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Oil States Announces Fourth Quarter 2024 Results

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  • Net income of $15.2 million, or $0.24 per share, reported for the quarter, which included a facility sale gain of $15.3 million partially offset by restructuring and other charges totaling $3.1 million (net after-tax benefit of $9.6 million, or $0.16 per share)
  • Adjusted net income of $5.5 million, or $0.09 per share, excluding the facility sale gain and restructuring charges (a non-GAAP measure(1))
  • Consolidated revenues of $164.6 million decreased 6% sequentially, driven primarily by lower U.S. land-based activity and the exit of certain service lines in the third quarter of 2024
  • Adjusted EBITDA (a non-GAAP measure(1)) of $18.7 million
  • Generated cash flows from operations of $18.2 million
  • Sold a previously idled facility for net cash proceeds of $24.8 million, resulting in a pre-tax gain of $15.3 million
  • Purchased $9.1 million of our common stock during the quarter

HOUSTON--(BUSINESS WIRE)-- Oil States International, Inc. (NYSE: OIS):

Ìý

Three Months Ended

Ìý

% Change

(Unaudited, In Thousands, Except Per Share Amounts)

December 31,
2024

Ìý

September 30,
2024

Ìý

December 31,
2023

Ìý

Sequential

Ìý

Year-over-
Year

Consolidated results:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Revenues

$

164,595

Ìý

Ìý

$

174,348

Ìý

Ìý

$

208,266

Ìý

Ìý

(6

)%

Ìý

(21

)%

Operating income (loss)(3)

$

18,484

Ìý

Ìý

$

(11,041

)

Ìý

$

7,830

Ìý

Ìý

n.m.

Ìý

136

%

Net income (loss)

$

15,164

Ìý

Ìý

$

(14,349

)

Ìý

$

5,963

Ìý

Ìý

n.m.

Ìý

154

%

Adjusted net income (loss), excluding charges and credits(1)

$

5,537

Ìý

Ìý

$

2,696

Ìý

Ìý

$

7,071

Ìý

Ìý

105

%

Ìý

(22

)%

Adjusted EBITDA(1)

$

18,734

Ìý

Ìý

$

21,531

Ìý

Ìý

$

23,978

Ìý

Ìý

(13

)%

Ìý

(22

)%

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Revenues by segment(2):

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Offshore Manufactured Products

$

107,253

Ìý

Ìý

$

102,234

Ìý

Ìý

$

126,489

Ìý

Ìý

5

%

Ìý

(15

)%

Completion and Production Services

Ìý

30,090

Ìý

Ìý

Ìý

40,099

Ìý

Ìý

Ìý

51,208

Ìý

Ìý

(25

)%

Ìý

(41

)%

Downhole Technologies

Ìý

27,252

Ìý

Ìý

Ìý

32,015

Ìý

Ìý

Ìý

30,569

Ìý

Ìý

(15

)%

Ìý

(11

)%

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Revenues by destination:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Offshore and international

$

118,187

Ìý

Ìý

$

113,856

Ìý

Ìý

$

135,885

Ìý

Ìý

4

%

Ìý

(13

)%

U.S. land

Ìý

46,408

Ìý

Ìý

Ìý

60,492

Ìý

Ìý

Ìý

72,381

Ìý

Ìý

(23

)%

Ìý

(36

)%

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Operating income (loss) by segment(2)(3):

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Offshore Manufactured Products

$

21,009

Ìý

Ìý

$

19,310

Ìý

Ìý

$

24,167

Ìý

Ìý

9

%

Ìý

(13

)%

Completion and Production Services

Ìý

(4,004

)

Ìý

Ìý

(18,267

)

Ìý

Ìý

(1,102

)

Ìý

78

%

Ìý

(263

)%

Downhole Technologies

Ìý

(4,031

)

Ìý

Ìý

(3,653

)

Ìý

Ìý

(5,726

)

Ìý

(10

)%

Ìý

30

%

Corporate

Ìý

5,510

Ìý

Ìý

Ìý

(8,431

)

Ìý

Ìý

(9,509

)

Ìý

n.m.

Ìý

n.m.

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Adjusted Segment EBITDA(1)(2):

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Offshore Manufactured Products

$

24,748

Ìý

Ìý

$

23,303

Ìý

Ìý

$

28,838

Ìý

Ìý

6

%

Ìý

(14

)%

Completion and Production Services

Ìý

3,545

Ìý

Ìý

Ìý

5,413

Ìý

Ìý

Ìý

5,903

Ìý

Ìý

(35

)%

Ìý

(40

)%

Downhole Technologies

Ìý

131

Ìý

Ìý

Ìý

1,078

Ìý

Ìý

Ìý

(1,420

)

Ìý

(88

)%

Ìý

n.m.

Corporate

Ìý

(9,690

)

Ìý

Ìý

(8,263

)

Ìý

Ìý

(9,343

)

Ìý

117

%

Ìý

104

%

___________________

(1)

These are non-GAAP measures. See “Reconciliations of GAAP to Non-GAAP Financial Information� tables below for reconciliations to their most comparable GAAP measures as well as further clarification and explanation.

(2)

In the first quarter of 2024, certain short-cycle, consumable product operations historically reported within the Offshore Manufactured Products segment were integrated into the Downhole Technologies segment. 2023 segment financial data, backlog and other information (as presented herein) were conformed with the revised segment presentation. In the third quarter of 2024, the Well Site Services segment’s name was changed to Completion and Production Services following the sale of its remaining drilling rigs and the exit of its flowback and well testing service offerings.

(3)

Operating income (loss) included charges totaling: $3.1 million for the three months ended December 31, 2024; $18.2 million for the three months ended September 30, 2024; and $1.4 million for the three months ended December 31, 2023. Fourth quarter 2024 results also included a gain of $15.3 million associated with the sale of a previously idled facility. See “Segment Data� below for additional information.

Oil States International, Inc. reported net income of $15.2 million, or $0.24 per share, and Adjusted EBITDA of $18.7 million for the fourth quarter of 2024 on revenues of $164.6 million. Reported fourth quarter 2024 net income included a gain of $15.3 million ($12.1 million after-tax or $0.20 per share) associated with the sale of a previously idled facility and charges of $3.1 million ($2.5 million after-tax or $0.04 per share) associated primarily with the restructuring of certain U.S. land-based operations and facility closures. These results compare to revenues of $174.3 million, a net loss of $14.3 million, or $0.23 per share, and Adjusted EBITDA of $21.5 million reported in the third quarter of 2024, which included charges of $18.2 million ($17.0 million after-tax, or $0.27 per share) associated with the restructuring of certain U.S. land-based operations, including facility closures, personnel reductions and patent defense.

For the year ended December 31, 2024, the Company reported a net loss of $11.3 million, or $0.18 per share, and Adjusted EBITDA of $77.0 million on revenues of $692.6 million. The full-year 2024 results included a non-cash goodwill impairment charge of $10.0 million ($9.5 million after-tax, or $0.15 per share), charges of $28.3 million ($22.3 million after-tax or $0.36 per share) associated with the restructuring of certain U.S. land-based operations, including facility closures, personnel reductions and patent defense, partially offset by a gain of $15.3 million ($12.1 million after-tax or $0.20 per share) associated with the sale of a previously idled facility. The 2024 results compare to net income of $12.9 million, or $0.20 per share, and Adjusted EBITDA of $87.8 million on revenues of $782.3 million in 2023. The full-year 2023 results included charges of $3.1 million ($2.5 million after-tax, or $0.04 per share) associated with facility consolidation and patent defense.

Oil States� President and Chief Executive Officer, Cindy B. Taylor, stated:

“Continuing with earlier themes, our offshore and international operations were very resilient in terms of revenue, Adjusted EBITDA and bookings during the fourth quarter. However, sequential improvements in these regions were offset by ongoing declines in our U.S. land driven operations due to extensive holiday slowdowns in activity during the quarter. Our completions work in the Gulf of America was also slow to recover from disruptions noted in the third quarter, but recently has recovered to much higher activity levels.

“Our Offshore Manufactured Products segment revenues rose 5% sequentially, totaling $107 million in the fourth quarter, while Adjusted Segment EBITDA rose 6% to $25 million on a favorable revenue mix. Bookings increased 1% sequentially, totaling $113 million compared to $112 million booked in the third quarter of 2024, yielding backlog of $311 million as of December 31 and a quarterly book-to-bill ratio of 1.1x. The outlook for our offshore and international project-driven businesses remains strong with growing market acceptance of our new technology offerings including our integrated riser joint used in managed pressure drilling operations.

“Given the highly cyclical nature of select U.S. service lines, we continued our strategic initiatives around business mix optimization and capital allocation within our Completion and Production Services and Downhole Technologies segments. Strategic efforts to improve our U.S. operational performance along with the exit of more commoditized business lines should enhance our U.S. land driven operating margins in future periods.�

Business Segment Results

In first quarter 2024, certain short-cycle, consumable product operations historically reported within the Offshore Manufactured Products segment (legacy frac plugs and elastomer products) were integrated into our Downhole Technologies segment to better align with the underlying activity demand drivers and current segment management structure, as well as provide for additional operational synergies. Historical 2023 segment financial data (GAAP and non-GAAP), backlog and other information (as presented herein) were conformed with the revised segment presentation. Additionally, following the sale of its remaining U.S. land-based drilling rigs and the exit of the flowback and well testing service offering in the third quarter of 2024, the Company’s Well Site Services segment name was changed to Completion and Production Services.

(See Segment Data and Adjusted Segment EBITDA tables below)

Offshore Manufactured Products

Offshore Manufactured Products reported revenues of $107.3 million, operating income of $21.0 million and Adjusted Segment EBITDA of $24.7 million in the fourth quarter of 2024, compared to revenues of $102.2 million, operating income of $19.3 million and Adjusted Segment EBITDA of $23.3 million reported in the third quarter of 2024. Adjusted Segment EBITDA margin was 23% in both the fourth and third quarter of 2024.

Backlog totaled $311 million as of December 31, 2024. Fourth quarter bookings increased 1%, totaling $113 million, compared to bookings of $112 million in the third quarter � yielding a quarterly book-to-bill ratio of 1.1x.

Completion and Production Services

Completion and Production Services reported revenues of $30.1 million, an operating loss of $4.0 million and Adjusted Segment EBITDA of $3.5 million in the fourth quarter of 2024, compared to revenues of $40.1 million, an operating loss of $18.3 million and Adjusted Segment EBITDA of $5.4 million reported in the third quarter of 2024. Adjusted Segment EBITDA margin was 12% in the fourth quarter of 2024, compared to 13% in the third quarter of 2024.

During the third quarter of 2024, the segment implemented restructuring actions in its U.S. land-based businesses to reduce costs and improve future operating margins, which included the exit of two underperforming service offerings and the closure of several facilities leading to reductions in its U.S. workforce. The segment’s U.S. land restructuring initiatives continued into the fourth quarter of 2024 with additional facility closures. As a result of these and other strategic actions previously taken, the segment’s operating loss for the fourth quarter of 2024 included $1.2 million of operating lease asset impairment charges and $1.9 million of costs associated with the exit of underperforming service locations. Additionally, during the third and fourth quarters of 2024, the segment recorded costs totaling $1.4 million associated with the enforcement of certain patents related to its proprietary technologies. These patent disputes were settled during the fourth quarter.

The segment’s exited U.S. land-based businesses collectively generated revenues of $1.3 million and operating losses of $3.7 million in the current quarter, which included operating lease asset impairment charges of $1.2 million, facility closure and other charges totaling $1.9 million as well as depreciation and amortization expense of $1.0 million. During full-year 2024, service offerings and facilities exited in 2024 collectively generated revenues of $40.6 million and operating losses of $19.6 million, which included intangible and operating lease asset impairment charges of $14.1 million, facility closure and other charges totaling $7.0 million as well as depreciation and amortization expense of $7.9 million.

Downhole Technologies

Downhole Technologies reported revenues of $27.3 million, an operating loss of $4.0 million and Adjusted Segment EBITDA of $0.1 million in the fourth quarter of 2024, compared to revenues of $32.0 million, an operating loss of $3.7 million and Adjusted Segment EBITDA of $1.1 million in the third quarter of 2024.

During the third quarter of 2024, the segment implemented actions to reduce costs and improve future operating margins, which included the exit of an underperforming location as well as reductions in its U.S. workforce. The segment’s operating loss in the third quarter of 2024 included costs of $1.2 million associated with an operating lease asset impairment, workforce reductions and a customer bankruptcy.

Corporate

Corporate operating income in the fourth quarter of 2024 totaled $5.5 million.

During the fourth quarter of 2024, the Company sold a previously idled facility (held-for-sale) for net cash proceeds of $24.8 million, resulting in the recognition of a gain of $15.3 million, which is included in operating income (loss) but excluded from Adjusted EBITDA.

Interest Expense, Net

Net interest expense totaled $1.7 million in the fourth quarter of 2024, which included $0.3 million of non-cash amortization of deferred debt issuance costs.

Income Taxes

During the fourth quarter of 2024, the Company recognized tax expense of $1.8 million on pre-tax income of $17.0 million, which included unfavorable changes in valuation allowances recorded against deferred tax assets and certain non-deductible expenses. The Company recognized income tax expense of $2.2 million on a pre-tax loss of $12.1 million in the third quarter of 2024, which included unfavorable changes in valuation allowances recorded against deferred tax assets and certain non-deductible expenses.

Cash Flows

During the fourth quarter of 2024, cash flows provided by operations totaled $18.2 million and cash flows provided by investing activities totaled $11.1 million, yielding free cash flows of $29.3 million during the quarter. Net debt (total debt less cash and cash equivalents) was reduced by $19.4 million during the quarter after repurchasing $9.1 million of common stock.

On October 24, 2024, the Company’s Board of Directors terminated the Company’s existing share repurchase program and replaced it with a new $50 million authorization which expires in October 2026.

Financial Condition

Cash on-hand totaled $65.4 million at December 31, 2024. No borrowings were outstanding under the Company’s asset-based revolving credit facility at December 31, 2024.

Conference Call Information

The call is scheduled for February 21, 2025 at 9:00 a.m. Central Standard Time, is being webcast and can be accessed from the Company’s website at . Participants may also join the conference call by dialing 1 (888) 210-3346 in the United States or by dialing +1 (646) 960-0253 internationally and using the passcode 7534957. A replay of the conference call will be available approximately two hours after the completion of the call and can be accessed from the Company’s website at .

About Oil States

Oil States International, Inc. is a global provider of manufactured products and services to customers in the energy, industrial and military sectors. The Company’s manufactured products include highly engineered capital equipment and consumable products. Oil States is headquartered in Houston, Texas with manufacturing and service facilities strategically located across the globe. Oil States is publicly traded on the New York Stock Exchange under the symbol “OIS�.

For more information on the Company, please visit Oil States International’s website at .

Cautionary Language Concerning Forward Looking Statements

The foregoing contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are those that do not state historical facts and are, therefore, inherently subject to risks and uncertainties. The forward-looking statements included herein are based on current expectations and entail various risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Such risks and uncertainties include, among others, the level of supply and demand for oil and natural gas, fluctuations in the current and future prices of oil and natural gas, the level of exploration, drilling and completion activity, general global economic conditions, the cyclical nature of the oil and natural gas industry, geopolitical conflicts and tensions, the financial health of our customers, the actions of the Organization of Petroleum Exporting Countries (“OPEC�) and other producing nations with respect to crude oil production levels and pricing, supply chain disruptions, the impact of changes in tariffs and duties on imported materials and exported finished goods, the impact of environmental matters, including executive actions and regulatory efforts to adopt environmental or climate change regulations that may result in increased operating costs or reduced oil and natural gas production or demand globally, consolidation of our customers, our ability to access and the cost of capital in the bank and capital markets, our ability to develop new competitive technologies and products, and other factors discussed in the “Business� and “Risk Factors� sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, and the subsequently filed Quarterly Reports on Form 10-Q and Periodic Reports on Form 8-K. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof, and, except as required by law, the Company undertakes no obligation to update those statements or to publicly announce the results of any revisions to any of those statements to reflect future events or developments.

OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

Ìý

CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands, Except Per Share Amounts)

Ìý

Ìý

Three Months Ended

Ìý

Year Ended

Ìý

December 31,
2024

Ìý

September 30,
2024

Ìý

December 31,
2023

Ìý

December 31,
2024

Ìý

December 31,
2023

Ìý

(Unaudited)

Ìý

(Unaudited)

Ìý

(Unaudited)

Ìý

(Unaudited)

Ìý

Ìý

Revenues:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Products

$

98,859

Ìý

Ìý

$

100,798

Ìý

Ìý

$

123,444

Ìý

Ìý

$

402,565

Ìý

Ìý

$

418,550

Ìý

Services

Ìý

65,736

Ìý

Ìý

Ìý

73,550

Ìý

Ìý

Ìý

84,822

Ìý

Ìý

Ìý

290,023

Ìý

Ìý

Ìý

363,733

Ìý

Ìý

Ìý

164,595

Ìý

Ìý

Ìý

174,348

Ìý

Ìý

Ìý

208,266

Ìý

Ìý

Ìý

692,588

Ìý

Ìý

Ìý

782,283

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Costs and expenses:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Product costs

Ìý

77,821

Ìý

Ìý

Ìý

79,167

Ìý

Ìý

Ìý

97,291

Ìý

Ìý

Ìý

314,628

Ìý

Ìý

Ìý

328,815

Ìý

Service costs

Ìý

47,807

Ìý

Ìý

Ìý

57,422

Ìý

Ìý

Ìý

66,405

Ìý

Ìý

Ìý

221,573

Ìý

Ìý

Ìý

278,073

Ìý

Cost of revenues (exclusive of depreciation and amortization expense presented below)

Ìý

125,628

Ìý

Ìý

Ìý

136,589

Ìý

Ìý

Ìý

163,696

Ìý

Ìý

Ìý

536,201

Ìý

Ìý

Ìý

606,888

Ìý

Selling, general and administrative expense

Ìý

23,386

Ìý

Ìý

Ìý

22,754

Ìý

Ìý

Ìý

22,400

Ìý

Ìý

Ìý

95,009

Ìý

Ìý

Ìý

94,185

Ìý

Depreciation and amortization expense

Ìý

12,180

Ìý

Ìý

Ìý

13,635

Ìý

Ìý

Ìý

14,569

Ìý

Ìý

Ìý

54,708

Ìý

Ìý

Ìý

60,778

Ìý

Impairment of goodwill

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

10,000

Ìý

Ìý

Ìý

�

Ìý

Impairments of intangible assets

Ìý

�

Ìý

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Impairments of operating lease assets

Ìý

1,188

Ìý

Ìý

Ìý

2,579

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

3,767

Ìý

Ìý

Ìý

�

Ìý

Other operating income, net

Ìý

(16,271

)

Ìý

Ìý

(955

)

Ìý

Ìý

(229

)

Ìý

Ìý

(16,195

)

Ìý

Ìý

(2,732

)

Ìý

Ìý

146,111

Ìý

Ìý

Ìý

185,389

Ìý

Ìý

Ìý

200,436

Ìý

Ìý

Ìý

694,277

Ìý

Ìý

Ìý

759,119

Ìý

Operating income (loss)

Ìý

18,484

Ìý

Ìý

Ìý

(11,041

)

Ìý

Ìý

7,830

Ìý

Ìý

Ìý

(1,689

)

Ìý

Ìý

23,164

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Interest expense, net

Ìý

(1,745

)

Ìý

Ìý

(1,824

)

Ìý

Ìý

(1,811

)

Ìý

Ìý

(7,731

)

Ìý

Ìý

(8,189

)

Other income, net

Ìý

257

Ìý

Ìý

Ìý

731

Ìý

Ìý

Ìý

177

Ìý

Ìý

Ìý

1,568

Ìý

Ìý

Ìý

849

Ìý

Income (loss) before income taxes

Ìý

16,996

Ìý

Ìý

Ìý

(12,134

)

Ìý

Ìý

6,196

Ìý

Ìý

Ìý

(7,852

)

Ìý

Ìý

15,824

Ìý

Income tax provision

Ìý

(1,832

)

Ìý

Ìý

(2,215

)

Ìý

Ìý

(233

)

Ìý

Ìý

(3,406

)

Ìý

Ìý

(2,933

)

Net income (loss)

$

15,164

Ìý

Ìý

$

(14,349

)

Ìý

$

5,963

Ìý

Ìý

$

(11,258

)

Ìý

$

12,891

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Net income (loss) per share:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Basic

$

0.24

Ìý

Ìý

$

(0.23

)

Ìý

$

0.09

Ìý

Ìý

$

(0.18

)

Ìý

$

0.20

Ìý

Diluted

Ìý

0.24

Ìý

Ìý

Ìý

(0.23

)

Ìý

Ìý

0.09

Ìý

Ìý

Ìý

(0.18

)

Ìý

Ìý

0.20

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Weighted average number of common shares outstanding:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Basic

Ìý

60,947

Ìý

Ìý

Ìý

62,084

Ìý

Ìý

Ìý

62,483

Ìý

Ìý

Ìý

62,004

Ìý

Ìý

Ìý

62,690

Ìý

Diluted

Ìý

61,392

Ìý

Ìý

Ìý

62,084

Ìý

Ìý

Ìý

63,004

Ìý

Ìý

Ìý

62,004

Ìý

Ìý

Ìý

63,152

Ìý

OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

Ìý

CONSOLIDATED BALANCE SHEETS

(In Thousands)

Ìý

Ìý

December 31, 2024

Ìý

December 31, 2023

Ìý

(Unaudited)

Ìý

Ìý

ASSETS

Ìý

Ìý

Ìý

Current assets:

Ìý

Ìý

Ìý

Cash and cash equivalents

$

65,363

Ìý

Ìý

$

47,111

Ìý

Accounts receivable, net

Ìý

194,336

Ìý

Ìý

Ìý

203,211

Ìý

Inventories, net

Ìý

214,836

Ìý

Ìý

Ìý

202,027

Ìý

Prepaid expenses and other current assets

Ìý

23,691

Ìý

Ìý

Ìý

35,648

Ìý

Total current assets

Ìý

498,226

Ìý

Ìý

Ìý

487,997

Ìý

Ìý

Ìý

Ìý

Ìý

Property, plant, and equipment, net

Ìý

266,871

Ìý

Ìý

Ìý

280,389

Ìý

Operating lease assets, net

Ìý

19,537

Ìý

Ìý

Ìý

21,970

Ìý

Goodwill, net

Ìý

69,709

Ìý

Ìý

Ìý

79,867

Ìý

Other intangible assets, net

Ìý

125,862

Ìý

Ìý

Ìý

153,010

Ìý

Other noncurrent assets

Ìý

24,903

Ìý

Ìý

Ìý

23,253

Ìý

Total assets

$

1,005,108

Ìý

Ìý

$

1,046,486

Ìý

Ìý

Ìý

Ìý

Ìý

LIABILITIES AND STOCKHOLDERS� EQUITY

Ìý

Ìý

Ìý

Current liabilities:

Ìý

Ìý

Ìý

Current portion of long-term debt

$

633

Ìý

Ìý

$

627

Ìý

Accounts payable

Ìý

57,708

Ìý

Ìý

Ìý

67,546

Ìý

Accrued liabilities

Ìý

36,861

Ìý

Ìý

Ìý

44,227

Ìý

Current operating lease liabilities

Ìý

7,284

Ìý

Ìý

Ìý

6,880

Ìý

Income taxes payable

Ìý

2,818

Ìý

Ìý

Ìý

1,233

Ìý

Deferred revenue

Ìý

52,399

Ìý

Ìý

Ìý

36,757

Ìý

Total current liabilities

Ìý

157,703

Ìý

Ìý

Ìý

157,270

Ìý

Ìý

Ìý

Ìý

Ìý

Long-term debt

Ìý

124,654

Ìý

Ìý

Ìý

135,502

Ìý

Long-term operating lease liabilities

Ìý

17,989

Ìý

Ìý

Ìý

18,346

Ìý

Deferred income taxes

Ìý

5,350

Ìý

Ìý

Ìý

7,717

Ìý

Other noncurrent liabilities

Ìý

18,758

Ìý

Ìý

Ìý

18,106

Ìý

Total liabilities

Ìý

324,454

Ìý

Ìý

Ìý

336,941

Ìý

Ìý

Ìý

Ìý

Ìý

Stockholders� equity:

Ìý

Ìý

Ìý

Common stock

Ìý

786

Ìý

Ìý

Ìý

772

Ìý

Additional paid-in capital

Ìý

1,137,949

Ìý

Ìý

Ìý

1,129,240

Ìý

Retained earnings

Ìý

273,660

Ìý

Ìý

Ìý

284,918

Ìý

Accumulated other comprehensive loss

Ìý

(79,532

)

Ìý

Ìý

(69,984

)

Treasury stock

Ìý

(652,209

)

Ìý

Ìý

(635,401

)

Total stockholders� equity

Ìý

680,654

Ìý

Ìý

Ìý

709,545

Ìý

Total liabilities and stockholders� equity

$

1,005,108

Ìý

Ìý

$

1,046,486

Ìý

OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

Ìý

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands)

Ìý

Ìý

Year Ended December 31,

Ìý

Ìý

2024

Ìý

Ìý

Ìý

2023

Ìý

Ìý

(Unaudited)

Ìý

Ìý

Cash flows from operating activities:

Ìý

Ìý

Ìý

Net income (loss)

$

(11,258

)

Ìý

$

12,891

Ìý

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Ìý

Ìý

Ìý

Depreciation and amortization expense

Ìý

54,708

Ìý

Ìý

Ìý

60,778

Ìý

Impairment of goodwill

Ìý

10,000

Ìý

Ìý

Ìý

�

Ìý

Impairments of intangible assets

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Impairments of operating lease assets

Ìý

3,767

Ìý

Ìý

Ìý

�

Ìý

Stock-based compensation expense

Ìý

8,723

Ìý

Ìý

Ìý

6,954

Ìý

Amortization of deferred financing costs

Ìý

1,497

Ìý

Ìý

Ìý

1,798

Ìý

Deferred income tax provision (benefit)

Ìý

(2,356

)

Ìý

Ìý

226

Ìý

Gains on disposals of assets

Ìý

(18,333

)

Ìý

Ìý

(4,075

)

Gains on extinguishment of 4.75% convertible senior notes

Ìý

(515

)

Ìý

Ìý

�

Ìý

Other, net

Ìý

(452

)

Ìý

Ìý

(1,001

)

Changes in operating assets and liabilities:

Ìý

Ìý

Ìý

Accounts receivable

Ìý

5,191

Ìý

Ìý

Ìý

17,132

Ìý

Inventories

Ìý

(14,704

)

Ìý

Ìý

(19,793

)

Accounts payable and accrued liabilities

Ìý

(19,382

)

Ìý

Ìý

(11,743

)

Deferred revenue

Ìý

15,642

Ìý

Ìý

Ìý

(8,033

)

Other operating assets and liabilities, net

Ìý

2,579

Ìý

Ìý

Ìý

1,441

Ìý

Net cash flows provided by operating activities

Ìý

45,894

Ìý

Ìý

Ìý

56,575

Ìý

Ìý

Ìý

Ìý

Ìý

Cash flows from investing activities:

Ìý

Ìý

Ìý

Capital expenditures

Ìý

(37,508

)

Ìý

Ìý

(30,653

)

Proceeds from disposition of property and equipment

Ìý

5,594

Ìý

Ìý

Ìý

5,253

Ìý

Proceeds from disposition of assets held for sale

Ìý

35,070

Ìý

Ìý

Ìý

�

Ìý

Other, net

Ìý

(454

)

Ìý

Ìý

(186

)

Net cash flows provided by (used in) investing activities

Ìý

2,702

Ìý

Ìý

Ìý

(25,586

)

Ìý

Ìý

Ìý

Ìý

Cash flows from financing activities:

Ìý

Ìý

Ìý

Revolving credit facility borrowings

Ìý

22,739

Ìý

Ìý

Ìý

35,816

Ìý

Revolving credit facility repayments

Ìý

(22,739

)

Ìý

Ìý

(35,816

)

Purchases of 4.75% convertible senior notes

Ìý

(10,846

)

Ìý

Ìý

�

Ìý

Repayment of 1.50% convertible senior notes

Ìý

�

Ìý

Ìý

Ìý

(17,315

)

Other debt and finance lease repayments

Ìý

(652

)

Ìý

Ìý

(457

)

Payment of financing costs

Ìý

(1,178

)

Ìý

Ìý

(128

)

Purchases of treasury stock

Ìý

(14,212

)

Ìý

Ìý

(6,867

)

Shares added to treasury stock as a result of net share settlements due to vesting of stock awards

Ìý

(2,596

)

Ìý

Ìý

(1,948

)

Net cash flows used in financing activities

Ìý

(29,484

)

Ìý

Ìý

(26,715

)

Ìý

Ìý

Ìý

Ìý

Effect of exchange rate changes on cash and cash equivalents

Ìý

(860

)

Ìý

Ìý

819

Ìý

Net change in cash and cash equivalents

Ìý

18,252

Ìý

Ìý

Ìý

5,093

Ìý

Cash and cash equivalents, beginning of period

Ìý

47,111

Ìý

Ìý

Ìý

42,018

Ìý

Cash and cash equivalents, end of period

$

65,363

Ìý

Ìý

$

47,111

Ìý

Ìý

Ìý

Ìý

Ìý

Cash paid for:

Ìý

Ìý

Ìý

Interest

$

7,439

Ìý

Ìý

$

7,867

Ìý

Income taxes, net

Ìý

3,847

Ìý

Ìý

Ìý

1,263

Ìý

OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

Ìý

SEGMENT DATA

(In Thousands)

(Unaudited)

Ìý

Ìý

Three Months Ended

Ìý

Year Ended

Ìý

December 31,
2024

Ìý

September 30,
2024

Ìý

December 31,
2023

Ìý

December 31,
2024

Ìý

December 31,
2023

Revenues(1):

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Offshore Manufactured Products

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Project-driven:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Products

$

61,814

Ìý

Ìý

$

58,164

Ìý

Ìý

$

82,839

Ìý

Ìý

$

232,867

Ìý

Ìý

$

235,080

Ìý

Services

Ìý

34,895

Ìý

Ìý

Ìý

32,754

Ìý

Ìý

Ìý

32,875

Ìý

Ìý

Ìý

123,906

Ìý

Ìý

Ìý

112,742

Ìý

Ìý

Ìý

96,709

Ìý

Ìý

Ìý

90,918

Ìý

Ìý

Ìý

115,714

Ìý

Ìý

Ìý

356,773

Ìý

Ìý

Ìý

347,822

Ìý

Military and other products

Ìý

10,544

Ìý

Ìý

Ìý

11,316

Ìý

Ìý

Ìý

10,775

Ìý

Ìý

Ìý

41,127

Ìý

Ìý

Ìý

33,889

Ìý

Total Offshore Manufactured Products

Ìý

107,253

Ìý

Ìý

Ìý

102,234

Ìý

Ìý

Ìý

126,489

Ìý

Ìý

Ìý

397,900

Ìý

Ìý

Ìý

381,711

Ìý

Completion and Production Services

Ìý

30,090

Ìý

Ìý

Ìý

40,099

Ìý

Ìý

Ìý

51,208

Ìý

Ìý

Ìý

163,902

Ìý

Ìý

Ìý

242,633

Ìý

Downhole Technologies

Ìý

27,252

Ìý

Ìý

Ìý

32,015

Ìý

Ìý

Ìý

30,569

Ìý

Ìý

Ìý

130,786

Ìý

Ìý

Ìý

157,939

Ìý

Total revenues

$

164,595

Ìý

Ìý

$

174,348

Ìý

Ìý

$

208,266

Ìý

Ìý

$

692,588

Ìý

Ìý

$

782,283

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Operating income (loss)(1):

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Offshore Manufactured Products(2)

$

21,009

Ìý

Ìý

$

19,310

Ìý

Ìý

$

24,167

Ìý

Ìý

$

65,279

Ìý

Ìý

$

56,289

Ìý

Completion and Production Services(3)

Ìý

(4,004

)

Ìý

Ìý

(18,267

)

Ìý

Ìý

(1,102

)

Ìý

Ìý

(23,225

)

Ìý

Ìý

13,881

Ìý

Downhole Technologies(4)

Ìý

(4,031

)

Ìý

Ìý

(3,653

)

Ìý

Ìý

(5,726

)

Ìý

Ìý

(20,904

)

Ìý

Ìý

(5,874

)

Corporate(5)

Ìý

5,510

Ìý

Ìý

Ìý

(8,431

)

Ìý

Ìý

(9,509

)

Ìý

Ìý

(22,839

)

Ìý

Ìý

(41,132

)

Total operating income (loss)

$

18,484

Ìý

Ìý

$

(11,041

)

Ìý

$

7,830

Ìý

Ìý

$

(1,689

)

Ìý

$

23,164

Ìý

________________

(1)

In the first quarter 2024, certain short-cycle, consumable product operations historically reported within the Offshore Manufactured Products segment were integrated into the Downhole Technologies segment. Historical 2023 segment financial results were conformed with the revised segment presentation. Additionally, following the sale of its remaining U.S. land-based drilling rigs and the exit of the flowback and well testing service offerings in the third quarter of 2024, the Company’s Well Site Services segment name was changed to Completion and Production Services.

(2)

Operating income for the three months ended September 30, 2024 and the year ended December 31, 2024, included facility consolidation charges of $0.4 million and $3.4 million respectively. Operating income for the three months ended December 31, 2023 and the year ended December 31, 2023 included facility consolidation charges of $0.8 million and $2.5 million, respectively, associated with the consolidation and relocation of certain manufacturing and service locations.

(3)

Operating loss for the three months ended December 31, 2024 and September 30, 2024, and the year ended December 31, 2024, included $3.0 million, $15.9 million and $21.5 million, respectively, in costs associated with consolidation and exit of certain underperforming service offerings and locations. Additionally, during the three months ended December 31, 2024 and September 30, 2024, and the year ended December 31, 2024, the segment incurred $0.1 million, $1.3 million and $2.8 million, respectively, of costs associated with the defense of certain patents related to proprietary technologies. Operating income (loss) for the three months and the year ended December 31, 2023 included $0.6 million of costs associated with the defense of certain patents related to proprietary technologies.

(4)

Operating loss for the three months ended September 30, 2024 included $0.6 million in restructuring costs. Operating loss for the year ended December 31, 2024 included a non-cash goodwill impairment charge of $10.0 million, recognized in connection with the 2024 segment realignment, and $0.6 million in restructuring costs.

(5)

Operating income (loss) for the three months and the year ended December 31, 2024 included a $15.3 million gain on sale of a previously idled facility.

OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

Ìý

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION

ADJUSTED EBITDA (A)

(In Thousands)

(Unaudited)

Ìý

Ìý

Three Months Ended

Ìý

Year Ended

Ìý

December 31,
2024

Ìý

September 30,
2024

Ìý

December 31,
2023

Ìý

December 31,
2024

Ìý

December 31,
2023

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Net income (loss)

$

15,164

Ìý

Ìý

$

(14,349

)

Ìý

$

5,963

Ìý

$

(11,258

)

Ìý

$

12,891

Interest expense, net

Ìý

1,745

Ìý

Ìý

Ìý

1,824

Ìý

Ìý

Ìý

1,811

Ìý

Ìý

7,731

Ìý

Ìý

Ìý

8,189

Income tax provision

Ìý

1,832

Ìý

Ìý

Ìý

2,215

Ìý

Ìý

Ìý

233

Ìý

Ìý

3,406

Ìý

Ìý

Ìý

2,933

Depreciation and amortization expense

Ìý

12,180

Ìý

Ìý

Ìý

13,635

Ìý

Ìý

Ìý

14,569

Ìý

Ìý

54,708

Ìý

Ìý

Ìý

60,778

Impairment of goodwill

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

10,000

Ìý

Ìý

Ìý

�

Impairments of intangible assets

Ìý

�

Ìý

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Impairments of operating lease assets

Ìý

1,188

Ìý

Ìý

Ìý

2,579

Ìý

Ìý

Ìý

�

Ìý

Ìý

3,767

Ìý

Ìý

Ìý

�

Facility consolidation/closure and other charges

Ìý

1,941

Ìý

Ìý

Ìý

4,840

Ìý

Ìý

Ìý

1,402

Ìý

Ìý

13,716

Ìý

Ìý

Ìý

3,051

Gain on disposal of property held for sale

Ìý

(15,316

)

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

(15,316

)

Ìý

Ìý

�

Gains on extinguishment of 4.75% convertible senior notes

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

(515

)

Ìý

Ìý

�

Adjusted EBITDA

$

18,734

Ìý

Ìý

$

21,531

Ìý

Ìý

$

23,978

Ìý

$

77,026

Ìý

Ìý

$

87,842

________________

(A)

The term Adjusted EBITDA consists of net income (loss) plus net interest expense, taxes, depreciation and amortization expense, impairments of goodwill, intangible and operating lease assets, and facility consolidation/closure and other charges, less gains on the sale of a previously idled property and extinguishment of 4.75% convertible senior notes (�2026 Notes�). Adjusted EBITDA is not a measure of financial performance under generally accepted accounting principles (“GAAP�) and should not be considered in isolation from or as a substitute for net income (loss) or cash flow measures prepared in accordance with GAAP or as a measure of profitability or liquidity. Additionally, Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. The Company has included Adjusted EBITDA as a supplemental disclosure because its management believes that Adjusted EBITDA provides useful information regarding its ability to service debt and to fund capital expenditures and provides investors a helpful measure for comparing its operating performance with the performance of other companies that have different financing and capital structures or tax rates. The Company uses Adjusted EBITDA to compare and to monitor the performance of the Company and its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan. The table above sets forth reconciliations of Adjusted EBITDA to net income (loss), which is the most directly comparable measure of financial performance calculated under GAAP.

OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

Ìý

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION

ADJUSTED SEGMENT EBITDA (B)

(In Thousands)

(Unaudited)

Ìý

Ìý

Three Months Ended

Ìý

Year Ended

Ìý

December 31,
2024

Ìý

September 30,
2024

Ìý

December 31,
2023

Ìý

December 31,
2024

Ìý

December 31,
2023

Offshore Manufactured Products:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Operating income

$

21,009

Ìý

Ìý

$

19,310

Ìý

Ìý

$

24,167

Ìý

Ìý

$

65,279

Ìý

Ìý

$

56,289

Ìý

Other income, net

Ìý

105

Ìý

Ìý

Ìý

8

Ìý

Ìý

Ìý

44

Ìý

Ìý

Ìý

134

Ìý

Ìý

Ìý

358

Ìý

Depreciation and amortization expense

Ìý

3,634

Ìý

Ìý

Ìý

3,631

Ìý

Ìý

Ìý

3,802

Ìý

Ìý

Ìý

15,205

Ìý

Ìý

Ìý

16,357

Ìý

Facility consolidation/closure and other charges

Ìý

�

Ìý

Ìý

Ìý

354

Ìý

Ìý

Ìý

825

Ìý

Ìý

Ìý

3,364

Ìý

Ìý

Ìý

2,474

Ìý

Adjusted Segment EBITDA

$

24,748

Ìý

Ìý

$

23,303

Ìý

Ìý

$

28,838

Ìý

Ìý

$

83,982

Ìý

Ìý

$

75,478

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Completion and Production Services:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Operating income (loss)

$

(4,004

)

Ìý

$

(18,267

)

Ìý

$

(1,102

)

Ìý

$

(23,225

)

Ìý

$

13,881

Ìý

Other income, net

Ìý

152

Ìý

Ìý

Ìý

723

Ìý

Ìý

Ìý

133

Ìý

Ìý

Ìý

919

Ìý

Ìý

Ìý

491

Ìý

Depreciation and amortization expense

Ìý

4,268

Ìý

Ìý

Ìý

5,749

Ìý

Ìý

Ìý

6,295

Ìý

Ìý

Ìý

22,143

Ìý

Ìý

Ìý

25,318

Ìý

Impairments of intangible assets

Ìý

�

Ìý

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Impairments of operating lease assets

Ìý

1,188

Ìý

Ìý

Ìý

2,092

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

3,280

Ìý

Ìý

Ìý

�

Ìý

Facility consolidation/closure and other charges

Ìý

1,941

Ìý

Ìý

Ìý

4,329

Ìý

Ìý

Ìý

577

Ìý

Ìý

Ìý

10,195

Ìý

Ìý

Ìý

577

Ìý

Adjusted Segment EBITDA

$

3,545

Ìý

Ìý

$

5,413

Ìý

Ìý

$

5,903

Ìý

Ìý

$

24,099

Ìý

Ìý

$

40,267

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Downhole Technologies:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Operating loss

$

(4,031

)

Ìý

$

(3,653

)

Ìý

$

(5,726

)

Ìý

$

(20,904

)

Ìý

$

(5,874

)

Depreciation and amortization expense

Ìý

4,162

Ìý

Ìý

Ìý

4,121

Ìý

Ìý

Ìý

4,306

Ìý

Ìý

Ìý

16,808

Ìý

Ìý

Ìý

18,467

Ìý

Impairment of goodwill

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

10,000

Ìý

Ìý

Ìý

�

Ìý

Impairments of operating lease assets

Ìý

�

Ìý

Ìý

Ìý

487

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

487

Ìý

Ìý

Ìý

�

Ìý

Facility consolidation/closure and other charges

Ìý

�

Ìý

Ìý

Ìý

123

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

123

Ìý

Ìý

Ìý

�

Ìý

Adjusted Segment EBITDA

$

131

Ìý

Ìý

$

1,078

Ìý

Ìý

$

(1,420

)

Ìý

$

6,514

Ìý

Ìý

$

12,593

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Corporate:

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Operating income (loss)

$

5,510

Ìý

Ìý

$

(8,431

)

Ìý

$

(9,509

)

Ìý

$

(22,839

)

Ìý

$

(41,132

)

Other income, net

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

515

Ìý

Ìý

Ìý

�

Ìý

Depreciation and amortization expense

Ìý

116

Ìý

Ìý

Ìý

134

Ìý

Ìý

Ìý

166

Ìý

Ìý

Ìý

552

Ìý

Ìý

Ìý

636

Ìý

Other charges

Ìý

�

Ìý

Ìý

Ìý

34

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

34

Ìý

Ìý

Ìý

�

Ìý

Gain on disposal of property held for sale

Ìý

(15,316

)

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

(15,316

)

Ìý

Ìý

�

Ìý

Gains on extinguishment of 4.75% convertible senior notes

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

(515

)

Ìý

Ìý

�

Ìý

Adjusted Segment EBITDA

$

(9,690

)

Ìý

$

(8,263

)

Ìý

$

(9,343

)

Ìý

$

(37,569

)

Ìý

$

(40,496

)

________________

(B)

The term Adjusted Segment EBITDA consists of operating income (loss) plus other income (expense), depreciation and amortization expense, impairments of goodwill, intangible and operating lease assets, and facility consolidation/closure and other charges, less gains on the sale of a previously idled property and extinguishment of 2026 Notes. Adjusted Segment EBITDA is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for operating income (loss) or cash flow measures prepared in accordance with GAAP or as a measure of profitability or liquidity. Additionally, Adjusted Segment EBITDA may not be comparable to other similarly titled measures of other companies. The Company has included Adjusted Segment EBITDA as supplemental disclosure because its management believes that Adjusted Segment EBITDA provides useful information regarding its ability to service debt and to fund capital expenditures and provides investors a helpful measure for comparing its operating performance with the performance of other companies that have different financing and capital structures or tax rates. The Company uses Adjusted Segment EBITDA to compare and to monitor the performance of its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan. The table above sets forth reconciliations of Adjusted Segment EBITDA to operating income (loss), which is the most directly comparable measure of financial performance calculated under GAAP.

OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES

Ìý

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION

ADJUSTED NET INCOME (LOSS), EXCLUDING CHARGES AND CREDITS (C) AND

ADJUSTED NET INCOME (LOSS) PER SHARE, EXCLUDING CHARGES AND CREDITS (D)

(In Thousands, Except Per Share Amounts)

(Unaudited)

Ìý

Ìý

Three Months Ended

Ìý

Year Ended

Ìý

December 31,
2024

Ìý

September 30,
2024

Ìý

December 31,
2023

Ìý

December 31,
2024

Ìý

December 31,
2023

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Net income (loss)

$

15,164

Ìý

Ìý

$

(14,349

)

Ìý

$

5,963

Ìý

Ìý

$

(11,258

)

Ìý

$

12,891

Ìý

Impairment of goodwill

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

10,000

Ìý

Ìý

Ìý

�

Ìý

Impairments of intangible assets

Ìý

�

Ìý

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

10,787

Ìý

Ìý

Ìý

�

Ìý

Impairments of operating lease assets

Ìý

1,188

Ìý

Ìý

Ìý

2,579

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

3,767

Ìý

Ìý

Ìý

�

Ìý

Facility consolidation/closure and other charges

Ìý

1,941

Ìý

Ìý

Ìý

4,840

Ìý

Ìý

Ìý

1,402

Ìý

Ìý

Ìý

13,716

Ìý

Ìý

Ìý

3,051

Ìý

Gain on disposal of property held for sale

Ìý

(15,316

)

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

(15,316

)

Ìý

Ìý

�

Ìý

Gains on extinguishment of 4.75% convertible senior notes

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

�

Ìý

Ìý

Ìý

(515

)

Ìý

Ìý

�

Ìý

Total adjustments, before taxes

Ìý

(12,187

)

Ìý

Ìý

18,206

Ìý

Ìý

Ìý

1,402

Ìý

Ìý

Ìý

22,439

Ìý

Ìý

Ìý

3,051

Ìý

Tax provision (benefit)

Ìý

2,560

Ìý

Ìý

Ìý

(1,161

)

Ìý

Ìý

(294

)

Ìý

Ìý

(430

)

Ìý

Ìý

(640

)

Total adjustments, net of taxes

Ìý

(9,627

)

Ìý

Ìý

17,045

Ìý

Ìý

Ìý

1,108

Ìý

Ìý

Ìý

22,009

Ìý

Ìý

Ìý

2,411

Ìý

Adjusted net income, excluding charges and credits

$

5,537

Ìý

Ìý

$

2,696

Ìý

Ìý

$

7,071

Ìý

Ìý

$

10,751

Ìý

Ìý

$

15,302

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Adjusted weighted average number of diluted common shares outstanding (E)

Ìý

61,392

Ìý

Ìý

Ìý

62,412

Ìý

Ìý

Ìý

63,004

Ìý

Ìý

Ìý

62,376

Ìý

Ìý

Ìý

63,152

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Adjusted diluted net income per share, excluding charges and credits (E)

$

0.09

Ìý

Ìý

$

0.04

Ìý

Ìý

$

0.11

Ìý

Ìý

$

0.17

Ìý

Ìý

$

0.24

Ìý

________________

(C)

Adjusted net income, excluding charges and credits consists of net income (loss) plus impairments of goodwill, intangible and operating lease assets, and facility consolidation/closure and other charges, less gains on the sale of a previously idled property and extinguishment of the 2026 Notes. Adjusted net income, excluding charges and credits is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for net income (loss) as prepared in accordance with GAAP. The Company has included adjusted net income, excluding charges and credits as a supplemental disclosure because its management believes that adjusted net income, excluding charges and credits provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.

(D)

Adjusted net income per share, excluding charges and credits is calculated as adjusted net income, excluding charges and credits divided by the weighted average number of common shares outstanding. Adjusted net income per share, excluding charges and credits is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for net income (loss) per share as prepared in accordance with GAAP. The Company has included adjusted net income per share, excluding charges and credits as a supplemental disclosure because its management believes that adjusted net income per share, excluding charges and credits provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.

(E)

The calculation of diluted adjusted earnings per share for the three month period ended September 30, 2024 and the year ended December 31, 2024 included 328 thousand shares and 372 thousand shares, respectively, issuable pursuant to outstanding performance share units.

Ìý

Company Contact:

Lloyd A. Hajdik

Oil States International, Inc.

Executive Vice President, Chief Financial Officer and Treasurer

(713) 652-0582

Source: Oil States International, Inc.

Oil States Intl

NYSE:OIS

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331.00M
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1.84%
Oil & Gas Equipment & Services
Oil & Gas Field Machinery & Equipment
United States
HOUSTON