ARCHROCK, INC., 10-Q filed on 7/31/2024
Quarterly Report
v3.24.2
Cover - shares
6 Months Ended
Jun. 30, 2024
Jul. 24, 2024
Cover page.    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2024  
Document Transition Report false  
Commission File Number 001-33666  
Entity Registrant Name Archrock, Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 74-3204509  
Entity Street Address 9807 Katy Freeway  
Entity Suite Number Suite 100  
Entity City Houston  
Entity State TX  
Entity Postal Zip Code 77024  
City Area Code 281  
Local Phone Number 836-8000  
Title of each class Common stock, $0.01 par value per share  
Trading Symbol AROC  
Name of exchange on which registered NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   168,939,131
Entity Central Index Key 0001389050  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.24.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 919 $ 1,338
Accounts receivable, net of allowance of $556 and $587, respectively 115,351 124,069
Inventory 79,233 81,761
Other current assets 8,671 5,989
Total current assets 204,174 213,157
Property, plant and equipment, net 2,372,069 2,301,982
Operating lease right-of-use assets 14,481 14,097
Intangible assets, net 27,293 30,182
Contract costs, net 35,674 37,739
Deferred tax assets 2,445 3,192
Other assets 46,643 47,733
Non-current assets of discontinued operations 7,868 7,868
Total assets 2,710,647 2,655,950
Current liabilities:    
Accounts payable, trade 43,976 61,026
Accrued liabilities 83,555 85,381
Deferred revenue 5,661 5,736
Total current liabilities 133,192 152,143
Long-term debt 1,608,956 1,584,869
Operating lease liabilities 12,391 12,271
Deferred tax liabilities 27,310 4,921
Other liabilities 26,434 22,857
Non-current liabilities of discontinued operations 7,868 7,868
Total liabilities 1,816,151 1,784,929
Commitments and contingencies (Note 7)
Equity:    
Preferred stock: $0.01 par value per share, 50,000,000 shares authorized, zero issued
Common stock: $0.01 par value per share, 250,000,000 shares authorized, 165,793,798 and 164,984,401 shares issued, respectively 1,658 1,650
Additional paid-in capital 3,478,597 3,470,576
Accumulated deficit (2,476,793) (2,499,931)
Treasury stock: 9,493,262 and 9,020,454 common shares, at cost, respectively (108,966) (101,274)
Total equity 894,496 871,021
Total liabilities and equity $ 2,710,647 $ 2,655,950
v3.24.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Condensed Consolidated Balance Sheets    
Accounts receivable, allowance $ 556 $ 587
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 50,000,000 50,000,000
Preferred stock, shares issued (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 250,000,000 250,000,000
Common stock, shares issued (in shares) 165,793,798 164,984,401
Treasury stock, common shares (in shares) 9,493,262 9,020,454
v3.24.2
Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue $ 270,526 $ 247,543 $ 539,014 $ 477,377
Total cost of sales, exclusive of depreciation and amortization 114,436 111,376 227,179 224,766
Selling, general and administrative 31,163 28,649 62,828 55,074
Depreciation and amortization 43,853 41,210 86,688 81,391
Long-lived and other asset impairment 4,401 2,892 6,969 5,461
Restructuring charges   (85)   962
Interest expense 27,859 28,630 55,193 55,211
Transaction-related costs 1,782   1,782  
Gain on sale of assets, net (576) (1,176) (2,957) (4,781)
Other expense, net 128 1,463 267 2,066
Income before income taxes 47,480 34,584 101,065 57,227
Provision for income taxes 13,055 9,931 26,108 16,089
Net income $ 34,425 $ 24,653 $ 74,957 $ 41,138
Basic earnings per common share (in dollars per share) $ 0.22 $ 0.16 $ 0.48 $ 0.26
Diluted earnings per common share (in dollars per share) $ 0.22 $ 0.16 $ 0.48 $ 0.26
Weighted average common shares outstanding:        
Basic (in shares) 154,496 154,358 154,342 154,234
Diluted (in shares) 154,785 154,412 154,648 154,326
Contract operations        
Revenue $ 225,468 $ 201,120 $ 448,519 $ 388,865
Total cost of sales, exclusive of depreciation and amortization 79,278 76,033 157,021 155,515
Aftermarket services        
Revenue 45,058 46,423 90,495 88,512
Total cost of sales, exclusive of depreciation and amortization $ 35,158 $ 35,343 $ 70,158 $ 69,251
v3.24.2
Condensed Consolidated Statements of Equity - USD ($)
$ in Thousands
Common Stock
Additional Paid-in Capital
Accumulated Deficit
Treasury Stock, Common
Total
Beginning balance at Dec. 31, 2022 $ 1,634 $ 3,456,777 $ (2,509,133) $ (88,585) $ 860,693
Beginning balance (in shares) at Dec. 31, 2022 163,439,013        
Treasury stock, common shares, Beginning balance (in shares) at Dec. 31, 2022       7,810,548  
Increase (Decrease) in Stockholders' Equity          
Shares repurchased       $ (2,073) (2,073)
Shares repurchased (in shares)       222,250  
Shares withheld related to net settlement of equity awards       $ (3,775) (3,775)
Shares withheld related to net settlement of equity awards (in shares)       383,967  
Cash dividends     (47,356)   (47,356)
Shares issued in ESPP $ 1 381     382
Shares issued in ESPP (in shares) 42,000        
Stock-based compensation, net of forfeitures $ 14 6,510     6,524
Stock-based compensation, net of forfeitures (in shares) 1,459,236     23,908  
Net income     41,138   41,138
Ending balance at Jun. 30, 2023 $ 1,649 3,463,668 (2,515,351) $ (94,433) 855,533
Ending balance (in shares) at Jun. 30, 2023 164,940,249        
Treasury stock, common shares, Ending balance (in shares) at Jun. 30, 2023       8,440,673  
Beginning balance at Mar. 31, 2023 $ 1,649 3,460,259 (2,516,500) $ (92,358) 853,050
Beginning balance (in shares) at Mar. 31, 2023 164,903,900        
Treasury stock, common shares, Beginning balance (in shares) at Mar. 31, 2023       8,207,390  
Increase (Decrease) in Stockholders' Equity          
Shares repurchased       $ (2,073) (2,073)
Shares repurchased (in shares)       222,250  
Shares withheld related to net settlement of equity awards       $ (2) (2)
Shares withheld related to net settlement of equity awards (in shares)       201  
Cash dividends     (23,504)   (23,504)
Shares issued in ESPP   212     212
Shares issued in ESPP (in shares) 21,749        
Stock-based compensation, net of forfeitures   3,197     3,197
Stock-based compensation, net of forfeitures (in shares) 14,600     10,832  
Net income     24,653   24,653
Ending balance at Jun. 30, 2023 $ 1,649 3,463,668 (2,515,351) $ (94,433) 855,533
Ending balance (in shares) at Jun. 30, 2023 164,940,249        
Treasury stock, common shares, Ending balance (in shares) at Jun. 30, 2023       8,440,673  
Beginning balance at Dec. 31, 2023 $ 1,650 3,470,576 (2,499,931) $ (101,274) $ 871,021
Beginning balance (in shares) at Dec. 31, 2023 164,984,401        
Treasury stock, common shares, Beginning balance (in shares) at Dec. 31, 2023       9,020,454 9,020,454
Increase (Decrease) in Stockholders' Equity          
Shares repurchased       $ (1,230) $ (1,230)
Shares repurchased (in shares)       82,972  
Shares withheld related to net settlement of equity awards       $ (6,462) (6,462)
Shares withheld related to net settlement of equity awards (in shares)       386,577  
Cash dividends     (51,819)   (51,819)
Shares issued in ESPP   552     552
Shares issued in ESPP (in shares) 35,117        
Stock-based compensation, net of forfeitures $ 8 7,469     7,477
Stock-based compensation, net of forfeitures (in shares) 774,280     3,259  
Net income     74,957   74,957
Ending balance at Jun. 30, 2024 $ 1,658 3,478,597 (2,476,793) $ (108,966) $ 894,496
Ending balance (in shares) at Jun. 30, 2024 165,793,798        
Treasury stock, common shares, Ending balance (in shares) at Jun. 30, 2024       9,493,262 9,493,262
Beginning balance at Mar. 31, 2024 $ 1,657 3,474,777 (2,485,399) $ (108,955) $ 882,080
Beginning balance (in shares) at Mar. 31, 2024 165,775,863        
Treasury stock, common shares, Beginning balance (in shares) at Mar. 31, 2024       9,489,406  
Increase (Decrease) in Stockholders' Equity          
Shares withheld related to net settlement of equity awards       $ (11) (11)
Shares withheld related to net settlement of equity awards (in shares)       597  
Cash dividends     (25,819)   (25,819)
Shares issued in ESPP   308     308
Shares issued in ESPP (in shares) 17,317        
Stock-based compensation, net of forfeitures $ 1 3,512     3,513
Stock-based compensation, net of forfeitures (in shares) 618     3,259  
Net income     34,425   34,425
Ending balance at Jun. 30, 2024 $ 1,658 $ 3,478,597 $ (2,476,793) $ (108,966) $ 894,496
Ending balance (in shares) at Jun. 30, 2024 165,793,798        
Treasury stock, common shares, Ending balance (in shares) at Jun. 30, 2024       9,493,262 9,493,262
v3.24.2
Condensed Consolidated Statements of Equity (Parenthetical) - $ / shares
3 Months Ended 6 Months Ended
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Condensed Consolidated Statements of Equity                
Dividend declared per common stock (in dollars per share) $ 0.165 $ 0.165 $ 0.155 $ 0.155 $ 0.150 $ 0.150 $ 0.330 $ 0.300
v3.24.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Cash flows from operating activities:    
Net income $ 74,957 $ 41,138
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 86,688 81,391
Long-lived and other asset impairment 6,969 5,461
Unrealized change in fair value of investment in unconsolidated affiliate   1,996
Inventory write-downs 517 359
Amortization of operating lease right-of-use assets 1,827 1,649
Amortization of deferred financing costs 2,323 3,468
Amortization of debt premium (1,003) (1,003)
Amortization of capitalized implementation costs 1,562 1,202
Stock-based compensation expense 7,477 6,524
Provision for (benefit from) credit losses 5 (140)
Gain on sale of assets, net (2,957) (4,781)
Deferred income tax provision 24,900 15,417
Amortization of contract costs 11,725 10,250
Deferred revenue recognized in earnings (5,606) (8,754)
Changes in operating assets and liabilities:    
Accounts receivable, net 8,836 (5,462)
Inventory 2,073 (6,642)
Other assets (4,004) (2,109)
Contract costs (9,660) (12,398)
Accounts payable and other liabilities (4,661) (16,102)
Deferred revenue 6,315 7,106
Other 70 (172)
Net cash provided by operating activities 208,353 118,398
Cash flows from investing activities:    
Capital expenditures (191,026) (187,476)
Proceeds from sale of property, equipment and other assets 17,550 38,093
Proceeds from insurance and other settlements 45 437
Investments in unconsolidated entities (57) (2,000)
Net cash used in investing activities (173,488) (150,946)
Cash flows from financing activities:    
Borrowings of long-term debt 485,825 417,825
Repayments of long-term debt (462,150) (327,300)
Payments of debt issuance costs   (5,528)
Dividends paid to stockholders (51,819) (47,356)
Repurchases of common stock (1,230) (2,073)
Taxes paid related to net share settlement of equity awards (6,462) (3,775)
Proceeds from stock issued under ESPP 552 382
Net cash provided by (used in) financing activities (35,284) 32,175
Net decrease in cash and cash equivalents (419) (373)
Cash and cash equivalents, beginning of period 1,338 1,566
Cash and cash equivalents, end of period $ 919 $ 1,193
v3.24.2
Description of Business and Basis of Presentation
6 Months Ended
Jun. 30, 2024
Basis of Presentation and Significant Accounting Policies  
Description of Business and Basis of Presentation

1. Description of Business and Basis of Presentation

We are an energy infrastructure company with a primary focus on midstream natural gas compression. We are a premier provider of natural gas compression services, in terms of total compression fleet horsepower, to customers in the energy industry throughout the U.S., and a leading supplier of aftermarket services to customers that own compression equipment in the U.S. We operate in two business segments: contract operations and aftermarket services. Our predominant segment, contract operations, primarily includes designing, sourcing, owning, installing, operating, servicing, repairing and maintaining our owned fleet of natural gas compression equipment to provide natural gas compression services to our customers. In our aftermarket services business, we sell parts and components and provide operations, maintenance, overhaul and reconfiguration services to customers who own compression equipment.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all information and disclosures required by GAAP. Therefore, this information should be read in conjunction with our consolidated financial statements and notes contained in our 2023 Form 10-K. The information furnished herein reflects all adjustments that are, in the opinion of management, of a normal recurring nature and considered necessary for a fair statement of the results of the interim periods reported. All intercompany balances and transactions have been eliminated in consolidation. Operating results for the six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.

v3.24.2
Recent Accounting Developments
6 Months Ended
Jun. 30, 2024
Recent Accounting Developments  
Recent Accounting Developments

2. Recent Accounting Developments

Accounting Standards Updates Not Yet Implemented

Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which will require significant additional disclosures, primarily focused on the disclosure of income taxes paid and the rate reconciliation table. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and interim periods within fiscal years beginning after December 15, 2025, and should be applied on a prospective basis, with a retrospective option. Early adoption is permitted. We are evaluating the impact that the adoption of ASU 2023-09 will have on our consolidated financial statements and related disclosures.

Segment Reporting

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which will require disclosures of significant expenses for each reportable segment, as well as certain other disclosures to help investors understand how the chief operating decision maker evaluates segment expenses and operating results. ASU 2023-07 will also allow disclosure of multiple measures of segment profitability if those measures are used to allocate resources and assess performance. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and should be applied on a retrospective basis, unless impracticable. Early adoption is permitted. We are evaluating the impact that the adoption of ASU 2023-07 will have on our segment disclosures. We expect that the adoption of ASU 2023-07 will not have a material impact on our consolidated financial statements.

Business Combinations – Joint Venture Formations

In August 2023, the FASB issued ASU 2023-05, to reduce diversity in practice and provide decision-useful information to a joint venture’s investors by requiring that a joint venture apply a new basis of accounting upon formation. By applying a new basis of accounting, a joint venture will recognize and initially measure its assets and liabilities at fair value, with exceptions to fair value measurement that are consistent with the business combinations guidance, on the date of formation. ASU 2023-05 is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. Additionally, a joint venture that was formed before January 1, 2025, may elect to apply the amendments retrospectively if it has sufficient information to do so. Early adoption is permitted in any interim or annual period in which financial statements have not been issued or been made available for issuance, either prospectively or retrospectively. We expect that the adoption of ASU 2023-05 will have no impact on our consolidated financial statements.

v3.24.2
Inventory
6 Months Ended
Jun. 30, 2024
Inventory  
Inventory

3. Inventory

Inventory was comprised of the following as of June 30, 2024 and December 31, 2023:

June 30, 

December 31, 

(in thousands)

2024

2023

Parts and supplies

$

66,932

$

70,759

Work in progress

 

12,301

 

11,002

Inventory

$

79,233

$

81,761

v3.24.2
Property, Plant and Equipment, Net
6 Months Ended
Jun. 30, 2024
Property, Plant and Equipment, Net  
Property, Plant and Equipment, Net

4. Property, Plant and Equipment, Net

Property, plant and equipment, net was comprised of the following as of June 30, 2024 and December 31, 2023:

    

June 30, 

    

December 31, 

(in thousands)

2024

2023

Compression equipment, facilities and other fleet assets

$

3,431,348

$

3,326,919

Land and buildings

 

31,570

 

30,169

Transportation and shop equipment

 

101,887

 

100,474

Computer hardware and software

 

77,711

 

77,532

Other

 

6,079

 

5,678

Property, plant and equipment

 

3,648,595

 

3,540,772

Accumulated depreciation

 

(1,276,526)

 

(1,238,790)

Property, plant and equipment, net

$

2,372,069

$

2,301,982

v3.24.2
Investments in Unconsolidated Affiliates
6 Months Ended
Jun. 30, 2024
Investments in Unconsolidated Affiliates  
Investment in Unconsolidated Affiliate

5. Investments in Unconsolidated Affiliates

Investments in which we are deemed to exert significant influence, but not control, are accounted for using the equity method of accounting, except in cases where the fair value option is elected. For such investments where we have elected the fair value option, the election is irrevocable and is applied on an investment-by-investment basis at initial recognition.

In April 2022, we agreed to acquire for cash a 25% equity interest in ECOTEC, a company specializing in methane emissions detection, monitoring and management. We have elected the fair value option to account for this investment, and during the three and six months ended June 30, 2023, we recognized unrealized losses of $1.7 million and $2.0 million, respectively, related to the change in fair value of our investment (see Note 14 (“Fair Value Measurements”)). Changes in the fair value of this investment are recognized in other expense, net in our condensed consolidated statements of operations. As of June 30, 2024, our ownership interest in ECOTEC was 25%, which is included in other assets in our condensed consolidated balance sheets.

For ownership interests that are not accounted for under the equity method and that do not have readily determinable fair values, we have elected the fair value measurement alternative to record these investments at cost minus impairment, if any, including adjustments for observable price changes in orderly transactions for an identical or similar investment of the same issuer. Investments in equity securities measured using the fair value measurement alternative are reviewed for impairment or observable price changes in orderly transactions each reporting period.

In November 2023, we agreed to serve as the lead investor in a series A preferred financing round for Ionada, a global carbon capture technology company committed to reducing GHG emissions and creating a sustainable future. Ionada has developed a post-combustion carbon capture solution to reduce carbon dioxide emissions from various small to mid-sized industrial emitters in the energy, marine and e-fuels industries, among others. We have elected the fair value measurement alternative to account for this investment (see Note 14 (“Fair Value Measurements”)). Adjustments to the carrying value are recognized in other expense, net in our condensed consolidated statements of operations. As of June 30, 2024, the carrying value of our investment in Ionada was $4.3 million which includes our initial investment of $3.8 million; and our fully diluted ownership interest in Ionada was 10%, which is included in other assets in our condensed consolidated balance sheets. Subject to certain conditions, our ownership interest will increase to 24% over the next two years.

v3.24.2
Long-Term Debt
6 Months Ended
Jun. 30, 2024
Long-Term Debt  
Long-Term Debt

6. Long-Term Debt

Long-term debt was comprised of the following as of June 30, 2024, and December 31, 2023:

(in thousands)

    

June 30, 2024

    

December 31, 2023

Credit Facility

$

310,700

$

287,025

6.25% senior notes due April 2028:

Principal outstanding

 

800,000

 

800,000

Unamortized debt premium

7,521

 

8,524

Unamortized debt issuance costs

 

(6,231)

 

(7,081)

 

801,290

 

801,443

6.875% senior notes due April 2027:

Principal outstanding

500,000

 

500,000

Unamortized debt issuance costs

(3,034)

 

(3,599)

496,966

 

496,401

Long-term debt

$

1,608,956

$

1,584,869

As of June 30, 2024, there were $4.1 million letters of credit outstanding under the Credit Facility and the applicable margin on borrowings outstanding was 2.1%. The weighted average annual interest rate on the outstanding balance under the Credit Facility was 7.6% and 7.7% at June 30, 2024 and December 31, 2023, respectively. We incurred $0.4 million of commitment fees on the daily unused amount of the Credit Facility during each of the three months ended June 30, 2024 and 2023, and $0.9 million during each of the six months ended June 30, 2024 and 2023.

As of June 30, 2024, we were in compliance with all covenants under our Amended and Restated Credit Agreement. Additionally, all undrawn capacity on our Credit Facility was available for borrowings as of June 30, 2024.

Amended and Restated Credit Agreement

On May 16, 2023, we amended and restated our Credit Facility to, among other things:

extend the maturity date of the Credit Facility from November 8, 2024 to May 16, 2028 (or December 2, 2026 or December 3, 2027 if any portion of 2027 Notes and 2028 Notes, respectively, remain outstanding at such date);
change the referenced rate from LIBOR to SOFR so that borrowings under the Credit Facility bear interest at, based on our election, either a base rate or SOFR, plus an applicable margin; and
increase the portion of the Credit Facility available for the issuance of swing line loans from $50.0 million to $75.0 million.

During the second quarter of 2023, we incurred $6.0 million in transaction costs related to the Amended and Restated Credit Agreement, which were included in other assets in our condensed consolidated balance sheets and are being amortized over the remaining term of the Credit Facility. In addition, during the second quarter of 2023, we wrote off $1.0 million of unamortized deferred financing costs as a result of the Amended and Restated Credit Agreement, which was recorded to interest expense in our condensed consolidated statements of operations during the three and six months ended June 30, 2023.

v3.24.2
Commitments and Contingencies
6 Months Ended
Jun. 30, 2024
Commitments and Contingencies  
Commitments and Contingencies

7. Commitments and Contingencies

Insurance Matters

Our business can be hazardous, involving unforeseen circumstances such as uncontrollable flows of natural gas or well fluids and fires or explosions. As is customary in our industry, we review our safety equipment and procedures and carry insurance against some, but not all, risks of our business. Our insurance coverage includes property damage, general liability and commercial automobile liability and other coverage we believe is appropriate. We believe that our insurance coverage is customary for the industry and adequate for our business, however, losses and liabilities not covered by insurance would increase our costs.

Additionally, we are substantially self-insured for workers’ compensation and employee group health claims in view of the relatively high per-incident deductibles we absorb under our insurance arrangements for these risks. Losses up to the deductible amounts are estimated and accrued based upon known facts, historical trends and industry averages. We are also self-insured for property damage to our offshore assets.

Tax Matters

We are subject to a number of state and local taxes that are not income-based. As many of these taxes are subject to audit by the taxing authorities, it is possible that an audit could result in additional taxes due. We accrue for such additional taxes when we determine that it is probable that we have incurred a liability and we can reasonably estimate the amount of the liability. As of June 30, 2024 and December 31, 2023, we had $4.3 million and $3.9 million, respectively, accrued for the outcomes of non-income-based tax audits. We do not expect that the ultimate resolutions of these audits will result in a material variance from the amounts accrued. We do not accrue for unasserted claims for tax audits unless we believe the assertion of a claim is probable, it is probable that it will be determined that the claim is owed and we can reasonably estimate the claim or range of the claim. We believe the likelihood is remote that the impact of potential unasserted claims from non-income-based tax audits could be material to our consolidated financial position, but it is possible that the resolution of future audits could be material to our consolidated results of operations or cash flows.

During the years ended December 31, 2022, and 2021, certain of our sales and use tax audits advanced from the audit review phase to the contested hearing phase. As of each of June 30, 2024 and December 31, 2023, we accrued $0.6 million for these audits.

Litigation and Claims

In the ordinary course of business, we are involved in various pending or threatened legal actions. While we are unable to predict the ultimate outcome of these actions, we believe that any ultimate liability arising from any of these actions will not have a material adverse effect on our consolidated financial position, results of operations or cash flows, including our ability to pay dividends. However, because of the inherent uncertainty of litigation and arbitration proceedings, we cannot provide assurance that the resolution of any particular claim or proceeding to which we are a party will not have a material adverse effect on our consolidated financial position, results of operations or cash flows, including our ability to pay dividends.

v3.24.2
Stockholders' Equity
6 Months Ended
Jun. 30, 2024
Stockholders' Equity  
Stockholders' Equity

8. Stockholders’ Equity

Share Repurchases

Share Repurchase Program

On April 27, 2023, our Board of Directors authorized a share repurchase program that allowed us to repurchase up to $50.0 million of outstanding common stock. Under the Share Repurchase Program, shares of our common stock may be repurchased periodically, including in the open market, privately negotiated transactions, or otherwise in accordance with applicable federal securities laws, at any time. On April 25, 2024, our Board of Directors approved an extension of the Share Repurchase Program upon expiry of the current authorization on April 27, 2024, for an additional 24-month period. Through June 30, 2024, the Company had repurchased 833,346 common shares at an average price of $12.11 per share for an aggregate of $10.1 million. In connection with the extension, the Board of Directors replenished the amount of shares authorized for repurchase under the Share Repurchase Program, resulting in available capacity of $50.0 million. The actual timing, manner, number, and value of shares repurchased under the program will be determined by us at our discretion.

Shares Withheld to Cover

The 2020 Plan and 2013 Plan allow us to withhold shares upon vesting of restricted stock at the then-current market price to cover taxes required to be withheld on the vesting date.

The following table summarizes shares repurchased:

    

Three Months Ended

Six Months Ended

June 30, 2024

June 30, 2024

(dollars in thousands, except per share amounts)

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Shares repurchased under the Share Repurchase Program

$

$

82,972

$

14.83

$

1,230

Shares withheld related to net settlement of equity awards

597

17.72

11

386,577

16.72

6,462

Total

597

$

17.72

$

11

469,549

$

16.38

$

7,692

    

Three Months Ended

Six Months Ended

June 30, 2023

June 30, 2023

(dollars in thousands, except per share amounts)

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Shares repurchased under the Share Repurchase Program

222,250

$

9.33

$

2,073

222,250

$

9.33

$

2,073

Shares withheld related to net settlement of equity awards

201

9.36

2

383,967

9.83

3,775

Total

222,451

$

9.33

$

2,075

606,217

$

9.65

$

5,848

Cash Dividends

The following table summarizes our dividends declared and paid in each of the quarterly periods of 2024 and 2023:

    

Dividends per

    

(dollars in thousands, except per share amounts)

    

Common Share

    

  Dividends Paid

2024

 

  

 

  

Q2

$

0.165

$

25,819

Q1

0.165

26,000

2023

 

  

 

  

Q4

$

0.155

$

24,190

Q3

 

0.155

 

24,250

Q2

 

0.150

 

23,504

Q1

 

0.150

 

23,852

On July 25, 2024, our Board of Directors declared a quarterly dividend of $0.165 per share of common stock to be paid on August 13, 2024 to stockholders of record at the close of business on August 6, 2024.

v3.24.2
Revenue from Contracts with Customers
6 Months Ended
Jun. 30, 2024
Revenue from Contracts with Customers  
Revenue from Contracts with Customers

9. Revenue from Contracts with Customers

The following table presents our revenue from contracts with customers by segment and disaggregated by revenue source:

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

    

2024

    

2023

    

2024

    

2023

Contract operations:

  

  

  

  

0 ― 1,000 horsepower per unit

$

45,334

$

43,176

$

90,661

$

83,130

1,001 ― 1,500 horsepower per unit

 

94,687

 

88,008

 

190,357

 

169,814

Over 1,500 horsepower per unit

 

85,290

 

69,672

 

167,155

 

135,386

Other (1)

 

157

 

264

 

346

 

535

Total contract operations revenue (2)

 

225,468

 

201,120

 

448,519

 

388,865

Aftermarket services:

 

  

 

  

 

  

 

  

Services

 

25,675

 

24,567

 

51,113

 

45,816

OTC parts and components sales

 

19,383

 

21,856

 

39,382

 

42,696

Total aftermarket services revenue (3)

 

45,058

 

46,423

 

90,495

 

88,512

Total revenue

$

270,526

$

247,543

$

539,014

$

477,377

(1)Primarily relates to fees associated with owned non-compression equipment.
(2)Includes $1.1 million for each of the three months ended June 30, 2024, and 2023, and $2.2 million and $1.9 million for the six months ended June 30, 2024 and 2023, respectively, related to billable maintenance on owned compressors that was recognized at a point in time. All other contract operations revenue is recognized over time.
(3)Services revenue within aftermarket services is recognized over time. OTC parts and components sales revenue is recognized at a point in time.

See Note 16 (“Segment Information”) for further information on segments.

Performance Obligations

As of June 30, 2024, we had $631.8 million of remaining performance obligations related to our contract operations segment, which will be recognized through 2029 as follows:

(in thousands)

    

2024

2025

2026

    

2027

    

2028

    

2029

    

Total

Remaining performance obligations

$

218,909

$

244,411

$

131,685

$

25,523

$

10,017

$

1,226

$

631,771

We do not disclose the aggregate transaction price for the remaining performance obligations for aftermarket services as there are no contracts with customers with an original contract term that is greater than one year.

Contract Assets and Liabilities

Contract Assets

As June 30, 2024 and December 31, 2023, our receivables from contracts with customers, net of allowance for credit losses, were $108.3 million and $119.7 million, respectively.

Allowance for Credit Losses

Our allowance for credit losses balance changed as follows during the six months ended June 30, 2024:

(in thousands)

      

Balance at beginning of period

      

$

587

Provision for credit losses

5

Write-offs charged against allowance

(36)

Balance at end of period

$

556

Contract Liabilities

Freight billings to customers for the transport of compression assets, customer-specified modifications of compression assets and milestone billings on aftermarket services often result in a contract liability. As of June 30, 2024 and December 31, 2023, our contract liabilities were $7.7 million and $7.0 million, respectively.

During the six months ended June 30, 2024, we deferred revenue of $6.3 million and recognized $5.6 million as revenue. The revenue recognized during the period primarily related to freight billings and milestone billings on aftermarket services.

v3.24.2
Long-Lived and Other Asset Impairment
6 Months Ended
Jun. 30, 2024
Long-Lived and Other Asset Impairment  
Long-Lived and Other Asset Impairment

10. Long-Lived and Other Asset Impairment

We review long-lived assets, including property, plant and equipment and identifiable intangibles that are being amortized, for impairment whenever events or changes in circumstances, including the removal of compressors from our active fleet, indicate that the carrying amount of an asset may not be recoverable.

Compression Fleet

We periodically review the future deployment of our idle compression assets for units that are not of the type, configuration, condition, make or model that are cost efficient to maintain and operate. Based on these reviews, we determine that certain idle compressors should be retired from the active fleet. The retirement of these units from the active fleet triggers a review of these assets for impairment and as a result of our review, we may record an asset impairment to reduce the book value of each unit to its estimated fair value. The fair value of each unit is estimated based on the expected net sale proceeds compared to other fleet units we recently sold, a review of other units recently offered for sale by third parties or the estimated component value of the equipment we plan to use.

In connection with our review of our idle compression assets, we evaluate for impairment idle units that were culled from our fleet in prior years and are available for sale. Based on that review, we may reduce the expected proceeds from disposition and record additional impairment to reduce the book value of each unit to its estimated fair value.

The following table presents the results of our compression fleet impairment review as recorded in our contract operations segment:

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(dollars in thousands)

    

2024

    

2023

    

2024

    

2023

Idle compressors retired from the active fleet

 

40

 

15

 

65

 

45

Horsepower of idle compressors retired from the active fleet

 

32,000

 

9,000

 

46,000

 

23,000

Impairment recorded on idle compressors retired from the active fleet

$

4,401

$

2,892

$

6,969

$

5,461

See Note 14 (“Fair Value Measurements”) for further details on fair value accounting.

v3.24.2
Restructuring Charges
6 Months Ended
Jun. 30, 2024
Restructuring Charges  
Restructuring Charges

11. Restructuring Charges

During the first quarter of 2023, a plan to further streamline our organization and more fully align our teams to improve our customer service and profitability was approved by management. While we did not incur restructuring charges during the six months ended June 30, 2024, we expect to incur additional restructuring charges of $0.1 million related to these restructuring activities.

The following table presents restructuring charges incurred by segment:

    

Contract

Aftermarket

(in thousands)

Operations

Services

Other(1)

Total

Three months ended June 30, 2023

Organizational restructuring

$

(101)

$

$

16

$

(85)

Total restructuring charges

$

(101)

$

$

16

$

(85)

Six months ended June 30, 2023

Organizational restructuring

$

101

$

$

861

$

962

Total restructuring charges

$

101

$

$

861

$

962

(1)Represents expense incurred within our corporate function and not directly attributable to our segments.

The following table presents restructuring charges incurred by cost type:

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

2023

    

2023

Organizational Restructuring

Severance costs

$

(85)

$

705

Consulting costs

257

Total restructuring costs

$

(85)

$

962

v3.24.2
Income Taxes
6 Months Ended
Jun. 30, 2024
Income Taxes  
Income Taxes

12. Income Taxes

Valuation Allowance

The amount of our deferred tax assets considered realizable could be adjusted if projections of future taxable income are reduced or objective negative evidence in the form of a three-year cumulative loss is present or both. Should we no longer have a level of sustained profitability, excluding nonrecurring charges, we will have to rely more on our future projections of taxable income to determine if we have an adequate source of taxable income for the realization of our deferred tax assets, namely net operating loss, interest expense limitation and tax credit carryforwards. This may result in the need to record a valuation allowance against all or a portion of our deferred tax assets.

Effective Tax Rate

The year-to-date effective tax rate for the six months ended June 30, 2024 differed significantly from our statutory rate primarily due to state taxes, unrecognized tax benefits and the limitation on executive compensation offset by the benefit from equity-settled long term incentive compensation.

Unrecognized Tax Benefits

As of June 30, 2024, we believe it is reasonably possible that $3.4 million of our unrecognized tax benefits, including penalties, interest and discontinued operations, will be reduced prior to June 30, 2025 due to the settlement of audits or the expiration of statutes of limitations or both. However, due to the uncertain and complex application of the tax regulations, it is possible that the ultimate resolution of these matters may result in liabilities that could materially differ from this estimate.

v3.24.2
Earnings per Common Share
6 Months Ended
Jun. 30, 2024
Earnings per Common Share  
Net Income (Loss) per Common Share

13. Earnings Per Common Share

Basic earnings per common share is computed using the two-class method, which is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared and participation rights in undistributed earnings. Under the two-class method, basic earnings per common share is determined by dividing net income, after deducting amounts allocated to participating securities, by the weighted average number of common shares outstanding for the period. Participating securities include unvested restricted stock and stock-settled restricted stock units that have nonforfeitable rights to receive dividends or dividend equivalents, whether paid or unpaid. During periods of net loss, only distributed earnings (dividends) are allocated to participating securities, as participating securities do not have a contractual obligation to participate in our undistributed losses.

Diluted earnings per common share is computed using the weighted average number of common shares outstanding adjusted for the incremental common stock equivalents attributed to outstanding performance-based restricted stock units and stock to be issued pursuant to our ESPP unless their effect would have been anti-dilutive.

The following table shows the calculation of net income attributable to common stockholders, which is used in the calculation of basic and diluted earnings per common share, potential shares of common stock that were included in computing diluted earnings per common share and the potential shares of common stock issuable that were excluded from computing diluted earnings per common share as their inclusion would have been anti-dilutive:

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

    

2024

    

2023

    

2024

    

2023

Net income

$

34,425

$

24,653

$

74,957

$

41,138

Less: Allocation of earnings to participating securities

 

(435)

 

(354)

 

(1,180)

 

(1,072)

Net income attributable to common stockholders

$

33,990

$

24,299

$

73,777

$

40,066

Less: Allocation of earnings to cash or share settled restricted stock units

(138)

(223)

Diluted net income attributable to common stockholders

$

33,852

$

24,299

$

73,554

$

40,066

Weighted average common shares outstanding used in basic earnings per common share

154,496

154,358

154,342

154,234

Effect of dilutive securities:

Performance-based restricted stock units

287

54

301

89

ESPP shares

2

5

3

Weighted average common shares outstanding used in diluted earnings per common share

154,785

154,412

154,648

154,326

v3.24.2
Fair Value Measurements
6 Months Ended
Jun. 30, 2024
Fair Value Measurements  
Fair Value Measurements

14. Fair Value Measurements

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Investment in ECOTEC

As of June 30, 2024, we owned a 25% equity interest in ECOTEC (see Note 5 (“Investments in Unconsolidated Affiliates”)). We have elected the fair value option to account for this investment. As of June 30, 2024, the fair value of our investment in ECOTEC was $14.9 million and is classified as Level 3.

The fair value determination of this investment primarily consisted of unobservable inputs, which creates uncertainty in the measurement of fair value as of the reporting date. The significant unobservable inputs used in the fair value measurement, which was valued through an average of an income approach (discounted cash flow method) and a market approach (guideline public company method), are the WACC and the revenue multiples. Significant increases (decreases) in these inputs in isolation would result in a significantly higher (lower) fair value measurement.

Additional quantitative information related to the significant unobservable inputs are as follows:

Significant

Three Months Ended

Three Months Ended

Unobservable

June 30, 2024

June 30, 2023

Inputs

Range

Median

Range

Median

Valuation technique:

      

Discounted cash flow

WACC

0.4% - 20.0%

13.5%

0.0% - 17.4%

10.0%

Guideline public company

Revenue multiple

1.5x - 7.2x

3.8x

1.6x - 10.0x

4.0x

The reconciliation of changes in the fair value of our investment in ECOTEC is as follows:

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

2024

2023

2024

2023

Balance at beginning of period

      

$

14,905

      

$

14,549

$

14,905

      

$

12,803

Purchases of equity interests

2,000

Unrealized loss (1)

(1,742)

(1,996)

Balance at end of period

$

14,905

$

12,807

$

14,905

$

12,807

(1)Included in other expense, net in our unaudited condensed consolidated statement of operations.

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

Investment in Ionada

As of June 30, 2024, we had a fully diluted ownership equity interest in Ionada of 10% (see Note 5 (“Investments in Unconsolidated Affiliates”)). We have elected the fair value measurement alternative to account for this investment. As of June 30, 2024, the carrying value of our investment in Ionada was $4.3 million, which includes our initial investment of $3.8 million and cumulative transaction costs of $0.5 million. There have been no upward adjustments, impairments or downward adjustments to the carrying value of the investment. Subject to certain contractual conditions, we will invest, on the same terms and conditions as the initial investment, $1.2 million on November 1, 2024, $1.3 million on November 1, 2025, and $4.8 million prior to July 1, 2026, for a fully diluted ownership interest of 12%, 15% and 24%, respectively.

Compressors

During the six months ended June 30, 2024, we recorded nonrecurring fair value measurements related to our idle compressors. Our estimate of the compressors’ fair value was primarily based on the expected net sale proceeds compared with other fleet units we recently sold and/or a review of other units recently offered for sale by third parties, or the estimated component value of the equipment we plan to use. We discounted the expected proceeds, net of selling and other carrying costs, using a weighted average disposal period of four years. These fair value measurements are classified as Level 3. The fair value of our compressors impaired as of June 30, 2024 and December 31, 2023 was as follows:

(in thousands)

June 30, 2024

December 31, 2023

Impaired compressors

$

594

$

1,423

The significant unobservable inputs used to develop the above fair value measurements were weighted by the relative fair value of the compressors being measured. Additional quantitative information related to our significant unobservable inputs follows:

    

Range

       

   Weighted Average (1)

Estimated net sale proceeds:

As of June 30, 2024

$0 - $211 per horsepower

$51 per horsepower

As of December 31, 2023

$0 - $294 per horsepower

$50 per horsepower

(1)Calculated based on an estimated discount for market liquidity of 26% and 33% as of June 30, 2024 and December 31, 2023, respectively.

See Note 10 (“Long-Lived and Other Asset Impairments”) for further details.

Other Financial Instruments

The carrying amounts of our cash, accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments.

The carrying amount of borrowings outstanding under our Credit Facility approximates fair value due to the variable interest rate. The measurement of the fair value of these outstanding borrowings is a Level 3 measurement.

The fair value of our fixed rate debt is estimated using yields observable in active markets, which are Level 2 inputs, and was as follows:

(in thousands)

    

June 30, 2024

    

December 31, 2023

Carrying amount of fixed rate debt (1)

$

1,298,256

$

1,297,844

Fair value of fixed rate debt

 

1,295,000

 

1,289,000

(1) Carrying amounts are shown net of unamortized premium and deferred financing costs. See Note 6 (“Long-Term Debt”).

v3.24.2
Related Party Transactions
6 Months Ended
Jun. 30, 2024
Related Party Transactions  
Related Party Transactions

15. Related Party Transactions

From August 2019 to present, our Board of Directors has included a member affiliated with our customer Hilcorp or its subsidiaries or affiliates. Revenue from Hilcorp was $9.9 million and $8.7 million during the three months ended June 30, 2024 and 2023, respectively, and $20.4 million and $17.8 million during the six months ended June 30, 2024 and 2023, respectively. Accounts receivable, net due from Hilcorp was $3.4 million and $3.8 million as of June 30, 2024 and December 31, 2023, respectively.

v3.24.2
Segment Information
6 Months Ended
Jun. 30, 2024
Segment Information  
Segments

16. Segment Information

We manage our business segments primarily based on the type of product or service provided. We have two segments that we operate within the U.S.: contract operations and aftermarket services. Our contract operations segment primarily provides natural gas compression services to meet specific customer requirements. Our aftermarket services segment provides a full range of services to support the compression needs of customers, from parts sales and normal maintenance services to full operation of a customer’s owned assets.

We evaluate the performance of our segments based on adjusted gross margin, defined as revenue less cost of sales, exclusive of depreciation and amortization, for each segment. Segment revenue includes only sales to external customers.

Summarized financial information for our reporting segments is shown below:

    

Contract

    

Aftermarket

    

(in thousands)

    

Operations

    

Services

    

Total

Three months ended June 30, 2024

 

  

 

  

 

  

Revenue

$

225,468

$

45,058

$

270,526

Adjusted gross margin

 

146,190

 

9,900

 

156,090

Three months ended June 30, 2023

 

  

 

  

 

  

Revenue

$

201,120

$

46,423

$

247,543

Adjusted gross margin

 

125,087

 

11,080

 

136,167

Six months ended June 30, 2024

 

  

 

  

 

  

Revenue

$

448,519

$

90,495

$

539,014

Adjusted gross margin

 

291,498

 

20,337

 

311,835

Six months ended June 30, 2023

 

  

 

  

 

  

Revenue

$

388,865

$

88,512

$

477,377

Adjusted gross margin

 

233,350

 

19,261

 

252,611

The following table reconciles total adjusted gross margin to income before income taxes:

Three Months Ended

    

Six Months Ended

June 30, 

June 30, 

(in thousands)

    

2024

    

2023

    

2024

    

2023

Total adjusted gross margin

$

156,090

$

136,167

$

311,835

$

252,611

Less:

 

  

 

  

 

  

 

  

Selling, general and administrative

 

31,163

 

28,649

 

62,828

 

55,074

Depreciation and amortization

 

43,853

 

41,210

 

86,688

 

81,391

Long-lived and other asset impairment

 

4,401

 

2,892

 

6,969

 

5,461

Restructuring charges

(85)

962

Interest expense

 

27,859

 

28,630

 

55,193

 

55,211

Transaction-related costs

1,782

1,782

Gain on sale of assets, net

(576)

(1,176)

(2,957)

(4,781)

Other expense, net

 

128

 

1,463

 

267

 

2,066

Income before income taxes

$

47,480

$

34,584

$

101,065

$

57,227

v3.24.2
SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2024
SUBSEQUENT EVENTS  
SUBSEQUENT EVENTS

17. Subsequent Events

TOPS Acquisition

On July 22, 2024, Archrock and Archrock ELT entered into a Purchase and Sale Agreement (the “Purchase and Sale Agreement”) with TOPS Pledge1, LLC (“Pledge1”) and TOPS Pledge2, LLC (together with Pledge1, “Sellers”), pursuant to which, among other things, Archrock ELT will acquire all of the issued and outstanding equity interests in TOPS, a portfolio company managed by certain affiliates of Apollo Global Management, Inc., and, solely with respect to Section 6.25 of the Purchase and Sale Agreement, TOPS Holdings, LLC, a Delaware limited liability company, in exchange for total consideration consisting of: (i) cash equal to $820 million, (ii) 6.87 million newly issued shares of Archrock’s common stock, par value $0.01 per share, subject to adjustment as described below (“Archrock Common Stock” and such shares of Archrock Common Stock issued in connection with the Transaction is referred to herein as the “Stock Consideration”), and (iii) up to approximately $6 million in deferred cash payments (the “Deferred Cash Payments”) payable pursuant and subject to the terms of certain Transaction Payment Agreements entered into and to be entered into between Archrock ELT and certain indirect equity holders of the Sellers who are current employees of TOPS (the “Transaction”). On July 22, 2024, the Board of Directors of Archrock unanimously approved the Purchase and Sale Agreement.

The Transaction is expected to close by the end of 2024, subject to customary closing conditions, including (i) the absence of specified legal impediments to the consummation of the Transaction; (ii) the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), with respect to the Transaction; (iii) the parties’ performance, in all material respects, of their respective obligations under the Purchase and Sale Agreement; (iv) subject to specified materiality standards, the accuracy of the parties’ respective representations and warranties as of the closing of the Transaction (the “Closing”); (v) the absence of a Buyer Material Adverse Effect; and (vi) the authorization for listing of the Stock Consideration on the New York Stock Exchange, subject to official notice of issuance.

The Purchase and Sale Agreement contains customary representations, warranties and covenants by the parties. The Purchase and Sale Agreement also contains customary covenants and agreements, including covenants and agreements relating to, among other things, (i) the conduct of the business of TOPS between the date of the signing of the Purchase and Sale Agreement and the Closing and (ii) the efforts of the parties to cause the Transaction to be completed, including actions which may be necessary to cause the expiration or termination of the waiting period under the HSR Act, if applicable. Pursuant to the terms of the Purchase and Sale Agreement, the parties have agreed to take all actions reasonably necessary and appropriate to obtain antitrust clearance in order to facilitate the Closing. However, none of Archrock, Archrock ELT or their respective Affiliates will be required to sell, divest or dispose any assets, properties or businesses in connection with the transactions contemplated by the Purchase and Sale Agreement.

The Purchase and Sale Agreement may be terminated, subject to certain exceptions, (i) upon the mutual written consent of Archrock ELT and Sellers, (ii) if the Closing has not occurred by December 31, 2024, (subject to extension pursuant to the terms of the Purchase and Sale Agreement), (iii) for certain material breaches of representations and warranties or covenants that remain uncured or (iv) upon the occurrence of certain other events specified in the Purchase and Sale Agreement. The Purchase and Sale Agreement further provides that, in certain circumstances upon a valid termination of the Purchase and Sale Agreement pursuant to its terms, Archrock ELT may be required to pay Sellers a termination fee equal to $30.0 million. Further, Sellers may be required to pay Archrock ELT a termination fee equal to $20.0 million.

In connection with the transactions contemplated by the Purchase and Sale Agreement, and as a condition precedent to the Closing, Archrock and Sellers have agreed to enter into a registration rights and lock-up agreement (the “Registration Rights Agreement”) pursuant to which, among other things, Archrock will agree to provide Sellers with customary registration rights with respect to the Stock Consideration. In addition, on the terms and subject to the conditions set forth in the Registration Rights Agreement, Sellers will agree not to sell, transfer or dispose of (i) 50% of the Stock Consideration during a holding period that expires 90 days after the Closing Date and (ii) the remaining 50% of the Stock Consideration during a holding period that expires 180 days after the Closing Date.

In connection with the Transaction, certain indirect equity holders of the Sellers who are current employees of TOPS (the “Participants”) have each entered into a Transaction Payment Agreement with Archrock ELT, pursuant to which the Participants have agreed that a portion of the Transaction proceeds distributions they will receive in respect of their indirect equity interests in the Sellers will be in the form of the Deferred Cash Payments. The Deferred Cash Payments are generally payable for most participants 50% on the one-year anniversary of the closing of the Transaction and 50% on the two-year anniversary of the closing of the Transaction and are subject to the Participant’s continued employment with Archrock through the payment date, except in the event the Participant’s employment is terminated by Archrock without cause or due to the Participant’s death or disability.

The Offering

On July 22, 2024, Archrock entered into an Underwriting Agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Evercore Group L.L.C., Wells Fargo Securities, LLC and Citigroup Global Markets Inc. as representatives of the several underwriters (the “Underwriters”), relating to an underwritten offering of 11,000,000 shares of common stock, par value $0.01 per share, of the Company (such offering, the “Offering”). Under the terms of the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to 1,650,000 additional shares of Common Stock. On July 23, 2024, the Underwriters exercised this option in full.

The Underwriting Agreement contains customary representations and warranties, agreements and obligations, closing conditions and termination provisions. The Company has agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”), and to contribute to any payment that the Underwriter may be required to make because of any of those liabilities.

The Offering was made pursuant to a shelf registration statement on Form S-3 (File No. 333-267523) (the “Registration Statement”) that was filed with the SEC and became effective on September 20, 2022, including the prospectus forming a part of the Registration Statement, a preliminary prospectus supplement, which was filed with the SEC on July 22, 2024, and a final prospectus supplement, which was filed with the SEC on July 23, 2024, pursuant to Rule 424(b) under the Securities Act.

The Offering closed on July 24, 2024. The Company intends to use the approximately $256.4 million of net proceeds from the Offering to fund the Transaction, along with cash on hand, borrowings under the Company’s revolving credit facility and, opportunistically to the extent market conditions warrant, other debt financings. In the event that the Transaction is not completed, the proceeds from the Offering will be used for general corporate purposes.

v3.24.2
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Pay vs Performance Disclosure        
Net Income (Loss) $ 34,425 $ 24,653 $ 74,957 $ 41,138
v3.24.2
Insider Trading Arrangements
3 Months Ended
Jun. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.2
Description of Business and Basis of Presentation (Policies)
6 Months Ended
Jun. 30, 2024
Basis of Presentation and Significant Accounting Policies  
Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all information and disclosures required by GAAP. Therefore, this information should be read in conjunction with our consolidated financial statements and notes contained in our 2023 Form 10-K. The information furnished herein reflects all adjustments that are, in the opinion of management, of a normal recurring nature and considered necessary for a fair statement of the results of the interim periods reported. All intercompany balances and transactions have been eliminated in consolidation. Operating results for the six months ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024.

Accounting Standards Updates Implemented and Accounting Standards Updates Not Yet Implemented

Accounting Standards Updates Not Yet Implemented

Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which will require significant additional disclosures, primarily focused on the disclosure of income taxes paid and the rate reconciliation table. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and interim periods within fiscal years beginning after December 15, 2025, and should be applied on a prospective basis, with a retrospective option. Early adoption is permitted. We are evaluating the impact that the adoption of ASU 2023-09 will have on our consolidated financial statements and related disclosures.

Segment Reporting

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which will require disclosures of significant expenses for each reportable segment, as well as certain other disclosures to help investors understand how the chief operating decision maker evaluates segment expenses and operating results. ASU 2023-07 will also allow disclosure of multiple measures of segment profitability if those measures are used to allocate resources and assess performance. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and should be applied on a retrospective basis, unless impracticable. Early adoption is permitted. We are evaluating the impact that the adoption of ASU 2023-07 will have on our segment disclosures. We expect that the adoption of ASU 2023-07 will not have a material impact on our consolidated financial statements.

Business Combinations – Joint Venture Formations

In August 2023, the FASB issued ASU 2023-05, to reduce diversity in practice and provide decision-useful information to a joint venture’s investors by requiring that a joint venture apply a new basis of accounting upon formation. By applying a new basis of accounting, a joint venture will recognize and initially measure its assets and liabilities at fair value, with exceptions to fair value measurement that are consistent with the business combinations guidance, on the date of formation. ASU 2023-05 is effective prospectively for all joint venture formations with a formation date on or after January 1, 2025. Additionally, a joint venture that was formed before January 1, 2025, may elect to apply the amendments retrospectively if it has sufficient information to do so. Early adoption is permitted in any interim or annual period in which financial statements have not been issued or been made available for issuance, either prospectively or retrospectively. We expect that the adoption of ASU 2023-05 will have no impact on our consolidated financial statements.

v3.24.2
Inventory (Tables)
6 Months Ended
Jun. 30, 2024
Inventory  
Schedule of inventory

June 30, 

December 31, 

(in thousands)

2024

2023

Parts and supplies

$

66,932

$

70,759

Work in progress

 

12,301

 

11,002

Inventory

$

79,233

$

81,761

v3.24.2
Property, Plant and Equipment, Net (Tables)
6 Months Ended
Jun. 30, 2024
Property, Plant and Equipment, Net  
Schedule of property, plant and equipment, net

    

June 30, 

    

December 31, 

(in thousands)

2024

2023

Compression equipment, facilities and other fleet assets

$

3,431,348

$

3,326,919

Land and buildings

 

31,570

 

30,169

Transportation and shop equipment

 

101,887

 

100,474

Computer hardware and software

 

77,711

 

77,532

Other

 

6,079

 

5,678

Property, plant and equipment

 

3,648,595

 

3,540,772

Accumulated depreciation

 

(1,276,526)

 

(1,238,790)

Property, plant and equipment, net

$

2,372,069

$

2,301,982

v3.24.2
Long-Term Debt (Tables)
6 Months Ended
Jun. 30, 2024
Long-Term Debt  
Schedule of long-term debt

(in thousands)

    

June 30, 2024

    

December 31, 2023

Credit Facility

$

310,700

$

287,025

6.25% senior notes due April 2028:

Principal outstanding

 

800,000

 

800,000

Unamortized debt premium

7,521

 

8,524

Unamortized debt issuance costs

 

(6,231)

 

(7,081)

 

801,290

 

801,443

6.875% senior notes due April 2027:

Principal outstanding

500,000

 

500,000

Unamortized debt issuance costs

(3,034)

 

(3,599)

496,966

 

496,401

Long-term debt

$

1,608,956

$

1,584,869

v3.24.2
Stockholders' Equity (Tables)
6 Months Ended
Jun. 30, 2024
Stockholders' Equity  
Summary of shares repurchased

    

Three Months Ended

Six Months Ended

June 30, 2024

June 30, 2024

(dollars in thousands, except per share amounts)

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Shares repurchased under the Share Repurchase Program

$

$

82,972

$

14.83

$

1,230

Shares withheld related to net settlement of equity awards

597

17.72

11

386,577

16.72

6,462

Total

597

$

17.72

$

11

469,549

$

16.38

$

7,692

    

Three Months Ended

Six Months Ended

June 30, 2023

June 30, 2023

(dollars in thousands, except per share amounts)

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Total Number of Shares Repurchased

Average Price per Share

Total Cost of Shares Repurchased

Shares repurchased under the Share Repurchase Program

222,250

$

9.33

$

2,073

222,250

$

9.33

$

2,073

Shares withheld related to net settlement of equity awards

201

9.36

2

383,967

9.83

3,775

Total

222,451

$

9.33

$

2,075

606,217

$

9.65

$

5,848

Summary of dividends declared and paid

    

Dividends per

    

(dollars in thousands, except per share amounts)

    

Common Share

    

  Dividends Paid

2024

 

  

 

  

Q2

$

0.165

$

25,819

Q1

0.165

26,000

2023

 

  

 

  

Q4

$

0.155

$

24,190

Q3

 

0.155

 

24,250

Q2

 

0.150

 

23,504

Q1

 

0.150

 

23,852

v3.24.2
Revenue from Contracts with Customers (Tables)
6 Months Ended
Jun. 30, 2024
Revenue from Contracts with Customers  
Schedule of revenue from contracts with customers by segment

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

    

2024

    

2023

    

2024

    

2023

Contract operations:

  

  

  

  

0 ― 1,000 horsepower per unit

$

45,334

$

43,176

$

90,661

$

83,130

1,001 ― 1,500 horsepower per unit

 

94,687

 

88,008

 

190,357

 

169,814

Over 1,500 horsepower per unit

 

85,290

 

69,672

 

167,155

 

135,386

Other (1)

 

157

 

264

 

346

 

535

Total contract operations revenue (2)

 

225,468

 

201,120

 

448,519

 

388,865

Aftermarket services:

 

  

 

  

 

  

 

  

Services

 

25,675

 

24,567

 

51,113

 

45,816

OTC parts and components sales

 

19,383

 

21,856

 

39,382

 

42,696

Total aftermarket services revenue (3)

 

45,058

 

46,423

 

90,495

 

88,512

Total revenue

$

270,526

$

247,543

$

539,014

$

477,377

(1)Primarily relates to fees associated with owned non-compression equipment.
(2)Includes $1.1 million for each of the three months ended June 30, 2024, and 2023, and $2.2 million and $1.9 million for the six months ended June 30, 2024 and 2023, respectively, related to billable maintenance on owned compressors that was recognized at a point in time. All other contract operations revenue is recognized over time.
(3)Services revenue within aftermarket services is recognized over time. OTC parts and components sales revenue is recognized at a point in time.
Schedule of remaining performance obligations

(in thousands)

    

2024

2025

2026

    

2027

    

2028

    

2029

    

Total

Remaining performance obligations

$

218,909

$

244,411

$

131,685

$

25,523

$

10,017

$

1,226

$

631,771

Summary of changes in allowance for credit losses

(in thousands)

      

Balance at beginning of period

      

$

587

Provision for credit losses

5

Write-offs charged against allowance

(36)

Balance at end of period

$

556

v3.24.2
Long-Lived and Other Asset Impairment (Tables)
6 Months Ended
Jun. 30, 2024
Long-Lived and Other Asset Impairment  
Schedule of impairment of long-lived assets

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(dollars in thousands)

    

2024

    

2023

    

2024

    

2023

Idle compressors retired from the active fleet

 

40

 

15

 

65

 

45

Horsepower of idle compressors retired from the active fleet

 

32,000

 

9,000

 

46,000

 

23,000

Impairment recorded on idle compressors retired from the active fleet

$

4,401

$

2,892

$

6,969

$

5,461

v3.24.2
Restructuring Charges (Tables)
6 Months Ended
Jun. 30, 2024
Restructuring Charges  
Schedule of restructuring charges by segment

    

Contract

Aftermarket

(in thousands)

Operations

Services

Other(1)

Total

Three months ended June 30, 2023

Organizational restructuring

$

(101)

$

$

16

$

(85)

Total restructuring charges

$

(101)

$

$

16

$

(85)

Six months ended June 30, 2023

Organizational restructuring

$

101

$

$

861

$

962

Total restructuring charges

$

101

$

$

861

$

962

(1)Represents expense incurred within our corporate function and not directly attributable to our segments.
Schedule of restructuring charges by type

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

2023

    

2023

Organizational Restructuring

Severance costs

$

(85)

$

705

Consulting costs

257

Total restructuring costs

$

(85)

$

962

v3.24.2
Earnings per Common Share (Tables)
6 Months Ended
Jun. 30, 2024
Earnings per Common Share  
Schedule of calculation of basic and diluted net income per common share

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

    

2024

    

2023

    

2024

    

2023

Net income

$

34,425

$

24,653

$

74,957

$

41,138

Less: Allocation of earnings to participating securities

 

(435)

 

(354)

 

(1,180)

 

(1,072)

Net income attributable to common stockholders

$

33,990

$

24,299

$

73,777

$

40,066

Less: Allocation of earnings to cash or share settled restricted stock units

(138)

(223)

Diluted net income attributable to common stockholders

$

33,852

$

24,299

$

73,554

$

40,066

Weighted average common shares outstanding used in basic earnings per common share

154,496

154,358

154,342

154,234

Effect of dilutive securities:

Performance-based restricted stock units

287

54

301

89

ESPP shares

2

5

3

Weighted average common shares outstanding used in diluted earnings per common share

154,785

154,412

154,648

154,326

v3.24.2
Fair Value Measurements (Tables)
6 Months Ended
Jun. 30, 2024
Fair value  
Schedule of carrying value and estimated fair value of debt instruments

(in thousands)

    

June 30, 2024

    

December 31, 2023

Carrying amount of fixed rate debt (1)

$

1,298,256

$

1,297,844

Fair value of fixed rate debt

 

1,295,000

 

1,289,000

(1) Carrying amounts are shown net of unamortized premium and deferred financing costs. See Note 6 (“Long-Term Debt”).
Compressors  
Fair value  
Schedule of significant unobservable inputs

    

Range

       

   Weighted Average (1)

Estimated net sale proceeds:

As of June 30, 2024

$0 - $211 per horsepower

$51 per horsepower

As of December 31, 2023

$0 - $294 per horsepower

$50 per horsepower

(1)Calculated based on an estimated discount for market liquidity of 26% and 33% as of June 30, 2024 and December 31, 2023, respectively.
Schedule of non-recurring fair value assets

(in thousands)

June 30, 2024

December 31, 2023

Impaired compressors

$

594

$

1,423

ECOTEC | Equity investment  
Fair value  
Schedule of significant unobservable inputs

Significant

Three Months Ended

Three Months Ended

Unobservable

June 30, 2024

June 30, 2023

Inputs

Range

Median

Range

Median

Valuation technique:

      

Discounted cash flow

WACC

0.4% - 20.0%

13.5%

0.0% - 17.4%

10.0%

Guideline public company

Revenue multiple

1.5x - 7.2x

3.8x

1.6x - 10.0x

4.0x

Schedule of changes in assets measured at fair value on a recurring basis

Three Months Ended

Six Months Ended

June 30, 

June 30, 

(in thousands)

2024

2023

2024

2023

Balance at beginning of period

      

$

14,905

      

$

14,549

$

14,905

      

$

12,803

Purchases of equity interests

2,000

Unrealized loss (1)

(1,742)

(1,996)

Balance at end of period

$

14,905

$

12,807

$

14,905

$

12,807

(1)Included in other expense, net in our unaudited condensed consolidated statement of operations.
v3.24.2
Segments (Tables)
6 Months Ended
Jun. 30, 2024
Segment Information  
Summary of revenue and other financial information by reportable segment

    

Contract

    

Aftermarket

    

(in thousands)

    

Operations

    

Services

    

Total

Three months ended June 30, 2024

 

  

 

  

 

  

Revenue

$

225,468

$

45,058

$

270,526

Adjusted gross margin

 

146,190

 

9,900

 

156,090

Three months ended June 30, 2023

 

  

 

  

 

  

Revenue

$

201,120

$

46,423

$

247,543

Adjusted gross margin

 

125,087

 

11,080

 

136,167

Six months ended June 30, 2024

 

  

 

  

 

  

Revenue

$

448,519

$

90,495

$

539,014

Adjusted gross margin

 

291,498

 

20,337

 

311,835

Six months ended June 30, 2023

 

  

 

  

 

  

Revenue

$

388,865

$

88,512

$

477,377

Adjusted gross margin

 

233,350

 

19,261

 

252,611

Reconciliation of total gross margin to income before taxes

Three Months Ended

    

Six Months Ended

June 30, 

June 30, 

(in thousands)

    

2024

    

2023

    

2024

    

2023

Total adjusted gross margin

$

156,090

$

136,167

$

311,835

$

252,611

Less:

 

  

 

  

 

  

 

  

Selling, general and administrative

 

31,163

 

28,649

 

62,828

 

55,074

Depreciation and amortization

 

43,853

 

41,210

 

86,688

 

81,391

Long-lived and other asset impairment

 

4,401

 

2,892

 

6,969

 

5,461

Restructuring charges

(85)

962

Interest expense

 

27,859

 

28,630

 

55,193

 

55,211

Transaction-related costs

1,782

1,782

Gain on sale of assets, net

(576)

(1,176)

(2,957)

(4,781)

Other expense, net

 

128

 

1,463

 

267

 

2,066

Income before income taxes

$

47,480

$

34,584

$

101,065

$

57,227

v3.24.2
Description of Business and Basis of Presentation (Details)
6 Months Ended
Jun. 30, 2024
segment
Basis of Presentation and Significant Accounting Policies  
Number of reportable segments 2
v3.24.2
Inventory (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Composition of Inventory net of reserves    
Parts and supplies $ 66,932 $ 70,759
Work in progress 12,301 11,002
Inventory $ 79,233 $ 81,761
v3.24.2
Property, Plant and Equipment, Net (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Property, Plant and Equipment, Net    
Property, plant and equipment $ 3,648,595 $ 3,540,772
Accumulated depreciation (1,276,526) (1,238,790)
Property, plant and equipment, net 2,372,069 2,301,982
Compression equipment, facilities and other fleet assets    
Property, Plant and Equipment, Net    
Property, plant and equipment 3,431,348 3,326,919
Land and buildings    
Property, Plant and Equipment, Net    
Property, plant and equipment 31,570 30,169
Transportation and shop equipment    
Property, Plant and Equipment, Net    
Property, plant and equipment 101,887 100,474
Computer hardware and software    
Property, Plant and Equipment, Net    
Property, plant and equipment 77,711 77,532
Other    
Property, Plant and Equipment, Net    
Property, plant and equipment $ 6,079 $ 5,678
v3.24.2
Investment in Unconsolidated Affiliate (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2023
Nov. 30, 2023
Apr. 30, 2022
ECOTEC          
Investments          
Total potential equity interest to be acquired (as a percent)         25.00%
Ownership interest (as a percent) 25.00%        
Unrealized loss recognized due to change in fair value   $ 1.7 $ 2.0    
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income   Other Nonoperating Income (Expense) Other Nonoperating Income (Expense)    
Ionada          
Investments          
Total potential equity interest to be acquired (as a percent) 24.00%        
Ownership interest (as a percent) 10.00%        
Carrying value of investment $ 4.3        
Amount of initial investment       $ 3.8  
Period over which ownership interest will be acquired to reach agreed upon ownership percentage 2 years        
v3.24.2
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Debt Instruments    
Long-term debt $ 1,608,956 $ 1,584,869
Credit Facility    
Debt Instruments    
Long-term debt 310,700 287,025
6.25% senior notes due April 2028    
Debt Instruments    
Principal outstanding 800,000 800,000
Unamortized debt premium 7,521 8,524
Unamortized debt issuance costs (6,231) (7,081)
Long-term debt $ 801,290 $ 801,443
Interest rate (as a percent) 6.25% 6.25%
6.875% senior notes due April 2027    
Debt Instruments    
Principal outstanding $ 500,000 $ 500,000
Unamortized debt issuance costs (3,034) (3,599)
Long-term debt $ 496,966 $ 496,401
Interest rate (as a percent) 6.875% 6.875%
v3.24.2
Long-Term Debt - Credit Facility (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
May 16, 2023
Mar. 31, 2023
Credit Facility              
Line of Credit Facility              
Letter of credit outstanding $ 4.1   $ 4.1        
Debt instrument, variable rate (percentage)     2.10%        
Debt instrument weighted average interest rate (percent) 7.60%   7.60%   7.70%    
Debt issuance cost written off   $ 1.0          
Commitment fee amount $ 0.4 0.4 $ 0.9 $ 0.9      
Swing Line Loans, Credit Facility              
Line of Credit Facility              
Maximum borrowing capacity           $ 75.0 $ 50.0
Credit Facility, Amendment 4              
Line of Credit Facility              
Transaction costs   $ 6.0   $ 6.0      
v3.24.2
Commitments and Contingencies- Tax Matters - Loss contingencies (Details) - USD ($)
$ in Millions
Jun. 30, 2024
Dec. 31, 2023
Non-income based tax audits    
Loss Contingencies    
Accrued liability $ 4.3 $ 3.9
Non-income based tax audits in contested hearing phase    
Loss Contingencies    
Accrued liability $ 0.6 $ 0.6
v3.24.2
Stockholders' Equity - Share Repurchases (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended 14 Months Ended
Apr. 27, 2024
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Apr. 27, 2023
Treasury Stock              
Total Number of Shares Repurchased (in shares)   597 222,451 469,549 606,217    
Average Price per Share (in dollars per share)   $ 17.72 $ 9.33 $ 16.38 $ 9.65    
Total Cost of Shares Repurchased (in dollars)   $ 11 $ 2,075 $ 7,692 $ 5,848    
Share Repurchase Program              
Treasury Stock              
Shares authorized for repurchase (in dollars)             $ 50,000
Extension period 24 months            
Total Number of Shares Repurchased (in shares)     222,250 82,972 222,250 833,346  
Average Price per Share (in dollars per share)     $ 9.33 $ 14.83 $ 9.33 $ 12.11  
Total Cost of Shares Repurchased (in dollars)     $ 2,073 $ 1,230 $ 2,073 $ 10,100  
Available capacity for repurchase (in dollars) $ 50,000            
2020 and 2013 Stock Incentive Plans              
Treasury Stock              
Total Number of Shares Repurchased (in shares)   597 201 386,577 383,967    
Average Price per Share (in dollars per share)   $ 17.72 $ 9.36 $ 16.72 $ 9.83    
Total Cost of Shares Repurchased (in dollars)   $ 11 $ 2 $ 6,462 $ 3,775    
v3.24.2
Stockholders' Equity - Cash Dividends (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended 6 Months Ended
Jul. 25, 2024
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Distributions                  
Declared Dividends per Common Share (in dollars per share)   $ 0.165 $ 0.165 $ 0.155 $ 0.155 $ 0.150 $ 0.150 $ 0.330 $ 0.300
Dividends Paid (in dollars)   $ 25,819 $ 26,000 $ 24,190 $ 24,250 $ 23,504 $ 23,852 $ 51,819 $ 47,356
Subsequent Event | Q3 2024 quarterly dividend                  
Distributions                  
Declared Dividends per Common Share (in dollars per share) $ 0.165                
Dividends payable, date declared Jul. 25, 2024                
Dividends payable, date to be paid Aug. 13, 2024                
Dividends payable, date of record Aug. 06, 2024                
v3.24.2
Revenue from Contracts with Customers - Disaggregate Revenue (Details)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
USD ($)
hp
Jun. 30, 2023
USD ($)
hp
Jun. 30, 2024
USD ($)
hp
Jun. 30, 2023
USD ($)
hp
Disaggregation of Revenue        
Revenue $ 270,526 $ 247,543 $ 539,014 $ 477,377
Contract operations        
Disaggregation of Revenue        
Revenue 225,468 201,120 448,519 388,865
Contract operations | Transferred at Point in Time        
Disaggregation of Revenue        
Revenue 1,100 1,100 2,200 1,900
Contract operations | 0 - 1,000 horsepower per unit        
Disaggregation of Revenue        
Revenue $ 45,334 $ 43,176 $ 90,661 $ 83,130
Contract operations | 0 - 1,000 horsepower per unit | Minimum        
Disaggregation of Revenue        
Compressor unit horsepower (horsepower) | hp 0 0 0 0
Contract operations | 0 - 1,000 horsepower per unit | Maximum        
Disaggregation of Revenue        
Compressor unit horsepower (horsepower) | hp 1,000 1,000 1,000 1,000
Contract operations | 1,001 - 1,500 horsepower per unit        
Disaggregation of Revenue        
Revenue $ 94,687 $ 88,008 $ 190,357 $ 169,814
Contract operations | 1,001 - 1,500 horsepower per unit | Minimum        
Disaggregation of Revenue        
Compressor unit horsepower (horsepower) | hp 1,001 1,001 1,001 1,001
Contract operations | 1,001 - 1,500 horsepower per unit | Maximum        
Disaggregation of Revenue        
Compressor unit horsepower (horsepower) | hp 1,500 1,500 1,500 1,500
Contract operations | Over 1,500 horsepower per unit        
Disaggregation of Revenue        
Revenue $ 85,290 $ 69,672 $ 167,155 $ 135,386
Contract operations | Over 1,500 horsepower per unit | Minimum        
Disaggregation of Revenue        
Compressor unit horsepower (horsepower) | hp 1,500 1,500 1,500 1,500
Contract operations | Other        
Disaggregation of Revenue        
Revenue $ 157 $ 264 $ 346 $ 535
Aftermarket services        
Disaggregation of Revenue        
Revenue 45,058 46,423 90,495 88,512
Aftermarket services | Service        
Disaggregation of Revenue        
Revenue 25,675 24,567 51,113 45,816
Aftermarket services | OTC parts and components sales        
Disaggregation of Revenue        
Revenue $ 19,383 $ 21,856 $ 39,382 $ 42,696
v3.24.2
Revenue from Contracts with Customers - Performance Obligations (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining performance obligations $ 631,771
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining performance obligations $ 218,909
Performance obligations expected to be satisfied, expected timing 6 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining performance obligations $ 244,411
Performance obligations expected to be satisfied, expected timing 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining performance obligations $ 131,685
Performance obligations expected to be satisfied, expected timing 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining performance obligations $ 25,523
Performance obligations expected to be satisfied, expected timing 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining performance obligations $ 10,017
Performance obligations expected to be satisfied, expected timing 1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2029-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining performance obligations $ 1,226
Performance obligations expected to be satisfied, expected timing 1 year
v3.24.2
Revenue from Contracts with Customers - Contract Assets (Details) - USD ($)
$ in Millions
Jun. 30, 2024
Dec. 31, 2023
Revenue from Contracts with Customers    
Accounts receivable, net of allowance - Customer related $ 108.3 $ 119.7
v3.24.2
Revenue from Contracts with Customers - Allowance for Credit Losses (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Changes in the allowance for credit losses balance    
Balance at beginning of period $ 587  
Benefit from credit losses 5 $ (140)
Write-offs charged against the allowance (36)  
Balance at end of period $ 556  
v3.24.2
Revenue from Contracts with Customers - Contract Liabilities (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Revenue from Contracts with Customers      
Contract liability $ 7,700   $ 7,000
Deferred revenue 6,315 $ 7,106  
Deferred revenue recognized in earnings $ 5,606 $ 8,754  
v3.24.2
Long-Lived and Other Asset Impairment (Details) - Idle Compressor Units
hp in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
USD ($)
CompressorUnit
hp
Jun. 30, 2023
USD ($)
CompressorUnit
hp
Jun. 30, 2024
USD ($)
CompressorUnit
hp
Jun. 30, 2023
USD ($)
CompressorUnit
hp
Impaired Long-Lived Assets Held and Used        
Idle compressors retired from the active fleet | CompressorUnit 40 15 65 45
Horsepower of idle compressors retired from the active fleet | hp 32 9 46 23
Impairment recorded on idle compressors retired from the active fleet | $ $ 4,401 $ 2,892 $ 6,969 $ 5,461
Impairment, Long-Lived Asset, Held-for-Use, Statement of Income or Comprehensive Income Long-lived and other asset impairment Long-lived and other asset impairment Long-lived and other asset impairment Long-lived and other asset impairment
v3.24.2
Restructuring Charges - By segment (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2023
Jun. 30, 2024
Restructuring charges      
Expected additional restructuring charges     $ 100
Restructuring charges $ (85) $ 962  
Organizational Restructuring      
Restructuring charges      
Restructuring charges (85) 962  
Corporate      
Restructuring charges      
Restructuring charges 16 861  
Corporate | Organizational Restructuring      
Restructuring charges      
Restructuring charges 16 861  
Contract operations | Operating      
Restructuring charges      
Restructuring charges (101) 101  
Contract operations | Operating | Organizational Restructuring      
Restructuring charges      
Restructuring charges $ (101) $ 101  
v3.24.2
Restructuring Charges - By type (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2023
Restructuring charges    
Restructuring charges $ (85) $ 962
Organizational Restructuring    
Restructuring charges    
Restructuring charges (85) 962
Severance costs | Organizational Restructuring    
Restructuring charges    
Restructuring charges $ (85) 705
Consulting costs | Organizational Restructuring    
Restructuring charges    
Restructuring charges   $ 257
v3.24.2
Income Taxes (Details)
$ in Millions
Jun. 30, 2024
USD ($)
Income Taxes  
Potential decrease in unrecognized tax benefit in next twelve months $ 3.4
v3.24.2
Earnings Per Common Share (Details) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Earnings per Common Share        
Net income $ 34,425 $ 24,653 $ 74,957 $ 41,138
Less: Allocation of earnings to participating securities (435) (354) (1,180) (1,072)
Net income attributable to common stockholders, basic 33,990 24,299 73,777 40,066
Less: Allocation of earnings to cash or share settled restricted stock units (138)   (223)  
Diluted net income attributable to common stockholders $ 33,852 $ 24,299 $ 73,554 $ 40,066
Weighted average common shares outstanding used in basic earnings per common share (in shares) 154,496 154,358 154,342 154,234
Effect of dilutive securities:        
Performance-based restricted stock units (in shares) 287 54 301 89
ESPP shares (in shares) 2   5 3
Weighted average common shares outstanding used in diluted earnings per common share (in shares) 154,785 154,412 154,648 154,326
v3.24.2
Fair Value Measurements - Recurring Basis - Investment in ECOTEC - Unobservable inputs (Details) - ECOTEC
$ in Millions
Jun. 30, 2024
USD ($)
Jun. 30, 2023
Fair value measurement of assets and liabilities    
Ownership interest (as a percent) 25.00%  
Level 3    
Fair value measurement of assets and liabilities    
Investment $ 14.9  
Equity investment | Discounted cash flow | WACC | Minimum    
Significant unobservable inputs    
Equity Securities, FV-NI, Measurement Input 0.004 0.000
Equity investment | Discounted cash flow | WACC | Maximum    
Significant unobservable inputs    
Equity Securities, FV-NI, Measurement Input 0.200 0.174
Equity investment | Discounted cash flow | WACC | Median    
Significant unobservable inputs    
Equity Securities, FV-NI, Measurement Input   0.100
Equity investment | Guideline public company | Revenue multiple | Minimum    
Significant unobservable inputs    
Equity Securities, FV-NI, Measurement Input 1.5 1.6
Equity investment | Guideline public company | Revenue multiple | Maximum    
Significant unobservable inputs    
Equity Securities, FV-NI, Measurement Input 7.2 10.0
Equity investment | Guideline public company | Revenue multiple | Median    
Significant unobservable inputs    
Equity Securities, FV-NI, Measurement Input 3.8 4.0
Equity investment | Level 3 | Discounted cash flow | WACC    
Significant unobservable inputs    
Equity Securities, FV-NI, Measurement Input 0.135  
v3.24.2
Fair Value Measurements - Recurring Basis - Investment in ECOTEC - Changes in FV (Details) - ECOTEC - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Reconciliation of changes in fair value        
Unrealized loss   $ (1,700)   $ (2,000)
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income   Other Nonoperating Income (Expense)   Other Nonoperating Income (Expense)
Equity investment        
Reconciliation of changes in fair value        
Balance, beginning of period $ 14,905 $ 14,549 $ 14,905 $ 12,803
Purchases of equity interests     2,000
Unrealized loss (1,742)   (1,996)
Balance, end of period $ 14,905 $ 12,807 $ 14,905 $ 12,807
Fair Value, Asset, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income Other Nonoperating Income (Expense) Other Nonoperating Income (Expense) Other Nonoperating Income (Expense) Other Nonoperating Income (Expense)
v3.24.2
Fair Value Measurements - Nonrecurring Basis - Investment in Ionada (Details) - USD ($)
$ in Thousands
6 Months Ended 8 Months Ended
Nov. 01, 2025
Nov. 01, 2024
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2026
Nov. 30, 2023
Assets measured at fair value on a nonrecurring basis            
Cash paid to acquire equity interest     $ 57 $ 2,000    
Ionada            
Assets measured at fair value on a nonrecurring basis            
Ownership interest (as a percent)     10.00%      
Amount of initial investment           $ 3,800
Ionada | Equity investment            
Assets measured at fair value on a nonrecurring basis            
Carrying value of investment     $ 4,300      
Amount of initial investment     3,800      
Cumulative transaction costs     500      
Upward adjustments     0      
Impairments     0      
Downward adjustments     $ 0      
Ionada | Equity investment | Forecasted            
Assets measured at fair value on a nonrecurring basis            
Ownership interest (as a percent) 15.00% 12.00%     24.00%  
Cash paid to acquire equity interest $ 1,300 $ 1,200     $ 4,800  
v3.24.2
Fair Value Measurements - Nonrecurring Basis - Compressors (Details) - Level 3 - Impaired Long-Lived Assets - Compressors
$ in Thousands
Jun. 30, 2024
USD ($)
$ / hp
Y
Dec. 31, 2023
USD ($)
$ / hp
Measurement Input, Weighted average disposal period    
Assets measured on nonrecurring basis    
Measurement input | Y 4  
Measurement Input, Sale proceeds | Minimum    
Assets measured on nonrecurring basis    
Measurement input 0 0
Measurement Input, Sale proceeds | Maximum    
Assets measured on nonrecurring basis    
Measurement input 211 294
Measurement Input, Sale proceeds | Weighted average    
Assets measured on nonrecurring basis    
Measurement input 51 50
Measurement Input, Discount for market liquidity    
Assets measured on nonrecurring basis    
Measurement input 0.26 0.33
Nonrecurring Basis    
Assets measured on nonrecurring basis    
Impaired assets | $ $ 594 $ 1,423
v3.24.2
Fair Value Measurements - Other Financial Instruments (Details) - Fixed Rate Debt - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Carrying Amount    
Fair Value, Balance Sheet Grouping, Financial Statement Captions    
Long-term debt, fair value $ 1,298,256 $ 1,297,844
Fair Value    
Fair Value, Balance Sheet Grouping, Financial Statement Captions    
Long-term debt, fair value $ 1,295,000 $ 1,289,000
Long-Term Debt, Fair Value by Fair Value Hierarchy Level us-gaap:FairValueInputsLevel2Member us-gaap:FairValueInputsLevel2Member
v3.24.2
Related Party Transactions (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Related Party Transaction          
Revenue $ 270,526 $ 247,543 $ 539,014 $ 477,377  
Accounts receivable, net of allowance - Customer related 108,300   108,300   $ 119,700
Accounts receivable, net of allowance of $1,487 and $2,152, respectively 115,351   115,351   124,069
Affiliated Entity          
Related Party Transaction          
Revenue 9,900 $ 8,700 20,400 $ 17,800  
Accounts receivable - Customer related $ 3,400   $ 3,400   $ 3,800
v3.24.2
Segment Information - Number (Details)
6 Months Ended
Jun. 30, 2024
segment
Segment Information  
Number of reportable segments 2
v3.24.2
Segment Information - Revenue and Gross Margin by Reportable Segment (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue and other financial information by reportable segment        
Revenue $ 270,526 $ 247,543 $ 539,014 $ 477,377
Adjusted gross margin 156,090 136,167 311,835 252,611
Capital expenditures     191,026 187,476
Contract operations        
Revenue and other financial information by reportable segment        
Revenue 225,468 201,120 448,519 388,865
Adjusted gross margin 146,190 125,087 291,498 233,350
Aftermarket services        
Revenue and other financial information by reportable segment        
Revenue 45,058 46,423 90,495 88,512
Adjusted gross margin $ 9,900 $ 11,080 $ 20,337 $ 19,261
v3.24.2
Segment Information - Reconciliation of gross margin to income (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Reconciliation of total gross margin to income        
Total adjusted gross margin $ 156,090 $ 136,167 $ 311,835 $ 252,611
Less:        
Selling, general and administrative 31,163 28,649 62,828 55,074
Depreciation and amortization 43,853 41,210 86,688 81,391
Long-lived and other asset impairment 4,401 2,892 6,969 5,461
Restructuring charges   (85)   962
Interest expense 27,859 28,630 55,193 55,211
Transaction-related costs 1,782   1,782  
Gain on sale of assets, net (576) (1,176) (2,957) (4,781)
Other expense, net 128 1,463 267 2,066
Income before income taxes $ 47,480 $ 34,584 $ 101,065 $ 57,227
v3.24.2
SUBSEQUENT EVENTS (Details) - USD ($)
$ / shares in Units, $ in Millions
Jul. 24, 2024
Jul. 22, 2024
Jun. 30, 2024
Dec. 31, 2023
Subsequent Event        
Common stock, par value (in dollars per share)     $ 0.01 $ 0.01
Subsequent Event        
Subsequent Event        
Common stock, par value (in dollars per share)   $ 0.01    
Subsequent Event | Underwriting Agreement        
Subsequent Event        
Stock issued (in shares) 11,000,000      
Net proceeds from issuance of common stock $ 256.4      
Subsequent Event | Underwriters        
Subsequent Event        
Stock issued (in shares) 1,650,000      
Period over which underwriters have option to purchase additional shares   30 days    
Subsequent Event | Total Operations and Production Services, LLC ("TOPS")        
Subsequent Event        
Cash consideration   $ 820.0    
Shares issued as compensation for asset acquisition (shares)   6,870,000    
Potential termination fee to be paid by entity   $ 30.0    
Potential termination fee to be paid by seller   $ 20.0    
Percentage of shares sellers agree not to sell, transfer or dispose of within first 90 days after closing date   50.00%    
First specified holding period in which sellers agree not to sell, transfer or dispose of specified percentage of shares following closing date   90 days    
Percentage of shares sellers agree not to sell, transfer or dispose of between 90 and 180 days after closing date   50.00%    
Second specified holding period in which sellers agree not to sell, transfer or dispose of specified percentage of shares following closing date   180 days    
Percentage of deferred cash payment payable on the one-year anniversary of closing   50.00%    
Percentage of deferred cash payment payable on the two-year anniversary of closing   50.00%    
Subsequent Event | Total Operations and Production Services, LLC ("TOPS") | Maximum        
Subsequent Event        
Deferred cash payments   $ 6.0