Liberty Energy Inc.
For the period ended Mar 31, 2026. Filed Apr 23, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed Apr 23, 2026
LBRT$11.96+5.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-10-17.
0001694028-25-000115
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-23.
0001694028-26-000023
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 86 previous paragraphs and 76 current paragraphs.
37 unchanged; 25 reworded; 11 added; 21 removed; 3 previous and 3 current paragraphs rearranged.
Tables are not compared: 4 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (11)
Current report
LPI’s technology platform for distributed power generation includes (a) the Forte SM solution, which uses a modular, standardized construction approach for generation sites to reduce the risk of project execution, (b) the Tempo SM power quality management system to manage high-amplitude, cyclical load variations associated with artificial intelligence workloads and (c) when a grid interconnection is requested by the customer and available, the Chorus SM solution to optimize power costs through the use of a mix of co-located generation and grid power.
Current report
The conflict in Iran has driven attacks on regional energy infrastructure and the unprecedented effective closure of the Strait of Hormuz, inducing higher oil prices in the near term and raising the prospect of a sustained increase in supply side risk premiums. In parallel, global LNG markets may face multi-year constraints following recent attacks on Qatar’s Ras Laffan hub and other regional gas infrastructure. Over the course of 2026, this dynamic may support structural tailwinds for North America, as global consumers reevaluate energy supply chains and diversify sourcing, with greater reliance on U.S. and Canadian sourced oil and refined product supply.
Current report
Entering the year, frac markets were recalibrated for flattish activity expectations which should result in a tighter balance between the underlying supply of frac fleets to meet expected demand. Pricing pressure and softer activity over the past few years led to accelerated equipment cannibalization, fleet attrition, and underinvestment in next generation technology. The recent rise in oil prices is above early year expectations, and is expected to drive better E&P economics so long as such prices are sustained.
Current report
Related to power markets, U.S. power demand estimates continue to accelerate, exemplified by ERCOT’s recent projections that Texas grid demand could quadruple by 2032. This expansion may be met by a fundamental shift in the commercial landscape whereby hyperscalers are expected to increasingly rely on distributed power service providers to self-generate and bypass traditional grid constraints leading to greater demand for power generation capacity.
Current report
Business Developments
Current report
Senior Convertible Notes Activity
Current report
In February 2026, we issued $770 million aggregate principal amount of 0% convertible senior notes due March 2031 (the “2031 Notes”), and in March 2026, we issued $525 million aggregate principal amount of 0% convertible senior notes due March 2032 (the “2032 Notes”). Net proceeds from the offerings of the 2031 Notes and the 2032 Notes were $746 million and $511.3 million, respectively, after deducting the initial purchasers’ discounts and commissions and offering expenses paid by us. Additionally, we entered into privately negotiated capped call transactions with respect to each of the 2031 Notes and the 2032 Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of approximately $109.3 million and $77.2 million, respectively. For more information on the 2031 Notes and the 2032 Notes, see Note 7—Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.
Current report
Amendment to Credit Agreement
Current report
We are party to that certain credit agreement, dated July 24, 2025 (the “Credit Agreement”), which provides for, among other things, a revolving credit facility with initial revolving commitments of $750 million, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable, inventory and certain power generating assets (the “Revolving Credit Facility”). On February 3, 2026, we entered into the first amendment (the “Amendment”) to the Credit Agreement that, among other things, (i) permits the incurrence of new bridge loan indebtedness in an aggregate principal amount not to exceed $600 million (“Permitted Bridge Indebtedness”), which must be incurred on or prior to June 30, 2026 and have a scheduled maturity date not later than 365 days from the date of incurrence, (ii) subject to certain limitations and requirements, permits liens securing the Permitted Bridge Indebtedness, (iii) increases the basket for permitted convertible indebtedness from $300 million to $600 million, which basket is in addition to other baskets permitting the incurrence of such indebtedness, and (iv) amends the maturity date of the Revolving Credit Facility to provide that such maturity date will be accelerated to the date that is 91 days prior to the stated maturity of any outstanding Permitted Bridge Indebtedness if such Permitted Bridge Indebtedness is still outstanding on such date. For more information on the Credit Agreement, see Note 7—Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.
Current report
Our revenue increased$43.7 million, or 4%, to$1.0 billion for the three months ended March 31, 2026 compared to $1.0 billion for the three months ended March 31, 2025. The increase in revenue was primarily driven by higher activity levels and improved utilization, partially offset by pricing declines in line with market conditions.
Current report
During the quarter ended March 31, 2026, we issued the 2031 Notes and the 2032 Notes for net proceeds of $746.0 million and $511.3 million, respectively, after deducting the initial purchasers’ discount and commissions and offering expenses paid by us. We also entered into privately negotiated capped call transactions with respect to each of the 2031 Notes and the 2032 Notes with certain of the initial purchasers or their respective affiliates and certain other financial institutions at a cost of approximately $109.3 million and $77.2 million, respectively. Refer to Note 7— Debt to the accompanying unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the 2031 Notes and the 2032 Notes.
Removed paragraphs (21)
Previous report
In early 2023, the Company launched Liberty Power Innovations LLC (“LPI”), an integrated alternative fuel and power solutions provider for remote applications. LPI provides CNG supply, field gas processing and treating, and well site fueling and logistics. LPI was formed to support the Company’s transition towards our next generation digiFleets℠ and dual fuel fleets, as CNG fueling services can be limited in the market, yet critical to maintaining highly efficient well site operations. Through the first nine months of 2025, LPI was primarily focused on supporting an industry transition to natural gas fueled technologies, serving as a key enabler of the next step of cost and emissions reductions in the oilfield. In January 2025, we announced LPI’s expansion into the distributed power business, where we expect to leverage our experience in providing electric power for our digiFrac℠ pumps into other areas inside and outside of the oilfield.
Previous report
Business Strategy and Technical Innovation
Previous report
In response to macroeconomic uncertainty, oil producers opted to moderate activity after outperforming production expectations during the first half of the year, however, current activity levels are below those required to sustain North American oil production. Global oil oversupply is expected to peak during the first half of 2026 and many shale oil producers are targeting relatively flat oil production levels into 2026, which should require modest activity improvement from current levels sometime during the year to offset the natural declines of producing wells. Long-term gas demand continues to be on a favorable trajectory, with significant expected demand from LNG export capacity expansion and broader power markets. Together, this sets the backdrop for improving frac fundamentals later in 2026, assuming commodity prices remain supportive.
Previous report
Lower industry activity and underutilized fleets in today’s frac markets are driving price pressure, primarily for conventional fleets. This slowdown is accelerating equipment attrition and fleet cannibalization, setting the stage for a more constructive supply and demand balance of industry frac fleets in the future. An improvement in frac activity coupled with tightening frac capacity would support better pricing dynamics.
Previous report
Adjacent to the completions market, the Company expects increasing demand for power generation, as evidenced by large-scale long duration power commitments across the industry. AI compute load represents a meaningful long-term growth opportunity, and broader electrification trends and industrial reshoring efforts are also driving incremental, steady base load demand. At the same time, the grid is facing mounting reliability and capacity challenges driven by increased intermittent generation and a lack of investment in transmission infrastructure.
Previous report
Our revenue decreased$191.2 million, or 17%, to$947.4 million for the three months ended September 30, 2025 compared to $1.1 billion for the three months ended September 30, 2024. The decrease in revenue was primarily attributable to a decrease in service and materials pricing, along with reduced activity levels.
Previous report
General and administrative expenses were consistent between periods, decreasing$0.3 million, or 1%, to$58.3 million for the three months ended September 30, 2025 compared to $58.6 million for the three months ended September 30, 2024.
Previous report
Nine Months Ended September 30, 2025, Compared to Nine Months Ended September 30, 2024
Previous report
Revenue
Previous report
Our revenue decreased $404.2 million, or 12%, to $3.0 billion for the nine months ended September 30, 2025 compared to $3.4 billion for the nine months ended September 30, 2024. The decrease in revenue was primarily attributable to a decrease in service and materials pricing, along with moderately reduced activity levels.
Previous report
Cost of Services
Previous report
Cost of services (exclusive of depreciation, depletion, and amortization) decreased $115.3 million, or 5%, to $2.3 billion for the nine months ended September 30, 2025 compared to $2.5 billion for the nine months ended September 30, 2024. The decrease in expense was primarily related to decreases in materials costs, partially offset by increased personnel costs.
Previous report
General and Administrative
Previous report
Depreciation, Depletion, and Amortization
Previous report
Depreciation, depletion, and amortization expense increased $7.2 million, or 2%, to $380.1 million for the nine months ended September 30, 2025 compared to $372.9 million for the nine months ended September 30, 2024. The increase in 2025 was due to additional finance leases entered into since the prior period for heavy equipment.
Previous report
Other (Income) Expense, net
Previous report
The Company recognized other income, net of $125.3 million for the nine months ended September 30, 2025 compared to $19.2 million expense, net for the nine months ended September 30, 2024. Other (income) expense, net is comprised of gain on investments, net of $155.9 million related to investments in equity securities measured at fair value for the nine months ended September 30, 2025, compared to a $4.5 million gain on investments during the nine months ended September 30, 2024. Interest expense, net increased $6.4 million primarily as a result of the addition of finance lease liabilities, refer to “Liquidity and Capital Resources” below for further discussion of the Company’s finance leases. Additionally, interest income—related party decreased $0.5 million related to a note receivable agreement executed in December 2022, amended in August 2023, and fully collected in March 2024.
Previous report
Income Tax Expense
Previous report
EBITDA was $588.8 million for the nine months ended September 30, 2025 compared to $741.9 million for the nine months ended September 30, 2024. Adjusted EBITDA was $476.6 million for the nine months ended September 30, 2025 compared to $765.9 million for the nine months ended September 30, 2024. The decreases in EBITDA and Adjusted EBITDA primarily resulted from lower pricing and changes in activity levels in 2025 as described above under the captions Revenue, Cost of Services, and General and Administrative for the Nine Months Ended September 30, 2025, Compared to the Nine Months Ended September 30, 2024.
Previous report
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. Furthermore, also effective July 24, 2025, the Borrowers, the Company, JPMorgan Chase Bank, N.A. and other lender parties thereto entered into 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.
Previous report
$80.8 million from the sale of shares of Oklo, higher proceeds from the sale of assets and a decrease in capital expenditures, including acquisitions. During the nine months ended September 30, 2025, the Company acquired IMG Energy Solutions for total cash consideration of approximately$15.2 million, net of cash received, after closing adjustments. Refer to Note 2—Significant Accounting Policiesto theunaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the IMG Acquisition.
Reworded paragraphs (25)
Previous wording
The Company, together with its 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 E&P companies. We offer customers hydraulic fracturing services, together with complementary services including wireline services, proppant delivery solutions, field gas processing and treating, 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. We have grown from one active hydraulic fracturing fleet in December 2011 to approximately 40 active fleets as of September 30, 2025. We provide our services primarily in the major oil and gas shale basins in North America and in the Northern Territory of Australia.
Current wording
The Company, together with its subsidiaries, is a leading integrated energy services and technology company, and one of the largest providers of innovative completions services and related technologies to onshore oil, natural gas, and enhanced geothermal exploration and production (“E&P”) companies. We offer customers completions services, which include hydraulic fracturing together with complementary services including wireline services, proppant delivery solutions, field gas processing and treating, 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. We have grown from one active hydraulic fracturing fleet in December 2011 to approximately 40 active fleets as of March 31, 2026. We provide our services primarily in the major oil and gas shale basins in North America and in the Northern Territory of Australia.
Previous wording
On March 3, 2025, we 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 brings integrated capabilities across engineering design and development, construction management, enhanced software and monitoring systems, operations and marketing. We believe the IMG Acquisition will strengthen LPI by incorporating IMG Energy Solutions’s advanced engineering designs, software control systems, utility interconnection experience and power marketing expertise.
Current wording
We also own and operate LPI, providing advanced distributed power and energy storage solutions, serving the commercial and industrial, data center, energy and mining industries. LPI was formed with the initial focus on supporting Liberty’s transition towards our next generation digiFleets℠ and dual fuel fleets, by providing consistent and reliable power generation solutions and natural gas fueling services, which are critical to maintaining highly efficient well site operations. In January 2025, we announced LPI’s expansion into the distributed power business. On March 3, 2025, we completed the acquisition of IMG Energy Solutions (“the IMG Acquisition”), 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 augmented our portfolio with advanced engineering, design, and development capabilities for the development of power systems, enhanced software control systems, power marketing and utility interconnection experience, and operations and maintenance experience. During 2025, LPI was primarily focused on the planning and development of our power service platform to pursue projects supporting the power demand created by new data center development and other commercial and industrial applications. LPI is in the process of expanding market awareness of its integrated power and fuel solutions offering, developing engineered solutions, and ordering equipment and long-lead time items for these expected projects. LPI also expanded its natural gas fueling services to support larger scale distributed power installations.
Previous wording
We believe technical innovation and strong relationships with our customer and supplier bases distinguish us from our competitors and are the foundations of our business. We expect that E&P companies will continue to focus on technological innovation as completion complexity and fracture intensity of horizontal wells increases, particularly as customers are increasingly focused on reducing emissions from their completions operations. We remain proactive in developing innovative solutions to industry challenges, including developing: (i) our databases of U.S. unconventional wells to which we apply our proprietary multi-variable statistical analysis technologies to provide differential insight into fracture design optimization; (ii) our Liberty Quiet Fleet® design which significantly reduces noise levels compared to conventional hydraulic fracturing fleets; (iii) hydraulic fracturing fluid systems tailored to the specific reservoir properties in the basins in which we operate; (iv) our dual fuel dynamic gas blending (“DGB”) fleets that allow our engines to run diesel or a combination of diesel and natural gas, to optimize fuel use, reduce emissions and lower costs; (v) our digiFleets℠, comprising of digiFrac℠ and digiPrime℠ pumps and other complementary equipment, including power generation units (together “digiTechnologies℠”), our innovative, purpose-built electric and hybrid frac pumps that have approximately 25% lower CO 2e emission profile than the Tier IV DGB; (vi) our wet sand handling technology which eliminates the need to dry sand, enabling the deployment of mobile mines nearer to wellsites; and (vii) the launch of LPI to support the transition to our digiFleets as well as the transition to lower costs and emissions in the oilfield. In addition, our integrated supply chain includes proppant, chemicals, equipment, natural gas fueling services, logistics and integrated software which we believe promotes wellsite efficiency and leads to more pumping hours and higher productivity throughout the year to better service our customers. In order to achieve our technological objectives, we carefully manage our liquidity and debt position to promote operational flexibility and invest in the business throughout the full commodity cycle in the regions we operate.
Current wording
We believe technical innovation and strong relationships with our customer and supplier bases distinguish us from our competitors and are the foundations of our business. We expect that E&P companies will continue to focus on technological innovation as completion complexity and fracture intensity of horizontal wells increases, particularly as customers are increasingly focused on reducing emissions from their completions operations. We remain proactive in developing innovative solutions to industry challenges, including developing: (i) our databases of U.S. unconventional wells to which we apply our proprietary multi-variable statistical analysis technologies to provide differential insight into fracture design optimization; (ii) our Liberty Quiet Fleet® design which significantly reduces noise levels compared to conventional hydraulic fracturing fleets; (iii) hydraulic fracturing fluid systems tailored to the specific reservoir properties in the basins in which we operate; (iv) our dual fuel dynamic gas blending (“DGB”) fleets that allow our engines to run diesel or a combination of diesel and natural gas, to optimize fuel use, reduce emissions and lower costs; (v) our digiFleets℠, comprising of digiFrac℠ and digiPrime℠ pumps and other complementary equipment, including power generation units (together “digiTechnologies℠”), our innovative, purpose-built electric and hybrid frac pumps that have approximately 25% lower CO2e emission profile than the Tier IV DGB; (vi) our wet sand handling technology and piped sand slurry solution which eliminate the need to dry sand, enabling the deployment of mobile mines nearer to wellsites; (vii) the launch of LPI to support the transition to our digiFleets as well as the transition to lower costs and emissions in the oilfield; and (viii) a suite of internally developed software solutions incorporating advanced analytics to support operations, maintenance and logistics management. In addition, our integrated supply chain includes proppant, chemicals, equipment, natural gas fueling services, logistics and integrated software which we believe promotes wellsite efficiency and leads to more pumping hours and higher productivity during completions services jobs to better service our customers.
Previous wording
During the third quarter of 2025, the posted WTI price traded at an average of $65.78 per barrel (“Bbl”), as compared to the third quarter of 2024 average of $76.43 per Bbl, and the second quarter of 2025 average of $64.57 per Bbl. In addition, during the the third quarter of 2025, the Henry Hub price traded at an average of $3.03 per one million British thermal units (“MMBtu”), as compared to the second quarter of 2025 average of $3.19 per MMBtu, and the third quarter of 2024 average of $2.11 per MMBtu. Subsequent to September 30, 2025, the Henry Hub traded at an average of $3.27 per MMBtu through October 6, 2025. The average domestic onshore rig count for the United States and Canada was 703 rigs reported in the third quarter of 2025, down from the average in the third quarter of 2024 of 772, and up from the average in the second quarter of 2025 of 686, according to a report from Baker Hughes.
Current wording
During the first quarter of 2026, the posted WTI price traded at an average of $72.74 per barrel (“Bbl”), as compared to the first quarter 2025 average of $71.78 per Bbl, and the fourth quarter of 2025 average of $59.62 per Bbl. In addition, during the first quarter of 2026, the Henry Hub price traded at an average of $4.71 per one million British thermal units (“MMBtu”), as compared to the first quarter of 2025 average of $4.14 per MMBtu, and the fourth quarter of 2025 average of $3.71 per MMBtu. Subsequent to March 31, 2026, the Henry Hub traded at an average of $2.83 per MMBtu and the WTI price traded at an average of $99.85 per Bbl through April 20, 2026. The average domestic onshore rig count for the United States and Canada was 741 rigs reported in the first quarter of 2026, down from the average in the first quarter 2025 of 788, and up from the fourth quarter of 2025 of 709, according to a report from Baker Hughes.
Previous wording
Cost of services (exclusive of depreciation, depletion, and amortization) decreased$70.5 million, or 8%, to$769.8 million for the three months ended September 30, 2025 compared to $840.3 million for the three months ended September 30, 2024. The decrease in expense was primarily related to decreases in material volumes and personnel costs commensurate with the decrease in activity levels.
Current wording
Cost of services (exclusive of depreciation, depletion, and amortization) increased$82.2 million, or 11%, to$843.8 million for the three months ended March 31, 2026 compared to $761.6 million for the three months ended March 31, 2025. The increase in expense was primarily related to increases in parts and material volumes and personnel costs commensurate with the increase in activity levels.
Previous wording
General and administrative expenses increased $13.1 million, or 8%, to $182.4 million for the nine months ended September 30, 2025 compared to $169.3 million for the nine months ended September 30, 2024. The increase was primarily attributable to increased stock-based compensation expense recognized during the first quarter of 2025 in connection with the resignation of Christopher A. Wright, the Company’s previous Chief Executive Officer and Chairman of the Board, from the Company upon his confirmation to the Secretary of Energy of the United States.
Current wording
General and administrative expenses decreased$6.2 million, or 9%, to$59.5 million for the three months ended March 31, 2026 compared to $65.8 million for the three months ended March 31, 2025, primarily due to additional stock-based compensation expense recognized during the three months ended March 31, 2025 in connection with the resignation of the Company’s previous Chief Executive Officer.
Previous wording
Transaction and other costs were $0.8 million for the nine months ended September 30, 2025, with no such costs recorded for the nine months ended September 30, 2024, for costs related to the IMG Acquisition. See Note 2—Significant Accounting Policies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for further details.
Current wording
The Company did not record any transaction and other costs during the three months ended March 31, 2026, compared to $0.8 million for the three months ended March 31, 2025. See Note 2—Significant Accounting Policies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for further details.
Previous wording
Depreciation, depletion, and amortization expense decreased$3.4 million, or 3%, to$123.0 million for the three months ended September 30, 2025 compared to $126.4 million for the three months ended September 30, 2024. The decrease during the three months ended September 30, 2025 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.
Current wording
Depreciation, depletion, and amortization expense decreased$13.7 million, or 11%, to$114.1 million for the three months ended March 31, 2026 compared to $127.7 million for the three months ended March 31, 2025. The decrease during the three months ended March 31, 2026 was primarily due to equipment reaching the end of its depreciable life, partially offset by an increase in finance leases.
Previous wording
The Company recorded a gain on disposal of assets, net of $1.2 million for the three months ended September 30, 2025 compared to a $6.0 million loss for the three months ended September 30, 2024, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management. Additionally, during the three months ended September 30, 2025, the Company received insurance proceeds related to losses recorded in prior periods.
Current wording
The Company recorded a gain on disposal of assets, net of $18.5 million for the three months ended March 31, 2026 compared to a $3.3 million loss for the three months ended March 31, 2025, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management. Additionally, during the three months ended March 31, 2026, the Company received insurance proceeds related to losses recorded in prior periods.
Previous wording
The Company recognized other income, net of $57.5 million for the three months ended September 30, 2025 compared to $11.3 million expense, net for the three months ended September 30, 2024. Other (income) expense, net is comprised of gain on investments, net of $68.4 million related to investments in equity securities measured at fair value for the three months ended September 30, 2025, compared to $2.7 million loss, net during the three months ended September 30, 2024. Additionally, interest expense, net increased $2.3 million primarily as a result of the addition of finance lease liabilities, refer to “Liquidity and Capital Resources” below for further discussion of the Company’s finance leases.
Current wording
The Company recognized other income, net of $9.6 million for the three months ended March 31, 2026 compared to $9.7 million for the three months ended March 31, 2025. Other (income) expense, net is comprised of gain on investments, net of $17.3 million related to investments in equity securities measured at fair value for the three months ended March 31, 2026, compared to $19.3 million during the three months ended March 31, 2025. Additionally, interest expense, net decreased $1.8 million primarily as a result of the paydown of the Company’s balance on the Revolving Credit Facility in connection with the issuance of the 2031 Notes and 2032 Notes, refer to “Liquidity and Capital Resources” below for further discussion of the Company’s outstanding financing agreements.
Previous wording
The Company recognized income tax expense of $12.0 million for the three months ended September 30, 2025, an effective rate of 21.8%, compared to $22.2 million for the three months ended September 30, 2024, an effective rate of 23.1%. The decrease in income tax expense was primarily attributable to the decrease in net income before income taxes, as discussed above.
Current wording
The Company recognized income tax expense of $9.3 million for the three months ended March 31, 2026, an effective rate of 29.2%, compared to $7.8 million for the three months ended March 31, 2025, an effective rate of 28.0%. The increase in income tax expense was primarily attributable to the increase in net income before income taxes, as discussed above.
Previous wording
Our Board, management, investors, and lenders use EBITDA and Adjusted EBITDA to assess our financial performance because it allows them to compare our operating performance on a consistent basis across periods by removing the effects of our capital structure (such as varying levels of interest expense), asset base (such as depreciation, depletion, and amortization) and other items that impact the comparability of financial results from period to period. We present EBITDA and Adjusted EBITDA because we believe they provide useful information regarding the factors and trends affecting our business in addition to measures calculated under GAAP.
Current wording
Our Board of Directors (the “Board”), management, investors, and lenders use EBITDA and Adjusted EBITDA to assess our financial performance because it allows them to compare our operating performance on a consistent basis across periods by removing the effects of our capital structure (such as varying levels of interest expense), asset base (such as depreciation, depletion, and amortization) and other items that impact the comparability of financial results from period to period. We present EBITDA and Adjusted EBITDA because we believe they provide useful information regarding the factors and trends affecting our business in addition to measures calculated under GAAP.
Previous wording
Three and Nine Months Ended September 30, 2025, Compared to Three and Nine Months Ended September 30, 2024: EBITDA and Adjusted EBITDA
Current wording
Three Months Ended March 31, 2026, Compared to Three Months Ended March 31, 2025: EBITDA and Adjusted EBITDA
Previous wording
EBITDA was$188.9 million for the three months ended September 30, 2025 compared to $230.9 million for the three months ended September 30, 2024. Adjusted EBITDA was$127.7 million for the three months ended September 30, 2025 compared to $247.8 million for the three months ended September 30, 2024. The decreases in EBITDA and Adjusted EBITDA primarily resulted from lower pricing and changes in activity levels in 2025 as described above under the captions Revenue, Cost of Services, and General and Administrative for the Three Months Ended September 30, 2025, Compared to the Three Months Ended September 30, 2024.
Current wording
EBITDA was$153.7 million for the three months ended March 31, 2026 compared to $165.2 million for the three months ended March 31, 2025. Adjusted EBITDA was$125.9 million for the three months ended March 31, 2026 compared to $168.2 million for the three months ended March 31, 2025. The decreases in EBITDA and Adjusted EBITDA primarily resulted from the increase in costs of services out pacing the increase in revenue due to increased materials pricing and personnel costs, offset by a decrease in general and administrative expenses for the three months ended March 31, 2026, compared to the three months ended March 31, 2025.
Previous wording
Our primary sources of liquidity consist of cash flows from operations and borrowings under our Revolving Credit Facility. While we believe that we can fund operations and current organic growth plans with these sources, we monitor the availability and cost of capital resources such as equity, debt, and lease financings that could be leveraged for current or future financial obligations including those related to acquisitions, capital expenditures, working capital, and other liquidity requirements. We may incur additional indebtedness or issue equity in order to meet our capital expenditure activities and liquidity requirements, as well as to fund organic and other growth opportunities that we pursue, including our expansion into the distributed power business and potential acquisitions. Specifically, we plan to raise significant funds through debt, equity or strategic alliances to support our current planned expansion of our power business. Our primary uses of capital have been capital expenditures to support growth, both organic and through acquisitions, and funding ongoing operations, including maintenance and fleet upgrades, as well as the repurchases of, and dividends on, shares of our Class A Common Stock.
Current wording
Our primary sources of liquidity consist of proceeds from the offering of the 2031 Notes and the 2032 Notes, cash flows from operations, borrowings under our credit facilities, and finance leases for certain equipment. While we believe that these sources are adequate for our current liquidity needs, we monitor the availability and cost of capital resources such as equity, debt, and lease financings that could be leveraged for current or future financial obligations including those related to organic growth, acquisitions, capital expenditures, working capital, and other liquidity requirements.
Previous wording
Cash and cash equivalents decreased by $6.5 million to $13.5 million as of September 30, 2025 compared to $20.0 million as of December 31, 2024, while working capital excluding cash and current liabilities under debt and lease arrangements increased $64.0 million.
Current wording
Cash and cash equivalents increased by $671.6 million to $699.1 million as of March 31, 2026 compared to $27.6 million as of December 31, 2025, while working capital excluding cash and current liabilities under debt and lease arrangements increased $87.4 million.
Previous wording
As of September 30, 2025, the Company was party to the Credit Agreement, which provides for a revolving line of credit up to $750.0 million. The Credit Agreement is subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory available to finance working capital needs. As of September 30, 2025, the borrowing base was calculated to be $399.1 million, and the Company had $253.0 million outstanding, in addition to letters of credit in the amount of $14.0 million, with $132.1 million of remaining availability.
Current wording
As of March 31, 2026, the Company was party to the Credit Agreement, which provides for a revolving line of credit up to $750.0 million. The Credit Agreement is subject to certain borrowing base limitations based on a percentage of eligible accounts receivable, inventory and certain power generating assets available to finance working capital needs. The Company used a portion of the net proceeds from the offering of the 2031 Notes to repay all indebtedness outstanding under the Revolving Credit Facility, excluding letters of credit. As of March 31, 2026, the borrowing base was calculated to be $508.9 million, and the Company had no amounts outstanding, excluding letters of credit in the amount of $19.4 million, with $489.5 million of remaining availability.
Previous wording
Under our share repurchase program, the Company is authorized to repurchase up to $750.0 million of outstanding Class A Common Stock through and including July 31, 2026. Shares may be repurchased from time to time for cash in open market transactions, through block trades, in privately negotiated transactions, through derivative transactions, or by other means in accordance with applicable federal securities laws. The timing and the amount of repurchases will be determined by the Company at its discretion based on an evaluation of market conditions, capital allocation alternatives and other factors. The share repurchase program does not require us to purchase any dollar amount or number of shares of our Class A Common Stock and may be modified, suspended, extended, or terminated at any time without prior notice. The Company expects to fund any repurchases by using cash on hand, borrowings under the Revolving Credit Facility, and expected free cash flow to be generated through the duration of the share repurchase program. The Company did not repurchase or retire any shares of Class A Common Stock under the share repurchase program during the three months ended September 30, 2025. During the nine months ended September 30, 2025, Company repurchased and retired shares of Class A Common Stock for $24.0 million under the share repurchase program.
Current wording
Under our share repurchase program, the Company is authorized to repurchase up to $750.0 million of outstanding Class A Common Stock through and including July 31, 2026. Shares may be repurchased from time to time for cash in open market transactions, through block trades, in privately negotiated transactions, through derivative transactions, or by other means in accordance with applicable federal securities laws. The timing and the amount of repurchases will be determined by the Company at its discretion based on an evaluation of market conditions, capital allocation alternatives and other factors. The share repurchase program does not require us to purchase any dollar amount or number of shares of our Class A Common Stock and may be modified, suspended, extended, or terminated at any time without prior notice. The Company expects to fund any repurchases by using cash on hand, borrowings under the Revolving Credit Facility, and expected free cash flow to be generated through the duration of the share repurchase program. The Company did not repurchase or retire any shares of Class A Common Stock under the share repurchase program during the three months ended March 31, 2026. During the three months ended March 31, 2025, Company repurchased and retired shares of Class A Common Stock for $24.0 million under the share repurchase program.
Previous wording
Analysis of Cash Flow Changes Between the Nine Months Ended September 30, 2025 and 2024
Current wording
Analysis of Cash Flow Changes Between the Three Months Ended March 31, 2026 and 2025
Previous wording
Operating Activities. Net cash provided by operating activities was$414.2 million for the nine months ended September 30, 2025, compared to $652.1 million for the nine months ended September 30, 2024. The $237.9 million decrease in cash from operating activities is attributable to a$404.2 million decrease in revenues, net of a $189.7 million decrease in cash operating expenses, interest expense, net, and income tax expense, and a$34.0 million decreasein cash from changes in working capital for the nine months ended September 30, 2025, compared to a $10.6 million decrease in cash from changes in working capital for thenine months ended September 30, 2024.
Current wording
Operating Activities. Net cash provided by operating activities was$8.4 million for the three months ended March 31, 2026, compared to $192.1 million for the three months ended March 31, 2025. The $183.7 million decrease in cash from operating activities is attributable to a$112.7 million decreasein cash from changes in working capital for the three months ended March 31, 2026, compared to a $39.8 million increase in cash from changes in working capital for thethree months ended March 31, 2025. Additionally cash from operating activities decreased due to a$74.9 million increase in cash operating expenses, interest expense, net, and income tax expense, offset by a$43.7 million increase in revenues.
Previous wording
Investing Activities. Net cash used in investing activities was $302.3 million for the nine months ended September 30, 2025, compared to $455.0 million for the nine months ended September 30, 2024. Cash used in investing activities was lower during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024 primarily due to a$57.4 million decrease in new equipment purchases and capitalized maintenance of existing equipment, as well as proceeds of
Current wording
Investing Activities. Net cash used in investing activities was $137.3 million for the three months ended March 31, 2026, compared to $106.2 million for the three months ended March 31, 2025. Cash used in investing activities was higher during the three months ended March 31, 2026, compared to the three months ended March 31, 2025 primarily due to a$23.1 million increase in new equipment purchases and capitalized maintenance of existing equipment and a decrease in the proceeds on sale of equity securities of $29.9 million. Additionally the increase in cash used in investing activities is due to the Tamboran shares purchased during the three months ended March 31, 2026 of $3.9 million, offset by the cash used for the acquisition of IMG Energy Solutions of $15.2 million in the three months ended March 31, 2025, as well as a increase of $10.5 million in cash proceeds from the sale of assets. Refer to Note 2—Significant Accounting Policiesto theunaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for additional information related to the IMG Acquisition.
Previous wording
Financing Activities. Net cash used in financing activities was $118.6 million for the nine months ended September 30, 2025, compared to $210.8 million for the nine months ended September 30, 2024. The $92.2 million decrease in cash used in financing activities was primarily due to $79.5 million increase in net borrowings and a $74.2 million decrease in share repurchases, offset by a $35.6 million increase in cash paid under the TRA liability, a $19.6 million increase in cash paid for finance leases, a $4.7 million increase in debt issuance costs, and $4.6 million increase in dividends paid.
Current wording
Financing Activities. Net cash provided by financing activities was $800.6 million for the three months ended March 31, 2026, compared to net cash used in financing activities of $81.8 million for the three months ended March 31, 2025. The $882.5 million increase in cash provided by financing activities was primarily due to an increase in net borrowing activities of $826.0 million which includes the initial cash received from the 2031 Notes and the 2032 Notes, purchase of capped calls, net borrowings under the Caterpillar Agreement, net borrowings and repayments on the Revolving Credit Facility, and payment of debt issuance costs. Additionally, there was a $24.0 million decrease in share repurchases, a $32.9 million decrease in cash paid under the TRA liability, and a $5.8 million decrease in tax withholdings for RSUs offset by a $4.7 million increase in cash paid for finance leases and a $1.4 million increase in dividends paid.
Previous wording
Our material uses of cash consist primarily of obligations under long-term debt on the Revolving Credit Facility, TRAs, finance and operating leases for property and equipment, cash used to pay for repurchases of, and dividends on, shares of our Class A Common Stock, and purchase obligations as part of normal operations and our expansion into the distributed power business. Certain amounts included in our contractual obligations as of September 30, 2025 are based on our estimates and assumptions about these obligations, including pricing, volumes, and duration. We have no material off balance sheet arrangements as of September 30, 2025, except for purchase commitments for generation assets to support our distributed power business and under sand supply agreements of which $20.3 million is payable within 2025, and $3.9 million is payable thereafter. See Note 14—Commitments & Contingencies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for information regarding scheduled contractual sand supply obligations. During the three and nine months ended September 30, 2025, the Company expanded its equipment lease facilities resulting in the addition of $37.3 million and $87.9 million in new finance lease obligations, respectively. The terms on these new leases range from three to five years.
Current wording
Certain amounts included in our contractual obligations as of March 31, 2026 are based on our estimates and assumptions about these obligations, including pricing, volumes, and duration. We have no material off balance sheet arrangements as of March 31, 2026, except for purchase commitments for generation assets to support our distributed power business and under sand supply agreements of which $30.0 million is payable within 2026, and $0.0 million is payable thereafter. See Note 14—Commitments & Contingencies to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report for information regarding scheduled contractual sand supply obligations.
Previous wording
The effective global income tax rate applicable to the Company for the nine months ended September 30, 2025 was 24.7% compared to 23.5%, for the period ended September 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 an income tax expense of $12.0 million and $43.9 million during the three and nine months ended September 30, 2025, respectively, and $22.2 million and $81.2 million for the three and nine months ended September 30, 2024, respectively.
Current wording
The effective global income tax rate applicable to the Company for the three months ended March 31, 2026 was 29.2% compared to 28.0%, for the period ended March 31, 2025. 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, nondeductible executive compensation, as well as GILTI inclusions from the Company’s foreign operations, partially offset by U.S. federal income tax credits. The Company recognized an income tax expense of $9.3 million and $7.8 million during the three months ended March 31, 2026, and 2025 respectively.
Previous wording
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. As of September 30, 2025 and December 31, 2024, the Company’s net deferred tax liabilities were $180.9 million and $137.7 million, respectively.
Current wording
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. As of March 31, 2026 and December 31, 2025, the Company’s net deferred tax liabilities were $162.9 million and $195.6 million, respectively.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
In order to achieve our technological objectives, we carefully manage our liquidity and debt position to promote operational flexibility and invest in the business throughout the full commodity cycle in the regions we operate.
Current report — wording carried from elsewhere
We plan to raise funds, and may incur additional debt, through project specific financing including non-recourse debt, and co-investments or equity to support the expansion of our distributed power business. Our primary uses of capital have been capital expenditures to support growth, both organic and through acquisitions, and funding ongoing operations, including maintenance and fleet upgrades, as well as the repurchases of, and dividends on, shares of our Class A Common Stock (the “Class A Common Stock”).
Current report — wording carried from elsewhere
Our material uses of cash consist primarily of obligations under long-term debt including the 2032 Notes, 2031 Notes and the Revolving Credit Facility, TRAs, finance and operating leases for property and equipment, cash used to pay for repurchases of, and dividends on, shares of our Class A Common Stock, and purchase obligations as part of normal operations and our expansion into the distributed power business. During the quarter ended March 31, 2026, the Company issued $770.0 million aggregate principal amount and $525.0 million aggregate principal amount of the 2031 Notes and the 2032 Notes, respectively. See Note 7 —Debt to the unaudited condensed consolidated financial statements in Part I, Item 1 of this Quarterly Report.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
Loss on disposal of assets, net
Previous report — wording carried elsewhere
The Company recognized a loss on disposal of assets, net of $7.8 million for the nine months ended September 30, 2025 compared to $6.1 million for the nine months ended September 30, 2024, as the Company disposed of used equipment that is no longer in use as part of normal course fleet and equipment management.
Previous report — wording carried elsewhere
The Company recognized income tax expense of $43.9 million for the nine months ended September 30, 2025, an effective rate of 24.7%, compared to $81.2 million for the nine months ended September 30, 2024, an effective rate of 23.5%. The decrease in income tax expense was primarily attributable to the decrease in net income before income taxes, as discussed above.