Quarterly report [Sections 13 or 15(d)]

Discontinued Operations

v3.25.2
Discontinued Operations
 6 Months Ended
Jun. 30, 2025
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
T&D Transaction
On April 11, 2025, Lion Power Services LLC (“Lion”), a subsidiary of the Company, entered into an Equity Interest Purchase Agreement (the “T&D Agreement”), as the seller, with Peak Utility Services Group, Inc. (“Peak”), as the buyer, pursuant to which Lion sold all equity interests in its wholly-owned subsidiaries 5 Star Electric, LLC (“5 Star”), Higher Power Electrical, LLC (“Higher Power”) and Python Equipment LLC (“Python”) (the “T&D Transaction”). These subsidiaries provided transmission, distribution and substation services and were previously included in the Company’s Infrastructure segment, as defined in Note 19. The T&D Transaction was completed simultaneously with the signing of the T&D Agreement on April 11, 2025. The aggregate sales price in connection with the T&D Transaction was approximately $108.7 million, subject to customary post-closing adjustments. Of the $108.7 million, $98.3 million was paid to Lion and the remaining $10.4 million was deposited into an escrow account for the purposes of funding post-closing adjustments for at least ninety days and indemnified liabilities until at least May 15, 2026. The T&D Agreement includes customary representations, warranties and covenants by the parties. In addition, the T&D Agreement provides for customary indemnification rights with respect to a breach of a representation, warranty or covenant by either party, subject to customary thresholds and caps on liability.

Pressure Pumping Transaction
On June 16, 2025, Stingray Pressure Pumping LLC (“Stingray”) and Mammoth Equipment Leasing LLC (“Mammoth Equipment”), subsidiaries of the Company, entered into an Equipment Purchase Agreement (the “Pressure Pumping Agreement”), as the sellers, with MGB Manufacturing, LLC (“MGB”), as the buyer, pursuant to which Stingray and Mammoth Equipment sold all of the Company’s equipment used in its hydraulic fracturing services, which was included in the Company’s historical well completion segment, to MGB for $15.0 million (the “Pressure Pumping Transaction” and collectively with the T&D Transaction, the “Transactions” ). The Pressure Pumping Transaction was completed simultaneously with the signing of the Pressure Pumping Agreement on June 16, 2025. In conjunction with the Pressure Pumping Transaction, the Company has ceased operations of its sand hauling and equipment manufacturing services, which operations primarily served Stingray and Mammoth Equipment. All assets and liabilities associated with the Company’s sand hauling and equipment manufacturing services are included in discontinued operations.

The Transactions and ceasing operations of the Company’s sand hauling and equipment manufacturing services reflect a strategic shift in the Company’s business. Therefore, the results of operations and cash flows of the services discussed above are classified as discontinued operations in the Company’s unaudited condensed consolidated statements of operations and comprehensive income (loss) and unaudited condensed consolidated statements of cash flows for all periods presented. The related assets and liabilities associated with the discontinued operations are included in the financial statement line items labeled discontinued operations in the unaudited condensed consolidated balance sheets as of June 30, 2025 and December 31, 2024. Amounts presented in discontinued operations have been derived from our consolidated financial statements and accounting records using the historical basis of assets, liabilities, results of operations and cash flows of the services discussed above. The discontinued operations exclude general corporate allocations.

The following table presents the major classes of assets and liabilities of discontinued operations (in thousands):
T&D Transaction Pressure Pumping Transaction
June 30, December 31, June 30, December 31,
2025 2024 2025 2024
Carrying amounts of the major classes of assets included in discontinued operations:
Cash and cash equivalents $ —  $ —  $ 88  $ 122 
Restricted cash —  2,000  —  — 
Accounts receivable, net —  22,408  15,418  12,843 
Inventories —  —  1,114  8,271 
Other current assets —  404  381  338 
Total current assets of discontinued operations —  24,812  17,001  21,574 
Property, plant and equipment, net —  13,190  4,176  35,166 
Operating lease right-of-use assets —  1,202  332  494 
Goodwill —  —  —  9,214 
Other non-current assets —  75  —  — 
Total noncurrent assets of discontinued operations —  14,467  4,508  44,874 
Total assets of discontinued operations $ —  $ 39,279  $ 21,509  $ 66,448 
Carrying amounts of the major classes of liabilities included in discontinued operations:
Accounts payable $ —  $ 4,673  $ 8,803  $ 14,346 
Accrued expenses and other current liabilities —  6,621  1,639  784 
Current operating lease liabilities —  248  236  302 
Total current liabilities of discontinued operations —  11,542  10,678  15,432 
Long-term operating lease liabilities —  954  —  — 
Other long-term liabilities —  6,415  —  — 
Total noncurrent liabilities of discontinued operations —  7,369  —  — 
Total liabilities of discontinued operations $ —  $ 18,911  $ 10,678  $ 15,432 
The following tables present the major components from discontinued operations in the Company’s unaudited condensed consolidated statements of operations and comprehensive income (loss) (in thousands):
T&D Transaction Pressure Pumping Transaction
Three Months Ended June 30, Three Months Ended June 30,
2025 2024 2025 2024
Services revenue $ 3,502  $ 26,892  $ 20,887  $ 8,617 
COST, EXPENSES AND GAINS
Cost of revenue 3,831  20,580  20,660  8,932 
Selling, general and administrative 374  1,527  666  668 
Depreciation and amortization 96  580  2,614  2,564 
Losses (gains) on disposal of assets, net 146  (460) (256) (64)
Impairment of goodwill —  —  9,214  — 
Total cost, expenses and gains, net 4,447  22,227  32,898  12,100 
Operating (loss) income (945) 4,665  (12,011) (3,483)
OTHER (INCOME) EXPENSE
Interest expense (income), net 3  1,032  (368) 476 
Other (income) expense, net (127) 10  2  — 
(Gain) loss on divestiture (83,747) —  24,974  — 
Total other (income) expense, net (83,871) 1,042  24,608  476 
Income (loss) before income taxes 82,926  3,623  (36,619) (3,959)
Provision (benefit) for income taxes 3,028  32  (1,262) — 
Net income (loss) from discontinued operations $ 79,898  $ 3,591  $ (35,357) $ (3,959)
T&D Transaction Pressure Pumping Transaction
Six Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
Services revenue $ 29,553  $ 46,866  $ 41,709  $ 16,485 
COST, EXPENSES AND GAINS
Cost of revenue 25,378  38,194  39,507  16,835 
Selling, general and administrative 1,846  3,114  1,242  1,093 
Depreciation and amortization 957  1,262  5,704  5,617 
(Gains) losses on disposal of assets, net (20) (943) (637) 185 
Impairment of goodwill —  —  9,214  — 
Total cost, expenses and gains, net 28,161  41,627  55,030  23,730 
Operating (loss) income 1,392  5,239  (13,321) (7,245)
OTHER (INCOME) EXPENSE
Interest expense (income), net 59  2,034  (465) 989 
Other (income) expense, net (122) 19  3  1 
(Gain) loss on divestiture (83,747) —  24,974  — 
Total other (income) expense, net (83,810) 2,053  24,512  990 
Income (loss) before income taxes 85,202  3,186  (37,833) (8,235)
Provision (benefit) for income taxes 3,050  32  (1,262) — 
Net income (loss) from discontinued operations $ 82,152  $ 3,154  $ (36,571) $ (8,235)
Assets and Liabilities Held for Sale
Pursuant to a plan to divest of its contract drilling assets, during the six months ended June 30, 2025, the Company changed its classification of its drilling rig assets from held for use to held for sale. There was no impairment related to the classification change as the fair value, less estimated selling costs, of the disposal group exceeded its carrying value. The Company’s contract drilling assets held for sale totaled $5.7 million at June 30, 2025.

During the three months ended June 30, 2025, the Company’s management made the decision to market assets related to its natural sand proppant operations at its Piranha Proppant LLC and Muskie Proppant LLC processing plants. These assets are included in the Company’s Sand segment, as defined in Note 19. As a result, the Company recognized impairment expense on these assets totaling $31.7 million during the three months ended June 30, 2025. At June 30, 2025, the Company’s natural sand proppant assets held for sale totaled $4.3 million and liabilities held for sale totaled $1.7 million.