Quarterly report [Sections 13 or 15(d)]

Discontinued Operations

v3.26.3
Discontinued Operations
 9 Months Ended
Sep. 30, 2026
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. Of the $108.7 million, $98.3 million was paid to Lion and the remaining $10.4 million was deposited into an escrow account, pursuant to the terms of the T&D Agreement. Of the $10.4 million deposited into an escrow account, $0.8 million has been received, leaving $9.6 million left in the restricted cash balance. 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 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. Of the $30.0 million, $23.5 million was paid to MEP and $2.5 million was deposited into an escrow account, pursuant to the terms of the Agreement. Of the $2.5 million deposited into an escrow account, $0.2 million has been received, leaving $2.3 million left in the restricted cash balance. 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 September 30, 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):
Pressure Pumping Transaction
September 30, December 31,
2026 2025
Carrying amounts of the major classes of assets included in discontinued operations:
Cash and cash equivalents $ 30  $ 50 
Accounts receivable, net 1,003  1,036 
Inventories 264  264 
Other current assets —  168 
Total current assets of discontinued operations 1,297  1,518 
Property, plant and equipment, net 6  3,678 
Total noncurrent assets of discontinued operations 6  3,678 
Total assets of discontinued operations $ 1,303  $ 5,196 
Carrying amounts of the major classes of liabilities included in discontinued operations:
Accounts payable $ 4  $ 41 
Accrued expenses and other current liabilities 181  342 
Total current liabilities of discontinued operations 185  383 
Total liabilities of discontinued operations $ 185  $ 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 September 30, Three Months Ended September 30, Three Months Ended September 30,
2026 2025 2026 2025 2026 2025
Services revenue $ —  $ —  $ —  $ 207  $ —  $ 3,949 
COST, EXPENSES AND GAINS
Cost of revenue —  519  57  2,286  —  3,135 
Selling, general and administrative 38  53  16  310  —  411 
Depreciation and amortization —  —  —  34  —  5 
Gains on disposal of assets, net —  —  —  (851) —  — 
Total cost, expenses and gains, net 38  572  73  1,779  —  3,551 
Operating (loss) income (38) (572) (73) (1,572) —  398 
OTHER (INCOME) EXPENSE
Interest expense (income), net —  —  —  44  —  (193)
Other expense, net 57  —  —  1  —  1 
Total other expense (income), net 57  —  —  45  —  (192)
(Loss) income before income taxes (95) (572) (73) (1,617) —  590 
Benefit for income taxes —  (1,632) —  —  —  — 
Net (loss) income from discontinued operations, net of income taxes $ (95) $ 1,060  $ (73) $ (1,617) $ —  $ 590 
T&D Transaction Pressure Pumping Transaction Engineering Transaction
Nine Months Ended September 30, Nine Months Ended September 30, Nine Months Ended September 30,
2026 2025 2026 2025 2026 2025
Services revenue $ —  $ 29,553  $ —  $ 41,916  $ —  $ 11,967 
COST, EXPENSES AND GAINS
Cost of revenue (14) 25,897  (242) 41,793  —  9,010 
Selling, general and administrative 115  1,899  87  1,552  —  1,169 
Depreciation and amortization —  957  3  5,738  —  18 
Gains on disposal of assets, net —  (20) (855) (1,488) —  — 
Impairment of goodwill —  —  —  9,214  —  — 
Total cost, expenses and gains, net 101  28,733  (1,007) 56,809  —  10,197 
Operating (loss) income (101) 820  1,007  (14,893) —  1,770 
OTHER (INCOME) EXPENSE
Interest expense (income), net —  59  50  (420) —  (322)
Other (income) expense, net 57  (122) 2  4  —  — 
(Gain) loss on divestiture —  (83,747) —  24,974  27  — 
Total other expense (income), net 57  (83,810) 52  24,558  27  (322)
(Loss) income before income taxes (158) 84,630  955  (39,451) (27) 2,092 
Provision (benefit) for income taxes —  1,418  —  (1,262) —  1 
Net (loss) income from discontinued operations, net of income taxes $ (158) $ 83,212  $ 955  $ (38,189) $ (27) $ 2,091