| Related Party Transactions |
Related Party Transactions
Transactions between the subsidiaries of the Company, including Stingray Pressure Pumping LLC (“Pressure Pumping”), Muskie Proppant LLC (“Muskie”), Stingray Energy Services LLC (“SR Energy”), Stingray Cementing LLC (“Cementing”), Aquahawk Energy LLC (“Aquahawk”), Panther Drilling Systems LLC (“Panther Drilling”), Cobra Aviation, ARS, Cobra and Higher Power Electrical LLC (“Higher Power”) and the following companies are included in Related Party Transactions: Gulfport; Grizzly Oil Sands ULC (“Grizzly”); El Toro Resources LLC (“El Toro”); Everest Operations Management LLC (“Everest”); Elk City Yard LLC (“Elk City Yard”); Double Barrel Downhole Technologies LLC (“DBDHT”); Caliber Investment Group LLC (“Caliber”); Predator Drilling LLC (“Predator”); T&E Flow Services LLC (“T&E”); and Brim Equipment.
Following is a summary of related party transactions (in thousands):
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REVENUES |
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ACCOUNTS RECEIVABLE |
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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At June 30, |
At December 31, |
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2019 |
2018 |
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2019 |
2018 |
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2019 |
2018 |
Pressure Pumping and Gulfport |
(a) |
$ |
33,419 |
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$ |
33,831 |
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$ |
70,829 |
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$ |
72,377 |
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$ |
26,906 |
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$ |
8,175 |
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Muskie and Gulfport |
(b) |
10,861 |
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9,730 |
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23,516 |
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21,192 |
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6,024 |
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1,193 |
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SR Energy and Gulfport |
(c) |
2,733 |
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4,626 |
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8,040 |
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11,579 |
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3,722 |
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1,658 |
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Cementing and Gulfport |
(d) |
— |
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2,048 |
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— |
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4,876 |
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— |
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— |
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Aquahawk and Gulfport |
(e) |
98 |
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— |
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822 |
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— |
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133 |
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— |
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Panther Drilling and El Toro |
(f) |
124 |
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— |
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493 |
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345 |
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124 |
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64 |
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Cobra Aviation/ARS/Leopard and Brim Equipment |
(g) |
448 |
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— |
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711 |
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— |
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441 |
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— |
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Other Relationships |
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15 |
|
106 |
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15 |
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522 |
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50 |
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74 |
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$ |
47,698 |
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$ |
50,341 |
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$ |
104,426 |
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$ |
110,891 |
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$ |
37,400 |
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$ |
11,164 |
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a. |
Pressure Pumping provides pressure pumping, stimulation and related completion services to Gulfport. |
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b. |
Muskie has 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. |
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c. |
SR Energy provides rental services to Gulfport. |
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d. |
Cementing performed well cementing services for Gulfport. |
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e. |
Aquahawk provides water transfer services for Gulfport pursuant to a master service agreement. |
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f. |
Panther provides directional drilling services for El Toro, an entity controlled by Wexford, pursuant to a master service agreement. |
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g. |
Cobra Aviation, ARS and Leopard lease helicopters to Brim Equipment pursuant to aircraft lease and management agreements. |
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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At June 30, |
At December 31, |
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2019 |
2018 |
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2019 |
2018 |
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2019 |
2018 |
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COST OF REVENUE |
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COST OF REVENUE |
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ACCOUNTS PAYABLE |
Cobra Aviation/ ARS/Leopard and Brim Equipment |
(a) |
$ |
2,650 |
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$ |
— |
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$ |
3,363 |
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$ |
— |
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$ |
788 |
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$ |
— |
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Cobra and T&E |
(b) |
— |
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1,486 |
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— |
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2,762 |
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— |
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— |
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Higher Power and T&E |
(b) |
— |
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950 |
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— |
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1,458 |
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— |
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— |
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Other |
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— |
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(8 |
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— |
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— |
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— |
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240 |
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$ |
2,650 |
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$ |
2,428 |
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$ |
3,363 |
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$ |
4,220 |
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$ |
788 |
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$ |
240 |
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SELLING, GENERAL AND ADMINISTRATIVE COSTS |
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SELLING, GENERAL AND ADMINISTRATIVE COSTS |
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The Company and Wexford |
(c) |
$ |
206 |
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$ |
290 |
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$ |
442 |
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$ |
473 |
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$ |
42 |
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$ |
100 |
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The Company and Caliber |
(d) |
258 |
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145 |
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|
388 |
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346 |
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64 |
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3 |
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Cobra Aviation/ ARS/Leopard and Brim Equipment |
(a) |
149 |
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— |
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166 |
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— |
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— |
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— |
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Other |
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46 |
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97 |
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97 |
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142 |
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44 |
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27 |
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$ |
659 |
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$ |
532 |
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$ |
1,093 |
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$ |
961 |
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$ |
150 |
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$ |
130 |
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CAPITAL EXPENDITURES |
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CAPITAL EXPENDITURES |
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Leopard and Brim Equipment |
(a) |
$ |
217 |
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$ |
— |
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$ |
217 |
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$ |
— |
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$ |
82 |
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$ |
— |
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Cobra and T&E |
(b) |
— |
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757 |
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— |
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1,131 |
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— |
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— |
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Higher Power and T&E |
(b) |
— |
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1,575 |
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— |
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2,773 |
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— |
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— |
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$ |
217 |
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$ |
2,332 |
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$ |
217 |
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$ |
3,904 |
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$ |
82 |
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$ |
— |
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$ |
1,020 |
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$ |
370 |
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a. |
Cobra Aviation, ARS and Leopard lease helicopters to Brim Equipment pursuant to aircraft lease and management agreements. |
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b. |
Cobra and Higher Power purchased materials and services from T&E, an entity in which a member of management's family owned a minority interest. T&E ceased to be a related party as of September 30, 2018. |
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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. |
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d. |
Caliber leases office space to Mammoth. |
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 Investments 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. Cobra Aviation made additional investments in Brim Acquisitions totaling $0.7 million during the six months ended June 30, 2019. Wexford Investments is an entity controlled by Wexford, which owns approximately 49% of the Company's outstanding common stock.
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