frac-20200803
0001688476false00016884762020-08-032020-08-03

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
  
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 3, 2020
  
NexTier Oilfield Solutions Inc.
(Exact name of registrant as specified in its charter)
 
 
Delaware 001-37988 38-4016639
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation)  Identification Number)
3990 Rogerdale Rd.
Houston,Texas77042
(Address of principal executive offices)(Zip Code)
(713) 325-6000
(Registrant’s telephone number, including area code)

n/a
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange On Which Registered
Common Stock, $0.01, par valueNEXNew York Stock Exchange

 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):




Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  



Item 2.02 Results of Operations and Financial Condition.
On August 3, 2020, NexTier Oilfield Solutions Inc. (the “Company”) issued a news release announcing results for the second quarter ending June 30, 2020. A copy of the news release is furnished as Exhibit 99.1 and incorporated into this Item 2.02.
On August 4, 2020, NexTier will hold a conference call for investors at 7:00 a.m. Central Time (8:00 a.m. Eastern Time) to discuss second quarter 2020 financial and operating results. The call can be accessed via a live webcast accessible on the IR Event Calendar page in the Investor Relations section of our website at www.nextierofs.com or live over the telephone by dialing (855) 560-2574, or for international callers, (412) 542-4160. A replay will be available shortly after the call and can be accessed by dialing (877) 344-7529, or for international callers, (412) 317-0088. The passcode for the replay is 10146668. The replay will be available until August 11, 2020. An archive of the webcast will be available shortly after the call on our website at www.nextierofs.com for twelve months following the call.

The information in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section and shall not be deemed incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.
 (d) Exhibits
Exhibit
No.
  Description
  
104Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
*Furnished herewith.





SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: August 3, 2020  NEXTIER OILFIELD SOLUTIONS INC
  By: /s/ Kevin McDonald
  Name: Kevin McDonald
  Title: Executive Vice President, Chief Administrative Officer & General Counsel
   


Document
Exhibit 99.1


NexTier Announces Second Quarter 2020 Financial and Operational Results

HOUSTON, Texas (August 3, 2020) - NexTier Oilfield Solutions Inc. (NYSE: NEX) (“NexTier” or the “Company”) today reported second quarter 2020 financial and operational results.
Second Quarter 2020 Results and Recent Highlights
Reported revenue of $196.2 million in the second quarter of 2020, compared to $627.6 million in the first quarter of 2020
Reported net loss of $112.5 million in the second quarter of 2020, compared to net loss of $71.8 million in the first quarter of 2020
Reported SG&A of $38.0 million in the second quarter of 2020, compared to $56.9 million in the first quarter of 2020. Reported adjusted SG&A(1) of $31.0 million in the second quarter of 2020, reflecting a decrease of 35% compared to $47.9 million in the first quarter of 2020
Adjusted EBITDA(1) of $1.7 million in the second quarter of 2020, compared to $72.0 million in the first quarter of 2020
Averaged 11 fully-utilized fracturing fleets in the second quarter of 2020 compared to 27 average fully-utilized fracturing fleets in the first quarter of 2020; deployed a second completion fleet internationally
Reported revenue of $169.5 million in the second quarter of 2020 when considering only fracturing and bundled wireline, compared to $460.4 million in the first quarter of 2020
Generated annualized adjusted gross profit per fully-utilized fracturing fleet(1) of $11.4 million in the second quarter of 2020, compared to $13.4 million in the first quarter of 2020
Advanced digital initiative program, including the successful deployment of NexHub on all deployed U.S. fleets
Exited the second quarter of 2020 with total liquidity of $430.5 million, including cash of $337.1 million and no term loan maturities through 2025

Management Commentary
“NexTier’s second quarter performance in an extremely challenging market demonstrates we can consistently deliver on our commitments through solid execution,” said Robert Drummond, President and Chief Executive Officer of NexTier. “During the quarter, U.S. producers abruptly halted much of their activity and production in response to economic shutdowns resulting from COVID-19. Our quick and decisive actions around cost control, continued focus on service quality, and the enhanced strength of our overall platform through the deployment of NexHub, our integrated digital technologies including remote monitoring capabilities, are evident in our financial performance. As we continue to navigate the current market environment, our proactive actions to improve service delivery, increase efficiency and reduce costs further differentiate NexTier and enhance its ability to compete in any environment.”
“We delivered adjusted EBITDA decrementals that were meaningfully ahead of our guidance, completion fleet market share at the high-end of our forecast, and increased our cash balance by $23 million,” said Kenny Pucheu, Executive Vice President and Chief Financial Officer. “As the market rapidly changed, we reacted quickly to restructure our organization to be even more lean and nimble, enhancing NexTier’s ability to generate free cash flow and leading returns as the market eventually recovers. Our results and financial health demonstrate that NexTier is a business partner our customers can rely on over the long haul.”

“While future activity remains highly uncertain, we are managing what is within our control, while maintaining an intense focus on NexTier’s market readiness,” continued Mr. Drummond. “Our ability to respond quickly and efficiently in a recovery is led by the capabilities of our world-class team, flexibility of our balance sheet, readiness of our asset base, and the further evolution of our innovation program. With the hard work and commitment of our entire team, we are further evolving NexTier’s position as a leading completions platform.”
Second Quarter 2020 Financial Results
Revenue totaled $196.2 million in the second quarter of 2020, compared to $627.6 million in the first quarter of 2020.
Net loss totaled $112.5 million, or $0.53 per diluted share, in the second quarter of 2020, compared to $71.8 million, or $0.34 per diluted share in the first quarter of 2020. Adjusted net loss(1) totaled $79.4 million, or $0.37 per diluted share, in the second quarter of 2020, compared to Adjusted net loss of $20.1 million, or $0.09 per diluted share, in the first quarter of 2020.
Selling, general and administrative expense (“SG&A”) totaled $38.0 million in the second quarter of 2020, compared to SG&A
1


of $56.9 million in the first quarter of 2020. Adjusted SG&A(1) totaled $31.0 million in the second quarter of 2020, compared to Adjusted SG&A of $47.9 million in the first quarter of 2020.
Adjusted EBITDA totaled $1.7 million in the second quarter of 2020, compared to Adjusted EBITDA of $72.0 million in the first quarter of 2020.
Second Quarter 2020 Management Adjustments
Adjusted EBITDA in the second quarter of 2020 includes management adjustments of approximately $33.1 million consisting primarily of $18.9 million in market-driven severance and restructuring costs incurred as a result of significant declines in crude oil prices resulting from demand destruction from the COVID-19 pandemic and global oversupply, $5.1 million of non-cash stock compensation expense, $14.0 million of merger and integration costs, partially offset by gains of $5.0 million, which includes a net gain associated with the make-whole provision on the Basic notes received as part of the Well Support Services divestiture completed in March 2020.
Completion Services
Revenue in our Completion Services segment totaled $179.0 million in the second quarter of 2020, compared to $512.9 million in the first quarter of 2020. A sharp decrease in utilization, combined with price reductions in all basins, led to a significant decline in revenue in all service lines due to the global oil supply and demand imbalance and the impact of the COVID-19 pandemic. Adjusted Gross Profit totaled $31.7 million in the second quarter of 2020, compared to $97.9 million in the first quarter of 2020. Net loss totaled $46.9 million in the second quarter of 2020, compared to net loss of $13.1 million in the first quarter of 2020.
The Company had an average of 11 fully-utilized fracturing fleets in the second quarter of 2020. When taking only fracturing and bundled wireline into account, annualized Adjusted Gross Profit per fully-utilized fracturing fleet totaled $11.4 million in the second quarter of 2020, compared to $13.4 million in the first quarter of 2020.
Well Construction and Intervention Services
Revenue in our Well Construction and Intervention (“WC&I”) Services segment, totaled $17.3 million in the second quarter of 2020, compared to $56.8 million in the first quarter of 2020. Revenue decreased 70% as a result of a sharp declines in activity in both our Coil Tubing and Cementing services lines, combined with pricing reductions in all basins, resulting from unprecedented declines in market activity. Adjusted Gross Profit totaled $0.8 million in the second quarter of 2020, compared to $8.8 million in the first quarter of 2020. Net loss totaled $6.2 million in the second quarter of 2020, compared to net income of $3.0 million in the first quarter of 2020.
Well Support Services
The Company completed the divestiture of its Well Support Services segment on March 9, 2020. As a result, there was no contribution from this business during the second quarter of 2020, and results for the first quarter of 2020 for this segment reflect operations from January 1, 2020 through the date of sale. Subsequent to this divestiture, the Company's reportable segments are (i) Completion Services and (ii) Well Construction and Intervention Services.
Balance Sheet and Capital
Total debt outstanding as of June 30, 2020 totaled $336.7 million, net of debt discounts and deferred finance costs and excluding lease obligations. As of June 30, 2020, total available liquidity was $430.5 million, comprised of cash and equivalents of $337.1 million, and $93.4 million of available borrowing capacity under our asset-based credit facility.
Total operating cash flow was $61.9 million and cash flow used in investing activities was $36.4 million, resulting in free cash flow of $25.5 million in the second quarter of 2020. Excluding cash used for merger and integration related costs of $13.0 million, and for market related severance and restructuring cash costs of $14.6 million, combined Adjusted free cash flow(1) totaled $53.0 million in the second quarter of 2020.
NexTier continues to expect its 2020 total capital expenditures to be between $100 million and $120 million, subject to market conditions. Capital expenditures in 2020 will be driven by strategic innovation investments and maintenance capital expenditures. Capital expenditures during the first half of 2020 were primarily driven by the delivery of certain strategic innovation investments, with second half of 2020 spending expected to be mainly driven by maintenance.
Integration Update
On October 31, 2019, Keane and C&J completed their business combination and concurrent with closing, Keane, as the parent
2


company, was renamed NexTier. Keane was determined to be the accounting acquirer in the merger, and as a result, the historical financial statements of Keane, prepared under U.S. generally accepted accounting principles (”GAAP”), for the periods prior to the merger are considered to be the historical financial statements of NexTier.

The Company has now fully completed its integration program related to the merger between Keane and C&J. The Company’s targeted run-rate cost synergies of $125 million were achieved in April 2020, and ERP system integration was completed in the second quarter of 2020.

“I commend our team for completing a world-class integration process, including the achievement of increased target cost synergies more than 6 months ahead of original schedule, all while upholding our commitment to customers,” said Mr. Drummond.
Coronavirus Monitoring and Planning
The Company is monitoring the spread and impact of the coronavirus closely, and is implementing measures in accordance with local directives, as well as internal policies, to protect employees and limit business interruption. These measures include restriction on travel and employee contact in certain regions, employee education, enhanced customer and supplier communication, alternative sourcing, and other measures. The Company continues to assess its mitigation plans for further and prolonged impact from the coronavirus. Additional information on the Company’s response to the coronavirus can be found in its periodic reports that are filed with the Securities and Exchange Commission.

Conference Call Information
On August 4, 2020, NexTier will hold a conference call for investors at 7:00 a.m. Central Time (8:00 a.m. Eastern Time) to discuss second quarter 2020 financial and operating results. Hosting the call will be management of NexTier, including Robert Drummond, President and Chief Executive Officer and Kenny Pucheu, Executive Vice President and Chief Financial Officer. The call can be accessed via a live webcast accessible on the IR Event Calendar page in the Investor Relations section of our website at www.nextierofs.com or live over the telephone by dialing (855) 560-2574, or for international callers, (412) 542-4160. A replay will be available shortly after the call and can be accessed by dialing (877) 344-7529, or for international callers, (412) 317-0088. The passcode for the replay is 10146668. The replay will be available until August 11, 2020. An archive of the webcast will be available shortly after the call on our website at www.nextierofs.com for twelve months following the call.
About NexTier Oilfield Solutions
Headquartered in Houston, Texas, NexTier is an industry-leading U.S. land oilfield service company, with a diverse set of well completion and production services across the most active and demanding basins. Our integrated solutions approach delivers efficiency today, and our ongoing commitment to innovation helps our customers better address what is coming next. NexTier is differentiated through four points of distinction, including safety performance, efficiency, partnership and innovation. At NexTier, we believe in living our core values from the basin to the boardroom, and helping customers win by safely unlocking affordable, reliable and plentiful sources of energy.

(1)Non-GAAP Financial Measures. The Company has included in this press release or discussed on the conference call described above certain non-GAAP financial measures, some of which are calculated on segment basis or product line basis. These measurements provide supplemental information which the Company believes is useful to analysts and investors to evaluate its ongoing results of operations, when considered alongside GAAP measures such as net income and operating income.

Non-GAAP financial measures include Adjusted EBITDA, Adjusted Gross Profit, Adjusted Net Income (loss), free cash flow, Adjusted free cash flow, adjusted SG&A, annualized adjusted gross profit per fully-utilized fracturing fleet, and adjusted EBITDA decremental. These non-GAAP financial measures exclude the financial impact of items management does not consider in assessing the Company’s ongoing operating performance, and thereby facilitate review of the Company’s operating performance on a period-to-period basis. Other companies may have different capital structures, and comparability to the Company’s results of operations may be impacted by the effects of acquisition accounting on its depreciation and amortization. As a result of the effects of these factors and factors specific to other companies, the Company believes Adjusted EBITDA, Adjusted Gross Profit, Adjusted SG&A, Adjusted Net Income(loss) and adjusted EBITDA decremental provide helpful information to analysts and investors to facilitate a comparison of its operating performance to that of other companies. The Company believes free cash flow and Adjusted free cash flow is important to investors in that it provides a useful measure to assess management's effectiveness in the areas of profitability and capital management. Annualized Gross Profit per fully-utilized fracturing fleet is used to evaluate the operating performance of the business line for comparable periods, and the Company believes it is important as an indicator of operating performance of our fracturing and bundled wireline product line because it excludes the effects of the capital structure and
3


certain non-cash items from the product line’s operating results. For a reconciliation of these non-GAAP measures, please see the tables at the end of this press release.

Non-GAAP Measure Definitions: Adjusted EBITDA is defined as net income (loss) adjusted to eliminate the impact of interest, income taxes, depreciation and amortization, along with certain items management does not consider in assessing ongoing performance. Adjusted Gross Profit is defined as revenue less cost of services, further adjusted to eliminate items in cost of services that management does not consider in assessing ongoing performance. Adjusted Gross Profit at the segment level is not considered to be a non-GAAP financial measure as it is our segment measure of profit or loss and is required to be disclosed under GAAP pursuant to ASC 280. Adjusted Net Income (Loss) is defined as net income (loss) plus the after-tax amount of merger/transaction-related costs and other non-routine items. Adjusted SG&A is defined as selling, general and administrative expenses adjusted for severance and business divestiture costs, merger/transaction-related costs, and other non-routine items. Free cash flow is defined as the net increase (decrease) in cash and cash equivalents before financing activities, including share repurchase activity. Adjusted free cash flow adjusts free cash flow for certain management adjustments. Annualized Adjusted Gross Profit per fully-utilized fleet, is a non-GAAP measure and is defined as (i) revenue less cost of services attributable to the fracturing and bundled wireline product line, further adjusted to eliminate items in cost of services that management does not consider in assessing ongoing performance for the fracturing and bundled wireline product line, (ii) divided by the fully-utilized fracturing and bundled wireline fleets (average deployed fleets multiplied by fleet utilization) per quarter, and then (iii) multiplied by four. Adjusted EBITDA decremental is calculated by dividing (i) the difference between first quarter Adjusted EBITDA and second quarter Adjusted EBITDA; by (ii) the difference between first quarter Revenue and second quarter Revenue.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties and are made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1993, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Where a forward-looking statement expresses or implies an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. The words “believe,” “continue,” “could,” “expect,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “should,” “may,” “will,” “would” or the negative thereof and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond the Company’s control. Statements in this press release regarding the Company that are forward-looking, including projections as to the amount and timing of synergies from C&J merger and the Company’s 2020 guidance and outlook information, are based on management’s estimates, assumptions and projections, and are subject to significant uncertainties and other factors, many of which are beyond the Company’s control. These factors and risks include, but are not limited to, (i) the competitive nature of the industry in which the Company conducts its business, including pricing pressures; (ii) the ability to meet rapid demand shifts; (iii) the impact of pipeline capacity constraints and adverse weather conditions in oil or gas producing regions; (iv) the ability to obtain or renew customer contracts and changes in customer requirements in the markets the Company serves; (v) the ability to identify, effect and integrate acquisitions, joint ventures or other transactions; (vi) the ability to protect and enforce intellectual property rights; (vii) the effect of environmental and other governmental regulations on the Company’s operations; (viii) the effect of a loss of, or interruption in operations of, one or more key suppliers, including resulting from product defects, recalls or suspensions; (ix) the variability of crude oil and natural gas commodity prices; (x) the market price and availability of materials or equipment; (xi) the ability to obtain permits, approvals and authorizations from governmental and third parties; (xii) the Company’s ability to employ a sufficient number of skilled and qualified workers to combat the operating hazards inherent in the Company’s industry; (xiii) fluctuations in the market price of the Company’s stock; (xiv) the level of, and obligations associated with, the Company’s indebtedness; (xv) the duration, impact and severity of the COVID-19 pandemic and the evolving response thereto, including the impact of social distancing, shelter-in-place, shutdowns of non-essential businesses and similar measures imposed or undertaken by governments, private businesses or others; and (xvi) other risk factors and additional information. In addition, material risks that could cause actual results to differ from forward-looking statements include: the inherent uncertainty associated with financial or other projections; the effectiveness of the integration of C&J’s businesses into the Company and the ability to continue to achieve the anticipated synergies and value-creation contemplated in connection with the merger. For a more detailed discussion of such risks and other factors, see the Company’s filings with the Securities and Exchange Commission (the “SEC”), including under the heading “Risk Factors” in Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, and in our subsequently filed Quarterly Report on Form 10-Q, both available on the SEC website or www.NexTierOFS.com. The Company assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates, to reflect events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws. Investors should not assume that any lack of update to a previously issued “forward-looking statement” constitutes a reaffirmation of that statement.

Investor Contact:
Kenneth Pucheu
Executive Vice President - Chief Financial Officer
investors@nextierofs.com

Marc Silverberg
4


Managing Director (ICR)
marc.silverberg@icrinc.com
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NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS & COMPREHENSIVE INCOME (LOSS)
(unaudited, amounts in thousands, except per share data)
Three Months Ended June 30, 2020Three Months Ended March 31, 2020
Revenue$196,227  $627,625  
Operating costs and expenses:
Cost of services178,771  512,226  
Depreciation and amortization75,260  85,821  
Selling, general and administrative expenses38,024  56,884  
Merger and integration14,028  12,182  
Gain on disposal of assets(953) (7,962) 
Impairment expense—  34,327  
Total operating costs and expenses305,130  693,478  
Operating income(108,903) (65,853) 
Other income (expenses):
Other income (expense), net2,259  416  
Interest expense(5,353) (6,066) 
Total other income (expense)(3,094) (5,650) 
Loss before income taxes(111,997) (71,503) 
Income tax benefit (expense)(491) (253) 
Net loss(112,488) (71,756) 
Other comprehensive income (loss):
Foreign currency translation adjustments(354) 1,107  
Hedging activities(2,654) (2,620) 
Total comprehensive loss$(115,496) $(73,269) 
Net loss per share: basic$(0.53) $(0.34) 
Net loss per share: diluted$(0.53) $(0.34) 
Weighted-average shares: basic213,760  212,842  
Weighted-average shares: diluted213,760  212,842  


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NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in thousands)
June 30,December 31,
20202019
ASSETS(Unaudited)
Current assets:
Cash and cash equivalents$337,147  $255,015  
Trade and other accounts receivable, net 86,570  350,765  
Inventories, net43,153  61,641  
Assets held for sale—  141  
Prepaid and other current assets51,342  20,492  
Total current assets518,212  688,054  
Operating lease right-of-use assets47,098  54,503  
Finance lease right-of-use assets2,743  9,511  
Property and equipment, net575,094  709,404  
Goodwill104,198  137,458  
Intangible assets54,881  55,021  
Other noncurrent assets7,360  10,956  
Total assets$1,309,586  $1,664,907  
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable$37,765  $115,251  
Accrued expenses144,747  234,895  
Customer contract liabilities—  60  
Current maturities of operating lease liabilities19,673  23,473  
Current maturities of finance lease liabilities1,363  4,594  
Current maturities of long-term debt2,303  2,311  
Other current liabilities2,816  5,610  
Total current liabilities208,667  386,194  
Long-term operating lease liabilities, less current maturities32,986  35,123  
Long-term finance lease liabilities, less current maturities1,479  4,844  
Long-term debt, net of unamortized deferred financing costs and unamortized debt discount, less current maturities 334,375  335,312  
Other non-current liabilities20,490  16,662  
Total non-current liabilities389,330  391,941  
Total liabilities597,997  778,135  
Shareholders’ equity:
Common stock2,141  2,124  
Paid-in capital in excess of par value981,204  966,762  
Retained deficit(259,102) (73,333) 
Accumulated other comprehensive loss(12,654) (8,781) 
Total shareholders’ equity711,589  886,772  
Total liabilities and shareholders’ equity$1,309,586  $1,664,907  



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NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
ADDITIONAL SELECTED FINANCIAL AND OPERATING DATA
(unaudited, amounts in thousands)
Three Months Ended
June 30, 2020March 31, 2020
Completion Services:
Revenue$178,977  $512,871  
Cost of services159,149  417,382  
Depreciation, amortization, (gain) loss on sale of assets, and impairment66,746  108,591  
Net loss(46,918) (13,102) 
Adjusted gross profit(1)
$31,655  $97,876  
Well Construction and Intervention Services:
Revenue$17,250  $56,825  
Cost of services19,622  49,253  
Depreciation, amortization, (gain) loss on sale of assets, and impairment3,858  4,561  
Net income (loss)(6,230) 3,011  
Adjusted gross profit(1)
$812  $8,784  
Well Support Services:
Revenue$—  $57,929  
Cost of services—  45,591  
Depreciation, amortization, (gain) loss on sale of assets, and impairment—  1,398  
Net income—  10,940  
Adjusted gross profit(1)
$—  $12,338  

(1)The Company uses adjusted gross profit as its measure of profitability for segment reporting.


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NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
ADDITIONAL SELECTED FINANCIAL AND OPERATING DATA
(unaudited, amounts in thousands)
Three Months Ended
June 30, 2020March 31, 2020
Net loss
$(112,488) $(71,756) 
Interest expense, net
5,353  6,066  
Income tax benefit
491  253  
Depreciation and amortization
75,260  85,821  
EBITDA$(31,384) $20,384  
Plus Management Adjustments:
Acquisition, integration and expansion(1)
14,028  12,759  
Non-cash stock compensation(2)
5,141  5,451  
Impairment of assets
—  34,327  
Market-driven costs(3)
18,925  8,611  
Divestiture of business(4)
(3,775) (8,045) 
Other
(1,253) (1,460) 
Adjusted EBITDA$1,682  $72,027  
(1) Represents transaction and integration costs related to the merger.
(2) Represents non-cash amortization of equity awards issued under the Company’s Incentive Award Plan, excluding accelerations associated with market-driven costs or acquisition, integration, and expansion costs.
(3) Represents market-driven severance and restructuring costs incurred as a result of significant declines in crude oil prices resulting from demand destruction from the COVID-19 pandemic and global oversupply.
(4) Represents net gain on the sale of Well Support Services segment and increase fair value of the Basic notes and make-whole derivative received as part of the sale.


Three Months Ended Variance
June 30, 2020March 31, 2020
Adjusted EBITDA$1,682  $72,027  $(70,345) 
Revenue$196,227  $627,625  $(431,398) 
Adjusted EBITDA decremental(1)
16 %
(1) Adjusted EBITDA decremental is calculated by dividing (i) the difference between first quarter Adjusted EBITDA and second quarter Adjusted EBITDA; by (ii) the difference between first quarter Revenue and second quarter Revenue.







Three Months Ended March 31, 2020

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NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
ADDITIONAL SELECTED FINANCIAL AND OPERATING DATA
(unaudited, amounts in thousands)

Three Months Ended June 30, 2020
Selling, general and administrative expenses
$38,024  
Less Management Adjustments:
Non-cash stock compensation(5,141) 
Market-driven costs
(3,914) 
Divestiture of Business728  
Other
1,253  
Adjusted selling, general and administrative$30,950  

Three Months Ended March 31, 2020
Selling, general and administrative expenses
$56,884  
Less Management Adjustments:
Non-cash stock compensation(5,451) 
Market-driven costs
(5,011) 
Other
1,460  
Adjusted selling, general and administrative$47,882  


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NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES
(amounts in thousands)
Three Months Ended June 30, 2020
Completion Services
WC&I
Well Support Services
Total
Revenue
$178,977  $17,250  $—  $196,227  
Cost of services
159,149  19,622  —  178,771  
Gross profit excluding depreciation and amortization
19,828  (2,372) —  17,456  
Management adjustments associated with cost of services
11,827  3,184  —  15,011  
Adjusted gross profit$31,655  $812  $—  $32,467  
Three Months Ended March 31, 2020
Completion Services
WC&I
Well Support Services
Total
Revenue
$512,871  $56,825  $57,929  $627,625  
Cost of services
417,382  49,253  45,591  512,226  
Gross profit excluding depreciation and amortization
95,489  7,572  12,338  115,399  
Management adjustments associated with cost of services
2,387  1,212  —  3,599  
Adjusted gross profit$97,876  $8,784  $12,338  $118,998  

Three Months Ended
June 30, 2020
Frac & Bundled Wireline
Revenue
$169,470  
Cost of services
148,326  
Gross profit excluding depreciation and amortization
21,144  
Management adjustments associated with cost of services
10,260  
Adjusted gross profit$31,404  
Average hydraulic fracturing fleets deployed 13  
Fully-utilized hydraulic fracturing fleets11  
Annualized adjusted gross profit per fully-utilized fleet$11,420  

Three Months Ended
March 31, 2020
Frac & Bundled Wireline
Revenue
$460,372  
Cost of services
371,817  
Gross profit excluding depreciation and amortization
88,555  
Management adjustments associated with cost of services
2,115  
Adjusted gross profit$90,670  
Average hydraulic fracturing fleets deployed29  
Fully-utilized hydraulic fracturing fleets27  
Annualized adjusted gross profit per fully-utilized fleet$13,433  
11











NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES
(unaudited, amounts in thousands)
Three Months Ended
June 30, 2020
Net cash provided by operating activities$61,927  
Cash flows used in investing activities (1)
36,436  
Free cash flow generation25,491  
Acquisition, integration and expansion12,968  
Market-driven costs14,559  
Adjusted combined free cash flow generation$53,018  

Three Months Ended
March 31, 2020
Net cash provided by operating activities$48,487  
Cash flows used in investing activities (1)
39,142  
Free cash flow generation9,345  
Acquisition, integration and expansion14,665  
Market-driven costs137  
Adjusted combined free cash flow generation$24,147  


(1) Excludes the $53.3 million of proceeds from the WSS Sale.

Three Months Ended
June 30, 2020
Net loss(112,488) 
Plus Management Adjustments:
Acquisition, integration and expansion14,028  
Non-cash stock compensation5,141  
Market-driven costs18,925  
Divestiture of business(3,775) 
Other(1,253) 
Adjusted net loss$(79,422) 
Adjusted net loss per share, basic and diluted$(0.37) 
Weighted-average shares, basic and diluted213,760  








12











NEXTIER OILFIELD SOLUTIONS INC. AND SUBSIDIARIES
NON-GAAP FINANCIAL MEASURES
(unaudited, amounts in thousands)
Three Months Ended
March 31, 2020
Net loss(71,756) 
Plus Management Adjustments:
Acquisition, integration and expansion12,759  
Non-cash stock compensation5,451  
Impairment of assets34,327  
Market-driven costs8,611  
Divestiture of business(8,045) 
Other(1,460) 
Adjusted net loss$(20,113) 
Adjusted net loss per share, basic and diluted$(0.09) 
Weighted-average shares, basic and diluted212,842  

13
v3.20.2
Cover Page
Aug. 03, 2020
Cover [Abstract]  
Document Type 8-K
Document Period End Date Aug. 03, 2020
Entity Registrant Name NexTier Oilfield Solutions Inc.
Entity Central Index Key 0001688476
Amendment Flag false
Entity Incorporation, State or Country Code DE
Entity File Number 001-37988
Entity Tax Identification Number 38-4016639
Entity Address, Address Line One 3990 Rogerdale Rd.
Entity Address, City or Town Houston,
Entity Address, State or Province TX
Entity Address, Postal Zip Code 77042
City Area Code 713
Local Phone Number 325-6000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.01, par value
Trading Symbol NEX
Security Exchange Name NYSE
Entity Emerging Growth Company false