Segment Information

Reporting Segments

Operating segments are defined as components of an enterprise for which separate financial information is available that is regularly evaluated by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. We are comprised of four reportable segments: International Services, U.S. Services, Tubular Sales and Blackhawk.

The International Services segment provides tubular services in international offshore markets and in several onshore international regions. Our customers in these international markets are primarily large exploration and production companies, including integrated oil and gas companies and national oil and gas companies, and other oilfield services companies.

The U.S. Services segment provides tubular services in the active onshore oil and gas drilling regions in the U.S., including the Permian Basin, Eagle Ford Shale, Haynesville Shale, Marcellus/Utica Shale, Niobrara Shale, Woodford Shale, Green River Basin and Uintah Basin, as well as in the U.S. Gulf of Mexico.

The Tubular Sales segment designs, manufactures and distributes large outside diameter (“OD”) pipe, connectors and casing attachments and sells large OD pipe originally manufactured by various pipe mills. We also provide specialized fabrication and welding services in support of offshore projects, including drilling and production risers, flowlines and pipeline end terminations, as well as long length tubulars (up to 300 feet in length) for use as caissons or pilings. This segment also designs and manufactures proprietary equipment for use in our International and U.S. Services segments.

The Blackhawk segment provides well construction and well intervention services and products, in addition to cementing tool expertise, in the U.S. and Mexican Gulf of Mexico, onshore U.S. and other select international locations. Blackhawk’s customer base consists primarily of major and independent oil and gas companies as well as other oilfield services companies.

Revenues

We disaggregate our revenue from contracts with customers by geography for each of our segments, as we believe this best depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. The following tables presents our revenues disaggregated by geography based on the location where our services were provided and products sold (in thousands):



	Year Ended December 31, 2018
	International Services		U.S. Services		Tubular Sales		Blackhawk		Consolidated
United States	$	—	$	148,941	$	59,338	$	72,316	$	280,595
International	222,992		—		2,077		16,829		241,898
Total Revenues	$	222,992	$	148,941	$	61,415	$	89,145	$	522,493



	Year Ended December 31, 2017
	International Services		U.S. Services		Tubular Sales		Blackhawk		Consolidated
United States	$	—	$	118,815	$	55,862	$	70,007	$	244,684
International	206,746		—		2,348		1,017		210,111
Total Revenues	$	206,746	$	118,815	$	58,210	$	71,024	$	454,795



	Year Ended December 31, 2016
	International Services		U.S. Services		Tubular Sales		Blackhawk		Consolidated
United States	$	—	$	152,827	$	85,055	$	9,982	$	247,864
International	237,207		—		2,460		—		239,667
Total Revenues	$	237,207	$	152,827	$	87,515	$	9,982	$	487,531

Revenue by geographic area was as follows (in thousands):



	Year Ended
	December 31,
	2018		2017		2016
United States	$	280,595	$	244,684	$	247,864
Europe/Middle East/Africa	135,786		138,304		160,651
Latin America	46,553		33,131		35,390
Asia Pacific	27,509		20,573		30,325
Other countries	32,050		18,103		13,301
Total Revenues	$	522,493	$	454,795	$	487,531

We are a Netherlands based company and we derive our revenue from services and product sales to clients primarily in the oil and gas industry. No single customer accounted for more than 10% of our revenue for the year ended December 31, 2018. For the years ended December 31, 2017 and 2016, one customer accounted for 10% and 13% of our revenues, respectively. In both years, all four of our segments generated revenue from this customer.

The revenue generated in the Netherlands was immaterial for the years ended December 31, 2018, 2017 and 2016. Other than the United States, no individual country represented more than 10% of our revenue for the years ended December 31, 2018, 2017 and 2016.

Adjusted EBITDA

We define Adjusted EBITDA as net income (loss) before interest income, net, depreciation and amortization, income tax benefit or expense, asset impairments, gain or loss on disposal of assets, foreign currency gain or loss, equity-based compensation, unrealized and realized gain or loss, the effects of the TRA, other non-cash adjustments and other charges or credits. We review Adjusted EBITDA on both a consolidated basis and on a segment basis. We use Adjusted EBITDA to assess our financial performance because it allows us to compare our operating performance on a consistent basis across periods by removing the effects of our capital structure (such as varying levels of interest expense), asset base (such as depreciation and amortization), income tax, foreign currency exchange rates and other charges and credits. Adjusted EBITDA has limitations as an analytical tool and should not be considered as an alternative to net income (loss), operating income (loss), cash flow from operating activities or any other measure of financial performance presented in accordance with GAAP.

Our CODM uses Adjusted EBITDA as the primary measure of segment reporting performance.

The following table presents a reconciliation of Segment Adjusted EBITDA to net loss (in thousands):



	Year Ended December 31,
	2018			2017			2016
Segment Adjusted EBITDA:
International Services	$	35,498		$	30,801		$	33,264
U.S. Services ⁽¹⁾	(18,115		)	(39,357		)	(11,012		)
Tubular Sales	3,153			3,181			1,741
Blackhawk	12,696			11,090			1,038
Total	33,232			5,715			25,031
Interest income, net	4,243			2,309			2,073
Income tax (expense) benefit	2,950			(72,918		)	25,643
Depreciation and amortization	(111,292		)	(122,102		)	(114,215		)
Gain (loss) on disposal of assets	1,309			2,045			(1,117		)
Foreign currency gain (loss)	(5,675		)	2,075			(10,819		)
TRA related adjustments ⁽²⁾	(1,359		)	122,515			—
Charges and credits ⁽³⁾	(14,141		)	(99,096		)	(82,675		)
Net loss	$	(90,733	)	$	(159,457	)	$	(156,079	)


(1)	Includes all corporate general and administrative expenses.


(2)	Please see Note 13—Related Party Transactions for further discussion.

(3)

Comprised of Equity-based compensation expense (2018: $10,621; 2017: $13,862; 2016: $15,978), Mergers and acquisition expense (2018: $58; 2017: $459; 2016: $13,784), Severance and other (charges) credits (2018: $310; 2017: $(75,354); 2016: $(46,406)), Unrealized and realized gains (losses) (2018: $1,682; 2017: $(2,791); 2016: $(110)), Investigation-related matters (2018: $5,454; 2017: $6,143; 2016: $6,397) and Other adjustments (2018: none; 2017: $487; 2016: none).

The following table sets forth certain financial information with respect to our reportable segments (in thousands):



	International Services			U.S. Services			Tubular Sales			Blackhawk			Eliminations			Total

Year Ended December 31, 2018
Revenue from external customers	$	222,992		$	148,941		$	61,415		$	89,145		$	—		$	522,493
Inter-segment revenues	(222		)	17,821			1,695			3,387			(22,681		)	—
Operating income (loss)	(15,328		)	(71,824		)	442			(6,171		)	—			(92,881		)
Adjusted EBITDA	35,498			(18,115		)	3,153			12,696			—			*
Depreciation and amortization	54,450			37,100			2,481			17,261			—			111,292
Property, plant and equipment	143,424			168,372			75,259			29,435			—			416,490
Purchases of property, plant and equipment and intangibles	1,864			35,206			12,668			6,733			—			56,471

Year Ended December 31, 2017
Revenue from external customers	$	206,746		$	118,815		$	58,210		$	71,024		$	—		$	454,795
Inter-segment revenues	23			17,071			14,132			129			(31,355		)	—
Operating loss	(44,199		)	(101,602		)	(51,397		)	(17,544		)	—			(214,742		)
Adjusted EBITDA	30,801			(39,357		)	3,181			11,090			—			*
Depreciation and amortization	54,873			38,151			3,697			25,381			—			122,102
Property, plant and equipment	197,305			173,501			66,153			32,687			—			469,646
Purchases of property, plant and equipment and intangibles	7,042			9,618			268			5,062			—			21,990

Year Ended December 31, 2016
Revenue from external customers	$	237,207		$	152,827		$	87,515		$	9,982		$	—		$	487,531
Inter-segment revenues	68			19,590			19,456			—			(39,114		)	—
Operating loss	(41,668		)	(116,603		)	(2,884		)	(2,207		)	—			(163,362		)
Adjusted EBITDA	33,264			(11,012		)	1,741			1,038			—			*
Depreciation and amortization	59,435			47,438			4,087			3,255			—			114,215
Property, plant and equipment	247,913			201,772			73,316			44,023			—			567,024
Purchases of property, plant and equipment and intangibles	23,461			18,112			540			14			—			42,127

* Non-GAAP financial measure not disclosed.

The CODM does not review total assets by segment as part of the financial information provided; therefore, no asset information is provided in the above table.



	December 31,
	2018		2017
Long-Lived Assets (PP&E)
United States	$	272,476	$	272,342
International	144,014		197,304
	$	416,490	$	469,646

Based on the unique nature of our operating structure, revenue generating assets are interchangeable between two categories: (i) offshore and (ii) onshore. In addition, some onshore assets can only be used in the U.S. based upon certification. Long-lived assets in the Netherlands were insignificant in each of the years presented.