10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q/A

Amendment No. 1

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2018

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM                      TO                     

Commission File Number: 001-38383

Quintana Energy Services Inc.

(Exact name of registrant as specified in its charter)

Delaware	82-1221944
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1415 Louisiana Street, Suite 2900

Houston, TX 77002

(Address of principal executive offices)

(832) 518-4094

(registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒  (Do not check if a smaller reporting company)	Smaller reporting company	☐
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  ☐    No  ☒

The number of shares of the registrant’s common stock, par value $0.01 per share, outstanding at May 10, 2018, was 33,630,934.

Explanatory Note

This Amendment No. 1 (this “Amendment”) to our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2018, originally filed with the Securities and Exchange Commission on May 10, 2018 (the “Original Form 10-Q”), is being filed solely to furnish the exhibits listed in the Exhibit Index hereto, which provide certain items from the Original Form 10-Q formatted in Extensible Business Reporting Language (“XBRL”). This Amendment is being filed within the time period provided by Rule 405(a)(2) of Regulation S-T.

No other changes have been made to the Original Form 10-Q except for the furnishing of the exhibits described above. This Amendment does not reflect subsequent events occurring after the date of the Original Form 10-Q or modify or update any disclosures set forth in the Original Form 10-Q.

Item 6. Exhibits

Exhibit Number	Description
2.1	Master Reorganization Agreement, dated as of February 8, 2018, by and among the Quintana Energy Services Inc., Quintana Energy Services LP, QES Holdco LLC and the other parties named therein (Incorporated by reference to Exhibit 2.1 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
3.1	Amended and Restated Certificate of Incorporation of Quintana Energy Services Inc. (Incorporated by reference to Exhibit 3.1 of Quintana Energy Services Inc.’s Quarterly Report on Form 10-Q, filed on May 10, 2018).
3.2	Amended and Restated Bylaws of Quintana Energy Services Inc. (Incorporated by reference to Exhibit 3.3 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
4.1	Second Amended and Restated Equity Rights Agreement, dated February 13, 2018, by and among Quintana Energy Services Inc. and the other parties named therein (Incorporated by reference to Exhibit 4.1 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
4.2	Registration Rights Agreement, dated February 13, 2018, by and among Quintana Energy Services Inc. and the other parties named therein (Incorporated by reference to Exhibit 4.2 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.1	Loan, Security and Guaranty Agreement, dated February 13, 2018, by and among Quintana Energy Services Inc., Quintana Energy Services LP, the various borrowers thereto, Bank of America, N.A., as agent, joint lead arranger and sole bookrunner, ZB, N.A. DBA Amegy Bank, as joint lead arranger, and Citibank, N.A., as joint lead arranger (Incorporated by reference to Exhibit 10.3 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.2+	Quintana Energy Services Inc. 2018 Long Term Incentive Plan (Incorporated by reference to Exhibit 10.1 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.3+	Quintana Energy Services Inc. Amended and Restated Long-Term Incentive Plan (also referred to as the QES Legacy Long-Term Incentive Plan) (Incorporated by reference to Exhibit 10.2 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.4+	Form of Phantom Unit Agreement under the Quintana Energy Services Inc. Amended and Restated Long-Term Incentive Plan (Incorporated by reference to Exhibit 4.10 of Quintana Energy Services Inc.’s Registration Statement on Form S-8 filed on February 14, 2018).
10.5+	Form of Phantom Unit Agreement (Corporate Executives) under the Quintana Energy Services Inc. Amended and Restated Long-Term Incentive Plan (Incorporated by reference to Exhibit 4.11 of Quintana Energy Services Inc.’s Registration Statement on Form S-8 filed on February 14, 2018).
10.6+	Indemnification Agreement (D. Rogers Herndon) (Incorporated by reference to Exhibit 10.4 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.7+	Indemnification Agreement (Christopher J. Baker) (Incorporated by reference to Exhibit 10.5 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.8+	Indemnification Agreement (Keefer M. Lehner) (Incorporated by reference to Exhibit 10.6 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.9+	Indemnification Agreement (Max L. Bouthillette) (Incorporated by reference to Exhibit 10.7 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.10+	Indemnification Agreement (Dag Skindlo) (Incorporated by reference to Exhibit 10.8 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).

37

Exhibit number	Description
10.11+	Indemnification Agreement (Gunnar Eliassen) (Incorporated by reference to Exhibit 10.9 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.12+	Indemnification Agreement (Rocky L. Duckworth) (Incorporated by reference to Exhibit 10.10 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.13+	Indemnification Agreement (Dalton Boutté, Jr.) (Incorporated by reference to Exhibit 10.11 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
10.14+	Indemnification Agreement (Corbin J. Robertson, Jr.) (Incorporated by reference to Exhibit 10.12 of Quintana Energy Services Inc.’s Current Report on Form 8-K filed on February 14, 2018).
31.1*	Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section  1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section  1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

** Furnished herewith.

† The schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K and will be provided to the Securities and Exchange Commission upon request.

+ Management contract or compensatory plan or arrangement

38

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

QUINTANA ENERGY SERVICES INC.
By:	/s/ Keefer M. Lehner
	Keefer M. Lehner
	Executive Vice President and Chief Financial Officer
Date: May 25, 2018

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULE 13A-14(A) AND RULE 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, D. Rogers Herndon, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q/A of Quintana Energy Services Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 25, 2018	/s/ D. Rogers Herndon
	D. Rogers Herndon
	Chief Executive Officer, President and Director

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULE 13A-14(A) AND RULE 15D-14(A)

OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Keefer M. Lehner, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q/A of Quintana Energy Services Inc. (the “registrant”);

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

c. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 25, 2018	/s/ Keefer M. Lehner
	Keefer M. Lehner
	Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF

CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE

SARBANES OXLEY ACT OF 2002

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with the Quarterly Report of Quintana Energy Services Inc. (the “Company”) on Form 10-Q/A for the period ended March 31, 2018, as filed with the Securities and Exchange Commission on the date hereof (the “Periodic Report”), I, D. Rogers Herndon, Chief Executive Officer, President and Director of the Company, hereby certify that, to my knowledge:

(1) the Periodic Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 25, 2018	/s/ D. Rogers Herndon
	D. Rogers Herndon
	Chief Executive Officer, President and Director

EX-32.2

Exhibit 32.2

CERTIFICATION OF

CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE

SARBANES OXLEY ACT OF 2002

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, in connection with the Quarterly Report of Quintana Energy Services Inc. (the “Company”) on Form 10-Q/A for the period ended March 31, 2018, as filed with the Securities and Exchange Commission on the date hereof (the “Periodic Report”), I, Keefer M. Lehner, Executive Vice President and Chief Financial Officer, hereby certify that, to my knowledge:

(1) the Periodic Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) the information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 25, 2018	/s/ Keefer M. Lehner
	Keefer M. Lehner
	Executive Vice President and Chief Financial Officer

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	May 10, 2018
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2018
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q1
Trading Symbol	QES
Entity Registrant Name	Quintana Energy Services Inc.
Entity Central Index Key	0001704235
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		33,630,934

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Current assets
Cash and cash equivalents	$ 16,646	$ 8,751
Accounts receivable, net of allowance of $897 and $776	84,577	83,325
Unbilled receivables	8,223	9,645
Inventories	26,482	22,693
Prepaid expenses and other current assets	9,775	9,520
Total current assets	145,703	133,934
Property, plant and equipment, net	129,573	128,518
Intangible assets, net	10,379	10,832
Other assets	1,635	2,375
Total assets	287,290	275,659
Current liabilities
Current portion of debt and capital lease obligations	380	79,443
Accounts payable	40,347	36,027
Accrued liabilities	32,382	33,825
Total current liabilities	73,109	149,295
Deferred tax liability		185
Long-term debt, net of deferred financing costs of $0 and $1,709	13,000	37,199
Long-term capital lease obligations	3,731	3,829
Other long-term liabilities	171	183
Total liabilities	90,011	190,691
Commitments and contingencies
Shareholders' and members' equity
Members' equity		212,630
Preferred shares, $0.01 par value, 10,000 authorized; 0 issued and outstanding
Common shares, $0.01 par value, 150,000 authorized; 33,765 issued; 33,631 outstanding	336
Additional paid in capital	342,047
Treasury stock, at cost, 135 common shares	(1,271)
Retained deficit	(143,833)	(127,662)
Total shareholders' and members' equity	197,279	84,968
Total liabilities, shareholders' and members' equity	$ 287,290	$ 275,659

XML

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Allowance for accounts receivable, net	$ 897	$ 776
Deferred financing costs, net	$ 0	$ 1,709
Preferred shares, par value	$ 0.01	$ 0.01
Preferred shares, authorized	10,000,000	10,000,000
Preferred shares, issued	0	0
Preferred shares, outstanding	0	0
Common shares, par value	$ 0.01	$ 0.01
Common shares, authorized	150,000,000	150,000,000
Common shares, issued	33,765,000	33,765,000
Common shares, outstanding	33,631,000	33,631,000
Treasury stock, common shares	135,000	135,000

XML

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues:	$ 141,268	$ 85,439
Costs and Expenses:
Direct operating expenses	106,492	66,836
General and administrative expenses	29,917	17,744
Depreciation and amortization	11,078	11,594
Gain on disposition of assets	(106)	(1,657)
Operating loss	(6,113)	(9,078)
Interest expense	(10,192)	(2,601)
Loss before tax	(16,305)	(11,679)
Income tax (expense) benefit	(51)	6
Net Loss	$ (16,356)	(11,673)
Net loss per common share:
Basic	$ (0.44)
Diluted	$ (0.44)
Weighted average common shares outstanding:
Basic	33,318
Diluted	33,318
Predecessor [Member]
Costs and Expenses:
Net Loss	$ (1,546)	$ (11,673)
Successor [Member]
Costs and Expenses:
Net Loss	$ (14,810)

XML

Condensed Consolidated Statement of Shareholder's Equity - 3 months ended Mar. 31, 2018 - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock [Member]	Retained Deficit [Member]	Member Units [Member]
Stockholders equity, Beginning balance at Dec. 31, 2017	$ 84,968				$ (127,662)
Members' equity, Beginning balance at Dec. 31, 2017	$ 212,630					$ 212,630
Stockholders equity, shares, Beginning balance at Dec. 31, 2017	33,631
Members' equity, Units, Beginning balance at Dec. 31, 2017						417,441
Effect of Reorganization Transactions	$ 33,633	$ 236	$ 246,027			$ (212,630)
Effect of Reorganization Transactions, shares		23,598				(417,441)
Issuance of common stock sold in initial public offering, net of offering costs	90,541	$ 96	90,445
Issuance of common stock sold in initial public offering, net of offering costs, shares		9,632
Net loss prior to Reorganization Transactions	(1,546)				(1,546)
Cost incurred for stock issuance	(4,307)		(4,307)
Equity-based compensation	9,886	$ 4	9,882
Equity-based compensation, shares		401
Activity related to stock plan	(1,271)			$ (1,271)
Opening deferred tax adjustment	185				185
Net loss subsequent to Reorganization Transactions	(14,810)				(14,810)
Ending balance at Mar. 31, 2018	$ 197,279	$ 336	$ 342,047	$ (1,271)	$ (143,833)
Ending balance, shares at Mar. 31, 2018	33,631	33,631

XML

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Cash flows from operating activities
Net loss	$ (16,356)	$ (11,673)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	11,078	11,594
Gain on disposition of assets	(458)	(4,623)
Non cash interest expense	764	264
Loss on debt extinguishment	8,594
Provision for doubtful accounts	159	57
Deferred income tax benefit		(18)
Stock-based compensation	9,886
Changes in operating assets and liabilities:
Accounts receivable	(1,411)	(14,180)
Unbilled receivables	1,422	(2,070)
Inventories	(3,789)	(430)
Prepaid expenses and other current assets	459	(749)
Other noncurrent assets		(213)
Accounts payable	1,508	(2,592)
Accrued liabilities	(1,448)	5,158
Other long-term liabilities	(7)
Net cash provided by (used in) operating activities	10,401	(19,475)
Cash flows from investing activities
Purchases of property, plant and equipment	(10,705)	(4,212)
Advances of deposit on equipment	(1,709)
Proceeds from sale of property, plant and equipment	998	28,428
Net cash (used in) provided by investing activities	(11,416)	24,216
Cash flows from financing activities
Proceeds from revolving debt	15,000
Payments on revolving debt	(81,071)	(10,929)
Proceeds from term loans		5,000
Payments on term loans	(11,225)
Payments on capital lease obligations	(90)	(75)
Payment of deferred financing costs	(1,416)
Prepayment premiums on early debt extinguishment	(1,346)
Payments for treasury shares	(1,271)
Proceeds from new shares issuance, net of underwriting commission costs	90,541
Costs incurred for stock issuance	(212)
Net cash provided by (used in) financing activities	8,910	(6,004)
Net increase (decrease) in cash and cash equivalents	7,895	(1,263)
Cash and cash equivalents
Beginning of period	8,751	12,219
End of period	16,646	10,956
Supplemental cash flow information
Cash paid for interest	792	1,100
Income taxes paid		166
Supplemental noncash investing and financing activities
Noncash proceeds from sale of assets held for sale		$ 3,990
Fixed asset purchases in accounts payable and accrued liabilities	832
Non cash payment for property, plant and equipment	682
Debt conversion of term loan to equity	33,632
Issuance of common shares for members' equity	212,630
Stock issuance cost included in accounts payable	$ 1,967

XML

Organization and Nature of Operations

3 Months Ended

Mar. 31, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Nature of Operations

NOTE 1 – ORGANIZATION AND NATURE OF OPERATIONS

Quintana Energy Services Inc. (either individually or together with its subsidiaries, as the context requires, the “Company,” “QES,” “we,” “us,” and “our”) is a Delaware corporation that was incorporated on April 13, 2017. Our accounting predecessor, Quintana Energy Services LP (“QES LP” and “Predecessor”), was formed as a Delaware partnership on November 3, 2014. In connection with our initial public offering (the “IPO”) which closed on February 13, 2018, the existing investors in QES LP and QES Holdco LLC contributed all of their direct and indirect equity interests to QES in exchange for shares of common stock in QES, and we became the holding company for the reorganized QES LP and its subsidiaries.

We are a growth-oriented provider of diversified oilfield services to leading onshore oil and natural gas exploration and production (“E&P”) companies operating in both conventional and unconventional plays in all of the active major basins throughout the United States. The Company operates through four reporting segments, which are Directional Drilling, Pressure Pumping, Pressure Control and Wireline.

Initial Public Offering

As of December 31, 2017, our Predecessor had 417,441,074 common units outstanding and 227,885,579 warrants to purchase common units outstanding. Immediately prior to the IPO on February 13, 2018, the warrants were net settled for 223,394,762 common units, and immediately thereafter our Predecessor and affiliated entities were reorganized through mergers and related transactions and 20,235,193 shares of our common stock were issued to the holders of equity in our Predecessor at a ratio of 1 share of our common stock for 31.669363 common units of our Predecessor (with elimination of fractional shares) (the “Merger Transactions”). On February 13, 2018, immediately after the Merger Transactions, but prior to our IPO, our Predecessor’s Former Term Loan (as defined below) was extinguished and in partial consideration therefor 3,363,208 shares were issued to our Predecessor’s Former Term Loan lenders based on the price to the public of our IPO (representing 1 share of common stock for each $10.00 in Former Term Loan obligations converted) (together with the “Merger Transactions”, the “Reorganization Transactions”).

The gross proceeds of the IPO to the Company, at the public offering price of $10.00 per share, was $92.6 million, which resulted in net proceeds to the Company of approximately $87.0 million, after deducting $5.6 million of underwriting discounts and commissions associated with the shares sold by the Company, excluding approximately $4.2 million in offering expenses payable by the Company. Taking together the Reorganization Transactions and the issuance of 9,259,259 shares of our common stock to the public in our IPO, as of February 13, 2018, we had 32,857,660 shares outstanding immediately following our IPO. Subsequent to our IPO, we issued 139,921 shares in connection with the vesting of awards under our Predecessor’s 2015 LTIP Plan on February 22, 2018, and 260,529 shares of our common stock were issued on March 8, 2018 in consideration of vesting of awards under our Predecessor’s 2017 LTIP which we assumed. In connection with both awards, certain shares were withheld to satisfy tax obligations of the holder of the award, which shares are currently treasury shares totaling 134,552 shares of common stock. Also in connection with the consummation of the IPO, on March 9, 2018, the underwriters exercised their overallotment option to purchase an additional 372,824 shares of common stock of QES, which resulted in additional net proceeds of approximately $3.5 million (the “Option Exercise”), net of underwriter’s discounts and commission of $0.1 million. Upon the completion of the Reorganizational Transactions, the IPO and the Option Exercise, QES had 33,630,934 shares of common stock outstanding.

The net proceeds received from the IPO and a $13.0 million drawdown on the New ABL Facility (described below) were used to fully repay the Company’s revolving credit facility balance of $81.1 million and repay $12.6 million of the Company’s $40.0 million, 10% term loan due 2020 (the “Former Term Loan”), as described in “Note 5-Long-Term Debt and Capital Lease Obligations.” The remaining proceeds from the IPO will be used for general corporate purposes.

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Basis of Presentation and Principles of Consolidation

3 Months Ended

Mar. 31, 2018

Accounting Policies [Abstract]

Basis of Presentation and Principles of Consolidation

NOTE 2 – BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION

The accompanying interim condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). These interim condensed consolidated financial accounts include all QES accounts and all of our subsidiaries where we exercise control. All inter-company transactions and account balances have been eliminated upon consolidation.

The accompanying interim condensed consolidated financial statements have not been audited by the Company’s independent registered public accounting firm, except that the Consolidated Balance Sheet at December 31, 2017, is derived from previously audited consolidated financial statements. In the opinion of management, all material adjustments, consisting of normal recurring adjustments, necessary for fair statement have been included.

These interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. Therefore, these interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 (“2017 Annual Report”) filed with the SEC on March 30, 2018. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year.

There have been no material changes to the Company’s critical accounting policies or estimates from those disclosed in the 2017 Annual Report. The Company adopted certain accounting policies including the adoption of the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (the “new revenue standard” or Accounting Standards Codification 606, (“ASC 606”)) on January 1, 2018. These revenue recognition policy updates are applied prospectively in our financial statements from January 1, 2018 forward. Reported financial information for the historical comparable period was not revised and continues to be reported under the accounting standards in effect during the historical periods as there is not a material impact related to adoption. For additional discussion of this adoption, see Note 11, “Revenues for Contracts with Customers.”

Recent Accounting Pronouncements

Adopted in 2018

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), a comprehensive new revenue recognition standard that supersedes most existing industry-specific guidance. ASC 606 creates a framework by which an entity allocates the transaction price to separate performance obligations and recognizes revenue when each performance obligation is satisfied. Under the new standard, entities are required to use judgment and make estimates, including identifying performance obligations in a contract, estimating the amount of variable consideration to include in the transaction price, allocating the transaction price to each separate performance obligation and determining when an entity satisfies its performance obligations. The standard allows for either “full retrospective” adoption, meaning that the standard is applied to all of the periods presented with a cumulative catch-up as of the earliest period presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements with a cumulative catch-up in the current period. In July and December 2016, the FASB issued various additional authoritative guidance for the new revenue recognition standard. The accounting standard is effective for reporting periods beginning after December 15, 2017 and did not have a material impact on the Company’s 2018 first quarter interim condensed consolidated financial position, results of operations and cash flows. The Company adopted ASC 606, effective January 1, 2018, utilizing the modified retrospective method of adoption. See Note 11, “Revenue from Contracts with Customers,” for more details on the adoption and impacts of implementing ASC 606.

In January 2017, FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The amendments provide a more robust framework to use in determining when a set of assets and activities constitutes a business. The new standard was effective for the Company beginning on January 1, 2018. The standard did not have a material impact on the Company’s interim condensed consolidated financial position, results of operations and cash flows as it did not have any business combinations transactions.

In May 2017, the FASB issued ASU 2017-09, Compensation (Topic 718): Scope of Modification Accounting, which clarifies what constitutes a modification of a share-based payment award. The new standard was effective for the Company beginning on January 1, 2018. The standard did not have a material impact on the Company’s interim condensed consolidated financial position, results of operations and cash flows because there has been no modification to our equity-based payment awards.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments providing new guidance on the classification of certain cash receipts and payments including debt extinguishment costs, debt prepayment costs, settlement of zero-coupon debt instruments, contingent consideration payments, proceeds from the settlement of insurance claims and life insurance policies and distributions received from equity method investees in the statement of cash flows. This update is required to be applied using the retrospective transition method to each period presented unless it is impracticable to be applied retrospectively. In such situation, this guidance is to be applied prospectively. The new standard was effective for the Company beginning on January 1, 2018, which did not impact 2017 results, but resulted in a $1.3 million prepayment premium cost being reported under financing activities relating to the debt extinguishment of the Company’s $40.0 million term loan at the closing of the IPO.

Accounting Standards not yet adopted

In February 2016, the FASB issued ASU No. 2016-02, Leases. The new standard requires lessees to recognize a right of use asset and a lease liability for virtually all leases. The guidance is effective for the Company for the fiscal year beginning January 1, 2019. While the exact impact of this standard is not known, the guidance is expected to have a material impact on the Company’s consolidated financial statements, due to the leased assets and corresponding lease liability that will be recognized, as the Company has operating and real property lease arrangements for which it is the lessee.

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Inventories

3 Months Ended

Mar. 31, 2018

Inventory Disclosure [Abstract]

Inventories

NOTE 3 – Inventories

Inventories consisted of the following (in thousands of dollars):

	March 31,		December 31,
	2018		2017
Consumables and materials	$	8,658	$	7,085
Spare parts		17,824		15,608
Inventories	$	26,482	$	22,693

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Accrued Liabilities

3 Months Ended

Mar. 31, 2018

Payables and Accruals [Abstract]

Accrued Liabilities

NOTE 4 – Accrued Liabilities

Accrued liabilities consist of the following (in thousands of dollars):

	March 31,		December 31,
	2018		2017
Current accrued liabilities
Accrued payables	$	15,416	$	11,905
Payroll and payroll taxes		3,537		6,089
Bonus		3,308		6,019
Workers compensation insurance premiums		1,802		1,760
Sales tax		2,395		2,923
Ad valorem tax		683		728
Health insurance claims		1,181		913
Other accrued liabilities		4,060		3,488
Total accrued liabilities	$	32,382	$	33,825

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Long-Term Debt and Capital Lease Obligations

3 Months Ended

Mar. 31, 2018

Debt Disclosure [Abstract]

Long-Term Debt and Capital Lease Obligations

NOTE 5 – Long-Term Debt and Capital Lease Obligations

Long-term debt consisted of the following (in thousands of dollars):

	March 31,			December 31,
	2018			2017
New ABL revolving credit facility due February 2023	$	13,000		$	—
Revolving credit facility		—			79,071
2017 term loan facility		—			44,328
Less: deferred financing costs		—			(1,709	)
Less: discount on term loan		—			(5,420	)
Total debt obligations, net of discounts and deferred financing		13,000			116,270
Capital leases		4,111			4,200
Less: current portion of debt and capital lease obligation		(380	)		(79,442	)
Long-term debt and capital lease obligations	$	16,731		$	41,028

Long-Term Debt

Former Revolving Credit Facility

The Company had a revolving credit facility (“the Former Revolving Credit Facility”), which had a maximum borrowing facility of $110.0 million that was scheduled to mature on September 19, 2018. All obligations under the credit agreement for the Former Revolving Credit Facility were collateralized by substantially all of the assets of the Company. The Revolving Credit Facility’s credit agreement contained customary restrictive covenants that required the Company not to exceed or fall below two key ratios, a maximum loan to value ratio of 70% and a minimum liquidity of $7.5 million. In connection with the closing of the IPO on February 13, 2018, we fully repaid and terminated the Former Revolving Credit Facility. No early termination fees were incurred by the Company in connection with the termination of the Former Revolving Credit Facility. A loss on extinguishment of $0.3 million relating to unamortized deferred costs was recognized in interest expense.

Former Term Loan

The Company also had a four-year, $40.0 million term loan agreement with a lending group, which included Archer Well Company Inc. (“Archer”) and an affiliate of Quintana Capital Group, L.P. (“Quintana”) that was scheduled to mature on December 19, 2020. The Former Term Loan agreement contained customary restrictive covenants that required the Company not to exceed or fall below two key ratios, a maximum loan to value ratio of 77% and a minimum liquidity of $6.75 million. The interest rate on the unpaid principal was 10.0% interest per annum and accrued on a daily basis. At the end of each quarter all accrued and unpaid interest was paid in kind by capitalizing and adding to the outstanding principal balance. In connection with the closing of the IPO on February 13, 2018, the Former Term Loan was settled in full by cash and common shares in the company. In connection with the settlement of the Former Term Loan, a prepayment fee of 3%, or approximately $1.3 million was paid. The prepayment fee is recorded as a loss on extinguishment and included within interest expense. The Company also recognized $5.4 million of unamortized discount expense and $1.7 million of unamortized deferred financing cost.

New ABL Facility

In connection with the closing of the IPO on February 13, 2018, we entered into a new semi-secured asset-based revolving credit agreement (the “New ABL Facility”) with each lender party thereto and Bank of America, N.A. as administrative agent and collateral agent. The New ABL Facility replaced the Former Revolving Credit Facility, which was terminated in conjunction with the effectiveness of the New ABL Facility. The New ABL Facility provides for a $100.0 million revolving credit facility subject to a borrowing base. Upon closing of the New ABL the borrowing capacity was $77.6 million and $13.0 million was immediately drawn. The loan interest rate on the borrowings outstanding at March 31, 2018, was 4.63%. As of March 31, 2018, $13.0 million was outstanding under the New ABL Facility.

The New ABL Facility contains various affirmative and negative covenants, including financial reporting requirements and limitations on indebtedness, liens, mergers, consolidations, liquidations and dissolutions, sales of assets, dividends and other restricted payments, investments (including acquisitions) and transactions with affiliates. Certain affirmative covenants, including certain reporting requirements and requirements to establish cash dominion accounts with the administrative agent, are triggered by failing to maintain availability under the New ABL Facility at or above specified thresholds or by the existence of an event of default under the New ABL Facility. The New ABL Facility provides for some exemptions to its negative covenants allowing the Company to make certain restricted payments and investments; subject to maintaining availability under the New ABL Facility at or above a specified threshold and the absence of a default.

The New ABL Facility contains a minimum fixed charge coverage ratio of 1.0 to 1.0 that is triggered when availability under the New ABL Facility falls below a specified threshold and is tested until availability exceeds a separate specified threshold for 30 consecutive days.

The New ABL Facility contains events of default customary for facilities of this nature, including, but not limited, to: (i) events of default resulting from the Borrowers’ failure or the failure of any credit party to comply with covenants (including the above-referenced financial covenant during periods in which the financial covenant is tested); (ii) the occurrence of a change of control; (iii) the institution of insolvency or similar proceedings against the Borrowers or any credit party; and (iv) the occurrence of a default under any other material indebtedness the Borrowers or any guarantor may have. Upon the occurrence and during the continuation of an event of default, subject to the terms and conditions of the New ABL Facility, the lenders will be able to declare any outstanding principal balance of our New ABL Facility, together with accrued and unpaid interest, to be immediately due and payable and exercise other remedies, including remedies against the collateral, as more particularly specified in the New ABL Facility. As of March 31, 2018 the Company was in compliance with debt covenants.

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Income Taxes

3 Months Ended

Mar. 31, 2018

Income Tax Disclosure [Abstract]

Income Taxes

NOTE 6 – Income Taxes

Our accounting Predecessor, was originally organized as a limited partnership and treated as a flow-through entity for federal and most state income tax purposes. As such, taxable income or loss and any related tax credits were passed through to its members and were included in their tax returns. In an effort to initiate a public offering, the Company restructured, effective February 13, 2018, and is now recognized as a corporation. Accordingly, a provision for federal and state corporate income taxes has been made only for the operations of the Company from February 13, 2018 through March 31, 2018 in the accompanying unaudited condensed consolidated financial statements. Deferred income taxes are provided to reflect the future tax consequences or benefits of differences between the tax basis of assets and liabilities and their reported amounts in the financial statements using enacted tax rates. In connection with the IPO and related Reorganization Transactions, the Company was formed as a corporation to hold all of the operating companies of QES LP, which was subsequently renamed Quintana Energy Services LLC. Because QES is a taxable entity, the Company established a provision for deferred income taxes as of February 13, 2018.

ASC 740, “Income Taxes”, requires the Company to reduce its deferred tax assets by a valuation allowance if, based on the weight of the available evidence, it is more likely than not that all or a portion of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences are deductible. As a result of the evaluation of both the positive and negative evidence, the Company determined it does not believe it is more likely than not that its deferred tax assets will be utilized in the foreseeable future and has therefore recorded a valuation allowance. The valuation allowance as of March 31, 2018 fully offsets the impact of the initial cumulative deferred tax benefit recorded related to the formation of QES.

Deferred income taxes are provided to reflect the future tax consequences or benefits of differences between the tax basis of assets and liabilities and their reported amounts in the financial statements using enacted tax rates. The Company will adopt ASU 2015-17, Balance Sheet Classification of Deferred Taxes and will classify any deferred tax assets and liabilities as noncurrent.

ASC 740-270-25, Income Taxes – Interim Reporting, requires the Company to compute its interim tax provision by applying an estimated annual effective tax rate to ordinary income (or loss) and then computing the tax expense (or benefit) related to all other items individually. The Company has incurred a year to date ordinary loss for the quarter, however, plans to be in an ordinary income position for the year. As such, the interim period benefit shall be computed in accordance with ASC 740-270-30-5, in which the estimated annual effective tax rate shall be applied to the year to date ordinary income at the end of each interim period and any tax benefit as a result, shall be limited if determined the benefit will not be realized.

Total tax expense was $50,990 resulting in a negative effective tax rate of 0.3% for the quarter ended March 31, 2018. The negative effective tax rate is primarily due to our full valuation allowance position and state tax expense, which creates a deviation from the customary relationships between income tax (expense)/benefit and pre-tax income/(loss).

On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (the “Tax Reform Act”). The legislation significantly changed U.S. tax law by, among other things, lowering corporate income tax rates from a maximum of 35% to 21%, effective January 1, 2018, making changes to the utilization of net operating losses, abolishing the alternate minimum tax and establishing interest expense limitations. The Company has applied the new corporate tax rate and other applicable provisions to calculate its interim tax provision. Due to anticipated future guidance from the Internal Revenue Service, and interpretation of the changes in tax law, the amounts recorded as a result of implementation of the Tax Reform Act could be subject to change.

Tax positions are evaluated for recognition using a more-likely-than-not threshold, and those tax positions requiring recognition are measured as the largest amount of tax benefit that is greater than fifty percent likely of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. The Company’s policy is to record interest and penalties relating to uncertain tax positions in income tax expense. At March 31, 2018, the Company did not have any accrued liability for uncertain tax positions and does not anticipate recognition of any significant liabilities for uncertain tax positions during the next 12 months.

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Related Party Transactions

3 Months Ended

Mar. 31, 2018

Related Party Transactions [Abstract]

Related Party Transactions

NOTE 7 – Related Party Transactions

The Company utilizes some Quintana affiliate employees for certain corporate functions, such as accounting and risk management. Such amounts are reimbursed by the Company on a monthly basis.

At March 31, 2018 and December 31, 2017, QES had the following transactions with related parties (in thousands of dollars):

	March 31,		December 31,
	2018		2017
Accounts payable to affiliates of Quintana	$	39	$	81
Accounts payable to affiliates of Archer Well Company Inc.	$	13	$	9
	Three Months Ended March 31,
	2018		2017
Operating expenses from affiliates of Quintana	$	124	$	87
Operating expenses from affiliates of Archer Well Company Inc.	$	4	$	—

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Business Concentration

3 Months Ended

Mar. 31, 2018

Risks and Uncertainties [Abstract]

Business Concentration

NOTE 8 – Business Concentration

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. Concentrations of credit risk with respect to accounts receivable are limited because the Company performs credit evaluations, sets credit limits and monitors the payment patterns of its customers. Cash balances on deposits with financial institutions, at times, may exceed federally insured limits. The Company regularly monitors the institutions’ financial condition.

The majority of the Company’s business is conducted with large, midsized, small and independent oil and gas operators E&P companies. The Company evaluates the financial strength of customers, provides allowances for probable credit losses when deemed necessary and evaluates the market for the Company’s services in the oil and gas industry in the United States, a market that has historically experienced significant volatility.

As of March 31, 2018, one customer’s revenue represented 13.7% of the Company’s consolidated revenue. There were no customers whose revenue exceeded 10.0% of consolidated revenue for the three months ended March 31, 2017.

As of March 31, 2018, two customers had balances due that represented 14.6% and 11.2%, respectively, of the Company’s consolidated accounts receivable.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2018

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

NOTE 9 – Commitments and Contingencies

Environmental Regulations & Liabilities

The Company is subject to various federal, state and local environmental laws and regulations that establish standards and requirements for the protection of the environment. The Company continues to monitor the status of these laws and regulations. However, the Company cannot predict the future impact of such standards and requirements on its business, which are subject to change and can have retroactive effectiveness.

Currently, the Company has not been fined, cited or notified of any environmental violations or liabilities that would have a material adverse effect upon its consolidated financial position, results of operations, liquidity or capital resources. However, management does recognize that by the very nature of its business, material costs could be incurred in the near term to maintain compliance. The amount of such future expenditures is not determinable due to several factors, including the unknown magnitude of possible regulation or liabilities, the unknown timing and extent of the corrective actions which may be required, the determination of the Company’s liability in proportion to other responsible parties and the extent to which such expenditures are recoverable from insurance or indemnification.

Litigation

The Company is a defendant or otherwise involved in a number of lawsuits in the ordinary course of business. Estimates of the range of liability related to pending litigation are made when the Company believes the amount and range of loss can be estimated and records its best estimate of a loss when the loss is considered probable. When a liability is probable, and there is a range of estimated loss with no best estimate in the range, the minimum estimated liability related to the lawsuits or claims is recorded. As additional information becomes available, the potential liability related to pending litigation and claims is assessed and the estimate is revised. Due to uncertainties related to the resolution of lawsuits and claims, the ultimate outcome may differ from estimates. The Company’s ultimate exposure with respect to pending lawsuits and claims is not expected to have a material adverse effect on our financial position, results of operations or cash flows.

A class action has been filed against one of the Company’s subsidiaries alleging violations of the Fair Labor Standards Act (“FLSA”) relating to non-payment of overtime pay. The Company believes its pay practices comply with the FLSA. The case is working its way through the various stages of the legal process, however management believes the Company’s exposure is not material.

The Company is not aware of any other matters that may have a material effect on its financial position or results of operations.

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Segment Information

3 Months Ended

Mar. 31, 2018

Segment Reporting [Abstract]

Segment Information

NOTE 10 – Segment Information

QES currently has four reportable business segments: Directional Drilling, Pressure Pumping, Pressure Control and Wireline. These business segments have been selected based on the Company’s chief operating decisions maker’s (the “CODM”) assessment of resource allocation and performance. The Company considers its Chief Executive Officer to be its CODM. The CODM evaluates the performance of our business segments based on revenue and income measures, which include non-GAAP measures.

Directional Drilling

Our Directional Drilling segment is comprised of directional drilling services, downhole navigational and rental tools businesses and support services, including well planning and site supervision, which assists customers in the drilling and placement of complex directional and horizontal wellbores. This segment utilizes its fleet of in-house positive pulse measurement-while-drilling (“MWD”) navigational tools, mud motors and ancillary downhole tools, as well as third-party electromagnetic (“EM”) navigational systems. The demand for these services tends to be influenced primarily by customer drilling-related activity levels. We provide directional drilling and associated services to E&P companies in many of the most active areas of onshore oil and natural gas development in the United States, including the Permian Basin, Eagle Ford Shale, Mid-Continent region (including the SCOOP/STACK), Marcellus/Utica Shale and DJ/Powder River Basin.

Pressure Pumping

Our Pressure Pumping segment provides hydraulic fracturing stimulation services, cementing services and acidizing services. The majority of the revenues generated in this segment are derived from pressure pumping services focused on fracturing, cementing and acidizing services in the Mid-Continent and Rocky Mountains regions. These pressure pumping and stimulation services are primarily used in the completion, production and maintenance of oil and gas wells. Customers for this segment include major E&P operators as well as independent oil and gas producers.

Pressure Control

Our Pressure Control segment supplies a wide variety of equipment, services and expertise in support of completion and workover operations throughout the United States. Its capabilities include coiled tubing, snubbing, fluid pumping, nitrogen, well control and other pressure control related services. Our pressure control equipment is tailored to the unconventional resources market with the ability to operate under high pressures without having to delay or cease production during completion operations. We provide our pressure control services primarily in the Mid-Continent region (including the SCOOP/STACK), Eagle Ford Shale, Permian Basin, Marcellus/Utica Shale, DJ/Powder River Basin, Haynesville Shale, Fayetteville Shale and Willinston Basins (including the Bakken Shale).

Wireline

Our Wireline segment provides new well wireline conveyed tight-shale reservoir perforating services across many of the major U.S. shale basins and also offers a range of services such as cased-hole investigation and production logging services, conventional wireline and tubing conveyed perforating services, mechanical services and pipe recovery services. These services are offered in both new well completions and for remedial work. The majority of the revenues generated in our Wireline segment are derived from the Permian Basin, Eagle Ford Shale, Mid-Continent region (including the SCOOP/STACK), Haynesville Shale and East Texas Basin as well as in industrial and petrochemical facilities.

Segment Adjusted EBITDA

The Company views Adjusted EBITDA as an important indicator of segment performance. The Company defines Segment Adjusted EBITDA as net income (loss) plus income taxes, net interest expense, depreciation and amortization, impairment charges, net (gain) loss on disposition of assets, stock based compensation, transaction expenses, rebranding expenses, settlement expenses, severance expenses and equipment standup expense. The CODM uses Segment Adjusted EBITDA as the primary measure of segment operating performance.

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

	Three Months Ended March 31,
	2018			2017
Directional Drilling	$	2,580		$	3,734
Pressure Pumping		9,889			3,693
Pressure Control		3,650			(260	)
Wireline		2,564			(1,420	)
Corporate and Other		(13,824	)		(4,888	)
Income tax (expense) benefit		(51	)		6
Interest expense		(10,192	)		(2,601	)
Depreciation and amortization		(11,078	)		(11,594	)
Gain on disposition of assets, net		106			1,657
Net loss	$	(16,356	)	$	(11,673	)

Financial information related to the Company’s total assets position as of March 31, 2018 and December 31, 2017, by segment, is as follow (in thousands of dollars):

	March 31, 2018			December 31, 2017
Directional Drilling	$	83,242		$	82,789
Pressure Pumping		116,579			111,322
Pressure Control		56,199			52,884
Wireline		33,627			28,988
Total	$	289,647		$	275,983
Corporate & Other		9,089			7,695
Eliminations		(11,446	)		(8,019	)
Total assets	$	287,290		$	275,659

The following tables set forth certain financial information with respect to QES’ reportable segments (in thousands of dollars):

	Three Months Ended March 31, 2018
	Directional Drilling		Pressure Pumping		Pressure Control		Wireline		Total
Revenues	$	37,602	$	53,400	$	27,961	$	22,305	$	141,268
Depreciation and amortization		2,607		5,536		1,913		1,022		11,078
Capital expenditures	$	2,708	$	3,502	$	4,380	$	115	$	10,705
	Three Months Ended March 31, 2017
	Directional Drilling		Pressure Pumping		Pressure Control		Wireline		Total
Revenues	$	31,149	$	26,503	$	18,524	$	9,263	$	85,439
Depreciation and amortization		3,226		5,755		1,518		1,095		11,594
Capital expenditures	$	2,074	$	1,215	$	918	$	5	$	4,212

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Revenue from Contracts with Customers

3 Months Ended

Mar. 31, 2018

Revenue from Contract with Customer [Abstract]

Revenue from Contracts with Customers

NOTE 11 – Revenue from Contracts with Customers

In adopting ASC 606, the Company’s revenue recognition model largely aligns with its historical revenue recognition pattern. Immaterial differences may exist for contracts with initial mobilization and demobilization charges. We determined that the adoption of this standard did not have a material impact on our retained earnings at the beginning of the fiscal year 2018, our statement of operations or statement of cash flows.

The Company has also exercised the following practical expedients and accounting policy elections provided by ASC 606 for all its service contracts.

1) QES occasionally pays commissions to its sales staff for successfully obtaining a contract. The commission payment is incremental costs of obtaining a contract and should be capitalized and amortized over the contract period. However, ASC 340-40-25-4 provides a practical expedient, which states that “an entity may recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the entity otherwise would have recognized is one year or less.” Management has elected to use this practical expedient as most of the Company’s service contracts are less than a month. Accordingly, the Company expenses the commission expense as incurred.

2) In May 2016, the FASB issued ASU 2016-12 that allows an entity to make an accounting policy election to exclude from the transaction price certain types of taxes collected from a customer (i.e., present revenue net of these taxes), including sales, use, value-added and some excise taxes.

Typical Contractual Arrangements

The Company typically provides the services based upon a combination of a Master Service Agreement (“MSA”) or its General Terms & Conditions (T&Cs”) and a purchase order or other similar forms of work requests that primarily operate on a spot market basis for a defined work scope on a particular well or well pad. Services are provided based on a price book and bid on a day rate, stage rate or job basis. QES may also charge for the mobilization and set-up of equipment and for materials and consumables used in the services. Contracts generally are short-term in nature, ranging from a few hours to multiple weeks. Contracts typically do not stipulate substantive early termination penalties for either party. As such, the Company determined that its contracts are day to day, even though parties typically do not terminate the contract early during the normal course of business. In cases where the customer terminates the contract early, the Company has an enforceable right to payment for services performed to date. Under dayrate contracts, we generally receive a contractual dayrate for each day we are performing services. The contractual dayrate may vary based on the status of the operations and generally includes a full operating rate and a standby rate. Other fees may be stipulated in the contract related to mobilization and setup of equipment and reimbursements for consumables and cost of tools and equipment, that are involuntarily damaged or lost-in-hole.

Performance Obligations and Transaction Price

Customers generally contract with us to provide an integrated service of personnel and equipment for directional drilling, pressure pumping, pressure control or wireline services. The Company is seen by the operator as the overseer of its services and is compensated to provide an entire suite for its scope of services. QES determined that each service contract contains a single performance obligation, which is each day’s service. In addition, each day’s service is within the scope of the series guidance as both criteria of series guidance are met: 1) each distinct increment of service (i.e., days available to supervise or number of stages determined at contract inception) that the Company agrees to transfer represents a performance obligation that meets the criteria for recognizing revenue over time, and 2) the Company would use the same method for measuring progress toward satisfaction of the performance obligation for each distinct increment of service in the series. Therefore, the Company has determined that each service contract contains one single performance obligation, which is the series of each distinct stage or day’s service.

The transaction price for the Company’s service contracts is based on the amount of consideration the Company expects to receive for providing the services over the specified term and includes both fixed amounts and unconstrained variable amounts. In addition, the contract term may impact the determination and allocation of the transaction price and recognition of revenue. As the Company’s contracts do not stipulate substantive termination penalties, the contract is treated as day to day. Typically, the only fixed or known consideration at contract inception is initial mobilization and demobilization (where it is contractually guaranteed). In cases where the demobilization fee is not fixed, the Company estimates the variable consideration using the expected value method and includes this in the transaction price to the extent it is not constrained. Variable consideration is generally constrained if it is probable that a significant reversal in the amount of cumulative revenue recognized will occur when the uncertainty associated with the variable consideration is subsequently resolved. As the contracts are not enforceable, the contract price should not include any estimation for the dayrate or stage rate charges.

Recognition of Revenue

Directional drilling, pressure pumping, pressure control and wireline services are consumed as the services are performed and generally enhance a well site for which the customer or operator owns the rights to. Work performed on a well site does not create an asset with an alternative use to the contractor since the well/asset being worked on is owned by the customer. Therefore, the Company’s measure of progress for our contracts are hours available to provide the services over the contracted duration. This unit of measure is representative of an output method as described in ASC 606.

The following chart details the types of fees found in a typical service contract and the related recognition method under ASC 606:

Fee type	Revenue Recognition
Dayrate	Revenue is recognized based on the dayrates earned as it relates to the level of service provided for each day throughout the contract.
Initial mobilization	Revenue is estimated at contract inception and included in the transaction price to be recognized ratably over contract term.
Demobilization	Unconstrained demobilization revenue is estimated at contract inception, included in the transaction price, and recognized ratably over the contract term.
Reimbursement	Recognized (gross of costs incurred) at the amount billed to the customer.

Disaggregation of Revenue

The Company disaggregated revenue by major service line. The table below is a reconciliation of the disaggregated revenue with the reported results (in thousands of dollars):

	Three months ended March 31,		Year ended December 31,
	2018		2017
	(In thousands)
Directional Drilling	$	37,602	$	145,230
Pressure Pumping		53,400		153,118
Pressure Control		27,961		89,912
Wireline		22,305		49,773
Total	$	141,268	$	438,033

Future Performance Obligations and Financing Arrangements

As our contracts are day to day and short-term in nature, the Company determined that it does not have material future performance obligations or financing arrangements under its service contracts. Payments are typically due within 30 days after the services are rendered. The timing between the recognition of revenue and receipt of payment is not significant.

No contract assets or liabilities were recognized related to contracts with our customers.

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Share-Based Compensation

3 Months Ended

Mar. 31, 2018

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Compensation

NOTE 12 – Share-Based Compensation

Our executive officers and certain other key employees were previously granted phantom units, which is an award of common units representing membership interest in our accounting Predecessor, with no exercise price. Each unit represents the right to receive, at the end of a stipulated period, one unrestricted membership unit with no exercise price, subject to the terms of the applicable phantom unit agreement. Full vesting of the units was based on dual vesting components. The first was the time vesting component and the second component required the consummation of a specified transaction, which was met upon the completion of the Company’s IPO. All grants of phantom units converted to an equivalent grant of Restricted Stock Units (RSUs) in QES following the IPO.

The Company recognized $9.9 million in equity based compensation in the three months ended March 31, 2018. As of March 31, 2018 and 2017, total unamortized compensation costs related to unvested RSU awards were $18.4 million and $27.7 million, respectively.

2015 Grant

During 2015, 5.8 million phantom units were awarded to executive officers and other key employees. These phantom units time vested as of December 31, 2015, and all 5.8 million phantom units remained outstanding as of December 31, 2017. As of February 13, 2018, upon the consummation of the Company’s IPO, these phantom units fully vested as common shares in QES. Each 31.669363 phantom units were then converted to one common share in QES.

2017 Grant

In 2017, the Company awarded approximately 46.3 million phantom units to executive officers and other key employees. These phantom units required a specified transaction as a performance component and a time vesting component spread equally over four years. As of December 31, 2017, 45.8 million phantom units remained outstanding, none of which had fully vested. As of February 13, 2018, on the consummation of the Company’s IPO, the phantom units partially vested as the IPO satisfied the grants’ performance requirement. Also following the IPO, the right of each phantom unit to be exchanged for an interest in QES LP converted to an equivalent right to RSUs in QES and each 31.669363 phantom unit converted to one RSU in QES. On February 28, 2018, the majority of the 2017 grants reached their first anniversary and 352,651 shares time vested.

The grant agreements with each executive officer and key employees calls for each phantom unit to be settled for one share in QES unless the board of directors of the Company, in its discretion, elects to pay an amount of cash equal to the fair market value of a share on the full vesting date.

2018 Grant

In April, 2018, the Company awarded 951,270 restricted stock units to its directors and employees under the Company’s 2018 Long-Term Incentive Plan. Each restricted stock unit represents the contingent right to receive one share of QES common stock.

All restricted stock units awarded to non-employee Company directors include a time vesting element with each grant vesting on the first anniversary of the Company’s IPO (“Director RSUs”). In total, our non-employee directors were granted 57,145 Director RSUs.

All restricted stock units awarded to employees include a time vesting element, with each grant vesting in equal parts over a 3-year period on the anniversary of the Company’s IPO. The restricted stock units awarded to employees are divided into two categories: (1) restricted stock units with time vesting only (“RSUs”) and (2) restricted stock units with a performance requirement and time vesting requirements (“PSUs”).

The RSUs will vest in equal one-third installments on the first three anniversaries of the Company’s IPO, in each case, so long as the grantee remains continuously employed by the Company from the grant date through each applicable vesting date. In total, we granted 476,542 RSUs to employees.

The PSUs require the achievement of a certain performance as measured on December 31, 2018, based on (i) the Company’s performance with respect to relative total stockholder return and (ii) the Company’s performance with respect to absolute total stockholder return. Any PSUs that have not been earned at the end of a performance period are forfeited. Should the grantee satisfy the service requirement applicable to such earned performance share unit, vesting shall occur in equal installments on the first three anniversaries of the Company’s IPO. In total, we granted 417,583 PSUs to employees.

A summary of the status and changes during the three months ended March 31, 2018 of the Company’s shares of non-vested RSUs is as follows:

	Number of Shares (in thousands)			Grant Date Fair Value per Share		Weighted Average Remaining Life (in years)
Outstanding at December 31, 2017		1,627		$	17.73		3.46
Granted		—			—		—
Forfeited		—			—		—
Expired		—			—		—
Vested		(535	)		—		—
Outstanding at March 31, 2018		1,092		$	17.73		3.21

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Loss Per Share

3 Months Ended

Mar. 31, 2018

Earnings Per Share [Abstract]

Loss Per Share

NOTE 13 – Loss Per Share

Basic loss per share (“EPS”) is based on the weighted average number of common shares outstanding during the period. A reconciliation of the number of shares used for the basic EPS computation is as follows (in thousands, except per share amounts):

	As of March 31, 2018
Numerator:
Net loss attributed to common share holders	$	(14,810	)
Denominator:
Weighted average common shares outstanding - basic		33,318
Weighted average common shares outstanding - diluted		33,318
Net loss per common share:
Basic	$	(0.44	)
Diluted	$	(0.44	)

The Company has issued 1,092 potentially dilutive shares of RSUs. However, the Company did not include these RSUs in its calculation of diluted loss per share for the period presented, because to include them would be anti-dilutive.

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Subsequent Events

3 Months Ended

Mar. 31, 2018

Subsequent Events [Abstract]

Subsequent Events

NOTE 14- Subsequent Events

The Company evaluates events that occur after the balance sheet date but before the financial statements are issued for potential recognition or disclosure. Based on the evaluation, the Company determined that there were no material subsequent events for recognition or disclosure other than those disclosed herein.

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Basis of Presentation and Principles of Consolidation (Policies)

3 Months Ended

Mar. 31, 2018

Accounting Policies [Abstract]

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Adopted in 2018

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), a comprehensive new revenue recognition standard that supersedes most existing industry-specific guidance. ASC 606 creates a framework by which an entity allocates the transaction price to separate performance obligations and recognizes revenue when each performance obligation is satisfied. Under the new standard, entities are required to use judgment and make estimates, including identifying performance obligations in a contract, estimating the amount of variable consideration to include in the transaction price, allocating the transaction price to each separate performance obligation and determining when an entity satisfies its performance obligations. The standard allows for either “full retrospective” adoption, meaning that the standard is applied to all of the periods presented with a cumulative catch-up as of the earliest period presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements with a cumulative catch-up in the current period. In July and December 2016, the FASB issued various additional authoritative guidance for the new revenue recognition standard. The accounting standard is effective for reporting periods beginning after December 15, 2017 and did not have a material impact on the Company’s 2018 first quarter interim condensed consolidated financial position, results of operations and cash flows. The Company adopted ASC 606, effective January 1, 2018, utilizing the modified retrospective method of adoption. See Note 11, “Revenue from Contracts with Customers,” for more details on the adoption and impacts of implementing ASC 606.

In January 2017, FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. The amendments provide a more robust framework to use in determining when a set of assets and activities constitutes a business. The new standard was effective for the Company beginning on January 1, 2018. The standard did not have a material impact on the Company’s interim condensed consolidated financial position, results of operations and cash flows as it did not have any business combinations transactions.

In May 2017, the FASB issued ASU 2017-09, Compensation (Topic 718): Scope of Modification Accounting, which clarifies what constitutes a modification of a share-based payment award. The new standard was effective for the Company beginning on January 1, 2018. The standard did not have a material impact on the Company’s interim condensed consolidated financial position, results of operations and cash flows because there has been no modification to our equity-based payment awards.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments providing new guidance on the classification of certain cash receipts and payments including debt extinguishment costs, debt prepayment costs, settlement of zero-coupon debt instruments, contingent consideration payments, proceeds from the settlement of insurance claims and life insurance policies and distributions received from equity method investees in the statement of cash flows. This update is required to be applied using the retrospective transition method to each period presented unless it is impracticable to be applied retrospectively. In such situation, this guidance is to be applied prospectively. The new standard was effective for the Company beginning on January 1, 2018, which did not impact 2017 results, but resulted in a $1.3 million prepayment premium cost being reported under financing activities relating to the debt extinguishment of the Company’s $40.0 million term loan at the closing of the IPO.

Accounting Standards not yet adopted

In February 2016, the FASB issued ASU No. 2016-02, Leases. The new standard requires lessees to recognize a right of use asset and a lease liability for virtually all leases. The guidance is effective for the Company for the fiscal year beginning January 1, 2019. While the exact impact of this standard is not known, the guidance is expected to have a material impact on the Company’s consolidated financial statements, due to the leased assets and corresponding lease liability that will be recognized, as the Company has operating and real property lease arrangements for which it is the lessee.

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Inventories (Tables)

3 Months Ended

Mar. 31, 2018

Inventory Disclosure [Abstract]

Summary of Inventory

Inventories consisted of the following (in thousands of dollars):

	March 31,		December 31,
	2018		2017
Consumables and materials	$	8,658	$	7,085
Spare parts		17,824		15,608
Inventories	$	26,482	$	22,693

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Accrued Liabilities (Tables)

3 Months Ended

Mar. 31, 2018

Payables and Accruals [Abstract]

Summary of Accrued Liabilities

Accrued liabilities consist of the following (in thousands of dollars):

	March 31,		December 31,
	2018		2017
Current accrued liabilities
Accrued payables	$	15,416	$	11,905
Payroll and payroll taxes		3,537		6,089
Bonus		3,308		6,019
Workers compensation insurance premiums		1,802		1,760
Sales tax		2,395		2,923
Ad valorem tax		683		728
Health insurance claims		1,181		913
Other accrued liabilities		4,060		3,488
Total accrued liabilities	$	32,382	$	33,825

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Long-Term Debt and Capital Lease Obligations (Tables)

3 Months Ended

Mar. 31, 2018

Debt Disclosure [Abstract]

Schedule of Long-term Debt

Long-term debt consisted of the following (in thousands of dollars):

	March 31,			December 31,
	2018			2017
New ABL revolving credit facility due February 2023	$	13,000		$	—
Revolving credit facility		—			79,071
2017 term loan facility		—			44,328
Less: deferred financing costs		—			(1,709	)
Less: discount on term loan		—			(5,420	)
Total debt obligations, net of discounts and deferred financing		13,000			116,270
Capital leases		4,111			4,200
Less: current portion of debt and capital lease obligation		(380	)		(79,442	)
Long-term debt and capital lease obligations	$	16,731		$	41,028

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Related Party Transactions (Tables)

3 Months Ended

Mar. 31, 2018

Related Party Transactions [Abstract]

Summary of Transactions with Related Parties

At March 31, 2018 and December 31, 2017, QES had the following transactions with related parties (in thousands of dollars):

	March 31,		December 31,
	2018		2017
Accounts payable to affiliates of Quintana	$	39	$	81
Accounts payable to affiliates of Archer Well Company Inc.	$	13	$	9
	Three Months Ended March 31,
	2018		2017
Operating expenses from affiliates of Quintana	$	124	$	87
Operating expenses from affiliates of Archer Well Company Inc.	$	4	$	—

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Segment Information (Tables)

3 Months Ended

Mar. 31, 2018

Segment Reporting [Abstract]

Summary of Reconciliation of Segment Adjusted EBITDA to Net Loss

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

	Three Months Ended March 31,
	2018			2017
Directional Drilling	$	2,580		$	3,734
Pressure Pumping		9,889			3,693
Pressure Control		3,650			(260	)
Wireline		2,564			(1,420	)
Corporate and Other		(13,824	)		(4,888	)
Income tax (expense) benefit		(51	)		6
Interest expense		(10,192	)		(2,601	)
Depreciation and amortization		(11,078	)		(11,594	)
Gain on disposition of assets, net		106			1,657
Net loss	$	(16,356	)	$	(11,673	)

Summary of Financial Information Related to Company's Assets Position

Financial information related to the Company’s total assets position as of March 31, 2018 and December 31, 2017, by segment, is as follow (in thousands of dollars):

	March 31, 2018			December 31, 2017
Directional Drilling	$	83,242		$	82,789
Pressure Pumping		116,579			111,322
Pressure Control		56,199			52,884
Wireline		33,627			28,988
Total	$	289,647		$	275,983
Corporate & Other		9,089			7,695
Eliminations		(11,446	)		(8,019	)
Total assets	$	287,290		$	275,659

Summary of Financial Information with Respect to QES' Reportable Segments

The following tables set forth certain financial information with respect to QES’ reportable segments (in thousands of dollars):

	Three Months Ended March 31, 2018
	Directional Drilling		Pressure Pumping		Pressure Control		Wireline		Total
Revenues	$	37,602	$	53,400	$	27,961	$	22,305	$	141,268
Depreciation and amortization		2,607		5,536		1,913		1,022		11,078
Capital expenditures	$	2,708	$	3,502	$	4,380	$	115	$	10,705
	Three Months Ended March 31, 2017
	Directional Drilling		Pressure Pumping		Pressure Control		Wireline		Total
Revenues	$	31,149	$	26,503	$	18,524	$	9,263	$	85,439
Depreciation and amortization		3,226		5,755		1,518		1,095		11,594
Capital expenditures	$	2,074	$	1,215	$	918	$	5	$	4,212

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Revenue from Contracts with Customers (Tables)

3 Months Ended

Mar. 31, 2018

Revenue from Contract with Customer [Abstract]

Summary of Fees Type in Typical Service Contract and Related Recognition

The following chart details the types of fees found in a typical service contract and the related recognition method under ASC 606:

Fee type	Revenue Recognition
Dayrate	Revenue is recognized based on the dayrates earned as it relates to the level of service provided for each day throughout the contract.
Initial mobilization	Revenue is estimated at contract inception and included in the transaction price to be recognized ratably over contract term.
Demobilization	Unconstrained demobilization revenue is estimated at contract inception, included in the transaction price, and recognized ratably over the contract term.
Reimbursement	Recognized (gross of costs incurred) at the amount billed to the customer.

Reconciliation of Disaggregated Revenue

The Company disaggregated revenue by major service line. The table below is a reconciliation of the disaggregated revenue with the reported results (in thousands of dollars):

	Three months ended March 31,		Year ended December 31,
	2018		2017
	(In thousands)
Directional Drilling	$	37,602	$	145,230
Pressure Pumping		53,400		153,118
Pressure Control		27,961		89,912
Wireline		22,305		49,773
Total	$	141,268	$	438,033

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Share-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2018

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Summary of Status and Changes of Non-vested RSUs

A summary of the status and changes during the three months ended March 31, 2018 of the Company’s shares of non-vested RSUs is as follows:

	Number of Shares (in thousands)			Grant Date Fair Value per Share		Weighted Average Remaining Life (in years)
Outstanding at December 31, 2017		1,627		$	17.73		3.46
Granted		—			—		—
Forfeited		—			—		—
Expired		—			—		—
Vested		(535	)		—		—
Outstanding at March 31, 2018		1,092		$	17.73		3.21

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Loss Per Share (Tables)

3 Months Ended

Mar. 31, 2018

Earnings Per Share [Abstract]

Summary of Reconciliation of Number of Shares Used for the Basic EPS Computation

Basic loss per share (“EPS”) is based on the weighted average number of common shares outstanding during the period. A reconciliation of the number of shares used for the basic EPS computation is as follows (in thousands, except per share amounts):

	As of March 31, 2018
Numerator:
Net loss attributed to common share holders	$	(14,810	)
Denominator:
Weighted average common shares outstanding - basic		33,318
Weighted average common shares outstanding - diluted		33,318
Net loss per common share:
Basic	$	(0.44	)
Diluted	$	(0.44	)

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Organization and Nature of Operations - Additional Information (Detail) $ / shares in Units, $ in Thousands						3 Months Ended
	Mar. 09, 2018 USD ($) shares	Mar. 08, 2018 shares	Feb. 22, 2018 shares	Feb. 13, 2018 USD ($) $ / shares shares	Dec. 31, 2017 USD ($) shares	Mar. 31, 2018 USD ($) shares	Mar. 31, 2017 USD ($)	Mar. 10, 2018 shares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Warrants to purchase common units outstanding | shares					227,885,579
Offering expense						$ 212
Common stock outstanding | shares				32,857,660	33,631,000	33,631,000		33,630,934
Shares withheld to satisfy tax obligations of holder of award | shares		134,552
Repayment of revolving credit facility						$ 81,071	$ 10,929
Member Units [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Common units outstanding with Predecessor | shares					417,441,000
Warrant [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Shares issued to settle warrants | shares					223,394,762
Predecessor [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Shares issued holders of equity | shares					20,235,193
Predecessor [Member] | Member Units [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Ratio of shares issued					31.669363
Predecessor [Member] | Two Thousand And Fifteen Long Term Incentive Plan [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Shares issued in connection with vesting of awards | shares			139,921
Predecessor [Member] | Two Thousand Seventeen Long Term Incentive Plan [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Shares issued in connection with vesting of awards | shares		260,529
New ABL Facility [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Term Loan						13,000
Revolving Credit Facility [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Term Loan					$ 79,071
Repayment of revolving credit facility						81,100
Former Term Loan [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Term Loan						40,000
Repayment of term loan						$ 12,600
Interest rate						10.00%
Term loan maturity period						2020
Former Term Loan [Member] | Predecessor [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Shares issued to settle debt | shares				3,363,208
Public offering price per share | $ / shares				$ 10.00
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Gross proceeds from public offering				$ 92,600
Net proceeds on issuance of common stock after deducting underwriting discounts and commissions				87,000
Underwriting discounts and commissions				5,600
Offering expense				$ 4,200
Stock issued during period, shares, new issues | shares				9,259,259
Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Net proceeds on issuance of common stock after deducting underwriting discounts and commissions	$ 3,500
Underwriting discounts and commissions	$ 100
Stock issued during period, shares, new issues | shares	372,824

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Basis Of Presentation And Principles Of Consolidation - Additional Information (Detail) $ in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Prepayment premiums on early debt extinguishment	$ 1,346
Accounting Standards Update 2016-15 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Prepayment premiums on early debt extinguishment	1,300
Accounting Standards Update 2016-15 [Member] | IPO [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Term Loan	$ 40,000

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Inventory - Summary of Inventory (Detail) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Inventory Disclosure [Abstract]
Consumables and materials	$ 8,658	$ 7,085
Spare parts	17,824	15,608
Inventories	$ 26,482	$ 22,693

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Accrued Liabilities - Summary of Accrued Liabilities (Detail) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Payables and Accruals [Abstract]
Accrued payables	$ 15,416	$ 11,905
Payroll and payroll taxes	3,537	6,089
Bonus	3,308	6,019
Workers compensation insurance premiums	1,802	1,760
Sales tax	2,395	2,923
Ad valorem tax	683	728
Health insurance claims	1,181	913
Other accrued liabilities	4,060	3,488
Total accrued liabilities	$ 32,382	$ 33,825

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Long-Term Debt and Capital Lease Obligations - Schedule of Long-term Debt (Detail) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Less: deferred financing costs		$ (1,709)
Less: discount on term loan		(5,420)
Total debt obligations, net of discounts and deferred financing	$ 13,000	116,270
Capital leases	4,111	4,200
Less: current portion of debt and capital lease obligation	(380)	(79,443)
Long-term debt and capital lease obligations	16,731	41,028
New ABL Revolving Credit Facility Due February 2023 [Member]
Debt Instrument [Line Items]
Term Loan	$ 13,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Term Loan		79,071
2017 Term Loan Facility [Member]
Debt Instrument [Line Items]
Term Loan		$ 44,328

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Long-Term Debt and Capital Lease Obligations - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2018 USD ($) d	Dec. 31, 2017 USD ($)
Debt Instrument [Line Items]
Unamortized discount expense		$ 5,420,000
Unamortized deferred financing cost		$ 1,709,000
Former Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing facility	$ 110,000,000
Percentage of maximum loan to value ratio	70.00%
Minimum liquidity amount	$ 7,500,000
Loss on extinguishment of unamortized deferred costs	300,000
Former Term Loan [Member]
Debt Instrument [Line Items]
Term Loan	$ 40,000,000
Former Term Loan [Member] | Archer Well Company Inc [Member]
Debt Instrument [Line Items]
Percentage of maximum loan to value ratio	77.00%
Minimum liquidity amount	$ 6,750,000
Term Loan	$ 40,000,000
Interest rate on unpaid principal amount	10.00%
Loan prepayment fee	$ 0.03
Prepayment fee	1,300,000
Unamortized discount expense	5,400,000
Unamortized deferred financing cost	1,700,000
New ABL Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing facility	100,000,000
Term Loan	13,000,000
Remaining borrowing capacity	$ 77,600,000
Loan interest rate on borrowings outstanding	4.63%
Minimum fixed charge coverage ratio	1.0
Threshold consecutive days | d	30

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Income Taxes - Additional Information (Detail) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Income tax (expense) benefit	$ 51,000	$ (6,000)
Effective tax rate	0.30%
Corporate income tax rate	21.00%		35.00%
Accrued liability for uncertain tax positions, current	$ 0

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Related Party Transactions - Summary of Transactions with Related Parties (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2017
Affiliated Entity [Member]
Related Party Transaction [Line Items]
Accounts payable to affiliates	$ 39		$ 81
Operating expenses from affiliates	124	$ 87
Affiliates of Archer Well Company Inc [Member]
Related Party Transaction [Line Items]
Accounts payable to affiliates	13		$ 9
Operating expenses from affiliates	$ 4

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Business Concentration - Additional Information (Detail) - Customer	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Sales Revenue, Net [Member]
Concentration Risk [Line Items]
Number of customers	1	0
Sales Revenue, Net [Member] | Customer Concentration Risk [Member]
Concentration Risk [Line Items]
Concentration risk percentage	13.70%
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Maximum [Member]
Concentration Risk [Line Items]
Concentration risk percentage		10.00%
Accounts Receivable [Member]
Concentration Risk [Line Items]
Number of customers	2
Accounts Receivable [Member] | Customer One [Member]
Concentration Risk [Line Items]
Concentration risk percentage	14.60%
Accounts Receivable [Member] | Customer Two [Member]
Concentration Risk [Line Items]
Concentration risk percentage	11.20%

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Segment Information - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2018 Segment
Segment Reporting [Abstract]
Number of reportable segments	4

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Segment Information - Summary of Reconciliation of Segment Adjusted EBITDA to Net Loss (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Segment Reporting, Revenue Reconciling Item [Line Items]
Income tax (expense) benefit	$ (51)	$ 6
Interest expense	(10,192)	(2,601)
Depreciation and amortization	(11,078)	(11,594)
Gain on disposition of assets, net	106	1,657
Net loss	(16,356)	(11,673)
Directional Drilling [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Depreciation and amortization	(2,607)	(3,226)
Pressure Pumping [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Depreciation and amortization	(5,536)	(5,755)
Pressure Control [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Depreciation and amortization	(1,913)	(1,518)
Wireline [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Depreciation and amortization	(1,022)	(1,095)
Corporate and Other [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Segment Adjusted EBITDA	(13,824)	(4,888)
Operating Segments [Member] | Directional Drilling [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Segment Adjusted EBITDA	2,580	3,734
Operating Segments [Member] | Pressure Pumping [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Segment Adjusted EBITDA	9,889	3,693
Operating Segments [Member] | Pressure Control [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Segment Adjusted EBITDA	3,650	(260)
Operating Segments [Member] | Wireline [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Segment Adjusted EBITDA	$ 2,564	$ (1,420)

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Segment Information - Summary of Financial Information Related to Company's Assets Position (Detail) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	$ 287,290	$ 275,659
Corporate and Other [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	9,089	7,695
Operating Segments [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	289,647	275,983
Operating Segments [Member] | Directional Drilling [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	83,242	82,789
Operating Segments [Member] | Pressure Pumping [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	116,579	111,322
Operating Segments [Member] | Pressure Control [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	56,199	52,884
Operating Segments [Member] | Wireline [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	33,627	28,988
Eliminations [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Total assets	$ (11,446)	$ (8,019)

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Segment Information - Summary of Financial Information with Respect to QES' Reportable Segments (Detail) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	$ 141,268	$ 85,439
Depreciation and amortization	11,078	11,594
Capital expenditures	10,705	4,212
Directional Drilling [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	37,602	31,149
Depreciation and amortization	2,607	3,226
Capital expenditures	2,708	2,074
Pressure Pumping [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	53,400	26,503
Depreciation and amortization	5,536	5,755
Capital expenditures	3,502	1,215
Pressure Control [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	27,961	18,524
Depreciation and amortization	1,913	1,518
Capital expenditures	4,380	918
Wireline [Member]
Segment Reporting, Revenue Reconciling Item [Line Items]
Revenues	22,305	9,263
Depreciation and amortization	1,022	1,095
Capital expenditures	$ 115	$ 5

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Revenue from Contracts with Customers - Summary of Fees Type in Typical Service Contract and Related Recognition (Detail) - Accounting Standards Update 2014-09 [Member]	3 Months Ended
	Mar. 31, 2018
Dayrate [Member]
Revenue from Contract with Customers [Line Items]
Revenue Recognition	Revenue is recognized based on the dayrates earned as it relates to the level of service provided for each day throughout the contract.
Initial Mobilization [Member]
Revenue from Contract with Customers [Line Items]
Revenue Recognition	Revenue is estimated at contract inception and included in the transaction price to be recognized ratably over contract term.
Demobilization [Member]
Revenue from Contract with Customers [Line Items]
Revenue Recognition	Unconstrained demobilization revenue is estimated at contract inception, included in the transaction price, and recognized ratably over the contract term.
Reimbursement [Member]
Revenue from Contract with Customers [Line Items]
Revenue Recognition	Recognized (gross of costs incurred) at the amount billed to the customer.

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Revenue from Contracts with Customers - Reconciliation of Disaggregated Revenue (Detail) - Accounting Standards Update 2014-09 [Member] - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Disaggregation of Revenue [Line Items]
Disaggregated revenue	$ 141,268	$ 438,033
Directional Drilling [Member]
Disaggregation of Revenue [Line Items]
Disaggregated revenue	37,602	145,230
Pressure Pumping [Member]
Disaggregation of Revenue [Line Items]
Disaggregated revenue	53,400	153,118
Pressure Control [Member]
Disaggregation of Revenue [Line Items]
Disaggregated revenue	27,961	89,912
Wireline [Member]
Disaggregation of Revenue [Line Items]
Disaggregated revenue	$ 22,305	$ 49,773

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Revenue from Contracts with Customers - Additional Information (Detail)	Mar. 31, 2018 USD ($)
Revenue from Contract with Customer [Abstract]
Contract assets recognized related to contracts with customers	$ 0
Contract liabilities recognized related to contracts with customers	$ 0

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Share-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended	3 Months Ended	12 Months Ended
	Feb. 28, 2018	Feb. 13, 2018	Apr. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Dec. 31, 2015	Mar. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-based compensation expense				$ 9,886
Number of awards granted				1,092
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unamortized compensation costs				$ 18,400			$ 27,700
Units outstanding				1,092,000	1,627,000
Units vested				535,000
Number of awards granted				0
Restricted Stock Units [Member] | Subsequent Event [Member] | 2018 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards granted			951,270
Restricted Stock Units [Member] | Subsequent Event [Member] | Director [Member] | 2018 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards granted			57,145
Restricted Stock Units [Member] | Subsequent Event [Member] | Employees [Member] | 2018 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			3 years
Number of awards granted			476,542
Phantom Share Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Units issued					46,300,000	5,800,000
Units outstanding					45,800,000	5,800,000
Unit converted to one RSU		$ 31.669363
Award vesting period					4 years
Units vested	352,651
Performance Based Restricted Stock Units [Member] | Subsequent Event [Member] | Employees [Member] | 2018 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards granted			417,583

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Share-Based Compensation - Summary of Status and Changes of Non-vested RSUs (Detail) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Shares, Granted	1,092
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Shares, Outstanding, Beginning Balance	1,627,000
Number of Shares, Granted	0
Number of Shares, Forfeited	0
Number of Shares, Expired	0
Number of Shares, Expired	(535,000)
Number of Shares, Outstanding, Ending Balance	1,092,000	1,627,000
Grant Date Fair Value per Share, Outstanding, Beginning Balance	$ 17.73
Grant Date Fair Value per Share, Outstanding, Ending Balance	$ 17.73	$ 17.73
Weighted Average Remaining Life, Outstanding	3 years 2 months 16 days	3 years 5 months 16 days

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Loss Per Share - Summary of Reconciliation of Number of Shares Used for the Basic EPS Computation (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Numerator:
Net loss attributed to common share holders	$ (16,356)	$ (11,673)
Denominator:
Weighted average common shares outstanding - basic	33,318
Weighted average common shares outstanding - diluted	33,318
Net loss per common share:
Basic	$ (0.44)
Diluted	$ (0.44)
Successor [Member]
Numerator:
Net loss attributed to common share holders	$ (14,810)

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Loss Per Share - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2018 shares
Earnings Per Share [Abstract]
RSU issued	1,092