STOCK TITAN

NESR (NESR) posts strong Q1 2026 results, plans dividend and $50M buyback

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

Rhea-AI Filing Summary

National Energy Services Reunited Corp. reported strong first-quarter 2026 results with broad-based growth and new capital return plans. Revenue for the quarter ended March 31, 2026 was $404.6 million, up 33.5% year-over-year and 1.6% sequentially. Net income rose to $23.8 million, improving 129.3% year-over-year and 205.4% sequentially, with diluted EPS increasing to $0.23. Adjusted EBITDA was $76.7 million, up 22.7% year-over-year. Operating cash flow was $30.7 million, while free cash flow was negative $5.3 million due to higher capital expenditures. Cash and cash equivalents were $93.0 million and total debt $287.4 million as of March 31, 2026, resulting in Net Debt of $194.4 million. The company approved a capital return program that includes an expected quarterly dividend of $0.10 per ordinary share starting in the fourth quarter of 2026 and authorization to repurchase up to $50.0 million of ordinary shares.

Positive

  • Strong earnings growth: Q1 2026 revenue of $404.6 million grew 33.5% year-over-year, while net income of $23.8 million and diluted EPS of $0.23 more than doubled versus Q1 2025.
  • Capital return program: Board approved an expected quarterly dividend of $0.10 per ordinary share commencing in Q4 2026 and authorized up to $50.0 million of share repurchases.

Negative

  • Free cash flow and leverage: Q1 2026 free cash flow was negative $5.3 million due to higher capital expenditures, and Net Debt increased to $194.4 million versus $185.3 million at December 31, 2025.

Insights

NESR posts strong Q1 growth and adds dividend plus buyback.

NESR delivered solid Q1 2026 operating momentum. Revenue reached $404.6 million, up 33.5% year-over-year, while net income rose to $23.8 million and diluted EPS to $0.23, more than doubling versus Q1 2025.

Profitability was healthy with Adjusted EBITDA of $76.7 million, up 22.7% year-over-year, though down sequentially from $84.4 million. Free cash flow was modestly negative at $5.3 million on higher capital expenditures, and Net Debt increased to $194.4 million as of March 31, 2026.

The newly approved capital return program is notable: a planned quarterly dividend of $0.10 per share expected to start in Q4 2026 and authorization for up to $50.0 million of share repurchases. Actual impact will depend on execution relative to cash generation and leverage over coming reporting periods.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q1 2026 Revenue $404.6 million Quarter ended March 31, 2026; up 33.5% year-over-year
Q1 2026 Net Income $23.8 million Quarter ended March 31, 2026; up 129.3% year-over-year
Q1 2026 Diluted EPS $0.23 per share Quarter ended March 31, 2026; 109.1% higher year-over-year
Q1 2026 Adjusted EBITDA $76.7 million Quarter ended March 31, 2026; 22.7% growth year-over-year
Q1 2026 Operating Cash Flow $30.7 million Quarter ended March 31, 2026; operating cash generated
Q1 2026 Free Cash Flow -$5.3 million Quarter ended March 31, 2026; after $36.0 million capex
Net Debt $194.4 million As of March 31, 2026; derived from debt minus cash
Share Repurchase Authorization $50.0 million Approved in May 2026 for ordinary share buybacks
Adjusted EBITDA financial
"Adjusted EBITDA (a non-GAAP measure)** for the quarter ended March 31, 2026, is $76.7 million"
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 Net Income financial
"Adjusted net income for the quarter is $26.7 million and included $2.9 million of “Total Charges and Credits"
Adjusted net income is a company's reported profit after removing unusual, one-time, or non-operational items so the number reflects the business’s regular earning power. Investors use it like a cleaned-up scorecard — similar to judging a player’s season performance without a few fluke games — to compare companies or assess trends without being misled by rare gains or losses that won’t affect future cash flow.
Free cash flow financial
"Free cash flow, a non-GAAP measure, for the quarter ended March 31, 2026, is negative $5.3 million"
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 Debt financial
"Net Debt, a non-GAAP measure defined as current installments of long-term debt, short-term borrowings, and long-term debt, less cash and cash equivalents"
Net debt is the total amount a company owes after subtracting the cash and assets it has that can be used to pay off that debt. It shows how much debt is truly a burden, helping investors understand if a company is financially healthy or heavily borrowed. Think of it like calculating how much money you owe after using your savings to pay part of it.
forward-looking statements regulatory
"This communication contains forward-looking statements (as such term is defined in Section 27A of the Securities Act of 1933"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
non-GAAP financial measures financial
"certain information discussed in the news release and to be discussed on the conference call may constitute non-GAAP financial measures"
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.
Offering Type earnings_snapshot
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false 0001698514 0001698514 2026-05-11 2026-05-11 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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

 

Date of Report (Date of earliest event reported): May 11, 2026

 

Commission File Number: 001-38091

 

NATIONAL ENERGY SERVICES REUNITED CORP.

(Exact name of registrant as specified in its charter)

 

British Virgin Islands   82-4881231

(State or other jurisdiction

of incorporation or organization)

 

(I.R.S. Employer

Identification No.)

     
777 Post Oak Blvd., Suite 730, Houston, Texas   77056
(Address of principal executive offices)   (Zip Code)

 

+1 (832) 925-3777
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 (see General Instruction A.2. below):

 

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
Ordinary shares, no par value per share   NESR   The 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 May 11, 2026, National Energy Services Reunited Corp. (“NESR” or the “Company”) issued a press release reporting its financial results for the three-month period ended March 31, 2026, a copy of which is furnished as Exhibit 99.1 hereto and incorporated by reference into this Item 2.02. The press release was made available on the Company’s website at http://investors.nesr.com/news-events/press-releases on May 11, 2026. In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), except as expressly set forth by specific reference in such filing.

 

A conference call is scheduled for 8:00 AM ET on May 11, 2026, to discuss the financial results. Investors, analysts and members of the media are invited to participate by dialing in to the U.S. toll-free line at 1-877-407-0890 or the international line at 1-201-389-0918, approximately 10 minutes prior to the start of the call. A live, listen-only earnings webcast will also be broadcast simultaneously under the “Investors” section of the Company’s website at www.nesr.com. Following the end of the conference call, a replay will be available after the event under the “Investors” section of the Company’s website.

 

In addition to financial results prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) included in the news release, certain information discussed in the news release and to be discussed on the conference call may constitute non-GAAP financial measures (as defined in Regulation G under the Exchange Act). These non-GAAP financial measures should be considered as supplemental to, and not as a substitute for or superior to, net income (loss), cash flows, or other measures of financial performance prepared in accordance with GAAP, as more fully described in the Company’s financial statements and filings with the Securities and Exchange Commission. Reconciliations of such non-GAAP financial measures to the most directly comparable GAAP measures are included in the news release.

 

Item 7.01 Regulation FD Disclosure.

 

On May 11, 2026, the Company issued a press release, a copy of which is furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference into this Item 7.01. In accordance with General Instruction B.2 of Form 8-K, the information contained in this Item 7.01 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference into any filing under the Securities Act, except as expressly set forth by specific reference in such a filing.

 

See Item 2.02, “Results of Operations and Financial Condition.”

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

The information set forth in the attached exhibit 99.1 listed below is furnished pursuant to Item 9.01 of this Form 8-K.

 

Number   Description
     
99.1   Press Release dated May 11, 2026.
104   Cover Page Interactive Data File (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, thereunto duly authorized.

 

  NATIONAL ENERGY SERVICES REUNITED CORP.
     
Date: May 11, 2026 By: /s/ Stefan Angeli
  Name:  Stefan Angeli
  Title: Chief Financial Officer

 

 

 

Exhibit 99.1

 

National Energy Services Reunited Corp. Reports First Quarter 2026 Financial Results

 

  Revenue for the quarter ended March 31, 2026, is $404.6 million, reflecting an increase of 33.5% year-over-year and 1.6% sequentially
  Net income for the quarter ended March 31, 2026, is $23.8 million, improving 205.4% sequentially and 129.3% year-over-year
  Diluted Earnings per Share (EPS) for the three months ended March 31, 2026 is $0.23, representing an increase of 109.1% year-over-year and 201.3% sequentially
  Adjusted EBITDA (a non-GAAP measure)** for the quarter ended March 31, 2026, is $76.7 million, improving 22.7% year-over-year
  Operating cash flow for the quarter ended March 31, 2026, is $30.7 million, growing 50.1% year-over-year

 

HOUSTON, May 11, 2026 – National Energy Services Reunited Corp. (“NESR” or the “Company”), a leading integrated energy services provider in the Middle East and North Africa (“MENA”), today announced its financial results as of and for the three-month period ended March 31, 2026. The Company delivered the following results for the periods presented:

 

    Three Months Ended     Variance  
(in thousands except per share amounts and percentages)   March 31, 2026     December 31, 2025     March 31, 2025     Sequential     Year- over- year  
                               
Revenue   $ 404,586     $ 398,262     $ 303,102       1.6 %     33.5 %
Net income     23,827       7,803       10,391       205.4 %     129.3 %
Adjusted net income (non-GAAP)**     26,733       31,879       12,963       (16.1 )%     106.2 %
Adjusted EBITDA (non-GAAP)**     76,671       84,414       62,463       (9.2 )%     22.7 %
Diluted EPS     0.23       0.08       0.11       201.3 %     109.1 %
Adjusted Diluted EPS (non-GAAP)**     0.26       0.32       0.14       (17.8 )%     85.7 %

 

**The Company presents its financial results in accordance with generally accepted accounting principles in the United States of America (“GAAP”). However, management believes that using additional non-GAAP measures will enhance the evaluation of the profitability of the Company and its ongoing operations. Please see Tables 1, 2, 3, and 4 below for reconciliations of GAAP to non-GAAP financial measures. The Consolidated Balance Sheets, Consolidated Statements of Operations, and Consolidated Statements of Cash Flows are derived from the consolidated financial statements presented in our Quarterly Report on Form 10-Q as of and for the three months ended March 31, 2026.

 

 

 

 

Stefan Angeli, Chief Financial Officer, commented, “First Quarter 2026 delivered outstanding results despite the geopolitical conflict with strong operational execution driving continued growth and profitability. Revenue reached $404.6m, an all-time high, supported by sustained activity across our core markets and increasing contributions from our hydraulic fracturing operations, particularly in our Saudi Arabia’s Jafurah unconventional field.

 

Net income increased to $23.8 million, underscoring the growing earnings power of the business as we scale. Adjusted EBITDA is $76.7 million, demonstrating the resilience of our operating model and the benefits of disciplined execution, even against a significantly more complex operating backdrop.  We generated $30.7 million of operating cash flow while absorbing working capital build related to Ramadan and higher activity, with net debt broadly stable versus year-end and free cash flow largely in line with the prior year quarter.  We continue to execute at scale and capitalize on the multi-year opportunity set in the region.”

 

Sherif Foda, Chairman and Chief Executive Officer, commented, “Amid an escalation in regional security tensions driven by recent conflict in the Middle East, NESR delivered a strong start to 2026, underpinned by resilient operations and continued client trust across our core markets. We maintained uninterrupted activity at scale, supported by secure supply chains, localized capabilities, and proven operational agility. We focused on the reliable supply of inventory and products to maintain operating capacity and capabilities despite the logistics challenges and sharp increase of costs. Recent multi-year contract awards in Kuwait and North Africa further reinforce our competitive positioning and long-term growth visibility. We reiterate our commitment to the clients by being physically by their side, and I visited the majority of our operating units across the region as we see accelerated investment potential to diversify and increase both Oil and Gas capacity in the region.”

 

Net Income and Adjusted Net Income Results

 

Net income for the quarter ended March 31, 2026, is $23.8 million, increasing $16.0 million sequentially and $13.4 million year-over-year. The increases were primarily attributable to strong flow-through from incremental revenue generated by higher activity levels in the Company’s hydraulic fracturing and well testing service lines.

 

Adjusted net income for the quarter is $26.7 million and included $2.9 million of “Total Charges and Credits impacting Adjusted Net Income and Adjusted Diluted EPS,” primarily attributable to $2.1 million of other write-offs (recoveries) and provisions (releases of provisions). The $2.1 million includes $3.6 million of foreign currency transaction remeasurement losses, partially offset by a $1.3 million favorable adjustment to the Company’s lease accounting provisions. A detailed reconciliation of net income and diluted EPS to Adjusted Net Income and Adjusted Diluted EPS, including a complete list of adjusting items, is presented in Table 1 below under “Reconciliation of Net Income and Diluted EPS to Adjusted Net Income and Adjusted Diluted EPS.”

 

The Company reported $0.23 of diluted EPS for the quarter ended March 31, 2026, improving $0.15 sequentially and $0.12 year-over-year. Adjusted for the impact of Total Charges and Credits impacting Adjusted Net Income and Adjusted Diluted EPS, Adjusted Diluted EPS, a non-GAAP measure described in Table 1 below, for the quarter ended March 31, 2026, is $0.26.

 

Adjusted EBITDA Results

 

The Company produced Adjusted EBITDA of $76.7 million during the quarter ended March 31, 2026, up 22.7% year-over-year. Adjusted EBITDA includes adjustments for certain Total Charges and Credits impacting Adjusted EBITDA (those not related to interest, taxes, and/or depreciation and amortization). The Company posted the following results for the periods presented:

 

(in thousands) 

Quarter ended

March 31,

2026

  

Quarter ended

December 31,

2025

  

Quarter ended

March 31,

2025

 
Revenue  $404,586   $398,262   $303,102 
Adjusted EBITDA  $76,671   $84,414   $62,463 

 

A detailed reconciliation of net income to Adjusted EBITDA, including a complete list of adjusting items, is presented in Table 2 below under “Reconciliation of Net Income to Adjusted EBITDA.”

 

Balance Sheet

 

Cash and cash equivalents were $93.0 million as of March 31, 2026, compared to $124.8 million as of December 31, 2025, and $78.7 million as of March 31, 2025.

 

Free cash flow, a non-GAAP measure, for the quarter ended March 31, 2026, is negative $5.3 million, compared to negative $9.6 million for the same period in 2025. The increase is primarily attributable to higher net income in 2026 as compared to 2025, partially offset by higher capital expenditures during the three months ended March 31, 2026. A reconciliation of the applicable GAAP measures to free cash flow is presented in Table 3, titled “Reconciliation of Net cash provided by (used in) operating activities to Free Cash Flow.”

 

Total debt as of March 31, 2026, is $287.4 million, of which $111.9 million is classified as short-term, compared to $310.1 million and $118.8 million, respectively, as of December 31, 2025. Net Debt, a non-GAAP measure defined as current installments of long-term debt, short-term borrowings, and long-term debt, less cash and cash equivalents, totaled $194.4 million as of March 31, 2026, compared to $185.3 million as of December 31, 2025. The increase in Net Debt is primarily driven by lower cash and cash equivalents at March 31, 2026, relative to December 31, 2025, reflecting seasonal cash and working capital requirements. A reconciliation of the applicable GAAP measures to Net Debt is presented in Table 4, “Reconciliation to Net Debt.”

 

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.

 

 

 

 

About National Energy Services Reunited Corp.

 

Founded in 2017, NESR is one of the largest national oilfield services providers in the MENA and Asia Pacific regions. With over 7,000 employees, representing more than 60 nationalities in 16 countries, the Company helps its customers unlock the full potential of their reservoirs by providing Production Services such as Hydraulic Fracturing, Cementing, Coiled Tubing, Filtration, Completions, Stimulation, Pumping and Nitrogen Services. The Company also helps its customers to access their reservoirs in a smarter and faster manner by providing Drilling and Evaluation Services such as Drilling Downhole Tools, Directional Drilling, Fishing Tools, Testing Services, Wireline, Slickline, Drilling Fluids and Rig Services.

 

Conference Call

 

A conference call is scheduled for 8:00 AM ET on May 11, 2026, to discuss the financial results. Investors, analysts and members of the media are invited to participate by dialing in to the U.S. toll-free line at 1-877-407-0890 or the international line at 1-201-389-0918, approximately 10 minutes prior to the start of the call.

 

A live, listen-only earnings webcast will also be broadcast simultaneously under the “Investors” section of the Company’s website at www.nesr.com. Following the end of the conference call, a replay will be available after the event under the “Investors” section of the Company’s website.

 

Forward-Looking Statements

 

This communication 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). Any and all statements contained in this communication 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 communication 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, the Company’s future financial performance, 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 the Company’s 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 the Company has no control over. 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: catastrophic events, geopolitical conflict, 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, competition, including for capital and technological advances, and other risks and uncertainties set forth in the Company’s most recent Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”).

 

You 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 communication to reflect any new information or future events or circumstances or otherwise, except as required by law. You should read this communication in conjunction with other documents which the Company may file or furnish from time to time with the SEC.

 

The preliminary financial results for the Company as of and for the three-month period ended March 31, 2026, included in this press release, represent the most current information available to management. The Company’s actual results when disclosed in its subsequent Quarterly Report on Form 10-Q may differ from these preliminary results as a result of the completion of the Company’s financial statement closing procedures, final adjustments, completion of the independent registered public accounting firm’s audit procedures, and other developments that may arise between now and the disclosure of the final results.

 

 

 

 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(In US$ thousands, except share data)

 

   March 31, 2026   December 31, 2025 
         
Assets          
Current assets          
Cash and cash equivalents  $92,956    124,797 
Accounts receivable, net   227,932    178,020 
Unbilled revenue   171,341    121,186 
Service inventories   96,206    94,834 
Prepaid assets   9,706    13,237 
Retention withholdings   26,214    33,125 
Other receivables   54,753    54,511 
Other current assets   10,513    10,664 
Total current assets   689,621    630,374 
Non-current assets          
Property, plant and equipment, net   476,154    465,454 
Intangible assets, net   42,434    47,086 
Goodwill   645,095    645,095 
Operating lease right-of-use assets   25,977    20,300 
Other assets   44,649    43,210 
Total assets  $1,923,930   $1,851,519 
           
Liabilities and equity          
Liabilities          
Accounts payable and accrued expenses   483,048    421,064 
Current installments of long-term debt   64,500    64,500 
Short-term borrowings   47,353    54,250 
Income taxes payable   30,843    25,092 
Other taxes payable   15,152    12,351 
Operating lease liabilities   1,984    2,948 
Other current liabilities   17,408    24,715 
Total current liabilities   660,288    604,920 
           
Long-term debt   175,542    191,378 
Deferred tax liabilities   918    1,691 
Employee benefit liabilities   36,971    36,321 
Non-current operating lease liabilities   22,683    18,447 
Other liabilities   32,319    30,846 
Total liabilities   928,721    883,603 
           
Commitments and contingencies          
           
Equity          
Preferred shares, no par value; unlimited shares authorized; none issued and outstanding at March 31, 2026, and December 31, 2025, respectively   -    - 
Ordinary shares and additional paid-in capital, no par value; unlimited shares authorized; 100,847,255, and 100,787,173 shares issued and outstanding at March 31, 2026, and December 31, 2025, respectively   906,311    902,845 
Retained income   88,829    65,002 
Accumulated other comprehensive income   69    69 
Total equity   995,209    967,916 
Total liabilities and equity  $1,923,930   $1,851,519 

 

 

 

 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

(In US$ thousands, except share data and per share amounts)

 

  

For the three-month

period ended

 
Description  March 31, 2026   March 31, 2025 
         
Revenues  $404,586   $303,102 
Cost of services   (352,755)   (265,647)
Gross profit   51,831    37,455 
Selling, general, and administrative expenses (excluding Amortization)   (11,103)   (11,821)
Amortization   (4,693)   (4,693)
Operating income   36,035    20,941 
Interest expense, net   (6,543)   (8,284)
Other income, net   1,449    1,059 
Income before income tax   30,941    13,716 
Income tax expense   (7,114)   (3,325)
Net income  $23,827   $10,391 
           
Weighted average shares outstanding:          
Basic   100,803,435    96,139,181 
Diluted   102,931,550    96,710,484 
           
Earnings per share:          
Basic  $0.24   $0.11 
Diluted  $0.23   $0.11 

 

 

 

 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(In US$ thousands)

 

   For the three-month period ended 
   March 31, 2026   March 31, 2025 
Cash flows from operating activities:          
Net income  $23,827   $10,391 
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization   33,779    36,035 
Share-based compensation expense   2,502    1,856 
(Gain) on disposal of assets   (373)   (363)
Non-cash interest (income)   (192)   (143)
Deferred tax expense (benefit)   1,132    (1,239)
Allowance for doubtful receivables and unbilled revenue   480    (16)
Charges on obsolete service inventories   853    920 
Impairments and other charges   -    1,118 
Other operating activities, net   25    38 
Changes in operating assets and liabilities:          
(Increase) decrease in accounts receivable   (50,392)   (27,524)
(Increase) decrease in unbilled revenue   (50,154)   (18,339)
(Increase) decrease in retention withholdings   6,910    8,834 
(Increase) decrease in inventories   (2,224)   (5,567)
(Increase) decrease in prepaid assets   3,531    746 
(Increase) decrease in other current assets   429    (2,646)
(Increase) decrease in other long-term assets and liabilities   (1,934)   2,137 
Increase (decrease) in accounts payable and accrued expenses   61,419    15,094 
Increase (decrease) in other current liabilities   1,127    (847)
Net cash provided by operating activities   30,745    20,485 
           
Cash flows from investing activities:          
Capital expenditures   (36,004)   (30,124)
IPM investments   -    - 
Proceeds from disposal of assets   402    637 
Other investing activities   (833)   (2,000)
Net cash used in investing activities   (36,435)   (31,487)
           
Cash flows from financing activities:          
Proceeds from long-term debt   -    - 
Repayments of long-term debt   (16,125)   (17,537)
Proceeds from short-term borrowings   19,587    26,841 
Repayments of short-term borrowings   (26,498)   (26,252)
Payments on capital leases   (1,000)   (710)
Payments on seller-provided financing for capital expenditures   (1,265)   (601)
Other financing activities, net   -    - 
Net cash used in financing activities   (25,301)   (18,259)
           
Effect of exchange rate changes on cash   -    - 
Net increase (decrease) in cash, cash equivalents, and restricted cash   (30,991)   (29,261)
Cash and cash equivalents, beginning of period   132,696    107,956 
Cash, cash equivalents, and restricted cash, end of period  $101,705   $78,695 

 

 

 

 

NATIONAL ENERGY SERVICES REUNITED CORP. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(Unaudited)

(In US$ thousands except per share amounts)

 

The Company uses and presents certain key non-GAAP financial measures to evaluate its business and trends, measure performance, prepare financial projections and make strategic decisions. Included in this release are discussions of earnings before interest, income tax and depreciation and amortization adjusted for certain non-recurring and non-core expenses (“Adjusted EBITDA”), net income and diluted earnings per share (“EPS”) adjusted for certain non-recurring and non-core expenses (“Adjusted Net Income” and “Adjusted Diluted EPS,” respectively), as well as a reconciliation of these non-GAAP measures to net income and diluted EPS, respectively, in accordance with GAAP. The Company also discusses the non-GAAP balance sheet measure of the sum of our recorded current installments of long-term debt, short-term borrowings, and long-term debt less cash and cash equivalents (“Net Debt”) in this release and provides a reconciliation to the GAAP measures of cash and cash equivalents, current installments of long-term debt, short-term borrowings, and long-term debt to Net Debt. The Company also discusses Free Cash Flow reconciled to Operating Cash Flow.

 

The Company believes that the presentation of Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS provides useful information to investors in assessing its financial performance and results of operations as the Company’s board of directors, management and investors use Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS to compare the Company’s operating performance on a consistent basis across periods by removing the effects of changes in capital structure (such as varying levels of interest expense), asset base (such as depreciation and amortization), items that do not impact the ongoing operations (transaction, integration, and startup costs) and items outside the control of its management team. Similarly, Net Debt is used by management as a liquidity measure used to illustrate the Company’s debt level absent variability in cash and cash equivalents, and the Company believes that the presentation of Net Debt provides useful information to investors in assessing its financial leverage. Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS should not be considered as an alternative to operating income, net income, or diluted EPS, respectively, the most directly comparable GAAP financial measures. Net Debt also should not be considered as an alternative to GAAP measures of cash and cash equivalents, current installments of long-term debt, short-term borrowings, and long-term debt. Finally, Free Cash Flow is used by management as a liquidity measure to illustrate the Company’s ability to produce cash that is available to be distributed in a discretionary manner, after excluding investments in capital assets. Free Cash Flow should not be considered as an alternative to Net cash provided by (used in) operations or Net cash provided by (used in) investing activities, respectively, the most directly comparable GAAP financial measures. Non-GAAP financial measures have important limitations as analytical tools because they exclude some but not all items that affect the most directly comparable GAAP financial measure. You should not consider non-GAAP measures in isolation or as a substitute for an analysis of the Company’s results as reported under GAAP.

 

Table 1 - Reconciliation of Net Income and Diluted EPS to Adjusted Net Income and Adjusted Diluted EPS

 

   Quarter ended   Quarter ended   Quarter ended 
  

March 31, 2026

  

December 31, 2025

  

March 31, 2025

 
   Net   Diluted   Net   Diluted   Net   Diluted 
   Income   EPS   Income   EPS   Income   EPS 
                         
Net Income  $

23,827

   $0.23   $7,803   $0.08   $10,391   $0.11 
Add/(Subtract): Charges and Credits impacting Adjusted EBITDA, Adjusted Net Income, and Adjusted Diluted EPS:                              
Costs associated with the restatement of our 2018-2020 financial statements, including the SEC inquiry and remediation   28    -    258    -    1,488    0.02 
Impairments   -    -    8,076    0.08    1,118    0.01 
Current expected credit loss (releases) provisions   455    -    7,112    0.07    (227)   - 
Litigation (releases) provisions   248    -    248    -    (837)   (0.01)
Restructuring projects   67    -    4,712    0.05    -    - 
Loss of inventory in fire   -    -    -    -    -    - 
Other write-offs (recoveries) and provisions (release of provisions)   2,108    0.02    3,670    0.04    1,030    0.01 
Total Charges and Credits impacting Adjusted EBITDA (1)   2,906    0.03 (3)   24,076    0.24    2,572    0.03 
Add/(Subtract): Charges and Credits impacting only Adjusted Net Income and Adjusted Diluted EPS:                              
Adjustments to uncertain tax positions and unrecognized tax benefits   -    -    -    -    -    - 
Total Charges and Credits impacting Adjusted Net Income and Adjusted Diluted EPS (2)   2,906    0.03    24,076    0.24    2,572    0.03 
Total Adjusted Net Income and Adjusted Diluted EPS  $26,733   $0.26   $31,879   $0.32   $12,963   $0.14 

 

  (1) In the quarter ended March 31, 2026, Total Charges and Credits impacting Adjusted EBITDA included $0.0 million (as rounded) of costs associated with the restatement of our 2018-2020 financial statements, including the SEC inquiry and remediation, $0.5 million of current expected credit loss (releases) provisions, $0.2 million of litigation (releases) provisions, $0.1 million of restructuring projects, and $2.1 million of other write-offs (recoveries) and provisions (release of provisions) primarily related to foreign currency transaction remeasurement losses partially offset by a favorable adjustment to the Company’s lease accounting provisions, as described above. In the quarter ended December 31, 2025, Total Charges and Credits impacting Adjusted EBITDA included $0.3 million of costs associated with the restatement of our 2018-2020 financial statements, including the SEC inquiry and remediation, $8.1 million of technology impairments, $7.1 million of current expected credit loss (releases) provisions mainly in Oman, $0.2 million of litigation (releases) provisions, $4.7 million of restructuring projects, and $3.7 million of other write-offs (recoveries) and provisions (release of provisions) primarily related to a vendor bankruptcy and resulting provision for a construction-in-process prepayment previously made in Saudi Arabia. In the quarter ended March 31, 2025, Total Charges and Credits impacting Adjusted EBITDA included $1.5 million of costs associated with the restatement of our 2018-2020 financial statements, including the SEC inquiry and remediation, $1.1 million of impairments, ($0.2) million of current expected credit loss (releases) provisions, ($0.8) million of litigation (releases) provisions, and $1.0 million of other write-offs (recoveries) and provisions (release of provisions).
  (2) Total Charges and Credits impacting Adjusted Net Income and Adjusted Diluted EPS for the quarter ended March 31, 2026, was $2.9 million inclusive of Total Charges and Credits impacting Adjusted EBITDA of $2.9 million. Total Charges and Credits impacting Adjusted Net Income and Adjusted Diluted EPS for the quarter ended December 31, 2025, were $24.1 million, inclusive of $24.1 million of Charges and Credits impacting Adjusted EBITDA. Total Charges and Credits impacting Adjusted Net Income and Adjusted Diluted EPS for the quarter ended March 31, 2025, were $2.6 million, inclusive of $2.6 million of Charges and Credits impacting Adjusted EBITDA.
  (3) Does not foot due to rounding.

 

 

 

 

Table 2 - Reconciliation of Net Income to Adjusted EBITDA

 

  

Quarter ended

March 31, 2026

  

Quarter ended

December 31, 2025

  

Quarter ended

March 31, 2025

 
             
Net Income  $

23,827

   $7,803   $10,391 
Add:              
Income Taxes   7,114    7,173    3,325 
Interest Expense, net   6,543    7,539    8,284 
Depreciation and Amortization   36,281    37,823    37,891 
Total Charges and Credits impacting Adjusted EBITDA (3)   

2,906

    24,076    2,572 
Total Adjusted EBITDA  $76,671    $84,414   $62,463 

 

  (3) Total Charges and Credits impacting Adjusted EBITDA are described in Table 1 above. Total Charges and Credits impacting Adjusted EBITDA exclude items related to interest, income tax and depreciation and amortization.

 

Table 3 - Reconciliation of Net cash provided by (used in) operating activities to Free Cash Flow

 

   3 months
ended
March 31, 2026
   12 months
ended
December 31, 2025
   3 months
ended
December 31, 2025
   3 months
ended
September 30, 2025
   3 months
ended
June 30, 2025
   3 months
ended
March 31, 2025
 
                         
Net cash provided by operating activities  $30,745   $264,242   $138,590    6,681    98,486    20,485 
Less:                              
Capital expenditures   (36,004)   (143,454)   (42,834)   (40,753)   (29,743)   (30,124)
Free cash flow  $(5,259)  $120,788   $95,756   $(34,072)  $68,743   $(9,639)

 

Table 4 - Reconciliation to Net Debt

 

  

As of

March 31, 2026

  

As of

December 31, 2025

  

As of

March 31, 2025

 
             
Current installments of long-term debt  $64,500   $64,500   $67,323 
Short-term borrowings   47,353    54,250    60,350 
Long-term debt   

175,542

    191,378    238,651 
Less:               
Cash and cash equivalents   (92,956)   (124,797)   (78,695)
Net Debt  $194,439   $185,331   $287,629 

 

For inquiries regarding NESR, please contact:

 

Blake Gendron or Stefan Angeli

National Energy Services Reunited Corp.

832-925-3777

investors@nesr.com

 

 

 

FAQ

How did NESR (NESR) perform financially in Q1 2026?

NESR delivered strong Q1 2026 results with revenue of $404.6 million, up 33.5% year-over-year. Net income reached $23.8 million and diluted EPS was $0.23, both more than doubling compared with the same period in 2025.

What were NESR (NESR) Q1 2026 profitability metrics such as Adjusted EBITDA?

NESR reported Q1 2026 Adjusted EBITDA of $76.7 million, an increase of 22.7% year-over-year. This compares with $62.5 million in Q1 2025 and $84.4 million in Q4 2025, reflecting continued solid profitability despite a sequential decline.

What is included in NESR (NESR) new capital return program announced in May 2026?

The capital return program includes an expected quarterly cash dividend of $0.10 per ordinary share beginning in Q4 2026 and authorization to repurchase up to $50.0 million of ordinary shares via open-market or other transactions, subject to conditions.

How strong was NESR (NESR) cash flow and free cash flow in Q1 2026?

NESR generated $30.7 million of operating cash flow in Q1 2026. After $36.0 million of capital expenditures, free cash flow was negative $5.3 million, an improvement versus negative $9.6 million in the same quarter of 2025.

What is NESR (NESR) debt and Net Debt position as of March 31, 2026?

As of March 31, 2026, NESR reported total debt of $287.4 million, including short-term and long-term borrowings. With $93.0 million of cash and cash equivalents, Net Debt was $194.4 million, slightly higher than at December 31, 2025.

How did NESR (NESR) Q1 2026 GAAP results compare with non-GAAP measures?

Q1 2026 GAAP net income was $23.8 million and diluted EPS was $0.23. After adjusting for $2.9 million of specified charges and credits, Adjusted Net Income was $26.7 million and Adjusted Diluted EPS was $0.26, illustrating management’s non-GAAP view.

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