Category Archives: Oilfield Services

ION Geophysical puts itself up-for-sale

Poseidon

ION Geophysical, based in west Houston, has put itself up-for-sale. The company has hired Tudor Pickering Holt to assist in the evaluation of a range of strategic alternatives including outright sale, sale of assets and debt financing.



The stock price jumped from $1.50 to $1.94 in after-hours trading. That gives it a market capitalization of $62 million.

Traditionally, the company has provided seismic services to the offshore oil and gas market. More recently, it has been trying to diversify into providing mission-critical subscription offerings and engineering services offshore (like a maritime equivalent of an air traffic control system).

The company has revenues of about $77 million, but it is still losing money even at the EBITDA level. It hasn’t made an annual operating profit since 2014.

Debt restructuring

In April, it completed a debt restructuring (code name Project Poseidon). It exchanged $121 million of debt due in December 2021 with $116 million of new notes due December 2025. $7 million of the old notes remain outstanding. The new notes also have a right to convert to equity at a $3 conversion price.

The company also completed a $42 million equity raise. $8 million of the cash was used to pay the costs associated with the debt issuance. $17 million was paid to the debt holders as part of the exchange.

Chinese influence wanes

The largest shareholder is Gates Capital Management, who own 16.4%. They also own $70 million of the new loan notes.

The third largest shareholder at 5.5% is BGP, a seismic contractor that is a subsidiary of China National Petroleum Corporation. However, that ownership percentage is about half of what it used to be.

For many years, the company operated a joint venture with BGP. However, in March 2020, the company announced it had agreed to sell its 49% stake in the joint venture for $12 million. It didn’t say to whom and the deal still hasn’t closed 18 months later.

https://ir.iongeo.com/news-releases/news-release-details/ion-initiates-review-strategic-alternatives

Water logistics company relocates to Houston

[UPDATE 09-03-21 After just over 4 months, CEO Pat Bond has left with an 8-month severance. Current chairman and former CEO Charles Thompson takes over as CEO again.]

Nuverra Environmental Solutions has relocated its corporate office from Scottsdale, Arizona to west Houston. The company provides water logistics and oilfield services, mainly in the Rocky Mountains and the Marcellus Basin in NE USA. It has a market capitalization of $34 million.



The company was founded in 2007 by Dick Heckmann, a serial entrepreneur who also co-owned the Phoenix Suns NBA team. Mr. Heckman died in October 2020, though he retired from Nuverra in 2014.

In April, Pat Bond was appointed the new CEO. He has held numerous roles at Halliburton, Weatherford and Schlumberger. Most recently he was co-CEO of Gravity Oilfield Services, another water logistics company.

Eric Bauer has been the interim CFO since April 2020. That followed the resignation of previous CFO, Stacy Hilgendorf, in November 2019, to take a position at Sprouts Farmers Market (based in Phoenix). According to his LinkedIn profile, Mr. Bauer, who has an investment banking background, is also based in Houston. Unusually, he was hired as an interim CFO on a three-year contract.

In November, the company completed a debt refinancing that lowered the interest rates and extended the maturity of debts. It also eliminated the debt owed to Gates Capital and Ascribe. Those two investment firms own 85% of the equity, following Nuverra’s bankruptcy reorganization in 2017.

Nuverra Q2 results

 

 

Stabilis Solutions appoints new CEO

Stabilis Solutions has appointed Westy Ballard as its new CEO, replacing Jim Reddinger. In addition, the company founder and executive chairman, Casey Crenshaw, will become non-executive chairman of the Board.



Stabilis is based in West Houston and is a small-scale producer and distributor of Liquified Natural Gas. It went public in July 2019 when it completed a reverse takeover of another Houston company, AETI, but was delisted four months later for not having enough publicly-held shares. It was finally relisted in April 2021.

Westy Ballard was previously the CFO at Superior Energy Services, a Houston-based oilfield services company. Superior was publicly-traded until it filed for bankruptcy in December 2020. It exited in February 2021 and Mr. Ballard left six weeks later. As an aside, Superior today announced that it has removed the interim tag off CFO James Spexarth.

Mr. Ballard will receive a base salary of $500,000.

Mr. Reddinger, joined the company in 2013 as CFO and was appointed CEO in November 2018. He will continue to receive his salary of $500,000 until the end of the year. His restricted stock units will also vest (market value $3.3 million).

SEC filing – Stabilis CEO

Drilling contractor replaces CEO and CFO

Credit: Marine Traffic

Valaris, the offshore drilling contractor that exited bankruptcy proceedings in April 2021, has changed out its CEO and CFO. Thomas Burke, CEO since April 2019, has stepped down, to be replaced by interim CEO Anton Dibowitz. Jon Baksht, CFO since June 2019, is replaced by interim CFO Darin Gibbins.



Valaris has its corporate offices in London, though most of its management are (or were) based in Houston. The company was formerly known as Ensco. It acquired Pride International in 2011 and Rowan in 2019, at which point it changed its name to Valaris.

Valaris entered Chapter 11 bankruptcy in August 2020 and exited with $7.1 billion of debt converted to equity. It currently has a market capitalization of $1.9 billion.

CEO severance

Mr. Burke had a base salary of $855,000. He will receive a severance of 2 times base salary ($1.7 million), plus 2 times average bonus or target bonus (110% of base or $1.88 million), plus a pro-rated target bonus for 2021 ($0.6 million). That’s $4.2 million in total.

Mr. Burke was the CEO of Rowan, prior to its merger with Ensco. After he was appointed CEO in April 2019, he received a cash bonus in 2019 of $3.9 million, including $3.0 million as a result of meeting cost reduction targets following the merger. From April 2020 until June 2021, quarterly cash bonuses were paid out in lieu of stock options. As a result Mr. Burke earned another $4.7 million for 2020. The 2021 bonuses paid out have not yet been disclosed.

The company also incurred $0.4 million in overseas allowances in 2019 for Mr. Burke in respect of his move from Houston to London. That includes housing, child tuition and tax equalization.

Mr. Burke will continue to serve on the Board of Managers of Saudi Aramco Rowan Offshore Drilling, the company’s 50/50 joint venture with Saudi Aramco. He will receive an annual retainer of $150,00 for this role.

CFO Severance

Interim CEO Anton Dibowitz currently serves on the newly-constituted Board of Directors and was formerly the CEO of Seadrill.

Mr. Baksht had a base salary of $550,000. He will receive a severance of 2 times base salary ($1.1 million), plus 2 times target annual bonus (85% of base or $935,000), plus a pro-rated target bonus for 2021 ($312,000). That’s $2.35 million.

Mr. Baksht received cash bonuses of $3 million in 2020. The company also incurred $0.4 million in overseas allowances for Mr. Baksht in 2019 as well.

Interim CFO Darin Gibbins joined Rowan in 2006 and is currently the VP of Investor Relations and Treasurer. He will receive a annual salary of $375,000.

SEC filing – Valaris CEO and CFO change

Senior management changes at seismic company

MIND Technology, a provider of seismic equipment, based in The Woodlands, has announced changes to its senior management. Guy Malden, Co-CEO and Executive VP of Marine Operations will retire at the end of the year. Rob Capps, Co-CEO and CFO, will become sole CEO. Mark Cox, currently the Chief Accounting Officer, steps up to CFO.



The company was formed in 1987 by Billy Mitcham and was originally called Mitcham Industries. It went public in 1995 and had its head office in Huntsville. Mr. Mitcham was CEO until he died in September 2015. Four days prior, Messrs. Malden and Capps had been appointed co-COOs. After the death of Mr. Mitcham, they were appointed co-CEOs.

The name change and head office move to The Woodlands occurred in 2019. The company has revenues of $21 million and a market capitalization of $27 million. MIND started out as a lessor of seismic equipment but, in recent years, has moved into manufacturing. Last year, it decide to exit the leasing business completely, with the resulting closure of offices in Calgary, Bogota and Budapest.

Mr. Capps, 67, has been CFO since 2006. Mr. Cox, 61, joined the company in February 2017. Prior to that, he spent 7 years at Key Energy Services, where he was (at different times) the Controller and VP of Tax. He also worked at BJ Services for 18 years.

The Board has not yet determined whether to make any changes to the compensation of Mr. Capps or Mr. Cox.

MIND stands for Motivate, Innovate, Navigate, Discover

 

SEC filing – Mind Technology management changes

Diamond Offshore puts itself up for sale

Diamond Offshore Drilling has put itself up-for-sale. The company has retained Goldman Sachs as its financial advisor.



The offshore driller has its head office in west Houston and owns four drillships and eight semisubmersibles. It exited Chapter 11 bankruptcy in April 2021, having converted $2 billion debt into equity. For 2020, it had revenues of $733 million and its shares currently trade over-the-counter.

In May, the company appointed Bernie Wolford as its CEO. He was formerly the CEO at Pacific Drilling and Senior VP – Operations at Noble Corporation.

In the words of the press release, the company has appointed an independent committee ‘to explore strategic alternatives to maximize shareholder value. These alternatives may include, among other things, continuing as a standalone public company, pursuing asset acquisitions or entering into a business combination with a strategic partner.’

There has been a fair amount of restructuring and consolidation among the offshore drillers in recent months;

  • Noble acquired Pacific Drilling for $357 million in April 2021. As it acquired net assets of $422 million, Noble recognized a gain on bargain purchase of $64 million.
  • Noble and Transocean are competing to buy assets of Seadrill which has its operational headquarters in Norway and is currently in bankruptcy (filed in Houston).
  • Valaris (formed from the mergers over the years of Ensco, Pride and Rowan) emerged from bankruptcy in May 2021
  • Transocean eliminated $800 million of debt, in September 2020, in a complicated out-of-court bond restructuring.

Everybody except Transocean has recently exited bankruptcy. In all cases, bondholders wrote off a lot of debt in return for equity. Many of them are pushing for consolidations so they can realize their investments and maybe, over time, claw back some of the losses.

SEC filing – Diamond Offshore strategic alternatives

 

 

 

 

Patterson-UTI to acquire smaller rival for $295 million

Allan D. Hasty

Patterson-UTI Energy, a drilling rig contractor based in NW Houston, has agreed to acquire smaller rival, Pioneer Energy Services, based in San Antonio for $295 million. This includes the retirement of all the $200 million debt of Pioneer. $30 million will be paid in cash, the rest in stock.



Pioneer exited bankruptcy in May 2020, having converted $267 million of debt into equity.  Loomis, Sayles & Co, an investment management firm, ended up owning 44% of Pioneer. BlackRock owns 20% of Pioneer (and 15% of Patterson-UTI).

Patterson-UTI is buying 17 rigs in the USA and 8 that operate in Columbia. 16 of those rigs are super-spec rigs, adding to the 150 that Patterson-UTI already has. This will give Patterson a market share of around 30% for super-spec rigs, behind market leader, Helmerich & Payne (around 37%).

Pioneer’s drilling rigs account for about 60% of its revenue ($34 million out of $59 million for the 1st quarter of 2021). The rest of Pioneer’s revenue in the quarter came from Well Servicing ($14 million) and Wireline Services ($10 million).  Patterson has said it will divest of the Well Servicing business after the deal closes, expected in the 4th quarter of 2021.

https://patenergy.com/investors/news/press-release-details/2021/Patterson-UTI-Energy-Announces-Agreement-to-Acquire-Pioneer-Energy-Services/default.aspx

 

Drilling contractor regains NYSE listing

Noble Corporation, the Sugar Land-based offshore drilling contractor has relisted its shares on the NYSE. The company filed for bankruptcy in July 2020 and exited in February 2021. In that process, $3.4 billion of debt was exchanged for 86% of the equity in the newly-reorganized company.



The shares were delisted from the NYSE in August 2020.

In April 2021, Noble completed its merger with Pacific Drilling in an all-stock transaction. Noble ended up owning 75% of the combined business. After the relisting, the market capitalization is $6.2 billion.

Last week, Weatherford, an oilfield services company based in the Galleria area, relisted its shares on the Nasdaq. The company exited Chapter 11 bankruptcy in December 2019.  Weatherford started trading with a market capitalization of $870 million.

 

 

 

Weatherford applies to relist its shares on Nasdaq

Weatherford International plc has applied to have its share listed on the Nasdaq Exchange. The stock used to trade on the NYSE until they were delisted in April 2020 for having too low a share price.



Weatherford entered Chapter 11 bankruptcy in July 2019 and exited in December 2019, having converted $7.6 billion of debt into equity. With hindsight, it left bankruptcy proceedings too soon as its business was ravaged by the pandemic.

In 2020, revenues were $3.7 billion, a drop of 26% on the prior year. It made an operating loss of $1.5 billion. The losses included a goodwill write off of $239 million, which was all the goodwill created in the fresh-start accounting when it emerged from bankruptcy. There was also impairment of $814 million on intangible assets ($155 million), fixed assets ($571 million) and right-of-use assets ($88 million). Again these were values determined in the fresh-start accounting.

When Weatherford exited Chapter 11 in December 2019, it had shareholders’ equity of $2.9 billion and long-term debt of $2.1 billion. One year later, it now has equity of $937 million and long-term debt of $2.6 billion.

While the Business suffered, the Executives didn’t…

Weatherford has had a reputation for paying large severances while performing poorly. The registration statement continues that trend by disclosing;

  • ex-CEO Mark McCollum (left June 2020) received $4.6 million in severance. For good measure, he also received $780,000 in cash bonuses in 2020.
  • COO Karl Blanchard retired in February 2020. The bankruptcy was deemed a change-of-control under his contract so he gets 3 x base salary (3 x $700,000) plus 1 x average bonus for the past 3 years. It’s hard to tell what the average bonus is. He didn’t get any bonuses in 2018 or 2019 but got $2.2 million in bonuses for his interim CEO position in the 2nd half of 2020. He was also paid $672,955 in 2020 for cash bonuses in lieu of stock options.
  • Stuart Fraser, Chief Accounting Officer, is leaving March 31, 2021. He has the same change-of-control clause as Mr. Blanchard. Mr. Fraser gets 2 x base (2 x $425,000) plus average annual bonus. He also got $270,938 in 2020 for cash bonuses in lieu of stock options.
  • Mark Swift, former President of the Western Hemisphere, left in March 2020 with a $1.4 million severance.

Weatherford employed 17,200 at December 2020, down nearly 7,000 from the prior year.

Weatherford new CEO is Girish Saligram, appointed in September 2020. Keith Jennings was appointed as CFO the previous month.

SEC filing – Weatherford Nasdaq listing

Noble Corporation acquires Pacific Drilling in all-stock transaction

Noble Drilling has agreed to acquire Pacific Drilling in all-stock transaction. Noble has its operational headquarters in Sugar Land while Pacific is based in west Houston.



The shareholders of Noble will own 75% of the combined company. It currently operates 19 drilling rigs, while Pacific operates 7. However, Noble said it plans to sell the Bora and Mistral rigs that are currently idle.

There’s little overlap in the customers or the territories between the companies. Pacific currently has three rigs running, one in the US Gulf of Mexico (for Murphy), one in West Africa and one in the Mexican side of the Gulf of Mexico (both for Petronas). Noble is not currently operating in the latter two territories.

Both companies have recently exited bankruptcy protection. Noble filed for Chapter 11 in July 2020. $3.4 billion of unsecured debt was exchanged for 86% of the newly reorganized company and the company exited in February 2021.

Pacific filed in November 2020 for the second time in three years. It emerged from bankruptcy on December 31, 2021. Bondholders exchanged $1.1 billion of debt for 91.5% of the equity in the new company.

Neither company has stock that is currently traded, so no value of the transaction was disclosed. I would expect Noble to re-list in the near future. Noble is forecasting at least $30 million of annual synergies. The combined company will be run from Sugar Land.

The transaction is expected to close in April 2021.

Investor Presentation – Noble acquires Pacific Drilling