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NCS Multistage (NCSM) swings to Q1 2026 loss as margins tighten

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

NCS Multistage Holdings, Inc. reported softer first quarter 2026 results, moving to a small net loss despite positive cash generation. Total revenues were $45.6 million for the quarter ended March 31, 2026, down from $50.0 million a year earlier, mainly from weaker Canadian and international activity.

Gross profit was $17.4 million, a 38% gross margin, compared with $21.1 million and a 42% margin in the prior-year quarter. Net loss attributable to NCS was $(0.4) million, or $(0.14) per share, versus net income of $4.1 million, or $1.51 per diluted share. Adjusted EBITDA declined to $5.6 million, a 12% margin, from $8.2 million and a 16% margin.

The company emphasized cost control and cash generation, with SG&A reduced to $15.7 million and operating activities providing $1.3 million of cash versus a use in the prior year. Free cash flow was $0.7 million. NCS ended the quarter with $34.5 million in cash, $7.2 million of finance-lease debt, working capital of $95.1 million and an undrawn ABL borrowing base of $18.5 million, supporting its view of a strong balance sheet and capacity to fund growth initiatives.

Positive

  • Liquidity and cash flow strengthened: NCS generated $1.3 million of cash from operating activities and $0.7 million of free cash flow in Q1 2026, ending with $34.5 million in cash, modest finance-lease debt of $7.2 million, and an undrawn ABL borrowing base of $18.5 million.

Negative

  • Profitability deteriorated significantly: Net results moved from $4.1 million of net income in Q1 2025 to a $(0.4) million net loss attributable to NCS in Q1 2026, with Adjusted EBITDA margin declining from 16% to 12% on lower revenue and weaker mix.

Insights

Q1 2026 shows revenue and margin pressure but solid liquidity.

NCS Multistage saw first quarter 2026 revenues fall to $45.6M from $50.0M a year earlier, driven by lower Canadian activity and timing-related weakness in international tracer diagnostics. Gross margin compressed to 38% from 42% as fixed costs were spread over lower volumes.

Earnings deteriorated sharply: net results swung from $4.1M income to a $(0.4)M loss attributable to NCS, while Adjusted EBITDA decreased to $5.6M with a 12% margin versus 16%. Management partially offset softer demand with SG&A reductions and higher royalty and scrap-related other income.

Despite weaker profitability, the balance sheet remained robust with $34.5M cash, only $7.2M of finance-lease debt, net working capital of $62.9M as of March 31, 2026, and an undrawn ABL borrowing base of $18.5M. Cash from operations improved to a $1.3M source and free cash flow was positive at $0.7M, supported by working-capital movements.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Total revenues $45.6M Quarter ended March 31, 2026 vs $50.0M in Q1 2025
Gross margin 38% Q1 2026 gross profit $17.4M on $45.6M revenues
Net (loss) income attributable to NCS $(0.4)M Q1 2026, versus $4.1M net income in Q1 2025
Diluted EPS $(0.14) Q1 2026 diluted loss per share
Adjusted EBITDA $5.6M Q1 2026, margin 12% vs $8.2M and 16% in Q1 2025
Operating cash flow $1.3M Net cash provided by operating activities, Q1 2026
Free cash flow $0.7M Q1 2026 free cash flow less distributions
Cash and cash equivalents $34.5M Balance as of March 31, 2026
Adjusted EBITDA financial
"Adjusted EBITDA was $5.6 million for the quarter ended March 31, 2026"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted Gross Profit financial
"Adjusted gross profit, which we define as total revenues less total cost of sales"
Adjusted gross profit is a company’s revenue from selling goods or services minus the direct costs of producing them, with one-time or unusual items added back or removed to show the core margin. Investors use it like a cleaned-up snapshot of how much a business actually earns on its products, similar to measuring body weight after removing heavy clothes, because it helps compare performance across periods and companies without noise from rare events.
Free Cash Flow financial
"For the three months ended March 31, 2026, free cash flow less distributions"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Net working capital financial
"Net working capital, calculated as working capital, less cash and excluding the current maturities"
Net working capital is the amount left when you subtract a company’s short-term bills (like accounts payable and short-term loans) from its short-term assets (cash, money owed to it, and inventory). Think of it as the cash cushion a business has to keep daily operations running — a bigger cushion means fewer short-term funding worries, while a small or negative number can signal pressure to raise cash or cut activity, which matters to investors assessing stability and short-term risk.
asset-based revolving credit facility (ABL Facility) financial
"undrawn asset-based revolving credit facility (“ABL Facility”) of $18.5 million"
non-GAAP financial measures financial
"EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EBITDA Less Share-Based Compensation"
Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.
Total revenues $45.6M down from $50.0M in Q1 2025
Net (loss) income attributable to NCS $(0.4)M down from $4.1M net income in Q1 2025
Diluted EPS $(0.14) down from $1.51 in Q1 2025
Adjusted EBITDA $5.6M down from $8.2M in Q1 2025
Adjusted EBITDA Margin 12% down from 16% in Q1 2025
Free cash flow $0.7M improved from $(2.1)M in Q1 2025
Guidance

Management reiterated confidence in its full year 2026 outlook, citing growing U.S. completions engagement, expected recovery in Canadian activity in the second half of 2026, and continued international and offshore growth opportunities.

false 0001692427 0001692427 2026-04-29 2026-04-29
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
April 29, 2026
Date of Report (Date of earliest event reported)
 
NCS Multistage Holdings, Inc.
(Exact name of Registrant as specified in its charter)
 
Delaware
001-38071
46-1527455
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification Number)
 
19350 State Highway 249, Suite 600
Houston, Texas 77070
(Address of principal executive offices) (Zip code)
 
(281) 453-2222
(Registrant’s telephone number, including area code)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
 
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
 
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
 
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value
NCSM
Nasdaq Capital Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
 
Emerging growth company  
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
 
 

 
Item 2.02 Results of Operations and Financial Condition.
 
On April 29, 2026, NCS Multistage Holdings, Inc. (the “Company”) issued a press release announcing its results for the quarter ended March 31, 2026. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
The information contained in this Item 2.02 and the accompanying exhibit is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 18. Furthermore, the information contained in this Item 2.02 and the accompanying exhibit shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
 
Item 9.01 Financial Statements and Exhibits.
 
 
(d)
 
Exhibits.
       
 
Exhibit
   
 
Number
 
Description of the Exhibit
 
99.1
 
Press Release dated April 29, 2026.
 
104
 
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.
 
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: April 29, 2026
NCS Multistage Holdings, Inc.
     
 
By:  
/s/ Mike Morrison
   
Mike Morrison
   
Chief Financial Officer and Treasurer
 
 
 

    Exhibit 99.1

 

logo.jpg

NCS Multistage Holdings, Inc. 

19350 State Highway 249, Suite 600

Houston, Texas 77070



PRESS RELEASE



NCS MULTISTAGE HOLDINGS, INC. ANNOUNCES FIRST QUARTER 2026 RESULTS



First Quarter Results



 

Total revenues of $45.6 million, compared to $50.0 million in the same quarter of 2025

 

 

Net loss of $(0.4) million and loss per share of $(0.14), compared to net income of $4.1 million and diluted earnings per share of $1.51 in the same quarter of 2025

 

 

Adjusted EBITDA of $5.6 million, compared to $8.2 million in the same quarter of 2025

 

 

Cash flows from operating activities of $1.3 million and free cash flow of $0.7 million, increases compared to $(1.6) million and $(2.1) million, respectively, in the first quarter of 2025.

 

 

$34.5 million in cash and $7.2 million of total debt as of March 31, 2026



HOUSTON, April 29, 2026 – NCS Multistage Holdings, Inc. (Nasdaq: NCSM) (the “Company,” “NCS,” “we” or “us”), a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completions and field development strategies, today announced its results for the quarter ended March 31, 2026.



Review and Outlook 



NCS’s Chief Executive Officer, Ryan Hummer, commented, “Solid execution and momentum in the United States in the first quarter, including the contribution from ResMetrics, partially offset the impact of lower year-over-year industry activity levels in North America, customer-specific job deferrals in Canada in March, and other timing-related delays in certain international projects.

 

While our revenue for the quarter declined compared to the year ago period, coming in below the guided range, our adjusted gross margin for the quarter met the midpoint of the guided range. We reduced our selling, general and administrative (“SG&A”) expenses in the first quarter of 2026, which included ResMetrics, as compared to the first quarter of 2025, validating our financial discipline. We generated Adjusted EBITDA of $5.6 million in the first quarter of 2026, resulting in an Adjusted EBITDA margin of 12%.

 

With our asset-light business model, relatively fixed SG&A, and disciplined capital allocation, we generated free cash flow after distributions in the first quarter of the year, which is typically a period of cash consumption. This $2.8 million year-over-year improvement highlights the benefits of our business model. As a result, our balance sheet remains on strong footing, ending the first quarter with a net cash position of over $27 million and availability under our undrawn credit facility of $18.5 million. This provides us with the flexibility to invest in growth initiatives to deliver value to our customers and shareholders.

 

Our team continued to advance key strategic initiatives during the quarter, reaching additional ResMetrics integration milestones and benefitting from growing adoption of Repeat Precision solutions, driven by positive field trial results and the effectiveness of new products, including our differentiated StageSaver composite and PurpleReign dissolvable frac plugs.

 

Looking ahead, we remain confident in our full year 2026 outlook and believe we are well positioned to execute our long-term growth strategy. We are seeing increased customer engagement across our U.S. completions offerings, with an expected continuation of the operational success at Repeat Precision and a large multi-well, multi-basin fracturing systems project in the United States, for which we expect to begin delivering sliding sleeves in the second half of the year. We expect a modest year-over-year increase in customer activity in Canada in the second half of 2026, including work deferred from the first quarter, and we expect continued opportunities for growth in international and offshore markets.

 

In closing, I want to thank our employees, our customers, and our shareholders for their dedication and trust. Our customer commitment is unwavering, and our strategic priorities are anchored by the delivery of long-term value for shareholders.”

 

1

 

Financial Review



Total revenues were $45.6 million for the quarter ended March 31, 2026 compared to $50.0 million for the first quarter of 2025. The decrease was primarily attributable to lower revenues in Canada resulting from decreases in market activity as evidenced by lower rig counts and delays in planned customer activity, as well as decreased service revenue for international markets, particularly in the Middle East, due to timing of tracer diagnostics projects. Partially offsetting these declines were increases in U.S. revenues primarily driven by Repeat Precision product sales resulting from successful field trials and new product introductions, and increased service revenue associated with tracer diagnostics, including a contribution of $1.8 million in 2026 by ResMetrics, which we acquired in July 2025. International markets also experienced favorable year-over-year product sales, primarily well construction products in the Middle East.

 

Compared to the fourth quarter of 2025, total revenues decreased by 10%, primarily reflecting a 17% decline in Canada due to lower activity levels and customer delays, and a 30% decrease in international revenues which are more project-specific, partially offset by a 6% increase in U.S. revenues.

 

Gross profit was $17.4 million, or a gross margin of 38%, for the first quarter of 2026, compared to $21.1 million, or a gross margin of 42%, for the first quarter of 2025. Gross margin for 2026 declined, primarily driven by the mix of products and services and the decline in total revenue, resulting in lower fixed cost absorption. The prior year benefited from increased activity in Canada and higher-margin international tracer diagnostics activity in the Middle East, which did not recur at similar levels in 2026. The decline was partially offset by a favorable contribution from ResMetrics. Adjusted gross profit, which we define as total revenues less total cost of sales, exclusive of depreciation and amortization ("DD&A"), was $18.2 million, or an adjusted gross margin of 40%, for the first quarter of 2026, compared to $21.9 million, and 44%, respectively, for the first quarter of 2025.

 

SG&A expenses totaled $15.7 million for the first quarter of 2026, a decrease of $0.5 million compared to the same period in 2025. The decrease was primarily driven by annual incentive bonus accruals which were lower in 2026, as well as lower share-based compensation expense, attributable to cash settled awards remeasured at fair value based on the price of our common stock. These decreases were partially offset by incremental expenses associated with ResMetrics.

 

Other income was $1.9 million for the first quarter of 2026 compared to $0.9 million for the first quarter of 2025. The year-over-year increase was primarily attributable to more royalty income from licensees and higher scrap sales.

 

Income tax expense for the first quarter of 2026 increased $0.2 million compared to the same period in 2025. The increase was driven by deferred tax expense in 2026 on deferred tax assets that were previously offset by a valuation allowance in 2025.

 

Net loss was $(0.4) million, or $(0.14) per share, for the quarter ended March 31, 2026 compared to net income of $4.1 million, or $1.51 per diluted share for the quarter ended March 31, 2025

 

Adjusted EBITDA was $5.6 million for the quarter ended March 31, 2026, a decrease of $2.6 million compared to the same period a year ago. Adjusted EBITDA margin of 12% for the quarter ended March 31, 2026, compared to 16% for the same period a year ago. 

 

Cash flow from operating activities for the three months ended March 31, 2026 was a source of cash of $1.3 million, compared to $(1.6) million for the same period in 2025. For the three months ended March 31, 2026, free cash flow less distributions to non-controlling interest was a source of cash of $0.7 million, compared to $(2.1) million for the same period in 2025. The improvement in cash flow from operating activities and free cash flow primarily reflected overall favorable working capital changes, partially offset by lower net income.

 

2

 

Liquidity and Capital Expenditures



As of March 31, 2026, NCS had $34.5 million in cash, $7.2 million in total indebtedness related to finance lease obligations, and a borrowing base under the undrawn asset-based revolving credit facility (“ABL Facility”) of $18.5 million. Our working capital, defined as current assets minus current liabilities, was $95.1 million and $93.4 million as of March 31, 2026 and December 31, 2025, respectively.

 

Net working capital, calculated as working capital, less cash and excluding the current maturities of long-term debt, was $62.9 million and $59.1 million as of March 31, 2026 and December 31, 2025, respectively. The increase in net working capital was primarily driven by higher inventory levels and a decrease in accrued expenses related to the payment of our 2025 bonus in the first quarter of 2026, as well as a decrease in other current liabilities associated with payments for cash settled share-based awards, partially offset by a decrease in accounts receivable and an increase in accounts payable. 



NCS incurred capital expenditures, net of proceeds from the sale of property and equipment, of $0.6 million and $0.5 million for the three months ended March 31, 2026 and 2025, respectively.

 

EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EBITDA Less Share-Based Compensation, Adjusted Gross Profit, Adjusted Gross Margin, Free Cash Flow, Free Cash Flow Less Distributions to Non-Controlling Interest and Net Working Capital are non-GAAP financial measures. For an explanation of these measures and a reconciliation, refer to Non-GAAP Financial Measures” below.

 

Conference Call



The Company will host a conference call to discuss its first quarter 2026 results and latest earnings guidance on Thursday, April 30, 2026 at 7:30 a.m. Central Time (8:30 a.m. Eastern Time). The conference call will be available via a live audio webcast. Participants who wish to ask questions may register for the call here to receive the dial-in numbers and unique PIN. If you wish to join the conference call but do not plan to ask questions, you may join the listen-only webcast here. The live webcast can also be accessed by visiting the Investors section of the Company’s website at ir.ncsmultistage.com. It is recommended that participants join at least 10 minutes prior to the event start.

 

The replay will be available in the Investors section of the Company’s website shortly after the conclusion of the call and will remain available for approximately seven days.



About NCS Multistage Holdings, Inc.



NCS Multistage Holdings, Inc. is a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completions and field development strategies. NCS provides products and services primarily to exploration and production companies for use in onshore and offshore wells, predominantly those that have been drilled with horizontal laterals in both unconventional and conventional oil and natural gas formations. NCS’s products and services are utilized in oil and natural gas basins throughout North America and in selected international markets, including the North Sea, the Middle East and Argentina. NCS’s common stock is traded on the Nasdaq Capital Market under the symbol “NCSM.” Additional information is available on the website, www.ncsmultistage.com.



3

 

Forward Looking Statements



This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as anticipates, intends, plans, seeks, believes, estimates, expects and similar references to future periods, or by the inclusion of forecasts or projections. Examples of forward-looking statements include, but are not limited to, statements we make regarding the outlook for our future business and financial performance. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause our actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions and the following: declines in the level of oil and natural gas exploration and production activity in Canada, the United States and internationally; oil and natural gas price fluctuations; significant competition for our products and services that results in pricing pressures, reduced sales, or reduced market share; inability to successfully implement our strategy of increasing sales of products and services into the U.S. and international markets; loss of significant customers; losses and liabilities from uninsured or underinsured business activities and litigation; additional income tax liabilities and reassessments; change in trade policy, including the impact of tariffs; our failure to identify and consummate potential acquisitions; the financial health of our customers including their ability to pay for products or services provided; our inability to integrate or realize the expected benefits from acquisitions; our inability to achieve suitable price increases to offset the impacts of cost inflation; loss of any of our key suppliers or significant disruptions negatively impacting our supply chain; risks in attracting and retaining qualified employees and key personnel; risks resulting from the operations of our joint venture arrangement; currency exchange rate fluctuations; impact of severe weather conditions; our inability to accurately predict customer demand, which may result in excess or obsolete inventory; failure to comply with or changes to federal, state and local and non-U.S. laws and other regulations, including tax policies, anti-corruption and environmental regulations, guidelines and regulations for the use of explosives; impairment in the carrying value of long-lived assets including goodwill; system interruptions or failures, including complications with our enterprise resource planning system, cybersecurity breaches, identity theft or other disruptions that could compromise our information; our inability to successfully develop and implement new technologies, products and services that align with the needs of our customers, including addressing the shift to more non-traditional energy markets as part of the energy transition and the adoption of artificial intelligence and machine learning; our inability to protect and maintain critical intellectual property assets, the inability to protect our current royalty income, or the losses and liabilities from adverse decisions in intellectual property disputes; loss of, or interruption to, our information and computer systems; our failure to establish and maintain effective internal control over financial reporting; restrictions on the availability of our customers to obtain water essential to the drilling and hydraulic fracturing processes; changes in legislation or regulation governing the oil and natural gas industry, including restrictions on emissions of greenhouse gases; our inability to meet regulatory requirements for use of certain chemicals by our tracer diagnostics business; the reduction in our ABL Facility borrowing base or our inability to comply with the covenants in our debt agreements; and our inability to obtain sufficient liquidity on reasonable terms, or at all and other factors discussed or referenced in our filings made from time to time with the Securities and Exchange Commission. Any forward-looking statement made by us in this press release speaks only as of the date on which we make it. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.

 

Contact

 

Mike Morrison

Chief Financial Officer and Treasurer

(281) 453-2222

IR@ncsmultistage.com 

 

4

 

NCS MULTISTAGE HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)



   

Three Months Ended

 
   

March 31,

 
   

2026

   

2025

 

Revenues

               

Product sales

  $ 32,583     $ 35,066  

Services

    13,054       14,939  

Total revenues

    45,637       50,005  

Cost of sales

               

Cost of product sales, exclusive of depreciation and amortization expense shown below

    19,729       20,352  

Cost of services, exclusive of depreciation and amortization expense shown below

    7,737       7,798  

Total cost of sales, exclusive of depreciation and amortization expense shown below

    27,466       28,150  

Selling, general and administrative expenses

    15,728       16,195  

Depreciation

    1,293       1,204  

Amortization

    302       167  

Income from operations

    848       4,289  

Other income (expense)

               

Interest expense, net

    (26 )     (42 )

Other income, net

    1,863       883  

Foreign currency exchange loss, net

    (110 )     (3 )

Total other income

    1,727       838  

Income before income tax

    2,575       5,127  

Income tax expense

    834       673  

Net income

    1,741       4,454  

Net income attributable to non-controlling interest

    2,112       398  

Net (loss) income attributable to NCS Multistage Holdings, Inc.

  $ (371 )   $ 4,056  

(Loss) earnings per common share

               

Basic (loss) earnings per common share attributable to NCS Multistage Holdings, Inc.

  $ (0.14 )   $ 1.58  

Diluted (loss) earnings per common share attributable to NCS Multistage Holdings, Inc.

  $ (0.14 )   $ 1.51  

Weighted average common shares outstanding

               

Basic

    2,629       2,568  

Diluted

    2,629       2,686  



5

 

NCS MULTISTAGE HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(Unaudited)



   

March 31,

   

December 31,

 
   

2026

   

2025

 

Assets

               

Current assets

               

Cash and cash equivalents

  $ 34,458     $ 36,725  

Accounts receivable—trade, net

    35,798       40,507  

Inventories, net

    40,780       39,011  

Prepaid expenses and other current assets

    1,698       2,031  

Other current receivables

    4,258       3,644  

Total current assets

    116,992       121,918  

Noncurrent assets

               

Property and equipment, net

    19,266       19,849  

Goodwill

    16,387       16,387  

Identifiable intangibles, net

    5,686       5,989  

Operating lease assets

    4,472       4,817  

Deposits and other assets

    524       586  

Deferred income taxes, net

    11,256       11,653  

Total noncurrent assets

    57,591       59,281  

Total assets

  $ 174,583     $ 181,199  

Liabilities and Stockholders’ Equity

               

Current liabilities

               

Accounts payable—trade

  $ 10,567     $ 8,517  

Accrued expenses

    4,882       9,461  

Income taxes payable

    969       1,151  

Operating lease liabilities

    1,534       1,587  

Contingent purchase consideration

          1,250  

Current maturities of long-term debt

    2,291       2,385  

Other current liabilities

    1,635       4,175  

Total current liabilities

    21,878       28,526  

Noncurrent liabilities

               

Long-term debt, less current maturities

    4,909       5,259  

Operating lease liabilities, long-term

    3,385       3,716  

Other long-term liabilities

    200       202  

Deferred income taxes, net

    407       398  

Total noncurrent liabilities

    8,901       9,575  

Total liabilities

    30,779       38,101  

Commitments and contingencies

               

Stockholders’ equity

               

Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding at March 31, 2026 and December 31, 2025

           

Common stock, $0.01 par value, 11,250,000 shares authorized, 2,719,733 shares issued and 2,624,523 shares outstanding at March 31, 2026 and 2,613,603 shares issued and 2,545,535 shares outstanding at December 31, 2025

    27       26  

Additional paid-in capital

    450,379       449,890  

Accumulated other comprehensive loss

    (86,583 )     (86,132 )

Retained deficit

    (235,647 )     (235,276 )

Treasury stock, at cost, 95,210 shares at March 31, 2026 and 68,068 shares at December 31, 2025

    (3,343 )     (2,269 )

Total stockholders' equity

    124,833       126,239  

Non-controlling interest

    18,971       16,859  

Total equity

    143,804       143,098  

Total liabilities and stockholders' equity

  $ 174,583     $ 181,199  

 

6

 

NCS MULTISTAGE HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)



   

Three Months Ended

 
   

March 31,

 
   

2026

   

2025

 

Cash flows from operating activities

               

Net income

  $ 1,741     $ 4,454  

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

               

Depreciation and amortization

    1,595       1,371  

Amortization of deferred loan costs

    62       52  

Share-based compensation

    1,227       1,445  

Provision for inventory obsolescence

    (22 )     (35 )

Deferred income tax expense

    377       1  

Gain on sale of property and equipment

    (47 )     (36 )

Provision for credit losses

          42  

Net foreign currency unrealized loss (gain)

    183       (849 )

Changes in operating assets and liabilities:

               

Accounts receivable—trade

    4,524       (6,978 )

Inventories, net

    (1,999 )     200  

Prepaid expenses and other assets

    238       890  

Accounts payable—trade

    1,963       3,742  

Accrued expenses

    (4,560 )     (3,003 )

Other liabilities

    (3,727 )     (3,273 )

Income taxes receivable/payable

    (275 )     332  

Net cash provided by (used in) operating activities

    1,280       (1,645 )

Cash flows from investing activities

               

Purchases of property and equipment

    (591 )     (464 )

Purchase and development of software and technology

    (48 )      

Proceeds from sales of property and equipment

    80       13  

Net cash used in investing activities

    (559 )     (451 )

Cash flows from financing activities

               

Payments on finance leases

    (613 )     (522 )

Line of credit borrowings

    1,970       1,963  

Payments of line of credit borrowings

    (1,970 )     (1,963 )

Payment of contingent consideration

    (1,250 )      

Treasury shares withheld

    (1,074 )     (268 )

Net cash used in financing activities

    (2,937 )     (790 )

Effect of exchange rate changes on cash and cash equivalents

    (51 )     3  

Net change in cash and cash equivalents

    (2,267 )     (2,883 )

Cash and cash equivalents beginning of period

    36,725       25,880  

Cash and cash equivalents end of period

  $ 34,458     $ 22,997  

Noncash investing and financing activities

               

Assets obtained in exchange for new finance lease liabilities

  $ 215     $  

Assets obtained in exchange for new operating lease liabilities

  $ 67     $ 244  

 

7

 

NCS MULTISTAGE HOLDINGS, INC.

REVENUES BY GEOGRAPHIC AREA

(In thousands)

(Unaudited)



   

Three Months Ended

 
   

March 31,

 
   

2026

   

2025

 

United States

               

Product sales

  $ 14,209     $ 6,867  

Services

    4,931       2,505  

Total United States

    19,140       9,372  

Canada

               

Product sales

    16,164       26,843  

Services

    7,047       10,875  

Total Canada

    23,211       37,718  

Other Countries

               

Product sales

    2,210       1,356  

Services

    1,076       1,559  

Total other countries

    3,286       2,915  

Total

               

Product sales

    32,583       35,066  

Services

    13,054       14,939  

Total revenues

  $ 45,637     $ 50,005  



8

 

NCS MULTISTAGE HOLDINGS, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION

(In thousands)

(Unaudited)



Non-GAAP Financial Measures 



EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EBITDA Less Share-Based Compensation, Adjusted Gross Profit, Adjusted Gross Margin, Free Cash Flow, Free Cash Flow Less Distributions to Non-Controlling Interest and Net Working Capital (our “non-GAAP financial measures”) are not defined under generally accepted accounting principles (“GAAP”), are not measures of net income (loss), income from operations, gross profit and gross margin (inclusive of DD&A), cash provided by (used in) operating activities, working capital or any other performance measure derived in accordance with GAAP, and are subject to important limitations. Our non-GAAP financial measures may not be comparable to similarly titled measures of other companies in our industry and are not measures of performance calculated in accordance with GAAP. Our non-GAAP financial measures have important limitations as analytical tools and you should not consider them in isolation or as substitutes for analysis of our financial performance as reported under GAAP, and they should not be considered as alternatives to net income (loss), income from operations, gross profit, gross margin, cash provided by (used in) operating activities, working capital or any other performance measures derived in accordance with GAAP as measures of operating performance or as alternatives to cash flow from operating activities as measures of our liquidity.

 

However, EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted EBITDA Less Share-Based Compensation, Adjusted Gross Profit, Adjusted Gross Margin, Free Cash Flow, Free Cash Flow Less Distributions to Non-Controlling Interest and Net Working Capital are key metrics that management uses to assess the period-to-period performance of our core business operations or metrics that enable investors to assess our performance from period to period relative to the performance of other companies that are not subject to such factors, or who may provide similar non-GAAP measures in their public disclosures.

 

The tables below set forth reconciliations of our non-GAAP financial measures to the most directly comparable measures of financial performance calculated under GAAP:

 

NET WORKING CAPITAL

 

Net working capital is defined as total current assets, excluding cash and cash equivalents, minus total current liabilities, excluding current maturities of long-term debt. Net working capital excludes cash and cash equivalents and current maturities of long-term debt in order to evaluate the investments in working capital that we believe are required to support our business. We believe that net working capital is useful in analyzing the cash flow and working capital needs of the Company, including determining the efficiencies of our operations and our ability to readily convert assets into cash.



   

March 31,

   

December 31,

 
   

2026

   

2025

 

Working capital

  $ 95,114     $ 93,392  

Cash and cash equivalents

    (34,458 )     (36,725 )

Current maturities of long term debt

    2,291       2,385  

Net working capital

  $ 62,947     $ 59,052  



9

 

NCS MULTISTAGE HOLDINGS, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION

(In thousands)

(Unaudited)

 

FREE CASH FLOW AND FREE CASH FLOW LESS DISTRIBUTIONS TO NON-CONTROLLING INTEREST

 

Free cash flow is defined as net cash provided by (used in) operating activities less purchases of property and equipment (inclusive of the purchase and development of software and technology) plus proceeds from sales of property and equipment, as presented in our consolidated statement of cash flows. We define free cash flow less distributions to non-controlling interest as free cash flow less amounts reported in the financing activities section of the statement of cash flows as distributions to non-controlling interest. We believe free cash flow is useful because it provides information to investors regarding the cash that was available in the period that was in excess of our needs to fund our capital expenditures and other investment needs. We believe that free cash flow less distributions to non-controlling interest is useful because it provides information to investors regarding the cash that was available in the period that was in excess of our needs to fund our capital expenditures, other investment needs, and cash distributions to our joint venture partner.



   

Three Months Ended

 
   

March 31,

 
   

2026

   

2025

 

Net cash provided by (used in) operating activities

  $ 1,280     $ (1,645 )

Purchases of property and equipment

    (591 )     (464 )

Purchase and development of software and technology

    (48 )      

Proceeds from sales of property and equipment

    80       13  

Free cash flow

  $ 721     $ (2,096 )

Distributions to non-controlling interest

           

Free cash flow less distributions to non-controlling interest

  $ 721     $ (2,096 )

 

ADJUSTED GROSS PROFIT AND ADJUSTED GROSS MARGIN

 

Adjusted gross profit is defined as total revenues minus cost of sales, exclusive of depreciation and amortization expense, which we present as a separate line item in our statement of operations. Adjusted gross margin represents adjusted gross profit as a percentage of total revenues.

 

   

Three Months Ended

 
   

March 31,

 
   

2026

   

2025

 

Total revenues

  $ 45,637     $ 50,005  

Total cost of sales, exclusive of depreciation and amortization expense

    27,466       28,150  

Total depreciation and amortization associated with cost of sales

    800       715  

Gross Profit

  $ 17,371     $ 21,140  

Gross Margin

    38 %     42 %

Exclude total depreciation and amortization associated with cost of sales

    (800 )     (715 )

Adjusted Gross Profit

  $ 18,171     $ 21,855  

Adjusted Gross Margin

    40 %     44 %

 

10

 

NCS MULTISTAGE HOLDINGS, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION

(In thousands)

(Unaudited)



EBITDA, ADJUSTED EBITDA, ADJUSTED EBITDA MARGIN, AND ADJUSTED EBITDA LESS SHARE-BASED COMPENSATION

 

EBITDA is defined as net income (loss) before interest expense, net, income tax expense and depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted to exclude certain items which we believe are not reflective of ongoing operating performance or which, in the case of share-based compensation, is non-cash in nature. Adjusted EBITDA Margin represents Adjusted EBITDA as a percentage of total revenues. Adjusted EBITDA Less Share-Based Compensation is defined as Adjusted EBITDA minus share-based compensation expense. We believe that Adjusted EBITDA is an important measure that excludes costs that do not reflect the Company's ongoing operating performance, legal proceedings for intellectual property as further described below, and certain costs associated with our capital structure. We believe that Adjusted EBITDA Less Share-Based Compensation presents our financial performance in a manner that is comparable to the presentation provided by many of our peers.

 

We periodically incur legal costs associated with the assertion of, or defense of, intellectual property, which we exclude from our definition of Adjusted EBITDA and Adjusted EBITDA Less Share-Based Compensation, unless we believe that settlement will occur prior to any material legal spend (included in the table below as “Professional Fees”). Although these costs may recur between periods, depending on legal matters then outstanding or in process, we believe the timing of when these costs are incurred does not typically match the settlement or recoveries associated with such matters, and therefore, can distort our operating results. Similarly, we exclude from Adjusted EBITDA and Adjusted EBITDA Less Share-Based Compensation the one-time settlement or recovery payment associated with these excluded legal matters when realized but would not exclude any go forward royalties or payments, if applicable. We expect to continue to incur these legal costs for current matters under appeal and for any future cases that may go to trial, provided that the amount will vary by period. 



   

Three Months Ended

 
   

March 31,

 
   

2026

   

2025

 

Net income

  $ 1,741     $ 4,454  

Income tax expense

    834       673  

Interest expense, net

    26       42  

Depreciation

    1,293       1,204  

Amortization

    302       167  

EBITDA

    4,196       6,540  

Share-based compensation (a)

    490       552  

Professional fees (b)

    560       989  

Foreign currency exchange loss (c)

    110       3  

Other (d)

    233       130  

Adjusted EBITDA

  $ 5,589     $ 8,214  

Adjusted EBITDA Margin

    12 %     16 %

Adjusted EBITDA Less Share-Based Compensation

  $ 5,099     $ 7,662  

___________________

(a)

Represents non-cash compensation charges related to share-based compensation granted to our officers, employees and directors.

(b)

Represents non-capitalizable costs of professional services primarily incurred or reversed in connection with our legal proceedings associated with the assertion of, or defense of, intellectual property as further described above as well as the cost incurred for the evaluation of actual and potential strategic transactions. 

(c)

Represents realized and unrealized foreign currency exchange gains and losses primarily due to movement in the foreign currency exchange rates during the applicable periods.

(d)

Represents the impact of a research and development subsidy that is included in income tax expense in accordance with GAAP along with other charges and credits.



11

FAQ

How did NCSM’s Q1 2026 revenue compare to the prior year?

NCS Multistage generated $45.6 million in total revenues for Q1 2026, down from $50.0 million in Q1 2025. The decline mainly reflected lower activity and delays in Canada and reduced international service revenue, partially offset by stronger U.S. product and tracer diagnostics sales.

Did NCSM report a profit or loss in Q1 2026?

NCS Multistage reported a small net loss attributable to the company of $(0.4) million in Q1 2026, or $(0.14) per share. This contrasts with $4.1 million of net income, or $1.51 per diluted share, in the same quarter of 2025.

What was NCSM’s Adjusted EBITDA and margin for Q1 2026?

Adjusted EBITDA for Q1 2026 was $5.6 million, with an Adjusted EBITDA margin of 12%. In Q1 2025, Adjusted EBITDA was $8.2 million and the margin was 16%, reflecting stronger prior-year activity, especially in Canada and higher-margin international tracer diagnostics work.

How strong is NCSM’s balance sheet and liquidity after Q1 2026?

As of March 31, 2026, NCS held $34.5 million in cash and $7.2 million of finance-lease indebtedness, with working capital of $95.1 million. The company also had an undrawn ABL Facility borrowing base of $18.5 million, supporting its description of a strong liquidity position.

Did NCSM generate positive free cash flow in Q1 2026?

Yes. Free cash flow, defined as operating cash flow minus capital expenditures plus sale proceeds, was $0.7 million in Q1 2026. This compares with negative free cash flow of $(2.1) million in Q1 2025, mainly due to more favorable working capital movements.

How did NCSM’s geographic revenue mix shift in Q1 2026?

In Q1 2026, U.S. revenues increased to $19.1 million, Canada declined to $23.2 million, and other countries contributed $3.3 million. A year earlier, Canada dominated at $37.7 million, while U.S. revenue was $9.4 million and other countries $2.9 million.

Filing Exhibits & Attachments

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