Private company
NCS Multistage Holdings, Inc.
American oil and gas field services company based in Houston, active since 20122
In its 2026 annual report the company says: “NCS Multistage Holdings, Inc. is a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completion and field development strategies. We provide our products and services primarily to E&P companies for use in onshore and offshore wells, predominantly those that have been drilled with horizontal laterals in both unconventional and conventional oil and natural gas formations.”5
Last updated Oct 21, 2026.
Overview
- IndustryOil & Gas Field Services, NEC2
- HeadquartersHouston, United States2
- Incorporated inDE3
- Business address19350 State Highway 249, Suite 600, Houston, Tx 770703
- Filer categoryNon-accelerated filer, Smaller reporting company3
- Legal formCorporation2
- LEI5493003WLG5T6MNJ72922
- StatusActive2
- LEI statusIssued and current2
- Registered addressc/o Cogency Global Inc., 850 New Burton Road Suite 201, 19904 Dover, United States2
- Registered withDivision of Corporations, Department of State, 52475332
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NCS Multistage Holdings, Inc. (“NCS,” the “Company,” “we,” “our” or “us”) is a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completion and field development strategies. We provide our products and services primarily to E&P companies for use in onshore and offshore wells, predominantly those that have been drilled with horizontal laterals in both unconventional and conventional oil and natural gas formations. Our products and services are utilized in oil and natural gas basins throughout North America and in selected international markets, including the North Sea, the Middle East and Argentina. Our extensive research and development efforts are influenced and driven by the needs of our customers, allowing us to introduce innovative and commercial solutions that improve customer efficienc…5 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
5.7%Operating margin6
12.9%Net margin6
13.0%Revenue growth, 20256
18.8%Return on equity6
$21.0MFree cash flow6
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Research and development1¢$2.0M
- Selling, general and admin32¢$58.8M
- Other costs49¢$89.8M
- Income tax5¢$9.2M
- Profit13¢$23.7M
Out of $183.6M in revenue.6
Where each dollar of operating cash went, fiscal 2025
- Capital spending5¢$1.2M
- Kept or used elsewhere95¢$21.0M
Out of $22.2M of cash from operations.6
Financial statements
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|
| Revenue | $205.5M7 | $107.0M7 | $118.5M8 | $155.6M9 | $142.5M10 | $162.6M6 | $183.6M6 |
| Cost of revenue | $108.0M7 | $62.9M7 | $70.0M8 | $95.2M9 | $86.9M9 | ||
| Research and development | $2.8M7 | $1.9M7 | $2.1M8 | $2.7M9 | $2.5M10 | $2.0M6 | $2.0M6 |
| Selling, general and admin | $88.6M7 | $59.4M7 | $49.1M8 | $58.3M9 | $56.5M10 | $57.8M6 | $58.8M6 |
| Operating income | -$9.5M7 | -$71.4M7 | -$5.1M8 | -$2.3M9 | -$5.5M10 | $4.3M6 | $10.5M6 |
| Income before tax | -$3.5M8 | -$601.0K9 | -$3.3M10 | $8.3M6 | $16.8M6 | ||
| Income tax | $10.8M7 | -$7.8M7 | $263.0K8 | $351.0K9 | -$232.0K10 | $116.0K6 | -$9.2M6 |
| Net income | -$32.8M7 | -$57.6M7 | -$4.7M8 | -$1.1M9 | -$3.2M10 | $6.6M6 | $23.7M6 |
| Earnings per share | -$14.087 | -$24.377 | -$1.988 | -$0.459 | -$1.2710 | $2.606 | $9.176 |
| Earnings per share (diluted) | -$14.087 | -$24.377 | -$1.988 | -$0.459 | -$1.2710 | $2.556 | $8.656 |
| Shares (weighted, basic) | 2.4M shares8 | 2.4M shares9 | 2.5M shares10 | 2.5M shares6 | 2.6M shares6 | ||
| Shares (weighted, diluted) | 2.4M shares8 | 2.4M shares9 | 2.5M shares10 | 2.6M shares6 | 2.7M shares6 |
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|
| Cash | $11.2M13 | $15.5M7 | $22.2M8 | $16.2M9 | $16.7M10 | $25.9M6 | $36.7M6 |
| Receivables | $24.4M8 | $27.8M9 | $24.0M10 | $31.5M6 | $40.5M6 | ||
| Inventory | $33.9M8 | $37.0M9 | $41.6M10 | $41.0M6 | $39.0M6 | ||
| Current assets | $100.6M13 | $83.7M7 | $88.5M8 | $87.7M9 | $103.2M10 | $105.6M6 | $121.9M6 |
| Property, plant and equipment | $24.7M8 | $23.3M9 | $23.3M9 | ||||
| Goodwill | $15.2M8 | $15.2M9 | $15.2M10 | $15.2M6 | $16.4M6 | ||
| Intangible assets | $5.7M8 | $5.1M9 | $4.4M10 | $3.7M6 | $6.0M6 | ||
| Total assets | $202.6M13 | $138.7M7 | $142.3M8 | $138.6M9 | $152.0M10 | $152.8M6 | $181.2M6 |
| Accounts payable | $7.5M8 | $7.5M9 | $6.2M10 | $9.0M6 | $8.5M6 | ||
| Short-term debt | $1.5M7 | ||||||
| Current liabilities | $19.8M13 | $14.9M7 | $19.8M8 | $17.7M9 | $32.1M10 | $25.4M6 | $28.5M6 |
| Long-term debt | $11.4M13 | $4.4M7 | $6.3M7 | ||||
| Long-term liabilities | $11.8M8 | $11.6M9 | $10.6M10 | $11.3M6 | $9.6M6 | ||
| Total liabilities | $39.0M13 | $25.2M7 | $31.7M8 | $29.3M9 | $42.6M10 | $36.7M6 | $38.1M6 |
| Retained earnings | -$261.4M8 | -$262.5M9 | -$265.6M10 | -$259.0M6 | -$235.3M6 | ||
| Shareholders’ equity | $144.6M13 | $93.6M7 | $92.6M8 | $91.0M9 | $91.6M10 | $98.8M6 | $126.2M6 |
| Shares outstanding | 2.3M shares13 | 2.4M shares7 | 2.4M shares8 | 2.4M shares9 | 2.4M shares10 | 2.5M shares6 | 2.5M shares6 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
| Fiscal year | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|---|---|
| Cash from operations | $17.9M7 | $35.1M7 | $11.6M8 | -$1.4M9 | $4.8M10 | $12.7M6 | $22.2M6 |
| Depreciation and amortization | $4.5M8 | $4.3M9 | $4.6M10 | $5.3M6 | $5.9M6 | ||
| Stock-based compensation | $6.6M8 | $6.0M9 | $5.4M10 | $5.2M6 | $6.2M6 | ||
| Capital spending | $6.1M7 | $2.1M7 | $495.0K8 | $1.0M9 | $1.9M10 | $1.3M6 | $1.2M6 |
| Free cash flow | $11.8M | $33.0M | $11.1M | -$2.5M | $2.9M | $11.4M | $21.0M |
| Cash from investing | -$444.0K8 | -$698.0K9 | -$1.7M10 | $479.0K6 | -$6.3M6 | ||
| Share buybacks | |||||||
| Cash from financing | -$4.3M8 | -$2.7M9 | -$2.4M10 | -$4.3M6 | -$5.3M6 | ||
| Dividend per share | $0.0013 | $0.007 | $0.008 | $0.009 | $0.0010 | $0.006 |
Corporate structure
NCS Multistage Holdings, Inc. sits at the top of its group. 16 entities, 6 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of NCS Multistage Holdings, Inc.
- ADVENT INTERNATIONAL, L.P. Filed SCHEDULE 13G/A on NCS Multistage Holdings, Inc., latest Sep 1, 2026 (2 filings since May 15, 2025)
- TOCQUEVILLE ASSET MANAGEMENT L.P. Filed SCHEDULE 13G/A on NCS Multistage Holdings, Inc., latest Nov 14, 2025 (5 filings since Feb 14, 2022)
- AMERICAN CENTURY INVESTMENT MANAGEMENT INC Filed SC 13G/A on NCS Multistage Holdings, Inc., latest Feb 4, 2022
- NCS Multistage Holdings, Inc. Houston, Texas, United States
- NCS International 2, LLC Subsidiary · Texas, United States
- NCS International, LLC Subsidiary · Texas, United States
- NCS Multistage Argentina S.R.L. Subsidiary · Argentina
- NCS Multistage Global Services, LLC Subsidiary · Texas, United States
- NCS Multistage Global Services, LLC (UK) Subsidiary · United Kingdom
- NCS Multistage Inc. Subsidiary · Canada
- NCS Multistage Norge Subsidiary · Norway
- Pioneer Intermediate, Inc. Subsidiary · Delaware, United States
- Pioneer Investment, Inc. Subsidiary · Delaware, United States
- Pioneer NCS Energy Holdco, LLC Subsidiary · Texas, United States
- Repeat Precision, LLC Subsidiary · Texas, United States
- RJ Machine Mexico, S. de R.L. de C.V. Subsidiary · Mexico
- STS Holdings, Inc. Subsidiary · Nevada, United States
- STS Logistics and Analytics, LLC Subsidiary · Oklahoma, United States
- STS Tracer Services, Ltd. Subsidiary · Canada
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What NCS Multistage Holdings, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Construction in progress | $211.0K6 Dec 31, 2025 | $226.0K6 Dec 31, 2024 | −6.6% |
| Finance-lease assets | $7.1M6 Dec 31, 2025 | $7.7M6 Dec 31, 2024 | −7.5% |
| Operating-lease assets (leased space) | $4.8M6 Dec 31, 2025 | $5.9M6 Dec 31, 2024 | −18.5% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $36.7M6 Dec 31, 2025 | $25.9M6 Dec 31, 2024 | +41.9% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $16.4M6 Dec 31, 2025 | $15.2M6 Dec 31, 2024 | +7.7% |
| Intangible assets, net (excluding goodwill) | $6.0M6 Dec 31, 2025 | $3.7M6 Dec 31, 2024 | +62.3% |
| Accumulated amortization | $5.3M6 Dec 31, 2025 | $4.4M6 Dec 31, 2024 | +20.4% |
| Finite-lived intangibles, net | $6.0M6 Dec 31, 2025 | $3.7M10 Dec 31, 2024 | +62.3% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $39.0M6 Dec 31, 2025 | $41.0M6 Dec 31, 2024 | −4.8% |
| Raw materials | $2.1M6 Dec 31, 2025 | $2.1M6 Dec 31, 2024 | −1.2% |
| Work in process | $727.0K6 Dec 31, 2025 | $291.0K6 Dec 31, 2024 | +149.8% |
| Finished goods | $36.2M6 Dec 31, 2025 | $38.6M6 Dec 31, 2024 | −6.1% |
Properties, in its own words
Our corporate headquarters is located at 19350 State Highway 249, Suite 600, Houston, Texas 77070. We currently own one property, located in Calgary, Alberta, which is primarily used for our engineering and research and development activities. In addition to our property in Calgary, Alberta, we also lease 15 properties with terms greater than 12 months including our corporate headquarters, as well as sales offices, facilities for manufacturing, engineering and district operations, a laboratory, warehouse and storage yards. All of these properties are leased from third parties. We believe that these facilities are adequate for our current operations and that none of our leases are individually material to our business.
Item 2 of the 10-K filed Mar 5, 2026.5
Leadership
Who has led NCS Multistage Holdings, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
20202025
- Chief executive officerRyan Hummer Nov 3, 2022 to now14
- Chief executive officerRobert Nipper Apr 27, 2017 to Mar 4, 202215
- PresidentMarty Stromquist Apr 27, 2017 to Mar 3, 202016
- Chief financial officerMichael L. Morrison Nov 3, 2022 to now17
- Chief financial officerRyan Hummer Apr 27, 2017 to Mar 4, 202218
Board members and other officers (22)
- OfficerMichael L. Morrison Sep 1, 2026 to now19
- OfficerRyan Hummer Sep 1, 2026 to now20
- VP, ControllerDewayne Williams Mar 14, 2023 to now21
- Executive VP, GC and SecretaryOri Lev Mar 2, 2021 to now22
- Vice President, FinanceLori A. Cole Apr 2, 2020 to Mar 3, 202323
- Chief Strategy OfficerJames Gambrell King Mar 4, 2019 to Mar 3, 202324
- Executive VP, GC and SecretaryKevin Trautner Apr 27, 2017 to Apr 27, 201725
- Chief Operations OfficerTim Willems Apr 27, 2017 to now26
- CAO and TreasurerWade Bitter Apr 27, 2017 to Mar 3, 202027
- Board memberRyan Hummer Nov 3, 2022 to now14
- Board memberValerie A. Mitchell Aug 22, 2019 to now28
- Board memberDavid M. McKenna Apr 27, 2017 to May 5, 201729
- Board memberFranklin Myers Apr 27, 2017 to Mar 3, 202030
- Board memberGurinder Grewal Apr 27, 2017 to now31
- Board memberJohn D. Deane Apr 27, 2017 to now32
- Board memberMarty Stromquist Apr 27, 2017 to Mar 2, 202316
- Board memberMatthew D. Fitzgerald Apr 27, 2017 to Mar 3, 202333
- Board memberMichael McShane Apr 27, 2017 to now34
- Board memberRobert Nipper Apr 27, 2017 to now15
- Board memberW. Matt Ralls Apr 27, 2017 to now35
- General counselOri Lev May 11, 2020 to May 11, 202036
- General counselKevin Trautner Aug 24, 2017 to Mar 3, 202037
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- NCS International 2, LLC Texas4
- NCS International, LLC Texas4
- NCS Multistage Argentina S.R.L. Argentina4
- NCS Multistage Global Services, LLC Texas4
- NCS Multistage Global Services, LLC (UK) United Kingdom4
- NCS Multistage Inc. Canada4
- NCS Multistage Norge Norway4
- NCS Multistage, LLC Texas4
- Pioneer Intermediate, Inc. Delaware4
- Pioneer Investment, Inc. Delaware4
- Pioneer NCS Energy Holdco, LLC Texas4
- RJ Machine Mexico, S. de R.L. de C.V. Mexico4
- Repeat Precision, LLC Texas4
- STS Holdings, Inc. Nevada4
- STS Logistics and Analytics, LLC Oklahoma4
- STS Tracer Services, Ltd. Canada4
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Timeline
- Sep 1, 20268-K Ended a material agreement; Completed an acquisition or sale; Listing notice or transfer38
- Aug 24, 20268-K Regulation FD disclosure39
- Jul 30, 20268-K Results of operations40
- Jun 2, 20268-K Entered a material agreement; Shareholder vote; Other events41
- May 27, 20268-K Shareholder vote42
- Apr 29, 20268-K Results of operations43
- Mar 4, 20268-K Results of operations44
- Oct 29, 20258-K Results of operations45
- Jul 31, 20258-K Results of operations46
- May 21, 20258-K Shareholder vote47
- Apr 30, 20258-K Results of operations48
- Mar 10, 20258-K Results of operations49
- Nov 3, 2022New chief executive Ryan Hummer becomes CEO14
- Apr 27, 2017New chief executive Robert Nipper becomes CEO15
- Nov 28, 2012Founded NCS Multistage Holdings, Inc. is founded2
Calendar
Coming up
- Around Oct 30, 2026Next results, estimated About a quarter after its last report. The company hasn't announced the date.
When it reported results
- Jul 30, 2026Reported quarterly or annual results40
- Apr 29, 2026Reported quarterly or annual results43
- Mar 4, 2026Reported quarterly or annual results44
- Oct 29, 2025Reported quarterly or annual results45
- Jul 31, 2025Reported quarterly or annual results46
- Apr 30, 2025Reported quarterly or annual results48
- Mar 10, 2025Reported quarterly or annual results49
- Oct 30, 2024Reported quarterly or annual results50
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
227 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 37 major events, 108 insider forms, 8 large holders, 54 other. The latest 20:
- Sep 11, 202615-12G EDGAR
- Sep 8, 2026EFFECT EDGAR
- Sep 8, 2026EFFECT EDGAR
- Sep 8, 2026EFFECT EDGAR
- Sep 1, 2026S-8 POS EDGAR
- Sep 1, 2026S-8 POS EDGAR
- Sep 1, 2026S-8 POS EDGAR
- Sep 1, 2026S-8 POS EDGAR
- Sep 1, 2026S-8 POS EDGAR
- Sep 1, 2026S-8 POS EDGAR
- Sep 1, 2026POS AM EDGAR
- Sep 1, 2026POS AM EDGAR
- Sep 1, 2026POS AM EDGAR
- Sep 1, 20264 EDGAR
- Sep 1, 20264 EDGAR
- Sep 1, 20264 EDGAR
- Sep 1, 20264 EDGAR
- Sep 1, 20264 EDGAR
- Sep 1, 20264 EDGAR
- Sep 1, 20264 EDGAR
The 227 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
12 open-market trades by officers, directors and large owners since October 2021: 0 buys and 12 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Sep 1, 2026 | ADVENT INTERNATIONAL, L.P.10% owner | Sale | 1,478,426 | Form 4 | ||
| Nov 5, 2025 | Nipper RobertDirector | Sale | 1,000 | $40.00 | $40.0K | Form 4 |
| Nov 3, 2025 | Nipper RobertDirector | Sale | 3,147 | $40.00 | $125.9K | Form 4 |
| Aug 5, 2025 | Mitchell Valerie ADirector | Sale | 1,969 | $30.16 | $59.4K | Form 4 |
| Aug 4, 2025 | Mitchell Valerie ADirector | Sale | 548 | $30.00 | $16.4K | Form 4 |
| Mar 13, 2025 | Mitchell Valerie ADirector | Sale | 1,187 | $28.00 | $33.2K | Form 4 |
| Mar 12, 2025 | Mitchell Valerie ADirector | Sale | 357 | $29.02 | $10.4K | Form 4 |
| Dec 1, 2022 | Stromquist MartyDirector | Sale | 642 | $26.59 | $17.1K | Form 4 |
| Nov 30, 2022 | Stromquist MartyDirector | Sale | 695 | $26.46 | $18.4K | Form 4 |
| Nov 29, 2022 | Stromquist MartyDirector | Sale | 348 | $26.00 | $9.0K | Form 4 |
| Nov 23, 2022 | Stromquist MartyDirector | Sale | 700 | $26.79 | $18.8K | Form 4 |
| Nov 22, 2022 | Stromquist MartyDirector | Sale | 615 | $26.84 | $16.5K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- ADVENT INTERNATIONAL, L.P.SCHEDULE 13G/A, 2 filings May 15, 2025 to Sep 1, 202651
- TOCQUEVILLE ASSET MANAGEMENT L.P.SCHEDULE 13G/A, 5 filings Feb 14, 2022 to Nov 14, 202552
- AMERICAN CENTURY INVESTMENT MANAGEMENT INCSC 13G/A, 1 filing Feb 4, 202253
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Ryan Hummer | $470.8K | $1.9M54 | |
| 2025 | Tim Willems | $374.1K | $1.1M54 | |
| 2025 | Michael Morrison | $369.0K | $1.1M54 | |
| 2024 | Chief Executive Officer | $400.0K | $1.7M54 | |
| 2024 | Chief Operations Officer | $365.0K | $1.2M54 | |
| 2024 | Chief Financial Officer | $355.0K | $1.1M54 |
SEC filer profile
How NCS Multistage Holdings, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARNCS Multistage Holdings, Inc.1
- CIK0001692427
- Employer ID (EIN)46-15274555
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company5
- Incorporated inDelaware5
- Fiscal year endsDecember 311
- Industry code (SIC)1389 Oil & Gas Field Services, NEC1
- SEC reviewing officeOffice of Energy & Transportation, Division of Corporation Finance1
- Business address19350 State Highway 249, Suite 600, Houston, TX 770701
- Phone281-453-22221
- Shares outstanding2,624,523 as of Jul 28, 202612
- Public float$23.9M as of Jun 30, 20255
- AuditorGRANT THORNTON LLP, Houston, Texas PCAOB ID 248; no auditor attestation of internal control over financial reporting5
- On EDGAR sinceDec 29, 20161
- Filings488 in all: 4 (218), 8-K (87), 10-Q (29), 3 (22), 425 (12), DEFA14A (10), 10-K (9), DEF 14A (9)1
All 38 form types
CORRESP (8), SC 13G/A (8), UPLOAD (8), EFFECT (7), 144 (6), S-8 (6), S-8 POS (6), SC 13G (5), 8-K/A (4), ARS (4), SCHEDULE 13G/A (4), POS AM (3), S-3 (3), DRSLTR (2), S-1/A (2), S-3/A (2), 15-12G (1), 25-NSE (1), 3/A (1), 424B4 (1), 8-A12B (1), CERTNAS (1), DEF 14C (1), DEFM14C (1), DRS (1), DRS/A (1), FWP (1), PRE 14C (1), S-1 (1), SC 13D (1)
- Latest filingsAnnual report (10-K) Mar 5, 2026
Quarterly report (10-Q) Jul 31, 2026
Proxy statement (DEF 14A) Apr 2, 2026
Latest 8-K (8-K) Sep 1, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.01 par value | NCSM | Nasdaq |
From the cover page of the 10-K filed Mar 5, 2026 (Section 12(b) of the Exchange Act).5
Risk factors and legal proceedings
The risks NCS Multistage Holdings, Inc. names in Item 1A of its 10-K filed Mar 5, 2026: 49 risks under these headings, as written.5
- Risks Related to Our Business and the Oil and Natural Gas Industry
- Risks Related to Technology Advancement and Cybersecurity
- Risks Related to Environmental and Regulatory Matters
- Risks Related to Our Indebtedness and Ownership of Our Common Stock
- Our business depends on the levels of expenditures by companies in the oil and natural gas industry and particularly on the level of E&P activity in Canada, the United States and internationally.
- The cyclicality of the oil and natural gas industry may cause our results of operations to fluctuate.
- Competition within our industry may adversely affect our competitive position and profitability.
- We may not be able to successfully implement our strategy of increasing sales of our products and services for use in the United States or select international markets.
- The loss of any of our significant customers, or their failure to pay the amounts they owe us, could cause our revenue and cash flow to decline substantially.
- The products and services we provide are used in operations that are subject to potential hazards inherent in the oil and natural gas industry, including claims for personal injury and property damage, and, as a result, we are exposed to potential liabilities that may affect our financial condition and reputation.
- Losses and liabilities from our operations could have a material adverse effect on our business, financial condition and results of operations.
- We could be subject to additional income tax liabilities.
The other 41 risks
- Policy changes affecting international trade, including the potential imposition of new or increased tariffs, could adversely impact the demand for our products and our competitive position.
- We are exposed to counterparty credit risk. Nonpayment and nonperformance by our customers, suppliers or vendors could adversely impact our operations, cash flows and financial condition.
- The growth of our business through acquisitions or strategic partnerships exposes us to various risks, including identifying suitable opportunities, selecting appropriate targets, and integrating businesses, assets and personnel.
- We may be adversely affected by the effects of inflation.
- Disruptions or delays involving our suppliers or increases in prices for the components, raw materials and parts that we obtain from our suppliers could have a material adverse effect on our business and consolidated results of operations.
- Our success may depend on the continued service and availability of key personnel, including attracting and retaining skilled and technically knowledgeable employees.
- We conduct a portion of our operations through the Repeat Precision joint venture, which subjects us to additional risks that could adversely affect the success of these operations and the ability of Repeat Precision to make cash distributions to us, which could adversely impact our business, financial position and results of operations.
- A significant portion of our revenue is generated in Canada and denominated in CAD and could be negatively impacted by currency fluctuations.
- Our operations may be limited or disrupted in certain parts of the continental United States, Canada and the North Sea during severe weather conditions, including severe winters or wildfires, which could have a material adverse effect on our business, financial condition and results of operations.
- Explosive incidents arising out of dangerous materials used in our business could disrupt operations and result in bodily injuries and property damages, which occurrences could have a material adverse effect on our business, financial condition and results of operations.
- If we are unable to accurately predict customer demand or if customers cancel their orders on short notice, we may hold excess or obsolete inventory, which may impact gross margins. Conversely, insufficient inventory would result in lost revenue opportunities and potentially a loss in market share and damaged customer relationships.
- Our business operations in countries outside of the United States are subject to U.S. and non-U.S. federal laws and regulations, including restrictions imposed by the Foreign Corrupt Practices Act as well as trade sanctions administered by the OFAC and the Commerce Department.
- Impairment of the carrying value of long-lived assets including goodwill could negatively affect our operating results.
- Our operations and our customers’ operations are subject to a variety of governmental laws and regulations that may increase our costs, limit the demand for our products and services or restrict our operations.
- We may be adversely affected by disputes regarding intellectual property rights of third parties.
- Our success depends on our ability to develop and implement new technologies, products and services that align with the needs of our customers, including addressing the shift to more non-traditional energy markets as part of the energy transition.
- Advancements in drilling and well completion technologies and processes could have a material adverse effect on our business, financial condition, results of operations and cash flows.
- Our competitors may infringe upon, misappropriate, violate or challenge the validity or enforceability of our intellectual property and we may not be able to adequately protect or enforce our intellectual property rights in the future.
- Loss of, or interruption to, our information and computer systems could adversely affect our business.
- We are subject to cybersecurity risks. A cyber incident could occur and result in information theft, data corruption, operational disruption and/or financial loss.
- Emerging AI and machine learning technologies could disrupt our business model and competitive position.
- Complications with our ERP system could adversely impact our business and operations.
- We may not be able to satisfy technical requirements, testing requirements, code requirements or other specifications under contracts and contract tenders.
- Hydraulic fracturing is substantially dependent on the availability of water. Restrictions on the ability of our customers to obtain water may have a material adverse effect on our business, financial condition and results of operations.
- The adoption of climate change legislation or regulations restricting emissions of GHGs, and associated litigation, could result in increased compliance or operating costs, limit the areas in which our customers may conduct E&P activities, and reduce demand for oil and natural gas.
- Legislative and regulatory initiatives relating to hydraulic fracturing could result in increased costs and additional operating restrictions or delays on our customers, which could in turn decrease the demand for our products and services.
- Restrictions on drilling activities intended to protect certain species of wildlife may adversely affect the ability of our customers to conduct drilling activities in some of the areas where we operate.
- We may not be able to meet applicable regulatory requirements for the use of certain chemicals by our tracer diagnostics business, and, even if requirements are met, complying on an ongoing basis with the numerous regulatory requirements may be time-consuming and costly.
- Risks Relating to Our Indebtedness
- We and our subsidiaries may be able to incur substantial indebtedness or other cash obligations, which could adversely affect our financial condition and our ability to operate our business, and we may not be able to generate sufficient cash flows to meet our debt service obligations.
- Restrictive covenants in the agreement governing our ABL Facility or other indebtedness may restrict our ability to pursue our business strategies.
- We are a holding company and rely on dividends, distributions and other payments, advances and transfers of funds from our subsidiaries to meet our obligations.
- Risks Relating to Ownership of Our Common Stock
- The price of our common stock may be volatile and you could lose all or part of your investment.
- We are controlled by the Advent Funds, whose interests may differ from those of our public stockholders.
- Advent and our directors that were previously affiliated with Advent, with certain exceptions, do not have obligations to present business opportunities to us and may compete with us.
- Future sales of our common stock, or the perception in the public markets that these sales may occur, could cause the market price for our common stock to decline.
- We have elected to take advantage of the “controlled company” exemption to the corporate governance rules for publicly-listed companies, which could make our common stock less attractive to some investors or otherwise harm our stock price.
- Anti-takeover protections in our amended and restated certificate of incorporation, our amended and restated bylaws or our contractual obligations may discourage or prevent a takeover of our company, even if an acquisition would be beneficial to our stockholders.
- We are a “smaller reporting company” and have elected to comply with reduced reporting requirements, which could make our common stock less attractive to investors.
- We may identify material weaknesses or otherwise fail to maintain an effective system of internal controls, which may result in material misstatements of our financial statements or cause to us to fail to meet our reporting obligations or fail to prevent fraud; which would harm our business and could negatively impact the price of our common stock.
- Our amended and restated certificate of incorporation provides, subject to certain exceptions, that the Court of Chancery of the State of Delaware will be the sole and exclusive forum for certain stockholder litigation matters, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees or stockholders.
- Public and investor sentiment towards climate change, fossil fuels and other ESG matters could adversely affect our operations, cost of capital, availability of capital and the price of our common stock.
Legal proceedings
See “Note 12. Commitments and Contingencies” of our consolidated financial statements for further information regarding our legal proceedings.
The opening of Item 3, Legal Proceedings.5
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 14SEC EDGARRyan Hummer, Chief executive officer
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- 16SEC EDGARMarty Stromquist, President
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- 18SEC EDGARRyan Hummer, Chief financial officer
- 19SEC EDGARMichael L. Morrison, Officer
- 20SEC EDGARRyan Hummer, Officer
- 21SEC EDGARDewayne Williams, VP, Controller
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- 27SEC EDGARWade Bitter, CAO and Treasurer
- 28SEC EDGARValerie A. Mitchell, Board member
- 29SEC EDGARDavid M. McKenna, Board member
- 30SEC EDGARFranklin Myers, Board member
- 31SEC EDGARGurinder Grewal, Board member
- 32SEC EDGARJohn D. Deane, Board member
- 33SEC EDGARMatthew D. Fitzgerald, Board member
- 34SEC EDGARMichael McShane, Board member
- 35SEC EDGARW. Matt Ralls, Board member
- 36SEC EDGAROri Lev, General counsel
- 37SEC EDGARKevin Trautner, General counsel
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- 39SEC EDGARRegulation FD disclosure
- 40SEC EDGARResults of operations
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- 42SEC EDGARShareholder vote
- 43SEC EDGARResults of operations
- 44SEC EDGARResults of operations
- 45SEC EDGARResults of operations
- 46SEC EDGARResults of operations
- 47SEC EDGARShareholder vote
- 48SEC EDGARResults of operations
- 49SEC EDGARResults of operations
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