Oil States International (NYSE: OIS) lifts Q2 profit, backlog hits $451M high
Rhea-AI Filing Summary
Oil States International, Inc. reported second-quarter 2026 revenues of $156.7 million, up 8% sequentially and down 5% year-over-year. Net income was $5.9 million, or $0.10 per share, improving from $1.1 million in the prior quarter. Adjusted net income was $8.4 million, or $0.14 per share, and Adjusted EBITDA was $19.0 million, a 14% sequential increase, though 10% below the prior year.
Offshore Manufactured Products generated $92.7 million of revenue and Adjusted Segment EBITDA of $17.9 million; Completion and Production Services delivered $24.3 million of revenue and $6.6 million of Adjusted Segment EBITDA; Downhole Technologies posted $39.7 million of revenue and $4.2 million of Adjusted Segment EBITDA. Total backlog reached $451 million, with quarterly bookings of $114 million and a book-to-bill ratio of 1.2x, the highest backlog level in over a decade.
The company retired the remaining $52.7 million principal of its 4.75% convertible senior notes using $50.5 million in cash and 529,428 shares, recognizing a $3.6 million extinguishment loss. Operating activities used $6.3 million of cash in the quarter, and free cash flow was $(2.0) million. Cash and cash equivalents were $19.8 million at June 30, 2026, supported by a $75.0 million revolving credit facility and $50.0 million term loan commitments.
Positive
- Sequential profitability improved with net income rising from $1.1 million to $5.9 million and Adjusted EBITDA increasing 14% to $19.0 million.
- Backlog reached $451 million, the highest level in over a decade, supported by Q2 bookings of $114 million and a 1.2x book-to-bill ratio.
- The company fully retired the remaining $52.7 million principal of its 4.75% Convertible Notes, reducing debt using a mix of $50.5 million cash and 529,428 shares.
Negative
- Operating activities used $8.1 million of cash in the first half of 2026, and Q2 free cash flow was $(2.0) million, reflecting working-capital-driven cash outflows.
- Cash and cash equivalents declined to $19.8 million at June 30, 2026 from $69.9 million at December 31, 2025, driven by debt repayment and equity repurchases.
- Compared with the second quarter of 2025, revenue decreased 5% and Adjusted EBITDA declined 10%, indicating softer year-over-year performance.
Filing Explained
The completed note settlement issued common shares, while term-loan commitments lapsed on July 28, reducing available financing and diluting existing holders.
As an 8-K under Item 2.02, this filing furnishes Oil States International’s unaudited second-quarter results and financial-condition update dated
After
Separately, the
The
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Revenue Q2 2026: $156,659 thousand
Net income Q2 2026: $5,910 thousand
Adjusted EBITDA Q2 2026: $18,989 thousand
+5 more
8 metrics
Revenue Q2 2026
$156,659 thousand
Consolidated revenues for the quarter ended June 30, 2026; up 8% sequentially and down 5% year-over-year
Net income Q2 2026
$5,910 thousand
Quarter ended June 30, 2026; improved from $1,108 thousand in Q1 2026
Adjusted EBITDA Q2 2026
$18,989 thousand
Non-GAAP Adjusted EBITDA; 14% sequential increase and 10% year-over-year decline
Total backlog
$451 million
Backlog as of June 30, 2026; highest level since March 2015, with Q2 bookings of $114 million
Free cash flow Q2 2026
$(2,025) thousand
Free cash flow for the quarter ended June 30, 2026, combining operating cash use, capex, and asset sale proceeds
Cash and cash equivalents
$19,802 thousand
Cash balance at June 30, 2026, versus $69,914 thousand at December 31, 2025
Convertible Notes principal retired
$52.7 million
Remaining principal of 4.75% convertible senior notes retired on April 1, 2026
Book-to-bill ratio Q2 2026
1.2x
Quarterly bookings of $114 million relative to revenue in Offshore Manufactured Products segment and related backlog
Key Terms
Adjusted EBITDA, Adjusted net income, book-to-bill ratio, Convertible Notes, +2 more
6 terms
Adjusted EBITDA financial
"Adjusted EBITDA (a non-GAAP measure(1)) of $19 million rose 14% from the prior quarter"
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 totaled $8 million, or $0.14 per share, excluding 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.
book-to-bill ratio financial
"quarterly bookings totaling $114 million, yielding a book-to-bill ratio of 1.2x"
The book-to-bill ratio compares the value of new orders a company receives to the value of products it ships out or bills for over a certain period. If the ratio is above 1, it means the company is getting more orders than it is completing, which can indicate growth. If it's below 1, it suggests demand is slowing down.
Convertible Notes financial
"retired the remaining $52.7 million of outstanding principal of its 4.75% convertible senior notes (the “Convertible Notes”)"
Convertible notes are a type of short-term loan that a company receives from investors, which can later be turned into company shares instead of being paid back in cash. They matter to investors because they offer a way to support a company early on while giving the potential to own a stake in its success if the company grows and later raises more funding.
free cash flow financial
"Free cash flow consists of net cash flows provided by (used in) operating activities less capital expenditures"
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.
Term Loan Facility financial
"aggregate lender commitments of up to: $75.0 million under a revolving credit facility and $50.0 million under a multi-draw term loan facility"
A term loan facility is a type of loan provided by a lender that is repaid over a set period of time, usually with fixed payments. It functions like a large, upfront loan that a borrower agrees to pay back gradually, often used to fund major investments or projects. For investors, understanding a company's use of such loans helps assess its financial stability and risk level.
Earnings Snapshot
Revenue: $156,659 thousand
quarter ended June 30, 2026
Revenue
$156,659 thousand
8% sequential; (5)% year-over-year
Net income
$5,910 thousand
433% sequential; 110% year-over-year
Adjusted net income
$8,407 thousand
62% sequential; 56% year-over-year
Adjusted EBITDA
$18,989 thousand
14% sequential; (10)% year-over-year
Backlog
$451 million
Described as highest level since March 2015; Offshore Manufactured Products backlog up 5% sequentially
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
How did Oil States International (OIS) perform financially in Q2 2026?
Oil States reported $156.7 million in revenue and net income of $5.9 million, or $0.10 per share, in Q2 2026. Adjusted EBITDA was $19.0 million, up 14% sequentially but 10% below Q2 2025.
What were the key segment results for Oil States International (OIS) in Q2 2026?
Offshore Manufactured Products generated $92.7 million in revenue and $17.9 million Adjusted Segment EBITDA. Completion and Production Services produced $24.3 million and $6.6 million, while Downhole Technologies delivered $39.7 million and $4.2 million, respectively.
What is Oil States International’s (OIS) backlog and bookings position after Q2 2026?
Total backlog was $451 million as of June 30, 2026, described as the highest level in over a decade. Q2 2026 bookings were $114 million, yielding a quarterly book-to-bill ratio of 1.2x and 1.1x year-to-date.
How did Oil States International (OIS) manage its debt in 2026?
On April 1, 2026, the company retired the remaining $52.7 million principal of its 4.75% Convertible Notes using $50.5 million in cash and 529,428 shares, recognizing a $3.6 million loss on extinguishment.
What was Oil States International’s (OIS) cash flow and liquidity profile in Q2 2026?
Operating activities used $6.3 million of cash in Q2 2026 and free cash flow was $(2.0) million. Cash and cash equivalents were $19.8 million, supported by a $75.0 million revolver and $50.0 million term loan facility.
How did Oil States International’s (OIS) Downhole Technologies segment trend in Q2 2026?
Downhole Technologies generated revenue of $39.7 million in Q2 2026, its highest level since Q2 2023, with operating income of $2.7 million and Adjusted Segment EBITDA of $4.2 million, up sharply from Q1 2026.
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): July 30, 2026
(Exact name of registrant as specified in its charter)
| (State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
Registrant’s telephone number, including area code: (713 ) 652-0582
Not Applicable
(Former name or former address if changed since last report.)
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| NYSE Texas | ||||||||||||||
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 July 30, 2026, Oil States International, Inc. (the “Company”) published a press release providing information regarding its results of operation and financial condition for the quarter ended June 30, 2026. The information provided in this Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference in any filings under the Securities Act of 1933, as amended, unless specifically stated so therein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 | Press release dated July 30, 2026 | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OIL STATES INTERNATIONAL, INC. | ||||||||||||||
| (Registrant) | ||||||||||||||
| Date: | July 30, 2026 | By: | /s/ Matthew E. Autenrieth | |||||||||||
Matthew E. Autenrieth | ||||||||||||||
| Executive Vice President, Chief Financial Officer & Treasurer | ||||||||||||||
EXHIBIT 99.1Oil States Announces Second Quarter 2026 Results
•Consolidated revenues of $157 million increased 8%, sequentially
•Net income of $6 million, or $0.10 per share
•Adjusted net income totaled $8 million, or $0.14 per share, excluding charges and credits (a non-GAAP measure(1))
•Adjusted EBITDA (a non-GAAP measure(1)) of $19 million rose 14% from the prior quarter
•Offshore Manufactured Products segment's backlog increased 5% sequentially, with quarterly bookings totaling $114 million, yielding a book-to-bill ratio of 1.2x
•Downhole Technologies segment generated revenues of $40 million, the highest level reported since the second quarter of 2023
•Retired the remaining $53 million principal amount of our convertible senior notes on April 1
•Purchased $5 million of our common stock
HOUSTON, July 30, 2026 – Oil States International, Inc. (NYSE: OIS):
| Three Months Ended | % Change | ||||||||||||||||||||||||||||
(Unaudited, In Thousands, Except Per Share Amounts) | June 30, 2026 | March 31, 2026 | June 30, 2025 | Sequential | Year-over-Year | ||||||||||||||||||||||||
| Consolidated results: | |||||||||||||||||||||||||||||
| Revenues | $ | 156,659 | $ | 145,363 | $ | 165,406 | 8 | % | (5) | % | |||||||||||||||||||
Operating income(2) | 11,712 | 4,278 | 5,277 | 174 | % | 122 | % | ||||||||||||||||||||||
Adjusted operating income, excluding charges and credits(1) | 10,615 | 8,350 | 8,936 | 27 | % | 19 | % | ||||||||||||||||||||||
| Net income | 5,910 | 1,108 | 2,811 | 433 | % | 110 | % | ||||||||||||||||||||||
Adjusted net income, excluding charges and credits(1) | 8,407 | 5,180 | 5,401 | 62 | % | 56 | % | ||||||||||||||||||||||
Adjusted EBITDA(1) | 18,989 | 16,687 | 21,089 | 14 | % | (10) | % | ||||||||||||||||||||||
Revenues by segment: | |||||||||||||||||||||||||||||
Offshore Manufactured Products | $ | 92,724 | $ | 91,419 | $ | 106,586 | 1 | % | (13) | % | |||||||||||||||||||
| Completion and Production Services | 24,274 | 21,498 | 29,424 | 13 | % | (18) | % | ||||||||||||||||||||||
| Downhole Technologies | 39,661 | 32,446 | 29,396 | 22 | % | 35 | % | ||||||||||||||||||||||
Revenues by destination: | |||||||||||||||||||||||||||||
Offshore and international | $ | 111,593 | $ | 104,674 | $ | 119,114 | 7 | % | (6) | % | |||||||||||||||||||
U.S. land | 45,066 | 40,689 | 46,292 | 11 | % | (3) | % | ||||||||||||||||||||||
Operating income (loss) by segment(2): | |||||||||||||||||||||||||||||
Offshore Manufactured Products | $ | 13,936 | $ | 14,412 | $ | 16,989 | (3) | % | (18) | % | |||||||||||||||||||
| Completion and Production Services | 3,917 | 3,490 | 1,877 | 12 | % | 109 | % | ||||||||||||||||||||||
| Downhole Technologies | 2,737 | (445) | (3,992) | n.m. | n.m. | ||||||||||||||||||||||||
Corporate | (8,878) | (13,179) | (9,597) | 33 | % | 7 | % | ||||||||||||||||||||||
Adjusted Segment EBITDA(1): | |||||||||||||||||||||||||||||
Offshore Manufactured Products | $ | 17,907 | $ | 18,523 | $ | 21,105 | (3) | % | (15) | % | |||||||||||||||||||
| Completion and Production Services | 6,570 | 6,136 | 8,254 | 7 | % | (20) | % | ||||||||||||||||||||||
| Downhole Technologies | 4,243 | 1,094 | 1,220 | 288 | % | 248 | % | ||||||||||||||||||||||
Corporate | (9,731) | (9,066) | (9,490) | (7) | % | (3) | % | ||||||||||||||||||||||
___________________
(1)These are non-GAAP measures. See “Reconciliations of GAAP to Non-GAAP Financial Information” tables below for reconciliations to their most comparable GAAP measures as well as further clarification and explanation.
(2)Operating income (loss) for the three months ended June 30, 2026, March 31, 2026 and June 30, 2025 included charges totaling $3.1 million, $4.1 million and $3.7 million, respectively. Additionally, operating income for the three months ended June 30, 2026 included credits totaling $4.1 million. See “Reconciliation of GAAP to Non-GAAP Financial Information” below for additional information.
Oil States International, Inc. reported net income of $5.9 million, or $0.10 per share, and Adjusted EBITDA of $19.0 million for the second quarter of 2026 on revenues of $156.7 million. These results compare to revenues of $145.4 million, net income of $1.1 million, or $0.02 per share, and Adjusted EBITDA of $16.7 million reported in the first quarter of 2026.
Oil States’ President and Chief Executive Officer, Lloyd Hajdik, stated:
“Our second quarter results demonstrated the resilience of Oil States’ product and services portfolio, as Adjusted EBITDA was in line with our expectations despite revenue being tempered by the timing of certain customer awards. We are encouraged by the continued strength of our backlog, with quarterly bookings totaling $114 million, yielding a 1.2x quarterly book-to-bill ratio and total backlog of $451 million, the highest level in over a decade. With sequential quarterly improvements reported in our Downhole Technologies and Completion and Production Services segments, we believe we are in the early stages of increased investment by our customers.
“The sustained growth in our backlog, combined with improving activity across offshore, international and military markets, reinforces our confidence in the long-term opportunity set ahead of us. As we progress through the second half of 2026, we continue build upon our differentiated portfolio of products and services that are aligned with our customers’ most critical projects, and we remain focused on growing our backlog, expanding margins and improving cash generation for our stockholders.”
Business Segment Results
(See Segment Data and Adjusted Segment EBITDA tables below)
Offshore Manufactured Products
Offshore Manufactured Products reported revenues of $92.7 million, operating income of $13.9 million and Adjusted Segment EBITDA of $17.9 million in the second quarter of 2026, compared to revenues of $91.4 million, operating income of $14.4 million and Adjusted Segment EBITDA of $18.5 million reported in the first quarter of 2026. Adjusted Segment EBITDA margin was 19% in the second quarter of 2026, compared to 20% in the first quarter of 2026.
Backlog totaled $451 million as of June 30, 2026, our highest level since March 2015. Second quarter bookings totaled $114 million, yielding a quarterly book-to-bill ratio of 1.2x and 1.1x year-to-date. Second quarter segment bookings were augmented by a significant contract award for production platform and pipeline equipment.
Completion and Production Services
Completion and Production Services reported revenues of $24.3 million, operating income of $3.9 million and Adjusted Segment EBITDA of $6.6 million in the second quarter of 2026, compared to revenues of $21.5 million, operating income of $3.5 million and Adjusted Segment EBITDA of $6.1 million reported in the first quarter of 2026. Adjusted Segment EBITDA margin was 27% in the second quarter of 2026, compared to 29% in the first quarter of 2026.
Downhole Technologies
Downhole Technologies reported revenues of $39.7 million, operating income of $2.7 million and Adjusted Segment EBITDA of $4.2 million in the second quarter of 2026, compared to revenues of $32.4 million, an operating loss of $0.4 million and Adjusted Segment EBITDA of $1.1 million in the first quarter of 2026.
Corporate
Corporate operating expenses in the second quarter of 2026 totaled $8.9 million.
In the second quarter of 2026, the Company recognized charges of $6.6 million associated with the extinguishment of debt, facility exits and the pending retirement of its former President and Chief Executive Officer. These costs were partially offset by a gain of $4.1 million recognized in connection with the sale of a previously idled facility.
Interest Expense, Net
Net interest expense totaled $0.5 million in the second quarter of 2026, which included $0.2 million of non-cash amortization of deferred debt issuance costs.
Income Taxes
During the second quarter of 2026, the Company recognized income tax expense of $2.0 million, which included the impact of changes in valuation allowances recorded against deferred tax assets, certain discrete tax items and other non-deductible expenses, on pre-tax income of $7.9 million.
Cash Flows
During the second quarter of 2026, the Company used $6.3 million of cash flows in operations, driven by net working capital increases of $21.3 million. Proceeds from the sale of assets totaled $7.1 million during the quarter, which were partially offset by $2.9 million in capital expenditures. The Company used $50.5 million in cash to settle its 2026 Notes and $5.1 million in cash was used to fund stock repurchases.
Financial Condition
On January 28, 2026, the Company entered into an amended and restated cash-flow based credit agreement (the “Cash Flow Credit Agreement”) providing for aggregate lender commitments of up to: $75.0 million under a revolving credit facility (the “Revolving Credit Facility”) and $50.0 million under a multi-draw term loan facility (the “Term Loan Facility”), which was available for a six-month period. Subsequent to June 30, 2026, the Company repaid $20.0 million of outstanding borrowings under the Revolving Credit Facility with borrowings under the Term Loan Facility. The remaining lender commitments under the Term Loan Facility lapsed on July 28, 2026.
On April 1, 2026, the Company retired the remaining $52.7 million of outstanding principal of its 4.75% convertible senior notes (the “Convertible Notes”), with a combination of $50.5 million of cash and the issuance of 529,428 shares of the Company’s common stock (with a fair value of $5.9 million). The Company recognized a $3.6 million loss on the extinguishment of the Convertible Notes in the second quarter of 2026 due to their settlement at a premium.
Conference Call Information
The call is scheduled for July 30, 2026 at 9:00 a.m. Central Daylight Time, is being webcast and can be accessed from the Company’s website at www.ir.oilstatesintl.com. Participants may also join the conference call by dialing 1 (833) 461-5787 in the United States or by dialing +1 (585) 542-9983 internationally and using the passcode 647 603 275. A replay of the conference call will be available approximately two hours after the completion of the call and can be accessed from the Company’s website at www.ir.oilstatesintl.com.
About Oil States
Oil States International, Inc. is a global provider of manufactured products and services to customers in the energy, military and industrial sectors. The Company’s manufactured products include highly engineered capital equipment and consumable products. Oil States is headquartered in Houston, Texas with manufacturing and service facilities strategically located across the globe. Oil States is publicly traded on the New York Stock Exchange and NYSE Texas under the symbol “OIS”.
For more information on the Company, please visit Oil States International’s website at www.oilstatesintl.com.
Cautionary Language Concerning Forward Looking Statements
The foregoing contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are those that do not state historical facts and are, therefore, inherently subject to risks and uncertainties. The forward-looking statements included herein are based on current expectations and entail various risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Such risks and uncertainties include, among others, the impact of geopolitical conflicts and tensions, changes in tariffs and duties on imported materials and exported finished goods, the level of supply and demand for oil and natural gas, fluctuations in the current and future prices of oil and natural gas, the level of exploration, drilling and completion activity, general global economic conditions, the cyclical nature of the oil and natural gas industry, the financial health of our customers, the actions of the Organization of Petroleum Exporting Countries (“OPEC”) and other producing nations (together with OPEC, “OPEC+”) with respect to crude oil production levels and pricing, supply chain disruptions, including as a result of natural disasters, industrial accidents, additional trade restrictions or the adoption of or increase in tariffs, or the threat thereof, the impact of environmental matters, including executive actions and regulatory efforts to adopt environmental or climate change regulations that may result in increased operating costs or reduced oil and natural gas production or demand globally, consolidation of our customers, our ability to access and the cost of capital in the bank and capital markets, our ability to develop new competitive technologies and products, and other factors discussed in the “Business” and “Risk Factors” sections of the Company’s Annual Report on Form 10-K, as amended by its Annual Report on Form 10-K/A, for the year ended December 31, 2025, and the subsequently filed Quarterly Report on Form 10-Q and Periodic Reports on Form 8-K. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof, and, except as required by law, the Company undertakes no obligation to update those statements or to publicly announce the results of any revisions to any of those statements to reflect future events or developments.
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||||||||
| Products | $ | 98,753 | $ | 92,580 | $ | 107,342 | $ | 191,333 | $ | 207,893 | |||||||||||||||||||
| Services | 57,906 | 52,783 | 58,064 | 110,689 | 117,451 | ||||||||||||||||||||||||
| 156,659 | 145,363 | 165,406 | 302,022 | 325,344 | |||||||||||||||||||||||||
| Costs and expenses: | |||||||||||||||||||||||||||||
| Product costs | 77,724 | 74,367 | 83,936 | 152,091 | 164,265 | ||||||||||||||||||||||||
Service costs | 40,227 | 37,222 | 41,404 | 77,449 | 83,752 | ||||||||||||||||||||||||
| Cost of revenues (exclusive of depreciation and amortization expense presented below) | 117,951 | 111,589 | 125,340 | 229,540 | 248,017 | ||||||||||||||||||||||||
Selling, general and administrative expense | 23,127 | 20,024 | 22,981 | 43,151 | 45,511 | ||||||||||||||||||||||||
| Depreciation and amortization expense | 8,061 | 8,189 | 11,898 | 16,250 | 23,923 | ||||||||||||||||||||||||
| Impairments of operating lease assets | — | — | 1,358 | — | 1,358 | ||||||||||||||||||||||||
| Impairments of assets held for sale | — | 1,384 | — | 1,384 | — | ||||||||||||||||||||||||
Other operating income, net | (4,192) | (101) | (1,448) | (4,293) | (4,381) | ||||||||||||||||||||||||
| 144,947 | 141,085 | 160,129 | 286,032 | 314,428 | |||||||||||||||||||||||||
Operating income | 11,712 | 4,278 | 5,277 | 15,990 | 10,916 | ||||||||||||||||||||||||
| Interest expense, net | (508) | (1,175) | (1,692) | (1,683) | (3,270) | ||||||||||||||||||||||||
Other income (expense), net | (3,281) | 148 | 636 | (3,133) | 774 | ||||||||||||||||||||||||
Income before income taxes | 7,923 | 3,251 | 4,221 | 11,174 | 8,420 | ||||||||||||||||||||||||
Income tax provision | (2,013) | (2,143) | (1,410) | (4,156) | (2,451) | ||||||||||||||||||||||||
Net income | $ | 5,910 | $ | 1,108 | $ | 2,811 | $ | 7,018 | $ | 5,969 | |||||||||||||||||||
Net income per share: | |||||||||||||||||||||||||||||
| Basic | $ | 0.10 | $ | 0.02 | $ | 0.05 | $ | 0.12 | $ | 0.10 | |||||||||||||||||||
| Diluted | 0.10 | 0.02 | 0.05 | 0.12 | 0.10 | ||||||||||||||||||||||||
| Weighted average number of common shares outstanding: | |||||||||||||||||||||||||||||
| Basic | 58,479 | 57,785 | 59,154 | 58,132 | 59,661 | ||||||||||||||||||||||||
| Diluted | 58,627 | 58,439 | 59,154 | 58,541 | 59,661 | ||||||||||||||||||||||||
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands)
| June 30, 2026 | December 31, 2025 | ||||||||||
| (Unaudited) | |||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 19,802 | $ | 69,914 | |||||||
| Accounts receivable, net | 196,926 | 202,445 | |||||||||
| Inventories, net | 209,621 | 183,409 | |||||||||
Assets held for sale | 18,584 | 17,350 | |||||||||
| Prepaid expenses and other current assets | 19,572 | 22,173 | |||||||||
| Total current assets | 464,505 | 495,291 | |||||||||
| Property, plant, and equipment, net | 232,247 | 244,382 | |||||||||
| Operating lease assets, net | 13,945 | 12,731 | |||||||||
| Goodwill, net | 70,337 | 70,524 | |||||||||
| Other intangible assets, net | 28,637 | 31,455 | |||||||||
| Other noncurrent assets | 29,820 | 29,048 | |||||||||
| Total assets | $ | 839,491 | $ | 883,431 | |||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt | $ | 650 | $ | 53,370 | |||||||
| Accounts payable | 69,000 | 68,090 | |||||||||
| Accrued liabilities | 32,208 | 38,480 | |||||||||
| Current operating lease liabilities | 5,676 | 7,286 | |||||||||
| Income taxes payable | 1,746 | 1,759 | |||||||||
| Deferred revenue | 88,321 | 97,195 | |||||||||
| Total current liabilities | 197,601 | 266,180 | |||||||||
| Long-term debt | 17,778 | 1,670 | |||||||||
| Long-term operating lease liabilities | 12,118 | 12,654 | |||||||||
| Deferred income taxes | 5,607 | 5,765 | |||||||||
| Other noncurrent liabilities | 25,011 | 23,971 | |||||||||
| Total liabilities | 258,115 | 310,240 | |||||||||
Stockholders’ equity: | |||||||||||
| Common stock | 821 | 805 | |||||||||
| Additional paid-in capital | 1,156,353 | 1,145,642 | |||||||||
| Retained earnings | 171,301 | 164,283 | |||||||||
| Accumulated other comprehensive loss | (66,772) | (66,264) | |||||||||
| Treasury stock | (680,327) | (671,275) | |||||||||
Total stockholders’ equity | 581,376 | 573,191 | |||||||||
Total liabilities and stockholders’ equity | $ | 839,491 | $ | 883,431 | |||||||
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
| Six Months Ended June 30, | |||||||||||
| 2026 | 2025 | ||||||||||
| Cash flows from operating activities: | |||||||||||
| Net income | $ | 7,018 | $ | 5,969 | |||||||
| Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||||||||||
| Depreciation and amortization expense | 16,250 | 23,923 | |||||||||
| Impairments of operating lease assets | — | 1,358 | |||||||||
| Impairments of assets held for sale | 1,384 | — | |||||||||
| Stock-based compensation expense | 4,851 | 3,859 | |||||||||
| Amortization of deferred financing costs | 910 | 660 | |||||||||
| Deferred income tax provision (benefit) | (133) | 669 | |||||||||
| Gains on disposals of assets | (4,837) | (4,282) | |||||||||
| Losses (gains) on extinguishment of 4.75% convertible senior notes | 3,594 | (381) | |||||||||
| Other, net | (2,617) | (1,423) | |||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable | 4,746 | 2,601 | |||||||||
| Inventories | (26,675) | 1,348 | |||||||||
| Accounts payable and accrued liabilities | (7,997) | (1,014) | |||||||||
| Deferred revenue | (8,874) | (2,092) | |||||||||
| Other operating assets and liabilities, net | 4,238 | (6,905) | |||||||||
| Net cash flows provided by (used in) operating activities | (8,142) | 24,290 | |||||||||
| Cash flows from investing activities: | |||||||||||
| Capital expenditures | (7,139) | (19,480) | |||||||||
Proceeds from disposition of property and equipment | 737 | 4,217 | |||||||||
Proceeds from disposition of assets held for sale | 7,276 | 8,409 | |||||||||
| Other, net | (9) | (62) | |||||||||
| Net cash flows provided by (used in) investing activities | 865 | (6,916) | |||||||||
| Cash flows from financing activities: | |||||||||||
| Revolving credit facility borrowings | 67,744 | 204 | |||||||||
| Revolving credit facility repayments | (49,167) | (204) | |||||||||
| Extinguishment of 4.75% convertible senior notes | (50,452) | (14,284) | |||||||||
| Other debt and finance lease repayments, net | (355) | (344) | |||||||||
| Payment of financing costs | (2,014) | (7) | |||||||||
Purchases of treasury stock | (5,100) | (12,043) | |||||||||
| Shares added to treasury stock as a result of net share settlements due to vesting of stock awards | (3,952) | (2,432) | |||||||||
| Net cash flows used in financing activities | (43,296) | (29,110) | |||||||||
| Effect of exchange rate changes on cash and cash equivalents | 461 | 231 | |||||||||
| Net change in cash and cash equivalents | (50,112) | (11,505) | |||||||||
| Cash and cash equivalents, beginning of period | 69,914 | 65,363 | |||||||||
| Cash and cash equivalents, end of period | $ | 19,802 | $ | 53,858 | |||||||
| Cash paid for: | |||||||||||
| Interest | $ | 1,593 | $ | 3,628 | |||||||
| Income taxes, net | 4,170 | 3,660 | |||||||||
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
SEGMENT DATA
(In Thousands)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
Revenues: | |||||||||||||||||||||||||||||
Offshore Manufactured Products | |||||||||||||||||||||||||||||
| Project-driven: | |||||||||||||||||||||||||||||
| Products | $ | 51,954 | $ | 51,887 | $ | 68,653 | $ | 103,841 | $ | 127,777 | |||||||||||||||||||
| Services | 32,420 | 30,710 | 27,907 | 63,130 | 52,331 | ||||||||||||||||||||||||
| 84,374 | 82,597 | 96,560 | 166,971 | 180,108 | |||||||||||||||||||||||||
| Military and other products | 8,350 | 8,822 | 10,026 | 17,172 | 19,074 | ||||||||||||||||||||||||
Total Offshore Manufactured Products | 92,724 | 91,419 | 106,586 | 184,143 | 199,182 | ||||||||||||||||||||||||
| Completion and Production Services | 24,274 | 21,498 | 29,424 | 45,772 | 63,943 | ||||||||||||||||||||||||
| Downhole Technologies | 39,661 | 32,446 | 29,396 | 72,107 | 62,219 | ||||||||||||||||||||||||
| Total revenues | $ | 156,659 | $ | 145,363 | $ | 165,406 | $ | 302,022 | $ | 325,344 | |||||||||||||||||||
Operating income (loss): | |||||||||||||||||||||||||||||
Offshore Manufactured Products | $ | 13,936 | $ | 14,412 | $ | 16,989 | $ | 28,348 | $ | 31,265 | |||||||||||||||||||
Completion and Production Services | 3,917 | 3,490 | 1,877 | 7,407 | 5,380 | ||||||||||||||||||||||||
Downhole Technologies | 2,737 | (445) | (3,992) | 2,292 | (6,116) | ||||||||||||||||||||||||
Corporate | (8,878) | (13,179) | (9,597) | (22,057) | (19,613) | ||||||||||||||||||||||||
Total operating income (loss) | $ | 11,712 | $ | 4,278 | $ | 5,277 | $ | 15,990 | $ | 10,916 | |||||||||||||||||||
Adjusted operating income (loss)(1): | |||||||||||||||||||||||||||||
Offshore Manufactured Products | $ | 13,936 | $ | 14,604 | $ | 17,262 | $ | 28,540 | $ | 31,538 | |||||||||||||||||||
Completion and Production Services | 3,917 | 3,490 | 4,056 | 7,407 | 8,489 | ||||||||||||||||||||||||
Downhole Technologies | 2,737 | (445) | (2,785) | 2,292 | (4,909) | ||||||||||||||||||||||||
Corporate | (9,975) | (9,299) | (9,597) | (19,274) | (19,613) | ||||||||||||||||||||||||
Total adjusted operating income (loss) | $ | 10,615 | $ | 8,350 | $ | 8,936 | $ | 18,965 | $ | 15,505 | |||||||||||||||||||
________________
(1)These are non-GAAP measures. See “Reconciliations of GAAP to Non-GAAP Financial Information” tables below for reconciliations to their most comparable GAAP measures as well as for further detail of charges and credits excluded from adjusted operating income (loss) in each of the periods presented.
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED OPERATING INCOME, EXCLUDING CHARGES AND CREDITS (A)
(In Thousands)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
Operating income | $ | 11,712 | $ | 4,278 | $ | 5,277 | $ | 15,990 | $ | 10,916 | |||||||||||||||||||
Impairments of: | |||||||||||||||||||||||||||||
| Operating lease assets | — | — | 1,358 | — | 1,358 | ||||||||||||||||||||||||
| Assets held for sale | — | 1,384 | — | 1,384 | — | ||||||||||||||||||||||||
| Facility consolidation/closure and other charges | 1,395 | 2,688 | 2,301 | 4,083 | 3,231 | ||||||||||||||||||||||||
| Gain on disposal of facility held for sale | (4,149) | — | — | (4,149) | — | ||||||||||||||||||||||||
| Executive transition costs | 1,657 | — | — | 1,657 | — | ||||||||||||||||||||||||
| Adjusted operating income, excluding charges and credits | $ | 10,615 | $ | 8,350 | $ | 8,936 | $ | 18,965 | $ | 15,505 | |||||||||||||||||||
________________
(A)Adjusted operating income, excluding charges and credits consists of operating income plus impairments of assets and facility consolidation/closure and other charges and executive transition costs, less gain on disposal of facility held for sale. Adjusted operating income, excluding charges and credits is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for operating income as prepared in accordance with GAAP. The Company has included adjusted operating income, excluding charges and credits as a supplemental disclosure because its management believes that adjusted operating income, excluding charges and credits provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED SEGMENT OPERATING INCOME (LOSS), EXCLUDING CHARGES AND CREDITS (B)
(In Thousands)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
Offshore Manufactured Products: | |||||||||||||||||||||||||||||
| Operating income | $ | 13,936 | $ | 14,412 | $ | 16,989 | $ | 28,348 | $ | 31,265 | |||||||||||||||||||
Facility consolidation/closure and other charges | — | 192 | 273 | 192 | 273 | ||||||||||||||||||||||||
| Adjusted Segment Operating Income, excluding charges and credits | $ | 13,936 | $ | 14,604 | $ | 17,262 | $ | 28,540 | $ | 31,538 | |||||||||||||||||||
Completion and Production Services: | |||||||||||||||||||||||||||||
| Operating income | $ | 3,917 | $ | 3,490 | $ | 1,877 | $ | 7,407 | $ | 5,380 | |||||||||||||||||||
| Impairments of operating lease assets | — | — | 403 | — | 403 | ||||||||||||||||||||||||
Facility consolidation/closure and other charges | — | — | 1,776 | — | 2,706 | ||||||||||||||||||||||||
| Adjusted Segment Operating Income, excluding charges and credits | $ | 3,917 | $ | 3,490 | $ | 4,056 | $ | 7,407 | $ | 8,489 | |||||||||||||||||||
| Downhole Technologies: | |||||||||||||||||||||||||||||
| Operating income (loss) | $ | 2,737 | $ | (445) | $ | (3,992) | $ | 2,292 | $ | (6,116) | |||||||||||||||||||
| Impairments of operating lease assets | — | — | 955 | — | 955 | ||||||||||||||||||||||||
Facility consolidation/closure and other charges | — | — | 252 | — | 252 | ||||||||||||||||||||||||
| Adjusted Segment Operating Income (Loss), excluding charges and credits | $ | 2,737 | $ | (445) | $ | (2,785) | $ | 2,292 | $ | (4,909) | |||||||||||||||||||
| Corporate: | |||||||||||||||||||||||||||||
| Operating loss | $ | (8,878) | $ | (13,179) | $ | (9,597) | $ | (22,057) | $ | (19,613) | |||||||||||||||||||
Impairments of assets held for sale | — | 1,384 | — | 1,384 | — | ||||||||||||||||||||||||
Facility consolidation/closure and other charges | 1,395 | 2,496 | — | 3,891 | — | ||||||||||||||||||||||||
| Gain on disposal of facility held for sale | (4,149) | — | — | (4,149) | — | ||||||||||||||||||||||||
| Executive transition costs | 1,657 | — | — | 1,657 | — | ||||||||||||||||||||||||
| Adjusted Segment Operating Loss, excluding charges and credits | $ | (9,975) | $ | (9,299) | $ | (9,597) | $ | (19,274) | $ | (19,613) | |||||||||||||||||||
________________
(B)Adjusted Segment Operating Income (Loss), excluding charges and credits consists of operating income (loss) plus impairments of assets, facility consolidation/closure and other charges, and executive transition costs, less gain on disposal of facility held for sale. Adjusted Segment Operating Income (Loss), excluding charges and credits is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for segment operating income (loss) as prepared in accordance with GAAP. The Company has included Adjusted Segment Operating Income (Loss), excluding charges and credits as a supplemental disclosure because its management believes that Adjusted Segment Operating Income (Loss), excluding charges and credits provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED EBITDA (C)
(In Thousands)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
| Net income | $ | 5,910 | $ | 1,108 | $ | 2,811 | $ | 7,018 | $ | 5,969 | |||||||||||||||||||
| Interest expense, net | 508 | 1,175 | 1,692 | 1,683 | 3,270 | ||||||||||||||||||||||||
| Income tax provision | 2,013 | 2,143 | 1,410 | 4,156 | 2,451 | ||||||||||||||||||||||||
| Depreciation and amortization expense | 8,061 | 8,189 | 11,898 | 16,250 | 23,923 | ||||||||||||||||||||||||
Impairments of: | |||||||||||||||||||||||||||||
| Operating lease assets | — | — | 1,358 | — | 1,358 | ||||||||||||||||||||||||
Assets held for sale | — | 1,384 | — | 1,384 | — | ||||||||||||||||||||||||
| Facility consolidation/closure and other charges | 1,395 | 2,688 | 2,301 | 4,083 | 3,231 | ||||||||||||||||||||||||
| Gain on disposal of facility held for sale | (4,149) | — | — | (4,149) | — | ||||||||||||||||||||||||
| Losses (gains) on extinguishment of 4.75% convertible senior notes | 3,594 | — | (381) | 3,594 | (381) | ||||||||||||||||||||||||
| Executive transition costs | 1,657 | — | — | 1,657 | — | ||||||||||||||||||||||||
| Adjusted EBITDA | $ | 18,989 | $ | 16,687 | $ | 21,089 | $ | 35,676 | $ | 39,821 | |||||||||||||||||||
________________
(C)The term Adjusted EBITDA consists of net income plus net interest expense, taxes, depreciation and amortization expense, impairments of assets, facility consolidation/closure and other charges, losses (gains) on extinguishment of Convertible Notes and executive transition costs, less gain on disposal of facility held for sale. Adjusted EBITDA is not a measure of financial performance under generally accepted accounting principles (“GAAP”) and should not be considered in isolation from or as a substitute for net income or cash flow measures prepared in accordance with GAAP or as a measure of profitability or liquidity. Additionally, Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. The Company has included Adjusted EBITDA as a supplemental disclosure because its management believes that Adjusted EBITDA provides useful information regarding its ability to service debt and to fund capital expenditures and provides investors a helpful measure for comparing its operating performance with the performance of other companies that have different financing and capital structures or tax rates. The Company uses Adjusted EBITDA to compare and to monitor the performance of the Company and its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan. The table above sets forth reconciliations of Adjusted EBITDA to net income, which is the most directly comparable measure of financial performance calculated under GAAP.
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED SEGMENT EBITDA (D)
(In Thousands)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
Offshore Manufactured Products: | |||||||||||||||||||||||||||||
| Operating income | $ | 13,936 | $ | 14,412 | $ | 16,989 | $ | 28,348 | $ | 31,265 | |||||||||||||||||||
| Other income (expense), net | 39 | (21) | 140 | 18 | 182 | ||||||||||||||||||||||||
| Depreciation and amortization expense | 3,932 | 3,940 | 3,703 | 7,872 | 7,311 | ||||||||||||||||||||||||
Facility consolidation/closure and other charges | — | 192 | 273 | 192 | 273 | ||||||||||||||||||||||||
| Adjusted Segment EBITDA | $ | 17,907 | $ | 18,523 | $ | 21,105 | $ | 36,430 | $ | 39,031 | |||||||||||||||||||
Completion and Production Services: | |||||||||||||||||||||||||||||
| Operating income | $ | 3,917 | $ | 3,490 | $ | 1,877 | $ | 7,407 | $ | 5,380 | |||||||||||||||||||
| Other income, net | 219 | 129 | 115 | 348 | 211 | ||||||||||||||||||||||||
| Depreciation and amortization expense | 2,434 | 2,517 | 4,083 | 4,951 | 8,355 | ||||||||||||||||||||||||
| Impairments of operating lease assets | — | — | 403 | — | 403 | ||||||||||||||||||||||||
Facility consolidation/closure and other charges | — | — | 1,776 | — | 2,706 | ||||||||||||||||||||||||
| Adjusted Segment EBITDA | $ | 6,570 | $ | 6,136 | $ | 8,254 | $ | 12,706 | $ | 17,055 | |||||||||||||||||||
| Downhole Technologies: | |||||||||||||||||||||||||||||
| Operating income (loss) | $ | 2,737 | $ | (445) | $ | (3,992) | $ | 2,292 | $ | (6,116) | |||||||||||||||||||
| Depreciation and amortization expense | 1,506 | 1,539 | 4,005 | 3,045 | 8,034 | ||||||||||||||||||||||||
| Impairments of operating lease assets | — | — | 955 | — | 955 | ||||||||||||||||||||||||
Facility consolidation/closure and other charges | — | — | 252 | — | 252 | ||||||||||||||||||||||||
| Adjusted Segment EBITDA | $ | 4,243 | $ | 1,094 | $ | 1,220 | $ | 5,337 | $ | 3,125 | |||||||||||||||||||
| Corporate: | |||||||||||||||||||||||||||||
| Operating loss | $ | (8,878) | $ | (13,179) | $ | (9,597) | $ | (22,057) | $ | (19,613) | |||||||||||||||||||
| Other income (expense), net | (3,539) | 40 | 381 | (3,499) | 381 | ||||||||||||||||||||||||
| Depreciation and amortization expense | 189 | 193 | 107 | 382 | 223 | ||||||||||||||||||||||||
Impairments of assets held for sale | — | 1,384 | — | 1,384 | — | ||||||||||||||||||||||||
Facility consolidation/closure and other charges | 1,395 | 2,496 | — | 3,891 | — | ||||||||||||||||||||||||
| Gain on disposal of facility held for sale | (4,149) | — | — | (4,149) | — | ||||||||||||||||||||||||
| Losses (gains) on extinguishment of 4.75% convertible senior notes | 3,594 | — | (381) | 3,594 | (381) | ||||||||||||||||||||||||
| Executive transition costs | 1,657 | — | — | 1,657 | — | ||||||||||||||||||||||||
| Adjusted Segment EBITDA | $ | (9,731) | $ | (9,066) | $ | (9,490) | $ | (18,797) | $ | (19,390) | |||||||||||||||||||
________________
(D)The term Adjusted Segment EBITDA consists of operating income (loss) plus other income (expense), depreciation and amortization expense, impairments of assets and facility consolidation/closure and other charges, losses (gains) on extinguishment of Convertible Notes and executive transition costs, less gain on disposal of facility held for sale. Adjusted Segment EBITDA is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for operating income (loss) or cash flow measures prepared in accordance with GAAP or as a measure of profitability or liquidity. Additionally, Adjusted Segment EBITDA may not be comparable to other similarly titled measures of other companies. The Company has included Adjusted Segment EBITDA as supplemental disclosure because its management believes that Adjusted Segment EBITDA provides useful information regarding its ability to service debt and to fund capital expenditures and provides investors a helpful measure for comparing its operating performance with the performance of other companies that have different financing and capital structures or tax rates. The Company uses Adjusted Segment EBITDA to compare and to monitor the performance of its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan. The table above sets forth reconciliations of Adjusted Segment EBITDA to operating income (loss), which is the most directly comparable measure of financial performance calculated under GAAP.
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
ADJUSTED NET INCOME, EXCLUDING CHARGES AND CREDITS (E) AND
ADJUSTED NET INCOME PER SHARE, EXCLUDING CHARGES AND CREDITS (F)
(In Thousands, Except Per Share Amounts)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
| Net income | $ | 5,910 | $ | 1,108 | $ | 2,811 | $ | 7,018 | $ | 5,969 | |||||||||||||||||||
| Impairments of: | |||||||||||||||||||||||||||||
| Operating lease assets | — | — | 1,358 | — | 1,358 | ||||||||||||||||||||||||
Assets held for sale | — | 1,384 | — | 1,384 | — | ||||||||||||||||||||||||
| Facility consolidation/closure and other charges | 1,395 | 2,688 | 2,301 | 4,083 | 3,231 | ||||||||||||||||||||||||
| Gain on disposal of facility held for sale | (4,149) | — | — | (4,149) | — | ||||||||||||||||||||||||
| Losses (gains) on extinguishment of 4.75% convertible senior notes | 3,594 | — | (381) | 3,594 | (381) | ||||||||||||||||||||||||
| Executive transition costs | 1,657 | — | — | 1,657 | — | ||||||||||||||||||||||||
Total adjustments, before taxes | 2,497 | 4,072 | 3,278 | 6,569 | 4,208 | ||||||||||||||||||||||||
| Income tax benefit impact of adjustments, net | — | — | (688) | — | (884) | ||||||||||||||||||||||||
Total adjustments, net of taxes | 2,497 | 4,072 | 2,590 | 6,569 | 3,324 | ||||||||||||||||||||||||
| Adjusted net income, excluding charges and credits | $ | 8,407 | $ | 5,180 | $ | 5,401 | $ | 13,587 | $ | 9,293 | |||||||||||||||||||
| Adjusted weighted average number of diluted common shares outstanding | 58,627 | 58,439 | 59,154 | 58,541 | 59,661 | ||||||||||||||||||||||||
| Adjusted diluted net income per share, excluding charges and credits | $ | 0.14 | $ | 0.09 | $ | 0.09 | $ | 0.23 | $ | 0.16 | |||||||||||||||||||
________________
(E)Adjusted net income, excluding charges and credits consists of net income plus impairments of assets and facility consolidation/closure and other charges, losses (gains) on extinguishment of Convertible Notes, executive transition costs, less gain on disposal of facility held for sale and the impact of these adjustments on income tax provision (benefit). Adjusted net income, excluding charges and credits is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for net income as prepared in accordance with GAAP. The Company has included adjusted net income, excluding charges and credits as a supplemental disclosure because its management believes that adjusted net income, excluding charges and credits provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.
(F)Adjusted net income per share, excluding charges and credits is calculated as adjusted net income, excluding charges and credits divided by the weighted average number of common shares outstanding. Adjusted net income per share, excluding charges and credits is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for net income per share as prepared in accordance with GAAP. The Company has included adjusted net income per share, excluding charges and credits as a supplemental disclosure because its management believes that adjusted net income per share, excluding charges and credits provides investors a helpful measure for comparing its operating performance with previous and subsequent periods.
OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL INFORMATION
FREE CASH FLOW (G)
(In Thousands)
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||||||||
| June 30, 2026 | March 31, 2026 | June 30, 2025 | June 30, 2026 | June 30, 2025 | |||||||||||||||||||||||||
Net cash flows provided by (used in) operating activities | $ | (6,257) | $ | (1,885) | $ | 14,995 | $ | (8,142) | $ | 24,290 | |||||||||||||||||||
Less: Capital expenditures | (2,912) | (4,227) | (10,322) | (7,139) | (19,480) | ||||||||||||||||||||||||
| Plus: Proceeds from disposition of property and equipment | 341 | 396 | 2,532 | 737 | 4,217 | ||||||||||||||||||||||||
| Proceeds from disposition of assets held for sale | 6,803 | 473 | 909 | 7,276 | 8,409 | ||||||||||||||||||||||||
Free cash flow | $ | (2,025) | $ | (5,243) | $ | 8,114 | $ | (7,268) | $ | 17,436 | |||||||||||||||||||
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(G)The term free cash flow consists of net cash flows provided by (used in) operating activities less capital expenditures plus proceeds from the disposition of property and equipment and assets held for sale. Free cash flow is not a measure of financial performance under GAAP and should not be considered in isolation from or as a substitute for cash flow measures prepared in accordance with GAAP. The table above sets forth reconciliations of free cash flow to net cash flows provided by (used in) operating activities, which is the most directly comparable measure of financial performance calculated under GAAP.
Company Contact:
Matthew Autenrieth
Oil States International, Inc.
Executive Vice President, Chief Financial Officer and Treasurer
(713) 652-0582
SOURCE: Oil States International, Inc.