championx-20210322
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

March 22, 2021
Date of Report (Date of earliest event reported)

ChampionX Corporation
(Exact name of registrant as specified in its charter)
 
Delaware 001-38441 82-3066826
(State or other jurisdiction
of incorporation)
 (Commission File Number) (I.R.S. Employer Identification No.)
2445 Technology Forest Blvd
Building 4, 12th Floor
The Woodlands, TX 77381
(Address of principal executive offices and zip code)
(281) 403-5772
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $0.01 par valueCHXThe Nasdaq Stock Market LLC
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  



Item 7.01 Regulation FD Disclosure.

On March 22, 2021, ChampionX Corporation (the "Company"), will be participating in the Simmons Energy 21st Annual Energy Conference. The presentation includes the following information, which includes an update of the Company's guidance for the quarter ending March 30, 2021:

Winter Storm Impact Update
We are continuing to evaluate the full impact of the winter storm
Due to winter storm impacts, we now expect first quarter 2021 Revenue and Adjusted EBITDA near the low end of our prior guidance range of $650 million to $700 million, and $90 million to $100 million, respectively
Our Chemical Technologies businesses were the most impacted by the winter storm:
Raw materials supply chain disruptions due to shutdowns of Gulf Coast petrochemical and chemical plants
Lower consumable production chemicals sales due to lost oil & gas production
Repair and start-up costs associated with repairing storm damage to facilities and associated lower absorption due to facility shut down
Our teams are working hard to ensure supply assurance to our customers
All our facilities are fully operational, but we continue to experience some raw material supply chain disruptions
We expect Production & Automation Technologies and Drilling Technologies to fully recover from winter storm impacts within the first quarter, given improved activity levels in March
We still expect exit 2021 adjusted EBITDA margin to exceed exit 2020 level, driven by volume and price improvements, and further realization of cost synergies

A copy of the presentation is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information furnished pursuant to this Item 7.01 (including Exhibit 99.1) shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (“Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in any such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.

The Company hereby files the following exhibits:
Exhibit No.  Description
  
104Cover Page Interactive Data File (embedded within the Inline XBRL document)







SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 Apergy Corporation
Date: March 22, 2021 By:/s/ JULIA WRIGHT
 Julia Wright
 Senior Vice President, General Counsel and Secretary



championxinvestorpresent
March 22, 2021 Simmons Energy 21st Annual Energy Conference


 
Copyright 2020 ChampionX. All rights reserved. 2 Notices & Disclaimers Forward-Looking Statements This investor presentation contains statements relating to future actions and results, which are "forward-looking statements" within the meaning of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Such statements relate to, among other things, ChampionX's market position and growth opportunities. Forward-looking statements include, statements related to ChampionX’s expectations regarding the performance of the business, financial results, liquidity and capital resources of ChampionX. Forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from current expectations, including, but not limited to, changes in economic, competitive, strategic, technological, tax, regulatory or other factors that affect the operation of ChampionX’s businesses. You are encouraged to refer to the documents that ChampionX files from time to time with the Securities and Exchange Commission (“SEC”), including the “Risk Factors” in ChampionX’s Annual Report on Form 10-K for the year ended December 31, 2020, and in ChampionX’s other filings with the SEC. Readers are cautioned not to place undue reliance on ChampionX’s forward-looking statements. Forward-looking statements speak only as of the day they are made and ChampionX undertakes no obligation to update any forward-looking statement, except as required by applicable law. Non-GAAP Measures This investor presentation, and the related discussions, contains certain non-GAAP financial measures, which should be considered only as supplemental to, and not as superior to financial measures prepared in accordance with generally accepted accounting principles (“GAAP”). Please refer to the Appendix of this presentation for a reconciliation of these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with GAAP and definitions and calculation methodologies of defined terms used in this investor presentation. For additional information about our non- GAAP financial measures, see our filings with the SEC. Results on a Pro Forma Basis On June 3, 2020, Apergy Corporation closed on the acquisition of ChampionX Holding, Inc. (“the Transaction”) and changed its name ChampionX Corporation. “Reported results” reflect the respective contributions from each company based on the close of the Transaction. For comparative purposes, management has also presented herein certain unaudited pro forma financial information as if the Transaction was completed on January 1, 2019, including results on a pro forma basis for revenue, income before income taxes, income before income taxes margin, adjusted EBITDA, adjusted EBITDA margin, segment revenue, segment operating profit (loss), segment adjusted EBITDA, segment adjusted EBITDA margin for the years ended December 31, 2020, and December 31, 2019, and the quarterly periods ended December 31, 2020, September 30, 2020, and December 31, 2019. The financial results on a pro forma basis are provided to assist investors in assessing ChampionX’s performance on a basis that includes the combined results of operations of both Apergy Corporation and ChampionX Holding, Inc. for the full reporting period. ChampionX management believes this unaudited pro forma historical financial information helps investors understand the long-term profitability trends of its newly combined business giving effect to the Transaction and facilitates comparisons of our profitability to prior and future periods and to our peers. The historical financial results on a pro forma basis herein may not be comparable to similarly titled measures reported by other companies.


 
Copyright 2020 ChampionX. All rights reserved. 3 ▪ We are continuing to evaluate the full impact of the winter storm ▪ Due to winter storm impacts, we now expect first quarter 2021 Revenue and Adjusted EBITDA near the low end of our prior guidance range of $650 million to $700 million, and $90 million to $100 million, respectively ▪ Our Chemical Technologies businesses were the most impacted by the winter storm: • Raw materials supply chain disruptions due to shutdowns of Gulf Coast petrochemical and chemical plants • Lower consumable production chemicals sales due to lost oil & gas production • Repair and start up costs associated with repairing storm damage to facilities and associated lower absorption due to facility shut down • Our teams are working hard to ensure supply assurance to our customers • All our facilities are fully operational, but we continue to experience some raw material supply chain disruptions ▪ We expect Production & Automation Technologies and Drilling Technologies to fully recover from winter storm impacts within the first quarter, given improved activity levels in March ▪ We still expect exit 2021 adjusted EBITDA margin to exceed exit 2020 level, driven by volume and price improvements, and further realization of cost synergies Winter Storm Impact Update Note: See appendix for reconciliation of non-GAAP financial measures including adjusted EBITDA.


 
Copyright 2020 ChampionX. All rights reserved. 4 ▪ Global leader in production-optimization solutions – focused on collaboratively solving customer problems and enhancing productivity in the “long tail” production phase of the well ▪ Most trusted brands – recognized for quality, performance, and customer service ▪ Diversified global customer base and deep relationships with the largest and most stable players in the oil and gas industry ▪ Global presence with balanced portfolio across regions and production types ▪ Strong financial profile – sustained profitability and free cash flow through business cycles ▪ Platform to capitalize on increasing customer adoption of digital solutions to drive wellsite productivity Unlocking energy to drive value for our customers, employees and shareholders ChampionX Overview 4


 
Copyright 2020 ChampionX. All rights reserved. 5 ChampionX is Present Across the Wellsite ARTIFICIAL LIFT 1. Progressive Cavity Pumps 2. Rod Lift 3. Plunger Lift 4. ESP 5. Gas Lift 10 1 2 3 4 15 DIGITAL 10. IIoT Enabled Technologies 11. Optimization Software 12. Remote Monitoring 11 10 11 DRILLING TECHNOLOGIES 6. Diamond Drill Bit Inserts 7. Diamond Bearings 12 6 7 CHEMICAL TECHNOLOGIES 8. Production Chemicals 9. Drilling & Completion Chemicals 8 9 5


 
Copyright 2020 ChampionX. All rights reserved. Geography1 Business Mix1 Top 20 Customer Profile2 ▪ Diversified geographic footprint with a balanced international mix ▪ Scale, geographic presence in 55+ countries ▪ Diversified equipment and solutions provider with significant production- levered revenue ▪ Integrated platform of production- optimization and services ▪ Top 20 customers represented 47% of 2020 consolidated pro forma revenue ▪ High exposure to large, stable, high- quality National and International Oil Companies Production & Automation Technologies 6 ChampionX Portfolio Profile Production-oriented portfolio with strong product & technology offering Drilling, Completions & Other 13% Production Chemical Technologies Production 87% OFS, Independents & Other IOCs & NOCs Note: See appendix for reconciliation of non-GAAP financial measures including pro forma revenue. 1. Based on pro forma revenue for the year ended December 31, 2020. 2. Based on pro forma revenue for the year ended December 31, 2020. U.S. Canada Europe & Russia Middle East & Africa Latin America APAC 47% 10% 11% 14% 13% 5% 78% 22% 6


 
Copyright 2020 ChampionX. All rights reserved. % Total ChampionX1 Geography1 Domain Expertise Pro Forma FY’20 Revenue 7 ▪ 400+ Scientists and Technologists ▪ 3,800 Sales, Service, and Supply Chain Personnel ▪ #1 in Customer Satisfaction in Production Chemicals Category2 Overview of Production Chemical Technologies Production Chemical Technologies $1.8 billion Note: May not foot due to rounding. See appendix for reconciliation of non-GAAP financial measures including pro forma revenue. 1 Percent of ChampionX pro forma revenue for the year ended December 31, 2020. 2 Awarded by EnergyPoint Research. 65% U.S. CanadaEurope & Russia Middle East & Africa Latin America Asia Pacific 38% 13% 17% 16% 4% ▪ Consumable, proprietary chemical solutions that enhance well production and maximize cash flow over the multi-decade life of a well ▪ Full range of onshore, offshore, conventional, unconventional, and oil sands operations supporting the entire life cycle of the well ▪ Onsite experts, logistics specialist and over 1,700 owned and licensed patents ▪ Innovative solutions for corrosion management, oil and water separation, sour gas treatment, flow assurance, water treatment and related issues ▪ Focused on production activity, paid out of customers’ operating expense and influenced by lifting cost economics ▪ Global presence with locations in over 55 countries 7


 
Copyright 2020 ChampionX. All rights reserved. 8 Production Chemical Technologies Has a Leading Position in the Global Oilfield Chemicals Market Source: Kimberlite International Oilfield Research and company estimates. ChampionX benefits from top 3 leadership positions across key categories: ▪ Corrosion management and control ▪ Scale management and control ▪ Bacteria management and control ▪ Oil and water separation ▪ Wax and asphaltene management and control ▪ Water shut off and control ▪ H2S management and control ▪ Hydrate management and control ▪ Automated chemical control and reporting Estimated Global Production Chemicals Market Share Competitor A Competitor B Competitor C Competitor D All Others 8


 
Copyright 2020 ChampionX. All rights reserved. % Total ChampionX1 Product Mix2 Geography2 U.S. Basin2 74% 2% 8% 16% 80% 16% 5% Other Production Equip. Artificial Lift Digital FY’20 Revenue 9 ▪ Leading provider of production & automation equipment and digital solutions for global E&P operators ▪ Proven brands known for performance reliability, technology, manufacturing quality and pre and post sales support ▪ Broadest artificial lift portfolio that supports oil and gas operators over life of well ▪ Trusted partner to lower production costs for operators and optimize well efficiency ▪ Investment in New Product Development within ESP and our Digital platforms will continue to deliver share of wallet gains in the cycle and further diversify our revenue mix ▪ Global sales & service locations: 110+ (North America) & 22 (Rest of World) Overview of Production & Automation Technologies Production & Automation Technologies ROW Bakken Permian Rockies Mid-Con Europe Asia Pacific U.S. $616mm Note: May not foot due to rounding. See appendix for reconciliation of non-GAAP financial measures including pro forma revenue. 1 % of ChampionX pro forma revenue for the year ended December 31, 2020. 2 % of segment revenue for the year ended December 31, 2020. 22% 49% 15% 6% 5% 25% 9 Other


 
Copyright 2020 ChampionX. All rights reserved. Artificial Lift Product Offering XSPOC™ Production Optimization Software Tools Other 2 23% of Sales1 Electrical Submersible Pump (ESP) 35% of Sales1 Gas Lift & Hydraulic Lift 8% of Sales1 Rod Lift 35% of Sales1 10 Smarten™ Hardware (RTU/Controllers) Managing the Life Cycle of the Well FY’20 Artificial Lift Revenue $491mm Illustrative Well Production and Optimal Form of Artificial Lift Progression Primary ESP Secondary ESP Gas Lift Rod Lift Plunger Lift Time Note: May not foot due to rounding. 1 Represents % of FY 2020 worldwide artificial lift product revenue. 2 Other includes PCP and plunger lift. F lo w R a te ( b b ls /d ) 1 0


 
Copyright 2020 ChampionX. All rights reserved. Platform to Deliver Production Optimization Solutions and Accelerate Digital Adoption in the Oilfield Chemical Solutions Fluid and Chemical Injection Optimization ▪ Controlled dosing of chemicals for well optimization and performance ▪ Scalable dosing solution for different lift types ▪ Optimal gas injection software for higher yield Artificial Lift & Drilling Production Surveillance and Monitoring ▪ Continuous reservoir monitoring ▪ Smart edge devices for the well site ▪ Field level optimization algorithms ▪ Remote monitoring and control Asset Integrity Management Predictive Failure Analysis of Production Equipment ▪ Services to periodically review well performance ▪ Continuous equipment health monitoring through AI models ▪ AI models deployed in the cloud for prescriptive insights $65 $82 $119 $135 $98 2016 2017 2018 2019 2020 ChampionX’s Strong Track Record of Digital Revenue Growth 1 1


 
Copyright 2020 ChampionX. All rights reserved. 4% 1 2 Overview of Drilling Technologies % Total ChampionX1 Product Mix1 Geography2 FY’20 Revenue 12 ▪ Industry leader in polycrystalline diamond cutters for oil & gas drilling and diamond bearings with industry reputation for innovation, quality and customer service ▪ Critical partner to customers in achieving drilling productivity • 95%+ of drill bit inserts are designed to meet unique requirements and finished to exact customer specifications ▪ Well positioned to leverage industry trends – U.S. shale, horizontal drilling, increasing laterals, more difficult drilling formations ▪ Leveraging diamond science for additional growth 71% 12% 8% 9% North America ROW Asia Pacific Europe 89% 11% Polycrystalline Diamond Cutters (PDC) Note: May not foot due to rounding. See appendix for reconciliation of non-GAAP financial measures including pro forma revenue. 1 Percent of ChampionX pro forma revenue for the year ended December 31, 2020. 2 Represents geography by the location of our direct customer for the year ended December 31, 2020. Drilling Technologies $116mm Bearings 1 2


 
Copyright 2020 ChampionX. All rights reserved. Diamond Bearings ▪ Diamond bearings in downhole tools is a fast-growing product line, which: ▪ Provides higher load capability ▪ Allows designs with seals, less prone to failure ▪ Longer life with lower repair cost 0 10 20 30 40 50 2015 2016 2017 2018 2019 2020 $ m il li o n 1 3 Product Overview: Polycrystalline Diamond Drill Bit Inserts & Bearings Polycrystalline Diamond Drill Bit Inserts ▪ State of the art custom designed and manufactured drill bit inserts ▪ Proprietary technology driven by constant innovation ▪ Uncompromising commitment to outstanding quality and superior customer service Drill Bit Inserts Drill Bit Diamond Bearings Revenue Trend 1 3


 
Copyright 2020 ChampionX. All rights reserved. 5% 1 4 Overview of Reservoir Chemical Technologies % Total ChampionX1 Geography1 Applications Pro Forma FY’20 Revenue 14 ▪ Full range of drilling, completion, and well stimulation chemistries addressing a wide range of water, temperature, and pressure conditions ▪ Driving more successful and efficient drilling and hydraulic fracturing operations for national and international oil and gas service companies ▪ Sales and service experts supported by corporate account leaders and research scientists Note: May not foot due to rounding. See appendix for reconciliation of non-GAAP financial measures including pro forma revenue. 1 Pro forma revenue for the year ended December 31, 2020. Reservoir Chemical Technologies $129mm U.S. Canada Europe & Russia Middle East & Africa Latin America Asia Pacific 55% 3% 10% 22% 7% 3% ▪ Drilling & completions ▪ Acidizing ▪ Cementing ▪ Hydraulic fracturing 1 4


 
Copyright 2020 ChampionX. All rights reserved. 1 5 Integration & Synergy Capture Status Cost Synergy Annualized Run-Rate Tracker $25M $50M $75M $100M $125M Cost Synergies ▪ Cost synergies execution is on track ▪ Expect to achieve the increased cost synergies of $125 million within 24 months of closing, including corporate cost avoidance, as well as functional savings opportunities and cost of goods sold efficiencies ▪ Separation from Ecolab is tracking ahead of schedule Revenue Synergies ▪ Continued progress on North America Joint Sell, Digital and International Artificial Lift Expansion growth opportunities ▪ Within our Production & Automation Technologies segment, we are seeing early momentum and revenue uplift from Better Together joint sales efforts, including recent wins in the Permian and Latin America regions ▪ Encouraging progress in expanding the portfolio of digitally-enabled products (e.g., smart skids) as digital pilot trials are underway with three customers Q3 exit run-rate Q2 exit run-rate Q4 exit run-rate


 
Copyright 2020 ChampionX. All rights reserved. 1 6 Strong Financial Position $161MM Debt Reduction Since Merger Date; Focused on Glide Path to ~1.0x Leverage Note: See the appendix of this investor presentation for reconciliation of non-GAAP financial measures including adjusted EBITDA, pro forma adjusted EBITDA, free cash flow and adjusted free cash flow. Capital Allocation Priorities ▪ Organic Growth Investments ▪ Critical R&D, Digital and Innovation Projects --- ~2% of Revenues ▪ Continued Debt Reduction ▪ Selective, Bolt-On Technology Acquisitions


 
Copyright 2020 ChampionX. All rights reserved. 1 7 We Are Clear and Focused on Our Strategic Priorities Realize Better Together Potential Accelerate Digital and Digitally- enabled Revenue Streams Leverage Global Footprint to Expand International Sales Build Enterprise-wide Continuous Improvement Rigor ▪ Grow digitally-enabled products to support existing sales (e.g., smart skids) ▪ Expand new digital revenue streams (e.g., monitoring, modeling & analytics services) ▪ Establish partnerships to leverage industry digital ecosystem ▪ Execute on targeted international expansion of artificial lift using Chemicals footprint ▪ Grow IOC & NOC share across lift and chemicals via combined offering & relationships ▪ Further build upon and execute on ChampionX Operational Excellence model ▪ Integrate productivity improvements as part of operating cadence across the enterprise ▪ Leverage digital to automate workflows & eliminate waste in business processes Priorities Key Elements ▪ Continue building on our purpose of Improving Lives and having a positive culture ▪ Leverage our production optimization expertise into broader production solutions ▪ Remain laser focused on cost synergy initiatives – G&A, Supply Chain, Cost Avoidance ▪ Thoughtfully integrate back-office functions and leverage shared services opportunities 1 2 3 4 Evolve Portfolio for Sustained Growth ▪ Leverage core capabilities across energy markets and natural adjacencies ▪ Develop ESG framework & roadmap which are integrated with our purpose and strategy ▪ Continue to allocate capital in ways consistent with our value creation framework 5


 
Copyright 2020 ChampionX. All rights reserved. Stronger in Downturn Stronger Across Periods Stronger in Recovery Weaker Across Periods D o w n tu rn P e rf o rm a n c e Recovery Performance 1 8 ▪ Lowest revenue decline from peak to trough which contributes to maintaining higher relative margins and ROIC ▪ Companies tend to be more diversified with lower net leverage Value Creation in Oilfield Services & Equipment “Top Box” performers drive long-term shareholder value ▪ More diversified business mix ▪ Strong equipment and technology exposure Companies with the strongest through-cycle performance were placed in the green box – stronger across periods. Strategy Operations Financial / Capital Allocation ▪ Highest EBITDA margin % through the cycle ▪ Highest ROIC ▪ Lowest net leverage ▪ Most consistent & balanced capital allocation policy ▪ Trade at highest valuations ▪ Less capital intensive ▪ Highest revenue growth from trough to peak but through-cycle margins and ROIC hurt by weaker downturn performance ▪ Companies tend to be drilling and completions focused ▪ Weaker financial performers across metrics including sales growth, margins and ROIC ▪ Companies tend to be less diversified with more offshore and drilling exposure and higher net leverage ▪ Limited technology offering ▪ Tend to be more services oriented “Top Box” 12 34 1 8


 
Copyright 2020 ChampionX. All rights reserved. 1 9 ChampionX’s Value Creation Algorithm Revenue Growth Capital AllocationMargin Performance ✓ Focus on stable revenue growth from a diversified and differentiated product portfolio ✓ Continue business mix toward production; with selected exposure to drilling and completions where we can win ✓ Maintain high margins from product differentiation & value delivered to customers ✓ Leverage innovation to deliver products and services that solve customers’ most critical needs ✓ Continue productivity rigor ✓ After initial de-leveraging, adopt a consistent & balanced return-focused capital allocation policy, including return of cash to shareholders ✓ Disciplined organic investment plus M&A approach which maintains “top box” performance + + 1 2 3 Consistent with “Top Box” Characteristics 1 9


 
Copyright 2020 ChampionX. All rights reserved. 2 0 Appendix


 
Copyright 2020 ChampionX. All rights reserved. 2 1 Drilling Technologies – Polycrystalline Diamond Cutter De-stocking and Re-stocking Cycles Source: ChampionX, Baker Hughes Rig Count.


 
Copyright 2020 ChampionX. All rights reserved. 2 2 Reconciliations of Non-GAAP Measures


 
Copyright 2020 ChampionX. All rights reserved. 2 3 Notices & Disclaimers Results on a Pro Forma Basis On June 3, 2020, Apergy Corporation closed on the acquisition of ChampionX Holding, Inc. (“the Transaction”) and changed its name ChampionX Corporation. “Reported results” reflect the respective contributions from each company based on the close of the Transaction. For comparative purposes, management has also presented herein certain unaudited pro forma financial information as if the Transaction was completed on January 1, 2019, including results on a pro forma basis for revenue, income before income taxes, income before income taxes margin, adjusted EBITDA, adjusted EBITDA margin, segment revenue, segment operating profit (loss), segment adjusted EBITDA, segment adjusted EBITDA margin for the years ended December 31, 2020, and December 31, 2019, and the quarterly periods ended December 31, 2020, September 30, 2020, and December 31, 2019. The financial results on a pro forma basis are provided to assist investors in assessing ChampionX’s performance on a basis that includes the combined results of operations of both Apergy Corporation and ChampionX Holding, Inc. for the full reporting period. ChampionX management believes this unaudited pro forma historical financial information helps investors understand the long-term profitability trends of its newly combined business giving effect to the Transaction and facilitates comparisons of our profitability to prior and future periods and to our peers. The historical financial results on a pro forma basis herein may not be comparable to similarly titled measures reported by other companies. About Non-GAAP Measures In addition to financial results determined in accordance with generally accepted accounting principles in the United States (“GAAP”), this presentation presents non-GAAP financial measures. Management believes that adjusted EBITDA, adjusted EBITDA margin, segment adjusted EBITDA, segment adjusted EBITDA margin, adjusted net income attributable to ChampionX, adjusted diluted earnings per share attributable to ChampionX, pro forma adjusted EBITDA, pro forma adjusted EBITDA margin, pro forma segment revenue, pro forma segment operating profit (loss), and pro forma adjusted segment EBITDA reflect the core operating results of our businesses and help facilitate comparisons of operating performance across periods. In addition, free cash flow is used by management to measure our ability to generate positive cash flow for debt reduction and to support our strategic objectives, while adjusted working capital provides a meaningful measure of operational results by showing changes caused by revenue or our operational initiatives. The foregoing non-GAAP financial measures should be considered in addition to, not as a substitute for or superior to, other measures of financial performance prepared in accordance with GAAP. A reconciliation of these non-GAAP measures to the comparable GAAP measures is included in the financial tables accompanying our earnings release of fourth quarter and full year 2020 results. The pro forma results for the period ended December 31, 2019 have been reclassified to conform to the presentation of current period financial statements. Long-lived asset impairment for the period has been reclassified from selling, general and administrative expense to conform with our current period presentation of long-lived asset impairment on the condensed consolidated statement of income (loss). This presentation also contains certain forward-looking non-GAAP financial measures, including adjusted EBITDA. Due to the forward-looking nature of the aforementioned non-GAAP financial measure, management cannot reliably or reasonably predict certain of the necessary components of the most directly comparable forward-looking GAAP measures, such as net income. Accordingly, we are not able to present a quantitative reconciliation of such forward-looking non-GAAP financial measures to their most directly comparable forward-looking GAAP financial measures. Amounts excluded from these non-GAAP measures in the future could be significant.


 
Copyright 2020 ChampionX. All rights reserved. 2 4 Reconciliation from As Reported Results to Pro Forma Results 2 4 Consolidated ChampionX – FY’19 Consolidated ChampionX – FY’20


 
Copyright 2020 ChampionX. All rights reserved. 2 5 Reconciliation from As Reported Results to Pro Forma Results 2 5 Consolidated ChampionX – Q3’20 Consolidated ChampionX – Q4’20


 
Copyright 2020 ChampionX. All rights reserved. 2 6 Reconciliation from Free Cash Flow to Adjusted Free Cash Flow 2 6 Consolidated ChampionX