extn-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 No. 001-36875

EXTERRAN CORPORATION

(Exact name of registrant as specified in its charter)


Delaware		47-3282259
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

11000 Equity Drive
Houston	Texas	77041
(Address of principal executive offices)		(Zip Code)

(281) 836-7000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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

Title of each class

Ticker symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

EXTN

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 ☒

Number of shares of the common stock of the registrant outstanding as of April 27, 2021: 33,285,841 shares.

Table of Contents

TABLE OF CONTENTS


			Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)			3
Condensed Consolidated Balance Sheets			3
Condensed Consolidated Statements of Operations			4
Condensed Consolidated Statements of Comprehensive Loss			5
Condensed Consolidated Statements of Stockholders’ Equity			6
Condensed Consolidated Statements of Cash Flows			7
Notes to Unaudited Condensed Consolidated Financial Statements			8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			21
Item 3. Quantitative and Qualitative Disclosures About Market Risk			35
Item 4. Controls and Procedures			35
PART II. OTHER INFORMATION
Item 1. Legal Proceedings			36
Item 1A. Risk Factors			36
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			36
Item 3. Defaults Upon Senior Securities			36
Item 4. Mine Safety Disclosures			36
Item 5. Other Information			36
Item 6. Exhibits			37
SIGNATURES			38

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

EXTERRAN CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par value and share amounts)

(unaudited)


	March 31, 2021		December 31, 2020
ASSETS

Current assets:
Cash and cash equivalents	$	42,575	$	40,318
Restricted cash	4,078		3,410
Accounts receivable, net of allowance of $10,755 and $10,803, respectively	188,401		198,028
Inventory (Note 4)	107,533		109,837
Contract assets (Note 2)	32,301		32,642
Other current assets	21,907		19,810
Current assets associated with discontinued operations (Note 3)	25,955		25,325
Total current assets	422,750		429,370
Property, plant and equipment, net (Note 5)	695,164		733,222
Long-term contract assets (Note 2)	19,324		33,563
Operating lease right-of-use assets	24,180		25,428
Deferred income taxes	6,824		8,866
Intangible and other assets, net	77,157		71,436
Long-term assets associated with discontinued operations (Note 3)	1,608		1,606
Total assets	$	1,247,007	$	1,303,491

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:
Accounts payable, trade	$	52,288	$	60,078
Accrued liabilities	108,548		94,404
Contract liabilities (Note 2)	97,753		100,123
Current operating lease liabilities	6,228		6,340
Current liabilities associated with discontinued operations (Note 3)	7,016		13,707
Total current liabilities	271,833		274,652
Long-term debt (Note 6)	569,766		562,325
Deferred income taxes	1,073		1,014
Long-term contract liabilities (Note 2)	65,580		80,499
Long-term operating lease liabilities	28,826		29,868
Other long-term liabilities	44,162		57,159
Long-term liabilities associated with discontinued operations (Note 3)	1,062		2,142
Total liabilities	982,302		1,007,659
Commitments and contingencies (Note 13)
Stockholders’ equity:
Preferred stock, $0.01 par value per share; 50,000,000 shares authorized; zero issued	—		—
Common stock, $0.01 par value per share; 250,000,000 shares authorized; 38,017,445 and 37,804,206 shares issued, respectively	380		378
Additional paid-in capital	751,977		750,506
Accumulated deficit	(448,402)		(418,529)
Treasury stock — 4,730,795 and 4,665,560 common shares, at cost, respectively	(57,741)		(57,431)
Accumulated other comprehensive income	18,491		20,908
Total stockholders’ equity (Note 10)	264,705		295,832
Total liabilities and stockholders’ equity	$	1,247,007	$	1,303,491

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

Table of Contents

EXTERRAN CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(unaudited)


	Three Months Ended March 31,
	2021		2020
Revenues (Note 2):
Contract operations	$	81,014	$	94,788
Aftermarket services	25,120		27,909
Product sales	30,030		38,097
	136,164		160,794
Costs and expenses:
Cost of sales (excluding depreciation and amortization expense):
Contract operations	23,344		31,460
Aftermarket services	20,012		21,181
Product sales	25,573		38,931
Selling, general and administrative	32,631		33,560
Depreciation and amortization	42,499		31,951
Restructuring and other charges (Note 8)	624		207
Interest expense	9,964		9,953
Other expense, net	3,061		294
	157,708		167,537
Loss before income taxes	(21,544)		(6,743)
Provision for income taxes (Note 9)	7,456		9,330
Loss from continuing operations	(29,000)		(16,073)
Loss from discontinued operations, net of tax (Note 3)	(873)		(2,231)
Net loss	$	(29,873)	$	(18,304)

Basic and diluted net loss per common share (Note 12):
Loss from continuing operations per common share	$	(0.88)	$	(0.49)
Loss from discontinued operations per common share	(0.03)		(0.07)
Net loss per common share	$	(0.91)

SEC Form 10-Q filed by Exterran Corporation