fi-20210331

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 March 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 number: 001-36053

FRANK'S INTERNATIONAL N.V.

(Exact name of registrant as specified in its charter)

The

Netherlands

98-1107145

(State or other jurisdiction of
incorporation or organization)

(IRS Employer
Identification number)

Mastenmakersweg 1

1786 PB

Den Helder

The

Netherlands

Not Applicable

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: +31 (0)22 367 0000

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	FI	New York Stock Exchange

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 ☑

As of April 29, 2021, there were 227,712,419 shares of common stock, €0.01 par value per share, outstanding.


TABLE OF CONTENTS
		Page
PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets (Unaudited) at March 31, 2021 and December 31, 2020	3
	Condensed Consolidated Statements of Operations (Unaudited) for the Three Months Ended March 31, 2021 and 2020	4
	Condensed Consolidated Statements of Comprehensive Loss (Unaudited) for the Three Months Ended March 31, 2021 and 2020	5
	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) for the Three Months Ended March 31, 2021 and 2020	6
	Condensed Consolidated Statements of Cash Flows (Unaudited) for the Three Months Ended March 31, 2021 and 2020	7
	Notes to the Unaudited Condensed Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and
	Results of Operations	26

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35

Item 4.	Controls and Procedures	36

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	37

Item 1A.	Risk Factors	37

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	41

Item 6.	Exhibits	41

Signatures		43

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements


FRANK’S INTERNATIONAL N.V.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)

	March 31,		December 31,
	2021		2020
Assets	(Unaudited)
Current assets:
Cash and cash equivalents	$	191,339	$	209,575
Restricted cash	1,656		1,672
Short-term investments	2,252		2,252
Accounts receivables, net	116,581		110,607
Inventories, net	94,738		81,718
Assets held for sale	3,681		2,939
Other current assets	8,416		7,744
Total current assets	418,663		416,507

Property, plant and equipment, net	255,401		272,707
Goodwill	42,785		42,785
Intangible assets, net	11,062		7,897
Deferred tax assets, net	16,482		18,030
Operating lease right-of-use assets	27,972		28,116
Other assets	30,907		30,859
Total assets	$	803,272	$	816,901

Liabilities and Equity
Current liabilities:
Accounts payable and accrued liabilities	$	107,085	$	99,986
Current portion of operating lease liabilities	8,066		7,832
Deferred revenue	640		586
Other current liabilities	960		1,674
Total current liabilities	116,751		110,078

Deferred tax liabilities	—		1,548
Non-current operating lease liabilities	20,766		21,208
Other non-current liabilities	25,257		22,818
Total liabilities	162,774		155,652

Commitments and contingencies (Note 14)

Stockholders’ equity:
Common stock, €0.01 par value, 798,096,000 shares authorized, 230,761,910 and 228,806,301 shares issued and 227,712,419 and 226,324,559 shares outstanding	2,890		2,866
Additional paid-in capital	1,091,028		1,087,733
Accumulated deficit	(401,232)		(377,346)
Accumulated other comprehensive loss	(30,250)		(31,966)
Treasury stock (at cost), 3,049,491 and 2,481,742 shares	(21,938)		(20,038)
Total stockholders’ equity	640,498		661,249
Total liabilities and equity	$	803,272	$	816,901

The accompanying notes are an integral part of these condensed consolidated financial statements.


FRANK’S INTERNATIONAL N.V.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)

	Three Months Ended
	March 31,
		2021		2020
Revenue:
Services		$	81,523	$	105,083
Products		13,288		18,409
Total revenue		94,811		123,492

Operating expenses:
Cost of revenue, exclusive of depreciation and amortization
Services		63,935		79,380
Products		10,914		13,988
General and administrative expenses		16,447		26,683
Depreciation and amortization		16,107		19,718
Goodwill impairment		—		57,146
Severance and other charges, net		7,376		20,725
(Gain) loss on disposal of assets		(182)		60
Operating loss		(19,786)		(94,208)

Other income (expense):

Other income, net		125		2,026
Interest income (expense), net		(287)		533

Foreign currency loss		(2,868)		(9,892)
Total other expense		(3,030)		(7,333)

Loss before income taxes		(

SEC Form 10-Q filed by Frank&#39;s International N.V.

SEC Form 10-Q filed by Frank's International N.V.