Weatherford International plc and NCS Multistage Holdings, Inc. announced that the deadline for NCS Multistage stockholders to elect their merger consideration is August 31, 2026. The transaction is expected to close on or about September 1, 2026.

Election Deadline and Consideration

Stockholders must submit their election forms by 5:00 p.m. Eastern Time on August 31, 2026. Holders of NCS Multistage common stock can choose between two forms of consideration:

• Share Consideration: 0.554 Weatherford ordinary shares per NCS Multistage share. This option is not subject to proration or limitations.
• Cash and Share Combination: 0.239 Weatherford ordinary shares plus a cash amount equal to 0.137 Weatherford ordinary shares. This option is subject to proration and certain adjustments.

If stockholders do not make a valid election by the deadline, they will be deemed to have elected the Share Consideration.

Transaction Status

The merger has been approved by the boards of directors of both companies and by the controlling stockholder of NCS Multistage, which owns more than 50% of its outstanding common stock. The deal remains subject to customary closing conditions.

Until the transaction closes, Weatherford and NCS Multistage will continue to operate as separate, independent companies. If the closing is delayed beyond the anticipated date, the election deadline may be extended.

Regulatory Filings

Weatherford filed a registration statement on Form S-4 with the Securities and Exchange Commission (SEC). NCS Multistage filed an information statement on Schedule 14C with the SEC and mailed it to stockholders. Investors are urged to review these documents for detailed information about the proposed transaction.

Weatherford International has provided its third-quarter sales outlook, projecting revenue between $1.105 billion and $1.155 billion, which falls short of the $1.195 billion analyst estimate. This guidance follows the company's second-quarter performance, where revenue declined due to geopolitical tensions in the Middle East. The company continues to focus on cash generation and strategic initiatives, including acquisitions and redomestication, to drive long-term value.

For the second quarter of 2026, Weatherford reported revenue of $1.105 billion, a decrease of 4% sequentially and 8% year-over-year. The decline was primarily attributed to geopolitical tensions in the Middle East. Adjusted EBITDA decreased 4% sequentially to $223 million, resulting in a margin of 20.2%. Net income fell 64% sequentially to $39 million, with basic and diluted income per share both at $0.55, a 63% sequential decrease.

Despite the revenue contraction, Weatherford improved its cash generation. Adjusted free cash flow increased 64% sequentially to $139 million, and operating cash flow rose 29% to $175 million. Operating income decreased 13% sequentially to $107 million. Girish Saligram, President and Chief Executive Officer, highlighted the significant disruption in the Middle East due to the Iran conflict but noted the strength in adjusted free cash flow.

Segment Performance

Performance across the company's operating segments varied during the quarter:

The DRE segment faced lower Managed Pressure Drilling and Wireline activity in the Middle East and North America. The WCC segment saw lower activity in the Middle East, North Africa, and Asia, offset by higher Cementation Products activity. The PRI segment grew, driven by higher international Pressure Pumping activity and Artificial Lift activity in North America.

Strategic and Operational Updates

Weatherford announced the acquisition of NCS Multistage in a stock-and-cash transaction to expand its well completions portfolio, expecting at least $15 million of cost synergies upon closing. The company also introduced an updated plan to redomesticate from Ireland to Delaware, aiming to generate $20 to $30 million of annual cash savings beginning in 2027. A previous proposal to redomesticate to Texas did not receive the requisite 75% shareholder support.

The Board declared a cash dividend of $0.275 per share, payable on September 3, 2026, to shareholders of record as of August 6, 2026. In the second quarter, the company returned $36 million to shareholders, comprising $20 million in dividends and $16 million in share repurchases. Total shareholder return for the first half of the year was $66 million.