Nuverra Announces Second Quarter And Year-To-Date 2017 Results

SCOTTSDALE, Ariz., Aug. 11, 2017 /PRNewswire/ -- Nuverra Environmental Solutions, Inc. ("Nuverra," the "Company," "we," "us" or "our") today announced financial and operating results for the second quarter and six months ended June 30, 2017.

SUMMARY OF QUARTERLY RESULTS

    --  Second quarter revenue was $41.5 million, an increase of approximately
        5.9%, or $2.3 million, when compared with revenue of $39.2 million in
        the first quarter of 2017.
    --  Total costs and expenses, adjusted for special items, were $51.6
        million, or a 2.8% decrease when compared with $53.0 million in the
        first quarter of 2017.
    --  Loss from continuing operations for the second quarter was $19.6
        million, or a loss of $0.13 per diluted share, compared with a loss from
        continuing operations of $36.0 million, or a loss of $0.24 per diluted
        share, in the first quarter of 2017.
    --  Adjusted EBITDA from continuing operations for the second quarter was
        $2.1 million, an increase of $2.9 million compared with adjusted EBITDA
        from continuing operations of $(0.8) million in the first quarter of
        2017.

SECOND QUARTER 2017 RESULTS

Second quarter revenue was $41.5 million, an increase of $2.3 million, or 5.9%, from $39.2 million in the first quarter of 2017. In the second quarter of 2016, the Company reported revenue of $34.0 million. Due to oil prices becoming more stable in 2017, demand has increased in all divisions as compared to the same period in the prior year. The primary driver of the increase in demand was a 111% increase in the number of average operating oil rigs in the basins we serve from those operating in the same period in the prior year.

Total costs and expenses, adjusted for special items, were $51.6 million, a 2.8% decrease compared with total costs and expenses, adjusted for special items, of $53.0 million in the first quarter of 2017. The Company reported total costs and expenses, adjusted for special items, of $48.9 million in the second quarter of 2016.

For the second quarter of 2017, the Company reported a net loss from continuing operations of $19.6 million, or a loss of $0.13 per diluted share. Special items in the second quarter totaled approximately $4.3 million and included $9.5 million for capital reorganization costs, partially offset by a $5.6 million gain on the change in fair value of the derivative warrant liability. Additionally, special items included the gain on the sale of underutilized assets, non-recurring legal and professional fees, and stock-based compensation expense. Excluding the impact of these special items, second quarter 2017 adjusted loss from continuing operations was $15.3 million, or a loss of $0.10 per diluted share. This compares with a loss from continuing operations, adjusted for special items, of $27.9 million, or a loss of $0.18 per diluted share, in the first quarter of 2017. The Company reported a loss from continuing operations, adjusted for special items, of $29.4 million, or a loss of $0.43 per diluted share, in the second quarter of 2016.

Adjusted EBITDA from continuing operations for the second quarter was $2.1 million, an increase of $2.9 million compared with $(0.8) million in the first quarter of 2017. Second quarter adjusted EBITDA margin from continuing operations was 5.1%, compared with (2.0)% in the first quarter of 2017. The Company reported adjusted EBITDA from continuing operations of $0.3 million and an adjusted EBITDA margin from continuing operations of 0.9% in the second quarter of 2016.

YEAR-TO-DATE RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 2017 ("YTD")

YTD revenue was $80.8 million, a decrease of $0.2 million from $81.0 million for the same period in 2016. Although rig counts have increased in 2017 compared to those operating during the same period in 2016, there is a lag in revenue relative to newly added rigs, reactivating equipment, and rehiring drivers. Additionally, revenues in early 2016 were still influenced by higher rig counts at the end of 2015. These factors have led to revenue being nearly flat as compared to the same period in the prior year.

YTD net loss from continuing operations was $55.5 million, or a loss of $0.37 per diluted share, compared with a loss of $67.9 million, or a loss of $1.42 per diluted share, for the same period in 2016. Excluding special items, YTD adjusted net loss from continuing operations was $43.2 million, or a loss of $0.29 per diluted share, compared with adjusted net loss from continuing operations of $55.9 million, or a loss of $1.17 per diluted share in 2016. The $12.4 million in YTD special items primarily included $15.2 million for capital reorganization costs and $1.0 million in legal and professional fees, partially offset by a $4.0 million gain on the change in fair value of the derivative warrant liability. Additionally, special items included the gain on the sale of underutilized assets and stock-based compensation expense.

YTD adjusted EBITDA from continuing operations was $1.3 million, a decrease of 28.9% when compared with the same period in 2016. Adjusted EBITDA margin for the 2017 YTD period was 1.7%, compared with 2.3% in 2016.

CASH FLOW AND LIQUIDITY

Net cash used in operating activities from continuing operations for the six months ended June 30, 2017 was $13.3 million, while capital expenditures net of asset sales from continuing operations provided cash of $0.7 million. For the six months ended June 30, 2017, free cash flow (defined as net cash used in or provided by operating activities, less purchases of property, plant and equipment net of proceeds received from sales of property, plant and equipment) was negative at $(12.6) million, compared with negative free cash flow of $(8.7) million during the six months ended June 30, 2016.

As of June 30, 2017, total debt outstanding was $519.9 million, including $40.4 million under our 9.875% Senior Notes due 2018 (the "2018 Notes"), $357.1 million under our 12.5%/10.0% Senior Secured Second Lien Notes due 2021 (the "2021 Notes"), $80.7 million under a term loan (the "Term Loan"), $24.4 million under a debtor in possession revolving credit facility, $7.5 million under a debtor in possession term loan (collectively with the debtor in possession revolving credit facility, the "DIP Facilities"), $9.8 million in capital leases for vehicle financings and a note payable for the purchase of the remaining interest in Appalachian Water Services, LLC.

EMERGENCE FROM CHAPTER 11 BANKRUPTCY PROCEEDINGS

On August 7, 2017 (the "Effective Date"), the Company and its material subsidiaries emerged from Bankruptcy protection under chapter 11 of the United States Bankruptcy Code. Pursuant to their Amended Joint Plans of Reorganization (collectively, the "Plan"), which were confirmed by the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"), the Company eliminated over $500 million of previously outstanding debt and entered into a new $45 million First Lien Credit Agreement and a new $26.8 million Second Lien Term Loan Agreement. Among other uses, the Company will use the loans under the First Lien Credit Agreement and the Second Lien Term Loan Agreement to repay obligations outstanding under the Company's pre-Effective Date asset based lending facility, make certain payments as provided in the Plan, and for working capital, transaction expenses, and other general corporate purposes.

The order confirming the Plan was entered by the Bankruptcy Court on July 25, 2017 (the "Confirmation Order"). On July 26, 2017, an individual holder of 2018 Notes appealed the Confirmation Order to the District Court for the District of Delaware and filed a motion for a stay pending appeal from the District Court. On August 3, 2017, the District Court denied the motion for a stay pending appeal, concluding that: "The Bankruptcy Court's ruling is consistent with existing precedent . . . ." Notwithstanding the denial of the motion for stay pending appeal, the appeal remains pending in the District Court. The Company will seek dismissal or denial of the appeal, but it makes no assurances about the outcome of the appeal or the effects of the appeal on our businesses.

About Nuverra

Nuverra Environmental Solutions, Inc. is among the largest companies in the United States dedicated to providing comprehensive, full-cycle environmental solutions to customers in the energy market. Nuverra focuses on the delivery, collection, treatment, recycling, and disposal of restricted solids, water, wastewater, waste fluids, and hydrocarbons. The Company provides its suite of environmentally compliant and sustainable solutions to customers who demand stricter environmental compliance and accountability from their service providers. Find additional information about Nuverra in documents filed with the U.S. Securities and Exchange Commission ("SEC") at http://www.sec.gov.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933, as amended, or the "Securities Act," and Section 21E of the United States Securities Exchange Act of 1934, as amended, or the "Exchange Act." These statements relate to our expectations for future events and time periods. All statements other than statements of historical fact are statements that could be deemed to be forward-looking statements, and any forward-looking statements contained herein are based on information available to us as of the date of this press release and our current expectations, forecasts and assumptions, and involve a number of risks and uncertainties. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date. Future performance cannot be ensured, and actual results may differ materially from those in the forward-looking statements. Some factors that could cause actual results to differ include, among others: the effects of the restructuring on the Company and the interests of various constituents; risks and uncertainties associated with the restructuring process, including the outcome of a pending appeal of the order confirming the Plan and our ability to execute the requirements of the Plan subsequent to the Effective Date; our ability to obtain approval of the Bankruptcy Court with respect to motions or other requests made to the Bankruptcy Court; the Bankruptcy Court's rulings in our chapter 11 cases and the outcome of our chapter 11 cases in general; our ability to comply with the covenants and other terms of our credit facilities; potential impact of litigation; uncertainty relating to successful negotiation, execution and consummation of all necessary definitive agreements in connection with our strategic initiatives; whether certain markets grow as anticipated; pricing pressures; current and projected future uncertainties in commodities markets, including low oil and/or natural gas prices; changes in customer drilling and completion activities and capital expenditure plans; shifts in production in shale areas where we operate and/or shale areas where we currently do not have operations; control of costs and expenses, including uncertainty regarding the ability to successfully implement cost-management initiatives; liquidity and access to capital; compliance with the terms of agreements governing our financing; and the competitive and regulatory environment. The forward-looking statements contained, or incorporated by reference, herein are also subject generally to other risks and uncertainties that are described from time to time in the Company's filings with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's views as of the date of this press release. The Company undertakes no obligation to update any such forward-looking statements, whether as a result of new information, future events, changes in expectations or otherwise. Additional risks and uncertainties are disclosed from time to time in the Company's filings with the SEC, including the Annual Report on Form 10-K for the fiscal year ended December 31, 2016, as well as Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Nuverra Environmental Solutions, Inc.

602-903-7802

ir@nuverra.com

- Tables to Follow -


                                                   NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                                       CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                           (In thousands, except per share amounts)

                                       (Unaudited)


                                                           Three Months Ended                         Six Months Ended

                                                              June 30,                                  June 30,
                                                              --------                                  --------

                                                                           2017                                       2016        2017         2016
                                                                           ----                                       ----        ----         ----


     Revenue:

     Non-rental revenue                                                   $37,538                                    $31,369     $72,956      $75,395

     Rental revenue                                                         4,000                                      2,609       7,805        5,558

        Total revenue                                                      41,538                                     33,978      80,761       80,953

     Costs and expenses:

     Direct operating expenses                                             34,825                                     30,283      69,114       68,900

     General and administrative expenses                                    8,867                                     14,204      21,226       21,656

     Depreciation and amortization                                         12,107                                     15,206      24,978       31,051

     Impairment of long-lived assets                                            -                                     2,664           -       2,664

        Total costs and expenses                                           55,799                                     62,357     115,318      124,271


     Operating loss                                                      (14,261)                                  (28,379)   (34,557)    (43,318)

     Interest expense, net                                                (5,338)                                  (13,973)   (19,546)    (26,018)

     Other income, net                                                      5,698                                      2,771       4,240        2,929

     Loss on extinguishment of debt                                             -                                     (284)          -       (674)

     Reorganization items, net                                            (5,704)                                         -    (5,704)           -

      Loss from continuing operations before
      income taxes                                                       (19,605)                                  (39,865)   (55,567)    (67,081)

     Income tax benefit (expense)                                              18                                      (773)         18        (828)

     Loss from continuing operations                                     (19,587)                                  (40,638)   (55,549)    (67,909)

      Loss from discontinued operations, net of
      income taxes                                                              -                                   (1,290)          -     (1,235)

      Net loss attributable to common
      shareholders                                                      $(19,587)                                 $(41,928)  $(55,549)   $(69,144)



      Net loss per common share attributable to
      common shareholders:

      Basic and diluted loss from continuing
      operations                                                          $(0.13)                                   $(0.60)    $(0.37)     $(1.42)

      Basic and diluted loss from discontinued
      operations                                                                -                                    (0.02)          -      (0.03)

     Net loss per basic and diluted common share                          $(0.13)                                   $(0.62)    $(0.37)     $(1.45)



      Weighted average shares outstanding used in
      computing net loss per basic and diluted
      common share                                                        150,941                                     67,699     150,938       47,803


                                 NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                         CONDENSED CONSOLIDATED BALANCE SHEETS

                                                     (In thousands)

                                                      (Unaudited)


                                                                 June 30,               December 31,

                                                                             2017                      2016
                                                                             ----                      ----

                         Assets

     Cash and cash equivalents                                               $1,205                      $994

     Restricted cash                                                          4,828                     1,420

     Accounts receivable, net                                                28,215                    23,795

     Inventories                                                              3,980                     2,464

     Prepaid expenses and other receivables                                   3,244                     3,516

     Other current assets                                                     6,163                       107

     Assets held for sale                                                       631                     1,182

        Total current assets                                                 48,266                    33,478
                                                                           ------

     Property, plant and equipment, net                                     268,785                   294,179

     Equity investments                                                          59                        73

     Intangibles, net                                                        13,268                    14,310

     Other assets                                                               339                       564

     Total assets                                                          $330,717                  $342,604
                                                                         ========

         Liabilities and Shareholders' Deficit

     Accounts payable                                                        $6,293                    $4,047

     Accrued liabilities                                                     27,351                    18,787

     Current portion of long-term debt                                       35,230                   465,835

     Derivative warrant liability                                                 -                    4,298

        Total current liabilities                                            68,874                   492,967
                                                                           ------

     Deferred income taxes                                                      495                       495

     Long-term debt                                                           2,517                     5,956

     Long-term contingent consideration                                           -                    8,500

     Other long-term liabilities                                              3,689                     3,752

     Liabilities subject to compromise                                      479,338                         -

     Total liabilities                                                      554,913                   511,670
                                                                          -------

     Commitments and contingencies

     Shareholders' deficit:

     Common stock                                                               152                       152

     Additional paid-in capital                                           1,408,288                 1,407,867

     Treasury stock                                                        (19,809)                 (19,807)

     Accumulated deficit                                                (1,612,827)              (1,557,278)

     Total shareholders' deficit                                          (224,196)                (169,066)
                                                                        ---------

     Total liabilities and shareholders' deficit                           $330,717                  $342,604
                                                                         ========


                                   NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                       (In thousands)

                                                        (Unaudited)

                                                                      Six Months Ended

                                                                          June 30,
                                                                          --------

                                                                                       2017       2016
                                                                                       ----       ----

     Cash flows from operating activities:

     Net loss                                                                       $(55,549) $(69,144)

      Adjustments to reconcile net loss to net
      cash used in operating activities:

        Loss on the sale of TFI                                                             -     1,235

        Depreciation and amortization of
         intangible assets                                                             24,978     31,051

        Amortization of debt issuance costs, net                                        2,135      2,587

        Accrued interest added to debt principal                                        8,575          -

        Stock-based compensation                                                          421        656

        Impairment of long-lived assets                                                     -     2,664

        Gain on the sale of UGSI                                                            -   (1,694)

        (Gain) loss on disposal of property,
         plant and equipment                                                            (223)       727

        Bad debt expense                                                                  784        254

        Change in fair value of derivative
         warrant liability                                                            (4,025)   (1,023)

        Loss on extinguishment of debt                                                      -       674

        Deferred income taxes                                                               -        48

        Other, net                                                                        106       (33)

        Changes in operating assets and
         liabilities:

        Accounts receivable                                                           (5,204)    21,938

        Prepaid expenses and other receivables                                            710      (146)

        Accounts payable and accrued liabilities                                       13,882        118

        Other assets and liabilities, net                                                 135    (2,506)

     Net cash used in operating activities                                           (13,275)  (12,594)


     Cash flows from investing activities:

        Proceeds from the sale of property,
         plant and equipment                                                            3,027      5,995

        Purchases of property, plant and
         equipment                                                                    (2,319)   (2,133)

        Proceeds from the sale of UGSI                                                      -     4,979

        Change in restricted cash                                                     (3,408)   (1,254)

       Net cash (used in) provided by investing
        activities                                                                    (2,700)     7,587


     Cash flows from financing activities:

        Proceeds from revolving credit facility                                        76,072     76,979

        Payments on revolving credit facility                                        (79,866) (130,667)

        Proceeds from term loan                                                        15,700     24,000

        Proceeds from DIP term loan                                                     6,875          -

        Payments for debt issuance costs                                                    -     (985)

        Payments on vehicle financing and other
         financing activities                                                         (2,595)   (3,326)

      Net cash provided by (used in) financing
       activities                                                                      16,186   (33,999)


      Net increase (decrease) in cash and cash
       equivalents                                                                        211   (39,006)

      Cash and cash equivalents -beginning of
       period                                                                             994     39,309

      Cash and cash equivalents -end of
       period                                                                          $1,205       $303


                                         NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                                        NON-GAAP RECONCILIATIONS

                                                             (In thousands)

                                                              (Unaudited)


    This press release contains non-GAAP financial measures as defined by the rules and regulations of the United States Securities and Exchange Commission. A non-GAAP
     financial measure is a numerical measure of a company's historical or future financial performance, financial position or cash flows that excludes amounts, or is subject
     to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in
     the statements of operations or balance sheets of the Company; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are
     excluded from the most directly comparable measure so calculated and presented. Reconciliations of these non-GAAP financial measures to their comparable GAAP financial
     measures are included in the attached financial tables.

    These non-GAAP financial measures are provided because management of the Company uses these financial measures in evaluating the Company's ongoing financial results and
     trends. Management uses this non-GAAP information as an indicator of business results, and evaluates overall performance with respect to such indicators. Management
     believes that excluding items such as acquisition expenses, amortization of intangible assets, stock-based compensation, asset impairments, restructuring charges,
     expenses related to litigation and resolution of lawsuits, and other charges, which may or may not be non-recurring, among other items that are inconsistent in amount
     and frequency (as with acquisition expenses), or determined pursuant to complex formulas that incorporate factors, such as market volatility, that are beyond our control
     (as with stock-based compensation), for purposes of calculating these non-GAAP financial measures facilitates a more meaningful evaluation of the Company's current
     operating performance and comparisons to the past and future operating performance. The Company believes that providing non-GAAP financial measures such as EBITDA,
     adjusted EBITDA, adjusted net income (loss), and adjusted net income (loss) per share,  in addition to related GAAP financial measures, provides investors with greater
     transparency to the information used by the Company's management. These non-GAAP financial measures are not substitutes for measures of performance or liquidity
     calculated in accordance with GAAP and may not necessarily be indicative of the Company's liquidity or ability to fund cash needs. Not all companies calculate non-GAAP
     financial measures in the same manner, and our presentation may not be comparable to the presentations of other companies.



    Reconciliation of Loss from Continuing Operations to EBITDA, Adjusted EBITDA from Continuing Operations and Total Adjusted EBITDA:
    ----------------------------------------------------------------------------------------------------------------------------------


                                                    Three Months Ended                    Six Months Ended

                                                          June 30,                            June 30,
                                                          --------                            --------

                                                          2017                      2016                      2017                      2016
                                                          ----                      ----                      ----                      ----

    Loss from continuing
     operations                                      $(19,587)                $(40,638)                $(55,549)                $(67,909)

    Depreciation and amortization                       12,107                    15,206                    24,978                    31,051

    Interest expense, net                                5,338                    13,973                    19,546                    26,018

    Income tax (benefit) expense                          (18)                      773                      (18)                      828

    EBITDA                                             (2,160)                 (10,686)                 (11,043)                 (10,012)


    Adjustments:

    Transaction-related costs,
     including earnout
     adjustments, net                                        -                        2                         -                    (117)

    Stock-based compensation                               112                       288                       421                       656

    Change in fair value of
     derivative warrant liability                      (5,643)                  (1,023)                  (4,025)                  (1,023)

    Capital reorganization costs
     (a)                                                 9,450                     8,391                    15,152                     8,404

    Legal and environmental
     costs, net                                            635                       251                     1,054                     1,713

    Impairment of long-lived
     assets                                                  -                    2,664                         -                    2,664

    Restructuring, exit and other
     costs                                                   -                       59                         -                    (113)

    Loss on extinguishment of
     debt                                                    -                      284                         -                      674

    Gain on the sale of UGSI                                 -                  (1,694)                        -                  (1,694)

    (Gain) loss on disposal of
     assets                                              (272)                    1,784                     (223)                      727

    Adjusted EBITDA from
     continuing operations                               2,122                       320                     1,336                     1,879

    Adjusted EBITDA from
     discontinued operations                                 -                        -                        -                        -

    Total Adjusted EBITDA                               $2,122                      $320                    $1,336                    $1,879
                                                        ======                      ====                    ======                    ======


    (a) Capital reorganization costs in 2017 represent costs incurred for the Company's chapter 11 reorganization.  Capital reorganization costs in 2016 represent costs
     incurred for the debt exchange executed in 2016.



    Reconciliation of Loss from Discontinued Operations to EBITDA from Discontinued Operations and Adjusted EBITDA from Discontinued Operations:
    --------------------------------------------------------------------------------------------------------------------------------------------


                                                    Three Months Ended                    Six Months Ended

                                                          June 30,                            June 30,
                                                          --------                            --------

                                                          2017                      2016                      2017                      2016
                                                          ----                      ----                      ----                      ----

    Loss from discontinued
     operations                                     $        -                 $(1,290)               $        -                 $(1,235)

    Income tax expense                                       -                        -                        -                        -

    EBITDA from discontinued
     operations                                              -                  (1,290)                        -                  (1,235)

    Adjustments:

    Transaction-related costs                                -                        -                        -                        -

    Loss on sale of TFI                                      -                    1,290                         -                    1,235

    Adjusted EBITDA from
     discontinued operations                        $        -               $        -               $        -               $        -
                                                    ==========               ==========               ==========               ==========


                                                                                                   NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                                                                                            NON-GAAP RECONCILIATIONS (continued)

                                                                                                                        (In thousands)

                                                                                                                         (Unaudited)


                         Reconciliation of QTD Segment Performance to Adjusted EBITDA
                       ------------------------------------------------------------


     Three Months Ended June 30, 2017                                                      Rocky Mountain                                          Northeast           Southern            Corporate              Total
     --------------------------------                                                      --------------                                          ---------           --------            ---------              -----

     Revenue                                                                                                    $23,759                                         $9,570              $8,209           $          -           $41,538

     Direct operating expenses                                                                                   19,171                                          9,831               5,823                      -            34,825

     General and administrative expenses                                                                          1,505                                            817                 650                  5,895              8,867

     Depreciation and amortization                                                                                6,803                                          2,182               3,068                     54             12,107

     Operating loss                                                                                             (3,720)                                       (3,260)            (1,332)               (5,949)          (14,261)

                                                                        Operating margin %                     (15.7%)                                       (34.1%)            (16.2%)                    NA           (34.3%)

     Loss from continuing operations before income taxes                                                        (4,209)                                       (3,325)            (1,406)              (10,665)          (19,605)



     Loss from continuing operations                                                                            (4,209)                                       (3,325)            (1,406)              (10,647)          (19,587)

     Depreciation and amortization                                                                                6,803                                          2,182               3,068                     54             12,107

     Interest expense, net                                                                                           81                                             43                  36                  5,178              5,338

     Income tax benefit                                                                                               -                                             -                  -                  (18)              (18)

     EBITDA                                                                                                      $2,675                                       $(1,100)             $1,698               $(5,433)          $(2,160)


     Adjustments, net                                                                                               931                                             67               (234)                 3,518              4,282

     Adjusted EBITDA from continuing operations                                                                  $3,606                                       $(1,033)             $1,464               $(1,915)            $2,122


                                                                  Adjusted EBITDA margin %                       15.2%                                       (10.8%)              17.8%                    NA              5.1%



     Three Months Ended June 30, 2016                                                      Rocky Mountain                                          Northeast           Southern            Corporate              Total
     --------------------------------                                                      --------------                                          ---------           --------            ---------              -----

     Revenue                                                                                                    $18,952                                         $7,688              $7,338           $          -           $33,978

     Direct operating expenses                                                                                   16,232                                          8,126               5,925                      -            30,283

     General and administrative expenses                                                                          1,695                                            339                 973                 11,197             14,204

     Depreciation and amortization                                                                                7,792                                          3,426               3,919                     69             15,206

     Operating loss                                                                                             (6,767)                                       (6,556)            (3,790)              (11,266)          (28,379)

                                                                        Operating margin %                     (35.7%)                                       (85.3%)            (51.6%)                    NA           (83.5%)

     Loss from continuing operations before income taxes                                                        (6,818)                                       (6,669)            (3,825)              (22,553)          (39,865)



     Loss from continuing operations                                                                            (6,818)                                       (6,669)            (3,825)              (23,326)          (40,638)

     Depreciation and amortization                                                                                7,792                                          3,426               3,919                     69             15,206

     Interest expense, net                                                                                          106                                            109                  38                 13,720             13,973

     Income tax expense                                                                                               -                                             -                  -                   773                773

     EBITDA                                                                                                      $1,080                                       $(3,134)               $132               $(8,764)         $(10,686)


     Adjustments, net                                                                                             2,528                                          2,009                 150                  6,319             11,006

     Adjusted EBITDA from continuing operations                                                                  $3,608                                       $(1,125)               $282               $(2,445)              $320


                                                                  Adjusted EBITDA margin %                       19.0%                                       (14.6%)               3.8%                    NA              0.9%


                                                                                                         NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                                                                                                  NON-GAAP RECONCILIATIONS (continued)

                                                                                                                              (In thousands)

                                                                                                                               (Unaudited)


                      Reconciliation of YTD Segment Performance to Adjusted EBITDA
                    ------------------------------------------------------------


     Six Months Ended June 30, 2017                                                          Rocky Mountain                                          Northeast                    Southern                     Corporate                       Total
     ------------------------------                                                          --------------                                          ---------                    --------                     ---------                       -----

     Revenue                                                                                                      $48,044                                         $17,327                     $15,390                    $          -                    $80,761

     Direct operating expenses                                                                                     40,403                                          17,788                      10,923                               -                     69,114

     General and administrative expenses                                                                            3,452                                           1,586                       1,681                          14,507                      21,226

     Depreciation and amortization                                                                                 13,588                                           4,695                       6,587                             108                      24,978

     Operating loss                                                                                               (9,399)                                        (6,742)                    (3,801)                       (14,615)                   (34,557)

                                                                 Operating margin %                              (19.6%)                                        (38.9%)                    (24.7%)                             NA                    (42.8%)

     Loss from continuing operations before income taxes                                                          (9,910)                                        (6,927)                    (3,933)                       (34,797)                   (55,567)



     Loss from continuing operations                                                                              (9,910)                                        (6,927)                    (3,933)                       (34,779)                   (55,549)

     Depreciation and amortization                                                                                 13,588                                           4,695                       6,587                             108                      24,978

     Interest expense, net                                                                                            163                                             163                          94                          19,126                      19,546

     Income tax benefit                                                                                                 -                                              -                          -                           (18)                       (18)


     EBITDA                                                                                                        $3,841                                        $(2,069)                     $2,748                       $(15,563)                  $(11,043)


     Adjustments, net                                                                                               1,121                                             115                        (12)                         11,155                      12,379

     Adjusted EBITDA from continuing operations                                                                    $4,962                                        $(1,954)                     $2,736                        $(4,408)                     $1,336


                                                           Adjusted EBITDA margin %                                10.3%                                        (11.3%)                      17.8%                             NA                       1.7%



     Six Months Ended June 30, 2016                                                          Rocky Mountain                                          Northeast                    Southern                     Corporate                       Total
     ------------------------------                                                          --------------                                          ---------                    --------                     ---------                       -----

     Revenue                                                                                                      $43,857                                         $20,465                     $16,631                    $          -                    $80,953

     Direct operating expenses                                                                                     35,790                                          19,694                      13,416                               -                     68,900

     General and administrative expenses                                                                            3,547                                           1,529                       1,893                          14,687                      21,656

     Depreciation and amortization                                                                                 15,871                                           7,309                       7,733                             138                      31,051

     Operating loss                                                                                              (11,351)                                       (10,420)                    (6,722)                       (14,825)                   (43,318)

                                                                 Operating margin %                              (25.9%)                                        (50.9%)                    (40.4%)                             NA                    (53.5%)

      Loss from continuing operations
      before income taxes                                                           (11,470)                                   (10,600)                                   (6,751)                     (38,260)                        (67,081)



     Loss from continuing operations                                                                             (11,470)                                       (10,600)                    (6,751)                       (39,088)                   (67,909)

     Depreciation and amortization                                                                                 15,871                                           7,309                       7,733                             138                      31,051

     Interest expense, net                                                                                            204                                             250                          86                          25,478                      26,018

     Income tax expense                                                                                                 -                                              -                          -                            828                         828


     EBITDA                                                                                                        $4,605                                        $(3,041)                     $1,068                       $(12,644)                  $(10,012)


     Adjustments, net                                                                                               2,713                                           1,726                       (198)                          7,650                      11,891

     Adjusted EBITDA from continuing operations                                                                    $7,318                                        $(1,315)                       $870                        $(4,994)                     $1,879


                                                           Adjusted EBITDA margin %                                16.7%                                         (6.4%)                       5.2%                             NA                       2.3%


                              NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                       NON-GAAP RECONCILIATIONS (continued)

                                                  (In thousands)

                                                   (Unaudited)


                               Reconciliation of Special Items to Adjusted Loss from
                           Continuing Operations and to EBITDA and Adjusted EBITDA from
                                               Continuing Operations
                          -------------------------------------------------------------


                                                                                        Three Months Ended June 30, 2017
                                                                                        --------------------------------

                                                                                              As Reported                Special Items           As Adjusted
                                                                                              -----------                -------------           -----------

                          Revenue                                                                         $41,538                   $      -                    $41,538

                          Direct operating expenses                                                        34,825                      (372) [A]                 34,453

                          General and administrative expenses                                               8,867                    (3,849) [B]                  5,018

                          Total costs and expenses                                                         55,799                    (4,221) [C]                 51,578

                          Operating loss                                                                 (14,261)                     4,221  [C]               (10,040)

                          Loss from continuing operations                                                (19,587)                     4,278  [D]               (15,309)


                           Basic and diluted loss from continuing
                           operations                                                                     $(0.13)                                              $(0.10)


                          Loss from continuing operations                                               $(19,587)                                            $(15,309)

                          Depreciation and amortization                                                    12,107                                                12,107

                          Interest expense, net                                                             5,338                                                 5,338

                          Income tax benefit                                                                 (18)                                                 (14)

                           EBITDA and Adjusted EBITDA from
                           continuing operations                                                         $(2,160)                                               $2,122
                                                                                                          =======                                                ======


      Description of 2017
      Special Items:
     --------------------

               [A]         Special items primarily includes capital reorganization
                           costs, offset by the gain on the sale of underutilized
                           assets.

               [B]         Primarily attributable to $3.1 million for capital
                           reorganization costs incurred prior to the chapter 11
                           filing, as well as stock-based compensation, non-routine
                           litigation expenses and non-routine professional fees.

               [C]        Primarily includes the aforementioned adjustments.

              [D]         Primarily includes the aforementioned adjustments along
                           with $5.7 million of capital reorganization costs incurred
                           after the chapter 11 filing recorded to "Reorganization
                           items, net," offset by a gain of $5.6 million associated
                           with the change in fair value of the derivative warrant
                           liability.  Additionally, our effective tax rate for the
                           three months ended June 30, 2017 was near zero and has
                           been applied to the special items accordingly.


                                                                                        Three Months Ended June 30, 2016
                                                                                        --------------------------------

                                                                                              As Reported                Special Items           As Adjusted
                                                                                              -----------                -------------           -----------

                          Revenue                                                                         $33,978                   $      -                    $33,978

                          Direct operating expenses                                                        30,283                    (1,842) [E]                 28,441

                          General and administrative expenses                                              14,204                    (8,933) [F]                  5,271

                          Total costs and expenses                                                         62,357                   (13,439) [G]                 48,918

                          Operating loss                                                                 (28,379)                    13,439  [G]               (14,940)

                          Loss from continuing operations                                                (40,638)                    11,215  [H]               (29,423)


                           Basic and diluted loss from continuing
                           operations                                                                     $(0.60)                                              $(0.43)


                          Loss from continuing operations                                               $(40,638)                                            $(29,423)

                          Depreciation and amortization                                                    15,206                                                15,206

                          Interest expense, net                                                            13,973                                                13,973

                          Income tax expense                                                                  773                                                   564

                           EBITDA and Adjusted EBITDA from
                           continuing operations                                                        $(10,686)                                                 $320
                                                                                                         ========                                                  ====


      Description of 2016
      Special Items:
     --------------------

               [E]         Special items primarily includes the loss on sale of
                           underutilized assets, and severance and environmental
                           clean-up charges.

               [F]         Primarily attributable to stock-based compensation and
                           non-routine legal and professional fees incurred in
                           connection with the 2016 debt exchange.

               [G]         Primarily includes the aforementioned adjustments along
                           with a long-lived asset impairment charge for assets
                           classified as held-for-sale of $2.7 million.

              [H]         Primarily includes the aforementioned adjustments along
                           with a gain of $1.0 million associated with the change in
                           fair value of the derivative warrant liability, and a gain
                           on the sale of Underground Solutions, Inc. of $1.7 million
                           in the three months ended June 30, 2016.  Additionally,
                           our effective tax rate for the three months ended June 30,
                           2016 was 1.94% and has been applied to the special items
                           accordingly.


                              NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                                       NON-GAAP RECONCILIATIONS (continued)

                                                  (In thousands)

                                                   (Unaudited)


                               Reconciliation of Special Items to Adjusted Loss from
                           Continuing Operations and to EBITDA and Adjusted EBITDA from
                                               Continuing Operations
                          -------------------------------------------------------------


                                                                                        Six Months Ended June 30, 2017
                                                                                        ------------------------------

                                                                                             As Reported               Special Items           As Adjusted
                                                                                             -----------               -------------           -----------

                          Revenue                                                                        $80,761                  $      -                    $80,761

                          Direct operating expenses                                                       69,114                     (421) [A]                 68,693

                          General and administrative expenses                                             21,226                  (10,279) [B]                 10,947

                          Total costs and expenses                                                       115,318                  (10,700) [C]                104,618

                          Operating loss                                                                (34,557)                   10,700  [C]               (23,857)

                          Loss from continuing operations                                               (55,549)                   12,375  [D]               (43,174)


                           Basic and diluted loss from continuing
                           operations                                                                    $(0.37)                                             $(0.29)


                          Loss from continuing operations                                              $(55,549)                                           $(43,174)

                          Depreciation and amortization                                                   24,978                                               24,978

                          Interest expense, net                                                           19,546                                               19,546

                          Income tax benefit                                                                (18)                                                (14)

                           EBITDA and Adjusted EBITDA from
                           continuing operations                                                       $(11,043)                                              $1,336
                                                                                                        ========                                               ======


      Description of 2017
      Special Items:
     --------------------

               [A]         Special items primarily includes capital reorganization
                           costs, offset by the gain on the sale of underutilized
                           assets.

               [B]         Primarily attributable to capital reorganization costs of
                           $8.8 million incurred prior to the chapter 11 filing, as
                           well as stock-based compensation, non-routine litigation
                           expenses, and non-routine professional fees.

               [C]        Primarily includes the aforementioned adjustments.

              [D]         Primarily includes the aforementioned adjustments along
                           with $5.7 million of capital reorganization costs incurred
                           after the chapter 11 filing recorded to "Reorganization
                           items, net," offset by a gain of $4.0 million associated
                           with the change in fair value of the derivative warrant
                           liability.  Additionally, our effective tax rate for the
                           six months ended June 30, 2017 was near zero and has been
                           applied to the special items accordingly.



                                                                                        Six Months Ended June 30, 2016
                                                                                        ------------------------------

                                                                                             As Reported               Special Items           As Adjusted
                                                                                             -----------               -------------           -----------

                          Revenue                                                                        $80,953                  $      -                    $80,953

                          Direct operating expenses                                                       68,900                   (1,239) [E]                 67,661

                          General and administrative expenses                                             21,656                  (10,159) [F]                 11,497

                          Total costs and expenses                                                       124,271                  (14,062) [G]                110,209

                          Operating loss                                                                (43,318)                   14,062  [G]               (29,256)

                          Loss from continuing operations                                               (67,909)                   12,034  [H]               (55,875)


                           Basic and diluted loss from continuing
                           operations                                                                    $(1.42)                                             $(1.17)


                          Loss from continuing operations                                              $(67,909)                                           $(55,875)

                          Depreciation and amortization                                                   31,051                                               31,051

                          Interest expense, net                                                           26,018                                               26,018

                          Income tax expense                                                                 828                                                  685

                           EBITDA and Adjusted EBITDA from
                           continuing operations                                                       $(10,012)                                              $1,879
                                                                                                        ========                                               ======


      Description of 2016
      Special Items:
     --------------------

               [E]         Special items primarily includes the loss on sale of
                           underutilized assets, and severance and environmental
                           clean-up charges.

               [F]         Primarily attributable to stock-based compensation and
                           non-routine legal and professional fees incurred in
                           connection with the 2016 debt exchange.

               [G]         Primarily includes the aforementioned adjustments along
                           with a long-lived asset impairment charge for assets
                           classified as assets-held-for-sale of $2.7 million.

              [H]         Primarily includes the aforementioned adjustments, along
                           with a charge of $0.7 million in connection with the
                           write-off of a portion of the unamortized deferred
                           financing costs as a result of an amendment to our ABL
                           Facility, a gain of $1.0 million associated with the
                           change in fair value of the derivative warrant liability,
                           and a gain on the sale of Underground Solutions, Inc. for
                           $1.7 million in the three months ended June 30, 2016.
                           Additionally, our effective tax rate for the six months
                           ended June 30, 2016 was 1.23% and has been applied to the
                           special items accordingly.


            NUVERRA ENVIRONMENTAL SOLUTIONS, INC. AND SUBSIDIARIES

                     NON-GAAP RECONCILIATIONS (continued)

                                (In thousands)

                                 (Unaudited)


     Reconciliation of Free Cash Flow
     --------------------------------


                                                    Six Months Ended

                                                        June 30,
                                                        --------

                                                        2017             2016
                                                        ----             ----

      Net cash used in operating
      activities                                     $(13,275)       $(12,594)

      Less: net cash capital
      expenditures [1]                                     708            3,862

        Free Cash Flow                               $(12,567)        $(8,732)



      [1] Purchases of property, plant and
      equipment, net of proceeds received from
      sales of property, plant and equipment

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SOURCE Nuverra Environmental Solutions, Inc.