EX-99.1 2 nes_ex991x20200630.htm EXHIBIT 99.1 Exhibit




Exhibit 99.1
 
 
ex991image1a14.jpg

NUVERRA ANNOUNCES SECOND QUARTER AND YEAR-TO-DATE 2020 RESULTS

SCOTTSDALE, AZ (August 10, 2020) - Nuverra Environmental Solutions, Inc. (NYSE American: NES) (“Nuverra,” the “Company,” “we,” “us” or “our”) today announced financial and operating results for the second quarter and six months ended June 30, 2020.

SUMMARY OF FINANCIAL RESULTS

Revenue for the second quarter of 2020 was $24.5 million compared to $45.2 million for the second quarter of 2019.
Net loss for the second quarter of 2020 was $6.8 million compared to a net loss of $5.0 million for the second quarter of 2019.
For the second quarter of 2020, adjusted EBITDA decreased $2.8 million to $2.5 million versus $5.3 million for the second quarter of 2019 driven by significant commodity price and subsequent activity declines year over year partially offset by meaningful fixed and variable cost reductions.
Revenue for the six months ended June 30, 2020 was $62.4 million compared to $87.9 million for the six months ended June 30, 2019.
Net loss for the six months ended June 30, 2020 was $29.8 million compared to a net loss of $11.4 million for the six months ended June 30, 2019, primarily a result of $15.6 million long-lived asset impairment charges taken in the six months ended June 30, 2020.
For the six months ended June 30, 2020, adjusted EBITDA decreased $5.4 million to $4.4 million versus $9.8 million for the six months ended June 30, 2019.
During the first half of 2020, the Company generated net cash provided by operating activities of $9.8 million.
Principal payments on debt and finance lease payments during the first half of 2020 totaled $3.0 million.
The Company invested $2.3 million in gross capital expenditures during the first half of 2020.

“In these challenging times, we have continued to focus on growing market share and managing costs throughout the business while watching liquidity closely to best position the Company for the recovery. While oil prices have improved from the lows and some producers are turning wells back online, the macroeconomic challenges of COVID-19 and subsequent depressed commodity price environment will likely continue throughout the rest of the year. Our Rocky Mountain division experienced significant declines as expected in the second quarter due to the lower oil price, which was fortunately counterbalanced by some stability in our natural gas-focused Southern and Northeast divisions. On a bright note, we successfully amended our credit facilities, which is a very positive development in this extremely challenging debt market, generated more adjusted EBITDA in the second quarter of 2020 than we did in the first quarter, and ended the quarter with a cash balance of $15.8 million. While we remain cautious, we believe through intense focus, dedication and hard work by all employees at the Company we are positioned as well as we can be to weather this environment,” said Charlie Thompson, Chief Executive Officer.

SECOND QUARTER 2020 RESULTS

When compared to the second quarter of 2019, revenue decreased by 45.9%, or $20.8 million, resulting primarily from lower activity levels in water transport services and disposal services across all three divisions. The major underlying driver for this decrease was lower commodity prices for both crude oil and natural gas, which decreased 53.4% and 33.9%, respectively, over this time period. This led to a decline in both drilling and completion activity with fewer rigs operating in all three divisions as well as wells being shut-in primarily in the Northeast condensate window and the Rocky Mountain division by producers due to wells becoming uneconomic at prevailing oil prices and a lack of storage for oil and natural gas liquids as refineries significantly curtailed refined product production due to COVID-19-related demand loss for gasoline, diesel and jet fuel. Rig count at the end of the second quarter of 2020 compared to the end of the second quarter of 2019 declined 82% in the Rocky Mountain division, 52% in the Northeast division and 44% in the Southern division.


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The Rocky Mountain division experienced a significant slowdown, with rig count declining 82% from 55 at June 30, 2019 to 10 at June 30, 2020 in addition to producers shutting in wells due to the decline in oil price, which averaged $28.00 in the second quarter of 2020 versus an average of $60.03 for the same period in 2019. Revenues for the Rocky Mountain division decreased by $16.8 million during the second quarter of 2020 as compared to the second quarter of 2019 primarily due to a decrease in water transport revenues from lower trucking volumes, with third-party trucking activity being the largest factor. While company-owned trucking activity is more levered to production water volumes, third-party trucking activity is more sensitive to drilling and completion activity, which has declined to historically low levels. Our rental and landfill businesses are our two service lines most levered to drilling activity and therefore have declined by the highest percentage versus the prior period. Rental revenues decreased by 62% in the current year due to lower utilization resulting from a significant decline in drilling activity driving the return of rental equipment. Additionally, we experienced a 74% decrease in disposal volumes at our landfill as rigs working in the vicinity declined materially. Well shut-ins and lower completion activity led to a 48% decrease in average barrels per day disposed in our saltwater disposal wells during the current year, with water from producing wells continuing to maintain a base level of volume activity.

Revenues for the Northeast division decreased by $2.6 million during the second quarter of 2020 as compared to the second quarter of 2019 due to decreases in both water transport services and disposal services. Natural gas prices, as measured by the Henry Hub Natural Gas Index decreased 33.9% from an average of $2.57 for the three months ended June 30, 2019 to an average of $1.70 for the three months ended June 30, 2020, contributing to a 52% rig count reduction in the Northeast operating area from 75 at June 30, 2019 to 36 at June 30, 2020. Additionally, as a result of the 53.4% decline in oil prices experienced during the period, many of our customers who had historically focused on production of liquids-rich wells reduced activity levels and shut in some production in our operating area due to lower realized prices for these products. This led to lower activity levels for both water transport services and disposal services despite the relatively lower decrease in natural gas prices versus crude oil. In addition to reduced drilling and completion activity due to commodity prices, our customers continued the industry trend of water reuse during completion activities. Water reuse inherently reduces trucking activity due to shorter hauling distances as water is being transported between well sites rather than to disposal wells. For our trucking services, total billable hours were down 11% from the prior year and pricing decreases also contributed to the decline. Disposal volumes decreased in our saltwater disposal wells resulting in a 15% decrease in average barrels per day.

The Southern division experienced the lowest revenue decline relative to the other business units, driven by its focus on servicing customers who are themselves focused on dry natural gas, which has experienced a relatively smaller impact from the 2020 downturn in commodity prices. Revenues for the Southern division decreased by $1.4 million during the second quarter of 2020 as compared to the second quarter of 2019 due primarily to lower disposal well volumes, whether connected to the pipeline or not, resulting from an activity slowdown in the region, as evidenced by fewer rigs operating in the area. Rig count declined 44% in the area, from 62 at June 30, 2019 to 35 at June 30, 2020. Volumes received in our disposal wells not connected to our pipeline decreased by an average of 12,471 barrels per day (or 39%) during the current year and volumes received in the disposal wells connected to the pipeline decreased by an average of 7,092 barrels per day (or 16%) during the current year.

Total costs and expenses for the second quarter of 2020 and 2019 were $30.2 million and $49.1 million, respectively. Total costs and expenses, adjusted for special items, for the second quarter of 2020 were $29.1 million, or a 40.9% decrease, when compared with $49.3 million in the second quarter of 2019. This is primarily a result of lower activity levels for water transport services and disposal services, resulting in a decline in compensation costs, third-party hauling costs and fleet-related expenses, including fuel and maintenance and repair costs. In addition, the Company enacted cost-cutting and optimization measures in the first quarter of 2020 which began to take effect in the second quarter of 2020.

Net loss for the second quarter of 2020 was $6.8 million, an increase of $1.8 million as compared to a net loss for the second quarter of 2019 of $5.0 million. For the second quarter of 2020, the Company reported a net loss, adjusted for special items, of $5.8 million. This compares with a net loss, adjusted for special items, of $5.3 million in the second quarter of 2019.

Adjusted EBITDA for the second quarter of 2020 was $2.5 million, a decrease of 52.2% as compared to adjusted EBITDA for the second quarter of 2019 of $5.3 million. The decrease is a function of the reasons discussed previously, with primary drivers being lower trucking volumes, saltwater disposal volumes and rental equipment utilization in the Rocky Mountain region. Second quarter of 2020 adjusted EBITDA margin was 10.3%, compared with 11.7% in the second quarter of 2019.

YEAR-TO-DATE (“YTD”) RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 2020

When compared to YTD 2019, YTD 2020 revenue decreased by 29.0%, or $25.5 million, due primarily to lower activity levels in water transport services and disposal services across all three divisions. The major underlying driver for this decrease was lower commodity prices for both crude oil and natural gas, which decreased 36.0% and 33.9%, respectively, over this time period. This led to a decline in both drilling and completion activity with fewer rigs operating in all three divisions as well as wells being shut-

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in primarily in the Northeast condensate window and the Rocky Mountain division by producers due to wells becoming uneconomic at prevailing oil prices and a lack of storage for oil and natural gas liquids as refineries significantly curtailed refined product production due to COVID-19 related demand loss for gasoline, diesel and jet fuel. Rig count at the end of the second quarter of 2020 compared to the end of the second quarter of 2019 declined 82% in the Rocky Mountain division, 52% in the Northeast division and 44% in the Southern division.

The Rocky Mountain division experienced a significant slowdown, with rig count declining 82% from 55 at June 30, 2019 to 10 at June 30, 2020 in addition to producers shutting in wells due to the decline in oil price, which averaged $36.82 YTD 2020 versus an average of $57.53 for the same period in 2019. Revenues for the Rocky Mountain division decreased by $18.2 million during YTD 2020 as compared to YTD 2019 primarily due to a decrease in water transport revenues from lower trucking volumes, with third-party trucking activity being the largest factor. While company-owned trucking activity is more levered to production water volumes, third party trucking activity is more sensitive to drilling and completion activity, which has declined to historically low levels. Our rental and landfill businesses are our two service lines most levered to drilling activity and therefore have declined by the highest percentage versus the prior period. Rental revenues decreased by 34% in the current year due to lower utilization resulting from a significant decline in drilling activity driving the return of rental equipment. Additionally, we experienced a 37% decrease in disposal volumes at our landfill as rigs working in the vicinity declined materially. Well shut-ins and lower completion activity led to a 26% decrease in average barrels per day disposed in our saltwater disposal wells during the current year, with water from producing wells continuing to maintain a base level of volume activity.

Revenues for the Northeast division decreased by $4.6 million during YTD 2020 as compared to YTD 2019 due to decreases in both water transport services and disposal services. Natural gas prices, as measured by the Henry Hub Natural Gas Index decreased 33.9% from an average of $2.74 for YTD 2019 to an average of $1.81 for YTD 2020, contributing to a 52% rig count reduction in the Northeast operating area from 75 at June 30, 2019 to 36 at June 30, 2020. Additionally, as a result of the 36.0% decline in oil prices experienced during the period, many of our customers who had historically focused on production of liquids-rich wells reduced activity levels and shut-in some production in our operating area due to lower realized prices for these products. This led to lower activity levels for both water transport services and disposal services despite the relatively lower decrease in natural gas prices versus crude oil. In addition to reduced drilling and completion activity due to commodity prices, our customers continued the industry trend of water reuse during completion activities. Water reuse inherently reduces trucking activity due to shorter hauling distances as water is being transported between well sites rather than to disposal wells. For our trucking services, total billable hours were down 7% from the prior year and pricing decreases also contributed to the decline. Disposal volumes decreased in our saltwater disposal wells resulting in a 15% decrease in average barrels per day.

The Southern division experienced the lowest revenue decline relative to the other business units, driven by its focus on servicing customers who are themselves focused on dry natural gas, which has experienced a relatively smaller impact from the 2020 downturn in commodity prices. Revenues for the Southern division decreased by $2.7 million during YTD 2020 as compared to YTD 2019 due primarily to lower disposal well volumes, whether connected to the pipeline or not, resulting from an activity slowdown in the region, as evidenced by fewer rigs operating in the area. Rig count declined 44% in the area, from 62 at June 30, 2019 to 35 at June 30, 2020. Volumes received in our disposal wells not connected to our pipeline decreased by an average of 9,711 barrels per day (or 30%) during the current year, and volumes received in the disposal wells connected to the pipeline decreased by an average of 8,609 barrels per day (or 18%) during the current year.

Total costs and expenses for YTD 2020 and 2019 were $90.1 million and $96.4 million, respectively. Total costs and expenses, adjusted for special items, for YTD 2020 were $73.2 million, or a 24.2% decrease, when compared with $96.6 million for YTD 2019. This is primarily a result of lower activity levels for water transport services and disposal services, resulting in a decline in compensation costs, third-party hauling costs and fleet-related expenses, including fuel and maintenance and repair costs. In addition, the Company enacted cost-cutting and optimization measures in the first quarter of 2020 which began to take effect in the second quarter of 2020.

Net loss for YTD 2020 was $29.8 million, an increase of $18.5 million as compared to a net loss for YTD 2019 of $11.4 million. For YTD 2020, the Company reported a net loss, adjusted for special items, of $13.0 million. This compares with a net loss, adjusted for special items, of $11.5 million for YTD 2019.

Adjusted EBITDA for YTD 2020 was $4.4 million, a decrease of 55.0% as compared to adjusted EBITDA for the YTD 2019 of $9.8 million. The decrease is a function of the reasons discussed previously, with primary drivers being lower trucking volumes, saltwater disposal volumes and rental equipment utilization in the Rocky Mountain region. YTD 2020 adjusted EBITDA margin was 7.1%, compared with 11.2% in YTD 2019 driven primarily by lower margin work in 2020 and property tax reductions in 2019 that were not repeated in 2020.


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CASH FLOW AND LIQUIDITY

Net cash provided by operating activities for the six months ended June 30, 2020 was $9.8 million, while gross capital expenditures of $2.3 million net of asset sales of $1.5 million consumed cash of $0.8 million. Net cash provided by financing activities was $1.0 million for the six months ended June 30, 2020, consisting primarily of $4.0 million of proceeds from the Paycheck Protection Program loan (“PPP Loan”) partially offset by principal payments on debt and finance lease payments.

As of June 30, 2020, total liquidity was $23.0 million, consisting of $17.3 million of cash and available revolver borrowings and $5.7 million delayed borrowing capacity under our second lien term loan. As of June 30, 2020, total debt outstanding was $37.9 million, consisting of $16.4 million under our senior secured term loan facility, $8.8 million under our second lien term loan facility, $4.0 million under our PPP Loan, $0.5 million for a vehicle term loan, $0.2 million for an equipment term loan and $8.0 million of finance leases.

On July 13, 2020, we entered into agreements with our lenders to extend the maturity date on our secured credit facilities and to modify the financial covenants to better reflect our current and projected financial profile. These amendments consisted of a Third Amendment to our First Lien Credit Agreement and the Second Amendment to our Second Lien Credit Agreement. The amendments extended the maturity of our first lien facility from February 7, 2021 to May 15, 2022, our second lien facility from October 7, 2021 to November 15, 2022, and included among other terms and conditions, deferral of the measurement of the fixed charge coverage ratio ("FCCR") covenant until the second quarter of 2021. Among other terms and conditions, the amendments prohibit draws on our revolving facility until the FCCR is above an established certain ratio, add a covenant that requires us to maintain a monthly minimum liquidity, and establish maximum capital expenditures covenants for 2020 and 2021.

About Nuverra
Nuverra Environmental Solutions, Inc. provides water logistics and oilfield services to customers focused on the development and ongoing production of oil and natural gas from shale formations in the United States. Our services include the delivery, collection, and disposal of solid and liquid materials that are used in and generated by the drilling, completion, and ongoing production of shale oil and natural gas. We provide a suite of solutions to customers who demand safety, environmental compliance and accountability from their service providers. Find additional information about Nuverra in documents filed with the U.S. Securities and Exchange Commission (“SEC”) at http://www.sec.gov.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended. You can identify these and other forward-looking statements by the use of words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,” “may,” “might,” “will,” “should,” “would,” “could,” “potential,” “future,” “continue,” “ongoing,” “forecast,” “project,” “target” or similar expressions, and variations or negatives of these words.

These statements relate to our expectations for future events and time periods. All statements other than statements of historical fact are statements that could be deemed to be forward-looking statements, and any forward-looking statements contained herein are based on information available to us as of the date of this press release and our current expectations, forecasts and assumptions, and involve a number of risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date. Future performance cannot be ensured, and actual results may differ materially from those in the forward-looking statements. Some factors that could cause actual results to differ include, among others: the severity, magnitude and duration of the coronavirus disease 2019 ("COVID-19") pandemic and oil price declines; changes in commodity prices or general market conditions, acquisition and disposition activities; fluctuations in consumer trends, pricing pressures, transportation costs, changes in raw material or labor prices or rates related to our business and changing regulations or political developments in the markets in which we operate; risks associated with our indebtedness, including changes to interest rates, decreases in our borrowing availability, our ability to manage our liquidity needs and to comply with covenants under our credit facilities, including as a result of COVID-19 and oil price declines; the loss of one or more of our larger customers; delays in customer payment of outstanding receivables and customer bankruptcies; natural disasters, such as hurricanes, earthquakes and floods, pandemics (including COVID-19) or acts of terrorism, or extreme weather conditions, that may impact our business locations, assets, including wells or pipelines, distribution channels, or which otherwise disrupt our or our customers' operations or the markets we serve; disruptions impacting crude oil and natural gas transportation, processing, refining, and export systems, including litigation regarding the Dakota Access Pipeline; our ability to attract and retain key executives and qualified employees in strategic areas of our business; our ability to attract and retain a sufficient number of qualified truck drivers; the unfavorable change to credit and payment terms due to changes in industry condition or our financial condition, which could constrain our liquidity and reduce availability under our revolving credit facility; higher than forecasted capital expenditures to maintain and repair our fleet of trucks, tanks, equipment and disposal wells; control of costs and expenses; changes in customer drilling,

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completion and production activities, operating methods and capital expenditure plans, including impacts due to low oil and/or natural gas prices, shut-in production, decline in operating drilling rigs, closures or pending closures of third-party pipelines or the economic or regulatory environment; risks associated with the limited trading volume of our common stock on the NYSE American Stock Exchange, including potential fluctuation in the trading prices of our common stock; risks and uncertainties associated with the outcome of an appeal of the order confirming our previously completed plan of reorganization; risks associated with the reliance on third-party analyst and expert market projections and data for the markets in which we operate that is utilized in our strategy; present and possible future claims, litigation or enforcement actions or investigations; risks associated with changes in industry practices and operational technologies; risks associated with the operation, construction, development and closure of saltwater disposal wells, solids and liquids transportation assets, landfills and pipelines, including access to additional locations and rights-of-way, permitting and licensing, environmental remediation obligations, unscheduled delays or inefficiencies and reductions in volume due to micro- and macro-economic factors or the availability of less expensive alternatives; the effects of competition in the markets in which we operate, including the adverse impact of competitive product announcements or new entrants into our markets and transfers of resources by competitors into our markets; changes in economic conditions in the markets in which we operate or in the world generally, including as a result of political uncertainty; reduced demand for our services due to regulatory or other influences related to extraction methods such as hydraulic fracturing, shifts in production among shale areas in which we operate or into shale areas in which we do not currently have operations, and shifts to reuse of water in completion activities; the unknown future impact of changes in laws and regulation on waste management and disposal activities, including those impacting the delivery, storage, collection, transportation, and disposal of waste products, as well as the use or reuse of recycled or treated products or byproducts; and risks involving developments in environmental or other governmental laws and regulations in the markets in which we operate and our ability to effectively respond to those developments including laws and regulations relating to oil and natural gas extraction businesses, particularly relating to water usage, and the disposal and transportation of liquid and solid wastes.

The forward-looking statements contained, or incorporated by reference, herein are also subject generally to other risks and uncertainties that are described from time to time in the Company’s filings with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s views as of the date of this press release. The Company undertakes no obligation to update any such forward-looking statements, whether as a result of new information, future events, changes in expectations or otherwise. Additional risks and uncertainties are disclosed from time to time in the Company’s filings with the SEC, including our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.


Contact
Nuverra Environmental Solutions, Inc.
Investor Relations
602-903-7802
ir@nuverra.com

- Tables to Follow -


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NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)

 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
Revenue:
 
 
 
 
 
 
 
Service revenue
$
22,956

 
$
41,238

 
$
57,427

 
$
80,239

Rental revenue
1,510

 
4,002

 
4,981

 
7,628

Total revenue
24,466

 
45,240

 
62,408

 
87,867

Costs and expenses:
 
 
 
 
 
 
 
Direct operating expenses
18,551

 
34,517

 
50,027

 
67,074

General and administrative expenses
4,445

 
5,280

 
9,369

 
10,755

Depreciation and amortization
7,156

 
9,277

 
15,145

 
18,412

Impairment of long-lived assets

 

 
15,579

 
117

Other, net

 
(6
)
 

 
(6
)
Total costs and expenses
30,152

 
49,068

 
90,120

 
96,352

Operating loss
(5,686
)
 
(3,828
)
 
(27,712
)
 
(8,485
)
Interest expense, net
(1,116
)
 
(1,297
)
 
(2,276
)
 
(2,718
)
Other income, net
38

 
152

 
180

 
177

Reorganization items, net

 
13

 

 
(210
)
Loss before income taxes
(6,764
)
 
(4,960
)
 
(29,808
)
 
(11,236
)
Income tax expense
(15
)
 
(46
)
 
(15
)
 
(125
)
Net loss
$
(6,779
)
 
$
(5,006
)
 
$
(29,823
)
 
$
(11,361
)
 
 
 
 
 
 
 
 
Loss per common share:
 
 
 
 
 
 
 
Net loss per basic common share
$
(0.43
)
 
$
(0.32
)
 
$
(1.89
)
 
$
(0.73
)
 
 
 
 
 
 
 
 
Net loss per diluted common share
$
(0.43
)
 
$
(0.32
)
 
$
(1.89
)
 
$
(0.73
)
 
 
 
 
 
 
 
 
Weighted average shares outstanding:
 
 
 
 
 
 
 
Basic
15,761

 
15,704

 
15,757

 
15,627

Diluted
15,761

 
15,704

 
15,757

 
15,627








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NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

 
June 30,
 
December 31,
 
2020
 
2019
Assets
 
 
 
Cash and cash equivalents
$
15,793

 
$
4,788

Restricted cash

 
922

Accounts receivable, net
16,881

 
26,493

Inventories
2,937

 
3,177

Prepaid expenses and other receivables
2,882

 
3,264

Other current assets

 
231

Assets held for sale
778

 
2,664

Total current assets
39,271

 
41,539

Property, plant and equipment, net
163,470

 
190,817

Operating lease assets
2,007

 
2,886

Equity investments
35

 
39

Intangibles, net
407

 
640

Other assets
129

 
178

Total assets
$
205,319

 
$
236,099

Liabilities and Shareholders’ Equity
 
 
 
Accounts payable
$
3,811

 
$
5,633

Accrued and other current liabilities
8,705

 
10,064

Current portion of long-term debt
8,553

 
6,430

Total current liabilities
21,069

 
22,127

Long-term debt
29,328

 
30,005

Noncurrent operating lease liabilities
1,494

 
1,457

Deferred income taxes
131

 
91

Long-term contingent consideration
500

 
500

Other long-term liabilities
7,617

 
7,487

Total liabilities
60,139

 
61,667

Commitments and contingencies
 
 
 
Shareholders’ equity:
 
 
 
Preferred stock

 

Common stock
158

 
158

Additional paid-in capital
338,240

 
337,628

Treasury stock
(477
)
 
(436
)
Accumulated deficit
(192,741
)
 
(162,918
)
Total shareholders’ equity
145,180

 
174,432

Total liabilities and shareholders’ equity
$
205,319

 
$
236,099








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NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 
Six Months Ended
 
June 30,
 
2020
 
2019
Cash flows from operating activities:
 
 
 
Net loss
$
(29,823
)
 
$
(11,361
)
Adjustments to reconcile net loss to net cash provided by operating activities:
 
 
 
   Depreciation and amortization
15,145

 
18,412

   Amortization of debt issuance costs, net
81

 
247

   Stock-based compensation
612

 
1,415

   Impairment of long-lived assets
15,579

 
117

   Gain on disposal of property, plant and equipment
(342
)
 
(1,706
)
   Bad debt recoveries
(160
)
 
(9
)
   Change in fair value of derivative warrant liability

 
(28
)
   Deferred income taxes
40

 
112

   Other, net
375

 
55

   Changes in operating assets and liabilities:

 
 
      Accounts receivable
9,772

 
2,724

      Prepaid expenses and other receivables
382

 
(576
)
      Accounts payable and accrued liabilities
(2,271
)
 
(6,059
)
      Other assets and liabilities, net
435

 
1,111

Net cash provided by operating activities
9,825

 
4,454

Cash flows from investing activities:
 
 
 
   Proceeds from the sale of property, plant and equipment
1,548

 
4,525

   Purchases of property, plant and equipment
(2,328
)
 
(5,019
)
Net cash used in investing activities
(780
)
 
(494
)
Cash flows from financing activities:
 
 
 
   Payments on First and Second Lien Term Loans
(1,909
)
 
(2,514
)
   Proceeds from Revolving Facility
76,202

 
96,677

   Payments on Revolving Facility
(76,202
)
 
(96,677
)
   Proceeds from PPP Loan
4,000

 

   Payments on Bridge Term Loan

 
(31,382
)
   Proceeds from the issuance of stock

 
31,057

   Payments on finance leases and other financing activities
(1,053
)
 
(1,226
)
Net cash provided by (used in) financing activities
1,038

 
(4,065
)
Change in cash, cash equivalents and restricted cash
10,083

 
(105
)
Cash and cash equivalents, beginning of period
4,788

 
7,302

Restricted cash, beginning of period
922

 
656

Cash, cash equivalents and restricted cash, beginning of period
5,710

 
7,958

Cash and cash equivalents, end of period
15,793

 
5,978

Restricted cash, end of period

 
1,875

Cash, cash equivalents and restricted cash, end of period
$
15,793

 
$
7,853










8




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS
(In thousands)
(Unaudited)


This press release contains non-GAAP financial measures as defined by the rules and regulations of the United States Securities and Exchange Commission. A non-GAAP financial measure is a numerical measure of a company’s historical or future financial performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statements of operations or balance sheets of the Company; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. Reconciliations of these non-GAAP financial measures to their comparable GAAP financial measures are included in the attached financial tables.
 
These non-GAAP financial measures are provided because management of the Company uses these financial measures in evaluating the Company’s ongoing financial results and trends. Management uses this non-GAAP information as an indicator of business results, and evaluates overall performance with respect to such indicators. Management believes that excluding items such as acquisition expenses, amortization of intangible assets, stock-based compensation, asset impairments, restructuring charges, expenses related to litigation and resolution of lawsuits, and other charges, which may or may not be non-recurring, among other items that are inconsistent in amount and frequency (as with acquisition expenses), or determined pursuant to complex formulas that incorporate factors, such as market volatility, that are beyond our control (as with stock-based compensation), for purposes of calculating these non-GAAP financial measures facilitates a more meaningful evaluation of the Company’s current operating performance and comparisons to the past and future operating performance. The Company believes that providing non-GAAP financial measures such as EBITDA, adjusted EBITDA, adjusted net income (loss), and adjusted net income (loss) per share, in addition to related GAAP financial measures, provides investors with greater transparency to the information used by the Company’s management. These non-GAAP financial measures are not substitutes for measures of performance or liquidity calculated in accordance with GAAP and may not necessarily be indicative of the Company’s liquidity or ability to fund cash needs. Not all companies calculate non-GAAP financial measures in the same manner, and our presentation may not be comparable to the presentations of other companies.


9




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS (continued)
(In thousands)
(Unaudited)


Reconciliation of Net Loss to EBITDA and Total Adjusted EBITDA:

 
Three Months Ended
 
Six Months Ended
 
June 30,
 
June 30,
 
2020
 
2019
 
2020
 
2019
Net loss
$
(6,779
)
 
$
(5,006
)
 
$
(29,823
)
 
$
(11,361
)
Depreciation and amortization
7,156

 
9,277

 
15,145

 
18,412

Interest expense, net
1,116

 
1,297

 
2,276

 
2,718

Income tax expense
15

 
46

 
15

 
125

EBITDA
1,508

 
5,614

 
(12,387
)
 
9,894

Adjustments:
 
 
 
 
 
 
 
Transaction-related costs, net
915

 
57

 
889

 
(151
)
Stock-based compensation
322

 
563

 
612

 
1,415

Change in fair value of derivative warrant liability

 
(69
)
 

 
(28
)
Reorganization items, net [1]

 
(13
)
 

 
210

Legal and environmental costs, net

 

 
(118
)
 
53

Impairment of long-lived assets

 

 
15,579

 
117

Restructuring, exit and other costs

 
(6
)
 

 
(6
)
Executive and severance costs
28

 

 
174

 

Gain on disposal of assets
(242
)
 
(848
)
 
(342
)
 
(1,706
)
Total Adjusted EBITDA
$
2,531

 
$
5,298

 
$
4,407

 
$
9,798


[1] Reorganization items, net represents the costs related to the chapter 11 filing incurred after the May 1, 2017 filing date.


10




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS (continued)
(In thousands)
(Unaudited)

Reconciliation of QTD Segment Performance to Adjusted EBITDA
Three months ended June 30, 2020
 
Rocky Mountain
 
Northeast
 
Southern
 
Corporate
 
Total
Revenue
 
$
12,222

 
$
8,162

 
$
4,082

 
$

 
$
24,466

Direct operating expenses
 
10,458

 
5,593

 
2,500

 

 
18,551

General and administrative expenses
 
1,524

 
434

 
240

 
2,247

 
4,445

Depreciation and amortization
 
2,874

 
2,532

 
1,746

 
4

 
7,156

Operating loss
 
(2,634
)
 
(397
)
 
(404
)
 
(2,251
)
 
(5,686
)
Operating margin %
 
(21.6
)%
 
(4.9
)%
 
(9.9
)%
 
N/A

 
(23.2
)%
Loss before income taxes
 
(2,786
)
 
(504
)
 
(457
)
 
(3,017
)
 
(6,764
)
 
 
 
 
 
 
 
 
 
 
 
Net loss
 
(2,786
)
 
(504
)
 
(457
)
 
(3,032
)
 
(6,779
)
Depreciation and amortization
 
2,874

 
2,532

 
1,746

 
4

 
7,156

Interest expense, net
 
190

 
107

 
53

 
766

 
1,116

Income tax expense
 

 

 

 
15

 
15

EBITDA
 
$
278

 
$
2,135

 
$
1,342

 
$
(2,247
)
 
$
1,508

 
 
 
 
 
 
 
 
 
 
 
Adjustments, net
 
935

 
(175
)
 
(155
)
 
418

 
1,023

Adjusted EBITDA
 
$
1,213

 
$
1,960

 
$
1,187

 
$
(1,829
)
 
$
2,531

Adjusted EBITDA margin %
 
9.9
 %
 
24.0
 %
 
29.1
 %
 
N/A

 
10.3
 %


Three months ended June 30, 2019
 
Rocky Mountain
 
Northeast
 
Southern
 
Corporate
 
Total
Revenue
 
$
28,993

 
$
10,720

 
$
5,527

 
$

 
$
45,240

Direct operating expenses
 
22,354

 
8,607

 
3,556

 

 
34,517

General and administrative expenses
 
1,206

 
729

 
354

 
2,991

 
5,280

Depreciation and amortization
 
4,307

 
2,821

 
2,136

 
13

 
9,277

Operating income (loss)
 
1,126

 
(1,437
)
 
(513
)
 
(3,004
)
 
(3,828
)
Operating margin %
 
3.9
%
 
(13.4
)%
 
(9.3
)%
 
N/A

 
(8.5
)%
Income (loss) before income taxes
 
1,041

 
(1,560
)
 
(576
)
 
(3,865
)
 
(4,960
)
 
 
 
 
 
 
 
 
 
 
 
Net income (loss)
 
1,041

 
(1,560
)
 
(576
)
 
(3,911
)
 
(5,006
)
Depreciation and amortization
 
4,307

 
2,821

 
2,136

 
13

 
9,277

Interest expense, net
 
168

 
123

 
63

 
943

 
1,297

Income tax expense
 

 

 

 
46

 
46

EBITDA
 
$
5,516

 
$
1,384

 
$
1,623

 
$
(2,909
)
 
$
5,614

 
 
 
 
 
 
 
 
 
 
 
Adjustments, net
 
(14
)
 
(361
)
 
(479
)
 
538

 
(316
)
Adjusted EBITDA
 
$
5,502

 
$
1,023

 
$
1,144

 
$
(2,371
)
 
$
5,298

Adjusted EBITDA margin %
 
19.0
%
 
9.5
 %
 
20.7
 %
 
N/A

 
11.7
 %
 


11




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS (continued)
(In thousands)
(Unaudited)

Reconciliation of YTD Segment Performance to Adjusted EBITDA
Six months ended June 30, 2020
 
Rocky Mountain
 
Northeast
 
Southern
 
Corporate
 
Total
Revenue
 
$
35,690

 
$
17,956

 
$
8,762

 
$

 
$
62,408

Direct operating expenses
 
30,009

 
13,964

 
6,054

 

 
50,027

General and administrative expenses
 
3,013

 
1,068

 
510

 
4,778

 
9,369

Depreciation and amortization
 
6,339

 
5,083

 
3,715

 
8

 
15,145

Operating loss
 
(15,854
)
 
(2,159
)
 
(4,913
)
 
(4,786
)
 
(27,712
)
Operating margin %
 
(44.4
)%
 
(12.0
)%
 
(56.1
)%
 
N/A

 
(44.4
)%
Loss before income taxes
 
(16,041
)
 
(2,379
)
 
(5,020
)
 
(6,368
)
 
(29,808
)
 
 
 
 
 
 
 
 
 
 
 
Net loss
 
(16,041
)
 
(2,379
)
 
(5,020
)
 
(6,383
)
 
(29,823
)
Depreciation and amortization
 
6,339

 
5,083

 
3,715

 
8

 
15,145

Interest expense, net
 
367

 
220

 
107

 
1,582

 
2,276

Income tax expense
 

 

 

 
15

 
15

EBITDA
 
$
(9,335
)
 
$
2,924

 
$
(1,198
)
 
$
(4,778
)
 
$
(12,387
)
 
 
 
 
 
 
 
 
 
 
 
Adjustments, net
 
13,120

 
(236
)
 
3,228

 
682

 
16,794

Adjusted EBITDA
 
$
3,785

 
$
2,688

 
$
2,030

 
$
(4,096
)
 
$
4,407

Adjusted EBITDA margin %
 
10.6
 %
 
15.0
 %
 
23.2
 %
 
N/A

 
7.1
 %


Six months ended June 30, 2019
 
Rocky Mountain
 
Northeast
 
Southern
 
Corporate
 
Total
Revenue
 
$
53,870

 
$
22,560

 
$
11,437

 
$

 
$
87,867

Direct operating expenses
 
42,182

 
18,322

 
6,570

 

 
67,074

General and administrative expenses
 
2,252

 
1,575

 
753

 
6,175

 
10,755

Depreciation and amortization
 
8,606

 
5,485

 
4,296

 
25

 
18,412

Operating loss
 
830

 
(2,939
)
 
(176
)
 
(6,200
)
 
(8,485
)
Operating margin %
 
1.5
%
 
(13.0
)%
 
(1.5
)%
 
N/A

 
(9.7
)%
Loss before income taxes
 
683

 
(3,155
)
 
(285
)
 
(8,479
)
 
(11,236
)
 
 
 
 
 
 
 
 
 
 
 
Net loss
 
683

 
(3,155
)
 
(285
)
 
(8,604
)
 
(11,361
)
Depreciation and amortization
 
8,606

 
5,485

 
4,296

 
25

 
18,412

Interest expense, net
 
296

 
216

 
109

 
2,097

 
2,718

Income tax expense
 

 

 

 
125

 
125

EBITDA
 
$
9,585

 
$
2,546

 
$
4,120

 
$
(6,357
)
 
$
9,894

 
 
 
 
 
 
 
 
 
 
 
Adjustments, net
 
(760
)
 
(456
)
 
(326
)
 
1,446

 
(96
)
Adjusted EBITDA
 
$
8,825

 
$
2,090

 
$
3,794

 
$
(4,911
)
 
$
9,798

Adjusted EBITDA margin %
 
16.4
%
 
9.3
 %
 
33.2
 %
 
N/A

 
11.2
 %


12




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS (continued)
(In thousands)
(Unaudited)


Reconciliation of Special Items to Net loss and to EBITDA and Adjusted EBITDA

 
Three months ended June 30, 2020
 
As Reported
 
Special Items
 
As Adjusted
Revenue
$
24,466

 
$

 
 
$
24,466

Direct operating expenses
18,551

 
236

[A]
 
18,787

General and administrative expenses
4,445

 
(1,259
)
[B]
 
3,186

Total costs and expenses
30,152

 
(1,023
)
[C]
 
29,129

Operating loss
(5,686
)
 
1,023

[C]
 
(4,663
)
Net loss
(6,779
)
 
1,025

[D]
 
(5,754
)
 
 
 
 
 
 
 
Net loss
$
(6,779
)
 
 
 
 
$
(5,754
)
Depreciation and amortization
7,156

 
 
 
 
7,156

Interest expense, net
1,116

 
 
 
 
1,116

Income tax expense
15

 
 
 
 
13

EBITDA and Adjusted EBITDA
$
1,508

 
 
 
 
$
2,531


Description of 2020 Special Items:
[A]
Special items relates to gain on the sale of underutilized assets.
[B]
Primarily attributable to transaction costs related to a discontinued project and stock-based compensation expense.
[C]
Primarily includes the aforementioned adjustments.
[D]
Primarily includes the aforementioned adjustments. Additionally, our effective tax rate for the three months ended June 30, 2020 was (0.2%) and was applied to the special items accordingly.










13




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS (continued)
(In thousands)
(Unaudited)


Reconciliation of Special Items to Net loss and to EBITDA and Adjusted EBITDA

 
Three months ended June 30, 2019
 
As Reported
 
Special Items
 
As Adjusted
Revenue
$
45,240

 
$

 
 
$
45,240

Direct operating expenses
34,517

 
848

[E]
 
35,365

General and administrative expenses
5,280

 
(620
)
[F]
 
4,660

Total costs and expenses
49,068

 
234

[G]
 
49,302

Operating loss
(3,828
)
 
(234
)
[G]
 
(4,062
)
Net loss
(5,006
)
 
(319
)
[H]
 
(5,325
)
 
 
 
 
 
 
 
Net loss
$
(5,006
)
 
 
 
 
$
(5,325
)
Depreciation and amortization
9,277

 
 
 
 
9,277

Interest expense, net
1,297

 
 
 
 
1,297

Income tax expense
46

 
 
 
 
49

EBITDA and Adjusted EBITDA
$
5,614

 
 
 
 
$
5,298


Description of 2019 Special Items:
[E]
Special items primarily relates to the gain on the sale of underutilized assets.
[F]
Primarily attributable to stock-based compensation.
[G]
Primarily includes the aforementioned adjustments.
[H]
Primarily includes the aforementioned adjustments along with a gain of $69.0 thousand associated with the change in fair value of the derivative warrant liability. Additionally, our effective tax rate for the three months ended June 30, 2019 was (0.9%) percent and was applied to the special items accordingly.



14




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS (continued)
(In thousands)
(Unaudited)


Reconciliation of Special Items to Net loss and to EBITDA and Adjusted EBITDA

 
Six months ended June 30, 2020
 
As Reported
 
Special Items
 
As Adjusted
Revenue
$
62,408

 
$

 
 
$
62,408

Direct operating expenses
50,027

 
209

[A]
 
50,236

General and administrative expenses
9,369

 
(1,542
)
[B]
 
7,827

Total costs and expenses
90,120

 
(16,912
)
[C]
 
73,208

Operating loss
(27,712
)
 
16,912

[C]
 
(10,800
)
Net loss
(29,823
)
 
16,802

[D]
 
(13,021
)
 
 
 
 
 
 
 
Net loss
$
(29,823
)
 
 
 
 
$
(13,021
)
Depreciation and amortization
15,145

 
 
 
 
15,145

Interest expense, net
2,276

 
 
 
 
2,276

Income tax expense
15

 
 
 
 
7

EBITDA and Adjusted EBITDA
$
(12,387
)
 
 
 
 
$
4,407


Description of 2020 Special Items:
[A]
Special items relates to the gain on the sale of underutilized assets and severance costs.
[B]
Primarily attributable to transaction costs related to a discontinued project, stock-based compensation expense, reversal of certain prior year transaction costs related to the exploration of strategic opportunities, and severance costs.
[C]
Primarily includes the aforementioned adjustments along with long-lived asset impairment charges of $15.6 million for assets associated with the landfill in the Rocky Mountain division, trucking equipment in the Southern division and property classified as held-for-sale in the Rocky Mountain division.
[D]
Primarily includes the aforementioned adjustments. Additionally, our effective tax rate for the six months ended June 30, 2020 was (0.1%) and was applied to the special items accordingly.


15




NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES
NON-GAAP RECONCILIATIONS (continued)
(In thousands)
(Unaudited)


Reconciliation of Special Items to Net loss and to EBITDA and Adjusted EBITDA


 
Six months ended June 30, 2019
 
As Reported
 
Special Items
 
As Adjusted
Revenue
$
87,867

 
$

 
 
$
87,867

Direct operating expenses
67,074

 
1,706

[E]
 
68,780

General and administrative expenses
10,755

 
(1,317
)
[F]
 
9,438

Total costs and expenses
96,352

 
278

[G]
 
96,630

Operating loss
(8,485
)
 
(278
)
[G]
 
(8,763
)
Net loss
(11,361
)
 
(97
)
[H]
 
(11,458
)
 
 
 
 
 
 
 
Net loss
$
(11,361
)
 
 
 
 
$
(11,458
)
Depreciation and amortization
18,412

 
 
 
 
18,412

Interest expense, net
2,718

 
 
 
 
2,718

Income tax expense
125

 
 
 
 
126

EBITDA and Adjusted EBITDA
$
9,894

 
 
 
 
$
9,798


Description of 2019 Special Items:
[E]
Special items primarily relates to the gain on the sale of underutilized assets.
[F]
Primarily attributable to stock-based compensation and non-routine litigation expenses, partially offset by an adjustment to capitalize certain of our transaction costs for our acquisition of Clearwater Solutions in the fourth quarter of 2018.
[G]
Primarily includes the aforementioned adjustments along with long-lived asset impairment charges of $0.1 million for assets classified as held-for-sale in the Northeast division.
[H]
Primarily includes the aforementioned adjustments along with a gain of $28.0 thousand associated with the change in fair value of the derivative warrant liability. Additionally, our effective tax rate for the six months ended June 30, 2019 was (1.1%) percent and was applied to the special items accordingly.



16