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    Expro Group Holdings N.V. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits

    5/14/26 4:19:20 PM ET
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    Get the next $XPRO alert in real time by email
    xpro20260511_8k.htm
    false 0001575828 0001575828 2026-05-08 2026-05-08
    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549
     
    FORM 8-K
     
    CURRENT REPORT
    PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934
     
    Date of Report (Date of earliest event reported): May 8, 2026
     
    Expro Group Holdings N.V.
    (Exact Name of Registrant as Specified in Charter)
     
     
    The Netherlands
    001-36053
    98-1107145
    (State or Other Jurisdiction
    (Commission
    (IRS Employer
    of Incorporation)
    File Number)
    Identification No.)
     
    1311 Broadfield Blvd., Suite 400 Houston, TX
    77084
    (Address of Principal Executive Offices)
    (Zip code)
     
    (713) 463-9776
    (Registrant’s telephone number, including area code)
     
    N/A
    (Former Name or Former Address, if Changed Since Last Report)
     
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
     
    ☐
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
    ☐
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
    ☐
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 210.14d-2(b))
     
    ☐
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
     
    Securities registered pursuant to Section 12(b) of the Act:
     
    Title of each class
    Trading Symbol(s)
    Name of each exchange on which registered
    Common Stock,
    €0.06 nominal value
    XPRO
    New York Stock Exchange
     
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
     
    Emerging growth company ☐
     
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
     
     

     
     
    Item 1.01.          Entry into a Material Definitive Agreement.
     
    On May 8, 2026, Expro Group Holdings N.V. (the “Company”) entered into an amendment letter (the “Amendment”) to its senior secured revolving credit facility, dated July 23, 2025, by and among, inter alia, DNB Bank ASA, London Branch, as agent, and other financial institutions as lenders (as amended and/or restated from time to time, the “Facility Agreement”). Among other changes, the Amendment modified the Facility Agreement to (i) increase the commitments available as revolving facility loans from up to $400 million to up to $450 million and (ii) eliminate the $100 million of commitments available as term bridge loans.
     
    The foregoing description of the Amendment is qualified in its entirety by the terms of the Amendment. The Amendment is attached as Exhibit 10.1 to this Current Report on Form 8-K.
     
    Item 2.03.          Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
     
    The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
     
    Item 9.01. Financial Statements and Exhibits.
     
    (d) Exhibits.
     
    Exhibit No.
     
    Description
    10.1
     
    Amendment Letter to Revolving Facility Agreement, dated as of May 8, 2026, by and among, inter alia, Expro Group Holdings N.V., as parent, Exploration and Production Services (Holdings) Limited, as borrower, the guarantors party thereto, the lenders party thereto and DNB Bank ASA, London Branch, as agent.
       
    104
     
    Cover Page Interactive Data File (embedded within the Inline XBRL document).
     
     

     
     
    SIGNATURE
     
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
    Dated: May 14, 2026
    Expro Group Holdings N.V.
       
     
    By:  /s/ Sergio L. Maiworm Jr.
     
     Sergio L. Maiworm Jr.
     
     Chief Financial Officer
       
     
     
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