12,128 | $ 8,031 | $ 14,894 |
Corporate Expense and Other | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 42 | 368 | 42 | 368 |
Cost of goods and services | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 422 | 8,707 | 3,906 | 10,746 |
Selling, general and administrative expense | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 3,353 | 3,421 | 4,125 | 4,148 |
Production Chemical Technologies | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 3,103 | 0 | 3,791 | 0 |
Production & Automation Technologies | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 432 | 8,334 | 3,956 | 9,005 |
Drilling Technologies | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 0 | 3,426 | 0 | 5,521 |
Reservoir Chemical Technologies | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 198 | $ 0 | $ 242 | $ 0 |
Restructuring and Other Relat_5
Restructuring and Other Related Charges - Restructuring Reserve Rollforward (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Restructuring and Related Activities [Abstract] | |
Beginning balance | $ 2,951 |
Restructuring charges | 6,035 |
Payments | (2,915) |
Other, including foreign currency translation | (4) |
Ending balance | $ 6,067 |
Equity and Cash Incentive Pro_3
Equity and Cash Incentive Programs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Stock-based compensation expense [Abstract] | ||||
Stock-based compensation expense | $ 5,914 | $ 5,433 | $ 12,356 | $ 7,862 |
Tax benefit | (1,242) | (1,203) | (2,595) | (1,802) |
Stock-based compensation expense, net of tax | $ 4,672 | $ 4,230 | $ 9,761 | $ 6,060 |
Stock-Settled Appreciation Rights | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Outstanding, beginning balance (in shares) | 415,331 | |||
Granted (in shares) | 0 | |||
Forfeited (in shares) | (2,134) | |||
Exercised/vested (in shares) | (10,000) | |||
Outstanding, ending balance (in shares) | 403,197 | 403,197 | ||
Performance Share Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Outstanding, beginning balance (in shares) | 278,763 | |||
Granted (in shares) | 333,037 | |||
Forfeited (in shares) | 0 | |||
Exercised/vested (in shares) | 0 | |||
Outstanding, ending balance (in shares) | 611,800 | 611,800 | ||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Outstanding, beginning balance (in shares) | 2,669,779 | |||
Granted (in shares) | 842,148 | |||
Forfeited (in shares) | (94,371) | |||
Exercised/vested (in shares) | (236,250) | |||
Outstanding, ending balance (in shares) | 3,181,306 | 3,181,306 | ||
Non-Qualified Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Outstanding, beginning balance (in shares) | 7,175,040 | |||
Granted (in shares) | 0 | |||
Forfeited (in shares) | (59,963) | |||
Exercised/vested (in shares) | (1,155,492) | |||
Outstanding, ending balance (in shares) | 5,959,585 | 5,959,585 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Schedule of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | $ 1,625,971 | $ 1,625,971 | ||||
Other comprehensive income (loss) | $ 14,428 | 3,793 | $ 6,455 | $ (10,953) | 18,221 | $ (4,498) |
Ending balance | 1,674,315 | 1,674,315 | ||||
Accumulated Other Comprehensive Loss | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (26,962) | (30,755) | (54,990) | (44,037) | (30,755) | (44,037) |
Other comprehensive income (loss) before reclassifications, net of tax | 8,055 | 3,626 | 6,356 | (11,052) | ||
Reclassification adjustment for net losses included in net income, net of tax | 6,373 | 167 | 99 | 99 | ||
Other comprehensive income (loss) | 14,428 | 3,793 | 6,455 | (10,953) | ||
Ending balance | (12,534) | (26,962) | (48,535) | (54,990) | (12,534) | (48,535) |
Foreign Currency Translation | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (11,752) | (14,965) | (46,262) | (35,210) | (14,965) | (35,210) |
Other comprehensive income (loss) before reclassifications, net of tax | 8,332 | 3,213 | 5,703 | (11,052) | ||
Reclassification adjustment for net losses included in net income, net of tax | 0 | 0 | 0 | 0 | ||
Other comprehensive income (loss) | 8,332 | 3,213 | 5,703 | (11,052) | ||
Ending balance | (3,420) | (11,752) | (40,559) | (46,262) | (3,420) | (40,559) |
Defined Pension and Other Post-Retirement Benefits | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (13,303) | (13,470) | (8,728) | (8,827) | (13,470) | (8,827) |
Other comprehensive income (loss) before reclassifications, net of tax | 0 | 0 | 0 | 0 | ||
Reclassification adjustment for net losses included in net income, net of tax | 6,373 | 167 | 99 | 99 | ||
Other comprehensive income (loss) | 6,373 | 167 | 99 | 99 | ||
Ending balance | (6,930) | (13,303) | (8,629) | (8,728) | (6,930) | (8,629) |
Cash Flow Hedges | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (1,907) | (2,320) | 0 | 0 | (2,320) | 0 |
Other comprehensive income (loss) before reclassifications, net of tax | (277) | 413 | 653 | 0 | ||
Reclassification adjustment for net losses included in net income, net of tax | 0 | 0 | 0 | 0 | ||
Other comprehensive income (loss) | (277) | 413 | 653 | 0 | ||
Ending balance | $ (2,184) | $ (1,907) | $ 653 | $ 0 | $ (2,184) | $ 653 |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Reclassifications from Accumulated Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Other (income) expense, net | $ 2,251 | $ 312 | $ 315 | $ (1,321) | ||
Income (loss) before income taxes | (11,349) | 110,001 | (18,168) | 770,462 | ||
Provision for (benefit from) income taxes | 3,563 | (954) | 6,345 | (27,960) | ||
Net income (loss) | (7,786) | $ (4,037) | 109,047 | $ 633,455 | (11,823) | 742,502 |
Amortization of actuarial loss and net transition obligation | Reclassification out of Accumulated Other Comprehensive Loss | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Other (income) expense, net | 6,326 | 132 | 6,540 | 264 | ||
Accumulated defined benefit plans adjustment including portion attributable to noncontrolling interest | Reclassification out of Accumulated Other Comprehensive Loss | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Income (loss) before income taxes | 6,326 | 132 | 6,540 | 264 | ||
Provision for (benefit from) income taxes | 47 | (33) | 0 | (66) | ||
Net income (loss) | $ 6,373 | $ 99 | $ 6,540 | $ 198 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
Earnings Per Share [Abstract] | |||||
Net income (loss) attributable to ChampionX | $ 7,250 | $ (109,645) | $ 13,022 | $ (743,373) | |
Weighted-average number of shares outstanding (in shares) | [1] | 201,467 | 115,149 | 201,063 | 96,313 |
Dilutive effect of stock-based compensation (in shares) | 7,074 | 0 | 6,876 | 0 | |
Total shares and dilutive securities (in shares) | [1] | 208,541 | 115,149 | 207,939 | 96,313 |
Basic earnings (loss) per share attributable to ChampionX (in dollars per share) | [1] | $ 0.04 | $ (0.95) | $ 0.06 | $ (7.72) |
Diluted earnings (loss) per share attributable to ChampionX (in dollars per share) | [1] | $ 0.03 | $ (0.95) | $ 0.06 | $ (7.72) |
Potentially diluted securities excluded as anti-dilutive (in shares) | 700 | 700 | |||
[1] | See Note 11—Earnings Per Share |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | $ 3,856 | $ 4,576 |
Derivative liabilities | 5,961 | 6,561 |
Carrying Amount | 872,191 | 940,616 |
Term Loan Facility | 2018 Term Loan Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Amount | 140,000 | 140,000 |
Term Loan Facility | 2018 Term Loan Facility | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 138,950 | 137,200 |
Term Loan Facility | 2020 Term Loan Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Amount | 510,150 | 523,575 |
Term Loan Facility | 2020 Term Loan Facility | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | $ 516,527 | $ 530,120 |
Senior Notes | 6.375% Senior Notes Due May 2026 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt interest rate | 6.375% | 6.375% |
Carrying Amount | $ 222,041 | $ 277,041 |
Senior Notes | 6.375% Senior Notes Due May 2026 | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value | 232,566 | 277,054 |
Foreign currency forward contracts | Fair Value, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets | 3,856 | 4,576 |
Derivative liabilities | $ 5,961 | $ 6,561 |
Derivatives and Hedging Trans_3
Derivatives and Hedging Transactions - Schedule of Fair Value of Derivative Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Derivative Asset [Abstract] | ||
Derivative assets | $ 3,856 | $ 4,576 |
Derivative Liability [Abstract] | ||
Derivative liabilities | 5,961 | 6,561 |
Prepaid expenses and other current assets | ||
Derivative Asset [Abstract] | ||
Derivative assets | 3,856 | 4,576 |
Accrued expenses and other current liabilities | ||
Derivative Liability [Abstract] | ||
Derivative liabilities | $ 5,961 | $ 6,561 |
Derivatives and Hedging Trans_4
Derivatives and Hedging Transactions - Schedule of Derivative Instruments (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional value of foreign currency forward contracts | $ 568,929 | $ 483,377 |
Derivatives and Hedging Trans_5
Derivatives and Hedging Transactions - Schedule of Gain (Loss) on Derivative Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Total loss of derivative instruments | $ 1,813 | $ 726 | $ 3,234 | $ 726 |
Cost of goods and services | Designated as Hedging Instrument | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Total loss of derivative instruments | 1,018 | 15 | 1,772 | 15 |
Other (income) expense, net | Not Designated as Hedging Instrument | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Total loss of derivative instruments | $ 795 | $ 711 | $ 1,462 | $ 711 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Inventory, Net [Abstract] | ||
Raw materials | $ 155,054 | $ 137,038 |
Work in progress | 13,064 | 9,509 |
Finished goods | 364,789 | 323,144 |
Subtotal | 532,907 | 469,691 |
Inventory reserve | (29,968) | (24,769) |
LIFO adjustments | (35,345) | (14,810) |
Inventories, net | $ 467,594 | $ 430,112 |
Cash Flow Information (Details)
Cash Flow Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Supplemental Cash Flow Elements [Abstract] | ||
Transfers from inventory | $ 20.3 | $ 12.4 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Scientific Aviation, Inc. $ in Millions | Jul. 02, 2021USD ($) |
Subsequent Event [Line Items] | |
Initial amount paid for acquisition | $ 10 |
Future payments contingent upon performance | $ 10 |