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Acquisitions and Discontinued Operations (Tables)
 12 Months Ended
Dec. 31, 2023
Acquisitions And Discontinued Operations [Line Items]  
Schedule of Fair Value of Consideration Transferred

The total fair value of the consideration transferred was determined as follows (in thousands, except stock price):

 

Shares of our common stock issued to Pioneer shareholders

 

26,274

 

Our common stock price on October 1, 2021

$

9.44

 

Fair value of common stock issued

$

248,025

 

Plus cash consideration

$

30,007

 

Total fair value of consideration transferred

$

278,032

 
Schedule of Operating Results from Discontinued Operations

Summarized operating results from discontinued operations that are included in our consolidated statements of operations for the year ended December 31, 2021 are shown below (in thousands):

 

 

 

2021

 

Operating revenues:

 

 

 

Wireline revenue

 

$

9,868

 

Well servicing revenue

 

 

19,652

 

Total operating revenues

 

 

29,520

 

 

 

 

 

Operating costs and expenses:

 

 

 

Wireline

 

 

10,465

 

Well servicing

 

 

16,585

 

Total operating costs and expenses

 

 

27,050

 

Operating income

 

 

2,470

 

 

 

 

 

Total other income (expense)

 

 

64

 

 

 

 

 

Income from discontinued operations before income taxes

 

 

2,534

 

 

 

 

 

Income tax benefit

 

 

—

 

 

 

 

 

Income from discontinued operations, net of tax

 

$

2,534

 
Pioneer Energy Services Corp [Member]  
Acquisitions And Discontinued Operations [Line Items]  
Schedule of Pro Forma Information The following table summarizes our selected financial information on a pro forma basis (in thousands, except per share data):

 

 

2021

 

 

(Unaudited)

 

Revenues

$

1,464,351

 

Net loss

$

(666,032

)
Ulterra Drilling Technologies, L.P. [Member]  
Acquisitions And Discontinued Operations [Line Items]  
Schedule of Fair Value of Consideration Transferred

The total fair value of the consideration transferred was determined as follows (in thousands, except stock price):

 

 

Shares of our common stock issued to Ulterra

 

34,900

 

Our common stock price on August 14, 2023

$

14.94

 

Common stock equity consideration

$

521,406

 

Plus net cash consideration (1)

 

375,740

 

Total consideration transferred

$

897,146

 

 

Net cash consideration included $370 million cash consideration as adjusted for customary purchase price adjustments set forth in the Ulterra merger agreement relating to cash, net working capital, indebtedness and transaction expenses of Ulterra as of the closing. The adjustment is subject to a post-closing target net working capital adjustment in accordance with the Ulterra merger agreement.
Schedule of Total Purchase Price of Assets Acquired and Liabilities Assumed Based on Fair Value

Assets acquired:

 

 

Cash and cash equivalents

$

18,426

 

Accounts receivable

 

68,467

 

Inventory (1)

 

36,313

 

Rental equipment (2)

 

109,055

 

Property and equipment

 

27,583

 

Intangible assets

 

313,000

 

Operating lease right of use asset

 

7,513

 

Finance lease right of use asset

 

5,228

 

Other assets

 

14,274

 

Total assets acquired

 

599,859

 

 

 

 

Liabilities assumed:

 

 

Accounts payable

 

23,258

 

Accrued liabilities

 

31,608

 

Operating lease liability

 

7,513

 

Finance lease liability

 

5,228

 

Deferred tax liabilities

 

83,993

 

Total liabilities assumed

 

151,600

 

Less: noncontrolling interest

 

(8,729

)

Net assets acquired

 

439,530

 

Goodwill

 

457,616

 

Total consideration transferred

$

897,146

 

 

(1)
We recorded an adjustment of $5.5 million to write-up acquired drill bits classified as inventory to estimated fair value. This adjustment will be recorded as direct operating expense as acquired drill bits are sold.
We recorded an adjustment of $74.4 million to write-up acquired drill bits classified as long-lived assets to estimated fair value. This adjustment will be depreciated as acquired drill bits are rented over a weighted-average estimated useful life of 7.5 runs.
Schedule of Fair Value Consideration Transferred Assigned to Identifiable Intangible Assets

A portion of the fair value consideration transferred has been provisionally assigned to identifiable intangible assets as follows:

 

 

Fair Value

 

 

Weighted Average Useful Life

 

 

(in thousands)

 

 

(in years)

 

Customer relationships

$

245,000

 

 

 

15

 

Trade name

 

16,000

 

 

 

11

 

Developed technology

 

52,000

 

 

 

5

 

Intangible assets

$

313,000

 

 

 

 
Schedule of Pro Forma Information The following table summarizes our selected financial information on a pro forma basis (in thousands, except per share data):

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

Revenues

$

 

4,369,596

 

 

$

 

3,017,778

 

Net income

$

 

190,136

 

 

$

 

141,458

 
NexTier Oilfield Solutions Inc. [Member]  
Acquisitions And Discontinued Operations [Line Items]  
Schedule of Fair Value of Consideration Transferred

The total fair value of the consideration transferred was determined as follows (in thousands, except exchange ratio and stock price):

 

Number of shares of NexTier common stock outstanding as of September 1, 2023

 

228,846

 

Multiplied by the exchange ratio

 

0.752

 

Number of shares of Patterson-UTI Energy, Inc. common stock issued in connection with the merger

 

172,092

 

Patterson-UTI Energy, Inc. common stock price on September 1, 2023

$

14.91

 

Common stock equity consideration

 

2,565,895

 

Acceleration of RSU awards

 

1,997

 

Fair value of replacement equity awards (1)

 

70,416

 

NexTier long-term debt repaid by Patterson-UTI Energy, Inc.

 

161,000

 

Consideration transferred

$

2,799,308

 

 

(1)
In connection with the merger, each of the share-based awards held by legacy NexTier employees were replaced with our share-based awards on the merger date. The fair value of the replacement awards has been allocated between each employee’s pre-combination and post-combination services. Amounts allocated to pre-combination services have been included as consideration transferred as part of the merger. See Note 12 for replacement awards details.
Schedule of Total Purchase Price of Assets Acquired and Liabilities Assumed Based on Fair Value

Assets acquired:

 

 

Cash and cash equivalents

$

95,815

 

Accounts receivable

 

420,200

 

Inventory

 

71,930

 

Property and equipment (1)

 

1,045,610

 

Intangible assets

 

768,000

 

Operating lease right of use asset

 

19,091

 

Finance lease right of use asset

 

50,733

 

Other assets

 

84,677

 

Total assets acquired

 

2,556,056

 

 

 

 

Liabilities assumed:

 

 

Accounts payable

 

358,873

 

Accrued liabilities

 

129,535

 

Operating lease liability

 

19,091

 

Finance lease liability

 

50,733

 

Deferred tax liabilities

 

86,293

 

Long-term debt

 

22,533

 

Other liabilities

 

11,815

 

Total liabilities assumed

 

678,873

 

Net assets acquired

 

1,877,183

 

Goodwill

 

922,125

 

Total consideration transferred

$

2,799,308

 

 

We recorded an adjustment of $262.7 million to write-up acquired property and equipment to estimated fair value. This adjustment will be depreciated on a straight-line basis over a weighted average period of six years.
Schedule of Fair Value Consideration Transferred Assigned to Identifiable Intangible Assets

A portion of the fair value consideration transferred has been provisionally assigned to identifiable intangible assets as follows:

 

 

Fair Value

 

 

Weighted Average Useful Life

 

 

(in thousands)

 

 

(in years)

 

Customer relationships

$

540,000

 

 

 

10

 

Trade name

 

85,000

 

 

 

10

 

Developed technology

 

143,000

 

 

 

5

 

Intangible assets

$

768,000

 

 

 

 
Schedule of Pro Forma Information The following table summarizes our selected financial information on a pro forma basis (in thousands, except per share data):

 

 

2023

 

 

2022

 

 

 

(Unaudited)

 

Revenues

$

 

6,604,824

 

 

$

 

5,892,414

 

Net income

$

 

598,709

 

 

$

 

196,220