Cover
Cover - shares | 9 Months Ended | |
Oct. 31, 2020 | Nov. 27, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38609 | |
Entity Registrant Name | KLX Energy Services Holdings, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-4904146 | |
Entity Address, Address Line One | 1415 Louisiana Street | |
Entity Address, Address Line Two | Suite 2900 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77002 | |
City Area Code | 832 | |
Local Phone Number | 518-4094 | |
Title of 12(b) Security | Common Stock, $0.01 Par Value | |
Trading Symbol | KLXE | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 8,427,351 | |
Current Fiscal Year End Date | --01-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001738827 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Oct. 31, 2020 | Jan. 31, 2020 | |
Current assets: | |||
Cash and cash equivalents | $ 79.8 | $ 123.5 | |
Accounts receivable–trade, net of allowance of $3.8 and $12.9 | 49.4 | 79.2 | |
Inventories, net | 23.1 | 12 | |
Other current assets | 16.2 | 13.8 | |
Total current assets | 168.5 | 228.5 | |
Property and equipment, net | 220.5 | 306.8 | |
Goodwill | 0 | 28.3 | |
Intangible assets, net | 2.6 | 45.8 | |
Other assets | 6 | 14 | |
Total assets | 397.6 | 623.4 | |
Current liabilities: | |||
Accounts payable | 34.4 | 31.4 | |
Accrued interest | 14.4 | 7.2 | |
Accrued liabilities | 33.8 | 26.2 | |
Total current liabilities | 82.6 | 64.8 | |
Long-term debt | 243.6 | 243 | |
Deferred income taxes | 0.1 | 0 | |
Other non-current liabilities | 9.4 | 3.4 | |
Commitments, contingencies and off-balance sheet arrangements (Note 11) | |||
Stockholders’ equity: | |||
Common stock, $0.01 par value; 110.0 authorized; 8.5 and 5.0 issued (1) | [1] | 0.1 | 0.1 |
Additional paid-in capital | 468.5 | 416.6 | |
Treasury stock, at cost, 0.1 shares and 0.1 shares (1) | [1] | (4) | (3.6) |
Accumulated deficit | (402.7) | (100.9) | |
Total stockholders’ equity | 61.9 | 312.2 | |
Total liabilities and stockholders' equity | $ 397.6 | $ 623.4 | |
[1] | (1) Common stock and treasury stock were retroactively adjusted for the Company's 1-for-5 Reverse Stock Split effective July 28, 2020. See Note 1. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS - Parenthetical $ in Millions | 9 Months Ended | |
Oct. 31, 2020USD ($)$ / sharesshares | Jan. 31, 2020USD ($)$ / sharesshares | |
Statement of Financial Position [Abstract] | ||
Accounts receivable - trade, allowance for doubtful accounts | $ | $ 3.8 | $ 12.9 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 110,000,000 | 110,000,000 |
Common stock, shares issued (in shares) | 8,500,000 | 5,000,000 |
Treasury stock (in shares) | 100,000 | 100,000 |
Reverse stock split ratio | 0.2 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2020USD ($)$ / shares | Oct. 31, 2019USD ($)$ / shares | Oct. 31, 2020USD ($)$ / shares | Oct. 31, 2019USD ($)$ / shares | ||
Income Statement [Abstract] | |||||
Revenues | $ 70.9 | $ 134.5 | $ 190.1 | $ 445.2 | |
Costs and expenses: | |||||
Cost of sales | 80.1 | 119.3 | 220.4 | 367.6 | |
Selling, general and administrative | 14.3 | 31.7 | 73.5 | 79.2 | |
Research and development costs | 0.1 | 0.8 | 0.6 | 2.3 | |
Impairment and other charges | 4.4 | 45.8 | 213.1 | 45.8 | |
Bargain purchase gain | 2.4 | 0 | (38.7) | 0 | |
Operating loss | (30.4) | (63.1) | (278.8) | (49.7) | |
Non-operating expense: | |||||
Interest expense, net | 7.7 | 7.2 | 22.7 | 21.7 | |
Loss before income tax | (38.1) | (70.3) | (301.5) | (71.4) | |
Income tax expense (benefit) | 0.2 | (0.5) | 0.3 | (0.1) | |
Net loss | $ (38.3) | $ (69.8) | $ (301.8) | $ (71.3) | |
Net loss per share - basic (in dollars per share) | $ / shares | [1] | $ (4.56) | $ (15.50) | $ (50.26) | $ (16.20) |
Net loss per share - diluted (in dollars per share) | $ / shares | [1] | $ (4.56) | $ (15.50) | $ (50.26) | $ (16.20) |
Reverse stock split ratio | 0.2 | ||||
[1] | (1) Basic and diluted net loss per share were retroactively adjusted for the Company’s 1-for-5 Reverse Stock Split effective July 28, 2020. See Note 1. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Deficit |
Balance (shares) at Jan. 31, 2019 | 4.5 | ||||
Balance at Jan. 31, 2019 | $ 340.7 | $ 0 | $ 345.2 | $ 0 | $ (4.5) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock, net of forfeitures | 4.4 | 4.4 | |||
Red Bone acquisition price shares reserved | 36.4 | 36.4 | |||
Issuance of shares as a component of acquisition price (in shares) | 0.1 | ||||
Issuance of shares as a component of acquisition price | 12.1 | 12.1 | |||
Tecton acquisition shares escrowed | (1.4) | (1.4) | |||
Net earnings (loss) | (5) | (5) | |||
Balance (shares) at Apr. 30, 2019 | 4.6 | ||||
Balance at Apr. 30, 2019 | 387.2 | $ 0 | 398.1 | (1.4) | (9.5) |
Balance (shares) at Jan. 31, 2019 | 4.5 | ||||
Balance at Jan. 31, 2019 | 340.7 | $ 0 | 345.2 | 0 | (4.5) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings (loss) | (71.3) | ||||
Balance (shares) at Oct. 31, 2019 | 4.8 | ||||
Balance at Oct. 31, 2019 | 328.7 | $ 0 | 408.1 | (3.6) | (75.8) |
Balance (shares) at Apr. 30, 2019 | 4.6 | ||||
Balance at Apr. 30, 2019 | 387.2 | $ 0 | 398.1 | (1.4) | (9.5) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock, net of forfeitures | 4.5 | 4.5 | |||
Issuance of shares as a component of acquisition price (in shares) | 0.1 | ||||
Issuance of shares as a component of acquisition price | 0 | ||||
Sale of stock under employee stock purchase plan | 0.9 | 0.9 | |||
Net earnings (loss) | 3.5 | 3.5 | |||
Balance (shares) at Jul. 31, 2019 | 4.7 | ||||
Balance at Jul. 31, 2019 | 396.1 | $ 0 | 403.5 | (1.4) | (6) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock, net of forfeitures | 3.6 | 4.6 | (1) | ||
Purchase of treasury stock | (1.2) | (1.2) | |||
Issuance of shares as a component of acquisition price (in shares) | 0.1 | ||||
Issuance of shares as a component of acquisition price | 0 | ||||
Net earnings (loss) | (69.8) | (69.8) | |||
Balance (shares) at Oct. 31, 2019 | 4.8 | ||||
Balance at Oct. 31, 2019 | 328.7 | $ 0 | 408.1 | (3.6) | (75.8) |
Balance (shares) at Jan. 31, 2020 | 5 | ||||
Balance at Jan. 31, 2020 | 312.2 | $ 0.1 | 416.6 | (3.6) | (100.9) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock, net of forfeitures | (0.7) | (0.7) | |||
Purchase of treasury stock | (0.3) | (0.3) | |||
Red Bone acquisition price shares reserved (in shares) | 0.1 | ||||
Red Bone acquisition price shares reserved | 0 | ||||
Net earnings (loss) | (243.1) | (243.1) | |||
Balance (shares) at Apr. 30, 2020 | 5.1 | ||||
Balance at Apr. 30, 2020 | 68.1 | $ 0.1 | 415.9 | (3.9) | (344) |
Balance (shares) at Jan. 31, 2020 | 5 | ||||
Balance at Jan. 31, 2020 | 312.2 | $ 0.1 | 416.6 | (3.6) | (100.9) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net earnings (loss) | (301.8) | ||||
Balance (shares) at Oct. 31, 2020 | 8.5 | ||||
Balance at Oct. 31, 2020 | 61.9 | $ 0.1 | 468.5 | (4) | (402.7) |
Balance (shares) at Apr. 30, 2020 | 5.1 | ||||
Balance at Apr. 30, 2020 | 68.1 | $ 0.1 | 415.9 | (3.9) | (344) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock, net of forfeitures | 17.3 | 17.4 | (0.1) | ||
Issuance of shares as a component of acquisition price (in shares) | 3.4 | ||||
Issuance of shares as a component of acquisition price | 34.7 | 34.7 | |||
Net earnings (loss) | (20.4) | (20.4) | |||
Balance (shares) at Jul. 31, 2020 | 8.5 | ||||
Balance at Jul. 31, 2020 | 99.7 | $ 0.1 | 468 | (4) | (364.4) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Restricted stock, net of forfeitures | 0.5 | 0.5 | |||
Net earnings (loss) | (38.3) | (38.3) | |||
Balance (shares) at Oct. 31, 2020 | 8.5 | ||||
Balance at Oct. 31, 2020 | $ 61.9 | $ 0.1 | $ 468.5 | $ (4) | $ (402.7) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (301.8) | $ (71.3) |
Adjustments to reconcile net loss to net cash flows (used in) provided by operating activities | ||
Depreciation and amortization | 43.8 | 48 |
Impairment and other charges | 213.1 | 45.8 |
Non-cash compensation | 17.2 | 13.8 |
Amortization of deferred financing fees | 1 | 0.8 |
Provision for inventory reserve | 2.8 | 2 |
Change in allowance for doubtful accounts | (9.4) | 10.7 |
(Gain) loss on disposal of property, equipment and other | (0.2) | 2.1 |
Bargain purchase gain | (38.7) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 51.5 | 14.8 |
Inventories | (2.2) | 3.4 |
Other current and non-current assets | 7 | (5.5) |
Accounts payable | (20.2) | (9.3) |
Other current and non-current liabilities | 0.3 | (2.1) |
Net cash flows (used in) provided by operating activities | (35.8) | 53.2 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (11.1) | (67.4) |
Proceeds from sale of property and equipment | 1.8 | 0.5 |
Acquisitions, net of cash acquired | (1) | (27.6) |
Net cash flows used in investing activities | (10.3) | (94.5) |
Cash flows from financing activities: | ||
Purchase of treasury stock | (0.4) | (1.2) |
Shares cancelled by employees for taxes | 0 | (1) |
Cash proceeds from stock issuance | 0 | 0.8 |
Change to financed payables | 2.8 | 0 |
Net cash flows provided by (used in) financing activities | 2.4 | (1.4) |
Net decrease in cash and cash equivalents | (43.7) | (42.7) |
Cash and cash equivalents, beginning of period | 123.5 | 163.8 |
Cash and cash equivalents, end of period | 79.8 | 121.1 |
Cash paid during period for: | ||
Income taxes paid, net of refunds | (0.3) | 1 |
Interest | 14.8 | 14.8 |
Supplemental schedule of non-cash activities: | ||
Issuance of common stock and stock based payments for QES acquisition | 34.7 | 0 |
Change in deposits on capital expenditures | (5.6) | (5.8) |
Accrued capital expenditures | $ 0.5 | $ 5 |
Description of Business and Bas
Description of Business and Basis of Presentation | 9 Months Ended |
Oct. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation Description of Business KLX Energy Services Holdings, Inc. (the “Company”, “KLXE” or “KLX Energy Services”) is a growth-oriented provider of diversified oilfield services to leading onshore oil and natural gas exploration and production (“E&P”) companies operating in both conventional and unconventional plays in all of the active major basins throughout the United States. The Company delivers mission critical oilfield services focused on drilling, completion, production and intervention activities for the most technically demanding wells in over 50 service and support facilities located throughout the United States. The Company offers a complementary suite of proprietary products and specialized services that is supported by technically skilled personnel and a broad portfolio of innovative in-house manufacturing, repair and maintenance capabilities. KLXE’s primary services include coiled-tubing, directional drilling, frac rentals, fishing, pressure control, wireline, rig-assisted snubbing, fluid pumping, flowback, testing and well control services. KLXE’s primary rentals and products include hydraulic fracturing stacks, blow out preventers, tubulars, downhole tools, dissolvable plugs, composite plugs and accommodation units. On July 24, 2020, KLXE stockholders approved an amendment to the amended and restated certificate of incorporation of KLXE (the “Reverse Stock Split Amendment”) to effect a reverse stock split of KLXE common stock at a ratio within a range of 1-for-5 and 1-for-10 (the “Reverse Stock Split”), as determined by KLXE’s board of directors (the “Board”). The Board subsequently resolved to implement the Reverse Stock Split at a ratio of 1-for-5. On July 28, 2020, KLX Energy Services, Krypton Intermediate, LLC, an indirect wholly owned subsidiary of KLXE, Krypton Merger Sub, Inc., an indirect wholly owned subsidiary of KLXE (“Merger Sub”), and Quintana Energy Services Inc. (“QES”) completed the previously announced acquisition of QES, by means of a merger of Merger Sub with and into QES, with QES surviving the merger as a subsidiary of KLXE (the “Merger”). On July 28, 2020, immediately prior to the consummation of the Merger, the Reverse Stock Split Amendment became effective and thereby effectuated the 1-for-5 Reverse Stock Split of the Company’s issued and outstanding common stock. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. All adjustments which, in the opinion of the Company’s management, are considered necessary for a fair presentation of the results of operations for the periods shown are of a normal recurring nature and have been reflected in the condensed consolidated financial statements. The results of operations for the periods presented are not necessarily indicative of the results expected for the full fiscal year 2020 or for any future period. The information included in these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s 2019 Annual Report on Form 10-K filed with the SEC on March 24, 2020. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and related disclosures. Actual results could differ from those estimates. The accompanying unaudited condensed consolidated financial statements present the consolidated KLXE and QES financial position as of October 31, 2020, and the condensed consolidated statement of operations for the three months ended October 31, 2020 includes an entire quarter of combined results for both legacy KLXE and legacy QES. The condensed consolidated statement of operations for the nine months ended October 31, 2020 and the condensed consolidated statement of cash flows for the nine months ended October 31, 2020 includes QES’s results for the period July 29, 2020 through October 31, 2020. Segment Reporting The Company changed its presentation of reportable segments related to the allocation of corporate overhead costs to reflect the presentation used by the chief operational decision-making group (“CODM”) to make decisions about resources to be allocated to the Company’s reportable segments and to assess segment performance. Historically, and through July 31, 2020, the Company’s total corporate overhead costs were allocated and reported within each reportable segment. During the third quarter of 2020, the Company changed the corporate overhead allocation methodology to only include corporate costs incurred on behalf of its operating segments, which includes accounts payable, accounts receivable, insurance, audit, supply chain, health, safety and environmental and others. The remaining unallocated corporate costs are reported as a reconciling item in the Company’s segment reporting disclosures. See Note 14 for additional information. As a result of the change in presentation, the total corporate overhead costs allocated for the three and nine months ended October 31, 2020, to the Company’s three reportable segments decreased $11.2 and $54.6, respectively. For the three and nine months ended October 31, 2019, the total corporate overhead costs allocated to the Company’s three reportable segments decreased $13.6 and $44.6, respectively. In conjunction with the change in presentation of reportable segments, the Company also changed its presentation of segment assets. Historically, and through July 31, 2020, the Company’s corporate assets were allocated and reported within each reportable segment. During the third quarter of 2020, the Company changed the presentation of total assets to present corporate assets separately as a reconciling item in its segment reporting disclosures. As a result of the change in presentation, the total corporate assets allocated to the Company’s three reportable segments decreased by $88.5 and $139.1 as of October 31, 2020 and January 31, 2020, respectively. The Company also changed its presentation of service offering revenues. Historically, and through July 31, 2020, the Company’s service offering revenues included revenues from the completion, production and intervention market types within segment reporting. During the third quarter of 2020, the Company changed the presentation of its service offering revenues by separately reporting a drilling market type revenue, which includes directional drilling, drilling accommodation units and related drilling support services. The reclassifications are reported in the Company’s segment reporting disclosures to reflect the drilling revenue change and use of the information by the Company’s CODM. For the three and nine months ended October 31, 2020, the total drilling revenues reported within segment reporting was $15.3 and $26.9, respectively. For the three and nine months ended October 31, 2019, the total drilling revenues reported within segment reporting was $11.0 and $38.5, respectively. These current period changes in the Company’s corporate allocation method and service offering revenue disclosures have no net impact to the condensed consolidated financial statements. The change better reflects the CODM’s philosophy on assessing performance and allocating resources as well as improves the Company’s comparability to its peer group. Correction of Erro rs During the three months ended October 31, 2020, the Company determined that accumulated depreciation was overstated following the impairment of certain property and equipment in prior periods. As a result, a prior period correction of $3.7 to reduce accumulated depreciation and depreciation expense was recorded during the three months ended October 31, 2020, of which $2.3 relates to depreciation expense recognized in the three months ended July 31, 2020 for assets impaired as of April 30, 2020. In addition, the Company identified a $2.0 gain on termination of leased vehicles which related to the three months ended July 31, 2020 but was recorded in the three months ended October 31, 2020. There was no impact to the condensed consolidated financial statements as of and for the nine months ended October 31, 2020 related to this error. The Company concluded the errors were not material to previously issued financial statements. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Oct. 31, 2020 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (“Topic 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This ASU provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting and, particularly, the risk of cessation of the London Interbank Offered Rate (“LIBOR”). The amendments in this ASU are elective and apply to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments in this ASU are effective for all entities, if elected, through December 31, 2022. While the exact impact of this standard is not known, the guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements. In December 2019, FASB issued ASU 2019-12, Income Taxes (“Topic 740”): Simplifying the Accounting for Income Taxes. This ASU is intended to simplify aspects of income tax approach for intraperiod tax allocations when there is a loss from continuing operations and income or a gain from other items, and to provide a general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. Topic 740 also provides guidance to simplify how an entity recognizes a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, and evaluations of when step ups in the tax basis of goodwill should be considered part of a business combination. Companies should also reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The guidance is effective for the Company for the fiscal year beginning February 1, 2022. While the exact impact of this standard is not known, the guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements. In August 2016, FASB issued ASU 2016-15, Statement of Cash Flows (“Topic 230”): Classification of Certain Cash Receipts and Cash Payments, which addresses how certain cash receipts and payments are presented and classified in the statement of cash flows. These cash flow issues include debt prepayment or extinguishment costs, settlement of zero-coupon debt, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019, with early adoption permitted, and should be applied retrospectively. The adoption of ASU 2016-15 did not have a material impact on the Company’s condensed consolidated financial statements. In June 2016, FASB issued ASU 2016-13, Financial Instruments - Credit Losses (“Topic 326”): Measurement of Credit Losses on Financial Instruments. This ASU is intended to update the measurement of credit losses on financial instruments. This update improves financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope by using the Current Expected Credit Losses (“CECL”) model. This guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted. The new accounting standard introduces the CECL methodology for estimating allowances for credit losses. The Company is an oilfield service company and as of October 31, 2020 had a third-party accounts receivable balance, net of allowance, of $49.4. Topic 326 is not expected to have a material impact on the Company’s condensed consolidated financial statements. |
Business Combinations
Business Combinations | 9 Months Ended |
Oct. 31, 2020 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations QES Merger On July 28, 2020, the Company completed the Merger with QES, a diversified provider of oilfield services to onshore oil and natural gas E&P companies operating in the United States. The Merger purchase price was approximately $44.4 with cash paid to settle QES debt, comprised of 3.4 million shares of the Company’s common stock. Based on the Company’s preliminary purchase price allocation, the purchase price was less than the fair value of the identifiable assets acquired, which resulted in a $38.7 bargain purchase gain being recorded on the condensed consolidated statements of operations for the nine months ended October 31, 2020. The Company recorded a reduction in bargain purchase gain of $2.4 during the three months ended October 31, 2020 related to continued evaluation of the preliminary purchase price allocation. In connection with the closing of the Merger, $9.7 in outstanding borrowings and associated fees and expenses of QES's five-year asset-based revolving credit agreement (the “QES ABL Facility”) were paid off. In addition, the Company assumed certain QES compensation agreements, including restricted stock units ("RSU"), with an estimated fair value of $2.0. Based on the service period related to the period prior to the acquisition date, $0.4 was allocated to the purchase price, and $1.6 relating to post-acquisition services will be recorded as operating expenses over the remaining requisite service periods. RSUs were valued based on the July 28, 2020 grant date. The Merger was accounted for as a purchase under FASB ASC 805, Business Combinations (“ASC 805”). The results of operations for the acquisition are included in the accompanying condensed consolidated statements of operations from the respective date of acquisition. The fair values assigned to certain assets acquired and liabilities assumed in relation to the Company’s acquisition have been prepared on a preliminary basis with information currently available and are subject to change. The Company expects to finalize its analysis during fiscal 2020. The following table summarizes the fair values of assets acquired and liabilities assumed in the Merger in accordance with ASC 805: QES Cash $ 8.7 Accounts receivable-trade 12.2 Inventories (1) 11.8 Other current and non-current assets 6.3 Property and equipment 84.5 Accounts payable (27.2) Other current and non-current liabilities (13.2) Bargain purchase (38.7) Total purchase price (2) $ 44.4 (1) After conforming to the Company’s inventory accounting policy, certain items acquired in the Merger were removed from Inventory balance and an offset was recorded to Bargain Purchase Gain. (2) The total consideration transferred of $44.4 includes a cash transfer of $9.7 to pay off the QES ABL Facility. The Company has substantially integrated portions of the QES business and, as a result, it is not practicable to report stand-alone revenues and operating (loss) earnings of the QES business since the Merger date. Unaudited Supplemental Pro Forma Information The unaudited supplemental pro forma financial information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by combining the companies for the periods presented, or of the results that may be achieved by the combined companies in the future. Further, results may vary significantly from the results reflected in the following unaudited supplemental pro forma financial information because of future events and transactions, as well as other factors. The unaudited supplemental pro forma financial information does not include adjustments to reflect the impact of other cost savings or synergies that may result from the Merger. On a pro forma basis to give effect to the Merger, as if it occurred on February 1, 2019, revenues, net loss and loss per diluted share for the three and nine months ended October 31, 2020 and 2019 would have been as follows: Unaudited Pro Forma Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Revenues $ 70.9 $ 242.8 $ 283.6 $ 815.6 Net loss (35.9) (116.7) (353.7) (134.5) Loss per diluted share (4.27) (14.96) (42.61) (17.47) 2019 Acquisitions On March 15, 2019, the Company acquired Tecton Energy Services (“Tecton”), a provider of flowback and production testing services, operating primarily in the Rocky Mountains. On March 19, 2019, the Company acquired Red Bone Services LLC (“Red Bone”), a provider of fishing and thru-tubing services in the Mid-Continent. The aggregate acquisition price of the acquisitions was approximately $74.6, comprised of approximately $47.0 in shares of the Company’s common stock issuable over time at a fixed price and approximately $27.6 in cash to the sellers and for the retirement of debt. Based on the Company’s final purchase price allocation, the excess of the purchase price over the fair value of the identifiable assets acquired approximated $51.2, of which $19.4 was allocated to intangible assets consisting of customer contracts and relationships and covenants not to compete, and $31.8 was allocated to goodwill. The useful life assigned to the customer contracts and relationships is 10 years, and the covenants not to compete are being amortized over their contractual periods of 1.5 - 3 years for Tecton and Red Bone. The Tecton and Red Bone acquisitions were accounted for as purchases under ASC 805. The results of operations for the acquisitions are included in the accompanying condensed consolidated statements of operations from the respective dates of acquisition. The following table summarizes the fair values of assets acquired and liabilities assumed in the Tecton and Red Bone acquisitions in accordance with ASC 805: Tecton Red Bone Accounts receivable-trade $ 2.1 $ 7.2 Inventories — 2.7 Other current and non-current assets 0.2 — Property and equipment 2.8 23.6 Goodwill 15.0 16.8 Identified intangibles 6.2 13.2 Accounts payable and accrued liabilities (2.1) (4.2) Other current and non-current liabilities (1.6) (7.3) Total consideration paid $ 22.6 $ 52.0 The majority of goodwill and intangible assets for Tecton and Red Bone are not expected to be deductible for tax purposes. The Company has substantially integrated Red Bone and, as a result, it is not practicable to report stand-alone revenues and operating earnings of the acquired business since the acquisition date. The amount of Tecton revenues included in the Company’s results was approximately $7.0 and $16.1 for the three and nine months ended October 31, 2019, respectively. It is not practicable to report stand-alone operating earnings of Tecton since the acquisition date. Unaudited Supplemental Pro Forma Information On a pro forma basis to give effect to the Tecton and Red Bone acquisitions, as if they occurred on February 1, 2019, revenues, net loss and loss per diluted share for the three and nine months ended October 31, 2020 and 2019 would have been as follows: Unaudited Pro Forma Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Revenues $ 70.9 $ 134.5 $ 190.1 $ 452.9 Net loss (38.3) (69.8) (301.8) (70.8) Loss per diluted share (4.56) (15.50) (50.26) (15.90) |
Merger and Integration Costs
Merger and Integration Costs | 9 Months Ended |
Oct. 31, 2020 | |
Business Combinations [Abstract] | |
Merger and Integration Costs | Merger and Integration Costs Merger and integration costs were recorded separately from the acquisition of assets and assumptions of liabilities in the Merger. Merger costs consist of legal and professional fees and accelerated stock compensation expense. Integration costs consist of expenses to relocate corporate headquarters, integrate the QES business, reduce headcount, and consolidate service and support facilities. Merger and integration costs totaled $9.8 and $36.3 for the three and nine months ended October 31, 2020, respectively. $2.7 and $3.0 were recorded to cost of sales in the interim condensed consolidated statements of operations for the three and nine months ended October 31, 2020, respectively. $2.7 and $28.9 were recorded to selling, general and administrative in the interim condensed consolidated statements of operations for the three and nine months ended October 31, 2020, respectively. Lease termination costs of $4.4 and $4.4 were recorded to impairment and other charges in the interim condensed consolidated statements of operations for the three and nine months ended October 31, 2020, respectively. As the Company continues to integrate the QES business, there will be further charges in future periods relating to, among other things, fixed assets, facilities, workforce reductions and other assets. The following table presents Merger and integration costs that were recorded for the three and nine months ended October 31, 2020 in the interim condensed consolidated statements of operations (in millions of U.S. dollars): Three Months Ended October 31, 2020 Nine Months Ended October 31, 2020 Merger costs $ 1.3 $ 27.8 Integration costs 8.5 8.5 Total Merger and Integration Costs $ 9.8 $ 36.3 |
Inventories
Inventories | 9 Months Ended |
Oct. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories, net | Inventories, net Inventories consisted of the following: October 31, 2020 January 31, 2020 Supplies $ 14.1 $ 5.6 Plugs 5.8 6.1 Consumables 4.0 1.0 Work-in-progress — 0.2 Other 1.4 0.6 Subtotal 25.3 13.5 Inventory reserve (2.2) (1.5) Total inventories $ 23.1 $ 12.0 Inventories, which consist of finished goods, primarily include plugs, packers and other consumables used to perform services for customers. The Company values inventories at the lower of cost or net realizable value. Inventory reserves were approximately $2.2 and $1.5 as of October 31, 2020 and January 31, 2020, respectively. During the quarter ended October 31, 2020, the Company identified certain excess inventory of $1.2, which was written off to cost of sales in the condensed consolidated statement of operations. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Oct. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consisted of the following: Useful Life (Years) October 31, 2020 January 31, 2020 Land, buildings and improvements 1 — 40 $ 44.5 $ 38.2 Machinery 1 — 20 222.0 257.9 Furniture and equipment 1 — 15 183.0 216.7 Total property and equipment 449.5 512.8 Less accumulated depreciation 229.0 206.0 Property and equipment, net $ 220.5 $ 306.8 Depreciation expense was $14.7 and $15.7 for the three months ended October 31, 2020 and 2019, respectively, and $40.0 and $45.1 for the nine months ended October 31, 2020 and 2019, respectively. Assets Held for Sale As of October 31, 2020, the Company’s condensed consolidated balance sheet includes assets classified as held for sale of $4.5. The assets held for sale are reported within other current assets on the condensed consolidated balance sheet and represent the value of five operational facilities. In light of the current market environment and as part of the ongoing integration of the QES business, the Company has consolidated operations within certain geographies rendering these locations unnecessary to support the efficient operations of the Company. These assets are being actively marketed for sale as of October 31, 2020 and are recorded at the lower of their carrying value or fair value less costs to sell. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 9 Months Ended |
Oct. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net The following sets forth the intangible assets by major asset class, all of which were acquired through business purchase transactions: October 31, 2020 January 31, 2020 Useful Life (Years) Original Cost Accumulated Amortization Net Book Value Original Accumulated Amortization Net Book Value Customer contracts and relationships (1) 10 $ 5.7 $ 3.1 $ 2.6 $ 43.0 $ 2.4 $ 40.6 Covenants not to compete 1.5 - 3 0.5 0.5 — 4.7 1.9 2.8 Developed technologies 15 — — — 3.3 0.9 2.4 Total intangible assets $ 6.2 $ 3.6 $ 2.6 $ 51.0 $ 5.2 $ 45.8 (1) The customer contracts and relationships intangible asset’s useful life was reduced from 20 to 10 years as of July 31, 2020. Amortization expense associated with intangible assets was $0.0 and $1.0 for the three months ended October 31, 2020 and 2019, respectively, and $3.8 and $2.9 for the nine months ended October 31, 2020 and 2019, respectively. Due to the accelerated amortization of intangible assets, the Company does not expect to recognize future material amortization expense related to intangible assets. During the nine months ended October 31, 2020, accelerated amortization of $2.7 was recognized related to the Company’s customer contracts and relationships long-lived intangible. Actual future amortization expense may be different due to future acquisitions, impairments, changes in amortization periods or other factors. Goodwill and indefinite life intangible assets are tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of the asset has decreased below its carrying value. The oilfield service industry experienced an abrupt deterioration in demand during the second half of 2019, which has continued into 2020. During the first quarter of 2020, the novel coronavirus (“COVID-19”) pandemic emerged and applied significant downward pressure on the global economy and oil demand and prices, leading North American operators to announce significant cuts to planned 2020 capital expenditures. The combination of the COVID-19 pandemic and supply concerns has driven a steep drop in oil prices, leading to decreases in demand for the Company’s services and lower current and expected revenues for the Company. Based on the impairment indicators above, the Company performed a goodwill and long-lived asset impairment analysis during the three months ended April 30, 2020. The results of the impairment analysis concluded that the carrying amount of the long-lived assets exceeded the relative fair values of two of the reporting units asset groups. As a result, the Company recorded a $180.4 long-lived asset impairment charge, $39.2 related to intangible assets and $141.2 related to property and equipment, which is included in the condensed consolidated statements of operations for the nine months ended October 31, 2020. This charge reflects $91.3 and $89.1 of the long-lived assets attributable to the Southwest and Northeast/Mid-Con segments, respectively. Determining fair value requires the use of estimates and assumptions. Such estimates and assumptions include revenue growth rates, operating profit margins, weighted average cost of capital, terminal growth rates, future market share and future market conditions, among others. The Company’s cash flow projections were a significant input into the April 30, 2020 fair values. See Note 10 for additional information regarding the fair value determination. If the Company continues to be unable to achieve projected results or long-term projections are adjusted downward, it could negatively impact future valuations of the Company’s long-lived assets. The valuation of the Company and its reportable segments’ goodwill impairment test was estimated using the guideline public company analysis and the discounted cash flow analysis, which were equally weighted in the fair value analysis. See Note 10 for additional information regarding the fair value determination. The results of the goodwill impairment test as of April 30, 2020 indicated that goodwill was impaired because the carrying value of the Rocky Mountains reporting unit exceeded its relative fair value. Accordingly, the Company recorded a $28.3 goodwill impairment charge, which is included in the condensed consolidated statements of operations for the nine months ended October 31, 2020. This charge reflects the full value of the goodwill attributable to the Rocky Mountains segment, leaving the Company with no goodwill as of October 31, 2020. During the second quarter 2020 review of the customer relationship intangible assets, an analysis of the future contributions to revenue from these customers resulted in forecast declines of approximately 50%. As a result of the review, the Company recognized a charge of $2.7 reflecting accelerated amortization to reduce the carrying value of its customer relationships intangible. The accelerated amortization charge is included in the condensed consolidated statements of operations for the nine months ended October 31, 2020. |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Oct. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consisted of the following: October 31, 2020 January 31, 2020 Accrued salaries, vacation and related benefits $ 9.2 $ 13.9 Accrued property taxes 6.1 2.3 Accrued incentive compensation 1.1 2.3 Other accrued liabilities 17.4 7.7 Total accrued liabilities $ 33.8 $ 26.2 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Oct. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt As of October 31, 2020, long-term debt consisted of $250.0 principal amount of 11.5% senior secured notes due 2025 (the “Notes”) offered pursuant to Rule 144A under the Securities Act of 1933 (as amended, the “Securities Act”) and to certain non-U.S. persons outside the United States in compliance with Regulation S under the Securities Act. On a net basis, after taking into consideration the debt issuance costs for the Notes, total debt as of October 31, 2020 was $243.6. The Notes bear interest at an annual rate of 11.5%, payable semi-annually in arrears on May 1 and November 1. Accrued interest as of October 31, 2020 was $14.4. As of October 31, 2020, the Company also had a $100.0 asset-based revolving credit facility pursuant to a senior secured credit agreement dated August 10, 2018 (the “ABL Facility”). The ABL Facility became effective on September 14, 2018 and matures in September 2023. On October 22, 2018, the ABL Facility was amended primarily to permit the Company to issue the Notes and acquire Motley Services, LLC (“Motley”) and the definition of the required ratio (as defined in the ABL Facility) was also amended as a result of the Notes issuance. Borrowings under the ABL Facility bear interest at a rate equal to LIBOR plus the applicable margin (as defined in the ABL Facility). There were no outstanding amounts under the ABL Facility as of October 31, 2020. The ABL Facility is tied to a borrowing base formula and has no maintenance financial covenants as long as the minimum level of borrowing availability is maintained. During the three months ended October 31, 2020, the Company included the acquired QES current asset collateral into the borrowing base formula used to calculate the Company’s borrowing availability. The ABL Facility is secured by, among other things, a first priority lien on the Company’s accounts receivable and inventory and contains customary conditions precedent to borrowing and affirmative and negative covenants. Availability under the ABL Facility was $26.4 and $60.0 as of October 31, 2020 and January 31, 2020, respectively. The decrease in availability during the nine months ended October 31, 2020 is primarily related to lower levels of activity and correspondingly lower levels of accounts receivable at October 31, 2020. The ABL Facility includes a financial covenant which requires the Company’s consolidated fixed charge coverage ratio (“FCCR”) to be at least 1.0 to 1.0 if availability falls below the greater of $10.0 or 15% of the borrowing base. At all times during the three months ended October 31, 2020, availability exceeded this threshold, and the Company was not subject to this financial covenant. As of October 31, 2020, the FCCR was below 1.0 to 1.0. The Company was in full compliance with its credit facility as of October 31, 2020. Total letters of credit outstanding under the ABL Facility were $9.6 at October 31, 2020, of which $2.8 have been extinguished during the fourth quarter of 2020. |
Fair Value Information
Fair Value Information | 9 Months Ended |
Oct. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Information | Fair Value Information All financial instruments are carried at amounts that approximate estimated fair value. The fair value is the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. Assets measured at fair value are categorized based upon the lowest level of significant input to the valuations. Level 1 – quoted prices in active markets for identical assets and liabilities. Level 2 – quoted prices for identical assets and liabilities in markets that are not active or observable inputs other than quoted prices in active markets for identical assets and liabilities. Level 3 – unobservable inputs in which there is little or no market data available, which require the reporting entity to develop its own assumptions. The carrying amounts of cash and cash equivalents, accounts receivable-trade and accounts payable represent their respective fair values due to their short-term nature. There was no debt outstanding under the ABL Facility as of October 31, 2020. The fair value of the Notes, based on market prices for publicly traded debt, which the Company classifies as Level 2 inputs, was $120.0 and $202.5 as of October 31, 2020 and January 31, 2020, respectively. During the nine months ended October 31, 2020, goodwill and long-lived assets, including certain property and equipment and purchased intangibles subject to amortization, were impaired as a result of the first quarter 2020 interim goodwill and long-lived asset impairment tests. The goodwill Level 3 fair value was determined using the average of the guideline public company analysis and the discounted cash flow analysis, both of which were unobservable. The long-lived asset Level 3 fair value was determined using the discounted cash flow analysis using the market and income approaches, both of which were unobservable. Fair value is measured as of the impairment date. The carrying value and fair values of the impaired assets as of April 30, 2020 was $194.0 and $52.8 for property and equipment, net, $28.3 and $0.0 for goodwill, and $39.2 and $0.0 for intangible assets, net, respectively. See Note 7 for a discussion of the changes in goodwill and long-lived asset values due to impairment charges recorded during the nine months ended October 31, 2020. |
Commitments, Contingencies and
Commitments, Contingencies and Off-Balance Sheet Arrangements | 9 Months Ended |
Oct. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Off-Balance-Sheet Arrangements | Commitments, Contingencies and Off-Balance-Sheet Arrangements Environmental Regulations & Liabilities The Company is subject to various federal, state and local environmental laws and regulations that establish standards and requirements for the protection of the environment. The Company continues to monitor the status of these laws and regulations. However, the Company cannot predict the future impact of such laws and regulations, as well as standards and requirements, on its business, which are subject to change and can have retroactive effectiveness. Currently, the Company has not been fined, cited or notified of any environmental violations or liabilities that would have a material adverse effect on its condensed consolidated financial statement position, results of operations, liquidity or capital resources. However, management does recognize that by the very nature of its business, material costs could be incurred in the future to maintain compliance. The amount of such future expenditures is not determinable due to several factors, including the unknown magnitude of possible regulation or liabilities, the unknown timing and extent of the corrective actions that may be required, the determination of the Company’s liability in proportion to other responsible parties and the extent to which such expenditures are recoverable from insurance or indemnification. Litigation During the year ended January 31, 2020, the Company discovered a credit card theft of approximately $2.6 (which is included in cost of sales for the year ended January 31, 2020) and promptly reported the theft to its insurers and law enforcement. The Company also filed suit against several third parties to recover damages related to the theft. During the three months ended October 31, 2020, the Company received an insurance reimbursement of $2.5 from insurance providers (which is included in cost of sales for the three and nine months ended October 31, 2020). The Company implemented additional expenditure controls to reduce the likelihood of similar thefts in the future, such as daily limits on all fuel cards and additional credit card activity reviews by management. The Company is a defendant in various legal actions arising in the normal course of business, the outcomes of which, in the opinion of management, neither individually nor in the aggregate are likely to result in a material adverse effect on the Company’s condensed consolidated financial statements. Indemnities, Commitments and Guarantees During its ordinary course of business, the Company has made certain indemnities, commitments and guarantees under which it may be required to make payments in relation to certain transactions. These indemnities include indemnities to various lessors in connection with facility leases for certain claims arising from such facility or lease, as well as indemnities to other parties to certain acquisition agreements. The duration of these indemnities, commitments and guarantees varies and, in certain cases, is indefinite. Many of these indemnities, commitments and guarantees provide for limitations on the maximum potential future payments the Company could be obligated to make. However, the Company is unable to estimate the maximum amount of liability related to its indemnities, commitments and guarantees because such liabilities are contingent upon the occurrence of events that are not reasonably determinable. Management believes that any liability for these indemnities, commitments and guarantees would not be material to the accompanying condensed consolidated financial statements. Accordingly, no significant amounts have been accrued for indemnities, commitments and guarantees. |
Accounting for Stock-Based Comp
Accounting for Stock-Based Compensation | 9 Months Ended |
Oct. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Accounting for Stock-Based Compensation | Accounting for Stock-Based CompensationThe Company has a Long-Term Incentive Plan (“LTIP”) under which the compensation committee of the Board (the “Compensation Committee”) has the authority to grant stock options, stock appreciation rights, restricted stock, restricted stock units or other forms of equity-based or equity-related awards. Compensation cost for the LTIP grants is generally recorded on a straight-line basis over the vesting term of the shares based on the grant date value using the closing trading price. Compensation cost recognized during the three and nine months ended October 31, 2020 and 2019 related to grants of restricted stock granted or approved by the Compensation Committee. Certain grants of restricted stock to directors and management accelerated in connection with the Merger on July 28, 2020, resulting in approximately $15.1 of stock-based compensation expense during the nine months ended October 31, 2020. As a result, stock-based compensation was $0.5 and $4.6 for the three months ended October 31, 2020 and 2019, respectively, and $17.2 and $13.6 for the nine months ended October 31, 2020 and 2019, respectively. Unrecognized compensation cost related to restricted stock awards made by the Company was $4.5 at October 31, 2020. As of the date of the QES acquisition, each unvested QES restricted stock unit award was converted into a replacement 0.0969 KLXE restricted stock unit award. Approximately 2.0 million shares of QES common stock subject to awards outstanding were converted to 0.2 million shares of common stock assumed by KLXE. The Company also has a qualified Employee Stock Purchase Plan (the “ESPP”), the terms of which allow for qualified employees (as defined in the ESPP) to participate in the purchase of designated shares of the Company’s common stock at a price equal to 85% of the closing price on the last business day of each semi-annual stock purchase period. The fair value of the employee purchase rights represents the difference between the closing price of the Company’s shares on the date of purchase and the purchase price of the shares. Because the ESPP did not have enough shares reserved to satisfy outstanding options to purchase during the offering period ended June 30, 2020, the Company refunded participants’ contributions. In addition, the Company agreed with QES to suspend the ESPP due to the Merger. As a result, compensation cost was $0.0 and $0.1 for the three months ended October 31, 2020 and 2019, respectively, and $0.0 and $0.2 for the nine months ended October 31, 2020 and 2019, respectively. The Company’s shareholders approved an amendment to the ESPP at the Company’s annual meeting on July 24, 2020, for an increase of 0.3 million shares to the ESPP’s share reserve. |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense was $0.2 and $0.3 for the three and nine months ended October 31, 2020, respectively, and was comprised primarily of state and local taxes, compared to income tax benefit of $0.5 and $0.1 for the three and nine months ended October 31, 2019, respectively. The Company has a valuation allowance against its deferred tax balances, and as a result, it was unable to recognize a tax benefit at the federal statutory rate of 21% on its year to date losses. In response to the COVID-19 pandemic, many governments have enacted or are contemplating measures to provide aid and economic stimulus. These measures may include deferring the due dates of tax payments or other changes to their income and non-income-based tax laws. The Coronavirus Aid, Relief, and Economic Security Act, which was enacted on March 27, 2020 in the United States, includes measures to assist companies, including temporary changes to income and non-income-based tax laws. The Company has deferred the employer portion of FICA tax payments of $2.9 as of October 31, 2020. This deferral is included in other non-current liabilities on the condensed consolidated balance sheet. These payments are due in two installments: half on December 31, 2021; and half on December 31, 2022 . The Company continues to monitor additional guidance issued by the U.S. Treasury Department, the Internal Revenue Service and others. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Oct. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment ReportingThe Company is organized on a geographic basis. The Company’s reportable segments, which are also its operating segments, are comprised of the Southwest Region (the Permian Basin and the Eagle Ford Shale), the Rocky Mountains Region (the Bakken, Williston, DJ, Uinta, Powder River, Piceance and Niobrara basins) and the Northeast/Mid-Con Region (the Marcellus and Utica Shale as well as the Mid-Continent STACK and SCOOP and Haynesville Shale). The segments regularly report their results of operations and make requests for capital expenditures and acquisition funding to the CODM. As a result, the CODM has determined the Company has three reportable segments. The following table presents revenues and operating (loss) earnings by reportable segment: Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Revenues Southwest $ 24.8 $ 38.5 $ 53.4 $ 149.8 Rocky Mountains 18.2 57.6 70.1 169.7 Northeast/Mid-Con 27.9 38.4 66.6 125.7 Total revenues 70.9 134.5 190.1 445.2 Operating (loss) earnings (1)(2) Southwest (8.2) (36.1) (113.5) (30.9) Rocky Mountains (4.6) 8.7 (45.2) 31.8 Northeast/Mid-Con (4.0) (22.1) (104.2) (6.0) Corporate and other (1)(2) (11.2) (13.6) (54.6) (44.6) Bargain purchase gain (2.4) — 38.7 — Total operating loss (30.4) (63.1) (278.8) (49.7) Interest expense, net 7.7 7.2 22.7 21.7 Loss before income tax $ (38.1) $ (70.3) $ (301.5) $ (71.4) (1) Historically, and through July 31, 2020, the Company ’ s total corporate overhead costs were allocated and reported within each reportable segment. During the third quarter of 2020, the Company changed the corporate overhead allocation methodology to include corporate costs incurred on behalf of its operating segments, which includes accounts payable, accounts receivable, insurance, audit, supply chain, health, safety and environmental and others. The remaining unallocated corporate costs are reported as a reconciling item. The change will better reflect the CODM’s philosophy on assessing performance and allocating resources, as well as improve comparability to the Company ’ s peer group. (2) Operating loss for the nine-month period ended October 31, 2020 includes impairment and other charges of $213.1 which is comprised of a goodwill and long-lived asset impairment charge of $208.7, of which $91.3 was attributable to the Southwest segment, $28.3 was attributable to the Rocky Mountains segment and $89.1 was attributable to the Northeast/Mid-Con segment, and a lease termination charge of $4.4, of which $2.3 was attributable to Corporate and other and $1.4 and $0.7 was attributable to the Southwest and Northeast/Mid-con segments, respectively. The following table presents revenues by service offering by reportable segment: Three Months Ended October 31, 2020 October 31, 2019 Southwest Rocky Northeast Total Southwest Rocky Northeast Total Drilling $ 7.1 $ 0.2 $ 8.0 $ 15.3 $ 2.5 $ — $ 8.5 $ 11.0 Completion 11.9 8.9 10.3 31.1 24.2 31.4 11.1 66.7 Production 1.5 4.3 1.7 7.5 3.9 13.3 6.2 23.4 Intervention 4.3 4.8 7.9 17.0 7.9 12.9 12.6 33.4 Total revenues $ 24.8 $ 18.2 $ 27.9 $ 70.9 $ 38.5 $ 57.6 $ 38.4 $ 134.5 Nine Months Ended October 31, 2020 October 31, 2019 Southwest Rocky Northeast Total Southwest Rocky Northeast Total Drilling $ 9.2 $ 0.2 $ 17.5 $ 26.9 $ 8.4 $ 0.1 $ 30.0 $ 38.5 Completion 27.5 40.1 24.8 92.4 97.6 96.3 29.8 223.7 Production 5.5 15.0 6.7 27.2 15.9 36.9 26.6 79.4 Intervention 11.2 14.8 17.6 43.6 27.9 36.4 39.3 103.6 Total revenues $ 53.4 $ 70.1 $ 66.6 $ 190.1 $ 149.8 $ 169.7 $ 125.7 $ 445.2 The following table presents total assets by segment: October 31, 2020 (1) January 31, 2020 Southwest $ 93.2 $ 153.3 Rocky Mountains 118.2 186.8 Northeast/Mid-Con 97.7 144.2 Total 309.1 484.3 Corporate and other 88.5 139.1 Total assets $ 397.6 $ 623.4 (1) See Note 7 for a discussion of the goodwill and long-lived asset impairment charge recorded during the nine months ended October 31, 2020. The following table presents capital expenditures by reportable segment: Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Southwest $ 0.8 $ 1.9 $ 3.0 $ 16.0 Rocky Mountains 0.9 2.8 4.3 24.2 Northeast/Mid-Con 0.6 5.1 2.2 23.0 Corporate and other 0.3 0.8 1.6 4.2 Total capital expenditures $ 2.6 $ 10.6 $ 11.1 $ 67.4 |
Net Loss Per Common Share
Net Loss Per Common Share | 9 Months Ended |
Oct. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | Net Loss Per Common Share On July 28, 2020, immediately prior to consummation of the Merger, the Reverse Stock Split Amendment became effective and thereby effectuated the 1-for-5 Reverse Stock Split of the Company’s issued and outstanding common stock. Basic net loss per common share is computed using the weighted average common shares outstanding during the period. Diluted net loss per common share is computed by using the weighted average common shares outstanding, including the dilutive effect of restricted shares based on an average share price during the period. For the three months ended October 31, 2020 and 2019, 0.3 and 0.4 million shares of the Company’s common stock, respectively, and for the nine months ended October 31, 2020 and 2019, 0.5 million and 0.9 million shares, respectively, were excluded from the determination of diluted net loss per common share because their effect would have been anti-dilutive. The computations of basic and diluted net loss per share for the three and nine months ended October 31, 2020 and 2019 are as follows: Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Net loss $ (38.3) $ (69.8) $ (301.8) $ (71.3) (Shares in millions) (2) Basic weighted average common shares 8.4 4.5 6.0 4.4 Effect of dilutive securities - dilutive securities — — — — Diluted weighted average common shares 8.4 4.5 6.0 4.4 Basic net loss per common share (1) (2) $ (4.56) $ (15.50) $ (50.26) $ (16.20) Diluted net loss per common share (1) (2) $ (4.56) $ (15.50) $ (50.26) $ (16.20) (1) On July 28, 2020, each issued and outstanding share of QES common stock was automatically converted into the right to receive 0.0969 shares of KLXE common stock, which reflects adjustment for the 1-for-5 Reverse Stock Split of the KLXE common stock effected immediately prior to the consummation of the Merger. (2) Shares and per share data have been retroactively adjusted to reflect the Company ’ s 1-for-5 Reverse Stock Split effective July 28, 2020. |
Description of Business and B_2
Description of Business and Basis of Presentation (Policies) | 9 Months Ended |
Oct. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. All adjustments which, in the opinion of the Company’s management, are considered necessary for a fair presentation of the results of operations for the periods shown are of a normal recurring nature and have been reflected in the condensed consolidated financial statements. The results of operations for the periods presented are not necessarily indicative of the results expected for the full fiscal year 2020 or for any future period. The information included in these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s 2019 Annual Report on Form 10-K filed with the SEC on March 24, 2020. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and related disclosures. Actual results could differ from those estimates. The accompanying unaudited condensed consolidated financial statements present the consolidated KLXE and QES financial position as of October 31, 2020, and the condensed consolidated statement of operations for the three months ended October 31, 2020 includes an entire quarter of combined results for both legacy KLXE and legacy QES. The condensed consolidated statement of operations for the nine months ended October 31, 2020 and the condensed consolidated statement of cash flows for the nine months ended October 31, 2020 includes QES’s results for the period July 29, 2020 through October 31, 2020. |
Segment Reporting | Segment Reporting The Company changed its presentation of reportable segments related to the allocation of corporate overhead costs to reflect the presentation used by the chief operational decision-making group (“CODM”) to make decisions about resources to be allocated to the Company’s reportable segments and to assess segment performance. Historically, and through July 31, 2020, the Company’s total corporate overhead costs were allocated and reported within each reportable segment. During the third quarter of 2020, the Company changed the corporate overhead allocation methodology to only include corporate costs incurred on behalf of its operating segments, which includes accounts payable, accounts receivable, insurance, audit, supply chain, health, safety and environmental and others. The remaining unallocated corporate costs are reported as a reconciling item in the Company’s segment reporting disclosures. See Note 14 for additional information. As a result of the change in presentation, the total corporate overhead costs allocated for the three and nine months ended October 31, 2020, to the Company’s three reportable segments decreased $11.2 and $54.6, respectively. For the three and nine months ended October 31, 2019, the total corporate overhead costs allocated to the Company’s three reportable segments decreased $13.6 and $44.6, respectively. In conjunction with the change in presentation of reportable segments, the Company also changed its presentation of segment assets. Historically, and through July 31, 2020, the Company’s corporate assets were allocated and reported within each reportable segment. During the third quarter of 2020, the Company changed the presentation of total assets to present corporate assets separately as a reconciling item in its segment reporting disclosures. As a result of the change in presentation, the total corporate assets allocated to the Company’s three reportable segments decreased by $88.5 and $139.1 as of October 31, 2020 and January 31, 2020, respectively. The Company also changed its presentation of service offering revenues. Historically, and through July 31, 2020, the Company’s service offering revenues included revenues from the completion, production and intervention market types within segment reporting. During the third quarter of 2020, the Company changed the presentation of its service offering revenues by separately reporting a drilling market type revenue, which includes directional drilling, drilling accommodation units and related drilling support services. The reclassifications are reported in the Company’s segment reporting disclosures to reflect the drilling revenue change and use of the information by the Company’s CODM. For the three and nine months ended October 31, 2020, the total drilling revenues reported within segment reporting was $15.3 and $26.9, respectively. For the three and nine months ended October 31, 2019, the total drilling revenues reported within segment reporting was $11.0 and $38.5, respectively. |
Recent Accounting Pronouncements | In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (“Topic 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This ASU provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting and, particularly, the risk of cessation of the London Interbank Offered Rate (“LIBOR”). The amendments in this ASU are elective and apply to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments in this ASU are effective for all entities, if elected, through December 31, 2022. While the exact impact of this standard is not known, the guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements. In December 2019, FASB issued ASU 2019-12, Income Taxes (“Topic 740”): Simplifying the Accounting for Income Taxes. This ASU is intended to simplify aspects of income tax approach for intraperiod tax allocations when there is a loss from continuing operations and income or a gain from other items, and to provide a general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. Topic 740 also provides guidance to simplify how an entity recognizes a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, and evaluations of when step ups in the tax basis of goodwill should be considered part of a business combination. Companies should also reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The guidance is effective for the Company for the fiscal year beginning February 1, 2022. While the exact impact of this standard is not known, the guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements. In August 2016, FASB issued ASU 2016-15, Statement of Cash Flows (“Topic 230”): Classification of Certain Cash Receipts and Cash Payments, which addresses how certain cash receipts and payments are presented and classified in the statement of cash flows. These cash flow issues include debt prepayment or extinguishment costs, settlement of zero-coupon debt, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate-owned life insurance policies, distributions received from equity method investees, beneficial interests in securitization transactions and separately identifiable cash flows. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within fiscal years beginning after December 15, 2019, with early adoption permitted, and should be applied retrospectively. The adoption of ASU 2016-15 did not have a material impact on the Company’s condensed consolidated financial statements. In June 2016, FASB issued ASU 2016-13, Financial Instruments - Credit Losses (“Topic 326”): Measurement of Credit Losses on Financial Instruments. This ASU is intended to update the measurement of credit losses on financial instruments. This update improves financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope by using the Current Expected Credit Losses (“CECL”) model. This guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted. The new accounting standard introduces the CECL methodology for estimating allowances for credit losses. The Company is an oilfield service company and as of October 31, 2020 had a third-party accounts receivable balance, net of allowance, of $49.4. Topic 326 is not expected to have a material impact on the Company’s condensed consolidated financial statements. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the fair values of assets acquired and liabilities assumed in the Merger in accordance with ASC 805: QES Cash $ 8.7 Accounts receivable-trade 12.2 Inventories (1) 11.8 Other current and non-current assets 6.3 Property and equipment 84.5 Accounts payable (27.2) Other current and non-current liabilities (13.2) Bargain purchase (38.7) Total purchase price (2) $ 44.4 (1) After conforming to the Company’s inventory accounting policy, certain items acquired in the Merger were removed from Inventory balance and an offset was recorded to Bargain Purchase Gain. (2) The total consideration transferred of $44.4 includes a cash transfer of $9.7 to pay off the QES ABL Facility. Tecton Red Bone Accounts receivable-trade $ 2.1 $ 7.2 Inventories — 2.7 Other current and non-current assets 0.2 — Property and equipment 2.8 23.6 Goodwill 15.0 16.8 Identified intangibles 6.2 13.2 Accounts payable and accrued liabilities (2.1) (4.2) Other current and non-current liabilities (1.6) (7.3) Total consideration paid $ 22.6 $ 52.0 |
Schedule of proforma information of revenues and net earnings (loss) | On a pro forma basis to give effect to the Merger, as if it occurred on February 1, 2019, revenues, net loss and loss per diluted share for the three and nine months ended October 31, 2020 and 2019 would have been as follows: Unaudited Pro Forma Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Revenues $ 70.9 $ 242.8 $ 283.6 $ 815.6 Net loss (35.9) (116.7) (353.7) (134.5) Loss per diluted share (4.27) (14.96) (42.61) (17.47) On a pro forma basis to give effect to the Tecton and Red Bone acquisitions, as if they occurred on February 1, 2019, revenues, net loss and loss per diluted share for the three and nine months ended October 31, 2020 and 2019 would have been as follows: Unaudited Pro Forma Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Revenues $ 70.9 $ 134.5 $ 190.1 $ 452.9 Net loss (38.3) (69.8) (301.8) (70.8) Loss per diluted share (4.56) (15.50) (50.26) (15.90) |
Merger and Integration Costs (T
Merger and Integration Costs (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of Merger and Integration Costs | The following table presents Merger and integration costs that were recorded for the three and nine months ended October 31, 2020 in the interim condensed consolidated statements of operations (in millions of U.S. dollars): Three Months Ended October 31, 2020 Nine Months Ended October 31, 2020 Merger costs $ 1.3 $ 27.8 Integration costs 8.5 8.5 Total Merger and Integration Costs $ 9.8 $ 36.3 |
Inventories, net (Tables)
Inventories, net (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: October 31, 2020 January 31, 2020 Supplies $ 14.1 $ 5.6 Plugs 5.8 6.1 Consumables 4.0 1.0 Work-in-progress — 0.2 Other 1.4 0.6 Subtotal 25.3 13.5 Inventory reserve (2.2) (1.5) Total inventories $ 23.1 $ 12.0 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: Useful Life (Years) October 31, 2020 January 31, 2020 Land, buildings and improvements 1 — 40 $ 44.5 $ 38.2 Machinery 1 — 20 222.0 257.9 Furniture and equipment 1 — 15 183.0 216.7 Total property and equipment 449.5 512.8 Less accumulated depreciation 229.0 206.0 Property and equipment, net $ 220.5 $ 306.8 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets by Major Asset Class | The following sets forth the intangible assets by major asset class, all of which were acquired through business purchase transactions: October 31, 2020 January 31, 2020 Useful Life (Years) Original Cost Accumulated Amortization Net Book Value Original Accumulated Amortization Net Book Value Customer contracts and relationships (1) 10 $ 5.7 $ 3.1 $ 2.6 $ 43.0 $ 2.4 $ 40.6 Covenants not to compete 1.5 - 3 0.5 0.5 — 4.7 1.9 2.8 Developed technologies 15 — — — 3.3 0.9 2.4 Total intangible assets $ 6.2 $ 3.6 $ 2.6 $ 51.0 $ 5.2 $ 45.8 (1) The customer contracts and relationships intangible asset’s useful life was reduced from 20 to 10 years as of July 31, 2020. |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities consisted of the following: October 31, 2020 January 31, 2020 Accrued salaries, vacation and related benefits $ 9.2 $ 13.9 Accrued property taxes 6.1 2.3 Accrued incentive compensation 1.1 2.3 Other accrued liabilities 17.4 7.7 Total accrued liabilities $ 33.8 $ 26.2 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Segment Reporting [Abstract] | |
Revenues and Other Financial Information by Business Segment | The following table presents revenues and operating (loss) earnings by reportable segment: Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Revenues Southwest $ 24.8 $ 38.5 $ 53.4 $ 149.8 Rocky Mountains 18.2 57.6 70.1 169.7 Northeast/Mid-Con 27.9 38.4 66.6 125.7 Total revenues 70.9 134.5 190.1 445.2 Operating (loss) earnings (1)(2) Southwest (8.2) (36.1) (113.5) (30.9) Rocky Mountains (4.6) 8.7 (45.2) 31.8 Northeast/Mid-Con (4.0) (22.1) (104.2) (6.0) Corporate and other (1)(2) (11.2) (13.6) (54.6) (44.6) Bargain purchase gain (2.4) — 38.7 — Total operating loss (30.4) (63.1) (278.8) (49.7) Interest expense, net 7.7 7.2 22.7 21.7 Loss before income tax $ (38.1) $ (70.3) $ (301.5) $ (71.4) (1) Historically, and through July 31, 2020, the Company ’ s total corporate overhead costs were allocated and reported within each reportable segment. During the third quarter of 2020, the Company changed the corporate overhead allocation methodology to include corporate costs incurred on behalf of its operating segments, which includes accounts payable, accounts receivable, insurance, audit, supply chain, health, safety and environmental and others. The remaining unallocated corporate costs are reported as a reconciling item. The change will better reflect the CODM’s philosophy on assessing performance and allocating resources, as well as improve comparability to the Company ’ s peer group. (2) Operating loss for the nine-month period ended October 31, 2020 includes impairment and other charges of $213.1 which is comprised of a goodwill and long-lived asset impairment charge of $208.7, of which $91.3 was attributable to the Southwest segment, $28.3 was attributable to the Rocky Mountains segment and $89.1 was attributable to the Northeast/Mid-Con segment, and a lease termination charge of $4.4, of which $2.3 was attributable to Corporate and other and $1.4 and $0.7 was attributable to the Southwest and Northeast/Mid-con segments, respectively. |
Schedule of Revenues by Service Offering by Reportable Segment | The following table presents revenues by service offering by reportable segment: Three Months Ended October 31, 2020 October 31, 2019 Southwest Rocky Northeast Total Southwest Rocky Northeast Total Drilling $ 7.1 $ 0.2 $ 8.0 $ 15.3 $ 2.5 $ — $ 8.5 $ 11.0 Completion 11.9 8.9 10.3 31.1 24.2 31.4 11.1 66.7 Production 1.5 4.3 1.7 7.5 3.9 13.3 6.2 23.4 Intervention 4.3 4.8 7.9 17.0 7.9 12.9 12.6 33.4 Total revenues $ 24.8 $ 18.2 $ 27.9 $ 70.9 $ 38.5 $ 57.6 $ 38.4 $ 134.5 Nine Months Ended October 31, 2020 October 31, 2019 Southwest Rocky Northeast Total Southwest Rocky Northeast Total Drilling $ 9.2 $ 0.2 $ 17.5 $ 26.9 $ 8.4 $ 0.1 $ 30.0 $ 38.5 Completion 27.5 40.1 24.8 92.4 97.6 96.3 29.8 223.7 Production 5.5 15.0 6.7 27.2 15.9 36.9 26.6 79.4 Intervention 11.2 14.8 17.6 43.6 27.9 36.4 39.3 103.6 Total revenues $ 53.4 $ 70.1 $ 66.6 $ 190.1 $ 149.8 $ 169.7 $ 125.7 $ 445.2 |
Total Assets by Reportable Segment | The following table presents total assets by segment: October 31, 2020 (1) January 31, 2020 Southwest $ 93.2 $ 153.3 Rocky Mountains 118.2 186.8 Northeast/Mid-Con 97.7 144.2 Total 309.1 484.3 Corporate and other 88.5 139.1 Total assets $ 397.6 $ 623.4 (1) See Note 7 for a discussion of the goodwill and long-lived asset impairment charge recorded during the nine months ended October 31, 2020. |
Capital Expenditures by Reportable Segment | The following table presents capital expenditures by reportable segment: Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Southwest $ 0.8 $ 1.9 $ 3.0 $ 16.0 Rocky Mountains 0.9 2.8 4.3 24.2 Northeast/Mid-Con 0.6 5.1 2.2 23.0 Corporate and other 0.3 0.8 1.6 4.2 Total capital expenditures $ 2.6 $ 10.6 $ 11.1 $ 67.4 |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Share | The computations of basic and diluted net loss per share for the three and nine months ended October 31, 2020 and 2019 are as follows: Three Months Ended Nine Months Ended October 31, 2020 October 31, 2019 October 31, 2020 October 31, 2019 Net loss $ (38.3) $ (69.8) $ (301.8) $ (71.3) (Shares in millions) (2) Basic weighted average common shares 8.4 4.5 6.0 4.4 Effect of dilutive securities - dilutive securities — — — — Diluted weighted average common shares 8.4 4.5 6.0 4.4 Basic net loss per common share (1) (2) $ (4.56) $ (15.50) $ (50.26) $ (16.20) Diluted net loss per common share (1) (2) $ (4.56) $ (15.50) $ (50.26) $ (16.20) (1) On July 28, 2020, each issued and outstanding share of QES common stock was automatically converted into the right to receive 0.0969 shares of KLXE common stock, which reflects adjustment for the 1-for-5 Reverse Stock Split of the KLXE common stock effected immediately prior to the consummation of the Merger. (2) Shares and per share data have been retroactively adjusted to reflect the Company ’ s 1-for-5 Reverse Stock Split effective July 28, 2020. |
Description of Business and B_3
Description of Business and Basis of Presentation (Details) $ in Millions | Jul. 28, 2020 | Jul. 24, 2020 | Oct. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Oct. 31, 2020USD ($)service_facilitysegment | Oct. 31, 2019USD ($) | Jan. 31, 2020USD ($) |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Number of service facilities | service_facility | 50 | ||||||
Reverse stock split ratio | 0.2 | 0.2 | |||||
Decrease in corporate overhead | $ 30.4 | $ 63.1 | $ 278.8 | $ 49.7 | |||
Number of reportable segments | segment | 3 | ||||||
Decrease in total corporate assets | (397.6) | $ (397.6) | $ (623.4) | ||||
Revenues | 70.9 | 134.5 | 190.1 | 445.2 | |||
Depreciation expense | (14.7) | (15.7) | (40) | (45.1) | |||
Revision of Prior Period, Error Correction, Adjustment | Overstated Depreciation | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Depreciation expense | 3.7 | ||||||
Revision of Prior Period, Error Correction, Adjustment | Depreciation For Assets Impaired | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Depreciation expense | 2.3 | ||||||
Revision of Prior Period, Error Correction, Adjustment | Termination Of Leased Vehicles | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Gain on termination of leased vehicles | 2 | ||||||
Operating Segments | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Decrease in total corporate assets | (309.1) | (309.1) | (484.3) | ||||
Operating Segments | Revision of Prior Period, Reclassification, Adjustment | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Decrease in corporate overhead | 11.2 | 13.6 | 54.6 | 44.6 | |||
Decrease in total corporate assets | 88.5 | 88.5 | $ 139.1 | ||||
Drilling | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Revenues | $ 15.3 | $ 11 | $ 26.9 | $ 38.5 | |||
Minimum | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Reverse stock split ratio | 0.1 | ||||||
Maximum | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Reverse stock split ratio | 0.2 |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Details) - USD ($) $ in Millions | Oct. 31, 2020 | Jan. 31, 2020 |
Accounting Standards Update and Change in Accounting Principle [Abstract] | ||
Accounts receivable | $ 49.4 | $ 79.2 |
Business Combinations - QES Mer
Business Combinations - QES Merger (Details) - USD ($) shares in Millions, $ in Millions | Jul. 28, 2020 | Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 |
Business Combinations | |||||
Bargain purchase gain | $ (2.4) | $ 0 | $ 38.7 | $ 0 | |
QES Merger | |||||
Business Combinations | |||||
Total consideration | $ 44.4 | ||||
Number of shares in acquisition | 3.4 | ||||
Bargain purchase gain | $ 38.7 | $ 38.7 | |||
Bargain purchase adjustment | $ (2.4) | ||||
QES Merger | RSUs | |||||
Business Combinations | |||||
Agreements assumed, fair value | 2 | ||||
Compensation agreement, allocation to purchase price | 0.4 | ||||
Post-acquisition compensation, not yet recognized | $ 1.6 | ||||
QES Merger | QES ABL Facility | Asset based revolving line of credit | |||||
Business Combinations | |||||
Debt term | 5 years | ||||
QES Merger | Quintana Energy Services Inc. | QES ABL Facility | Asset based revolving line of credit | |||||
Business Combinations | |||||
Repayments of long-term debt | $ 9.7 |
Business Combinations - QES M_2
Business Combinations - QES Merger Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Jul. 28, 2020 | Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 |
Business Combinations | |||||
Bargain purchase | $ 2.4 | $ 0 | $ (38.7) | $ 0 | |
QES Merger | |||||
Business Combinations | |||||
Cash | $ 8.7 | ||||
Accounts receivable-trade | 12.2 | ||||
Inventories | 11.8 | ||||
Other current and non-current assets | 6.3 | ||||
Property and equipment | 84.5 | ||||
Accounts payable | (27.2) | ||||
Other current and non-current liabilities | (13.2) | ||||
Bargain purchase | (38.7) | $ (38.7) | |||
Total consideration paid | 44.4 | ||||
Total consideration | 44.4 | ||||
QES Merger | Quintana Energy Services Inc. | QES ABL Facility | Asset based revolving line of credit | |||||
Business Combinations | |||||
Repayments of long-term debt | $ 9.7 |
Business Combinations - Pro For
Business Combinations - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
QES Merger | ||||
Business Combinations | ||||
Revenues | $ 70.9 | $ 242.8 | $ 283.6 | $ 815.6 |
Net loss | $ (35.9) | $ (116.7) | $ (353.7) | $ (134.5) |
Loss per diluted share (in dollars per share) | $ (4.27) | $ (14.96) | $ (42.61) | $ (17.47) |
Tecton and Red Bone | ||||
Business Combinations | ||||
Revenues | $ 70.9 | $ 134.5 | $ 190.1 | $ 452.9 |
Net loss | $ (38.3) | $ (69.8) | $ (301.8) | $ (70.8) |
Loss per diluted share (in dollars per share) | $ (4.56) | $ (15.50) | $ (50.26) | $ (15.90) |
Business Combinations - 2019 Ac
Business Combinations - 2019 Acquisitions (Details) - USD ($) $ in Millions | Mar. 19, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2020 | Oct. 31, 2020 | Oct. 31, 2019 | Apr. 30, 2020 | Jan. 31, 2020 | Mar. 15, 2019 |
Business Combinations | |||||||||
Goodwill | $ 0 | $ 0 | $ 28.3 | $ 28.3 | |||||
Tecton and Red Bone | |||||||||
Business Combinations | |||||||||
Total consideration | $ 74.6 | ||||||||
Common stock value issued as consideration | 47 | ||||||||
Cash paid for acquisition | 27.6 | ||||||||
Excess of purchase price over the fair market value of identifiable assets. | 51.2 | ||||||||
Identifiable intangible assets | 19.4 | ||||||||
Goodwill | 31.8 | ||||||||
Acquisitions revenues | $ 7 | $ 16.1 | |||||||
Tecton | |||||||||
Business Combinations | |||||||||
Goodwill | $ 15 | ||||||||
Red Bone | |||||||||
Business Combinations | |||||||||
Goodwill | $ 16.8 | ||||||||
Customer contracts and relationships | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 10 years | 20 years | 10 years | ||||||
Customer contracts and relationships | Tecton and Red Bone | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 10 years | ||||||||
Covenants not to compete | Minimum | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 1 year 6 months | ||||||||
Covenants not to compete | Maximum | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 3 years | ||||||||
Covenants not to compete | Tecton | Minimum | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 1 year 6 months | ||||||||
Covenants not to compete | Tecton | Maximum | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 3 years | ||||||||
Covenants not to compete | Red Bone | Minimum | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 1 year 6 months | ||||||||
Covenants not to compete | Red Bone | Maximum | |||||||||
Business Combinations | |||||||||
Useful Life (Years) | 3 years |
Business Combinations - 2019 _2
Business Combinations - 2019 Acquisitions Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Oct. 31, 2020 | Apr. 30, 2020 | Jan. 31, 2020 | Mar. 19, 2019 | Mar. 15, 2019 |
Business Combination, Separately Recognized Transactions [Line Items] | |||||
Goodwill | $ 0 | $ 28.3 | $ 28.3 | ||
Tecton | |||||
Business Combination, Separately Recognized Transactions [Line Items] | |||||
Accounts receivable-trade | $ 2.1 | ||||
Inventories | 0 | ||||
Other current and non-current assets | 0.2 | ||||
Property and equipment | 2.8 | ||||
Goodwill | 15 | ||||
Identified intangibles | 6.2 | ||||
Accounts payable and accrued liabilities | (2.1) | ||||
Other current and non-current liabilities | (1.6) | ||||
Total consideration paid | $ 22.6 | ||||
Red Bone | |||||
Business Combination, Separately Recognized Transactions [Line Items] | |||||
Accounts receivable-trade | $ 7.2 | ||||
Inventories | 2.7 | ||||
Other current and non-current assets | 0 | ||||
Property and equipment | 23.6 | ||||
Goodwill | 16.8 | ||||
Identified intangibles | 13.2 | ||||
Accounts payable and accrued liabilities | (4.2) | ||||
Other current and non-current liabilities | (7.3) | ||||
Total consideration paid | $ 52 |
Merger and Integration Costs -
Merger and Integration Costs - Narrative (Details) - QES Merger - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Oct. 31, 2020 | Oct. 31, 2020 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||
Merger and integration costs | $ 9.8 | $ 36.3 |
Cost of Sales | ||
Business Combination, Separately Recognized Transactions [Line Items] | ||
Merger and integration costs | 2.7 | 3 |
Selling, General and Administrative | ||
Business Combination, Separately Recognized Transactions [Line Items] | ||
Merger and integration costs | 2.7 | 28.9 |
Impairment and Other Charges | ||
Business Combination, Separately Recognized Transactions [Line Items] | ||
Merger and integration costs | $ 4.4 | $ 4.4 |
Merger and Integration Costs _2
Merger and Integration Costs - Schedule of Costs (Details) - QES Merger - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Oct. 31, 2020 | Oct. 31, 2020 | |
Business Combination, Separately Recognized Transactions [Line Items] | ||
Merger costs | $ 1.3 | $ 27.8 |
Integration costs | 8.5 | 8.5 |
Total Merger and Integration Costs | $ 9.8 | $ 36.3 |
Inventories, net - Schedule of
Inventories, net - Schedule of Inventory (Details) - USD ($) $ in Millions | Oct. 31, 2020 | Jan. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Supplies | $ 14.1 | $ 5.6 |
Plugs | 5.8 | 6.1 |
Consumables | 4 | 1 |
Work-in-progress | 0 | 0.2 |
Other | 1.4 | 0.6 |
Inventory, gross | 25.3 | 13.5 |
Inventory reserve | (2.2) | (1.5) |
Total inventories | $ 23.1 | $ 12 |
Inventories, net - Narrative (D
Inventories, net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2020 | Oct. 31, 2019 | Jan. 31, 2020 | |
Inventory Disclosure [Abstract] | ||||
Inventory reserve | $ 2.2 | $ 2.2 | $ 1.5 | |
Inventory write down | $ 1.2 | $ 2.8 | $ 2 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2020USD ($)facility | Oct. 31, 2019USD ($) | Oct. 31, 2020USD ($)facility | Oct. 31, 2019USD ($) | Apr. 30, 2020USD ($) | Jan. 31, 2020USD ($) | |
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | $ 449.5 | $ 449.5 | $ 512.8 | |||
Less accumulated depreciation | 229 | 229 | 206 | |||
Property and equipment, net | 220.5 | 220.5 | $ 194 | 306.8 | ||
Depreciation expense | 14.7 | $ 15.7 | 40 | $ 45.1 | ||
Assets held-for-sale | $ 4.5 | $ 4.5 | ||||
Number of operational facilities | facility | 5 | 5 | ||||
Land, buildings and improvements | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | $ 44.5 | $ 44.5 | 38.2 | |||
Land, buildings and improvements | Minimum | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Useful Life (Years) | 1 year | |||||
Land, buildings and improvements | Maximum | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Useful Life (Years) | 40 years | |||||
Machinery | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | 222 | $ 222 | 257.9 | |||
Machinery | Minimum | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Useful Life (Years) | 1 year | |||||
Machinery | Maximum | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Useful Life (Years) | 20 years | |||||
Furniture and equipment | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Property and equipment, gross | $ 183 | $ 183 | $ 216.7 | |||
Furniture and equipment | Minimum | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Useful Life (Years) | 1 year | |||||
Furniture and equipment | Maximum | ||||||
Property, Plant and Equipment [Line Items] | ||||||
Useful Life (Years) | 15 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Major Asset Classes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | |
Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2020 | Jan. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Original Cost | $ 6.2 | $ 6.2 | $ 51 | |
Accumulated Amortization | 3.6 | 3.6 | 5.2 | |
Net Book Value | $ 2.6 | $ 2.6 | 45.8 | |
Customer contracts and relationships | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Useful Life (Years) | 10 years | 20 years | 10 years | |
Original Cost | $ 5.7 | $ 5.7 | 43 | |
Accumulated Amortization | 3.1 | 3.1 | 2.4 | |
Net Book Value | 2.6 | 2.6 | 40.6 | |
Covenants not to compete | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Original Cost | 0.5 | 0.5 | 4.7 | |
Accumulated Amortization | 0.5 | 0.5 | 1.9 | |
Net Book Value | 0 | $ 0 | 2.8 | |
Covenants not to compete | Minimum | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Useful Life (Years) | 1 year 6 months | |||
Covenants not to compete | Maximum | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Useful Life (Years) | 3 years | |||
Developed technologies | ||||
Goodwill and Intangible Assets Disclosure [Line Items] | ||||
Useful Life (Years) | 15 years | |||
Original Cost | 0 | $ 0 | 3.3 | |
Accumulated Amortization | 0 | 0 | 0.9 | |
Net Book Value | $ 0 | $ 0 | $ 2.4 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | Apr. 30, 2020 | Jan. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||
Amortization expense of intangible assets | $ 0 | $ 1,000,000 | $ 3,800,000 | $ 2,900,000 | |||
Accelerated amortization of intangible assets | 2,700,000 | ||||||
Long-lived asset impairment charge | 180,400,000 | ||||||
Impairment of Intangible Assets, Finite-lived | 39,200,000 | ||||||
Long-lived asset impairment charge, property and equipment | 141,200,000 | ||||||
Asset impairment charge | 4,400,000 | $ 45,800,000 | 213,100,000 | $ 45,800,000 | |||
Goodwill | 0 | 0 | $ 28,300,000 | $ 28,300,000 | |||
Southwest | |||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||
Asset impairment charge | 91,300,000 | ||||||
Northeast/Mid-Con | |||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||
Asset impairment charge | 89,100,000 | ||||||
Rocky Mountains | |||||||
Goodwill and Intangible Assets Disclosure [Line Items] | |||||||
Asset impairment charge | 28,300,000 | ||||||
Goodwill | $ 0 | $ 0 | |||||
Percentage of undiscounted cash flows exceeding carrying value of assets | 50.00% |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Millions | Oct. 31, 2020 | Jan. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued salaries, vacation and related benefits | $ 9.2 | $ 13.9 |
Accrued property taxes | 6.1 | 2.3 |
Accrued incentive compensation | 1.1 | 2.3 |
Other accrued liabilities | 17.4 | 7.7 |
Total accrued liabilities | $ 33.8 | $ 26.2 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) | 3 Months Ended | ||
Jan. 31, 2021 | Oct. 31, 2020 | Jan. 31, 2020 | |
Debt Instrument [Line Items] | |||
Accrued interest | $ 14,400,000 | $ 7,200,000 | |
Asset based revolving line of credit | |||
Debt Instrument [Line Items] | |||
Revolving credit facility | 100,000,000 | ||
Amount outstanding | 0 | ||
Current borrowing capacity | 26,400,000 | $ 60,000,000 | |
Outstanding letter of credit amount | $ 9,600,000 | ||
Fixed charge coverage ratio | 1 | ||
Liquidity threshold amount | $ 10,000,000 | ||
Liquidity threshold, percent of borrowing base | 15.00% | ||
Letter of Credit | Forecast | |||
Debt Instrument [Line Items] | |||
Extinguishment of debt | $ 2,800,000 | ||
Senior Secured Notes 11.5 Percent Due 2025 | |||
Debt Instrument [Line Items] | |||
Principle amount | $ 250,000,000 | ||
Debt instrument, stated interest rate (as a percent) | 11.50% | ||
Long term debt outstanding | $ 243,600,000 |
Fair Value Information (Details
Fair Value Information (Details) - USD ($) | Oct. 31, 2020 | Apr. 30, 2020 | Jan. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Property and equipment, net | $ 220,500,000 | $ 194,000,000 | $ 306,800,000 |
Property, plant, and equipment, fair value | 52,800,000 | ||
Goodwill | 0 | 28,300,000 | 28,300,000 |
Goodwill, fair value | 0 | ||
Intangible assets | 39,200,000 | ||
Intangible assets, fair value | $ 0 | ||
Fair Value, Inputs, Level 2 | Senior Secured Notes 11.5 Percent Due 2025 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Senior secured notes, fair value | 120,000,000 | $ 202,500,000 | |
Asset based revolving line of credit | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Amount outstanding | $ 0 |
Commitments, Contingencies an_2
Commitments, Contingencies and Off-Balance Sheet Arrangements (Details) - Third Party Credit Card Theft - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Oct. 31, 2020 | Jan. 31, 2020 | |
Loss Contingencies [Line Items] | ||
Credit card theft, loss | $ 2.6 | |
Insurance reimbursement | $ 2.5 |
Accounting for Stock-Based Co_2
Accounting for Stock-Based Compensation (Details) - USD ($) $ in Millions | Jul. 28, 2020 | Jul. 24, 2020 | Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation expense, net | $ 0.5 | $ 4.6 | $ 17.2 | $ 13.6 | ||
Unrecognized compensation cost | 4.5 | $ 4.5 | ||||
Number of securities issued for each share of common stock (in shares) | 0.0969 | |||||
Employee Stock Purchase Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Qualified employees purchase of stock at a price equal to percentage of closing price | 85.00% | |||||
Share based compensation | $ 0 | $ 0.1 | $ 0 | $ 0.2 | ||
Increase in shares related to ESPP (in shares) | 300,000 | |||||
QES Merger | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation expense, net | $ 15.1 | |||||
Assumed compensation agreement, number of shares converted (in shares) | 200,000 | |||||
QES Merger | Quintana Energy Services Inc. | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Assumed compensation agreement, number of shares outstanding (in shares) | 2,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ 0.2 | $ (0.5) | $ 0.3 | $ (0.1) |
Effective U.S. federal income tax rate | 21.00% | |||
Accrued payroll taxes | $ 2.9 | $ 2.9 |
Segment Reporting (Revenues and
Segment Reporting (Revenues and Operating Earnings (Losses) by Reportable Segment) (Details) $ in Millions | Jul. 28, 2020USD ($) | Oct. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Oct. 31, 2020USD ($)segment | Oct. 31, 2019USD ($) |
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Number of reportable segments | segment | 3 | ||||
Revenues | $ 70.9 | $ 134.5 | $ 190.1 | $ 445.2 | |
Operating (loss) earnings | (30.4) | (63.1) | (278.8) | (49.7) | |
Bargain purchase gain | (2.4) | 0 | 38.7 | 0 | |
Interest expense, net | 7.7 | 7.2 | 22.7 | 21.7 | |
Loss before income tax | (38.1) | (70.3) | (301.5) | (71.4) | |
Asset impairment charge | 4.4 | 45.8 | 213.1 | 45.8 | |
Asset impairment charge, excluding impairment of leasehold | 208.7 | ||||
QES Merger | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Bargain purchase gain | $ 38.7 | 38.7 | |||
Merger and integration costs | 9.8 | 36.3 | |||
QES Merger | Impairment and Other Charges | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Merger and integration costs | 4.4 | 4.4 | |||
Corporate And Reconciling Items | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Operating (loss) earnings | (11.2) | (13.6) | (54.6) | (44.6) | |
Corporate And Reconciling Items | QES Merger | Impairment and Other Charges | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Merger and integration costs | 2.3 | ||||
Southwest | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Revenues | 24.8 | 38.5 | 53.4 | 149.8 | |
Asset impairment charge | 91.3 | ||||
Asset impairment charge, excluding impairment of leasehold | 91.3 | ||||
Southwest | Operating Segments | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Operating (loss) earnings | (8.2) | (36.1) | (113.5) | (30.9) | |
Southwest | Operating Segments | QES Merger | Impairment and Other Charges | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Merger and integration costs | 1.4 | ||||
Rocky Mountains | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Revenues | 18.2 | 57.6 | 70.1 | 169.7 | |
Asset impairment charge | 28.3 | ||||
Asset impairment charge, excluding impairment of leasehold | 28.3 | ||||
Rocky Mountains | Operating Segments | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Operating (loss) earnings | (4.6) | 8.7 | (45.2) | 31.8 | |
Northeast/Mid-Con | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Revenues | 27.9 | 38.4 | 66.6 | 125.7 | |
Asset impairment charge | 89.1 | ||||
Asset impairment charge, excluding impairment of leasehold | 89.1 | ||||
Northeast/Mid-Con | Operating Segments | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Operating (loss) earnings | $ (4) | $ (22.1) | (104.2) | $ (6) | |
Northeast/Mid-Con | Operating Segments | QES Merger | Impairment and Other Charges | |||||
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract] | |||||
Merger and integration costs | $ 0.7 |
Segment Reporting (Revenues by
Segment Reporting (Revenues by Service Offering by Reportable Segment) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 70.9 | $ 134.5 | $ 190.1 | $ 445.2 |
Southwest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 24.8 | 38.5 | 53.4 | 149.8 |
Rocky Mountains | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 18.2 | 57.6 | 70.1 | 169.7 |
Northeast /Mid-Con | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 27.9 | 38.4 | 66.6 | 125.7 |
Drilling | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 15.3 | 11 | 26.9 | 38.5 |
Drilling | Southwest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 7.1 | 2.5 | 9.2 | 8.4 |
Drilling | Rocky Mountains | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 0.2 | 0 | 0.2 | 0.1 |
Drilling | Northeast /Mid-Con | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 8 | 8.5 | 17.5 | 30 |
Completion | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 31.1 | 66.7 | 92.4 | 223.7 |
Completion | Southwest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 11.9 | 24.2 | 27.5 | 97.6 |
Completion | Rocky Mountains | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 8.9 | 31.4 | 40.1 | 96.3 |
Completion | Northeast /Mid-Con | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 10.3 | 11.1 | 24.8 | 29.8 |
Production | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 7.5 | 23.4 | 27.2 | 79.4 |
Production | Southwest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1.5 | 3.9 | 5.5 | 15.9 |
Production | Rocky Mountains | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 4.3 | 13.3 | 15 | 36.9 |
Production | Northeast /Mid-Con | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1.7 | 6.2 | 6.7 | 26.6 |
Intervention | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 17 | 33.4 | 43.6 | 103.6 |
Intervention | Southwest | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 4.3 | 7.9 | 11.2 | 27.9 |
Intervention | Rocky Mountains | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 4.8 | 12.9 | 14.8 | 36.4 |
Intervention | Northeast /Mid-Con | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 7.9 | $ 12.6 | $ 17.6 | $ 39.3 |
Segment Reporting (Total Assets
Segment Reporting (Total Assets by Reportable Segment) (Details) - USD ($) $ in Millions | Oct. 31, 2020 | Jan. 31, 2020 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 397.6 | $ 623.4 |
Operating Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 309.1 | 484.3 |
Corporate And Reconciling Items | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 88.5 | 139.1 |
Southwest | Operating Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 93.2 | 153.3 |
Rocky Mountains | Operating Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 118.2 | 186.8 |
Northeast/Mid-Con | Operating Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 97.7 | $ 144.2 |
Segment Reporting (Capital Expe
Segment Reporting (Capital Expenditures by Reportable Segment) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Capital expenditures | $ 2.6 | $ 10.6 | $ 11.1 | $ 67.4 |
Corporate And Reconciling Items | ||||
Property, Plant and Equipment [Line Items] | ||||
Capital expenditures | 0.3 | 0.8 | 1.6 | 4.2 |
Southwest | Operating Segments | ||||
Property, Plant and Equipment [Line Items] | ||||
Capital expenditures | 0.8 | 1.9 | 3 | 16 |
Rocky Mountains | Operating Segments | ||||
Property, Plant and Equipment [Line Items] | ||||
Capital expenditures | 0.9 | 2.8 | 4.3 | 24.2 |
Northeast/Mid-Con | Operating Segments | ||||
Property, Plant and Equipment [Line Items] | ||||
Capital expenditures | $ 0.6 | $ 5.1 | $ 2.2 | $ 23 |
Net Loss Per Common Share - Nar
Net Loss Per Common Share - Narrative (Details) shares in Millions | Jul. 28, 2020 | Oct. 31, 2020shares | Oct. 31, 2019shares | Oct. 31, 2020shares | Oct. 31, 2019shares |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Reverse stock split ratio | 0.2 | 0.2 | |||
Restricted Stock | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Anti-dilutive securities excluded from determination of diluted earnings per common share (in shares) | 0.3 | 0.4 | 0.5 | 0.9 |
Net Loss Per Common Share - Com
Net Loss Per Common Share - Computations of Basic and Diluted Earnings Per Share (Details) $ / shares in Units, $ in Millions | Jul. 28, 2020shares | Oct. 31, 2020USD ($)$ / sharesshares | Jul. 31, 2020USD ($) | Apr. 30, 2020USD ($) | Oct. 31, 2019USD ($)$ / sharesshares | Jul. 31, 2019USD ($) | Apr. 30, 2019USD ($) | Oct. 31, 2020USD ($)$ / sharesshares | Oct. 31, 2019USD ($)$ / sharesshares | |
Earnings Per Share [Abstract] | ||||||||||
Net loss | $ | $ (38.3) | $ (20.4) | $ (243.1) | $ (69.8) | $ 3.5 | $ (5) | $ (301.8) | $ (71.3) | ||
Basic weighted average common shares (in shares) | 8,400,000 | 4,500,000 | 6,000,000 | 4,400,000 | ||||||
Effect of dilutive securities - dilutive securities (in shares) | 0 | 0 | 0 | 0 | ||||||
Diluted weighted average common shares (in shares) | 8,400,000 | 4,500,000 | 6,000,000 | 4,400,000 | ||||||
Basic net loss per common share (in dollars per share) | $ / shares | [1] | $ (4.56) | $ (15.50) | $ (50.26) | $ (16.20) | |||||
Diluted net loss per common share (in dollars per share) | $ / shares | [1] | $ (4.56) | $ (15.50) | $ (50.26) | $ (16.20) | |||||
Number of securities issued for each share of common stock (in shares) | 0.0969 | |||||||||
Reverse stock split ratio | 0.2 | 0.2 | ||||||||
[1] | (1) Basic and diluted net loss per share were retroactively adjusted for the Company’s 1-for-5 Reverse Stock Split effective July 28, 2020. See Note 1. |