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National Energy Services Reunited Corp. Reports Fourth Quarter and Full Year 2019 Financial Results

HOUSTON, TX / ACCESSWIRE / February 26, 2020 / National Energy Services Reunited Corp. ("NESR" or the "Company") (NASDAQ:NESR)(NASDAQ:NESRW), a national, industry-leading provider of integrated energy services in the Middle East and North Africa ("MENA") and Asia Pacific regions, today reported its financial results for the quarter and year ended December 31, 2019. The Company posted the following results for the periods presented:

Revenue for the fourth quarter of 2019 is $185 million, growing 17% year-over-year
Gross collections of $207M in the fourth quarter drove free cash flow of $26 million and a net debt decrease of $20 million
Net Income for the fourth quarter of 2019 is $4 million
Adjusted Net Income (a non-GAAP measure) for the fourth quarter of 2019 is $19 million*
Adjusted EBITDA (a non-GAAP measure) is $52 million as compared to $48 million in the prior quarter*
Diluted Earnings per Share (EPS) for the fourth quarter of 2019 is $0.04, which includes $0.17 per share of Charges and Credits
Adjusted Diluted EPS (a non-GAAP measure) for the fourth quarter of 2019 is $0.21*

 

 
Three Months Ended
 
 
Variance
 

(in millions except per share amounts)

 
December 31,
2019
 
 
September 30,
2019
 
 
December 31,
2018
 
 
Sequential
 
 
Year-over-
year
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Revenue

 
$
185,176
 
 
$
161,606
 
 
$
158,024
 
 
 
15
%
 
 
17
%

Net income

 
 
3,724
 
 
 
11,110
 
 
 
22,788
 
 
 
(66
)%
 
 
(84
)%

Adjusted net income (non-GAAP)*

 
 
18,948
 
 
 
16,195
 
 
 
17,892
 
 
 
17
%
 
 
6
%

Adjusted EBITDA (non-GAAP)*

 
 
51,749
 
 
 
47,708
 
 
 
49,948
 
 
 
8
%
 
 
4
%

Diluted EPS

 
 
0.04
 
 
 
0.13
 
 
 
0.26
 
 
 
(69
)%
 
 
(85
)%

Adjusted Diluted EPS (non-GAAP)*

 
 
0.21
 
 
 
0.19
 
 
 
0.21
 
 
 
11
%
 
 

%

*The Company presents its financial results in accordance with generally accepted accounting principles in the United States of America ("GAAP"). However, management believes that using additional non-GAAP measures will enhance the evaluation of the profitability of the Company and its ongoing operations. Please see Tables 1, 2, 3 and 4 below for reconciliations of GAAP to non-GAAP financial measures.

Sherif Foda, Chairman of the Board and CEO of NESR said, "NESR achieved very important milestones this quarter which will bring a step change to the Company going forward. We opened a casing accessories manufacturing facility in Oman to deepen our commitment to In-Country Value creation and local employment, a cornerstone of our ESG strategy in the region. We also commenced operations under a significant unconventional gas stimulation services contract in Saudi Arabia, achieving qualification of these services in a record time during the fourth quarter. Separately, our team's focus on operational efficiency and financial discipline resulted in a $20.2 million decrease in net debt quarter over quarter after collecting a record $207 million during the quarter."

Mr. Foda continued, "Most recently, we announced the agreement to acquire a significant oilfield services provider, SAPESCO. This transaction is expected to close in April of 2020 and will mark the entry of the NESR brand into Egypt, further expanding our presence in North Africa and adding a new service line, Pipelines and Industrial Services, to our portfolio."

Net Income Results

The Company had net income for the fourth quarter of 2019 totaling $3.7 million as compared to a net income of $11.1 million for the third quarter of 2019 and $22.8 million in the prior year quarter. Net income for the fourth quarter of 2019, third quarter of 2019, and fourth quarter of 2018, includes amortization expenses associated with intangible assets acquired in the acquisition of NPS and GES (the "Business Combination") of $3.8 million, per quarter. Adjusted net income for the fourth quarter of 2019 is $18.9 million and includes adjustments totaling $15.2 million mainly related to integration and restructuring costs, higher startup and qualifying costs in conjunction with new contracts, specifically the unconventional contract setup, and other discrete provisions that include non-cash actuarial adjustments and tax reserve charges (collectively, "Total Charges and Credits"). In the fourth quarter of 2018, Total Charges and Credits included a gain of $6.1 million for a Business Combination-related earn-out adjustment. A complete list of the adjusting items and the associated reconciliation from GAAP has been provided in Table 1 below in the section entitled "Reconciliation of Net Income and Adjusted Net Income."

The Company reported $0.04 of diluted earnings per share ("EPS") for the fourth quarter of 2019 compared to $0.13 per share during the third quarter 2019 period. Adjusted for the impact of Total Charges and Credits, a non-GAAP measure described in Table 1 below, Adjusted Diluted EPS for the fourth quarter of 2019 is $0.21, compared to $0.19 per share during the third quarter 2019 period.

See "Business Combination Accounting and Presentation of Results of Operations" section below for additional information on current reporting conventions.

Adjusted EBITDA Results

The Company produced Adjusted EBITDA of $52 million during the fourth quarter of 2019. Fourth quarter 2019 Adjusted EBITDA includes adjustments for certain Total Charges and Credits (those not related to interest, taxes, and/or depreciation and amortization) of $11.6 million. The Company posted the following results for the periods presented.

(in thousands)

 
Three months ended
December 31, 2019
 
 
Three months ended
September 30, 2019
 
 
Three months ended
December 31, 2018
 

Revenue

 
$
185,176
 
 
$
161,606
 
 
$
158,024
 

Adjusted EBITDA

 
$
51,749
 
 
$
47,708
 
 
$
49,948
 

Production Services Segment Results

The Production Services segment contributed $121.0 million to consolidated revenue for the fourth quarter of 2019 as compared to $97.2 million during the third quarter of 2019, growing 24.6% quarter-over-quarter. Segment Adjusted EBITDA increased to $40.4 million from $34.2 million in the prior quarter, an improvement of 18.2%. The Production Services segment posted the following results for the periods presented.

(in thousands)

 
Three months ended
December 31, 2019
 
 
Three months ended
September 30, 2019
 
 
Three months ended
December 31, 2018
 

Revenue

 
$
121,023
 
 
$
97,160
 
 
$
98,523
 

Operating income

 
$
14,610
 
 
$
20,447
 
 
$
28,949
 

Adjusted EBITDA

 
$
40,434
 
 
$
34,218
 
 
$
35,530
 

Drilling and Evaluation Services Segment Results

The Drilling and Evaluation ("D&E") Services segment contributed $64.2 million to consolidated revenue for the fourth quarter of 2019 as compared to revenue of $59.5 million in the fourth quarter of 2018. The D&E Services segment revenue grew by over 7.8% over the past year. Segment Adjusted EBITDA totaled $13.6 million in the fourth quarter of 2019 reflecting changes in segment mix during the quarter.

The D&E Services segment posted the following results for the periods presented.

(in thousands)

 
Three months ended
December 31, 2019
 
 
Three months ended
September 30, 2019
 
 
Three months ended
December 31, 2018
 

Revenue

 
$
64,153
 
 
$
64,446
 
 
$
59,501
 

Operating income

 
$
4,956
 
 
$
9,183
 
 
$
9,147
 

Adjusted EBITDA

 
$
13,645
 
 
$
16,299
 
 
$
13,877
 

Offsetting both the Production Services segment and D&E Services segment results were certain corporate costs, which are not allocated to segment operations.

Balance Sheet

Cash and cash equivalents are $73.2 million as of December 31, 2019, compared to $24.9 million as of December 31, 2018.

Total debt as of December 31, 2019 is $383.5 million with $53.0 million of such debt classified as short-term. Working capital for the Company totaled $175.0 million as of December 31, 2019. Net debt totaled $310.3 million as of December 31, 2019 as compared to $330.6 million as of September 30, 2019, a decrease of $20.2 million. Net debt has decreased quarter-over-quarter due to improved accounts receivable collections, a trend which we expect to continue into the first quarter of 2020. Gross collections were $207 million in the fourth quarter of 2019, a 34% sequential increase. Free cash flow for the fourth quarter of 2019 was $26 million. As compared to December 31, 2018, net debt has increased by $33.1 million fund working capital and capital spending to support our growth.

Predecessor/Successor Accounting Treatment

NESR continues to report in a Predecessor/Successor format whereby NPS Holdings Limited ("NPS") is the Predecessor for periods prior to the completion of the Business Combination on June 7, 2018 and NESR, including NPS and Gulf Energy S.A.O.C. ("GES"), is the Successor for post-transaction periods.

Conference Call Information

NESR will host a conference call on Wednesday, February 26, 2020, to discuss fourth quarter and full year financial results. The call will begin at 8:00 AM Eastern Time.

Investors, analysts and members of the media interested in listening to the conference call are encouraged to participate by dialing in to the U.S. toll-free line at 1-877-407-0312 or the international line at 1-201-389-0899. A live, listen-only webcast will also be available under the "Investors" section of the Company's website at www.nesr.com. A replay of the conference call will be available after the event under the "Investors" section of the Company's website.

About National Energy Services Reunited Corp.

Founded in 2017, NESR is one of the largest national oilfield services providers in the MENA and Asia Pacific regions. With over 4,000 employees, representing more than 40 nationalities in over 15 countries, the Company helps its customers unlock the full potential of their reservoirs by providing Production Services such as Cementing, Coiled Tubing, Filtration, Completions, Stimulation, Pumping and Nitrogen Services. The Company also helps its customers to access their reservoirs in a smarter and faster manner by providing Drilling and Evaluation Services such as Drilling Downhole Tools, Directional Drilling, Fishing Tools, Testing Services, Wireline, Slickline, Fluids and Rig Services.

Business Combination Accounting and Presentation of Results of Operations

As a result of the Business Combination, NESR was determined to be the accounting acquirer and NPS was determined to be the predecessor for SEC reporting purposes. Pursuant to Accounting Standard Codification ("ASC") 805, Business Combinations ("ASC 805"), the acquisition-date fair value of the purchase consideration paid by NESR to affect the Business Combination was allocated to the assets acquired and the liabilities assumed based on their estimated fair values. As a result of the application of the acquisition method of accounting resulting from the Business Combination, the financial statements and certain footnote presentations separate the Company's presentations into two distinct sets of reporting periods, the periods before the consummation of the transaction ("Predecessor Period") and the period after that date ("Successor Period"), to indicate the application of the different basis of accounting between the periods presented. The Predecessor Periods reflect the historical financial information of NPS prior to the Business Combination, while the Successor Period reflects the Company's consolidated financial information, including the results of NPS and GES, after the Business Combination.

Forward-Looking Statements

This communication contains forward-looking statements (as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). Any and all statements contained in this communication that are not statements of historical fact may be deemed forward-looking statements. Terms such as "may," "might," "would," "should," "could," "project," "estimate," "predict," "potential," "strategy," "anticipate," "attempt," "develop," "plan," "help," "believe," "continue," "intend," "expect," "future," and terms of similar import (including the negative of any of these terms) may identify forward-looking statements. However, not all forward-looking statements may contain one or more of these identifying terms. Forward-looking statements in this communication may include, without limitation, statements regarding the benefits resulting from the Company's recent business combination transaction, the plans and objectives of management for future operations, projections of income or loss, earnings or loss per share, capital expenditures, dividends, capital structure or other financial items, the Company's future financial performance, expansion plans and opportunities, and the assumptions underlying or relating to any such statement.

The forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon the Company's current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which the Company has no control over. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the accuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation: estimates of the Company's future revenue, expenses, capital requirements and the Company's need for financing; the risk of legal complaints and proceedings and government investigations; the Company's financial performance; success in retaining or recruiting, or changes required in, the Company's officers, key employees or directors; current and future government regulations; developments relating to the Company's competitors; changes in applicable laws or regulations; the possibility that the Company may be adversely affected by other economic and market conditions, political disturbances, war, terrorist acts, international currency fluctuations, business and/or competitive factors; and other risks and uncertainties set forth in the Company's most recent Annual Report on Form 20-F filed with the Securities and Exchange Commission (the "SEC").

You are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to the risk factors. The Company disclaims any obligation to update the forward-looking statements contained in this communication to reflect any new information or future events or circumstances or otherwise, except as required by law. You should read this communication in conjunction with other documents which the Company may file or furnish from time to time with the SEC.

The preliminary financial results for the Company's fourth quarter and full year ended December 31, 2019 included in this press release represent the most current information available to management. The Company's actual results when disclosed in its Annual Report on Form 20-F for the year ended December 31, 2019 may differ from these preliminary results as a result of the completion of the Company's financial statement closing procedures, final adjustments, completion of the independent registered public accounting firm's audit procedures, and other developments that may arise between now and the disclosure of the final results.

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In US$ thousands, except share data)

 

 
December 31,
2019
 
 
December 31,
2018
 

 

 
 
 
 
 
 

Assets

 
 
 
 
 
 

Current assets

 
 
 
 
 
 

Cash and cash equivalents

 
 
73,201
 
 
 
24,892
 

Accounts receivable, net

 
 
99,019
 
 
 
62,636
 

Unbilled revenue

 
 
75,974
 
 
 
95,145
 

Service inventories, net

 
 
78,841
 
 
 
58,151
 

Prepaid assets

 
 
9,590
 
 
 
6,937
 

Retention withholdings

 
 
40,970
 
 
 
22,011
 

Other receivables

 
 
14,019
 
 
 
16,695
 

Other current assets

 
 
6,800
 
 
 
13,178
 

Total current assets

 
 
398,414
 
 
 
299,645
 

Non-current assets

 
 
 
 
 
 
 
 

Property, plant and equipment, net

 
 
417,683
 
 
 
328,727
 

Intangible assets, net

 
 
122,714
 
 
 
138,052
 

Goodwill

 
 
574,764
 
 
 
570,540
 

Other assets

 
 
1,105
 
 
 
6,345
 

Total assets

 
$
1,514,680
 
 
$
1,343,309
 

 

 
 
 
 
 
 
 
 

Liabilities and equity

 
 
 
 
 
 
 
 

Liabilities

 
 
 
 
 
 
 
 

Accounts payable

 
 
60,907
 
 
 
66,264
 

Accrued expenses

 
 
70,488
 
 
 
38,986
 

Current installments of long-term debt

 
 
15,000
 
 
 
45,093
 

Short-term borrowings

 
 
37,963
 
 
 
31,817
 

Income taxes payable

 
 
6,432
 
 
 
10,991
 

Other taxes payable

 
 
7,189
 
 
 
5,806
 

Other current liabilities

 
 
25,448
 
 
 
24,123
 

Total current liabilities

 
 
223,427
 
 
 
223,080
 

 

 
 
 
 
 
 
 
 

Long-term debt

 
 
330,564
 
 
 
225,172
 

Deferred tax liabilities

 
 
20,908
 
 
 
30,756
 

Pension benefit liabilities

 
 
16,745
 
 
 
13,828
 

Other liabilities

 
 
36,564
 
 
 
19,482
 

Total liabilities

 
 
628,208
 
 
 
512,318
 

 

 
 
 
 
 
 
 
 

Commitments and contingencies

 
 
 
 
 
 
 
 

 

 
 
 
 
 
 
 
 

Equity

 
 
 
 
 
 
 
 

Preferred shares, no par value; unlimited shares authorized; none issued and
outstanding at December 31, 2019 and December 31, 2018, respectively

 
 

 
 
 

 

Common stock, no par value; unlimited shares authorized; 87,187,289 and
85,562,769 shares issued and outstanding at December 31, 2019 and December
31, 2018, respectively

 
 
801,545
 
 
 
801,545
 

Additional paid in capital

 
 
17,237
 
 
 
1,034
 

Retained earnings

 
 
67,661
 
 
 
28,297
 

Accumulated other comprehensive income

 
 
29
 
 
 
48
 

Total shareholders' equity

 
 
886,472
 
 
 
830,924
 

Non-controlling interests

 
 

 
 
 
67
 

Total equity

 
 
886,472
 
 
 
830,991
 

Total liabilities and equity

 
$
1,514,680
 
 
$
1,343,309
 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In US$ thousands, except share data and per share amounts)

 

 
Successor (NESR)
 
 
Predecessor
(NPS)
 

Description

 
Period from
January 1,
2019 to
December 31,
2019
 
 
Period from
October 1,
2019 to
December 31,
2019
 
 
Period from
June 7,
2018 to
December 31,
2018
 
 
Period from
October 1,
2018 to
December 31,
2018
 
 
Period from
January 1,
2018 to
June 6,
2018
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Revenues

 
$
658,385
 
 
$
185,176
 
 
$
348,590
 
 
$
158,024
 
 
$
137,027
 

Cost of services

 
 
(506,799
)
 
 
(154,083
)
 
 
(249,159
)
 
 
(109,755
)
 
 
(104,242
)

Gross profit

 
 
151,586
 
 
 
31,093
 
 
 
99,431
 
 
 
48,269
 
 
 
32,785
 

Selling, general and administrative expense

 
 
(63,840
)
 
 
(17,248
)
 
 
(36,705
)
 
 
(13,926
)
 
 
(19,969
)

Amortization

 
 
(15,932
)
 
 
(3,896
)
 
 
(9,373
)
 
 
(4,257
)
 
 
(10
)

Operating income

 
 
71,814
 
 
 
9,949
 
 
 
53,353
 
 
 
30,086
 
 
 
12,806
 

Interest expense, net

 
 
(18,971
)
 
 
(4,280
)
 
 
(14,383
)
 
 
(6,284
)
 
 
(4,090
)

Other income / (expense), net

 
 
(408
)
 
 
221
 
 
 
5,441
 
 
 
5,459
 
 
 
362
 

Income before income tax

 
 
52,435
 
 
 
5,890
 
 
 
44,411
 
 
 
29,261
 
 
 
9,078
 

Income tax expense

 
 
(13,071
)
 
 
(2,166
)
 
 
(9,431
)
 
 
(6,471
)
 
 
(2,342
)

Net income / (loss)

 
 
39,364
 
 
 
3,724
 
 
 
34,980
 
 
 
22,790
 
 
 
6,736
 

Net income / (loss) attributable to
non-controlling interests

 
 

 
 
 

 
 
 
(163
)
 
 
9
 
 
 
(881
)

Net income attributable to
shareholders

 
$
39,364
 
 
$
3,724
 
 
$
35,143
 
 
$
22,781
 
 
$
7,617
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Weighted average shares
outstanding:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Basic

 
 
86,997,554
 
 
 
87,168,937
 
 
 
85,569,020
 
 
 
85,576,902
 
 
 
348,524,566
 

Diluted

 
 
86,997,554
 
 
 
87,168,937
 
 
 
86,862,983
 
 
 
86,862,983
 
 
 
370,000,000
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Net earnings per share:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Basic

 
$
0.45
 
 
$
0.04
 
 
$
0.41
 
 
$
0.26
 
 
$
0.02
 

Diluted

 
$
0.45
 
 
$
0.04
 
 
$
0.40
 
 
$
0.26
 
 
$
0.02
 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In US$ thousands)

 

 
Successor (NESR)
 
 
Predecessor (NPS)
 

 

 
Period from
 
 
Period from
 
 
Period from
 
 
 
 

 

 
January 1
 
 
June 7
 
 
January 1
 
 
Year ended
 

 

 
to December 31,
 
 
to December 31,
 
 
to June 6,
 
 
December 31,
 

 

 
2019
 
 
2018
 
 
2018
 
 
2017
 

 

 
 
 
 
 
 
 
 
 
 
 
 

Cash flows from operating activities:

 
 
 
 
 
 
 
 
 
 
 
 

Net income/(loss)

 
$
39,364
 
 
$
34,980
 
 
$
6,736
 
 
$
28,353
 

Adjustments to reconcile net income to
net cash provided by operating activities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Depreciation and amortization

 
 
88,111
 
 
 
42,416
 
 
 
17,284
 
 
 
38,408
 

Shares issued for transaction costs

 
 

 
 
 
2,719
 
 
 

 
 
 

 

Stock-based compensation

 
 
5,654
 
 
 
1,034
 
 
 

 
 
 

 

(Gain) on disposal of assets

 
 
(1,659
)
 
 
(986
)
 
 

 
 
 
(228
)

Non-cash interest expense

 
 
1,884
 
 
 
2,055
 
 
 
3,350
 
 
 
7,835
 

Deferred tax expense (benefit)

 
 
(5,644
)
 
 
(2,025
)
 
 

 
 
 
598
 

Allowance for doubtful receivables

 
 
1,771
 
 
 
693
 
 
 
2,402
 
 
 
334
 

Provision for obsolete service inventories

 
 
530
 
 
 
1,155
 
 
 

 
 
 
 
 

NPS equity stock-earn out

 
 

 
 
 
(5,723
)
 
 

 
 
 

 

Other operating activities, net

 
 
90
 
 
 
796
 
 
 
1,442
 
 
 

 

Changes in operating assets and liabilities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(Increase) decrease in accounts receivable

 
 
(39,023
)
 
 
10,329
 
 
 
(15
)
 
 
(5,000
)

(Increase) in inventories

 
 
(21,220
)
 
 
5,440
 
 
 
(2,080
)
 
 
(8,118
)

(Increase) in prepaid expenses

 
 
(2,573
)
 
 
596
 
 
 
(759
)
 
 
2,070
 

(Increase) in other current assets

 
 
5,227
 
 
 
(36,373
)
 
 
(16,257
)
 
 
7,480
 

(Increase) decrease in other long-term
assets and liabilities

 
 
8,622
 
 
 

 
 
 
(544
)
 
 

 

Increase (decrease) in accounts payable
and accrued expenses

 
 
21,222
 
 
 
(34,943
)
 
 
7,335
 
 
 
9,172
 

Increase (decrease) in other current liabilities

 
 
(9,657
)
 
 
18,677
 
 
 
1,932
 
 
 
2,289
 

Net cash provided by operating activities

 
 
92,699
 
 
 
40,840
 
 
 
20,826
 
 
 
83,193
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Cash flows from investing activities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Capital expenditures

 
 
(111,544
)
 
 
(23,211
)
 
 
(9,861
)
 
 
(48,657
)

Proceeds from disposal of assets

 
 
1,625
 
 
 
5,309
 
 
 

 
 
 
282
 

Proceeds from the Company's Trust
account

 
 

 
 
 
231,782
 
 
 

 
 
 
 
 

Acquisition of business, net of cash
acquired

 
 

 
 
 
(282,190
)
 
 
(1,098
)
 
 
(624
)

Other investing activities

 
 
(1,025
)
 
 
1,722
 
 
 
3,043
 
 
 
(3,043
)

Net cash used in investing activities

 
 
(110,944
)
 
 
(66,588
)
 
 
(7,916
)
 
 
(52,042
)

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Cash flows from financing activities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Proceeds from long-term debt

 
 
365,000
 
 
 
92,490
 
 
 
47,063
 
 
 

 

Repayments of long-term debt

 
 
(285,048
)
 
 
(61,606
)
 
 

 
 
 

 

Net change in overdraft facilities

 
 
(6,994
)
 
 

 
 
 

 
 
 

 

Proceeds from short-term borrowings

 
 
49,305
 
 
 

 
 
 

 
 
 

 

Repayments of short-term borrowings

 
 
(49,971
)
 
 

 
 
 

 
 
 
(7,871
)

Payments on capital leases

 
 

 
 
 

 
 
 

 
 
 

 

Payments for equipment purchased using
seller financing

 
 

 
 
 

 
 
 

 
 
 

 

Proceeds from issuance of shares

 
 

 
 
 
48,294
 
 
 

 
 
 

 

Redemption of ordinary shares

 
 

 
 
 
(19,380
)
 
 

 
 
 

 

Payment of deferred underwriting fees

 
 

 
 
 
(9,070
)
 
 
(164
)
 
 

 

Dividend paid

 
 

 
 
 

 
 
 
(48,210
)
 
 
(20,000
)

Other financing activities, net

 
 
(5,717
)
 
 
(134
)
 
 
(4,429
)
 
 
(4,267
)

Net cash provided by (used in) financing
activities

 
 
66,575
 
 
 
50,594
 
 
 
(5,740
)
 
 
(32,138
)

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Effect of exchange rate changes on cash

 
 
(21
)
 
 

 
 
 
(16
)
 
 
(45
)

Net increase (decrease) in cash

 
 
48,309
 
 
 
24,846
 
 
 
7,154
 
 
 
(1,032
)

Cash and cash equivalents, beginning of
period

 
 
24,892
 
 
 
46
 
 
 
24,502
 
 
 
25,534
 

Cash and cash equivalents, end of
period

 
 
73,201
 
 
 
24,892
 
 
 
31,656
 
 
 
24,502
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Supplemental disclosure of cash flow
information (also refer Note 3):

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Interest paid

 
 
17,290
 
 
 
8,812
 
 
 
3,636
 
 
 
7,989
 

Income taxes paid

 
 
19,192
 
 
 
6,008
 
 
 
345
 
 
 
3,286
 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
RECONCILIATION OF ADJUSTED EBITDA AND ADJUSTED NET INCOME TO NET INCOME
(Unaudited)
(In US$ thousands)

The Company uses and presents certain key non-GAAP financial measures to evaluate its business and trends, measure performance, prepare financial projections and make strategic decisions. Included in this release are discussions of earnings before interest, income tax and depreciation and amortization adjusted for certain non-recurring and non-core expenses ("Adjusted EBITDA"), net income adjusted for certain non-recurring and non-core expenses ("Adjusted Net Income") as well a reconciliation of these non-GAAP measures to operating income and net income, respectively, in accordance with GAAP.

The Company believes that the presentation of Adjusted EBITDA and Adjusted Net Income provides useful information to investors in assessing its financial performance and results of operations as the Company's board of directors, management and investors use Adjusted EBITDA and Adjusted Net Income to compare the Company's operating performance on a consistent basis across periods by removing the effects of changes in capital structure (such as varying levels of interest expense), asset base (such as depreciation and amortization), items that do not impact the ongoing operations (transaction, integration, and startup costs) and items outside the control of its management team. Adjusted EBITDA and Adjusted Net Income should not be considered as an alternative to operating income or net income, respectively, the most directly comparable GAAP financial measures. Non-GAAP financial measures have important limitations as analytical tools because they exclude some but not all items that affect the most directly comparable GAAP financial measure. You should not consider non-GAAP measures in isolation or as a substitute for an analysis of the Company's results as reported under GAAP.

Table 1 – Reconciliation of Net Income and Adjusted Net Income

 

 
October 1 to
December 31, 2019
 
 

July 1 to

September 30, 2019

 
 
October 1 to
December 31, 2018
 

 

 
Net Income
 
 
Diluted EPS
 
 
Net Income
 
 
Diluted
EPS
 
 
Net Income
 
 
Diluted EPS
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Net Income

 

3,724
 
 

0.04
 
 

11,110
 
 

0.13
 
 

22,788
 
 

0.26
 

Add Charges and Credits:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Transaction, integration and startup costs

 
 
11,768
 
 
 
0.13
 
 
 
4,181
 
 
 
0.05
 
 
 
1,219
 
 
 
0.01
 

Other discrete provisions

 
 
3,456
 
 
 
0.04
 
 
 
904
 
 
 
0.01
 
 
 
(6,117
)
 
 
(0.06
)

Total Charges and Credits

 
 
15,224
 
 
 
0.17
 
 
 
5,085
 
 
 
0.06
 
 
 
(4,898
)
 
 
(0.05
)

Total Adjusted

 

18,948
 
 

0.21
 
 

16,195
 
 

0.19
 
 

17,890
 
 

0.21
 

Table 2 – Reconciliation of Net Income to Adjusted EBITDA

 

 
October 1 to December 31, 2019
 
 
July 1 to September 30, 2019
 
 
October 1 to December 31, 2018
 

 

 
 
 
 
 
 
 
 
 

Net Income

 

3,724
 
 

11,110
 
 

22,788
 

Add:

 
 
 
 
 
 
 
 
 
 
 
 

Income Taxes

 
 
2,166
 
 
 
3,511
 
 
 
6,471
 

Interest Expense, net

 
 
4,280
 
 
 
5,011
 
 
 
6,284
 

Depreciation and Amortization

 
 
29,980
 
 
 
23,196
 
 
 
19,303
 

Charges and Credits impacting Adjusted EBITDA

 
 
11,599
 
 
 
4,880
 
 
 
(4,898
)

Total Adjusted EBITDA

 

51,749
 
 

47,708
 
 

49,948
 

Table 3 – Reconciliation of Segment EBITDA to Adjusted EBITDA

 

 
October 1 to
December 31, 2019
 
 
July 1 to
September 30, 2019
 
 
October 1 to
December 31, 2018
 

 

 
EBITDA
 
 
Charges
and
Credits
impacting
Adjusted
EBITDA
 
 
Adjusted
EBITDA
 
 
EBITDA
 
 
Charges
and
Credits
impacting
Adjusted
EBITDA
 
 
Adjusted
EBITDA
 
 
EBITDA
 
 
Charges
and
Credits
impacting
Adjusted
EBITDA
 
 
Adjusted
EBITDA
 

Production Services

 
$
32,832
 
 
$
7,602
 
 
$
40,434
 
 
$
32,581
 
 
$
1,637
 
 
$
34,218
 
 
$
35,530
 
 
$

 
 
$
35,530
 

Drilling & Evaluation

 
 
12,093
 
 
 
1,552
 
 
 
13,645
 
 
 
15,239
 
 
 
1,060
 
 
 
16,299
 
 
 
13,877
 
 
 

 
 
 
13,877
 

Unallocated

 
 
(4,775
)
 
 
2,445
 
 
 
(2,330
)
 
 
(4,992
)
 
 
2,183
 
 
 
(2,809
)
 
 
5,439
 
 
 
(4,898
)
 
 
541
 

Total

 
$
40,150
 
 
$
11,599
 
 
$
51,749
 
 
$
42,828
 
 
$
4,880
 
 
$
47,708
 
 
$
54,846
 
 
$
(4,898
)
 
$
49,948
 

Table 4 – Reconciliation of Segment EBITDA to Segment Operating Income

 

 
Period from
 
 
Period from
 
 
Period from
 

 

 
September 30
 
 
July 1
 
 
September 30
 

 

 
to December 31,
 
 
to September 30,
 
 
to December 31,
 

 

 
2019
 
 
2019
 
 
2018
 

Production Services:

 
 
 
 
 
 
 
 
 

Segment EBITDA

 
$
32,832
 
 
$
32,581
 
 
$
35,530
 

Depreciation and amort.

 
 
(19,290
)
 
 
(12,322
)
 
 
(7,991
)

Other (income)/expense, net

 
 
1,068
 
 
 
188
 
 
 
1,410
 

Segment Operating Income

 
 
14,610
 
 
 
20,447
 
 
 
28,949
 

Drilling and Evaluation Services:

 
 
 
 
 
 
 
 
 
 
 
 

Segment EBITDA

 
 
12,093
 
 
 
15,239
 
 
 
13,877
 

Depreciation and amort.

 
 
(6,313
)
 
 
(5,980
)
 
 
(4,796
)

Other (income)/expense, net

 
 
(824
)
 
 
(76
)
 
 
66
 

Segment Operating Income

 
 
4,956
 
 
 
9,183
 
 
 
9,147
 

Unallocated:

 
 
 
 
 
 
 
 
 
 
 
 

Segment EBITDA

 
 
(4,775
)
 
 
(4,992
)
 
 
5,439
 

Share-based compensation

 
 
(1,597
)
 
 
(1,944
)
 
 
(703
)

Depreciation and amort.

 
 
(2,780
)
 
 
(2,950
)
 
 
(5,804
)

Other (income)/expense, net

 
 
(465
)
 
 
18
 
 
 
(6,942
)

Segment Operating Income

 
 
(9,617
)
 
 
(9,868
)
 
 
(8,010
)

Total Operating Income

 
$
9,949
 
 
$
19,762
 
 
$
30,086
 

For inquiries regarding NESR, please contact:

Christopher L. Boone
National Energy Services Reunited Corp.
832-925-3777
investors@nesr.com

SOURCE: National Energy Services Reunited Corp. via EQS Newswire

ReleaseID: 577928

National Energy Services Reunited Corp. Reports Fourth Quarter and Full Year 2019 Financial Results

HOUSTON, TX / ACCESSWIRE / February 26, 2020 / National Energy Services Reunited Corp. ("NESR" or the "Company") (NASDAQ:NESR)(NASDAQ:NESRW), a national, industry-leading provider of integrated energy services in the Middle East and North Africa ("MENA") and Asia Pacific regions, today reported its financial results for the quarter and year ended December 31, 2019. The Company posted the following results for the periods presented:

Revenue for the fourth quarter of 2019 is $185 million, growing 17% year-over-year
Gross collections of $207M in the fourth quarter drove free cash flow of $26 million and a net debt decrease of $20 million
Net Income for the fourth quarter of 2019 is $4 million
Adjusted Net Income (a non-GAAP measure) for the fourth quarter of 2019 is $19 million*
Adjusted EBITDA (a non-GAAP measure) is $52 million as compared to $48 million in the prior quarter*
Diluted Earnings per Share (EPS) for the fourth quarter of 2019 is $0.04, which includes $0.17 per share of Charges and Credits
Adjusted Diluted EPS (a non-GAAP measure) for the fourth quarter of 2019 is $0.21*

 

 
Three Months Ended
 
 
Variance
 

(in millions except per share amounts)

 
December 31,
2019
 
 
September 30,
2019
 
 
December 31,
2018
 
 
Sequential
 
 
Year-over-
year
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Revenue

 
$
185,176
 
 
$
161,606
 
 
$
158,024
 
 
 
15
%
 
 
17
%

Net income

 
 
3,724
 
 
 
11,110
 
 
 
22,788
 
 
 
(66
)%
 
 
(84
)%

Adjusted net income (non-GAAP)*

 
 
18,948
 
 
 
16,195
 
 
 
17,892
 
 
 
17
%
 
 
6
%

Adjusted EBITDA (non-GAAP)*

 
 
51,749
 
 
 
47,708
 
 
 
49,948
 
 
 
8
%
 
 
4
%

Diluted EPS

 
 
0.04
 
 
 
0.13
 
 
 
0.26
 
 
 
(69
)%
 
 
(85
)%

Adjusted Diluted EPS (non-GAAP)*

 
 
0.21
 
 
 
0.19
 
 
 
0.21
 
 
 
11
%
 
 

%

*The Company presents its financial results in accordance with generally accepted accounting principles in the United States of America ("GAAP"). However, management believes that using additional non-GAAP measures will enhance the evaluation of the profitability of the Company and its ongoing operations. Please see Tables 1, 2, 3 and 4 below for reconciliations of GAAP to non-GAAP financial measures.

Sherif Foda, Chairman of the Board and CEO of NESR said, "NESR achieved very important milestones this quarter which will bring a step change to the Company going forward. We opened a casing accessories manufacturing facility in Oman to deepen our commitment to In-Country Value creation and local employment, a cornerstone of our ESG strategy in the region. We also commenced operations under a significant unconventional gas stimulation services contract in Saudi Arabia, achieving qualification of these services in a record time during the fourth quarter. Separately, our team's focus on operational efficiency and financial discipline resulted in a $20.2 million decrease in net debt quarter over quarter after collecting a record $207 million during the quarter."

Mr. Foda continued, "Most recently, we announced the agreement to acquire a significant oilfield services provider, SAPESCO. This transaction is expected to close in April of 2020 and will mark the entry of the NESR brand into Egypt, further expanding our presence in North Africa and adding a new service line, Pipelines and Industrial Services, to our portfolio."

Net Income Results

The Company had net income for the fourth quarter of 2019 totaling $3.7 million as compared to a net income of $11.1 million for the third quarter of 2019 and $22.8 million in the prior year quarter. Net income for the fourth quarter of 2019, third quarter of 2019, and fourth quarter of 2018, includes amortization expenses associated with intangible assets acquired in the acquisition of NPS and GES (the "Business Combination") of $3.8 million, per quarter. Adjusted net income for the fourth quarter of 2019 is $18.9 million and includes adjustments totaling $15.2 million mainly related to integration and restructuring costs, higher startup and qualifying costs in conjunction with new contracts, specifically the unconventional contract setup, and other discrete provisions that include non-cash actuarial adjustments and tax reserve charges (collectively, "Total Charges and Credits"). In the fourth quarter of 2018, Total Charges and Credits included a gain of $6.1 million for a Business Combination-related earn-out adjustment. A complete list of the adjusting items and the associated reconciliation from GAAP has been provided in Table 1 below in the section entitled "Reconciliation of Net Income and Adjusted Net Income."

The Company reported $0.04 of diluted earnings per share ("EPS") for the fourth quarter of 2019 compared to $0.13 per share during the third quarter 2019 period. Adjusted for the impact of Total Charges and Credits, a non-GAAP measure described in Table 1 below, Adjusted Diluted EPS for the fourth quarter of 2019 is $0.21, compared to $0.19 per share during the third quarter 2019 period.

See "Business Combination Accounting and Presentation of Results of Operations" section below for additional information on current reporting conventions.

Adjusted EBITDA Results

The Company produced Adjusted EBITDA of $52 million during the fourth quarter of 2019. Fourth quarter 2019 Adjusted EBITDA includes adjustments for certain Total Charges and Credits (those not related to interest, taxes, and/or depreciation and amortization) of $11.6 million. The Company posted the following results for the periods presented.

(in thousands)

 
Three months ended
December 31, 2019
 
 
Three months ended
September 30, 2019
 
 
Three months ended
December 31, 2018
 

Revenue

 
$
185,176
 
 
$
161,606
 
 
$
158,024
 

Adjusted EBITDA

 
$
51,749
 
 
$
47,708
 
 
$
49,948
 

Production Services Segment Results

The Production Services segment contributed $121.0 million to consolidated revenue for the fourth quarter of 2019 as compared to $97.2 million during the third quarter of 2019, growing 24.6% quarter-over-quarter. Segment Adjusted EBITDA increased to $40.4 million from $34.2 million in the prior quarter, an improvement of 18.2%. The Production Services segment posted the following results for the periods presented.

(in thousands)

 
Three months ended
December 31, 2019
 
 
Three months ended
September 30, 2019
 
 
Three months ended
December 31, 2018
 

Revenue

 
$
121,023
 
 
$
97,160
 
 
$
98,523
 

Operating income

 
$
14,610
 
 
$
20,447
 
 
$
28,949
 

Adjusted EBITDA

 
$
40,434
 
 
$
34,218
 
 
$
35,530
 

Drilling and Evaluation Services Segment Results

The Drilling and Evaluation ("D&E") Services segment contributed $64.2 million to consolidated revenue for the fourth quarter of 2019 as compared to revenue of $59.5 million in the fourth quarter of 2018. The D&E Services segment revenue grew by over 7.8% over the past year. Segment Adjusted EBITDA totaled $13.6 million in the fourth quarter of 2019 reflecting changes in segment mix during the quarter.

The D&E Services segment posted the following results for the periods presented.

(in thousands)

 
Three months ended
December 31, 2019
 
 
Three months ended
September 30, 2019
 
 
Three months ended
December 31, 2018
 

Revenue

 
$
64,153
 
 
$
64,446
 
 
$
59,501
 

Operating income

 
$
4,956
 
 
$
9,183
 
 
$
9,147
 

Adjusted EBITDA

 
$
13,645
 
 
$
16,299
 
 
$
13,877
 

Offsetting both the Production Services segment and D&E Services segment results were certain corporate costs, which are not allocated to segment operations.

Balance Sheet

Cash and cash equivalents are $73.2 million as of December 31, 2019, compared to $24.9 million as of December 31, 2018.

Total debt as of December 31, 2019 is $383.5 million with $53.0 million of such debt classified as short-term. Working capital for the Company totaled $175.0 million as of December 31, 2019. Net debt totaled $310.3 million as of December 31, 2019 as compared to $330.6 million as of September 30, 2019, a decrease of $20.2 million. Net debt has decreased quarter-over-quarter due to improved accounts receivable collections, a trend which we expect to continue into the first quarter of 2020. Gross collections were $207 million in the fourth quarter of 2019, a 34% sequential increase. Free cash flow for the fourth quarter of 2019 was $26 million. As compared to December 31, 2018, net debt has increased by $33.1 million fund working capital and capital spending to support our growth.

Predecessor/Successor Accounting Treatment

NESR continues to report in a Predecessor/Successor format whereby NPS Holdings Limited ("NPS") is the Predecessor for periods prior to the completion of the Business Combination on June 7, 2018 and NESR, including NPS and Gulf Energy S.A.O.C. ("GES"), is the Successor for post-transaction periods.

Conference Call Information

NESR will host a conference call on Wednesday, February 26, 2020, to discuss fourth quarter and full year financial results. The call will begin at 8:00 AM Eastern Time.

Investors, analysts and members of the media interested in listening to the conference call are encouraged to participate by dialing in to the U.S. toll-free line at 1-877-407-0312 or the international line at 1-201-389-0899. A live, listen-only webcast will also be available under the "Investors" section of the Company's website at www.nesr.com. A replay of the conference call will be available after the event under the "Investors" section of the Company's website.

About National Energy Services Reunited Corp.

Founded in 2017, NESR is one of the largest national oilfield services providers in the MENA and Asia Pacific regions. With over 4,000 employees, representing more than 40 nationalities in over 15 countries, the Company helps its customers unlock the full potential of their reservoirs by providing Production Services such as Cementing, Coiled Tubing, Filtration, Completions, Stimulation, Pumping and Nitrogen Services. The Company also helps its customers to access their reservoirs in a smarter and faster manner by providing Drilling and Evaluation Services such as Drilling Downhole Tools, Directional Drilling, Fishing Tools, Testing Services, Wireline, Slickline, Fluids and Rig Services.

Business Combination Accounting and Presentation of Results of Operations

As a result of the Business Combination, NESR was determined to be the accounting acquirer and NPS was determined to be the predecessor for SEC reporting purposes. Pursuant to Accounting Standard Codification ("ASC") 805, Business Combinations ("ASC 805"), the acquisition-date fair value of the purchase consideration paid by NESR to affect the Business Combination was allocated to the assets acquired and the liabilities assumed based on their estimated fair values. As a result of the application of the acquisition method of accounting resulting from the Business Combination, the financial statements and certain footnote presentations separate the Company's presentations into two distinct sets of reporting periods, the periods before the consummation of the transaction ("Predecessor Period") and the period after that date ("Successor Period"), to indicate the application of the different basis of accounting between the periods presented. The Predecessor Periods reflect the historical financial information of NPS prior to the Business Combination, while the Successor Period reflects the Company's consolidated financial information, including the results of NPS and GES, after the Business Combination.

Forward-Looking Statements

This communication contains forward-looking statements (as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). Any and all statements contained in this communication that are not statements of historical fact may be deemed forward-looking statements. Terms such as "may," "might," "would," "should," "could," "project," "estimate," "predict," "potential," "strategy," "anticipate," "attempt," "develop," "plan," "help," "believe," "continue," "intend," "expect," "future," and terms of similar import (including the negative of any of these terms) may identify forward-looking statements. However, not all forward-looking statements may contain one or more of these identifying terms. Forward-looking statements in this communication may include, without limitation, statements regarding the benefits resulting from the Company's recent business combination transaction, the plans and objectives of management for future operations, projections of income or loss, earnings or loss per share, capital expenditures, dividends, capital structure or other financial items, the Company's future financial performance, expansion plans and opportunities, and the assumptions underlying or relating to any such statement.

The forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon the Company's current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which the Company has no control over. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the accuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation: estimates of the Company's future revenue, expenses, capital requirements and the Company's need for financing; the risk of legal complaints and proceedings and government investigations; the Company's financial performance; success in retaining or recruiting, or changes required in, the Company's officers, key employees or directors; current and future government regulations; developments relating to the Company's competitors; changes in applicable laws or regulations; the possibility that the Company may be adversely affected by other economic and market conditions, political disturbances, war, terrorist acts, international currency fluctuations, business and/or competitive factors; and other risks and uncertainties set forth in the Company's most recent Annual Report on Form 20-F filed with the Securities and Exchange Commission (the "SEC").

You are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to the risk factors. The Company disclaims any obligation to update the forward-looking statements contained in this communication to reflect any new information or future events or circumstances or otherwise, except as required by law. You should read this communication in conjunction with other documents which the Company may file or furnish from time to time with the SEC.

The preliminary financial results for the Company's fourth quarter and full year ended December 31, 2019 included in this press release represent the most current information available to management. The Company's actual results when disclosed in its Annual Report on Form 20-F for the year ended December 31, 2019 may differ from these preliminary results as a result of the completion of the Company's financial statement closing procedures, final adjustments, completion of the independent registered public accounting firm's audit procedures, and other developments that may arise between now and the disclosure of the final results.

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In US$ thousands, except share data)

 

 
December 31,
2019
 
 
December 31,
2018
 

 

 
 
 
 
 
 

Assets

 
 
 
 
 
 

Current assets

 
 
 
 
 
 

Cash and cash equivalents

 
 
73,201
 
 
 
24,892
 

Accounts receivable, net

 
 
99,019
 
 
 
62,636
 

Unbilled revenue

 
 
75,974
 
 
 
95,145
 

Service inventories, net

 
 
78,841
 
 
 
58,151
 

Prepaid assets

 
 
9,590
 
 
 
6,937
 

Retention withholdings

 
 
40,970
 
 
 
22,011
 

Other receivables

 
 
14,019
 
 
 
16,695
 

Other current assets

 
 
6,800
 
 
 
13,178
 

Total current assets

 
 
398,414
 
 
 
299,645
 

Non-current assets

 
 
 
 
 
 
 
 

Property, plant and equipment, net

 
 
417,683
 
 
 
328,727
 

Intangible assets, net

 
 
122,714
 
 
 
138,052
 

Goodwill

 
 
574,764
 
 
 
570,540
 

Other assets

 
 
1,105
 
 
 
6,345
 

Total assets

 
$
1,514,680
 
 
$
1,343,309
 

 

 
 
 
 
 
 
 
 

Liabilities and equity

 
 
 
 
 
 
 
 

Liabilities

 
 
 
 
 
 
 
 

Accounts payable

 
 
60,907
 
 
 
66,264
 

Accrued expenses

 
 
70,488
 
 
 
38,986
 

Current installments of long-term debt

 
 
15,000
 
 
 
45,093
 

Short-term borrowings

 
 
37,963
 
 
 
31,817
 

Income taxes payable

 
 
6,432
 
 
 
10,991
 

Other taxes payable

 
 
7,189
 
 
 
5,806
 

Other current liabilities

 
 
25,448
 
 
 
24,123
 

Total current liabilities

 
 
223,427
 
 
 
223,080
 

 

 
 
 
 
 
 
 
 

Long-term debt

 
 
330,564
 
 
 
225,172
 

Deferred tax liabilities

 
 
20,908
 
 
 
30,756
 

Pension benefit liabilities

 
 
16,745
 
 
 
13,828
 

Other liabilities

 
 
36,564
 
 
 
19,482
 

Total liabilities

 
 
628,208
 
 
 
512,318
 

 

 
 
 
 
 
 
 
 

Commitments and contingencies

 
 
 
 
 
 
 
 

 

 
 
 
 
 
 
 
 

Equity

 
 
 
 
 
 
 
 

Preferred shares, no par value; unlimited shares authorized; none issued and
outstanding at December 31, 2019 and December 31, 2018, respectively

 
 

 
 
 

 

Common stock, no par value; unlimited shares authorized; 87,187,289 and
85,562,769 shares issued and outstanding at December 31, 2019 and December
31, 2018, respectively

 
 
801,545
 
 
 
801,545
 

Additional paid in capital

 
 
17,237
 
 
 
1,034
 

Retained earnings

 
 
67,661
 
 
 
28,297
 

Accumulated other comprehensive income

 
 
29
 
 
 
48
 

Total shareholders' equity

 
 
886,472
 
 
 
830,924
 

Non-controlling interests

 
 

 
 
 
67
 

Total equity

 
 
886,472
 
 
 
830,991
 

Total liabilities and equity

 
$
1,514,680
 
 
$
1,343,309
 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In US$ thousands, except share data and per share amounts)

 

 
Successor (NESR)
 
 
Predecessor
(NPS)
 

Description

 
Period from
January 1,
2019 to
December 31,
2019
 
 
Period from
October 1,
2019 to
December 31,
2019
 
 
Period from
June 7,
2018 to
December 31,
2018
 
 
Period from
October 1,
2018 to
December 31,
2018
 
 
Period from
January 1,
2018 to
June 6,
2018
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Revenues

 
$
658,385
 
 
$
185,176
 
 
$
348,590
 
 
$
158,024
 
 
$
137,027
 

Cost of services

 
 
(506,799
)
 
 
(154,083
)
 
 
(249,159
)
 
 
(109,755
)
 
 
(104,242
)

Gross profit

 
 
151,586
 
 
 
31,093
 
 
 
99,431
 
 
 
48,269
 
 
 
32,785
 

Selling, general and administrative expense

 
 
(63,840
)
 
 
(17,248
)
 
 
(36,705
)
 
 
(13,926
)
 
 
(19,969
)

Amortization

 
 
(15,932
)
 
 
(3,896
)
 
 
(9,373
)
 
 
(4,257
)
 
 
(10
)

Operating income

 
 
71,814
 
 
 
9,949
 
 
 
53,353
 
 
 
30,086
 
 
 
12,806
 

Interest expense, net

 
 
(18,971
)
 
 
(4,280
)
 
 
(14,383
)
 
 
(6,284
)
 
 
(4,090
)

Other income / (expense), net

 
 
(408
)
 
 
221
 
 
 
5,441
 
 
 
5,459
 
 
 
362
 

Income before income tax

 
 
52,435
 
 
 
5,890
 
 
 
44,411
 
 
 
29,261
 
 
 
9,078
 

Income tax expense

 
 
(13,071
)
 
 
(2,166
)
 
 
(9,431
)
 
 
(6,471
)
 
 
(2,342
)

Net income / (loss)

 
 
39,364
 
 
 
3,724
 
 
 
34,980
 
 
 
22,790
 
 
 
6,736
 

Net income / (loss) attributable to
non-controlling interests

 
 

 
 
 

 
 
 
(163
)
 
 
9
 
 
 
(881
)

Net income attributable to
shareholders

 
$
39,364
 
 
$
3,724
 
 
$
35,143
 
 
$
22,781
 
 
$
7,617
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Weighted average shares
outstanding:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Basic

 
 
86,997,554
 
 
 
87,168,937
 
 
 
85,569,020
 
 
 
85,576,902
 
 
 
348,524,566
 

Diluted

 
 
86,997,554
 
 
 
87,168,937
 
 
 
86,862,983
 
 
 
86,862,983
 
 
 
370,000,000
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Net earnings per share:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Basic

 
$
0.45
 
 
$
0.04
 
 
$
0.41
 
 
$
0.26
 
 
$
0.02
 

Diluted

 
$
0.45
 
 
$
0.04
 
 
$
0.40
 
 
$
0.26
 
 
$
0.02
 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In US$ thousands)

 

 
Successor (NESR)
 
 
Predecessor (NPS)
 

 

 
Period from
 
 
Period from
 
 
Period from
 
 
 
 

 

 
January 1
 
 
June 7
 
 
January 1
 
 
Year ended
 

 

 
to December 31,
 
 
to December 31,
 
 
to June 6,
 
 
December 31,
 

 

 
2019
 
 
2018
 
 
2018
 
 
2017
 

 

 
 
 
 
 
 
 
 
 
 
 
 

Cash flows from operating activities:

 
 
 
 
 
 
 
 
 
 
 
 

Net income/(loss)

 
$
39,364
 
 
$
34,980
 
 
$
6,736
 
 
$
28,353
 

Adjustments to reconcile net income to
net cash provided by operating activities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Depreciation and amortization

 
 
88,111
 
 
 
42,416
 
 
 
17,284
 
 
 
38,408
 

Shares issued for transaction costs

 
 

 
 
 
2,719
 
 
 

 
 
 

 

Stock-based compensation

 
 
5,654
 
 
 
1,034
 
 
 

 
 
 

 

(Gain) on disposal of assets

 
 
(1,659
)
 
 
(986
)
 
 

 
 
 
(228
)

Non-cash interest expense

 
 
1,884
 
 
 
2,055
 
 
 
3,350
 
 
 
7,835
 

Deferred tax expense (benefit)

 
 
(5,644
)
 
 
(2,025
)
 
 

 
 
 
598
 

Allowance for doubtful receivables

 
 
1,771
 
 
 
693
 
 
 
2,402
 
 
 
334
 

Provision for obsolete service inventories

 
 
530
 
 
 
1,155
 
 
 

 
 
 
 
 

NPS equity stock-earn out

 
 

 
 
 
(5,723
)
 
 

 
 
 

 

Other operating activities, net

 
 
90
 
 
 
796
 
 
 
1,442
 
 
 

 

Changes in operating assets and liabilities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(Increase) decrease in accounts receivable

 
 
(39,023
)
 
 
10,329
 
 
 
(15
)
 
 
(5,000
)

(Increase) in inventories

 
 
(21,220
)
 
 
5,440
 
 
 
(2,080
)
 
 
(8,118
)

(Increase) in prepaid expenses

 
 
(2,573
)
 
 
596
 
 
 
(759
)
 
 
2,070
 

(Increase) in other current assets

 
 
5,227
 
 
 
(36,373
)
 
 
(16,257
)
 
 
7,480
 

(Increase) decrease in other long-term
assets and liabilities

 
 
8,622
 
 
 

 
 
 
(544
)
 
 

 

Increase (decrease) in accounts payable
and accrued expenses

 
 
21,222
 
 
 
(34,943
)
 
 
7,335
 
 
 
9,172
 

Increase (decrease) in other current liabilities

 
 
(9,657
)
 
 
18,677
 
 
 
1,932
 
 
 
2,289
 

Net cash provided by operating activities

 
 
92,699
 
 
 
40,840
 
 
 
20,826
 
 
 
83,193
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Cash flows from investing activities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Capital expenditures

 
 
(111,544
)
 
 
(23,211
)
 
 
(9,861
)
 
 
(48,657
)

Proceeds from disposal of assets

 
 
1,625
 
 
 
5,309
 
 
 

 
 
 
282
 

Proceeds from the Company's Trust
account

 
 

 
 
 
231,782
 
 
 

 
 
 
 
 

Acquisition of business, net of cash
acquired

 
 

 
 
 
(282,190
)
 
 
(1,098
)
 
 
(624
)

Other investing activities

 
 
(1,025
)
 
 
1,722
 
 
 
3,043
 
 
 
(3,043
)

Net cash used in investing activities

 
 
(110,944
)
 
 
(66,588
)
 
 
(7,916
)
 
 
(52,042
)

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Cash flows from financing activities:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Proceeds from long-term debt

 
 
365,000
 
 
 
92,490
 
 
 
47,063
 
 
 

 

Repayments of long-term debt

 
 
(285,048
)
 
 
(61,606
)
 
 

 
 
 

 

Net change in overdraft facilities

 
 
(6,994
)
 
 

 
 
 

 
 
 

 

Proceeds from short-term borrowings

 
 
49,305
 
 
 

 
 
 

 
 
 

 

Repayments of short-term borrowings

 
 
(49,971
)
 
 

 
 
 

 
 
 
(7,871
)

Payments on capital leases

 
 

 
 
 

 
 
 

 
 
 

 

Payments for equipment purchased using
seller financing

 
 

 
 
 

 
 
 

 
 
 

 

Proceeds from issuance of shares

 
 

 
 
 
48,294
 
 
 

 
 
 

 

Redemption of ordinary shares

 
 

 
 
 
(19,380
)
 
 

 
 
 

 

Payment of deferred underwriting fees

 
 

 
 
 
(9,070
)
 
 
(164
)
 
 

 

Dividend paid

 
 

 
 
 

 
 
 
(48,210
)
 
 
(20,000
)

Other financing activities, net

 
 
(5,717
)
 
 
(134
)
 
 
(4,429
)
 
 
(4,267
)

Net cash provided by (used in) financing
activities

 
 
66,575
 
 
 
50,594
 
 
 
(5,740
)
 
 
(32,138
)

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Effect of exchange rate changes on cash

 
 
(21
)
 
 

 
 
 
(16
)
 
 
(45
)

Net increase (decrease) in cash

 
 
48,309
 
 
 
24,846
 
 
 
7,154
 
 
 
(1,032
)

Cash and cash equivalents, beginning of
period

 
 
24,892
 
 
 
46
 
 
 
24,502
 
 
 
25,534
 

Cash and cash equivalents, end of
period

 
 
73,201
 
 
 
24,892
 
 
 
31,656
 
 
 
24,502
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Supplemental disclosure of cash flow
information (also refer Note 3):

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Interest paid

 
 
17,290
 
 
 
8,812
 
 
 
3,636
 
 
 
7,989
 

Income taxes paid

 
 
19,192
 
 
 
6,008
 
 
 
345
 
 
 
3,286
 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
RECONCILIATION OF ADJUSTED EBITDA AND ADJUSTED NET INCOME TO NET INCOME
(Unaudited)
(In US$ thousands)

The Company uses and presents certain key non-GAAP financial measures to evaluate its business and trends, measure performance, prepare financial projections and make strategic decisions. Included in this release are discussions of earnings before interest, income tax and depreciation and amortization adjusted for certain non-recurring and non-core expenses ("Adjusted EBITDA"), net income adjusted for certain non-recurring and non-core expenses ("Adjusted Net Income") as well a reconciliation of these non-GAAP measures to operating income and net income, respectively, in accordance with GAAP.

The Company believes that the presentation of Adjusted EBITDA and Adjusted Net Income provides useful information to investors in assessing its financial performance and results of operations as the Company's board of directors, management and investors use Adjusted EBITDA and Adjusted Net Income to compare the Company's operating performance on a consistent basis across periods by removing the effects of changes in capital structure (such as varying levels of interest expense), asset base (such as depreciation and amortization), items that do not impact the ongoing operations (transaction, integration, and startup costs) and items outside the control of its management team. Adjusted EBITDA and Adjusted Net Income should not be considered as an alternative to operating income or net income, respectively, the most directly comparable GAAP financial measures. Non-GAAP financial measures have important limitations as analytical tools because they exclude some but not all items that affect the most directly comparable GAAP financial measure. You should not consider non-GAAP measures in isolation or as a substitute for an analysis of the Company's results as reported under GAAP.

Table 1 – Reconciliation of Net Income and Adjusted Net Income

 

 
October 1 to
December 31, 2019
 
 

July 1 to

September 30, 2019

 
 
October 1 to
December 31, 2018
 

 

 
Net Income
 
 
Diluted EPS
 
 
Net Income
 
 
Diluted
EPS
 
 
Net Income
 
 
Diluted EPS
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Net Income

 

3,724
 
 

0.04
 
 

11,110
 
 

0.13
 
 

22,788
 
 

0.26
 

Add Charges and Credits:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Transaction, integration and startup costs

 
 
11,768
 
 
 
0.13
 
 
 
4,181
 
 
 
0.05
 
 
 
1,219
 
 
 
0.01
 

Other discrete provisions

 
 
3,456
 
 
 
0.04
 
 
 
904
 
 
 
0.01
 
 
 
(6,117
)
 
 
(0.06
)

Total Charges and Credits

 
 
15,224
 
 
 
0.17
 
 
 
5,085
 
 
 
0.06
 
 
 
(4,898
)
 
 
(0.05
)

Total Adjusted

 

18,948
 
 

0.21
 
 

16,195
 
 

0.19
 
 

17,890
 
 

0.21
 

Table 2 – Reconciliation of Net Income to Adjusted EBITDA

 

 
October 1 to December 31, 2019
 
 
July 1 to September 30, 2019
 
 
October 1 to December 31, 2018
 

 

 
 
 
 
 
 
 
 
 

Net Income

 

3,724
 
 

11,110
 
 

22,788
 

Add:

 
 
 
 
 
 
 
 
 
 
 
 

Income Taxes

 
 
2,166
 
 
 
3,511
 
 
 
6,471
 

Interest Expense, net

 
 
4,280
 
 
 
5,011
 
 
 
6,284
 

Depreciation and Amortization

 
 
29,980
 
 
 
23,196
 
 
 
19,303
 

Charges and Credits impacting Adjusted EBITDA

 
 
11,599
 
 
 
4,880
 
 
 
(4,898
)

Total Adjusted EBITDA

 

51,749
 
 

47,708
 
 

49,948
 

Table 3 – Reconciliation of Segment EBITDA to Adjusted EBITDA

 

 
October 1 to
December 31, 2019
 
 
July 1 to
September 30, 2019
 
 
October 1 to
December 31, 2018
 

 

 
EBITDA
 
 
Charges
and
Credits
impacting
Adjusted
EBITDA
 
 
Adjusted
EBITDA
 
 
EBITDA
 
 
Charges
and
Credits
impacting
Adjusted
EBITDA
 
 
Adjusted
EBITDA
 
 
EBITDA
 
 
Charges
and
Credits
impacting
Adjusted
EBITDA
 
 
Adjusted
EBITDA
 

Production Services

 
$
32,832
 
 
$
7,602
 
 
$
40,434
 
 
$
32,581
 
 
$
1,637
 
 
$
34,218
 
 
$
35,530
 
 
$

 
 
$
35,530
 

Drilling & Evaluation

 
 
12,093
 
 
 
1,552
 
 
 
13,645
 
 
 
15,239
 
 
 
1,060
 
 
 
16,299
 
 
 
13,877
 
 
 

 
 
 
13,877
 

Unallocated

 
 
(4,775
)
 
 
2,445
 
 
 
(2,330
)
 
 
(4,992
)
 
 
2,183
 
 
 
(2,809
)
 
 
5,439
 
 
 
(4,898
)
 
 
541
 

Total

 
$
40,150
 
 
$
11,599
 
 
$
51,749
 
 
$
42,828
 
 
$
4,880
 
 
$
47,708
 
 
$
54,846
 
 
$
(4,898
)
 
$
49,948
 

Table 4 – Reconciliation of Segment EBITDA to Segment Operating Income

 

 
Period from
 
 
Period from
 
 
Period from
 

 

 
September 30
 
 
July 1
 
 
September 30
 

 

 
to December 31,
 
 
to September 30,
 
 
to December 31,
 

 

 
2019
 
 
2019
 
 
2018
 

Production Services:

 
 
 
 
 
 
 
 
 

Segment EBITDA

 
$
32,832
 
 
$
32,581
 
 
$
35,530
 

Depreciation and amort.

 
 
(19,290
)
 
 
(12,322
)
 
 
(7,991
)

Other (income)/expense, net

 
 
1,068
 
 
 
188
 
 
 
1,410
 

Segment Operating Income

 
 
14,610
 
 
 
20,447
 
 
 
28,949
 

Drilling and Evaluation Services:

 
 
 
 
 
 
 
 
 
 
 
 

Segment EBITDA

 
 
12,093
 
 
 
15,239
 
 
 
13,877
 

Depreciation and amort.

 
 
(6,313
)
 
 
(5,980
)
 
 
(4,796
)

Other (income)/expense, net

 
 
(824
)
 
 
(76
)
 
 
66
 

Segment Operating Income

 
 
4,956
 
 
 
9,183
 
 
 
9,147
 

Unallocated:

 
 
 
 
 
 
 
 
 
 
 
 

Segment EBITDA

 
 
(4,775
)
 
 
(4,992
)
 
 
5,439
 

Share-based compensation

 
 
(1,597
)
 
 
(1,944
)
 
 
(703
)

Depreciation and amort.

 
 
(2,780
)
 
 
(2,950
)
 
 
(5,804
)

Other (income)/expense, net

 
 
(465
)
 
 
18
 
 
 
(6,942
)

Segment Operating Income

 
 
(9,617
)
 
 
(9,868
)
 
 
(8,010
)

Total Operating Income

 
$
9,949
 
 
$
19,762
 
 
$
30,086
 

For inquiries regarding NESR, please contact:

Christopher L. Boone
National Energy Services Reunited Corp.
832-925-3777
investors@nesr.com

SOURCE: National Energy Services Reunited Corp. via EQS Newswire

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