{"filing":{"accession_number":"0001193125-26-342539","cik":"0001738827","ticker":"KLXE","company_name":"KLX Energy Services Holdings, Inc.","form":"8-K","filing_date":"2026-08-10","report_date":"2026-08-06","primary_document":"d286592d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1738827/000119312526342539/d286592d8k.htm"},"events":[{"id":26675,"run_id":24248,"accession_number":"0001193125-26-342539","anchor_item_number":"1.01","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"summary":"KLX Energy Services announced a $125 million backstopped rights offering on August 6, 2026, with each right entitling shareholders to purchase 3.885 shares at $1.49 per share. The backstop commitment of $94 million will be satisfied through a debt-for-equity exchange with holders of the company's 2030 Notes, with unregistered shares issued in reliance on Section 4(a)(2) of the Securities Act, representing a material dilutive capital raise designed to reduce leverage.","company_name":"KLX Energy Services Holdings, Inc.","ticker":"KLXE","filing_date":"2026-08-10","form":"8-K","submitted_at":null,"items":[{"id":27881,"accession_number":"0001193125-26-342539","item_number":"1.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"KLX entered into a Backstop Agreement on August 6, 2026, committing to a $125 million rights offering backstopped by holders of the company's 2030 Notes for up to $94 million. The backstop parties will exchange their debt for common stock at $1.49 per share, with shares issued in a private placement exempt from registration under Section 4(a)(2) of the Securities Act. This represents a material dilutive equity issuance to raise capital and reduce leverage, with the backstop parties acquiring unregistered shares through debt-for-equity exchange.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:40:54.250648+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27882,"accession_number":"0001193125-26-342539","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"KLX Energy Services is conducting a $125 million backstopped rights offering with unregistered shares to be issued to backstop parties (holders of 2030 Notes) in reliance on Section 4(a)(2) of the Securities Act. The backstop commitment of $94 million will be satisfied through an exchange of debt for Common Stock at $1.49 per share, representing a significant dilutive equity issuance to existing debt holders. This is a classic dilutive capital raise at a small-cap energy services company designed to reduce leverage.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:40:54.250648+00:00","company_name":"","ticker":null,"filing_date":""},{"id":27883,"accession_number":"0001193125-26-342539","item_number":"8.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"KLX announced a $125 million backstopped rights offering to all common stockholders, with each right entitling holders to purchase 3.885 shares at $1.49 per share. The offering is dilutive to existing shareholders and represents a material capital raise. While technically a rights offering (which all shareholders can participate in pro rata), the economic substance is a dilutive equity issuance designed to raise cash and reduce leverage through debt-for-equity exchanges with backstop parties, making it a material financing event that would affect investor assessment of ownership dilution and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:40:54.250648+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":27881,"accession_number":"0001193125-26-342539","item_number":"1.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.85,"reasoning":"KLX entered into a Backstop Agreement on August 6, 2026, committing to a $125 million rights offering backstopped by holders of the company's 2030 Notes for up to $94 million. The backstop parties will exchange their debt for common stock at $1.49 per share, with shares issued in a private placement exempt from registration under Section 4(a)(2) of the Securities Act. This represents a material dilutive equity issuance to raise capital and reduce leverage, with the backstop parties acquiring unregistered shares through debt-for-equity exchange.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:40:54.250648+00:00","company_name":"KLX Energy Services Holdings, Inc.","ticker":"KLXE","filing_date":"2026-08-10"},{"id":27882,"accession_number":"0001193125-26-342539","item_number":"3.02","item_title":"Unregistered Sales of Equity Securities.","event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.95,"reasoning":"KLX Energy Services is conducting a $125 million backstopped rights offering with unregistered shares to be issued to backstop parties (holders of 2030 Notes) in reliance on Section 4(a)(2) of the Securities Act. The backstop commitment of $94 million will be satisfied through an exchange of debt for Common Stock at $1.49 per share, representing a significant dilutive equity issuance to existing debt holders. This is a classic dilutive capital raise at a small-cap energy services company designed to reduce leverage.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:40:54.250648+00:00","company_name":"KLX Energy Services Holdings, Inc.","ticker":"KLXE","filing_date":"2026-08-10"},{"id":27883,"accession_number":"0001193125-26-342539","item_number":"8.01","item_title":null,"event_type":"dilutive_issuance","event_domain":"financial","is_material":true,"confidence":0.92,"reasoning":"KLX announced a $125 million backstopped rights offering to all common stockholders, with each right entitling holders to purchase 3.885 shares at $1.49 per share. The offering is dilutive to existing shareholders and represents a material capital raise. While technically a rights offering (which all shareholders can participate in pro rata), the economic substance is a dilutive equity issuance designed to raise cash and reduce leverage through debt-for-equity exchanges with backstop parties, making it a material financing event that would affect investor assessment of ownership dilution and capital structure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-10T20:40:54.250648+00:00","company_name":"KLX Energy Services Holdings, Inc.","ticker":"KLXE","filing_date":"2026-08-10"}]}