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Oil States International Inc. press release

Oil States Announces Fourth Quarter 2025 Results

NYSE - New York Stock Exchange · Oil · Natural Gas · United States

Oil States Announces Fourth Quarter 2025 Results

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

Earlier from Oil States International Inc.