# NCS Multistage Holdings, Inc. (NCSM) — merger/definitive [pending] Source: SEC API (secapi.ai) · situation sit_a7ac50c2a5007ed44454 · retrieved 2026-08-11T16:17:14.836Z ## Overview NCS Multistage Holdings, Inc. is a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completions and field development strategies. On May 31, 2026, NCS Multistage Holdings, Inc. entered into an Agreement and Plan of Merger with Weatherford International plc. Under the merger agreement, a wholly owned subsidiary of Weatherford will merge with and into NCS, with NCS continuing as the surviving corporation and becoming a wholly owned subsidiary of Weatherford. Upon completion, NCS stockholders will have the right to receive Weatherford ordinary shares or a combination of cash and Weatherford ordinary shares, subject to the merger agreement terms. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close in the second half of 2026. The holder of more than 50% of NCS's outstanding common stock has approved the transaction by written consent, so no further stockholder approval is required. ## Terms - Counterparty: Weatherford International plc · Consideration: mixed · Price/share: $0.5537 ## Key dates - Announced 2026-06-01 · Vote 2026-05-31 · Expiry 2027-05-31 · Expected close 2026-12-31 ## Timeline - 2026-06-01 · 425 (0001193125-26-249808): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage is a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completion and field development strategies.* Weatherford International plc (NASDAQ: WFRD) has entered into a definitive agreement to acquire NCS Multistage Holdings, Inc. (NASDAQ: NCSM). NCS Multistage stockholders have an election to receive either 0.554 shares of Weatherford common stock at closing, or a combination of 0.239 shares of Weatherford common stock and a cash amount equal to 0.137 shares of Weatherford common stock at closing, subject to proration and certain limitations. On a blended basis, this is expected to be the equivalent of 0.463 shares of Weatherford common stock with up to 19.99% of the total equity consideration payable in cash. Annual cost synergies are expected to be at least $15 million and be realized within 18 months of closing. The transaction has been approved by the Board of Directors of Weatherford, the Board of Directors of NCS Multistage, and the controlling stockholder of NCS Multistage that owns more than 50% of NCS Multistage's outstanding common stock. The transaction is subject to certain customary closing conditions, including regulatory approvals, and is expected to close in the second half of 2026. https://www.sec.gov/Archives/edgar/data/1692427/0001193125-26-249808.txt - 2026-06-01 · 425 (0001193125-26-251591): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. is an oil and gas field services company that develops differentiated products and support services for drilling, well construction, completions, and production applications.* NCS Multistage Holdings, Inc. has entered into a definitive agreement to be acquired by Weatherford International in a transaction consisting of cash and stock. The transaction is expected to close in the second half of 2026, subject to receipt of regulatory clearances and satisfaction of other customary closing conditions. Until closing, NCS and Weatherford will continue to operate as separate, independent companies. https://www.sec.gov/Archives/edgar/data/1692427/0001193125-26-251591.txt - 2026-06-01 · 425 (0001193125-26-251608): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. is an oil and gas field services company that develops and provides multistage completion and production technologies.* NCS Multistage Holdings, Inc. agreed to be acquired by Weatherford International plc in a transaction consisting of cash and stock, announced on June 1, 2026. Under the merger agreement, each NCS common shareholder will have an election for each share to receive either: (i) 0.5537 Weatherford ordinary shares, or (ii) a combination of 0.2392 Weatherford ordinary shares and a cash amount equal to 0.1371 Weatherford ordinary shares, subject to proration and certain limitations and adjustments. The transaction is expected to close in the second half of 2026, subject to regulatory clearances and other customary closing conditions. https://www.sec.gov/Archives/edgar/data/1692427/0001193125-26-251608.txt - 2026-06-01 · 425 (0001603923-26-000054): 425 - NCS Multistage Holdings, Inc. — *Weatherford International plc is a global energy services company that helps customers drill smarter, complete wells more effectively, and maximize production across the entire well lifecycle, with a differentiated portfolio of market-leading solutions and integrated technologies across six continents.* Weatherford International plc announced a definitive agreement to acquire NCS Multistage Holdings, Inc. NCS Multistage stockholders may elect to receive either 0.554 shares of Weatherford common stock, or a combination of 0.239 shares of Weatherford common stock and cash equal to 0.137 shares of Weatherford common stock, subject to proration and adjustments. On a blended basis, the consideration is expected to be equivalent to 0.463 shares of Weatherford common stock per NCS Multistage share, with up to 19.99% of the total equity consideration payable in cash. The transaction has been approved by the boards of both companies and the controlling stockholder of NCS Multistage. Annual cost synergies of at least $15 million are expected to be realized within 18 months of closing. The transaction is expected to close in the second half of 2026, subject to customary closing conditions including regulatory approvals. https://www.sec.gov/Archives/edgar/data/1692427/0001603923-26-000054.txt - 2026-06-01 · 425 (0001603923-26-000055): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings brings a highly complementary technology portfolio aimed at enabling the optimization of oil and gas well completions and reservoir development strategies, with solutions designed to enhance reliability and performance in complex well environments.* Weatherford International plc has entered into a definitive agreement to acquire NCS Multistage Holdings, Inc., a provider of well completion and reservoir development technologies. The transaction is expected to close in the second half of 2026, subject to customary closing conditions including regulatory approvals. The combination is intended to expand Weatherford's offerings in well completions and unconventional reservoirs by leveraging NCS Multistage's complementary technology portfolio alongside Weatherford's global scale and customer relationships. https://www.sec.gov/Archives/edgar/data/1692427/0001603923-26-000055.txt - 2026-06-02 · 425 (0001193125-26-252051): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. is an oil and gas field services company providing drilling, well construction, completions, and production solutions through its subsidiaries including Repeat Precision and ResMetrics.* NCS Multistage Holdings, Inc. agreed to be acquired by Weatherford International plc in a transaction consisting of cash and stock. The transaction is expected to close in the second half of 2026, subject to customary closing conditions including regulatory approvals. Until closing, NCS and Weatherford will operate as separate, independent companies, with no changes to NCS's current product offerings, services, or commercial agreements. https://www.sec.gov/Archives/edgar/data/1692427/0001193125-26-252051.txt - 2026-06-02 · 425 (0001193125-26-252055): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. is an oil and gas field services company providing drilling, well construction, completions, and production solutions.* NCS Multistage Holdings, Inc. has agreed to be acquired by Weatherford International plc in a transaction consisting of cash and stock. The transaction is expected to close in the second half of 2026, subject to customary closing conditions including regulatory approvals. Until closing, NCS and Weatherford will operate as separate, independent companies, with NCS's subsidiaries (Repeat Precision and ResMetrics) continuing to operate under their current names with the same teams. https://www.sec.gov/Archives/edgar/data/1692427/0001193125-26-252055.txt - 2026-06-02 · 425 (0001193125-26-252098): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. is an oil and gas field services company that provides multistage completion solutions and related services to unconventional resource operators.* On May 31, 2026, NCS Multistage Holdings, Inc. entered into a definitive merger agreement with Weatherford International plc and its subsidiary Trinity Bell Sub, Inc., whereby Merger Sub will merge with and into NCS, with NCS surviving as a wholly owned subsidiary of Weatherford. NCS shareholders may elect to receive either (a) 0.5537 Weatherford ordinary shares per NCS share (Share Consideration), or (b) mixed consideration consisting of cash equivalent to 0.1371 Weatherford ordinary shares plus 0.2392 Weatherford ordinary shares per NCS share, subject to a maximum cash election amount and proration. Shareholders making no election will receive the Share Consideration. The merger is expected to close in the second half of 2026, subject to customary closing conditions including regulatory approvals and HSR clearance. Both boards have unanimously approved the transaction. https://www.sec.gov/Archives/edgar/data/1692427/0001193125-26-252098.txt - 2026-06-02 · 425 (0001193125-26-252053): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. provides oil and gas field services.* NCS Multistage Holdings, Inc. entered into a definitive agreement on June 1, 2026 to be acquired by Weatherford International plc. Under the merger agreement, NCS shareholders will receive 0.5537 Weatherford shares for every NCS share held. Outstanding long-term incentive awards (RSUs and ESUs) will be assumed by Weatherford and converted into awards covering Weatherford shares using the same exchange ratio. The transaction remains subject to customary closing conditions, including required regulatory approvals. https://www.sec.gov/Archives/edgar/data/1692427/0001193125-26-252053.txt - 2026-07-30 · 8-K (0001437749-26-025071): 8-K - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. is a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completions and field development strategies.* On May 31, 2026, NCS Multistage Holdings, Inc. entered into an Agreement and Plan of Merger with Weatherford International plc. Under the merger agreement, a wholly owned subsidiary of Weatherford will merge with and into NCS, with NCS continuing as the surviving corporation and becoming a wholly owned subsidiary of Weatherford. Upon completion, NCS stockholders will have the right to receive Weatherford ordinary shares or a combination of cash and Weatherford ordinary shares, subject to the merger agreement terms. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close in the second half of 2026. The holder of more than 50% of NCS's outstanding common stock has approved the transaction by written consent, so no further stockholder approval is required. https://www.sec.gov/Archives/edgar/data/1692427/0001437749-26-025071.txt - 2026-07-30 · 425 (0001437749-26-025072): 425 - NCS Multistage Holdings, Inc. — *NCS Multistage Holdings, Inc. is a leading provider of highly engineered products and support services that facilitate the optimization of oil and natural gas well construction, well completions and field development strategies.* On May 31, 2026, NCS Multistage Holdings, Inc. entered into an Agreement and Plan of Merger with Weatherford International plc. Under the merger agreement, a wholly owned subsidiary of Weatherford will merge with and into NCS, with NCS continuing as the surviving corporation and becoming a wholly owned subsidiary of Weatherford. Upon completion, NCS stockholders will have the right to receive Weatherford ordinary shares or a combination of cash and Weatherford ordinary shares, subject to the merger agreement terms. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close in the second half of 2026. The holder of more than 50% of NCS's outstanding common stock has approved the transaction by written consent, so no further stockholder approval is required. https://www.sec.gov/Archives/edgar/data/1692427/0001437749-26-025072.txt ## Citations - 0001193125-26-249808 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526249808 - 0001193125-26-251591 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526251591 - 0001193125-26-251608 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526251608 - 0001603923-26-000054 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000160392326000054 - 0001603923-26-000055 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000160392326000055 - 0001193125-26-252051 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526252051 - 0001193125-26-252055 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526252055 - 0001193125-26-252098 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526252098 - 0001193125-26-252053 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526252053 - 0001437749-26-025071 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000143774926025071 - 0001437749-26-025072 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000143774926025072