Business Context and Reporting Period
Company: Nine Energy Service, Inc. (NYSE: NINE)
Filing Type: Form 8-K (Current Report)
Date of Report: February 1, 2026
Event: Voluntary Chapter 11 Bankruptcy Filing and Entry into Restructuring Support Agreement.
On February 1, 2026, Nine Energy Service, Inc. and certain subsidiaries filed voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code in the Southern District of Texas. The filing implements a prepackaged plan of reorganization to restructure existing indebtedness. The Company continues to operate as a debtor-in-possession.
Key Financial Metrics and Capital Structure
Note: This filing is a current report regarding a bankruptcy event and does not contain historical revenue, profit, or cash flow statements for a specific reporting period.
- Debt Instruments Affected: 13.000% Senior Secured Notes due 2028 and Prepetition ABL Loan and Security Agreement (dated May 1, 2025).
- Event of Default: The Chapter 11 filing triggered an event of default, accelerating all obligations under the Senior Secured Notes and Prepetition ABL facility. Enforcement is currently stayed under the Bankruptcy Code.
- Debtors-in-Possession (DIP) Financing:
- Facility Size: Up to $125 million aggregate principal amount.
- Structure: Senior secured super-priority asset-based revolving credit facility.
- Interest Rate: SOFR (1-month) + 4.00% margin, subject to a 1.50% floor.
- Use of Proceeds: Working capital, bankruptcy costs, and refinancing prepetition obligations.
- Covenants: Includes a minimum excess availability covenant of $5.0 million.
- Exit Financing: Upon plan confirmation, the DIP facility is expected to convert to an Exit ABL Facility with up to $135 million in commitments.
Material Changes and Restructuring Terms
The filing details a material change in the Company's capital structure and ownership via a Restructuring Support Agreement with consenting stakeholders (holders of Senior Secured Notes and Prepetition ABL Lenders).
- Equity Cancellation: All existing shares of the Company's common stock will be canceled for no consideration on the Plan Effective Date.
- Debt-for-Equity Swap: Holders of the Senior Secured Notes will receive 100% of the new common equity of the Reorganized Company. The Senior Secured Notes will be canceled.
- Timeline:
- Interim DIP Approval: Expected within 3 business days of the Petition Date.
- Plan Confirmation: Targeted by March 16, 2026.
- Emergence: Targeted by March 31, 2026 (Plan Effective Date).
Outlook, Risks, and Management Commentary
Management Outlook: The Company anticipates emerging from Chapter 11 within 45 days of the Petition Date, subject to Bankruptcy Court approval of the Disclosure Statement and Plan confirmation.
Investor Risks and Warnings:
- Speculative Trading: The Company warns that trading in its securities is highly speculative. Prices may bear no relationship to actual recovery values.
- Total Loss Risk: Existing common stockholders face a significant or complete loss of investment due to the cancellation of shares.
- Operational Risks: Risks include the ability to obtain court approvals, increased legal costs, supply chain constraints, and volatility in the onshore oil and natural gas industry.
- Forward-Looking Statements: The Company disclaims any obligation to update forward-looking statements regarding the restructuring timeline or success.
Key Facts for Investor Verification
- Verify the status of the "first day" motions for interim DIP financing approval in the U.S. Bankruptcy Court for the Southern District of Texas.
- Confirm the final terms of the Restructuring Support Agreement and the percentage of creditor support required for the Plan.
- Monitor the Bankruptcy Court's approval of the Disclosure Statement and the Plan confirmation hearing scheduled for March 16, 2026.
- Review the "Cleansing Material" (Exhibit 99.3) for non-public information disclosed to stakeholders, noting the disclaimer that it is not a reliable prediction of future events.
- Check the claims agent website (Epiq Corporate Restructuring) for updates on the Chapter 11 cases and voting results.