Quarterly report [Sections 13 or 15(d)]

Assets and Liabilities Held for Sale

v3.26.1
Assets and Liabilities Held for Sale
 3 Months Ended
Mar. 31, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Assets and Liabilities Held for Sale 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.

Engineering Transaction
On December 2, 2025, Mammoth Energy Partners LLC ("MEP"), a subsidiary of Mammoth Energy Services, Inc. (“Mammoth” or the “Company”), entered into an Equity Purchase Agreement (the “Agreement”), as the seller, with Qualus, LLC (“Qualus”), as the buyer, and Aquawolf LLC ("Aquawolf"), MEP's wholly-owned subsidiary and the subject of the sale, as a party to the Agreement. Pursuant to the Agreement, MEP sold all equity interests in Aquawolf, which was included in the Company’s Infrastructure segment, to Qualus for $30.0 million (the “Engineering Transaction” and collectively with the Pressure Pumping Transaction and T&D Transaction, the “Transactions”)). The Engineering Transaction was completed simultaneously with the signing of the Agreement on December 2, 2025.The aggregate sales price in connection with the Transaction was approximately $30.0 million, subject to customary post-closing adjustments, including reductions for closing indebtedness, working capital shortfall, and transaction expenses. Of the $30.0 million, $23.5 million was paid to MEP and $2.5 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 December 1, 2026. The Agreement includes customary representations, warranties and covenants by the parties. In addition, the 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.

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 March 31, 2026 and December 31, 2025. 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 Engineering Transaction
March 31, December 31, March 31, December 31, March 31, December 31,
2026 2025 2026 2025 2026 2025
Carrying amounts of the major classes of assets included in discontinued operations:
Cash and cash equivalents $ —  $ —  $ 43  $ 50  $ —  $ — 
Restricted cash —  —  —  —  —  — 
Accounts receivable, net —  —  1,003  1,036  —  — 
Inventories —  —  264  264  —  — 
Other current assets —  —  53  168  —  — 
Total current assets of discontinued operations —  —  1,363  1,518  —  — 
Property, plant and equipment, net —  —  6  3,678  —  — 
Operating lease right-of-use assets —  —  —  —  —  — 
Goodwill —  —  —  —  —  — 
Other non-current assets —  —  —  —  —  — 
Total noncurrent assets of discontinued operations —  —  6  3,678  —  — 
Total assets of discontinued operations $ —  $ —  $ 1,369  $ 5,196  $ —  $ — 
Carrying amounts of the major classes of liabilities included in discontinued operations:
Accounts payable $ —  $ —  $ 65  $ 41  $ —  $ — 
Accrued expenses and other current liabilities —  —  230  342  —  — 
Current operating lease liabilities —  —  —  —  —  — 
Income taxes payable —  —  —  —  —  — 
Total current liabilities of discontinued operations —  —  295  383  —  — 
Long-term operating lease liabilities —  —  —  —  —  — 
Other long-term liabilities —  —  —  —  —  — 
Total noncurrent liabilities of discontinued operations —  —  —  —  —  — 
Total liabilities of discontinued operations $ —  $ —  $ 295  $ 383  $ —  $ — 
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 Engineering Transaction
Three Months Ended March 31, Three Months Ended March 31, Three Months Ended March 31,
2026 2025 2026 2025 2026 2025
Services revenue $ —  $ 26,050  $ —  $ 20,822  $ —  $ 3,963 
COST, EXPENSES AND GAINS
Cost of revenue 2  21,547  188  18,846  —  2,932 
Selling, general and administrative 52  1,472  62  575  —  377 
Depreciation and amortization —  861  2  3,090  —  7 
Gains on disposal of assets, net —  (165) (855) (381) —  — 
Total cost, expenses and gains, net 54  23,715  (603) 22,130  —  3,316 
Operating (loss) income (54) 2,335  603  (1,308) —  647 
OTHER (INCOME) EXPENSE
Interest expense (income), net —  56  44  (97) —  (25)
Other expense, net —  5  2  1  —  — 
Total other expense (income), net —  61  46  (96) —  (25)
Loss (income) before income taxes (54) 2,274  557  (1,212) —  672 
Provision (benefit) for income taxes —  22  —  —  —  — 
Net (loss) income from discontinued operations, net of income taxes $ (54) $ 2,252  $ 557  $ (1,212) $ —  $ 672 
Assets and Liabilities Held for Sale
During the three months ended March 31, 2025, the Company reclassified its drilling rig assets from held for use to held for sale pursuant to a plan to divest of its contract drilling assets. There was no impairment related to the classification changes as the fair value, less estimated selling costs, of the disposal group exceeded its carrying value.

As of March 31, 2026, the carrying amount of assets classified as held for sale related solely to our contract drilling assets, totaling $4.3 million and recorded in current assets held for sale.