KLX Energy Services Announces Preliminary Results of Subscription Rights Offering

KLX Energy Services Holdings, Inc. (NASDAQ: KLXE ) ("KLX" or the "Company") announced today the preliminary results of its previously announced subscription rights offering (the "Rights Offering"), which expired at 5:00 p.m., New York City time, on September 23, 2026 (the "Expiration Date"). Subscription rights that were not exercised by the Expiration Date have expired and are no longer exercisable. According to Computershare Trust Company, N.A. (the "Subscription Agent"), as of the Expiration Date, 6,385,123 basic subscription rights were exercised to purchase an aggregate of 24,806,099 shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), and 168,902 additional shares of Common Stock were subscribed for pursuant to the over-subscription privilege. In the aggregate, the Company is expected to issue 24,975,001 shares of Common Stock pursuant to the Rights Offering at the subscription price of $1.49 per whole share (the "Subscription Price") for gross proceeds of $37.2 million to the Company. Of the $37.2 million gross cash proceeds from the Rights Offering, the Company expects to use $31.0 million for general corporate purposes, including to pay fees and expenses in connection with the Rights Offering, and $6.2 million to redeem the 2030 Notes (as defined below) at par, plus accrued and unpaid interest. After giving effect to the Rights Offering and the Backstop Exchange (as defined below), the Company expects to have approximately 105.7 million shares of Common Stock issued and outstanding. Upon completion of the Backstop Exchange, the outstanding pricinipal amount of the 2030 Notes will be reduced by $94.0 million as a result of the combination of par redemptions from excess proceeds in the Rights Offering and the exchange of 2030 Notes for Common Stock in the Backstop Exchange. The Company expects the Subscription Agent to distribute the shares of Common Stock and the proceeds from the Rights Offering on or about September 29, 2026, subject to customary closing conditions. The Rights Offering was backstopped by the existing holders (the "Backstop Parties") of the Company's Senior Secured Floating Rate Cash / PIK Notes due 2030 (the "2030 Notes") in an aggregate backstop commitment amount of $94.0 million pursuant to a Rights Offering Backstop Agreement (the "Backstop Agreement"), which was reduced to $87.8 million as a result of $6.2 million of 2030 Notes redeemed with Rights Offering proceeds, with each individual Backstop Party subject to an aggregate 30% ownership limitation on a pro forma fully diluted basis. The Backstop Parties committed to purchase their respective backstop commitment amounts through an exchange of their 2030 Notes (at 100% of the principal amount thereof plus accrued and unpaid interest) for shares of Common Stock at the Subscription Price (the "Backstop Exchange"). An aggregate of approximately 59.3 million shares of Common Stock will be issued to the Backstop Parties in the Backstop Exchange. Upon completion of the Backstop Exchange, the Company will enter into an amended and restated indenture governing the 2030 Notes. The Rights Offering was made pursuant to the Company's existing effective shelf registration statement on Form S-3 (Reg. No. 333-295905) on file with the Securities and Exchange Commission (the "SEC") and the prospectus supplement (and the accompanying base prospectus) filed with the SEC on August 24, 2026 (collectively, the "Prospectus"). Additional information regarding the Rights Offering is set forth in the Prospectus.