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Press release February 20, 2026

Oil States Announces Fourth Quarter 2025 Results

Oil States International, Inc (OIS)

View all news 02/20/2026 Consolidated revenues of $178 million increased 8% sequentially Adjusted EBITDA (a non-GAAP measure(1)) of $23 million improved 9% from the prior quarter Adjusted net income totaled $8 million, or $0.13 per share, excluding asset impairments, restructuring charges and valuation allowances established on U.S. deferred tax assets (a non-GAAP measure(1)) Offshore Manufactured Products segment's backlog increased 9% sequentially, with quarterly bookings totaling $160 million, yielding a book-to-bill ratio of 1.3x Generated cash flows from operations of $50 million Purchased $50 million principal amount of convertible senior notes Cash on-hand exceeded outstanding debt by $15 million at year-end Entered into an amended and restated cash-flow based credit agreement in January 2026 providing for borrowings of up to: $75 million under a revolving credit facility and $50 million under a multi-draw term loan facility, replacing the existing asset-based revolving credit agreement Oil States International, Inc. (NYSE: OIS): Three Months Ended % Change (Unaudited, In Thousands, Except Per Share Amounts) December 31, 2025 September 30, 2025 December 31, 2024 Sequential Year-over-Year Consolidated results: Revenues $ 178,464 $ 165,180 $ 164,595 8 % 8 % Operating income (loss)(2) (113,635 ) 4,748 18,484 n.m. n.m. Adjusted operating income, excluding charges and credits(1) 10,973 8,308 6,297 32 % 74 % Net income (loss) (117,246 ) 1,900 15,164 n.m. n.m. Adjusted net income, excluding charges and credits(1) 7,549 4,717 5,537 60 % 36 % Adjusted EBITDA(1) 22,771 20,804 18,734 9 % 22 % Revenues by segment: Offshore Manufactured Products $ 123,284 $ 108,627 $ 107,253 13 % 15 % Completion and Production Services 23,080 27,525 30,090 (16 )% (23 )% Downhole Technologies 32,100 29,028 27,252 11 % 18 % Revenues by destination: Offshore and international $ 136,526 $ 123,356 $ 118,187 11 % 16 % U.S. land 41,938 41,824 46,408 — % (10 )% Operating income (loss) by segment(2): Offshore Manufactured Products $ 20,296 $ 17,603 $ 21,009 15 % (3 )% Completion and Production Services (2,313 ) 948 (4,004 ) n.m. 42 % Downhole Technologies (113,544 ) (4,667 ) (4,031 ) n.m. n.m. Corporate (18,074 ) (9,136 ) 5,510 (98 )% n.m. Adjusted Segment EBITDA(1): Offshore Manufactured Products $ 25,043 $ 22,275 $ 24,748 12 % 1 % Completion and Production Services 7,354 7,953 3,545 (8 )% 107 % Downhole Technologies 1,273 (689 ) 131 n.m. n.m. Corporate (10,899 ) (8,735 ) (9,690 ) (25 )% (12 )% ___________________ (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 December 31, 2025, September 30, 2025 and December 31, 2024 included asset impairment and restructuring charges totaling $124.6 million, $3.6 million and $3.1 million, respectively. Fourth quarter 2024 results also included a gain of $15.3 million associated with the sale of an idle facility. See “Reconciliation of GAAP to Non-GAAP Financial Information” below for additional information. Oil States International, Inc. reported net loss of $117.2 million, or $2.04 per share, and Adjusted EBITDA of $22.8 million for the fourth quarter of 2025 on revenues of $178.5 million. Fourth quarter 2025 net loss included charges of $124.9 million ($124.8 million after-tax or $2.17 per share) primarily associated with asset impairments and the continued restructuring of certain U.S. land-based operations and facilities. These results compare to revenues of $165.2 million, net income of $1.9 million, or $0.03 per share, and Adjusted EBITDA of $20.8 million reported in the third quarter of 2025, which included charges of $3.6 million ($2.8 million after-tax or $0.05 per share) associated primarily with U.S. land-based restructurings. Oil States’ President and Chief Executive Officer, Cindy B. Taylor, stated: “Our team achieved another strong quarter, reporting Adjusted EBITDA that exceeded our guidance and quarterly cash flows from operations at historically high levels. During the quarter, we used our strong cash position to retire $50 million of our convertible notes outstanding. We also secured strong bookings in the quarter driving meaningful backlog growth. We are essentially complete with our U.S. land restructuring initiatives and are poised for long-term growth, technology differentiation and meaningful stockholder returns.” Business Segment Results (See Segment Data and Adjusted Segment EBITDA tables below) Offshore Manufactured Products Offshore Manufactured Products reported revenues of $123.3 million, operating income of $20.3 million and Adjusted Segment EBITDA of $25.0 million in the fourth quarter of 2025, compared to revenues of $108.6 million, operating income of $17.6 million and Adjusted Segment EBITDA of $22.3 million reported in the third quarter of 2025. Adjusted Segment EBITDA margin was 20% in the fourth quarter of 2025, compared to 21% in the third quarter of 2025. Backlog totaled $435 million as of December 31, 2025, its highest level since March 2015. Fourth quarter bookings totaled $160 million, yielding a quarterly and full-year book-to-bill ratio of 1.3x. Fourth quarter segment bookings were augmented by additional long-term, military product contract awards. Completion and Production Services Our Completion and Production Services segment reported revenues of $23.1 million, operating loss of $2.3 million and Adjusted Segment EBITDA of $7.4 million in the fourth quarter of 2025, compared to revenues of $27.5 million, operating income of $0.9 million and Adjusted Segment EBITDA of $8.0 million reported in the third quarter of 2025. Adjusted Segment EBITDA margin was 32% in the fourth quarter of 2025, compared to 29% in the third quarter of 2025. In 2024, the segment began implementing actions in its U.S. land-based businesses to exit certain commoditized offerings and reduce future costs, which continued through 2025. These management actions included: the exit of certain U.S. land-driven service and support locations; the exit of certain service offerings; and reductions in the segment’s workforce. During the fourth and third quarters of 2025, the segment recorded U.S. facility exit, severance and other charges totaling $5.0 million and $2.7 million, respectively. As a result of these restructuring actions implemented in 2025, the segment’s Adjusted EBITDA margin expanded from 12% in the fourth quarter of 2024 to 32% in the fourth quarter of 2025. Downhole Technologies Downhole Technologies reported revenues of $32.1 million, an operating loss of $113.5 million and Adjusted Segment EBITDA of $1.3 million in the fourth quarter of 2025, compared to revenues of $29.0 million, an operating loss of $4.7 million and Adjusted Segment EBITDA loss of $0.7 million in the third quarter of 2025. During the fourth quarter of 2025, the Downhole Technologies segment recorded non-cash long-lived asset and inventory impairment charges totaling $111.8 million. Corporate Corporate operating expenses in the fourth quarter of 2025 totaled $18.1 million. In the fourth quarter of 2025, impairment charges of $7.1 million were recognized related to assets held for sale. Interest Expense, Net Net interest expense totaled $0.8 million in the fourth quarter of 2025, which included $0.3 million of non-cash amortization of deferred debt issuance costs. Income Taxes During the fourth quarter of 2025, the Company recognized income tax expense of $3.0 million on a pre-tax loss of $114.3 million. The income tax benefit of approximately $26 million associated with the $124.9 million of asset impairment, restructuring and other charges recognized in the quarter was substantially offset by the impact of valuation allowances recorded on the deferred tax assets generated by these expenses. Cash Flows During the fourth quarter of 2025, the Company generated $50.1 million of cash flows from operations and $53.6 million of free cash flows (a non-GAAP measure – see Note (E)), which was used to retire $50.0 million principal amount of its 4.75% convertible senior notes (the “Convertible Notes”). Fiscal 2025 stock repurchases totaled $16.6 million, or 5% of shares outstanding as of December 31, 2024. Financial Condition Cash on-hand totaled $69.9 million at December 31, 2025, exceeding outstanding debt by $14.9 million. No borrowings were outstanding under the Company’s asset-based revolving credit agreement (the “ABL Agreement”) at December 31, 2025. 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 revolving credit facility and $50.0 million under a multi-draw term loan facility, which is available through July 28, 2026. The Cash Flow Credit Agreement replaced the ABL Agreement and matures in January 2030. As of February 19, 2026, the Company had no borrowings outstanding under the Cash Flow Credit Agreement and $12.1 million of outstanding letters of credit, leaving $112.9 million available to be drawn. 2025 Technology Highlights Managed Pressure Drilling and Riser Gas Handling System During 2025, the Company was awarded multiple new contracts for deepwater Managed Pressure Drilling and Riser Gas Handling (“MPD” and “RGH”) Systems, which integrates managed pressure drilling and riser gas handling into a deepwater drilling riser. The equipment is designed to reduce non-productive time, promote faster connections and lower the total cost of ownership. The MPD and RGH System's innovative design features retrievable annular packers to reduce maintenance and non-productive time while its smaller size can reduce the rig footprint by up to 40 percent. Low Impact Workover Package Oil States successfully deployed its first Low Impact Workover Package™ (“LIWP”) in 2025. The LIWP is engineered and manufactured to safely and efficiently plug and abandon subsea wells while minimizing wellhead loads. The tether-free, lightweight system features a uniquely positioned Oil States’ FlexJoint™ connector within the lower riser package, providing a 30% to 40% reduction in wellhead loading compared to conventional, tethered intervention systems. The LIWP’s innovative design also allows for a 15-degree arc angle emergency disconnect – enabling direct pull and separation of the emergency disconnect package during vessel drift-off scenarios. With a diameter of less than 50 inches, the LIWP deploys through the rotary table and incorporates an interchangeable interface that fits most horizontal and vertical subsea christmas trees. The engineered system is delivered pre-assembled and tested as a single unit, reducing the need for time- and cost-intensive moonpool assembly or subsea tethering operations. Merlin™ Deepsea Mineral Riser System Oil States is uniquely positioned to support the cultivation of a stable supply of rare earth minerals that are required to diversify and expand the world’s energy sources. For example, a Merlin Deepsea Mineral Riser System was recently deployed to a record water depth of 5,600 meters (approximately 3.5 miles) to harvest critical seabed minerals such as cobalt, manganese, nickel and other rare earth elements which are key components in the manufacture of batteries used in electric vehicles, solar cells, wind turbines, computers and smartphones. This proprietary mineral riser system leverages Oil States’ more than 40 years of experience as a leader in the design and manufacture of advanced connection systems for deepwater offshore applications to meet the new demands of deepsea mineral harvesting at water depths up to 6,000 meters. Conference Call Information The call is scheduled for February 20, 2026 at 9:00 a.m. Central Standard 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 (800) 715-9871 in the United States or by dialing +1 (646) 307-1963 internationally and using the passcode 6921148. 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 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, geopolitical conflicts and tensions, 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 for the year ended December 31, 2024, and the subsequently filed Quarterly Reports 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) Three Months Ended Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Revenues: Products $ 122,012 $ 106,492 $ 98,859 $ 436,397 $ 402,565 Services 56,452 58,688 65,736 232,591 290,023 178,464 165,180 164,595 668,988 692,588 Costs and expenses: Product costs(1) 117,571 85,561 77,821 367,397 314,628 Service costs 41,500 43,085 47,807 168,337 221,573 Cost of revenues (exclusive of depreciation and amortization expense presented below)(1) 159,071 128,646 125,628 535,734 536,201 Selling, general and administrative expense 24,158 20,756 23,386 90,425 95,009 Depreciation and amortization expense 11,388 12,128 12,180 47,439 54,708 Long-lived and other asset impairments 98,963 — 1,188 100,321 24,554 Other operating income, net (1,481 ) (1,098 ) (16,271 ) (6,960 ) (16,195 ) 292,099 160,432 146,111 766,959 694,277 Operating income (loss) (113,635 ) 4,748 18,484 (97,971 ) (1,689 ) Interest expense, net (809 ) (1,773 ) (1,745 ) (5,852 ) (7,731 ) Other income, net 155 362 257 1,291 1,568 Income (loss) before income taxes (114,289 ) 3,337 16,996 (102,532 ) (7,852 ) Income tax provision(2) (2,957 ) (1,437 ) (1,832 ) (6,845 ) (3,406 ) Net income (loss) $ (117,246 ) $ 1,900 $ 15,164 $ (109,377 ) $ (11,258 ) Net income (loss) per share: Basic $ (2.04 ) $ 0.03 $ 0.24 $ (1.86 ) $ (0.18 ) Diluted (2.04 ) 0.03 0.24 (1.86 ) (0.18 ) Weighted average number of common shares outstanding: Basic 57,520 57,946 60,947 58,697 62,004 Diluted 57,520 58,016 61,392 58,697 62,004 ________________ (1) Cost of revenues (exclusive of depreciation and amortization expense) for the three months and year ended December 31, 2025 included a non-cash inventory impairment charge of $20.8 million (in product costs). (2) Income tax provision for the three months and year ended December 31, 2025 included a benefit of approximately $26 million associated with the $124.9 million of asset impairment, restructuring and other charges recognized in the fourth quarter of 2025, which was substantially offset by the impact of valuation allowances recorded on the deferred tax assets generated by these expenses. OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In Thousands) December 31, 2025 December 31, 2024 (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 69,914 $ 65,363 Accounts receivable, net 202,445 194,336 Inventories, net 183,409 214,836 Assets held for sale 17,350 6,492 Prepaid expenses and other current assets 22,173 17,199 Total current assets 495,291 498,226 Property, plant, and equipment, net 244,382 266,871 Operating lease assets, net 12,731 19,537 Goodwill, net 70,524 69,709 Other intangible assets, net 31,455 125,862 Other noncurrent assets 29,048 24,903 Total assets $ 883,431 $ 1,005,108 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Current portion of long-term debt $ 53,370 $ 633 Accounts payable 68,090 57,708 Accrued liabilities 38,480 36,861 Current operating lease liabilities 7,286 7,284 Income taxes payable 1,759 2,818 Deferred revenue 97,195 52,399 Total current liabilities 266,180 157,703 Long-term debt 1,670 124,654 Long-term operating lease liabilities 12,654 17,989 Deferred income taxes 5,765 5,350 Other noncurrent liabilities 23,971 18,758 Total liabilities 310,240 324,454 Stockholders’ equity: Common stock 805 786 Additional paid-in capital 1,145,642 1,137,949 Retained earnings 164,283 273,660 Accumulated other comprehensive loss (66,264 ) (79,532 ) Treasury stock (671,275 ) (652,209 ) Total stockholders’ equity 573,191 680,654 Total liabilities and stockholders’ equity $ 883,431 $ 1,005,108 OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands) Year Ended December 31, 2025 2024 (Unaudited) Cash flows from operating activities: Net loss $ (109,377 ) $ (11,258 ) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization expense 47,439 54,708 Impairments of long-lived assets, goodwill and assets held for sale 100,321 24,554 Impairment of inventories 20,798 — Stock-based compensation expense 7,712 8,723 Amortization of deferred financing costs 1,515 1,497 Deferred income tax provision (benefit) 585 (2,356 ) Gains on disposals of assets (7,701 ) (18,333 ) Net gains on extinguishment of 4.75% convertible senior notes (120 ) (515 ) Other, net (2,360 ) (452 ) Changes in operating assets and liabilities: Accounts receivable (4,140 ) 5,191 Inventories 3,184 (14,704 ) Accounts payable and accrued liabilities 5,877 (19,382 ) Deferred revenue 44,796 15,642 Other operating assets and liabilities, net (3,406 ) 2,579 Net cash flows provided by operating activities 105,123 45,894 Cash flows from investing activities: Capital expenditures (31,191 ) (37,508 ) Proceeds from disposition of property and equipment 11,836 5,594 Proceeds from disposition of assets held for sale 8,409 35,070 Other, net (108 ) (454 ) Net cash flows provided by (used in) investing activities (11,054 ) 2,702 Cash flows from financing activities: Revolving credit facility borrowings 564 22,739 Revolving credit facility repayments (564 ) (22,739 ) Purchases of 4.75% convertible senior notes (70,440 ) (10,846 ) Other debt and finance lease repayments, net (461 ) (652 ) Payment of financing costs (188 ) (1,178 ) Purchases of treasury stock (16,608 ) (14,212 ) Shares added to treasury stock as a result of net share settlements due to vesting of stock awards (2,458 ) (2,596 ) Net cash flows used in financing activities (90,155 ) (29,484 ) Effect of exchange rate changes on cash and cash equivalents 637 (860 ) Net change in cash and cash equivalents 4,551 18,252 Cash and cash equivalents, beginning of period 65,363 47,111 Cash and cash equivalents, end of period $ 69,914 $ 65,363 Cash paid for: Interest $ 7,153 $ 7,439 Income taxes, net 7,087 3,847 OIL STATES INTERNATIONAL, INC. AND SUBSIDIARIES SEGMENT DATA (In Thousands) (Unaudited) Three Months Ended Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Revenues: Offshore Manufactured Products Project-driven: Products $ 79,782 $ 67,729 $ 61,814 $ 275,288 $ 232,867 Services 32,848 30,172 34,895 115,351 123,906 112,630 97,901 96,709 390,639 356,773 Military and other products 10,654 10,726 10,544 40,454 41,127 Total Offshore Manufactured Products 123,284 108,627 107,253 431,093 397,900 Completion and Production Services 23,080 27,525 30,090 114,548 163,902 Downhole Technologies 32,100 29,028 27,252 123,347 130,786 Total revenues $ 178,464 $ 165,180 $ 164,595 $ 668,988 $ 692,588 Operating income (loss): Offshore Manufactured Products $ 20,296 $ 17,603 $ 21,009 $ 69,164 $ 65,279 Completion and Production Services (2,313 ) 948 (4,004 ) 4,015 (23,225 ) Downhole Technologies (113,544 ) (4,667 ) (4,031 ) (124,327 ) (20,904 ) Corporate (18,074 ) (9,136 ) 5,510 (46,823 ) (22,839 ) Total operating income (loss) $ (113,635 ) $ 4,748 $ 18,484 $ (97,971 ) $ (1,689 ) Adjusted operating income (loss)(1): Offshore Manufactured Products $ 21,056 $ 18,178 $ 21,009 $ 70,772 $ 68,643 Completion and Production Services 2,678 3,635 (875 ) 14,802 1,037 Downhole Technologies (1,762 ) (4,667 ) (4,031 ) (11,338 ) (10,294 ) Corporate (10,999 ) (8,838 ) (9,806 ) (39,450 ) (38,121 ) Total adjusted operating income (loss) $ 10,973 $ 8,308 $ 6,297 $ 34,786 $ 21,265 ________________ (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 credit 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 Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Operating (loss) income $ (113,635 ) $ 4,748 $ 18,484 $ (97,971 ) $ (1,689 ) Impairments of: Goodwill — — — — 10,000 Intangible assets 80,248 — — 80,248 10,787 Fixed and lease assets 11,640 — 1,188 12,998 3,767 Assets held for sale 7,075 — — 7,075 — Inventories 20,798 — — 20,798 — Facility consolidation/closure and other charges 4,847 3,560 1,941 11,638 13,716 Gain on disposal of property held for sale — — (15,316 ) — (15,316 ) Adjusted operating income $ 10,973 $ 8,308 $ 6,297 $ 34,786 $ 21,265 ________________ (A) Adjusted operating income, excluding charges and credits consists of operating income (loss) plus impairments of assets and facility consolidation/closure and other charges, less a gain on the sale of an idle property. 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 (loss) 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 Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Offshore Manufactured Products: Operating income $ 20,296 $ 17,603 $ 21,009 $ 69,164 $ 65,279 Facility consolidation/closure and other charges 760 575 — 1,608 3,364 Adjusted segment operating income $ 21,056 $ 18,178 $ 21,009 $ 70,772 $ 68,643 Completion and Production Services: Operating income (loss) $ (2,313 ) $ 948 $ (4,004 ) $ 4,015 $ (23,225 ) Impairments of: Intangible assets — — — — 10,787 Fixed and lease assets 904 — 1,188 1,307 3,280 Facility consolidation/closure and other charges 4,087 2,687 1,941 9,480 10,195 Adjusted segment operating income (loss) $ 2,678 $ 3,635 $ (875 ) $ 14,802 $ 1,037 Downhole Technologies: Operating loss $ (113,544 ) $ (4,667 ) $ (4,031 ) $ (124,327 ) $ (20,904 ) Impairments of: Goodwill — — — — 10,000 Intangible assets 80,248 — — 80,248 — Fixed and lease assets 10,736 — — 11,691 487 Inventories 20,798 — — 20,798 — Facility consolidation/closure and other charges — — — 252 123 Adjusted segment operating loss $ (1,762 ) $ (4,667 ) $ (4,031 ) $ (11,338 ) $ (10,294 ) Corporate: Operating income (loss) $ (18,074 ) $ (9,136 ) $ 5,510 $ (46,823 ) $ (22,839 ) Impairment of assets held for sale 7,075 — — 7,075 — Other charges — 298 — 298 34 Gain on disposal of property held for sale — — (15,316 ) — (15,316 ) Adjusted segment operating loss $ (10,999 ) $ (8,838 ) $ (9,806 ) $ (39,450 ) $ (38,121 ) ________________ (B) Adjusted segment operating income (loss), excluding charges and credits consists of operating income (loss) plus impairments of assets and facility consolidation/closure and other charges, less a gain on the sale of an idle property. 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 Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Net income (loss) $ (117,246 ) $ 1,900 $ 15,164 $ (109,377 ) $ (11,258 ) Interest expense, net 809 1,773 1,745 5,852 7,731 Income tax provision 2,957 1,437 1,832 6,845 3,406 Depreciation and amortization expense 11,388 12,128 12,180 47,439 54,708 Impairments of: Goodwill — — — — 10,000 Intangible assets 80,248 — — 80,248 10,787 Fixed and lease assets 11,640 — 1,188 12,998 3,767 Assets held for sale 7,075 — — 7,075 — Inventories 20,798 — — 20,798 — Facility consolidation/closure and other charges 4,847 3,560 1,941 11,638 13,716 Gain on disposal of property held for sale — — (15,316 ) — (15,316 ) Losses (gains) on extinguishment of 4.75% convertible senior notes 255 6 — (120 ) (515 ) Adjusted EBITDA $ 22,771 $ 20,804 $ 18,734 $ 83,396 $ 77,026 ________________ (C) The term Adjusted EBITDA consists of net income (loss) plus net interest expense, taxes, depreciation and amortization expense, impairments of assets and facility consolidation/closure and other charges, less a gain on the sale of an idle property and losses (gains) on extinguishment of Convertible Notes. 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 (loss) 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 (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 SEGMENT EBITDA (D) (In Thousands) (Unaudited) Three Months Ended Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Offshore Manufactured Products: Operating income $ 20,296 $ 17,603 $ 21,009 $ 69,164 $ 65,279 Other income, net 46 139 105 367 134 Depreciation and amortization expense 3,941 3,958 3,634 15,210 15,205 Facility consolidation/closure and other charges 760 575 — 1,608 3,364 Adjusted Segment EBITDA $ 25,043 $ 22,275 $ 24,748 $ 86,349 $ 83,982 Completion and Production Services: Operating income (loss) $ (2,313 ) $ 948 $ (4,004 ) $ 4,015 $ (23,225 ) Other income, net 364 229 152 804 919 Depreciation and amortization expense 4,312 4,089 4,268 16,756 22,143 Impairments of: Intangible assets — — — — 10,787 Fixed and lease assets 904 — 1,188 1,307 3,280 Facility consolidation/closure and other charges 4,087 2,687 1,941 9,480 10,195 Adjusted Segment EBITDA $ 7,354 $ 7,953 $ 3,545 $ 32,362 $ 24,099 Downhole Technologies: Operating loss $ (113,544 ) $ (4,667 ) $ (4,031 ) $ (124,327 ) $ (20,904 ) Depreciation and amortization expense 3,035 3,978 4,162 15,047 16,808 Impairments of: Goodwill — — — — 10,000 Intangible assets 80,248 — — 80,248 — Fixed and lease assets 10,736 — — 11,691 487 Inventories 20,798 — — 20,798 — Facility consolidation/closure and other charges — — — 252 123 Adjusted Segment EBITDA $ 1,273 $ (689 ) $ 131 $ 3,709 $ 6,514 Corporate: Operating income (loss) $ (18,074 ) $ (9,136 ) $ 5,510 $ (46,823 ) $ (22,839 ) Other income (expense), net (255 ) (6 ) — 120 515 Depreciation and amortization expense 100 103 116 426 552 Impairment of assets held for sale 7,075 — — 7,075 — Other charges — 298 — 298 34 Gain on disposal of property held for sale — — (15,316 ) — (15,316 ) Losses (gains) on extinguishment of 4.75% convertible senior notes 255 6 — (120 ) (515 ) Adjusted Segment EBITDA $ (10,899 ) $ (8,735 ) $ (9,690 ) $ (39,024 ) $ (37,569 ) ________________ (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, less a gain on the sale of an idle property and losses (gains) on extinguishment of Convertible Notes. 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 (LOSS), EXCLUDING CHARGES AND CREDITS (E) AND ADJUSTED NET INCOME (LOSS) PER SHARE, EXCLUDING CHARGES AND CREDITS (F) (In Thousands, Except Per Share Amounts) (Unaudited) Three Months Ended Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Net income (loss) $ (117,246 ) $ 1,900 $ 15,164 $ (109,377 ) $ (11,258 ) Impairment of: Goodwill — — — — 10,000 Intangible assets 80,248 — — 80,248 10,787 Fixed and lease assets 11,640 — 1,188 12,998 3,767 Assets held for sale 7,075 — — 7,075 — Inventories 20,798 — — 20,798 — Facility consolidation/closure and other charges 4,847 3,560 1,941 11,638 13,716 Gain on disposal of property held for sale — — (15,316 ) — (15,316 ) Losses (gains) on extinguishment of 4.75% convertible senior notes 255 6 — (120 ) (515 ) Total adjustments, before taxes 124,863 3,566 (12,187 ) 132,637 22,439 Income tax provision (benefit) impact of adjustments, net (68 ) (749 ) 2,560 (1,701 ) (430 ) Total adjustments, net of taxes 124,795 2,817 (9,627 ) 130,936 22,009 Adjusted net income, excluding charges and credits $ 7,549 $ 4,717 $ 5,537 $ 21,559 $ 10,751 Weighted average number of diluted common shares outstanding 57,520 58,016 61,392 58,697 62,376 Adjusted diluted net income per share, excluding charges and credits $ 0.13 $ 0.08 $ 0.09 $ 0.37 $ 0.17 ________________ (E) Adjusted net income, excluding charges and credits consists of net income (loss) plus impairments of assets and facility consolidation/closure and other charges, less a gain on the sale of an idle property, losses (gains) on extinguishment of Convertible Notes 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 (loss) 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 (loss) 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 Year Ended December 31, 2025 September 30, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Net cash flows provided by (used in) operating activities $ 50,148 $ 30,685 $ 18,210 $ 105,123 $ 45,894 Less: Capital expenditures (3,005 ) (8,706 ) (14,199 ) (31,191 ) (37,508 ) Plus: Proceeds from disposition of property and equipment 6,420 1,199 462 11,836 5,594 Proceeds from disposition of assets held for sale — — 24,791 8,409 35,070 Free cash flow $ 53,563 $ 23,178 $ 29,264 $ 94,177 $ 49,050 ________________ (G) The term free cash flow consists of net cash flows provided by 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 operating activities, which is the most directly comparable measure of financial performance calculated under GAAP. Company Contact: Lloyd A. Hajdik Oil States International, Inc. Executive Vice President, Chief Financial Officer and Treasurer (713) 652-0582 Source: Oil States International, Inc. Multimedia Files: View all news
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