Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 21, 2023 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2023 | |
Entity File Number | 1-8726 | |
Entity Registrant Name | RPC, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 58-1550825 | |
Entity Address, Address Line One | 2801 Buford Highway, Suite 300 | |
Entity Address, City or Town | Atlanta | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30329 | |
City Area Code | 404 | |
Local Phone Number | 321-2140 | |
Title of 12(b) Security | Common stock, par value $0.10 | |
Trading Symbol | RES | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 216,369,714 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000742278 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 177,904 | $ 126,424 |
Accounts receivable, net of allowance for credit losses of $5,920 in 2023 and $7,078 in 2022 | 400,359 | 416,568 |
Inventories | 98,073 | 97,107 |
Income taxes receivable | 24,346 | 42,403 |
Prepaid expenses | 16,028 | 17,753 |
Other current assets | 2,914 | 3,086 |
Total current assets | 719,624 | 703,341 |
Property, plant and equipment, less accumulated depreciation of $768,195 in 2023 and $775,334 in 2022 | 375,461 | 333,093 |
Operating lease right-of-use assets | 28,801 | 28,864 |
Goodwill | 32,150 | 32,150 |
Other assets | 31,794 | 31,565 |
Total assets | 1,187,830 | 1,129,013 |
LIABILITIES | ||
Accounts payable | 114,357 | 115,213 |
Accrued payroll and related expenses | 19,968 | 33,161 |
Accrued insurance expenses | 4,097 | 3,232 |
Accrued state, local and other taxes | 5,987 | 4,296 |
Income taxes payable | 513 | 499 |
Pension liabilities | 1,150 | 9,610 |
Current portion of operating lease liabilities | 10,578 | 10,728 |
Other accrued expenses | 1,864 | 1,864 |
Total current liabilities | 158,514 | 178,603 |
Long-term accrued insurance expenses | 9,167 | 7,149 |
Long-term retirement plan liabilities | 22,559 | 23,106 |
Deferred income taxes | 44,990 | 37,473 |
Long-term operating lease liabilities | 19,638 | 19,517 |
Other long-term liabilities | 5,267 | 5,430 |
Total liabilities | 260,135 | 271,278 |
Commitments and contingencies (Note 9) | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.10 par value, 1,000,000 shares authorized, none issued | ||
Common stock, $0.10 par value, 349,000,000 shares authorized, 216,369,714 and 216,609,191 shares issued and outstanding in 2023 and 2022, respectively | 21,637 | 21,661 |
Capital in excess of par value | 0 | 0 |
Retained earnings | 909,335 | 856,013 |
Accumulated other comprehensive loss | (3,277) | (19,939) |
Total stockholders' equity | 927,695 | 857,735 |
Total liabilities and stockholders' equity | $ 1,187,830 | $ 1,129,013 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
CONSOLIDATED BALANCE SHEETS | ||
Allowance for credit losses | $ 5,920 | $ 7,078 |
Accumulated depreciation | $ 768,195 | $ 775,334 |
Preferred stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized (in shares) | 349,000,000 | 349,000,000 |
Common stock, shares issued (in shares) | 216,369,714 | 216,609,191 |
Common stock, shares outstanding (in shares) | 216,369,714 | 216,609,191 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||
Revenues | $ 476,668 | $ 284,624 |
Cost of revenues | 305,250 | 208,837 |
Selling, general and administrative expenses | 42,197 | 36,240 |
Pension settlement charge | 17,375 | |
Depreciation and amortization | 24,125 | 19,466 |
Gain on disposition of assets, net | (2,936) | (2,954) |
Operating income | 90,657 | 23,035 |
Interest expense | (72) | (178) |
Interest income | 1,855 | 15 |
Other income, net | 761 | 504 |
Income before income taxes | 93,201 | 23,376 |
Income tax provision | 21,677 | 8,297 |
Net income | $ 71,524 | $ 15,079 |
Earnings per share | ||
Basic (in dollars per share) | $ 0.33 | $ 0.07 |
Diluted (in dollars per share) | 0.33 | $ 0.07 |
Dividends paid per share (in dollars per share) | $ 0.04 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
Net income | $ 71,524 | $ 15,079 |
Other comprehensive income: | ||
Pension adjustment and reclassification adjustment, net of taxes | 16,678 | 195 |
Foreign currency translation | (16) | 116 |
Comprehensive income | $ 88,186 | $ 15,390 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Total |
Balance at Dec. 31, 2021 | $ 21,563 | $ 640,936 | $ (20,708) | $ 641,791 | |
Balance (in shares) at Dec. 31, 2021 | 215,629,000 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Stock issued for stock incentive plans, net | $ 104 | $ 1,393 | 1,497 | ||
Stock issued for stock incentive plans, net (in shares) | 1,037,000 | ||||
Stock purchased and retired | $ (19) | (1,393) | 502 | (910) | |
Stock purchased and retired (in shares) | (190,000) | ||||
Net income | 15,079 | 15,079 | |||
Pension adjustment, net of taxes | 195 | 195 | |||
Foreign currency translation | 116 | 116 | |||
Balance at Mar. 31, 2022 | $ 21,648 | 656,517 | (20,397) | 657,768 | |
Balance (in shares) at Mar. 31, 2022 | 216,476,000 | ||||
Balance at Dec. 31, 2022 | $ 21,661 | 856,013 | (19,939) | $ 857,735 | |
Balance (in shares) at Dec. 31, 2022 | 216,609,000 | 216,609,191 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Stock issued for stock incentive plans, net | $ 115 | 1,687 | $ 1,802 | ||
Stock issued for stock incentive plans, net (in shares) | 1,149,000 | ||||
Stock purchased and retired | $ (139) | $ (1,687) | (9,523) | (11,349) | |
Stock purchased and retired (in shares) | (1,388,000) | ||||
Net income | 71,524 | 71,524 | |||
Pension adjustment, net of taxes | 16,678 | 16,678 | |||
Foreign currency translation | (16) | (16) | |||
Dividends | (8,679) | (8,679) | |||
Balance at Mar. 31, 2023 | $ 21,637 | $ 909,335 | $ (3,277) | $ 927,695 | |
Balance (in shares) at Mar. 31, 2023 | 216,370,000 | 216,369,714 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
OPERATING ACTIVITIES | ||
Net income | $ 71,524 | $ 15,079 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, amortization and other non-cash charges | 24,131 | 19,343 |
Stock-based compensation expense | 1,802 | 1,497 |
Gain on disposition of assets, net | (2,936) | (2,954) |
Deferred income tax provision | 2,536 | 6,975 |
Pension settlement charge | 17,375 | |
(Increase) decrease in assets: | ||
Accounts receivable | 16,209 | (26,586) |
Income taxes receivable | 18,057 | 1,056 |
Inventories | (959) | (5,326) |
Prepaid expenses | 1,725 | (3,771) |
Other current assets | 141 | 677 |
Other non-current assets | (236) | 2,875 |
Increase (decrease) in liabilities: | ||
Accounts payable | (3,389) | (168) |
Income taxes payable | 14 | 326 |
Accrued payroll and related expenses | (13,193) | 6,529 |
Accrued insurance expenses | 865 | (4,749) |
Accrued state, local and other taxes | 1,691 | 1,091 |
Other accrued expenses | (1,074) | (1,746) |
Pension and retirement plans liabilities | (4,723) | (2,548) |
Long-term accrued insurance expenses | 2,018 | (1,142) |
Other long-term liabilities | 945 | 1,790 |
Net cash provided by operating activities | 132,523 | 8,248 |
INVESTING ACTIVITIES | ||
Capital expenditures | (65,300) | (19,084) |
Proceeds from sale of assets | 4,285 | 3,825 |
Net cash used for investing activities | (61,015) | (15,259) |
FINANCING ACTIVITIES | ||
Payment of dividends | (8,679) | |
Cash paid for common stock purchased and retired | (11,349) | (910) |
Cash paid for finance lease | (1,323) | |
Net cash used for financing activities | (20,028) | (2,233) |
Net increase (decrease) in cash and cash equivalents | 51,480 | (9,244) |
Cash and cash equivalents at beginning of period | 126,424 | 82,433 |
Cash and cash equivalents at end of period | 177,904 | 73,189 |
Supplemental cash flows disclosure: | ||
Income tax payments (refunds), net | 922 | (333) |
Interest paid | 41 | 43 |
Supplemental disclosure of noncash investing activities: | ||
Capital expenditures included in accounts payable | $ 11,866 | $ 7,020 |
GENERAL
GENERAL | 3 Months Ended |
Mar. 31, 2023 | |
GENERAL | |
GENERAL | 1. GENERAL The accompanying unaudited consolidated financial statements include the accounts of RPC, Inc. and its wholly-owned subsidiaries (RPC or the Company) and have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These consolidated financial statements have been prepared in accordance with Accounting Standards Codification (ASC) Topic 810, “Consolidation” and Rule 3A-02(a) of Regulation S-X. In accordance with ASC Topic 810 and Rule 3A-02 (a) of Regulation S-X, the Company’s policy is to consolidate all subsidiaries and investees where it has voting control. In the opinion of management, all adjustments (all of which consisted of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023. The balance sheet at December 31, 2022 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2022. A group that includes Gary W. Rollins, Pamela R. Rollins, Amy Rollins Kreisler and Timothy C. Rollins, each of whom is a director of the Company, and certain companies under their control, controls in excess of fifty percent of the Company’s voting power. |
RECENT ACCOUNTING STANDARDS
RECENT ACCOUNTING STANDARDS | 3 Months Ended |
Mar. 31, 2023 | |
RECENT ACCOUNTING STANDARDS | |
RECENT ACCOUNTING STANDARDS | 2. RECENT ACCOUNTING STANDARDS Recently Adopted Accounting Standards: ● ACCOUNTING STANDARDS UPDATE (ASU) No. 2021-08: Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers: The amendments in this ASU address diversity in practice related to the accounting for revenue contracts with customers acquired in a business combination, by adopting guidance requiring an acquirer to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. At the acquisition date, an acquirer would recognize and measure the acquired contract assets and contract liabilities in the same manner that they were recognized and measured in the acquiree's financial statements before the acquisition. The Company adopted these provisions in the first quarter of 2023 prospectively to future business combinations and the adoption did not have a material impact on its consolidated financial statements. |
REVENUES
REVENUES | 3 Months Ended |
Mar. 31, 2023 | |
REVENUES | |
REVENUES | 3. REVENUES Accounting Policy: RPC’s contract revenues are generated principally from providing oilfield services. These services are based on mutually agreed upon pricing with the customer prior to the services being delivered and, given the nature of the services, do not include the right of return. Pricing for these services is a function of rates based on the nature of the specific job, with consideration for the extent of equipment, labor, and consumables needed for the job. RPC typically satisfies its performance obligations over time as the services are performed. RPC records revenues based on the transaction price agreed upon with its customers. Sales tax charged to customers is presented on a net basis within the accompanying Consolidated Statements of Operations and therefore excluded from revenues. Nature of services: RPC provides a broad range of specialized oilfield services to independent and major oil and gas companies engaged in the exploration, production and development of oil and gas properties throughout the United States and in selected international markets. RPC manages its business as either (1) services offered on the well site with equipment and personnel (Technical Services) or (2) services and tools offered off the well site (Support Services). For more detailed information about operating segments, see Note 6. RPC contracts with its customers to provide the following services by reportable segment: Technical Services ● Support Services ● ● Our contracts with customers are generally short-term in nature and generally consist of a single performance obligation – the provision of oilfield services. Payment terms: RPC’s contracts with customers state the final terms of the sales, including the description, quantity, and price of each service to be delivered. The Company’s contracts are generally short-term in nature and in most situations, RPC provides services ahead of payment - i.e., RPC has fulfilled the performance obligation prior to submitting a customer invoice. RPC invoices the customer upon completion of the specified services and collection is generally expected between 30 to 60 days after invoicing. As the Company enters into contracts with its customers, it generally expects there to be no significant timing difference between the date the services are provided to the customer (satisfaction of the performance obligation) and the date cash consideration is received. Accordingly, there is no financing component to our arrangements with customers. Significant judgments: RPC believes the output method is a reasonable measure of progress for the satisfaction of our performance obligations, which are satisfied over time, as it provides a faithful depiction of (1) our performance toward complete satisfaction of the performance obligation under the contract and (2) the value transferred to the customer of the services performed under the contract. RPC has elected the right to invoice practical expedient for recognizing revenue related to its performance obligations. Disaggregation of revenues: See Note 6 for disaggregation of revenue by operating segment and services offered in each of them and by geographic regions. Contract balances: Contract assets representing the Company’s rights to consideration for work completed but not billed are included in accounts receivable, net in the accompanying Consolidated Balance Sheets are shown below: March 31, December 31, (in thousands) 2023 2022 Unbilled trade receivables $ 83,032 $ 103,498 Substantially all of the unbilled trade receivables disclosed were or are expected to be invoiced during the following quarter. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2023 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | 4. EARNINGS PER SHARE Basic and diluted earnings per share are computed by dividing net income by the weighted average number of shares outstanding during the respective periods. In addition, the Company has periodically issued share-based payment awards that contain non-forfeitable rights to dividends and are therefore considered participating securities. Restricted shares of common stock (participating securities) outstanding and a reconciliation of weighted average shares outstanding is as follows: Three months ended March 31 (in thousands) 2023 2022 Net income available for stockholders $ 71,524 $ 15,079 Less: Adjustments for earnings attributable to participating securities (1,136) (208) Net income used in calculating earnings per share $ 70,388 $ 14,871 Weighted average shares outstanding (including participating securities) 217,152 216,242 Adjustment for participating securities (3,503) (2,990) Shares used in calculating basic and diluted earnings per share 213,649 213,252 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2023 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | 5. STOCK-BASED COMPENSATION In April 2014, the Company reserved 8,000,000 shares of common stock under the 2014 Stock Incentive Plan with a term of 10 years expiring in April 2024. This plan provides for the issuance of various forms of stock incentives, including, among others incentive and non-qualified stock options and restricted shares. As of March 31, 2023, there were 906,053 shares available for grant. In the first quarter of 2023, the Company issued time-lapse restricted shares to certain employees that will vest ratably over a period of four years . In addition, the Company granted performance share unit awards to its executive officers and certain other employees that vest based on the achievement of pre-established financial performance targets and relative total shareholder return performance. The awards will be issued at different levels based on the performance achieved with a cliff vesting at the end of fiscal year ending 2025. The Company evaluated the portion of the award that are probable to vest and has accrued compensation expense at 100 percent of the target award. Stock-based employee compensation expense for both the time-lapse restricted shares and performance share unit awards was as follows: Three months ended March 31, (in thousands) 2023 2022 Pre-tax expense $ 1,802 $ 1,497 After tax expense $ 1,382 $ 1,130 The following is a summary of the changes in non-vested restricted shares for the three months ended March 31, 2023: Weighted Average Shares Grant-Date Fair Value Non-vested shares at January 1, 2023 3,248,728 $ 6.87 Granted 1,180,400 9.60 Vested (803,264) 8.69 Forfeited (31,514) 8.84 Non-vested shares at March 31, 2023 3,594,350 $ 7.35 The total fair value of shares vested was $7.4 million during the three months ended March 31, 2023 and $2.8 million during the three months ended March 31, 2022. Excess tax benefits or deficits realized from tax compensation deductions in excess of, or lower than, compensation expense are recorded as either a beneficial or detrimental discrete income tax adjustment. This was a favorable adjustment of $133 thousand for the three months ended March 31, 2023 and a detrimental adjustment of $669 thousand for the three months ended March 31, 2022. The table above does not include any of the activity related to performance share unit awards since they are not currently issued or vested. |
BUSINESS SEGMENT INFORMATION
BUSINESS SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2023 | |
BUSINESS SEGMENT INFORMATION | |
BUSINESS SEGMENT INFORMATION | 6. BUSINESS SEGMENT INFORMATION RPC’s reportable segments are the same as its operating segments. RPC manages its business under Technical Services and Support Services. Technical Services is comprised of service lines that generate revenue based on equipment, personnel or materials at the well site and are closely aligned with completion and production activities of the customers. Support Services is comprised of service lines which generate revenue from services and tools offered off the well site and are more closely aligned with the customers’ drilling activities. Selected overhead including certain centralized support services and regulatory compliance are classified as Corporate. Technical Services consists primarily of pressure pumping, downhole tools, coiled tubing, snubbing, nitrogen, well control, wireline and fishing. The services offered under Technical Services are high capital and personnel intensive businesses. The Company considers all of these services to be closely integrated oil and gas well servicing businesses and makes resource allocation and performance assessment decisions based on this operating segment as a whole across these various services. Support Services consist primarily of drill pipe and related tools, pipe handling, pipe inspection and storage services, and oilfield training and consulting services. The demand for these services tends to be influenced primarily by customer drilling-related activity levels. The Company’s Chief Operating Decision Maker (“CODM”) assesses performance and makes resource allocation decisions regarding, among others, staffing, growth and maintenance capital expenditures and key initiatives based on the operating segments outlined above. Segment Revenues: RPC’s operating segment revenues by major service lines are shown in the following table: Three months ended March 31, (in thousands) 2023 2022 Technical Services: Pressure Pumping $ 264,801 $ 119,898 Downhole Tools 107,404 81,070 Coiled Tubing 40,066 26,850 Nitrogen 12,097 7,603 Snubbing 7,091 6,212 All other 20,532 24,716 Total Technical Services $ 451,991 $ 266,349 Support Services: Rental Tools $ 17,676 $ 13,063 All other 7,001 5,212 Total Support Services $ 24,677 $ 18,275 Total revenues $ 476,668 $ 284,624 The following summarizes revenues for the United States and separately for all international locations combined for the three months ended March 31, 2023 and 2022. The revenues are presented based on the location of the use of the equipment or services. Assets related to international operations are less than 10 percent of RPC’s consolidated assets, and therefore are not presented. Three months ended March 31, (in thousands) 2023 2022 United States revenues $ 469,387 $ 275,345 International revenues 7,281 9,279 Total revenues $ 476,668 $ 284,624 The accounting policies of the reportable segments are the same as those referenced in Note 1 to these consolidated financial statements. RPC evaluates the performance of its segments based on revenues, operating profits and return on invested capital. Gains or losses on disposition of assets are reviewed by the CODM on a consolidated basis, and accordingly the Company does not report gains or losses at the segment level. Inter-segment revenues are generally recorded in segment operating results at prices that management believes approximate prices for arm’s length transactions and are not material to operating results. Summarized financial information with respect RPC’s reportable segments for the three months ended March 31, 2023 and 2022 are shown in the following table: Three months ended March 31, (in thousands) 2023 2022 Revenues: Technical Services $ 451,991 $ 266,349 Support Services 24,677 18,275 Total revenues $ 476,668 $ 284,624 Operating income: Technical Services $ 103,533 $ 21,811 Support Services 6,644 2,780 Corporate expenses (5,081) (4,510) Pension settlement charge (17,375) — Gain on disposition of assets, net 2,936 2,954 Total operating income $ 90,657 $ 23,035 Interest expense (72) (178) Interest income 1,855 15 Other income, net 761 504 Income before income taxes $ 93,201 $ 23,376 As of and for the three months ended Technical Support March 31, 2023 Services Services Corporate Total (in thousands) Depreciation and amortization $ 22,008 $ 2,104 $ 13 $ 24,125 Capital expenditures 63,002 1,313 985 65,300 Identifiable assets 851,689 82,530 253,611 1,187,830 As of and for the three months ended Technical Support March 31, 2022 Services Services Corporate Total (in thousands) Depreciation and amortization $ 16,974 $ 2,427 $ 65 $ 19,466 Capital expenditures 16,624 2,410 50 19,084 Identifiable assets 616,961 74,021 200,186 891,168 |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES | 3 Months Ended |
Mar. 31, 2023 | |
CURRENT EXPECTED CREDIT LOSSES | |
CURRENT EXPECTED CREDIT LOSSES | 7. CURRENT EXPECTED CREDIT LOSSES The Company utilizes an expected credit loss model for valuing its accounts receivable, a financial asset measured at amortized cost. The Company is exposed to credit losses primarily from providing oilfield services. The Company’s expected allowance for credit losses for accounts receivable is based on historical collection experience, current and future economic and market conditions and a review of the current status of customers’ account receivable balances. Due to the short-term nature of such receivables, the estimated amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances and the financial condition of customers. Additionally, specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. The Company’s monitoring activities include timely account reconciliation, dispute resolution, payment confirmation, consideration of customers’ financial condition and macroeconomic conditions. Balances are written off when determined to be uncollectible and recoveries of amounts previously written off are recorded when collected. The following table provides a roll-forward of the allowance for credit losses that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected: Three months ended March 31, 2023 2022 (in thousands) Beginning balance $ 7,078 $ 6,765 Provision for current expected credit losses 1,074 1,131 Write-offs (2,232) (1,708) Recoveries collected (net of expenses) — 2 Ending balance $ 5,920 $ 6,190 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2023 | |
INVENTORIES | |
Inventories | 8. INVENTORIES Inventories consist of (i) raw materials and supplies that are consumed providing services to the Company’s customers, (ii) spare parts for equipment used in providing these services and (iii) components and attachments for manufactured equipment used in providing services. In the table below, spare parts and components are included as part of raw materials and supplies; tools that are assembled using components are reported as finished goods. Inventories are recorded at the lower of cost or net realizable value. Cost is determined using first-in, first-out method or the weighted average cost method. March 31, December 31, (in thousands) 2023 2022 Raw materials and supplies $ 96,478 $ 95,384 Finished goods 1,595 1,723 Ending balance $ 98,073 $ 97,107 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 9. COMMITMENTS AND CONTINGENCIES Sales and Use Taxes - The Company has ongoing sales and use tax audits in various jurisdictions and may be subjected to varying interpretations of statute that could result in unfavorable outcomes. In accordance with ASC 450-20, Loss Contingencies, any probable and reasonable estimate of assessment costs have been included in accrued state, local and other taxes. The Company has received a state tax notification of audit results related to sales and use tax and with its outside legal counsel has evaluated the perceived merits of this tax assessment. The Company believes the likelihood of a material loss related to this contingency is remote and cannot be reasonably estimated at this time. Therefore, no loss has been recorded and the Company currently does not believe the resolution of this claim will have a material impact on its consolidated financial position, results of operations or cash flows. |
PENSION AND RETIREMENT PLANS LI
PENSION AND RETIREMENT PLANS LIABILITIES | 3 Months Ended |
Mar. 31, 2023 | |
PENSION AND RETIREMENT PLANS LIABILITIES | |
PENSION AND RETIREMENT PLANS LIABILITIES | 10. PENSION AND RETIREMENT PLANS LIABILITIES The following represents the net periodic benefit cost and related components of the Company’s multiemployer Retirement Income Plan (Plan), a trusteed defined benefit pension plan: Three months ended March 31, December 31, 2023 2022 (in thousands) Interest cost $ 40 $ 243 Expected return on Plan assets — — Amortization of net losses 220 253 Settlement loss 17,375 — Net periodic benefit cost $ 17,635 $ 496 During the first quarter of 2023, as part of the termination of the Plan, the Company completed an annuity purchase to transfer the risk from the Plan to a commercial annuity provider for substantially all of the remaining Plan participants through the liquidation of investments in the Plan and an additional cash contribution of $4.0 million. As part of this transfer, the Company recognized a pre-tax, non-cash settlement charge of percent for the current period due to the nature of investments and their short-term duration. Additionally, the Company recorded a payable for approximately thousand to Marine Products Corporation (MPC), which represents reimbursement of funds paid using MPC’s assets in the Plan to settle the Company’s participant liabilities. The Company plans to repay the amounts owed to MPC in the second quarter of 2023. The Company did not contribute to this Plan during the three months ended March 31, 2022. The Company expects to recognize an estimated additional pre-tax, non-cash settlement charge of approximately $820 thousand and make an additional cash contribution to the plan of $1.2 million, in the second quarter of 2023. The final amount of settlement charge is subject to change based on the actual return on plan assets. The Company currently expects the Plan to be fully terminated in the second quarter of 2023. The Company permits selected highly compensated employees to defer a portion of their compensation into the non-qualified Supplemental Retirement Plan SERP). The Company maintains certain securities primarily in mutual funds and company-owned life insurance (COLI) policies as a funding source to satisfy the obligation of the SERP that have been classified as trading and are stated at fair value totaling $24.6 million as of March 31, 2023 and $24.2 million as of December 31, 2022. Trading gains related to the SERP assets totaled approximately $400 thousand during the three months ended March 31, 2023, compared to trading losses of approximately $1.5 million during the three months ended March 31, 2022. The SERP assets are reported in non-current Other assets in the accompanying Consolidated Balance Sheets and changes in the fair value of these assets are reported in the accompanying Consolidated Statements of Operations as compensation cost in Selling, general and administrative expenses. The SERP liabilities include participant deferrals net of distributions and are stated at fair value of approximately $22.6 million as of March 31, 2023 and $23.1 million as of December 31, 2022. The SERP liabilities are reported in the accompanying Consolidated Balance Sheets in Long-term retirement plan liabilities and any change in the fair value is recorded as compensation cost within Selling, general and administrative expenses in the accompanying Consolidated Statements of Operations. Changes in the fair value of the SERP liabilities represented unrealized gains of approximately $417 thousand during the three months ended March 31, 2023, compared to unrealized losses of approximately $1.4 million during the three months ended March 31, 2022. |
NOTES PAYABLE TO BANKS
NOTES PAYABLE TO BANKS | 3 Months Ended |
Mar. 31, 2023 | |
NOTES PAYABLE TO BANKS | |
NOTES PAYABLE TO BANKS | 11. NOTES PAYABLE TO BANKS The Company has a revolving Credit Agreement with Bank of America and four other lenders which provides for a line of credit of up to $100.0 million, including a $35.0 million letter of credit subfacility, and a $35.0 million swingline subfacility. The facility contains customary terms and conditions, including restrictions on indebtedness, dividend payments, business combinations and other related items. The revolving credit facility includes a full and unconditional guarantee by the Company's 100 percent owned domestic subsidiaries whose assets equal substantially all of the consolidated assets of the Company and its subsidiaries. The Credit Agreement’s maturity date is June 22, 2027. The Credit Agreement has three financial covenants. When RPC’s trailing four quarter EBITDA (as calculated under the Credit Agreement) is equal to or greater than $50.0 million: (i) the consolidated leverage ratio cannot exceed 2.50:1.00 and (ii) the debt service coverage ratio must be equal to or greater than 2.00:1.00; otherwise, the minimum tangible net worth must be greater than or equal to $400.0 million. As of March 31, 2023, the Company was in compliance with all covenants. Revolving loans under the amended revolving credit facility bear interest at one of the following two rates at the Company’s election: ● Term SOFR; plus, a margin ranging from 1.25% to 2.25% , based on a quarterly consolidated leverage ratio calculation, and an additional SOFR Adjustment ranging from 10 to 30 basis points depending upon maturity length; or ● the Base Rate, which is a fluctuating rate per annum equal to the highest of (a) the Federal Funds Rate plus 0.50% , (b) Bank of America’s publicly announced, “prime rate,” (c) the Term SOFR plus 1.00% , or (d) 1.00% ; in each case plus a margin that ranges from 0.25% to 1.25% based on a quarterly consolidated leverage ratio calculation. In addition, the Company pays an annual fee ranging from 0.20% to 0.30%, based on a quarterly consolidated leverage ratio calculation, on the unused portion of the credit facility. The Company has incurred total loan origination fees and other debt related costs associated with this revolving credit facility in the aggregate of approximately $3.7 million. These costs are being amortized to interest expense over the remaining term of the loan, and the remaining unamortized balance of $312 thousand at March 31, 2023 is classified as part of non-current Other assets. As of March 31, 2023, RPC had no outstanding borrowings under the revolving credit facility, and letters of credit outstanding relating to self-insurance programs and contract bids totaled $17.4 million; therefore, a total of $82.6 million of the facility was available. Interest incurred, which includes facility fees on the unused portion of the revolving credit facility and the amortization of loan costs, and interest paid on the credit facility were as follows for the periods indicated: Three months ended March 31, (in thousands) 2023 2022 Interest incurred $ 59 $ 65 Interest paid 41 43 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2023 | |
INCOME TAXES | |
INCOME TAXES | 12. INCOME TAXES The Company generally determines its periodic income tax expense or benefit based upon the current period income or loss and the annual estimated tax rate for the Company adjusted for discrete items including changes to prior period estimates. In certain instances, the Company uses the discrete method when it believes the actual year-to-date effective rate provides a more reliable estimate of its income tax rate for the period. The estimated tax rate is revised, if necessary, as of the end of each successive interim period during the fiscal year to the Company’s current annual estimated tax rate. For the three months ended March 31, 2023, the effective rate reflects a provision of 23.3 percent compared to a provision of 35.5 percent for the comparable period in the prior year. The decrease in effective tax rate is primarily related to an increase in pretax income together with favorable discrete adjustments for the quarter ended March 31, 2023. |
FAIR VALUE DISCLOSURES
FAIR VALUE DISCLOSURES | 3 Months Ended |
Mar. 31, 2023 | |
FAIR VALUE DISCLOSURES | |
FAIR VALUE DISCLOSURES | 13. FAIR VALUE DISCLOSURES The various inputs used to measure assets at fair value establish a hierarchy that distinguishes between assumptions based on market data (observable inputs) and the Company’s assumptions (unobservable inputs). The hierarchy consists of three broad levels as follows: 1. 2. 3. The following table summarizes the valuation of financial instruments measured at fair value on a recurring basis in the balance sheets as of March 31, 2023 and December 31, 2022: Fair Value Measurements at March 31, 2023 with: Quoted prices in Significant active markets other Significant for identical observable unobservable (in thousands) Total assets inputs inputs (Level 1) (Level 2) (Level 3) Assets: Equity securities $ 307 $ 307 $ — $ — Investments measured at net asset value $ 24,575 Fair Value Measurements at December 31, 2022 with: Quoted prices in Significant active markets other Significant for identical observable unobservable (in thousands) Total assets inputs inputs (Level 1) (Level 2) (Level 3) Assets: Equity securities $ 305 $ 305 $ — $ — Investments measured at net asset value $ 24,175 The Company determines the fair value of equity securities that have a readily determinable fair value through quoted market prices. The total fair value is the final closing price, as defined by the exchange in which the asset is actively traded, on the last trading day of the period, multiplied by the number of units held without consideration of transaction costs. Marketable securities comprised of the SERP assets, are recorded primarily at their net cash surrender values, calculated using their net asset values, which approximates fair value, as provided by the issuing insurance or investment company. Significant observable inputs, in addition to quoted market prices, were used to value the equity securities. The Company’s policy is to recognize transfers between levels at the beginning of quarterly reporting periods. For the quarter ended March 31, 2023, there were no significant transfers in or out of levels 1, 2 or 3. Under the Company’s revolving credit facility, there was no balance outstanding at March 31, 2023 and December 31, 2022. Borrowings under our revolving credit facility are typically based on the quote from the lender (level 2 inputs), which approximates fair value, and bear variable interest rates as described in Note 11. The Company is subject to interest rate risk, to the extent there are outstanding borrowings on the variable component of the interest rate. The carrying amounts of other financial instruments reported in the balance sheet for current assets and current liabilities approximate their fair values because of the short maturity of these instruments. The Company currently does not use the fair value option to measure any of its existing financial instruments and has not determined whether it will elect this option for financial instruments acquired in the future. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 3 Months Ended |
Mar. 31, 2023 | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | 14. ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive (loss) income consists of the following (in thousands): Foreign Pension Currency Adjustment Translation Total Balance at December 31, 2022 $ (17,307) $ (2,632) $ (19,939) Change during the period: Before-tax amount 4,065 (16) 4,049 Tax expense (935) (935) Pension settlement charge, net of taxes 13,379 13,379 Reclassification adjustment, net of taxes: Amortization of net loss (1) 169 — 169 Total activity for the period 16,678 (16) 16,662 Balance at March 31, 2023 $ (629) $ (2,648) $ (3,277) (1) Reported as part of Selling, general and administrative expenses. Foreign Pension Currency Adjustment Translation Total Balance at December 31, 2021 $ (18,071) $ (2,637) $ (20,708) Change during the period: Before-tax amount — 116 116 Reclassification adjustment, net of taxes: Amortization of net loss (1) 195 — 195 Total activity for the period 195 116 311 Balance at March 31, 2022 $ (17,876) $ (2,521) $ (20,397) (1) Reported as part of Selling, general and administrative expenses. |
CASH PAID FOR COMMON STOCK PURC
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | 3 Months Ended |
Mar. 31, 2023 | |
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | |
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | 15. CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED shares remained available to be repurchased as of March 31, 2023. The program does not have a preset expiration date. Repurchases of shares of the company’s common stock may be made from time to time in the open market, by block purchases, in privately negotiated transactions or in such other manner as determined by the company. The timing of the repurchases and the actual amount repurchased will depend on a variety of factors, including the market price of the Company's shares, general market and economic conditions, and other factors. The stock repurchase program does not obligate the Company to acquire any particular amount of common stock, and it may be suspended or discontinued at any time. See Note 16 for a subsequent event relating to the stock buyback program. Three months ended Three months ended March 31, 2023 March 31, 2022 No. of shares Avg. price Total cost No. of shares Avg. price Total cost Shares purchased for withholding taxes 256,003 $ 9.24 $ 2,364,914 157,720 $ 5.77 $ 909,912 Open market purchases 1,132,364 7.93 8,983,973 — — — Total 1,388,367 $ 8.17 $ 11,348,887 157,720 $ 5.77 $ 909,912 |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 3 Months Ended |
Mar. 31, 2023 | |
SUBSEQUENT EVENT. | |
SUBSEQUENT EVENT | 16. SUBSEQUENT EVENT shares. |
RECENT ACCOUNTING STANDARDS (Po
RECENT ACCOUNTING STANDARDS (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
RECENT ACCOUNTING STANDARDS | |
Recently Issued Accounting Standards Adopted and Not Yet Adopted | Recently Adopted Accounting Standards: ● ACCOUNTING STANDARDS UPDATE (ASU) No. 2021-08: Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers: The amendments in this ASU address diversity in practice related to the accounting for revenue contracts with customers acquired in a business combination, by adopting guidance requiring an acquirer to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. At the acquisition date, an acquirer would recognize and measure the acquired contract assets and contract liabilities in the same manner that they were recognized and measured in the acquiree's financial statements before the acquisition. The Company adopted these provisions in the first quarter of 2023 prospectively to future business combinations and the adoption did not have a material impact on its consolidated financial statements. |
Revenues | RPC’s contract revenues are generated principally from providing oilfield services. These services are based on mutually agreed upon pricing with the customer prior to the services being delivered and, given the nature of the services, do not include the right of return. Pricing for these services is a function of rates based on the nature of the specific job, with consideration for the extent of equipment, labor, and consumables needed for the job. RPC typically satisfies its performance obligations over time as the services are performed. RPC records revenues based on the transaction price agreed upon with its customers. Sales tax charged to customers is presented on a net basis within the accompanying Consolidated Statements of Operations and therefore excluded from revenues. |
REVENUES (Tables)
REVENUES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
REVENUES | |
Schedule of contract assets included in accounts receivable | March 31, December 31, (in thousands) 2023 2022 Unbilled trade receivables $ 83,032 $ 103,498 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
EARNINGS PER SHARE | |
Schedule of reconciliation of weighted average shares outstanding | Three months ended March 31 (in thousands) 2023 2022 Net income available for stockholders $ 71,524 $ 15,079 Less: Adjustments for earnings attributable to participating securities (1,136) (208) Net income used in calculating earnings per share $ 70,388 $ 14,871 Weighted average shares outstanding (including participating securities) 217,152 216,242 Adjustment for participating securities (3,503) (2,990) Shares used in calculating basic and diluted earnings per share 213,649 213,252 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
STOCK-BASED COMPENSATION | |
Schedule of stock-based employee compensation expense | Three months ended March 31, (in thousands) 2023 2022 Pre-tax expense $ 1,802 $ 1,497 After tax expense $ 1,382 $ 1,130 |
Schedule of summary of the changes in non-vested restricted shares | The following is a summary of the changes in non-vested restricted shares for the three months ended March 31, 2023: Weighted Average Shares Grant-Date Fair Value Non-vested shares at January 1, 2023 3,248,728 $ 6.87 Granted 1,180,400 9.60 Vested (803,264) 8.69 Forfeited (31,514) 8.84 Non-vested shares at March 31, 2023 3,594,350 $ 7.35 |
BUSINESS SEGMENT INFORMATION (T
BUSINESS SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
BUSINESS SEGMENT INFORMATION | |
Schedule of operating segment revenues by major service lines | Three months ended March 31, (in thousands) 2023 2022 Technical Services: Pressure Pumping $ 264,801 $ 119,898 Downhole Tools 107,404 81,070 Coiled Tubing 40,066 26,850 Nitrogen 12,097 7,603 Snubbing 7,091 6,212 All other 20,532 24,716 Total Technical Services $ 451,991 $ 266,349 Support Services: Rental Tools $ 17,676 $ 13,063 All other 7,001 5,212 Total Support Services $ 24,677 $ 18,275 Total revenues $ 476,668 $ 284,624 |
Schedule of revenue by geographical location | Three months ended March 31, (in thousands) 2023 2022 United States revenues $ 469,387 $ 275,345 International revenues 7,281 9,279 Total revenues $ 476,668 $ 284,624 |
Schedule of segment reporting information by segment | Three months ended March 31, (in thousands) 2023 2022 Revenues: Technical Services $ 451,991 $ 266,349 Support Services 24,677 18,275 Total revenues $ 476,668 $ 284,624 Operating income: Technical Services $ 103,533 $ 21,811 Support Services 6,644 2,780 Corporate expenses (5,081) (4,510) Pension settlement charge (17,375) — Gain on disposition of assets, net 2,936 2,954 Total operating income $ 90,657 $ 23,035 Interest expense (72) (178) Interest income 1,855 15 Other income, net 761 504 Income before income taxes $ 93,201 $ 23,376 As of and for the three months ended Technical Support March 31, 2023 Services Services Corporate Total (in thousands) Depreciation and amortization $ 22,008 $ 2,104 $ 13 $ 24,125 Capital expenditures 63,002 1,313 985 65,300 Identifiable assets 851,689 82,530 253,611 1,187,830 As of and for the three months ended Technical Support March 31, 2022 Services Services Corporate Total (in thousands) Depreciation and amortization $ 16,974 $ 2,427 $ 65 $ 19,466 Capital expenditures 16,624 2,410 50 19,084 Identifiable assets 616,961 74,021 200,186 891,168 |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
CURRENT EXPECTED CREDIT LOSSES | |
Schedule of roll-forward of the allowance for credit losses that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected | Three months ended March 31, 2023 2022 (in thousands) Beginning balance $ 7,078 $ 6,765 Provision for current expected credit losses 1,074 1,131 Write-offs (2,232) (1,708) Recoveries collected (net of expenses) — 2 Ending balance $ 5,920 $ 6,190 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
INVENTORIES | |
Schedule of inventory | March 31, December 31, (in thousands) 2023 2022 Raw materials and supplies $ 96,478 $ 95,384 Finished goods 1,595 1,723 Ending balance $ 98,073 $ 97,107 |
PENSION AND RETIREMENT PLANS _2
PENSION AND RETIREMENT PLANS LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
PENSION AND RETIREMENT PLANS LIABILITIES | |
Schedule of net periodic benefit cost | Three months ended March 31, December 31, 2023 2022 (in thousands) Interest cost $ 40 $ 243 Expected return on Plan assets — — Amortization of net losses 220 253 Settlement loss 17,375 — Net periodic benefit cost $ 17,635 $ 496 |
NOTES PAYABLE TO BANKS (Tables)
NOTES PAYABLE TO BANKS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
NOTES PAYABLE TO BANKS | |
Schedule of interest incurred and paid on the credit facility, interest capitalized related to facilities and equipment under construction, and the related weighted average interest rates on long term debt | Three months ended March 31, (in thousands) 2023 2022 Interest incurred $ 59 $ 65 Interest paid 41 43 |
FAIR VALUE DISCLOSURES (Tables)
FAIR VALUE DISCLOSURES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
FAIR VALUE DISCLOSURES | |
Schedule of valuation of financial instruments measured at fair value on a recurring basis | Fair Value Measurements at March 31, 2023 with: Quoted prices in Significant active markets other Significant for identical observable unobservable (in thousands) Total assets inputs inputs (Level 1) (Level 2) (Level 3) Assets: Equity securities $ 307 $ 307 $ — $ — Investments measured at net asset value $ 24,575 Fair Value Measurements at December 31, 2022 with: Quoted prices in Significant active markets other Significant for identical observable unobservable (in thousands) Total assets inputs inputs (Level 1) (Level 2) (Level 3) Assets: Equity securities $ 305 $ 305 $ — $ — Investments measured at net asset value $ 24,175 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | |
Schedule of accumulated other comprehensive (loss) income | Accumulated other comprehensive (loss) income consists of the following (in thousands): Foreign Pension Currency Adjustment Translation Total Balance at December 31, 2022 $ (17,307) $ (2,632) $ (19,939) Change during the period: Before-tax amount 4,065 (16) 4,049 Tax expense (935) (935) Pension settlement charge, net of taxes 13,379 13,379 Reclassification adjustment, net of taxes: Amortization of net loss (1) 169 — 169 Total activity for the period 16,678 (16) 16,662 Balance at March 31, 2023 $ (629) $ (2,648) $ (3,277) (1) Reported as part of Selling, general and administrative expenses. Foreign Pension Currency Adjustment Translation Total Balance at December 31, 2021 $ (18,071) $ (2,637) $ (20,708) Change during the period: Before-tax amount — 116 116 Reclassification adjustment, net of taxes: Amortization of net loss (1) 195 — 195 Total activity for the period 195 116 311 Balance at March 31, 2022 $ (17,876) $ (2,521) $ (20,397) (1) Reported as part of Selling, general and administrative expenses. |
CASH PAID FOR COMMON STOCK PU_2
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | |
Schedule of total share repurchases | Three months ended Three months ended March 31, 2023 March 31, 2022 No. of shares Avg. price Total cost No. of shares Avg. price Total cost Shares purchased for withholding taxes 256,003 $ 9.24 $ 2,364,914 157,720 $ 5.77 $ 909,912 Open market purchases 1,132,364 7.93 8,983,973 — — — Total 1,388,367 $ 8.17 $ 11,348,887 157,720 $ 5.77 $ 909,912 |
GENERAL - (Details)
GENERAL - (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Chairman of the Board and Director | Minimum | |
Ownership control | |
Voting power (in percent) | 50% |
REVENUES - Payment Terms (Detai
REVENUES - Payment Terms (Details) | 3 Months Ended |
Mar. 31, 2023 | |
Minimum | |
Revenue satisfaction period | 30 days |
Maximum | |
Revenue satisfaction period | 60 days |
REVENUES - Contract balances (D
REVENUES - Contract balances (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Accounts receivable | ||
Disaggregation of revenue: | ||
Unbilled trade receivables | $ 83,032 | $ 103,498 |
EARNINGS PER SHARE - (Details)
EARNINGS PER SHARE - (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
EARNINGS PER SHARE | ||
Net income available for stockholders: | $ 71,524 | $ 15,079 |
Less: Adjustments for earnings attributable to participating securities | (1,136) | (208) |
Net income used in calculating earnings per share | $ 70,388 | $ 14,871 |
Weighted average shares outstanding (including participating securities) | 217,152 | 216,242 |
Adjustment for participating securities | (3,503) | (2,990) |
Shares used in calculating basic earnings per share | 213,649 | 213,252 |
Shares used in calculating diluted earnings per share | 213,649 | 213,252 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - Stock Incentive Plans - shares | 1 Months Ended | |
Apr. 30, 2014 | Mar. 31, 2023 | |
Stock-based compensation | ||
Stock authorized (in shares) | 8,000,000 | |
Term (in years) | 10 years | |
Available for grant (in shares) | 906,053 |
STOCK-BASED COMPENSATION - Comp
STOCK-BASED COMPENSATION - Compensation expense (Details) - Stock Incentive Plans - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-Based Compensation Arrangement By Share-Based Payment Award [Line Items] | ||
Pre-tax expense | $ 1,802 | $ 1,497 |
After tax expense | $ 1,382 | $ 1,130 |
STOCK-BASED COMPENSATION - Non-
STOCK-BASED COMPENSATION - Non-vested RSU's (Details) - Restricted Shares | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Shares | |
Non-vested shares at Beginning | shares | 3,248,728 |
Granted | shares | 1,180,400 |
Vested | shares | (803,264) |
Forfeited | shares | (31,514) |
Non-vested shares at Ending | shares | 3,594,350 |
Weighted Average Grant-Date Fair Value | |
Non-vested shares at Beginning | $ / shares | $ 6.87 |
Granted | $ / shares | 9.60 |
Vested | $ / shares | 8.69 |
Forfeited | $ / shares | 8.84 |
Non-vested shares at Ending | $ / shares | $ 7.35 |
STOCK-BASED COMPENSATION - Othe
STOCK-BASED COMPENSATION - Other Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Restricted Shares | ||
Stock-based compensation | ||
Fair value, shares vested | $ 7,400 | $ 2,800 |
Tax (expense) benefits for compensation tax deductions in excess of compensation expense | $ 133 | $ (669) |
Time Lapse Restricted Shares 2023 | ||
Stock-based compensation | ||
Vesting period | 4 years | |
Stock based compensation award, vesting percentage | 100% |
BUSINESS SEGMENT INFORMATION (D
BUSINESS SEGMENT INFORMATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Segment information: | ||
Total revenues | $ 476,668 | $ 284,624 |
Technical Services | ||
Segment information: | ||
Total revenues | 451,991 | 266,349 |
Technical Services | Pressure Pumping | ||
Segment information: | ||
Total revenues | 264,801 | 119,898 |
Technical Services | Downhole Tools | ||
Segment information: | ||
Total revenues | 107,404 | 81,070 |
Technical Services | Coiled Tubing | ||
Segment information: | ||
Total revenues | 40,066 | 26,850 |
Technical Services | Nitrogen | ||
Segment information: | ||
Total revenues | 12,097 | 7,603 |
Technical Services | Snubbing | ||
Segment information: | ||
Total revenues | 7,091 | 6,212 |
Technical Services | All other | ||
Segment information: | ||
Total revenues | 20,532 | 24,716 |
Support Services | ||
Segment information: | ||
Total revenues | 24,677 | 18,275 |
Support Services | Rental Tools | ||
Segment information: | ||
Total revenues | 17,676 | 13,063 |
Support Services | All other | ||
Segment information: | ||
Total revenues | $ 7,001 | $ 5,212 |
BUSINESS SEGMENT INFORMATION -
BUSINESS SEGMENT INFORMATION - Geographic (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Segment information: | ||
Total revenues | $ 476,668 | $ 284,624 |
United States | ||
Segment information: | ||
Total revenues | 469,387 | 275,345 |
International | ||
Segment information: | ||
Total revenues | $ 7,281 | $ 9,279 |
BUSINESS SEGMENT INFORMATION _2
BUSINESS SEGMENT INFORMATION - Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Revenues: | |||
Revenues | $ 476,668 | $ 284,624 | |
Operating income: | |||
Operating income | 90,657 | 23,035 | |
Interest expense | (72) | (178) | |
Interest income | 1,855 | 15 | |
Other income, net | 761 | 504 | |
Income before income taxes | 93,201 | 23,376 | |
Depreciation and amortization | 24,125 | 19,466 | |
Capital expenditures | 65,300 | 19,084 | |
Identifiable assets | 1,187,830 | 891,168 | $ 1,129,013 |
Technical Services | |||
Revenues: | |||
Revenues | 451,991 | 266,349 | |
Operating income: | |||
Operating income | 103,533 | 21,811 | |
Depreciation and amortization | 22,008 | 16,974 | |
Capital expenditures | 63,002 | 16,624 | |
Identifiable assets | 851,689 | 616,961 | |
Support Services | |||
Revenues: | |||
Revenues | 24,677 | 18,275 | |
Operating income: | |||
Operating income | 6,644 | 2,780 | |
Depreciation and amortization | 2,104 | 2,427 | |
Capital expenditures | 1,313 | 2,410 | |
Identifiable assets | 82,530 | 74,021 | |
Pension settlement charge | |||
Operating income: | |||
Operating income | (17,375) | ||
Corporate | |||
Operating income: | |||
Operating income | (5,081) | (4,510) | |
Depreciation and amortization | 13 | 65 | |
Capital expenditures | 985 | 50 | |
Identifiable assets | 253,611 | 200,186 | |
Gain on disposition of assets, net. | |||
Operating income: | |||
Operating income | $ 2,936 | $ 2,954 |
CURRENT EXPECTED CREDIT LOSSE_2
CURRENT EXPECTED CREDIT LOSSES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Allowance for doubtful accounts rollforward | ||
Beginning balance | $ 7,078 | $ 6,765 |
Provision for current expected credit losses | 1,074 | 1,131 |
Write-offs | (2,232) | (1,708) |
Recoveries collected (net of expenses) | 2 | |
Ending balance | $ 5,920 | $ 6,190 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
INVENTORIES | ||
Raw materials and supplies | $ 96,478 | $ 95,384 |
Finished goods | 1,595 | 1,723 |
Ending balance | $ 98,073 | $ 97,107 |
PENSION AND RETIREMENT PLANS _3
PENSION AND RETIREMENT PLANS LIABILITIES - Components of net periodic benefit cost (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Settlement loss | $ 17,375 | |
Retirement Income Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | $ 40 | $ 243 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Selling, General and Administrative Expenses. | Selling, General and Administrative Expenses. |
Amortization of net losses | $ 220 | $ 253 |
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Amortization of Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Selling, General and Administrative Expenses. | Selling, General and Administrative Expenses. |
Settlement loss | $ 17,375 | |
Net periodic benefit cost | $ 17,635 | $ 496 |
PENSION AND RETIREMENT PLANS _4
PENSION AND RETIREMENT PLANS LIABILITIES - Other information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |
Settlement loss | $ (17,375) |
Retirement Income Plan | |
Defined Benefit Plan Disclosure [Line Items] | |
Additional cash contribution to the plan | 4,000 |
Settlement loss | $ (17,375) |
Defined benefit plan, assumptions used calculating net periodic benefit cost, expected short term rate of return on plan assets | 0% |
Amount receivable as reimbursement to cover funds | $ 430 |
Estimated additional pre tax, non cash settlement loss | 820 |
Expected additional cash contribution to the plan | $ 1,200 |
PENSION AND RETIREMENT PLANS _5
PENSION AND RETIREMENT PLANS LIABILITIES - SERP (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Unrealized gain/loss due to change in fair value of SERP liabilities | $ (16,678) | $ (195) | |
Non-qualified Supplemental Retirement Plan ("SERP") | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 24,600 | $ 24,200 | |
Trading gains (losses), net | 400 | (1,500) | |
SERP Liabilities | 22,600 | $ 23,100 | |
Unrealized gain/loss due to change in fair value of SERP liabilities | $ 417 | $ (1,400) |
NOTES PAYABLE TO BANKS - Credit
NOTES PAYABLE TO BANKS - Credit Facility (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 USD ($) Lender item | Dec. 31, 2022 USD ($) | |
Revolving credit facility | ||
Number of financial covenants | item | 3 | |
SOFR | Minimum | ||
Revolving credit facility | ||
Additional increase (decrease) in basis points | 0.10% | |
SOFR | Maximum | ||
Revolving credit facility | ||
Additional increase (decrease) in basis points | 0.30% | |
Amendment | ||
Revolving credit facility | ||
Minimum EBITDA | $ 50,000 | |
Maximum consolidated leverage ratio | 2.50% | |
Minimum debt service coverage ratio | 2% | |
Revolving credit facility | ||
Revolving credit facility | ||
Number of additional credit lenders | Lender | 4 | |
Maximum borrowing capacity | $ 100,000 | |
Origination and other costs | 3,700 | |
Unamortized origination and other costs | 312 | |
Outstanding debt | 0 | $ 0 |
Available credit facility | $ 82,600 | |
Revolving credit facility | Minimum | ||
Revolving credit facility | ||
Annual fee (as a percent) | 0.20% | |
Revolving credit facility | Maximum | ||
Revolving credit facility | ||
Annual fee (as a percent) | 0.30% | |
Revolving credit facility | Amendment | Eurodollar Rate | SOFR | Minimum | ||
Revolving credit facility | ||
Basis points added | 1.25% | |
Revolving credit facility | Amendment | Eurodollar Rate | SOFR | Maximum | ||
Revolving credit facility | ||
Basis points added | 2.25% | |
Revolving credit facility | Amendment | Base Rate | Minimum | ||
Revolving credit facility | ||
Basis points added | 0.25% | |
Revolving credit facility | Amendment | Base Rate | Maximum | ||
Revolving credit facility | ||
Basis points added | 1.25% | |
Revolving credit facility | Amendment | Base Rate | Federal Funds Rate | ||
Revolving credit facility | ||
Basis points added | 0.50% | |
Revolving credit facility | Amendment | Base Rate | SOFR | ||
Revolving credit facility | ||
Basis points added | 1% | |
Revolving credit facility | Letter of credit | ||
Revolving credit facility | ||
Maximum borrowing capacity | $ 35,000 | |
Outstanding debt | 17,400 | |
Revolving credit facility | Letter of credit | Amendment | ||
Revolving credit facility | ||
Maximum borrowing capacity | 400,000 | |
Revolving credit facility | Swingline | ||
Revolving credit facility | ||
Maximum borrowing capacity | $ 35,000 |
NOTES PAYABLE TO BANKS - Intere
NOTES PAYABLE TO BANKS - Interest incurred (Details) - Revolving credit facility - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revolving credit facility | ||
Interest incurred | $ 59 | $ 65 |
Interest paid | $ 41 | $ 43 |
INCOME TAXES- (Details)
INCOME TAXES- (Details) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
INCOME TAXES | ||
Effective tax rate (as a percent) | 23.30% | 35.50% |
FAIR VALUE DISCLOSURES - Financ
FAIR VALUE DISCLOSURES - Financial instruments measured at fair value on recurring basis (Details) - Fair value on a recurring basis - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Assets: | ||
Equity securities | $ 307 | $ 305 |
Investments measured at net asset value | 24,575 | 24,175 |
Level 1 | ||
Assets: | ||
Equity securities | 307 | 305 |
Level 2 | ||
Assets: | ||
Equity securities | 0 | 0 |
Level 3 | ||
Assets: | ||
Equity securities | $ 0 | $ 0 |
FAIR VALUE DISCLOSURES (Details
FAIR VALUE DISCLOSURES (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Revolving credit facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Letters of credit outstanding amount | $ 0 | $ 0 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
AOCI rollforward | ||
Balance | $ (19,939) | $ (20,708) |
Change during the period: | ||
Before-tax amount | 4,049 | 116 |
Tax expense | (935) | |
Pension settlement charges, net of taxes | 13,379 | |
Reclassification adjustment, net of taxes: | ||
Amortization of net loss | 169 | 195 |
Total activity for the period | 16,662 | 311 |
Balance | (3,277) | (20,397) |
Pension Adjustment | ||
AOCI rollforward | ||
Balance | (17,307) | (18,071) |
Change during the period: | ||
Before-tax amount | 4,065 | |
Tax expense | (935) | |
Pension settlement charges, net of taxes | 13,379 | |
Reclassification adjustment, net of taxes: | ||
Amortization of net loss | 169 | 195 |
Total activity for the period | 16,678 | 195 |
Balance | (629) | (17,876) |
Foreign Currency Translation | ||
AOCI rollforward | ||
Balance | (2,632) | (2,637) |
Change during the period: | ||
Before-tax amount | (16) | 116 |
Reclassification adjustment, net of taxes: | ||
Total activity for the period | (16) | 116 |
Balance | $ (2,648) | $ (2,521) |
CASH PAID FOR COMMON STOCK PU_3
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | ||
No.of shares | 1,388,367 | 157,720 |
Avg. price | $ 8.17 | $ 5.77 |
Total cost | $ 11,348,887 | $ 909,912 |
Stock buyback program | ||
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | ||
Stock repurchase program | 41,578,125 | |
Remaining stock repurchase program | 7,115,820 | |
Shares purchased for withholdings taxes | ||
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | ||
No.of shares | 256,003 | 157,720 |
Avg. price | $ 9.24 | $ 5.77 |
Total cost | $ 2,364,914 | $ 909,912 |
Open market purchases | ||
CASH PAID FOR COMMON STOCK PURCHASED AND RETIRED | ||
No.of shares | 1,132,364 | |
Avg. price | $ 7.93 | |
Total cost | $ 8,983,973 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - $ / shares | Apr. 25, 2023 | Mar. 31, 2023 |
Stock buyback program | ||
Subsequent Event [Line Items] | ||
Stock repurchase program | 41,578,125 | |
Remaining stock repurchase program | 7,115,820 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Cash dividend payable (in dollars per share) | $ 0.04 | |
Dividends payable, date to be payable | Jun. 09, 2023 | |
Dividend payable, date declared | May 10, 2023 | |
Subsequent Event | Stock buyback program | ||
Subsequent Event [Line Items] | ||
Stock repurchase program | 8,000,000 | |
Remaining stock repurchase program | 15,115,820 |