fi20220630_10q.htm

Table of Contents

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 June 30, 2022

☐ 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

EXPRO GROUP HOLDINGS 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 No.)

	1311 Broadfield Boulevard, Suite 400
	Houston, Texas		77084
	(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (713) 463-9776

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, €0.06 nominal value	XPRO	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 August 1, 2022, there were 108,702,849 shares of common stock, €0.06 nominal value per share, outstanding.

Table of Contents

		Page
PART I. FINANCIAL INFORMATION

Item 1.	*Financial Statements*
	Condensed Consolidated Statements of Operations (Unaudited) for the Three and Six Months Ended June 30, 2022 and 2021	1
	Condensed Consolidated Statements of Comprehensive Loss (Unaudited) for the Three and Six Months Ended June 30, 2022 and 2021	2
	Condensed Consolidated Balance Sheets as of June 30, 2022 (Unaudited) and December 31, 2021	3
	Condensed Consolidated Statements of Cash Flows (Unaudited) for the Six Months Ended June 30, 2022 and 2021	4
	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) for the Three and Six Months Ended June 30, 2022 and 2021	5
	Notes to the Unaudited Condensed Consolidated Financial Statements	6

Item 2.	*Management’s Discussion and Analysis of Financial Condition and Results of Operations*	24

Item 3.	*Quantitative and Qualitative Disclosures About Market Risk*	39

Item 4.	*Controls and Procedures*	39

PART II. OTHER INFORMATION

Item 1.	*Legal Proceedings*	40

Item 1A.	*Risk Factors*	40

Item 2.	*Unregistered Sales of Equity Securities and Use of Proceeds*	40

Item 6.	*Exhibits*	41

*Signatures*		42

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Expro Group Holdings N.V.

Condensed Consolidated Statements of Operations (Unaudited)

(In thousands, except share data)

	*Three Months Ended June 30,*						*Six Months Ended June 30,*
	*2022*			*2021*			*2022*			*2021*

Total revenue	$	313,624		$	176,251		$	594,101		$	332,546
Operating costs and expenses:
Cost of revenue, excluding depreciation and amortization expense		(256,583	)		(147,718	)		(496,113	)		(284,789	)
General and administrative expense, excluding depreciation and amortization expense		(17,840	)		(6,197	)		(29,350	)		(12,835	)
Depreciation and amortization expense		(35,392	)		(26,390	)		(70,404	)		(54,149	)
Merger and integration expense		(2,270	)		(4,703	)		(6,995	)		(9,526	)
Severance and other expense		(678	)		(1,637	)		(2,172	)		(2,192	)
Total operating cost and expenses		(312,763	)		(186,645	)		(605,034	)		(363,491	)
Operating income (loss)		861			(10,394	)		(10,933	)		(30,945	)
Other income, net		244			387			1,240			626
Interest and finance income (expense), net		1,712			(1,604	)		1,725

SEC Form 10-Q filed by Expro Group Holdings N.V.