0001171843-11-001372.txt : 20110506 0001171843-11-001372.hdr.sgml : 20110506 20110506165601 ACCESSION NUMBER: 0001171843-11-001372 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20110331 FILED AS OF DATE: 20110506 DATE AS OF CHANGE: 20110506 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Global Geophysical Services Inc CENTRAL INDEX KEY: 0001311486 STANDARD INDUSTRIAL CLASSIFICATION: OIL AND GAS FIELD EXPLORATION SERVICES [1382] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-34709 FILM NUMBER: 11820390 BUSINESS ADDRESS: STREET 1: 13927 SOUTH GESSNER CITY: MISSOURI CITY STATE: TX ZIP: 77489 BUSINESS PHONE: 713-972-9200 MAIL ADDRESS: STREET 1: 13927 SOUTH GESSNER CITY: MISSOURI CITY STATE: TX ZIP: 77489 10-Q 1 f10q_050611.htm FORM 10-Q
UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 10-Q

T           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2011

o           TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-34709
GLOBAL GEOPHYSICAL SERVICES, INC.
(Name of registrant as specified in its charter)

DELAWARE
 
05-0574281
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)

13927 South Gessner Road
Missouri City, TX 77489

Telephone number:  (713) 972-9200


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes    T                   No   o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes    o                   No   o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definition of “accelerated filer”, “large accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (check one):
 
Large accelerated filer o
Accelerated filer o
Non-accelerated filer T
Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).
Yes    o                   No   T

At May 6, 2011, there were 36,447,732 shares of common stock, par value $0.01 per share, outstanding.
 
 
 

 
GLOBAL GEOPHYSICAL SERVICES, INC.
INDEX

PART I.  FINANCIAL INFORMATION
 
   
 
   
   
   
   
   
   
   
   
   
PART II.  OTHER INFORMATION
 
   
   
   
   
   
   
   


 
ii

 
GLOBAL GEOPHYSICAL SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
ASSETS
           
             
CURRENT ASSETS
           
Cash and cash equivalents
  $ 20,861,303     $ 28,237,302  
Restricted cash investments
    5,105,476       2,443,857  
Accounts receivable, net
    73,786,666       69,509,391  
Income and other taxes receivable
    6,954,864       6,954,864  
Prepaid expenses and other current assets
    4,048,013       4,842,496  
TOTAL CURRENT ASSETS
    110,756,322       111,987,910  
                 
MULTI-CLIENT LIBRARY, net
    178,816,035       145,896,355  
                 
PROPERTY AND EQUIPMENT, net
    122,562,192       126,963,953  
                 
GOODWILL AND OTHER INTANGIBLES, net
    21,806,811       20,251,775  
                 
DEFERRED TAX ASSET
    934,235       2,031,048  
                 
OTHER
    5,668,856       6,135,459  
                 
TOTAL ASSETS
  $ 440,544,451     $ 413,266,500  
 
See accompanying notes to consolidated financial statements.
 
 
1

 
GLOBAL GEOPHYSICAL SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (CONTINUED)

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
LIABILITIES AND STOCKHOLDERS’ EQUITY
           
             
CURRENT LIABILITIES
           
Accounts payable and accrued expenses
  $ 50,251,945     $ 44,058,306  
Current portion of long-term debt
    947,000       3,344,261  
Income and other taxes payable
    4,233,794       5,601,356  
Deferred revenue
    62,317,633       47,496,895  
TOTAL CURRENT LIABILITIES
    117,750,372       100,500,818  
                 
LONG-TERM DEBT, net of current portion and
               
unamortized discount
    215,375,672       209,418,242  
                 
NONCONTROLLING INTERESTS
    1,447,228       1,490,745  
                 
TOTAL LIABILITIES
    334,573,272       311,409,805  
                 
                 
COMMITMENTS AND CONTINGENCIES
               
                 
STOCKHOLDERS’ EQUITY
               
Common Stock, $.01 par value, authorized 100,000,000 shares,
               
45,941,215 and 45,586,215 issued and 36,432,934 and 36,142,985 outstanding
               
at March 31, 2011 and December 31, 2010, respectively
    459,412       455,862  
Additional paid-in capital
    240,571,037       239,248,935  
Accumulated deficit
    (39,356,273 )     (42,145,755 )
      201,674,176       197,559,042  
Less: treasury stock, at cost, 9,508,281 and 9,443,230 shares
               
at March 31, 2011 and December 31, 2010, respectively
    95,702,997       95,702,347  
TOTAL STOCKHOLDERS’ EQUITY
    105,971,179       101,856,695  
                 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 440,544,451     $ 413,266,500  
 
See accompanying notes to consolidated financial statements.
 
 
2

 
GLOBAL GEOPHYSICAL SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS


   
Three Month Period Ended
 
   
March 31,
 
   
2011
   
2010
 
   
(unaudited)
 
             
REVENUES
  $ 76,835,094     $ 60,661,196  
                 
OPERATING EXPENSES
    55,075,372       58,860,382  
                 
GROSS PROFIT
    21,759,722       1,800,814  
                 
SELLING, GENERAL, AND
               
ADMINISTRATIVE EXPENSES
    11,011,818       8,249,284  
                 
INCOME (LOSS) FROM OPERATIONS
    10,747,904       (6,448,470 )
                 
OTHER INCOME (EXPENSE)
               
Interest expense, net
    (5,807,120 )     (4,584,118 )
Unrealized gain on derivative instruments
    -       331,163  
Foreign exchange gain (loss)
    817,546       (216,234 )
Other income (expense)
    (103 )     78,873  
TOTAL OTHER EXPENSE
    (4,989,677 )     (4,390,316 )
                 
INCOME (LOSS) BEFORE INCOME TAXES
    5,758,227       (10,838,786 )
                 
INCOME TAX EXPENSE (BENEFIT)
    3,012,262       (3,601,268 )
                 
INCOME (LOSS) AFTER INCOME TAXES
    2,745,965       (7,237,518 )
                 
NET LOSS, attributable to noncontrolling interests
    (43,517 )     -  
                 
NET INCOME (LOSS), attributable to common shareholders
  $ 2,789,482     $ (7,237,518 )
                 
INCOME (LOSS) PER COMMON SHARE
               
Basic
  $ .08     $ (.88 )
Diluted
  $ .08     $ (.88 )
                 
WEIGHTED AVERAGE SHARES OUTSTANDING
               
Basic
    36,406,830       8,243,748  
Diluted
    36,668,242       8,243,748  
 
See accompanying notes to consolidated financial statements.
 
 
3

 
GLOBAL GEOPHYSICAL SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS


   
Three Month Period Ended
 
   
March 31,
 
   
2011
   
2010
 
   
(unaudited)
 
CASH FLOWS FROM OPERATING ACTIVITIES
           
Net income (loss), attributable to common shareholders
  $ 2,789,482     $ (7,237,518 )
Adjustments to reconcile net income (loss) to net cash
               
 provided by operating activities:
               
Depreciation and amortization expense
    38,577,203       23,765,728  
Capitalized depreciation for Multi-client library
    (4,666,714 )     (5,471,817 )
Amortization of debt issuance costs
    313,289       244,328  
Noncontrolling interests
    (43,517 )     -  
Stock-based compensation
    1,270,507       693,801  
Non-cash charitable contribution
    51,595       -  
Non-cash revenue from Multi-client data exchange
    (973,298 )     -  
Deferred tax expense (benefit)
    1,096,813       (3,085,501 )
Unrealized gain on derivative instrument
    -       (331,163 )
Gain on disposal of property and equipment
    (65,385 )     (98,991 )
Effects of changes in operating assets and liabilities:
               
Accounts receivable, net
    (4,277,275 )     11,140,144  
Prepaid expenses and other current assets
    794,483       8,382,671  
Other assets
    310,744       (772,449 )
Accounts payable and accrued expenses
    2,831,197       (2,051,570 )
Deferred revenue
    14,105,377       (2,714,419 )
Income and other taxes receivable
    -       (1,077,712 )
Income and other taxes payable
    (1,367,562 )     (429,798 )
NET CASH PROVIDED BY OPERATING ACTIVITIES
    50,746,939       20,955,734  
                 
CASH FLOWS FROM INVESTING ACTIVITIES
               
Purchase of property and equipment
    (5,559,370 )     (1,378,824 )
Investment in Multi-client library
    (52,074,883 )     (25,329,533 )
Change in restricted cash investments
    (2,661,619 )     (331,705 )
Purchase of business
    (1,000,000 )     -  
Proceeds from the sale of property and equipment
    65,385       152,398  
NET CASH USED IN INVESTING ACTIVITIES
    (61,230,487 )     (26,887,664 )
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
Principal payments on long-term debt
    (2,597,261 )     -  
Net proceeds (payments) on revolving credit facility
    5,000,000       (589,426 )
Principal payments on capital lease obligations
    -       (984,303 )
Purchase of treasury stock
    (650 )     (225 )
Issuances of stock, net
    705,460       1,023  
NET CASH PROVIDED BY (USED IN)  FINANCING ACTIVITIES
    3,107,549       (1,572,931 )
                 
NET DECREASE IN CASH AND CASH EQUIVALENTS
    (7,375,999 )     (7,504,861 )
                 
CASH AND CASH EQUIVALENTS, beginning of period
    28,237,302       17,026,865  
                 
CASH AND CASH EQUIVALENTS, end of period
  $ 20,861,303     $ 9,522,004  

See accompanying notes to consolidated financial statements.

 
4

 
GLOBAL GEOPHYSICAL SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(Unaudited)

         
Additional
               
Total
 
   
Common
   
Paid-in
   
Treasury
   
Accumulated
   
Stockholders'
 
   
Stock
   
Capital
   
Stock
   
Deficit
   
Equity
 
                               
Balances at December 31, 2010
  $ 455,862     $ 239,248,935     $ (95,702,347 )   $ (42,145,755 )   $ 101,856,695  
                                         
Issuance of common stock
    3,550       -       -       -       3,550  
                                         
Compensation expense
                                       
associated with stock grants
    -       1,270,507       -       -       1,270,507  
                                         
Charitable contribution expense
                                       
associated with stock grant
    -       51,595       -       -       51,595  
              .                          
Purchase of treasury stock
    -       -       (650 )     -       (650 )
                                         
Net income
    -       -       -       2,789,482       2,789,482  
                                         
Balances at March 31, 2011
  $ 459,412     $ 240,571,037     $ (95,702,997 )   $ (39,356,273 )   $ 105,971,179  
 
See accompanying notes to consolidated financial statements.

 
5

 
GLOBAL GEOPHYSICAL SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION

The consolidated financial statements of Global Geophysical Services, Inc. and Subsidiaries (the “Company”) included herein are unaudited and have been prepared on the same basis as the audited consolidated financial statements as of and for the year ended December 31, 2010.  In the opinion of management, the accompanying unaudited financial information includes all adjustments, consisting of normal recurring adjustments necessary for a fair presentation of the interim financial information.  Operating results for the interim periods are not necessarily indicative of the results of any subsequent periods.  Certain information in the footnote disclosures normally included in annual financial statements has been condensed or omitted for the interim periods presented.  These interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2010.
 
NOTE 2 - SELECTED BALANCE SHEET ACCOUNTS

Restricted cash:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
Pledged for letters of credit
  $ 5,105,476     $ 2,443,857  
                 
                 
    $ 5,105,476     $ 2,443,857  
 
Prepaid expenses and other current assets:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
Mobilization costs, net
  $ 3,811,966     $ 1,368,858  
                 
Prepaid expenses and other current assets
    236,047       923,638  
                 
Note receivable, current portion
    -       2,550,000  
                 
    $ 4,048,013     $ 4,842,496  
 
 
6

 
Accounts receivable:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
Accounts receivable, trade
  $ 51,658,114     $ 47,775,478  
                 
Unbilled
    25,613,164       25,218,525  
                 
Allowance for doubtful accounts
    (3,484,612 )     (3,484,612 )
                 
    $ 73,786,666     $ 69,509,391  

The Company sometimes experiences disagreements or disputes with customers relating to the Company's charges. As of March 31, 2011, the Company had disputes with certain customers which relate to charges for the Company's services. Included in accounts receivable at March 31, 2011 are net receivables of approximately $4,800,000 related to such disputes. If the amount ultimately recovered with respect to any of these disputes is less than the revenue previously recorded, the difference will be recorded as an expense. None of these are expected to have a materially adverse effect on the Company's earnings. Bad debt expense for the three months ended March 31, 2011 and 2010 was $0 and $0, respectively.

Other:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
             
Debt issuance costs, net
  $ 5,370,201     $ 5,526,060  
                 
Other
    298,655       609,399  
                 
    $ 5,668,856     $ 6,135,459  
 
 
7

 
NOTE 3 - MULTI-CLIENT LIBRARY

Multi-client library consisted of the following:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
             
Multi-client library, at cost
  $ 334,802,842     $ 276,372,586  
                 
Less: accumulated amortization
    155,986,807       130,476,231  
                 
Multi-client library, net
  $ 178,816,035     $ 145,896,355  

Amortization expense for the three months ended March 31, 2011 and 2010 was $25,510,576 and $8,692,299, respectively.

NOTE 4 - PROPERTY AND EQUIPMENT

Property and equipment consisted of the following:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
             
Furniture and fixtures
  $ 215,853     $ 138,976  
Boats
    7,174,287       7,174,287  
Machinery and equipment
    303,464,853       300,785,427  
Computers and software
    12,475,080       10,134,094  
Land
    2,035,153       2,035,153  
Buildings
    11,721,548       11,721,548  
      337,086,774       331,989,485  
Less: accumulated depreciation
    226,230,157       214,156,447  
      110,856,617       117,833,038  
Construction in process
    11,705,575       9,130,915  
                 
Net property and equipment
  $ 122,562,192     $ 126,963,953  
 
 
8

 
The following table represents an analysis of depreciation expense:

   
Three Month Period Ended
 
   
March 31,
 
   
2011
   
2010
 
   
(unaudited)
 
             
Gross depreciation expense
  $ 12,621,664     $ 14,927,245  
Less: capitalized depreciation for Multi-client library
    4,666,714       5,471,817  
                 
Net depreciation expense
  $ 7,954,950     $ 9,455,428  
 
NOTE 5 - GOODWILL AND OTHER INTANGIBLES

Goodwill and other intangibles included the following:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
             
Customer list
  $ 3,959,000     $ 3,934,000  
Trademark
    1,435,000       1,191,000  
Patents
    2,181,853       450,853  
Non-compete agreements
    865,539       865,539  
Intellectual property
    2,901,163       2,901,163  
      11,342,555       9,342,555  
Less: accumulated amortization
    1,916,708       1,471,744  
      9,425,847       7,870,811  
Goodwill
    12,380,964       12,380,964  
                 
Total goodwill and other intangibles
  $ 21,806,811     $ 20,251,775  
 
Intangible assets subject to amortization are amortized over their estimated useful lives which are between two and fifteen years.  Amortization expense for the three months ended March 31, 2011 and 2010 was $444,964 and $146,183, respectively.
 
NOTE 6 - INCOME TAXES

The Company provides for income taxes during interim periods based on an estimate of the effective tax rate for the year.  Discrete items and changes in the estimate of the annual effective tax rate are recorded in the period in which they occur.

The Company assesses the likelihood that deferred tax assets will be recovered from the existing deferred tax liabilities or future taxable income in each jurisdiction.  To the extent the Company believes that recovery is not likely, it establishes a valuation allowance.  The Company has recorded valuation allowances in several non-US jurisdictions for its net deferred tax assets since management believes it is more likely than not that these assets will

 
9

 
not be realized because the future taxable income necessary to utilize these losses cannot be established, projected, or the Company no longer has operations in these jurisdictions.

The effective income tax rate for the three months ended March 31, 2011 and 2010 was 52.3% and 33.2%, respectively.

The Company’s effective income tax rate in 2011 and 2010 differs from the federal statutory rate primarily due to state income taxes, non-deductible expenses, tax rate differential from US operations, and valuation allowances in non-US jurisdictions.

NOTE 7 - LONG-TERM DEBT

Senior Notes: On April 22, 2010, the Company entered into a Purchase Agreement (the “Purchase Agreement”) with Barclays Capital Inc., Credit Suisse Securities (USA) LLC and Banc of America Securities LLC, as representatives of the initial purchasers (the “Initial Purchasers”), relating to the offer and sale by the Company of $200 million aggregate principal amount of its 10.5% senior notes due 2017 (the “Notes”).  The Company’s net proceeds from the offering were approximately $188.1 million after deducting the Initial Purchasers’ discounts, offering expenses and original issue discount. The issuance of the Notes occurred on April 27, 2010. The Notes were offered and sold to the Initial Purchasers and resold only to qualified institutional buyers in compliance with the exemption from registration provided by Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and in offshore transactions in reliance on Regulation S under the Securities Act.
 
The Notes are a general unsecured, senior obligation of the Company. The Notes are unconditionally guaranteed as to principal, premium, if any, and interest by the Company’s domestic subsidiaries (the “Guarantors”) on a senior unsecured basis. (See Note 15)
 
The Company used the proceeds from the offering and sale of the Notes to repay outstanding indebtedness and plans to use the remaining proceeds for anticipated capital expenditures and for general working capital purposes.

On April 27, 2010, in connection with the offering of the Notes, the Company entered into (i) an Indenture with The Bank of New York Mellon Trust Company, N.A., (the “Trustee”), and (ii) a Registration Rights Agreement with the Initial Purchasers. The following is a brief summary of the material terms and conditions of the Indenture and the Registration Rights Agreement.

The Company and the Guarantors entered into an Indenture with the Trustee, pursuant to which the Company issued the Notes at a price equal to 97.009% of their face value.
 
Interest — The Notes will bear interest from April 27, 2010 at a rate of 10.5% per annum. The Company will pay interest on the Notes semi-annually, in arrears, on May 1 and November 1 of each year, beginning November 1, 2010.

Principal and Maturity — The Notes were issued with a $200 million aggregate principal amount and will mature on May 1, 2017.

Optional Redemption by the Company — At any time prior to May 1, 2013, the Company may redeem up to 35% of the aggregate principal amount of the Notes with the net cash proceeds of certain equity offerings at a redemption price of 110.500% of the aggregate principal amount of the Notes redeemed if at least 65% of the aggregate principal amount of the Notes remains outstanding immediately after such redemption and the redemption occurs within 90 days of the closing date of such equity offering. On or after May 1, 2014, the Company may redeem the Notes at the following percentages of the original principal amount: (i) 105.250% from May 1, 2014 to April 30, 2015; (ii) 102.625% from May 1, 2015 to April 30, 2016; and (iii) 100% from May 1, 2016 and thereafter.
 
Repurchase Obligations by the Company — If there is a change of control of the Company (as defined in the Indenture), each holder of the Notes may require the Company to purchase their Notes at a price equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any, to the date of repurchase.
 
 
10

 
Events of Default — The Indenture also contains events of default including, but not limited to, the following: (i) nonpayment; (ii) defaults in certain other indebtedness of the Company or the Guarantors; and (iii) the failure of the Company or the Guarantors to comply with their respective covenants in the event of a mandatory redemption, optional redemption, option to repurchase, or a merger, consolidation or sale of assets. Upon an event of default, the holders of the Notes or the Trustee may declare the Notes due and immediately payable. As of March 31, 2011, the Company is in compliance with all respective covenants.

Bank of America Revolving Credit Facility: On April 30, 2010, the Company entered into a new revolving credit facility under the terms of a Credit Agreement (the “Revolving Credit Facility”) with Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and each lender from time to time party thereto. The Revolving Credit Facility provides for borrowings of up to $50.0 million. The loans under the Revolving Credit Facility bear interest at a rate equal to LIBOR plus the Applicable Rate or the Base Rate plus the Applicable Rate. The Base Rate is defined as the higher of (x) the prime rate and (y) the Federal Funds rate plus 0.50%. The Applicable Rate is defined as a percentage determined in accordance with a pricing grid based upon the Company’s leverage ratio, that will decline from LIBOR plus 4.00% or the prime rate plus 3.00% to a minimum rate equal to LIBOR plus 3.50% or the prime rate plus 2.50%. The Company is able to prepay borrowings under the Revolving Credit Facility at any time without penalty or premium, subject to reimbursement of the lenders’ breakage and redeployment costs in the case of prepayment of LIBOR borrowings. The Company also will pay a commitment fee of 0.75% per annum on the actual daily unused portions of the Revolving Credit Facility.
 
The Company’s Revolving Credit Facility is secured by a first priority lien on substantially all of the Company’s assets, the assets of the Company’s non-foreign subsidiaries, the stock of the Company’s non-foreign subsidiaries and 66% of the stock of certain of the Company’s foreign subsidiaries. In addition, the Company’s non-foreign subsidiaries will guarantee the Company’s obligations under the Revolving Credit Facility.

The terms of the Revolving Credit Facility will limit the Company’s ability and the ability of certain of the Company’s subsidiaries to, among other things: incur or guarantee additional indebtedness; grant additional liens on the Company’s assets; make certain investments or certain acquisitions of substantially all or a portion of another entity’s business or assets; merge with another entity or dispose of the Company’s assets; pay dividends; enter into transactions with affiliates; engage in other lines of business and repurchase stock.

Additionally, the Revolving Credit Facility requires that the Company maintain certain ratios of total senior, secured debt to consolidated EBITDA (as defined therein), and of consolidated EBITDA to consolidated interest. The Revolving Credit Facility includes customary provisions with respect to events of default. Upon the occurrence and continuation of an event of default under the Revolving Credit Facility, the lenders will be able to, among other things, terminate their revolving loan commitments, accelerate the repayment of the loans outstanding and declare the same to be immediately due and payable. As of March 31, 2011, the Company is in compliance with all respective covenants.

In connection with the closing of the Company’s initial public offering and the sale of $200 million of the Company’s 10.5% senior notes due 2017 on April 27, 2010, the Company repaid all outstanding borrowings under the First Lien Credit Agreement, the Second Lien Credit Agreement, and the Construction Loan Agreement. These repayments resulted in the termination of each of these borrowing arrangements. The prepayment of the Construction Loan Agreement resulted in the incurrence of $160,000 in prepayment penalties.

Letter of Credit Facility:  In February 2007, the Company entered into a $10 million revolving line of credit which is secured by restricted cash.  The terms of the letter of credit facility as currently written only allow for letters of credit to be drawn on the available credit; however, the cash balance in excess of the total outstanding letters of credit may be withdrawn at any time.  As of March 31, 2011 and December 31, 2010, the letters of credit outstanding were $5,080,328 and $2,432,700, respectively.

 
11

 
Long-term debt consisted of the following:

   
March 31,
   
December 31,
 
   
2011
   
2010
 
   
(unaudited)
       
             
Senior notes
  $ 200,000,000     $ 200,000,000  
Revolving credit facility
    20,000,000       15,000,000  
Promissory notes
    1,747,000       3,344,261  
      221,747,000       218,344,261  
Less:  unamortized discount
    5,424,328       5,581,758  
      216,322,672       212,762,503  
Less:  current portion
    947,000       3,344,261  
                 
Long-term debt,
               
net of current portion and unamortized discount
  $ 215,375,672     $ 209,418,242  
 
NOTE 8 – FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company follows guidance as it relates to financial assets and financial liabilities, which defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles and expands disclosures about fair value measurements.  The provisions of this standard apply to other accounting pronouncements that require or permit fair value measurements.
 
This guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.   Hierarchical levels, as defined in this guidance and directly related to the amount of subjectivity associated with the inputs to fair valuations of these assets and liabilities are as follows:
 
Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
 
Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means.
 
Level 3 – Inputs that are both significant to the fair value measurement and unobservable.

The reported fair values for financial instruments that use Level 2 and Level 3 inputs to determine fair value are based on a variety of factors and assumptions.  
Accordingly, certain fair values may not represent actual values of the financial instruments that could have been realized as of March 31, 2011 or that will be realized in the future and do not include expenses that could be incurred in an actual sale or settlement.

In the normal course of operations, the Company is exposed to market risks arising from adverse changes in interest rates.  Market risk is defined for these purposes as the potential for change in the fair value of debt instruments resulting from an adverse movement in interest rates.

 
12

 
The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and current debt approximate their fair value due to the short maturity of those instruments, and therefore, have been excluded from the table below.  The fair value of the Notes is determined by multiplying the principal amount by the market price.  The following table sets forth the fair value of the Company’s financial assets and liabilities as of March 31, 2011 and December 31, 2010:
 
                 
March 31, 2011
 
December 31, 2010
                 
(unaudited)
       
                 
Carrying
 
Fair
 
Carrying
 
Fair
                 
Amount
 
Value
 
Amount
 
Value
                               
Long-term debt
   
$     194,575,672
 
$     215,000,000
 
$     194,418,242
 
$     198,250,000
 
The Company is not a party to any hedge arrangements, commodity swap agreements or other derivative financial instruments.

The Company utilizes foreign subsidiaries and branches to conduct operations outside of the United States. These operations expose the Company to market risks from changes in foreign exchange rates.
 
NOTE 9 - DEBT ISSUANCE COSTS

The costs related to the issuance of debt are capitalized and amortized to interest expense using the effective interest method over the maturity period of the related debt. Accumulated amortization is $552,107 and $396,248 at March 31, 2011 and December 31, 2010, respectively.

NOTE 10 - STOCK-BASED COMPENSATION

The Company follows the current guidance for share-based payments which requires all stock-based payments, including stock options, to be recognized as an operating expense over the vesting period, based on their grant date fair values.

In July 2006, the Company’s board of directors and stockholders adopted the Global Geophysical Services, Inc. 2006 Incentive Compensation Plan (the “2006 Incentive Plan”).  The 2006 Incentive Plan provides for a variety of  incentive awards, including nonstatutory stock options, incentive stock options within the meaning of Section 422 of the Internal Revenue Code, or (the “Code”), stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based awards, and other stock-based awards.  A total of 9,203,058 shares of common stock are reserved for issuance under the 2006 Incentive Plan.  As of March 31, 2011, a total of 4,795,400 options have been granted and 1,959,700 have been forfeited.

Incentive Stock Options:  The Company estimates the fair value of each stock option on the date of grant using the Black-Scholes-Merton valuation model.  The volatility is based on expected volatility over the expected life of eighty-four months.  As the Company has not historically declared dividends, the dividend yield used in the calculation is zero. Actual value realized, if any, is dependent on the future performance of the Company’s common stock and overall stock market conditions.  There is no assurance the value realized by an optionee will be at or near the value estimated by the Black-Scholes-Merton model.
 
 
13

 
The following assumptions were used:

   
Three Months Ended
 
   
March 31,
 
   
2011
   
2010
 
             
Risk-free interest rates
    2.82 %     3.16 %
Expected lives (in years)
    7.00       7.00  
Expected dividend yield
    0.00 %     0.00 %
Expected volatility
    59.72 %     56.90 %

The computation of expected volatility during the three months ended March 31, 2011 and 2010 was based on the historical volatility. Historical volatility was calculated from historical data for the time approximately equal to the expected term of the option award starting from the grant date. The risk-free interest rate assumption is based upon the U.S. Treasury yield curve in effect at the time of grant for the period corresponding with the expected life of the option.

A summary of the activity of the Company’s stock option plan for the three months ended March 31, 2011 is presented below:
 
               
Weighted
   
Weighted
 
   
Weighted
         
Average
   
Average
 
   
Average
   
Number of
   
Remaining
   
Optioned
 
   
Exercise
   
Optioned
   
Contractual
   
Grant Date
 
   
Price
   
Shares
   
Term in Years
   
Fair Value
 
                         
Balance as of December 31, 2010
  $ 22.93       2,884,100       -     $ 6.04  
Expired
    -       -       -       -  
Granted
    20.00       30,000       -       11.22  
Exercised
    -       -       -       -  
Forfeited
    22.50       (78,400 )     -       9.97  
                                 
Balance as of March 31, 2011
  $ 22.91       2,835,700       -     $ 5.99  
                                 
Exercisable as of March 31, 2011
  $ 23.02       1,459,625       -     $ 4.51  

Compensation expense associated with stock options for the three months ended March 31, 2011 and 2010 was $452,792 and $356,444, respectively, and is included in selling, general and administrative expenses in the statements of operations. At March 31, 2011 and 2010, the Company had 1,376,075 and 1,920,962 of nonvested stock option awards, respectively. The total cost of nonvested stock option awards which the Company had not yet recognized was approximately $3,645,000 at March 31, 2011.  Such amount is expected to be recognized over a period of 4 years from March 31, 2011.

Stock Warrants:  At March 31, 2011, the Company has outstanding warrants which entitle the holders to purchase an aggregate of 390,000 shares of common stock of the Company at an exercise price of $4.25 per share.
 
 
14

 
Restricted Stock:  To encourage retention and performance, the Company granted certain employees and consultants restricted shares of common stock with a fair value per share determined in accordance with conventional valuation techniques, including but not limited to, arm’s length transactions, net book value or multiples of comparable company earnings before interest, taxes, depreciation and amortization, as applicable.

   
Number of
   
Weighted
 
   
Nonvested
   
Average
 
   
Restricted
   
Grant Date
 
   
Share Awards
   
Fair Value
 
Nonvested restricted shares outstanding
           
January 1, 2011
    595,053     $ 9.90  
Granted
    352,250       11.13  
Vested
    (48,540 )     9.25  
Forfeited
    (65,051 )     11.64  
                 
Nonvested restricted shares outstanding
               
March 31, 2011
    833,712     $ 10.32  

Compensation / charitable contribution expense associated with restricted stock for the three months ended March 31, 2011 and 2010 was $869,310 and $337,357, respectively, and is included in selling, general and administrative expenses in the statements of operations.  The total cost of non-vested stock awards which the Company has not yet recognized at March 31, 2011 was approximately $6,536,000. This amount is expected to be recognized over the next three years.
 
 
15

 
NOTE 11 - EARNINGS PER SHARE

The Company follows current guidance for share-based payments which are considered as participating securities. All share-based payment awards that contained non-forfeitable rights to dividends, whether paid or unpaid, were designated as participating securities and included in the computation of earnings per share (“EPS”).

The following table sets forth the computation of basic and diluted earnings per share:

   
Three Month Period Ended
 
   
March 31,
 
   
2011
   
2010
 
   
(unaudited)
 
Net income (loss), attributable to
           
common shareholders
  $ 2,789,482     $ (7,237,518 )
                 
Basic
               
Weighted average shares outstanding:
    36,406,830       8,243,748  
                 
Diluted
               
Shares issuable from the assumed conversion
               
of stock warrants
    261,012       -  
Shares issuable from the assumed conversion
               
of stock options
    400       -  
                 
Total
    36,668,242       8,243,748  
                 
Basic income (loss) per share
  $ .08     $ (.88 )
                 
Diluted income (loss) per share
  $ .08     $ (.88 )

For the three months ended March 31, 2011 and 2010, 2,814,700 and 2,809,450, respectively, out-of-the-money stock options have been excluded from diluted earnings per share because they are considered anti-dilutive.

Due to the net loss for the three month period ended March 31, 2010, 21,000 in-the-money stock options and 390,000 in-the-money stock warrants have been excluded from diluted earnings per share because they are considered anti-dilutive.
 
 
16

 
NOTE 12 - SUPPLEMENTAL CASH FLOW INFORMATION

The following is supplemental cash flow information:

   
Three Month Period Ended
 
   
March 31,
 
   
2011
   
2010
 
   
(unaudited)
 
             
Interest paid
  $ 324,613     $ 4,342,194  
                 
Income taxes paid
  $ 1,915,449     $ 1,613,838  
 
The following is supplemental disclosure of non-cash investing and financing activities:

   
Three Month Period Ended
 
   
March 31,
 
   
2011
   
2010
 
   
(unaudited)
 
Property and equipment additions financed
           
through accounts payable and accrued expenses
  $ 2,660,532     $ 107,640  
                 
Option payable recorded against
               
additional paid in capital
  $ 701,910     $ 2,499,990  
                 
Non-cash Multi-client asset recorded
               
as deferred revenue
  $ 715,361     $ -  
                 
Note payable related to purchase of business
  $ 1,000,000     $ -  
 
 
17

 
NOTE 13 – SEGMENT INFORMATION
 
The Company has two reportable segments: Proprietary Services and Multi-client Services.

The following table sets forth significant information concerning the Company’s reportable segments as of and for the three months ended March 31, 2011 and 2010:

   
As of and for the Three Month Period Ended March 31, 2011 (unaudited)
 
   
Proprietary Services
   
Multi-Client Services
   
Corporate
   
Total
 
Revenue
  $ 39,040,502     $ 37,794,592     $ -     $ 76,835,094  
Segment income (loss)
  $ 4,808,988     $ 7,893,642     $ (9,913,148 )   $ 2,789,482  
Segment assets
  $ 49,745,080     $ 213,860,498     $ 176,938,873     $ 440,544,451  

   
As of and for the Three Month Period Ended March 31, 2011 (unaudited)
 
   
Proprietary Services
   
Multi-Client Services
   
Corporate
   
Total
 
Revenue
  $ 44,754,732     $ 15,906,464     $ -     $ 60,661,196  
Segment income (loss)
  $ (10,963,341 )   $ 4,657,855     $ (932,032 )   $ (7,237,518 )
Segment assets
  $ 63,108,132     $ 72,305,850     $ 164,666,329     $ 300,080,311  
 
NOTE 14 – RECENTLY ISSUED ACCOUNTING STANDARDS
 
There are no new accounting pronouncements that have a material impact on the Company’s consolidated financial statements.
 
NOTE 15 – GUARANTEES OF REGISTERED SECURITIES
 
On August 3, 2010, the Company filed a registration statement on Form S-4 with the Securities and Exchange Commission. Under this registration statement, the Company exchanged $200 million of its publicly registered 10.50% senior notes due 2017 for a like amount of its privately placed 10.50% senior notes due 2017. The debt securities sold are fully and unconditionally guaranteed, on a joint and several basis, by the guarantor subsidiaries which will correspond to all subsidiaries located in the United States. The non-guarantor subsidiaries consist of all subsidiaries outside of the United States.

Separate condensed consolidating financial statement information for the guarantor subsidiaries and non-guarantor subsidiaries as of March 31, 2011 and December 31, 2010 and for the three months ended March 31, 2011 and 2010 is as follows:
 
 
18

 
   
As of March 31, 2011 (Unaudited)
 
   
Guarantors
   
Non-guarantors
   
Eliminations
   
Consolidated
 
BALANCE SHEET
                       
ASSETS
                       
Current assets
  $ 116,056,399     $ 28,799,177     $ (34,099,254 )   $ 110,756,322  
Multi-client library, net
    178,816,035       -       -       178,816,035  
Property and equipment, net
    119,876,713       2,685,479       -       122,562,192  
Investment in subsidiaries
    1,099       -       (1,099 )     -  
Intercompany accounts
    20,389,956       (20,389,956 )     -       -  
Other non-current assets
    28,361,958       47,944       -       28,409,902  
TOTAL ASSETS
  $ 463,502,160     $ 11,142,644     $ (34,100,353 )   $ 440,544,451  
                                 
                                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
                               
Current liabilities
  $ 116,245,040     $ 35,604,586     $ (34,099,254 )   $ 117,750,372  
Long-term debt and capital lease
                               
obligations, net of current portion and
                               
unamortized discount
    215,375,672       -       -       215,375,672  
Deferred income tax and other
                               
non-current liabilities
    1,447,228       -       -       1,447,228  
TOTAL LIABILITIES
    333,067,940       35,604,586       (34,099,254 )     334,573,272  
                                 
Stockholders' equity
    130,434,220       (24,461,942 )     (1,099 )     105,971,179  
TOTAL LIABILITIES AND
                               
STOCKHOLDERS’ EQUITY
  $ 463,502,160     $ 11,142,644     $ (34,100,353 )   $ 440,544,451  
                                 
                                 
   
As of December 31, 2010
 
   
Guarantors
   
Non-guarantors
   
Eliminations
   
Consolidated
 
BALANCE SHEET
                               
ASSETS
                               
Current assets
  $ 116,600,714     $ 26,123,142     $ (30,735,946 )   $ 111,987,910  
Multi-client library, net
    145,896,355       -       -       145,896,355  
Property and equipment, net
    125,342,454       1,621,499       -       126,963,953  
Investment in subsidiaries
    1,099       -       (1,099 )     -  
Intercompany accounts
    17,325,928       (17,325,928 )     -       -  
Other non-current assets
    28,403,426       14,856       -       28,418,282  
TOTAL ASSETS
  $ 433,569,976     $ 10,433,569     $ (30,737,045 )   $ 413,266,500  
                                 
                                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
                               
Current liabilities
  $ 98,383,785     $ 32,852,979     $ (30,735,946 )   $ 100,500,818  
Long-term debt and capital lease
                               
obligations, net of current portion and
                               
unamortized discount
    209,418,242       -       -       209,418,242  
Deferred income tax and other
                               
non-current liabilities
    1,490,745       -       -       1,490,745  
TOTAL LIABILITIES
    309,292,772       32,852,979       (30,735,946 )     311,409,805  
                                 
Stockholders' equity
    124,277,204       (22,419,410 )     (1,099 )     101,856,695  
TOTAL LIABILITIES AND
                               
STOCKHOLDERS’ EQUITY
  $ 433,569,976     $ 10,433,569     $ (30,737,045 )   $ 413,266,500  

 
19

 
   
Three Month Period Ended March 31, 2011 (Unaudited)
 
   
Guarantors
   
Non-guarantors
   
Eliminations
   
Consolidated
 
STATEMENTS OF OPERATIONS
                       
Revenues
  $ 70,045,232     $ 8,342,442     $ (1,552,580 )   $ 76,835,094  
                                 
Expenses:
                               
Operating expenses
    48,009,539       8,327,142       (1,261,309 )     55,075,372  
Selling, general and administrative expenses
    9,362,151       1,940,938       (291,271 )     11,011,818  
Total expenses
    57,371,690       10,268,080       (1,552,580 )     66,087,190  
Income (loss) from operations
    12,673,542       (1,925,638 )     -       10,747,904  
Interest income (expense), net
    (5,819,338 )     12,218       -       (5,807,120 )
Other income (expenses), net
    834,195       (16,752 )     -       817,443  
Income (loss) before income taxes
    7,688,399       (1,930,172 )     -       5,758,227  
Income tax expense
    2,899,902       112,360       -       3,012,262  
Income (loss) after income taxes
    4,788,497       (2,042,532 )     -       2,745,965  
Net loss, attributable to noncontrolling interests
    (43,517 )     -       -       (43,517 )
Net income (loss), attributable to common shareholders
  $ 4,832,014     $ (2,042,532 )   $ -     $ 2,789,482  
                                 
                                 
                                 
   
Three Month Period Ended March 31, 2011 (Unaudited)
 
   
Guarantors
   
Non-guarantors
   
Eliminations
   
Consolidated
 
STATEMENTS OF OPERATIONS
                               
Revenues
  $ 43,388,785     $ 23,884,500     $ (6,612,089 )   $ 60,661,196  
                                 
Expenses:
                               
Operating expenses
    41,269,942       23,911,480       (6,321,040 )     58,860,382  
Selling, general and administrative expenses
    5,046,515       3,493,818       (291,049 )     8,249,284  
Total expenses
    46,316,457       27,405,298       (6,612,089 )     67,109,666  
Loss from operations
    (2,927,672 )     (3,520,798 )     -       (6,448,470 )
Interest expense, net
    (4,584,118 )     -       -       (4,584,118 )
Other income (expenses), net
    359,186       (165,384 )     -       193,802  
Loss before income taxes
    (7,152,604 )     (3,686,182 )     -       (10,838,786 )
Income tax expense (benefit)
    (3,632,872 )     31,604       -       (3,601,268 )
Net loss, attributable to common shareholders
  $ (3,519,732 )   $ (3,717,786 )   $ -     $ (7,237,518 )
 
 
20

 
   
Three Month Period Ended March 31, 2011 (Unaudited)
 
   
Guarantors
   
Non-guarantors
   
Eliminations
   
Consolidated
 
STATEMENTS OF CASH FLOWS
                       
Net cash provided by (used in) operating activities
  $ 52,603,258     $ (1,856,319 )   $ -     $ 50,746,939  
Net cash used in investing activities
    (59,999,986 )     (1,230,501 )     -       (61,230,487 )
Net cash provided by financing activities
    3,107,549       -       -       3,107,549  
Net decrease in cash and cash equivalents
  $ (4,289,179 )   $ (3,086,820 )   $ -     $ (7,375,999 )

   
Three Month Period Ended March 31, 2011 (Unaudited)
 
   
Guarantors
   
Non-guarantors
   
Eliminations
   
Consolidated
 
STATEMENTS OF CASH FLOWS
                       
Net cash provided by (used in) operating activities
  $ 22,806,945     $ (1,851,211 )   $ -     $ 20,955,734  
Net cash provided by (used in) investing activities
    (28,910,007 )     2,022,343       -       (26,887,664 )
Net cash used in financing activities
    (1,572,931 )     -       -       (1,572,931 )
Net increase (decrease) in cash and cash equivalents
  $ (7,675,993 )   $ 171,132     $ -     $ (7,504,861 )
 
NOTE 16 - SUBSEQUENT EVENTS
 
 
21

 
Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in combination with our Interim Financial Statements contained in this Form 10-Q and our Financial Statements for the year ended December 31, 2010 included in our form 10-K (Commission file number: 001-34709).
 
Forward Looking Statements
 
                Statements other than statements of historical fact included in this Form 10-Q that relate to forecasts, estimates or other expectations regarding future events regarding technological advancements and our financial position, business strategy and plans and objectives of our management for future operations, may be deemed to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. When used in this Form 10-Q, words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan” and similar expressions, as they relate to us or our management, identify forward-looking statements. Forward-looking statements include, but are not limited to, statements about business outlook for the year, backlog and bid activity, business strategy, and related financial performance and statements with respect to future events.  Such forward-looking statements are based on certain assumptions made by the Company based on management’s experience and perception of historical trends, industry conditions, market position, future operations, profitability, liquidity, backlog, capital resources and other information currently available to management and believed to be appropriate. Actual results could differ materially from those contemplated by the forward-looking statements as a result of certain factors, including but not limited to, the volatility of oil and natural gas prices, disruptions in the global economy, dependence upon energy industry spending, delays, reductions or cancellations of service contracts, high fixed costs of operations, weather interruptions, inability to obtain land access rights of way, industry competition, limited number of customers, credit risk related to our customers, asset impairments, the availability of capital resources, and operational disruptions. A discussion of these factors, including risks and uncertainties, is set forth under “Risk Factors” in our form 10-K (Commission file number: 001-34709) filed with the Securities and Exchange Commission. These forward-looking statements reflect our current views with respect to future events and are subject to these and other risks, uncertainties and assumptions relating to our operations, results of operations, growth strategies and liquidity. Although the Company believes that the expectations reflected in such statements are reasonable, the Company can give no assurance that such expectations will be correct.  All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified by these cautionary statements and any other cautionary statements that may accompany such forward-looking statements. We assume no obligation to update any such forward-looking statements.
 
Our backlog estimates represent those seismic data acquisition projects for which a client has executed a contract and has a scheduled start date for the project as well as unrecognized pre-committed funding from our Multi-client Services segment. Backlog estimates are based on a number of assumptions and estimates including assumptions related to foreign exchange rates and proportionate performance of contracts and our valuation of assets, such as seismic data, to be received by us as payment under certain agreements. The realization of our backlog estimates is further affected by our performance under term rate contracts, as the early or late completion of a project under term rate contracts will generally result in decreased or increased, as the case may be, revenues derived from these projects. Contracts for services are also occasionally modified by mutual consent. Because of potential changes in the scope or schedule of our clients' projects, we cannot predict with certainty when or if our backlog will be realized. Even where a project proceeds as scheduled, it is possible that the client may default and fail to pay amounts owed to us. In addition, the contracts in our backlog are cancelable by the client. Material delays, payment defaults or cancellations could reduce the amount of backlog currently reported, and consequently,
could inhibit the conversion of that backlog into revenues.
 
 
22

 
Overview
 
We provide an integrated suite of seismic data solutions to the global oil and gas industry, including our high resolution RG-3D Reservoir Grade™ ("RG3D") seismic solutions. Our seismic data solutions consist primarily of seismic data acquisition, microseismic monitoring, data processing and interpretation services. Through these services, we deliver data that enable the creation of high resolution images of the earth's subsurface and reveal complex structural and stratigraphic details. These images are used primarily by oil and gas companies to identify geologic structures favorable to the accumulation of hydrocarbons, to reduce risk associated with oil and gas exploration, to optimize well completion techniques and to monitor changes in hydrocarbon reservoirs. We integrate seismic survey design, data acquisition, processing and interpretation to deliver enhanced services to our clients. In addition, we own and market a growing seismic data library and license this data to clients on a non-exclusive basis.

We provide seismic data acquisition for land, transition zone and shallow marine areas, including challenging environments such as marshes, forests, jungles, arctic climates, mountains and deserts worldwide. Our management team has significant operational experience in most of the major U.S. shale plays, including the Haynesville, Barnett, Bakken, Fayetteville, Eagle Ford and Woodford, where we believe our high resolution RG3D seismic solutions are particularly well-suited.

Our seismic solutions are used by many of the world's largest and most technically advanced oil and gas exploration and production companies, including national oil companies ("NOCs") such as Oil and Natural Gas Corporation Limited ("ONGC") and Ecopetrol S.A. ("Ecopetrol"), major integrated oil and gas companies ("IOCs") such as BP p.l.c. ("BP"), ConocoPhillips Company ("ConocoPhillips") and Exxon Mobil Corporation ("ExxonMobil"), and independent oil and gas exploration and production companies such as Anadarko Petroleum Corporation ("Anadarko"), Apache Corporation, and Chesapeake Energy Corporation ("Chesapeake").

We currently own approximately 162,000 recording channels. Our recording channels and systems are interoperable providing operational scalability and efficiency, enabling us to execute on large and technologically complex projects.

We primarily generate revenues by providing Proprietary Services and Multi-client Services to our clients. Our Proprietary Services generate revenues by conducting geophysical surveys for our clients on a contractual basis where our clients generally acquire all rights to the seismic data obtained through such survey. We also generate revenues by providing microseismic monitoring, data processing and interpretation services. Our Multi-client Services generate revenues by selling licenses, on a non-exclusive basis, to data we own as a part of our seismic data library.
 
 
23

 
Results of Operations

Three Months Ended March 31, 2011 Compared to Three Months Ended March 31, 2010 (unaudited)
 
The following table sets forth our consolidated revenues for the period indicated:

   
Three Month Period Ended
 
   
March 31,
 
   
(unaudited)
 
   
2011
   
2010
 
(Amounts in millions)
 
Amount
   
%
   
Amount
   
%
 
Proprietary Services
  $ 39.0       51 %   $ 44.8       74 %
Multi-client Services
    37.8       49 %     15.9       26 %
          Total
  $ 76.8       100 %   $ 60.7       100 %

Revenues by US vs. International
 
Three Month Period Ended
 
   
March 31,
 
   
(unaudited)
 
   
2011
   
2010
 
   
Amount
   
%
   
Amount
   
%
 
United States
  $ 41.2       54 %   $ 19.4       32 %
International
    35.6       46 %     41.3       68 %
          Total
  $ 76.8       100 %   $ 60.7       100 %
 
Revenues. We recorded revenues of $76.8 million for the three months ended March 31, 2011 compared to $60.7 million for the same period ended in 2010, an increase of $16.1, or 27%.
 
We recorded revenues from Proprietary Services of $39.0 million for the three months ended March 31, 2011. Latin America represented $31.3 million of that revenue, an increase of $13.0 million from the corresponding period in 2010. This growth was driven by additional program activity in Colombia and Brazil.  
 
Multi-client Services generated revenues of $37.8 million for the three months ended March 31, 2011 compared to $15.9 million for the same period of 2010, an increase of $21.9 million, or 138%.  The $37.8 million in Multi-client revenues included $10.4 million of late sale license revenue and $26.4 million of pre-commitment revenue. This compared to $4.3 million in late sales revenue and $11.6 million of pre-commitment revenue during the same period of 2010.  Pre-commitment revenues for the quarter were driven primarily by programs in the Baaken and Niobrara shales. Late sale revenues were driven by licenses to data across library assets including the Eagle Ford, Haynesville, Niobrara, and Baaken data sets.
 
 
24

 
The following table sets forth our consolidated Multi-client revenues for the period indicated:
 
   
Three Month Period Ended
 
   
March 31,
 
   
2011
   
2010
 
Multi-client revenues
 
(unaudited)
 
             
Pre-commitments
  $ 26.4     $ 11.6  
Late sales
    10.4       4.3  
Subtotal
    36.8       15.9  
Non-cash data swaps
    1.0       -  
Total revenue
  $ 37.8     $ 15.9  
 
Operating expenses. Our operating expenses, excluding depreciation and amortization decreased by $18.2 million to $17.2 million for the three months ended March 31, 2011, a decrease of 51%. Operating expenses represented 22.5% of revenue for the first quarter of 2011 compared to 58.4% in the same period of 2010. The main reason for the decrease in operating cost is related to our Multi-client Service segment.  These costs are capitalized when incurred and later expensed through proportional performance in line with our Multi-client revenue recognition. In the three months ended March 31, 2011, the company’s capitalized Multi-client cash investments was $52.8 million compared to $25.3 million in the same period in 2010.
 
Selling, General and Administrative Expenses. SG&A, excluding depreciation and amortization, increased by $2.4 million, or 30%, to $10.3 million for the three months ended March 31, 2011.  The majority of this increase is related to our compensation and employee benefits, which  increased by $2.1 million attributable to our increase in sales and marketing staff and an increase in our stock based compensation for the quarter ended March 31, 2011.
 
 
25

 
Depreciation and Amortization Expenses.  Total net depreciation and amortization expense increased by $15.6 million, or 85%, to $33.9 million for the three months ended March 31, 2011.  Our Multi-client amortization expense was $25.5 million for the three months ended March 31, 2011, representing a 68% effective amortization rate for the period.  Gross depreciation expense for the quarter ended March 31, 2011 was $12.6 million, of which, $4.7 million was capitalized in connection with our Multi-client investments resulting in a net depreciation expense of $7.9 million.  Some of our older equipment is becoming fully depreciated and capital investments have been less than our historical average.
 
The following table summarizes our depreciation and amortization for the three month periods ended:
 
   
March 31,
 
   
2011
   
2010
 
   
(unaudited)
 
             
Gross depreciation expense
  $ 12.6     $ 14.9  
Less: capitalized depreciation for Multi-client library
    4.7       5.5  
                 
Net depreciation expense
  $ 7.9     $ 9.4  
                 
Amortization of intangibles expense
    0.4       0.1  
Multi-client amortization expense
    25.5       8.7  
                 
Total net depreciation & amortization expense
  $ 33.8     $ 18.2  
                 
Average Multi-client amortization rate
               
for the period
    68 %     55 %
 
Interest Expense, Net. Interest expense, net, increased by $1.2 million, or 27%, to $5.8 million for the three months ended March 31, 2011, compared to $4.6 million for the same quarter of 2010.  The increase is a result of increases in borrowing costs from the issuance of $200 million, 10.5% senior notes.
 
Other Income (Expense), Net. Other income (expense), net, was a gain of $0.8 million for the three months ended March 31, 2011 compared to a gain of $0.2 million in the same quarter of 2010, a $0.6 million increase in income. The primary difference related to a foreign exchange gain in 2011 of $0.8 million compared to a loss of $0.2 million in the same period of 2010.   This was partially offset from an unrealized gain on a derivative instrument in the three months ended March 31, 2010 of $0.3 million versus nil in 2011.
 
Income Tax Expense (Benefit). Our income tax expense for the three months ended March 31, 2011 was $2.7 million compared to a benefit of $7.2 million in the same period of 2010. The effective income tax rate for the three months ended March 31, 2011 and 2010 was 52.3% and 33.2%, respectively. The Company’s effective income tax rate in 2011 and 2010 differs from the federal statutory rate primarily due to state income taxes, non-deductible expenses, tax rate differential from US operations, and valuation allowances in non-US jurisdictions.
 
 
26

 
EBITDA. We define EBITDA as net income before interest, taxes, depreciation and amortization. EBITDA is not a measure of financial performance derived in accordance with Generally Accepted Accounting Principles (GAAP) and should not be considered in isolation or as an alternative to net income as an indication of operating performance. The table below presents a reconciliation of EBITDA to net income (loss):
 
   
Three Month Period Ended
 
   
March 31,
 
EBITDA
 
2011
   
2010
 
   
(unaudited)
 
Net income (loss)
  $ 2.8     $ (7.2 )
   Add: depreciation (gross) (1)
    12.6       14.8  
   Less: capitalized depreciation
    4.7       5.5  
   Add: amortization of intangibles
    .4       .1  
   Add: Multi-client amortization
    25.5       8.7  
   Add: interest income expense, net
    5.8       4.6  
   Add: income tax expense (benefit)
    3.0       (3.6 )
EBITDA
  $ 45.4     $ 11.9  
                 
(1) Includes gain or loss from sale of fixed assets
 
 
Our management believes EBITDA is useful to an investor in evaluating our operating performance because this measure is widely used by investors in the energy industry to measure a company’s operating performance without regard to items excluded from the calculation of such term, which can vary substantially from company to company depending upon, among other factors, accounting methods, book value of assets, capital structure and the method by which assets were acquired. We believe EBITDA helps investors more meaningfully evaluate and compare the results of our operations from period to period by removing the effect of our capital structure and asset base from our operating structure. EBITDA is also used as a supplemental financial measure by our management in presentations to our board of directors, as a basis for strategic planning and forecasting, and as a component for setting incentive compensation.
 
 
27

 
Liquidity and Capital Resources
 
Our primary sources of liquidity are cash generated by the Proprietary Services and Multi-client Services we provide to our clients, debt and equity offerings, our revolving credit facility, and equipment financings such as capital leases. Our primary uses of capital include the acquisition of seismic data recording equipment, seismic vehicles and vessels, other equipment needed to outfit new crews and to enhance the capabilities of and maintain existing crews’ energy sources, and investments in Multi-client data for our library. We also use capital to fund the working capital required to launch new crews and operate existing crews.  Our cash position, consistent with our revenues, depends to a large extent on the level of demand for our services. Historically, we have supplemented cash from operations with borrowings under our Revolving Credit Facility periodically from time to time as the need arises.
 
As of March 31, 2011, we had available liquidity as follows:
 
   
Three Month Period Ended
 
 (Amounts in millions)
 
March 31,
 
   
(unaudited)
 
 Available cash
  $ 20.9  
 Undrawn borrowing capacity under Revolving Credit Facility
    30.0  
               Net available liquidity
  $ 50.9  
 
The following table summarizes the net cash provided by (used in) operating, investing and financing activities for the three months ended March 31, 2011 and 2010:
 
   
Three Month Period Ended
 
   
March 31,
 
(Amounts in millions)
 
2011
   
2010
 
   
(unaudited)
 
Operating activities
  $ 50.7     $ 21.0  
Investing activities
    (61.2 )     (26.9 )
Financing activities
    3.1       (1.6 )
 
Operating Activities. Net cash provided by operating activities was $50.7 million for the three months ended March 31, 2011 compared to $21.0 million for the same period ended 2010, an increase of $29.7 million. The increase was largely driven by changes in depreciation and amortization expenses, which increased by $14.8 million along with an increase in deferred revenue which increased by $16.8 million.
 
 
28

 
Investing Activities. Net cash used in investing activities was $61.2 million for the three months ended March 31, 2011 compared to $26.9 million for the same period ended 2010, an increase of $34.3 million. The increase was primarily the result of increased investment in our Multi-client library.  The following table sets forth our investment in our Multi-client library for the period indicated:
 
   
Three Month Period Ended
 
   
March 31,
 
Multi-client investment (period)
 
2011
   
2010
 
   
(unaudited)
 
Cash
  $ 52.8     $ 25.3  
Capitalized depreciation (1)
    4.7       5.5  
Non-cash data swaps
    1.0       -  
Total
    58.5       30.8  
                 
Investment (cumulative)
               
Cash
  $ 283.0     $ 84.9  
Capitalized depreciation (1)
    31.8       12.2  
Non-cash data swaps
    20.0       8.9  
Total
  $ 334.8     $ 106.0  
                 
Cumulative amortization
    156.0       46.5  
Multi-client net book value
  $ 178.8     $ 59.5  
 
(1)  
Represents capitalized cost of the equipment, owned or leased, and utilized in connection with Multi-client Services.
 
Financing Activities. Net cash provided by financing activities was $3.1 million in the three months ended March 31, 2011 compared to net cash used in financing activities of $1.6 million in the three months ended March 31, 2010, an increase of $4.7 million. The increase is primarily the result of our net proceeds on our revolving credit facility of $5.0 million.
 
Capital Resources  On April 30, 2010, we completed the closing of a new revolving credit facility under the terms of a Credit Agreement (the “Revolving Credit Facility”) with Bank of America, N.A., as administrative agent for each lender party to the Revolving Credit Facility.  Our Revolving Credit Facility provides for borrowings of up to $50.0 million. The loans under our Revolving Credit Facility bear interest at a rate equal to LIBOR plus the Applicable Rate or the Base Rate plus the Applicable Rate. The Base Rate is defined as the higher of (x) the prime rate and (y) the Federal Funds rate plus 0.50%. The Applicable Rate is defined as a percentage determined in accordance with a pricing grid based upon our leverage ratio, that will decline from LIBOR plus 4.00% or the prime rate plus 3.00% to a minimum rate equal to LIBOR plus 3.50% or the prime rate plus 2.50%. We are able to prepay borrowings under our Revolving Credit Facility at any time without penalty or premium, subject to reimbursement of the lenders’ breakage and redeployment costs in the case of prepayment of LIBOR borrowings. We also will pay a commitment fee of 0.75% per annum on the actual daily unused portions of the Revolving Credit Facility.
 
Capital Expenditures. Capital expenditures for the three months ended March 31, 2011 were $66.6 million consisting of purchases of property and equipment of $8.2 million and investments in our Multi-client library of $58.4 million.
 
 
29

 
Contractual Obligations
 
The following table summarizes the payments due in specific periods related to our contractual obligations as of March 31, 2011:
 
   
Total
   
Within 1 Year
   
1-3 Years
   
3-5 Years
   
After 5 Years
 
(Amounts in millions)
                             
Debt obligations
  $ 221.7     $ 0.9     $ 20.4     $ 0.4     $ 200.0  
Operating lease obligations
    1.8       1.0       0.6       0.2       0.0  
Option payable (1)
    0.7       0.7       0.0       0.0       0.0  
    $ 224.2     $ 2.6     $ 21.0     $ 0.6     $ 200.0  
                                         
(1) Represents an option to purchase from a former employee 46,794 shares of common stock at $15 per share
 
Off Balance Sheet Arrangements
 
        We do not currently have any off balance sheet arrangements.

Backlog

The Company’s Backlog as of March 31, 2011 was approximately $278 million ($144 million Multi-client pre-commitments; $134 million Proprietary Services) compared to $145 million as of March 31, 2010. Backlog as of December 31, 2010 was approximately $265 million.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

        The primary sources of market risk are the volatility of oil and gas prices and the concentration of our clients in the oil and gas industry. The volatility of oil and gas prices may have a positive or negative effect on demand and pricing for our services. The concentration of substantially all of our clients in the oil and gas industry may have a positive or negative effect on our exposure to credit risk since all of our clients are similarly affected by changes in industry and economic conditions. We regularly maintain deposits in our bank accounts in excess of the $250,000 guaranteed by the Federal Deposit Insurance Corporation. We are subject to market risk exposure related to changes in interest rates on our outstanding floating rate debt. Borrowings under our Revolving Credit Facility bear floating-rate interest, at our option, based on LIBOR or the prime rate. We do not enter into interest rate hedges or other derivatives for speculative purposes.
 
        Financial instruments, which potentially subject us to concentration of credit risk, consist primarily of unsecured trade receivables. In the normal course of business, we provide credit terms to our clients. Accordingly, we perform ongoing credit evaluations of our clients and maintain allowances for possible losses.
 
        We conduct business in many foreign countries. We are subject to foreign exchange risks because our contracts may, from time-to-time, be denominated in currencies other than the U.S. dollar while a significant portion of our operating expenses and income taxes accrue in other currencies. Movements in the exchange rates between the U.S. dollar and other currencies may adversely affect our financial results. Historically, we have not attempted to hedge foreign exchange risk. For the three months ended March 31, 2011, approximately 37% of our revenues were recorded in foreign currencies, and we recorded net foreign exchange gain of $0.8 million, or 1% of revenues. We attempt to match our foreign currency revenues and expenses in order to balance our net position of receivables and payables in foreign currency. Nevertheless, during the past three years, foreign-denominated revenues have exceeded foreign-denominated payables primarily as a result of contract terms required by our national oil company clients. Our management believes that this will continue to be the case in the future.
 
 
30

 
Item 4. Controls and Procedures

Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we have performed an evaluation of the design, operation and effectiveness of the Company disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act) as of March 31, 2011.  Based on that evaluation, the Company’s principal executive and principal financial officers have concluded that the Company’s disclosure controls and procedures were effective as of March 31, 2011.

          There were no changes in the Company’s internal control over financial reporting that occurred during the Company’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings

Neither the Company nor any of its subsidiaries is a party to any pending legal proceedings other than certain routine litigation that is incidental to the Company’s business and that the Company believes is unlikely to materially impact the Company.  Moreover, the Company is not aware of any such legal proceedings that are contemplated by governmental authorities with respect to the Company, any of its subsidiaries, or any of their respective properties.

Item 1A.  Risk Factors

There have been no material changes in the risk factors included in our form 10-K (Commission file number: 001-34709).
 
Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

           None.
 
Item 3.  Defaults Upon Senior Securities

None.

Item 4.  (Removed and Reserved)
 
 
Item 5.  Other Information

None
 
 
31

 
Item 6.  Exhibits (items indicated by an (*) are filed herewith)

Exhibit No.
 
Description
     
31.1*
 
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
     
31.2*
 
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
     
32.1*
 
Certification of Chief Executive Officer pursuant to Rule 13a-14(b) or Rule 15d-14(b) and 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 Rule 13a-14(b) or Rule 15d-14(b) and 18 U.S.C.  Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 
32

 
SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


   
GLOBAL GEOPHYSICAL SERVICES, INC.
     
     
Date: May 6, 2011
 
/s/ Richard A. Degner
   
Richard A. Degner
   
President and Chief Executive Officer
   
(Authorized Officer)
     
     
     
Date: May 6, 2011
 
/s/ P. Mathew Verghese
   
P. Mathew Verghese
   
Senior Vice President and Chief Financial Officer
   
(Principal Financial and Accounting Officer)
 

 
33

 
EX-31 2 exh_311.htm EXHIBIT 31.1
Exhibit 31.1
CERTIFICATION BY CHIEF EXECUTIVE OFFICER
PURSUANT TO RULES 13a-14(a) AND 15d-14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934
(Section 302 of the Sarbanes-Oxley Act of 2002)
 
I, Richard A. Degner, certify that:
 
 
1.
I have reviewed this Quarterly Report on Form 10-Q of Global Geophysical Services, Inc.
 
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
 
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)) for the registrant and have:
 
 
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
 
b)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
 
c)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
 
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
 
a)
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
 
b)
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
 
Date: May 6, 2011
 
/s/ Richard A. Degner
   
Richard A. Degner
   
President and Chief Executive Officer
EX-31 3 exh_312.htm EXHIBIT 31.2
Exhibit 31.2
 
CERTIFICATION BY CHIEF FINANCIAL OFFICER
PURSUANT TO RULES 13a-14 AND 15d-14
OF THE SECURITIES EXCHANGE ACT OF 1934
(Section 302 of the Sarbanes-Oxley Act of 2002)

I, P. Mathew Verghese, certify that:

 
1.
I have reviewed this Quarterly Report on Form 10-Q of Global Geophysical Services, Inc.
 
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
 
4.
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)) for the registrant and have:
 
 
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
 
 
b)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
 
c)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
 
 
5.
The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
 
 
a)
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
 
 
b)
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
 
Date: May 6, 2011
 
/s/ P. Mathew Verghese
   
P. Mathew Verghese
   
Senior Vice President and Chief Financial Officer
EX-32 4 exh_321.htm EXHIBIT 32.1
Exhibit 32.1
 
CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. § 1350
(Section 906 of Sarbanes-Oxley Act of 2002)
 
In connection with the Quarterly Report of Global Geophysical Services, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Richard A. Degner, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
 
(1)           The Report fully complies with the requirements of section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
 
(2)           The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
 
 
Dated: May 6, 2011
 
/s/ Richard A. Degner
   
Richard A. Degner
   
President and Chief Executive Officer
 
EX-32 5 exh_322.htm EXHIBIT 32.2
Exhibit 32.2
 
CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. § 1350
(Section 906 of Sarbanes-Oxley Act of 2002)
 
In connection with the Quarterly Report of Global Geophysical Services, Inc. (the “Company”) on Form 10-Q for the period ended March 31, 2011, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, P. Mathew Verghese, Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
 
(1)           The Report fully complies with the requirements of section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
 
(2)           The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
 
 
Dated: May 6, 2011
 
/s/ P. Mathew Verghese
   
P. Mathew Verghese
   
Senior Vice President and Chief Financial Officer