RPC INC

Previous wording

The discussion of our key business and financial strategies set forth under the Overview section in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2023, is incorporated herein by reference. In 2024, the Company’s strategy of utilizing equipment in unconventional basins has continued. During the six months ended June 30, 2024, capital expenditures totaled $129.2 million, primarily for capitalized maintenance and upgrades of our existing equipment, coupled with a new Tier 4 dual-fuel fleet that was placed into service during the second quarter of 2024. We currently expect capital expenditures to be between $200 million and $250 million during 2024 and to be directed primarily towards capitalized maintenance of our existing equipment and selected growth opportunities.

Current wording

The discussion of our key business and financial strategies set forth under the Overview section in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2023, is incorporated herein by reference.

Previous wording

Income before income taxes was $39.4 million for the three months ended June 30, 2024, compared to $85.6 million during the same period of 2023. Diluted earnings per share were $0.15 for the three months ended June 30, 2024, compared to $0.30 per share in the same period of 2023. Net cash provided by operating activities increased to $184.5 million for the six months ended June 30, 2024, compared to $177.6 million in the same period of 2023 primarily due to favorable changes in working capital due primarily to a $52.8 million federal tax refund received during the second quarter of 2024, partially offset by a decrease in net income during the first six months of 2024 compared to the same period in the prior year.

Current wording

Net cash provided by operating activities decreased to $255.2 million for the nine months ended September 30, 2024, compared to $299.1 million in the same period of 2023 primarily due to a decrease in net income during the first nine months of 2024 compared to the same period in the prior year, partially offset by favorable changes in working capital due primarily to a $52.8 million federal tax refund received during the second quarter of 2024.

Previous wording

The majority of the U.S. domestic rig count remains directed towards oil. During the second quarter of 2024, approximately 82% of the U.S. domestic rig count was directed towards oil, slightly above the prior year. We believe that oil-directed drilling will remain the majority of domestic drilling, and that natural gas-directed drilling will remain a low percentage of U.S. domestic drilling in the near term. However, we believe that natural gas-directed drilling will increase in the future because of favorable long-term market dynamics. This projected higher demand for natural gas should drive increased activity in most of the basins in which RPC operates.

Current wording

The majority of the U.S. domestic rig count remains directed towards oil. During the third quarter of 2024, approximately 82% of the U.S. domestic rig count was directed towards oil, slightly above the prior year. We believe that oil-directed drilling will remain the majority of domestic drilling, and that natural gas-directed drilling will remain a low percentage of U.S. domestic drilling in the near term. However, we believe that natural gas-directed drilling will increase over time because of favorable long-term market dynamics. This projected higher demand for natural gas should drive increased activity in several of the basins in which RPC operates.

Previous wording

We have selectively upgraded our existing equipment to operate using multiple fuel sources and to take advantage of advances in technology and data collection. RPC continues to maintain and upgrade our current fleet capacity of revenue-producing equipment. We intend to remain highly disciplined about investing in new incremental revenue-producing equipment capacity and will only make such investments if we believe the projected financial returns of such capital expenditures meet our financial return criteria. Furthermore, the Company does not intend to add incremental pressure pumping capacity to the industry given the oversupplied nature of oilfield services mentioned above. The Company is allocating capital to maintain the capacity of our pressure pumping fleet to offset anticipated future fleet retirements and is evaluating future investments and options to further transition our asset base toward dual-fuel or electric equipment. During the second quarter of 2024, the Company replaced a Tier 2 diesel fleet with a new Tier 4 dual-fuel fleet.

Current wording

We have selectively upgraded our existing equipment to operate using multiple fuel sources and to take advantage of advances in technology and data collection. RPC continues to maintain and upgrade our current fleet capacity of revenue-producing equipment. We intend to remain highly disciplined about investing in new incremental revenue-producing equipment capacity and will only make such investments if we believe the projected financial returns of such capital expenditures meet our financial return criteria. Furthermore, the Company does not intend to add incremental pressure pumping capacity to the industry given the oversupplied nature of oilfield services mentioned above. The Company is allocating capital to maintain the capacity of our pressure pumping fleet to offset anticipated future fleet retirements and is evaluating future investments and options to further transition our asset base toward dual-fuel or electric equipment. During the nine months ended September 30, 2024, capital expenditures totaled $179.5 million, primarily for capitalized maintenance and upgrades of our existing equipment, coupled with a new Tier 4 dual-fuel fleet that was placed into service during the second quarter of 2024. We currently expect capital expenditures to be between $200 million and $250 million during 2024 and to be directed primarily towards capitalized maintenance of our existing equipment and selected growth opportunities.

Previous wording

During the second quarter of 2024, total revenues of $364.2 million decreased by $51.7 million or 12.4% compared to the same period in the prior year. The decrease in revenues is primarily due to lower pressure pumping activity levels and more competitive pricing, partially offset by revenues from the Company’s acquisition of Spinnaker. Pressure pumping remains highly competitive. Management believes the industry continues to be over-supplied, with frac fleets from gassy basins moving into the Permian over the past year and efficiency gains that are consistently adding pump hour capacity to the industry. These challenges have resulted in lower activity, asset utilization, and lower pricing. International revenues represented 2.9% of total revenues in the second quarter of 2024 compared to 1.5% in the same period of the prior year. We believe that international revenues will continue to be less than ten percent of RPC’s consolidated revenues in the foreseeable future.

Current wording

*Revenues.*Revenues of $337.7 million for the three months ended September 30, 2024, increased 2.2% compared to the three months ended September 30, 2023. The increase in revenues is primarily due to higher pressure pumping activity levels compared to a particularly soft year-ago quarter. Pressure pumping remains highly competitive. Management believes the industry continues to be over-supplied, with frac fleets from gassy basins moving into the Permian over the past year and efficiency gains that are consistently adding pump hour capacity to the industry. These challenges have recently resulted in activity, asset utilization, and pricing trending lower. International revenues represented 3.2% of total revenues in the third quarter of 2024 compared to 2.2% in the same period of the prior year. We believe that international revenues will continue to be less than ten percent of RPC’s consolidated revenues in the foreseeable future.

Previous wording

During the second quarter of 2024, the average price of oil was 11.2% higher but the average price of natural gas was 4.2% lower, both as compared to the same period in the prior year. The average domestic rig count (Source: Baker Hughes, Inc.) for the three months ended June 30, 2024, was 16.1% lower than the same period in 2023.

Current wording

During the third quarter of 2024, the average price of oil was 6.8% lower and the average price of natural gas was 18.9% lower, both as compared to the same period in the prior year. The average domestic rig count (Source: Baker Hughes, Inc.) for the three months ended September 30, 2024, was 9.7% lower than the same period in 2023.

Previous wording

The Technical Services segment revenues for the second quarter of 2024 decreased by 12.4% compared to the same period of the prior year due primarily to a decrease in Pressure Pumping revenues due to lower industry activity and more competitive pricing, partially offset by financial results from the Company’s recent acquisition of Spinnaker. Technical Services reported operating income of $30.2 million during the second quarter of 2024 compared to operating income of $77.0 million in the second quarter of 2023. The decrease in Technical Services operating income was primarily due to lower activity levels and pricing in pressure pumping, and the related negative leverage of fixed costs, particularly labor. Support Services segment revenues for the second quarter of 2024 decreased by 12.3% compared to the same period in the prior year, primarily due to lower activity levels within rental tools. Support Services reported operating income of $4.4 million for the second quarter of 2024 compared to operating income of $7.9 million for the second quarter of 2023. Second quarter 2024 Support Services operating profit decreased by $3.5 million compared to the second quarter of the prior year due to lower activity levels and lower revenues over costs that are relatively fixed during the short term.

Current wording

The Technical Services segment revenues for the third quarter of 2024 increased by 3.4% compared to the same period of the prior year due primarily to an increase in Pressure Pumping revenues, partially offset by lower coiled tubing revenues. Technical Services reported operating income of $16.3 million during the third quarter of 2024 compared to operating income of $18.9 million in the third quarter of 2023. The decrease in Technical Services operating income was primarily due to lower pricing in pressure pumping and several other service lines, as well as lower activity levels in coiled tubing. Support Services segment revenues for the third quarter of 2024 decreased by 11.7% compared to the same period in the prior year, primarily due to lower activity levels within rental tools. Support Services reported operating income of $5.3 million for the third quarter of 2024 compared to operating income of $6.9 million for the third quarter of 2023. Third quarter 2024 Support Services operating profit decreased by $1.6 million compared to the third quarter of the prior year due to lower activity levels and lower revenues over costs that are relatively fixed during the short term.

Previous wording

*Cost of revenues.*Cost of revenues decreased 1.3% to $262.3 million for the three months ended June 30, 2024, compared to $265.8 million for the three months ended June 30, 2023. Cost of revenues decreased primarily due to reduced expenses consistent with lower activity levels, such as materials and supplies expenses, maintenance and repairs expenses and fuel costs. These costs decreased less than the revenue decrease given the fixed nature of some of these costs, including labor, and the timing of maintenance and repairs. In accordance with Staff Accounting Bulletin (SAB) Topic 11.B, cost of revenues presented on the Consolidated Statements of Operations excludes depreciation and amortization totaling $29.5 million for the second quarter of 2024 compared to $23.9 million for the second quarter of 2023.

Current wording

*Cost of revenues.*Cost of revenues increased 3.5% to $247.5 million for the three months ended September 30, 2024, compared to $239.1 million for the three months ended September 30, 2023. Cost of revenues increased primarily due to an increase in expenses consistent with higher activity levels, such as materials and supplies expenses and maintenance and repairs expenses. These costs increased slightly more than the revenue increase given the fixed nature of some of these costs, including labor, and the timing of maintenance and repairs. In accordance with Staff Accounting Bulletin (SAB) Topic 11.B, cost of revenues presented on the Consolidated Statements of Operations excludes depreciation and amortization totaling $31.8 million for the third quarter of 2024 compared to $25.6 million for the third quarter of 2023.

Previous wording

*Depreciation and amortization.*Depreciation and amortization increased 23.4% to $32.3 million for the three months ended June 30, 2024, compared to $26.2 million for the three months ended June 30, 2023. Depreciation and amortization increased due to capital expenditures in the past year, coupled with additional depreciation from the acquisition of Spinnaker.

Current wording

*Depreciation and amortization.*Depreciation and amortization increased 23.4% to $35.0 million for the three months ended September 30, 2024, compared to $28.4 million for the three months ended September 30, 2023. Depreciation and amortization increased due to capital expenditures in the past year.

Previous wording

Gain on disposition of assets, net. Gain on disposition of assets, net was $4.6 million for the six months ended June 30, 2024, compared to a gain on disposition of assets, net of $6.0 million for the six months ended June 30, 2023. The gain on disposition of assets, net is generally comprised of gains and losses related to various property and equipment dispositions or sales to customers of lost or damaged rental equipment.

Current wording

Gain on disposition of assets, net. Gain on disposition of assets, net was $1.8 million for both the three months ended September 30, 2024, and for the three months ended September 30, 2023. The gain on disposition of assets, net is generally comprised of gains and losses related to various property and equipment dispositions or sales to customers of lost or damaged rental equipment.

Previous wording

*Other income, net.*Other income, net was $732 thousand for the three months ended June 30, 2024, compared to $631 thousand for the same period in the prior year.

Current wording

*Other income, net.*Other income, net was $1.0 million for the three months ended September 30, 2024, compared to $804 thousand for the same period in the prior year.

Previous wording

*Interest expense and interest income.*Interest expense increased to $99 thousand for the three months ended June 30, 2024, compared to $73 thousand for the three months ended June 30, 2023. Interest expense includes facility fees on the unused portion of the credit facility and the amortization of loan costs. Interest income increased to $3.3 million compared to $2.7 million in the prior year due to a higher average cash balance coupled with higher investment yields.

Current wording

*Interest expense and interest income.*Interest expense increased to $261 thousand for the three months ended September 30, 2024, compared to $101 thousand for the three months ended September 30, 2023. Interest expense includes facility fees on the unused portion of the credit facility and the amortization of loan costs. Interest income increased to $3.5 million compared to $1.5 million in the prior year due to a higher average cash balance.

Previous wording

Income tax provision. Income tax provision was $7.0 million during the three months ended June 30, 2024, compared to $20.6 million tax provision for the same period in 2023. The effective tax rate was 17.8% for the three months ended June 30, 2024,

Current wording

Income tax provision. Income tax provision was $4.7 million during the three months ended September 30, 2024, compared to $6.5 million for the same period in 2023. The effective tax rate was 19.9% for the three months ended September 30, 2024, compared to 26.3% for the three months ended September 30, 2023. The decrease in the 2024 effective tax rate is primarily due to a favorable change in permanent adjustments and favorable discrete adjustments, mainly resulting from provision to tax return entries.

Previous wording

*Revenues.*Revenues of $742.0 million for the six months ended June 30, 2024, decreased 16.9% compared to the six months ended June 30, 2023. The decrease in revenues is primarily due to lower industry activity levels across service lines and competitive pricing, partially offset by financial results from the Company’s recent acquisition of Spinnaker.

Current wording

*Revenues.*Revenues of $1.1 billion for the nine months ended September 30, 2024, decreased 11.7% compared to the nine months ended September 30, 2023. The decrease in revenues is primarily due to lower industry activity levels across service lines and competitive pricing.

Previous wording

During the first six months of 2024, the average price of oil was 6.5% higher but the average price of natural gas was 12.4% lower, both as compared to the same period in the prior year. The average domestic rig count (Source: Baker Hughes, Inc.) for the six months ended June 30, 2024, was 17.2% lower than the same period in 2023.

Current wording

During the first nine months of 2024, the average price of oil was 1.8% higher but the average price of natural gas was 14.6% lower, both as compared to the same period in the prior year. The average domestic rig count (Source: Baker Hughes, Inc.) for the nine months ended September 30, 2024, was 14.8% lower than the same period in 2023.

Previous wording

The Technical Services segment revenues for the first six months of 2024 decreased by 17.1% compared to the same period of the prior year due primarily to a decrease in Pressure Pumping revenues, as well as most other service lines, due to lower industry activity and more competitive pricing, partially offset by financial results from the Company’s recent acquisition of Spinnaker. Technical Services reported operating income of $62.2 million during the first six months of 2024 compared to operating income of $180.6 million during the first six months of 2023. The decrease in Technical Services operating income was primarily due to a decrease in pressure pumping activity, competitive pricing and reduced fixed cost absorption. Support Services segment revenues for the first six months of 2024 decreased by 12.7% compared to the same period in the prior year, primarily due to lower activity levels within rental tools. Support Services reported operating income of $8.0 million for the first six months of 2024 compared to operating income of $14.6 million for the first six months of 2023. Support Services operating profit for the first six months of 2024 decreased by $6.6 million compared to the first six months of the prior year due to lower activity levels and lower revenues over costs that are relatively fixed during the short term.

Current wording

The Technical Services segment revenues for the first nine months of 2024 decreased by 11.7% compared to the same period of the prior year due primarily to a decrease in Pressure Pumping revenues, as well as most other service lines, due to lower industry activity and more competitive pricing. Technical Services reported operating income of $78.5 million during the first nine months of 2024 compared to operating income of $199.5 million during the first nine months of 2023. The decrease in Technical Services operating income was primarily due to a decrease in pressure pumping activity, competitive pricing and reduced fixed cost absorption. Support Services segment revenues for the first nine months of 2024 decreased by 12.3% compared to the same period in the prior year, primarily due to lower activity levels within rental tools. Support Services reported operating income of $13.3 million for the first nine months of 2024 compared to operating income of $21.4 million for the first nine months of 2023. Support Services operating profit for the first nine months of 2024 decreased by $8.1 million compared to the first nine months of the prior year due to lower activity levels and lower revenues over costs that are relatively fixed during the short term.

Previous wording

*Cost of revenues.*Cost of revenues decreased 5.6% to $538.9 million for the six months ended June 30, 2024, compared to $571.0 million for the six months ended June 30, 2023. Cost of revenues decreased primarily due to reduced expenses consistent with lower activity levels, such as materials and supplies expenses, maintenance and repairs expenses and fuel costs. These costs decreased less than the revenue decrease given the fixed nature of some of these costs, including labor, and the timing of maintenance and repairs. In accordance with Staff Accounting Bulletin (SAB) Topic 11.B, cost of revenues presented on the Consolidated Statements of Operations excludes depreciation and amortization totaling $56.8 million for the first six months of 2024 compared to $45.7 million for the first six months of 2023.

Current wording

*Cost of revenues.*Cost of revenues decreased 2.9% to $786.4 million for the nine months ended September 30, 2024, compared to $810.1 million for the nine months ended September 30, 2023. Cost of revenues decreased primarily due to reduced expenses consistent with lower activity levels, such as materials and supplies expenses and maintenance and repairs expenses. These costs decreased less than the revenue decrease given the fixed nature of some of these costs, including labor, and the timing of maintenance and repairs. In accordance with Staff Accounting Bulletin (SAB) Topic 11.B, cost of revenues presented on the Consolidated Statements of Operations excludes depreciation and amortization totaling $88.7 million for the first nine months of 2024 compared to $71.2 million for the first nine months of 2023.

Previous wording

*Selling, general and administrative expenses.*Selling, general and administrative expenses decreased to $37.4 million for the three months ended June 30, 2024, compared to $43.6 million for the three months ended June 30, 2023, primarily due to a decrease in variable expenses consistent with lower activity levels, coupled with a decrease in legal-related costs due to the settlement of a vendor dispute in the second quarter of 2023, partially offset by operating expenses from the Spinnaker acquisition.

Current wording

*Selling, general and administrative expenses.*Selling, general and administrative expenses decreased to $115.2 million for the nine months ended September 30, 2024, compared to $127.8 million for the nine months ended September 30, 2023, primarily due to a decrease in variable expenses consistent with lower activity levels as well as incentive compensation.

Previous wording

*Depreciation and amortization.*Depreciation and amortization increased 23.9% to $62.3 million for the six months ended June 30, 2024, compared to $50.3 million for the six months ended June 30, 2023. Depreciation and amortization increased due to capital expenditures in the past year, coupled with additional depreciation from the acquisition of Spinnaker.

Current wording

*Depreciation and amortization.*Depreciation and amortization increased 23.8% to $97.4 million for the nine months ended September 30, 2024, compared to $78.7 million for the nine months ended September 30, 2023. Depreciation and amortization increased due to capital expenditures in the past year.

Previous wording

Gain on disposition of assets, net. Gain on disposition of assets, net was $3.3 million for the three months ended June 30, 2024, compared to a gain on disposition of assets, net of $3.0 million for the three months ended June 30, 2023. The gain on disposition of assets, net is generally comprised of gains and losses related to various property and equipment dispositions or sales to customers of lost or damaged rental equipment.

Current wording

Gain on disposition of assets, net. Gain on disposition of assets, net was $6.3 million for the nine months ended September 30, 2024, compared to a gain on disposition of assets, net of $7.7 million for the nine months ended September 30, 2023. The gain on disposition of assets, net is generally comprised of gains and losses related to various property and equipment dispositions or sales to customers of lost or damaged rental equipment.

Previous wording

*Other income, net.*Other income, net was $1.5 million for the six months ended June 30, 2024, compared to $1.4 million for the same period in the prior year.

Current wording

*Other income, net.*Other income, net was $2.5 million for the nine months ended September 30, 2024, compared to $2.2 million for the same period in the prior year.

Previous wording

*Interest expense and interest income.*Interest expense increased to $333 thousand for the six months ended June 30, 2024, compared to $145 thousand for the six months ended June 30, 2023. Interest expense includes facility fees on the unused portion of the credit facility and the amortization of loan costs. Interest income increased to $6.3 million compared to $4.6 million in the prior year due to a higher average cash balance coupled with higher investment yields.

Current wording

*Interest expense and interest income.*Interest expense increased to $594 thousand for the nine months ended September 30, 2024, compared to $246 thousand for the nine months ended September 30, 2023. Interest expense includes facility fees on the unused portion of the credit facility and the amortization of loan costs. Interest income increased to $9.8 million compared to $6.0 million in the prior year due to a higher average cash balance.

Previous wording

Income tax provision. Income tax provision was $15.4 million during the six months ended June 30, 2024, compared to $42.3 million tax provision for the same period in 2023. The effective provision rate was 20.5% for the six months ended June 30, 2024, compared to 23.6% effective provision rate for the six months ended June 30, 2023. The decrease in the 2024 effective tax rate is primarily due to favorable discrete adjustments resulting from the expiration of the applicable statute of limitations and interest on refunds received.

Current wording

Income tax provision. Income tax provision was $20.1 million during the nine months ended September 30, 2024, compared to $48.8 million for the same period in 2023. The effective provision rate was 20.3% for the nine months ended September 30, 2024, compared to 24.0% effective provision rate for the nine months ended September 30, 2023. The decrease in the 2024 effective tax rate is primarily due to a favorable change in permanent adjustments and favorable discrete adjustments, mainly resulting from provision to tax return entries, expiration of statute limitations, and interest on refunds received.

Previous wording

The Company’s cash and cash equivalents increased $38.2 million to $261.5 million as of June 30, 2024, compared to cash and cash equivalents of $223.3 million as of December 31, 2023.

Current wording

The Company’s cash and cash equivalents increased $53.6 million to $276.9 million as of September 30, 2024, compared to cash and cash equivalents of $223.3 million as of December 31, 2023.

Previous wording

The following table sets forth the historical cash flows for the six months ended June 30, 2024 and 2023:

Current wording

The following table sets forth the historical cash flows for the nine months ended September 30, 2024 and 2023:

Previous wording

Cash provided by operating activities for the six months ended June 30, 2024, increased by $6.9 million compared to the six months ended June 30, 2023, primarily due to favorable changes in working capital, partially offset by a decrease in net income. Change in working capital was a source of cash of $56.5 million in the six months ended June 30, 2024, compared to being a use of cash of $28.4 million in the same period last year. Change in working capital was a source of cash in the current quarter primarily due to the following: a decrease of $44.0 million in taxes receivable including a $52.8 million federal tax refund received during the second quarter of 2024, coupled with a $21.7 million decrease in accounts receivable, partially offset by an unfavorable change of $15.7 million in unearned revenue. The decrease in unearned revenue was due to the satisfaction of performance obligations that were associated with a customer cash prepayment we received in 2023. The changes in the other components were mainly due to the timing of payments and receipts.

Current wording

Cash provided by operating activities for the nine months ended September 30, 2024, decreased by $43.9 million compared to the nine months ended September 30, 2023, primarily due to a decrease in net income, partially offset by favorable changes in working capital. Change in working capital was a source of cash of $77.1 million in the nine months ended September 30, 2024, compared to $40.9 million in the same period last year. Changes in working capital during the nine months ended September 30, 2024, is comprised of the following: a decrease of $51.3 million in taxes receivable primarily due to a $52.8 million federal tax refund received during the second quarter of 2024, coupled with a $49.4 million decrease in accounts receivable, partially offset by an unfavorable change of $15.7 million in unearned revenue. The decrease in unearned revenue was due to the satisfaction of performance obligations that were associated with a customer cash prepayment we received in 2023. The changes in the other components were mainly due to the timing of payments and receipts.

Previous wording

Cash used for investing activities for the six months ended June 30, 2024, decreased by $55.9 million compared to the six months ended June 30, 2023, primarily due to the advance of cash to fund the purchase of Spinnaker on June 30, 2023, partially offset by an increase in capital expenditures primarily due to the timing of new equipment deliveries. Capital expenditures were $127.8 million for the six months ended June 30, 2024, compared to $104.5 million for the six months ended June 30, 2023.

Current wording

Cash used for investing activities for the nine months ended September 30, 2024, decreased by $49.7 million compared to the nine months ended September 30, 2023, primarily due to the purchase of Spinnaker during 2023, partially offset by an increase in capital expenditures primarily due to the timing of new equipment deliveries. Capital expenditures were $179.5 million for the nine months ended September 30, 2024, compared to $148.8 million for the nine months ended September 30, 2023.

Previous wording

Cash used for financing activities for the six months ended June 30, 2024, decreased by $1.3 million compared to the six months ended June 30, 2023, primarily due to a decrease in repurchases of the Company’s common shares in the open market.

Current wording

Cash used for financing activities for the nine months ended September 30, 2024, decreased by $2.3 million compared to the nine months ended September 30, 2023, primarily due to a decrease in repurchases of the Company’s common shares in the open market.

Previous wording

The Company currently has a $100.0 million revolving credit facility that matures in June 2027. The facility contains customary terms and conditions, including restrictions on indebtedness, dividend payments, business combinations and other related items. In the second quarter of 2023, the Company amended the revolving credit facility. Among other matters, the amendment (1) extends the

Current wording

The Company currently has a $100.0 million revolving credit facility that matures in June 2027. The facility contains customary terms and conditions, including restrictions on indebtedness, dividend payments, business combinations and other related items. In the third quarter of 2023, the Company amended the revolving credit facility. Among other matters, the amendment (1) extends the

Previous wording

termination date for revolving loans from July 26, 2024 to June 22, 2027, (2) replaces LIBOR with Term SOFR as an interest rate option in connection with revolving loan borrowings and reduces the applicable rate margins by approximately 0.25% at each pricing level, (3) introduces a 1.00% per annum floor for base rate borrowings, (4) permits the issuance of letters of credit in currencies other than U.S. dollars. As of June 30, 2024, RPC had no outstanding borrowings under the revolving credit facility, and letters of credit outstanding relating to self-insurance programs and contract bids totaled $16.4 million; therefore, a total of $83.6 million of the facility was available. The Company was in compliance with the credit facility financial covenants as of June 30, 2024. For additional information with respect to RPC’s facility, see the note titled Notes Payable to Banks of the Consolidated Financial Statements.

Current wording

termination date for revolving loans from July 26, 2024 to June 22, 2027, (2) replaces LIBOR with Term SOFR as an interest rate option in connection with revolving loan borrowings and reduces the applicable rate margins by approximately 0.25% at each pricing level, (3) introduces a 1.00% per annum floor for base rate borrowings, and (4) permits the issuance of letters of credit in currencies other than U.S. dollars. As of September 30, 2024, RPC had no outstanding borrowings under the revolving credit facility, and letters of credit outstanding relating to self-insurance programs and contract bids totaled $16.5 million; therefore, a total of $83.5 million of the facility was available. The Company was in compliance with the credit facility financial covenants as of September 30, 2024. For additional information with respect to RPC’s facility, see the note titled Notes Payable to Banks of the Consolidated Financial Statements.

Previous wording

The Company has ongoing sales and use tax audits in various jurisdictions subject to varying interpretations of statutes. The Company has recorded the exposure from these audits to the extent issues are resolved or are probable and reasonably estimable. There are issues that could result in unfavorable outcomes that cannot be currently estimated. See note of the Consolidated Financial Statements titled Commitments and Contingencies for additional information.

Current wording

The Company has ongoing sales and use tax audits in various jurisdictions subject to varying interpretations of statutes. The Company has recorded the exposure from these audits to the extent issues are resolved or are probable and reasonably estimable. These audits involve issues that could result in unfavorable outcomes that cannot be currently estimated. See note of the Consolidated Financial Statements titled Commitments and Contingencies for additional information.

Previous wording

The Company has a stock buyback program to repurchase up to 49,578,125 shares in the open market, including an additional 8,000,000 shares authorized for repurchase by the Board of Directors in the second quarter of 2023. As of June 30, 2024, 12,768,870 shares remained available to be repurchased. During the three months ended June 30, 2024, there were no shares repurchased by the Company in the open market. During the three months ended June 30, 2023, the Company repurchased 1,132,364 shares in the open market. The Company may repurchase outstanding common shares periodically based on market conditions and our capital allocation strategies considering restrictions under our credit facility. The stock buyback program does not have a predetermined expiration date. For additional information with respect to RPC’s stock buyback program, see note of the Consolidated Financial Statements titled Cash Paid for Common Stock Purchased and Retired.

Current wording

The Company has a stock buyback program to repurchase up to 49,578,125 shares in the open market, including an additional 8,000,000 shares authorized for repurchase by the Board of Directors in the second quarter of 2023. As of September 30, 2024, 12,768,870 shares remained available to be repurchased. During the three months ended September 30, 2024, there were no shares repurchased by the Company in the open market. During the three months ended September 30, 2023, the Company repurchased 136,692 shares in the open market. The Company may repurchase outstanding common shares periodically based on market conditions and our capital allocation strategies considering restrictions under our credit facility. The stock buyback program does not have a predetermined expiration date. For additional information with respect to RPC’s stock buyback program, see note of the Consolidated Financial Statements titled Cash Paid for Common Stock Purchased and Retired.

Previous wording

On July 23, 2024, the Board of Directors declared a regular quarterly cash dividend of $0.04 per share payable September 10, 2024, to common stockholders of record at the close of business on August 9, 2024. The Company expects to continue to pay cash dividends to common stockholders, subject to industry conditions and RPC’s earnings, financial condition, and other relevant factors.

Current wording

Also, on October 22, 2024, the Board of Directors declared a regular quarterly cash dividend of $0.04 per share payable December 10, 2024, to common stockholders of record at the close of business on November 11, 2024. The Company expects to continue to pay cash dividends to common stockholders, subject to industry conditions and RPC’s earnings, financial condition, and other relevant factors.

Previous wording

The Company purchases its equipment and materials from suppliers who provide competitive prices and employ skilled workers from competitive labor markets. If inflation in the general economy increases, the Company’s costs for equipment, materials and labor could increase as well. In addition, increases in activity in the domestic oilfield can cause upward wage pressures in the labor markets from which it hires employees, especially if employment in the general economy increases. Also, activity increases can cause supply disruptions and higher costs of certain materials and key equipment components used to provide services to the Company’s customers. In recent years, the price of labor and raw materials increased while labor shortages caused by the departure of skilled labor from the domestic oilfield industry in prior years. These cost increases moderated during 2023 but remain high by historical standards.

Current wording

The Company purchases its equipment and materials from suppliers who provide competitive prices and employ skilled workers from competitive labor markets. If inflation in the general economy increases, the Company’s costs for equipment, materials and labor could increase as well. In addition, increases in activity in the domestic oilfield can cause upward wage pressures in the labor markets from which it hires employees, especially if employment in the general economy increases. Also, activity increases can cause supply disruptions and higher costs of certain materials and key equipment components used to provide services to the Company’s customers. In recent years, the price of labor and raw materials increased while labor shortages caused by the departure of skilled labor from the domestic oilfield industry in prior years. These cost increases have moderated but remain high by historical standards.

Previous wording

In conjunction with the spin-off of its former power boat manufacturing segment conducted through Chaparral Boats, Inc., RPC and Marine Products Corporation (Marine Products) entered into various agreements that define the companies’ relationship. RPC charged Marine Products for its allocable share of administrative costs incurred for services rendered on behalf of Marine Products Corporation totaling $590 thousand for the six months ended June 30, 2024, and $526 thousand for the comparable period in 2023.

Current wording

In conjunction with the spin-off of its former power boat manufacturing segment conducted through Chaparral Boats, Inc., RPC and Marine Products Corporation (Marine Products) entered into various agreements that define the companies’ relationship. RPC charged Marine Products for its allocable share of administrative costs incurred for services rendered on behalf of Marine Products Corporation totaling $858 thousand for the nine months ended September 30, 2024, and $786 thousand for the comparable period in 2023.

Previous wording

The Company periodically purchases, in the ordinary course of business, products or services from suppliers that are owned by officers or significant stockholders of or affiliated with certain directors of RPC. The total amounts paid to these affiliated parties were $881 thousand for the six months ended June 30, 2024, and $1.1 million for the six months ended June 30, 2023.

Current wording

The Company periodically purchases, in the ordinary course of business, products or services from suppliers that are owned by officers or significant stockholders of or affiliated with certain directors of RPC. The total amounts paid to these affiliated parties were $1.3 million for both the nine months ended September 30, 2024, and the nine months ended September 30, 2023.

Previous wording

RPC and Marine Products own 50% each of a limited liability company called 255 RC, LLC that was created for the joint purchase and ownership of a corporate aircraft. RPC recorded certain net operating costs comprised of rent and an allocable share of fixed costs of $100 thousand for each of the six months ended June 30, 2024, and June 30, 2023.

Current wording

RPC and Marine Products own 50% each of a limited liability company called 255 RC, LLC that was created for the joint purchase and ownership of a corporate aircraft. RPC recorded certain net operating costs comprised of rent and an allocable share of fixed costs of $153 thousand for the nine months ended September 30, 2024 and $150 thousand for the comparable period in 2023.

Previous wording

Certain statements made in this report that are not historical facts are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “estimate,” “focus,” “plan,” and similar expressions generally identify forward-looking statements. Such forward-looking statements may include, without limitation, statements that relate to our business strategy, plans and objectives, and our beliefs and expectations regarding future demand for our equipment and services, trends in the industry, and other events and conditions that may influence the oilfield services market and our performance in the future. Forward-looking statements made elsewhere in this report include, without limitation, statements regarding: our ability to continue to monitor factors that impact current and expected customer activity levels, such as the prices of oil and natural gas, changes in pricing for our services and equipment, and utilization of our equipment and personnel; the effect of geopolitical factors such as political instability in the petroleum-producing regions of the world, the actions of the OPEC oil cartel, overall economic conditions and weather in the United States, the prices of oil and natural gas, and our customers’ drilling and production activities on our financial results; our strategy of utilizing equipment in unconventional basins; our expectation that capital expenditures will be between $200 million and $250 million during 2024 and our expectation that such expenditures will be directed primarily towards capitalized maintenance of our existing equipment and selected growth opportunities: our plans to continue to

Current wording

Certain statements made in this report that are not historical facts are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “estimate,” “focus,” “plan,” and similar expressions generally identify forward-looking statements. Such forward-looking statements may include, without limitation, statements that relate to our business strategy, plans and objectives, and our beliefs and expectations regarding future demand for our equipment and services, trends in the industry, and other events and conditions that may influence the oilfield services market and our performance in the future. Forward-looking statements made elsewhere in this report include, without limitation, statements regarding: our ability to continue to monitor factors that impact current and expected customer activity levels, such as the prices of oil and natural gas, changes in pricing for our services and equipment, and utilization of our equipment and personnel; the effect of geopolitical factors such as political instability in the petroleum-producing regions of the world, the actions of the OPEC oil cartel, overall economic conditions and weather in the United States, the prices of oil and natural gas, and our customers’ drilling and production activities on our financial results; our expectation that capital expenditures will be between $200 million and $250 million during 2024 and our expectation that such expenditures will be directed primarily towards capitalized maintenance of our existing equipment and

Previous wording

pursue international growth opportunities; our belief that international revenues will continue to be less than ten percent of our consolidated revenues in the foreseeable future; our belief that current and projected prices of oil, natural gas and natural gas liquids are important catalysts for U.S. domestic drilling activity and can be impacted by economic developments as well as geopolitical disruptions, such as the continuing conflicts in the Middle East as well as Russia and Ukraine; our belief that oil prices remain at or above levels sufficient to motivate our customers to maintain drilling and completion activities; our belief that the majority of the U.S. domestic rig count remains directed towards oil; our belief that oil-directed drilling will remain the majority of domestic drilling, and that natural gas-directed drilling will remain a low percentage of U.S. domestic drilling in the near term; our belief that natural gas-directed drilling will increase in the future because of favorable long-term market dynamics and our belief that this projected higher demand should drive increased activity in most of the basins in which we operate; our plans to continue to monitor the market for our services and the competitive environment including the current trends and expectations with regard to environmental concerns and related impact on our equipment fleets; our belief that the growing efficiency with which oilfield completion crews are providing services is a catalyst for the oversupplied nature of the oilfield services market and our evaluation that the market is so oversupplied; our plans to continue to maintain and upgrade our current fleet capacity of revenue-producing equipment; our plans to remain highly disciplined about adding new incremental revenue-producing equipment capacity and to make such investments only when we believe the projected financial returns of such capital expenditures meet our financial return criteria; our intent not to add incremental pressure pumping capacity to the industry given the oversupplied nature of oilfield services; our plans to allocate capital to maintain the capacity of our pressure pumping fleet to offset anticipated fleet retirements; the strength of our financial condition; our plans with respect to our stock buyback program; our belief that the liquidity provided by our existing cash and cash equivalents and our overall strong capitalization will provide sufficient liquidity to meet our requirements for at least the next twelve months; our belief that we will not need our revolving credit facility to meet our liquidity requirements; our expectations to continue to pay cash dividends to common stockholders, subject to industry conditions and our earnings, financial condition and other relevant factors; our belief that if inflation in the general economic increases, our costs for equipment, materials and labor could increase as well; our belief that increases in activity in the domestic oilfield …

Excerpt shortened here; the source contains the full paragraph.

Current wording

selected growth opportunities; our belief that international revenues will continue to be less than ten percent of our consolidated revenues in the foreseeable future; our belief that current and projected prices of oil, natural gas and natural gas liquids are important catalysts for U.S. domestic drilling activity and can be impacted by economic developments as well as geopolitical disruptions, such as the continuing conflicts in the Middle East as well as Russia and Ukraine; our belief that oil prices remain at or above levels sufficient to motivate our customers to maintain drilling and completion activities; our belief that the majority of the U.S. domestic rig count remains directed towards oil; our belief that oil-directed drilling will remain the majority of domestic drilling, and that natural gas-directed drilling will remain a low percentage of U.S. domestic drilling in the near term; our belief that natural gas-directed drilling will increase in the future because of favorable long-term market dynamics and our belief that this projected higher demand should drive increased activity in most of the basins in which we operate; our plans to continue to monitor the market for our services and the competitive environment including the current trends and expectations with regard to environmental concerns and related impact on our equipment fleets; our belief that the growing efficiency in recent years with which oilfield completion crews are providing services is a catalyst for the oversupplied nature of the oilfield services market; our plans to continue to maintain and upgrade our current fleet capacity of revenue-producing equipment; our plans to remain highly disciplined about investing in new incremental revenue-producing equipment capacity and to make such investments only when we believe the projected financial returns of such capital expenditures meet our financial return criteria; our intent not to add incremental pressure pumping capacity to the industry given the oversupplied nature of oilfield services; our plans to allocate capital to maintain the capacity of our pressure pumping fleet to offset anticipated fleet retirements and our evaluation of future investments and options to further transition our asset base toward dual-fuel or electric equipment; our belief that the industry continues to be over-supplied, with frac fleets from gassy basins moving into the Permian over the past year and efficiency gains that are consistently adding pump hour capacity to the industry; the strength of our financial condition; our plans with respect to our stock buyback program; our belief that the liquidity provided by our existing cash and cash equivalents and our overall strong capitalization will provide sufficient liquidity to meet our requirements for at least the next twelve months; our belief that we will not need our revolving credit facility to meet our liquidity requirements; our expectations to continue to pay cash dividends to commo…

Excerpt shortened here; the source contains the full paragraph.