Liberty Energy Inc. 10-K

Item 9A. Controls and Procedures Evaluation of Disclosure Controls and Procedures’ In accordance with the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15, we carried out an evaluation, under the supervision and with the participation of management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of December 31, 2022 to provide reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Our disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures. There were no changes to our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. See page F-1 for Management’s Report on Internal Control Over Financial Reporting and page F-4 for Report of Independent Registered Public Accounting Firm on its assessment of our internal control over financial reporting. Item 9B. Other Information None. 44 PART III Item 10. Directors, Executive Officers and Corporate Governance The information required by this item concerning our executive officers, directors and corporate governance is incorporated herein by reference to our definitive proxy statement for our 2023 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2022, under the captions “Proposal 1 — Election of Directors,” “The Board and its Committees,” “Executive Officers” and “Delinquent Section 16(a) Reports.” Item 11. Executive Compensation The information required by this item concerning executive compensation is incorporated herein by reference to our definitive proxy statement for our 2023 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2022, under the captions “The Board and its Committees,” “Compensation Discussion & Analysis,” “Compensation Committee Report,” “Executive Compensation Tables,” “Director Compensation,” “Pay versus Performance” and “CEO Pay Ratio.” Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters The information required by this item concerning the security ownership of certain beneficial owners and management and related stockholder matters are incorporated herein by reference to our definitive proxy statement for our 2023 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2022, under the captions “Security Ownership of Certain Beneficial Owners and Management” and “Equity Compensation Plan Information.” Item 13. Certain Relationships and Related Transactions, and Director Independence The information required by this item concerning certain relationships and related person transactions and director independence is incorporated herein by reference to our definitive proxy statement for our 2023 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2022, under the captions “Certain Relationships and Related Party Transactions” and “the Board and its Committees.” Item 14. Principal Accountant Fees and Services The information required by this item concerning principal accounting fees and services is incorporated herein by reference to our definitive proxy statement for our 2023 annual meeting of stockholders, which will be filed with the SEC no later than 120 days after December 31, 2022, under the caption “Proposal 3 — Ratification of Appointment of the Company’s Independent Registered Public Accounting Firm.” 45 PART IV Item 15. Exhibits and Financial Statement Schedules (a) Financial Statements and Financial Statement Schedules Refer to Index to Financial Statements on page 53. All schedules are omitted as information required is inapplicable or the information is presented in the consolidated financial statements and the related notes. (b) Exhibits The documents listed in the Index to Exhibits are filed, furnished or incorporated by reference as part of this Annual Report, and such Index to Exhibits are incorporated herein by reference. 46 Item 16. Form 10-K Summary None. 47 INDEX TO EXHIBITS Exhibit Number Description 2.1 Master Reorganization Agreement, dated as of January 11, 2018, by and among Liberty Oilfield Services Inc., Liberty Oilfield Services Holdings LLC, Liberty Oilfield Services New HoldCo LLC, and the other parties named therein (2) 2.2 Master Transaction Agreement, dated as of August 31, 2020, by and among Schlumberger Technology Corporation, Schlumberger Canada Limited, Liberty Oilfield Services Holdings LLC, Liberty Canada Operations Inc. and Liberty Oilfield Services Inc. (11) 3.1 Amended and Restated Certificate of Incorporation of Liberty Oilfield Services Inc. (2) 3.2 Certificate of Amendment to Amended and Restated Certificate of Incorporation (16) 3.3 Second Amended and Restated Bylaws of Liberty Energy Inc., as amended effective January 24, 2023 (21) 4.1 Amended and Restated Stockholders Agreement, dated as of December 31, 2020, by and among Liberty Oilfield Services Inc., Riverstone and the Schlumberger Parties (12) 4.2 Description of the Registrant’s Securities Registered pursuant to Section 12 of the Securities Exchange Act of 1934. * 10.1 Second Amended and Restated Limited Liability Company Operating Agreement of Liberty Oilfield Services New HoldCo LLC (2) 10.2 Form of Joinder Agreement to Second Amended and Restated Limited Liability Company Operating Agreement of Liberty Oilfield Services New HoldCo LLC (15) 10.3 Registration Rights Agreement, dated October 26, 2021, by and among Liberty Oilfield Services Inc. and the other parties named therein (15) 10.4 Tax Receivable Agreement, dated January 17, 2018, by and among Liberty Oilfield Services Inc., R/C Energy IV Direct Partnership, L.P., and R/C Energy IV Direct Partnership, L.P., as agent (2) 10.5 Tax Receivable Agreement, dated January 17, 2018, by and among Liberty Oilfield Services Inc., and the other parties named therein (2) 10.6 Agent Designation Amendment to the Tax Receivable Agreement, dated as of February 22, 2022, by and among Liberty Oilfield Services Inc. and R/C Energy IV Direct Partnership, L.P. (19) 10.7 Amended and Restated Registration Rights Agreement, dated as of December 31, 2020, by and among Liberty Oilfield Services Inc., the Schlumberger Parties, and the Holders (12) 10.8 Liberty Oilfield Services Inc. Long Term Incentive Plan (2)† 10.9 Credit Agreement, dated September 19, 2017, by and among Wells Fargo Bank, National Association, as Administrative Agent, Wells Fargo Bank, National Association, JPMorgan Chase Bank, N.A. and Citibank, N.A., as Joint Lead Arrangers, Wells Fargo Bank, National Association, as Book Runner, JPMorgan Chase Bank, N.A. and Citibank, N.A., as Syndication Agents, the lender parties thereto, Liberty Oilfield Services Holdings LLC, as Parent and Liberty Oilfield Services LLC and LOS Acquisition Co I LLC, each as a Borrower (1) 10.10 Amendment and Parent Joinder to Credit Agreement, dated January 17, 2018, by and among Liberty Oilfield Services Holdings LLC, Liberty Oilfield Services LLC, LOS Acquisition Co I LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (4) 10.11 Second Amendment and Parent Joinder to Credit Agreement, dated March 21, 2018, by and among Liberty Oilfield Services LLC, LOS Acquisition Co I LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (4) 10.12 Third Amendment to Credit Agreement, dated May 29, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, and Wells Fargo Bank, National Association as Administrative Agent, and the lenders signatory thereto (9) 10.13 Fourth Amendment to Credit Agreement, dated August 12, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (10) 48 10.14 Consent and Fifth Amendment to Credit Agreement, dated December 29, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (13) 10.15 Sixth Amendment to Credit Agreement and Second Amendment to Guaranty and Security Agreement, dated October 22, 2021, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New HoldCo LLC, R/C IV Non-U.S. LOS Corp, LOS Solar Acquisition LLC, Freedom Proppant LLC, LOS Kermit LLC, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto (15) 10.16 Increase Joinder and Seventh Amendment to Credit Agreement, dated July 18, 2022, by and among Liberty Oilfield Services LLC, Liberty Energy Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Freedom Proppant LLC, LOS Kermit LLC, LOS Leasing Company LLC, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, Proppant Express Solutions, LLC, ST9 Gas and Oil LLC, Well Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto. (18) 10.17 Eighth Amendment to Credit Agreement, dated January 23, 2023, by and among Liberty Oilfield Services LLC, Liberty Energy Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Freedom Proppant LLC, LOS Kermit LLC, LOS Leasing Company LLC, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, Proppant Express Solutions, LLC, ST9 Gas and Oil LLC, Well Fargo Bank, National Association, as Administrative Agent, and the lenders signatory thereto. (21) 10.18 Joinder Agreement, dated December 31, 2021, by and among LOS Leasing Company LLC and Wells Fargo Bank, National Association, as Administrative Agent (20) 10.19 Credit Agreement, dated September 19, 2017, by and among Liberty Oilfield Services LLC and LOS Acquisition CO I LLC, each as Borrower, Liberty Oilfield Services Holdings LLC, as Parent Guarantor and U.S. Bank National Association as Agent (1) 10.20 Amendment and Joinder to Credit Agreement, dated January 17, 2018, by and among Liberty Oilfield Services Holdings LLC, Liberty Oilfield Services LLC, LOS Acquisition Co I LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, U.S. Bank National Association, as Administrative Agent, and the lenders signatory thereto (4) 10.21 Second Amendment and Joinder to Credit Agreement, dated March 21, 2018, by and among Liberty Oilfield Services LLC, LOS Acquisition Co I LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, U.S. Bank National Association, as Administrative Agent, and the lenders signatory thereto (4) 10.22 Third Amendment to Credit Agreement, dated August 12, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, U.S. Bank National Association, as Administrative Agent, and the lenders signatory thereto (10) 10.23 Waiver, Consent and Fourth Amendment to Credit Agreement and First Amendment to Guaranty and Security Agreement, dated December 29, 2020, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, U.S. Bank National Association, as Administrative Agent, and the lenders signatory thereto (13) 10.24 Fifth Amendment to Credit Agreement, Second Amendment to Guaranty and Security Agreement and Termination of Right of First Offer Letter, dated October 22, 2021, by and among Liberty Oilfield Services LLC, Liberty Oilfield Services Inc., Liberty Oilfield Services New HoldCo LLC, R/C IV Non-U.S. LOS Corp, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, LOS Solar Acquisition LLC, Freedom Proppant LLC, LOS Kermit LLC, U.S. Bank National Association, as Administrative Agent, and the lenders signatory thereto (15) 10.25 Sixth Amendment to Credit Agreement, dated August 12, 2022, by and among Liberty Oilfield Services LLC, Liberty Energy Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, Freedom Proppant LLC, LOS Kermit LLC, LOS Leasing Company LLC, Proppant Express Solutions, LLC, U.S. Bank National Association, as Administrative Agent, and the lenders signatory thereto. (17) 10.26 Seventh Amendment to Credit Agreement, dated November 4, 2022, by and among Liberty Oilfield Services LLC, Liberty Energy Inc., Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, LOS Cibolo RE Investments, LLC, LOS Odessa RE Investments, LLC, ST9 Gas and Oil LLC, Freedom Proppant LLC, LOS Kermit LLC, LOS Leasing Company LLC, Proppant Express Solutions, LLC, U.S. Bank National Association, as Administrative Agent, and the lenders signatory thereto. * 49 10.27 First Amendment to Amended and Restated Registration Rights Agreement, dated as of December 1, 2022, by and between Liberty Energy Inc. and Schlumberger Technology Corporation. * 10.28 Liberty Oilfield Services 401(k) Savings Plan (13)† 10.29 Form of Restricted Stock Unit Grant Notice and Restricted Stock Unit Award Agreement under the Long Term Incentive Plan (5)† 10.30 Form of Restricted Stock Unit Grant Notice under the Long Term Incentive Plan (13)† 10.31 Form of Performance Restricted Stock Unit Grant Notice and Performance Restricted Stock Unit Agreement under the Liberty Oilfield Services Inc. Long Term Incentive Plan (6)† 10.32 Form of Change in Control Agreement (7)† 10.33 Form of Indemnification Agreement between the Company and each of its Directors and Executive Officers (8) 21.1 List of subsidiaries of Liberty Energy Inc. * 23.1 Consent of Deloitte & Touche LLP * 31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 * 31.2 Certification of Chief Financial Officer pursuant to 13a-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 * 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ** 32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ** 95 Mine Safety Disclosure * 101.INS XBRL Instance Document * 101.SCH XBRL Taxonomy Extension Schema Document * 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document * 101.DEF XBRL Taxonomy Extension Definition Linkbase Document * 101.LAB XBRL Taxonomy Extension Label Linkbase Document * 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document * 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)* (1) Incorporated by reference to the exhibits to the registrant’s Registration Statement on Form S-1, as amended (SEC File 333-216050). (2) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on January 18, 2018. (3) Incorporated by reference to the exhibits to the registrant’s Amendment No. 1 to the Current Report on Form 8-K/A, filed on January 22, 2018. (4) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on March 23, 2018. (5) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on May 10, 2018. (6) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on May 3, 2019. (7) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on August 30, 2019. (8) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on February 27, 2020. (9) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on June 3, 2020. 50 (10) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on October 30, 2020. (11) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on September 1, 2020. (12) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on January 4, 2021. (13) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on February 24, 2021. (14) Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on June 10, 2021. Incorporated by reference to the exhibits to the registrant’s Current Report on Form 8-K, filed on January 4, 2021. (15) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on October 28, 2021. (16) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on April 21, 2022. (17) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on August 17, 2022. (18) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on July 22, 2022. (19) Incorporated by reference to the exhibits to the registrant’s Quarterly Report on Form 10-Q, filed on April 25, 2022. (20) Incorporated by reference to the exhibits to the registrant’s Annual Report on Form 10-K, filed on February 22, 2022. (21) Incorporated by reference to the registrant’s Current Report on Form 8-K, filed on January 26, 2023. * Filed herewith. ** Furnished herewith. † Denotes a management contract or compensatory plan or arrangement. 51 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. LIBERTY ENERGY INC. /s/ Christopher A. Wright Date: February 10, 2023 By: Christopher A. Wright Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. Signature Title Date /s/ Christopher A. Wright Chief Executive Officer and Director (Principal Executive Officer) February 10, 2023 Christopher A. Wright /s/ Michael Stock Chief Financial Officer (Principal Financial Officer) February 10, 2023 Michael Stock /s/ Ryan T. Gosney Chief Accounting Officer February 10, 2023 Ryan T. Gosney (Principal Accounting Officer) /s/ Simon Ayat Director February 10, 2023 Simon Ayat /s/ Ken Babcock Director February 10, 2023 Ken Babcock /s/ Peter A. Dea Director February 10, 2023 Peter A. Dea /s/ William F. Kimble Director February 10, 2023 William F. Kimble /s/ James R. McDonald Director February 10, 2023 James R. McDonald /s/ Gale A. Norton Director February 10, 2023 Gale A. Norton /s/ Audrey Robertson Director February 10, 2023 Audrey Robertson /s/ Cary D. Steinbeck Director February 10, 2023 Cary D. Steinbeck 52 Index to Financial Statements Liberty Energy Inc. Management’s Report on Internal Control Over Financial Reporting F-1 Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34 ) F- 2 Consolidated Balance Sheets as of December 31, 202 2 and 20 21 F- 5 Consolidated Statements of Operations for the Years Ended December 31, 202 2 , 202 1 , and 2 020 F- 6 Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2022, 2021, and 2020 F-7 Consolidated Statements of Changes in Equity for the Years Ended December 31, 202 2 and 202 1 F- 8 Consolidated Statements of Cash Flows for the Years Ended December 31, 202 2 , 202 1 , and 20 20 F- 9 Notes to Consolidated Financial Statements F- 11 53 MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING The management of Liberty Energy Inc. is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act. Internal control over financial reporting, no matter how well designed, has inherent limitations. Therefore, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements. Further, because of changes in conditions, effectiveness of internal controls over financial reporting may vary over time. Under the supervision of, and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 2022 based on the framework and criteria established in Internal Control-Integrated Framework (2013) , issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, management concluded that, as of December 31, 2022, our internal control over financial reporting was effective. The effectiveness of Liberty Energy Inc. ’ s internal control over financial reporting as of December 31, 2022 has been audited by Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report that is included herein. F-1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Liberty Energy Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Liberty Energy Inc. and subsidiaries (the “Company”) as of December 31, 2022 and 2021, the related consolidated statements of operations, comprehensive income (loss), changes in equity, and cash flows, for each of the three years in the period ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 10, 2023 expressed an unqualified opinion on the Company’s internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Income Taxes — Tax Receivable Agreements — Refer to Note 12 to the financial statements Critical Audit Matter Description The amounts payable, as well as the timing of such payments, under the tax receivable agreements (“TRAs”) are dependent upon significant future events and assumptions, including among others: (i) the amount of the redeeming unit holder’s tax basis in its Liberty Oilfield Services New HoldCo LLC class B units at the time of the relevant redemption, (ii) the characterization of the tax basis step-up, (iii) the depreciation and amortization periods that apply to the increase in tax basis (iv), the amount and timing of taxable income the Company generates in the future (v) the U.S. federal income tax rate then applicable, and (vi) the portion of the Company’s payments under the TRAs that constitute imputed interest or give rise to depreciable or amortizable tax basis. During the year ended December 31, 2022, exchanges of Liberty Oilfield Services New HoldCo LLC class B units and shares of Class B Common Stock resulted in an increase of $5.1 million in amounts payable pursuant to tax receivable agreements (“TRA payable”), and a net increase of $6.0 million in deferred tax assets, all of which were recorded as equity F-2 transactions, with no impact to the statement of operations. Upon the release of the valuation allowance, the Company recorded a loss on remeasurement of the TRA payable of $76.2 million recorded as part of continuing operations in the current year. At December 31, 2022, the Company’s TRA payable was $118.9 million, all of which is presented as a component of long-term liabilities. We identified the computation of adjustments to the TRA payable as a critical audit matter because of the multiple owners and complex calculations required to arrive at the correct tax basis upon which to calculate the corresponding TRA payable adjustment. This involved complexity in applying relevant tax law and an increased extent of effort, including the need to involve income tax specialists, when performing audit procedures to evaluate the reasonableness of management’s calculation of tax basis, iterative impact of the computation of adjustments to the TRA payable, and TRA payable as of year-end. How the Critical Audit Matter Was Addressed in the Audit: Our audit procedures related to the computation of adjustments to the TRA payable included the following, among others: • We tested the effectiveness of controls over the computation of adjustments to the TRA payable, including management’s calculation of the step-up in tax basis that serves as the basis for the computation of adjustments to the TRA payable. • With the assistance of our income tax specialists, we read the individual TRAs and compared the terms in the agreements for consistency with the mathematical model used by management to calculate the adjustments to the TRA payable. • With the assistance of our income tax specialists, we evaluated management’s computation of adjustments to the TRA payable, and the TRA payable as of year-end that is payable over the contractual period by comparing to our independently recalculated value, taking into account the various class B unit exchanges for Class B Common Stock occurring during the year as well as the adjustments in the TRA payable for each exchange. /s/ DELOITTE & TOUCHE LLP Denver, Colorado February 10, 2023 We have served as the Company ’ s auditor since 2016. F-3 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Liberty Energy Inc. Opinion on Internal Control over Financial Reporting We have audited the internal control over financial reporting of Liberty Energy Inc. and subsidiaries (the “Company”) as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2022, of the Company and our report dated February 10, 2023, expressed an unqualified opinion on those financial statements. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ DELOITTE & TOUCHE LLP Denver, Colorado February 10, 2023 F-4 LIBERTY ENERGY INC. Consolidated Balance Sheets As of December 31, 2022 and 2021 (Dollars in thousands, except share data) 2022 2021 Assets Current assets: Cash and cash equivalents $ 43,676 $ 19,998 Accounts receivable—trade, net of allowances for credit losses of $ 884 and $ 884 , respectively 410,308 298,531 Unbilled revenue (including amounts from related parties of $ 13,854 and $ 0 , respectively) 175,704 108,923 Inventories 214,454 134,593 Prepaid and other current assets 112,531 68,332 Total current assets 956,673 630,377 Property and equipment, net 1,362,364 1,199,287 Finance lease right-of-use assets 41,771 18,201 Operating lease right-of-use assets 97,232 109,899 Other assets (including amounts from related parties of $ 11,799 and $ 0 , respectively) 105,300 82,289 Deferred tax asset 12,592 607 Total assets $ 2,575,932 $ 2,040,660 Liabilities and Equity Current liabilities: Accounts payable (including payables to related parties of $ 2,629 and $ 2,732 , respectively) $ 326,818 $ 288,801 Accrued liabilities (including amounts due to related parties of $ 730 and $ 1,142 , respectively) 279,113 235,115 Deferred revenue 3,859 4,552 Current portion of long-term debt, net of discount of $ 730 and $ 743 , respectively 1,020 1,007 Current portion of finance lease liabilities 11,393 8,743 Current portion of operating lease liabilities 27,294 31,029 Total current liabilities 649,497 569,247 Long-term debt, net of discount of $ 540 and $ 1,270 , respectively, less current portion 217,426 121,445 Deferred tax liability 1,044 563 Payable pursuant to tax receivable agreements 118,874 37,555 Noncurrent portion of finance lease liabilities 22,490 4,445 Noncurrent portion of operating lease liabilities 69,295 76,966 Total liabilities 1,078,626 810,221 Commitments & contingencies (Note 15) Stockholders’ equity: Preferred Stock, $ 0.01 par value, 10,000 shares authorized and none issued and outstanding — — Common Stock: Class A, $ 0.01 par value, 400,000,000 shares authorized and 178,753,125 issued and outstanding as of December 31, 2022 and 183,385,111 issued and outstanding as of December 31, 2021 1,788 1,834 Class B, $ 0.01 par value, 400,000,000 shares authorized and 250,222 issued and outstanding as of December 31, 2022 and 2,632,347 issued and outstanding as of December 31, 2021 3 26 Additional paid in capital 1,266,097 1,367,642 Retained earnings (accumulated deficit) 234,525 ( 155,954 ) Accumulated other comprehensive loss ( 7,396 ) ( 306 ) Total stockholders’ equity 1,495,017 1,213,242 Non-controlling interest 2,289 17,197 Total equity 1,497,306 1,230,439 Total liabilities and equity $ 2,575,932 $ 2,040,660 See Notes to Consolidated Financial Statements. F-5 LIBERTY ENERGY INC. Consolidated Statements of Operations For the Years Ended December 31, 2022, 2021, and 2020 (In thousands, except per share data) 2022 2021 2020 Revenue: Revenue $ 4,000,780 $ 2,447,140 $ 965,787 Revenue—related parties 148,448 23,642 — Total revenue 4,149,228 2,470,782 965,787 Operating costs and expenses: Cost of services (exclusive of depreciation, depletion, and amortization shown separately below) 3,149,036 2,249,926 857,981 General and administrative 180,040 123,406 84,098 Transaction, severance, and other costs 5,837 15,138 21,061 Depreciation, depletion, and amortization 323,028 262,757 180,084 (Gain) loss on disposal of assets ( 4,603 ) 779 ( 411 ) Total operating costs and expenses 3,653,338 2,652,006 1,142,813 Operating income (loss) 495,890 ( 181,224 ) ( 177,026 ) Other expense (income): Loss (gain) on remeasurement of liability under tax receivable agreements 76,191 ( 19,039 ) — Gain on investments ( 2,525 ) — — Interest income—related party — — ( 263 ) Interest expense, net 22,715 15,603 14,768 Total other expense (income), net 96,381 ( 3,436 ) 14,505 Net income (loss) before income taxes 399,509 ( 177,788 ) ( 191,531 ) Income tax (benefit) expense ( 793 ) 9,216 ( 30,857 ) Net income (loss) 400,302 ( 187,004 ) ( 160,674 ) Less: Net income (loss) attributable to non-controlling interests 700 ( 7,760 ) ( 45,091 ) Net income (loss) attributable to Liberty Energy Inc. stockholders $ 399,602 $ ( 179,244 ) $ ( 115,583 ) Net income (loss) attributable to Liberty Energy Inc. stockholders per common share: Basic $ 2.17 $ ( 1.03 ) $ ( 1.36 ) Diluted $ 2.11 $ ( 1.03 ) $ ( 1.36 ) Weighted average common shares outstanding: Basic 184,334 174,019 85,242 Diluted 189,349 174,019 85,242 See Notes to Consolidated Financial Statements. F-6 LIBERTY ENERGY INC. Consolidated Statements of Comprehensive Income (Loss) For the Years Ended December 31, 2022, 2021, and 2020 (In thousands) 2022 2021 2020 Net income (loss) $ 400,302 $ ( 187,004 ) $ ( 160,674 ) Other comprehensive loss Foreign currency translation ( 7,097 ) ( 102 ) — Comprehensive income (loss) $ 393,205 $ ( 187,106 ) $ ( 160,674 ) Comprehensive income (loss) attributable to non-controlling interest 693 ( 7,556 ) ( 45,091 ) Comprehensive income (loss) attributable to Liberty Energy Inc. $ 392,512 $ ( 179,550 ) $ ( 115,583 ) See Notes to Consolidated Financial Statements. F-7 LIBERTY ENERGY INC. Consolidated Statements of Changes in Equity For the Years Ended December 31, 2022 and 2021 (In thousands, except per share and per unit data) Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital (Accumulated Deficit) Retained Earnings Accumulated Other Comprehensive Loss Total Stockholders’ equity Non-controlling Interest Total Equity Balance—December 31, 2021 183,385 2,632 $ 1,834 $ 26 $ 1,367,642 $ ( 155,954 ) $ ( 306 ) $ 1,213,242 $ 17,197 $ 1,230,439 Exchange of Class B Common Stock for Class A Common Stock 2,382 ( 2,382 ) 23 ( 23 ) 16,495 — — 16,495 ( 16,495 ) — Offering Costs — — — — ( 79 ) — — ( 79 ) — ( 79 ) Effect of exchange on deferred tax asset, net of liability under tax receivable agreements — — — — 3,757 — — 3,757 — 3,757 Deferred tax impact of ownership changes from issuance of Class A Common Stock — — — — ( 9,879 ) — — ( 9,879 ) — ( 9,879 ) $ 0.05 /share of Class A Common Stock dividend — — — — — ( 9,123 ) — ( 9,123 ) — ( 9,123 ) $ 0.05 /unit distribution to non-controlling unitholders — — — — — — — — ( 13 ) ( 13 ) Other distributions and advance payments to non-controlling interest unitholders — — — — — — — — 920 920 Share repurchases ( 8,186 ) — ( 81 ) — ( 125,134 ) — — ( 125,215 ) ( 98 ) ( 125,313 ) Stock-based compensation expense — — — — 23,003 — — 23,003 105 23,108 Vesting of restricted stock units 1,172 — 12 — 8 — — 20 ( 20 ) — Tax withheld on vesting of restricted stock units — — — — ( 9,716 ) — — ( 9,716 ) — ( 9,716 ) Currency translation adjustment — — — — — — ( 7,090 ) ( 7,090 ) ( 7 ) ( 7,097 ) Net income — — — — — 399,602 — 399,602 700 400,302 Balance—December 31, 2022 178,753 250 $ 1,788 $ 3 $ 1,266,097 $ 234,525 $ ( 7,396 ) $ 1,495,017 $ 2,289 $ 1,497,306 Shares of Class A Common Stock Shares of Class B Common Stock Class A Common Stock, Par Value Class B Common Stock, Par Value Additional Paid in Capital Retained Earnings (Accumulated Deficit) Accumulated Other Comprehensive Loss Total Stockholders’ equity Non-controlling Interest Total Equity Balance - December 31, 2020 157,952 21,550 $ 1,579 $ 216 $ 1,125,554 $ 23,288 $ — $ 1,150,637 $ 159,406 $ 1,310,043 Exchange of Class B Common Stock for Class A Common Stock 21,359 ( 21,359 ) 214 ( 214 ) 153,641 — — 153,641 ( 153,641 ) — Offering Costs — — — — ( 1,247 ) — — ( 1,247 ) ( 75 ) ( 1,322 ) Issuance of Class A and Class B Common Stock for the PropX Acquisition 3,406 2,441 34 24 88,979 — — 89,037 2,052 91,089 Impact of ownership changes from issuance of Class A and Class B Common Stock — — — — ( 15,325 ) — — ( 15,325 ) 15,325 — Other distributions and advance payments to non-controlling interest unitholders — — — — — — — — 1,372 1,372 Stock-based compensation expense — — — — 19,122 — — 19,122 824 19,946 Vesting of restricted stock units 668 — 7 — ( 3,082 ) — — ( 3,075 ) ( 510 ) ( 3,585 ) Restricted stock and RSU Forfeitures — — — — — 2 — 2 — 2 Currency translation adjustment — — — — — — ( 306 ) ( 306 ) 204 ( 102 ) Net loss — — — — — ( 179,244 ) — ( 179,244 ) ( 7,760 ) ( 187,004 ) Balance - December 31, 2021 183,385 2,632 $ 1,834 $ 26 $ 1,367,642 $ ( 155,954 ) $ ( 306 ) $ 1,213,242 $ 17,197 $ 1,230,439 See Notes to Consolidated Financial Statements. F-8 LIBERTY ENERGY INC. Consolidated Statements of Cash Flows For the Years Ended December 31, 2022, 2021, and 2020 (Dollars in thousands) 2022 2021 2020 Cash flows from operating activities: Net income (loss) $ 400,302 $ ( 187,004 ) $ ( 160,674 ) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization 323,028 262,757 180,084 (Gain) loss on disposal of assets ( 4,603 ) 779 ( 411 ) Inventory write-down 1,724 — 1,087 Non-cash lease expense 3,733 3,823 3,668 Stock-based compensation expense 23,108 19,946 17,139 Deferred income tax (benefit) expense ( 12,472 ) 5,079 ( 25,546 ) Loss (gain) on remeasurement of liability under tax receivable agreements 76,191 ( 19,039 ) 543 Other non-cash expense, net 4 2,037 2,232 Provision for credit losses — 745 4,877 Changes in operating assets and liabilities: Accounts receivable and unbilled revenue ( 166,605 ) ( 90,142 ) 53,057 Accounts receivable and unbilled revenue—related party ( 25,522 ) — 9,629 Inventories ( 84,989 ) ( 24,612 ) 2,137 Other assets ( 56,161 ) ( 30,955 ) 13,780 Prepaid and other current assets—related party — 24,708 — Deferred revenue ( 593 ) 3,452 — Accounts payable and accrued liabilities 57,796 160,584 ( 15,282 ) Accounts payable and accrued liabilities—related party ( 1,864 ) 3,874 — Initial payment of operating lease liability ( 2,713 ) ( 565 ) ( 895 ) Net cash provided by operating activities 530,364 135,467 85,425 Cash flows from investing activities: Purchases of property and equipment and construction in-progress ( 451,905 ) ( 198,794 ) ( 103,637 ) Investment in sand logistics ( 7,415 ) ( 13,106 ) — Investment in Fervo Energy Company and Natron Energy, Inc. ( 15,000 ) — — Proceeds from sales of assets 23,664 25,406 3,368 Net cash used in investing activities ( 450,656 ) ( 186,494 ) ( 100,269 ) Cash flows from financing activities: Proceeds from borrowings on line-of-credit 713,000 274,000 — Repayments of borrowings on line-of-credit ( 616,000 ) ( 256,000 ) — Repayments of borrowings on term loan ( 1,750 ) ( 1,750 ) ( 1,750 ) Payments on finance lease obligations ( 6,947 ) ( 7,363 ) ( 11,663 ) Class A Common Stock dividends and dividend equivalents upon restricted stock vesting ( 9,164 ) ( 168 ) ( 4,431 ) Per unit distributions to non-controlling interest unitholders ( 13 ) — ( 1,532 ) Other distributions and advance payments to non-controlling interest unitholders 920 1,372 ( 6,800 ) Share repurchases ( 125,313 ) — — Tax withholding on restricted stock units ( 9,716 ) ( 3,585 ) ( 988 ) Payment of equity issuance costs ( 79 ) ( 1,330 ) ( 1,641 ) Payments of debt issuance costs ( 708 ) ( 3,120 ) ( 63 ) Net cash (used in) provided by financing activities ( 55,770 ) 2,056 ( 28,868 ) Net increase (decrease) in cash and cash equivalents 23,938 ( 48,971 ) ( 43,712 ) Translation effect on cash ( 260 ) ( 9 ) — Cash and cash equivalents—beginning of period 19,998 68,978 112,690 Cash and cash equivalents—end of period $ 43,676 $ 19,998 $ 68,978 F-9 LIBERTY ENERGY INC. Consolidated Statements of Cash Flows (cont.) For the Years Ended December 31, 2022, 2021, and 2020 (Dollars in thousands) 2022 2021 2020 Supplemental disclosure of cash flow information: Net cash paid (received) for income taxes $ 10,744 $ ( 9,481 ) $ ( 9,653 ) Cash paid for interest $ 20,310 $ 13,268 $ 11,218 Non-cash investing and financing activities: Capital expenditures included in accounts payable and accrued liabilities $ 107,514 $ 57,475 $ 10,920 Capital expenditures reclassified from prepaid and other current assets $ 14,922 $ — $ — Equity issued in exchange for assets and liabilities $ — $ 91,089 $ 683,822 See Notes to Consolidated Financial Statements. F-10 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 1— Organization and Basis of Presentation Organization Liberty Energy Inc., formerly known as Liberty Oilfield Services Inc. (the “Company”) was incorporated as a Delaware corporation on December 21, 2016, to become a holding corporation for Liberty Oilfield Services New HoldCo LLC (“Liberty LLC”) and its subsidiaries upon completion of a corporate reorganization (the “Corporate Reorganization”) and planned initial public offering of the Company (“IPO”). On April 19, 2022, the stockholders of the Company approved an amendment to the Company’s Amended and Restated Certificate of Incorporation for the purpose of changing the Company’s name from “Liberty Oilfield Services Inc.” to “Liberty Energy Inc.” and thereafter, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation to reflect the new name, effective April 25, 2022. The Company has no material assets other than its ownership of units in Liberty LLC (“Liberty LLC Units”). Effective January 31, 2023, Liberty LLC was merged into the Company, with the Company surviving the merger. In connection with the merger all outstanding shares of the Company’s Class B Common Stock, par value $ 0.01 per share (the “Class B Common Stock”) were redeemed and exchanged for an equal number of shares of the Company’s Class A Common Stock, par value $ 0.01 per share (the “Class A Common Stock”, and together with the Class A Common Stock, the “Common Stock”). The Company did not make any distributions or receive any proceeds in connection with this exchange. Refer to Note 16 — Subsequent Events for more information. The Company, together with its subsidiaries, is a leading integrated energy services and technology company focused on providing innovative hydraulic fracturing services and related technologies to onshore oil and natural gas exploration and production (“E&P”) companies in North America. We offer customers hydraulic fracturing services, together with complementary services including wireline services, proppant delivery solutions, data analytics, related goods (including our sand mine operations), and technologies that will facilitate lower emission completions, thereby helping our customers reduce their emissions profile. Basis of Presentation The accompanying consolidated financial statements were prepared using generally accepted accounting principles in the United States of America (“GAAP”) and the instructions to Form 10-K, Regulation S-X and the rules and regulations of the Securities and Exchange Commission. The accompanying consolidated financial statements and related notes present the consolidated financial position of the Company and equity of the Company as of and for the years ended December 31, 2022 and 2021, and the results of operations and cash flows of the Company for the years ended December 31, 2022, 2021, and 2020. The consolidated financial statements include the amounts of the Company and all majority owned subsidiaries where the Company has the ability to exercise control. All intercompany amounts have been eliminated in the presentation of the consolidated financial statements of the Company. The Company’s operations are organized into a single reportable segment, which consists of hydraulic fracturing and related goods and services. Note 2— Significant Accounting Policies Business Combinations Business combinations are accounted for using the acquisition method of accounting in accordance with the Accounting Standard Codification (“ASC”) Topic 805 - Business Combinations, as amended by Accounting Standards Update (“ASU”) 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business. The purchase price is allocated to the assets acquired and liabilities assumed based on their estimated fair values. Fair value of the acquired assets and liabilities is measured in accordance with the guidance of ASC 850, Fair Value Measurements, using discounted cash flows and other applicable valuation techniques. Any acquisition related costs incurred by the Company are expensed as incurred. Any excess purchase price over the fair value of the net identifiable assets acquired is recorded as goodwill if the definition of a business is F-11 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements met. Operating results of an acquired business are included in our results of operations from the date of acquisition. Refer to Note 3—Acquisitions. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The consolidated financial statements include certain amounts that are based on management’s best estimates and judgments. The most significant estimates relate to the fair value of assets acquired and liabilities assumed, collectability of accounts receivable and estimates of allowance for doubtful accounts, the useful lives and salvage values of long-lived assets, future cash flows associated with long-lived assets, net realizable value of inventory, equity unit valuation, deferred taxes, and the tax receivable agreements value. These estimates may be adjusted as more current information becomes available. Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it has banking relationships. As of the balance sheet date, and periodically throughout the year, the Company has maintained balances in various operating accounts in excess of federally insured limits. Accounts Receivable In accordance with Accounting Standards Updates ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) : Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), the Company applies historic loss factors to its receivable portfolio segments that were not expected to be further impacted by current economic developments, and additional economic conditions factor to portfolio segments anticipated to experience greater losses in the current economic environment. Additionally, the Company continuously evaluates customers based on risk characteristics, such as historical losses and current economic conditions. Due to the cyclical nature of the oil and gas industry, the Company often evaluates its customers’ estimated losses on a case-by-case basis. The Company did not record an additional provision for credit losses during the year ended December 31, 2022. During the years ended December 31, 2021 and 2020, the Company recorded a provision for credit losses of $ 0.7 million and $ 4.9 million, respectively, related to two customers inability to pay and the deteriorating economic conditions for the oil and gas industry brought on by the COVID-19 pandemic. Provisions for credit losses are included in general and administrative expenses in the accompanying consolidated statement of operations, in accordance with the new standard. Refer to “Credit Risk” within Note 9—Fair Value Measurements and Financial Instruments for additional disclosures required under ASU 2016-13. Inventories Inventories consist of raw materials used in the hydraulic fracturing process, such as proppants, chemicals, and field service equipment maintenance parts and other and are stated at the lower of cost, determined using the weighted average cost method, or net realizable value. Inventories are charged to cost of services as used when providing hydraulic fracturing services. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable cost of completion, disposal, and transportation. Property and Equipment Property and equipment are stated at cost. Depreciation and amortization expense is recognized on property and equipment, excluding land, utilizing the straight-line method over the estimated useful lives, ranging from two to 30 years. The Company estimates salvage values that it does not depreciate. Construction in-progress, a component of property and equipment, represents long-lived assets not yet in service or being developed by the Company. These assets are not subject to depreciation until they are completed and ready for their intended use, at which point the Company reclassifies them to field services equipment or vehicles, as appropriate. The Company assesses its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability is assessed using undiscounted future net cash flows of assets grouped at the lowest level for which there are identifiable cash flows independent of the cash flows of other groups of assets. The Company determined the lowest level of identifiable cash flows to be at the asset group, which is the aggregate of the Company’s hydraulic fracturing fleets that are in service. A long-lived asset is not recoverable if its carrying amount exceeds the sum of estimated undiscounted cash flows expected to result from the use and eventual disposition. When F-12 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements alternative courses of action to recover the carrying amount of the asset group are under consideration, estimates of future undiscounted cash flows take into account possible outcomes and probabilities of their occurrence. If the carrying amount of the asset is not recoverable, an impairment loss is recognized in an amount by which its carrying amount exceeds its estimated fair value, such that its carrying amount is adjusted to its estimated fair value, with an offsetting charge to impairment expense. The Company measures the fair value of its property and equipment using the discounted cash flow method. The expected future cash flows used for impairment reviews and related fair value calculations are based on judgmental assessments of projected revenue growth, fleet count, utilization, gross margin rates, selling, general and administrative rates, working capital fluctuations, capital expenditures, discount rates and terminal growth rates. As of December 31, 2022 and 2021, the Company concluded that no triggering events had occurred, and no impairment was recognized during the years ended December 31, 2022 and 2021. During the year ended December 31, 2020, as a result of negative market indicators including the COVID-19 pandemic, the increased supply of low-priced oil, and customer cancellations, the Company concluded these triggering events could indicate possible impairment of property and equipment. The Company performed a quantitative and qualitative impairment analysis and determined that no impairment had occurred as of June 30, 2020. As of December 31, 2020, the Company concluded that no additional triggering events had occurred, and no impairment was recognized during the year ended December 31, 2020. Major Maintenance Activities The Company incurs maintenance costs on its major equipment. The determination of whether an expenditure should be capitalized or expensed requires management judgment in the application of how the costs incurred benefit future periods, relative to the Company’s capitalization policy. Costs that either establish or increase the efficiency, productivity, functionality or life of a fixed asset are capitalized and depreciated over the remaining useful life of the asset. Leases In accordance with Accounting Standard Codification (“ASC”) Topic 842, the Company determines if an arrangement is a lease at inception and evaluates identified leases for operating or finance lease treatment. Operating or finance lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The Company uses the rate implicit in the lease, when available, or an estimated fully collateralized incremental borrowing rate corresponding with the lease term and the information available at the commencement date in determining the present value of lease payments. Lease terms may include options to renew, however, the Company typically cannot determine its intent to renew a lease with reasonable certainty at inception. Additionally, the Company is a lessor in several operating leases in which the lease equipment is carried at amortized cost. Depreciation expense is recorded on a straight-line basis over its useful life to the estimated residual value. The lessee may not purchase the leased equipment and must return such equipment by the lease's scheduled maturity date. Deferred Financing Costs Costs associated with obtaining debt financing are deferred and amortized to interest expense using the effective interest method. In accordance with ASU No. 2015-03 and 2015-15, for all periods the Company has reflected deferred financing costs related to term loan debt as a direct deduction from the carrying amount, and costs associated with line-of-credit arrangements as other assets. Income Taxes Deferred income taxes are computed using the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Deferred tax assets and liabilities are calculated using the enacted tax rates in effect for the year in which the deferred tax asset or liability is expected to reverse. The Company classifies all deferred tax assets and liabilities as non-current. The Company records Global Intangible Low Tax Income as a current period expense. The Company evaluates its deferred tax assets quarterly and considers both positive and negative evidence in applying the guidance of ASC 740 Income Taxes (“ASC 740”) related to the realizability of its deferred tax assets. On December 31, 2022, in accordance with ASC 740, the objective positive evidence of entering into a three-year cumulative pre-tax book income position, along with considering all available positive and negative evidence resulted in the release of the previously recorded valuation allowance against the Company’s U.S. net deferred tax assets. The Company recognizes the financial statement effects of a tax position when it is more-likely-than-not, based on the technical merits, that the position will be sustained upon examination. A tax position that meets the more-likely-than-not F-13 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements recognition threshold is measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement with a taxing authority. Previously recognized tax positions are reversed in the first period in which it is no longer more-likely-than-not that the tax position would be sustained upon examination. Income tax related interest and penalties, if applicable, are recorded as a component of the provision for income tax expense. Tax Receivable Agreements In connection with the IPO, on January 17, 2018, the Company entered into two Tax Receivable Agreements (the “TRAs”) with the R/C Energy IV Direct Partnership, L.P. and certain legacy owners that continued to own Liberty LLC Units (each such person and any permitted transferee, a “Tax Receivable Agreement Holder” and together, the “Tax Receivable Agreement Holders”). The TRAs generally provide for the payment by the Company of 85% of the net cash savings, if any, in U.S. federal, state, and local income tax and franchise tax (computed using simplifying assumptions to address the impact of state and local taxes) that the Company actually realizes (or is deemed to realize in certain circumstances) in periods after the IPO as a result, as applicable to each Tax Receivable Agreement Holder, of (i) certain increases in tax basis that occur as a result of the Company’s acquisition (or deemed acquisition for U.S. federal income tax purposes) of all or a portion of such Tax Receivable Agreement Holder’s Liberty LLC Units in connection with the IPO or pursuant to the exercise of the right (the “Redemption Right”) or the Company’s right (the “Call Right”), (ii) any net operating losses available to the Company as a result of the Corporate Reorganization, and (iii) imputed interest deemed to be paid by the Company as a result of, and additional tax basis arising from, any payments the Company makes under the TRAs. With respect to obligations the Company expects to incur under the TRAs (except in cases where the Company elects to terminate the TRAs early, the TRAs are terminated early due to certain mergers, asset sales, or other changes of control or the Company has available cash but fails to make payments when due), generally the Company may elect to defer payments due under the TRAs if the Company does not have available cash to satisfy its payment obligations under the TRAs or if its contractual obligations limit its ability to make such payments. Any such deferred payments under the TRAs generally will accrue interest. In certain cases, payments under the TRAs may be accelerated and/or significantly exceed the actual benefits, if any, the Company realizes in respect of the tax attributes subject to the TRAs. The Company accounts for amounts payable under the TRAs in accordance with ASC Topic 450, Contingencies . If the Company experiences a change of control (as defined under the TRAs) or the TRAs otherwise terminate early, the Company’s obligations under the TRAs could have a substantial negative impact on its liquidity and could have the effect of delaying, deferring or preventing certain mergers, asset sales, or other forms of business combinations or changes of control. Share Repurchases The Company accounts for the purchase price of repurchased Class A Common Stock in excess of par value ($ 0.01 per share of Class A Common Stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero. Thereafter, any excess purchase price will be recorded as an reduction to retained earnings. All Class A Common Stock shares repurchased are retired upon repurchase. Revenue Recognition Under ASC Topic 606- Revenue from Contracts with Customers , revenue recognition is based on the transfer of control, or the customer’s ability to benefit from the services and products in an amount that reflects the consideration expected to be received in exchange for those services and products. In recognizing revenue for services and products, the transaction price is determined from sales orders or contracts with customers. Revenue is recognized at the completion of each fracturing stage, and in most cases the price at the end of each stage is fixed, however, in limited circumstances contracts may contain variable consideration. Variable consideration typically may relate to discounts, price concessions and incentives. The Company estimates variable consideration based on the amount of consideration we expect to receive. The Company accrues revenue on an ongoing basis to reflect updated information for variable consideration as performance obligations are met. The Company also assesses customers’ ability and intention to pay, which is based on a variety of factors including historical payment experience and financial condition. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 30 to 45 days. In connection with the adoption of ASC Topic 842, the Company determined that certain of its service revenue contracts contain a lease component. The Company elected to adopt a practical expedient available to lessors, which allows the Company to combine the lease and non-lease components and account for the combined component in accordance with the accounting treatment for the predominant component. Therefore, the Company combines the lease and service component for certain of the F-14 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Company’s service contracts and continues to account for the combined component under ASC Topic 606, Revenue from Contracts with Customers. Deferred Revenue From time to time, the Company may require partial payment in advance from new customers to secure credit or from existing customers in order to secure additional hydraulic fracturing services. Initially, such payments are recorded in the accompanying consolidated financial statements as deferred revenue, and upon performance of the agreed services, the Company recognizes revenue consistent with its revenue recognition policy described above. As of December 31, 2022 and 2021, the Company had $ 3.9 million and $ 4.6 million recorded as deferred revenue, respectively. Transaction, Severance and Other Costs During 2022, the Company incurred transaction and integration related costs in connection with the PropX Acquisition (as defined below). Such costs include investment banking, legal, accounting and other professional services provided in connection with closing the transaction and are expensed as incurred . Additionally, during 2021, the Company incurred transaction and integration related costs in connection with the OneStim Acquisition (as defined below) and PropX Acquisition. The Company incurred transaction costs in 2020 related to the OneStim Acquisition and severance and other costs related to the reduction in workforce in April 2020 and the commencement of furlough schedules for remaining employees in May 2020. Payments made to employees leaving the Company, as well as benefits paid to employees while on furlough are recorded to transaction, severance and other costs in the accompanying consolidated statements of operations for the year ended December 31, 2020. Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiary into the U.S. dollar reporting currency. The Canadian dollar is the functional currency of the Company’s foreign subsidiary as it is the primary currency within the economic environment in which the subsidiary operates. Assets and liabilities of the subsidiary’s operations are translated into U.S. dollars at the rate of exchange in effect on the balance sheet date and income and expenses are translated at the average exchange rate in effect during the reporting period. Adjustments resulting from the translation of the subsidiary’s financial statements are reported in other comprehensive income. Reclassifications Certain amounts in the prior period financial statements have been reclassified from interest income to interest expense, net in the accompanying consolidated statements of operation to conform to the presentation of the current period financial statements. Additionally, amounts in the prior period financial statements have been reclassified from amortization of debt issuance costs to other non-cash (income) expense, net in the accompanying consolidated statement of cash flows to conform to the presentation of the current period financial statements. These reclassifications had no effect on the previously reported net income or loss. Note 3— Acquisitions PropX Acquisition On October 26, 2021, the Company entered into the certain Unit Purchase Agreement (the “Transaction Agreement”) with Proppant Express Investments, LLC to acquire the assets and liabilities of Proppant Express Solutions, LLC (“PropX”), which provides last-mile proppant delivery solutions, including proppant handling equipment and logistics software across North America (the “PropX Acquisition”). PropX was acquired in exchange for $ 11.9 million in cash and 3,405,526 shares of the Company’s Class A Common Stock and 2,441,010 shares of the Company’s Class B Common Stock, for total consideration of $ 103.0 million based on the October 26, 2021 closing price of Class A Common Stock of $ 15.58 . In connection with the issuance of 2,441,010 shares of Class B Common Stock, Liberty LLC also issued 2,441,010 Liberty LLC Units to the Company. The Liberty LLC Units are redeemable for an equivalent number of shares of Class A Common Stock at any time, at the election of the shareholder. The Company accounted for the PropX Acquisition using the acquisition method of accounting. The aggregate purchase price noted above was allocated to the major categories of assets acquired and liabilities assumed based upon their estimated fair value at the date of the acquisition. The estimated fair values of certain assets and liabilities require significant judgments and estimates. The majority of the measurements of assets acquired and liabilities assumed, are based on inputs that are not observable in the market and thus represent Level 3 inputs. F-15 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements In accordance with ASC Topic 805, an acquirer is allowed a period, referred to as the measurement period, in which to complete its accounting for the transaction. Such measurement period ends at the earliest date that the acquirer a) receives the information necessary or b) determines that it cannot obtain further information, and such period may not exceed one year. As the PropX Acquisition closed on October 26, 2021 the Company completed the purchase price allocation, particularly as it relates to current assets and current liabilities, during the year ended December 31, 2022. The following table summarizes the fair value of the consideration transferred in the PropX Acquisition and the allocation of the purchase price to the fair value of the assets acquired and liabilities assumed as of October 26, 2021, the date of the closing of the PropX Acquisition: ($ in thousands) Total Purchase Consideration: Consideration $ 103,023 Cash and cash equivalents $ 53 Accounts receivable and unbilled revenue 4,089 Inventory 8 Prepaid and other current assets 1,722 Property and equipment (1) 94,137 Intangible assets (included in other assets in the accompanying consolidated balance sheet as of December 31, 2021) (2) 7,100 Total identifiable assets acquired 107,109 Accounts payable 2,152 Accrued liabilities 1,934 Total liabilities assumed 4,086 Total purchase consideration $ 103,023 (1) Useful lives average of 10 years, see Note 5—Property and Equipment (2) Definite lived intangibles with an amortization period ranging from seven to 10 years Transaction costs, costs associated with issuing additional equity and integration costs were recognized separately from the acquisition of assets and assumptions of liabilities in the PropX Acquisition. Transaction costs consist of legal and professional fees. Integration costs consist of expenses incurred to integrate PropX’s operations, aligning accounting processes and procedures, and integrating its enterprise resource planning system with those of the Company. Merger and integration costs are expensed as incurred, and equity offering costs were recorded as a reduction to additional paid in capital. The Company’s consolidated statements of operations for the year ended December 31, 2021 includes 66 days of PropX operations as the PropX Acquisition closed on October 26, 2021. The Company does not present pro forma financial information for the periods prior to the PropX Acquisition as such information, after elimination of PropX’s historical transactions with the Company, is not materially different than the results presented in the accompanying Consolidated Statements of Operations for years ended December 31, 2021 and 2020. OneStim Acquisition On August 31, 2020 the Company and certain of its subsidiaries entered into the certain Master Transaction Agreement (the “Transaction Agreement”) with Schlumberger Technology Corporation and Schlumberger Canada Limited (collectively “Schlumberger”), pursuant to which the Company acquired certain assets and liabilities of Schlumberger’s OneStim® business, which provides hydraulic fracturing pressure pumping services in onshore United States and Canada (such entire business of Schlumberger “OneStim,” and the portion of OneStim acquired pursuant to the Transaction Agreement the “Transferred Business”) in exchange for 57,377,232 shares of Class A Common Stock and a non-interest bearing demand promissory note (the “Canadian Buyer Note” and such acquisition, the “OneStim Acquisition”). The Canadian Buyer Note was settled for 8,948,902 shares of Class A Common Stock, and a total of 66,326,134 shares of Class A Common Stock were issued in connection with the OneStim Acquisition. Effective December 31, 2020, Schlumberger owned approximately 37.0 % of the Company’s issued and outstanding shares of Common Stock. In connection with the issuance of 66,326,134 shares of Class A Common Stock, Liberty LLC also issued 66,326,134 Liberty LLC Units to the Company. F-16 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The OneStim Acquisition was completed for total consideration of approximately $ 683.8 million based on the value of the Canadian Buyer Note and the closing price of the Class A Common Stock on December 31, 2020. The Company accounted for the OneStim Acquisition using the acquisition method of accounting. The aggregate purchase price noted above was allocated to the major categories of assets acquired and liabilities assumed based upon their estimated fair value at the date of the acquisition. The estimated fair values of certain assets and liabilities, including accounts receivable, require significant judgments and estimates. The majority of the measurements of assets acquired and liabilities assumed, are based on inputs that are not observable in the market and thus represent Level 3 inputs. In accordance with ASC Topic 805, an acquirer is allowed a period, referred to as the measurement period, in which to complete its accounting for the transaction. Such measurement period ends at the earliest date that the acquirer a) receives the information necessary or b) determines that it cannot obtain further information, and such period may not exceed one year. As the OneStim Acquisition closed on December 31, 2020 the Company completed the purchase price allocation during the year ended December 31, 2021. Transaction costs, costs associated with issuing additional equity and integration costs were recognized separately from the acquisition of assets and assumptions of liabilities in the OneStim Acquisition. Transaction costs consist of legal and professional fees and pre-merger notification fees. Equity offering costs consist of expenses incurred related to the Special Meeting of Stockholders, including the costs to prepare the required filings associated with such meeting, held on November 3, 2020. Integration costs consist of expenses incurred to integrate OneStim’s operations, aligning accounting processes and procedures, and integrating its enterprise resource planning system with those of the Company. Merger and integration costs are expensed as incurred, and equity offering costs were recorded as a reduction to additional paid in capital. The following combined pro forma information assumes the OneStim Acquisition occurred on January 1, 2020. The pro forma information presented below is for illustrative purposes only and does not reflect future events that occurred after December 31, 2020 or any operating efficiencies or inefficiencies that may result from the OneStim Acquisition. The information is not necessarily indicative of results that would have been achieved had the Company controlled OneStim during the periods presented. Year ended December 31, (unaudited, in thousands) 2020 Revenue $ 2,191,894 Net loss ( 1,052,807 ) Less: Net loss attributable to non-controlling interests ( 196,020 ) Net loss attributable to Liberty Energy Inc. stockholders $ ( 856,787 ) Net loss attributable to Liberty Energy Inc. stockholders per common share: Basic $ ( 5.65 ) Diluted $ ( 5.65 ) Weighted average common shares outstanding: Basic 151,568 Diluted 151,568 The Company’s consolidated statements of operations for the year ended December 31, 2020 does not include any results from OneStim operations as the OneStim Acquisition closed on December 31, 2020. Transaction and integration costs incurred related to both transactions were $ 5.8 million, $ 13.6 million, and $ 8.5 million, for the years ended December 31, 2022, 2021, and 2020, respectively, and are recorded as a component of transaction, severance and other costs in the accompanying consolidated statements of operations. Equity offering costs totaled $ 0.1 million, $ 1.3 million, and $ 1.6 million, for the years ended December 31, 2022, 2021, and 2020, respectively, and are recorded as a reduction to additional paid in capital in the accompanying consolidated balance sheets. F-17 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 4— Inventories Inventories consist of the following: December 31, ($ in thousands) 2022 2021 Proppants $ 31,350 $ 23,413 Chemicals 32,392 17,996 Maintenance parts 150,712 93,184 $ 214,454 $ 134,593 During the year ended December 31, 2022, the lower of cost or net realizable value analysis resulted in the Company recording a write-down to the inventory carrying value of $ 1.7 million, which is included as a component in cost of services in the consolidated statements of operations. The Company did not record any write-down to the inventory carrying value during the year ended December 31, 2021. Note 5— Property and Equipment Property and equipment consist of the following: Estimated useful lives (in years) December 31, 2022 2021 ($ in thousands) Land N/A $ 29,276 $ 33,812 Field services equipment 2 - 10 1,925,848 1,579,420 Vehicles 4 - 7 62,683 61,282 Lease Equipment 10 106,087 64,770 Buildings and facilities 5 - 30 135,281 148,555 Mineral reserves > 25 76,823 76,823 Office equipment and furniture 2 - 7 9,504 8,218 2,345,502 1,972,880 Less accumulated depreciation and depletion ( 1,141,656 ) ( 863,194 ) 1,203,846 1,109,686 Construction in-progress N/A 158,518 89,601 $ 1,362,364 $ 1,199,287 During the years ended December 31, 2022, 2021, and 2020, the Company recognized depreciation expense of $ 302.3 million, $ 243.0 million, and $ 169.9 million, respectively. Depletion expense for the years ended December 31, 2022, 2021, and 2020 was $ 1.2 million, $ 1.2 million, and $ 0.0 million , respectively. As of December 31, 2022 and December 31, 2021, the Company concluded that no triggering events that could indicate possible impairment of property and equipment had occurred, other than related to the assets held for sale discussed below. As of December 31, 2022, the Company classified $ 1.1 million of land and $ 6.2 million of buildings, net of accumulated depreciation, of two properties that it intends to sell within the next year, and that meets the held for sale criteria, to assets held for sale, included in prepaid and other current assets in the accompanying consolidated balance sheet. The Company estimates that the carrying value of the assets were greater than the fair value less the estimated costs to sell, and therefore recorded a $ 1.0 million loss during the year ended December 31, 2022, included as a component of gain on disposal of assets in the accompanying consolidated statements of operations. As of December 31, 2021, the Company determined no assets met the held for sale criteria. Note 6— Leases Lessee Arrangements The Company has operating and finance leases primarily for vehicles, equipment, railcars, office space, and facilities. The terms and conditions for these leases vary by the type of underlying asset. F-18 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Certain leases include variable lease payments for items such as property taxes, insurance, maintenance, and other operating expenses associated with leased assets. Payments that vary based on an index or rate are included in the measurement of lease assets and liabilities at the rate as of the commencement date. All other variable lease payments are excluded from the measurement of lease assets and liabilities, and are recognized in the period in which the obligation for those payments is incurred. The components of lease expense for the years ended as of December 31, 2022, and 2021 were as follows: ($ in thousands) 2022 2021 Finance lease cost: Amortization of right-of-use assets $ 5,827 $ 5,490 Interest on lease liabilities 1,707 1,598 Operating lease cost 43,214 40,365 Variable lease cost 4,801 4,183 Short-term lease cost 6,931 5,026 Total lease cost, net $ 62,480 $ 56,662 Supplemental cash flow and other information related to leases for the year ended December 31, 2022 and 2021 were as follows: ($ in thousands) 2022 2021 Cash paid for amounts included in measurement of liabilities: Operating leases $ 42,108 $ 37,121 Finance leases 10,889 8,598 Right-of-use assets obtained in exchange for new lease liabilities: Operating leases 25,862 71,477 Finance leases 25,888 1,500 During the years ended December 31, 2022 and 2021, the Company amended certain operating leases, the change in terms of which caused the leases to be reclassified to finance leases. In connection with the amendments, the Company recognized finance lease right-of-use assets of $ 3.5 million and liabilities of $ 3.5 million. Additionally, the Company wrote-off operating lease right-of-use assets of $ 0.2 million and liabilities of $ 0.1 million. During the year ended December 31, 2021, the Company amended certain finance leases, the change in terms of which caused the leases to be reclassified to operating leases. In connection with the amendments the Company wrote-off finance lease right-of-use assets of $ 16.6 million and liabilities of $ 12.8 million. Additionally, the Company recognized operating lease right-of-use assets of $ 14.3 million and liabilities of $ 10.7 million. There was no gain or loss recognized as a result of these amendments. Lease terms and discount rates as of December 31, 2022 and 2021 were as follows: December 31, 2022 December 31, 2021 Weighted-average remaining lease term: Operating leases 4.8 years 5.2 years Finance leases 3.1 years 1.5 years Weighted-average discount rate: Operating leases 4.6 % 4.2 % Finance leases 8.2 % 8.6 % F-19 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Future minimum lease commitments as of December 31, 2022 are as follows: ($ in thousands) Finance Operating 2023 $ 11,737 $ 31,073 2024 7,300 24,560 2025 7,411 22,238 2023 12,663 11,110 2027 154 4,572 Thereafter — 14,504 Total lease payments 39,265 108,057 Less imputed interest 5,382 11,468 Total $ 33,883 $ 96,589 The Company’s vehicle leases typically include a residual value guarantee. For the Company’s vehicle leases classified as operating leases, the total residual value guaranteed as of December 31, 2022 is $ 13.1 million; the payment is not probable and therefore has not been included in the measurement of the lease liability and right-of-use asset. For vehicle leases that are classified as finance leases, the Company includes the residual value guarantee, estimated in the lease agreement, in the financing lease liability. Lessor Arrangements The Company leases dry and wet sand containers and conveyor belts to customers through PropX. PropX leases to customers through operating leases, where the lessor for tax purposes is considered to be the owner of the equipment during the term of the lease. The lease agreements do not include options for the lessee to purchase the underlying asset at the end of the lease term for either a stated fixed price or fair market value. However, some of the leases contain a termination clause in which the customer can cancel the contract. The leases can be subject to variable lease payments if the customer requests more units than what is agreed upon in the lease. The Company does not record any lease assets or liabilities related to these variable items. The carrying amount of equipment leased to others, included in property, plant and equipment, under operating leases as of December 31, 2022 and 2021 were as follows: ($ in thousands) December 31, 2022 December 31, 2021 Equipment leased to others - at original cost $ 106,087 $ 64,770 Less: Accumulated depreciation ( 11,408 ) ( 1,377 ) Equipment leased to others - net $ 94,679 $ 63,393 Future payments receivable for operating leases commenced and committed but not delivered as of December 31, 2022 are as follows: ($ in thousands) 2023 $ 16,704 2024 9,218 2025 1,051 2026 — 2027 — Thereafter — Total $ 26,973 Revenues from operating leases for the years ended December 31, 2022 and 2021 were $ 25.5 million and $ 3.2 million, respectively. F-20 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 7— Accrued Liabilities Accrued liabilities consist of the following: ($ in thousands) December 31, 2022 December 31, 2021 Accrued vendor invoices $ 119,801 $ 109,903 Operations accruals 72,348 64,707 Accrued benefits and other 86,964 60,505 $ 279,113 $ 235,115 Note 8— Debt Debt consists of the following: December 31, 2022 2021 Term Loan Outstanding $ 104,716 $ 106,465 Revolving Line of Credit 115,000 18,000 Deferred financing costs and original issue discount ( 1,270 ) ( 2,013 ) Total debt, net of deferred financing costs and original issue discount $ 218,446 $ 122,452 Current portion of long-term debt, net of discount $ 1,020 $ 1,007 Long-term debt, net of discount and current portion 217,426 121,445 $ 218,446 $ 122,452 On September 19, 2017, the Company entered into two credit agreements, a revolving line of credit up to $ 250.0 million subsequently increased to $ 425.0 million, see below, (the “ABL Facility”) and a $ 175.0 million term loan (the “Term Loan Facility”, and together with the ABL Facility the “Credit Facilities”). On July 18, 2022, the Company entered into an amendment to the ABL Facility (the “Seventh ABL Amendment”). The Seventh ABL Amendment amended certain terms, provisions and covenants of the ABL Facility, including among other things: (i) increasing the maximum borrowing amount by $ 75.0 million to $ 425.0 million, subject to certain borrowing base limitations based on percentage of eligible accounts receivable and inventory, (ii) modifying certain covenant and reporting-related baskets, and (iii) replacing LIBOR with the secured overnight financing rate (“SOFR”) as the interest rate benchmark. On August 12, 2022, the Company entered into an amendment to the Term Loan Facility (the “Sixth Term Loan Amendment”). The Sixth Term Loan Amendment amended certain terms, provisions and covenants of the Term Loan Facility, including among other things: (i) a waiver of the fixed charge coverage ratio requirements for up to $ 100.0 million of restricted payments made in connection with the Company’s 2022 stock repurchase program for its common stock; (ii) the addition of a minimum liquidity requirement of $ 150.0 million in order to make selected restricted payments, including those made under the 2022 stock repurchase program; (iii) the modification of certain covenant and reporting-related terms, including an increase in the allowance for permitted purchase money indebtedness from $ 50.0 million to $ 70.0 million; (iv) the addition of a prepayment premium of 1.0 % through the first anniversary of the Sixth Term Loan Amendment effective date; and (v) the addition and modification of several provisions to replace LIBOR with SOFR as the interest rate benchmark. On November 4, 2022, the Company entered into an amendment to the Term Loan Facility (the “Seventh Term Loan Amendment”). The Seventh Term Loan Amendment amended the restricted payments negative covenant of the Term Loan Facility so that the fixed charge coverage ratio requirements for dividend payments are waived, so long as the total of dividends paid and payments made in connection with the Company’s 2022 stock repurchase program does not exceed $ 100.0 million. During the fourth quarter of 2022 the restricted payments negative covenant pertaining to the fixed charge coverage ratio requirements were satisfied and the $ 100.0 million limit no longer applied. Effective January 23, 2023, the Company entered into an Eighth Amendment to the ABL Facility (the “Eighth ABL Amendment”). The Eighth ABL Amendment amends certain terms, provisions and covenants of the ABL Facility, including, among other things: (i) increasing the maximum revolver amount from $ 425.0 million to $ 525.0 million (the “Upsized Revolver”); (ii) increasing the amount of the accordion feature from $ 75.0 million to $ 100.0 million; (iii) extending the maturity date from October 22, 2026 to January 23, 2028; (iv) modifying the dollar amounts of various credit facility triggers and tests proportionally to the Upsized Revolver; (v) permitting repayment under the Term Loan Facility prior to February 10, 2023; and (vi) increasing certain indebtedness, intercompany advance, and investment baskets. The Eighth ABL Amendment also includes an agreement from the Wells Fargo Bank, National Association, as administrative agent, to release its second priority liens and security interests on all collateral that served as first priority collateral under the Term Loan Facility, with such release to occur within 120 days after January 23, 2023, refer to Note 16—Subsequent Events for more information. F-21 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Also on January 23, 2023, the Company withdrew $ 106.7 million on the ABL Facility and used the proceeds to pay off the Term Loan Facility. The balance of the Term Loan Facility upon pay off was $ 104.7 million and included $ 0.9 million of accrued interest and a $ 1.1 million prepayment premium or 1 % of the principal. Additionally, there were $ 0.2 million in bank and legal fees included in the pay off, refer to Note 16—Subsequent Events for more information. The weighted average interest rate on all borrowings outstanding as of December 31, 2022 and December 31, 2021 was 9.0 % and 7.9 %, respectively. ABL Facility Under the terms of the ABL Facility, up to $ 425.0 million may be borrowed, subject to certain borrowing base limitations based on a percentage of eligible accounts receivable and inventory. As of December 31, 2022, the borrowing base was calculated to be $ 425.0 million, and the Company had $ 115.0 million outstanding in addition to letters of credit in the amount of $ 2.6 million, with $ 307.4 million of remaining availability. Borrowings under the ABL Facility bear interest at SOFR or a base rate, plus an applicable SOFR margin of 1.5 % to 2.0 % or base rate margin of 0.5 % to 1.0 %, as defined in the ABL Facility credit agreement. Additionally, borrowings as of December 31, 2022 incurred interest at a weighted average rate of 6.3 %. The average monthly unused commitment is subject to an unused commitment fee of 0.25 % to 0.375 %. Interest and fees are payable in arrears at the end of each month, or, in the case of SOFR loans, at the end of each interest period. The ABL Facility matures on the earlier of (i) October 22, 2026 and (ii) to the extent the debt under the Term Loan Facility remains outstanding, 90 days prior to the final maturity of the Term Loan Facility, which matures on September 19, 2024. Borrowings under the ABL Facility are collateralized by accounts receivable and inventory, and further secured by the Company, Liberty LLC, and R/C IV Non-U.S. LOS Corp., a Delaware corporation and a subsidiary of the Company, as parent guarantors. Term Loan Facility The Term Loan Facility provides for a $ 175.0 million term loan, of which $ 104.7 million remained outstanding as of December 31, 2022. Amounts outstanding bear interest at SOFR or a base rate, plus an applicable margin of 7.625 % or 6.625 %, respectively, and borrowings as of December 31, 2022 incurred interest at a rate of approximately 12.0 %. The Company is required to make quarterly principal payments of 1 % per annum of the outstanding principal balance, commencing on December 31, 2017, with final payment due at maturity on September 19, 2024. The Term Loan Facility is collateralized by the fixed assets of LOS and its subsidiaries, and is further secured by the Company, Liberty LLC, and R/C IV Non-U.S. LOS Corp., a Delaware corporation and a subsidiary of the Company, as parent guarantors. The Credit Facilities include certain non-financial covenants, including but not limited to restrictions on incurring additional debt and certain distributions. Moreover, the ability of the Company to incur additional debt and to make distributions is dependent on maintaining a maximum leverage ratio. The Term Loan Facility requires mandatory prepayments upon certain dispositions of property or issuance of other indebtedness, as defined, and annually a percentage of excess cash flow ( 25 % to 50 %, depending on leverage ratio, of consolidated net income less capital expenditures and other permitted payments, commencing with the year ending December 31, 2018). Certain mandatory prepayments and optional prepayments are subject to a prepayment premium of 1 % of the prepaid principal declining annually to 0 % after the first anniversary of the Sixth Term Loan Amendment effective date. The Credit Facilities are not subject to financial covenants unless liquidity, as defined in the respective credit agreements, drops below a specified level. Under the ABL Facility, the Company is required to maintain a minimum fixed charge coverage ratio, as defined in the credit agreement governing the ABL Facility, of 1.0 to 1.0 for each period if excess availability is less than 10 % of the borrowing base or $ 12.5 million, whichever is greater. Under the Term Loan Facility, the Company is required to maintain a minimum fixed charge coverage ratio, as defined, of 1.2 to 1.0 for each trailing twelve-month period if the Company’s liquidity, as defined, is less than $ 25.0 million for at least five consecutive business days. The Company was in compliance with these covenants as of December 31, 2022. Maturities of debt are as follows: ($ in thousands) Years Ending December 31, 2023 $ 1,750 2024 217,966 2025 — 2026 — 2027 — $ 219,716 F-22 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 9— Fair Value Measurements and Financial Instruments The fair values of the Company’s assets and liabilities represent the amounts that would be received to sell those assets or that would be paid to transfer those liabilities in an orderly transaction on the reporting date. These fair value measurements maximize the use of observable inputs. However, in situations where there is little, if any, market activity for the asset or liability on the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. The Company discloses the fair values of its assets and liabilities according to the quality of valuation inputs under the following hierarchy: • Level 1 Inputs: Quoted prices (unadjusted) in an active market for identical assets or liabilities. • Level 2 Inputs: Inputs other than quoted prices that are directly or indirectly observable. • Level 3 Inputs: Unobservable inputs that are significant to the fair value of assets or liabilities. The classification of an asset or liability is based on the lowest level of input significant to its fair value. Those that are initially classified as Level 3 are subsequently reported as Level 2 when the fair value derived from unobservable inputs is inconsequential to the overall fair value, or if corroborating market data becomes available. Assets and liabilities that are initially reported as Level 2 are subsequently reported as Level 3 if corroborating market data is no longer available. Transfers occur at the end of the reporting period. There were no transfers into or out of Levels 1, 2, and 3 during the years ended December 31, 2022 and 2021. The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, accounts payable, accrued liabilities, long-term debt, and finance and operating lease obligations. These financial instruments do not require disclosure by level. The carrying values of all of the Company’s financial instruments included in the accompanying consolidated balance sheets approximated or equaled their fair values on December 31, 2022 and 2021. • The carrying values of cash and cash equivalents, accounts receivable and accounts payable (including accrued liabilities) approximated fair value on December 31, 2022 and 2021, due to their short-term nature. • The carrying value of amounts outstanding under long-term debt agreements with variable rates approximated fair value on December 31, 2022 and 2021, as the effective interest rates approximated market rates. Nonrecurring Measurements Certain assets and liabilities are measured at fair value on a nonrecurring basis. These items are not measured at fair value on an ongoing basis but may be subject to fair value adjustments in certain circumstances. These assets and liabilities include those acquired through the PropX Acquisition and OneStim Acquisition, which are required to be measured at fair value on the acquisition date in accordance with ASC Topic 805 . See Note 3—Acquisitions. As of December 31, 2022, the Company recorded $ 1.1 million of land and $ 6.2 million of buildings of two properties that met the held for sale criteria, to assets held for sale at a total fair value of $ 6.3 million, which are included in prepaid and other current assets in the accompanying consolidated balance sheet. The Company estimated the fair value of the properties based on a purchase and sale agreement and a communicated selling price, which are Level 3 inputs. Recurring Measurements The fair values of the Company’s cash equivalents measured on a recurring basis pursuant to ASC 820-10 Fair Value Measurements and Disclosures are carried at estimated fair value. Cash equivalents consist of money market accounts which the Company has classified as Level 1 given the active market for these accounts. As of December 31, 2022 and 2021, the Company had cash equivalents, measured at fair value, of $ 0.3 million and $ 0.3 million, respectively. Nonfinancial assets The Company estimates fair value to perform impairment tests as required on long-lived assets. The inputs used to determine such fair value are primarily based upon internally developed cash flow models and would generally be classified within Level 3 in the event that such assets were required to be measured and recorded at fair value within the consolidated financial statements. No such measurements were required as of December 31, 2022 and 2021 as no triggering event was identified. Credit Risk The Company’s financial instruments exposed to concentrations of credit risk consist primarily of cash and cash equivalents, and trade receivables. F-23 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The Company’s cash and cash equivalents balance on deposit with financial institutions total $ 43.7 million and $ 20.0 million as of December 31, 2022 and 2021, respectively, which exceeded FDIC insured limits. The Company regularly monitors these institutions’ financial condition. The majority of the Company’s customers have payment terms of 45 days or less. As of December 31, 2022 and 2021, customer A accounted for 11.0 % and 11.8 %, respectively, of total consolidated accounts receivable and unbilled revenue. During the years ended December 31, 2022 and 2021, no customers accounted for 10% of consolidated revenues. During the year ended December 31, 2020, customer B accounted for 12.1 %, customer C accounted for 10.7 %, customer D accounted for 10.3 %, and customer E accounted for 10.2 %, of total consolidated revenues. The Company mitigates the associated credit risk by performing credit evaluations and monitoring the payment patterns of its customers. As of December 31, 2022, the Company had $ 0.9 million in allowance for credit losses. As of December 31, 2021, the Company had $ 0.9 million in allowance for credit losses and recorded a provision related to two entities inability to pay. As of December 31, 2020 the Company had $ 0.8 million in allowance for credit losses. Subsequent to the adoption of ASU 2016-13 on January 1, 2020, the Company recognized a $ 4.9 million allowance for credit losses, to the Company’s accounts receivables in consideration of both historic collection experience and the expected impact of deteriorating economic conditions for the oil and gas industry as of such date. The Company applied historic loss factors to its receivable portfolio segments that were not expected to be further impacted by current economic developments, and an additional economic conditions factor to portfolio segments anticipated to experience greater losses in the current economic environment. While the Company has not experienced significant credit losses in the past and has not seen material changes to the payment patterns of its customers, the Company cannot predict with any certainty the degree to which the ongoing impacts of COVID-19, including the potential impact of periodically adjusted borrowing base limits, level of hedged production, or unforeseen well shut-ins may affect the ability of its customers to timely pay receivables when due. Accordingly, in future periods, the Company may revise its estimates of expected credit losses. ($ in thousands) 2022 2021 2020 Allowance for credit losses, beginning of year $ 884 $ 773 $ 1,053 Credit losses: Current period provision — 745 4,877 Amounts written off, net of recoveries — ( 634 ) ( 5,157 ) Allowance for credit losses, end of year $ 884 $ 884 $ 773 Note 10— Equity Preferred Stock As of December 31, 2022 and 2021 the Company had 10,000 shares of preferred stock authorized, par value $ 0.01 , with none issued and outstanding. If issued, each class or series of preferred stock will cover the number of shares and will have the powers, preferences, rights, qualifications, limitations and restrictions determined by the Company’s board of directors, which may include, among others, dividend rights, liquidation preferences, voting rights, conversion rights, preemptive rights and redemption rights. Except as provided by law or in a preferred stock designation, the holders of preferred stock will not be entitled to vote at or receive notice of any meeting of shareholders. Class A Common Stock The Company had a total of 178,753,125 and 183,385,111 shares of Class A Common Stock outstanding as of December 31, 2022 and 2021, none of which were restricted. Holders of Class A Common Stock are entitled to one vote per share on all matters to be voted upon by the stockholders and are entitled to ratably receive dividends when and if declared by the Company’s board of directors. F-24 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Class B Common Stock The Company had a total of 250,222 and 2,632,347 shares of Class B Common Stock outstanding as of December 31, 2022 and 2021, respectively. Holders of the Class B Common Stock are entitled to one vote per share on all matters to be voted upon by stockholders. Holders of Class A Common Stock and Class B Common Stock vote together as a single class on all matters presented to the Company’s stockholders for their vote or approval, except with respect to amendment of certain provisions of the Company’s certificate of incorporation that would alter or change the powers, preferences or special rights of the Class B Common Stock so as to affect them adversely, which amendments must be by a majority of the votes entitled to be cast by the holders of the shares affected by the amendment, voting as a separate class, or as otherwise required by applicable law. Holders of Class B Common Stock do not have any right to receive dividends, unless the dividend consists of shares of Class B Common Stock or of rights, options, warrants or other securities convertible or exercisable into or exchangeable for shares of Class B Common Stock paid proportionally with respect to each outstanding share of Class B Common Stock and a dividend consisting of shares of Class A Common Stock or of rights, options, warrants or other securities convertible or exercisable into or exchangeable for shares of Class A Common Stock on the same terms is simultaneously paid to the holders of Class A Common Stock. Holders of Class B Common Stock do not have any right to receive a distribution upon liquidation or winding up of the Company. Under the Second Amended and Restated Limited Liability Company Agreement of Liberty LLC (the “Liberty LLC Agreement”), each Liberty Unit Holder has, subject to certain limitations, the Redemption Right, which allows it to cause Liberty LLC to acquire all or a portion of its Liberty LLC Units, for, at Liberty LLC’s election, (i) shares of Class A Common Stock at a redemption ratio of one share of Class A Common Stock for each Liberty LLC Unit redeemed, subject to conversion rate adjustments for stock splits, stock dividends and reclassification and other similar transactions or (ii) an equivalent amount of cash. Alternatively, upon the exercise of the Redemption Right, the Company (instead of Liberty LLC) will have the Call Right, which allows it to, for administrative convenience, acquire each tendered Liberty LLC Unit directly from the redeeming Liberty Unit Holder for, at its election, (x) one share of Class A Common Stock or (y) an equivalent amount of cash. In addition, upon a change of control of the Company, the Company has the right to require each holder of Liberty LLC Units (other than the Company) to exercise its Redemption Right with respect to some or all of such unitholder’s Liberty LLC Units. In connection with any redemption of Liberty LLC Units pursuant to the Redemption Right or the Call Right, the corresponding number of shares of Class B Common Stock will be canceled. Long Term Incentive Plan On January 11, 2018, the Company adopted the Long Term Incentive Plan (“LTIP”) to incentivize employees, officers, directors and other service providers of the Company and its affiliates. The LTIP provides for the grant, from time to time, at the discretion of the Company’s board of directors or a committee thereof, of stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, dividend equivalents, other stock-based awards, cash awards, substitute awards and performance awards. Subject to adjustment in the event of certain transaction or changes of capitalization in accordance with the LTIP, 12,908,734 shares of Class A Common Stock have been reserved for issuance pursuant to awards under the LTIP. Class A Common Stock subject to an award that expires or is canceled, forfeited, exchanged, settled in cash or otherwise terminated without delivery of shares and shares withheld to pay the exercise price of, or to satisfy the withholding obligations with respect to, an award will again be available for delivery pursuant to other awards under the LTIP. Restricted Stock Units Restricted stock units (“RSUs”) granted pursuant to the LTIP, if they vest, will be settled in shares of the Company’s Class A Common Stock. RSUs were granted with vesting terms up to five years. Changes in non-vested RSUs outstanding under the LTIP during the year ended December 31, 2022 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2021 2,741,061 $ 11.04 Granted 1,727,721 12.89 Vested ( 1,354,312 ) 11.00 Forfeited ( 128,743 ) 10.55 Outstanding at December 31, 2022 2,985,727 $ 12.15 F-25 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Performance Restricted Stock Units Performance restricted stock units (“PSUs”) granted pursuant to the LTIP, if they vest, will be settled in shares of the Company’s Class A Common Stock. PSUs were granted with a three -year cliff vesting schedule, subject to a performance target compared to an index of competitors ’ results over the three -year period as designated in the award. The Company records compensation expense based on the Company’s best estimate of the number of PSUs that will vest at the end of the performance period. If such performance targets are not met, or are not expected to be met, no compensation expense is recognized and any recognized compensation expense is reversed. Changes in non-vested PSUs outstanding under the LTIP during the year ended December 31, 2022 were as follows: Number of Units Weighted Average Grant Date Fair Value per Unit Non-vested as of December 31, 2021 1,306,945 $ 12.45 Granted 412,920 12.47 Vested ( 329,277 ) 14.93 Forfeited — — Outstanding at December 31, 2022 1,390,588 $ 11.87 Stock-based compensation is included in cost of services and general and administrative expenses in the Company’s consolidated statements of operations. The Company recognized stock-based compensation expense of $ 23.1 million for the year ended December 31, 2022 and $ 19.9 million for the year ended December 31, 2021. There was approximately $ 29.9 million of unrecognized compensation expense relating to outstanding RSUs and PSUs as of December 31, 2022. The unrecognized compensation expense will be recognized on a straight-line basis over the weighted average remaining vesting period of two years . Dividends On April 2, 2020, the Company suspended future quarterly dividends until they were reinstated on October 18, 2022 by the Company’s board of directors. The Company paid cash dividends of $ 0.05 per share of Class A Common Stock on December 20, 2022 to stockholders of record as of December 6, 2022. Liberty LLC paid a distribution of $ 9.0 million, or $ 0.05 per Liberty LLC Unit, to all Liberty LLC unit holders as of December 6, 2022, $ 9.0 million of which was paid to the Company. The Company used the proceeds of the distribution to pay the dividend to all holders of shares of Class A Common Stock as of December 6, 2022, which totaled $ 9.0 million. The Company paid cash dividends of $ 0.05 per share of Class A Common Stock on March 20, 2020 to stockholders of record as of March 6, 2020. Liberty LLC paid a distribution of $ 5.6 million, or $ 0.05 per Liberty LLC Unit, to all Liberty LLC unit holders as of March 6, 2020, $ 4.1 million of which was paid to the Company. The Company used the proceeds of the distribution to pay the dividend to all holders of shares of Class A Common Stock as of March 6, 2020, which totaled $ 4.1 million. Additionally, as of December 31, 2022 and 2021, the Company had $ 0.2 million and $ 0.2 million of dividend equivalents payable related to RSUs and PSUs to be paid upon vesting, respectively. Dividends related to forfeited RSUs or PSUs will be forfeited. Share Repurchase Program On July 25, 2022, the Company’s board of directors authorized and the Company announced a share repurchase program that allows the Company to repurchase up to $ 250.0 million of the Company’s Class A Common Stock beginning immediately and continuing through and including July 31, 2024. Additionally, on January 24, 2023 the Board authorized and the Company announced an increase to the share repurchase program that increased the Company’s cumulative repurchase authorization to $ 500.0 million. The shares may be repurchased from time to time in open market or privately negotiated transactions or by other means in accordance with applicable state and federal securities laws. The timing, as well as the number and value of shares repurchased under the program, will be determined by the Company at its discretion and will depend on a variety of factors, including management’s assessment of the intrinsic value of the Company’s Class A Common Stock, the market price of the Company’s Class A Common Stock, general market and economic conditions, available liquidity, compliance with the Company’s debt and other agreements, applicable legal requirements, and other considerations. The exact number of shares to be repurchased by the Company is not guaranteed, and the program may be suspended, modified, or discontinued at any time without prior notice. The Company expects to fund the repurchases by using cash on hand, borrowings under its revolving credit facility and expected free cash flow to be generated through July 2024. F-26 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements During the year ended December 31, 2022, Liberty LLC purchased and retired 8,185,890 LLC Units from the Company for $ 125.3 million, and the Company repurchased and retired 8,185,890 shares of Class A Common Stock for $ 125.3 million or $ 15.31 average price per share including commissions, under the share repurchase program. As of December 31, 2022, $ 124.7 million remained authorized for future repurchases of Class A Common Stock under the share repurchase program. During the years ended December 31, 2021 and 2020, under the prior share repurchase program, no shares were repurchased and retired under the share repurchase program. The Company accounts for the purchase price of repurchased common shares in excess of par value ($ 0.01 per share of Class A Common Stock) as a reduction of additional paid-in capital, and will continue to do so until additional paid-in capital is reduced to zero. Thereafter, any excess purchase price will be recorded as a reduction to retained earnings. Note 11— Net Income (Loss) per Share Basic net income (loss) per share measures the performance of an entity over the reporting period. Diluted net income (loss) per share measures the performance of an entity over the reporting period while giving effect to all potentially dilutive common shares that were outstanding during the period. The Company uses the “if-converted” method to determine the potential dilutive effect of its Class B Common Stock and the treasury stock method to determine the potential dilutive effect of outstanding restricted stock and RSUs. The following table reflects the allocation of net income (loss) to common stockholders and net income (loss) per share computations for the periods indicated based on a weighted average number of common stock outstanding: (In thousands, except per share data) Year Ended December 31, 2022 Year Ended December 31, 2021 Basic Net Income (Loss) Per Share Numerator: Net income (loss) attributable to Liberty Energy Inc. stockholders $ 399,602 $ ( 179,244 ) Denominator: Basic weighted average common shares outstanding 184,334 174,019 Basic net income (loss) per share attributable to Liberty Energy Inc. stockholders $ 2.17 $ ( 1.03 ) Diluted Net Income (Loss) Per Share Numerator: Net income (loss) attributable to Liberty Energy Inc. stockholders $ 399,602 $ ( 179,244 ) Effect of exchange of the shares of Class B Common Stock for shares of Class A Common Stock 716 — Diluted net income (loss) attributable to Liberty Energy Inc. stockholders $ 400,318 $ ( 179,244 ) Denominator: Basic weighted average shares outstanding 184,334 174,019 Effect of dilutive securities: Restricted stock units 4,262 — Class B Common Stock 753 — Diluted weighted average shares outstanding 189,349 174,019 Diluted net income (loss) per share attributable to Liberty Energy Inc. stockholders $ 2.11 $ ( 1.03 ) In accordance with GAAP, diluted weighted average common shares presented above do not include certain weighted average shares of Class B Common Stock and restricted stock units, because to do so would have had an antidilutive effect, as follows: Year Ended Year Ended (In thousands) December 31, 2022 December 31, 2021 Weighted average shares of Class B Common Stock — 7,052 Weighted average shares of restricted stock units — 3,589 F-27 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 12— Income Taxes The Company is a corporation and is subject to taxation in the United States, Canada and various state, local and provincial jurisdictions. Liberty LLC is treated as a partnership, and its income is passed through to its owners for income tax purposes. Liberty LLC’s members, including the Company, are liable for federal, state and local income taxes based on their share of Liberty LLC’s pass-through taxable income. As of December 31, 2022, tax reporting by the Company for the years ended December 31, 2019, 2020, and 2021 is subject to examination by the tax authorities. With few exceptions, as of December 31, 2022, the Company is no longer subject to U.S. federal, state or local examinations by tax authorities for tax years ended before December 31, 2018. The components of the Company’s income (loss) from continuing operations before income taxes on which the provision for income taxes was computed consisted of the following: Year Ended December 31, ($ in thousands) 2022 2021 2020 United States $ 375,758 $ ( 191,774 ) $ ( 191,531 ) Foreign 23,751 13,986 — Total $ 399,509 $ ( 177,788 ) $ ( 191,531 ) The components of the provision for incomes taxes from continuing operations are summarized as follows: Year Ended December 31, ($ in thousands) 2022 2021 2020 Current: Federal $ 4,679 $ — $ ( 5,541 ) State 2,579 29 230 Foreign 4,421 4,108 — Total Current $ 11,679 $ 4,137 $ ( 5,311 ) Deferred: Federal $ ( 12,967 ) $ 6,125 $ ( 23,103 ) State ( 1,182 ) ( 439 ) ( 2,443 ) Foreign 1,677 ( 607 ) — Total Deferred $ ( 12,472 ) $ 5,079 $ ( 25,546 ) Income tax (benefit) expense $ ( 793 ) $ 9,216 $ ( 30,857 ) Income tax (benefit) expense attributable to net income (loss) before income taxes differed from the amounts computed by applying the statutory U.S. federal income tax rate of 21.0% to pre-tax income as a result of the following: Year Ended December 31, ($ in thousands) 2022 2021 2020 Computed tax expense (benefit) at the statutory rate $ 83,897 $ ( 37,336 ) $ ( 40,222 ) Increase (decrease) in tax expense resulting from: State and local income tax expense (benefit), net 10,224 ( 5,204 ) ( 2,212 ) Non-controlling interest ( 151 ) 1,565 9,463 Effect of foreign tax rates 697 478 — Stock-based compensation ( 2,724 ) ( 535 ) 2,157 Change in valuation allowance ( 91,336 ) 50,111 — Other TRA adjustment ( 2,763 ) — — U.S. impact of foreign earnings 315 — — Other, net 1,048 137 ( 43 ) Total income tax (benefit) expense $ ( 793 ) $ 9,216 $ ( 30,857 ) F-28 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements The effective tax rate for the years ended December 31, 2022, 2021, and 2020 was ( 0.2 )%, ( 5.2 )%, and 16.1 %, respectively. The Company recognized income tax benefit of $( 0.8 ) million during the year ended December 31, 2022. The Company’s effective tax rate is less than the statutory federal income tax rate of 21.0% due to the Company releasing the valuation allowance on its U.S. net deferred tax assets as of December 31, 2021, due to entering into a three-year cumulative pre-tax book income position, as a result of improved operations. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below: ($ in thousands) December 31, 2022 December 31, 2021 Deferred tax assets: Federal net operating losses $ 25,570 $ 50,093 State net operating losses 5,762 7,576 Realized tax benefit - TRAs 99,153 91,312 Intangibles 576 301 Property and equipment 4,638 — Other 450 219 Total deferred tax assets 136,149 149,501 Less valuation allowance — ( 91,336 ) Net deferred tax assets 136,149 58,165 Deferred tax liabilities: Investment in Liberty LLC $ ( 121,861 ) $ ( 57,461 ) Property and equipment — ( 97 ) Other ( 2,740 ) ( 563 ) Total deferred tax liabilities ( 124,601 ) ( 58,121 ) Net deferred tax asset $ 11,548 $ 44 During the year ended December 31, 2022 the Company released the valuation allowance on the Company’s beginning U.S. net deferred tax assets, resulting in the recognition of an income tax benefit of $ 91.3 million. As of December 31, 2022, the Company had significant deferred tax assets and liabilities, deferred tax assets include U.S. federal and state net operating losses and the step-up in basis of depreciable assets under Section 754 (“Section 754”) of the Internal Revenue Code of 1986, as amended. In addition, the Company recorded a deferred tax liability for the difference between the book value and the tax value of the Company's investment in Liberty LLC. The Company also has deferred tax liabilities for foreign operations driven by net deductible reversing temporary differences related to differences between book and taxable income. As of December 31, 2022, the Company has available U.S. federal net operating loss carryforwards to reduce future taxable income of $ 121.6 million with no expiration date. Per the Coronavirus Aid, Relief and Economic Security (“CARES”) Act enacted March 27, 2020, net operating losses (“NOL”) incurred in 2018, 2019, and 2020 may be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The Company has applied for and expects to receive a NOL carryback refund to recover $ 5.5 million of cash taxes paid by the Company in 2018. This amount has been reflected as a receivable in prepaids and other assets. The remaining deferred tax asset for net operating losses available for carryforward are presented as part of deferred tax assets. The Company may distribute cash from foreign subsidiaries to its U.S. parent as business needs arise. The Company has not provided for deferred income taxes on the undistributed earnings from certain foreign subsidiaries earnings as such earnings are considered to be indefinitely reinvested. If such earnings were to be distributed, any income and/or withholding tax would not be significant. Uncertain Tax Positions The Company records uncertain tax positions on the basis of a two-step process in which (1) the Company determines whether it is more likely than not the tax positions will be sustained on the basis of the technical merits of the position and (2) F-29 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements for those tax positions meeting the more likely than not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company determined that no liability for unrecognized tax benefits for uncertain tax positions was required at December 31, 2022. In addition, the Company does not believe that it has any tax positions for which it is reasonably possible that it will be required to record a significant liability for unrecognized tax benefits within the next twelve months. If the Company were to record an unrecognized tax benefit, the Company will recognize applicable interest and penalties related to income tax matters in income tax expense. Tax Distributions Liberty LLC is treated as a partnership for income tax purposes. Federal, state and local taxes resulting from the pass-through taxable income of Liberty LLC are obligations of its members. Net profits and losses are generally allocated to the members of Liberty LLC (including the Company) in accordance with the number of Liberty LLC Units held by each member for tax purposes. The Liberty LLC Agreement provides for pro rata cash distributions, and in certain cases non-pro rata cash advances, to assist members (including the Company) in paying their income tax liabilities. The Liberty LLC Agreement requires any tax advances to be proportionally repaid in connection with any redemption of Liberty LLC Units pursuant to the Redemption Right or the Call Right. Net advances received by Liberty LLC from non-controlling interest holders were $ 0.9 million and $ 1.4 million, respectively, for the years ended December 31, 2022 and 2021. Additionally, Liberty LLC distributed $ 2.8 million of which $ 2.8 million was paid to the Company and $ 0.0 million to non-controlling interest holders for the year ended December 31, 2022. Liberty LLC distributed $ 0.0 million for the year ended December 31, 2021. Tax Receivable Agreements The term of each TRA commenced on January 17, 2018, and will continue until all such tax benefits that are subject to such TRA have been utilized or expired, unless the Company experiences a change of control (as defined in the TRAs, which includes certain mergers, asset sales and other forms of business combinations) or the TRAs are terminated early (at the Company’s election or as a result of its breach), and the Company makes the termination payments specified in such TRA. The amounts payable, as well as the timing of any payments, under the TRAs are dependent upon significant future events and assumptions, including the timing of the redemptions of Liberty LLC Units, the price of our Class A Common Stock at the time of each redemption, the extent to which such redemptions are taxable transactions, the amount of the redeeming unit holder’s tax basis in its Liberty LLC Units at the time of the relevant redemption, the characterization of the tax basis step-up, the depreciation and amortization periods that apply to the increase in tax basis, the amount of net operating losses available to the Company as a result of the Corporate Reorganization, the amount and timing of taxable income the Company generates in the future, the U.S. federal income tax rate then applicable, and the portion of the Company’s payments under the TRAs that constitute imputed interest or give rise to depreciable or amortizable tax basis. Prior to the Corporate Reorganization, one of the Legacy Owners distributed a portion of its member interest in Liberty Holdings to R/C IV Non-U.S. LOS Corp. (“R/C IV”). Subsequently, in conjunction with the Corporate Reorganization, R/C IV was contributed to the Company. At the time of the contribution, R/C IV had net operating loss carryforwards totaling $ 10.9 million for federal income tax purposes and $ 10.9 million for certain state income tax purposes, which became available for the Company’s use as a result of the contribution. As a result of the Company being in a net income position in 2018 and the expected utilization of deferred tax assets, the Company recognized a deferred tax asset of $ 2.6 million and a corresponding $ 2.3 million liability pursuant to the TRAs. Of the contributed net operating loss carryforwards, $ 6.4 million for federal income tax purposes and $ 6.4 million of certain state income tax purposes have been utilized. As a result, the Company has remaining $ 0.8 million of deferred tax asset and a corresponding $ 0.7 million liability pursuant to the TRAs. At December 31, 2022, the Company’s liability under the TRAs was $ 118.9 million, all of which is presented as a component of long-term liabilities, and the related deferred tax assets totaled $ 99.9 million. Upon the release of the valuation allowance, the Company recorded a loss on remeasurement of the liabilities subject to the TRA of $ 76.2 million recorded as part of continuing operations in the current year. During the year ended December 31, 2022, exchanges of Liberty LLC Units and shares of Class B Common Stock resulted in an increase of $ 5.1 million in amounts payable under the TRAs, and a net increase of $ 6.0 million in deferred tax assets, all of which were recorded through equity. The Company did not make any TRA payments for the year ended December 31, 2022. During the year ended December 31, 2021, exchanges of Liberty LLC Units and shares of Class B Common Stock resulted in an increase of $ 58.5 million in amounts payable under the TRAs, and a net increase of $ 68.8 million in deferred tax assets, all of which were recorded through equity. The Company did not make any TRA payments for the year ended December 31, 2021. F-30 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Note 13— Defined Contribution Plan The Company sponsors a 401(k) defined contribution retirement plan covering eligible employees. The Company has historically made matching contribution at a rate of $ 1.00 for each $1.00 of employee contribution, subject to a cap of 6 % of the employee’s salary and federal limits. Contributions made by the Company were $ 25.8 million, $ 19.0 million, and $ 4.2 million for the years ended December 31, 2022, 2021 and 2020, respectively. During 2020, in connection with other cost savings measures undertaken in response to declining demand for frac services as a result of the impacts of the COVID-19 pandemic, employer matching contributions were temporarily suspended from April 1, 2020 through December 31, 2020. Effective January 1, 2021 the Company restored its 6 % matching contribution. Note 14— Related Party Transactions Schlumberger Limited As of December 31, 2022 Schlumberger owns 9,001,961 shares of Class A Common Stock of the Company, or approximately 5.0 % of the issued and outstanding shares of Common Stock. Under the Transaction Agreement, to the extent the net working capital, as defined in the Transaction Agreement, of the Transferred Business is less than $ 54.6 million, the difference shall be payable in cash to the Company. During the three months ended September 30, 2021, the Company agreed on a working capital settlement from Schlumberger of $ 15.8 million, most of which was netted against transaction services costs and cash settlements during the transition services period. In conjunction with closing the OneStim Acquisition, the Company entered into a transition services agreement with Schlumberger, under which Schlumberger provides certain administrative transition services until the Company fully integrates the acquired business. During the years ended December 31, 2022 and 2021, the Company incurred $ 0.0 million and $ 5.7 million of fees payable to Schlumberger such transaction services. The Company does not expect to incur any additional transition services related fees in future periods. During the year ended December 31, 2022, the Company repurchased and retired 1,700,000 shares of Class A Common Stock for $ 27.8 million or $ 16.35 average price per share from Schlumberger, under the share repurchase program. During 2021, a subsidiary of the Company and Schlumberger entered into a property swap agreement under which the Company exchanged with Schlumberger a property acquired in the OneStim Acquisition and $ 4.9 million in cash for a separate property that the Company will utilize with its existing operations. The Company did not recognize any gain or loss on the transaction. In separate transactions, the Company has sold equipment to Schlumberger including $ 0.1 million and $ 1.3 million during the years ended December 31, 2022 and 2021, respectively. The Company recognized a gain on the sale of equipment of $ 0.0 million and $ 0.9 million, respectively. Following the OneStim Acquisition, in the normal course of business, the Company purchases chemicals, proppant and other equipment and maintenance parts from Schlumberger and its subsidiaries. During the year ended December 31, 2022 and 2021, total purchases from Schlumberger were approximately $ 21.7 million and $ 28.2 million, respectively. As of December 31, 2022 amounts due to Schlumberger were $ 2.6 million and $ 0.7 million included in accounts payable and accrued liabilities, respectively. As of December 31, 2021 amounts due to Schlumberger were $ 2.7 million and $ 1.1 million included in accounts payable and accrued liabilities, respectively, in the consolidated balance sheet. Franklin Mountain Energy, LLC Effective on June 15, 2021, Audrey Robertson was appointed to the board of directors of the Company. Ms. Robertson serves as the Chief Financial Officer of Franklin Mountain Energy, LLC (“Franklin Mountain”). During the year ended December 31, 2022 the Company performed hydraulic fracturing services for Franklin Mountain in the amount of $ 131.8 million or 3.2 % of the Company’s revenues for such period. During the year ended December 31, 2021 the Company performed hydraulic fracturing services for Franklin Mountain in the amount of $ 20.5 million or 0.8 % of the Company’s revenues for such period. Amounts included in unbilled revenue from Franklin Mountain as of December 31, 2022 and 2021, were $ 13.9 million and $ 0.0 million , respectively. Receivables from Franklin Mountain as of December 31, 2022 and 2021, were $ 0.0 million and $ 0.0 million , respectively. Liberty Resources LLC Liberty Resources LLC, an oil and gas exploration and production company, and its successor entity (collectively, the “Affiliate”) has certain common ownership and management with the Company. The amounts of the Company’s revenue related to hydraulic fracturing services provided to the Affiliate for the years ended December 31, 2022, 2021 and 2020, were $ 16.7 million, $ 2.8 million and $ 0.0 million , respectively. As of December 31, 2022 and 2021, there were $ 0.0 million and $ 0.0 million , respectively, outstanding receivables within the Company’s accounts receivable-trade and unbilled revenue line items attributable to the Affiliate. F-31 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements On December 28, 2022 (the “Agreement Date”), the Company entered into an agreement with the Affiliate to amend payment terms for outstanding invoices due as of the Agreement Date to be due on April 1, 2024. Amounts outstanding from the Affiliate as of the Agreement Date were $ 11.8 million. Any receivable amount outstanding at the end of each month is subject to 12 % interest through March 31, 2023, 15 % from April 1, 2023 through September 30, 2023, and 18 % thereafter. During the years ended December 31, 2022, 2021 and 2020, interest income from the Affiliate was $ 0.0 million , $ 0.0 million and $ 0.3 million, respectively. PropX Acquisition During 2016, Liberty Holdings entered into a future commitment to invest and become a non-controlling minority member in PropX, the provider of proppant logistics equipment. Effective October 26, 2021, the Company completed the purchase of all membership interest in PropX, refer to Note 3—Acquisitions for further discussion of the transaction. During the period from January 1, 2021 until October 26, 2021, the Company leased proppant logistics equipment from PropX for $ 7.3 million. During the year ended December 31, 2020 the Company leased proppant logistics equipment from PropX for $ 8.7 million. R/C IV Liberty Big Box Holdings, L.P., a Riverstone Holdings LLC (“Riverstone”) fund and a former significant stockholder of the Company, held a greater than 10 % equity interest in PropX. Christopher Wright, the Chief Executive Officer, Michael Stock, the Chief Financial Officer and Ron Gusek, the President of the Company, held a less than 5 % equity interest in PropX through Big Box Proppant Investments LLC. Cary Steinbeck, a director of the Company, served on the PropX board of directors and held a less than 5 % indirect equity interest in PropX. In addition, Brett Staffieri, a Riverstone appointed director, served on the board of the directors of the Company until June 15, 2021 and on the PropX board of directors until the acquisition date. The PropX Acquisition was reviewed and approved by the disinterested members of the Board and pursuant to the Company’s related party transactions policy. Secondary Offering by Selling Stockholder On April 29, 2022, the Company, Liberty LLC, Schlumberger, and BofA Securities, Inc. and J.P. Morgan Securities LLC (together, the “Underwriters”), entered into an underwriting agreement, dated as of April 29, 2022, pursuant to which Schlumberger sold 14,500,000 shares of Class A Common Stock at a price of $ 15.50 per share to the Underwriters (the “Sale”). The Sale closed on May 3, 2022. Following the Sale, Schlumberger held 35,101,961 shares of Class A Common Stock. The Company did not receive any proceeds from the Sale. Note 15— Commitments & Contingencies Purchase Commitments (tons are not in thousands) The Company enters into purchase and supply agreements to secure supply and pricing of proppants, chemicals, and equipment. As of December 31, 2022 and 2021, the agreements provide pricing and committed supply sources for the Company to purchase 2,915,172 and 89,317 tons, respectively, of proppant through December 31, 2024. Amounts above also include commitments to pay for transport fees on minimum amounts of proppants. Additionally, related proppant transload service commitments extend into 2023. Future proppant, transload, and equipment commitments are as follows: ($ in thousands) 2023 $ 158,653 2024 44,772 2025 — 2026 — 2027 — Thereafter — $ 203,425 Certain supply agreements contain a clause whereby in the event that the Company fails to purchase minimum volumes, as defined in the agreement, during a specific time period, a shortfall fee may apply. In circumstances where the Company does not make the minimum purchase required under the contract, the Company and its suppliers have a history of amending such minimum purchase contractual terms and in rare cases does the Company incur shortfall fees. If the Company were unable to make any of the minimum purchases and the Company and its suppliers cannot come to an agreement to avoid such fees, the F-32 LIBERTY ENERGY INC. Notes to Consolidated Financial Statements Company could incur shortfall fees in the amounts of $ 27.9 million and $ 6.9 million for the years ended 2023 and 2024, respectively. Based on forecasted levels of activity, the Company does not currently expect to incur significant shortfall fees. Included in the commitments for the year ending December 31, 2022 are approximately $ 7.8 million of payments expected to be made in the first quarter of 2023 for the use of certain light duty trucks, heavy tractors and field equipment used to various degrees in frac and wireline operations. The Company is in negotiations with the third-party owner of such equipment to lease or purchase some or all of such aforementioned vehicles and equipment, subject to agreement on terms and conditions. No gain or loss is expected upon consummation of any such agreement. Litigation From time to time, the Company is subject to legal and administrative proceedings, settlements, investigations, claims and actions. The Company’s assessment of the likely outcome of litigation matters is based on its judgment of a number of factors including experience with similar matters, past history, precedents, relevant financial and other evidence and facts specific to the matter. Notwithstanding the uncertainty as to the final outcome, based upon the information currently available, management does not believe any matters in aggregate will have a material adverse effect on its financial position or results of operations. Note 16— Subsequent Events On January 23, 2023, the Company, Liberty Oilfield Services New Holdco LLC, R/C IV Non-U.S. LOS Corp, Liberty Oilfield Services LLC, other subsidiaries of the Company, Wells Fargo Bank, National Association, as administrative agent (the “Agent”), and other lenders entered into an Eighth Amendment to the ABL Facility (the “Eighth ABL Amendment”). The Eighth ABL Amendment amends certain terms, provisions and covenants of the ABL Facility, including, among other things: (i) increasing the maximum revolver amount from $ 425.0 million to $ 525.0 million (the “Upsized Revolver”); (ii) increasing the amount of the accordion feature from $ 75.0 million to $ 100.0 million; (iii) extending the maturity date from October 22, 2026 to January 23, 2028; (iv) modifying the dollar amounts of various credit facility triggers and tests proportionally to the Upsized Revolver; (v) permitting repayment under the Term Loan Facility prior to February 10, 2023; and (vi) increasing certain indebtedness, intercompany advance, and investment baskets. The Eighth ABL Amendment also includes an agreement from the Wells Fargo Bank, National Association, as administrative agent, to release its second priority liens and security interests on all collateral that served as first priority collateral under the Term Loan Facility, with such release to occur within 120 days after January 23, 2023. Also on January 23, 2023, the Company withdrew $ 106.7 million on the ABL Facility and used the proceeds to pay off the Term Loan Facility. The balance of the Term Loan Facility upon pay off was $ 104.7 million and included $ 0.9 million of accrued interest and a $ 1.1 million prepayment premium or 1 % of the principal. Additionally, there were $ 0.2 million in bank and legal fees included in the pay off. As such, the only outstanding debt facility after January 23, 3023 is the ABL Facility. Refer to “Our current and future indebtedness could adversely affect our financial condition” included in “Item 1A. Risk Factors” above for further details on the outstanding balance of the ABL Facility as of the filing date. On January 24, 2023, the Company’s board of directors approved a quarterly dividend of $ 0.05 per share of Class A Common Stock to be paid on March 20, 2023 to holders of record as of March 6, 2023. Additionally, on January 24, 2023, the Company’s board of directors authorized an increase of the share repurchase program that allows the Company to repurchase an additional $ 250.0 million for a total up to $ 500.0 million of the Company’s Class A Common Stock. Effective January 31, 2023, Liberty LLC was merged into the Company, with the Company surviving the merger. In connection with the merger all outstanding shares of the Company’s Class B Common Stock were redeemed and exchanged for an equal number of shares of the Company’s Class A Common Stock. The Company did not make any distributions or receive any proceeds in connection with this exchange. The merger is not expected to have a significant impact on the Company’s consolidated financial statements. No other significant subsequent events have occurred that would require recognition or disclosure in the consolidated financial statements and notes thereto. F-33