HMH

Hello, everyone. Thank you for joining us and welcome to HMH Holding second quarter 2026 earnings call. After today's prepared remarks, we will host a question and answer session. If you would like to ask a question, please press star one to raise your hand. To withdraw your question, press star one again. I will now hand the conference over to David Bratton, Senior Vice President, Finance. Please go ahead.

Good morning, everyone, and thank you for joining us for HMH's second quarter results. Joining me today are Eirik Bergsvik, our Chief Executive Officer, and Tom McGee, our Chief Financial Officer. Before we begin, we would like to remind you that this conference call may include forward-looking statements. These statements, which are subject to various risks, uncertainties, and assumptions, could cause our actual results to differ materially from these statements. These risks, uncertainties, and assumptions are detailed in this morning's press release, as well as our filings with the SEC, which can be found at our website at investor.hmh.com. We undertake no obligation to revise or update any forward-looking statements or information except as required by law. Management statements may include non-GAAP financial measures. For reconciliations of these measures, please refer to our earnings release and our SEC filings.

Following our prepared remarks, we will open the call for your questions. I'll now turn the call over to Eirik.

Thank you, David, and good morning, everyone. Overall, our second quarter results reflect the continued resilience and quality of our business model. Orders for the quarter were $205 million, representing a book-to-bill ratio of 1.2 times in the quarter. Total revenue for the quarter was $171 million, and adjusted EBITDA was $34 million. Importantly, adjusted EBITDA margins grew year-over-year to 20%, driven by disciplined cost execution, favorable mix, and a continued focus on operational efficiency. Looking at revenue composition, spares revenue increased 70% year-over-year to $61 million, largely on track to our expectations, reflecting increased fulfillment activity as customers prepare for upcoming contracts. Service revenue in the quarter was $89 million, with repair activities slower than planned, offset by strong and digital technology volume. Importantly, service order intake was strong, increasing 50% year-over-year, driven by robust digital technology upgrade orders.

This is a positive sign for future service revenue and underscores healthy upgrade demand from our customers. Product revenue of $21 million reflected the timing of product order bookings, in which we saw several customers delay project approvals and purchase orders amid ongoing planning activity as in geopolitical uncertainty. Now, turning to the broader market environment. The positive momentum we discussed in the first quarter has continued through the second quarter, particularly in floater segment. Contract award activity remained healthy across several key offshore basins, with operators continuing to sanction projects, advance development programs, and secure drilling capacity for future campaigns. Importantly, we see a growing number of awards being made well ahead of required start dates, providing increased visibility into 2027 for both drilling contractors and the broader offshore supply chain. Contract durations have also continued to extend.

Compared with recent years, operators are increasingly committing to multi-well and multi-year campaigns, particularly in deepwater and harsh environment markets. At the same time, lead times between contract award and contract commencement have expanded, reflecting greater confidence in future activity levels and a desire among operators to secure high-quality assets well in advance. These are all constructive indicators for the long-term health of the offshore industry. What is particularly encouraging is that we increasingly see today's contracting activities supported by strong long-term market fundamentals rather than short-term commodity cycles. Industry project inventories have declined significantly over the past decade while global energy demand continues to grow. As a result, you would expect operators to begin rebuilding development pipelines and sanction additional offshore projects to sustain future production levels. This is already translating into increased offshore investment.

Industry forecast indicates that global deepwater capital expenditures are expected to increase materially over the coming years, with 2027 spending projected to be meaningfully higher than 2025 and 2026 levels. At the same time, offshore projects continue to compete effectively for capital, with deepwater projects economics remaining significantly below the peak break-even levels seen during the last major offshore cycle. These factors continue to support investment in offshore developments across multiple regions and customers. Looking specifically at the floater market, utilization remains at healthy levels today and is expected to strengthen further as demand growth outpaces available supply. Industry forecasts suggest marketed floater utilization could move close to 90% in 2027, with harsh environment assets remaining among the strongest performing segments globally. We continue to see supportive day rates and increasing backlog visibility for premium submersibles and drill ships. For HMH, these developments are particularly encouraging.

Several key rigs within our installed base secured contracts award during the quarter, including a number of units equipped with significant HMH packages. We continue to see backlog growth across key rigs with our installed base, especially within the harsh environment semi-submersible fleet. This trend has steadily improved since the fourth quarter of last year and continues to strengthen throughout the second quarter, further improving long-term visibility for our aftermarket equipment and digital upgrades and automation opportunities. Importantly, many of the recent awards involving HMH equipment rigs are long-term in nature and have been secured further ahead of commencement than we have seen in recent years. This not only increases revenue visibility for drilling contractors, but also creates a favorable environment for customers to invest in equipment upgrades, automation solutions, and digital technology throughout the life of the contract.

We believe this positions HMH exceptionally well to benefit from the next stage of the offshore upcycle. In terms of timing for HMH, these investments are one of the larger contributors to our year. While certain customer factors may influence the pace and timing of investment decisions from our customers, we believe these factors are temporary and do not alter the long-term demand outlook for the critical equipment and services we provide. Regionally, Brazil remains one of the strongest offshore markets globally. Petrobras continues advancing major development programs while additional exploration and appraisal activity across South America supports continued demand for high-specification drilling assets. In the North Sea and broader harsh environment market, operators continue advancing field developments and sanctioning new projects. Recent contract awards, development approvals, and tender activity point towards sustained demand for harsh environments semi-submersible well into the latter part of the decade.

Given HMH's strong installed position across this fleet segment, we view these developments as particularly positive for our long-term outlook. Looking further ahead, activity continues to build across West Africa, Canada, and select Asia Pacific markets. New discoveries, project approvals, and upcoming development programs are supporting incremental drilling demand and reinforce our confidence that offshore investment levels will remain constructive for years to come. Turning briefly to our land business, market conditions remain relatively stable while activity in North America continues to reflect operator capital discipline. International markets remain supported by energy security initiatives and ongoing production investments. We continue to see healthy demand for aftermarket services, equipment upgrades, and reliability solution across our installed base. In mining, customer focus remains centered on productivity, safety, and sustainability. Long-term demand fundamentals for critical minerals remain attractive, driven by electrification, grid expansion, and broader infrastructure investment trends.

We continue to see opportunities to leverage HMH's engineering expertise and technology capabilities to support customers seeking improved operational performance and equipment reliability. Overall, we continue to view the market environment as increasingly constructive. Longer duration awards, growing offshore investments, improving utilization, increasing lead times, and rising backlog across our installed base support our confidence in continued market strength throughout 2027 and beyond. With our leading technology portfolio and broad installed base, we believe HMH is well-positioned to capitalize on these trends. To provide more detail on our financial results and outlook, I will now turn the call over to Tom.

Thank you, Eirik. I'll begin with the total company results and then discuss our outlook for the year. Orders for the quarter were $205 million, up 19% year-over-year, driven by continued strength in our digital technology offerings in our service product line, partially offset by lower product bookings. Sequentially, orders were down 6%, reflecting the timing of product awards and repair activity. Despite the quarter-to-quarter variability, orders exceeded revenue, resulting in a 1.2 times book-to-bill ratio. While we expected a degree of volatility in first half order intake, customer decision-making was somewhat slower than anticipated. The softness was concentrated in product orders and repairs, where several customers delayed project approvals and purchase orders amid ongoing planning activities and geopolitical uncertainty.

While these delays in contract spending ahead of reactivations impact orders and corresponding revenue in the short term, we believe the underlying demand environment remains intact, customer discussions continue to progress, and we believe many of these opportunities represent timing shifts rather than changes in customer spending intentions. As a result, we remain optimistic about order activity improving as the year progresses. Revenue for the quarter was $171 million, substantially flat quarter-over-quarter as the increase in service volumes were offset by lower spares and equipment revenue. Adjusted EBITDA in the quarter was $34 million, an increase of 3% year-over-year with higher spares activity offsetting lower product volume. Quarter-over-quarter, EBITDA increased 13%, driven by service volumes. In the quarter, we had non-recurring impacts of IPO expenses of $22.8 million and $5 million of restructuring.

The adjusted EBITDA margin was 19.8% in the quarter, further demonstrating our underlying margin resilience supported by disciplined cost execution, favorable product mix, and continued focus on operational efficiency. Excluding the non-recurring impact of the IPO expenses, our tax rate for the second quarter was 25%. Turning to cash flow, free cash flow defined as cash flow from operating activities, plus purchase of property, equipment, and development costs, and excluding the impact of one-time cash payments associated with the IPO, was positive at $22 million in the quarter. Now I'll walk you through the product line results in more detail. In aftermarket services, revenue was $89 million in the quarter, down 4% year-over-year due to lower repair activity, partially offset by stronger digital technology volume and increased 24% quarter-over-quarter, driven by increased demand for repairs, digital technology, and other services.

Margins in the segment remain supported by service mix, execution focus, and selective cost actions implemented over the past several quarters. Aftermarket services order intake was $118 million in the quarter, up 50% year-over-year and up 19% quarter-over-quarter, driven by strong digital technology volume. Aftermarket services, excluding digital technology, were slower than expected, in which longer cycle digital technology orders replaced shorter cycle repair activity in the quarter. Spares revenue was $61 million in the quarter, up 17% year-over-year due to increased demand from customers as they prepare for upcoming contracts and down 8% quarter-over-quarter. Spares order intake was $65 million, up 1% year-over-year and up 2% quarter-over-quarter, driven by global offshore market dynamics.

Product revenue in the quarter was $21 million, down 66% year-over-year and down 38% quarter-over-quarter, reflecting the lower backlog at the start of the quarter and partially due to delay in equipment deliveries and installation and commissioning work in the Middle East. Order and delivery delays in the Middle East adversely impacted revenue in the quarter. Moving to our capital structure. We ended the quarter with $120 million in cash and cash equivalents. Total liquidity, including the revolving credit facility of approximately $195 million. We have no long-term debt maturity until June 2028. Capital expenditures and development costs during the quarter were $5.2 million, primarily supporting aftermarket capabilities, service reliability, and ongoing product development initiatives. We continue to operate an asset-light business model and manage capital intensity carefully while preserving flexibility to support growth as activity levels recover.

As discussed on our first quarter earnings call, we completed our IPO on April 2nd. The IPO has significantly strengthened our capital structure and positioned us well to support long-term growth and deliver value to our shareholders. Basic earnings per share is calculated by dividing the net income attributable to HMH by the weighted average number of Class A shares during the same period. For the periods following the IPO, Class B shares are excluded from the computation of basic and diluted earnings per share. We have 12,042,625 Class A shares and 31,891,652 of Class B shares. We refer you to our Form 10-Q for further details. On the M&A front, we are advancing several strategic opportunities. We are highly encouraged by both the quality of assets under review and the broader opportunity set available in the market.

Consistent with our disciplined capital allocation strategy, we believe these opportunities will enhance our capabilities, expand our market presence, and create meaningful long-term value for shareholders. Looking ahead, we already see another strong order rate so far in the third quarter, and we expect another quarter of book-to-bill above one times. Looking at the full year of 2026, we continue to expect second half revenue to be meaningfully stronger than the first half, driven by strong service and spares orders bookings during the first half of the year that will translate into higher revenue as customers prepare for higher activity levels. Looking further ahead to 2027, we already have approximately 80% visibility into our projected 2027 floater rig years with HMH install base based on contracts and contract options, a meaningful improvement from the roughly 65% visibility we had at the comparable point last year when forecasting 2026.

This increased visibility reinforces our confidence in the outlook and supports our expectation of increased activity in 2027. For 2026 guidance, based on our current backlog, order activity, and margin visibility, our full year guidance remains unchanged with full year adjusted EBITDA to be in the range of $157 million-$177 million, with performance improving in the second half. Investments in CapEx, excluding development costs, are expected to be 2% of revenue for 2026. With that, I will turn the call back over to Eirik for closing remarks before Q&A.

Thank you, Tom. As we conclude, I want to emphasize that while our second quarter revenue reflected choppiness in product orders and repair intake, the underlying fundamentals of our business remain strong. We delivered year-over-year expansion in adjusted EBITDA margins, maintained disciplined cost execution, and continued to generate healthy commercial activity across our markets. Importantly, order momentum for digital technology upgrades remained robust during the quarter, reinforcing our confidence in the demand environment and providing further support for future revenue growth. This performance reflects both the strength of our customer relationships and the value customers place on our technology and service offerings. The offshore drilling market continues to evolve favorably. Floater contracting activity is improving, customers securing longer duration awards, and many of the rigs winning work today are equipped with HMH technologies.

At the same time, operators remain focused on enhancing operational performance through equipment upgrades, automation, digital solutions, and next generation technologies. All areas where HMH is uniquely positioned to create value. Looking ahead, we remain confident in anticipated market acceleration through the second half of the year and into 2027, and in HMH's ability to capitalize on opportunities in front of us. Finally, I want to thank our employees around the world for their dedication and outstanding execution this quarter. Their commitment to our customers and our strategy continues to strengthen the foundation of HMH and position the company for success in the years ahead. Thank you for your continued support of HMH. We look forward to updating you on our progress next quarter. With that, I'll turn the call back to the operators for questions.

Thank you. We will now begin the question and answer session. Please limit yourself to one question and one follow-up. If you would like to ask a question, please press star one to raise your hand. To withdraw your question, press star one again. We ask that you pick up your handset when asking a question to allow for optimum sound quality. If you are muted locally, please remember to unmute your device. Please stand by while we compile the Q&A roster. Your first question comes from Derek Podhaizer with Piper Sandler. Please go ahead.

Hey, good morning, guys.

Hey.

I wanted to start with the comment, Tom, you made in your remarks about the visibility that you have for your 2027 floater rig years. You said 80%, up from 65% this time last year. Obviously, a great improvement there. Maybe just help us understand closing that 20% gap, and even if you could talk about the upside and downside scenarios for meeting those 2027 rig year estimates.

Yeah. There's a lot of noise, obviously, still in some of the tail end of that, whether you've got rigs that may be rolling off contract and need to be recontracted, potential for reactivation. I'd say, again, if you look at the rig activity forecast and you reforecast it from six months ago to today, you'd be at the same levels, in terms of forecast, more certainty around it. There is both upside and downside. I'd say you're starting to narrow the gap on the downside just by seeing the contract announcements that we've had. We don't go rig by rig, but it's just trying to give comfort that what we see today is exactly what we expected to see. We expect to see further strengthening throughout the year.

Again, kind of comparing it to past cycles, we're ahead of where we'd be when looking at the forecast.

Derek, let me add to that. Let me add that for the first seven months in 2026, contracted rig years was 50% higher than the same period in 2025. That also gave an indication that 2027 is up.

Right. Okay. No, that makes sense. That's helpful. Obviously, it sounds like you're expecting an order inflection here in the back half of the year. Obviously, revenue came in a little bit light. You're expecting an inflection second half into 2027. Sounds like your customers had some delays just given the current geopolitical events. Maybe could you talk to us about your conversations with your customers, what they're waiting for, any specific clearing event? Is it just they need a resolution in the Middle East to kind of get back to things?

Maybe just a little bit more color around the guidepost that we should be looking out for to then see that inflection in the back half.

Yeah. Let me separate that into two. I'm glad you asked about the Middle East. I think when you look at the Middle East, this was not true in the previous quarter. In this quarter, you had specific installation commissioning delays and order delays related to the situation that's obviously persisted longer than we thought. That in of itself was about a $10 million revenue headwind in the quarter. That is sort of a discrete item, although it does affect some purchasing elsewhere. What you did see, as Eirik alluded to, is an acceleration of digital. You had significantly higher digital orders than we saw. We saw customers making those longer term decisions the way we would expect them to, and even a little bit ahead of what we'd expect them to.

Where you've got a little bit of delay is on some of the spend on repair in advance, either of reactivations or knowing a rig's going on contract and just waiting a little bit longer to spend the money. By the way, on the reactivations, that's not respecting on a reactivation, one, without saying the name. You've got 50 POs on reactivation that you're updating on a weekly or monthly basis. It's been kind of like that. Historically, you've seen some of that spend occur ahead of contract. You're not seeing that. Even when they have contracts, you're seeing a little bit of a delay in terms of when that picks up.

Yeah. I think you mentioned it yourself, geopolitical situation that actually drives the drillers to be a little bit more cautious about when they actually do the work on the upgrade they are planning to do. They wait as long as they can.

Great. Thank you, Eirik and Tom. I'll turn it back.

Thank you.

Your next question comes from Jason Kim with JP Morgan. Please go ahead.

Hey, Jason.

Good morning, Eirik and Tom.

Morning.

Thanks for taking my question this morning. Tom, you just mentioned customers are making some of these longer-term digital decisions even a bit ahead of your expectations, while some shorter-cycle repair spend is being deferred. As that digital and automation mix grows within the services segment, how should we think about its contribution to margins and the stickiness of that revenue over the life of these longer contracts?

Yeah. It's kind of a two-parter. A lot of what that allows us to do is actually plan. It's actually nice that it's happened because it allows for better operational planning. Margin profile is similar. I think it's an aftermarket margin profile, what you'd expect. There is a little bit, and there's more on the back end of that, we believe. Some of that is just spend around the upgrade itself, and then some of it is an annuity beyond that. It's a little bit of a mix.

Got it. That's helpful. As a follow-up to that, on the roughly $10 million Middle Eastern headwind you've flagged, as those installation and commissioning activities resume, do you view that as largely recoverable revenue that shifts into the back half in 2027, or are you already seeing those delayed activities begin to unlock?

I'd split that into two. First of all, yes, it's all recoverable. Every bit of that, we think will be recovered. In terms of the installation and commissioning, yes, I think you see that as soon as the situation resolves itself. There's equipment, both our equipment and equipment that's needed for some of the installation and commissioning that's literally stuck on ships right now, as you would expect. On the new orders, I think we see, without getting too specific on the customers, an acceleration of discussions, but just like, "I need to wait on this. I have to rebuild infrastructure." You have the order delays could extend further than this year, would be my belief.

Wonderful. I'll turn it back.

Your next question comes from Stephen Gengaro with Stifel. Please go ahead.

Good morning, everybody.

Morning.

Morning, Stephen.

Stephen, you're breaking up a little bit. Sorry, you're breaking up a little bit.

You want me to dial back in?

I think that'd be helpful. We're having trouble hearing you. I apologize. We'll wait. We're patient. Yeah, he's coming back. We don't know if he's coming back on or not. Let's give him a minute. He was trying to call back in. Guys, I think I'll turn it back over to Eirik. We'll catch up with Stephen offline. Eirik, you want to go ahead and wrap?

Yeah. Okay. Thank you for your support and participation on today's call, we're looking forward to updating you on the third quarter results when that comes. Thank you all.

This concludes today's call. Thank you for attending. You may now disconnect.

Thank you for standing by. My name is Amy, and I will be your conference operator for today. At this time, I would like to welcome everyone to the HMH Holding First Quarter 2026 Earnings Call. All participants have been placed in a listen-only mode. After the speaker's remarks, we will conduct a question and answer session. If you would like to join the queue to ask a question, simply press star followed by one on your telephone keypad. It is now my pleasure to turn the call over to David Bratton, Senior Vice President of Finance with HMH Holding. You may begin.

Good morning, everyone, and thank you for joining us for HMH's first quarter results. Joining me today are Eirik Bergsvik, our Chief Executive Officer, and Tom McGee, our Chief Financial Officer. Before we begin, we would like to remind you that this conference call may include forward-looking statements. These statements, which are subject to various risks, uncertainties, and assumptions, could cause our actual results to differ materially from these statements. These risks, uncertainties, and assumptions are detailed in this morning's press release, as well as our filings with the SEC, which can be found on our website at investor.hmhw.com. We undertake no obligation to revise or update any forward-looking statements or information except as required by law. Management statements may include non-GAAP financial measures. For reconciliations of these measures, please refer to our earnings release and our SEC filings.

For reconciliations of these measures, please refer to our earnings release and our SEC filings. Following our prepared remarks, we will open the call for your questions. I'll now turn the call over to Eirik.

Thank you, David, and good morning, everyone. Before we discuss our performance, I want to take a moment to say thank you to every HMH employee around the world. Your hard work, your dedication, and your innovative spirit have been the driving force behind our successful IPO and the strong foundation we are building today. We could not have reached this milestone without you, and I'm truly excited about what we'll achieve together in the future. Now turning to our financial results. Our first quarter of 2026 results demonstrate the resilience and quality of our business model. Orders for the quarter were $218 million, representing a book-to-bill ratio of 1.3x in the first quarter.

Total revenue for the quarter was $171 million, reflecting the expected softness relative to last year, driven by the lower backlog coming into the quarter. Importantly, adjusted EBITDA margins grew year-over-year to 17.6%, driven by disciplined cost execution, favorable product mix in spare parts, and a continued focus on operational efficiency. Looking at revenue composition, spare parts revenue was a standout, increasing 11% year-over-year to $67 million, reflecting continued demand from our installed base and growing aftermarket activity. Service revenue of $72 million was as expected, primarily due to the backlog of repairs as we entered with the year. Product revenue of $33 million reflected the conclusion of capital equipment projects and lower backlog to start the year, which we expect to reverse in the second half of the year.

Before turning to market developments, I want to briefly acknowledge the heightened geopolitical tension in the Middle East. While these dynamics have the potential to create some near-term disruption, particularly across certain onshore and jackup activity in the Middle East, we continue to view their overall impact on HMH as manageable. Our exposure today is increasingly weighted toward offshore markets, where major long-cycle projects are progressing in regions outside the Middle East. As a result, while we remain vigilant, our overall outlook for HMH remains constructive. Turning to the overall market. Over the past several weeks, the outlook for offshore drilling market has improved meaningfully. After several quarters of relatively soft contracting activity, the first quarter of 2026 marked a clear inflection point, with a notable increase in newly announced contracts, contract extensions, and letters of intent across multiple regions.

In fact, this quarter represented the strongest quarter for offshore contracting activity in more than three years. Importantly, this momentum has carried into the second quarter, and market indications suggest that additional near-term awards are likely to be announced shortly. This improving contracts environment is now translating into rising backlog and improving utilization, reinforcing our view that the long-anticipated offshore market recovery is beginning to materialize. The recovery has been particularly strong within the floater segment. In the first four months of 2026 alone, approximately 110 rig years floater awards, including options and letters of intent, have been announced, equating to roughly 75% of the total award volume seen during all of 2025. Similar to the overall market, conditions have also improved for HMH in installed base.

A significant portion of recent awards have gone to high-spec units with HMH equipment and utilization across semisubmersible rigs, with our installed base is now moving back into the high 80% range, representing an important inflection point. We expect a similar trajectory for drillships as current tenders convert into firm awards. A significant portion of recent awards has come from Brazil, where we signed a development agreement with Petrobras focused on rotating control device technology, which is at the core of managed pressure drilling. We are also seeing encouraging momentum across the other regions, including the North Sea, Canada and Asia. While many of these awards were contemplated in our internal planning assumptions, their conversion into firm contracts materially enhance our confidence in outlook. Overall, these recent awards meaningfully support the flow of 2026 activity levels.

While the near-term revenue impact of this announcement may be modest, they materially improve visibility and certainty for 2027 and beyond. It's also worth highlighting that several of the recent awards are long-term in nature, creating a more constructive environment for customers to evaluate future upgrades and enhancements, such as drilling automation solutions. A number of contracts have been awarded to key units with HMH equipment that have been ready stacked for several quarters and are now either returning to work or scheduled to do so during 2026. Taken together, these developments increase our confidence that we are entering a period of sustained year-over-year growth, both in 2026 and into 2027. Turning to jackup and land market. First quarter activity was impacted by geopolitical developments in the Middle East.

We did see some temporary disruptions and contract suspension across the part of the Middle East region. However, many of these units have since returned to work, and we are seeing resilience across several key basins and provinces. At the same time, we are observing a growing appetite to accelerate drilling activity in other regions. Collectively, these signals support a constructive near and medium-term outlook for both jackup and land markets. Overall, we maintain a very positive outlook across both offshore and onshore drilling markets. Supported by rising oil prices and an increasing focus on energy security and energy independence, we see continued recovery in global drilling demand. We remain optimistic that future awards will drive additional reactivations across rigs with HMH equipment. As always, we continue to monitor geopolitical developments closely and assess whether they could have broader implications.

At this stage, demand indicators across global drilling and mining markets remain solid, and overall market conditions continue to be supportive. While we are watching developments in the Middle East carefully and evaluating potential impacts on supply, demand and capital allocation, the indicators today remain very constructive. To provide more detail on our financial results and outlook, I will now turn the call over to Tom McGee.

Thank you, Eirik. I will begin with the total company results and then discuss our outlook for the year. Revenue for the quarter was $171 million, down 14% year-over-year, reflecting lower product and service volumes, partially offset by higher spares volumes. This was primarily driven by reduced product and services backlog entering the period. Adjusted EBITDA in the quarter was $30 million, relatively flat year-over-year, with higher spares activity offsetting lower service and product volume. Quarter-on-quarter, EBITDA declined 44%, driven by lower volumes and a non-repeat of Q4 benefits from inventory optimization and contract services, partially offset by spares. The adjusted EBITDA margin was 17.6% in the quarter. Despite lower volumes, we continue to demonstrate underlying margin resilience supported by disciplined cost execution, favorable product mix, and continued focus on operational efficiency.

Orders for the quarter were $218 million, up 10% year-over-year, driven by products and projects slightly offset by field services and contract services, and up 25% quarter-on-quarter, driven by equipment and repairs as customers prepared for increased activity in the second half of 2026. Orders exceeded revenue in the quarter, resulting in a book-to-bill of 1.3x. Importantly, quarter-over-quarter order and backlog growth reflects improving customer visibility and positions us well for increased activity levels in the second half of the year. Turning to cash flow. Free cash flow, defined as cash flow from operating activities, less purchase of property equipment and development costs, was positive at $4.6 million in the quarter.

The result reflects expected seasonality, as we typically see a lighter first half of the year while preparing for a second half uptick. CapEx and development costs during the quarter were $2.7 million, remaining consistent with historical quarters, primarily supporting aftermarket capabilities and service reliability. We continue to operate an asset-light business model and manage capital intensity carefully while preserving flexibility to support growth as activity levels recover. We ended the quarter with $101 million cash and cash equivalents on hand. Subsequent to quarter end, we completed our IPO, which materially strengthened our balance sheet and enhanced our liquidity and financial flexibility. Net proceeds after underwriting discounts, commission costs, and shareholder loan repayments were approximately $21 million.

Before we move on, I'd like to clarify that the results discussed in today's conference call reflect the historic financial results of HMH Holding B.V., which is the predecessor entity to HMH Holding, Inc. HMH Holding, Inc. was formed as a holding company in connection with the IPO and related transactions and as of March 31st, 2026, had not conducted any operating activities. The financial results do not represent the results of HMH Holding, Inc., as if the IPO and related transactions had occurred during the periods discussed. Now I'll walk you through the product line results in more detail. In aftermarket services, revenue was $72 million in the quarter, down 14% year-over-year and down 30% quarter-on-quarter, impacted by softer 2025 order intake and non-repeat of contractual service volume.

Margins in the segment remained supported by service mix, execution focus, and selective cost actions implemented over the past several quarters. Aftermarket services order intake was $99 million in the quarter, down 3% year-over-year, driven by lower field service and digital technology orders, and up 33% quarter-on-quarter, driven by customers preparing for an uptick in 2026 activity, primarily in upgrades and contract services. Spares revenue was $67 million in the quarter, up 11% year-over-year, driven by land and topside spares, slightly offset by pressure control spares, and up 23% quarter-over-quarter as customers prepare for second half activity. Spares order intake was $63 million, up 4% year-over-year and up 12% quarter-over-quarter, driven by customer preparations, as previously mentioned.

In projects, products, and other, revenue in the quarter was $33 million, down 40% year-over-year and down 30% quarter-over-quarter, driven by lower starting backlog due to customer CapEx deferrals in 2025. Moving to our capital structure. We ended the quarter with $101 million in cash and cash equivalents and total liquidity, including the revolving credit facility of approximately $175 million. We have no long-term debt maturity until June 2028. On April 2nd, 2026, we completed our initial public offering of 10.52 million shares of Class A common stock, representing approximately 24% of the company at a public offering price of $20 per share. During the second quarter, we used a portion of the IPO proceeds to repay outstanding shareholder loans.

After underwriting discounts, commissions, and these repayments, net proceeds totaled approximately $21 million. On April 30th, 2026, the underwriters exercised their option to purchase an additional 685,844 shares of Class A common stock, which closed on May 5th, 2026. Net proceeds of approximately $12.9 million were paid entirely to the company's principal shareholders. Overall, the IPO has significantly strengthened our capital structure and positioned us well to support long-term growth and deliver value to our shareholders. Looking ahead, we are already seeing a strong order rate so far in the second quarter, and we expect another quarter of book-to-bill above 1x.

Looking at the full year 2026, we expect second half revenue to be meaningfully stronger than the first half, driven by strong services and spares bookings during the first half of the year that will translate into revenue as customers prepare for higher activity levels. Based on our current backlog, order activity, and margin visibility, we expect full year adjusted EBITDA to be in the range of $157 million-$177 million, with performance weighted towards the back half as activity levels ramp. Investments in CapEx expected to be 2% of revenue for 2026. Overall, we are excited for the next chapter for HMH. We are proud to be the first oil and gas company to go public in 2026 and the first offshore oil field company to go public since 2014.

While near-term activity levels remain mixed, we expect demand to improve as the year progresses, supported by a strengthening order book, continued offshore activity, and customer focus on equipment reliability and lifecycle support. HMH continues to advance strategic initiatives focused on margin durability, operational efficiency, and disciplined growth as a public company. With that, I will turn the call back over to Eirik for closing remarks before Q&A.

Thank you, Tom. To conclude my prepared remarks, I want to emphasize that while Q1 revenue reflects expected softness given our starting backlog to the year, our underlying business fundamentals are strong. Adjusted EBITDA margins grew year-over-year. Cost discipline is delivering results, and our commercial pipeline is robust. The offshore drilling market is in a supportive position. Floater contracting activity is improving. Long-term contracts are being awarded to rigs carrying our equipment, and our customers are increasingly investing in upgrades and new technology. We are well-positioned to capitalize on these trends with our differentiated technology portfolio as HMH. Before we move to Q&A, I'd like to take a moment to recognize and thank several group whose contributions were critical to our success and our completion of our IPO. First, to our advisory team, our legal counsel, banking partners, consultants, and everyone else who worked tirelessly behind the scenes.

Your expertise, preparation, and guidance throughout the investor process and pricing were invaluable, and we sincerely appreciate the role you played in delivering such a strong outcome. I also want to thank Akastor and Baker Hughes for their consistent support over the years. We value these relationships greatly and are excited about continuing our partnership as we enter the next chapter of HMH's growth. To our customers, thank you for continued trust and support from our formation in 2021 through today as a unified company operating as HMH. Your partnership across our business units has been essential to our progress. Most importantly, to our HMH employees, thank you for your commitment, collaboration, and belief in what we're building together. Over the past 4.5 years, we have achieved a great deal.

While we're proud of that progress, we know there is still significant opportunity ahead as we continue to strengthen HMH's position as a leading drilling solution provider. Finally, to our new shareholders who helped make our IPO possible, thank you for your confidence in our strategy and leadership team. We remain fully committed to earning your trust each day and look forward to continued engagement with you and the analyst community in the years ahead. With that, I'll turn the call back to the operator for questions.

Thank you. The floor is now open for questions. To enter the queue, please press star followed by number one on your telephone keypad. If you would like to withdraw your question again, simply press star and number one. If you are called upon to ask your question and are listening via loudspeaker on your device, please pick up your handset and ensure that your phone is not on mute when asking your question. We do request for today's session that you please limit to one question and one follow-up. Again, press star and one to enter the queue. We'll pause for just a moment to compile the Q&A roster. Your first question comes from the line of Arun Jayaram with J.P. Morgan. Your line is now open.

Yeah, good morning, team.

Morning.

Morning.

Tom and Eirik, I wanted to just see if you could provide just a little bit of a flavor around the inbound orders. You mentioned the 1.3x book-to-bill in Q1 and continuing to see favorable order trends in April. Just give us a flavor of what type of inbound kind of you're seeing, you know, thus far in the year-to-date basis.

Well, I think it's a combination of everything. I mean, we talked about, you know, the individual categories. Where light is obviously on the product and project side, not surprisingly, that's sort of a trailing impact of last year. You're starting to see, you know, spares, digital upgrades, and repair kind of in advance of people going back to work.

Fair enough. Fair enough. Just maybe some thoughts on the full year outlook, Tom. You mentioned, and this is how we're modeling it, that the second half of the year will be, you know, stronger in terms of revenue and EBITDA trends. Can you help us frame, you know, what You know, you have a range of call it $157-$177 for EBITDA. How do you think about what elements put you towards the low end versus the high end?

Sure.

Q2 could play out, but just a little bit more color on the full year guidance would be helpful.

I think we're trying not to give too much quarterly guidance because things can shift between quarter to quarter, although Q2 will, I think, based on if you look at the order rate, it'll be higher. I think you can look at that and conclude that safely. If you think about what you could dial up or down on the full year, it would really, at this point on the downside, have to be just things that are going to happen, and they get pushed out for some reason. I think there's probably a little bit more potential optimism there, given that you could have, you know, some larger equipment orders.

I think those would really be what we'd be looking for on the upside. Hopefully that gives you enough information. I can't get into too much more specifics other than, you know, we felt pretty comfortable with what we put out and certainly there's a path, you know, there's a path higher, with some things, you know, continuing to accelerate in the industry.

Yeah. We heard the optimism on orders and how trends are going. Appreciate that, Tom and Eirik.

Good.

Thank you. The next question comes from the line of Stephen Gengaro with Stifel. Your line is now open.

Thanks. Good morning, everybody.

Morning.

Morning.

Two things from me. The first, can you talk a little bit about, just if you're seeing anything on the pricing side? I mean, you talked about the order flow was good, I think particularly on the spare side. Have you seen any pricing? Maybe just to kind of give us some color on how the pricing dynamics generally work as the market tightens.

Hey, Stephen, I would say that we haven't. There's nothing much to say about that. We don't see any specifics when it comes to pricing at the moment.

Yeah, I think as we talked about, I think I'd reframe it a little bit and say that as the market tightens, you know, day rates should increase. Really the benefit that provides us and what we see in the industry, they have more money to spend. We look at it, would they start to spend, broaden their spending, upgrade equipment, and upgrade capability? I think that is the more important dynamic with the market tightening.

Okay. Thank you. Then, the other question that has come up a few times with clients too has been, when we talk about the interplay between the spare part order flow and then, the aftermarket business itself, is there any link there at all as far as how we should think about that? Are they kind of separate entities in sort of the drivers and how they sort of play out from a timing perspective?

They work together very closely. I mean, sometimes they are explicitly linked, sometimes they are not. It just depends on how it. You know, because you could actually be doing a repair and providing parts. I think directionally, those things over the course of a year are gonna move in the same direction.

Okay. The spare order flow, that portends positive growth for the aftermarket piece over the next several quarters?

Yeah. I would look at it over a longer term, yes. Because what you're seeing is I mean, if you think about what would happen, you could get orders for parts before a rig's actually working. You may do some repair on that, right? But I think what it's doing is it's kind of getting that rig into operation.

Great. Thanks for the details.

Thanks.

Thank you. Your next question comes from the line of Scott Gruber with Citigroup. Your line is now open.

Morning.

Yes. Hello. Good morning, Eirik and Tom, and congrats on hosting your first conference call.

Thank you.

Thank you.

I wanted to ask, you know, as you kind of get deeper into this deepwater restart and you had, you know, really solid orders in the first quarter, maybe just some color on, you know, how this restart, you know, differs from restarts in the past. Are you seeing, you know, say more digital upgrade demand, more MPD? Are you seeing more, you know, kind of real capacity upgrades maybe around hook load? Just some color around kind of what you're seeing this restart versus past restarts and what that means for HMH.

Scott, I think if you look at the orders that have been stacked that got contracts now, you know, in the last quarter or last four to five months, you will see that it's a spread of rigs. Everything from middle deepwater to ultra-deepwater and also rigs that are highly automated and rigs that are not highly automated. I think it very much depend on where these rigs are going. I wouldn't say that there are any specific different this cycle or this uptick from what we've seen before. Of course, you will see some more MPD. You will see some more digital upgrades. All in all, it's very much about seeing the same as before.

Got it. Got it. You know, there's, you know, hope for a kind of broad-based drilling recovery post this Middle East crisis. Maybe just some color on what you're seeing, you know, on the onshore markets around the world. I know it's smaller business for you, but, you know, are you seeing a genuine pickup there as well? You know, maybe just some broad strokes on, you know, thoughts around capturing share, you know, as the onshore market starts to recover as well around the world.

I think, yeah, I think you've heard for most investors at this point, or sorry, most companies at investor conferences, that there's a little bit of a wait and see. I mean, I do think you're starting to see, let's call it green shoots. I mean, you've heard several of our peers talk about, you know, some cautious optimism around North America, you know, picking up rigs and starting to invest a little bit more. Middle East, you know, again, there are things happening there today, I mean, regardless, despite the situation. We continue to be very positive. I think versus what we've been saying for, over the, you know, a few months ago to today, there's a meaningful path to North America improving.

As we talked about, given the type of equipment that they're starting to look at to drill the wells they're drilling today, I think it's very favorable for us, and, you know, combined with the fact we're putting real R&D dollars in into product capability to enhance that. We continue to view it as a big opportunity as the market moves to us, and we are definitely increasingly more optimistic than we were a couple of months ago, and we were not pessimistic then.

Yeah. I think as we said before, you know, the market is looking for more power, more torque, and it kind of comes towards us when it comes to our portfolio. I also would like to mention that I think the dynamics in the Middle East now is really interesting by having the Emirates leaving the OPEC, and that also at the same time, Emirates, they say or ADNOC say they are going to ramp up their production significantly. I assume that that will entitle more drilling. That's interesting, of course, for us.

All right. Got it. Appreciate all the color. Thank you.

Thank you. Your next question, excuse me, comes from the line of Derek Podhaizer with Piper Sandler. Your line is now open.

Hey, good morning, guys. Maybe I just wanted to ask about your Good. Wanna ask about margins here. Obviously, pretty resilient EBITDA margins despite maybe a little bit less of an expected top-line revenue number. You know, totally appreciate service revenue came in a little bit lower than expected, but just given seasonal trends. Maybe could you help us understand some of the drivers that were able to create elevated margins maybe versus our expectations going into the quarter?

I think it's probably due to mix. I mean, you it's always gonna be, you know, fluctuate a little bit quarter to quarter if you look at our results, and it's kind of based on whether, you know, what the mix is of the, you know, the actual parts you're selling. I that said, I mean, I think, you know, we are confident in being able to maintain and improve overall margins from where they are. I think that what you've seen here was really the cost structure work that happened last year finally flowing through into the P&L, and I think you should see really good leverage off that. If that answers your question.

No, it does. That's helpful. Then maybe just touching on free cash flow.

Yep.

Capitalized 2% CapEx to sales. Like, this is obviously a very exciting part of the investment thesis. Came in a little light. I know you guys mentioned there's a bit of a seasonal trend here, but maybe just help us understand the free cash flow trajectory as we work through the year, particularly around the working capital improvement and the efficiency there. Just some color would be great.

Yes. Yes. Yes. I think there are a couple of things going on there. One is, you know, if you look at the balance sheet and think about it, you've got AR, it kind of increased during the quarter. Inventory held flat. That AR increase was just due to some later billings. It's not an AR problem, you kind of should see that reverse. We also had some capitalized IPO expense, which create a little bit noise, a little bit of noise in the quarter. I think if you look at it over the course of the year, which is how we prefer to look at that cash conversion, I think last year is a great example of that, we believe we're still kind of on target for the numbers that we've talked about in the past.

And I think last year will reflect that. It's always front-end loaded. This is very typical of this business. I think you had those two specific things that I called out that actually drove a little bit of an increase. You had a low revenue, your balance sheet's there and you're at a low point in the revenue due to the where we are in the white space. I think that combined to create that. I think we are very much on track for hitting the targets that we have. You're just gonna have to look at it over the course of a year rather than quarter-to-quarter.

I will call out one more thing while we have it, just a reminder that you know, you had a little bit of a, you know, when you close an IPO the day after, day after a quarter ends, you had the kind of a historic, you know, preparation of the HMH Holding B.V. versus the, you know, versus the Inc. I wanna just make sure to reiterate something in terms of the models that are out there when you look at the tax rates people are assuming they're accurate going forward. Just wanna get that in before someone asks that question.

Okay. Got it. No, that's very helpful. Thanks again, and congrats on the debut.

Thank you.

Thanks.

Thank you. Before we continue with our next question, I just want to remind you if you'd like to ask a question, please press star followed by the number one to enter the queue. Your next question comes from the line of Keith Beckmann with PEP. Your line is now open.

Hey, thanks for taking my question this morning.

Yeah, good morning.

I wanted to just get your thoughts, you know, just came out as a public company, but maybe longer term, how are you thinking about potential bolt-on M&A? Maybe can you talk about what would make sense for you and kind of what wouldn't under the parameters of that?

Sure. I think, we have a very active M&A pipeline right now. And it's mostly, you know, smaller opportunities. We're always looking at some larger opportunities. When we've talked in the past, you know, and kind of laid out our strategy, what we've said is stick to the core. What you're gonna see, as a range of possibilities is really what we do today, which is land and offshore drilling equipment, parts and services, and mining and digital. Anything we do is just gonna be building out the portfolio that we have and building out the capability and the services that we provide our customers. I think we've got, you know, we're sticking close to what we know and we're gonna execute on that over the next year.

Awesome. That's really helpful. My second question, I just wanted to ask a little bit about the mining business and maybe some ways that you think you could potentially expand that over time beyond more slurry pumps, you know?

Well, this is part of what Tom, excuse me, talked about our M&A strategy. Expanding in the mining field is also a part of our M&A strategy, so we are looking at possibilities there, both when it comes to acquisitions, but also with partnership with larger companies within that sector. We look very positive on the mining sector going forward with copper prices are rising and we also see that there are more and more new projects coming online going forward.

Awesome. Really appreciate it. I'll turn it back. Thanks, guys.

Thank you. Stephen Gengaro has entered the queue. Again, I'm going to go ahead and ask him to unmute. Your line is now open.

Okay.

Thanks, gentlemen. I wanted to ask one more, if you don't mind.

Sure.

When we think about the visibility you have, and you talked a lot, I think, on the roadshow about, you know, rigs that are contracted that underpin the 2026 guide and the second half ramp, can you just comment on that a little bit? Then maybe as we think about, and I know we're not guiding to 2027 at this point, but just at a high level, how does the visibility evolve for you as you look out two, three, four quarters? Maybe kinda give us, I don't know if this is where you give us a confidence interval, but just kinda how you manage the business and how you can kinda see the growth and how far out you can see that growth.

Yeah. I think, I'm just gonna see if I can get there. I think if when you think about what we're looking at in 2026, the rigs that we're counting on are largely, and I won't say 100%, there's never 100%, but they're largely spoken for, right? I mean, you see a very high visibility through the end of this year into the first half of next year in terms of rigs that we know will be working, and I think that's where the contract announcements come in. A lot of those don't start until 2027, by the way.

I don't know how to answer it other than to say that we have pretty high visibility into what the number of rigs working with our equipment will be over the next 18 months at this point. There are upsides to that, and there are things that we think are gonna happen that haven't happened yet, so it's not. I can't say it's 100%, but I'd say it's pretty high confidence.

Yeah. I think also you could add that if you look at the contract activity, the first quarter of 2026, you know, actually more than 75% of the total contracts awarded in 2025 was done first quarter in 2026. That means that the visibility is absolutely much higher now than it was a year ago.

Great. No. That's good color, gentlemen. Thank you.

Thank you.

Thank you. There are no further questions at this time. Eirik Bergsvik, I'd like to return the call back over to you for closing remarks.

Yes. Thank you for your support and participation on today's call. We are looking forward to updating you on our second quarter results. Thank you much.

That concludes today's conference call. You may now disconnect.