Liberty Energy Inc.
For the period ended Jun 30, 2025. Filed Jul 25, 2025.
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Jun 30, 2025 · Filed Jul 25, 2025
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Notes to Condensed Consolidated Financial Statements
Note 1—Organization and Basis of Presentation
Organization
Liberty Energy Inc. (the “Company”), together with its consolidated subsidiaries, is a leading integrated energy services and technology company focused on providing innovative hydraulic fracturing services and related technologies to onshore oil and natural gas exploration and production (“E&P”) companies. We offer customers hydraulic fracturing services, together with complementary services including wireline services, proppant delivery solutions, field gas processing, compressed natural gas (“CNG”) delivery, data analytics, related goods (including our sand mine operations), and technologies to facilitate lower emission completions, thereby helping our customers reduce their emissions profile.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements were prepared using generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Regulation S-X. Accordingly, these financial statements do not include all information or notes required by GAAP for annual financial statements and should be read together with the annual financial statements and notes thereto included in the Annual Report.
The U.S. dollar is the reporting currency and functional currency for most of our operations except certain of our foreign subsidiaries, which use their local currencies as their functional currency. Assets and liabilities of these foreign subsidiaries are translated into U.S. dollars using the exchange rates in effect as of the balance sheet date. The effects of these translation adjustments are reflected in accumulated other comprehensive income included in the accompanying unaudited condensed consolidated statements of comprehensive income.
The accompanying unaudited condensed consolidated financial statements and related notes present the condensed consolidated financial position of the Company as of June 30, 2025 and December 31, 2024, the results of operations and equity of the Company as of and for the three and six months ended June 30, 2025 and 2024, and cash flows for the six months ended June 30, 2025 and 2024. The interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim period. The results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of the results of operations expected for the entire fiscal year ended December 31, 2025. Further, these estimates and other factors, including those outside the Company’s control, such as the impact of sustained lower commodity prices, could have a significant adverse impact to the Company’s financial condition, results of operations, and cash flows.
All intercompany amounts have been eliminated in the presentation of the unaudited condensed consolidated financial statements of the Company. Our chief operating decision maker (“CODM”), the Chief Executive Officer, manages the Company’s business activities as a single operating and reportable segment at the consolidated level. Accordingly, our CODM uses consolidated net income to measure segment profit or loss, allocate resources, and assess performance. Further, the CODM is regularly provided with and utilizes consolidated functional expenses, as presented in the accompanying unaudited condensed consolidated statements of operations, and total assets at the consolidated level, as included in the accompanying unaudited condensed consolidated balance sheets herein, to manage the Company’s operations.
Note 2—Significant Accounting Policies
Recently Adopted Accounting Standards
Segment Reporting: Improvements to Reportable Segment Disclosures
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures, which requires more detailed disclosures, on an annual and interim basis, related to the Company’s reportable segment. The guidance is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. See Note 1—Organization and Basis of Presentation for further details about the impact of this ASU on the Company’s financial statements.
Recently Issued Accounting Standards
Income Taxes: Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes: Improvements to Income Tax Disclosures, which requires disaggregation of certain components included in the Company’s effective tax rate and income taxes paid disclosures. The guidance is effective for annual periods beginning after December 15, 2024. The Company is currently assessing the impact of this ASU on the Company’s financial statements but does not expect it will have a material impact.
Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses
In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures: Disaggregation of Income Statement Expenses, which requires disclosure of specified information about certain costs and expenses. The guidance is effective for annual periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027. The Company is currently assessing the impact of this ASU on the Company’s financial statements.
IMG Acquisition
On March 3, 2025, the Company completed the acquisition of IMG Energy Solutions, a leading developer of distributed power systems, for cash consideration of approximately $19.6 million, subject to normal closing adjustments and net of cash received (the “IMG Acquisition”). The IMG Acquisition was accounted for under the acquisition method of accounting for business combinations. Accordingly, the Company conducted assessments of the net assets acquired and recognized amounts for identifiable assets acquired and liabilities assumed at their estimated acquisition date fair values, while transaction and integration costs associated with the acquisition were expensed as incurred. In connection with the IMG Acquisition, the Company recorded goodwill and intangible assets of $12.6 million, property and equipment of $5.1 million, other long-term assets of $1.8 million, and net working capital of $0.1 million. Goodwill and intangible assets are recorded in other assets in the accompanying unaudited condensed consolidated balance sheets. Due to the immateriality of the IMG Acquisition, the related revenue and earnings, supplemental pro forma financial information, and detailed purchase price allocation are not disclosed.
In accordance with Accounting Standards Codification (“ASC”) Topic 805, an acquirer is allowed a period, referred to as the measurement period, in which to complete its accounting for the transaction. Such measurement period ends at the earliest date that the acquirer a) receives the information necessary or b) determines that it cannot obtain further information, and such period may not exceed one year. The IMG Acquisition closed on March 3, 2025 and the Company completed the purchase price allocation during the quarter ended June 30, 2025.
Note 3—Inventories
Inventories consist of the following:
| June 30, | December 31, | |
|---|---|---|
| ($ in thousands) | 2025 | 2024 |
| Proppants | $8,171 | $9,341 |
| Chemicals | 19,477 | 18,629 |
| Maintenance parts | 173,620 | 175,499 |
| $201,268 | $203,469 |
Note 4—Property and Equipment
Property and equipment consist of the following:
| Estimateduseful lives(in years) | June 30, | December 31, | |
|---|---|---|---|
| ($ in thousands) · 2025 · 2024 | |||
| Land | N/A | $27,621 | $30,041 |
| Field services equipment | 2-10 | 3,068,571 | 3,068,681 |
| Vehicles | 4-7 | 58,160 | 61,433 |
| Lease equipment | 10 | 153,885 | 163,889 |
| Buildings and facilities | 5-30 | 175,527 | 180,010 |
| Mineral reserves | >25 | 80,274 | 80,070 |
| Office equipment, furniture, and software | 2-7 | 12,810 | 12,532 |
| 3,576,848 | 3,596,656 | ||
| Less accumulated depreciation and depletion | (1,879,333) | (1,917,551) | |
| 1,697,515 | 1,679,105 | ||
| Construction in-progress | N/A | 231,911 | 211,893 |
| Property and equipment, net | $1,929,426 | $1,890,998 | |
During the three months ended June 30, 2025 and 2024, the Company recognized depreciation expense of$111.8 million and $110.0 million, respectively. During the six months ended June 30, 2025 and 2024, the Company recognized depreciation expense of $222.7 million and $220.9 million, respectively. Depletion expense for each of the three months ended June 30, 2025 and 2024 was $0.3 million. Depletion expense for each of the six months ended June 30, 2025 and 2024 was $0.6 million.
As of June 30, 2025 and December 31, 2024, the Company concluded that no triggering events that could indicate possible impairment of property and equipment had occurred, other than related to the assets held for sale as discussed below.
As of June 30, 2025, the Company classified $2.8 million of land and $7.3 million of buildings, net of accumulated depreciation, ofone property that it intends to sell within the next year, and that meet the held for sale criteria, to assets held for sale, included in prepaid and other current assets in the accompanying unaudited condensed consolidated balance sheets. The Company estimates that the carrying value of the asset is less than the fair value less the estimated costs to sell and thereforeno gain or loss was recorded during the six months ended June 30, 2025.
Additionally, as of December 31, 2024, the Company hadno assets that met the held for sale criteria.
As of June 30, 2024, the Company classified $1.2 million of land and $2.8 million of buildings, net of accumulated depreciation, oftwo properties as assets held for sale. The Company estimated that carrying value of the assets was equal to the fair value less the estimated costs to sell, net of write-downs taken in a prior period, and thereforeno gain or loss was recorded during the six months ended June 30, 2024.
Note 5—Leases
The Company has operating and finance leases primarily for vehicles, equipment, railcars, office space, and facilities. The terms and conditions for these leases vary by the type of underlying asset.
Certain leases include variable lease payments for items such as property taxes, insurance, maintenance, and other operating expenses associated with leased assets. Payments that vary based on an index or rate are included in the measurement of lease assets and liabilities at the rate as of the commencement date. All other variable lease payments are excluded from the measurement of lease assets and liabilities, and are recognized in the period in which the obligation for those payments is incurred.
The components of lease expense for the three and six months ended June 30, 2025 and 2024 were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| ($ in thousands) | 2025 | 2024 | 2025 | 2024 |
| Finance lease cost: | ||||
| Amortization of right-of-use assets | $13,814 | $9,933 | $27,405 | $18,844 |
| Interest on lease liabilities | 5,054 | 3,920 | 10,090 | 7,293 |
| Operating lease cost | 9,011 | 8,656 | 17,734 | 17,691 |
| Variable lease cost | 1,485 | 1,621 | 3,045 | 3,388 |
| Short-term lease cost | 770 | 860 | 1,780 | 1,882 |
| Total lease cost, net | $30,134 | $24,990 | $60,054 | $49,098 |
Supplemental cash flow and other information related to leases for thethree and six months ended June 30, 2025 and 2024 were as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| ($ in thousands) | 2025 | 2024 | 2025 | 2024 |
| Cash paid for amounts included in measurement of liabilities: | ||||
| Operating leases | $8,446 | $8,742 | $17,263 | $17,797 |
| Finance leases | 21,596 | 15,102 | 44,286 | 27,729 |
| Right-of-use assets obtained in exchange for new lease liabilities: | ||||
| Operating leases | 6,042 | 5,458 | 14,306 | 9,700 |
| Finance leases | 22,968 | 51,367 | 50,624 | 81,505 |
During the three and six months ended June 30, 2024, the Company amended certain operating leases, the change in terms of which caused the leases to be reclassified as finance leases. In connection with the amendments, the Company wrote-off a de minimis amount of operating lease right-of-use assets and liabilities. Additionally, the Company recognized finance lease right-of-use assets of $3.8 million and liabilities of $3.8 million. There was no gain or loss recognized as a result of these amendments. During the three and six months ended June 30, 2025, the Company did not reclassify any operating or finance leases.
Lease terms and discount rates as of June 30, 2025 and December 31, 2024 were as follows:
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Weighted-average remaining lease term: | ||
| Operating leases | 3.8 years | 3.8 years |
| Finance leases | 2.9 years | 3.2 years |
| Weighted-average discount rate: | ||
| Operating leases | 7.2% | 6.7% |
| Finance leases | 7.2% | 7.4% |
Future minimum lease commitments as of June 30, 2025 are as follows:
| ($ in thousands) | Finance | Operating |
|---|---|---|
| Remainder of 2025 | $55,194 | $17,795 |
| 2026 | 96,439 | 25,118 |
| 2027 | 67,206 | 15,645 |
| 2028 | 71,703 | 6,796 |
| 2029 | 31,991 | 3,757 |
| Thereafter | 1,523 | 10,665 |
| Total lease payments | 324,056 | 79,776 |
| Less imputed interest | (37,967) | (8,981) |
| Total | $286,089 | $70,795 |
The Company’s vehicle leases typically include a residual value guarantee. For the Company’s vehicle leases classified as operating leases, the total residual value guaranteed as of June 30, 2025 is $12.4 million; the payment is not probable and therefore has not been included in the measurement of the lease liability and right-of-use asset. For vehicle leases that are classified as finance leases, the Company includes the residual value guarantee, estimated in the lease agreement, in the financing lease liability.
Lessor Arrangements
The Company leases dry and wet sand containers, conveyor belts, and other equipment to customers through operating leases, where the lessor for tax purposes is considered to be the owner of the equipment during the term of the lease. The lease agreements do not include options for the lessee to purchase the underlying asset at the end of the lease term for either a stated fixed price or fair market value. The majority of the lease agreements are short-term in nature and contain a termination clause in which the customer can cancel the contract. The leases can be subject to variable lease payments if the customer requests more units than what is agreed upon in the lease. The Company does not record any lease assets or liabilities related to these variable items.
The carrying amount of lease equipment, included in property, plant and equipment, that are leased to others under an operating lease or are available to lease as of June 30, 2025 and December 31, 2024 were as follows:
| ($ in thousands) | June 30, 2025 | December 31, 2024 |
|---|---|---|
| Equipment leased to others - at original cost | $153,885 | $163,889 |
| Less: Accumulated depreciation | (47,291) | (41,223) |
| Equipment leased to others - net | $106,594 | $122,666 |
Future payments receivable for long-term non-cancelable operating leases as of June 30, 2025 are as follows:
| ($ in thousands) | |
|---|---|
| Remainder of 2025 | $2,406 |
| 2026 | 2,239 |
| 2027 | — |
| 2028 | — |
| 2029 | — |
| Thereafter | — |
| Total | $4,645 |
Revenues from operating leases for the three and six months ended June 30, 2025 were $14.6 million and $28.1 million, respectively. Revenues from operating leases for the three and six months ended June 30, 2024 were $8.7 million and $17.8 million, respectively.
Note 6—Accrued Liabilities
Accrued liabilities consist of the following:
| ($ in thousands) | June 30, 2025 | December 31, 2024 |
|---|---|---|
| Accrued vendor invoices | $93,127 | $73,591 |
| Operations accruals | 49,860 | 56,375 |
| Accrued benefits and other | 101,519 | 76,747 |
| $244,506 | $206,713 |
Note 7—Debt
Debt consists of the following:
| June 30, | December 31, | |
|---|---|---|
| ($ in thousands) | 2025 | 2024 |
| Revolving Line of Credit | $160,000 | $190,500 |
ABL Facility
The Company is party to a revolving line of credit up to $525.0 million (the “ABL Facility”), subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory. As of June 30, 2025, the borrowing base was calculated to be $430.4 million, and the Company had $160.0 million outstanding in addition to letters of credit in the amount of $14.0 million, with $256.4 million of remaining availability. Borrowings under the ABL Facility bear interest at Secured Overnight Financing Rate (“SOFR”) or a base rate, plus an applicable SOFR margin of 1.5% to 2.0% or base rate margin of 0.5% to 1.0%, as described in the ABL Facility credit agreement (the “ABL Facility credit agreement”). Additionally, borrowings as of June 30, 2025 and December 31, 2024 incurred interest at a weighted average rate of 6.6% and 6.8%, respectively. The average monthly unused commitment is subject to an unused commitment fee of 0.25% to 0.375%. Interest and fees are payable in arrears at the end of each month, or, in the case of SOFR loans, at the end of each interest period. The ABL Facility matures on January 23, 2028. Borrowings under the ABL Facility are collateralized by accounts receivable and inventory, and further secured by the Company as parent guarantor.
The ABL Facility includes certain non-financial covenants, including but not limited to restrictions on incurring additional debt and certain distributions. Moreover, the ability of the Company to incur additional debt and to make distributions is dependent on maintaining a maximum leverage ratio.
The ABL Facility is not subject to financial covenants unless liquidity, as defined in the ABL Facility credit agreement, drops below a specific level. The Company is required to maintain a minimum fixed charge coverage ratio, as defined in the ABL Facility credit agreement, of 1.0 to 1.0 for each period if excess availability is less than 10% of the borrowing base or $52.5 million, whichever is greater.
The Company was in compliance with these covenants as of June 30, 2025.
Effective July 24, 2025, (i) the outstanding debt under the ABL Facility was repaid in full, (ii) the outstanding liabilities with respect to obligations under the ABL Facility were released and discharged, (iii) all liens, security interests and guaranties under the ABL Facility were released and terminated and (iv) all letters of credit issued and outstanding under the ABL Facility were continued as letters of credit issued and outstanding under the Revolving Credit Facility (as defined below). Furthermore, also effective as of July 24, 2025, Liberty Energy Services LLC, Freedom Proppant LLC, Liberty Power Innovations LLC, LOS Leasing Company LLC, Liberty Advanced Equipment Technologies LLC and Proppant Express Solutions, LLC, as borrowers (the “Borrowers”), and the Company, as parent guarantor, entered into a new Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, sole book runner and joint lead arranger, and certain other lenders party thereto (the “Credit Agreement”), which provides for, among other things, a revolving credit facility with initial revolving commitments of $750.0 million, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory (the “Revolving Credit Facility”). A portion of the proceeds from the Revolving Credit Facility were used to pay off the outstanding debt under the ABL Facility.
Maturities of debt are as follows:
| ($ in thousands) | |
|---|---|
| Remainder of 2025 | $— |
| 2026 | — |
| 2027 | — |
| 2028 | 160,000 |
| 2029 | — |
| Thereafter | — |
| $160,000 | |
Note 8—Fair Value Measurements and Financial Instruments
The fair values of the Company’s assets and liabilities represent the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction on the reporting date. These fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability on the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. The Company discloses the fair values of its assets and liabilities according to the quality of valuation inputs under the following hierarchy:
Level 1 Inputs: Quoted prices (unadjusted) in an active market for identical assets or liabilities.
Level 2 Inputs: Inputs other than quoted prices that are directly or indirectly observable.
Level 3 Inputs: Unobservable inputs that are significant to the fair value of assets or liabilities.
The classification of an asset or liability is based on the lowest level of input significant to its fair value. Those that are initially classified as Level 3 are subsequently reported as Level 2 when the fair value derived from unobservable inputs is inconsequential to the overall fair value, or if corroborating market data becomes available. Assets and liabilities that are initially reported as Level 2 are subsequently reported as Level 3 if corroborating market data is no longer available. Transfers occur at the end of the reporting period. There were no transfers into or out of Levels 1, 2, and 3 during the six months ended June 30, 2025 and 2024.
The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, investments in equity securities, accounts payable, accrued liabilities, long-term debt, and finance and operating lease obligations. The carrying values of all of the Company’s financial instruments included in the accompanying unaudited condensed consolidated balance sheets approximated or equaled their fair values on June 30, 2025 and December 31, 2024.
The carrying values of cash and cash equivalents, accounts receivable, and accounts payable (including accrued liabilities) approximated fair value on June 30, 2025 and December 31, 2024, due to their short-term nature.
The carrying value of investments in equity securities were measured at fair value on June 30, 2025 and December 31, 2024 based on quoted prices in active markets.
The carrying value of amounts outstanding under long-term debt agreements with variable rates approximated fair value on June 30, 2025 and December 31, 2024, as the effective interest rates approximated market rates.
The carrying values of amounts outstanding under finance and operating lease obligations approximated fair value on June 30, 2025 and December 31, 2024, as the effective borrowing rates approximated market rates.
Nonrecurring Measurements
Certain assets and liabilities are measured at fair value on a nonrecurring basis. These items are not measured at fair value on an ongoing basis but may be subject to fair value adjustments in certain circumstances. These assets and liabilities include those acquired through the IMG Acquisition, which are required to be measured at fair value on the acquisition date in accordance with ASC Topic 805. See Note 2—Significant Accounting Policies.
As of June 30, 2025, the Company classified $2.8 million of land and $7.3 million of buildings, net of accumulated depreciation, ofone property that it intends to sell within the next year, and that meet the held for sale criteria, to assets held for sale, included in prepaid and other current assets in the accompanying unaudited condensed consolidated balance sheets. The Company estimated the fair value of the property based on the listed selling price for theone property, which is a Level 3 input. The Company estimates that the carrying value of the asset is less than the fair value less the estimated costs to sell, and thereforeno gain or loss was recorded during the six months ended June 30, 2025.
As of December 31, 2024, the Company hadno assets that met the held for sale criteria.
Recurring Measurements
The fair values of the Company’s cash equivalents measured on a recurring basis pursuant to ASC 820-10 Fair Value Measurements and Disclosures are carried at estimated fair value. Cash equivalents consist of money market accounts which the Company has classified as Level 1 given the active market for these accounts. As of June 30, 2025 and December 31, 2024, the Company had cash equivalents, measured at fair value, of $0.3 million.
The Company holds an investment in Oklo Inc. (“Oklo”) made during the three months ended September 30, 2023. In May 2024, Oklo was acquired by a publicly traded special purpose acquisition company which resulted in the conversion of the Company’s investment into common shares of Oklo, which are traded on the New York Stock Exchange. The Company measures this investment in equity securities at fair value using Level 1 inputs based on quoted prices in an active market. As of June 30, 2025 and December 31, 2024, the fair value of the investment was estimated at $58.0 million and $51.6 million, respectively. The change in Oklo’s fair value along with the sale of shares in the active market resulted in a gain of $70.6 million and $87.2 million during the three and six months ended June 30, 2025, respectively, included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations. Additionally, the Company sold shares valued at $80.8 million during the six months ended June 30, 2025, included in sale of equity securities within the investing section in the accompanying unaudited condensed consolidated statements of cash flows.
Additionally, during the three months ended December 31, 2023, the Company purchased depository interests representing shares of common stock in Tamboran Resources Corporation (“Tamboran”). In June 2024, Tamboran executed an Initial Public Offering (“IPO”) and listed its common stock on the New York Stock Exchange. In addition to the prior purchase of depository interests, the Company participated in Tamboran’s IPO by purchasing an additional $10.0 million of Tamboran’s common stock. The Company measures this investment in equity securities at fair value using Level 1 inputs based on quoted prices in an active market. As of June 30, 2025 and December 31, 2024, the fair value of the investment was estimated at $19.0 million and $18.8 million, respectively. The change in Tamboran’s fair value resulted in a loss of $2.4 million and gain of $0.3 million during the three and six months ended June 30, 2025, respectively, included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations.
Nonfinancial assets
The Company estimates fair value to perform impairment tests as required on long-lived assets. The inputs used to determine such fair value are primarily based upon internally developed cash flow models and would generally be classified within Level 3 in the event that such assets were required to be measured and recorded at fair value within the accompanying unaudited condensed consolidated financial statements. No such measurements were required as of June 30, 2025 and December 31, 2024 as no triggering event was identified.
Credit Risk
The Company’s financial instruments exposed to concentrations of credit risk consist primarily of cash and cash equivalents, and trade receivables.
The Company’s cash and cash equivalent balances on deposit with financial institutions total$19.6 million and $20.0 million as of June 30, 2025 and December 31, 2024, respectively, which exceeded Federal Deposit Insurance Corporation insured limits. The Company regularly monitors these institutions’ financial condition.
The majority of the Company’s customers have payment terms of 45 days or less.
As of June 30, 2025, no customers accounted for 10% or more of total consolidated accounts receivable and unbilled revenue. As of December 31, 2024, Customer A and Customer B accounted for 14% and 10%, respectively, of total consolidated accounts receivable and unbilled revenue.
During the three months ended June 30, 2025, Customer A and Customer C accounted for 10% and 11% of consolidated revenues, respectively. Additionally, during the six months ended June 30, 2025, Customer A and Customer C accounted for
10% and 12% of consolidated revenues, respectively. During the three and six months ended June 30, 2024, Customer C accounted for 12% and 14%, respectively, of consolidated revenues.
The Company mitigates the associated credit risk by performing credit evaluations and monitoring the payment patterns of its customers.
The Company applies historic loss factors to its receivable portfolio segments that are not expected to be further impacted by current economic developments, and an additional economic conditions factor to portfolio segments anticipated to experience greater losses in the current economic environment. While the Company has not experienced significant credit losses in the past and has not seen material changes to the payment patterns of its customers, the Company cannot predict with any certainty the degree to which unforeseen events may affect the ability of its customers to timely pay receivables when due. Accordingly, in future periods, the Company may revise its estimates of expected credit losses.
As of June 30, 2025 and December 31, 2024, the Company had $1.0 million and $0.8 million, respectively, in allowance for credit losses as follows:
| ($ in thousands) | |
|---|---|
| Provision for credit losses on December 31, 2024 | $848 |
| Credit Losses: | |
| Current period provision | 627 |
| Amounts written off | (481) |
| Provision for credit losses on June 30, 2025 | $994 |
Note 9—Equity
Restricted Stock Units
Restricted stock units (“RSUs”) granted pursuant to the Liberty Energy Inc. Amended and Restated Long Term Incentive Plan (“LTIP”), if they vest, will be settled in shares of the Company’s Class A Common Stock. RSUs were granted with vesting terms up tothree years. Changes in non-vested RSUs outstanding under the LTIP during the six months ended June 30, 2025 were as follows:
| Number of Units | Weighted Average Grant Date Fair Value per Unit | |
|---|---|---|
| Non-vested as of December 31, 2024 | 2,938,408 | $16.93 |
| Granted | 1,656,959 | 14.25 |
| Vested | (1,607,097) | 15.96 |
| Forfeited | (32,263) | 17.17 |
| Outstanding as of June 30, 2025 | 2,956,007 | $15.95 |
Performance Restricted Stock Units
Performance restricted stock units (“PSUs”) granted pursuant to the LTIP, if they vest, will be settled in shares of the Company’s Class A Common Stock. PSUs were granted with athree-year cliff vesting and performance period, with the vesting percentage of the target award dependent on the satisfaction of the performance goals set forth in the applicable award agreement. The Company records compensation expense based on the Company’s best estimate of the number of PSUs that will vest at the end of the performance period. If such performance targets are not met, or are not expected to be met, no compensation expense is recognized and any recognized compensation expense is reversed. Changes in non-vested PSUs outstanding under the LTIP during the six months ended June 30, 2025 were as follows:
| Number of Units | Weighted Average Grant Date Fair Value per Unit | |
|---|---|---|
| Non-vested as of December 31, 2024 | 1,106,939 | $15.10 |
| Granted | 295,423 | 19.44 |
| Vested | (638,350) | 13.88 |
| Forfeited | — | — |
| Outstanding as of June 30, 2025 | 764,012 | $17.79 |
Stock-based compensation is included in cost of services and general and administrative expenses in the Company’s accompanying unaudited condensed consolidated statements of operations. The Company recognized stock-based compensation expense of$8.1 million and $26.2 million for the three and six months ended June 30, 2025, respectively. The Company recognized stock-based compensation of $6.9 million and $14.2 million for the three and six months ended June 30, 2024, respectively. Stock-based compensation expense for the six months ended June 30, 2025, includes $10.2 million of expense recognized related to the resignation of Christopher A. Wright, the Company’s former Chief Executive Officer upon confirmation as Secretary of Energy of the United States on February 3, 2025, included in general and administrative expenses in the accompanying unaudited condensed consolidated statements of operations. There was approximately$49.2 million of unrecognized compensation expense relating to outstanding RSUs and PSUs as of June 30, 2025. The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period oftwo years.
Dividends
The Company paid cash dividends of $0.08 per share of Class A Common Stock on March 20, 2025 and June 20, 2025 to stockholders of record as of March 6, 2025 and June 6, 2025, respectively. During the three and six months ended June 30, 2025, dividend payments totaled $13.0 million and $25.9 million, respectively.
The Company paid cash dividends of $0.07 per share of Class A Common Stock on March 20, 2024 and June 20, 2024 to stockholders of record as of March 6, 2024 and June 6, 2024, respectively. During the three and six months ended June 30, 2024, dividend payments totaled $11.6 million and $23.2 million, respectively.
Additionally, the Company paid accrued dividend equivalents upon vesting for the RSUs and PSUs with a 2025 vesting date, which totaled $1.1 million for the six months ended June 30, 2025. The Company paid accrued dividend equivalents upon vesting for the RSUs and PSUs with a 2024 vesting date, which totaled $0.6 million for the six months ended June 30, 2024.
As of June 30, 2025 and December 31, 2024, the Company had $1.0 million and $1.5 million of dividend equivalents payable related to RSUs and PSUs to be paid upon vesting, respectively. Dividend equivalents related to forfeited RSUs or PSUs will be forfeited.
Share Repurchase Program
On July 25, 2022, the Company’s board of directors (the “Board”) authorized and the Company announced a share repurchase program that allowed the Company to repurchase the Company’s Class A Common Stock. As of June 30, 2025 and December 31, 2024, the cumulative repurchase authorization was $750.0 million through July 31, 2026. The shares may be repurchased from time to time in open market transactions, through block trades, in privately negotiated transactions, through derivative transactions, or by other means in accordance with applicable state and federal securities laws. The timing, as well as the number and value of shares repurchased under the program, will be determined by the Company at its discretion and will depend on a variety of factors, including management’s assessment of the intrinsic value of the Company’s Class A Common Stock, the market price of the Company’s Class A Common Stock, general market and economic conditions, available liquidity, compliance with the Company’s debt and other agreements, applicable legal requirements, and other considerations. The exact number of shares to be repurchased by the Company is not guaranteed, and the program may be suspended, modified, or discontinued at any time without prior notice. The Company expects to fund any repurchases by using cash on hand, borrowings under the ABL Facility and expected free cash flow to be generated through the duration of the share repurchase program.
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| ($ in thousands, except share count and per share data) | 2025 | 2024 | 2025 | 2024 |
| Shares of Class A Common Stock | — | 1,319,885 | 1,546,138 | 2,799,969 |
| Value of shares repurchased | $— | $29,575 | $23,958 | $59,743 |
| Average price per share including commissions | $— | $22.41 | $15.50 | $21.34 |
As of June 30, 2025, $270.2 million remained authorized for future repurchases of Class A Common Stock under the share repurchase program.
The Company accounts for the purchase price of repurchased common shares in excess of par value ($0.01 per share of Class A Common Stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero. Thereafter, any excess purchase price will be recorded as a reduction to retained earnings.
Note 10—Net Income per Share
Basic net income per share measures the performance of an entity over the reporting period. Diluted net income per share measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common share equivalents that were outstanding during the period, namely RSUs and PSUs. The Company uses the treasury stock method to determine the potential dilutive effect of outstanding RSUs and PSUs.
The following table reflects the allocation of net income to common stockholders and net income per share computations for the periods indicated based on a weighted average number of Class A Common Stock outstanding:
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| (In thousands, except per share data) | 2025 | 2024 | 2025 | 2024 |
| Basic Net Income Per Share | ||||
| Numerator: | ||||
| Net income attributable to Liberty Energy Inc. stockholders | $71,016 | $108,421 | $91,127 | $190,313 |
| Denominator: | ||||
| Basic weighted average common shares outstanding | 161,865 | 166,210 | 161,901 | 166,268 |
| Basic net income per share attributable to Liberty Energy Inc. stockholders | $0.44 | $0.65 | $0.56 | $1.14 |
| Diluted Net Income Per Share | ||||
| Numerator: | ||||
| Net income attributable to Liberty Energy Inc. stockholders | $71,016 | $108,421 | $91,127 | $190,313 |
| Denominator: | ||||
| Basic weighted average common shares outstanding | 161,865 | 166,210 | 161,901 | 166,268 |
| Effect of dilutive securities: | ||||
| Restricted stock units | 2,378 | 3,459 | 3,140 | 4,379 |
| Diluted weighted average common shares outstanding | 164,243 | 169,669 | 165,041 | 170,647 |
| Diluted net income per share attributable to Liberty Energy Inc. stockholders | $0.43 | $0.64 | $0.55 | $1.12 |
Note 11—Income Taxes
The Company is a corporation and is subject to taxation in the United States, Canada, Australia and various state, local and provincial jurisdictions.
The effective global income tax rate applicable to the Company for the six months ended June 30, 2025 was 26.0%, compared to 23.7% for the period ended June 30, 2024. The Company’s effective tax rate is greater than the statutory federal income tax rate of 21.0% due to state income taxes in the states the Company operates, as well as nondeductible executive compensation, partially offset by U.S. federal income tax credits. The Company recognized income tax expense of $24.1 million and $31.9 million during the three and six months ended June 30, 2025, respectively. The Company recognized income tax expense of $32.6 million and $59.0 million during the three and six months ended June 30, 2024, respectively.
As of June 30, 2025 and December 31, 2024, the Company recognized a net deferred tax liability in the amount of $137.7 million. Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities, and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled.
On October 8, 2021, the Organization for Economic Co-operation and Development (“OECD”) released a statement on the OECD/G20 Inclusive Framework on Base Erosion and Profit Shifting, which agreed to a two-pillar solution to address tax challenges of the digital economy. On December 20, 2021, the OECD released Pillar Two model rules defining a 15% global minimum tax rate for large multinational corporations (the “Pillar Two Framework”). On June 20, 2024 and December 23, 2024, Canada and Australia, respectively, enacted the Pillar Two global minimum tax regime, which is not expected to have a material impact on the Company’s financial statements for the fiscal year ended December 31, 2025. The Company is continuing to evaluate the Pillar Two Framework and its potential impact on future periods, including any legislation enacted in the jurisdictions in which the Company operates.
The Company may distribute cash from foreign subsidiaries to its U.S. parent as business needs arise. The Company has not provided for deferred income taxes on the undistributed earnings from certain foreign subsidiaries earnings as such earnings are considered to be indefinitely reinvested. If such earnings were to be distributed, any income and/or withholding tax would not be significant.
Tax Receivable Agreements
In connection with the IPO, on January 17, 2018, the Company entered intotwo Tax Receivable Agreements (the “TRAs”) with R/C Energy IV Direct Partnership, L.P. and the then existing owners that continued to own units in Liberty Oilfield Services New HoldCo LLC (“Liberty LLC Units”) (each such person and any permitted transferee, a “TRA Holder” and together, the “TRA Holders”). The TRAs generally provide for the payment by the Company of 85% of the net cash savings, if any, in U.S. federal, state, and local income tax and franchise tax (computed using simplifying assumptions to address the impact of state and local taxes) that the Company actually realizes (or is deemed to realize in certain circumstances) in periods after the IPO as a result, as applicable to each TRA Holder, of (i) certain increases in tax basis that occur as a result of the Company’s acquisition (or deemed acquisition for U.S. federal income tax purposes) of all or a portion of such TRA Holder’s Liberty LLC Units in connection with the IPO or pursuant to the exercise of redemption or call rights, (ii) any net operating losses available to the Company as a result of the Corporate Reorganization, and (iii) imputed interest deemed to be paid by the Company as a result of, and additional tax basis arising from, any payments the Company makes under the TRAs.
As of June 30, 2025, the Company’s liability under the TRAs was $74.9 million, of which $7.7 million was recorded as a current liability, and $67.2 million was recorded as a component of long-term liabilities in the accompanying unaudited condensed consolidated balance sheets. The Company made TRA payments of $40.8 million for the six months ended June 30, 2025.
As of December 31, 2024, the Company’s liability under the TRAs was $115.7 million, of which $40.8 million was recorded as a current liability, and $74.9 million was recorded as a component of long-term liabilities. The Company made TRA payments of $5.2 million for the six months ended June 30, 2024.
Note 12—Defined Contribution Plan
The Company sponsors a 401(k) defined contribution retirement plan covering eligible employees. The Company makes matching contributions at a rate of $1.00 for each $1.00 of employee contribution, subject to a cap of 6% of the employee’s salary and federal limits. Contributions made by the Company were $10.2 millionand$9.3 million for the three months ended June 30, 2025 and 2024, respectively, and $20.0 million and $18.0 million for the six months ended June 30, 2025 and 2024, respectively.
Note 13—Related Party Transactions
Franklin Mountain Energy, LLC
A member of the Board, Audrey Robertson, served as Executive Vice President of Finance of Franklin Mountain Energy, LLC (“Franklin Mountain”) until its acquisition by an unaffiliated party. Accordingly, effective January 28, 2025, Franklin Mountain is no longer a related party. The amounts of the Company’s revenue related to completion services provided to Franklin Mountain for the period January 1, 2025 through January 27, 2025 was $5.8 million. During the three and six months ended June 30, 2024, the Company performed hydraulic fracturing services for Franklin Mountain in the amount of $41.6 million and $53.1 million, respectively.
Receivables from Franklin Mountain as of December 31, 2024 were $4.2 million.
Liberty Resources LLC
Liberty Resources LLC, an oil and gas exploration and production company, and its successor entity (collectively, the “Affiliate”) had certain common ownership and management with the Company. Effective March 14, 2024, the Affiliate is no longer a related party, following its acquisition by an unaffiliated party. The amounts of the Company’s revenue related to completion services provided to the Affiliate for the period January 1, 2024 through March 13, 2024 was $11.1 million.
During the period January 1, 2024 through March 13, 2024, interest income from the Affiliate was $0.5 million.
Oklo Inc.
During the three months ended September 30, 2023, the Company invested $10.0 million in a fission power and nuclear fuel recycling company, Oklo. Effective May 10, 2024, through an acquisition by a special purpose acquisition company, the Company’s investment converted into shares traded on the New York Stock Exchange. Additionally, Christopher A. Wright, the Company’s previous Chief Executive Officer and Chairman of the Board, was appointed to the Oklo board of directors. Effective February 3, 2025, Mr. Wright was confirmed as the United States Secretary of Energy by the United States Senate and, as a result, resigned from his position as Chief Executive Officer, Chairman of the Board, and his position on the Oklo board of directors. As a result, Oklo is no longer a related party.
The change in Oklo’s fair value along with the sale of shares in the active market, resulted in a gain of $70.6 million and $87.2 million during the three and six months ended June 30, 2025, respectively, included in gain on investments, net in the accompanying unaudited condensed consolidated statements of operations. Additionally, the Company sold shares of Oklo valued at $80.8 million during the six months ended June 30, 2025, included in sale of equity securities within the investing section in the accompanying unaudited condensed consolidated statements of cash flows. The Company was not party to any other transactions related to Oklo during the period January 1, 2025 through February 2, 2025 and the six months ended June 30, 2024.
Nomad Proppant Services LLC
During the year ended December 31, 2021, the Company committed to investing $10.0 million in Nomad Proppant Services LLC (“Nomad”), a mobile sand mine company. Upon the commitment, the Company had a significant but non-controlling financial interest in Nomad. Within the normal course of business, the Company purchased proppant from Nomad for $0.1 million during the three and six months ended June 30, 2025. Within the normal course of business, the Company purchased proppant from Nomad for $1.1 million and $3.0 million during the three and six months ended June 30, 2024, respectively.
Payables to Nomad were $0.0 million and $0.6 million as of June 30, 2025 and December 31, 2024, respectively.
As of June 30, 2025 and December 31, 2024, the value of the Company’s investment using the equity method of accounting was $9.0 million and $10.7 million, respectively.
During the six months ended June 30, 2025 and 2024, the Company received cash distributions from Nomad in the amounts of $2.2 million and $2.0 million, respectively, included in cash return on equity method investment within the operating section in the accompanying unaudited condensed consolidated statements of cash flows.
Bettering Human Lives Foundation
In December 2023, the Company established the Bettering Human Lives Foundation (the “Foundation”), a nonprofit organization dedicated to promoting clean cooking solutions and improving the well-being of communities worldwide. Upon establishment, the Company announced its intention to make an annual charitable contribution of $1.0 million to the Foundation, subject to obtaining necessary approvals. This contribution is reviewed in advance by the Company’s Audit Committee each year. Effective January 1, 2024, Anne Hyre, the executive director of the Foundation, is employed by a subsidiary of the Company and seconded to the Foundation and certain officers of the Company are members of the Foundation’s governance board. Additionally, the Company and the Foundation entered into a professional services agreement (the “Professional Services Agreement”), whereby the Company may provide certain administrative services with a value up to $1.0 million annually to the Foundation, subject to reimbursement rights. Under the Professional Services Agreement, the Company didnot receive any reimbursement for services during the three and six months ended June 30, 2025 and 2024.
During the three and six months ended June 30, 2025, the Company made charitable contributions of $0.1 million and $0.3 million, to the Foundation, respectively.
During the three and six months ended June 30, 2024, the Company made charitable contributions of $0.0 million and $0.3 million, to the Foundation, respectively.
Note 14—Commitments & Contingencies
Purchase Commitments (tons and gallons are not in thousands)
The Company enters into purchase and supply agreements to secure supply and pricing of proppants, transload, and equipment. As of June 30, 2025 and December 31, 2024, the agreements provide pricing and committed supply sources for the Company to purchase 196,669 tons and 360,000 tons, respectively, of proppant through December 31, 2025. Amounts below also include commitments to pay for transport fees on minimum amounts of proppants. Additionally, related proppant transload service commitments run through 2025.
Future proppant, transload, and equipment commitments are as follows:
| ($ in thousands) | |
|---|---|
| Remainder of 2025 | $29,359 |
| 2026 | 547 |
| 2027 | — |
| 2028 | — |
| 2029 | — |
| Thereafter | — |
| $29,906 | |
Certain supply agreements contain a clause whereby in the event that the Company fails to purchase minimum volumes, as defined in the agreement, during a specific time period, a shortfall fee may apply. In circumstances where the Company does not make the minimum purchase required under the contract, the Company and its suppliers have a history of amending such minimum purchase contractual terms and in rare cases does the Company incur shortfall fees. If the Company were unable to make any of the minimum purchases and the Company and its suppliers cannot come to an agreement to avoid such fees, the Company could incur shortfall fees in the amounts of $5.0 million for the remainder of 2025. Based on forecasted levels of activity, the Company does not currently expect to incur significant shortfall fees.
Included in the commitments for the remainder of 2025 are $1.7 million of payments expected to be made in the third quarter of 2025 for the use of certain light duty trucks, heavy tractors, and field equipment used to various degrees in frac and wireline operations. The Company is in negotiations with the third-party owner of such equipment to lease or purchase some or all of such aforementioned vehicles and equipment, subject to agreement on terms and conditions. No gain or loss is expected upon consummation of any such agreement.
Litigation
From time to time, the Company is subject to legal and administrative proceedings, settlements, investigations, claims and actions. The Company’s assessment of the likely outcome of litigation matters is based on its judgment of a number of factors including experience with similar matters, past history, precedents, relevant financial and other evidence and facts specific to the matter. Notwithstanding the uncertainty as to the final outcome, based upon the information currently available, management does not believe any matters, individually or in aggregate, will have a material adverse effect on the Company’s financial position or results of operations.
Note 15—Selected Quarterly Financial Data
The following tables summarizes consolidated changes in equity for the three months ended June 30, 2025 and 2024:
| Shares of Class A Common Stock | Shares of Class B Common Stock | Class A Common Stock, Par Value | Class B Common Stock, Par Value | Additional Paid in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total Stockholders’ equity | |
|---|---|---|---|---|---|---|---|---|
| Balance—March 31, 2025 | 160,790 | — | $1,608 | $— | $965,665 | $1,026,519 | $(19,680) | $1,974,112 |
| $0.08/share of Class A Common Stock dividend | — | — | — | — | — | (13,343) | — | (13,343) |
| Excise tax on share repurchases | — | — | — | — | 122 | — | — | 122 |
| Stock-based compensation expense | — | — | — | — | 8,101 | — | — | 8,101 |
| Vesting of restricted stock units, net | 1,166 | — | 12 | — | (11,048) | — | — | (11,036) |
| Currency translation adjustment | — | — | — | — | — | — | 6,011 | 6,011 |
| Net income | — | — | — | — | — | 71,016 | — | 71,016 |
| Balance—June 30, 2025 | 161,956 | — | $1,620 | $— | $962,840 | $1,084,192 | $(13,669) | $2,034,983 |
| Shares of Class A Common Stock | Shares of Class B Common Stock | Class A Common Stock, Par Value | Class B Common Stock, Par Value | Additional Paid in Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Total Stockholders’ equity | |
|---|---|---|---|---|---|---|---|---|
| Balance—March 31, 2024 | 165,202 | $— | $1,652 | $— | $1,070,383 | $822,256 | $(9,807) | $1,884,484 |
| $0.07/share of Class A Common Stock dividend | — | — | — | — | — | (11,841) | — | (11,841) |
| Share repurchases | (1,320) | — | (13) | — | (29,563) | — | — | (29,576) |
| Excise tax on share repurchases | — | — | — | — | 30 | — | — | 30 |
| Stock-based compensation expense | — | — | — | — | 6,870 | — | — | 6,870 |
| Vesting of restricted stock units, net | 1,450 | — | 14 | — | (19,781) | — | — | (19,767) |
| Currency translation adjustment | — | — | — | — | — | — | (1,726) | (1,726) |
| Net income | — | — | — | — | — | 108,421 | — | 108,421 |
| Balance—June 30, 2024 | 165,332 | — | 1,653 | — | 1,027,939 | 918,836 | (11,533) | $1,936,895 |
Note 16—Subsequent Events
Quarterly Dividend
On July 15, 2025, the Board approved a quarterly dividend of $0.08 per share of Class A Common Stock to be paid on September 18, 2025 to holders of record as of September 4, 2025.
Termination of ABL Facility
In connection with the Company’s entry into the Credit Agreement, on July 24, 2025 (the “Termination Date”), the Company terminated the ABL Facility. As of the Termination Date, (i) the outstanding debt under the Company’s ABL Facility was repaid in full, (ii) the outstanding liabilities with respect to obligations under the Company’s ABL Facility were released and discharged, (iii) all liens, security interests and guaranties under the ABL Facility were released and terminated and (iv) all letters of credit issued and outstanding under the ABL Facility were continued as letters of credit issued and outstanding under the Revolving Credit Facility. A portion of the proceeds from the Revolving Credit Facility were used to pay off the outstanding debt under the ABL Facility.
Entry into the Credit Agreement
Effective as of July 24, 2025, Liberty Energy Services LLC, Freedom Proppant LLC, Liberty Power Innovations LLC, LOS Leasing Company LLC, Liberty Advanced Equipment Technologies LLC and Proppant Express Solutions, LLC, as borrowers (the “Borrowers”), and the Company, as parent guarantor, entered into a new Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, sole book runner and joint lead arranger, and certain other lenders party thereto (the “Credit Agreement”), which provides for, among other things, a revolving credit facility with initial revolving commitments of $750.0 million, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory (the “Revolving Credit Facility”). A portion of the proceeds from the Revolving Credit Facility were used to pay off the outstanding debt under the ABL Facility.
One Big Beautiful Bill Act
On July 4, 2025, Public Law No. 119-21, commonly referred to as the One Big Beautiful Bill Act (the“Act”), was enacted by the U.S. government. While the enactment of the Act does not have an impact on the historical financial data, the Company’s future tax liabilities may be impacted. Among other changes, the Act: (i) allows for 100% expensing of the costs of certain qualified property acquired after January 19, 2025; (ii) allows election to immediately deduct R&D costs incurred; and (iii) modifies the provision related to the limitations on deduction of interest expense.
The Company expects to realize net benefits from U.S. tax reform, primarily driven by the accelerated depreciation of qualified assets for tax purposes. However, the Company continues to evaluate the impacts of the Act and further understand its implications, as well as the related, and yet to be issued, regulations and interpretations which could impact this outlook.
No other significant subsequent events have occurred that would require recognition or disclosure in the unaudited condensed consolidated financial statements and notes thereto.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.