NOTE 3 - Business Combinations QES Merger On July 28, 2020, the Company completed the Merger with QES, a diversified provider of oilfield services to onshore oil and natural gas E&amp;P companies operating in the United States. The Merger purchase price was approximately $44.4 with cash paid to settle QES debt, comprised of 3.4 shares of the Companys common stock. Based on the Companys preliminary purchase price allocation, the purchase price was less than the fair value of the identifiable assets acquired, which resulted in a $41.1 bargain purchase gain being recorded on the condensed consolidated statements of operations for the three and six months ended July 31, 2020. In connection with the closing of the Merger, $9.7 in outstanding borrowings and associated fees and expenses of QES's five-year asset-based revolving credit agreement (the QES ABL Facility) were paid off. In addition, the Company assumed certain QES compensation agreements, including restricted stock units ("RSU"), with an estimated fair value of $2.0 . Based on the service period related to the period prior to the acquisition date, $0.4 was allocated to the purchase price, and $1.6 relating to post-acquisition services will be recorded as operating expenses over the remaining requisite service periods. RSUs were valued based on the July 28, 2020 grant date. The Merger was accounted for as a purchase under FASB ASC 805, Business Combinations (ASC 805). The results of operations for the acquisition are included in the accompanying condensed consolidated statements of operations from the respective date of acquisition. The fair values assigned to certain assets acquired and liabilities assumed in relation to the Company's acquisition have been prepared on a preliminary basis with information currently available and are subject to change. The Company expects to finalize its analysis during fiscal 2020. The following table summarizes the fair values of assets acquired and liabilities assumed in the Merger in accordance with ASC 805: QES Cash $ 8.7 Accounts receivable-trade 12.2 Inventories 14.0 Other current and non-current assets 6.4 Property and equipment 84.0 Accounts payable (27.2) Other current and non-current liabilities (12.6) Bargain purchase (41.1) Total purchase price (1) $ 44.4 (1) The total consideration transferred of $44.4 includes a cash transfer of $9.7 to pay off a QES ABL Facility. The amount of QES revenues and operating loss included in the Company's results was approximately $0.7 and $2.2 for both the three and six months ended July 31, 2020 , respectively. Unaudited Supplemental Pro Forma Information The unaudited supplemental pro forma financial information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by combining the companies for the periods presented, or of the results that may be achieved by the combined companies in the future. Further, results may vary significantly from the results reflected in the following unaudited supplemental pro forma financial information because of future events and transactions, as well as other factors. The unaudited supplemental pro forma financial information does not include adjustments to reflect the impact of other cost savings or synergies that may result from the Merger. On a pro forma basis to give effect to the Merger, as if it occurred on February 1, 2019, revenues, net loss and loss per diluted share for the three and six months ended July 31, 2020 and 2019 would have been as follows: Unaudited Pro Forma Three Months Ended Six Months Ended July 31, 2020 July 31, 2019 July 31, 2020 July 31, 2019 Revenues $ 54.5 $ 292.5 $ 212.7 $ 572.9 Net loss 54.8 4.4 317.8 18.9 Loss per diluted share 6.52 0.56 38.76 2.42 2019 Acquisitions On March 15, 2019, the Company acquired Tecton Energy Services (Tecton), a provider of flowback and production testing services, operating primarily in the Rocky Mountains. On March 19, 2019, the Company acquired Red Bone Services LLC (Red Bone), a provider of fishing and thru-tubing services in the Mid-Continent. The aggregate acquisition price of the acquisitions was approximately $74.6 , comprised of approximately $47.0 in shares of the Companys common stock issuable over time at a fixed price and approximately $27.6 in cash to the sellers and for the retirement of debt. Based on the Companys final purchase price allocation, the excess of the purchase price over the fair value of the identifiable assets acquired approximated $51.2 , of which $19.4 was allocated to identifiable intangible assets consisting of customer contracts and relationships and covenants not to compete, and $31.8 was allocated to goodwill. The useful life assigned to the customer contracts and relationships is 10 years , and the covenants not to compete are being amortized over their contractual periods of 1.5 - 3 years for Tecton and Red Bone. The Tecton and Red Bone acquisitions were accounted for as purchases under ASC 805. The results of operations for the acquisitions are included in the accompanying condensed consolidated statements of operations from the respective dates of acquisition. The following table summarizes the fair values of assets acquired and liabilities assumed in the Tecton and Red Bone acquisitions in accordance with ASC 805: Tecton Red Bone Accounts receivable-trade $ 2.1 $ 7.2 Inventories  2.7 Other current and non-current assets 0.2  Property and equipment 2.8 23.6 Goodwill 15.0 16.8 Identified intangibles 6.2 13.2 Accounts payable and accrued liabilities (2.1) (4.2) Other current and non-current liabilities (1.6) (7.3) Total consideration paid $ 22.6 $ 52.0 The majority of goodwill and intangible assets for Tecton and Red Bone are not expected to be deductible for tax purposes. The Company has substantially integrated Red Bone and, as a result, it is not practicable to report stand-alone revenues and operating earnings of the acquired business since the acquisition date. The amount of Tecton revenues included in the Companys results was approximately $6.0 and $9.1 for the three and six months ended July 31, 2019 , respectively. It is not practicable to report stand-alone operating earnings of Tecton since the acquisition date. On a pro forma basis to give effect to the Tecton and Red Bone acquisitions, as if they occurred on February 1, 2019, revenues, net earnings (loss) and earnings (loss) per diluted share for the three and six months ended July 31, 2019 would have been as follows: Unaudited Pro Forma Three Months Ended Six Months Ended July 31, 2019 July 31, 2019 Revenues $ 164.9 $ 318.4 Net earnings (loss) 3.5 (1.0) Earnings (loss) per diluted share 0.16 (0.05)