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Nine Energy Service, Inc.

For the period ended Mar 31, 2026. Filed May 13, 2026.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 13, 2026

NINE$6.67-10.3%Stored close · as of Nov 9, 2026

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Notes to the Condensed Consolidated Financial Statements

(unaudited)

  1. Company and Organization

Background

Nine Energy Service, Inc. (the “Company” or “Nine”), a Delaware corporation, is an oilfield services business that provides services integral to the completion of unconventional wells through a full range of tools and methodologies. The Company is headquartered in Houston, Texas.

Bankruptcy Proceedings and Emergence from Bankruptcy

On February 1, 2026 (the “Petition Date”), the Company and its domestic and Canadian subsidiaries (collectively with the Company, the “Company Parties”) filed voluntary petitions (the “Chapter 11 Cases”), Case No. 26-90295, under chapter 11 (“Chapter 11”) of title 11 of the United States Bankruptcy Code, 11 U.S.C. §§ 101–1532, as amended (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) to implement a prepackaged Chapter 11 plan of reorganization (the “Plan”) to effectuate a financial restructuring for the Company Parties’ existing indebtedness in accordance with the Restructuring Support Agreement (as defined below). Prior to filing the Chapter 11 Cases, on February 1, 2026, the Company Parties entered into a restructuring support agreement (the “Restructuring Support Agreement”) with an ad hoc group (collectively, the “Consenting Stakeholders”) of certain holders of the Company’s 13.000% Senior Secured Notes due 2028 (the “2028 Notes”) and the lenders (the “Prepetition ABL Lenders”) under the Loan and Security Agreement, dated as of May 1, 2025 (the “Prepetition ABL Loan and Security Agreement”), by and among the Company and certain subsidiaries thereof, each as a borrower or guarantor, as applicable, White Oak Commercial Finance, LLC, as agent for the lenders, and the lenders from time to time party thereto. Pursuant to the Restructuring Support Agreement, the Consenting Stakeholders agreed, subject to certain terms and conditions, to support the Plan.

On March 4, 2026, the Bankruptcy Court entered an order confirming the Plan, and on March 5, 2026 (the “Plan Effective Date”), the Plan became effective in accordance with its terms and the Company Parties emerged from bankruptcy. The material terms of the Plan included, among other things:

the Prepetition ABL Lenders providing the Company Parties with a senior secured super-priority asset-based debtor-in-possession credit facility consisting of up to $125.0 million in aggregate principal amount of revolving credit commitments, including a roll-up or refinancing of all obligations under the Prepetition ABL Loan and Security Agreement, which converted into an exit senior secured asset-based revolving credit facility consisting of $135.0 million in aggregate principal amount of revolving commitments on the Plan Effective Date;

on the Plan Effective Date, the reorganized Company issuing 100% of a single class of common equity interests (consisting of 13,949,990 shares of new common stock) to the holders of the 2028 Notes and the 2028 Notes were canceled; and

on the Plan Effective Date, all of the Company’s equity interests outstanding prior to the Plan Effective Date, including common stock, were canceled for no consideration.

Upon the Plan Effective Date, the Company applied fresh start accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standard Codification (“ASC”)Topic 852-Reorganizations (“ASC 852”). The application of fresh start accounting resulted in a new basis of accounting and the Company becoming a new entity for financial reporting purposes. Accordingly, the Company’s financial statements and notes after the Plan Effective Date are not comparable to its financial statements and notes on and prior to that date. This delineation between periods ending on or prior to the Plan Effective Date and periods after the Plan Effective Date is shown in the unaudited condensed consolidated financial statements, certain tables within these notes, and other parts of this Quarterly Report on Form 10-Q through the use of a black line that emphasizes the lack of comparability between periods. For additional information, see Note 3 – Emergence from Bankruptcy.

In this Quarterly Report on Form 10-Q, the “Successor” refers to the Company after its emergence from bankruptcy and the “Predecessor” refers to the Company prior to its emergence from bankruptcy, and references to the financial position and results of operations of the Successor are to the financial position and results of operations of the Company after the Plan Effective Date and references to the financial position and results of operations of the Predecessor are to the financial position and results of operations of the Company on and prior to the Plan Effective Date. Also, in this Quarterly Report on Form 10-Q, the period from March 6, 2026 through March 31, 2026 is referred to as the “2026 Successor Period,” the period from January 1, 2026 through March 5, 2026 is referred to as the “2026 Predecessor Period” and the three months ended March 31, 2025 is referred to as the “2025 Predecessor Period.”

Other Risks and Uncertainties

As Nine is a spot-market business, the Company’s business and its pricing depends, to a significant extent, on the level of unconventional resource development activity and corresponding capital spending of oil and natural gas companies. These activity and spending levels are strongly influenced by current and expected oil and natural gas prices, which have been extremely volatile historically and in recent years. In addition, the Company’s earnings are affected by its ability to maintain current pricing levels, the impact of wage and labor inflation, labor shortages, and supply chain constraints. Due to the spot-market nature of its business, the Company’s revenue and earnings generally move very similarly to rig, frac, and stage counts in U.S. rig count.

  1. Basis of Presentation

Condensed Consolidated Financial Information

In the opinion of the Company, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of March 31, 2026, and its results of operations and cash flows for the 2026 Successor Period, the 2026 Predecessor Period, and the 2025 Predecessor Period. These condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission, in a manner consistent with the accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”), except as disclosed in Note 3 – Emergence from Bankruptcy, and should be read in conjunction therewith. Except as disclosed herein, and with the exception of information in this report related to the Company’s emergence from Chapter 11 and fresh start accounting, there has been no material change in the information disclosed in the notes to the consolidated financial statements included in the 2025 Form 10-K. The Predecessor Condensed Consolidated Balance Sheet at December 31, 2025 was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). Operating results for interim periods are not necessarily indicative of the results that may be expected for the full year.

Principles of Consolidation

The condensed consolidated financial statements include the accounts of Nine and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated in the consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future. Such estimates include fair value assumptions used in fresh start accounting, analyzing long-lived assets for possible impairment, useful lives used in depreciation and amortization expense, recognition of provisions for contingencies, and stock-based compensation fair value. It is at least reasonably possible that the estimates used will change within the next year.

Restricted Cash

Restricted cash at March 31, 2026 represents funds maintained primarily to pay debtor-related professional fees associated with the Company’s Chapter 11 Cases as well as funds required to be set aside, under a contractual agreement with a bank, as collateral for certain letters of credit and other general purposes. Restricted cash at December 31, 2025 represents funds required to be set aside, under a contractual agreement with a bank, as collateral for certain letters of credit and other general purposes.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets that sum to the total of the same such amounts shown in the Condensed Consolidated Statement of Cash Flows.

Successor · Predecessor
March 31, 2026March 5, 2026December 31, 2025
(in thousands) · (in thousands)
Cash and cash equivalents$11,249$17,824$18,449
Restricted cash10,61610,6161,393
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows$21,865$28,440$19,842

New Accounting Standards

In November 2024, the FASB issued Accounting Standards Update (“ASU”) 2024-03, Income Statement- Reporting Comprehensive Income- Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, an update which requires additional disclosure of certain expense captions presented on the face of the Company’s income statement as well as disclosures about selling expenses. The ASU is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027, and should be applied on a prospective or retrospective basis, with early adoption permitted. The Company is currently evaluating the impact that this guidance will have on the disclosures within its condensed consolidated financial statements.

  1. Emergence from Bankruptcy

On February 1, 2026, the Company Parties filed the Chapter 11 Cases under the Bankruptcy Code in the Bankruptcy Court to implement a prepackaged Chapter 11 plan of reorganization. The Chapter 11 Cases were jointly administered for administrative purposes only under the caption In re Nine Energy Service, Inc. et al. On March 4, 2026, the Bankruptcy Court entered an order confirming the Plan, and on March 5, 2026, the Plan became effective in accordance with its terms and the Company Parties emerged from bankruptcy. For additional information, see “Bankruptcy Proceedings and Emergence from Bankruptcy” under Note 1 – Company and Organization.

Summary Debt Disclosures

On February 3, 2026, the Company Parties entered into a senior secured super-priority asset-based debtor-in-possession loan and security agreement (the “DIP Loan and Security Agreement”) with White Oak Commercial Finance, LLC, as agent, and the lenders from time to time party thereto (the “DIP Lenders”), which provided the Company Parties with a senior secured super-priority asset-based debtor-in-possession credit facility consisting of $125.0 million in aggregate principal amount of revolving credit commitments (the “DIP ABL Facility”), including a roll-up or refinancing of all obligations under the Prepetition ABL Loan and Security Agreement.

On the Plan Effective Date, pursuant to the Plan, the Company entered into a loan and security agreement (the “Exit Loan and Security Agreement”) with White Oak Commercial Finance, LLC, as agent, and the lenders from time to time party thereto, and on the terms and subject to the conditions set forth therein, each DIP Lender exchanged and converted on a cashless basis all of its loans under the DIP Loan and Security Agreement for loans under the Exit Loan and Security Agreement.

The Exit Loan and Security Agreement provides for a first priority senior secured asset-based revolving credit facility consisting of $135.0 million in aggregate principal amount of revolving credit commitments (the “Exit ABL Facility”). A portion of the Exit ABL Facility not in excess of $5.0 million is available for the issuance of standby letters of credit. The Company Parties’ obligations under the Exit ABL Facility are secured by a first-priority security interest in substantially all of their tangible and intangible assets, including all machinery and equipment, and are guaranteed by certain of the Company’s existing and future domestic and Canadian subsidiaries.

For additional information, see Note 9 – Debt Obligations.

Reorganization Items, Net

In accordance with ASC 852, any incremental expenses, gains, and losses that are realized or incurred as of or subsequent to the Petition Date that are a direct result of the Chapter 11 Cases are reported as “Reorganization Items, net”. The following table summarizes the components of reorganization items included in the Company’s Condensed Consolidated

Statements of Income (Loss) and Comprehensive Income (Loss):

Predecessor
Period from January 1, 2026 through March 5, 2026
(in thousands)
Gain on liabilities subject to compromise$184,296
Write-off of deferred financing costs(24,243)
Fresh start adjustments(17,429)
Fees related to the DIP ABL Facility(2,567)
Success fees(5,440)
Other professional fees(8,977)
Write-off of stock-based compensation(1,581)
Reorganization items, net$124,059
Cash payments for reorganization items, net$3,820

Liabilities Subject to Compromise

From the Petition Date through the Plan Effective Date, the Company Parties operated their businesses as debtors-in-possession under the jurisdiction of the Bankruptcy Court in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. As such, in accordance with ASC 852, the Company recorded prepetition unsecured and under-secured obligations that may be impacted by the Chapter 11 filing as “Liabilities subject to compromise” in its Condensed Consolidated Balance Sheet prior to the Plan Effective Date. The Company evaluated and adjusted the amount and classification of its prepetition liabilities through the Plan Effective Date, as applicable.

Fresh Start Accounting

In connection with its emergence from bankruptcy and in accordance with ASC 852, the Company qualified for and was required to apply fresh start accounting on the Plan Effective Date. The Company was required to apply fresh start accounting because (i) holders of existing voting shares of the Company prior to its emergence received less than 50% of the voting shares of the Company outstanding following its emergence from bankruptcy and (ii) the reorganization value of the Company’s assets immediately prior to confirmation of the Plan of approximately $320.7 million was less than the post-petition liabilities and allowed claims of approximately $497.4 million.

In accordance with ASC 852, with the application of fresh start accounting, the Company allocated its reorganization value to its individual assets based on their estimated fair value in conformity with FASB ASCTopic 820-Fair Value Measurements and FASB ASCTopic 805-Business Combinations. Accordingly, the condensed consolidated financial statements after March 5, 2026 are not comparable with the condensed consolidated financial statements as of or prior to that date. The Plan Effective Date fair values of the Successor’s assets and liabilities differ materially from their recorded values as reflected on the historical balance sheet of the Predecessor. Upon emergence from bankruptcy, the Company re-established its previously existing accounting policies unless otherwise noted.

Reorganization Value

The reorganization value derived from the range of enterprise values associated with the Plan was allocated to the Company’s identifiable tangible and intangible assets and liabilities based on their fair values. Under ASC 852, reorganization value generally approximates fair value of the entity before considering liabilities and is intended to approximate the amount a willing buyer would pay for the assets immediately after the effects of a restructuring. As set forth in the disclosure statement relating to the Plan, the enterprise value of the Successor was between $185.0 million and $240.0 million. With the assistance of third-party valuation advisors, the Company determined the enterprise value and corresponding implied equity value of the Successor using various valuation approaches and methods, which included (i) a selected publicly traded companies analysis, (ii) a selected transactions analysis, and (iii) a discounted cash flow analysis under the income approach using a discount rate ranging from 11.0% to 15.0% over three years, and adjusted EBITDA multiples ranging from 3.75 x to 4.75 x to estimate terminal value. For GAAP purposes, the Company valued the Successor’s individual assets, liabilities, and equity instruments and determined an estimate of the enterprise value within the estimated range. Management concluded that the best estimate of enterprise value was $212.5 million.

The enterprise value and corresponding implied equity value are dependent upon achieving the future financial results set forth in the Company’s valuations, as well as the realization of certain other assumptions. All estimates, assumptions, valuations, and financial projections, including the fair value adjustments, the financial projections, the enterprise value, and the equity value projections, are inherently subject to significant uncertainties and the resolution of contingencies beyond the Company’s control. Accordingly, the Company cannot provide assurance that the estimates, assumptions, valuations, or financial projections will be realized, and actual results could vary materially.

The following table reconciles the enterprise value to the reorganization value as of the Plan Effective Date:

March 5, 2026
(in thousands)
Enterprise value$212,500
Plus: Cash and cash equivalents17,824
Plus: Non-interest bearing current liabilities71,875
Plus: Non-interest bearing long-term liabilities18,476
Reorganization value of Successor assets$320,675

Condensed Consolidated Balance Sheet

The following condensed consolidated balance sheet is as of March 5, 2026. This condensed consolidated balance sheet includes adjustments that reflect the consummation of the transactions contemplated by the Plan (reflected in the column “Reorganization Adjustments”) as well as fair value adjustments as a result of the adoption of fresh start accounting (reflected in the column “Fresh Start Adjustments”) as of the Plan Effective Date. The explanatory notes following the table below provided further details on the adjustments, including the assumptions and methods used to determine fair value of its assets and liabilities.

PredecessorReorganization AdjustmentsFresh Start AdjustmentsSuccessor
(in thousands)
Assets
Current assets
Cash and cash equivalents$23,038$(5,214)(a)$—$17,824
Restricted cash1,4759,141(b)—10,616
Accounts receivable, net79,124——79,124
Inventories, net52,134—(1,734)(j)50,400
Prepaid expenses12,145——12,145
Other current assets2,044——2,044
Total current assets169,9603,927(1,734)172,153
Property and equipment, net61,994—45,505(k)107,499
Operating lease right of use assets, net32,034—(773)(l)31,261
Finance lease right of use assets, net72—(17)(m)55
Intangible assets, net66,079—(56,908)(n)9,171
Other long-term assets808—(272)(o)536
Total assets$330,947$3,927$(14,199)$320,675
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities
Accounts payable$39,070$—$—$39,070
Accrued expenses19,0151,630(c)—20,645
Income taxes payable465——465
Current portion of long-term debt4,760——4,760
Current portion of operating lease obligations29213,020(d)(1,617)(p)11,695
Current portion of finance lease obligations—55(d)—55
Total current liabilities63,60214,705(1,617)76,690
Long-term liabilities
Long-term debt82,5687,737(e)—90,305
Long-term operating lease obligations97317,598(d)(182)(p)18,389
Other long-term liabilities87——87
Liabilities subject to compromise350,173(350,173)(f)——
Total liabilities497,403(310,133)(1,799)185,471
Commitments and contingencies (Note 11)
Stockholders’ equity (deficit)
Predecessor common stock433(433)(g)——
Successor common stock—139(h)—139
Predecessor additional paid-in capital808,741(808,741)(g)——
Successor additional paid-in capital—135,065(h)—135,065
Accumulated other comprehensive loss(5,029)—5,029(q)—
Accumulated deficit(970,601)988,030(i)(17,429)(r)—
Total stockholders’ equity (deficit)(166,456)314,060(12,400)135,204
Total liabilities and stockholders’ equity (deficit)$330,947$3,927$(14,199)$320,675

Reorganization Adjustments

(a) Reflects the change in cash and cash equivalents for the following activities:

(in thousands)
Proceeds from Exit ABL Facility$89,479
Payment of outstanding borrowings under the DIP ABL Facility(82,568)
Payment of non-retained professional fees(2,828)
Funding of the professional fees escrow account(9,221)
Payment of restructuring expenses(156)
Transfer of cash and cash equivalents from restricted cash80
Change in cash and cash equivalents$(5,214)

(b) Reflects the change in restricted cash for the following activities:

(in thousands)
Funding of the professional fees escrow account$9,221
Transfer of restricted cash to cash and cash equivalents(80)
Change in restricted cash$9,141

(c) Reflects the change in accrued liabilities for the following activities:

(in thousands)
Accrual of professional service success fees$3,440
Payment of non-retained professional fees(828)
Reclassification of professional fees to borrowings under the Exit ABL Facility(826)
Payment of restructuring expenses(156)
Change in accrued liabilities$1,630

(d) Reflects the reinstatement of operating and finance lease obligations of $30.7 million from liabilities subject to compromise.

(e) Reflects the change in long-term debt for the following activities:

(in thousands)
Borrowings drawn on Exit ABL Facility$89,479
Record professional fees related to the Exit ABL Facility826
Payment of outstanding borrowings under the DIP ABL Facility(82,568)
Total change in long-term debt$7,737

(f) Liabilities subject to compromise settled or reinstated in accordance with the Plan and the resulting gain were determined as follows:

(in thousands)
Outstanding principle on 2028 Notes$300,000
Operating and finance lease obligations30,673
Accrued and unpaid interest19,500
Total liabilities subject to compromise350,173
Reinstatement of operating and finance lease obligations(30,673)
Issuance of Successor common stock(135,204)
Gain on settlement of liabilities subject to compromise$184,296

(g) Reflects the cancellation of the Predecessor’s common stock of $0.4 million and the Predecessor’s additional paid-in-capital of $808.7 million.

(h) Reflects the reorganization adjustments to common stock and additional paid-in-capital:

(in thousands)
Par value of 13.9 million shares of new common stock issued$139
Capital in excess of par value of 13.9 million issued and authorized shares of new common stock issued135,065
Total Successor equity issued on the Plan Effective Date$135,204

(i) Reflects the reorganization adjustments to accumulated deficit:

(in thousands)
Gain on settlement of liabilities subject to compromise$184,296
Accrual of professional services success fees(3,440)
Payment of non-retained professional fees(2,000)
Write-off of unrecognized stock-based compensation expense(1,581)
Total adjustments impacting reorganization items, net177,275
Cancellation of Predecessor common stock and additional paid-in-capital810,755
Net change in accumulated deficit$988,030

Fresh Start Adjustments

Under the application of fresh start accounting and with the assistance of valuation experts, the Company conducted an analysis of the Condensed Consolidated Balance Sheet to determine if any of its net assets would require a fair value adjustment as of the Plan Effective Date. The results of the Company’s analysis indicated that its principal assets, which include property and equipment, inventory, leases, and certain intangible assets at emergence would require a fair value adjustment on the Plan Effective Date. The rest of the Company’s net assets were determined to have carrying values that approximated fair value on the Plan Effective Date with the exception of certain other assets and liabilities that were written off. Further details are described below.

(j) Prior to the Plan Effective Date, the Company capitalized certain running gear associated with its Tools business based on the expected resale of the item to customers. With the adoption of fresh start accounting, the Company has elected to expense running gear as rental equipment and no longer considers the items to primarily be available for resale. As a result of this change in accounting policy, the Company wrote off approximately $2.3 million of running gear as a reorganization item. The remaining Level 3 fair value was determined by a combination of the market approach (comparable sales method for finished goods) and cost approach (replacement cost for raw materials) which resulted in an increased fair value of $0.6 million. Significant inputs utilized in determining fair value included, but was not limited to, estimates of selling price, profit allowance and holding costs, which the Company believes are reasonable and appropriate.

(k) Reflects the fair value adjustment of $45.5 million to property and equipment, net due to the Company’s adoption of fresh start accounting. The Level 3 fair value of property and equipment was determined by using a combination of (1) the cost approach, which considers historical acquisition costs for these assets adjusted for inflation, as well as factors in any potential obsolescence based on the current condition of the assets and 2) the market approach, which considers the sales of similar or substitute assets and related market data and establishes a value estimate by processes involving comparison.

(l) Reflects the $2.2 million decrease to operating lease right-of-use assets due to the remeasurement under fresh start accounting using the Company’s incremental borrowing rate (7.2%) based on the corresponding terms at the Plan Effective Date. The decrease was offset by a $1.4 million increase in operating lease right-of-use assets to recognize leasehold interests associated with favorable lease contracts under the income approach. Significant inputs utilized in determining the fair value included, but was not limited to, estimates of discount rates and market rental rates, which the Company believes are reasonable and appropriate. Discount rates ranged from 9.0% to 9.75%.

(m) Reflects the remeasurement of finance lease right-of-use assets to the corresponding finance lease obligations due to the Company’s adoption of fresh start accounting.

(n) Reflects the fair value adjustment of $56.9 million to intangible assets, net due to the Company’s adoption of fresh start accounting. For additional information, see Note 7 – Intangible Assets.

(in thousands)
Adjustment to write-off capitalized costs and related accumulated amortization of intangible assets, net as part of fresh start accounting$(66,079)
Recognition of intangible assets, net recorded at fair value (See Note 7 – Intangible Assets)9,171
$(56,908)

(o) Reflects the fair value adjustment of $0.3 million on an equity method investment due to the Company’s adoption of fresh start accounting.

(p) Reflects the $1.8 million decrease to operating lease obligations due to the remeasurement under fresh start accounting using the Company’s incremental borrowing rate (7.2%) based on the corresponding terms at the Plan Effective Date.

(q) Reflects the derecognition of $5.0 million of Predecessor accumulated other comprehensive loss through reorganization items, net.

(r) The following table summarizes the cumulative impact of the fresh start adjustments, the elimination of the Predecessor’s accumulated other comprehensive loss, and the adjustments required to eliminate accumulated deficit:

(in thousands)
Fair value adjustment to inventories, net$(1,734)
Fair value adjustment to property and equipment, net45,505
Fair value adjustment to operating lease right-of-use assets(773)
Fair value adjustment to finance lease right-of-use assets(17)
Fair value adjustment to intangible assets, net(56,908)
Fair value adjustment to other long-term assets(272)
Fair value adjustment to operating lease obligations1,799
Derecognition of Predecessor accumulated other comprehensive loss(5,029)
Total fresh start adjustments impacting reorganization items, net(17,429)
Net change in accumulated deficit$(17,429)
  1. Revenues

Disaggregation of Revenues

The following table shows revenue disaggregated by product line:

Successor · Predecessor
Period from March 6, 2026 through March 31, 2026Period from January 1, 2026 through March 5, 2026Three Months Ended March 31, 2025
(in thousands) · (in thousands)
Cement$17,553$35,870$57,168
Coiled tubing8,11218,77929,856
Wireline7,47416,46429,603
Service revenues$33,139$71,113$116,627
Tools$8,464$17,279$33,839
Product revenues$8,464$17,279$33,839
Total revenues$41,603$88,392$150,466

The Company recognizes revenues from the sales of products at a point in time and revenues from the sales of services over time.

Accounts Receivable, Net

Accounts receivable, net as of March 31, 2026 and December 31, 2025 are detailed below:

SuccessorPredecessor
March 31, 2026December 31, 2025
(in thousands)(in thousands)
Accounts receivable$88,270$76,703
Allowance for doubtful accounts—(724)
Accounts receivable, net$88,270$75,979
  1. Inventories

Inventories, consisting primarily of finished goods and raw materials, are stated at the lower of cost or net realizable value. Cost is determined on an average cost basis. The Company reviews its inventory balances and writes down its inventory for estimated obsolescence or excess inventory equal to the difference between the cost of inventory and the estimated market value based upon assumptions about future demand and market conditions. The reserve for obsolescence was $0.0 million and $4.0 million at March 31, 2026 and December 31, 2025, respectively.

Inventories, net as of March 31, 2026 and December 31, 2025 were comprised of the following:

SuccessorPredecessor
March 31, 2026December 31, 2025
(in thousands)(in thousands)
Raw materials$24,270$33,610
Work in progress111146
Finished goods26,16926,802
Inventories50,55060,558
Reserve for obsolescence—(4,005)
Inventories, net$50,550$56,553
  1. Property and Equipment

Property and equipment amounts as of March 31, 2026 and December 31, 2025 were as follows:

Successor · Predecessor
EstimatedUseful LivesMarch 31, 2026December 31, 2025
(in thousands) · (in thousands)
Operating equipment1 to 12 years$100,242$321,177
Autos and trucks1 to 7 years3082,904
Furniture, fixtures, and equipment1 to 12 years2192,328
Shop equipment3 to 15 years3,22411,639
Buildings7 to 39 years3,0224,775
Leasehold improvements3 to 11 years1,6604,283
Landindefinite2,5393,219
111,214350,325
Less: Accumulated depreciation(2,201)(286,059)
Property and equipment, net$109,013$64,266

Depreciation expense was $2.2 million, $4.0 million, and $5.8 million for the 2026 Successor Period, the 2026 Predecessor Period, and the 2025 Predecessor Period, respectively.

  1. Intangible Assets

The gross carrying amount and accumulated amortization of intangible assets as of March 31, 2026 and December 31, 2025 was as follows:

Successor
March 31, 2026
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountWeighted Average Amortization Period
(in thousands, except weighted average amortization period information)
Technology$3,421$(20)$3,40114.6
Trade names5,750(48)5,7029.9
Total$9,171$(68)$9,103
Predecessor
December 31, 2025
Gross Carrying AmountAccumulated AmortizationNet Carrying AmountWeighted Average Amortization Period
(in thousands, except weighted average amortization period information)
Customer relationships$63,270$(58,178)$5,0921.8
Technology125,110(62,139)62,9717.8
Total$188,380$(120,317)$68,063

Upon the adoption of fresh start accounting, the Company identified intangible assets of approximately $9.2 million, which consisted of technology and trade names. The Level 3 fair value of technology and trade names was determined by using the income approach, specifically the relief-to-royalty method. The relief-to-royalty method is based on the assumption that in lieu of ownership, a company would be willing to pay a royalty in order to exploit the related benefits of each intangible asset. Significant inputs utilized in determining the fair value included, but was not limited to, estimates of revenue growth rates, operating profit margins, royalty rates, discount rates, future market share, and future market conditions, which the Company believes are reasonable and appropriate. Royalty rates ranged from 0.25% to 1.25% and discount rates ranged from 17.5% to 22.5%.

The Level 3 fair value of technology and the Level 3 fair value of customer relationships as of December 31, 2025 of the Predecessor were estimated using the income approach, specifically the multi-period excess earnings method. The multi-period excess earnings method consists of isolating the cash flows attributed to the intangible asset, which are then discounted to present value to calculate the Level 3 fair value of the intangible asset.

Amortization of intangibles expense was $0.1 million, $2.0 million, and $2.8 million for the 2026 Successor Period, the 2026 Predecessor Period, and the 2025 Predecessor Period, respectively.

Future estimated amortization of intangibles (in thousands) is as follows:

Year Ending December 31,
Remainder of 2026$615
2027819
2028820
2029819
2030819
2031799
Thereafter4,412
Total$9,103
  1. Accrued Expenses

Accrued expenses as of March 31, 2026 and December 31, 2025 consisted of the following:

SuccessorPredecessor
March 31, 2026December 31, 2025
(in thousands)(in thousands)
Accrued interest (1)$619$16,775
Accrued compensation and benefits6,8035,021
Accrued bonus1,3201,853
Accrued professional fees10,7191,058
Other accrued expenses4,2013,057
Accrued expenses$23,662$27,764

(1)Approximately $19.5 million of accrued interest associated with the 2028 Notes was reclassified to Liabilities Subject to Compromise in the Company’s Condensed Consolidated Balance Sheet as of the Petition Date. On the Petition Date, the Company ceased making interest payments and accruing interest expense on the 2028 Notes. Interest associated with the 2028 Notes that was not recognized in the condensed consolidated financial statements totaled approximately $3.7 million for the period from the Petition Date to the Plan Effective Date.

  1. Debt Obligations

The Company’s debt obligations as of March 31, 2026 and December 31, 2025 were as follows:

SuccessorPredecessor
March 31, 2026December 31, 2025
(in thousands)(in thousands)
2028 Notes (1)$—$300,000
Prepetition ABL Facility—63,311
Exit ABL Facility90,439—
Short-term debt (2)3,9786,310
Total debt before deferred financing costs$94,417$369,621
Deferred financing costs—(21,739)
Total debt$94,417$347,882
Less: Current portion of long-term debt(3,978)(6,310)
Long-term debt$90,439$341,572

(1)Reclassified to Liabilities Subject to Compromise in the Company’s Condensed Consolidated Balance Sheet as of the Petition Date. On the Petition Date, the Company ceased making interest payments and accruing interest expense on the 2028 Notes.

(2)The weighted average interest rate of short-term debt outstanding was 7.2% at both March 31, 2026 and December 31, 2025.

Units Offering and 2028 Notes

Units

On January 30, 2023, the Company completed its public offering of 300,000 units with an aggregate stated amount of $300.0 million (the “Units”). Each Unit consisted of $1,000 principal amount of the Company’s 2028 Notes andfive shares of common stock of the Company. The Company received proceeds of $279.8 million from the Units offering, after deducting underwriting discounts and commission, which was used to fund a portion of the redemption price of previously issued debt. These proceeds were allocated to the 2028 Notes and the common stock based on their relative fair value at the time of issuance. Each Unit separated into its constituent securities (the 2028 Notes and shares of common stock) automatically on October 27, 2023.

In the first quarter of 2023, the Company recorded approximately $41.7 million of deferred financing costs in connection with the Units offering. These costs were direct deductions from the carrying amount of the 2028 Notes and were being amortized through interest expense through the maturity date of the 2028 Notes using the effective interest method. Any unamortized deferred financing costs were written off to “Reorganization items, net” at the Petition Date.

2028 Notes

On January 30, 2023, the Company and certain of its subsidiaries entered into an indenture, dated as of January 30, 2023 (the “Indenture”), with U.S. Bank Trust Company, National Association, as the trustee and as notes collateral agent, pursuant to which the 2028 Notes were issued. The 2028 Notes were to mature on February 1, 2028 and bore interest at an annual rate of 13.000% payable in cash semi-annually in arrears on each of February 1 and August 1, commencing August 1, 2023. The 2028 Notes were senior secured obligations of the Company and were guaranteed on a senior secured basis by each of the Company’s current domestic subsidiaries and were so guaranteed by certain future subsidiaries, in each case, subject to agreed guaranty and security principles and certain exclusions.

Pursuant to the Plan, on the Plan Effective Date, the obligations of the Company Parties under the Indenture were terminated, the 2028 Notes were canceled, and the Company issued 100% of a single class of common equity interests (consisting of 13,949,990 shares of new common stock) to the holders of the 2028 Notes.

Prepetition ABL Facility

On May 1, 2025, the Company entered into the Prepetition ABL Loan and Security Agreement with White Oak Commercial Finance, LLC, as agent, and the lenders from time to time party thereto. The Prepetition ABL Loan and Security Agreement provided for an asset-based revolving credit facility (the “Prepetition ABL Facility”) with lender commitments of $125.0 million (the “Prepetition Maximum Revolving Facility Amount”) and a sub-limit of $5.0 million for letters of credit, which were to mature on the earlier of (i) May 1, 2028 and (ii) the date that was 91 days prior to the maturity date of the 2028 Notes. The outstanding balance of the borrowings under the Prepetition ABL Facility could not exceed in the aggregate at any time the lesser of (a) the Prepetition Maximum Revolving Facility Amount reduced by certain customary reserves and (b) the borrowing base, which was calculated on the basis of eligible accounts and inventory. The Prepetition Maximum Revolving Facility Amount could increase from time to time pursuant to an uncommitted accordion by an aggregate amount for all such increases not to exceed $50.0 million. Borrowings under the Prepetition ABL Facility bore interest at a per annum rate equal to the term-specific Term Secured Overnight Financing Rate (“SOFR”) for an interest period of one month, subject to a 1.50% floor, plus an applicable margin of 4.00% to 4.50%, depending on the Company’s fixed charge coverage ratio.

On May 1, 2025, the Company borrowed approximately $48.9 million under the Prepetition ABL Facility and used such proceeds to repay all borrowings outstanding under the existing credit facility and pay fees and expenses associated with the entry into the Prepetition ABL Loan and Security Agreement.

The Prepetition ABL Loan and Security Agreement contained customary representations and warranties, events of default, and various affirmative and negative covenants, including financial reporting requirements and limitations on indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of assets, dividends and other restricted payments and investments (including acquisitions). In addition, the Prepetition ABL Loan and Security Agreement contained a financial covenant requiring a minimum fixed charge ratio of 1.10 to 1.00 that was tested quarterly when the availability under the Prepetition ABL Facility was less than $10.0 million. This financial covenant applied until the availability exceeded such threshold for 30 consecutive days.

The Company’s obligations under the Prepetition ABL Facility were secured by a first priority security interest in substantially all tangible and intangible assets of the Company and all of its current domestic and Canadian subsidiaries.

Pursuant to the Plan, on the Plan Effective Date, the obligations of the Company Parties under the Prepetition ABL Loan and Security Agreement were terminated. Also pursuant to the Plan, the Prepetition ABL Lenders provided the Company Parties with the DIP ABL Facility, including a roll-up or refinancing of all obligations under the Prepetition ABL Loan and Security Agreement, which converted into the Exit ABL Facility on the Plan Effective Date.

DIP ABL Facility

On February 3, 2026, the Bankruptcy Court, on an interim basis, approved the DIP ABL Facility and the Company Parties entered into the DIP Loan and Security Agreement with White Oak Commercial Finance, LLC, as agent (the “DIP Agent”), and the DIP Lenders, which provided the Company Parties with a senior secured super-priority-asset-based debtor-in-possession credit facility consisting of up to $125.0 million in aggregate principal amount (the “DIP Maximum Revolving

Facility Amount”) of revolving credit commitments, including a roll-up or refinancing of all obligations under the Prepetition ABL Loan and Security Agreement. A portion of the DIP ABL Facility, not in excess of $5.0 million, was available for the issuance of standby letters of credit.

Borrowings under the DIP ABL Facility were subject to a borrowing base. The outstanding balance of the borrowings under the DIP ABL Facility could not exceed in the aggregate at any time the lesser of (i) the DIP Maximum Revolving Facility Amount reduced by certain customary reserves and (ii) the borrowing base, which was calculated on the basis of eligible accounts and inventory. In particular, the borrowing base was equal to: (a)92.5% of the aggregate amount of eligible U.S. and Canadian billed accounts receivable, plus (b) the lesser of (x)85% of the aggregate amount of eligible U.S. and Canadian unbilled accounts receivable and (y) $6 million, plus (c) the lesser of (x)50% of the aggregate amount of eligible billed non-U.S. and non-Canadian accounts receivable and (y) $3 million, plus (d) the lower of cost or market value of eligible inventory, multiplied by the lesser of (x)70% and (y)85% of the appraised net orderly liquidation value divided by the book value in respect of such inventory, and, in the case of inventory constituting raw materials, not to exceed a maximum sublimit of $1 million, plus (e) the lesser of (x) $10 million and (y) an amount equal to 10% of the borrowing base, minus (f) the aggregate amount of reserves, if any, established by the DIP Agent.

Borrowings under the DIP ABL Facility bore interest at a per annum rate equal to the term-specific SOFR for an interest period of one month, subject to a 1.50% floor, plus an applicable margin of 4.00%.

The maturity date of the DIP ABL Facility was the earlier of the Plan Effective Date and 120 days after the Petition Date, subject to earlier termination upon the occurrence of certain events specified in the DIP Loan and Security Agreement. The proceeds of the DIP ABL Facility were used for (i) working capital and corporate purposes of the Company Parties, (ii) bankruptcy-related costs and expenses in respect of the Chapter 11 Cases, (iii) costs and expenses related to the DIP ABL Facility, and (iv) refinancing of obligations under the Prepetition ABL Loan and Security Agreement.

The DIP Loan and Security Agreement contained certain representations and warranties, events of default, and various affirmative and negative covenants that are customary for debtor-in-possession loan agreements of this type, including limitations on indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of assets, dividends and other restricted payments and investments (including acquisitions). In addition, the DIP Loan and Security Agreement contained certain financial covenants, including a minimum excess availability of not less than $5.0 million.

The Company’s obligations under the DIP ABL Facility were secured by a first-priority security interest in substantially all tangible and intangible assets of the Company and all of its current domestic and Canadian subsidiaries, subject to, among other things, customary bankruptcy-related exceptions including certain carve-outs for administrative and professional fee payments arising in connection with the Chapter 11 Cases.

Exit ABL Facility

On the Plan Effective Date, pursuant to the Plan, the Company entered into the Exit Loan and Security Agreement with White Oak Commercial Finance, LLC, as agent, and the lenders from time to time party thereto, and on the terms and subject to the conditions set forth therein, each DIP Lender exchanged and converted on a cashless basis all of its loans under the DIP Loan and Security Agreement for loans under the Exit Loan and Security Agreement.

A portion of the Exit ABL Facility not in excess of $5.0 million is available for the issuance of standby letters of credit. The Company Parties’ obligations under the Exit ABL Facility are secured by a first-priority security interest in substantially all of their tangible and intangible assets, including all machinery and equipment, and are guaranteed by certain of the Company’s existing and future domestic and Canadian subsidiaries.

The Exit Loan and Security Agreement provides for a first priority senior secured asset-based revolving credit facility consisting of $135.0 million in aggregate principal amount of revolving credit commitments. A portion of the Exit ABL Facility not in excess of $5.0 million is available for the issuance of standby letters of credit. The Company’s obligations under the Exit ABL Facility are secured by a first-priority security interest in substantially all of the Company’s tangible and intangible assets, including all machinery and equipment, and are guaranteed by certain of the Company’s existing and future domestic and Canadian subsidiaries.

Borrowings under the Exit ABL Facility are subject to a borrowing base. The outstanding balance of the borrowings under the Exit ABL Facility may not exceed in the aggregate at any time the lesser of (i) $135.0 million (the “Exit Maximum Revolving Facility Amount”) reduced by certain customary reserves and (ii) the borrowing base, which is calculated on the basis of eligible accounts, inventory, machinery and equipment, and, at the Company Parties’ election, certain real property assets of the Company Parties. In particular, the borrowing base is equal to (a)92.5% of the aggregate amount of eligible U.S.

and Canadian billed accounts receivable, plus (b) the lesser of (x)85% of the aggregate amount of eligible U.S. and Canadian unbilled accounts receivable and (y) $6 million, plus (c) the lesser of (“Foreign Accounts Availability”) (x)50% of the aggregate amount of eligible billed non-U.S. and non-Canadian accounts receivable and (y) $3 million, plus (d) the lower of cost or market value of eligible inventory, multiplied by the lesser of (x)70% and (y)85% of the appraised net orderly liquidation value divided by the book value in respect of such inventory, and, in the case of inventory constituting raw materials, not to exceed a maximum sublimit of $1 million, plus (e) the lesser of (“SOFA Availability”) (x) $10 million and (y) an amount equal to 10% of the borrowing base, plus (f) the lesser of (x) the sum of (1) up to 75% of the net orderly liquidation value of eligible machinery and equipment (“M&E Availability”) plus (2) up to 75% of the fair market value of eligible real property owned by certain of the Company Parties (“Real Property Availability”) and (y) $30 million (which amount shall be permanently reduced on a yearly basis based on a 5-year straight line amortization), minus (g) the aggregate amount of reserves, if any, established by the agent under the Exit Loan and Security Agreement. The Real Property Availability is subject to the Company Parties’ election, at their option, to enter into mortgages from time to time in favor of the agent and lenders under the Exit Loan and Security Agreement with respect to their eligible real property assets as well as the satisfaction of other customary eligibility criteria with respect thereto.

Borrowings under the Exit ABL Facility bear interest at a per annum rate equal to the term-specific SOFR for an interest period of one month, subject to a 1.50% floor, plus an applicable margin ranging from 3.50% to 4.00%, depending on the Company’s fixed charge coverage ratio, subject to an additional margin of 0.50% with respect to any revolving loans or letters of credit utilizing any of M&E Availability, Real Property Availability, SOFA Availability, and/or Foreign Accounts Availability.

The maturity date of the Exit ABL Facility is three years after the Plan Effective Date, subject to earlier termination upon the occurrence of certain events specified in the Exit Loan and Security Agreement. The proceeds of the Exit ABL Facility have been used for (i) working capital and general corporate purposes of the Company Parties, (ii) costs and expenses related to the Exit ABL Facility, and (iii) refinancing of all obligations under the DIP ABL Facility.

The Exit Loan and Security Agreement contains certain representations and warranties, events of default, and various affirmative and negative covenants that are customary for asset-based credit facilities of this type, including financial reporting requirements and limitations on indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of assets, dividends and other restricted payments, and investments (including acquisitions). In addition, the Exit Loan and Security Agreement contains certain financial covenants, including a minimum excess availability of not less than $5.0 million and a minimum fixed charge coverage ratio of 1.10 to 1.00 that will be tested when the excess availability under the Exit ABL Facility is less than the lesser of (a)7.5% of the lesser of (x) the Exit Maximum Revolving Facility Amount minus reserves and (y) the borrowing base and (b) $9.0 million, which minimum fixed charge coverage ratio would apply until the excess availability is greater than or equal to such threshold for a period of 30 consecutive days.

The Company was in compliance with all covenants contained in the Exit ABL Facility at March 31, 2026.

At March 31, 2026, the Company had $90.4 million outstanding borrowings under the Exit ABL Facility, and its availability under the Exit ABL Facility was approximately $35.7 million. On April 28, 2026, the Company borrowed an additional $5.0 million under the Exit ABL Facility.

Short-Term Debt

From time to time, the Company renews certain insurance policies and finances the premium for its excess policy. The outstanding balance on these premiums was $4.0 million and $6.3 million at March 31, 2026 and December 31, 2025, respectively.

Fair Value of Debt Instruments

The estimated fair value of the Company’s debt obligations at March 31, 2026 and December 31, 2025 was as follows:

SuccessorPredecessor
March 31, 2026December 31, 2025
(in thousands)(in thousands)
2028 Notes$—$91,010
Prepetition ABL Facility$—$63,311
Exit ABL Facility$90,439$—
Short-term debt$3,978$6,310

The fair value of the 2028 Notes, Prepetition ABL Facility, Exit ABL Facility, and short-term debt is classified as Level 2 in the fair value hierarchy. The fair value of the 2028 Notes is established based on observable inputs in less active markets. The fair value of the Prepetition ABL Facility, Exit ABL Facility, and short-term debt approximates their carrying value.

  1. Related Party Transactions

The Company leases office space, yard facilities, and equipment and purchases building maintenance and repair services from entities owned by David Crombie, an executive officer of the Company. Total lease expense and building maintenance and repair expense associated with these entities was $0.1 million, $0.1 million, and $0.2 million for the 2026 Successor Period, the 2026 Predecessor Period, and the 2025 Predecessor Period, respectively. The Company also purchased $0.4 million, $0.8 million, and $0.8 million of products and services for the 2026 Successor Period, the 2026 Predecessor Period, and the 2025 Predecessor Period, respectively, from an entity in which Mr. Crombie is a limited partner. There were outstanding payables due to entities associated with Mr. Crombie of $0.9 million and $0.1 million at March 31, 2026 and December 31, 2025, respectively.

Ann G. Fox, President and Chief Executive Officer and a director of the Company, is a director of Devon Energy Corporation (“Devon”). The Company generated revenue from Devon of $0.1 million, $0.1 million, and $0.3 million for the 2026 Successor Period, the 2026 Predecessor Period, and the 2025 Predecessor Period, respectively. There were outstanding receivables due from Devon of $0.1 million at both March 31, 2026 and December 31, 2025.

The Company provides products and services to Crescent Energy Company (“Crescent”), where one of the Company’s directors serves as the Chief Operating Officer. The Company generated revenue from Crescent of $0.5 million, $0.9 million, and $2.7 million for the 2026 Successor Period, the 2026 Predecessor Period, and the 2025 Predecessor Period, respectively. There were outstanding receivables due from Crescent of $0.5 million and $0.3 million at March 31, 2026 and December 31, 2025, respectively.

  1. Commitments and Contingencies

Litigation

The Company records accruals related to litigation and other legal proceedings when they are either known or considered probable and can be reasonably estimated. Legal proceedings are inherently unpredictable and subject to significant uncertainties, and significant judgment is required to determine both probability and the estimated amount. Some of these uncertainties include the stage of litigation, available facts, uncertainty as to the outcome of any legal proceedings or settlement discussions, and any novel legal issues presented. Because of such uncertainties, accruals are based on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability related to pending litigation.

From time to time, the Company has various claims, lawsuits, and administrative proceedings that are pending or threatened with respect to personal injury, workers’ compensation, contractual matters, and other matters. Although no assurance can be given with respect to the outcome of these claims, lawsuits, or proceedings or the effect such outcomes may have, the Company believes any ultimate liability resulting from the outcome of such claims, lawsuits, or administrative proceedings, to the extent not otherwise provided for or covered by insurance, will not have a material adverse effect on its business, operating results, or financial condition.

On April 18, 2020, the Company was named as a defendant in a patent infringement lawsuit regarding its Breakthru

Casing Flotation Device. On January 18, 2022, the Company received an adverse judgment in this matter. The Company has posted a $2.5 million letter of credit representing the judgment amount and deferred royalties from the judgment date through March 31, 2026. While the Company believes it is probable that it will prevail on appeal resulting inno liability, in the event the Company does not prevail on appeal, the Company will be liable for the aggregate letter of credit posted through the date of appeal plus any future royalties awarded.

However, due to the inherent uncertainties of litigation, the Company is unable to determine the exact amount of any potential loss at this time, and thus, no accrual has been made for this matter in the Company’s condensed consolidated financial statements. The Company will continue to monitor the progress of this litigation and will adjust its accrual as necessary if and when additional information becomes available.

Self-insurance

The Company uses a combination of third-party insurance and self-insurance for health insurance claims. The self-insured liability represents an estimate of the undiscounted ultimate cost of uninsured claims incurred as of the balance sheet date. The estimate is based on an analysis of trailing months of incurred medical claims to project the amount of incurred but not reported claims liability. The estimated liability for self-insured medical claims was $1.6 million and $2.0 million at March 31, 2026 and December 31, 2025, respectively, and is included under the caption “Accrued expenses” in the Company’s Condensed Consolidated Balance Sheets.

Although the Company does not expect the amounts ultimately paid to differ significantly from the estimates, the self-insurance liability could be affected if future claims experience differs significantly from historical trends and actuarial assumptions.

Contingent Liabilities

On October 1, 2018, pursuant to the terms and conditions of a Securities Purchase Agreement (the “Frac Tech Purchase Agreement”), the Company acquired Frac Technology AS (“Frac Tech”), a Norwegian private limited company focused on the development of downhole technology, including a casing flotation tool and a number of patented downhole completion tools. The Frac Tech Purchase Agreement, as amended, includes, among other things, the potential for additional future payments, based on certain Frac Tech revenue metrics through December 31, 2025 (the “Frac Tech Earnout”). Final payment associated with the Frac Tech Earnout was made in the 2026 Predecessor Period.

The Company’s contingent liability (Level 3) associated with the Frac Tech Earnout (in thousands) at March 31, 2026 and 2025 was as follows:

Balance at December 31, 2024 (Predecessor)$719
Revaluation adjustments25
Payments(223)
Balance at March 31, 2025 (Predecessor)$521
Balance at December 31, 2025 (Predecessor)$188
Revaluation adjustments—
Payments(188)
Balance at March 5, 2026 (Predecessor)$—
Balance at March 6, 2026 (Successor)$—
Revaluation adjustments—
Payments—
Balance at March 31, 2026 (Successor)$—

All contingent liabilities that relate to contingent consideration are reported at fair value, based on a Monte Carlo simulation model. Significant inputs used in the fair value measurement include forecasted sales of the plugs, terms of the agreement, a risk-adjusted discount factor, and a credit-adjusted rate.

Contingent liabilities include $0.0 million and $0.2 million reported in “Accrued expenses” at March 31, 2026 and December 31, 2025, respectively, and $0.0 million and $0.0 million reported in “Other long-term liabilities” at March 31, 2026 and December 31, 2025, respectively, in the Company’s Condensed Consolidated Balance Sheets. The impact of the revaluation adjustments is included in the Company’s Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

  1. Taxes

Plan Effective Date

As part of the Chapter 11 Cases, the Company’s prepetition funded debt was extinguished. The Internal Revenue Code of 1986, as amended (the “Code”), provides that a debtor in a bankruptcy case may exclude cancellation of debt income (“CODI”) from taxable income but must reduce certain of its tax attributes by the amount of any CODI realized as a result of the consummation of a plan of reorganization. The amount of the Company’s CODI was estimated to be $171.3 million. As a result, the Company’s current U.S. federal net operating loss (“NOL”) and loss carryforwards will be reduced by this amount. The reductions in NOL carryforwards for the CODI are expected to be fully offset by a corresponding decrease to the Company’s valuation allowance. Some states have similar rules for attribute reduction, which will result in the reduction of certain of the Company’s state NOL carryforwards. The reductions in state NOL carryforwards are also expected to be fully offset by a corresponding decrease in the Company’s state valuation allowance.

As a result of the emergence from bankruptcy, on the Plan Effective Date, the Company experienced an ownership change under Section 382 of the Code (“Section 382”), which is anticipated to subject certain remaining tax attributes to an annual limitation under Section 382.

As of the Plan Effective Date, the Company had recorded a full valuation allowance against its net deferred tax assets and continued to record a full valuation allowance as of March 31, 2026.

Provision (Benefit) for Income Taxes

The Company’s provision (benefit) for income taxes included in its Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) was as follows:

Successor · Predecessor
Period from March 6, 2026 through March 31, 2026Period from January 1, 2026 through March 5, 2026Three Months Ended March 31, 2025
(in thousands, except percentages) · (in thousands, except percentages)
Provision (benefit) for income taxes$(91)$109$115
Effective tax rate6.8%0.1%(1.7)%

The income tax provision recorded for the 2026 Predecessor Period was determined based on actual results for the period, including those resulting from reorganization adjustments and fresh start accounting. Any changes to deferred tax assets and liabilities for the 2026 Predecessor Period (whether resulting from reorganization adjustments, fresh start adjustments or otherwise) were fully offset with a corresponding adjustment to valuation allowance. The resulting tax provision for the 2026 Predecessor Period was primarily attributed to state and non-U.S. income taxes.

The effective tax rate for interim periods is determined using an annualized effective tax rate (“AETR”), adjusted for discrete items. For the 2026 Successor Period, the Company estimated its AETR in recording its interim income tax provision for the various jurisdictions in which it operates. The application of the AETR to the 2026 Successor Period resulted in a tax benefit, primarily attributed to state and non-U.S. income taxes.

  1. Earnings (Loss) Per Share

Basic and Diluted Earnings Per Share

Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding for the period. Diluted earnings (loss) per share is based on the weighted average number of shares outstanding for the period, including the dilutive effect of equity awards.

Basic and diluted earnings (loss) per stock was computed as follows:

Predecessor
Three Months Ended March 31, 2025
Net LossAverage Shares OutstandingLoss Per Share
(in thousands, except share and per share amounts)
Basic$(7,061)40,164,443$(0.18)
Unvested restricted stock———
Diluted$(7,061)40,164,443$(0.18)
Predecessor
Period from January 1, 2026 through March 5, 2026
Net IncomeAverage Shares OutstandingIncome Per Share
(in thousands, except share and per share amounts)
Basic$107,87940,650,388$2.65
Unvested restricted stock—8,872—
Diluted$107,87940,659,260$2.65
Successor
Period from March 6, 2026 through March 31, 2026
Net LossAverage Shares OutstandingLoss Per Share
(in thousands, except share and per share amounts)
Basic$(1,253)13,949,990$(0.09)
Unvested restricted stock———
Diluted$(1,253)13,949,990$(0.09)

When the Company experiences a net loss, the diluted earnings (loss) per share calculation excludes all stock options, unvested restricted stock, and unvested restricted stock units because their inclusion would be anti-dilutive. For the 2026 Successor Period, the Company was in a net loss position but hadno antidilutive securities. For the 2025 Predecessor Period, the Company had 103,289 antidilutive securities.

Share Capital

As discussed in Note 1 – Company and Organization, on the Plan Effective Date and pursuant to the terms of the Plan, all of the Company’s currently existing common stock was canceled. On the Plan Effective Date, the Company issued 100% of a single class of common equity interests to the holders of the 2028 Notes at a rate of 46.5 shares of new common stock for each $1,000 of 2028 Notes (for a total of 13,949,990 shares of new common stock), and the 2028 Notes were cancelled.

  1. Segment Information

The Company operates asone reportable segment, known as Completions Solutions. The Completions Solutions segment provides services and products integral to the completion of unconventional wells through a full range of tools and methodologies. These services and products are similar in purpose and end use by focusing on preparing and enabling a well to produce oil and gas and must be completed in order for a well to begin producing hydrocarbons. These services are also impacted by similar economic drivers, such as current and future expectations of oil and natural gas prices and hydrocarbon demand, and are complementary in nature in the successful completion phase of a well.

The Company evaluates the performance of the Completions Solutions segment based on consolidated net income (loss). Consolidated net income (loss) is determined in accordance with the measurement principles most consistent with consolidated financial statements and is representative of the manner in which the Company’s chief operating decision maker (the “CODM”) and its Board of Directors view the business, manage liquidity, allocate capital resources, and make operational decisions for the Company. The CODM also uses consolidated net income (loss) to monitor budget versus actual results, perform variance analysis of current results to prior period results, and forecast future performance. The Company considers the CODM to be its Chief Executive Officer. The reported segment revenue, segment profit or loss, significant segment expenses, and other segment items (gain or loss on revaluation of contingent liability, gain or loss on sale of property and equipment, interest income, and other income) are the same as the consolidated results disclosed in the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). The CODM reviews total assets on a consolidated basis as disclosed in the Condensed Consolidated Balance Sheets and capital expenditures on a consolidated basis.

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