0001692427-20-000055 | 10-Q | XBRL Viewer | NCS Multistage Holdings INC

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Document And Entity Information - shares	9 Months Ended
Document And Entity Information - shares	Sep. 30, 2020	Nov. 03, 2020
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2020
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Document Transition Report	false
Entity File Number	001-38071
Entity Registrant Name	NCS Multistage Holdings, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-1527455
Entity Address, Address Line One	19350 State Highway 249
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77070
City Area Code	281
Local Phone Number	453-2222
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	NCSM
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Central Index Key	0001692427
Amendment Flag	false
Entity Common Stock, Shares Outstanding (in shares)		47,198,367

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Current assets
Cash and cash equivalents	$ 8,635	$ 11,243
Accounts receivable—trade, net	14,130	41,960
Inventories, net	36,586	39,921
Prepaid expenses and other current assets	3,251	2,444
Other current receivables	10,425	5,028
Total current assets	73,027	100,596
Noncurrent assets
Property and equipment, net	24,511	32,974
Goodwill	15,222	15,222
Identifiable intangibles, net	2,689	45,248
Operating lease assets	5,634	5,071
Deposits and other assets	3,497	3,460
Deferred income taxes, net	65	6
Total noncurrent assets	51,618	101,981
Total assets	124,645	202,577
Current liabilities
Accounts payable—trade	3,149	8,549
Accrued expenses	3,594	3,451
Income taxes payable	365	1,883
Operating lease liabilities	1,918	2,052
Current maturities of long-term debt	1,446	1,481
Other current liabilities	2,349	2,364
Total current liabilities	12,821	19,780
Noncurrent liabilities
Long-term debt, less current maturities	4,537	11,436
Operating lease liabilities, long-term	4,364	3,487
Other long-term liabilities	1,965	1,373
Deferred income taxes, net	880	2,956
Total noncurrent liabilities	11,746	19,252
Total liabilities	24,567	39,032
Commitments and contingencies (Note 9)
Stockholders' equity
Preferred stock, $0.01 par value, 10,000,000 shares authorized, no shares issued and outstanding at September 30, 2020 and December 31, 2019
Common stock, $0.01 par value, 225,000,000 shares authorized, 47,439,214 shares issued and 47,197,895 shares outstanding at September 30, 2020 and 46,905,782 shares issued and 46,813,117 shares outstanding at December 31, 2019	474	469
Additional paid-in capital	430,902	424,633
Accumulated other comprehensive loss	(83,659)	(80,811)
Retained deficit	(265,198)	(199,029)
Treasury stock, at cost; 241,319 shares at September 30, 2020 and 92,665 shares at December 31, 2019	(809)	(652)
Total stockholders’ equity	81,710	144,610
Non-controlling interest	18,368	18,935
Total equity	100,078	163,545
Total liabilities and stockholders' equity	$ 124,645	$ 202,577

CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares	Sep. 30, 2020	Dec. 31, 2019
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract]
Preferred stock par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	225,000,000	225,000,000
Common stock, shares issued (in shares)	47,439,214	46,905,782
Common stock, shares outstanding (in shares)	47,197,895	46,813,117
Treasury stock, shares (in shares)	241,319	92,665

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Revenues
Revenues	$ 16,312	$ 60,773	$ 79,594	$ 153,391
Cost of sales
Cost of product sales and services, exclusive of depreciation and amortization expense shown below	10,208	32,209	47,215	82,053
Selling, general and administrative expenses	12,474	20,441	48,782	66,360
Depreciation	1,000	1,461	3,446	4,382
Amortization	103	1,153	1,340	3,451
Change in fair value of contingent consideration				37
Impairment			50,194	7,919
(Loss) income from operations	(7,473)	5,509	(71,383)	(10,811)
Other income (expense)
Interest expense, net	(876)	(424)	(1,622)	(1,497)
Other income, net	414	259	580	349
Foreign currency exchange loss, net	(260)	(131)	(467)	(678)
Total other expense	(722)	(296)	(1,509)	(1,826)
(Loss) income before income tax	(8,195)	5,213	(72,892)	(12,637)
Income tax (benefit) expense	(3,058)	(1,396)	(9,956)	10,200
Net (loss) income	(5,137)	6,609	(62,936)	(22,837)
Net income attributable to non-controlling interest	726	2,988	3,233	7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.	$ (5,863)	$ 3,621	$ (66,169)	$ (30,646)
(Loss) earnings per common share
Basic (loss) earnings per common share attributable to NCS Multistage Holdings, Inc. (in dollars per share)	$ (0.12)	$ 0.08	$ (1.40)	$ (0.66)
Diluted (loss) earnings per common share attributable to NCS Multistage Holdings, Inc. (in dollars per share)	$ (0.12)	$ 0.08	$ (1.40)	$ (0.66)
Weighted average common shares outstanding
Basic	47,351,000	46,892,000	47,240,000	46,552,000
Diluted	47,351,000	46,921,000	47,240,000	46,552,000
Product sales [Member]
Revenues
Revenues	$ 11,660	$ 43,756	$ 55,948	$ 110,933
Cost of sales
Cost of product sales and services, exclusive of depreciation and amortization expense shown below	7,874	23,796	35,191	57,032
Services [Member]
Revenues
Revenues	4,652	17,017	23,646	42,458
Cost of sales
Cost of product sales and services, exclusive of depreciation and amortization expense shown below	$ 2,334	$ 8,413	$ 12,024	$ 25,021

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME [Abstract]
Net (loss) income	$ (5,137)	$ 6,609	$ (62,936)	$ (22,837)
Foreign currency translation adjustments, net of tax of $0	809	(1,017)	(2,848)	2,005
Comprehensive (loss) income	(4,328)	5,592	(65,784)	(20,832)
Less: Comprehensive income attributable to non-controlling interest	726	2,988	3,233	7,809
Comprehensive (loss) income attributable to NCS Multistage Holdings, Inc.	$ (5,054)	$ 2,604	$ (69,017)	$ (28,641)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parentheticals) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME [Abstract]
Foreign currency translation adjustments, tax	$ 0	$ 0	$ 0	$ 0

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Other Comprehensive Loss [Member]	Retained Deficit [Member]	Treasury Stock [Member]	Non-controlling Interest [Member]	Total
Beginning balance at Dec. 31, 2018		$ 451	$ 411,423	$ (84,030)	$ (166,206)	$ (337)	$ 14,930	$ 176,231
Beginning balance, shares at Dec. 31, 2018	1	45,100,771
Beginning balance, Treasury Stock, shares at Dec. 31, 2018						(28,308)
Share-based compensation			2,968					2,968
Net (loss) income					(11,966)		2,088	(9,878)
Distribution to noncontrolling interest							(600)	(600)
Shares withheld						$ (309)		(309)
Shares withheld, shares						(54,529)
Cemblend exchangeable shares		$ 13	(13)
Cemblend exchangeable shares, shares	(1)	1,326,935
Proceeds from the issuance of ESPP		$ 2	675					677
Proceeds from the issuance of ESPP, shares		156,486
Currency translation adjustment				1,537				1,537
Ending balance at Mar. 31, 2019		$ 468	415,051	(82,493)	(178,172)	$ (646)	16,418	170,626
Ending balance, shares at Mar. 31, 2019		46,752,755
Ending balance, Treasury Stock, shares at Mar. 31, 2019						(82,837)
Beginning balance at Dec. 31, 2018		$ 451	411,423	(84,030)	(166,206)	$ (337)	14,930	176,231
Beginning balance, shares at Dec. 31, 2018	1	45,100,771
Beginning balance, Treasury Stock, shares at Dec. 31, 2018						(28,308)
Net (loss) income								(22,837)
Vesting of restricted stock		$ 2	(2)
Vesting of restricted stock, shares		168,563
Currency translation adjustment								2,005
Ending balance at Sep. 30, 2019		$ 469	421,583	(82,025)	(196,852)	$ (667)	19,339	161,847
Ending balance, shares at Sep. 30, 2019		46,904,232
Ending balance, Treasury Stock, shares at Sep. 30, 2019						(92,377)
Beginning balance at Mar. 31, 2019		$ 468	415,051	(82,493)	(178,172)	$ (646)	16,418	170,626
Beginning balance, shares at Mar. 31, 2019		46,752,755
Beginning balance, Treasury Stock, shares at Mar. 31, 2019						(82,837)
Share-based compensation			3,314					3,314
Net (loss) income					(22,301)		2,733	(19,568)
Currency translation adjustment				1,485				1,485
Ending balance at Jun. 30, 2019		$ 468	418,365	(81,008)	(200,473)	$ (646)	19,151	155,857
Ending balance, shares at Jun. 30, 2019		46,752,755
Ending balance, Treasury Stock, shares at Jun. 30, 2019						(82,837)
Share-based compensation			2,872					2,872
Net (loss) income					3,621		2,988	6,609
Distribution to noncontrolling interest							(2,800)	(2,800)
Vesting of restricted stock, shares		36,285
Shares withheld						$ (21)		(21)
Shares withheld, shares						(9,540)
Proceeds from the issuance of ESPP		$ 1	346					347
Proceeds from the issuance of ESPP, shares		115,192
Currency translation adjustment				(1,017)				(1,017)
Ending balance at Sep. 30, 2019		$ 469	421,583	(82,025)	(196,852)	$ (667)	19,339	161,847
Ending balance, shares at Sep. 30, 2019		46,904,232
Ending balance, Treasury Stock, shares at Sep. 30, 2019						(92,377)
Beginning balance at Dec. 31, 2019		$ 469	424,633	(80,811)	(199,029)	$ (652)	18,935	$ 163,545
Beginning balance, shares at Dec. 31, 2019		46,905,782
Beginning balance, Treasury Stock, shares at Dec. 31, 2019						(92,665)		(92,665)
Share-based compensation			2,950					$ 2,950
Net (loss) income					(51,549)		2,642	(48,907)
Distribution to noncontrolling interest							(3,050)	(3,050)
Vesting of restricted stock		$ 5	(5)
Vesting of restricted stock, shares		481,996
Shares withheld						$ (151)		(151)
Shares withheld, shares						(137,855)
Currency translation adjustment				(5,249)				(5,249)
Ending balance at Mar. 31, 2020		$ 474	427,578	(86,060)	(250,578)	$ (803)	18,527	109,138
Ending balance, shares at Mar. 31, 2020		47,387,778
Ending balance, Treasury Stock, shares at Mar. 31, 2020						(230,520)
Beginning balance at Dec. 31, 2019		$ 469	424,633	(80,811)	(199,029)	$ (652)	18,935	$ 163,545
Beginning balance, shares at Dec. 31, 2019		46,905,782
Beginning balance, Treasury Stock, shares at Dec. 31, 2019						(92,665)		(92,665)
Net (loss) income								$ (62,936)
Currency translation adjustment								(2,848)
Ending balance at Sep. 30, 2020		$ 474	430,902	(83,659)	(265,198)	$ (809)	18,368	$ 100,078
Ending balance, shares at Sep. 30, 2020		47,439,214
Ending balance, Treasury Stock, shares at Sep. 30, 2020						(241,319)		(241,319)
Beginning balance at Mar. 31, 2020		$ 474	427,578	(86,060)	(250,578)	$ (803)	18,527	$ 109,138
Beginning balance, shares at Mar. 31, 2020		47,387,778
Beginning balance, Treasury Stock, shares at Mar. 31, 2020						(230,520)
Share-based compensation			1,722					1,722
Net (loss) income					(8,757)		(135)	(8,892)
Exercise of stock options, shares		13,500
Vesting of restricted stock, shares		13,324
Shares withheld						$ (2)		(2)
Shares withheld, shares						(4,493)
Currency translation adjustment				1,592				1,592
Ending balance at Jun. 30, 2020		$ 474	429,300	(84,468)	(259,335)	$ (805)	18,392	103,558
Ending balance, shares at Jun. 30, 2020		47,414,602
Ending balance, Treasury Stock, shares at Jun. 30, 2020						(235,013)
Share-based compensation			1,602					1,602
Net (loss) income					(5,863)		726	(5,137)
Distribution to noncontrolling interest							(750)	(750)
Vesting of restricted stock, shares		24,612
Shares withheld						$ (4)		(4)
Shares withheld, shares						(6,306)
Currency translation adjustment				809				809
Ending balance at Sep. 30, 2020		$ 474	$ 430,902	$ (83,659)	$ (265,198)	$ (809)	$ 18,368	$ 100,078
Ending balance, shares at Sep. 30, 2020		47,439,214
Ending balance, Treasury Stock, shares at Sep. 30, 2020						(241,319)		(241,319)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Cash flows from operating activities
Net loss	$ (62,936)	$ (22,837)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	4,786	7,833
Impairment	50,194	7,919
Amortization of deferred loan cost	226	236
Write-off of deferred loan costs	606
Share-based compensation	6,477	9,380
Provision for inventory obsolescence	1,198	417
Deferred income tax (benefit) expense	(2,069)	9,281
Gain on sale of property and equipment	(514)	(300)
Change in fair value of contingent consideration		37
Provision for doubtful accounts	895	1,715
Payment of contingent consideration		(3,042)
Proceeds from note receivable	300
Changes in operating assets and liabilities:
Accounts receivable—trade	25,814	(9,552)
Inventories, net	1,386	(8,218)
Prepaid expenses and other assets	(2,754)	723
Accounts payable—trade	(4,555)	12,272
Accrued expenses	131	(915)
Other liabilities	1,421	(805)
Income taxes receivable/payable	(6,098)	671
Net cash provided by operating activities	14,508	4,815
Cash flows from investing activities
Purchases of property and equipment	(1,882)	(4,990)
Purchase and development of software and technology		(251)
Proceeds from sales of property and equipment	704	816
Net cash used in investing activities	(1,178)	(4,425)
Cash flows from financing activities
Equipment note borrowings		835
Payments on equipment note and finance leases	(1,268)	(4,552)
Line of credit borrowings	5,000
Payments on revolver	(15,000)	(7,000)
Payment of contingent consideration		(6,958)
Treasury shares withheld	(157)	(330)
Distribution to noncontrolling interest	(3,800)	(3,400)
Proceeds from the issuance of ESPP shares		1,025
Payment of deferred loan cost related to senior secured credit facility	(482)	(871)
Net cash used in financing activities	(15,707)	(21,251)
Effect of exchange rate changes on cash and cash equivalents	(231)	248
Net change in cash and cash equivalents	(2,608)	(20,613)
Cash and cash equivalents beginning of period	11,243	25,131
Cash and cash equivalents end of period	8,635	4,518
Noncash investing and financing activities
Leased assets obtained in exchange for new finance lease liabilities	5,102	1,371
Leased assets obtained in exchange for new operating lease liabilities	2,573	$ 336
Return of vehicles under finance lease	$ (722)

Basis of Presentation	9 Months Ended
Basis of Presentation	Sep. 30, 2020
Basis of Presentation [Abstract]
Basis of Presentation	Note 1. Basis of Presentation Nature of Business NCS Multistage Holdings, Inc., a Delaware corporation, through its wholly owned subsidiaries and subsidiaries for which it has a controlling voting interest (collectively referred to as the “Company,” “NCS,” “we,” “our” and “us”), is primarily engaged in providing engineered products and support services for oil and natural gas well completions and field development strategies. We offer our products and services primarily to exploration and production companies for use in onshore wells. We operate through service facilities principally located in Houston and Odessa, Texas; Tulsa, Oklahoma; Billings, Montana; Morgantown, West Virginia; Calgary, Red Deer, Grande Prairie and Estevan, Canada; Neuquén, Argentina and Stavanger, Norway. Basis of Presentation Our accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities Exchange Act of 1934, as amended, issued by the Securities Exchange Commission (“SEC”) and have not been audited by our independent registered public accounting firm. The condensed consolidated balance sheet at December 31, 2019 is derived from our audited financial statements. However, certain information and footnote disclosures required by GAAP for complete annual financial statements have been omitted or condensed as permitted by the rules and regulations of the SEC, and, therefore, these interim financial statements should be read in conjunction with our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on March 3, 2020. As NCS has the controlling voting interest in Repeat Precision, LLC (“Repeat Precision”), the other party’s ownership percentage is presented separately as a non-controlling interest. In the opinion of management, these condensed consolidated financial statements reflect all normal, recurring adjustments necessary for a fair statement of the interim periods presented. The results of operations for interim periods are not necessarily indicative of those for a full year. Certain reclassifications have been made to conform 2019 balances to our 2020 presentation on the condensed consolidated balance sheets. All intercompany accounts and transactions have been eliminated for purposes of preparing these condensed consolidated financial statements. Recent Accounting Pronouncements Pronouncements Adopted in 2020 In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles - Goodwill and Other-Internal-Use Software (Subtopic 350-40). The ASU aligns the requirements to capitalize implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements to capitalize implementation costs incurred to develop or obtain internal-use software. For public entities, this guidance became effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption was permitted, including adoption in any interim period. We adopted ASU No. 2018-15 on a prospective basis on January 1, 2020, with no material impact on our condensed consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820). The ASU modifies, removes and adds certain disclosure requirements on fair value measurements. For public entities, this guidance became effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption was permitted for all amendments. Alternatively, entities could early-adopt certain eliminated or modified disclosure requirements and delay the adoption of all new disclosure requirements until the effective date. We adopted ASU No. 2018-13 on January 1, 2020, with no material impact on our condensed consolidated financial statements. Pronouncements Not Yet Effective In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848). The ASU provides optional guidance for a limited period of time to ease the potential burden in accounting for contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or other interest rates used globally that could be discontinued. The amendments are effective for all entities as of March 12, 2020 through December 31, 2022. We are currently evaluating the impact of the adoption of this guidance. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. ASU No. 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. For public entities, this guidance is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. We are currently evaluating the impact of the adoption of this guidance. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326). This ASU introduces a new impairment model that is based on expected credit losses rather than incurred credit losses for financial instruments, including trade accounts receivable. It requires an entity to measure expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The new standard was to become effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. In November 2019, the FASB issued ASU No. 2019-10, which deferred the effective dates for certain accounting guidance (ASUs). The effective date for ASU No. 2016-13 will remain the same for public business entities that are SEC filers, except for entities who are deemed smaller reporting companies (“SRC”). The effective date for all other entities, including SRCs, will begin after December 15, 2022 and interim periods within those fiscal years. NCS qualifies as a SRC. We are currently evaluating the impact of the adoption of this guidance.

Revenues

9 Months Ended

Sep. 30, 2020

Revenues [Abstract]

Revenues

Note 2. Revenues

Disaggregation of Revenue

We sell our products and services primarily in North America and in selected international markets. Revenue by geography is attributed based on the current billing address of the customer. The following table depicts the disaggregation of revenue by geographic region (in thousands):


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
United States
Product sales	$	8,192	$	21,639	$	29,319	$	62,272
Services		1,143		6,915		5,588		18,370
Total United States		9,335		28,554		34,907		80,642
Canada
Product sales		2,762		18,531		24,740		43,953
Services		931		7,590		9,819		18,670
Total Canada		3,693		26,121		34,559		62,623
Other Countries
Product sales		706		3,586		1,889		4,708
Services		2,578		2,512		8,239		5,418
Total Other Countries		3,284		6,098		10,128		10,126
Total
Product sales		11,660		43,756		55,948		110,933
Services		4,652		17,017		23,646		42,458
Total revenues	$	16,312	$	60,773	$	79,594	$	153,391

Contract Balances

When the timing of the delivery of products and provision of services is different from the timing of the customer payments, we recognize either a contract asset (performance precedes contractual due date in connection with estimates of variable consideration) or a contract liability (customer payment precedes performance) on our condensed consolidated balance sheet. We currently do not have any contract assets or non-current contract liabilities. The following table includes the current contract liabilities as of September 30, 2020 and December 31, 2019 (in thousands):


Balance at December 31, 2019	$	59
Additions		-
Revenue recognized		(8)
Balance at September 30, 2020	$	51

Our contract liability as of September 30, 2020 and December 31, 2019 is included in current liabilities on our condensed consolidated balance sheet. Our performance obligations for our product and service revenues are satisfied before the customer’s payment however prepayments may occasionally be required for international sales. Revenue recognized from the contract liability balance was $8 thousand and $0.6 million for the nine months ended September 30, 2020 and 2019, respectively.

Practical Expedient

We do not disclose the value of unsatisfied performance obligations when the related contract has a duration of one year or less or we recognize revenue equal to what we have the right to invoice when that amount corresponds directly with the value to the customer of our performance to date.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 10
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

Inventories, Net

9 Months Ended

Sep. 30, 2020

Inventories, Net [Abstract]

Inventories, Net

Note 3. Inventories, net

Inventories consist of the following as of September 30, 2020 and December 31, 2019 (in thousands):


	September 30,		December 31,
	2020		2019
Raw materials	$	1,800	$	1,986
Work in process		47		523
Finished goods		34,739		37,412
Total inventories, net	$	36,586	$	39,921

Other Current Receivables

9 Months Ended

Sep. 30, 2020

Other Current Receivables [Abstract]

Other Current Receivables

Note 4. Other Current Receivables

Other current receivables consist of the following as of September 30, 2020 and December 31, 2019 (in thousands):


	September 30,		December 31,
	2020		2019
Current income tax receivables	$	9,347	$	4,777
Employee receivables		467		5
Other receivables		611		246
Total other receivables, net	$	10,425	$	5,028

Employee receivables relate primarily to amounts paid by us for foreign withholding tax paid on behalf of employees working on international assignments, which is expected to be reimbursed to us by the employees when refunded as foreign tax credits on home-country tax returns.

Property and Equipment

9 Months Ended

Sep. 30, 2020

Property and Equipment [Abstract]

Property and Equipment

Note 5. Property and Equipment

Property and equipment by major asset class consist of the following as of September 30, 2020 and December 31, 2019 (in thousands):



	September 30,		December 31,
	2020		2019
Land	$	1,616	$	2,090
Building and improvements		7,954		12,242
Machinery and equipment		17,817		21,469
Computers and software		2,333		2,694
Furniture and fixtures		1,296		1,208
Vehicles		499		646
Right of use assets - finance leases		7,938		5,739
Service equipment		244		244
		39,697		46,332
Less: Accumulated depreciation and amortization		(15,325)		(14,333)
		24,372		31,999
Construction in progress		139		975
Property and equipment, net	$	24,511	$	32,974

In May 2020, we commenced a finance lease for land and a building in Odessa, Texas and recorded a long-term asset totaling $4.0 million and a corresponding lease liability. The lease has a ten-year term with two renewal periods available for an additional five years each.

We also maintain a vehicle leasing arrangement with a fleet management company in order to lease light vehicles and trucks that meet the criteria to record as finance leases. Due to unfavorable market conditions during 2020 associated primarily with the Coronavirus disease 2019 (“COVID-19”) pandemic, we returned many of these vehicles to the fleet management company for sale. During the nine months ended September 30, 2020, we retired lease vehicles with a historical cost of $2.9 million and accumulated depreciation of $1.8 million, or a net book value of $1.1 million, and an outstanding lease obligation totaling $0.7 million. The fleet management company sold the vehicles and we were entitled to proceeds of $1.0 million, of which we have received $0.7 million as of September 30, 2020. The surrender of the assets for sale and the retirement of the related lease obligations of $0.7 million has been included as a non-cash investing and financing activity in the accompanying condensed consolidated statements of cash flows for the nine months ended September 30, 2020.

The following table presents the depreciation expense associated with the following income statement line items for the three and nine months ended September 30, 2020 and 2019 (in thousands):


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Cost of sales
Cost of product sales	$	258	$	682	$	1,341	$	2,015
Cost of services		251		320		811		951
Selling, general and administrative expenses		491		459		1,294		1,416
Total depreciation	$	1,000	$	1,461	$	3,446	$	4,382

We evaluate our property and equipment for impairment whenever changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. We performed an impairment analysis to assess the recoverability of the carrying values for our property and equipment during the first quarter of 2020 because we determined that a triggering event had occurred. Evidence that led to a triggering event included the industry conditions, such as a reduction in global economic growth expectations, a significantly reduced demand for crude oil and refined products, the significant decline in commodity prices and the corresponding impact on future expectations of demand for our products and services primarily related to the COVID-19 pandemic as well as the resulting decline in the quoted price of our common stock. As a result of the analysis, we recorded an impairment charge of $9.7 million in our property and equipment, primarily related to our land, building and improvements and machinery and equipment, because the carrying value exceeded the estimated fair value as of March 31, 2020. We did not identify any triggering events after March 31, 2020 through September 30, 2020 that required further impairment testing. Therefore, we have not recorded any impairment charges since March 31, 2020. No impairment charges were recorded for the three and nine months ended September 30, 2019.

Goodwill and Identifiable Intangibles

9 Months Ended

Sep. 30, 2020

Goodwill and Identifiable Intangibles [Abstract]

Goodwill and Identifiable Intangibles

Note 6. Goodwill and Identifiable Intangibles

Changes in the carrying amount of goodwill are as follows (in thousands):



	Gross Value		Accumulated Impairment		Net
At December 31, 2018	$	177,115	$	(154,003)	$	23,112
Impairment		—		(7,937)		(7,937)
Currency translation adjustment		47		—		47
At December 31, 2019	$	177,162	$	(161,940)	$	15,222
Impairment		—		—		—
At September 30, 2020	$	177,162	$	(161,940)	$	15,222

We perform our annual impairment analysis of goodwill as of December 31, or when there is an indication an impairment may have occurred. As of March 31, 2020, we performed a quantitative impairment analysis for goodwill utilizing a market participant perspective and determined that the fair value exceeded the carrying value of our reporting unit. During the second and third quarters of 2020, we did not identify any triggering events indicating potential impairment of goodwill. Accordingly, there was no impairment charge recorded for goodwill for the three and nine months ended September 30, 2020.

During the second quarter of 2019, we performed an impairment analysis for goodwill. Evidence of an indication of impairment included further deterioration in customer activity levels in North America, which resulted in lower demand for oilfield services driving a decrease in our market share and increased customer and competitor-driven pricing pressures in addition to a decline in the quoted price of our common stock. We determined that the carrying value of one of our reporting units exceeded its fair value and we recorded an impairment charge of $7.9 million for our tracer diagnostic services reporting unit. Following the impairment, our tracer diagnostic services reporting unit had no remaining goodwill balance as of June 30, 2019. There was no indication an impairment may have occurred in any other reporting unit for the three and nine months ended September 30, 2019.

Identifiable intangibles by major asset class consist of the following (in thousands):



		September 30, 2020
	Estimated	Gross
	Useful	Carrying		Accumulated		Net
	Lives (Years)	Amount		Amortization		Balance
Technology	1 - 18	$	157	$	(64)	$	93
Customer relationships	10		4,100		(1,504)		2,596
Total identifiable intangibles		$	4,257	$	(1,568)	$	2,689



		December 31, 2019
	Estimated	Gross
	Useful	Carrying		Accumulated		Net
	Lives (Years)	Amount		Amortization		Balance
Technology	8 - 18	$	17,721	$	(2,380)	$	15,341
Trademarks	5 - 10		1,600		(373)		1,227
Customer relationships	10 - 21		28,689		(3,928)		24,761
Internally developed software	5		4,904		(985)		3,919
Total identifiable intangibles		$	52,914	$	(7,666)	$	45,248

Total amortization expense, which is associated with the selling, general and administrative expenses on the condensed consolidated statements of operations, was $0.1 million and $1.2 million for the three months ended September 30, 2020 and 2019, respectively, and $1.3 million and $3.5 million for the nine months ended September 30, 2020 and 2019, respectively.

Identifiable intangibles with definite lives are tested for impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. On March 31, 2020, we evaluated our finite-lived intangible assets for impairment due to current industry conditions including a reduction in global economic growth expectations, a significantly reduced demand for crude oil and refined products, the significant decline in commodity prices and the corresponding impact on future expectations of demand for our products and services primarily related to the COVID-19 pandemic as well as the resulting decline in the quoted price of our common stock. As a result of the analysis, we determined that the carrying values of certain intangible assets were no longer recoverable, which resulted in an impairment charge of $11.9 million in the asset group that includes fracturing systems and well construction related to technology and internally-developed software and an impairment charge of $28.6 million in our tracer diagnostics asset group related to customer relationships, technology, internally developed software and trademarks, each recorded on March 31, 2020. Following the impairment charges in the first quarter of 2020, we had no remaining identifiable intangible balances in the asset group that includes our fracturing systems and well construction or our tracer diagnostics asset group. There were no impairment charges recorded for our identifiable intangibles for the three months ended September 30, 2020 and 2019.

Accrued Expenses

9 Months Ended

Sep. 30, 2020

Accrued Expenses [Abstract]

Accrued Expenses

Note 7. Accrued Expenses

Accrued expenses consist of the following as of September 30, 2020 and December 31, 2019 (in thousands):



	September 30,		December 31,
	2020		2019
Accrued payroll and bonus	$	1,131	$	2,558
Property and franchise taxes accrual		479		462
Severance and other termination benefits (Note 10)		1,316		—
Accrued other miscellaneous liabilities		668		431
Total accrued expenses	$	3,594	$	3,451

Debt

9 Months Ended

Sep. 30, 2020

Debt [Abstract]

Debt

Note 8. Debt

Our long-term debt consists of the following as of September 30, 2020 and December 31, 2019 (in thousands):



	September 30,		December 31,
	2020		2019
Senior Secured Credit Facility	$	—	$	10,000
Finance leases		5,983		2,917
Total debt		5,983		12,917
Less: current portion		(1,446)		(1,481)
Long-term debt	$	4,537	$	11,436

The estimated fair value of total debt as of September 30, 2020 and December 31, 2019 was $5.4 million and $12.5 million, respectively. The carrying value of the senior secured revolving credit facility and the lines of credit approximated the fair value of debt at December 31, 2019 since these facilities have variable interest rates and can be paid at any time. The fair value for the remaining debt was estimated using Level 2 inputs by calculating the sum of the discounted future interest and principal payments through the date of maturity.

Below is a description of our credit agreement and other financing arrangements.

Senior Secured Credit Facility

On May 1, 2019, we entered into a Second Amended and Restated Credit Agreement (the “Credit Agreement”) with Pioneer Investment, Inc., as borrower (the “U.S. Borrower”), NCS Multistage Inc., as borrower (the “Canadian Borrower”, together with the U.S. Borrower, the “Borrowers”), Pioneer Intermediate, Inc. (together with the Company, the “Parent Guarantors”) and the lenders party thereto, Wells Fargo Bank, National Association as administrative agent in respect of the U.S. Facility (as defined below) and Wells Fargo Bank, National Association, Canadian Branch, as administrative agent in respect of the Canadian Facility (as defined below) (the senior secured revolving credit facilities provided thereunder, the “Senior Secured Credit Facility”). The Credit Agreement amended and restated our prior credit agreement in its entirety.

On August 6, 2020, we entered into Amendment No. 1 (the “Amendment”) to the Credit Agreement (as amended by the Amendment, the “Amended Credit Agreement”) with Pioneer Investment, Inc., as borrower, NCS Multistage Inc., as borrower, Pioneer Intermediate, Inc., certain subsidiaries of the Borrowers, the lenders party thereto, Wells Fargo Bank, National Association as administrative agent in respect of the U.S. Facility and Wells Fargo Bank, National Association, Canadian Branch, as administrative agent in respect of the Canadian Facility (the U.S. Facility and the Canadian Facility, collectively, the “Facilities”).

The Amendment (i) reduced the U.S. Commitments (as defined in the Amended Credit Agreement) from $50.0 million to $25.0 million, of which up to $2.5 million may be made available for letters of credit and up to $2.5 million may be made available for swingline loans and (ii) reduced the Canadian Commitments (as defined in the Amended Credit Agreement) from $25.0 million to $0. The Canadian Borrower may make borrowings under the U.S. Facility, subject to a $15.0 million sublimit. The Amendment also limits total outstanding credit exposure of the lenders under the Facilities to a borrowing base calculated based on eligible receivables. Our borrowing base under the Senior Secured Credit Facility as of September 30, 2020 was $4.2 million. The maturity date of the Amended Credit Agreement remains May 1, 2023. We repaid the $15.0 million outstanding under the Senior Secured Credit Facility in connection with the Amendment. As of September 30, 2020, we had no outstanding indebtedness under the Senior Secured Credit Facility.

Borrowings under the Senior Secured Credit Facility may be made in U.S. dollars for Adjusted Base Rate Advances, and in U.S. dollars, Canadian dollars or Euros for Eurocurrency Rate Advances (each as defined in the Amended Credit Agreement). Such advances bear interest at the Adjusted Base Rate or at the Eurocurrency Rate (each as defined in the Amended Credit Agreement) plus an applicable interest margin between 2.75% and 3.75%, depending on our leverage ratio. The applicable interest rate at September 30, 2020 was 4.375% on the Senior Secured Credit Facility. We incurred interest expense related to the Senior Secured Credit Facility, including commitment fees, of $0.1 million and $0.3 million for the three months ended September 30, 2020 and 2019, respectively, and $0.6 million and $0.5 million for the nine months ended September 30, 2020 and 2019, respectively.

Pursuant to amended guaranty and security documents entered into concurrently with the Amendment, the obligations of the Borrowers under the Senior Secured Credit Facility are guaranteed by the Parent Guarantors, as well as each of the other existing and future direct and indirect restricted subsidiaries of NCS organized under the laws of the United States and Canada (subject to certain exceptions), and are secured by substantially all of the assets of the Parent Guarantors, the Borrowers and such other subsidiary guarantors, in each case, subject to certain exceptions and permitted liens.

Prior to giving effect to the Amendment, the Credit Agreement contained financial covenants that required (i) commencing with the fiscal quarter ending June 30, 2019, compliance with a maximum leverage ratio test set at 2.50 to 1.00 as of the last day of each fiscal quarter, (ii) commencing with the fiscal quarter ending June 30, 2019, compliance with an interest coverage ratio test set at not more than 2.75 to 1.00 as of the last day of each fiscal quarter, (iii) if the leverage ratio as of the end of any fiscal quarter is greater than 2.00 to 1.00 and the amount outstanding under the Canadian Facility at any time during such fiscal quarter was greater than $0, compliance as of the end of such fiscal quarter with a Canadian asset coverage ratio test of at least 1.00 to 1.00 and (iv) if the leverage ratio as of the end of any fiscal quarter is greater than 2.00 to 1.00 and the amount outstanding under the Senior Secured Credit Facility at any time during such fiscal quarter was greater than $0, compliance as of the end of such fiscal quarter with a U.S. asset coverage ratio test of at least 1.00 to 1.00. Pursuant to the Amendment, we are no longer required to comply with the foregoing financial covenants.

Pursuant to the Amendment, the Amended Credit Agreement now requires us to (i) maintain liquidity (defined as availability under the Senior Secured Credit Facility plus certain cash deposits) of at least $7.5 million as of the date of each borrowing base certificate due to be delivered either monthly (if availability is greater than or equal to than 12%) or weekly (if availability is less than 12%) thereunder, (ii) maintain, for quarters during which availability is less than 20% of the borrowing base, a fixed charge coverage of at least 1.0 to 1.0 and (iii) on the last business day of each week, prepay advances to the extent that available cash exceeds $12.0 million. As of September 30, 2020, we were in compliance with these financial covenants. The Amendment also narrowed or eliminated several exceptions to prohibitions on the creation of liens, the incurrence of indebtedness, the making of investments and restricted payments and other negative covenants, rendering these covenants generally more restrictive. The Amendment reduced the dollar thresholds above which certain cross-defaults and adverse employee benefit plan events constitute events of default. The Amendment added a new event of default if the indebtedness of Repeat Precision exceeds $10.0 million.

The Amended Credit Agreement includes customary events of default for facilities of this type (with customary materiality thresholds and grace periods, as applicable). If an event of default occurs, the lenders party to the Amended Credit Agreement may elect (after the expiration of any applicable notice or grace periods) to declare all outstanding borrowings under such facility, together with accrued and unpaid interest and other amounts payable thereunder, to be immediately due and payable. The lenders party to the Amended Credit Agreement also have the right upon an event of default thereunder to terminate any commitments they have to provide further borrowings and to proceed against the collateral securing the Senior Secured Credit Facility.

We believe that our cash on hand, cash flows from operations and potential borrowings under our Senior Secured Credit Facility will be sufficient to fund our capital expenditures and liquidity requirements for the next twelve months. However, if the depressed market conditions, including reduced demand for oil, lower customer spending and the resulting low level of demand for our products and services continue, it will have a material negative impact on our financial performance. We can make no assurances that the current actions taken by us will provide us with enough liquidity in the future if the current economic environment worsens.

Direct costs of $0.9 million were incurred in 2019 in connection with the Senior Secured Credit Facility in addition to $0.3 million of unamortized deferred costs related to the modification of the prior senior secured credit facility. The costs were capitalized as an asset as they represent the benefit of being able to access capital over the contractual term and were being amortized over the term of the Senior Secured Credit Facility using the straight-line method. The Amendment reduced the overall potential capacity under the Amended Credit Agreement from $75.0 million to $25.0 million. Therefore, we expensed $0.6 million of deferred loan costs during the third quarter of 2020, which was commensurate with the reduction in potential capacity. We recorded new deferred loan costs associated with the Amendment totaling $0.6 million, which have been capitalized and will be amortized over the remaining term of the facility. Amortization expense of the deferred financing charges of $0.1 million was included in interest expense, net for each of the three months ended September 30, 2020 and 2019, respectively, and $0.2 million and $0.1 million for the nine months ended September 30, 2020 and 2019, respectively.

Promissory Notes

On February 27, 2017, Repeat Precision entered into a promissory note with Security State Bank & Trust, Fredericksburg, for an aggregate borrowing capacity of $3.8 million. The note bears interest at a variable interest rate based on prime plus 1.00%. The promissory note is collateralized by certain equipment, inventory and receivables. The promissory note was renewed on February 16, 2018 for an aggregate borrowing capacity of $4.3 million and was renewed again on February 14, 2020. The note is scheduled to mature on February 14, 2021. No other terms were changed. As of September 30, 2020 and December 31, 2019, we had no outstanding indebtedness under the promissory note.

On April 30, 2020, Repeat Precision entered into a promissory note with Security State Bank & Trust, Fredericksburg, for an aggregate borrowing capacity of $5.0 million. The note bears interest at a variable interest rate based on prime plus 1.00%. The promissory note is collateralized by certain equipment and inventory. The note is scheduled to mature on April 30, 2021. As of September 30, 2020, we had no outstanding indebtedness under the promissory note.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2020
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Note 9. Commitments and Contingencies Litigation In the ordinary course of our business, from time to time, we have various claims, lawsuits and administrative proceedings that are pending or threatened with respect to commercial, intellectual property and employee matters. On July 24, 2018, we filed a patent infringement lawsuit against Kobold Corporation, Kobold Completions Inc. and 2039974 Alberta Ltd. (“Kobold”) in the Federal Court of Canada, alleging that Kobold’s fracturing tools and methods infringe on several of our Canadian patents. We previously filed a breach of contract lawsuit on March 16, 2018, against Kobold Corporation in the Court of Queen’s Bench of Alberta, alleging breach of a prior settlement agreement. Both of these lawsuits seek unspecified monetary damages and injunctive relief. On July 12, 2019, Kobold filed a counterclaim seeking unspecified damages alleging that our fracturing tools and methods infringe on their patent and that we made false and misleading statements about Kobold. On April 3, 2020, the United States District Court for the Western District of Texas, Waco Division (“District Court”) issued a final judgment in connection with the litigation with Diamondback Industries, Inc (“Diamondback”) awarding Repeat Precision approximately $39.9 million (the “Award”) plus attorneys’ fees in connection with its breach of exclusive license, patent infringement and tortious interference claims. In its ruling, the District Court validated the terms of Repeat Precision’s exclusive license agreement with respect to the setting tool technology practicing U.S. Patent No. 9,810,035 (the “’035 Patent’) and enjoined Diamondback from selling its infringing SS line of setting tools. The judgment remains subject to appeal and, on April 21, 2020, Diamondback filed for Chapter 11 bankruptcy protection which stays any collection efforts. As of September 30, 2020, we have not recorded any amount in our condensed consolidated financial statements related to this gain contingency. In April 2020, we received $1.1 million of proceeds from our directors and officers liability insurance related to the reimbursement of legal expenses that we incurred to defend a director and officer in the Diamondback litigation, which was recorded in the condensed consolidated statements of operations under general and administrative expenses for the nine months ended September 30, 2020. In accordance with GAAP, we accrue for contingencies where the occurrence of a material loss is probable and can be reasonably estimated, based on our estimate of the expected liability. If we have any outstanding legal accruals, we may increase or decrease these in the future, on a matter-by-matter basis, to account for developments. Our assessment of the likely outcome of litigation matters is based on our judgment of a number of factors, including experience with similar matters, past history, precedents, relevant financial information and other evidence and facts specific to the matter. While the outcome of any legal proceeding cannot be predicted with any certainty, based on a consideration of relevant facts and circumstances, our management currently does not expect that the results of these legal proceedings would have a material adverse effect on our financial position, results of operations or cash flows. Operating Lease In February 2020, we commenced an operating lease for our corporate headquarters in Houston, Texas and recorded a long-term asset totaling $2.4 million and a corresponding lease liability. The lease has a seven and a half year term with two renewal periods available for an additional five years each.

Severance and Other Termination Benefits

9 Months Ended

Sep. 30, 2020

Severance and Other Termination Benefits [Abstract]

Severance and Other Termination Benefits

Note 10. Severance and Other Termination Benefits

On March 31, and April 1, 2020, we implemented, effective as of such date, a workforce reduction resulting in the termination of over 80 employees, furloughs for certain employees and lower compensation levels for executives and employees not participating in furloughs in response to the decrease in crude oil pricing, customer capital spending plans and activity as a result of the decline in market conditions primarily related to the COVID-19 pandemic and reduced demand for oil. On May 4, 2020 and in July 2020, we implemented, effective as of such date, additional workforce reductions resulting in the termination of approximately 50 employees per each reduction. In connection with these reductions in workforce and executive departures, we incurred cash severance costs, which are reflected in the condensed consolidated statements of operations under general and administrative expenses, of $0.8 million and $5.6 million for the three and nine months ended September 30, 2020.

Below is a reconciliation of the beginning and ending liability balance (in thousands):


Beginning balance, December 31, 2019	$	—
Additions for costs expensed		5,618
Severance payments		(4,330)
Currency translation adjustment		28
Ending balance, September 30, 2020	$	1,316

We expect to finish paying off this severance and other terminations liability by May 2021.

Share-Based Compensation	9 Months Ended
Share-Based Compensation	Sep. 30, 2020
Share-Based Compensation [Abstract]
Share-Based Compensation	Note 11. Share-Based Compensation During the nine months ended September 30, 2020, we granted 501,049 equity-classified restricted stock units (“RSUs”) primarily to nonemployee members of the Board of Directors with a weighted average grant date fair value of $1.11. We account for RSUs granted to employees at fair value on the date of grant, which we measure as the closing price of our stock on the date of grant, and recognize the compensation expense in the financial statements over the requisite service period. RSUs generally vest over a period of three equal annual installments beginning on the anniversary of the date of grant other than those issued in connection with yearly award grants to members of our Board of Directors. The RSUs for the members of our Board will vest on the one-year anniversary of the grant date and will either settle at vesting or, if the director has elected to defer the RSUs, within thirty days following the earlier of the termination of the director’s service for any reason or a change of control. During the nine months ended September 30, 2020, we granted 3,001,168 equivalent stock units, or cash-settled, liability-classified RSUs (“ESUs”), with a weighted average grant date fair value of $1.09. When the ESUs are originally granted to employees, they are valued at fair value, which we measure as the closing price of our common stock on the date of grant. As the ESUs will be settled in cash, they are remeasured each reporting period at fair value based upon the closing price of our common stock until the awards are settled. The ESUs will vest and settle ratably in three equal annual installments beginning on the anniversary of the date of grant. The cash settled for any ESU will not exceed the maximum payout established by our Compensation, Nominating and Governance Committee, which is generally two times the fair market value of our common stock as of a day near the grant date. In addition, during the nine months ended September 30, 2020, we granted 1,036,185 performance stock unit awards (“PSUs”), which have a performance period from January 1, 2020 to December 31, 2022. The grant date fair value of the PSUs of $1.31 was measured using a Monte Carlo simulation. The number of PSUs ultimately issued under the program is dependent upon our total shareholder return relative to a performance peer group (“relative TSR”) over the three-year performance period. Each PSU will settle for between zero and two shares of our common stock in the first quarter of 2023. The threshold performance level (25th percentile relative TSR) starts to earn PSUs, the mid-point performance level (50th percentile relative TSR) earns 65% of the target PSUs and the maximum performance level (90th percentile relative TSR) or greater earns 200% of the target PSUs. Total share-based compensation expense for all awards was $1.7 million and $2.9 million for the three months ended September 30, 2020 and 2019, respectively, and $6.5 million and $9.4 million for the nine months ended September 30, 2020 and 2019, respectively.

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2020
Income Taxes [Abstract]
Income Taxes	Note 12. Income Taxes The computation of the annual expected effective tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected operating income (or loss) for the year, projections of the proportion of income (or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is acquired or additional information is obtained. The computation of the annual effective rate would include applicable modifications, which were projected for the year, such as certain book expenses not deductible for tax, tax credits and foreign deemed dividends. We recorded a tax benefit of $3.1 million and $1.4 million for the three months ended September 30, 2020 and 2019, respectively. For the nine months ended September 30, 2020 and 2019, we recorded a tax (benefit) expense of $(10.0) million and $10.2 million, respectively. Included in the tax benefit for the nine months ended September 30, 2020 were several U.S. tax (benefit) expense adjustments related to the enactment of the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) including: (1) a tax benefit of $0.9 million which includes a decision to elect bonus depreciation in a prior year resulting in a Net Operating Loss (“NOL”) carryback and (2) tax expense of $9.7 million for an increase in a valuation allowance on deferred tax assets not expected to be realized. Also, included in tax benefit for the nine months ended September 30, 2020 was a tax expense in the amount of $1.2 million for a valuation allowance against our Canadian deferred tax asset based on management’s position that NCS has not met the more likely than not condition of realizing part of the deferred tax asset, as well as a benefit of $1.3 million related to a reduction in foreign tax expense. Included in tax expense for the nine months ended September 30, 2019 was a tax expense for a valuation allowance against our U.S. deferred tax asset based on management’s position that NCS has not met the more likely than not condition of realizing the deferred tax asset as well as the tax effect of a non-deductible goodwill impairment. These adjustments resulted in additional tax (benefit) expense for the three and nine months ended September 30, 2019 of approximately $(6.9) million and $11.7 million, respectively. Additionally, the effective tax rate for the nine months ended September 30, 2020 and 2019 included a tax expense of $1.4 million and $0.4 million, respectively, for the tax effect of stock awards. On March 27, 2020, the CARES Act was enacted and signed into law and includes several provisions for corporations including allowing companies to carryback certain NOLs and increasing the amount of NOLs that corporations can use to offset income. Corporate taxpayers may carryback NOLs originating during 2018 through 2020 for up to five years and the CARES Act removes the 80% taxable income limitation on utilization of those NOLs if carried back to prior tax years or utilized in tax years beginning before 2021, which was not previously allowed under the U.S. Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”). ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. The impact of an uncertain income tax position on the income tax returns must be recognized at the largest amount that is more-likely-than-not to be required to be recognized upon audit by the relevant taxing authority. This standard also provides guidance on de-recognition, measurement, classification, interest and penalties, accounting for interim periods, disclosure and transition issues with respect to tax positions. We include interest and penalties as a component of other income (expense), net in the condensed consolidated statements of operations. There were no interest and penalties for the nine months ended September 30, 2020. We recognized $42 thousand in interest and penalties for the nine months ended September 30, 2019.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

(Loss) Earnings Per Common Share

9 Months Ended

Sep. 30, 2020

(Loss) Earnings Per Common Share [Abstract]

(Loss) Earnings Per Common Share

Note 13. (Loss) Earnings Per Common Share

The following table presents the reconciliation of the numerator and denominator for calculating (loss) earnings per common share from net (loss) income (in thousands, except per share data):



	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Numerator—Basic
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Basic	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Numerator—Diluted
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Diluted	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Denominator
Basic weighted average number of shares		47,351		46,892		47,240		46,552
Dilutive effect of stock options, RSUs, PSUs and ESPP		—		29		—		—
Diluted weighted average number of shares		47,351		46,921		47,240		46,552

(Loss) earnings per common share
Basic	$	(0.12)	$	0.08	$	(1.40)	$	(0.66)
Diluted	$	(0.12)	$	0.08	$	(1.40)	$	(0.66)

Potentially dilutive securities excluded as anti-dilutive		4,598		4,184		4,594		4,357

The below pro-forma computation of loss (earnings) per share reflects the 1-for-20 reverse stock split that was approved by our Board of Directors and Advent International Corporation, who holds approximately 62.6% of our shares of common stock, on October 27, 2020 but is not yet effective (see Note 15) assuming it was retroactively effective for each of the periods presented:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Numerator—Basic
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Basic	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Numerator—Diluted
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Diluted	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Denominator
Pro forma basic weighted average number of shares		2,368		2,345		2,362		2,328
Pro forma dilutive effect of stock options, RSUs, PSUs and ESPP		—		1		—		—
Pro forma diluted weighted average number of shares		2,368		2,346		2,362		2,328

Pro forma (loss) earnings per common share
Basic	$	(2.48)	$	1.54	$	(28.01)	$	(13.17)
Diluted	$	(2.48)	$	1.54	$	(28.01)	$	(13.17)

Pro forma potentially dilutive securities excluded as anti-dilutive		230		209		230		218

Segment and Geographic Information	9 Months Ended
Segment and Geographic Information	Sep. 30, 2020
Segment and Geographic Information [Abstract]
Segment and Geographic Information	Note 14. Segment and Geographic Information We have determined that we operate in one reportable segment that has been identified based on how our chief operating decision maker manages our business. See “Note 2. Revenues” for our disaggregated revenue by geographic area.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

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+ Details

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	Note 15. Subsequent Events Settlement Agreement In October 2020, we entered into an agreement to settle the Award entered into by the District Court, which will be effectuated through a Chapter 11 plan of reorganization that was filed by Diamondback and is currently set for confirmation on November 12, 2020. The agreement terminates if the bankruptcy court does not approve the plan by December 31, 2020. In connection with Repeat Precision releasing Diamondback and Derrek Drury (“Drury”) from the monetary damages in the Award and certain other claims, Repeat Precision expects to receive: (i) an upfront cash payment of approximately $15.5 million, (ii) the transfer of the ‘035 Patent from Diamondback to Repeat Precision, (iii) payments for future sales of certain setting tool sold by Diamondback or its successor as restitution, until $5 million has been paid in total, and (iv) a note from Drury payable in two years in the principal amount of up to $5 million secured by certain properties and other collateral. Repeat Precision and another claimant in the Diamondback bankruptcy have also agreed to provide mutual releases of all claims in exchange for consideration to be received by Repeat Precision, which is also conditioned on the effectiveness of the Chapter 11 plan. There are no assurances that the terms of any settlement will become effective, including uncertainty as to whether a Chapter 11 plan will be approved by the bankruptcy court, or that we will receive any portion of the settlement consideration. Reverse Stock Split and Authorized Share Reduction In connection with our efforts to regain compliance with Nasdaq Listing Rule 5450(a)(1), we expect to effect a reverse stock split of our issued and outstanding common stock on or about December 1, 2020. On October 27, 2020, funds affiliated with Advent International Corporation, who beneficially hold 29,568,536 shares of our common stock as of such date, or approximately 62.6% of our shares of common stock, executed and delivered to the Board of Directors a written consent approving a proposal to effect a reverse stock split of our issued and outstanding common stock, with a ratio of 1-for-20 (the “reverse stock split”) and to reduce the number of authorized shares of our common stock by the same ratio as the reverse stock split. Our Board of Directors also approved the above reverse stock split and authorized share reduction on October 27, 2020. We expect our common stock to begin trading on Nasdaq on a split-adjusted basis when the market opens on December 1, 2020. Our Board of Directors reserves its right to elect not to proceed and abandon the reverse stock split if it determines, in its sole discretion, that this reverse stock split is no longer in the best interests of our stockholders. To show the effect of the reverse stock split in the event it becomes effective, pro forma basic and diluted earnings per common share are disclosed in Note 13.

Basis of Presentation (Policy)	9 Months Ended
Basis of Presentation (Policy)	Sep. 30, 2020
Basis of Presentation [Abstract]
Nature of Business	Nature of Business NCS Multistage Holdings, Inc., a Delaware corporation, through its wholly owned subsidiaries and subsidiaries for which it has a controlling voting interest (collectively referred to as the “Company,” “NCS,” “we,” “our” and “us”), is primarily engaged in providing engineered products and support services for oil and natural gas well completions and field development strategies. We offer our products and services primarily to exploration and production companies for use in onshore wells. We operate through service facilities principally located in Houston and Odessa, Texas; Tulsa, Oklahoma; Billings, Montana; Morgantown, West Virginia; Calgary, Red Deer, Grande Prairie and Estevan, Canada; Neuquén, Argentina and Stavanger, Norway.
Basis of Presentation	Basis of Presentation Our accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities Exchange Act of 1934, as amended, issued by the Securities Exchange Commission (“SEC”) and have not been audited by our independent registered public accounting firm. The condensed consolidated balance sheet at December 31, 2019 is derived from our audited financial statements. However, certain information and footnote disclosures required by GAAP for complete annual financial statements have been omitted or condensed as permitted by the rules and regulations of the SEC, and, therefore, these interim financial statements should be read in conjunction with our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on March 3, 2020. As NCS has the controlling voting interest in Repeat Precision, LLC (“Repeat Precision”), the other party’s ownership percentage is presented separately as a non-controlling interest. In the opinion of management, these condensed consolidated financial statements reflect all normal, recurring adjustments necessary for a fair statement of the interim periods presented. The results of operations for interim periods are not necessarily indicative of those for a full year. Certain reclassifications have been made to conform 2019 balances to our 2020 presentation on the condensed consolidated balance sheets. All intercompany accounts and transactions have been eliminated for purposes of preparing these condensed consolidated financial statements.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Pronouncements Adopted in 2020 In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles - Goodwill and Other-Internal-Use Software (Subtopic 350-40). The ASU aligns the requirements to capitalize implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements to capitalize implementation costs incurred to develop or obtain internal-use software. For public entities, this guidance became effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption was permitted, including adoption in any interim period. We adopted ASU No. 2018-15 on a prospective basis on January 1, 2020, with no material impact on our condensed consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820). The ASU modifies, removes and adds certain disclosure requirements on fair value measurements. For public entities, this guidance became effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. Early adoption was permitted for all amendments. Alternatively, entities could early-adopt certain eliminated or modified disclosure requirements and delay the adoption of all new disclosure requirements until the effective date. We adopted ASU No. 2018-13 on January 1, 2020, with no material impact on our condensed consolidated financial statements. Pronouncements Not Yet Effective In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848). The ASU provides optional guidance for a limited period of time to ease the potential burden in accounting for contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or other interest rates used globally that could be discontinued. The amendments are effective for all entities as of March 12, 2020 through December 31, 2022. We are currently evaluating the impact of the adoption of this guidance. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. ASU No. 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. For public entities, this guidance is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. We are currently evaluating the impact of the adoption of this guidance. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326). This ASU introduces a new impairment model that is based on expected credit losses rather than incurred credit losses for financial instruments, including trade accounts receivable. It requires an entity to measure expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. The new standard was to become effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. In November 2019, the FASB issued ASU No. 2019-10, which deferred the effective dates for certain accounting guidance (ASUs). The effective date for ASU No. 2016-13 will remain the same for public business entities that are SEC filers, except for entities who are deemed smaller reporting companies (“SRC”). The effective date for all other entities, including SRCs, will begin after December 15, 2022 and interim periods within those fiscal years. NCS qualifies as a SRC. We are currently evaluating the impact of the adoption of this guidance.

Revenues (Tables)

9 Months Ended

Sep. 30, 2020

Revenues [Abstract]

Disaggregation of Revenue by Geographic Region


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
United States
Product sales	$	8,192	$	21,639	$	29,319	$	62,272
Services		1,143		6,915		5,588		18,370
Total United States		9,335		28,554		34,907		80,642
Canada
Product sales		2,762		18,531		24,740		43,953
Services		931		7,590		9,819		18,670
Total Canada		3,693		26,121		34,559		62,623
Other Countries
Product sales		706		3,586		1,889		4,708
Services		2,578		2,512		8,239		5,418
Total Other Countries		3,284		6,098		10,128		10,126
Total
Product sales		11,660		43,756		55,948		110,933
Services		4,652		17,017		23,646		42,458
Total revenues	$	16,312	$	60,773	$	79,594	$	153,391

Schedule of Contract Liabilities


Balance at December 31, 2019	$	59
Additions		-
Revenue recognized		(8)
Balance at September 30, 2020	$	51

Inventories, Net (Tables)

9 Months Ended

Sep. 30, 2020

Inventories, Net [Abstract]

Schedule of Inventories


	September 30,		December 31,
	2020		2019
Raw materials	$	1,800	$	1,986
Work in process		47		523
Finished goods		34,739		37,412
Total inventories, net	$	36,586	$	39,921

Other Current Receivables (Tables)

9 Months Ended

Sep. 30, 2020

Other Current Receivables [Abstract]

Schedule of Other Current Receivables


	September 30,		December 31,
	2020		2019
Current income tax receivables	$	9,347	$	4,777
Employee receivables		467		5
Other receivables		611		246
Total other receivables, net	$	10,425	$	5,028

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2020

Property and Equipment [Abstract]

Schedule of Property and Equipment by Major Asset Class



	September 30,		December 31,
	2020		2019
Land	$	1,616	$	2,090
Building and improvements		7,954		12,242
Machinery and equipment		17,817		21,469
Computers and software		2,333		2,694
Furniture and fixtures		1,296		1,208
Vehicles		499		646
Right of use assets - finance leases		7,938		5,739
Service equipment		244		244
		39,697		46,332
Less: Accumulated depreciation and amortization		(15,325)		(14,333)
		24,372		31,999
Construction in progress		139		975
Property and equipment, net	$	24,511	$	32,974

Schedule of Depreciation Expense Associated Income Statement Line Items


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Cost of sales
Cost of product sales	$	258	$	682	$	1,341	$	2,015
Cost of services		251		320		811		951
Selling, general and administrative expenses		491		459		1,294		1,416
Total depreciation	$	1,000	$	1,461	$	3,446	$	4,382

Goodwill and Identifiable Intangibles (Tables)

9 Months Ended

Sep. 30, 2020

Goodwill and Identifiable Intangibles [Abstract]

Changes in Carrying Amount of Goodwill



	Gross Value		Accumulated Impairment		Net
At December 31, 2018	$	177,115	$	(154,003)	$	23,112
Impairment		—		(7,937)		(7,937)
Currency translation adjustment		47		—		47
At December 31, 2019	$	177,162	$	(161,940)	$	15,222
Impairment		—		—		—
At September 30, 2020	$	177,162	$	(161,940)	$	15,222

Schedule of Identifiable Intangibles



		September 30, 2020
	Estimated	Gross
	Useful	Carrying		Accumulated		Net
	Lives (Years)	Amount		Amortization		Balance
Technology	1 - 18	$	157	$	(64)	$	93
Customer relationships	10		4,100		(1,504)		2,596
Total identifiable intangibles		$	4,257	$	(1,568)	$	2,689



		December 31, 2019
	Estimated	Gross
	Useful	Carrying		Accumulated		Net
	Lives (Years)	Amount		Amortization		Balance
Technology	8 - 18	$	17,721	$	(2,380)	$	15,341
Trademarks	5 - 10		1,600		(373)		1,227
Customer relationships	10 - 21		28,689		(3,928)		24,761
Internally developed software	5		4,904		(985)		3,919
Total identifiable intangibles		$	52,914	$	(7,666)	$	45,248

Accrued Expenses (Tables)

9 Months Ended

Sep. 30, 2020

Accrued Expenses [Abstract]

Schedule of Accrued Expenses



	September 30,		December 31,
	2020		2019
Accrued payroll and bonus	$	1,131	$	2,558
Property and franchise taxes accrual		479		462
Severance and other termination benefits (Note 10)		1,316		—
Accrued other miscellaneous liabilities		668		431
Total accrued expenses	$	3,594	$	3,451

Debt (Tables)

9 Months Ended

Sep. 30, 2020

Debt [Abstract]

Schedule of Long-term Debt



	September 30,		December 31,
	2020		2019
Senior Secured Credit Facility	$	—	$	10,000
Finance leases		5,983		2,917
Total debt		5,983		12,917
Less: current portion		(1,446)		(1,481)
Long-term debt	$	4,537	$	11,436

Severance and Other Termination Benefits (Tables)

9 Months Ended

Sep. 30, 2020

Severance and Other Termination Benefits [Abstract]

Schedule of Reconciliation of Beginning and Ending Liability Balance


Beginning balance, December 31, 2019	$	—
Additions for costs expensed		5,618
Severance payments		(4,330)
Currency translation adjustment		28
Ending balance, September 30, 2020	$	1,316

(Loss) Earnings Per Common Share (Tables)

9 Months Ended

Sep. 30, 2020

Reconciliation of Numerator and Denominator for Calculating (loss) Earnings Per Share from Net (loss) Income



	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Numerator—Basic
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Basic	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Numerator—Diluted
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Diluted	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Denominator
Basic weighted average number of shares		47,351		46,892		47,240		46,552
Dilutive effect of stock options, RSUs, PSUs and ESPP		—		29		—		—
Diluted weighted average number of shares		47,351		46,921		47,240		46,552

(Loss) earnings per common share
Basic	$	(0.12)	$	0.08	$	(1.40)	$	(0.66)
Diluted	$	(0.12)	$	0.08	$	(1.40)	$	(0.66)

Potentially dilutive securities excluded as anti-dilutive		4,598		4,184		4,594		4,357

Pro Forma [Member]

Reconciliation of Numerator and Denominator for Calculating (loss) Earnings Per Share from Net (loss) Income


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
Numerator—Basic
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Basic	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Numerator—Diluted
Net (loss) income	$	(5,137)	$	6,609	$	(62,936)	$	(22,837)
Less: income attributable to non-controlling interest		726		2,988		3,233		7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.––Diluted	$	(5,863)	$	3,621	$	(66,169)	$	(30,646)

Denominator
Pro forma basic weighted average number of shares		2,368		2,345		2,362		2,328
Pro forma dilutive effect of stock options, RSUs, PSUs and ESPP		—		1		—		—
Pro forma diluted weighted average number of shares		2,368		2,346		2,362		2,328

Pro forma (loss) earnings per common share
Basic	$	(2.48)	$	1.54	$	(28.01)	$	(13.17)
Diluted	$	(2.48)	$	1.54	$	(28.01)	$	(13.17)

Pro forma potentially dilutive securities excluded as anti-dilutive		230		209		230		218

Revenues (Narrative) (Details) - USD ($) $ in Thousands	9 Months Ended
Revenues (Narrative) (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Sep. 30, 2019
Revenues [Abstract]
Revenue recognized from the contract liability balance	$ 8	$ 600

Revenues (Disaggregation of Revenue by Geographic Region) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Disaggregation of Revenue [Line Items]
Revenues	$ 16,312	$ 60,773	$ 79,594	$ 153,391
Product sales [Member]
Disaggregation of Revenue [Line Items]
Revenues	11,660	43,756	55,948	110,933
Services [Member]
Disaggregation of Revenue [Line Items]
Revenues	4,652	17,017	23,646	42,458
United States [Member]
Disaggregation of Revenue [Line Items]
Revenues	9,335	28,554	34,907	80,642
United States [Member] \| Product sales [Member]
Disaggregation of Revenue [Line Items]
Revenues	8,192	21,639	29,319	62,272
United States [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Revenues	1,143	6,915	5,588	18,370
Canada [Member]
Disaggregation of Revenue [Line Items]
Revenues	3,693	26,121	34,559	62,623
Canada [Member] \| Product sales [Member]
Disaggregation of Revenue [Line Items]
Revenues	2,762	18,531	24,740	43,953
Canada [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Revenues	931	7,590	9,819	18,670
Other Countries [Member]
Disaggregation of Revenue [Line Items]
Revenues	3,284	6,098	10,128	10,126
Other Countries [Member] \| Product sales [Member]
Disaggregation of Revenue [Line Items]
Revenues	706	3,586	1,889	4,708
Other Countries [Member] \| Services [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 2,578	$ 2,512	$ 8,239	$ 5,418

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=75031198&loc=d3e14064-108612

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 235
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-URI http://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(1))
-URI http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227

+ Details

Revenues (Schedule of Contract Liabilities) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Change in Contract with Customer, Asset and Liability [Abstract]
Contract Liabilities Current Beginning Balance	$ 59
Revenue recognized	(8)	$ (600)
Contract Liabilities Current Ending Balance	$ 51

Inventories, Net (Schedule of Inventories) (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Inventories, Net [Abstract]
Raw materials	$ 1,800	$ 1,986
Work in process	47	523
Finished goods	34,739	37,412
Total inventories, net	$ 36,586	$ 39,921

Other Current Receivables (Schedule Of Other Current Receivables) (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Other Current Receivables [Abstract]
Current income tax receivables	$ 9,347	$ 4,777
Employee receivables	467	5
Other receivables	611	246
Total other receivables, net	$ 10,425	$ 5,028

Property and Equipment (Narrative) (Details) $ in Thousands		3 Months Ended	9 Months Ended
Property and Equipment (Narrative) (Details) $ in Thousands	May 01, 2020 USD ($) item	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)
Property, Plant and Equipment [Line Items]
Proceeds from sale of vehicles			$ 704	$ 816
Surrender of assets for sale and retirement of the related lease obligations			(722)
Impairment charge of property and equipment		$ 0		$ 0
Impact of COVID -19 [Member]
Property, Plant and Equipment [Line Items]
Impairment charge of property and equipment			9,700
Impact of COVID -19 [Member] \| Vehicles [Member]
Property, Plant and Equipment [Line Items]
Long-term asset			1,100
Outstanding lease obligation			700
Finance lease historical cost			2,900
Finance lease accumulated depreciation			1,800
Proceeds from sale of vehicles			700
Surrender of assets for sale and retirement of the related lease obligations			700
Impact of COVID -19 [Member] \| Vehicles [Member] \| Maximum [Member]
Property, Plant and Equipment [Line Items]
Proceeds from sale of vehicles			$ 1,000
Odessa, Texas [Member] \| Land and Building [Member]
Property, Plant and Equipment [Line Items]
Long-term asset	$ 4,000
Lease liability	$ 4,000
Finance lease term of contract	10 years
Finance lease, renewal term	5 years
Finance lease term number of renewals \| item	2

Property and Equipment (Schedule of Property and Equipment by Major Asset Class) (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Property and equipment	$ 39,697	$ 46,332
Less: Accumulated depreciation and amortization	(15,325)	(14,333)
Property and equipment, net, excluding construction in progress	24,372	31,999
Construction in progress	139	975
Property and equipment, net	24,511	32,974
Land [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	1,616	2,090
Building and Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	7,954	12,242
Machinery and equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	17,817	21,469
Computer and software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	2,333	2,694
Furniture and fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	1,296	1,208
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	499	646
Right Of Use Assets - Finance Leases [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	7,938	5,739
Service Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	$ 244	$ 244

Property and Equipment (Schedule of Depreciation Expense Associated Income Statement Line Items) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Depreciation expense	$ 1,000	$ 1,461	$ 3,446	$ 4,382
Cost of product sales [Member]
Depreciation expense	258	682	1,341	2,015
Cost of services [Member]
Depreciation expense	251	320	811	951
Selling, general and administrative expenses [Member]
Depreciation expense	$ 491	$ 459	$ 1,294	$ 1,416

Goodwill and Identifiable Intangibles (Narrative) (Details) - USD ($)	3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Goodwill [Line Items]
Goodwill impairment charge						$ 7,937,000
Goodwill	$ 15,222,000			$ 15,222,000		$ 15,222,000	$ 23,112,000
Amortization expense	103,000	$ 1,153,000		1,340,000	$ 3,451,000
Finite-lived intangible assets impairment charge	0	0
Tracer Diagnostic Services [Member]
Goodwill [Line Items]
Goodwill impairment charge			$ 7,900,000
Goodwill			$ 0
Repeat Precision Reporting Unit [Member]
Goodwill [Line Items]
Goodwill impairment charge	0			0
Impact of COVID -19 [Member] \| Fracturing Systems and Well Construction [Member]
Goodwill [Line Items]
Finite-lived intangible assets impairment charge				11,900,000
Impact of COVID -19 [Member] \| Tracer Diagnostic Services [Member]
Goodwill [Line Items]
Finite-lived intangible assets impairment charge				28,600,000
Selling, general and administrative expenses [Member]
Goodwill [Line Items]
Amortization expense	$ 100,000	$ 1,200,000		$ 1,300,000	$ 3,500,000

Goodwill and Identifiable Intangibles (Changes in Carrying Amount of Goodwill) (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Goodwill and Identifiable Intangibles [Abstract]
Goodwill gross beginning balance	$ 177,162	$ 177,115
Goodwill gross, Currency translation adjustment		47
Goodwill gross ending balance	177,162	177,162
Accumulated Impairment beginning balance	(161,940)	(154,003)
Accumulated impairment, Impairment		(7,937)
Accumulated Impairment ending balance	(161,940)	(161,940)
Goodwill net beginning balance	15,222	23,112
Goodwill net, Impairment		(7,937)
Goodwill net, Currency translation adjustment		47
Goodwill net ending balance	$ 15,222	$ 15,222

Goodwill and Identifiable Intangibles (Schedule of Identifiable Intangibles) (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Carrying Amount	$ 4,257	$ 52,914
Finite-lived intangible assets, Accumulated Amortization	(1,568)	(7,666)
Finite-lived intangible assets, Net Balance	2,689	45,248
Technology-based intangible assets [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Carrying Amount	157	17,721
Finite-lived intangible assets, Accumulated Amortization	(64)	(2,380)
Finite-lived intangible assets, Net Balance	$ 93	$ 15,341
Technology-based intangible assets [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	1 year	8 years
Technology-based intangible assets [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	18 years	18 years
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Carrying Amount		$ 1,600
Finite-lived intangible assets, Accumulated Amortization		(373)
Finite-lived intangible assets, Net Balance		$ 1,227
Trademarks [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life		5 years
Trademarks [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life		10 years
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life	10 years
Finite-lived intangible assets, Gross Carrying Amount	$ 4,100	$ 28,689
Finite-lived intangible assets, Accumulated Amortization	(1,504)	(3,928)
Finite-lived intangible assets, Net Balance	$ 2,596	$ 24,761
Customer Relationships [Member] \| Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life		10 years
Customer Relationships [Member] \| Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life		21 years
Computer software, intangible asset [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible asset, useful life		5 years
Finite-lived intangible assets, Gross Carrying Amount		$ 4,904
Finite-lived intangible assets, Accumulated Amortization		(985)
Finite-lived intangible assets, Net Balance		$ 3,919

Accrued Expenses (Schedule of Accrued Expenses) (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Accrued Expenses [Abstract]
Accrued payroll and bonus	$ 1,131	$ 2,558
Property and franchise taxes accrual	479	462
Severance and other termination benefits (Note 10)	1,316
Accrued other miscellaneous liabilities	668	431
Total accrued expenses	$ 3,594	$ 3,451

Debt (Narrative) (Details)					3 Months Ended		9 Months Ended
Debt (Narrative) (Details)	Aug. 06, 2020 USD ($)	Apr. 30, 2020 USD ($)	May 01, 2019 USD ($)	Feb. 27, 2017 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Aug. 05, 2020 USD ($)	Dec. 31, 2019 USD ($)	Feb. 16, 2018 USD ($)
Debt Instrument [Line Items]
Expensed deferred loan costs							$ 606,000
Amortization expense of deferred financing charges							226,000	$ 236,000
Fair Value, Inputs, Level 2 [Member]
Debt Instrument [Line Items]
Debt instrument, fair value					$ 5,400,000		5,400,000			$ 12,500,000
Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity									$ 75,000,000
Interest expense and commitment fees					100,000	$ 300,000	600,000	500,000
Debt issuance cost net										300,000
Unamortized deferred costs										900,000
Amortization expense of deferred financing charges					100,000	$ 100,000	200,000	$ 100,000
Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member] \| US And Canadian Base Rate [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 4,200,000		$ 4,200,000
Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member] \| Revolving Credit U.S. Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity			$ 50,000,000
Debt instrument stated interest rate					4.375%		4.375%
Line of credit outstanding					$ 0		$ 0
Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member] \| Revolving Credit Canadian Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity			$ 25,000,000
Senior Secured Credit Facility [Member] \| Minimum [Member] \| Wells Fargo Bank [Member] \| Eurocurrency Rate [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate							2.75%
Senior Secured Credit Facility [Member] \| Minimum [Member] \| If Leverage Ratio as of End of Any Fiscal Quarter is Greater than 2.00 to 1.00 and the Amount Outstanding Under the Canadian Facility at Any Time During such Fiscal Quarter was Greater than $0 [Member] \| Wells Fargo Bank [Member] \| Revolving Credit Canadian Facility [Member]
Debt Instrument [Line Items]
Asset coverage ratio			1.00%
Senior Secured Credit Facility [Member] \| Minimum [Member] \| If Leverage Ratio as of End of Any Fiscal Quarter is Greater than 2.00 to 1.00 and Amount Outstanding Under U.S. Facility at Any Time During such Fiscal Quarter was Greater than $0 [Member] \| Wells Fargo Bank [Member] \| Revolving Credit U.S. Facility [Member]
Debt Instrument [Line Items]
Asset coverage ratio			1.00%
Senior Secured Credit Facility [Member] \| Maximum [Member] \| Wells Fargo Bank [Member] \| Eurocurrency Rate [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate							3.75%
Senior Secured Credit Facility [Member] \| Maximum [Member] \| Commencing on Quarter Ending June 30, 2019 through Last Day of Each Fiscal Quarter [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Leverage ratio			2.50%
Interest coverage ratio			2.75%
Promissory Note [Member] \| Repeat Precision [Member] \| February 2017 Note [Member]
Debt Instrument [Line Items]
Debt instrument, maximum borrowing capacity				$ 3,800,000							$ 4,300,000
Long-term debt, gross					0		$ 0			$ 0
Promissory Note [Member] \| Repeat Precision [Member] \| February 2017 Note [Member] \| Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate				1.00%
Promissory Note [Member] \| Repeat Precision [Member] \| April 2020 Note [Member]
Debt Instrument [Line Items]
Debt instrument, maximum borrowing capacity		$ 5,000,000
Long-term debt, gross					0		$ 0
Promissory Note [Member] \| Repeat Precision [Member] \| April 2020 Note [Member] \| Prime Rate [Member]
Debt Instrument [Line Items]
Debt instrument variable interest rate		1.00%
Amendment [Member] \| Repeat Precision [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Maximum indebtedness amount	$ 10,000,000
Amendment [Member] \| Senior Secured Credit Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity	25,000,000
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Debt maturity date							May 01, 2023
Repayment of debt							$ 15,000,000
Minimum liquidity amount required under new financial covenants	$ 7,500,000
Fixed charge coverage ratio	1.0
Unamortized deferred costs					600,000		$ 600,000
Expensed deferred loan costs					$ 600,000
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member] \| Revolving Credit U.S. Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 25,000,000
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member] \| Revolving Credit Canadian Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity	0
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member] \| Letter of Credit [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity	2,500,000
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Wells Fargo Bank [Member] \| Swingline Loans [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity	2,500,000
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Credit Facility Subject To Sublimit [Member] \| Wells Fargo Bank [Member] \| Revolving Credit Canadian Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity	15,000,000
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Minimum [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Cash availabilty on last business day of each week	$ 12,000,000
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Minimum [Member] \| Monthly Availability [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Percentage of availability in relation to the borrowing base	12.00%
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Maximum [Member] \| Weekly Availability [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Percentage of availability in relation to the borrowing base	12.00%
Amendment [Member] \| Senior Secured Credit Facility [Member] \| Maximum [Member] \| Quarterly Availability [Member] \| Wells Fargo Bank [Member]
Debt Instrument [Line Items]
Percentage of availability in relation to the borrowing base	20.00%

Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands	Sep. 30, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Debt and finance leases	$ 5,983	$ 12,917
Less: current portion	(1,446)	(1,481)
Long-term debt	4,537	11,436
Senior Secured Credit Facility [Member]
Debt Instrument [Line Items]
Total debt		10,000
Finance Leases [Member]
Debt Instrument [Line Items]
Total debt	$ 5,983	$ 2,917

Commitments and Contingencies (Narrative) (Details) $ in Thousands		1 Months Ended
	Apr. 03, 2020 USD ($)	Apr. 30, 2020 USD ($)	Feb. 29, 2020 USD ($) item	Sep. 30, 2020 USD ($)	Dec. 31, 2019 USD ($)
Loss Contingencies [Line Items]
Operating lease assets				$ 5,634	$ 5,071
Houston, Texas [Member]
Loss Contingencies [Line Items]
Operating lease assets			$ 2,400
Operating lease, term of contract			7 years 6 months
Operating lease term number of renewal options \| item			2
Additional Lease Term [Member] \| Houston, Texas [Member]
Loss Contingencies [Line Items]
Operating lease renewal terms			5 years
Repeat Precision [Member]
Loss Contingencies [Line Items]
Loss contingency damages awarded value	$ 39,900
Proceeds received from insurance		$ 1,100

Severance and Other Termination Benefits (Narrative) (Details) - One-time Termination Benefits [Member] - Impact of COVID -19 [Member] $ in Thousands			3 Months Ended	9 Months Ended
	May 04, 2020 employee	Apr. 01, 2020 employee	Sep. 30, 2020 USD ($)	Sep. 30, 2020 USD ($)
Restructuring Cost and Reserve [Line Items]
Number of workforce reduced \| employee	50	80
One-time cash severance costs \| $			$ 800	$ 5,600

Severance and Other Termination Benefits (Schedule of Reconciliation of Beginning and Ending Liability Balance) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2020 USD ($)
Severance and Other Termination Benefits [Abstract]
Beginning balance
Additions for costs expensed	5,618
Severance payments	(4,330)
Currency translation adjustment	28
Ending balance	$ 1,316

Share-Based Compensation (Narrative) (Details) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2020 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2020 USD ($) item $ / shares shares	Sep. 30, 2019 USD ($)
Share-based compensation \| $	$ 1,700	$ 2,900	$ 6,500	$ 9,400
Restricted Stock Units (RSUs) [Member]
Share-based compensation shares granted			501,049
Weighted average grant date fair value \| $ / shares			$ 1.11
Number of vesting equal annual installments \| item			3
Restricted Stock Units (RSUs) [Member] \| Non-Employee Board Of Directors [Member]
Share-based compensation vesting period			1 year
Equivalent Stock Units (ESUs) [Member]
Share-based compensation shares granted			3,001,168
Weighted average grant date fair value \| $ / shares			$ 1.09
Number of vesting equal annual installments \| item			3
Performance Stock Unit Awards (PSUs) [Member]
Share-based compensation award vesting period			3 years
Performance Stock Unit Awards (PSUs) [Member] \| Minimum [Member]
Number of common stock shares issued for each PSU			0
Performance Stock Unit Awards (PSUs) [Member] \| Maximum [Member]
Number of common stock shares issued for each PSU			2
Performance Stock Unit Awards (PSUs) [Member] \| 50th percentile relative TSR [Member]
Share-based compensation arrangement performance obligations, percentage			65.00%
Performance Stock Unit Awards (PSUs) [Member] \| 90th percentile relative TSR [Member]
Share-based compensation arrangement performance obligations, percentage			200.00%
Performance Stock Unit Awards (PSUs) [Member] \| Performance Period from January 1, 2020 to December 31, 2022 [Member]
Share-based compensation shares granted			1,036,185
Weighted average grant date fair value \| $ / shares			$ 1.31

Income Taxes (Narrative) (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes (Narrative) (Details) - USD ($)	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Tax Contingency [Line Items]
Income tax (benefit) expense	$ (3,058,000)	$ (1,396,000)	$ (9,956,000)	$ 10,200,000
Additional income tax expense resulted from adjustments		$ (6,900,000)		11,700,000
Tax expense (benefit) from exercise of stock option awards			1,400,000	400,000
Income tax interest and penalties			0	$ 42,000
Decision To Elect Bonus Depreciation In Prior Year [Member]
Income Tax Contingency [Line Items]
Income tax (benefit) expense			(900,000)
Increase In Valuation Allowance On Deferred Tax Assets [Member]
Income Tax Contingency [Line Items]
Income tax (benefit) expense			9,700,000
Partial Valuation Allowance Against Canadian Deferred Tax Assets [Member]
Income Tax Contingency [Line Items]
Income tax (benefit) expense			1,200,000
Reduction In Foreign Tax Expense [Member]
Income Tax Contingency [Line Items]
Income tax (benefit) expense			$ (1,300,000)

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

(Loss) Earnings Per Common Share (Narrative) (Details) - Advent International Corporation [Member] - Subsequent Events [Member]	Oct. 27, 2020
Reverse stock split ratio	20
Beneficially held shares of common stock percent	62.60%

(Loss) Earnings Per Common Share (Reconciliation of Numerator and Denominator for Calculating (loss) Earnings Per Share from Net (loss) Income) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2020	Sep. 30, 2019
Numerator—Basic
Net (loss) income	$ (5,137)	$ (8,892)	$ (48,907)	$ 6,609	$ (19,568)	$ (9,878)	$ (62,936)	$ (22,837)
Less: income attributable to non-controlling interest	726			2,988			3,233	7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.—Basic	(5,863)			3,621			(66,169)	(30,646)
Numerator—Diluted
Net (loss) income	(5,137)	$ (8,892)	$ (48,907)	6,609	$ (19,568)	$ (9,878)	(62,936)	(22,837)
Less: income attributable to non-controlling interest	726			2,988			3,233	7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.—Diluted	$ (5,863)			$ 3,621			$ (66,169)	$ (30,646)
Denominator
Basic weighted average number of shares (in shares)	47,351,000			46,892,000			47,240,000	46,552,000
Dilutive effect of stock options, RSUs, PSUs and ESPP				29,000
Diluted weighted average number of shares (in shares)	47,351,000			46,921,000			47,240,000	46,552,000
(Loss) earnings per common share
Basic (in dollars per share)	$ (0.12)			$ 0.08			$ (1.40)	$ (0.66)
Diluted (in dollars per share)	$ (0.12)			$ 0.08			$ (1.40)	$ (0.66)
Potentially dilutive securities excluded as anti-dilutive	4,598,000			4,184,000			4,594,000	4,357,000
Pro Forma [Member]
Numerator—Basic
Net (loss) income	$ (5,137)			$ 6,609			$ (62,936)	$ (22,837)
Less: income attributable to non-controlling interest	726			2,988			3,233	7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.—Basic	(5,863)			3,621			(66,169)	(30,646)
Numerator—Diluted
Net (loss) income	(5,137)			6,609			(62,936)	(22,837)
Less: income attributable to non-controlling interest	726			2,988			3,233	7,809
Net (loss) income attributable to NCS Multistage Holdings, Inc.—Diluted	$ (5,863)			$ 3,621			$ (66,169)	$ (30,646)
Denominator
Pro forma basic weighted average number of shares	2,368,000			2,345,000			2,362,000	2,328,000
Pro forma dilutive effect of stock options, RSUs, PSUs and ESPP				1,000
Pro forma diluted weighted average number of shares	2,368,000			2,346,000			2,362,000	2,328,000
(Loss) earnings per common share
Basic (in dollars per share)	$ (2.48)			$ 1.54			$ (28.01)	$ (13.17)
Diluted (in dollars per share)	$ (2.48)			$ 1.54			$ (28.01)	$ (13.17)
Potentially dilutive securities excluded as anti-dilutive	230,000			209,000			230,000	218,000

Segment and Geographic Information (Narrative) (Details)	9 Months Ended
	Sep. 30, 2020 segment
Segment and Geographic Information [Abstract]
Number of reportable segments	1

Subsequent Events (Details) $ in Thousands		1 Months Ended
Subsequent Events (Details) $ in Thousands	Oct. 27, 2020 shares	Oct. 31, 2020 USD ($)	Sep. 30, 2020 USD ($) shares	Dec. 31, 2019 USD ($) shares
Subsequent Events [Line Items]
Receivable secured by certain properties and other collateral			$ 611	$ 246
Common stock, shares outstanding (in shares) \| shares			47,197,895	46,813,117
Repeat Precision [Member] \| Settlement Agreement with Diamondback and Derrek [Member] \| Subsequent Events [Member]
Subsequent Events [Line Items]
Upfront cash payment		$ 15,500
Period to receive note payable secured by certain properties and other collateral		2 years
Repeat Precision [Member] \| Settlement Agreement with Diamondback and Derrek [Member] \| Subsequent Events [Member] \| Maximum [Member]
Subsequent Events [Line Items]
Payment for certain setting tool sold by Diamondback as a restitution		$ 5,000
Receivable secured by certain properties and other collateral		$ 5,000
Advent International Corporation [Member] \| Subsequent Events [Member]
Subsequent Events [Line Items]
Reverse stock split ratio	20
Common stock, shares outstanding (in shares) \| shares	29,568,536
Beneficially held shares of common stock percent	62.60%