National Energy Services declares first $0.10 dividend
NESR declared its first quarterly dividend of $0.10 per ordinary share and authorized up to $50.0 million in share repurchases.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
National Energy Services Reunited Corp. (NESR) reported third-quarter revenue of $504.7 million and net income of $34.3 million, versus $295.3 million and $17.7 million a year earlier. Nine-month revenue was $1,430.1 million and net income was $102.2 million, versus $925.8 million and $43.3 million; operating cash flow was $201.5 million, compared with $125.7 million.
At September 30, 2026, cash and cash equivalents were $106.8 million, outstanding borrowings were $267.3 million, and available borrowing capacity was $39.5 million, versus $146.9 million at December 31, 2025. NESR received proceeds on October 5, 2026, under a $55.0 million Term Facilities Agreement with HSBC Bank plc. It matures March 31, 2027, bears 0% stated interest through maturity, and has an extension mechanism raising stated interest to 9% per annum. The agreement includes a 9.5% original issue discount ($5.2 million) and financing fees.
On November 6, 2026, the board declared its first quarterly cash dividend of $0.10 per ordinary share, payable December 10, 2026, to shareholders of record December 3, 2026. The capital-return program also authorizes repurchases of up to $50.0 million, subject to market conditions, legal requirements, and liquidity considerations.
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointThird-quarter revenue: $504.7 million versus $295.3 million in 2025.
- Moderate pointThird-quarter net income: $34.3 million versus $17.7 million in 2025.
- Moderate pointNine-month operating cash flow: $201.5 million versus $125.7 million in 2025.
Negative
- Moderate pointAvailable borrowing capacity: $39.5 million at September 30, 2026; $146.9 million at December 31, 2025.
Filing Explained
The 10-Q adds a committed spending obligation: at
Key Figures
Key Terms
original issue discount financial
debt service coverage ratio financial
financial standby letter of credit financial
measurement alternative financial
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What were NESR's third-quarter 2026 revenue and net income?
What are the terms of NESR's $55.0 million term facility?
When is NESR's $0.10 dividend payable?
How large is NESR's amended HSBC trade finance facility?
What does NESR's capital-return program authorize?
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
(Mark one)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the quarterly period ended
OR
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from __________ to __________
Commission
File Number:
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The
|
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☐ | ||
| Non-accelerated filer ☐ | Smaller
reporting company | |
| 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
☐ No
As
of September 30, 2026, the registrant had
NATIONAL ENERGY SERVICES REUNITED CORP.
FORM 10-Q
TABLE OF CONTENTS
| PART I – FINANCIAL INFORMATION | 3 | |
| ITEM 1. FINANCIAL STATEMENTS | 3 | |
| CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) | 3 | |
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) | 4 | |
| CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) | 5 | |
| CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED) | 6 | |
| CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) | 7 | |
| NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) | 8 | |
| 1. BASIS OF PRESENTATION | 8 | |
| 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 8 | |
| 3. ACCOUNTS RECEIVABLE, NET | 9 | |
| 4. SERVICE INVENTORIES | 9 | |
| 5. PROPERTY, PLANT, AND EQUIPMENT, NET | 10 | |
| 6. DEBT | 10 | |
| 7. INCOME TAXES | 12 | |
| 8. COMMITMENTS AND CONTINGENCIES | 12 | |
| 9. EARNINGS PER SHARE | 13 | |
| 10. REPORTABLE SEGMENTS | 14 | |
| 11. SUBSEQUENT EVENTS | 16 | |
| ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 17 | |
| EXECUTIVE OVERVIEW | 17 | |
| RESULTS OF OPERATIONS | 18 | |
| LIQUIDITY AND CAPITAL RESOURCES | 20 | |
| CRITICAL ACCOUNTING POLICIES AND ESTIMATES | 22 | |
| CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS | 22 | |
| ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 23 | |
| ITEM 4. CONTROLS AND PROCEDURES | 23 | |
| PART II - OTHER INFORMATION | 24 | |
| ITEM 1. LEGAL PROCEEDINGS | 24 | |
| ITEM 1A. RISK FACTORS | 24 | |
| ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS | 24 | |
| ITEM 3. DEFAULTS UPON SENIOR SECURITIES | 24 | |
| ITEM 4. MINE SAFETY DISCLOSURES | 24 | |
| ITEM 5. OTHER INFORMATION | 24 | |
| ITEM 6. EXHIBITS | 25 | |
| SIGNATURES | 26 | |
| Exhibit 10.1 | ||
| Exhibit 31.1 | ||
| Exhibit 31.2 | ||
| Exhibit 32.1 | ||
| Exhibit 32.2 | ||
| 2 |
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In US$ thousands, except share data)
| Description | September 30, 2026 | December 31, 2025 | ||||||
| Assets | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | |||||||
| Accounts receivable, net (Note 3) | ||||||||
| Unbilled revenue | ||||||||
| Service inventories (Note 4) | ||||||||
| Prepaid assets | ||||||||
| Retention withholdings | ||||||||
| Other receivables | ||||||||
| Other current assets | ||||||||
| Total current assets | ||||||||
| Non-current assets | ||||||||
| Property, plant and equipment, net (Note 5) | ||||||||
| Intangible assets, net | ||||||||
| Goodwill | ||||||||
| Operating lease right-of-use assets | ||||||||
| Other assets | ||||||||
| Total assets | $ | $ | ||||||
| Liabilities and equity | ||||||||
| Liabilities | ||||||||
| Accounts payable and accrued expenses | ||||||||
| Current installments of long-term debt (Note 6) | ||||||||
| Short-term borrowings (Note 6) | ||||||||
| Income taxes payable (Note 7) | ||||||||
| Other taxes payable | ||||||||
| Operating lease liabilities | ||||||||
| Other current liabilities | ||||||||
| Total current liabilities | ||||||||
| Long-term debt (Note 6) | ||||||||
| Deferred tax liabilities | ||||||||
| Employee benefit liabilities | ||||||||
| Non-current operating lease liabilities | ||||||||
| Other liabilities | ||||||||
| Total liabilities | ||||||||
| Commitments and contingencies (Note 8) | - | - | ||||||
| Equity | ||||||||
| Preferred shares, | - | - | ||||||
| Ordinary shares and additional paid-in capital, | ||||||||
| Retained income | ||||||||
| Accumulated other comprehensive income | ||||||||
| Total equity | ||||||||
| Total liabilities and equity | $ | $ | ||||||
The accompanying notes are an integral part of the condensed consolidated financial statements.
| 3 |
NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(In US$ thousands, except share data and per share amounts)
| Description | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
For the three-month period ended | For the nine-month period ended | |||||||||||||||
| Description | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Revenues | $ | $ | $ | $ | ||||||||||||
| Cost of services | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Gross profit | ||||||||||||||||
| Selling, general and administrative expenses (excluding Amortization) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Amortization | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Operating income | ||||||||||||||||
| Interest expense, net | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Other (expense) / income, net | ( | ) | ( | ) | ||||||||||||
| Income before income tax | ||||||||||||||||
| Income tax (expense) / benefit | ( | ) | ( | ) | ( | ) | ||||||||||
| Net income | $ | $ | $ | $ | ||||||||||||
| Weighted average shares outstanding (Note 9): | ||||||||||||||||
| Basic | ||||||||||||||||
| Diluted | ||||||||||||||||
| Earnings per share (Note 9): | ||||||||||||||||
| Basic | $ | $ | $ | $ | ||||||||||||
| Diluted | $ | $ | $ | $ | ||||||||||||
The accompanying notes are an integral part of the condensed consolidated financial statements.
| 4 |
NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(In US$ thousands)
| Description | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
For the three-month period ended | For the nine-month period ended | |||||||||||||||
| Description | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Net income | $ | $ | $ | $ | ||||||||||||
| Other comprehensive income, net of tax | - | - | - | - | ||||||||||||
| Foreign currency translation adjustments | - | - | - | - | ||||||||||||
| Total comprehensive income, net of tax | $ | $ | $ | $ | ||||||||||||
The accompanying notes are an integral part of the condensed consolidated financial statements.
| 5 |
NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)
(In US$ thousands, except share data)
Ordinary Shares | ||||||||||||||||||||
| and Additional | Accumulated Other | |||||||||||||||||||
| Ordinary | Paid-in | Comprehensive | Retained | Total | ||||||||||||||||
| Description | Shares | Capital | Income | Income | Equity | |||||||||||||||
| Balance at December 31, 2025 | $ | $ | | $ | $ | |||||||||||||||
| Share-based compensation expense | - | - | - | |||||||||||||||||
| Issuance of equity-classified restricted share units | - | - | - | - | ||||||||||||||||
| Settlement of liability-classified share-based compensation | - | - | ||||||||||||||||||
| Other | - | - | - | |||||||||||||||||
| Net income | - | - | - | |||||||||||||||||
| Balance at September 30, 2026 | $ | $ | $ | $ | ||||||||||||||||
Ordinary Shares | ||||||||||||||||||||
and Additional | Accumulated Other | |||||||||||||||||||
| Ordinary | Paid-in | Comprehensive | Retained | Total | ||||||||||||||||
| Description | Shares | Capital | Income | Income | Equity | |||||||||||||||
| Balance at December 31, 2024 | $ | $ | | $ | $ | |||||||||||||||
| Share-based compensation expense | - | - | - | |||||||||||||||||
| Issuance of equity-classified restricted share units | - | - | - | - | ||||||||||||||||
| Settlement of liability-classified share-based compensation | - | - | ||||||||||||||||||
| Warrant exchange and associated transaction costs | ( | ) | - | - | ( | ) | ||||||||||||||
| Net income | - | - | - | |||||||||||||||||
| Balance at September 30, 2025 | $ | $ | $ | $ | ||||||||||||||||
Ordinary Shares | ||||||||||||||||||||
| and Additional | Accumulated Other | |||||||||||||||||||
| Ordinary | Paid-in | Comprehensive | Retained | Total | ||||||||||||||||
| Description | Shares | Capital | Income | Income | Equity | |||||||||||||||
| Balance at June 30, 2026 | $ | $ | | $ | $ | |||||||||||||||
| Share-based compensation expense | - | - | - | |||||||||||||||||
| Issuance of equity-classified restricted share units | - | - | - | - | ||||||||||||||||
| Other | - | - | - | |||||||||||||||||
| Net income | - | - | - | |||||||||||||||||
| Balance at September 30, 2026 | $ | $ | $ | $ | ||||||||||||||||
Ordinary Shares | ||||||||||||||||||||
and Additional | Accumulated Other | |||||||||||||||||||
| Ordinary | Paid-in | Comprehensive | Retained | Total | ||||||||||||||||
| Description | Shares | Capital | Income | Income | Equity | |||||||||||||||
| Balance at June 30, 2025 | $ | $ | | $ | $ | |||||||||||||||
| Share-based compensation expense | - | - | - | |||||||||||||||||
| Issuance of equity-classified restricted share units | - | - | - | - | ||||||||||||||||
| Warrant exchange and associated transaction costs | ( | ) | - | - | ( | ) | ||||||||||||||
| Net income | - | - | - | |||||||||||||||||
| Balance at September 30, 2025 | $ | $ | $ | $ | ||||||||||||||||
The accompanying notes are an integral part of the condensed consolidated financial statements.
| 6 |
NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(In US$ thousands)
| Description | September 30, 2026 | September 30, 2025 | ||||||
| For the nine-month period ended | ||||||||
| Description | September 30, 2026 | September 30, 2025 | ||||||
| Cash flows from operating activities: | ||||||||
| Net income | $ | $ | ||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | ||||||||
| Share-based compensation expense | ||||||||
| (Gain) on disposal of assets | ( | ) | ( | ) | ||||
| Non-cash interest expense | ||||||||
| Deferred tax expense (benefit) | ( | ) | ||||||
| Allowance for doubtful receivables and unbilled revenue | ||||||||
| Charges on obsolete service inventories | ||||||||
| Impairments and other charges | ||||||||
| Other operating activities, net | ||||||||
| Changes in operating assets and liabilities: | ||||||||
| (Increase) decrease in accounts receivable | ( | ) | ( | ) | ||||
| (Increase) decrease in unbilled revenue | ( | ) | ( | ) | ||||
| (Increase) decrease in retention withholdings | ( | ) | ||||||
| (Increase) decrease in inventories | ( | ) | ( | ) | ||||
| (Increase) decrease in prepaid assets | ( | ) | ( | ) | ||||
| (Increase) decrease in other current assets | ( | ) | ||||||
| (Increase) decrease in other long-term assets and liabilities | ( | ) | ||||||
| Increase (decrease) in accounts payable and accrued expenses | ||||||||
| Increase (decrease) in other current liabilities | ( | ) | ||||||
| Net cash provided by operating activities | ||||||||
| Cash flows from investing activities: | ||||||||
| Capital expenditures | ( | ) | ( | ) | ||||
| IPM investments (Note 2) | - | - | ||||||
| Proceeds from disposal of assets | ||||||||
| Other investing activities | ( | ) | ( | ) | ||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash flows from financing activities: | ||||||||
| Proceeds from long-term debt | - | - | ||||||
| Repayments of long-term debt | ( | ) | ( | ) | ||||
| Proceeds from short-term borrowings | ||||||||
| Repayments of short-term borrowings | ( | ) | ( | ) | ||||
| Payments on capital leases | ( | ) | ( | ) | ||||
| Payments on seller-provided financing for capital expenditures | ( | ) | ( | ) | ||||
| Other financing activities, net | - | ( | ) | |||||
| Net cash used in financing activities | ( | ) | ( | ) | ||||
| Effect of exchange rate changes on cash | - | - | ||||||
| Net increase (decrease) in cash, cash equivalents, and restricted cash | ( | ) | ( | ) | ||||
| Cash, cash equivalents, and restricted cash, beginning of period | ||||||||
| Cash, cash equivalents, and restricted cash, end of period (Note 2) | $ | $ | ||||||
The accompanying notes are an integral part of the condensed consolidated financial statements.
| 7 |
NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. BASIS OF PRESENTATION
The accompanying condensed consolidated financial statements of National Energy Services Reunited Corp. (the “Company,” “NESR,” “we,” “our,” “us,” or similar terms) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements.
In the opinion of NESR management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included in the accompanying financial statements. All intercompany transactions and balances have been eliminated in consolidation. All amounts are shown in thousands ($000s) of U.S. dollars, except as noted.
Operating results for the three-month and nine-month periods ended September 30, 2026, are not necessarily indicative of the results that may be expected for the full year ending December 31, 2026. The balance sheet as of December 31, 2025 has been derived from NESR’s audited financial statements for the year then ended.
For further information, refer to the Consolidated Financial Statements and related notes included in NESR’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on March 6, 2026.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Cash, cash equivalents, and restricted cash
The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows (in US$ thousands):
SCHEDULE OF RECONCILIATION OF CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
| September 30, 2026 | December 31, 2025 | |||||||
| As of | ||||||||
| September 30, 2026 | December 31, 2025 | |||||||
| Cash and cash equivalents | $ | $ | ||||||
| Restricted cash – current | ||||||||
| Restricted cash – non-current | ||||||||
| Cash, cash equivalents, and restricted cash | $ | $ | ||||||
Supplemental cash flow information
Non-cash transactions were as follows:
| ● | Purchases
of property, plant, and equipment in Accounts payable of $ | |
| ● | Purchases
of property, plant, and equipment using seller-provided installment financing of $ | |
| ● | Purchases
of property, plant, and equipment in Other current liabilities and Other liabilities of $ |
Production Management Assets
The
Company’s Integrated Production Management (“IPM”) projects are focused on developing and managing production on behalf
of the Company’s customers under long-term agreements. Under these arrangements, the Company contributes its own services and products
and, in certain cases, cash, toward the customer’s field development activities and operations. Although in certain arrangements
the Company is paid for a portion of the services or products it provides, generally the Company will not be paid at the time of providing
its services or upon delivery of its products. Instead, the Company is compensated based on cash flow generated by cash from the customer’s
wells. Revenues from IPM arrangements, which are recognized as the related production is achieved, represented
| 8 |
The
Company capitalizes its cash investments in a project as well as the direct costs associated with providing services or products for
which the Company will be compensated when the related production is achieved. These capitalized investments are amortized to the Condensed
Consolidated Statements of Operations as the related production is achieved based on the units of production method, whereby each unit
produced is assigned a pro-rata portion of the unamortized costs based on estimated total production, resulting in a matching of revenue
with the applicable costs. Amortization expense relating to these capitalized investments was $
The
unamortized portion of the Company’s investments in IPM projects was $
At
September 30, 2026, and September 30, 2025, the Company assessed whether the unamortized costs associated with these investments exceed
the present value of future cash flows from the projects, and recorded an impairment charge to Cost of Services of $
Recently issued accounting standards not yet adopted
On November 4, 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (the “ASU”), which requires disaggregated disclosure of income statement expenses for public business entities (“PBEs”). The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. ASU 2024-03 is effective for all PBEs for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently reviewing the impact of the adoption on the condensed consolidated financial statements.
All new accounting pronouncements that have been issued but not yet effective are currently being evaluated and, at this time, are not expected to have a material impact on our financial position or results of operations.
3. ACCOUNTS RECEIVABLE, NET
The following table summarizes the accounts receivable of the Company as of the period end dates set forth below (in US$ thousands):
SCHEDULE OF ACCOUNTS RECEIVABLE
| September 30, 2026 | December 31, 2025 | |||||||
| As of | ||||||||
| September 30, 2026 | December 31, 2025 | |||||||
| Trade receivables | $ | $ | ||||||
| Less: allowance for credit losses | ( | ) | ( | ) | ||||
| Total | $ | $ | ||||||
Trade receivables relate to the sale of services, for which credit is extended based on the Company’s evaluation of the customer’s creditworthiness. The movement in the allowance for credit losses is as follows (in US$ thousands):
SCHEDULE OF ALLOWANCE FOR DOUBTFUL ACCOUNTS
For the three-month period ended | For the nine-month period ended | |||||||||||||||
| September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||
| Allowance for credit losses at beginning of period | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| (Increase) decrease to allowance for the period | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Write-off of credit losses | ||||||||||||||||
| Reclassifications | - | ( | ) | - | ( | ) | ||||||||||
| Allowance for credit losses at end of period | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
4. SERVICE INVENTORIES
The following table summarizes the service inventories for the period end dates as set forth below (in US$ thousands):
SCHEDULE OF SERVICE INVENTORIES
| September 30, 2026 | December 31, 2025 | |||||||
| Spare parts and consumables | $ | $ | ||||||
| Chemicals | ||||||||
| Total | $ | $ | ||||||
| Service inventories | $ | $ | ||||||
| 9 |
5. PROPERTY, PLANT, AND EQUIPMENT, NET
Property, plant and equipment, net of accumulated depreciation, of the Company consists of the following as of the period end dates set forth below (in US$ thousands):
SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT
Estimated Useful Lives (in years) | September 30, 2026 | December 31, 2025 | ||||||||
| As of | ||||||||||
Estimated Useful Lives (in years) | September 30, 2026 | December 31, 2025 | ||||||||
| Buildings and leasehold improvements | $ | $ | ||||||||
| Drilling rigs, plant and equipment | ||||||||||
| Office equipment (furniture and fixtures) and tools | ||||||||||
| Vehicles and cranes | ||||||||||
| Property plant and equipment, gross | 5 to 10 | |||||||||
| Less: Accumulated depreciation | ( | ) | ( | ) | ||||||
| Land | ||||||||||
| Capital work in progress | ||||||||||
| Total | $ | $ | ||||||||
The
Company recorded depreciation expense of $
6. DEBT
Long-term debt
The Company’s long-term debt obligations consist of the following (in US$ thousands):
SCHEDULE OF LONG TERM DEBT OBLIGATIONS
| September 30, 2026 | December 31, 2025 | |||||||
| Secured Term Loan | $ | $ | ||||||
| Secured Revolving Credit Facility | - | - | ||||||
| Long-term debt obligations | - | - | ||||||
| Less: unamortized debt issuance costs | ( | ) | ( | ) | ||||
| Total loans and borrowings | ||||||||
| Less: current installments | ( | ) | ( | ) | ||||
| Long-term debt, net of unamortized debt issuance costs and excluding current installments | $ | $ | ||||||
2021 Secured Facilities Agreement
On
November 4, 2021, the Company entered into an $
| 10 |
Borrowings
under the Secured Term Loan incur, and prior borrowings under the Secured Revolving Credit Facility incurred, interest based on the secured
overnight financing rate (“SOFR”) for U.S. dollar-denominated borrowings or the Saudi Arabian Interbank Offered Rate (“SAIBOR”)
for Saudi Arabian Riyal borrowings plus
The
2021 Secured Facilities Agreement also includes a working capital facility (the “Working Capital Facility”) of $
Trade Finance Facilities Agreement
On
September 1, 2026, a subsidiary of the Company entered into a $
The
Trade Finance Facilities Agreement provides for variable interest rates on applicable U.S. dollar-denominated borrowings based on Term
SOFR plus contractual margins ranging from
On
September 28, 2026, the Trade Finance Facilities Agreement was amended to increase the aggregate credit limit from $
As
of September 30, 2026, the Company had utilized approximately $
On
October 1, 2026, HSBC issued an irrevocable SBLC in the amount of $
The Trade Finance Facilities Agreement contains customary affirmative and negative covenants, including financial reporting requirements, notification obligations relating to material changes in the Company’s business and operations, and restrictions on the use and disposition of pledged collateral. The agreements do not contain financial maintenance covenants based on leverage, interest coverage, or other financial ratios. As of September 30, 2026, the Company was in compliance with all affirmative and negative covenants under the Trade Finance Facilities Agreement.
$55.0 Million Term Facilities Agreement
On
September 30, 2026, the Company entered into a $
The
financing includes a
Although
the agreement was executed on September 30, 2026, the loan proceeds were not received until October 5, 2026. Accordingly, no borrowings
under the facility were outstanding as of September 30, 2026, and the funding represents a subsequent event for the third quarter of
2026. Despite the initial
2026 Secured Facilities Agreement
In October
2026, the Company, together with certain of its subsidiaries, entered into a new syndicated credit facilities agreement (the “2026
Secured Facilities Agreement”) with a consortium of financial institutions led by HSBC Bank Middle East Limited. The
agreement provides for approximately $
The 2026 Secured Facilities Agreement has an overall term of three years, with scheduled term loan principal repayments commencing in April 2027. The facilities are intended to refinance existing indebtedness and provide additional financial flexibility to support the Company’s working capital requirements, capital expenditures, acquisitions and general corporate purposes. The agreement contains customary financial covenants, guarantees, security arrangements and other terms and conditions.
| 11 |
Short-term debt
The Company’s short-term debt obligations consist of the following (in US$ thousands):
SCHEDULE OF SHORT TERM DEBT OBLIGATIONS
September 30, 2026 | December 31, 2025 | |||||||
| Other short-term borrowings from working capital facilities | $ | $ | ||||||
| Less: unamortized debt issuance costs | - | - | ||||||
| Short-term debt, excluding current installments of long-term debt | $ | $ | ||||||
Short-term borrowings primarily consist of financing for capital equipment and inventory purchases.
Other debt information
Scheduled principal payments of long-term debt for periods subsequent to September 30, 2026, are as follows (in US$ thousands):
SCHEDULE PRINCIPAL PAYMENTS OF LONG TERM DEBT
| 2026 | $ | |||
| 2027 | ||||
| 2028 | - | |||
| 2029 | - | |||
| 2030 | - | |||
| Total long-term debt | $ |
7. INCOME TAXES
NESR
is a holding company incorporated in the British Virgin Islands (“BVI”), which imposes a
The
Company recorded income tax expense of $
The
recognition of an income tax benefit for the three-month period ended September 30, 2025, despite positive income before income tax,
primarily reflects adjustments to the Company’s uncertain tax positions and unrecognized tax benefits totaling $
8. COMMITMENTS AND CONTINGENCIES
Capital expenditure commitments
The
Company was committed to incur capital expenditures of $
Off Balance Sheet Arrangements
The Company evaluates its obligations under these arrangements and recognizes liabilities when a loss is probable and reasonably estimable. Management does not expect these off-balance-sheet arrangements to have a material effect on the Company’s condensed consolidated financial statements.
Letters of Credit
The
Company had outstanding letters of credit issued under the 2021 Secured Facilities Agreement totaling $
Bank Guarantees
In
the ordinary course of business, the Company enters into various off-balance-sheet guarantee arrangements with customers, vendors, and
other counterparties, including bid bonds, performance bonds, and other bank-issued guarantees. These arrangements totaled $
Other Guarantee Arrangements
Separately,
the Company maintains off-balance-sheet guarantee arrangements through a non-financial intermediary in Kuwait, primarily consisting of
bid and performance bonds issued in the ordinary course of business. The Company pays contractual margins of
Legal proceedings
In
the first quarter of 2024, the Company lost control (i.e., ceased to be the primary beneficiary) of a subsidiary in Qatar following a
judgment from a lawsuit concerning the ownership and historical profits of this entity. Neither the deconsolidation event nor any potential
losses associated with these historical profits were deemed material to the Company’s financial position or results of operations.
Subsequent to the judgment, the plaintiff initiated similar actions against other unrelated Company entities in both Qatar and the United
Arab Emirates. Based on the advice of legal counsel in each jurisdiction, the Company believes it has strong grounds to defend its positions
in both jurisdictions; however, the ultimate outcome of these proceedings cannot be determined at this time. The Company currently estimates
that a loss in the range of $
Additionally, the Company is involved in certain legal proceedings which arise in the ordinary course of business and the outcomes of which are currently subject to uncertainties and therefore the probability of a loss, if any, being sustained and an estimate of the amount of any loss are difficult to ascertain. Consequently, it is not possible to make a reasonable estimate of the expected financial effect, if any, that will result from ultimate resolution of these disputes. The Company is contesting these claims/disputes and the Company’s management currently believes that it is not required to recognize a provision because they are not probable or reasonably estimable and any impacts are not expected to have a material impact on the Company’s business, financial condition, results of operations, or liquidity.
| 12 |
9. EARNINGS PER SHARE
The following tables provide a reconciliation of the data used in the calculation of basic and diluted ordinary shares outstanding for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively.
SCHEDULE OF RECONCILIATION OF BASIC AND DILUTED COMMON SHARES OUTSTANDING
| Date | Transaction Detail | Change in Shares | Three-month period ended September 30, 2026, Weighted Average Ordinary Shares Outstanding | |||||||
| July 1, 2026 | Beginning Balance | |||||||||
| July 13, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 11, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 14, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 17, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 27, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 11, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 25, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| July 13, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 11, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 14, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 17, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 27, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 11, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 25, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 30, 2026 | Ending Balance | |||||||||
| Date | Transaction Detail | Change in Shares | Three-month period ended September 30, 2025, Weighted Average Ordinary Shares Outstanding | |||||||
| July 1, 2025 | Beginning Balance | |||||||||
| July 1, 2025 | Warrant exchange | |||||||||
| August 14, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| September 5, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| September 12, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| September 30, 2025 | Ending Balance | |||||||||
| Date | Transaction Detail | Change in Shares | Nine-month period ended September 30, 2026, Weighted Average Ordinary Shares Outstanding | |||||||
| January 1, 2026 | Beginning Balance | |||||||||
| January 15, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| January 30, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| February 25, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| March 13, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| March 13, 2026 | Settlement of liability-classified share-based compensation | |||||||||
| April, 10, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| May 20, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| July 13, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 11, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 14, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 17, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| August 27, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 11, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 25, 2026 | Equity-classified Restricted Stock Issuance | |||||||||
| September 30, 2026 | Ending Balance | |||||||||
| Date | Transaction Detail | Change in Shares | Nine-month period ended September 30, 2025, Weighted Average Ordinary Shares Outstanding | |||||||
| January 1, 2025 | Beginning Balance | |||||||||
| January 6, 2025 | Settlement of liability-classified share-based compensation | |||||||||
| February 17, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| February 27, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| March 17, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| March 18, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| April 22, 2025 | Settlement of liability-classified share-based compensation | |||||||||
| July 1, 2025 | Warrant exchange | |||||||||
| August 14, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| September 5, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| September 12, 2025 | Equity-classified Restricted Stock Issuance | |||||||||
| September 30, 2025 | Ending Balance | |||||||||
| 13 |
The following tables provide the computation of basic and diluted earnings per share (“EPS”) for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively (in US$ thousands, except share data and per share amounts):
SCHEDULE OF BASIC AND DILUTED EARNINGS PER COMMON SHARE
| For the three-month period ended | ||||||||||||||||||||||||
| September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||
Net income to Ordinary Shareholders | Weighted- average ordinary shares outstanding | EPS | Net income to Ordinary Shareholders | Weighted- average ordinary shares outstanding | EPS | |||||||||||||||||||
| Basic EPS - ordinary shares | $ | $ | $ | $ | ||||||||||||||||||||
| Restricted stock units | - | - | - | - | ||||||||||||||||||||
| Antidilution sequencing - subtotal | ||||||||||||||||||||||||
| 35,540,380 warrants @ $5.75 per half share | - | - | - | - | - | - | ||||||||||||||||||
| Diluted EPS - ordinary shares | $ | $ | $ | $ | ||||||||||||||||||||
| For the nine-month period ended | ||||||||||||||||||||||||
| September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||
Net income to Ordinary Shareholders | Weighted- average ordinary shares outstanding | EPS | Net income to Ordinary Shareholders | Weighted- average ordinary shares outstanding | EPS | |||||||||||||||||||
| Basic EPS - ordinary shares | $ | $ | $ | $ | ||||||||||||||||||||
| Restricted stock units | - | - | - | - | ||||||||||||||||||||
| Antidilution sequencing - subtotal | ||||||||||||||||||||||||
| 35,540,380 warrants @ $5.75 per half share | - | - | - | - | - | - | ||||||||||||||||||
| Diluted EPS - ordinary shares | $ | $ | $ | $ | ||||||||||||||||||||
The Company excluded
10. REPORTABLE SEGMENTS
The
Company determines its operating segments using the management approach, under which its Chief Executive Officer, as the Company’s
chief operating decision maker, regularly reviews financial information to allocate resources and assess performance. The Company has
identified
The CODM uses segment revenue and segment operating income (loss) to assess segment performance and make resource allocation decisions. These decisions include the allocation of capital expenditures, equipment, personnel and other operational resources among the Company’s reportable segments. In making these decisions, the CODM considers each segment’s historical and expected financial performance, customer demand, market conditions, operational requirements and anticipated returns on investment. Resources are allocated with the objective of supporting operational requirements, pursuing growth opportunities and optimizing the Company’s overall financial performance.
| 14 |
SCHEDULE OF SEGMENT REPORTING INFORMATION
Revenue from operations
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Reportable Segment: | ||||||||||||||||
| Production Services | $ | $ | $ | $ | ||||||||||||
| Drilling and Evaluation Services | ||||||||||||||||
| Total external revenue | $ | $ | $ | $ | ||||||||||||
Long-lived assets
| (in US$ thousands) | September 30, 2026 | December 31, 2025 | ||||||
| As of | ||||||||
| (in US$ thousands) | September 30, 2026 | December 31, 2025 | ||||||
| Reportable Segment: | ||||||||
| Production Services | $ | $ | ||||||
| Drilling and Evaluation Services | ||||||||
| Total Reportable Segments | ||||||||
| Unallocated assets | ||||||||
| Total long-lived assets | $ | $ | ||||||
Unallocated assets mainly comprise buildings and leasehold improvements in the countries which support both segments in the normal course of business.
Total segment operating income
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Reportable Segment: | ||||||||||||||||
| Production Services | $ | $ | $ | $ | ||||||||||||
| Drilling and Evaluation Services | ||||||||||||||||
| Total Reportable Segments | ||||||||||||||||
| Unallocated expenses | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Total operating income | ||||||||||||||||
| Interest expense, net | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Other (expense) / income, net | ( | ) | ( | ) | ||||||||||||
| Income before income tax | $ | $ | $ | $ | ||||||||||||
Unallocated expenses for the three-month and nine-month periods ended September 30, 2026, and September 30, 2025, respectively, mainly include corporate selling, general, and administrative expenses (inclusive of amortization), offset in small part by a portion of these costs that are allocated to the reportable segments. As described elsewhere, corporate selling, general, and administrative expenses are primarily comprised of payroll and compensation costs for headquarters’ employees, professional and legal expenses relating to audit firms, consulting firms and legal counsel, and depreciation charges on headquarters’ offices and leasehold improvements.
| 15 |
Significant segment expenses, which represent the difference between segment revenue and pre-tax segment income, consist of the following:
SCHEDULE OF SEGMENT EXPENSES
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Production Services: | ||||||||||||||||
| Compensation | $ | $ | $ | $ | ||||||||||||
| Cost of products, materials, and supplies | ||||||||||||||||
| Transport and rental | ||||||||||||||||
| Depreciation and amortization | ||||||||||||||||
| Other | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Drilling and Evaluation Services | ||||||||||||||||
| Compensation | $ | $ | $ | $ | ||||||||||||
| Cost of products, materials, and supplies | ||||||||||||||||
| Transport and rental | ||||||||||||||||
| Depreciation and amortization | ||||||||||||||||
| Other | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
Other segment expenses include mobilization, occupancy, professional, and other costs.
Revenue by geographic area
SCHEDULE OF SEGMENT INFORMATION BY GEOGRAPHIC AREA
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Geographic Area: | ||||||||||||||||
| Domestic (BVI) | $ | - | $ | - | $ | - | $ | - | ||||||||
| MENA | ||||||||||||||||
| Rest of World | ||||||||||||||||
| Total revenue | $ | $ | $ | $ | ||||||||||||
Long-lived assets by geographic area
| (in US$ thousands) | September 30, 2026 | December 31, 2025 | ||||||
| As of | ||||||||
| (in US$ thousands) | September 30, 2026 | December 31, 2025 | ||||||
| Geographic Area: | ||||||||
| Domestic (BVI) | $ | - | $ | - | ||||
| MENA | ||||||||
| Rest of World | ||||||||
| Total long-lived assets | $ | $ | ||||||
11. SUBSEQUENT EVENTS
Declaration of Cash Dividend
On
November 6, 2026, the Company’s Board of Directors declared a cash dividend of $
| 16 |
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q (“Quarterly Report”). In addition, such analysis should be read in conjunction with the audited condensed consolidated financial statements, the related notes, and the other information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Annual Report”). The following discussion and analysis contain forward-looking statements that reflect our future plans, estimates, beliefs and expected performance. Please read “Cautionary Note Regarding Forward-Looking Statements” below.
National Energy Services Reunited Corp. (the “Company,” “NESR,” “we,” “our,” “us” or similar terms) is one of the largest oilfield services providers in the Middle East and North Africa (“MENA”) region. The Company’s business consists primarily of upstream and midstream oilfield services with oil and natural gas companies as customers. NESR’s revenues are primarily derived by providing production services (“Production Services”) such as hydraulic fracturing, coiled tubing, stimulation and pumping, cementing, nitrogen services, filtration services, pipelines and industrial services, production assurance, artificial lift services, completions and integrated production management. NESR also provides drilling and evaluation services (“Drilling and Evaluation Services”) such as rigs and integrated services, fishing and downhole tools, thru-tubing intervention, tubular running services, directional drilling, drilling and completion fluids, pressure control, well testing services, wireline logging services, and slickline services. NESR has significant operations throughout the MENA region including Saudi Arabia, Oman, Kuwait, United Arab Emirates, Iraq, Algeria, Egypt and Libya.
EXECUTIVE OVERVIEW
Drivers of Our Financial Condition and Results of Operations
As of the end of the three-month and nine-month periods covered by this Quarterly Report, the conflict involving the United States, Israel and Iran, and the associated volatility in Brent crude oil prices, have not had a material adverse impact on our results of operations or financial condition. Demand for our services has remained resilient, supported in large part by continued customer investment in Saudi Arabia, including the Jafurah unconventional field, as well as sustained activity in certain of our other operating locations. However, the duration, scope and ultimate trajectory of the conflict remain uncertain, and any de-escalation or further escalation of the conflict, as well as related sanctions, supply disruptions or other geopolitical developments, could materially affect commodity prices, customer capital spending, and our results of operations and financial condition in future periods. For a full discussion of the drivers of our financial condition and results of operations, see the section entitled “Drivers of Our Financial Condition and Results of Operations” in Part II, Item 7 of our 2025 Annual Report.
Key Performance Indicators
As of the end of the three-month and nine-month periods covered by this Quarterly Report, there have been no material changes regarding our key performance indicators. The following table shows rig count (Source: Baker Hughes Published Rig Count Data) and oil prices (Source: U.S. Energy Information Administration - Brent – Europe) as of the dates indicated. For a full discussion of our key performance indicators, see the section entitled “Key Performance Indicators” in Part II, Item 7 of our 2025 Annual Report.
| As of | ||||||||
| September 30, 2026 | December 31, 2025 | |||||||
| Rig count: | ||||||||
| MENA | 508 | 565 | ||||||
| Rest of World – outside of North America | 614 | 500 | ||||||
| Total International Rig Count | 1,122 | 1,065 | ||||||
| Brent Crude (per barrel) | $ | 115.91 | $ | 61.35 | ||||
| 17 |
RESULTS OF OPERATIONS
We operate our business through two operating segments and report our results of operations through two reporting segments, Production Services and Drilling and Evaluation Services, which aggregate services performed during distinct stages of a typical life-cycle of an oil well.
Production Services. Our Production Services segment includes the results of operations from services that are generally offered and performed during the production stage of a well’s lifecycle. These services mainly include hydraulic fracturing, coiled tubing, stimulation and pumping, cementing, nitrogen services, filtration services, pipelines and industrial services, production assurance, artificial lift services, completions and integrated production management. Our Production Services accounted for 62%, 59%, 62%, and 61% of our revenues for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively.
Drilling and Evaluation Services. Our Drilling and Evaluation Services segment includes the results of operations from services that are generally offered and performed during pre-production stages of a well’s lifecycle and related mainly to the operation of oil rigs. The services mainly include rigs and integrated services, fishing and downhole tools, thru-tubing intervention, tubular running services, directional drilling, drilling and completion fluids, pressure control, well testing services, wireline logging services and slickline services. Our Drilling and Evaluation Services accounted for 38%, 41%, 38%, and 39%, of our revenues for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively.
For a full discussion of our reportable segments, see the section entitled “Business” in Part I, Item 1 of our 2025 Annual Report.
Key Components of Revenues and Expenses
As of the end of the three-month and nine-month periods covered by this Quarterly Report, there have been no material changes to our key components of revenues and expenses. See the section entitled “Key Components of Revenues and Expenses” in Part II, Item 7 of our 2025 Annual Report for more information.
2026 compared to 2025
The following table presents our Condensed Consolidated Statements of Operations (Unaudited) data for the periods indicated (in US$ thousands):
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| Description | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Revenues | $ | 504,725 | $ | 295,315 | $ | 1,430,063 | $ | 925,785 | ||||||||
| Cost of services | (435,771 | ) | (259,955 | ) | (1,227,986 | (809,086 | ) | |||||||||
| Gross profit | 68,954 | 35,360 | 202,077 | 116,699 | ||||||||||||
| Selling, general and administrative expenses (excluding Amortization) | (12,573 | ) | (11,061 | ) | (35,694 | (34,981 | ) | |||||||||
| Amortization | (3,872 | ) | (4,693 | ) | (12,998 | (14,080 | ) | |||||||||
| Operating income | 52,509 | 19,606 | 153,385 | 67,638 | ||||||||||||
| Interest expense, net | (6,706 | ) | (8,128 | ) | (20,287 | (24,974 | ) | |||||||||
| Other (expense) / income, net | (2,761 | ) | 759 | (197 | ) | 2,758 | ||||||||||
| Income before income tax | 43,042 | 12,237 | 132,901 | 45,422 | ||||||||||||
| Income tax (expense) / benefit | (8,714 | ) | 5,500 | (30,729 | ) | (2,093 | ) | |||||||||
| Net income | $ | 34,328 | $ | 17,737 | $ | 102,172 | $ | 43,329 | ||||||||
Revenue. Revenue was $504.7 million for the three-month period ended September 30, 2026, compared to $295.3 million for the three-month period ended September 30, 2025, and $1,430.1 million for the nine-month period ended September 30, 2026, compared to $925.8 million for the nine-month period ended September 30, 2025.
The table below presents our revenue by segment for the periods indicated (in US$ thousands):
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||
| Reportable Segment: | ||||||||||||||||
| Production Services | $ | 312,951 | $ | 174,443 | $ | 883,728 | $ | 567,591 | ||||||||
| Drilling and Evaluation Services | 191,774 | 120,872 | 546,335 | 358,194 | ||||||||||||
| Total revenue | $ | 504,725 | $ | 295,315 | $ | 1,430,063 | $ | 925,785 | ||||||||
| 18 |
Production Services revenue was $313.0 million for the three-month period ended September 30, 2026, compared to $174.4 million for the three-month period ended September 30, 2025, and $883.7 million for the nine-month period ended September 30, 2026, compared to $567.6 million for the nine-month period ended September 30, 2025. The change in revenue was primarily due to increased hydraulic fracturing stages in Saudi Arabia.
Drilling and Evaluation Services revenue was $191.8 million for the three-month period ended September 30, 2026, compared to $120.9 million for the three-month period ended September 30, 2025, and $546.3 million for the nine-month period ended September 30, 2026, compared to $358.2 million for the nine-month period ended September 30, 2025. The change in revenue was primarily due to increased well testing and to a lesser extent, wireline logging activity in Saudi Arabia.
Cost of services. Cost of services was $435.8 million for the three-month period ended September 30, 2026, compared to $260.0 million for the three-month period ended September 30, 2025, and $1,228.0 million for the nine-month period ended September 30, 2026, compared to $809.1 million for the nine-month period ended September 30, 2025. Cost of services as a percentage of total revenue was 86.3%, 88.8%, 85.9% and 87.4% for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively. The change in cost of services as a percentage of total revenue is mainly due to increased activity levels in the period ended September 30, 2026, as compared to the prior year period, reflecting improved cost absorption as revenue scaled. Cost of services included depreciation expense of $33.2 million, $29.0 million, $94.0 million and $87.8 million for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively.
Gross profit. Gross profit was $69.0 million for the three-month period ended September 30, 2026, compared to $35.4 million for the three-month period ended September 30, 2025, and $202.1 million for the nine-month period ended September 30, 2026, compared to $116.7 million for the nine-month period ended September 30, 2025. Gross profit as a percentage of total revenue was 13.7%, 12.0%, 14.1% and 12.6% for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively. The change in trend is described under “Revenue” and “Cost of services.”
SG&A expense. Selling, general, and administrative (“SG&A”) expense, which represents costs associated with managing and supporting our operations, was $12.6 million for the three-month period ended September 30, 2026, compared to $11.1 million for the three-month period ended September 30, 2025, and $35.7 million for the nine-month period ended September 30, 2026, compared to $35.0 million for the nine-month period ended September 30, 2025. The increases in SG&A expense for the three and nine months ended September 30, 2026, compared to the corresponding periods in 2025, were primarily attributable to higher share-based compensation expense associated with awards granted in 2026. These increases were partially offset by lower costs associated with the remediation of the Company’s previously identified material weakness in internal control over financial reporting, which was fully remediated as of June 30, 2025. SG&A expense as a percentage of total revenue was 2.5%, 3.7%, 2.5% and 3.8% for the three-month period ended September 30, 2026, the three-month period ended September 30, 2025, the nine-month period ended September 30, 2026, and the nine-month period ended September 30, 2025, respectively. SG&A expense as a percentage of total revenue decreased in 2026 as compared to 2025 due to a significant increase in overall activity levels for the Company.
Amortization expense. Amortization expense was $3.9 million for the three-month period ended September 30, 2026, compared to $4.7 million for the three-month period ended September 30, 2025, and $13.0 million for the nine-month period ended September 30, 2026, compared to $14.1 million for the nine-month period ended September 30, 2025. Amortization expense is driven mainly by acquired intangible assets resulting from acquisitions.
Interest expense, net. Interest expense, net, was $6.7 million for the three-month period ended September 30, 2026, compared to $8.1 million for the three-month period ended September 30, 2025, and $20.3 million for the nine-month period ended September 30, 2026, compared to $25.0 million for the nine-month period ended September 30, 2025. Interest expense, net, decreased period-over-period, due to lower debt levels during 2026 as compared to 2025.
Other (expense) / income, net. Other (expense) / income, net, was ($2.8) million for the three-month period ended September 30, 2026, compared to $0.8 million for the three-month period ended September 30, 2025, and ($0.2) million for the nine-month period ended September 30, 2026, compared to $2.8 million for the nine-month period ended September 30, 2025. The period-over-period fluctuation in Other (expense) / income, net, was primarily attributable to a $2.9 million charge recognized during the third quarter of 2026 related to an investment accounted for under the measurement alternative prescribed by Accounting Standards Codification 321, Investments—Equity Securities.
Income tax expense. Income tax expense was $8.7 million for the three-month period ended September 30, 2026, compared to income tax (benefit) of $(5.5) million for the three-month period ended September 30, 2025, and income tax expense of $30.7 million for the nine-month period ended September 30, 2026, compared to income tax expense of $2.1 million for the nine-month period ended September 30, 2025. The recognition of an income tax benefit for the three-month period ended September 30, 2025, despite positive income before income tax, primarily reflects adjustments to the Company’s uncertain tax positions and unrecognized tax benefits totaling $9.2 million on a net basis. See Note 7, Income Taxes, to our condensed consolidated interim financial statements included in Part 1, Item 1, “Financial Statements (Unaudited)” of this Quarterly Report.
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Net income. Net income was $34.3 million for the three-month period ended September 30, 2026, compared to $17.7 million for the three-month period ended September 30, 2025, and $102.2 million for the nine-month period ended September 30, 2026, compared to $43.3 million for the nine-month period ended September 30, 2025.
Supplemental Segment Operating Income Discussion
| For the three-month period ended | For the nine-month period ended | |||||||||||||||
| (in US$ thousands) | September 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | ||||||||||||
| Reportable Segment: | ||||||||||||||||
| Production Services | $ | 42,623 | $ | 15,578 | $ | 135,592 | $ | 58,303 | ||||||||
| Drilling and Evaluation Services | 27,682 | 16,267 | 67,567 | 53,128 | ||||||||||||
Production Services operating income was $42.6 million for the three-month period ended September 30, 2026, compared to $15.6 million for the three-month period ended September 30, 2025, and $135.6 million for the nine-month period ended September 30, 2026, compared to $58.3 million for the nine-month period ended September 30, 2025. The change in supplemental segment operating income was primarily due to increased hydraulic fracturing stages in Saudi Arabia with a significant portion of incremental revenue translating into segment operating income.
Drilling and Evaluation operating income was $27.7 million for the three-month period ended September 30, 2026, compared to $16.3 million for the three-month period ended September 30, 2025, and $67.6 million for the nine-month period ended September 30, 2026, compared to $53.1 million for the nine-month period ended September 30, 2025. The change in supplemental segment operating income was primarily due to additional well testing, and to a lesser extent, wireline logging, activity in Saudi Arabia with a share of incremental revenue contributing to segment operating income.
LIQUIDITY AND CAPITAL RESOURCES
Our objective in financing our business is to maintain sufficient liquidity, adequate financial resources and financial flexibility to fund the requirements of our business. We had cash and cash equivalents of $106.8 million as of September 30, 2026, and $124.8 million as of December 31, 2025. Our outstanding borrowings were $267.3 million as of September 30, 2026, and $310.1 million as of December 31, 2025. Current available borrowing capacity totaled $39.5 million and $146.9 million, as of September 30, 2026, and December 31, 2025, respectively. Borrowing capacity decreased in the nine-month period ended September 30, 2026, reflecting the Company’s decision not to extend its $59.2 million Secured Revolving Credit Facility beyond February 4, 2026, given sufficient operating cash flow and liquidity, as well as a $46.6 million reduction in the Working Capital Facility following the scheduled expiration of one tranche of availability within the lender syndicate as partially offset by new commitments. In October 2026, the Company announced the funding of the 2026 Secured Facilities Agreement and $55.0 Million Term Facilities Agreement, see Note 6, Debt, to the condensed consolidated financial statements included in Part 1, Item 1, “Financial Statements,” of this Quarterly Report. We believe that our cash on hand, cash flows generated from operations, and liquidity available through our credit facilities will provide sufficient liquidity to manage our global cash needs. See “Capital Requirements” below.
Cash Flows
Cash flows provided by (used in) each type of activity were as follows for the periods presented (in US$ thousands):
| For the nine-month period ended | ||||||||
| September 30, 2026 | September 30, 2025 | |||||||
| Cash provided by (used in): | ||||||||
| Operating Activities | $ | 201,537 | $ | 125,652 | ||||
| Investing Activities | (154,923 | ) | (106,784 | ) | ||||
| Financing Activities | (52,906 | ) | (57,141 | ) | ||||
| Effect of exchange rate changes on cash | - | - | ||||||
| Net change in cash, cash equivalents, and restricted cash | $ | (6,292 | ) | $ | (38,273 | ) | ||
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Operating Activities
Cash flows provided by operating activities were $201.5 million for the nine-month period ended September 30, 2026, compared to cash flows provided by operating activities of $125.7 million for the nine-month period ended September 30, 2025. The difference between periods was primarily driven by higher net income.
Investing Activities
Cash flows used in investing activities were $154.9 million for the nine-month period ended September 30, 2026, compared to cash flows used in investing activities of $106.8 million for the nine-month period ended September 30, 2025. The difference between periods was primarily due to higher cash paid for capital expenditures period-over-period to support growth in our operations. Our principal recurring investing activity is the funding of capital expenditures to ensure that we have the appropriate levels and types of machinery and equipment in place to generate revenue from operations.
Financing Activities
Cash flows used in financing activities were $52.9 million for the nine-month period ended September 30, 2026, compared to cash flows used in financing activities of $57.1 million for the nine-month period ended September 30, 2025. The difference between periods was primarily attributable to lower short-term borrowings.
Credit Facilities
Our principal credit facilities and instruments outstanding or available as of September 30, 2026, are discussed in Note 6, Debt, to the condensed consolidated financial statements included in Part 1, Item 1, “Financial Statements,” of this Quarterly Report.
Capital Requirements
As of the end of the three-month and nine-month periods covered by this Quarterly Report, there have been no material changes to our capital requirements. See the section entitled “Capital Requirements” in Part II, Item 7 of our 2025 Annual Report for more information.
Off-Balance Sheet Arrangements
Our off-balance sheet arrangements, including letters of credit and guarantees, are discussed in Note 8, Commitments and Contingencies, to the condensed consolidated financial statements included in Part 1, Item 1, “Financial Statements,” of this Quarterly Report.
Contractual Obligations and Commitments
As of the end of the three-month and nine-month periods covered by this Quarterly Report, there have been no material changes to our contractual obligations. See the section entitled “Contractual Obligations and Commitments” in Part II, Item 7 of our 2025 Annual Report for more information. Subsequent to September 30, 2026, the Company entered into new contractual obligations and commitments which are discussed in Note 6, Debt, to the condensed consolidated financial statements included in Part 1, Item 1, “Financial Statements,” of this Quarterly Report.
Other Factors Affecting Liquidity
Shelf registration statement. On May 26, 2026, the Company filed a shelf registration statement on Form S-3 with the SEC that automatically became effective the same day. The shelf registration statement gives the Company the ability to sell the ordinary shares from time to time in one or more offerings. The specific terms, including the amount, of any ordinary shares to be sold in any such offering, if it does occur, would be described in supplemental filings with the SEC. The shelf registration statement currently provides flexibility for strategic opportunities, financing initiatives, and other corporate purposes. The shelf registration statement will expire in 2029.
Capital expenditure commitments. The Company was committed to incur capital expenditures of $61.8 million and $45.6 million at September 30, 2026, and December 31, 2025, respectively. Substantially all of the commitments outstanding as of September 30, 2026, are expected to be settled during 2026 and 2027.
Capital return program. In May 2026, the Company approved a capital return program consisting of (i) a quarterly cash dividend, anticipated to commence in the fourth quarter of 2026, at an expected rate of $0.10 per ordinary share, and (ii) authorization for the repurchase of up to $50.0 million of the Company’s ordinary shares from time to time through open market transactions, privately negotiated transactions, or otherwise, at prevailing market prices and subject to market conditions, applicable legal requirements, and liquidity considerations. On November 6, 2026, the Company’s Board of Directors declared its first quarterly cash dividend of $0.10 per ordinary share, payable on December 10, 2026, to shareholders of record as of December 3, 2026. We expect to fund dividends and share repurchases through a combination of existing cash on hand and cash flows generated from operations. These capital allocation activities will be evaluated in the context of our overall liquidity position, operating requirements and strategic priorities.
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As of the end of the three-month and nine-month periods covered by this Quarterly Report, there have been no material changes to other factors affecting our liquidity except as described above. See the section entitled “Other Factors Affecting Liquidity” in Part II, Item 7 of our 2025 Annual Report for more information.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
As of the end of the three-month and nine-month periods covered by this Quarterly Report, there have been no material changes to our critical accounting policies and estimates. See the section entitled “Critical Accounting Policies and Estimates” in Part II, Item 7 of our 2025 Annual Report for more information.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report contains forward-looking statements (as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Any and all statements contained in this Quarterly Report that are not statements of historical fact may be deemed forward-looking statements. Terms such as “may,” “might,” “would,” “should,” “could,” “project,” “estimate,” “predict,” “potential,” “strategy,” “anticipate,” “attempt,” “develop,” “plan,” “help,” “believe,” “continue,” “intend,” “expect,” “future,” and terms of similar import (including the negative of any of these terms) may identify forward-looking statements. However, not all forward-looking statements may contain one or more of these identifying terms. Forward-looking statements in this Quarterly Report may include, without limitation, the plans and objectives of management for future operations, projections of income or loss, earnings or loss per share, capital expenditures, dividends, capital structure or other financial items, our future financial performance, including any such statement contained in a discussion and analysis of financial condition by management or in the results of operations included pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), expansion plans and opportunities, completion and integration of acquisitions and the assumptions underlying or relating to any such statement.
The forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon our current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which we have no control over, including the impact of the extent of any material weakness or significant deficiencies in our internal control over financial reporting. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. Factors that may influence or contribute to the accuracy of the forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation:
| ● | Changing commodity prices, market volatility and other market trends that affect our customers’ demand for our services; | |
| ● | Public health crises and other catastrophic events; | |
| ● | The level of capital spending by our customers; | |
| ● | Political, market, financial and regulatory risks, including those related to the geographic concentration of our operations and customers; | |
| ● | Our operations, including maintenance, upgrades and refurbishment of our assets, may require significant capital expenditures, which may or may not be available to us; | |
| ● | Operating hazards inherent in our industry and the ability to secure sufficient indemnities and insurance; | |
| ● | Our ability to successfully integrate acquisitions; | |
| ● | Conditions in the Middle East, including current uncertainty and instability resulting from the conflict between the United States, Israel and Iran, as well as other regional hostilities that could adversely affect our business; and | |
| ● | Other risks and uncertainties set forth in Part II, Item 1A, “Risk Factors,” included in Part I, Item 1A “Risk Factors,” in our 2025 Annual Report. |
Readers are cautioned not to place undue reliance on forward-looking statements because of the risks and uncertainties related to them and to the risk factors. The Company disclaims any obligation to update the forward-looking statements contained in this Quarterly Report to reflect any new information or future events or circumstances or otherwise, except as required by law. Readers should read this Quarterly Report in conjunction with other documents which the Company may file or furnish from time to time with the SEC.
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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
See the section entitled “Quantitative and Qualitative Disclosures about Market Risk” in Part II, Item 7A of our 2025 Annual Report on Form 10-K for more information. Our exposure to market risk has not changed materially since December 31, 2025.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.
No changes in our internal control over financial reporting occurred during the quarter ended September 30, 2026, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Information regarding Item 1 is discussed in Note 8, Commitments and Contingencies, to the condensed consolidated financial statements included in Part 1, Item 1, “Financial Statements,” of this Quarterly Report.
ITEM 1A. RISK FACTORS
As of September 30, 2026, there have been no material changes in risk factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
During the period covered by this Quarterly Report, we had no mine safety violations or other regulatory matters required to be disclosed pursuant to Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K.
ITEM 5. OTHER INFORMATION
Except
as previously disclosed, during the three months ended September 30, 2026, no director or officer of the Company
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ITEM 6. EXHIBITS
| No. | Description of Exhibit | |
| 3.1 | Memorandum and Articles of Association, as amended and restated (incorporated herein by reference to Exhibit 99.2 to the Company’s Periodic Report on Form 6-K (File No. 001-38091) filed on May 21, 2024). | |
| 4.1 | Specimen Ordinary Share Certificate (incorporated herein by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-1/A (File No. 333-217006) filed on April 25, 2017). | |
| 4.2 | Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated herein by reference to Exhibit 2.5 to the Company’s Annual Report on Form 20-F (File No. 001-38091) filed on December 29, 2023). | |
| 4.3 | Relationship Agreement, dated June 5, 2018, by and between the Company, NESR Holdings Limited and Hana Investments Co. WLL (incorporated herein by reference to Exhibit 10.14 to the Company’s Current Report on Form 8-K (File No. 001-38091) filed on June 12, 2018). | |
| 4.4 | Registration Rights Agreement, dated June 5, 2018, by and between the Company and Hana Investments Co. WLL (incorporated herein by reference to Exhibit 10.15 to the Company’s Current Report on Form 8-K (File No. 001-38091) filed on June 12, 2018). | |
| 4.5 | Relationship Agreement, dated June 6, 2018, by and between the Company and AL Nowais Investments LLC (incorporated herein by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No. 001-38091) filed on June 12, 2018). | |
| 4.6 | Amended and Restated Registration Rights Agreement, dated June 6, 2018, by and among the Company, NESR Holdings Ltd., Al Nowais Investments LLC, and NESR SPV Limited (incorporated herein by reference to Exhibit 10.6 to the Company’s Current Report on Form 8-K (File No. 001-38091) filed on June 12, 2018). | |
| 4.8 | Registration Rights Agreement dated June 6, 2018 by and between the Company and SV3 Holdings PTE LTD (incorporated herein by reference to Exhibit 10.20 to the Company’s Current Report on Form 8-K (File No. 001-38091) filed on June 12, 2018). | |
| 10.1* | Form of Restricted Stock Unit Award Agreement | |
| 10.2 | National Energy Services Reunited Corp. Amended and Restated 2018 Long Term Incentive Plan (incorporated herein by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-8 (File No. 333-280902) filed on July 19, 2024). | |
| 31.1* | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer. | |
| 31.2* | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. | |
| 32.1** | Certificate of Chief Executive Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002. | |
| 32.2** | Certificate of Chief Financial Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002. | |
| 101.INS* | XBRL Instance Document. | |
| 101.SCH* | XBRL Taxonomy Extension Schema Document. | |
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document. | |
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document. | |
| 101.LAB* | XBRL Taxonomy Extension Label Linkbase Document. | |
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document. | |
| 104* | Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101) |
* Filed herewith.
** Furnished herewith.
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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, thereunto duly authorized.
| NATIONAL ENERGY SERVICES REUNITED CORP. | ||
| Date: November 9, 2026 | /s/ Sherif Foda | |
| Name: | Sherif Foda | |
| Title: | Chief Executive Officer | |
| (Principal Executive Officer) | ||
| Date: November 9, 2026 | /s/ Stefan Angeli | |
| Name: | Stefan Angeli | |
| Title: | Chief Financial Officer | |
| (Principal Financial and Accounting Officer) |
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