NCS Multistage Holdings reported second-quarter revenues of $38.4 million, a 5 percent year-over-year increase driven by strong performance in its Repeat Precision segment and U.S. tracer diagnostics offerings. Despite the top-line growth, the company recorded a net loss of $(4.6) million, or $(1.71) per share, compared to a net income of $0.9 million in the same period last year. The widening loss reflects significant increases in selling, general, and administrative expenses, primarily due to professional fees associated with its pending merger with Weatherford International plc.

The divergence between revenue growth and profitability highlights operational pressures as NCS navigates a dynamic market environment. While gross margin remained stable at 34 percent, adjusted EBITDA declined to $1.9 million from $2.2 million in the prior-year quarter, marking a compression in adjusted EBITDA margin from 6 percent to 5 percent. Cash flow from operating activities for the six months ended June 30, 2026, was a use of cash of $(0.6) million, contrasting with a source of $1.9 million in the same period last year.

Financial Performance Overview

Total revenues increased modestly as product sales contributions remained consistent with the prior year. In the United States, revenues rose by $6.1 million, fueled by Repeat Precision’s growing customer base and new product commercialization. This gain was partially offset by a decrease in sliding sleeve sales, as a large multinational customer transaction from the prior year did not recur. Conversely, Canada saw lower fracturing systems activity due to customer project delays and consolidation, while international product sales remained flat.

Services revenue saw an overall increase, largely attributed to ResMetrics, which was acquired in July 2025 and contributed $2.3 million in services revenue for the quarter. This was supplemented by higher fracturing systems service revenue in the United States, though declines in Canada and internationally tempered the total growth.

What the Numbers Show

The financial results reveal a distinct disconnect between operational revenue generation and bottom-line profitability. Although NCS successfully expanded its top line by 5 percent year-over-year, this growth did not translate into margin preservation or loss reduction. Instead, the loss per share widened dramatically from a profit of $0.34 to a loss of $(1.71). This suggests that cost structures, particularly non-recurring strategic transaction costs, escalated disproportionately to revenue gains. SG&A expenses totaled $18.0 million, an increase of $4.3 million compared to the same period in 2025, primarily driven by professional fees related to the Weatherford transaction and incremental expenses from the ResMetrics acquisition.

Liquidity and Strategic Position

As of June 30, 2026, NCS held $31.3 million in cash and had $7.5 million in total debt, consisting entirely of finance lease obligations. The company maintains a borrowing base under its undrawn asset-based revolving credit facility of $14.5 million. Working capital stood at $89.9 million, down slightly from $93.4 million at the end of December 2025.

The company continues to progress toward its combination with Weatherford, a transaction expected to close in the second half of 2026. The holder of more than 50 percent of NCS’s outstanding common stock has approved the transaction by written consent, meaning no further stockholder approval is required. CEO Ryan Hummer emphasized that the team remains focused on delivering exceptional service while planning for the opportunities ahead with Weatherford.

Levi & Korsinsky, LLP has commenced an investigation into potential breaches of fiduciary duty by the Board of Directors of NCS Multistage Holdings, Inc. concerning its proposed merger with Weatherford International plc. The law firm is examining whether the board failed to fulfill its obligations to stockholders by agreeing to the current transaction terms. This inquiry targets investors who purchased NCS Multistage Holdings, Inc. (NASDAQ: NCSM) stock on or before June 1, 2026.

The proposed merger agreement outlines two potential consideration structures for NCS shareholders. Under the first option, shareholders are expected to receive 0.5537 shares of Weatherford stock for each share of NCS stock they own. Alternatively, the second option provides for 0.2392 shares of Weatherford stock per NCS share, supplemented by a cash payment equivalent to the value of 0.1271 shares of Weatherford stock per NCS share.

Proposed Merger Consideration

The investigation by Levi & Korsinsky centers on whether these exchange ratios and the overall structure of the deal are fair to NCS shareholders. The firm is specifically scrutinizing if the Board of Directors breached its fiduciary duties by approving the merger with Weatherford International plc under the stipulated conditions.

Affected shareholders seeking additional information or wishing to discuss their legal rights can contact Joseph E. Levi, Esq. via email at jlevi@levikorsinsky.com or by telephone at (212) 363-7500. Levi & Korsinsky, LLP notes that there is no cost or obligation for those who reach out regarding the matter. The firm, which has offices in New York, Connecticut, California, and Washington, D.C., specializes in securities litigation and represents investors nationwide.