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Going Concern and Subsequent Events (Notes)
12 Months Ended
Dec. 31, 2019
Subsequent Events [Abstract]  
Subsequent Events [Text Block]
Going Concern and Subsequent Events
Going Concern and Financial Reporting in Reorganization
In an effort to achieve liquidity that would be sufficient to meet all of our commitments, we have undertaken a number of actions, including minimizing capital expenditures and reducing recurring expenses. However, we believe that even after taking these actions, we will not have sufficient liquidity to satisfy all of our future financial obligations, comply with our debt covenants, and execute our business plan. As a result, the Pioneer RSA Parties filed a petition for reorganization under Chapter 11 of the Bankruptcy Code on March 1, 2020.
The risks and uncertainties surrounding the Chapter 11 Cases, the defaults under our Debt Instruments, and the weak industry conditions impacting our business raise substantial doubt as to our ability to continue as a going concern. The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplate our continuation as a going concern.
Reorganization and Chapter 11 Proceedings
On March 1, 2020 (the “Petition Date”), Pioneer Energy Services Corp. (“Pioneer”) and its affiliates Pioneer Coiled Tubing Services, LLC, Pioneer Drilling Services, Ltd., Pioneer Fishing & Rental Services, LLC, Pioneer Global Holdings, Inc., Pioneer Production Services, Inc., Pioneer Services Holdings, LLC, Pioneer Well Services, LLC, Pioneer Wireline Services Holdings, Inc., Pioneer Wireline Services, LLC (collectively with Pioneer, the “Pioneer RSA Parties”) filed voluntary petitions (the “Bankruptcy Petitions”) for reorganization under title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”). The Chapter 11 proceedings are being jointly administered under the caption In re Pioneer Energy Services Corp. et al (the “Chapter 11 Cases”).
In connection with the Bankruptcy Petitions, the Pioneer RSA Parties entered into a restructuring support agreement (the “RSA”) with holders of approximately 99% in aggregate principal amount of our outstanding Term Loan (the “Consenting Term Lenders”) and holders of approximately 75% in aggregate principal amount of our Senior Notes (the “Consenting Noteholders” and together with the Consenting Term Lenders, the “Consenting Creditors”). The RSA incorporates economic terms regarding a restructuring of the Pioneer RSA Parties agreed to by the parties reflected in a term sheet attached as Exhibit B to the RSA. Pursuant to the RSA, the Consenting Creditors and the Pioneer RSA Parties made certain customary commitments to each other, including the Consenting Noteholders committing to vote for, and the Consenting Creditors committing to support, the restructuring transactions (the “Restructuring”) to be effectuated through a plan of reorganization that incorporates the economic terms included in the RSA (the “Plan”). The Pioneer RSA Parties filed the Plan with the Bankruptcy Court on March 2, 2020.
The commencement of the Chapter 11 Cases constituted an event of default under certain of our debt instruments that accelerated our obligations under our Senior Notes, the Prepetition ABL Facility, and Term Loan. Under the Bankruptcy Code, holders of our Senior Notes and the lenders under our Term Loan and the Prepetition ABL Facility are stayed from taking any action against us as a result of this event of default.
Upon emergence from Chapter 11, we expect we will be required to adopt the fresh start accounting rules, in which case our assets and liabilities will be recorded at fair value as of the fresh start reporting date, which may differ materially from the recorded values of assets and liabilities on our consolidated balance sheets.
Debtor-in-Possession Financing and New Revolver
On February 28, 2020, we received commitments pursuant to the Commitment Letter from PNC Bank, N.A. for a $75 million asset-based revolving loan debtor-in-possession financing facility and a $75 million asset-based revolving exit financing facility. On March 3, 2020, with the approval of the Bankruptcy Court, we entered into the DIP Facility and used the proceeds of the initial extensions of credit thereunder to refinance all outstanding letters of credit under the Prepetition ABL Facility in connection with the termination of the Prepetition ABL Facility and to pay fees and expenses in connection with the Chapter 11 Cases and transactional and professional fees related thereto.
The DIP Facility has a 5-month maturity, bears interest at a rate of LIBOR plus 200 basis points per annum, and contains customary covenants and events of default. The borrowers and guarantors under the DIP Facility are the same as the borrowers and guarantors under the Prepetition ABL Facility. Subject to certain exceptions, our obligations under the DIP Facility are superpriority administrative expenses in the Chapter 11 Cases and are secured by a first-priority lien on inventory and cash and a second-priority lien on all other assets of the borrowers and guarantors thereunder.
The Commitment Letter contemplates that upon our emergence from the Chapter 11 Cases, subject to the satisfaction of certain customary conditions, the DIP Facility will “roll” into the New Revolver. Subject to the terms and conditions of the Commitment Letter, the New Revolver will have a 5-year maturity, will bear interest at a rate per annum between LIBOR plus 175 basis points and LIBOR plus 225 basis points (depending on the average excess availability under the New Revolver), and will contain customary covenants and events of default. Subject to certain exceptions and permitted liens, the obligations of the borrowers and guarantors under the New Revolver will be secured by a first-priority lien on inventory and cash and a second-priority lien on substantially all other assets of the borrowers and guarantors thereunder. We anticipate that the proceeds of the New Revolver will be used to repay in full all amounts outstanding under the DIP Facility and for general corporate purposes.