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klxe-20211031

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For The Quarterly Period Ended October 31, 2021


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For the transition period from to

Commission File No. 001-38609

KLX Energy Services Holdings, Inc.

(Exact name of registrant as specified in its charter)



Delaware			36-4904146
(State of Incorporation)			(I.R.S. Employer Identification No.)

3040 Post Oak Boulevard, 15th Floor

Houston, TX 77056

(832) 844-1015

(Address, including zip code, and telephone number, including area code, of principal executive offices of registrant)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, $0.01 Par Value

KLXE

The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☒

Emerging growth company

☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The registrant has one class of common stock, $0.01 par value, of which 10,346,840 shares were outstanding as of December 3, 2021.

Table of Contents

KLX Energy Services Holdings, Inc.

Form 10-Q

Table of Contents


PART I - FINANCIAL INFORMATION		3
	Item 1. Condensed Consolidated Financial Statements (Unaudited)	3
	Balance Sheets as of October 31, 2021 and January 31, 2021	3
	Statements of Operations for the Three and Nine Months Ended October 31, 2021 and 2020	4
	Statements of Stockholders' Equity (Deficit) for the Three and Nine Months Ended October 31, 2021 and 2020	5
	Statements of Cash Flows for the Nine Months Ended October 31, 2021 and 2020	6
	Notes to Condensed Consolidated Financial Statements	7
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
	Item 3. Quantitative and Qualitative Disclosures About Market Risk	36

	Item 4. Controls and Procedures	36
PART II - OTHER INFORMATION		36
	Item 1. Legal Proceedings	36
	Item 1A. Risk Factors	37
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	37
	Item 3. Defaults Upon Senior Securities	37
	Item 4. Mine Safety Disclosures	37
	Item 5. Other Information	37
	Item 6. Exhibits	38
SIGNATURES		39

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PART 1 – FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

KLX Energy Services Holdings, Inc.

Condensed Consolidated Balance Sheets

(In millions of U.S. dollars and shares)

(Unaudited)


	October 31, 2021		January 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	40.8	$	47.1
Accounts receivable–trade, net of allowance of $6.3 and $6.5	102.9		67.0
Inventories, net	22.7		20.8
Other current assets	11.6		15.8
Total current assets	178.0		150.7
Property and equipment, net	169.7		203.7
Intangible assets, net	2.3		2.5
Other assets	4.8		5.8
Total assets	$	354.8	$	362.7
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	64.1	$	39.4
Accrued interest	14.7		7.2
Accrued liabilities	28.7		29.2
Current portion of capital leases	3.8		1.9
Total current liabilities	111.3		77.7
Long-term debt	274.6		243.9
Long-term capital lease obligations	6.3		4.4
Other non-current liabilities	3.9		4.6
Commitments, contingencies and off-balance sheet arrangements (Note 11)
Stockholders’ equity (deficit):
Common stock, $0.01 par value; 110.0 authorized; 10.2 and 8.6 issued	0.1		0.1
Additional paid-in capital	476.6		469.1
Treasury stock, at cost, 0.3 shares and 0.3 shares	(4.3)		(4.0)
Accumulated deficit	(513.7)		(433.1)
Total stockholders’ equity (deficit)	(41.3)		32.1
Total liabilities and stockholders' equity (deficit)	$	354.8	$	362.7

See accompanying notes to condensed consolidated financial statements.

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KLX Energy Services Holdings, Inc.

Condensed Consolidated Statements of Operations

(In millions of U.S. dollars, except per share amounts)

(Unaudited)


	Three Months Ended				Nine Months Ended
	October 31, 2021		October 31, 2020		October 31, 2021		October 31, 2020
Revenues	$	139.0	$	70.9	$	341.7	$	190.1
Costs and expenses:
Cost of sales	120.7		65.6		308.5		180.5
Depreciation and amortization	13.7		14.7		43.6		43.8
Selling, general and administrative expenses	14.8		14.1		44.1		69.6
Research and development costs	0.2		0.1		0.4		0.6
Impairment and other charges	—		4.4		0.8		213.1
Bargain Purchase Gain	—		2.4		0.5		(38.7)
Operating loss	(10.4)		(30.4)		(56.2)		(278.8)
Non-operating expense:
Interest expense, net	8.2		7.7		24.0		22.7
Loss before income tax	(18.6)		(38.1)		(80.2)		(301.5)
Income tax expense	0.2		0.2		0.4		0.3
Net loss	$	(18.8)	$	(38.3)	$	(80.6)	$	(301.8)

Net loss per share-basic(1)	$	(2.19)	$	(4.56)	$	(9.60)	$	(50.26)
Net loss per share-diluted(1)	$	(2.19)	$	(4.56)	$	(9.60)	$	(50.26)

(1) Common stock and treasury stock were retroactively adjusted for the Company's 1-for-5 Reverse Stock Split effective July 28, 2020. See Note 1.

See accompanying notes to condensed consolidated financial statements.

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KLX Energy Services Holdings, Inc.

Condensed Consolidated Statements of Stockholders' Equity (Deficit)

Nine Months Ended October 31, 2021 and 2020

(In millions of U.S. dollars and shares)

(Unaudited)


	Common Stock			Additional Paid-in Capital		Treasury Stock		Accumulated Deficit		Total Stockholders’ Equity (Deficit)
	Shares	Amount
Balance at January 31, 2021	8.6	$	0.1	$	469.1	$	(4.0)	$	(433.1)	$	32.1
Restricted stock, net of forfeitures	0.5	—		0.8		—		—		0.8
Purchase of treasury stock	—	—		—		(0.3)		—		(0.3)
Net loss	—	—		—		—		(36.8)		(36.8)
Balance at April 30, 2021	9.1	0.1		469.9		(4.3)		(469.9)		(4.2)
Restricted stock, net of forfeitures	—	—		1.0		—		—		1.0
Issuance of common stock, net of cost	0.1	—		—		—		—		—
Net loss	—	—		—		—		(25.0)		(25.0)
Balance at July 31, 2021	9.2	0.1		470.9		(4.3)		(494.9)		(28.2)
Restricted stock, net of forfeitures	—	—		0.9		—		—		0.9
Issuance of common stock, net of cost	1.0	—		4.8		—		—		4.8
Net loss	—	—		—		—		(18.8)		(18.8)
Balance at October 31, 2021	10.2	$	0.1	$	476.6	$	(4.3)	$	(513.7)	$	(41.3)


	Common Stock(1)			Additional Paid-in Capital		Treasury Stock(1)		Accumulated Deficit		Total Stockholders’ Equity
	Shares	Amount
Balance at January 31, 2020	5.0	$	0.1	$	416.6	$	(3.6)	$	(100.9)	$	312.2
Restricted stock, net of forfeitures	—	—		(0.7)		—		—		(0.7)
Purchase of treasury stock	—	—		—		(0.3)		—		(0.3)
Red Bone acquisition price shares reserved	0.1	—		—		—		—		—
Net loss	—	—		—		—		(243.1)		(243.1)
Balance at April 30, 2020	5.1	0.1		415.9		(3.9)		(344.0)		68.1
Restricted stock, net of forfeitures	—	—		17.4		(0.1)		—		17.3
QES acquisition price shares issuance	3.4	—		34.7		—		—		34.7
Net loss	—	—		—		—		(20.4)		(20.4)
Balance at July 31, 2020	8.5	0.1		468.0		(4.0)		(364.4)		99.7
Restricted stock, net of forfeitures	—	—		0.5		—		—		0.5
Net loss	—	—		—		—		(38.3)		(38.3)
Balance at October 31, 2020	8.5	$	0.1	$	468.5	$	(4.0)	$	(402.7)	$	61.9

(1) Common stock and treasury stock were retroactively adjusted for the Company's 1-for-5 Reverse Stock Split effective July 28, 2020. See Note 1.

See accompanying notes to condensed consolidated financial statements.

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KLX Energy Services Holdings, Inc.

Condensed Consolidated Statements of Cash Flows

(In millions of U.S. dollars)

(Unaudited)


	Nine Months Ended
	October 31, 2021		October 31, 2020
Cash flows from operating activities:
Net loss	$	(80.6)	$	(301.8)
Adjustments to reconcile net loss to net cash flows used in operating activities
Depreciation and amortization	43.6		43.8
Impairment and other charges	0.8		213.1
Non-cash compensation	2.7		17.2
Amortization of deferred financing fees	0.9		1.0
Provision for inventory obsolescence reserve	0.6		2.8
Change in allowance for doubtful accounts	0.4		(9.4)
Gain on disposal of property, equipment and other	(7.1)		(0.2)
Bargain purchase gain	0.5		(38.7)
Changes in operating assets and liabilities:
Accounts receivable	(36.3)		51.5
Inventories	(2.5)		(2.2)
Other current and non-current assets	3.0		7.0
Accounts payable	22.8		(20.2)
Other current and non-current liabilities	8.0		0.3
Net cash flows used in operating activities	(43.2)		(35.8)
Cash flows from investing activities:
Purchases of property and equipment	(7.5)		(11.1)
Proceeds from sale of property and equipment	13.7		1.8
Acquisitions, net of cash acquired	—		(1.0)
Net cash flows provided by (used in) investing activities	6.2		(10.3)
Cash flows from financing activities:
Borrowings from ABL Facility	30.0		—
Purchase of treasury stock	(0.3)		(0.4)
Proceeds from stock issuance, net of costs	4.8		—
Payments on capital lease obligations	(2.0)		—
Change to financed payables	(1.8)		2.8
Net cash flows provided by financing activities	30.7		2.4
Net decrease in cash and cash equivalents	(6.3)		(43.7)
Cash and cash equivalents, beginning of period	47.1		123.5
Cash and cash equivalents, end of period	$	40.8	$	79.8

Supplemental disclosures of cash flow information:
Cash paid during period for:
Income taxes paid, net of refunds	$	0.2	$	(0.3)
Interest	15.4		14.8
Supplemental schedule of non-cash activities:
Issuance of common stock and stock based payments for QES acquisition	$	—	$	34.7
Change in deposits on capital expenditures	—		(5.6)
Accrued capital expenditures	3.5		0.5

See accompanying notes to condensed consolidated financial statements.

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KLX Energy Services Holdings, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited – In millions of U.S. dollars)

NOTE 1 - Description of Business and Basis of Presentation

Description of Business

KLX Energy Services Holdings, Inc. (the “Company”, “KLXE” or “KLX Energy Services”) is a growth-oriented provider of diversified oilfield services to leading onshore oil and natural gas exploration and production (“E&P”) companies operating in both conventional and unconventional plays in all major active basins throughout the United States. The Company delivers mission critical oilfield services focused on drilling, completion, production and intervention activities for the most technically demanding wells from over 50 service and support facilities located throughout the United States.

The Company offers a complementary suite of proprietary products and specialized services that is supported by technically skilled personnel and a broad portfolio of innovative in-house manufacturing, repair and maintenance capabilities. KLXE’s primary services include coiled tubing, directional drilling, thru-tubing, hydraulic fracturing rentals, fishing, pressure control, wireline, rig-assisted snubbing, fluid pumping, flowback, pressure pumping and special situation services. KLXE’s primary rentals include hydraulic fracturing stacks, blow out preventers, tubulars, downhole tools, and accommodation units. KLXE's primary product offering includes a suite of proprietary dissolvable and composite plugs along with liner hangers, stage cementing tools, inflatables, and float/casing equipment.

On July 24, 2020, KLXE stockholders approved an amendment to the amended and restated certificate of incorporation of KLXE (the “Reverse Stock Split Amendment”) to effect a reverse stock split of KLXE common stock at a ratio within a range of 1-for-5 and 1-for-10 (the “Reverse Stock Split”), as determined by KLXE’s Board of Directors (the “Board”). The Board subsequently resolved to implement the Reverse Stock Split at a ratio of 1-for-5.

On July 28, 2020, KLX Energy Services, Krypton Intermediate, LLC, an indirect wholly owned subsidiary of KLXE, Krypton Merger Sub, Inc., an indirect wholly owned subsidiary of KLXE (“Merger Sub”), and Quintana Energy Services Inc. (“QES”) completed the previously announced acquisition of QES, by means of a merger of Merger Sub with and into QES, with QES surviving the merger as a subsidiary of KLXE (the “Merger”).

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. All adjustments which, in the opinion of the Company’s management, are considered necessary for a fair presentation of the results of operations for the periods shown are of a normal recurring nature and have been reflected in the condensed consolidated financial statements. The results of operations for the periods presented are not necessarily indicative of the results expected for the full fiscal year 2021 or for any future period. The information included in these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s 2020 Annual Report on Form 10-K filed with the SEC on April 28, 2021.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and related disclosures. Actual results could differ from those estimates.

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The accompanying unaudited condensed consolidated financial statements present the consolidated KLXE and QES financial position as of October 31, 2021 and January 31, 2021. Combined results for both legacy KLXE and legacy QES are included for the entire period in the condensed consolidated statements of operations and cash flows for the three and nine months ended October 31, 2021. The condensed consolidated statements of operations and cash flows for the three and nine months ended October 31, 2020 includes QES’s results for the final three days of the Company's second fiscal quarter, July 29, 2020 through July 31, 2020.

On September 3, 2021, the Board of the Company adopted the Fourth Amended and Restated Bylaws of the Company, effective as of such date, to change the Company’s fiscal year-end from January 31 to December 31, effective beginning with the year ending December 31, 2021. As a result, the Company’s current fiscal year 2021 will be shortened from 12 months to 11 months and end on December 31, 2021. The Company is undertaking this change in an effort to normalize our fiscal year-end and improve comparability with our peers.

Depreciation and Amortization

The Company changed its presentation of depreciation and amortization expense in the first quarter of 2021. Depreciation and amortization expense is presented separately from cost of sales and selling, general, and administrative expenses. Prior period results have been reclassified to conform with current presentation.

Segment Reporting

During the third quarter of 2020, the Company changed its presentation of reportable segments related to the allocation of corporate overhead costs to reflect the presentation used by the Company's chief operational decision-making group ("CODM") to make decisions about resources to be allocated to the Company’s reportable segments and to assess segment performance. Historically, and through July 31, 2020, the Company’s total corporate overhead costs were allocated and reported within each reportable segment. Starting in the third quarter of 2020, the Company changed the corporate overhead allocation methodology to only include corporate costs incurred on behalf of its operating segments, which includes accounts payable, accounts receivable, insurance, audit, supply chain, health, safety and environmental and others. The remaining unallocated corporate costs are reported as a reconciling item in the Company’s segment reporting disclosures. See Note 14 for additional information. As a result of the change in presentation, the total corporate overhead costs allocated for the three and nine months ended October 31, 2020 to the Company’s three reportable segments decreased by $11.4 and $13.7, respectively.

The Company also changed its presentation of service offering revenues. Historically, and through July 31, 2020, the Company’s service offering revenues included revenues from the completion, production and intervention market types within segment reporting. During the third quarter of 2020, the Company changed the presentation of its service offering revenues by separately reporting a drilling market type revenue, which includes directional drilling, drilling accommodation units and related drilling support services. The reclassifications are retroactively reported in the Company’s segment reporting disclosures to reflect the drilling revenue change and use of the information by the Company’s CODM.

These changes in the Company’s corporate allocation method and service offering revenue disclosures have no net impact to the condensed consolidated financial statements. The changes better reflect the CODM’s philosophy on assessing performance and allocating resources as well as improve the Company’s comparability to its peer group.

Property and Equipment, Net

Property and equipment are stated at cost and depreciated generally under the straight-line method over their estimated useful lives of one to forty years (or the lesser of the term of the lease for leasehold improvements, as appropriate). During the quarter, as a result of increased usage from improving drilling activity levels and changes in the manner and conditions in which various types of our small tools are used, we updated the

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estimated useful lives of such tools to 1 - 3 years, resulting in approximately $0.2 of incremental monthly depreciation on a prospective basis.

NOTE 2 - Recent Accounting Pronouncements

Accounting Standard Update not yet Adopted

In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, Reference Rate Reform (“Topic 848”): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This ASU provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting and, particularly, the risk of cessation of the London Interbank Offered Rate (“LIBOR”). The amendments in this ASU are elective and apply to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments in this ASU are effective for all entities, if elected, as of March 12, 2020 through December 31, 2022. While the exact impact of this standard is not known, the guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements.

Financial Services industry and market participants continue to work towards transitioning away from interbank offered rates ("IBOR"), including the LIBOR, that are being phased out imminently. This phasing out will have an impact on the ABL Facility (defined below) that utilizes LIBOR as a benchmark. To transition from IBOR Reference Rate, the ABL Facility agreement between the Company and JP Morgan Chase & Co. ("JP Morgan"), which currently has borrowings outstanding of $30.0, will be amended to adopt an alternate rate effective on or before June 30, 2023. Until the ABL Facility agreement is amended to allow for Secured Overnight Financing Rate ("SOFR") as the replacement to LIBOR, the Alternate Base Rate ("ABR"), is the default rate that JP Morgan has agreed to use as the LIBOR replacement.

In December 2019, FASB issued ASU 2019-12, Income Taxes (“Topic 740”): Simplifying the Accounting for Income Taxes. This ASU is intended to simplify aspects of income tax approach for intraperiod tax allocations when there is a loss from continuing operations and income or a gain from other items, and to provide a general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. Topic 740 also provides guidance to simplify how an entity recognizes a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, and evaluations of when step ups in the tax basis of goodwill should be considered part of a business combination. Companies should also reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date. The guidance is effective for the Company for the fiscal year beginning January 1, 2022. While the exact impact of this standard is not known, the guidance is not expected to have a material impact on the Company’s condensed consolidated financial statements.

In June 2016, FASB issued ASU 2016-13, Financial Instruments - Credit Losses (“Topic 326”): Measurement of Credit Losses on Financial Instruments. This ASU is intended to update the measurement of credit losses on financial instruments. This update improves financial reporting by requiring earlier recognition of credit losses on financing receivables and other financial assets in scope by using the Current Expected Credit Losses (“CECL”) model. This guidance is effective for interim and annual periods beginning after December 15, 2022, with early adoption permitted. The new accounting standard introduces the CECL methodology for estimating allowances for credit losses. The Company is an oilfield service company and as of October 31, 2021 had a third-party accounts receivable balance, net of allowance, of $102.9. Topic 326 is not expected to have a material impact on the Company’s condensed consolidated financial statements.

In February 2016, FASB issued ASU 2016-02, Leases (“Topic 842”), which supersedes ASC Topic 840, Leases. Topic 842 requires lessees to recognize a lease liability and a lease asset for all leases, including operating leases, with a term greater than 12 months on its balance sheet. The update also expands the required quantitative and qualitative disclosures surrounding leases. Topic 842 will be applied using a

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modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. In November 2019, FASB deferred the effective date for implementation of Topic 842 by one year and, in June 2020, FASB deferred the effective date by an additional year. The guidance under Topic 842 is effective for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. Earlier adoption is permitted. To assess the impact of this guidance, the Company has established a cross functional implementation project team and is currently in the process of accumulating and evaluating all the necessary information required to properly account for its lease portfolio under the new standard. The Company is in the process of developing its new accounting policies and determining the potential aggregate impact this guidance is likely to have on its condensed consolidated financial statements as of its adoption date.

NOTE 3 - Business Combinations

QES Merger

On July 28, 2020, the Company completed the Merger with QES, a diversified provider of oilfield services to onshore oil and natural gas E&P companies operating in the United States. The Merger purchase price was approximately $44.4 inclusive of cash paid to settle QES debt, comprised of 3.4 million shares of the Company’s common stock. Based on the Company’s preliminary purchase price allocation, the purchase price was less than the fair value of the identifiable assets acquired, which resulted in a $39.8 bargain purchase gain being recorded in fiscal 2020. In connection with the closing of the Merger, $9.7 in outstanding borrowings and associated fees and expenses of QES's five-year asset-based revolving credit agreement (the “QES ABL Facility”) were paid off. In addition, the Company assumed certain QES compensation agreements, including restricted stock units ("RSU"), with an estimated fair value of $2.0. Based on the service period related to the period prior to the acquisition date, $0.4 was allocated to the purchase price, and $1.6 relating to post-acquisition services will be recorded as operating expenses over the remaining requisite service periods. As of the Merger date, each unvested QES RSU was converted into a KLXE RSU award at a conversion rate of 0.0969 and valued on July 28, 2020.

The Merger was accounted for as a purchase under FASB ASC 805, Business Combinations (“ASC 805”). The results of operations for the acquisition are included in the accompanying condensed consolidated statements of operations from the respective date of acquisition.

The following table summarizes the final fair values of assets acquired and liabilities assumed in the Merger in accordance with ASC 805:


	QES
Cash	$	8.7
Accounts receivable-trade	12.2
Inventories	11.8
Other current and non-current assets	7.4
Property and equipment	84.2


Accounts payable	(27.1)

Other current and non-current liabilities	(13.0)
Bargain purchase	(39.8)
Total purchase price (1)	$	44.4

(1) The total consideration of the Merger was approximately $44.4, which was comprised of 3.4 million shares of the Company's common stock and cash paid to settle QES debt.

The Company has substantially integrated portions of the QES business and, as a result, it is not practicable to report stand-alone revenues and operating (loss) earnings of the QES business since the Merger date.

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NOTE 4 - Merger and Integration Costs

Merger and integration costs were recorded separately from the acquisition of assets and assumptions of liabilities in the Merger. Merger costs consist of legal and professional fees and accelerated stock compensation expense. Integration costs consist of expenses to relocate corporate headquarters, integrate the QES business, reduce headcount, and consolidate service and support facilities. Integration of the QES business is complete and the Company incurred no merger and integration costs for the three months ended October 31, 2021.

The following table presents merger and integration costs that were recorded for the three and nine months ended October 31, 2021 and 2020 in the interim condensed consolidated statements of operations by line item:


	Three Months Ended				Nine Months Ended
	October 31, 2021		October 31, 2020		October 31, 2021		October 31, 2020
Cost of sales	$	—	$	2.7	$	1.2	$	3.0
Selling, general and administrative	—		2.7		0.5		28.9
Lease termination costs (part of impairment and other charges)	—		4.4		0.6		4.4
Total merger and integration costs	$	—	$	9.8	$	2.3	$	36.3

As of October 31, 2021 and January 31, 2021, accrued lease termination costs were:


Beginning balance as of January 31, 2021	$	3.4
Charged to costs and expenses	0.6
Deductions	(0.9)
Balance as of April 30, 2021	3.1
Deductions	(0.6)
Balance as of July 31, 2021	2.5
Deductions	(0.2)
Ending balance as of October 31, 2021	$	2.3


	Three Months Ended				Nine Months Ended
	October 31, 2021		October 31, 2020		October 31, 2021		October 31, 2020
Merger costs	$	—	$	1.3	$	—	$	27.8
Integration costs	—		8.5		2.3		8.5
Total merger and integration costs	$	—	$	9.8	$	2.3	$	36.3

NOTE 5 - Inventories, Net

Inventories, net consisted of the following:


	October 31, 2021		January 31, 2021
Spare parts	$	15.3	$	13.5
Plugs	5.5		4.6
Consumables	2.6		2.8
Other	1.9		2.3
Subtotal	25.3		23.2
Inventory obsolescence reserve	(2.6)		(2.4)
Total inventories, net	$	22.7	$	20.8

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Inventories are primarily made up of composite and dissolvable plugs, spare parts and consumables used to perform services for customers. The Company values inventories at the lower of cost or net realizable value. Inventories are reported net of obsolescence reserves of $2.6 and $2.4 as of October 31, 2021 and January 31, 2021, respectively.

NOTE 6 - Property and Equipment, Net

Property and equipment, net consisted of the following:


	Useful Life (Years)			October 31, 2021		January 31, 2021
Land, buildings and leasehold improvements	1	—	40	$	39.5	$	43.7
Machinery	1	—	20	222.2		221.8
Furniture and equipment	1	—	15	183.5		183.2
Property and equipment				445.2		448.7
Less accumulated depreciation				275.5		245.0


Total property and equipment, net				$	169.7	$	203.7

Depreciation expense was 13.6 and $14.7 for the three months ended October 31, 2021 and 2020, respectively, and $43.4 and $40.0 for the nine months ended October 31, 2021 and 2020, respectively.

Depreciation of assets is computed using the straight-line method over the lesser of the estimated useful lives of the respective assets or the lease term, if shorter. During the quarter, as a result of increased usage from improving drilling activity levels and changes in the manner and conditions in which various types of our small tools are used, we updated the estimated useful lives of such tools to 1 - 3 years, resulting in approximately $0.2 of incremental monthly depreciation on a prospective basis.

Assets Held for Sale

As of October 31, 2021, the Company’s condensed consolidated balance sheet included assets classified as held for sale of $2.6. The assets held for sale were reported within other current assets on the condensed consolidated balance sheet and represented the value of three operational facilities and select equipment. In light of the current market environment and as part of the global integration of the QES business, the Company has consolidated operations within certain geographies rendering these locations unnecessary to support the efficient operations of the Company. These assets were being actively marketed for sale as of October 31, 2021 and were recorded at the lower of their carrying value or fair value less costs to sell. During the three months ended October 31, 2021, the Company completed the sale of one aircraft with a carrying value of $0.8 for total sales proceeds of $1.9 and one operational facility with a carrying value of $0.7 for total sales proceeds of $0.7.

NOTE 7 - Goodwill and Intangible Assets, Net

Amortization expense associated with gross intangible assets of $5.7 was $0.1 and nil for the three months ended October 31, 2021 and 2020, respectively, and $0.2 and $3.8 for the nine months ended October 31, 2021 and 2020, respectively. During the three months ended October 31, 2020, accelerated amortization of $2.7 was recognized related to the Company's customer contracts and relationships long-lived intangible. The remaining intangible balance will be amortized straight-line over 7.5 years.

Goodwill and indefinite life intangible assets are tested for impairment annually or on an interim basis if events or circumstances indicate that the fair value of the asset has decreased below its carrying value. The oilfield service industry experienced an abrupt deterioration in demand during the second half of 2019, which continued into 2020. During the first quarter of 2020, the novel coronavirus (“COVID-19”) pandemic emerged and applied significant downward pressure on the global economy and oil demand and prices, leading North American operators to announce significant cuts to planned 2020 capital expenditures. The combination of the COVID-19 pandemic and supply concerns drove a steep drop in oil prices, leading to decreases in demand for the Company’s services and lower current and expected revenues for the Company.

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Based on the impairment indicators above, the Company performed a goodwill and long-lived asset impairment analysis during the three months ended April 30, 2020. The results of the impairment analysis concluded that the carrying amount of the long-lived assets exceeded the relative fair values of two of the reporting units' asset groups. As a result, the Company recorded a $180.4 long-lived asset impairment charge, $39.2 related to intangible assets and $141.2 related to property and equipment, which is included in the condensed consolidated statements of operations for the nine months ended October 31, 2020. This charge reflects $91.3 and $89.1 of the long-lived assets attributable to the Southwest and Northeast/Mid-Con segments, respectively.

Determining fair value requires the use of estimates and assumptions. Such estimates and assumptions include revenue growth rates, operating profit margins, weighted average cost of capital, terminal growth rates, future market share and future market conditions, among others. The Company’s cash flow projections were a significant input into the April 30, 2020 fair values. See Note 10 for additional information regarding the fair value determination. If the Company continues to be unable to achieve projected results or long-term projections are adjusted downward, it could negatively impact future valuations of the Company’s long-lived assets.

The valuation of the Company and its reportable segments’ goodwill impairment test was estimated using the guideline public company analysis and the discounted cash flow analysis, which were equally weighted in the fair value analysis. See Note 10 for additional information regarding the fair value determination. The results of the goodwill impairment test as of April 30, 2020 indicated that goodwill was impaired because the carrying value of the Rocky Mountains reporting unit exceeded its relative fair value. Accordingly, the Company recorded a $28.3 goodwill impairment charge, which is included in the condensed consolidated statements of operations for the nine months ended October 31, 2020. This charge reflects the full value of the goodwill attributable to the Rocky Mountains segment, leaving the Company with no goodwill.

No impairment indicators were identified for the quarter ended October 31, 2021.

NOTE 8 - Accrued Liabilities

Accrued liabilities consisted of the following:


	October 31, 2021		January 31, 2021
Accrued salaries, vacation and related benefits	$	16.0	$	14.3
Accrued property taxes	3.2		1.8
Accrued taxes other than property	3.2		2.6
Accrued lease termination costs	2.3		3.4
Accrued incentive compensation	0.8		1.9
Other accrued liabilities	3.2		5.2
Total accrued liabilities	$	28.7	$	29.2

NOTE 9 - Long-Term Debt

Outstanding long-term debt and capital lease obligations consisted of the following:


	October 31, 2021		January 31, 2021
Notes	$	250.0	$	250.0
ABL Facility	30.0		—
Capital lease obligations	10.1		6.3
Total principal outstanding	290.1		256.3
Unamortized debt issuance costs	5.4		6.1
Total debt, net of debt issuance costs	$	284.7	$	250.2
Current portion of capital lease obligations	3.8		1.9
Long-term portion of debt and capital lease obligations	$	280.9	$	248.3

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As of October 31, 2021, long-term debt consisted of $250.0 principal amount of 11.5% senior secured notes due 2025 (the “Notes”) offered pursuant to Rule 144A under the Securities Act of 1933 (as amended, the “Securities Act”) and to certain non-U.S. persons outside the United States in compliance with Regulation S under the Securities Act. On a net basis, after taking into consideration unamortized debt issuance costs for the Notes, total debt related to the Notes as of October 31, 2021 was $244.6. The Notes bear interest at an annual rate of 11.5%, payable semi-annually in arrears on May 1 and November 1. Accrued interest related to the Notes was $14.4 as of October 31, 2021.

As of October 31, 2021, the Company also had a $100.0 asset-based revolving credit facility pursuant to a senior secured credit agreement dated August 10, 2018 (the “ABL Facility”). The ABL Facility became effective on September 14, 2018 and matures in September 2023. On October 22, 2018, the ABL Facility was amended primarily to permit the Company to issue the Notes and acquire Motley Services, LLC (“Motley”) and the definition of the required ratio (as defined in the ABL Facility) was also amended as a result of the Notes issuance.

The ABL Facility is tied to a borrowing base formula and has no maintenance financial covenants as long as the minimum level of borrowing availability is maintained. The ABL Facility is secured by, among other things, a first priority lien on the Company’s accounts receivable and inventory and contains customary conditions precedent to borrowing and affirmative and negative covenants.

The ABL Facility includes a springing financial covenant which requires the Company’s consolidated fixed charge coverage ratio (“FCCR”) to be at least 1.0 to 1.0 if availability falls below the greater of $10.0 or 15% of the borrowing base. At all times during the nine months ended October 31, 2021, availability exceeded this threshold, and the Company was not subject to this financial covenant. As of October 31, 2021, the FCCR was below 1.0 to 1.0. The Company was in full compliance with its credit facility as of October 31, 2021.

Borrowings outstanding under the ABL Facility were $30.0 as of October 31, 2021 and bear interest at a rate equal to LIBOR plus the applicable margin (as defined in the ABL Facility). The effective interest rate under the ABL Facility was approximately 4.75% on October 31, 2021. Total letters of credit outstanding under the ABL Facility were $5.0 at October 31, 2021, a reduction of $1.6 or 24.2% compared to July 31, 2021. Accrued interest under the ABL Facility was $0.3 as of October 31, 2021.

Financial Services industry and market participants continue to work towards transitioning away from IBOR, including the LIBOR, that are being phased out imminently. This phasing out will have an impact on the ABL Facility that utilizes LIBOR as a benchmark. To transition from IBOR Reference Rate, the ABL Facility agreement between the Company and JP Morgan, which currently has borrowings outstanding of $30.0, will be amended to adopt an alternate rate effective on or before June 30, 2023. Until the ABL Facility agreement is amended to allow for SOFR as the replacement to LIBOR, the ABR is the default rate that JP Morgan has agreed to use as the LIBOR replacement. See Note 2 for further discussion of upcoming changes from LIBOR to Term SOFR.

We have total funds available of $40.0 and net funds available of $30.0, after $10.0 FCCR holdback, on the October 31, 2021 borrowing base certificate.

Capital Lease Obligations

The Company acquired QES's long-term capital lease agreements in the Merger. The leases are for a manufacturing and office facility supporting completion operations in Oklahoma and have 20-year lease terms. The Company also leases certain vehicles, machinery and service equipment under capital leases. The capital lease obligations for these assets have lease terms ranging from 36 months to 101 months, and the interest rates range between 3.0% to 7.2%.

Total capital lease obligations were $10.1 as of October 31, 2021, including $3.8 of current capital lease obligations.

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NOTE 10 - Fair Value Information

All financial instruments are carried at amounts that approximate estimated fair value. The fair value is the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. Assets measured at fair value are categorized based upon the lowest level of significant input to the valuations.

Level 1 – quoted prices in active markets for identical assets and liabilities.

Level 2 – quoted prices for identical assets and liabilities in markets that are not active or observable inputs other than quoted prices in active markets for identical assets and liabilities.

Level 3 – unobservable inputs in which there is little or no market data available, which require the reporting entity to develop its own assumptions.

The carrying amounts of cash and cash equivalents, accounts receivable–trade and accounts payable represent their respective fair values due to their short-term nature. The fair value of the ABL Facility approximates its carrying value as of October 31, 2021.

The following tables present the placement in the fair value hierarchy of the Notes, based on market prices for publicly traded debt, as of October 31, 2021 and January 31, 2021:


			Fair value measurements at reporting date using
	October 31, 2021		Level 1		Level 2		Level 3
Senior Secured Notes, 11.5 Percent Due 2025	$	143.1	$	—	$	143.1	$	—
Total Senior Secured Notes	$	143.1	$	—	$	143.1	$	—


			Fair value measurements at reporting date using
	January 31, 2021		Level 1		Level 2		Level 3
Senior Secured Notes, 11.5 Percent Due 2025	$	132.5	$	—	$	132.5	$	—
Total Senior Secured Notes	$	132.5	$	—	$	132.5	$	—

During the three months ended April 30, 2020, goodwill and long-lived assets, including certain property and equipment and purchased intangibles subject to amortization, were impaired as a result of the first quarter 2020 interim goodwill and long-lived asset impairment tests. The goodwill Level 3 fair value was determined using the average of the guideline public company analysis and the discounted cash flow analysis, both of which were unobservable. The long-lived asset Level 3 fair value was determined using the discounted cash flow analysis using the market and income approaches, both of which were unobservable.

Fair value is measured as of the impairment date. The carrying value and fair value of the impaired assets as of April 30, 2020 was $194.0 and $52.8 for property and equipment, net, $28.3 and nil for goodwill, and $39.2 and nil for intangible assets, net, respectively. See Note 7 for a discussion of the changes in goodwill and long-lived asset values due to impairment charges recorded during the three months ended April 30, 2020.

NOTE 11 - Commitments, Contingencies and Off-Balance-Sheet Arrangements

Lease Commitments

The Company finances its use of certain facilities and equipment under committed lease arrangements provided by various institutions. Since the terms of these arrangements meet the accounting definition of operating lease arrangements, the aggregate sum of future minimum lease payments is not reflected on the consolidated balance sheets. At October 31, 2021, future minimum lease payments under these

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arrangements approximated $69.6 of which $30.1 is related to long-term real estate leases and $23.5 is related to long-term coiled tubing unit leases.

Environmental Regulations & Liabilities

The Company is subject to various federal, state and local environmental laws and regulations that establish standards and requirements for the protection of the environment. The Company continues to monitor the status of these laws and regulations. However, the Company cannot predict the future impact of such laws and regulations, as well as standards and requirements, on its business, which are subject to change and can have retroactive effectiveness. Currently, the Company has not been fined, cited or notified of any environmental violations or liabilities that would have a material adverse effect on its condensed consolidated financial statement position, results of operations, liquidity or capital resources. However, management does recognize that by the very nature of its business, material costs could be incurred in the future to maintain compliance. The amount of such future expenditures is not determinable due to several factors, including the unknown magnitude of possible regulation or liabilities, the unknown timing and extent of the corrective actions that may be required, the determination of the Company’s liability in proportion to other responsible parties and the extent to which such expenditures are recoverable from insurance or indemnification.

Litigation

The Company is at times either a plaintiff or a defendant in various legal actions arising in the normal course of business, the outcomes of which, in the opinion of management, neither individually nor in the aggregate are likely to result in a material adverse effect on the Company’s condensed consolidated financial statements.

On March 9, 2021, the Company filed claims in the District Court of Harris County, Texas against Magellan E&P Holdings, Inc. ("Magellan"), Redmon-Keys Insurance Group, Inc. and certain underwriters at Lloyd's ("Underwriters") to recover $4.6 owed on invoices duly issued by the Company for services rendered on behalf of the defendants in response to an offshore well blowout near Bob Hall Pier in Corpus Christi, Texas. Magellan did not dispute the invoices but alleged an inability to pay prior to obtaining funding from Underwriters under Magellan's Owner's Extra Expense Policy. On March 19, 2021, Underwriters filed a declaratory judgment action in the United States District Court for the Southern District of Texas seeking a declaration that certain blowout related expenses fall outside of policy coverage. On March 30, 2021, Magellan filed for bankruptcy pursuant to Chapter 7 of the U.S. bankruptcy code. The bankruptcy proceedings are ongoing. We expect that the trustee will continue to pursue claims against Underwriters as well as preference and other claims to maximize the value of the Chapter 7 estate for the benefit of trade creditors. During the year ended January 31, 2021, the Company reserved the full amount of its invoices totaling $4.6 as a prudent action in light of the Chapter 7 filing.

Indemnities, Commitments and Guarantees

During its ordinary course of business, the Company has made certain indemnities, commitments and guarantees under which it may be required to make payments in relation to certain transactions. These indemnities include indemnities to various lessors in connection with facility leases for certain claims arising from such facility or lease, as well as indemnities to other parties to certain acquisition agreements. The duration of these indemnities, commitments and guarantees varies and, in certain cases, is indefinite. Many of these indemnities, commitments and guarantees provide for limitations on the maximum potential future payments the Company could be obligated to make. However, the Company is unable to estimate the maximum amount of liability related to its indemnities, commitments and guarantees because such liabilities are contingent upon the occurrence of events that are not reasonably determinable. Management believes that any liability for these indemnities, commitments and guarantees would not be material to the accompanying condensed consolidated financial statements. Accordingly, no significant amounts have been accrued for indemnities, commitments and guarantees.

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NOTE 12 - Stockholders' Equity (Deficit)

Equity Distribution Agreement

On June 14, 2021, the Company entered into an Equity Distribution Agreement (the “Equity Distribution Agreement”) with Piper Sandler & Co. as sales agent (the “Agent”). Pursuant to the terms of the Equity Distribution Agreement, the Company may sell from time to time through the Agent (the “Offering”) the Company’s common stock, par value $0.01 per share, having an aggregate offering price of up to $50.0 (the “Common Stock”).

Any Common Stock offered and sold in the Offering will be issued pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-256149) filed with the SEC on May 14, 2021 and declared effective on June 11, 2021 (the “Registration Statement”), the prospectus supplement relating to the Offering filed with the SEC on June 14, 2021 and any applicable additional prospectus supplements related to the Offering that form a part of the Registration Statement. Sales of Common Stock under the Equity Distribution Agreement may be made in any transactions that are deemed to be “at the market offerings” as defined in Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”).

The Equity Distribution Agreement contains customary representations, warranties and agreements by the Company, indemnification obligations of the Company and the Agent, including for liabilities under the Securities Act, other obligations of the parties and termination provisions. Under the terms of the Equity Distribution Agreement, the Company will pay the Agent a commission equal to 3.0% of the gross sales price of the Common Stock sold.

The Company plans to use the net proceeds from the Offering, after deducting the Agent’s commissions and the Company’s offering expenses, for general corporate purposes, which may include, among other things, paying or refinancing all or a portion of the Company’s then-outstanding indebtedness, and funding acquisitions, capital expenditures and working capital.

During the three and nine months ended October 31, 2021, the Company sold 1,070,000 and 1,130,216 shares of Common Stock, respectively, for gross proceeds of approximately $4.9 and $5.5, respectively, and paid legal and administrative fees of $0.1 and $0.7, respectively.

Stock-Based Compensation

The Company has a Long-Term Incentive Plan (“LTIP”) under which the compensation committee of the Board (the “Compensation Committee”) has the authority to grant stock options, stock appreciation rights, restricted stock, restricted stock units or other forms of equity-based or equity-related awards. Compensation cost for the LTIP grants is generally recorded on a straight-line basis over the vesting term of the shares based on the grant date value using the closing trading price.

On February 12, 2021, the stockholders of KLXE approved the KLX Energy Services Holdings, Inc. Long-Term Incentive Plan (Amended and Restated as of December 2, 2020) (the “Amended and Restated LTIP”), which, among other things, increased the total number of shares of Company Common Stock, par value $0.01 per share, and reserved for issuance under the Amended and Restated LTIP by 632,051 shares. A description of the Amended and Restated LTIP is included in the Company’s proxy statement, filed with the SEC on January 11, 2021.

Compensation cost recognized during the three and nine months ended October 31, 2021 and 2020 was related to grants of restricted stock as approved by the Compensation Committee. Certain grants of restricted stock to directors and management accelerated in connection with the Merger on July 28, 2020, resulting in approximately $15.1 of stock-based compensation expense during the nine months ended October 31, 2020. Stock-based compensation was $0.9 and $0.5 for the three months ended October 31, 2021 and 2020, respectively, and $2.7 and $17.2 for the nine months ended October 31, 2021 and 2020, respectively. Unrecognized compensation cost related to restricted stock awards made by the Company was $7.1 at October 31, 2021.

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As of the date of the QES acquisition, each unvested QES restricted stock unit award was converted into a replacement 0.0969 KLXE restricted stock unit award. Approximately 2.0 million shares of QES common stock subject to awards outstanding were converted to 0.2 million shares of common stock assumed by KLXE.

NOTE 13 - Income Taxes

Income tax expense was $0.2 and $0.4 for the three and nine months ended October 31, 2021, respectively, and was comprised primarily of state and local taxes, compared to $0.2 and $0.3 for the three and nine months ended October 31, 2020, respectively. The Company has a valuation allowance against its deferred tax balances, and as a result, it was unable to recognize a tax benefit on its year-to-date losses.

In response to the COVID-19 pandemic, many governments have enacted or are contemplating measures to provide aid and economic stimulus. These measures may include deferring the due dates of tax payments or other changes to their income and non-income-based tax laws. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), which was enacted on March 27, 2020 in the United States, includes measures to assist companies. Under the CARES Act, the Company has deferred the employer portion of FICA tax payments of $3.8 as of October 31, 2021. This deferral is included on the condensed consolidated balance sheet. Accrued and other non-current liabilities each had a balance of $1.9 as of October 31, 2021. These payments are due in two installments: half on December 31, 2021 and half on December 31, 2022.

The American Rescue Plan Act of 2021 (the "ARP”) enacted on March 11, 2021 in the United States, responds to the continued economic and health impacts of the COVID-19 pandemic. The ARP includes a wide variety of tax and non-tax provisions. The Company does not anticipate any material impacts from this legislation.

The Company continues to monitor additional guidance issued by the U.S. Treasury Department, the Internal Revenue Service and others.

NOTE 14 - Segment Reporting

The Company is organized on a geographic basis. The Company’s reportable segments, which are also its operating segments, are comprised of the Southwest Region (the Permian Basin and the Eagle Ford Shale), the Rocky Mountains Region (the Bakken, Williston, DJ, Uinta, Powder River, Piceance and Niobrara basins) and the Northeast/Mid-Con Region (the Marcellus and Utica Shale as well as the Mid-Continent STACK and SCOOP and Haynesville Shale). The segments regularly report their results of operations and make requests for capital expenditures and acquisition funding to the CODM. As a result, the Company has three reportable segments.

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The following table presents revenues and operating loss by reportable segment:


	Three Months Ended				Nine Months Ended
	October 31, 2021		October 31, 2020		October 31, 2021		October 31, 2020
Revenues
Rocky Mountains	$	36.5	$	18.2	$	94.4	$	70.1
Southwest	45.8		24.8		126.8		53.4
Northeast/Mid-Con	56.7		27.9		120.5		66.6
Total revenues	139.0		70.9		341.7		190.1
Operating loss (1)(2)
Rocky Mountains	(1.7)		(4.6)		(11.1)		(45.3)
Southwest	(4.1)		(9.3)		(15.3)		(114.6)
Northeast/Mid-Con	1.7		(5.1)		(8.9)		(105.2)
Corporate and other (1)	(6.3)		(11.4)		(20.9)		(13.7)
Total operating loss(3)	(10.4)		(30.4)		(56.2)		(278.8)
Interest expense, net	8.2		7.7		24.0		22.7
Loss before income tax	$	(18.6)	$	(38.1)	$	(80.2)	$	(301.5)

(1) Historically, and through July 31, 2020, the Company’s total corporate overhead costs were allocated and reported within each reportable segment. During the third quarter of 2020, the Company changed the corporate overhead allocation methodology to include corporate costs incurred on behalf of its operating segments, which includes accounts payable, accounts receivable, insurance, audit, supply chain, health, safety and environmental and others. The remaining unallocated corporate costs are reported as a reconciling item. The change will better reflect the CODM’s philosophy on assessing performance and allocating resources, as well as improve comparability to the Company’s peer group.

(2) Operating loss for the three and nine months ended October 31, 2020 includes impairment and other charges of $4.4 and $213.1, respectively, of which $1.6 and $92.9, respectively, were attributable to the Southwest segment, $0.0 and $28.3, respectively, were attributable to the Rocky Mountains segment, $0.5 and $89.6, respectively, were attributable to the Northeast/Mid-Con segment and $2.3 and $2.3, respectively, were attributable to Corporate and other.

(3) Includes reduction in bargain purchase gain of $2.4 and bargain purchase gain of $38.7 during the three and nine-month periods ending October 31, 2020, respectively.

The following tables present revenues by service offering by reportable segment:


	Three Months Ended
	October 31, 2021								October 31, 2020
	Rocky Mountains		Southwest		Northeast /Mid-Con		Total		Rocky Mountains		Southwest		Northeast /Mid-Con		Total
Drilling	$	3.5	$	19.8	$	15.4	$	38.7	$	0.2	$	7.1	$	8.0	$	15.3
Completion	17.8		15.4		34.5		67.7		8.9		11.9		10.3		31.1
Production	10.2		6.2		3.1		19.5		4.3		1.5		1.7		7.5
Intervention	5.0		4.4		3.7		13.1		4.8		4.3		7.9		17.0
Total revenues	$	36.5	$	45.8	$	56.7	$	139.0	$	18.2	$	24.8	$	27.9	$	70.9


	Nine Months Ended
	October 31, 2021								October 31, 2020
	Rocky Mountains		Southwest		Northeast /Mid-Con		Total		Rocky Mountains		Southwest		Northeast /Mid-Con		Total
Drilling	$	6.8	$	52.9	$	35.7	$	95.4	$	0.2	$	9.2	$	17.5	$	26.9
Completion	50.8		46.1		66.9		163.8		40.1		27.5		24.8		92.4
Production	23.9		15.9		8.3		48.1		15.0		5.5		6.7		27.2
Intervention	12.9		11.9		9.6		34.4		14.8		11.2		17.6		43.6
Total revenues	$	94.4