Annual report pursuant to Section 13 and 15(d)

Related Party Transactions

v3.24.0.1
Related Party Transactions
 12 Months Ended
Dec. 31, 2023
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
Transactions between the subsidiaries of the Company and the following companies are included in Related Party Transactions: Wexford; Gulfport; Grizzly Oil Sands ULC (“Grizzly”); El Toro Resources LLC (“El Toro”); Elk City Yard LLC (“Elk City Yard”); Caliber Investment Group LLC (“Caliber”); and Brim Equipment.

Following is a summary of related party transactions (in thousands):
Years Ended December 31, At December 31,
2023 2022 2021 2023 2022
REVENUES ACCOUNTS RECEIVABLE
Stingray Pressure Pumping and Gulfport (a) $ —  $ —  $ 14,812  $ —  $ — 
Muskie and Gulfport (b) —  —  2,145  —  — 
Cobra Aviation/ARS/Leopard and Brim Equipment (c) 475  316  371  44  217 
Panther and El Toro (d) 505  814  599  —  — 
Other Relationships —  3  12  3  6 
$ 980  $ 1,133  $ 17,939  $ 47  $ 223 
OTHER ACCOUNTS RECEIVABLE
Stingray Pressure Pumping and Gulfport (a) $ —  $ —  $ 514  $ —  $ — 
Muskie and Gulfport (b) —  —  1  —  — 
$ —  $ —  $ 515  $ —  $ — 
$ 47  $ 223 
a.Stingray Pressure Pumping provided pressure pumping, stimulation and related completion services to Gulfport. Other amount represents interest charged on delinquent accounts receivable related to these services. On June 29, 2021, Gulfport ceased to be a related party. See Note 3.
b.Muskie agreed to sell and deliver, and Gulfport has agreed to purchase, specified annual and monthly amounts of natural sand proppant, subject to certain exceptions specified in the agreement, and pay certain costs and expenses. Other amount represents interest charged on delinquent accounts receivable related to this agreement. On June 29, 2021, Gulfport ceased to be a related party. See Note 3.
c.Cobra Aviation, ARS and Leopard lease helicopters to Brim Equipment pursuant to aircraft lease and management agreements.
d.Panther provides directional drilling services for El Toro, an entity controlled by Wexford, pursuant to a master service agreement.

COST OF REVENUE ACCOUNTS PAYABLE
Years Ended December 31, At December 31,
2023 2022 2021 2023 2022
Cobra Aviation/ARS/Leopard and Brim Equipment (a) 7  77  73  —  3 
The Company and Caliber (b) 361  357  351  —  — 
Other Relationships 107  107  107  —  — 
$ 475  $ 541  $ 531  $ —  $ 3 
SELLING, GENERAL AND ADMINISTRATIVE COSTS
The Company and Wexford (c) —  —  5  —  — 
The Company and Caliber (b) —  —  374  —  — 
Other Relationships —  —  8  —  — 
$ —  $ —  $ 387  $ —  $ — 
$ —  $ 3 
a.Cobra Aviation, ARS and Leopard lease helicopters to Brim Equipment pursuant to aircraft lease and management agreements.
b.Caliber, an entity controlled by Wexford, leases office space to the Company.
c.Wexford provides certain administrative and analytical services to the Company and, from time to time, the Company pays for goods and services on behalf of Wexford.

On December 21, 2018, Cobra Aviation acquired all outstanding equity interest in ARS and purchased two commercial helicopters, spare parts, support equipment and aircraft documents from Brim Equipment. Following these transactions, and also on December 21, 2018, Cobra Aviation formed a joint venture with Wexford Investment named Brim Acquisitions to acquire all outstanding equity interests in Brim Equipment. Cobra Aviation owns a 49% economic interest and Wexford Investment owns a 51% economic interest in Brim Acquisitions, and each member contributed its pro rata portion of Brim Acquisitions’ initial capital of $2.0 million. Wexford Investment is an entity controlled by Wexford, which owns approximately 47% of the Company’s outstanding common stock. Cobra Aviation and Leopard each lease one helicopter to Brim Equipment under the terms of aircraft lease and management agreements. ARS was subsequently sold to a third party in July 2023. See Note 4 for further discussion.

On October 16, 2023, The Company entered into a loan and security agreement with Wexford, an affiliate of Mammoth. Under this agreement, we had outstanding debt, net of debt discount and debt issuance costs, of $42.8 million and accrued interest of $1.2 million as of December 31, 2023. Additionally, we incurred interest expense under this agreement totaling $1.2 million for the year ended December 31, 2023. See Note 11 for additional detail on the agreement with Wexford.