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Appointment reflects company commitment to driving business outcomes and delivering value through its environmental, social, governance and financial strategy

ORANGE, Conn.--(BUSINESS WIRE)--AVANGRID, Inc. (NYSE: AGR), a leading sustainable energy company, announced today that Zsoka McDonald has been appointed as the company’s first-ever Chief Sustainability Officer and Senior Vice President of Corporate Communications. In this role, McDonald will add oversight of the company’s sustainability strategy for AVANGRID to her existing responsibilities, with a focus on accelerating the company’s commitment to delivering sustainable value through its environmental, social, governance commitments and financial strength. She will also continue to lead internal and external communications for the company and will oversee the AVANGRID Foundation, the company’s primary philanthropic arm.


“Our business model is grounded in strong Environmental, Social, Governance and Financial (ESG+F) practices as a better and balanced way to do business – doing good by doing well for our customers, employees, communities and shareholders,” said Dennis V. Arriola, CEO of AVANGRID. “Zsoka’s deep understanding of our business as well as the larger challenges and opportunities facing our company and our industry around sustainability make her the right person to lead us in our efforts to meet our ambitious goals and elevate our position as an industry-leading, purpose-driven organization.”

As one of the cleanest U.S. utilities and a leader in renewable energy, AVANGRID has set industry-leading targets to reduce emissions and is investing in new technologies and innovations that will enable the clean energy transformation. With an installed capacity that is 90% emissions-free, and a goal to be Scope 1 Carbon Neutral by 2035, McDonald will drive the company’s strategy towards achievement of these goals and its broader forward-looking sustainability priorities.

“I am honored to step into this role to build on the important work that has already been accomplished and bring into focus the initiatives driving AVANGRID’s ESG+F strategy,” said McDonald. “This is a pivotal moment in the energy transition and we have an immense opportunity through the work we do to deliver clean and innovative energy solutions that have positive impact.”

McDonald joined AVANGRID in November 2018 as Vice President of Corporate Communications. With nearly 20 years of experience in highly regulated industries, consumer goods and retail, McDonald spent more than a decade in the alcohol beverage industry at Diageo, where she was Vice President of Corporate Communications for the company’s North American business.

McDonald holds a master’s degree from Columbia University’s School of International & Public Affairs and a bachelor’s degree in international relations from the University of Wisconsin-Madison.

McDonald will continue to report to Arriola in her new role.

About AVANGRID: AVANGRID, Inc. (NYSE: AGR) aspires to be the leading sustainable energy company in the United States. Headquartered in Orange, CT with approximately $38 billion in assets and operations in 24 U.S. states, AVANGRID has two primary lines of business: Avangrid Networks and Avangrid Renewables. Avangrid Networks owns and operates eight electric and natural gas utilities, serving more than 3.3 million customers in New York and New England. Avangrid Renewables owns and operates a portfolio of renewable energy generation facilities across the United States. AVANGRID employs approximately 7,000 people and has been recognized by Forbes and Just Capital as one of the 2021 JUST 100 companies – a list of America’s best corporate citizens – and was ranked number one within the utility sector for its commitment to the environment and the communities it serves. The company supports the U.N.’s Sustainable Development Goals and was named among the World’s Most Ethical Companies in 2021 for the third consecutive year by the Ethisphere Institute. For more information, visit www.avangrid.com.


Contacts

Media:
Athena Hernandez, 203-231-2146
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Investors:
Patricia Cosgel, 203-499-2624
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DALLAS--(BUSINESS WIRE)--Energy Transfer LP (NYSE:ET) (“ET” or the “Partnership”) today reported record financial results for the quarter ended March 31, 2021.


ET reported net income attributable to partners for the three months ended March 31, 2021 of $3.29 billion, an increase of $4.14 billion compared to the same period the previous year. For the three months ended March 31, 2021, net income per limited partner unit (diluted) was $1.21 per unit.

Adjusted EBITDA for the three months ended March 31, 2021 was $5.04 billion compared with $2.64 billion for the three months ended March 31, 2020.

Distributable Cash Flow attributable to partners, as adjusted, for the three months ended March 31, 2021 was $3.91 billion compared to $1.42 billion for the three months ended March 31, 2020.

Results for the first quarter reflected the one-time impacts of the winter storm in February and reliable operations of ET’s flexible, well-maintained asset base, particularly its storage and transportation facilities in Texas. Prior to the storm, ET pre-deployed employees and specialized equipment to key assets, and added line pack to pipelines to serve as additional storage. During the storm, employees manned facilities 24 hours a day, ET's transmission lines remained fully operational and the Partnership did everything within its control to keep plants running and field compression idling so that ET would be prepared to deliver natural gas to facilities throughout Texas for residential consumption and power generation. ET was able to continuously provide energy to help meet critical needs throughout the historic storm, due to years of significant capital investments, strategic planning and a dedicated workforce.

Key accomplishments and current developments:

Operational

  • During the first quarter of 2021, the Partnership commissioned its ethane export facilities at Nederland, Texas, and through April has successfully loaded three very large ethane carriers (“VLEC”) and three additional ships with ethane, bringing the total ethane loaded out of this facility to nearly three and a half million barrels.
  • The Partnership also recently completed the final drill necessary to commission its PA Access Pipeline for refined products service.
  • In April 2021, ET announced an agreement which utilizes existing pipeline assets to expand crude oil transportation opportunities from the Denver-Julesburg Basin and Cushing, Oklahoma to ET’s Nederland, Texas terminal.

Strategic

  • In February 2021, the Partnership announced the acquisition of Enable Midstream Partners, LP (“Enable”) in a $7.2 billion, all-equity transaction. Pursuant to support agreements entered into in connection with the merger agreement, the two largest Enable unitholders have delivered their written consents to approve the merger. These unitholders collectively own 79% of Enable’s outstanding common units and those consents are therefore sufficient to approve the merger. The transaction is subject to the satisfaction of customary closing conditions, including Hart-Scott-Rodino Act (“HSR”) clearance. We anticipate that the Federal Trade Commission (“FTC”) will issue requests for additional information and documentary material. We continue to believe that the FTC will grant unconditional clearance of the transaction, and we remain fully committed to closing the Enable merger under the terms of the merger agreement and we now expect to close the transaction in the second half of 2021.
  • In April 2021, the Partnership completed several internal reorganization transactions, including the merger of Energy Transfer Operating, L.P. directly into Energy Transfer LP. These internal transactions will benefit the Partnership going forward by simplifying the Partnership’s structure and reducing certain administrative costs.
  • ET continues to pursue opportunities to reduce the Partnership’s environmental footprint throughout its operations with increased use of technologies, such as the Partnership’s dual drive compressors, and by supporting electric generation projects, such as the Maplewood 2 solar project, which is the Partnership’s first-ever dedicated solar power contract.

Financial

  • During the first quarter of 2021, the Partnership used cash from operations to reduce outstanding debt by approximately $3.7 billion.
  • In April 2021, ET announced a quarterly distribution of $0.1525 per unit ($0.61 annualized) on ET common units for the quarter ended March 31, 2021.
  • As of March 31, 2021, the Partnership’s $6.00 billion revolving credit facilities had an aggregate $5.08 billion of available capacity, and the leverage ratio, as defined by the credit agreement, was 3.23x.
  • For 2021, the Partnership’s previous full-year Adjusted EBITDA guidance was $10.6 billion to $11.0 billion, which included approximately $200 million related to Winter Storm Uri. The Partnership now expects to realize a total impact of approximately $2.4 billion from the storm for 2021. As a result, ET is updating its full-year Adjusted EBITDA guidance to $12.9 billion to $13.3 billion. This represents an increase of approximately $100 million compared to ET’s previous Adjusted EBITDA guidance, excluding the full impact of Winter Storm Uri. These estimates exclude any contribution from the recently announced Enable acquisition.
  • For the three months ended March 31, 2021, the Partnership spent approximately $360 million on growth capital expenditures. The Partnership now expects to spend approximately $1.6 billion on growth capital expenditures for the full year of 2021.

ET benefits from a portfolio of assets with exceptional product and geographic diversity. The Partnership’s multiple segments generate high-quality, balanced earnings with no single segment contributing more than 30% of the Partnership’s consolidated Adjusted EBITDA (excluding the impacts of the February 2021 winter storm) for the three months ended March 31, 2021. The vast majority of the Partnership’s segment margins are fee-based and therefore have limited commodity price sensitivity.

Conference Call information:

The Partnership has scheduled a conference call for 4:00 p.m. Central Time, Thursday, May 6, 2021 to discuss its first quarter 2021 results and provide a partnership update. The conference call will be broadcast live via an internet webcast, which can be accessed through www.energytransfer.com and will also be available for replay on the Partnership’s website for a limited time.

Energy Transfer LP (NYSE: ET) owns and operates one of the largest and most diversified portfolios of energy assets in the United States, with a strategic footprint in all of the major domestic production basins. ET is a publicly traded limited partnership with core operations that include complementary natural gas midstream, intrastate and interstate transportation and storage assets; crude oil, NGL and refined product transportation and terminalling assets; NGL fractionation; and various acquisition and marketing assets. ET also owns Lake Charles LNG Company, as well as the general partner interests, the incentive distribution rights and 28.5 million common units of Sunoco LP (NYSE: SUN), and the general partner interests and 46.1 million common units of USA Compression Partners, LP (NYSE: USAC). For more information, visit the Energy Transfer LP website at www.energytransfer.com.

Sunoco LP (NYSE: SUN) is a master limited partnership with core operations that include the distribution of motor fuel to approximately 10,000 convenience stores, independent dealers, commercial customers and distributors located in more than 30 states, as well as refined product transportation and terminalling assets. SUN’s general partner is owned by Energy Transfer LP (NYSE: ET). For more information, visit the Sunoco LP website at www.sunocolp.com.

USA Compression Partners, LP (NYSE: USAC) is a growth-oriented Delaware limited partnership that is one of the nation’s largest independent providers of compression services in terms of total compression fleet horsepower. USAC partners with a broad customer base composed of producers, processors, gatherers and transporters of natural gas and crude oil. USAC focuses on providing compression services to infrastructure applications primarily in high-volume gathering systems, processing facilities and transportation applications. For more information, visit the USAC website at www.usacompression.com.

Forward-Looking Statements

This news release may include certain statements concerning expectations for the future that are forward-looking statements as defined by federal law. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties, and other factors that are difficult to predict and many of which are beyond management’s control. An extensive list of factors that can affect future results are discussed in the Partnership’s Annual Report on Form 10-K and other documents filed from time to time with the Securities and Exchange Commission, including the Partnership’s Quarterly Report on Form 10-Q to be filed for the current period. In addition to the risks and uncertainties previously disclosed, the Partnership has also been, or may in the future be, impacted by new or heightened risks related to the COVID-19 pandemic, and we cannot predict the length and ultimate impact of those risks. The Partnership has also been, and may in the future be, impacted by the winter storm in February 2021 and the resolution of related contingencies, including credit losses, disputed purchases and sales, litigation and/or potential legislative action. The Partnership undertakes no obligation to update or revise any forward-looking statement to reflect new information or events.

The information contained in this press release is available on our website at www.energytransfer.com.

ENERGY TRANSFER LP AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions)

(unaudited)

 

 

March 31,
2021

 

December 31,
2020

ASSETS

 

 

 

Current assets

$

7,820

 

 

$

6,317

 

 

 

 

 

Property, plant and equipment, net

74,804

 

 

75,107

 

 

 

 

 

Investments in unconsolidated affiliates

3,009

 

 

3,060

 

Lease right-of-use assets, net

857

 

 

866

 

Other non-current assets, net

1,680

 

 

1,657

 

Intangible assets, net

5,657

 

 

5,746

 

Goodwill

2,391

 

 

2,391

 

Total assets

$

96,218

 

 

$

95,144

 

LIABILITIES AND EQUITY

 

 

 

Current liabilities

$

7,779

 

 

$

5,923

 

 

 

 

 

Long-term debt, less current maturities

47,712

 

 

51,417

 

Non-current derivative liabilities

136

 

 

237

 

Non-current operating lease liabilities

820

 

 

837

 

Deferred income taxes

3,550

 

 

3,428

 

Other non-current liabilities

1,198

 

 

1,152

 

 

 

 

 

Commitments and contingencies

 

 

 

Redeemable noncontrolling interests

769

 

 

762

 

 

 

 

 

Equity:

 

 

 

Total partners’ capital

21,431

 

 

18,529

 

Noncontrolling interests

12,823

 

 

12,859

 

Total equity

34,254

 

 

31,388

 

Total liabilities and equity

$

96,218

 

 

$

95,144

 

ENERGY TRANSFER LP AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per unit data)

(unaudited)

 

 

Three Months Ended
March 31,

 

2021

 

2020

REVENUES

$

16,995

 

 

$

11,627

 

COSTS AND EXPENSES:

 

 

 

Cost of products sold

10,948

 

 

8,291

 

Operating expenses

820

 

 

879

 

Depreciation, depletion and amortization

954

 

 

867

 

Selling, general and administrative

201

 

 

204

 

Impairment losses

3

 

 

1,325

 

Total costs and expenses

12,926

 

 

11,566

 

OPERATING INCOME

4,069

 

 

61

 

OTHER INCOME (EXPENSE):

 

 

 

Interest expense, net of interest capitalized

(589

)

 

(602

)

Equity in earnings (losses) of unconsolidated affiliates

55

 

 

(7

)

Losses on extinguishments of debt

(7

)

 

(62

)

Gains (losses) on interest rate derivatives

194

 

 

(329

)

Other, net

(6

)

 

3

 

INCOME (LOSS) BEFORE INCOME TAX EXPENSE

3,716

 

 

(936

)

Income tax expense

75

 

 

28

 

NET INCOME (LOSS)

3,641

 

 

(964

)

Less: Net income (loss) attributable to noncontrolling interests

341

 

 

(121

)

Less: Net income attributable to redeemable noncontrolling interests

12

 

 

12

 

NET INCOME (LOSS) ATTRIBUTABLE TO PARTNERS

3,288

 

 

(855

)

General Partner’s interest in net income (loss)

3

 

 

(1

)

Limited Partners’ interest in net income (loss)

$

3,285

 

 

$

(854

)

NET INCOME (LOSS) PER LIMITED PARTNER UNIT:

 

 

 

Basic

$

1.22

 

 

$

(0.32

)

Diluted

$

1.21

 

 

$

(0.32

)

WEIGHTED AVERAGE NUMBER OF UNITS OUTSTANDING:

 

 

 

Basic

2,702.8

 

 

2,691.7

 

Diluted

2,708.6

 

 

2,691.7

 

ENERGY TRANSFER LP AND SUBSIDIARIES

SUPPLEMENTAL INFORMATION

(Dollars and units in millions)

(unaudited)

 

Three Months Ended
March 31,

 

2021(a)

 

2020

Reconciliation of net income (loss) to Adjusted EBITDA and Distributable Cash Flow(b):

 

 

 

Net income (loss)

$

3,641

 

 

$

(964

)

Interest expense, net of interest capitalized

589

 

 

602

 

Impairment losses

3

 

 

1,325

 

Income tax expense

75

 

 

28

 

Depreciation, depletion and amortization

954

 

 

867

 

Non-cash compensation expense

28

 

 

22

 

(Gains) losses on interest rate derivatives

(194

)

 

329

 

Unrealized gains on commodity risk management activities

(46

)

 

(51

)

Losses on extinguishments of debt

7

 

 

62

 

Inventory valuation adjustments (Sunoco LP)

(100

)

 

227

 

Equity in (earnings) losses of unconsolidated affiliates

(55

)

 

7

 

Adjusted EBITDA related to unconsolidated affiliates

123

 

 

154

 

Other, net

15

 

 

27

 

Adjusted EBITDA (consolidated)

5,040

 

 

2,635

 

Adjusted EBITDA related to unconsolidated affiliates

(123

)

 

(154

)

Distributable cash flow from unconsolidated affiliates

76

 

 

113

 

Interest expense, net of interest capitalized

(589

)

 

(602

)

Preferred unitholders’ distributions

(96

)

 

(89

)

Current income tax (expense) benefit

(9

)

 

14

 

Maintenance capital expenditures

(76

)

 

(103

)

Other, net

19

 

 

22

 

Distributable Cash Flow (consolidated)

4,242

 

 

1,836

 

Distributable Cash Flow attributable to Sunoco LP (100%)

(108

)

 

(159

)

Distributions from Sunoco LP

41

 

 

41

 

Distributable Cash Flow attributable to USAC (100%)

(53

)

 

(55

)

Distributions from USAC

24

 

 

24

 

Distributable Cash Flow attributable to noncontrolling interests in other non-wholly-owned consolidated subsidiaries

(251

)

 

(290

)

Distributable Cash Flow attributable to the partners of ET

3,895

 

 

1,397

 

Transaction-related adjustments

19

 

 

20

 

Distributable Cash Flow attributable to the partners of ET, as adjusted

$

3,914

 

 

$

1,417

 

Distributions to partners:

 

 

 

Limited Partners

$

412

 

 

$

822

 

General Partner

 

 

1

 

Total distributions to be paid to partners

$

412

 

 

$

823

 

Common Units outstanding – end of period

2,703.5

 

 

2,694.2

 

Distribution coverage ratio

9.50x

 

1.72x

(a)

Winter Storm Uri, which occurred in February 2021, resulted in one-time impacts to the Partnership’s consolidated net income, Adjusted EBITDA and Distributable Cash Flow. Please see additional discussion of these impacts, as well as the potential impacts to future periods, included in the “Summary Analysis of Quarterly Results by Segment” below.

 

(b)

Adjusted EBITDA, Distributable Cash Flow and distribution coverage ratio are non-GAAP financial measures used by industry analysts, investors, lenders and rating agencies to assess the financial performance and the operating results of ET’s fundamental business activities and should not be considered in isolation or as a substitute for net income, income from operations, cash flows from operating activities or other GAAP measures.

There are material limitations to using measures such as Adjusted EBITDA, Distributable Cash Flow and distribution coverage ratio, including the difficulty associated with using any such measure as the sole measure to compare the results of one company to another, and the inability to analyze certain significant items that directly affect a company’s net income or loss or cash flows. In addition, our calculations of Adjusted EBITDA, Distributable Cash Flow and distribution coverage ratio may not be consistent with similarly titled measures of other companies and should be viewed in conjunction with measurements that are computed in accordance with GAAP, such as operating income, net income and cash flow from operating activities.

Definition of Adjusted EBITDA

We define Adjusted EBITDA as total partnership earnings before interest, taxes, depreciation, depletion, amortization and other non-cash items, such as non-cash compensation expense, gains and losses on disposals of assets, the allowance for equity funds used during construction, unrealized gains and losses on commodity risk management activities, inventory valuation adjustments, non-cash impairment charges, losses on extinguishments of debt and other non-operating income or expense items. Inventory adjustments that are excluded from the calculation of Adjusted EBITDA represent only the changes in lower of cost or market reserves on inventory that is carried at last-in, first-out (“LIFO”). These amounts are unrealized valuation adjustments applied to Sunoco LP’s fuel volumes remaining in inventory at the end of the period.

Adjusted EBITDA reflects amounts for unconsolidated affiliates based on the same recognition and measurement methods used to record equity in earnings of unconsolidated affiliates. Adjusted EBITDA related to unconsolidated affiliates excludes the same items with respect to the unconsolidated affiliate as those excluded from the calculation of Adjusted EBITDA, such as interest, taxes, depreciation, depletion, amortization and other non-cash items. Although these amounts are excluded from Adjusted EBITDA related to unconsolidated affiliates, such exclusion should not be understood to imply that we have control over the operations and resulting revenues and expenses of such affiliates. We do not control our unconsolidated affiliates; therefore, we do not control the earnings or cash flows of such affiliates. The use of Adjusted EBITDA or Adjusted EBITDA related to unconsolidated affiliates as an analytical tool should be limited accordingly.

Adjusted EBITDA is used by management to determine our operating performance and, along with other financial and volumetric data, as internal measures for setting annual operating budgets, assessing financial performance of our numerous business locations, as a measure for evaluating targeted businesses for acquisition and as a measurement component of incentive compensation.

Definition of Distributable Cash Flow

We define Distributable Cash Flow as net income, adjusted for certain non-cash items, less distributions to preferred unitholders and maintenance capital expenditures. Non-cash items include depreciation, depletion and amortization, non-cash compensation expense, amortization included in interest expense, gains and losses on disposals of assets, the allowance for equity funds used during construction, unrealized gains and losses on commodity risk management activities, inventory valuation adjustments, non-cash impairment charges, losses on extinguishments of debt and deferred income taxes. For unconsolidated affiliates, Distributable Cash Flow reflects the Partnership’s proportionate share of the investee’s distributable cash flow.

Distributable Cash Flow is used by management to evaluate our overall performance. Our partnership agreement requires us to distribute all available cash, and Distributable Cash Flow is calculated to evaluate our ability to fund distributions through cash generated by our operations.

On a consolidated basis, Distributable Cash Flow includes 100% of the Distributable Cash Flow of ET’s consolidated subsidiaries. However, to the extent that noncontrolling interests exist among our subsidiaries, the Distributable Cash Flow generated by our subsidiaries may not be available to be distributed to our partners. In order to reflect the cash flows available for distributions to our partners, we have reported Distributable Cash Flow attributable to partners, which is calculated by adjusting Distributable Cash Flow (consolidated), as follows:

  • For subsidiaries with publicly traded equity interests, Distributable Cash Flow (consolidated) includes 100% of Distributable Cash Flow attributable to such subsidiary, and Distributable Cash Flow attributable to our partners includes distributions to be received by the parent company with respect to the periods presented.
  • For consolidated joint ventures or similar entities, where the noncontrolling interest is not publicly traded, Distributable Cash Flow (consolidated) includes 100% of Distributable Cash Flow attributable to such subsidiaries, but Distributable Cash Flow attributable to partners reflects only the amount of Distributable Cash Flow of such subsidiaries that is attributable to our ownership interest.

For Distributable Cash Flow attributable to partners, as adjusted, certain transaction-related adjustments and non-recurring expenses that are included in net income are excluded.

Definition of Distribution Coverage Ratio

Distribution coverage ratio for a period is calculated as Distributable Cash Flow attributable to partners, as adjusted, divided by distributions expected to be paid to the partners of ET in respect of such period.

ENERGY TRANSFER LP AND SUBSIDIARIES

SUMMARY ANALYSIS OF QUARTERLY RESULTS BY SEGMENT

(Tabular dollar amounts in millions)

(unaudited)

 

 

Three Months Ended
March 31,

 

2021

 

2020

Segment Adjusted EBITDA:

 

 

 

Intrastate transportation and storage

$

2,813

 

 

$

240

 

Interstate transportation and storage

453

 

 

404

 

Midstream

288

 

 

383

 

NGL and refined products transportation and services

647

 

 

663

 

Crude oil transportation and services

510

 

 

591

 

Investment in Sunoco LP

157

 

 

209

 

Investment in USAC

100

 

 

106

 

All other

72

 

 

39

 

Total Segment Adjusted EBITDA

$

5,040

 

 

$

2,635

 

In the following analysis of segment operating results, a measure of segment margin is reported for segments with sales revenues. Segment margin is a non-GAAP financial measure and is presented herein to assist in the analysis of segment operating results and particularly to facilitate an understanding of the impacts that changes in sales revenues have on the segment performance measure of Segment Adjusted EBITDA. Segment margin is similar to the GAAP measure of gross margin, except that segment margin excludes charges for depreciation, depletion and amortization. Among the GAAP measures reported by the Partnership, the most directly comparable measure to segment margin is Segment Adjusted EBITDA; a reconciliation of segment margin to Segment Adjusted EBITDA is included in the following tables for each segment where segment margin is presented.

In addition, for certain segments, the sections below include information on the components of segment margin by sales type, which components are included in order to provide additional disaggregated information to facilitate the analysis of segment margin and Segment Adjusted EBITDA. For example, these components include transportation margin, storage margin and other margin. These components of segment margin are calculated consistent with the calculation of segment margin; therefore, these components also exclude charges for depreciation, depletion and amortization.

Winter Storm Uri, which occurred in February 2021, resulted in one-time impacts to the Partnership’s Adjusted EBITDA and also affected the results of operations in certain segments, as discussed in segment analysis below. The recognition of the impacts of Winter Storm Uri during the three months ended March 31, 2021 required management to make certain estimates and assumptions, including estimates of expected credit losses and assumptions related to the resolution of disputes with counterparties with respect to certain purchases and sales of natural gas.


Contacts

Energy Transfer

Investor Relations:
Bill Baerg, Brent Ratliff, Lyndsay Hannah, 214-981-0795
or
Media Relations:
Vicki Granado, 214-840-5820


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Transaction to merge with PNM Resources remains on track to close in the second half of 2021

ORANGE, Conn.--(BUSINESS WIRE)--AVANGRID, Inc. (NYSE: AGR), a leading sustainable energy company, announced today that the Public Utility Commission of Texas (PUCT) has voted in its public meeting today to approve the unanimous stipulation and agreement among AVANGRID, Texas-New Mexico Power Company (TNMP), the Staff of the PUCT, and all other parties to the proceeding for the approval of the proposed merger with PNM Resources (NYSE: PNM). TNMP is the PNM Resources Texas utility subsidiary.


In the unanimous settlement, which was filed on March 30, all parties agreed the proposed merger is in the public interest.

“This transaction will bring many benefits to TNMP’s customers, including rate relief of more than $16 million over three years and establishes continued local management of the company,” said Dennis V. Arriola, CEO of AVANGRID. “TNMP has a long history of serving its customers well and shares the same values as AVANGRID. We look forward to working with the team at TNMP as we continue our focus on serving customers and the community and move forward in the clean energy future.”

AVANGRID and PNM Resources recently announced a stipulation agreement for the merger in New Mexico, and the Hearing Examiner has requested that parties work on a revised stipulation that would be filed with the New Mexico Public Regulation Commission by May 7.

Today’s announcement also follows the recent Federal Energy Regulatory Commission (FERC) and Federal Communications Commission (FCC) approvals, the approval of the merger by PNM Resources’ shareholders, the receipt of regulatory clearance from the Committee on Foreign Investment in the United States (CFIUS), and the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act.

In addition, the merger requires approval from the Nuclear Regulatory Commission.

AVANGRID announced the strategic PNM Resources merger combination in October 2020 in an all cash offer for PNM Resources’ shares at $50.30 per share, an $8.3 billion enterprise value transaction. The resulting entity would be one of the major clean energy companies in the US with ten regulated utilities in six states and the third largest renewables company with operations in 24 states.

 

About AVANGRID: AVANGRID, Inc. (NYSE: AGR) aspires to be the leading sustainable energy company in the United States. Headquartered in Orange, CT with approximately $38 billion in assets and operations in 24 U.S. states, AVANGRID has two primary lines of business: Avangrid Networks and Avangrid Renewables. Avangrid Networks owns and operates eight electric and natural gas utilities, serving more than 3.3 million customers in New York and New England. Avangrid Renewables owns and operates a portfolio of renewable energy generation facilities across the United States. AVANGRID employs approximately 7,000 people and has been recognized by Forbes and Just Capital as one of the 2021 JUST 100 companies – a list of America’s best corporate citizens – and was ranked number one within the utility sector for its commitment to the environment and the communities it serves. The company supports the U.N.’s Sustainable Development Goals and was named among the World’s Most Ethical Companies in 2021 for the third consecutive year by the Ethisphere Institute. For more information, visit www.avangrid.com.

 

Forward-Looking Statements

Certain statements made in this press release for AVANGRID that relate to future events or expectations, developments, projections, estimates, intentions, goals, targets, and strategies are made pursuant to the Private Securities Litigation Reform Act of 1995. All statements contained in this Press Release that do not relate to matters of historical fact should be considered forward-looking statements, and are generally identified by words such as “may,” “will,” “would,” “can,” “expect(s),” “intend(s),” “anticipate(s),” “estimate(s),” “believe(s),” “future,” “could,” “should,” “plan(s),” “aim(s),” “assume(s)”, “project(s)”, “target(s)”), “forecast(s)”, “seek(s)” and or the negative of such terms or other variations on such terms, comparable terminology or similar expressions. These forward-looking statements generally include statements regarding the potential transaction between AVANGRID and PNM Resources, including any statements regarding the expected timetable for completing the potential merger, the ability to complete the potential merger, the expected benefits of the potential merger, projected financial information, future opportunities, and any other statements regarding AVANGRID’s and PNM Resources’ future expectations, beliefs, plans, objectives, results of operations, financial condition and cash flows, or future events or performance. Readers are cautioned that all forward-looking statements are based upon current reasonable beliefs, expectations and assumptions. AVANGRID assumes any obligation to update this information. Because actual results may differ materially from those expressed or implied by these forward-looking statements, AVANGRID cautions readers not to place undue reliance on these statements.

AVANGRID’s business, financial condition, cash flow, and operating results are influenced by many factors, which are often beyond its control, that can cause actual results to differ from those expressed or implied by the forward-looking statements. For a discussion of risk factors and other important factors affecting forward-looking statements, please see AVANGRID’s Form 10-K and Form 10-Q filings and the information filed on Avangrid’s Forms 8-K with the Securities and Exchange Commission (the “SEC”) as well as its subsequent SEC filings, and the risks and uncertainties related to the proposed merger with PNM Resources, including, but not limited to: the expected timing and likelihood of completion of the pending merger, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the pending merger that could reduce anticipated benefits or cause the parties to abandon the transaction, the failure by AVANGRID to obtain the necessary financing arrangement set forth in commitment letter received in connection with the Merger, the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, the risk that the parties may not be able to satisfy the conditions to the proposed Merger in a timely manner or at all, risks related to disruption of management time from ongoing business operations due to the proposed Merger, and the risk that the proposed transaction and its announcement could have an adverse effect on the ability of PNM Resources to retain and hire key personnel and maintain relationships with its customers and suppliers, and on its operating results and businesses generally. Other unpredictable or unknown factors not discussed in this communication could also have material adverse effects on forward looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof.


Contacts

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HOUSTON--(BUSINESS WIRE)--Tidewater Inc. (NYSE:TDW) announced today revenue for the three months ending March 31, 2021 of $83.5 million compared with $116.4 million for the three months ending March 31, 2020. Tidewater's net losses for the three months ending March 31, 2021, were $35.3 million ($0.87 per common share) compared with $18.4 million ($0.46 per common share) for the three months ending March 31, 2020. Included in the net losses for the three months ending March 31, 2021 were severance expenses totaling $0.1 million; excluding these costs, we would have reported a net loss for the three months ending March 31, 2021 of $35.2 million ($0.86 per common share). Included in the net losses for the three months ending March 31, 2020 were $10.3 million in long-lived asset impairments and one-time severance expenses; excluding these costs, net losses for the three months ending March 31, 2020 were $8.1 million (or $0.20 per common share).


Quintin Kneen, Tidewater’s President and Chief Executive Officer, commented, "I am pleased to report that we once again generated free cash flow for the latest quarter. In the first quarter of 2021, we generated $19.2 million of free cash flow and for the trailing twelve months, which were the most difficult twelve months the company has ever seen, we generated $87.1 million of free cash flow.

"Since late 2018, we have dedicated ourselves to building an offshore vessel company that is able to generate positive free cash flow throughout the business cycle by optimizing the earnings potential of the fleet, being the lowest cost operator and by adroitly managing drydocks and capital investments. The shore base infrastructure we have built is highly scalable and the operations have a substantial degree of operating leverage. I look forward to the acceleration in cash generation that will result from combined benefit of higher day rates as we enter a more balanced supply and demand environment and the lower per unit administrative cost of our scalable shore based infrastructure as more vessels are put to work.

“Compared to the first quarter of last year, revenue was down 28%, which is in line with the expectations we set out on the first quarter call last year after the pandemic broke. Operating costs were down 23%. Pandemic-driven inefficiencies kept operating expenses a bit higher than they otherwise would have been. General and administrative costs are down 25% since the first quarter of 2020. We have demonstrated again that we can swiftly and seamlessly adjust the scale of our operations to meet market demand.

“Our ongoing fleet development program includes the sale or recycling of vessels that are deemed uneconomic or that otherwise do not meet our future strategic goals, and during the first quarter we disposed of six vessels for $11.0 million.

“During the quarter, we reduced outstanding debt by $26.4 million and decreased our net debt position by $14.4 million. We ended the quarter with $143.4 million of cash on hand. We repurchased $11.8 million of the 2022 bonds at 100.5% of par during the first quarter.

“As highlighted in our recently issued inaugural sustainability report, which I encourage you to read, although 2020 posed many unique challenges, nothing caused us to waver from our environmental, social and governance (ESG) standards. While the report covers a great deal of what we have and continue to strive to achieve, I want to underscore that maintaining a safe working environment for our employees is a cornerstone of the Tidewater culture. During calendar year 2020, our employees clocked in more than 17 million hours and we had no lost time incidents. This is a tremendous achievement and I want to thank all of our employees for their dedication to creating a safe working environment.”

In addition to the number of outstanding shares, as of March 31, 2021, the company also has the following in-the-money warrants.

Common shares outstanding

 

 

40,731,777

 

New Creditor Warrants (strike price $0.001 per common share)

 

 

657,203

 

GulfMark Creditor Warrants (strike price $0.01 per common share)

 

 

815,575

 

Total

 

 

42,204,555

 

Tidewater will hold a conference call to discuss results for the three months ending March 31, 2021 on May 7, 2021, at 8:00 a.m. Central Time. Investors and interested parties may listen to the earnings conference call via telephone by calling +1-888-771-4371 if calling from the U.S. or Canada (+1-847-585-4405 if calling from outside the U.S.) and asking for the “Tidewater” call just prior to the scheduled start time. A live webcast of the call will also be available in the Investor Relations section of Tidewater’s website at investor.tdw.com

A replay of the conference call will be available beginning at 10:30 a.m. Central Time on May 7, 2021 and will continue until 11:59 p.m. Central Time on June 7, 2021. To access the replay, visit the Investor Relations section of Tidewater’s website at investor.tdw.com

The conference call will contain forward-looking statements in addition to statements of historical fact. The actual achievement of any forecasted results or the unfolding of future economic or business developments in a way anticipated or projected by the company involves numerous risks and uncertainties that may cause the company’s actual performance to be materially different from that stated or implied in the forward-looking statements. Such risks and uncertainties include, among other things, risks associated with the general nature of the oilfield service industry and other factors discussed within the “Risk Factors” section of Tidewater’s most recent Forms 10-Q and 10-K.

Tidewater owns and operates one of the largest fleets of offshore support vessels in the industry, with more than 65 years of experience supporting offshore energy exploration, production, and generation activities worldwide.

Note: All per-share amounts are stated on a diluted basis.

Financial information is displayed beginning on the next page.

TIDEWATER INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

 

 

Three Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2021

 

 

2020

 

Revenues:

 

 

 

 

 

 

 

 

Vessel revenues

 

$

80,993

 

 

$

111,974

 

Other operating revenues

 

 

2,511

 

 

 

4,394

 

Total revenues

 

 

83,504

 

 

 

116,368

 

Costs and expenses:

 

 

 

 

 

 

 

 

Vessel operating costs

 

 

61,020

 

 

 

78,825

 

Costs of other operating revenues

 

 

1,067

 

 

 

2,673

 

General and administrative

 

 

16,043

 

 

 

21,420

 

Depreciation and amortization

 

 

29,727

 

 

 

27,107

 

Long-lived asset impairments and other

 

 

 

 

 

10,207

 

(Gain) loss on asset dispositions, net

 

 

1,948

 

 

 

(5,331

)

 

 

 

109,805

 

 

 

134,901

 

Operating loss

 

 

(26,301

)

 

 

(18,533

)

Other income (expense):

 

 

 

 

 

 

 

 

Foreign exchange gain (loss)

 

 

(850

)

 

 

864

 

Equity in net losses of unconsolidated companies

 

 

(1,849

)

 

 

 

Interest income and other, net

 

 

23

 

 

 

116

 

Interest and other debt costs, net

 

 

(4,541

)

 

 

(6,142

)

Total other expense

 

 

(7,217

)

 

 

(5,162

)

Loss before income taxes

 

 

(33,518

)

 

 

(23,695

)

Income tax (benefit) expense

 

 

2,009

 

 

 

(5,171

)

Net loss

 

$

(35,527

)

 

$

(18,524

)

Less: Net loss attributable to noncontrolling interests

 

 

(212

)

 

 

(79

)

Net loss attributable to Tidewater Inc.

 

$

(35,315

)

 

$

(18,445

)

Basic loss per common share

 

$

(0.87

)

 

$

(0.46

)

Diluted loss per common share

 

$

(0.87

)

 

$

(0.46

)

Weighted average common shares outstanding

 

 

40,716

 

 

 

40,101

 

Dilutive effect of stock options and restricted stock

 

 

 

 

 

 

Adjusted weighted average common shares

 

 

40,716

 

 

 

40,101

 

TIDEWATER INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and par value data)

 

 

March 31,

 

 

December 31,

 

ASSETS

 

2021

 

 

2020

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

131,858

 

 

$

149,933

 

Restricted cash

 

 

9,061

 

 

 

2,079

 

Trade and other receivables, less allowance for credit losses of $2,136 and $1,516 at March 31, 2021 and December 31, 2020, respectively

 

 

99,865

 

 

 

112,623

 

Due from affiliate, less allowance for credit losses of $71,595 and $71,800 at March 31, 2021 and December 31, 2020, respectively

 

 

62,474

 

 

 

62,050

 

Marine operating supplies

 

 

15,676

 

 

 

15,876

 

Assets held for sale

 

 

31,214

 

 

 

34,396

 

Prepaid expenses and other current assets

 

 

13,594

 

 

 

11,692

 

Total current assets

 

 

363,742

 

 

 

388,649

 

Net properties and equipment

 

 

754,707

 

 

 

780,318

 

Deferred drydocking and survey costs

 

 

46,648

 

 

 

56,468

 

Other assets

 

 

23,833

 

 

 

25,742

 

Total assets

 

$

1,188,930

 

 

$

1,251,177

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

14,622

 

 

$

16,981

 

Accrued expenses

 

 

48,466

 

 

 

52,422

 

Due to affiliates

 

 

56,356

 

 

 

53,194

 

Current portion of long-term debt

 

 

18,201

 

 

 

27,797

 

Other current liabilities

 

 

35,003

 

 

 

32,785

 

Total current liabilities

 

 

172,648

 

 

 

183,179

 

Long-term debt

 

 

148,337

 

 

 

164,934

 

Other liabilities and deferred credits

 

 

79,234

 

 

 

79,792

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

 

Common stock

 

 

41

 

 

 

41

 

Additional paid-in-capital

 

 

1,372,846

 

 

 

1,371,809

 

Accumulated deficit

 

 

(584,246

)

 

 

(548,931

)

Accumulated other comprehensive loss

 

 

(875

)

 

 

(804

)

Total stockholder's equity

 

 

787,766

 

 

 

822,115

 

Noncontrolling interests

 

 

945

 

 

 

1,157

 

Total equity

 

 

788,711

 

 

 

823,272

 

Total liabilities and equity

 

$

1,188,930

 

 

$

1,251,177

 

TIDEWATER INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(In thousands)

 

 

Three Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2021

 

 

2020

 

Net loss

 

$

(35,527

)

 

$

(18,524

)

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

Change in pension plan and supplemental pension plan liability, net of tax of $0 and $0, respectively

 

 

(71

)

 

 

369

 

Total comprehensive loss

 

$

(35,598

)

 

$

(18,155

)

TIDEWATER INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

Three Months

 

 

Three Months

 

 

 

Ended

 

 

Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2021

 

 

2020

 

Operating activities:

 

 

 

 

 

 

 

 

Net loss

 

$

(35,527

)

 

$

(18,524

)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

18,470

 

 

 

17,285

 

Amortization of deferred drydocking and survey costs

 

 

11,257

 

 

 

9,822

 

Amortization of debt premiums and discounts

 

 

1,108

 

 

 

675

 

Provision for deferred income taxes

 

 

30

 

 

 

 

(Gain) loss on asset dispositions, net

 

 

1,948

 

 

 

(5,331

)

Loss on debt extinguishment

 

 

59

 

 

 

 

Long-lived asset impairments and other

 

 

 

 

 

10,207

 

Stock-based compensation expense

 

 

1,172

 

 

 

1,335

 

Changes in operating assets and liabilities, net:

 

 

 

 

 

 

 

 

Trade and other receivables

 

 

12,758

 

 

 

(9,438

)

Changes in due to/from affiliate, net

 

 

2,738

 

 

 

(2,405

)

Accounts payable

 

 

(2,359

)

 

 

3,210

 

Accrued expenses

 

 

(4,270

)

 

 

(1,146

)

Deferred drydocking and survey costs

 

 

(2,722

)

 

 

(24,867

)

Other, net

 

 

1,054

 

 

 

(8,348

)

Net cash provided by (used in) operating activities

 

 

5,716

 

 

 

(27,525

)

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Proceeds from sales of assets

 

 

10,983

 

 

 

9,452

 

Additions to properties and equipment

 

 

(1,196

)

 

 

(2,449

)

Net cash provided by investing activities

 

 

9,787

 

 

 

7,003

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Principal payments on long-term debt

 

 

(26,414

)

 

 

(2,600

)

Debt modification costs

 

 

(725

)

 

 

 

Debt extinguishment premium

 

 

(59

)

 

 

 

Tax on share-based awards

 

 

(135

)

 

 

(531

)

Net cash used in financing activities

 

 

(27,333

)

 

 

(3,131

)

Net change in cash, cash equivalents and restricted cash

 

 

(11,830

)

 

 

(23,653

)

Cash, cash equivalents and restricted cash at beginning of period

 

 

155,225

 

 

 

227,608

 

Cash, cash equivalents and restricted cash at end of period

 

$

143,395

 

 

$

203,955

 

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

Cash paid during the year for:

 

 

 

 

 

 

 

 

Interest, net of amounts capitalized

 

 

3,746

 

 

 

5,442

 

Income taxes

 

 

2,535

 

 

 

2,550

 

Note (A):  Cash, cash equivalents and restricted cash at March 31, 2021 includes $2.5 million in long-term restricted cash, which is included in other assets in our consolidated balance sheet.

TIDEWATER INC.

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

(In thousands)

 

 

Three Months Ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

 

other

 

 

Non

 

 

 

 

 

 

 

Common

 

 

paid-in

 

 

Accumulated

 

 

comprehensive

 

 

controlling

 

 

 

 

 

 

 

stock

 

 

capital

 

 

deficit

 

 

income (loss)

 

 

interest

 

 

Total

 

Balance at December 31, 2020

 

$

41

 

 

 

1,371,809

 

 

 

(548,931

)

 

 

(804

)

 

 

1,157

 

 

 

823,272

 

Total comprehensive loss

 

 

 

 

 

 

 

 

(35,315

)

 

 

(71

)

 

 

(212

)

 

 

(35,598

)

Amortization of share-based awards

 

 

 

 

 

1,037

 

 

 

 

 

 

 

 

 

 

 

 

1,037

 

Balance at March 31, 2021

 

$

41

 

 

 

1,372,846

 

 

 

(584,246

)

 

 

(875

)

 

 

945

 

 

 

788,711

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2019

 

$

40

 

 

 

1,367,521

 

 

 

(352,526

)

 

 

(236

)

 

 

1,611

 

 

 

1,016,410

 

Total comprehensive loss

 

 

 

 

 

 

 

 

(18,445

)

 

 

369

 

 

 

(79

)

 

 

(18,155

)

Adoption of credit loss accounting standard

 

 

 

 

 

 

 

 

(163

)

 

 

 

 

 

 

 

 

(163

)

Amortization of share-based awards

 

 

 

 

 

804

 

 

 

 

 

 

 

 

 

 

 

 

804

 

Balance at March 31, 2020

 

$

40

 

 

 

1,368,325

 

 

 

(371,134

)

 

 

133

 

 

 

1,532

 

 

 

998,896

 

The company’s vessel revenues and vessel operating costs and the related percentage of total vessel revenues, were as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2021

 

 

2020

 

(In thousands)

 

 

 

 

 

%

 

 

 

 

 

 

%

 

Vessel revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Americas

 

$

26,224

 

 

 

32

%

 

$

31,859

 

 

 

28

%

Middle East/Asia Pacific

 

 

24,414

 

 

 

30

%

 

 

24,828

 

 

 

22

%

Europe/Mediterranean

 

 

14,749

 

 

 

18

%

 

 

29,491

 

 

 

26

%

West Africa

 

 

15,606

 

 

 

19

%

 

 

25,796

 

 

 

23

%

Total vessel revenues

 

$

80,993

 

 

 

100

%

 

$

111,974

 

 

 

100

%

Vessel operating costs:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Crew costs

 

$

35,162

 

 

 

43

%

 

$

44,487

 

 

 

40

%

Repair and maintenance

 

 

9,437

 

 

 

12

%

 

 

10,598

 

 

 

9

%

Insurance

 

 

623

 

 

 

1

%

 

 

1,785

 

 

 

2

%

Fuel, lube and supplies

 

 

5,860

 

 

 

7

%

 

 

9,752

 

 

 

9

%

Other

 

 

9,938

 

 

 

12

%

 

 

12,203

 

 

 

11

%

Total vessel operating costs

 

 

61,020

 

 

 

75

%

 

 

78,825

 

 

 

70

%

Vessel operating margin (A)

 

$

19,973

 

 

 

25

%

 

$

33,149

 

 

 

30

%

Note (A):  Vessel operating margin equals revenues less vessel operating costs and excludes general and administrative expenses and depreciation and amortization.

The company’s operating loss and other components of loss before income taxes and its related percentage of total revenues, were as follows:

 

 

 

Three Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2021

 

 

2020

 

(In thousands)

 

 

 

 

 

%

 

 

 

 

 

 

%

 

Vessel operating profit (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Americas

 

$

(1,651

)

 

 

(2

)%

 

$

(1,164

)

 

 

(1

)%

Middle East/Asia Pacific

 

 

(1,853

)

 

 

(2

)%

 

 

(856

)

 

 

(1

)%

Europe/Mediterranean

 

 

(8,021

)

 

 

(10

)%

 

 

1,547

 

 

 

1

%

West Africa

 

 

(6,767

)

 

 

(8

)%

 

 

(4,863

)

 

 

(4

)%

Other operating profit

 

 

1,444

 

 

 

2

%

 

 

1,721

 

 

 

1

%

 

 

 

(16,848

)

 

 

(20

)%

 

 

(3,615

)

 

 

(3

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate expenses (A)

 

 

(7,505

)

 

 

(9

)%

 

 

(10,042

)

 

 

(9

)%

Gain (loss) on asset dispositions, net

 

 

(1,948

)

 

 

(2

)%

 

 

5,331

 

 

 

5

%

Long-lived asset impairments and other

 

 

 

 

 

0

%

 

 

(10,207

)

 

 

(9

)%

Operating loss

 

$

(26,301

)

 

 

(31

)%

 

$

(18,533

)

 

 

(16

)%

Note (A):  General and administrative expenses for the three months ended March 31, 2021 and 2020 include stock-based compensation of $1.2 million and $1.3 million, respectively. In addition, vessel operating and general and administrative costs for the three months ended March 31, 2021 and 2020, respectively, both included $0.1 million in one-time restructuring and integration related costs.

TIDEWATER INC.

CONSOLIDATED STATEMENTS OF EARNINGS (LOSS) – QUARTERLY DATA

(Unaudited)

(In thousands, except per share data)

 

 

Three Months Ended

 

 

 

March 31,

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

March 31,

 

 

 

2021

 

 

2020

 

 

2020

 

 

2020

 

 

2020

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vessel revenues

 

$

80,993

 

 

 

87,830

 

 

 

85,395

 

 

 

100,975

 

 

 

111,974

 

Other operating revenues

 

 

2,511

 

 

 

4,029

 

 

 

1,072

 

 

 

1,369

 

 

 

4,394

 

Total revenues

 

 

83,504

 

 

 

91,859

 

 

 

86,467

 

 

 

102,344

 

 

 

116,368

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Vessel operating costs (A)

 

 

61,020

 

 

 

63,397

 

 

 

61,784

 

 

 

64,774

 

 

 

78,825

 

Costs of other operating revenue

 

 

1,067

 

 

 

342

 

 

 

219

 

 

 

171

 

 

 

2,673

 

General and administrative (A)

 

 

16,043

 

 

 

16,992

 

 

 

17,438

 

 

 

17,597

 

 

 

21,420

 

Depreciation and amortization

 

 

29,727

 

 

 

30,681

 

 

 

30,777

 

 

 

28,144

 

 

 

27,107

 

Long-lived asset impairments and other

 

 

 

 

 

6,475

 

 

 

1,945

 

 

 

55,482

 

 

 

10,207

 

Affiliate credit loss impairment expense

 

 

 

 

 

(600

)

 

 

 

 

 

53,581

 

 

 

 

Affiliate guarantee obligation

 

 

 

 

 

 

 

 

 

 

 

2,000

 

 

 

 

(Gain) loss on asset dispositions, net

 

 

1,948

 

 

 

(80

)

 

 

(520

)

 

 

(1,660

)

 

 

(5,331

)

Total operating costs and expenses

 

 

109,805

 

 

 

117,207

 

 

 

111,643

 

 

 

220,089

 

 

 

134,901

 

Operating loss

 

 

(26,301

)

 

 

(25,348

)

 

 

(25,176

)

 

 

(117,745

)

 

 

(18,533

)

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange gain (loss)

 

 

(850

)

 

 

(2,880

)

 

 

(1,153

)

 

 

(2,076

)

 

 

864

 

Equity in net earnings (losses) of unconsolidated companies

 

 

(1,849

)

 

 

164

 

 

 

 

 

 

 

 

 

 

Dividend income from unconsolidated company

 

 

 

 

 

 

 

 

 

 

 

17,150

 

 

 

 

Interest income and other, net

 

 

23

 

 

 

144

 

 

 

272

 

 

 

696

 

 

 

116

 

Interest and other debt costs, net

 

 

(4,541

)

 

 

(5,984

)

 

 

(6,071

)

 

 

(5,959

)

 

 

(6,142

)

Total other expense

 

 

(7,217

)

 

 

(8,556

)

 

 

(6,952

)

 

 

9,811

 

 

 

(5,162

)

Loss before income taxes

 

 

(33,518

)

 

 

(33,904

)

 

 

(32,128

)

 

 

(107,934

)

 

 

(23,695

)

Income tax (benefit) expense

 

 

2,009

 

 

 

(4,477

)

 

 

5,953

 

 

 

2,730

 

 

 

(5,171

)

Net loss

 

 

(35,527

)

 

 

(29,427

)

 

 

(38,081

)

 

 

(110,664

)

 

 

(18,524

)

Net income (loss) attributable to noncontrolling interests

 

 

(212

)

 

 

(180

)

 

 

(154

)

 

 

(41

)

 

 

(79

)

Net loss attributable to Tidewater Inc.

 

$

(35,315

)

 

 

(29,247

)

 

 

(37,927

)

 

 

(110,623

)

 

 

(18,445

)

Basic loss per common share

 

 

(0.87

)

 

 

(0.72

)

 

 

(0.94

)

 

 

(2.74

)

 

 

(0.46

)

Diluted loss per common share

 

 

(0.87

)

 

 

(0.72

)

 

 

(0.94

)

 

 

(2.74

)

 

 

(0.46

)

Weighted average common shares outstanding

 

 

40,716

 

 

 

40,604

 

 

 

40,405

 

 

 

40,306

 

 

 

40,101

 

Dilutive effect of stock options and restricted stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted weighted average common shares

 

 

40,716

 

 

 

40,604

 

 

 

40,405

 

 

 

40,306

 

 

 

40,101

 

Vessel operating margin

 

$

19,973

 

 

 

24,433

 

 

 

23,611

 

 

 

36,201

 

 

 

33,149

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Note (A) One-time restructuring and integration related costs

 

$

103

 

 

 

291

 

 

 

641

 

 

 

446

 

 

 

129

 

TIDEWATER INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands)

 

 

March 31,

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

March 31,

 

ASSETS

 

2021

 

 

2020

 

 

2020

 

 

2020

 

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

131,858

 

 

 

149,933

 

 

 

192,243

 

 

 

203,119

 

 

 

187,802

 

Restricted cash

 

 

9,061

 

 

 

2,079

 

 

 

26,401

 

 

 

19,880

 

 

 

12,461

 

Trade and other receivables, net

 

 

99,865

 

 

 

112,623

 

 

 

100,583

 

 

 

115,008

 

 

 

119,455

 

Due from affiliate, net

 

 

62,474

 

 

 

62,050

 

 

 

65,692

 

 

 

65,766

 

 

 

128,204

 

Marine operating supplies

 

 

15,676

 

 

 

15,876

 

 

 

17,808

 

 

 

20,580

 

 

 

21,944

 

Assets held for sale

 

 

31,214

 

 

 

34,396

 

 

 

19,163

 

 

 

29,064

 

 

 

26,142

 

Prepaid expenses and other current assets

 

 

13,594

 

 

 

11,692

 

 

 

18,925

 

 

 

20,350

 

 

 

22,185

 

Total current assets

 

 

363,742

 

 

 

388,649

 

 

 

440,815

 

 

 

473,767

 

 

 

518,193

 

Net properties and equipment

 

 

754,707

 

 

 

780,318

 

 

 

820,876

 

 

 

839,912

 

 

 

922,979

 

Deferred drydocking and survey costs

 

 

46,648

 

 

 

56,468

 

 

 

63,975

 

 

 

74,585

 

 

 

81,981

 

Other assets

 

 

23,833

 

 

 

25,742

 

 

 

25,108

 

 

 

27,411

 

 

 

29,971

 

Total assets

 

$

1,188,930

 

 

 

1,251,177

 

 

 

1,350,774

 

 

$

1,415,675

 

 

$

1,553,124

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

14,622

 

 

 

16,981

 

 

 

12,953

 

 

 

17,111

 

 

 

30,711

 

Accrued expenses

 

 

48,466

 

 

 

52,422

 

 

 

55,811

 

 

 

60,993

 

 

 

72,854

 

Due to affiliates

 

 

56,356

 

 

 

53,194

 

 

 

53,355

 

 

 

48,803

 

 

 

50,013

 

Current portion of long-term debt

 

 

18,201

 

 

 

27,797

 

 

 

9,576

 

 

 

9,437

 

 

 

9,104

 

Other current liabilities

 

 

35,003

 

 

 

32,785

 

 

 

31,599

 

 

 

25,815

 

 

 

26,953

 

Total current liabilities

 

 

172,648

 

 

 

183,179

 

 

 

163,294

 

 

 

162,159

 

 

 

189,635

 

Long-term debt

 

 

148,337

 

 

 

164,934

 

 

 

246,179

 

 

 

273,215

 

 

 

273,015

 

Other liabilities and deferred credits

 

 

79,234

 

 

 

79,792

 

 

 

87,724

 

 

 

90,301

 

 

 

91,578

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common stock

 

 

41

 

 

 

41

 

 

 

40

 

 

 

40

 

 

 

40

 

Additional paid-in-capital

 

 

1,372,846

 

 

 

1,371,809

 

 

 

1,370,778

 

 

 

1,369,645

 

 

 

1,368,325

 

Accumulated deficit

 

 

(584,246

)

 

 

(548,931

)

 

 

(519,684

)

 

 

(481,757

)

 

 

(371,134

)

Accumulated other comprehensive income (loss)

 

 

(875

)

 

 

(804

)

 

 

1,106

 

 

 

581

 

 

 

133

 

Total stockholder's equity

 

 

787,766

 

 

 

822,115

 

 

 

852,240

 

 

 

888,509

 

 

 

997,364

 

Noncontrolling interests

 

 

945

 

 

 

1,157

 

 

 

1,337

 

 

 

1,491

 

 

 

1,532

 

Total equity

 

 

788,711

 

 

 

823,272

 

 

 

853,577

 

 

 

890,000

 

 

 

998,896

 

Total liabilities and equity

 

$

1,188,930

 

 

 

1,251,177

 

 

 

1,350,774

 

 

 

1,415,675

 

 

 

1,553,124

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Due from related parties, net of due to related parties:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sonatide (Angola)

 

$

6,118

 

 

 

8,856

 

 

 

12,337

 

 

 

16,963

 

 

 

64,184

 

DTDW (Nigeria)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14,007

 

Total

 

$

6,118

 

 

 

8,856

 

 

 

12,337

 

 

 

16,963

 

 

 

78,191

 

TIDEWATER INC.

UNAUDITED OTHER FLEET AND FINANCIAL DATA

(In thousands)

 

 

Three Months Ended

 

 

 

March 31,

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

March 31,

 

 

 

2021

 

 

2020

 

 

2020

 

 

2020

 

 

2020

 

VESSEL REVENUE BY VESSEL CLASS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Americas fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

$

19,876

 

 

 

25,706

 

 

 

22,836

 

 

 

27,858

 

 

 

22,882

 

Towing-supply

 

 

4,817

 

 

 

4,603

 

 

 

4,119

 

 

 

4,455

 

 

 

7,243

 

Other

 

 

1,531

 

 

 

1,759

 

 

 

1,750

 

 

 

1,731

 

 

 

1,734

 

Total

 

 

26,224

 

 

 

32,068

 

 

 

28,705

 

 

 

34,044

 

 

 

31,859

 

Middle East/Asia Pacific fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

$

15,931

 

 

 

16,822

 

 

 

13,819

 

 

 

14,195

 

 

 

14,326

 

Towing-supply

 

 

8,483

 

 

 

8,220

 

 

 

9,461

 

 

 

9,788

 

 

 

10,502

 

Total

 

 

24,414

 

 

 

25,042

 

 

 

23,280

 

 

 

23,983

 

 

 

24,828

 

Europe/Mediterranean fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

$

14,588

 

 

 

15,621

 

 

 

17,578

 

 

 

20,476

 

 

 

29,163

 

Towing-supply

 

 

 

 

 

 

 

 

(13

)

 

 

 

 

 

179

 

Other

 

 

161

 

 

 

154

 

 

 

151

 

 

 

144

 

 

 

149

 

Total

 

 

14,749

 

 

 

15,775

 

 

 

17,716

 

 

 

20,620

 

 

 

29,491

 

West Africa fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

$

7,909

 

 

 

6,237

 

 

 

4,905

 

 

 

8,748

 

 

 

12,102

 

Towing-supply

 

 

4,879

 

 

 

5,202

 

 

 

7,711

 

 

 

11,029

 

 

 

10,521

 

Other

 

 

2,818

 

 

 

3,506

 

 

 

3,078

 

 

 

2,552

 

 

 

3,173

 

Total

 

$

15,606

 

 

 

14,945

 

 

 

15,694

 

 

 

22,329

 

 

 

25,796

 

Worldwide fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

$

58,304

 

 

 

64,386

 

 

 

59,137

 

 

 

71,277

 

 

 

78,473

 

Towing-supply

 

 

18,179

 

 

 

18,025

 

 

 

21,278

 

 

 

25,271

 

 

 

28,445

 

Other

 

 

4,510

 

 

 

5,419

 

 

 

4,980

 

 

 

4,427

 

 

 

5,056

 

Total

 

$

80,993

 

 

 

87,830

 

 

 

85,395

 

 

 

100,975

 

 

 

111,974

 

TIDEWATER INC.

UNAUDITED OTHER FLEET AND FINANCIAL DATA

 

 

Three Months Ended

 

 

 

March 31,

 

 

December 31,

 

 

September 30,

 

 

June 30,

 

 

March 31,

 

 

 

2021

 

 

2020

 

 

2020

 

 

2020

 

 

2020

 

AVERAGE NUMBER OF VESSELS:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Americas fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

 

29

 

 

 

32

 

 

 

32

 

 

 

32

 

 

 

32

 

Towing-supply

 

 

8

 

 

 

10

 

 

 

12

 

 

 

15

 

 

 

17

 

Other

 

 

3

 

 

 

3

 

 

 

3

 

 

 

3

 

 

 

3

 

Total

 

 

40

 

 

 

45

 

 

 

47

 

 

 

50

 

 

 

52

 

Stacked vessels

 

 

(12

)

 

 

(15

)

 

 

(17

)

 

 

(17

)

 

 

(17

)

Active vessels

 

 

28

 

 

 

30

 

 

 

30

 

 

 

33

 

 

 

35

 

Middle East/Asia Pacific fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

 

21

 

 

 

21

 

 

 

22

 

 

 

26

 

 

 

27

 

Towing-supply

 

 

20

 

 

 

22

 

 

 

23

 

 

 

26

 

 

 

28

 

Total

 

 

41

 

 

 

43

 

 

 

45

 

 

 

52

 

 

 

55

 

Stacked vessels

 

 

(3

)

 

 

(3

)

 

 

(4

)

 

 

(9

)

 

 

(10

)

Active vessels

 

 

38

 

 

 

40

 

 

 

41

 

 

 

43

 

 

 

45

 

Europe/Mediterranean fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

 

31

 

 

 

31

 

 

 

32

 

 

 

36

 

 

 

39

 

Towing-supply

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

2

 

Total

 

 

31

 

 

 

31

 

 

 

32

 

 

 

37

 

 

 

41

 

Stacked vessels

 

 

(14

)

 

 

(16

)

 

 

(17

)

 

 

(17

)

 

 

(11

)

Active vessels

 

 

17

 

 

 

15

 

 

 

15

 

 

 

20

 

 

 

30

 

West Africa fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

 

20

 

 

 

20

 

 

 

25

 

 

 

26

 

 

 

26

 

Towing-supply

 

 

12

 

 

 

13

 

 

 

17

 

 

 

18

 

 

 

19

 

Other

 

 

26

 

 

 

23

 

 

 

16

 

 

 

19

 

 

 

20

 

Total

 

 

58

 

 

 

56

 

 

 

58

 

 

 

63

 

 

 

65

 

Stacked vessels

 

 

(25

)

 

 

(26

)

 

 

(31

)

 

 

(21

)

 

 

(21

)

Active vessels

 

 

33

 

 

 

30

 

 

 

27

 

 

 

42

 

 

 

44

 

Worldwide fleet:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deepwater

 

 

101

 

 

 

104

 

 

 

111

 

 

 

120

 

 

 

124

 

Towing-supply

 

 

40

 

 

 

45

 

 

 

52

 

 

 

60

 

 

 

66

 

Other

 

 

29

 

 

 

26

 

 

 

19

 

 

 

22

 

 

 

23

 

Total

 

 

170

 

 

 

175

 

 

 

182

 

 

 

202

 

 

 

213

 

Stacked vessels

 

 

(54

)

 

 

(60

)

 

 

(69

)

 

 

(64

)

 

 

(60

)

Active vessels

 

 

116

 

 

 

115

 

 

 

113

 

 

 

138

 

 

 

153

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total active

 

 

116

 

 

 

115

 

 

 

113

 

 

 

138

 

 

 

153

 

Total stacked

 

 

54

 

 

 

60

 

 

 

69

 

 

 

64

 

 

 

60

 

Total joint venture and other vessels

 

 

3

 

 

 

3

 

 

 

3

 

 

 

3

 

 

 

3

 

Total

 

 

173

 

 

 

178

 

 

 

185

 

 

 

205

 

 

 

216

 


Contacts

Tidewater Inc.
Jason Stanley
Vice President,
ESG and Investor Relations
+1.713.470.5292


Read full story here

LAKEWOOD, Colo.--(BUSINESS WIRE)--Tallgrass Energy, LP announced today that it was named one of The Denver Post’s Top Workplaces – the seventh consecutive year the company has been honored by Top Workplaces. The list is compiled based on a third-party survey that asks employees to rate their company on aspects of corporate culture, including alignment, execution, and connection.


“We believe it’s important to listen to employees and take their feedback to heart,” said Tallgrass Energy CEO William R. Moler. “Our goal is to deliver the kind of work environment that inspires the Tallgrass team to give their best every day, and we count on employees to tell us how we’re doing in terms of delivering against that goal.”

The Top Workplaces are determined based on an employee survey conducted each year by Energage, a leading provider of technology-based employee engagement tools.

“In times of great change, it is more important than ever to maintain a connection among employees,” said Eric Rubino, Energage CEO. “If COVID taught us anything, it’s that asking questions and listening to employees is critical to navigating this new world of work. More than ever, you need to be more intentional about your culture.”

About Tallgrass Energy, LP

Tallgrass Energy, LP is an energy infrastructure company operating across a broad section of the United States. To learn more, please visit www.tallgrassenergy.com.

About Energage, LLC

Energage, a certified B-corporation, offers web-based solutions and advisory services that help organizations recruit and retain the right talent. Home of Top Workplaces research, Energage offers solutions that collect, understand and amplify the voice of the employee, enabling organizations to reduce unwanted turnover, lower recruiting costs and increase retention. Based on more than 13 years of culture research, advanced comparative analytics, and patented algorithms trained on more than 20 million employees at 58,000 companies, Energage has isolated the 15 drivers of engaged cultures that are critical to the success of any organization. For more information, please visit energage.com.


Contacts

Media and Trade Inquiries
Phyllis Hammond, 303-763-3568
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MINNEAPOLIS--(BUSINESS WIRE)--C.H. Robinson Worldwide, Inc. (“C.H. Robinson”) (Nasdaq: CHRW) announced that its Board of Directors today declared a regular quarterly cash dividend of 51 cents ($0.51) per share, payable on July 1, 2021, to shareholders of record on June 4, 2021.


C.H. Robinson has distributed regular dividends for more than twenty-five years. As of May 6, 2021, there were approximately 132,913,104 shares outstanding.

About C.H. Robinson

C.H. Robinson solves logistics problems for companies across the globe and across industries, from the simple to the most complex. With $21 billion in freight under management and 19 million shipments annually, we are one of the world’s largest logistics platforms. Our global suite of services accelerates trade to seamlessly deliver the products and goods that drive the world’s economy. With the combination of our multimodal transportation management system and expertise, we use our information advantage to deliver smarter solutions for our more than 105,000 customers and 73,000 contract carriers. Our technology is built by and for supply chain experts to bring faster, more meaningful improvements to our customers’ businesses. As a responsible global citizen, we are also proud to contribute millions of dollars to support causes that matter to our company, our Foundation and our employees. For more information, visit us at www.chrobinson.com (Nasdaq: CHRW).

Source: C.H. Robinson
CHRW-IR


Contacts

Chuck Ives, Director of Investor Relations
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TORONTO--(BUSINESS WIRE)--May 2021 Cash Dividend - $0.06 per share
Superior Plus Corp. (“Superior”) (TSX:SPB) today announced its cash dividend for the month of May 2021 of $0.06 per share payable on June 15, 2021. The record date is May 31, 2021 and the ex-dividend date will be May 28, 2021. Superior’s annualized cash dividend rate is currently $0.72 per share. This dividend is an eligible dividend for Canadian income tax purposes.


Upcoming Release of 2021 First Quarter Results and Conference Call
Superior expects to release its 2021 first quarter results on Wednesday, May 12, 2021 at 4:00 PM EDT. A conference call and webcast to discuss the 2021 first quarter results is scheduled for 10:30 AM EDT on Thursday, May 13, 2021. To participate in the call, dial: 1-844-389-8661. Internet users can listen to the call live, or as an archived call, on Superior's website at: www.superiorplus.com under the Events section.

2021 Virtual Investor Day
Superior will host a virtual Investor Day on May 25, 2021 at 1 PM EDT. During the event, members of the executive leadership team will provide an update on Superior’s markets and businesses, strategic transformational initiative, the Superior Way Forward, and future financial outlook.

To confirm your attendance for the event, please RSVP by emailing This email address is being protected from spambots. You need JavaScript enabled to view it.. A link to the webcast along with the agenda for the event will be emailed to all participants and will also be posted on Superior’s website in the “Events” section closer to the time of Investor Day.

Superior Plus Virtual-Only 2021 Annual Meeting of Shareholders
Superior will hold its Annual Meeting of Shareholders (“AGM”) on Wednesday, May 12, 2021 at 4:00 PM EDT. The AGM will be held as a virtual-only meeting, which will be conducted via live video webcast at https://web.lumiagm.com/?fromUrl=253484026. Participants are recommended to register for the virtual webcast at least 10 minutes before the AGM start time. For further information on Superior’s virtual AGM, please visit superiorplus.com.

About the Corporation
Superior is a leading North American distributor and marketer of propane and distillates and related products and services, servicing over 780,000 customer locations in the U.S. and Canada.

For further information about Superior, please visit Superior’s website at: www.superiorplus.com or contact: Beth Summers, Executive Vice President and Chief Financial Officer, Tel: (416) 340-6015, or Rob Dorran, Vice President, Investor Relations and Treasurer, Tel: (416) 340-6003, E-mail: This email address is being protected from spambots. You need JavaScript enabled to view it., Toll Free: 1-866-490-PLUS (7587).

Forward Looking Information
This news release contains certain forward-looking information and statements that are based on Superior’s current expectations, estimates, projections and assumptions in light of its experience and its perception of historical trends. In this news release, such forward-looking information and statements can be identified by terminology such as “will”, "expects", "annualized", and similar expressions.

In particular, this news release contains forward-looking statements and information relating to: future dividends which may be declared on Superior’s common shares, the dividend payment, the tax treatment thereof, and the receipt of cash dividends. These forward-looking statements are being made by Superior based on certain assumptions that Superior has made in respect thereof as at the date of this news release, regarding, among other things: the success of Superior’s operations; prevailing commodity prices, margins, volumes and exchange rates; that Superior’s future results of operations will be consistent with past performance and management expectations in relation thereto; the continued availability of capital at attractive prices to fund future capital requirements; future operating costs; that any required commercial agreements can be reached; that all required regulatory and environmental approvals can be obtained on the necessary terms in a timely manner. These forward-looking statements are not guarantees of future performance and are subject to a number of known and unknown risks and uncertainties, including, but not limited to: the regulatory environment and decisions; non-performance of agreements in accordance with their terms; the impact of competitive entities and pricing; reliance on key industry partners and agreements; actions by governmental or regulatory authorities including changes in tax laws and treatment, or increased environmental regulation; adverse general economic and market conditions in Canada, North America and elsewhere; fluctuations in operating results; labour and material shortages; and certain other risks detailed from time to time in Superior’s public disclosure documents including, among other things, those detailed under the heading "Risk Factors" in Superior’s management's discussion and analysis and annual information form for the year ended December 31, 2020, which can be found at www.sedar.com.

Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. Such forward-looking statements are expressly qualified by the above statements. Superior does not undertake any obligation to publicly update or revise any forward looking statements or information contained herein, except as required by applicable laws.


Contacts

Beth Summers, Executive Vice President and Chief Financial Officer
Tel: (416) 340-6015
or
Rob Dorran, Vice President, Investor Relations and Treasurer
Tel: (416) 340-6003
E-mail: This email address is being protected from spambots. You need JavaScript enabled to view it.
Toll Free: 1-866-490-PLUS (7587)

Completes Reorganization from Trust to Corporation

Earnings Call to be held 8:30 am ET on Friday, May 7, 2021

DALLAS--(BUSINESS WIRE)--Texas Pacific Land Corporation (NYSE: TPL) (the “Company” or "TPL") today announced its financial and operating results for the first quarter of 2021.

We are very pleased with our first quarter results, which demonstrate continued strong momentum across our business lines. Having successfully navigated the challenges of COVID-19 while achieving consistently positive operating results, we were, and continue to be, well positioned to take full advantage of the oil and gas recovery that is taking place. This was also a landmark quarter in our Company’s history as we completed our reorganization from a trust to a corporation. We feel this enhanced structure is better suited for today’s corporate governance landscape and provides superior alignment of management and shareholder interests,” said Tyler Glover, President and Chief Executive Officer of the Company.

Looking ahead, we now remain fully focused on developing our many avenues for growth across our diversified platform by continuing to refine our operations, grow our customer base, and leverage potential outside growth opportunities. Our vast and largely undeveloped surface and royalty acreage provides us with an exceptionally robust runway for long-term value creation, and with our fortress balance sheet, stable cash flows, and low capital requirements we believe we can achieve sustained growth for many years to come,” Mr. Glover continued.

First Quarter 2021 Highlights

  • Net income of $50.1 million, or $6.45 per Common Share
  • Revenues of $84.2 million
  • EBITDA of $65.9 million (1)
  • Cash flows from operating activities of $52.4 million
  • Quarterly cash dividend of $2.75 per Common Share paid on March 15, 2021
  • Completed corporate reorganization from a business trust to a Delaware corporation effective January 11, 2021 (the "Corporate Reorganization").

(1) Reconciliations of Non-GAAP measures are provided in the tables below.

Financial Results for the First Quarter of 2021

The Company reported net income of $50.1 million for the first quarter ended March 31, 2021, a decrease of 12.8% compared to net income of $57.4 million for the first quarter ended March 31, 2020. Our financial results for the first quarter of 2021 have been negatively impacted by the decreased pace of development by operators in the Permian Basin, as further discussed in the next section below, and Winter Storm Uri in February 2021. Winter Storm Uri created operational issues in the Permian Basin which negatively impacted development and production for the month of February 2021. The combination of these events has not only affected our production and produced water disposal volumes, but also directly impacted our surface-related income and water sales.

Our total revenues decreased $12.4 million for the first quarter of 2021 compared to the same period of 2020. Water sales and easements and other surface-related income decreased $14.0 million and $4.7 million, respectively, for the first quarter of 2021 compared to the first quarter of 2020. These revenue streams are directly impacted by development and operating decisions made by our customers and vary as the pace of development and oil demand varies. The $14.0 million decrease in water sales for the first quarter of 2021 compared to 2020 is principally due to a 40.7% decrease in the number of barrels of sourced and treated water sold over the same time period. These reductions in revenue were partially offset by oil and gas royalties, which increased 16.9%, or $7.2 million, for the first quarter of 2021 compared to the same period of 2020. While oil royalties decreased 4.6%, gas royalties increased $8.8 million, largely due to a 121.1% increase in our average realized price for gas production for this time period.

Our total operating expenses of $22.1 million for the first quarter of 2021 decreased approximately $3.9 million compared to the same period of 2020. The decrease was principally due to a $3.5 million decrease in water service-related expenses primarily related to decreased equipment rental, fuel and repairs and maintenance expenses resulting from a 40.7% decrease in the number of barrels of sourced and treated water sold and ongoing cost savings measures, further discussed below.

COVID-19 Pandemic and Impact of Increased Supply by OPEC+

The uncertainty caused by the global spread of COVID-19, together with the increased supply of oil and gas by member nations of OPEC+, led to declines in crude oil prices and a reduction in global demand for oil and gas beginning in the first quarter of 2020. These events led to production curtailments and/or conservation of capital by the owners and operators of the oil and gas wells to which the Company’s royalty interests relate. These events negatively affected the Company’s business and operations for 2020. The lingering impact of these events continues to reduce the demand for oil in 2021, and we expect that they will continue to affect our financial results in 2021.

In response to these events, we implemented certain cost reduction measures during 2020 and continue to identify additional cost reduction opportunities in 2021, thus reducing our operating expenses. Our immediate focus was negotiating price reductions and discounts with certain vendors and reducing our usage of independent contract service providers. As part of our longer-term water business strategy, we have invested in electrifying our water sourcing infrastructure. The use of electricity instead of fuel-powered generators to source and transport water translates into reduced fuel, equipment rental and repairs and maintenance costs. This strategy not only reduces our current expenses but affords us the ability to continue cost savings in the future. Additionally, our investment in automation has allowed us to curtail our reliance on independent contract service providers to support our field operations.

Our primary focus has always been, and will continue to be, on maintaining a safe and healthy work environment for our employees. Our information technology infrastructure has afforded us the opportunity to allow our corporate employees to work remotely and we have deployed additional safety and sanitation measures for our field employees.

Despite the uncertainty caused by these events, we believe our longevity in the industry, strong financial position and our capital resource allocation discipline have equipped us with the tools necessary to continue navigating through the uncertainty.

Quarterly Dividend Declared

On May 3, 2021, our board of directors declared a quarterly cash dividend of $2.75 per share payable on June 15, 2021 to stockholders of record at the close of business on June 8, 2021.

Stock Repurchase Program

On May 3, 2021, our board of directors approved a stock repurchase program to purchase up to an aggregate of $20.0 million of shares of our outstanding common stock. Acquisitions pursuant to the stock repurchase program may be made through a combination of open market repurchases in compliance with Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended, privately negotiated transactions, and/or other transactions at the Company’s discretion. In connection with the stock repurchase program, the Company intends to enter into a Rule 10b5-1 trading plan that would generally permit the Company to repurchase shares at times when it might otherwise be prevented from doing so under securities laws. The stock repurchase program will expire on December 31, 2021 unless otherwise modified or earlier terminated by our board of directors at any time in its sole discretion. Repurchased shares will be held in treasury.

Subsequent Events

On April 7, 2021, the Company announced that, effective May 31, 2021, Chief Financial Officer Robert Packer will retire. Chris Steddum, TPL’s current Vice President, Finance and Investor Relations, will succeed Mr. Packer as the Company’s Chief Financial Officer. The Company has also appointed Stephanie Buffington, TPL’s current Vice President, Accounting, to the newly created role of Chief Accounting Officer. Both appointments will become effective on June 1, 2021. Mr. Packer will serve as an advisor to the Company through the end of the year.

Conference Call and Webcast Information

The Company will hold a conference call on Friday, May 7, 2021 at 8:30 a.m. Eastern Time to discuss first quarter results. A live webcast of the conference call will be available on the Investors section of the Company’s website at www.texaspacific.com. To listen to the live broadcast, go to the site at least 15 minutes prior to the scheduled start time in order to register and install any necessary audio software. Shortly after the call, a replay of the webcast will be available for 90 days on the Company’s website.

The conference call can also be accessed by dialing 1-877-407-4018 or 1-201-689-8471. The telephone replay can be accessed by dialing 1-844-512-2921 or 1-412-317-6671 and providing the conference ID# 13718997. The telephone replay will be available starting shortly after the call until May 21, 2021.

About Texas Pacific Land Corporation

Texas Pacific Land Corporation is one of the largest landowners in the State of Texas with approximately 880,000 acres of land in West Texas, with the majority of its ownership concentrated in the Permian Basin. The Company is not an oil and gas producer, but its surface and royalty ownership allow revenue generation through the entire value chain of oil and gas development, including through fixed fee payments for use of our land, revenue for sales of materials (caliche) used in the construction of infrastructure, providing sourced water and treated produced water, revenue from our oil and gas royalty interests, and revenues related to saltwater disposal on our land. The Company also generates revenue from pipeline, power line and utility easements, commercial leases, material sales and seismic and temporary permits related to a variety of land uses including midstream infrastructure projects and hydrocarbon processing facilities.

Visit TPL at www.texaspacific.com.

Cautionary Statement Regarding Forward-Looking Statements

This news release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that are based on TPL’s beliefs, as well as assumptions made by, and information currently available to, TPL, and therefore involve risks and uncertainties that are difficult to predict. Generally, future or conditional verbs such as “will,” “would,” “should,” “could,” or “may” and the words “believe,” “anticipate,” “continue,” “intend,” “expect” and similar expressions identify forward-looking statements. Forward-looking statements include, but are not limited to, references to strategies, plans, objectives, expectations, intentions, assumptions, future operations and prospects and other statements that are not historical facts. You should not place undue reliance on forward-looking statements. Although TPL believes that plans, intentions and expectations reflected in or suggested by any forward-looking statements made herein are reasonable, TPL may be unable to achieve such plans, intentions or expectations and actual results, and performance or achievements may vary materially and adversely from those envisaged in this news release due to a number of factors including, but not limited to: an inability to achieve some or all of the expected benefits of the Corporate Reorganization and distribution; potential adverse reactions or changes to business relationships resulting from the completion of the Corporate Reorganization; the potential impacts of COVID-19 on the global and U.S. economies as well as on TPL’s financial condition and business operations; the initiation or outcome of potential litigation; and any changes in general economic and/or industry specific conditions. These risks, as well as other risks associated with TPL and the Corporate Reorganization are also more fully discussed in a Current Report on Form 8-K filed by TPL with the SEC on December 31, 2020, which includes an information statement describing the Corporate Reorganization and the distribution in more detail. You can access TPL’s filings with the SEC through the SEC website at www.sec.gov and TPL strongly encourages you to do so. Except as required by applicable law, TPL undertakes no obligation to update any forward-looking statements or other statements herein for revisions or changes after this communication is made.

 

REPORT OF OPERATIONS
(in thousands, except share and per share amounts) (unaudited)

 

 

 

Three Months Ended
March 31,

 

 

2021

 

2020

Revenues:

 

 

 

 

Oil and gas royalties

 

$

49,533

 

 

 

$

42,360

 

 

Water sales

 

12,956

 

 

 

26,967

 

 

Produced water royalties

 

12,549

 

 

 

12,506

 

 

Easements and other surface-related income

 

9,047

 

 

 

13,761

 

 

Land sales

 

 

 

 

900

 

 

Other operating revenue

 

70

 

 

 

100

 

 

Total revenues

 

84,155

 

 

 

96,594

 

 

 

 

 

 

 

Expenses:

 

 

 

 

Salaries and related employee expenses

 

9,979

 

 

 

10,620

 

 

Water service-related expenses

 

3,298

 

 

 

6,780

 

 

General and administrative expenses

 

2,806

 

 

 

2,959

 

 

Legal and professional fees

 

2,212

 

 

 

2,358

 

 

Depreciation, depletion and amortization

 

3,838

 

 

 

3,335

 

 

Total operating expenses

 

22,133

 

 

 

26,052

 

 

 

 

 

 

 

Operating income

 

62,022

 

 

 

70,542

 

 

 

 

 

 

 

Other income, net

 

5

 

 

 

826

 

 

Income before income taxes

 

62,027

 

 

 

71,368

 

 

Income tax expense (benefit):

 

 

 

 

Current

 

12,122

 

 

 

14,022

 

 

Deferred

 

(147

)

 

 

(55

)

 

Total income tax expense

 

11,975

 

 

 

13,967

 

 

Net income

 

$

50,052

 

 

 

$

57,401

 

 

 

 

 

 

 

Net income per Common Share/Sub-share Certificate — basic and diluted

 

$

6.45

 

 

 

$

7.40

 

 

 

 

 

 

 

Weighted average number of Common Shares/Sub-share Certificates outstanding

 

7,756,156

 

 

 

7,756,156

 

 

SEGMENT OPERATING RESULTS
(in thousands) (unaudited)

 

 

 

Three Months Ended
March 31,

 

 

2021

 

2020

Revenues:

 

 

 

 

 

 

 

 

Land and resource management:

 

 

 

 

 

 

 

 

Oil and gas royalties

 

$

49,533

 

 

59

%

 

$

42,360

 

 

44

%

Easements and other surface-related income

 

8,187

 

 

10

%

 

13,298

 

 

14

%

Land sales and other operating revenue

 

70

 

 

%

 

1,000

 

 

1

%

 

 

57,790

 

 

69

%

 

56,658

 

 

59

%

Water services and operations:

 

 

 

 

 

 

 

 

Water sales

 

12,956

 

 

15

%

 

26,967

 

 

28

%

Produced water royalties

 

12,549

 

 

15

%

 

12,506

 

 

13

%

Easements and other surface-related income

 

860

 

 

1

%

 

463

 

 

%

 

 

26,365

 

 

31

%

 

39,936

 

 

41

%

Total consolidated revenues

 

$

84,155

 

 

100

%

 

$

96,594

 

 

100

%

 

 

 

 

 

 

 

 

 

Net income:

 

 

 

 

 

 

 

 

Land and resource management

 

$

39,513

 

 

79

%

 

$

39,118

 

 

68

%

Water services and operations

 

10,539

 

 

21

%

 

18,283

 

 

32

%

Total consolidated net income

 

$

50,052

 

 

100

%

 

$

57,401

 

 

100

%

 

 

 

 

 

 

 

 

 

NON-GAAP PERFORMANCE MEASURES AND DEFINITIONS

In addition to amounts presented in accordance with generally accepted accounting principles in the United States of America (“GAAP”), we also present certain supplemental non-GAAP measurements. These measurements are not to be considered more relevant or accurate than the measurements presented in accordance with GAAP. In compliance with requirements of the Securities and Exchange Commission (“SEC”), our non-GAAP measurements are reconciled to net income, the most directly comparable GAAP performance measure. For all non-GAAP measurements, neither the SEC nor any other regulatory body has passed judgment on these non-GAAP measurements.

EBITDA

EBITDA is a non-GAAP financial measurement of earnings before interest, taxes, depreciation, depletion and amortization. Its purpose is to highlight earnings without finance, taxes, and depreciation, depletion and amortization expense, and its use is limited to specialized analysis. We have presented EBITDA because we believe that it is a useful supplement to net income as an indicator of operating performance.

The following table presents a reconciliation of net income to EBITDA for the three months ended March 31, 2021 and 2020 (in thousands):

 

 

 

Three Months Ended
March 31,

 

 

2021

 

2020

Net income

 

$

50,052

 

 

$

57,401

 

Add:

 

 

 

 

Income tax expense

 

11,975

 

 

13,967

 

Depreciation, depletion and amortization

 

3,838

 

 

3,335

 

EBITDA

 

$

65,865

 

 

$

74,703

 

 


Contacts

Investor Relations
This email address is being protected from spambots. You need JavaScript enabled to view it.
(469) 305-3672

NEW YORK--(BUSINESS WIRE)--Domini Impact Investments LLC, a women-led impact investment firm, has published the Domini Funds 2020 Impact Report, which highlights how investors came together to harness the power of finance to build a better world—despite the world 2020 delivered.



In particular, the report underscores 2020’s most crucial topics—our climate crisis, the novel coronavirus pandemic, and racial and gender inequality. Each of these pressing themes is presented in context with how Domini sets its investment standards, puts its position as an investor to work for positive change, and invests to build vibrant communities. “Impact is when what’s ideal becomes what’s real,” says CEO Carole Laible. “This report is our reality.”

Key Impact Highlights:

  • Refined and enhanced our key performance indicators (KPIs) to codify diversity metrics universally across all industries to better capture risks and opportunities throughout our research process
  • Updated key performance indicators (KPIs) for the financial sector to further address climate change and deforestation
  • Engaged 675 companies and issuers (52% U.S., 48% non-U.S.) with over 1,000 contacts on topics including: frontline worker health and safety, forest and Artic preservation, board diversity, climate change, and public health.
  • Filed our 300th shareholder proposal to work with companies on their social and environmental impacts

To find out more about these initiatives and highlights, download our report: www.domini.com/2020Impact

About Domini Impact Investments LLC:

Domini Impact Investments LLC is an SEC-registered investment adviser specializing exclusively in impact investing. Domini serves individual and institutional investors who wish to create positive social and environmental outcomes while seeking competitive financial returns. Domini applies social, environmental and governance standards to all its investments, believing they help identify opportunities to provide strong financial rewards to its fund shareholders while also helping to create a more just and sustainable economic system.


Before investing, consider the Funds’ investment objectives, risks, charges and expenses. Contact us for a prospectus containing this and other information. Read it carefully. The Domini Funds are not insured. You may lose money. Shares of the Domini Funds are offered for sale only in the United States.

Past performance is no guarantee of future results. The Domini Funds are not bank deposits and are not insured. Investment return, principal value, and yield will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. You may lose money.

The Domini Impact Equity Fund is subject to certain risks including impact investing, portfolio management, information, market, recent events, and mid- to large-cap companies risks. The Domini Impact International Equity Fund is subject to certain risks including foreign investing, emerging markets, geographic focus, country, currency, impact investing, and portfolio management risks. The Domini Sustainable Solutions Fund is subject to certain risks including sustainable investing, portfolio management, information, market, recent events, mid- to large-cap companies and small-cap companies risks. The Domini International Opportunities Fund is subject to certain risks including foreign investing, geographic focus, country, currency, impact investing portfolio management and information risks. Investing internationally involves special risks, such as currency fluctuations, social and economic instability, differing securities regulations and accounting standards, limited public information, possible changes in taxation, and periods of illiquidity. These risks may be heightened in connection with investments in emerging market countries.

The Domini Impact Bond Fund is subject to certain risks including impact investing, portfolio management, style, information, market, recent events, interest rate and credit risks. The value of your investment will fluctuate with changes in interest rates and could decline if an issuer’s credit rating falls, it goes bankrupt or it fails to pay, or otherwise defaults on payments of interest or principal. The Domini Impact Bond Fund currently holds a large percentage of its portfolio in mortgage-backed securities. During periods of falling interest rates, mortgage-backed securities may prepay the principal due, which may lower the Fund’s return by causing it to reinvest at lower interest rates. Some of the Domini Impact Bond Fund's community development investments may be unrated and carry greater credit risks than its other investments. Potential risks related to the Bond Fund’s investments in derivatives include currency, leverage, liquidity, index, pricing and counterparty risk. TBA (To Be Announced) securities involve the risk that the security the Bond Fund buys will lose value prior to its delivery, that the security will not be issued, or the other party to the transaction will not meet its obligation, which can adversely affect the Fund’s returns. The reduction or withdrawal of historical financial market support activities by the U.S. Government and Federal Reserve, or other governments/central banks could negatively impact financial markets generally and increase market, liquidity and interest rate risks which could adversely affect the Funds’ returns.

DSIL Investment Services LLC (DSILD), Distributor, Member FINRA. 5/21


Contacts

Claire Dorey
Domini Impact Investments LLC
212-217-1031 (direct)
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  • Fisker publishes Responsible Supplier Policy (RSP) as part of creating a central resource for all matters concerning its Environmental, Social, and Governance (ESG) commitments

LOS ANGELES--(BUSINESS WIRE)--#EVs--Fisker Inc. (NYSE: FSR) passionate creator of the world's most sustainable electric vehicles and advanced mobility solutions – today launched a new online resource in support of its commitment to the highest standards of ESG. Accessible by all through the company's web portal, the site will provide a centralized area dedicated entirely to its ESG practices, the release of its corporate and supplier ESG standards, and detailing the expectations of suppliers through the company's RSP. Adherence to the RSP will be one of the critical criteria for supplier selection on all Fisker vehicles, starting with the Ocean SUV.


"At Fisker, we are working towards a cleaner future for all, and ESG is the green thread running through everything we do as we fulfill our mission to create the world's most sustainable vehicles," said Henrik Fisker, Chairman and CEO of Fisker, Inc. "Implementing transparent and measurable goals for our ESG strategy is critical for building trusted and mutually beneficial relationships with all our stakeholders."

Fisker performed its first materiality assessment based on the United Nations' Sustainable Development Goals (UN SDG) by surveying all company employees. This assessment focused the SDG strategy on what is materially pertinent to the business and its functions, providing authenticity and relevance to corporate objectives and targets, and assigning those metrics to each department.

Furthering its commitment to social and responsible governance, the company is hiring and developing a diverse global workforce. Corporate headcount has grown from 80 employees at the time of the company's public listing in October 2020 to over 200 people today.

The company's hiring process focuses on finding the best person for the job while ensuring our workforce matches the diversity of our future customer base and reinforces our global perspective as a business. This commitment is readily apparent in the appointment of women to senior level and high-visibility positions throughout Fisker and further reflected in the diversity of its board of directors.

Details regarding Fisker's ESG and RSP are here.

About Fisker Inc.

California-based Fisker Inc. is revolutionizing the automotive industry by developing the most emotionally desirable and eco-friendly electric vehicles on Earth. Passionately driven by a vision of a clean future for all, the company is on a mission to become the No. 1 e-mobility service provider with the world's most sustainable vehicles. To learn more, visit www.FiskerInc.com – and enjoy exclusive content across Fisker's social media channels: Facebook, Instagram, Twitter, YouTube, and LinkedIn. Download the revolutionary new Fisker mobile app from the App Store or Google Play store.


Contacts

Fisker Inc.
Simon Sproule, SVP, Communications
310.374.6177
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Dan Galves, VP, Investor Relations
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NEW YORK--(BUSINESS WIRE)--On the 7th day of April 2021, Terra Energy and Resource Technologies Inc and Purestone US INC entered into a Binding LOI for the merger between the two companies, with the Merger Agreement and Share Exchange Agreement expected to be completed in May 2021.

The Agreement is subject to various conditions, including satisfactory due diligence, as well as the approval of shareholders of the Companies. Following the merger, the current shareholders of Terra Energy and Resource Technologies Inc will control approximately 20% of the merged equity.

Following the Merger, Purestone will file an Audit and Form 10 information to become a fully reporting company.

About Purestone:

Purestone US INC, a company domiciled in Florida, was created to form a platform for commercial and construction related activities, with a focus to include business interests in Guam. Purestone US INC plans to wholesale building materials, mainly, Aggregate, Cement and Concrete, and capitalize on other investment opportunities and real estate developments.

About TEGR:

Terra Energy & Resource Technologies, Inc. (Terra) is a unique space age technology service company operating in the field of natural resources detection, exploration, and development. The Company provides exploration services utilizing a suite of proprietary innovative technologies for exploration of a wide range of mineral resources: oil & gas, metals, kimberlites, uranium, water, and other minerals.

Safe Harbor for Forward-looking Statements

This press release contains forward-looking information within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and is subject to the safe harbor created by those sections. There are many factors that could cause the Company's expectations and beliefs about its operations, services, plans, projects, and contracts, and its plans or proposals to acquire interests in, or participate in, exploration activities or properties, to fail to materialize, including, but not limited to, availability of capital, negotiation and execution of definitive agreements, satisfaction of contractual requirements, unfavorable geologic conditions, the amount of reserves projected or ultimately discovered, and general regional economic conditions.


Contacts

Terra Energy & Resource Technologies, Inc.
Alexandre Agaian, PhD, President
212-286-9197
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Purestone US INC
Samantha Stern, CEO
+1 (212) 709-8320
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ST. JOHN’S, Newfoundland and Labrador--(BUSINESS WIRE)--$ARR.TO #energytransition--Altius Renewable Royalties Corp. (TSX: ARR) (“ARR” or the “Company”), will file on SEDAR financial results for the quarter ended March 31, 2021 today after the close of trading with a conference call to follow May 7, 2021 at 9 am ET.


Q1 2021 Financial Results

During the quarter ended March 31, 2021, the Company announced the closing of its Initial Public Offering (“IPO”) which raised net proceeds of US$79.2 million. The cash position of ARR at March 31, 2021 was US$73.8 million. The cash on hand is available to fund ongoing operations and deployment into renewable royalty opportunities with existing and new partners.

For the quarter ended March 31, 2021, ARR reported a net loss of US$130,900 and a net loss per share of US$0.01. The majority of royalties created to date are on projects that remain at various stages of development and are therefore not yet providing royalty revenue.

Q1 2021 Business Highlights

  • On March 1, 2021 ARR announced the creation of a royalty under its portfolio based royalty financing agreement with Apex Clean Energy. GBR is entitled to receive a 2.5% royalty on the 190 MW Jayhawk Wind project in Crawford and Bourbon Counties, Kansas.
  • Subsequent to quarter end, ARR announced the creation of three additional royalties under the portfolio based royalty financing agreement with Tri Global Energy LLC (“TGE”) as follows:
    • 180 MW Hoosier Line wind project resulting in creation of a 3% royalty
    • 400 MW Honey Creek solar project resulting in a 1.5% royalty
    • 175 MW Appaloosa Run wind project resulting in a 1.5% royalty
  • ARR, through its Great Bay Renewables joint venture, is now entitled to royalties on seven renewable energy projects representing approximately 1885 MW of solar and wind power. Please refer to the Management’s Discussion and Analysis (“MD&A”) for more detail.

“We were pleased to have successfully completed ARR’s Initial Public Offering raising a total of US$79.2 million in an offering that was oversubscribed and that we are now deploying into renewable energy projects,” stated ARR Chief Executive Officer Brian Dalton. “We have now deployed capital into six renewable energy projects where we have royalty agreements and based on the robust outlook for this sector we are confident in our ability to continue building our portfolio of royalties from renewable energy projects during 2021 and beyond.”

Conference Call Details

A conference call and webcast will be held May 7, 2021 at 9:00 am ET to provide an update and to offer an open Q&A session for analysts and investors. Access details are as follows:

DATE

May 7, 2021

EVENT

ARR Q1 2021 Financial Results Conference call and webcast, ID 5486704

DIAL IN

1-866-521-4909 OR 1-647-427-2311

WEBCAST

https://onlinexperiences.com/scripts/Server.nxp?LASCmd=AI:4;F:QS!10100&ShowUUID=E6B9D645-6F3C-4AF3-8710-08B99447A12A

About ARR

ARR is a recently formed renewable energy company whose business is to provide long-term, royalty level investment capital to renewable power developers, operators, and originators. The Company combines industry expertise with innovative, partner-focused solutions to further the growth of the renewable energy sector as it fulfills its critical role in enabling the global energy transition. 


Contacts

Flora Wood
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.
Tel: 1.877.576.2209
Direct: 1.416.346.9020

Ben Lewis
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.
Tel: 1.877.576.2209

CARSON CITY, Nev.--(BUSINESS WIRE)--Vidler Water Resources, Inc. announced that it has entered into an agreement to lease up to 1,926 acres of its land in Maricopa and La Paz Counties in Arizona to an affiliate of one of the world’s largest producers of wind and solar energy. The agreement is structured as an option for up to five years to lease up to 1,926 acres for $500 per acre per year for 26 years with two five-year options to extend the lease. The agreement also provides for a lease rate increase of 2% per annum over the term of the lease. In addition, Vidler also agreed to reserve 2,000 of its Arizona Long-Term Storage Credits for construction purposes for a price of $1,630 per LTSC, utilizing Vidler facilities to recover the water.

Vidler Water Resource’s President and Chief Executive Officer, Dorothy Timian-Palmer, commented:

“We are extremely pleased to enter into an agreement to lease certain of our Arizona properties. We have worked previously with this company on our other properties, and we have found them to be an excellent partner with first-rate innovative and sustainable energy solutions for the communities they serve. We are glad to play our part in increasing the region’s alternative energy supplies. The affiliate’s parent company is actively involved in the Data Center and Green Hydrogen power space, and we look forward to the opportunities our alliance may bring and allow us to utilize our Harquahala Long-Term Storage Credits in the Basin where they are stored or the Phoenix metropolitan area. The mega-drought that is occurring in the Western U.S. is driving entities to seek water supplies that would not have been considered in the past. As the mega-drought continues, we believe it will have an upward impact on pricing of water supplies.

“We are also currently in negotiations with Ten West Link, as they require an easement across several of our Harquahala Valley, Arizona properties. The Ten West Link Transmission Project is an electrical Interconnection that would provide 500 KV Transmission between substations in Tonopah, Arizona and Riverside County, California. The power transmission activity in Harquahala is attracting various solar and other alternative energy facilities to propose projects in the Harquahala Basin and we have Long-Term Storage Credits that can be used for both operation and construction needs that can be recovered throughout the Basin.”

About Vidler Water Resources, Inc.

As of December 31, 2020, our primary holding was Vidler Water Company, Inc. (“Vidler”), a water resource and water storage business, with assets and operations primarily in the Southwestern U.S.

Our business is to source, develop and provide sustainable potable water resources to fast-growing communities throughout the Southwest U.S. that lack, or are running short of, available water resources.

We conduct our business by working closely with many constituents in these communities: regulators, utilities, Native North American tribes, community leaders, residential and commercial developers and alternative energy companies. We ensure the water resources we develop and sell are sustainable and provide benefit to the citizens of the communities and regions we serve.

Currently, we believe the highest potential return to shareholders is from a return of capital. As we monetize our water and real estate assets, rather than reinvest the proceeds, we intend to return capital to shareholders through a stock repurchase program or by other means such as special dividends. Nonetheless, we may, from time to time, reinvest a portion of proceeds from asset monetizations in further development of existing assets, if we believe the returns on such reinvestment outweigh the benefits of a return of capital.

OTHER INFORMATION

At December 31, 2020, we had a market capitalization of $173.8 million, and 18,583,366 shares outstanding.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains statements that may constitute forward-looking statements, which are based on information currently available, usually identified by words such as "anticipates," "believes," "estimates," "plans,'' "projects," "expects," "hopes," "intends," "strategy," ''focus," "outlook," "will," "could," "should," "may," "continue," or similar expressions, which speak only as of the date the statement was made. Such statements are forward-looking statements and are within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical or current fact, are statements that could be deemed forward-looking statements, including without limitation statements regarding our business objectives, our ability to monetize our water resources and the future prices that may be obtained for our water resources, the future demand for our water resources, our ability to reduce net operating cash use, our ability to source additional revenue streams, our ability to preserve and utilize NOLs to offset taxable income and reduce our federal income liability, and our ability to monetize assets and return capital to shareholders through stock repurchases or through other means. The forward-looking statements are based on current expectations and assumptions and are subject to risks and uncertainties.

A number of other factors may cause actual results to differ materially from our expectations, such as: any slowdown or downturn in the housing or in the real estate markets in which Vidler operates; fluctuations in the prices of water and water rights; physical, governmental and legal restrictions on water and water rights; a downturn in some sectors of the stock market; general economic conditions; the impacts of the COVID-19 global pandemic on the demand for real estate, the pace of real estate development, and demand for water resources to support residential and commercial real estate development; prolonged weakness in the overall U.S. and global economies; the performance of the businesses in which Vidler operates; the continued service and availability of key management personnel; and potential capital requirements and financing alternatives.

For further information regarding risks and uncertainties associated with our business, please refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections of our SEC filings, including our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q, copies of which may be obtained by contacting us at (775) 885-5000 or at http://vidlerwater.com.

We undertake no obligation to (and we expressly disclaim any obligation to) update our forward-looking statements, whether as a result of new information, subsequent events, or otherwise, in order to reflect any event or circumstance which may arise after the date of this press release, except as may otherwise be required by law. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.


Contacts

Dorothy Timian-Palmer
President and Chief Executive Officer
(775) 885-5000

In a panel session with the US House Committee on Transportation and Infrastructure, HyperloopTT CEO Andrés de León made the case for hyperloop systems


WASHINGTON--(BUSINESS WIRE)--Hyperloop Transportation Technologies (HyperloopTT) testified in front of the House Committee on Transportation and Infrastructure today to advance the development of hyperloop systems in the United States. During the session, HyperloopTT CEO Andrés de León shared insight into hyperloop technology, current projects and the government’s role in deploying commercial systems in the U.S. Andrés’ full testimony can be seen here.

Mr. De León emphasized key advantages of hyperloop in his testimony, including:

  • HyperloopTT systems are ready to be built utilizing existing technologies alongside over 50 transportation industry partners like Hitachi Rail, Leybold, and GNB.
  • Hyperloop is less expensive to build at $54 million per mile, significantly less than the $150 to $250 million per mile price tags of high-speed rail and MagLev.
  • Hyperloop is a sustainable next-generation technology, independent studies estimate that along a single 468-mile route a HyperloopTT system could replace the emissions of over one million cars annually.
  • The United States has an immediate opportunity to build the most innovative mode of transportation in over a century and lead a new era of sustainable innovation.

“The time for hyperloop is now,” said Andrés de León, CEO of HyperloopTT. “HyperloopTT and our industry colleagues have led the way for the technological, economic, environmental, and regulatory justification for the biggest breakthrough in transportation in a century.”

“Today’s hearing is an important step in making the United States a global leader in sustainable transportation,” said congressman Tim Ryan (D-Ohio). “The work HyperloopTT has done in my home state of Ohio and across the Great Lakes Megaregion has shown that highspeed transportation can both be profitable and better for the environment. Congress would do the nation a great service to pave the way for the hyperloop industry.”

HyperloopTT’s testimony concluded with a request for available MagLev development funds to be allocated to advance the Great Lakes Hyperloop Environmental Impact Statement, a signal to private industry that hyperloop in the United States is advancing with the support of the federal government. Other testimony was given by industry colleagues from Amtrak, High Speed Rail Associations, and Virgin Hyperloop.

Unlike other developed nations, the United States has an underdeveloped rail network and no existing high speed rail routes, due to the prohibitive costs of implementation and need for public subsidies. The well-studied economic benefits of hyperloop systems offer an opportunity for the US to once again become a leader in cutting edge transportation.

The full written testimony can be viewed at HyperloopTT.com/2021/congressional-testimony

About HyperloopTT

Hyperloop Transportation Technologies (HyperloopTT) is an innovative transportation and technology company focused on realizing the hyperloop, a system that moves people and goods safely, efficiently, and sustainably by bringing airplane speeds to the ground. Through the use of unique, patented technology and an advanced collaborative business model, HyperloopTT is creating the first new form of transportation in over a century.

HyperloopTT’s European Research and Development Center in Toulouse, France, the aerospace capital of Europe, is home to the world’s first and only full-scale test system. In 2019, HyperloopTT released the first comprehensive feasibility study analyzing a hyperloop system, which found that the system is economically and technically feasible and will generate a profit without requiring government subsidies.

Founded in 2013, HyperloopTT is a global team of more than 800 engineers, creatives, and technologists in 52 multidisciplinary teams, with 50 corporate and university partners. Headquartered in Los Angeles, CA, and Toulouse, France, HyperloopTT has offices in North and South America, the Middle East, and Europe.

HyperoopTT is a proud signatory of the United Nations Global Compact, reflecting the company’s commitment to the UN Sustainable Development Goals.

Download shareable assets here.


Contacts

Ben Cooke
Head of Media Relations, HyperloopTT
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HOUSTON--(BUSINESS WIRE)--Geospace Technologies (NASDAQ: GEOS) today announced a net loss of $7.2 million, or $(0.53) per diluted share, on revenue of $23.9 million for its second quarter ended March 31, 2021. This compares with a net loss of $3.8 million, or ($0.28) per diluted share, on revenue of $25.9 million for the second quarter of the prior year period.


For the six months ended March 31, 2021, the Company recorded revenue of $52.4 million compared to revenue of $43.6 million during the prior year period. The Company reported a net loss of $8.2 million, or $(0.61) per diluted share compared to a net loss of $13.1 million, or $(0.97) per diluted share for the prior year period.

Walter R. (“Rick”) Wheeler, President and CEO of Geospace Technologies (the “Company”) said, “As the COVID-19 plague has worsened in some locations while improving in others, our business segments reflected similar divergence in the second fiscal quarter. Yet, despite the challenges thrust upon us by the pandemic, signs of recovery are mounting for the overall economy as well as the businesses we serve. In many places, COVID-19 restrictions are being lifted, air travel is ramping up, and businesses are reopening and returning to work. Nonetheless, the impact of the pandemic has been severe as evidenced in the three- and six-month periods ended March 31, 2021. In our Oil and Gas Markets segment, gaps in demand for our OBX marine nodal systems continued through the second quarter. This led to lower rental revenue in the first six months of the fiscal year compared to last year. Moreover, as earlier OBX rental contracts ran to conclusion, many contracts planned for potential follow-on work and new surveys around the globe could not be started due to COVID-19 lockdowns and travel restrictions. On a positive note, as COVID-19 vaccines are broadly distributed and recovery from the pandemic gains momentum, we believe much of this work will resume. Requests for quotes for future rentals of OBX systems are increasing and some new contracts are already underway or about to begin. On another positive note, the reduction in rental revenue from our Oil and Gas Markets segment is largely offset by the recognition of revenue from the sale of a large GCL land recording system that was delivered a year ago. Since that time, monthly payments under the promissory note along with the initial down payment received toward the purchase have been accumulating on our balance sheet as deferred revenue. However, our ongoing due diligence review of the customer, including recently received audited financial information, has determined that completion of all remaining payments is probable and that revenue from the sale should be recognized.”

Wheeler continued, “In contrast to the Oil and Gas Markets segment and despite the negative effects of COVID-19, our Adjacent Markets segment experienced second quarter revenue growth of 7% compared to the same three-month period one year ago, with growth expanding to almost 10% over last year’s first six months. This improvement is primarily attributed to even larger growth in our industrial products and services, which includes our smart water meter cables and connectors and our contract manufacturing. However, a portion of this growth was partially offset by reductions in revenue from our graphic imaging products, where many of our customers continue to be negatively impacted by COVID-19. As the pandemic begins to abate, we believe that demand for these products will increase as promotions and merchandising for schools, sporting events, and other social gatherings resume.”

“The vast majority of revenue in our Emerging Markets segment was recorded in our first fiscal quarter, and is thus reflected in the six-month period ended March 31, 2021 with very little addition in the second quarter. This revenue is in association with the contract awarded by the Department of Homeland Security to our Quantum subsidiary in April 2020. The contract called for providing the Customs and Border Protection (“CBP”), U.S. Border Patrol with a novel border and perimeter security solution comprising our unique technological advances in sensors, systems, and data analytics. We are very pleased that the deployment and installation of this advanced border and perimeter security solution proceeded on course. This continued expansion and diversification of products and services in our Adjacent and Emerging Markets segments demonstrates that Geospace is first and foremost an innovative technology company. Our focused strategy is to push highly engineered-for-purpose products into the hands of customers from other markets as well as in our Oil and Gas Market, and we see even more of this occurring in our future.”

Oil and Gas Markets Segment

The Company’s Oil and Gas Markets segment generated $16.1 million for the three months ended March 31, 2021. For the six-month period ended March 31, 2021, revenue from this segment totaled $28.9 million. These amounts compare with $18.4 million and $29.9 million for the equivalent three- and six-month periods a year ago, reflecting respective decreases of 17.9% and 3.5%. The decreases for both periods are the result of lower demand for the Company’s traditional seismic exploration products and reduced rentals of the Company’s wireless OBX nodal marine systems. In both periods, the decreases are partially offset by the recognition of revenue from the sale of a $12.5 million land-based wireless recording system, delivered to a customer one year ago. The customer has met all payment obligations in connection with the sale, and audited information recently received leads to the determination that the collection of all remaining promissory note payments is probable. The comparative decrease in revenue for the six-months ended March 31, 2021, was also partially offset by the sale of OBX rental equipment in the first three months of the period.

For the three- and six-month periods ended March 31, 2021, the Company’s traditional seismic products generated $0.8 million and $1.8 million respectively, reflecting decreases of 61.1% and 59.3% for the same periods one year ago. Demand for the Company’s traditional seismic products has declined as a result of reductions in seismic exploration by oil and gas companies. The destruction of demand for oil and gas as a consequence of the impacts from COVID-19 on travel and overall economic activity continues to negatively affect demand for these products.

For the three- and six-month periods ended March 31, 2021, the Company’s wireless seismic products generated revenue of $14.8 million and $26.5 million respectively. These figures represent a respective decrease of 8.1% and increase of 6.0% when compared to $16.1 million and $25.0 million for the equivalent three- and six-month periods a year ago. Figures for the recent three- and six-month periods both benefit from the recognition of $12.5 million in revenue from the sale of a wireless land system delivered in the second quarter of the Company’s 2020 fiscal year. Excluding this sale, revenue from wireless seismic products for the three- and six-month periods ended March 31, 2021 was $2.3 million and $14.0 million. The reduced revenue of these periods in comparison to the equivalent periods last year is the result of fewer rentals of the Company’s OBX marine systems, partially offset for the six months period ended March 31, 2021, by a $9.9 million sale of used OBX rental equipment. As certain rental contracts for the Company’s OBX systems have run to completion, many of the subsequent planned projects intending to utilize the OBX were unable to commence due to worldwide COVID-19 related lockdowns and travel restrictions. The Company believes the majority of such projects will resume as the pandemic draws to an end.

For the three- and six-month periods ended March 31, 2021, the Company’s reservoir seismic products generated revenue of $571,000 and $600,000 respectively. This reflects respective increases of 69.4% and 8.1% when compared to the three- and six-month periods last year. The increase in both periods is due to a greater amount of performed engineering services. The Company believes the foremost opportunity for meaningful revenue from these products resides in future contracts for the design, manufacture, and deployment of permanent reservoir monitoring (PRM) systems. The Company is engaged in several discussions at various stages with multiple oil and gas producers in regard to PRM systems. Although the Company has the largest installed base of PRM systems in the world, it has not received an order for such a system since November 2012. However, the Company believes that increased energy demands, brought on by global recovery from the COVID-19 pandemic, will reinflate demand for oil and gas, and that its PRM systems provide the preeminent tool for oil and gas companies to maximize production from existing assets at lower costs and reduced carbon footprint.

Adjacent Markets Segment

For the three- and six-month periods ended March 31, 2021, revenue from the Company’s Adjacent Markets segment totaled $7.6 million and $14.5 million respectively. These figures represent an increase of 7.0% and 9.8% respectively when compared with $7.1 million and $13.2 million for the three- and six-month periods one year ago. The increase in both periods is largely the result of greater sales of the Company’s smart water meter cable and connector products, augmented by higher demand for its contract manufacturing services. The increases in both periods are partially offset by decreases in sales of the Company’s graphic imaging products. Many of the Company’s customers for these products depend on attended sports events and other social gatherings which have been largely curtailed as a result of the COVID-19 pandemic. As recovery from the pandemic progresses and such activities resume, management believes demand for these products will increase accordingly.

Emerging Markets Segment

For the three- and six-month periods ended March 31, 2021, the Company’s Emerging Markets segment generated revenue of $165,000 and $9.0 million respectively. This compares with $372,000 and $469,000 in the equivalent three- and six-month periods a year ago. The decrease over the three-month period with respect to last year is the result of fewer sales of the Company’s specialty border and perimeter security products in those comparative three months. The large increase over last year’s comparative six-month period is a result of fulfilling the majority of a singular contract with the CBP, U.S. Border Patrol. The contract, awarded in April 2020 to the Company’s Quantum subsidiary, provides an advanced technology border and perimeter security solution to the Department of Homeland Security. The Company believes additional contracts will follow as the efficacy and value of its unique seismic acoustic technologies and innovative data analytics are fully deployed and demonstrated. Management further believes its systems are fully aligned and complimentary to the U.S. government’s stated intentions of deploying high technology means and methods to protect U.S. borders.

Balance Sheet and Liquidity

For the six months ended March 31, 2021, the Company used $3.9 million in cash and cash equivalents from operating activities. The Company generated $4.7 million of cash for investment activities that included $10.0 million in proceeds from the sale of used rental equipment, which were partially offset by $3.8 million used for the purchase of short-term investments and $1.7 million used for investments to property, plant, and equipment. The Company used $2.3 million in financing activities through purchases of treasury stock pursuant to a stock buyback program authorized by the Company’s Board of Directors. The stock buyback program authorizes the Company to repurchase up to $5.0 million of its common shares in the open market. As of March 31, 2021, the Company had repurchased a total of 275,188 shares under the program. At March 31, 2021, Geospace had $35.1 million in cash, cash equivalents, and short-term investments compared with $32.7 million at September 30, 2020. In addition, at March 31, 2021, the Company had $18.5 million in available borrowing from its credit agreement with Frost Bank, of which no borrowed amounts are outstanding. Thus, the Company’s total liquidity as of March 31, 2021 was $53.6 million. The Company additionally owns unencumbered property and real estate in both domestic and international locations.

Wheeler concluded, “Unfortunately, COVID-19 has not gone away. But fortunately, nor has our resolve to overcome its challenges. Although many people continue to be impacted, relief seems to be in sight, especially as vaccines are more broadly distributed. In parts of the U.S., more than 40% of the population has been fully vaccinated, and in some countries even higher rates have been achieved. As economic conditions improve, the engines of commerce everywhere will accelerate. We believe this will translate into higher demand for our products and services. And we believe those products that have seen growing demand despite the pandemic will continue to climb upward. In the broader landscape, the world will need energy to fuel its rebounding economies. And it will need even more energy to raise the quality of life for those portions of society continuing their journey out of poverty and to higher standards of living. Oil and gas will remain the primary means of supplying this energy for some time to come. In the course of time, Geospace has navigated a continuum of cyclical industry ups and downs, and it appears that a pandemic will now be added to that list of overcome challenges. In steering our course, we have exercised conservative management and consistently maintained a strong balance sheet with zero debt and ample liquidity. All the while and without interruption, we have steadfastly advanced our technologies to new levels across multiple products and diversified our interests into new markets. We believe this measurable success will continue. I’d like to personally thank all of our hard-working employees, valued clients, and trusted shareholders for their help and support as we strive to accomplish even more.”

Conference Call Information

Geospace Technologies will host a conference call to review its fiscal year 2021 second quarter financial results on May 7, 2021 at 10:00 a.m. Eastern Time (9 a.m. Central). Participants can access the call at (866) 342-8591 (US) or (203) 518-9822 (International). Please reference the conference ID: GEOSQ221 prior to the start of the conference call. A replay will be available for approximately 60 days and may be accessed through the Investor Relations tab of our website at www.geospace.com.

About Geospace Technologies

Geospace principally designs and manufactures seismic instruments and equipment. We market our seismic products to the oil and gas industry to locate, characterize and monitor hydrocarbon-producing reservoirs. We also market our seismic products to other industries for vibration monitoring, border and perimeter security and various geotechnical applications. We design and manufacture other products of a non-seismic nature, including water meter products, imaging equipment and offshore cables.

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can be identified by terminology such as “may”, “will”, “should”, “intend”, “expect”, “plan”, “budget”, “forecast”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “continue”, “evaluating” or similar words. Statements that contain these words should be read carefully because they discuss our future expectations, contain projections of our future results of operations or of our financial position or state other forward-looking information. Examples of forward-looking statements include, among others, statements that we make regarding our expected operating results, the adoption, results and success of our transactions with Quantum and the OptoSeis® technology, the adoption and sale of our products in various geographic regions, potential tenders for PRM systems, future demand for OBX systems, the completion of new orders for channels of our GCL system, the fulfillment of customer payment obligations, the impact of the coronavirus (COVID-19) pandemic, our ability to manage changes and the continued health or availability of management personnel, volatility and direction of oil prices, anticipated levels of capital expenditures and the sources of funding therefor, and our strategy for growth, product development, market position, financial results and the provision of accounting reserves. These forward-looking statements reflect our current judgment about future events and trends based on the information currently available to us. However, there will likely be events in the future that we are not able to predict or control. The factors listed under the caption “Risk Factors” in our most recent Annual Report on Form 10-K which is on file with the Securities and Exchange Commission, as well as other cautionary language in such Annual Report, any subsequent Quarterly Report on Form 10-Q, or in our other periodic reports, provide examples of risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements. Such examples include, but are not limited to, the failure of the Quantum or OptoSeis® technology transactions to yield positive operating results, decreases in commodity price levels, which could reduce demand for our products, the failure of our products to achieve market acceptance (despite substantial investment by us), our sensitivity to short term backlog, delayed or cancelled customer orders, product obsolescence resulting from poor industry conditions or new technologies, bad debt write-offs associated with customer accounts, inability to collect on promissory notes, inability to realize value from bonds, lack of further orders for our OBX systems, failure of our Quantum products to be adopted by the border and security perimeter market or a decrease in such market due to governmental changes, and infringement or failure to protect intellectual property. The occurrence of the events described in these risk factors and elsewhere in our most recent Annual Report on Form 10-K or in our other periodic reports could have a material adverse effect on our business, results of operations and financial position, and actual events and results of operations may vary materially from our current expectations. We assume no obligation to revise or update any forward-looking statement, whether written or oral, that we may make from time to time, whether as a result of new information, future developments or otherwise.

GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

March 31, 2021

 

 

March 31, 2020

 

 

March 31, 2021

 

 

March 31, 2020

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

$

21,604

 

 

$

9,517

 

 

$

48,326

 

 

$

18,600

 

Rental

 

 

2,288

 

 

 

16,390

 

 

 

4,026

 

 

 

25,012

 

Total revenue

 

 

23,892

 

 

 

25,907

 

 

 

52,352

 

 

 

43,612

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

 

17,755

 

 

 

9,722

 

 

 

34,585

 

 

 

19,625

 

Rental

 

 

5,290

 

 

 

8,280

 

 

 

10,195

 

 

 

13,585

 

Total cost of revenue

 

 

23,045

 

 

 

18,002

 

 

 

44,780

 

 

 

33,210

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

847

 

 

 

7,905

 

 

 

7,572

 

 

 

10,402

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

 

5,478

 

 

 

6,066

 

 

 

10,832

 

 

 

12,063

 

Research and development

 

 

3,765

 

 

 

4,225

 

 

 

7,285

 

 

 

8,521

 

Change in estimated fair value of contingent consideration

 

 

(221

)

 

 

972

 

 

 

(918

)

 

 

972

 

Bad debt expense

 

 

1

 

 

 

131

 

 

 

8

 

 

 

158

 

Total operating expenses

 

 

9,023

 

 

 

11,394

 

 

 

17,207

 

 

 

21,714

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

 

(8,176

)

 

 

(3,489

)

 

 

(9,635

)

 

 

(11,312

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

(11

)

 

 

 

 

 

(23

)

Interest income

 

 

812

 

 

 

216

 

 

 

1,133

 

 

 

350

 

Foreign exchange gains (losses), net

 

 

(36

)

 

 

108

 

 

 

113

 

 

 

(24

)

Other, net

 

 

277

 

 

 

(28

)

 

 

274

 

 

 

(57

)

Total other income, net

 

 

1,053

 

 

 

285

 

 

 

1,520

 

 

 

246

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss before income taxes

 

 

(7,123

)

 

 

(3,204

)

 

 

(8,115

)

 

 

(11,066

)

Income tax expense

 

 

61

 

 

 

607

 

 

 

119

 

 

 

2,027

 

Net loss

 

$

(7,184

)

 

$

(3,811

)

 

$

(8,234

)

 

$

(13,093

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.53

)

 

$

(0.28

)

 

$

(0.61

)

 

$

(0.97

)

Diluted

 

$

(0.53

)

 

$

(0.28

)

 

$

(0.61

)

 

$

(0.97

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

13,466,614

 

 

 

13,541,404

 

 

 

13,519,638

 

 

 

13,503,486

 

Diluted

 

 

13,466,614

 

 

 

13,541,404

 

 

 

13,519,638

 

 

 

13,503,486

 

GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands except share amounts)

(unaudited)

 

 

 

March 31, 2021

 

 

September 30, 2020

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

31,246

 

 

$

32,686

 

Short-term investments

 

 

3,865

 

 

 

 

Trade accounts and notes receivable, net

 

 

10,531

 

 

 

13,778

 

Unbilled receivables

 

 

2,707

 

 

 

 

Inventories, net

 

 

15,313

 

 

 

16,933

 

Asset held for sale

 

 

1,732

 

 

 

587

 

Prepaid expenses and other current assets

 

 

2,179

 

 

 

953

 

Total current assets

 

 

67,573

 

 

 

64,937

 

 

 

 

 

 

 

 

 

 

Non-current notes receivable

 

 

3,077

 

 

 

 

Non-current inventories, net

 

 

24,580

 

 

 

16,930

 

Rental equipment, net

 

 

38,382

 

 

 

54,317

 

Property, plant and equipment, net

 

 

29,728

 

 

 

29,874

 

Operating right-of-use assets

 

 

1,309

 

 

 

 

Goodwill

 

 

4,337

 

 

 

4,337

 

Other intangible assets, net

 

 

7,465

 

 

 

8,331

 

Deferred cost of revenue and other assets

 

 

332

 

 

 

8,119

 

Total assets

 

$

176,783

 

 

$

186,845

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable trade

 

$

5,228

 

 

$

1,593

 

Contingent consideration

 

 

2,324

 

 

 

 

Operating lease liabilities

 

 

199

 

 

 

 

Deferred revenue and other current liabilities

 

 

8,454

 

 

 

8,753

 

Total current liabilities

 

 

16,205

 

 

 

10,346

 

 

 

 

 

 

 

 

 

 

Non-current contingent consideration

 

 

7,720

 

 

 

10,962

 

Non-current operating lease liabilities

 

 

1,135

 

 

 

 

Non-current deferred revenue and other liabilities

 

 

28

 

 

 

4,567

 

Total liabilities

 

 

25,088

 

 

 

25,875

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Preferred stock, 1,000,000 shares authorized, no shares issued and outstanding

 

 

 

 

 

 

Common Stock, $.01 par value, 20,000,000 shares authorized; 13,741,096 and

 

 

 

 

 

 

 

 

13,670,639 shares issued, respectively; and 13,465,908 and 13,670,639 shares

 

 

137

 

 

 

137

 

outstanding, respectively

 

 

 

 

 

 

 

 

Additional paid-in capital

 

 

91,992

 

 

 

90,965

 

Retained earnings

 

 

78,332

 

 

 

86,566

 

Accumulated other comprehensive loss

 

 

(16,438

)

 

 

(16,698

)

Treasury stock, at cost, 275,188 shares at March 31, 2021

 

 

(2,328

)

 

 

 

Total stockholders’ equity

 

 

151,695

 

 

 

160,970

 

Total liabilities and stockholders’ equity

 

$

176,783

 

 

$

186,845

 

GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

 

 

Six Months Ended

 

 

 

March 31, 2021

 

 

March 31, 2020

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net loss

 

$

(8,234

)

 

$

(13,093

)

Adjustments to reconcile net loss to net cash provided (used in) by operating activities:

 

 

 

 

 

 

 

 

Deferred income tax benefit

 

 

(1

)

 

 

(34

)

Rental equipment depreciation

 

 

7,772

 

 

 

9,269

 

Property, plant and equipment depreciation

 

 

1,970

 

 

 

2,057

 

Amortization of intangible assets

 

 

866

 

 

 

866

 

Accretion of discounts on short-term investments

 

 

3

 

 

 

 

Stock-based compensation expense

 

 

1,027

 

 

 

1,123

 

Bad debt expense

 

 

8

 

 

 

158

 

Inventory obsolescence expense

 

 

1,155

 

 

 

1,966

 

Change in estimate of collectability of rental revenue

 

 

 

 

 

7,993

 

Change in estimated fair value of contingent consideration

 

 

(918

)

 

 

972

 

Gross profit from sale of used rental equipment

 

 

(4,150

)

 

 

(425

)

Loss (gain) on disposal of property, plant and equipment

 

 

6

 

 

 

(153

)

Gain on transfer of investment in security

 

 

(269

)

 

 

 

Effects of changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Trade accounts and notes receivables

 

 

190

 

 

 

(771

)

Unbilled receivables

 

 

(2,707

)

 

 

 

Inventories

 

 

(6,652

)

 

 

1,760

 

Deferred cost of revenue and other assets

 

 

6,525

 

 

 

(8,440

)

Accounts payable trade

 

 

3,629

 

 

 

871

 

Deferred revenue and other liabilities

 

 

(4,153

)

 

 

1,607

 

Net cash provided by (used in) operating activities

 

 

(3,933

)

 

 

5,726

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchase of property, plant and equipment

 

 

(1,673

)

 

 

(2,785

)

Proceeds from the sale of property, plant and equipment

 

 

2

 

 

 

180

 

Investment in rental equipment

 

 

(59

)

 

 

(5,238

)

Proceeds from the sale of used rental equipment

 

 

9,991

 

 

 

2,100

 

Purchases of short-term investments

 

 

(3,800

)

 

 

 

Proceeds from investment security transaction

 

 

269

 

 

 

 

Net cash provided by (used in) investing activities

 

 

4,730

 

 

 

(5,743

)

 

 

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Purchase of treasury stock

 

 

(2,328

)

 

 

 

Net cash used in financing activities

 

 

(2,328

)

 

 

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

91

 

 

 

1

 

Decrease in cash and cash equivalents

 

 

(1,440

)

 

 

(16

)

Cash and cash equivalents, beginning of fiscal year

 

 

32,686

 

 

 

18,925

 

Cash and cash equivalents, end of fiscal period

 

$

31,246

 

 

$

18,909

 

 

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW INFORMATION:

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

 

 

$

23

 

Cash paid for income taxes

 

 

70

 

 

 

2,074

 

Inventory transferred to (from) rental equipment

 

 

(504

)

 

 

6,126

 


Contacts

Contact: Rick Wheeler
President and CEO
TEL: 713.986.4444
FAX: 713.986.4445


Read full story here

HOUSTON--(BUSINESS WIRE)--Whiting USA Trust II (the “Trust”) (OTC: WHZT) announced today that the Trust will make a distribution to unitholders in the second quarter of 2021, which relates to net profits generated during the first quarterly payment period of 2021. Unitholders of record on May 20, 2021 will receive a distribution of $0.082926 per unit, which is payable on or before May 28, 2021 (the “May 2021 distribution”).

As of the date of this press release, 99.9% of the Trust’s total 18,400,000 units outstanding were held by Cede & Co. (The Depository Trust Corporation’s nominee) as the official unitholder of record. The record date of May 20, 2021 for this distribution is only applicable to unitholders of record such as Cede & Co., and the ex-date, as set by The Financial Industry Regulatory Authority, Inc., or FINRA, actually determines which street name holders will be eligible to receive the May 2021 distribution.

Sales volumes, net profits and selected performance metrics for the quarterly payment period (mainly affected by January 2021 through March 2021 oil prices and December 2020 through February 2021 gas prices) were:

 

 

 

 

Sales volumes:

 

 

 

Oil (Bbl)(1)

 

 

199,543

 

Natural gas (Mcf)

 

 

198,424

 

Total (BOE)(2)

 

 

232,614

 

Gross proceeds:

 

 

 

Oil sales(1)

 

$

9,032,477

 

Natural gas sales

 

 

737,840

 

Total gross proceeds(2)

 

$

9,770,317

 

Costs:

 

 

 

Lease operating expenses

 

$

6,548,695

 

Production taxes(3)

 

 

496,544

 

Development costs

 

 

278,019

 

Cash settlements on commodity derivatives(4)

 

 

-

 

Total costs

 

$

7,323,258

 

Net profits

 

$

2,447,059

 

Percentage allocable to Trust’s Net Profits Interest

 

 

90

%

Total cash available for the Trust

 

$

2,202,353

 

Proceeds from sale of oil and gas properties

 

 

-

 

Provision for estimated Trust expenses

 

 

(250,000

)

Recovery of net profits interest accumulated deficit(5)

 

 

(423,795

)

Montana state income taxes withheld

 

 

(2,727

)

Net cash proceeds available for distribution

 

$

1,525,831

 

Trust units outstanding

 

 

18,400,000

 

Cash distribution per Trust unit

 

$

0.082926

 

Selected performance metrics:

 

 

 

Crude oil average realized price (per Bbl)(1)

 

$

45.27

 

Natural gas average realized price (per Mcf)

 

$

3.72

 

Lease operating expenses (per BOE)

 

$

28.15

 

Production tax rate (percent of total gross proceeds)(3)

 

 

5.1

%

__________

(1)

Oil includes natural gas liquids.

(2)

Total production volumes increased 22 MBOE (or 10%) and total gross proceeds increased $2.8 million (or 41%) during the first quarterly payment period of 2021 as compared to the fourth quarterly payment period of 2020. The increases in production and gross proceeds between periods were primarily due to differences in timing associated with revenues received from non-operated properties. Additionally, gross proceeds between periods were further affected by increased average oil and natural gas prices.

(3)

Production taxes are typically calculated as a percentage of oil and gas revenues. Production taxes as a percentage of revenues increased from 5.0% during the fourth quarterly payment period of 2020 to 5.1% for the first quarterly payment period of 2021. Overall production taxes increased $0.2 million (or 44%) primarily due to the increases in production and gross proceeds discussed above.

(4)

All costless collar hedge contracts terminated as of December 31, 2014, and no additional hedges are allowed to be placed on Trust assets. Consequently, there are no further cash settlements on commodity hedges for inclusion in the Trust’s computation of net profits (or net losses, as the case may be), and the Trust has increased exposure to oil and natural gas price volatility.

(5)

When net losses are generated by the NPI, the Trust receives no payment from Whiting. All such net losses, plus accrued interest at the prevailing money market rate, are to be deducted from gross proceeds in future computation periods for purposes of determining net proceeds (or net losses as the case may be) until the negative net proceeds, including interest, have been recovered in full. The net profits interest had prior period net losses of $0.4 million, and these net losses, plus accrued interest of $827, were repaid in full out of the gross proceeds from the first quarterly payment period of 2021.

The Trust’s net profits interest (“NPI”), which is the only asset of the Trust other than cash reserves held for future Trust expenses, represents the right to receive 90% of the net proceeds from Whiting’s interests in certain existing oil and natural gas properties located primarily in the Rocky Mountains, Permian Basin, Gulf Coast and Mid-Continent regions of the United States until the NPI terminates.

Status of the Trust

Oil and natural gas prices declined sharply during the first half of 2020. As a result of the decline in commodity prices, the net profits interest had not generated sufficient cash to result in a distribution to unitholders since the first quarterly payment period of 2020. While prices began to recover in the third and fourth quarterly payment periods of 2020, the NPI had cumulative net cash losses of $0.4 million as of the end of the fourth quarterly payment period of 2020. Gross proceeds from the first quarterly payment period of 2021, were sufficient to repay the cumulative net cash losses from the NPI and the NPI generated distributable income for the May 2021 distribution. The Trust is unable to predict future commodity prices or future performance and uncertainties related to demand for oil and natural gas products remain as the COVID-19 pandemic continues to impact the world economy. Lower oil, NGL and natural gas prices could negatively impact future performance of the underlying properties, resulting in reduced or no net proceeds to which the Trust is entitled prior to the termination of the NPI as discussed below, which could materially reduce or completely eliminate the amount of cash available for distribution to Trust unitholders.

Trust Termination

The NPI is required to terminate on the later to occur of (1) December 31, 2021, or (2) the time when 11.79 MMBOE (10.61 MMBOE to the 90% net profits interest) have been produced from the underlying properties and sold. During October 2020, the minimum amount of production (11.79 MMBOE) applicable to the NPI was produced and sold from the underlying properties. Consequently, the NPI will terminate on December 31, 2021. The Trust will wind up its affairs and terminate after the NPI termination date or sale of the NPI and, after the termination of the Trust, it will pay no further distributions.

The market price of the Trust units will decline to zero at the termination of the Trust, which will occur after the termination or sale of the NPI. As described in the Trust’s public filings, since the assets of the Trust are depleting assets, a portion of each cash distribution paid on the Trust units, if any, should be considered by investors as a return of capital, with the remainder being considered as a return on investment.

Forward-Looking Statements

This press release contains forward-looking statements, including all statements made in this press release other than statements of historical fact. No assurances can be given that such statements will prove to be correct. The estimated time when the market price of the Trust units should decline to zero is based on the economic rights of the Trust units. The trading price of the Trust units is affected by factors outside of the control of the Trust or Whiting, including actions of market participants, among others. Other important factors that could cause actual results to differ materially include expenses of the Trust, fluctuations in oil and natural gas prices, the effect, impact, potential duration or other implications of the COVID-19 pandemic, or any government response to such pandemic, uncertainty of estimates of oil and natural gas reserves and production, risks inherent in the operation, production and development of oil and gas, future production and development costs and other risks described in the Trust’s Annual Report on Form 10-K for the year ended December 31, 2020 and in its other filings with the Securities and Exchange Commission (the “SEC”). The Trust’s annual, quarterly and other reports filed under the Securities Exchange Act of 1934, as amended, are available electronically from the website maintained by the SEC at http://www.sec.gov. Statements made in this press release are qualified by the cautionary statements made in this press release. The Trustee does not intend, and assumes no obligation, to update any of the statements included in this press release.


Contacts

Whiting USA Trust II
The Bank of New York Mellon Trust Company, N.A., as Trustee
Sarah Newell
(512) 236-6555

NEWPORT BEACH, Calif.--(BUSINESS WIRE)--Clean Energy Fuels Corp. (NASDAQ: CLNE) (“Clean Energy” or the “Company”) today announced its operating results for the first quarter of 2021.

Andrew J. Littlefair, Clean Energy’s President and Chief Executive Officer, stated, “I’m very pleased with our first quarter results given the lingering impacts of COVID 19, and expect our performance to improve as the economy and commerce continues to gradually open up. Our strategy to make Clean Energy synonymous with RNG took a big leap forward with the announcement of our fuel agreement with Amazon to supply them with RNG that could represent hundreds of millions of gallons of the ultra-clean fuel. Furthermore, we continue to make great progress on expanding our supply of RNG by formalizing joint ventures with two progressive energy companies, Total and bp, to develop additional RNG at agricultural facilities.”

The Company delivered 92.4 million gallons in the first quarter of 2021, a 7% decrease from 99.3 million in the first quarter of 2020. This decrease was principally from the continuing effects of COVID-19, primarily affecting the airports and public transit customer markets. RNG gallons delivered increased 3% in the first quarter of 2021 from the first quarter of 2020, despite lower fuel volumes within the airports and public transit markets.

The Company’s revenue for the first quarter of 2021 was $77.1 million, a decrease of 10.3% compared to $86.0 million for the first quarter of 2020. Revenue for the first quarter of 2021 included an unrealized loss of $2.0 million on commodity swap and customer fueling contracts relating to the Company’s Zero Now truck financing program, compared to an unrealized gain of $5.6 million in the first quarter of 2020. Excluding effects of the commodity swap and customer fueling contracts unrealized gains and losses, revenue for the first quarter of 2021 decreased by 1.5% to $79.2 million compared to $80.4 million for the first quarter of 2020. This was principally due to lower volumes sold. These lower volumes were partially offset by higher effective fuel prices resulting from higher commodity prices and higher prices for Renewable Identification Numbers we sold. Station construction revenue was $4.5 million for the first quarter of 2021 compared to $5.5 million for the first quarter of 2020.

On a GAAP (as defined below) basis, net income (loss) attributable to Clean Energy for the first quarter of 2021 was $(7.2) million, or $(0.04) per share, compared to $1.7 million, or $0.01 per diluted share, for the first quarter of 2020. The first quarter of 2021 was negatively affected by the unrealized loss on commodity swap and customer fueling contracts, while the comparable 2020 period was positively affected by the unrealized gain on commodity swap and customer fueling contracts.

Non-GAAP loss per share and Adjusted EBITDA (each as defined below) for the first quarter of 2021 was $(0.01) and $11.7 million, respectively. Non-GAAP loss per share and Adjusted EBITDA for the first quarter of 2020 was $(0.01) and $11.2 million, respectively.

Non-GAAP income (loss) per share and Adjusted EBITDA are described below and reconciled to GAAP net income (loss) per share attributable to Clean Energy and GAAP net income (loss) attributable to Clean Energy, respectively.

Non-GAAP Financial Measures

To supplement the Company’s unaudited condensed consolidated financial statements presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”), the Company uses non-GAAP financial measures that it calls non-GAAP income (loss) per share (“non-GAAP income (loss) per share”) and adjusted EBITDA (“Adjusted EBITDA”). Management presents non-GAAP income (loss) per share and Adjusted EBITDA because it believes these measures provide meaningful supplemental information about the Company’s performance, for the following reasons: (1) these measures allow for greater transparency with respect to key metrics used by management to assess the Company’s operating performance and make financial and operational decisions; (2) these measures exclude the effect of items that management believes are not directly attributable to the Company’s core operating performance and may obscure trends in the business; and (3) these measures are used by institutional investors and the analyst community to help analyze the Company’s business. In future quarters, the Company may make adjustments for other expenditures, charges or gains to present non-GAAP financial measures that the Company’s management believes are indicative of the Company’s core operating performance.

Non-GAAP financial measures are limited as an analytical tool and should not be considered in isolation from, or as a substitute for, the Company’s GAAP results. The Company expects to continue reporting non-GAAP financial measures, adjusting for the items described below (and/or other items that may arise in the future as the Company’s management deems appropriate), and the Company expects to continue to incur expenses, charges or gains similar to the non-GAAP adjustments described below. Accordingly, unless expressly stated otherwise, the exclusion of these and other similar items in the presentation of non-GAAP financial measures should not be construed as an inference that these costs are unusual, infrequent or non-recurring. Non-GAAP income (loss) per share and Adjusted EBITDA are not recognized terms under GAAP and do not purport to be an alternative to GAAP income (loss), GAAP income (loss) per share or any other GAAP measure as an indicator of operating performance. Moreover, because not all companies use identical measures and calculations, the Company’s presentation of non-GAAP income (loss) per share and Adjusted EBITDA may not be comparable to other similarly titled measures used by other companies.

Non-GAAP Income (Loss) Per Share

Non-GAAP income (loss) per share, which the Company presents as a non-GAAP measure of its performance, is defined as net income (loss) attributable to Clean Energy Fuels Corp., plus stock-based compensation expense, plus (minus) loss (income) from equity method investments, and plus (minus) any loss (gain) from changes in the fair value of derivative instruments, the total of which is divided by the Company’s weighted-average common shares outstanding on a diluted basis. The Company’s management believes excluding non-cash expenses related to stock-based compensation provides useful information to investors regarding the Company’s performance because of the varying available valuation methodologies, the volatility of the expense (which depends on market forces outside of management’s control), the subjectivity of the assumptions and the variety of award types that a company can use, which may obscure trends in a company’s core operating performance. Similarly, the Company believes excluding the non-cash results from equity method investments is useful to investors because these charges are not part of or representative of the core operations of the Company. In addition, the Company’s management believes excluding the non-cash loss (gain) from changes in the fair value of derivative instruments is useful to investors because the valuation of the derivative instruments is based on a number of subjective assumptions, the amount of the loss or gain is derived from market forces outside of management’s control, and the exclusion of these amounts enables investors to compare the Company’s performance with other companies that do not use, or use different forms of, derivative instruments.

The table below shows GAAP and non-GAAP income (loss) attributable to Clean Energy per share and also reconciles GAAP net income (loss) attributable to Clean Energy to the non-GAAP net income (loss) attributable to Clean Energy figure used in the calculation of non-GAAP income (loss) per share:

 

 

Three Months Ended

 

 

March 31,

(in thousands, except share and per share data)

 

2020

 

2021

Net income (loss) attributable to Clean Energy Fuels Corp.

 

$

1,704

 

$

(7,169)

Stock-based compensation

 

 

1,054

 

 

3,367

(Income) loss from equity method investments

 

 

(145)

 

 

426

Loss (gain) from change in fair value of derivative instruments

 

 

(5,227)

 

 

2,045

Non-GAAP net income (loss) attributable to Clean Energy Fuels Corp.

 

$

(2,614)

 

$

(1,331)

Diluted weighted-average common shares outstanding

 

 

206,040,099

 

 

198,995,453

GAAP income (loss) attributable to Clean Energy Fuels Corp. per share

 

$

0.01

 

$

(0.04)

Non-GAAP income (loss) attributable to Clean Energy Fuels Corp. per share

 

$

(0.01)

 

$

(0.01)

Adjusted EBITDA

Adjusted EBITDA, which the Company presents as a non-GAAP measure of its performance, is defined as net income (loss) attributable to Clean Energy, plus (minus) income tax expense (benefit), plus interest expense, minus interest income, plus depreciation and amortization expense, plus stock-based compensation expense, plus (minus) loss (income) from equity method investments, and plus (minus) any loss (gain) from changes in the fair value of derivative instruments. The Company’s management believes Adjusted EBITDA provides useful information to investors regarding the Company’s performance for the same reasons discussed above with respect to non-GAAP income (loss) per share. In addition, management internally uses Adjusted EBITDA to determine elements of executive and employee compensation.

The table below shows Adjusted EBITDA and also reconciles this figure to GAAP net income (loss) attributable to Clean Energy:

 

 

Three Months Ended

 

 

March 31,

(in thousands)

 

2020

 

2021

Net income (loss) attributable to Clean Energy Fuels Corp.

 

$

1,704

 

$

(7,169)

Income tax expense

 

 

78

 

 

83

Interest expense

 

 

2,210

 

 

1,436

Interest income

 

 

(381)

 

 

(254)

Depreciation and amortization

 

 

11,924

 

 

11,735

Stock-based compensation

 

 

1,054

 

 

3,367

(Income) loss from equity method investments

 

 

(145)

 

 

426

Loss (gain) from change in fair value of derivative instruments

 

 

(5,227)

 

 

2,045

Adjusted EBITDA

 

$

11,217

 

$

11,669

Definition of “Gallons Delivered”

The Company defines “gallons delivered” as its gallons sold as compressed natural gas (“CNG”) and liquefied natural gas (“LNG”), along with its gallons associated with providing operations and maintenance services, in each case delivered to its customers in the applicable period, plus the Company’s proportionate share of gallons delivered by joint ventures in the applicable period. RNG sold as vehicle fuel is included in the CNG or LNG amounts as applicable based on the form in which it was sold.

 

 

Three Months Ended

 

 

March 31,

Gallons of RNG delivered (in millions)

 

2020

 

2021

CNG

 

 

29.3

 

 

30.1

LNG

 

 

6.7

 

 

6.9

Total

 

 

36.0

 

 

37.0

The table below shows gallons delivered for the three months ended March 31, 2020 and 2021:

 

 

Three Months Ended

 

 

March 31,

Gallons Delivered (in millions)

 

2020

 

2021

CNG

 

 

84.1

 

 

78.6

LNG

 

 

15.2

 

 

13.8

Total

 

 

99.3

 

 

92.4

Sources of Revenue

The following table shows the Company's sources of revenue for the three months ended March 31, 2020 and 2021:

 

 

Three Months Ended

 

 

March 31,

Revenue (in millions)

 

2020

 

2021

Volume-related (1)

 

$

75.1

 

$

68.1

Station construction sales

 

 

5.5

 

 

4.5

AFTC

 

 

5.4

 

 

4.5

Total revenue

 

$

86.0

 

$

77.1

_________________________________
(1)

For the three months ended March 31, 2020 and 2021, volume-related revenue includes an unrealized gain (loss) from the change in fair value of commodity swap and customer fueling contracts of $5.6 million and $(2.0) million, respectively.

2021 Outlook Update

GAAP net income (loss) for 2021 is expected to be approximately $(76) million, which (a) includes an estimate of the non-cash contra revenue charges of $76 million vesting in 2021 expected to result from the issuance to Amazon.com NV Investment Holdings LLC of a warrant (the “Amazon Warrant”) to purchase up to an aggregate of 53,141,755 shares of the Company’s common stock, subject to adjustment and vesting in accordance with the terms and conditions set forth in the Amazon Warrant, and (b) assumes no unrealized gains or losses on commodity swap and customer fueling contracts and contemplates a prolonged effect and a flatter recovery curve from the COVID-19 pandemic through the middle of 2021. Changes in diesel and natural gas market conditions resulting in unrealized gains or losses on the Company’s commodity swap contracts could significantly affect the Company’s estimated GAAP net income (loss) for 2021. Adjusted EBITDA for 2021 is expected to range from $60 million to $62 million. These expectations also exclude the impact of any acquisitions, divestitures, new joint ventures, transactions or other extraordinary events including a deterioration in, slower or lack of any recovery from the COVID-19 pandemic. Additionally, the expectations regarding 2021 Adjusted EBITDA assumes the calculation of this non-GAAP financial measure in the same manner as described and adding back the expected $76 million non-cash contra revenue charge for the Amazon Warrant described above and without adjustments for any other items that may arise during 2021 that management deems appropriate to exclude. These expectations are forward-looking statements and are qualified by the statement under “Safe Harbor Statement” below.

(in thousands)

 

2021 Outlook

GAAP Net income (loss) attributable to Clean Energy Fuels Corp.

 

$

(76,000)

Income tax expense (benefit)

 

 

300

Interest expense

 

 

4,100

Interest income

 

 

(1,050)

Depreciation and amortization

 

 

48,000

Stock-based compensation

 

 

10,250

Loss (income) from equity method investments

 

 

400

Loss (gain) from change in fair value of derivative instruments

 

 

-

Amazon Warrant non-cash contra revenue

 

 

76,000

Adjusted EBITDA

 

$

60,000 – 62,000

Today’s Conference Call

The Company will host an investor conference call today at 4:30 p.m. Eastern time (1:30 p.m. Pacific). Investors interested in participating in the live call can dial 1.877.407.4018 from the U.S. and international callers can dial 1.201.689.8471. A telephone replay will be available approximately two hours after the call concludes through Sunday, June 6, 2021, by dialing 1.844.512.2921 from the U.S., or 1.412.317.6671 from international locations, and entering Replay Pin Number 13718519. There also will be a simultaneous, live webcast available on the Investor Relations section of the Company’s web site at www.cleanenergyfuels.com, which will be available for replay for 30 days.

About Clean Energy Fuels Corp.

Clean Energy Fuels Corp. is the country’s leading provider of the cleanest fuel for the transportation market. Through its sales of renewable natural gas (RNG), which is derived from biogenic methane produced by the breakdown of organic waste, Clean Energy enables thousands of vehicles, from airport shuttles to city buses to waste and heavy-duty trucks, to reduce their amount of climate-harming greenhouse gas by 60% to over 400% depending on the source of the RNG, according to the California Air Resources Board. Clean Energy can deliver RNG through compressed natural gas (CNG) and liquefied natural gas (LNG) to its network of fueling stations across the U.S. Clean Energy builds CNG and LNG fueling stations for the transportation market, operates a network of 570 stations across the U.S. and Canada, owns natural gas liquefaction facilities in California and Texas, and transports bulk CNG and LNG to non-transportation customers around the U.S. For more information, visit www.cleanenergyfuels.com and follow @CE_NatGas.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements about, among other things, the Company’s outlook for fiscal 2021, the expected impact of the issuance of the Amazon Warrant on the Company’s financial results, and the expected impact of the COVID-19 pandemic on the Company’s business and the demand for renewable vehicle fuels, including fleets transitioning to lower carbon solutions in transportation.

Forward-looking statements are statements other than historical facts and relate to future events or circumstances or the Company’s future performance, and they are based on the Company’s current assumptions, expectations and beliefs concerning future developments and their potential effect on the Company and its business. As a result, actual results, performance or achievements and the timing of events could differ materially from those anticipated in or implied by these forward-looking statements as a result of many factors including, among others: the COVID-19 pandemic and the measures taken to prevent its spread and the related impact on our operations, liquidity and financial condition; the willingness of fleets and other consumers to adopt natural gas as a vehicle fuel, and the rate and level of any such adoption; the Company’s ability to capture a substantial share of the market for alternative vehicle fuels and vehicle fuels generally and otherwise compete successfully in these markets; the potential adoption of government policies or programs or increased publicity or popular sentiment in favor of other vehicle fuels; the market’s perception of the benefits of RNG and conventional natural gas relative to other alternative vehicle fuels; natural gas vehicle and engine cost, fuel usage, availability, quality, safety, convenience, design, performance and residual value, as well as operator perception with respect to these factors, in general and in the Company’s key customer markets, including heavy-duty trucking; the Company’s ability to manage and grow its RNG business, including its ability to procure adequate supplies of RNG and generate revenues from sales of such RNG; the Company and its suppliers’ ability to successfully develop and operate projects and produce expected volumes of RNG; the potential commercial viability of livestock waste and dairy farm projects to produce RNG; the Company’s history of net losses and the possibility the Company incurs additional net losses in the future; the Company’s and its partners’ ability to acquire, finance, construct and develop other commercial projects; the Company’s ability to potentially modify its fueling stations to reform its RNG to fuel hydrogen and electric vehicles; the Company’s ability to realize the expected benefits from the commercial arrangement with Amazon and related transactions; future supply, demand, use and prices of crude oil, gasoline, diesel, natural gas, and other vehicle fuels, including overall levels of and volatility in these factors; changes in the competitive environment in which we operate, including potentially increasing competition in the market for vehicle fuels generally; the Company’s ability to manage and grow its business of transporting and selling CNG for non-vehicle purposes via virtual natural gas pipelines and interconnects, as well as its station design and construction activities; construction, permitting and other factors that could cause delays or other problems at station construction projects; the Company’s ability to execute and realize the intended benefits of any acquisitions, divestitures, investments or other strategic relationships or transactions; future availability of and our access to additional capital, which may include debt or equity financing, in the amounts and at the times needed to fund growth in the Company’s business and the repayment of its debt obligations (whether at or before their due dates) or other expenditures, as well as the terms and other effects of any such capital raising transaction; the Company’s ability to generate sufficient cash flows to repay its debt obligations as they come due; the availability of environmental, tax and other government regulations, programs and incentives that promote natural gas, such as AFTC, or other alternatives as a vehicle fuel, including long-standing support for gasoline- and diesel-powered vehicles and growing support for electric and hydrogen-powered vehicles that could result in programs or incentives that favor these or other vehicles or vehicle fuels over natural gas; the Company’s ability to comply with various registration and regulatory requirements related to its RNG projects; the effect of, or potential for changes to greenhouse gas emissions requirements or other environmental regulations applicable to vehicles powered by gasoline, diesel, natural gas or other vehicle fuels and crude oil and natural gas fueling, drilling, production, transportation or use; the Company’s ability to manage the safety and environmental risks inherent in its operations; the Company’s compliance with all applicable government regulations; the impact of the foregoing on the trading price of the Company’s common stock; and general political, regulatory, economic and market conditions.

The forward-looking statements made in this press release speak only as of the date of this press release and the Company undertakes no obligation to update publicly such forward-looking statements to reflect subsequent events or circumstances, except as otherwise required by law. The Company’s periodic reports filed with the Securities and Exchange Commission (www.sec.gov), including its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 that the Company expects to file with the Securities and Exchange Commission on May 6, 2021, contain additional information about these and other risk factors that may cause actual results to differ materially from the forward-looking statements contained in this press release, and such risk factors may be amended, supplemented or superseded from time to time by other reports the Company files with the Securities and Exchange Commission.

Clean Energy Fuels Corp. and Subsidiaries

 

Condensed Consolidated Balance Sheets

 

(In thousands, except share and per share data; Unaudited)

 

 

 

 

 

 

 

 

 

December 31,

 

March 31,

 

 

2020

 

2021

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

108,977

 

$

116,696

Short-term investments

 

 

29,528

 

 

29,529

Accounts receivable, net of allowance of $1,335 and $1,295 as of December 31, 2020 and March 31, 2021, respectively

 

 

61,784

 

 

64,175

Other receivables

 

 

23,655

 

 

25,669

Inventory

 

 

28,100

 

 

27,523

Prepaid expenses and other current assets

 

 

9,404

 

 

13,384

Derivative assets, related party

 

 

1,591

 

 

385

Total current assets

 

 

263,039

 

 

277,361

Operating lease right-of-use assets

 

 

25,967

 

 

35,231

Land, property and equipment, net

 

 

290,911

 

 

283,364

Long-term portion of restricted cash

 

 

11,000

 

 

7,003

Notes receivable and other long-term assets, net

 

 

27,299

 

 

32,582

Long-term portion of derivative assets, related party

 

 

4,057

 

 

962

Investments in other entities

 

 

27,962

 

 

26,608

Goodwill

 

 

64,328

 

 

64,328

Intangible assets, net

 

 

464

 

 

317

Total assets

 

$

715,027

 

$

727,756

Liabilities and Stockholders' Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Current portion of debt

 

$

3,592

 

$

6,761

Current portion of finance lease obligations

 

 

840

 

 

809

Current portion of operating lease obligations

 

 

2,822

 

 

3,134

Accounts payable

 

 

17,310

 

 

17,461

Accrued liabilities

 

 

52,637

 

 

53,162

Deferred revenue

 

 

2,642

 

 

4,499

Total current liabilities

 

 

79,843

 

 

85,826

Long-term portion of debt

 

 

82,088

 

 

80,044

Long-term portion of finance lease obligations

 

 

2,552

 

 

2,709

Long-term portion of operating lease obligations

 

 

23,698

 

 

32,342

Other long-term liabilities

 

 

3,996

 

 

5,729

Total liabilities

 

 

192,177

 

 

206,650

Commitments and contingencies

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

Preferred stock, $0.0001 par value. 1,000,000 shares authorized; no shares issued and outstanding

 

 

 

 

Common stock, $0.0001 par value. 304,000,000 shares authorized; 198,491,204 shares and 199,815,018 shares issued and outstanding as of December 31, 2020 and March 31, 2021, respectively

 

 

20

 

 

20

Additional paid-in capital

 

 

1,191,791

 

 

1,198,374

Accumulated deficit

 

 

(678,096)

 

 

(685,265)

Accumulated other comprehensive loss

 

 

(209)

 

 

(1,089)

Total Clean Energy Fuels Corp. stockholders’ equity

 

 

513,506

 

 

512,040

Noncontrolling interest in subsidiary

 

 

9,344

 

 

9,066

Total stockholders’ equity

 

 

522,850

 

 

521,106

Total liabilities and stockholders’ equity

 

$

715,027

 

$

727,756


Contacts

Investor Contact:
This email address is being protected from spambots. You need JavaScript enabled to view it.

News Media Contact:
Raleigh Gerber
Director of Corporate Communications
949.437.1397


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  • Revenue of $115 million
  • Net loss of $30 million and diluted EPS of negative $5.28
  • Adjusted EBITDA of $2 million
  • Operating cash flow of negative $1 million and free cash flow approximately zero

HOUSTON--(BUSINESS WIRE)--Forum Energy Technologies, Inc. (NYSE: FET) today announced first quarter 2021 revenue of $115 million, an increase of $2 million from the fourth quarter 2020. Net loss for the quarter was $30 million, or $5.28 per diluted share, compared to a net loss of $33 million, or $5.85 per diluted share, for the fourth quarter 2020. Excluding $8 million, or $1.33 per share of special items, adjusted net loss was $3.95 per diluted share in the first quarter 2021, compared to an adjusted net loss of $4.80 per diluted share in the fourth quarter 2020. Adjusted EBITDA was $2 million in the first quarter 2021, an improvement of approximately $5 million from the fourth quarter 2020.


Special items in the first quarter 2021, on a pre-tax basis, included $4 million of foreign exchange losses, $3 million of restructuring and other charges, and a $1 million loss on extinguishment of debt. See Tables 1-3 for a reconciliation of GAAP to non-GAAP financial information.

Cris Gaut, Chairman and Chief Executive Officer, remarked, “Strengthening drilling and completion activity and our restructuring efforts resulted in financial performance that exceeded first quarter expectations. The best indicator of FET's future results is our inbound order flow. On a pro forma basis, excluding the divested ABZ and Quadrant valve brands from fourth quarter 2020 results for better comparability, inbound orders increased sequentially by approximately $24 million, or 21%, resulting in a book-to-bill ratio above 1.2, the highest level we have seen since the fourth quarter 2016. Demand for our short-cycle consumable and maintenance goods are increasing at an even higher rate, as demonstrated by the more than 50% increase in orders for our Completions segment. Quoting activity for our capital equipment is increasing, which we expect will have a greater impact in future periods.

“Our portfolio restructuring efforts contributed meaningfully to our results. FET revenue increased sequentially by approximately $10 million, or 10%, and EBITDA increased by $7 million, both pro forma for the fourth quarter 2020 divestiture. The excellent incremental EBITDA margins experienced in the first quarter demonstrate the operating leverage we now have. We expect our focus on higher margin, differentiated products and operating leverage to further enhance our operating results as 2021 activity levels continue to improve.

“Given the increase in U.S. rig count that has already occurred in the second quarter and activity increases in international and non-oil and gas markets, our guide for second quarter revenue is between $125 and $135 million and EBITDA between $6 and $8 million. Based on the order flow we are receiving, we expect further revenue and EBITDA improvement in the second half 2021.

“Our efforts to improve our capital structure continue as we ended the first quarter 2021 with $300 million principal amount of debt outstanding and net debt of $199 million, a $137 million decrease over the last twelve months.

“I am pleased with the way our employees have continued to respond to the dynamic market conditions and I am confident that FET is well-positioned to take advantage of the increasing market opportunities.”

Segment Results

Drilling & Downhole segment revenue was $49 million and orders were $58 million, a decrease of 2% and an increase of 1%, respectively, from the fourth quarter 2020. The revenue decline was due to the timing of drilling capital equipment shipments to international customers. Higher demand for well construction products and drilling consumable products in connection with increasing drilling activity mostly offset this decline. Segment adjusted EBITDA was $3 million, a $2 million sequential increase, resulting primarily from a more favorable revenue mix and cost reductions. Drilling & Downhole operations focus primarily on capital equipment and consumable products for global drilling, well construction, artificial lift and subsea markets.

Completions segment revenue was $38 million, a sequential increase of $7 million, or 24%, due to a sharp increase in well completions activity in the first quarter 2021. Orders in the first quarter were $47 million, an increase of $17 million, or 56%, from the fourth quarter 2020. The first quarter 2021 book-to-bill ratio was 1.25, driven by strong demand from our pressure pumping service customers. Segment adjusted EBITDA was $5 million, up $4 million from the fourth quarter due to manufacturing efficiencies from higher sales volumes and continued cost management. The Completions segment designs and manufactures products for the coiled tubing, stimulation and intervention markets.

Production segment revenue was $28 million, a decrease of $5 million, or 14% from the fourth quarter 2020. Orders in the first quarter were $33 million, a 9% decrease sequentially. These results reflect a $9 million decrease in revenue and a $10 million decrease in orders due to the divestiture of our ABZ and Quadrant valve brands at the end of 2020. Excluding the impact of this divestiture, revenue and orders increased by $4 million and $7 million, respectively, driven by higher demand for valve products for the midstream and upstream markets and higher revenue recognized on international projects for desalination process equipment. Segment adjusted EBITDA was negative $1 million, a $1 million sequential decline as reported and a $1 million sequential increase pro forma for the disposition of the ABZ and Quadrant valve brands. The loss of gross margin from the divested valve brands was mostly offset by higher revenue from other products in the Production segment and cost reductions from restructuring actions implemented over the past two quarters. The Production segment manufactures land well site production equipment, desalination process equipment, and a wide range of valves for upstream, midstream and process industry customers.

FET (Forum Energy Technologies) is a global company, serving the crude oil, natural gas, and renewable energy industries. FET is headquartered in Houston, TX with quality manufacturing, efficient distribution, and service facilities conveniently located to support the major energy-producing regions of the world. For more information, please visit www.f-e-t.com.

Forward Looking Statements and Other Legal Disclosure

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include the expectations of plans, strategies, objectives and anticipated financial and operating results of the Company, including any statement about the Company's future financial position, liquidity and capital resources, operations, performance, acquisitions, returns, capital expenditure budgets, new product development activities, costs and other guidance included in this press release.

These statements are based on certain assumptions made by the Company based on management's experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Among other things, these include the severity and duration of the COVID-19 pandemic and related repercussions resulting from the negative impact on demand for oil and natural gas, the volatility of oil and natural gas prices, oilfield development activity levels, the availability of raw materials and specialized equipment, the Company's ability to deliver backlog in a timely fashion, the availability of skilled and qualified labor, competition in the oil and natural gas industry, governmental regulation and taxation of the oil and natural gas industry, the Company's ability to implement new technologies and services, the availability and terms of capital, and uncertainties regarding environmental regulations or litigation and other legal or regulatory developments affecting the Company's business, and other important factors that could cause actual results to differ materially from those projected as described in the Company's filings with the U.S. Securities and Exchange Commission.

Any forward-looking statement speaks only as of the date on which such statement is made and the Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

Forum Energy Technologies, Inc.

Condensed consolidated statements of income (loss)

(Unaudited)

 

 

 

 

 

Three months ended

 

 

March 31,

 

December 31,

(in millions, except per share information)

 

2021

 

2020

 

2020

Revenue

 

$

114.5

 

 

$

182.6

 

 

$

113.0

 

Cost of sales

 

88.3

 

 

160.5

 

 

172.1

 

Gross profit

 

26.2

 

 

22.1

 

 

(59.1)

 

Operating expenses

 

 

 

 

 

 

Selling, general and administrative expenses

 

41.5

 

 

60.2

 

 

43.2

 

Transaction expenses

 

 

 

 

 

2.3

 

Impairments of intangible assets, property and equipment

 

 

 

17.3

 

 

 

Gain on disposal of assets and other

 

(0.9)

 

 

 

 

(0.5)

 

Total operating expenses

 

40.6

 

 

77.5

 

 

45.0

 

Operating loss

 

(14.4)

 

 

(55.4)

 

 

(104.1)

 

Other expense (income)

 

 

 

 

 

 

Interest expense

 

9.2

 

 

6.7

 

 

8.7

 

Loss (gain) on extinguishment of debt

 

0.9

 

 

(7.5)

 

 

 

Deferred loan costs written off

 

 

 

1.8

 

 

 

Gain on disposition of business

 

 

 

 

 

(88.4)

 

Foreign exchange losses (gains) and other, net

 

3.4

 

 

(4.9)

 

 

7.4

 

Total other (income) expense, net

 

13.5

 

 

(3.9)

 

 

(72.3)

 

Loss before income taxes

 

(27.9)

 

 

(51.5)

 

 

(31.8)

 

Income tax expense (benefit)

 

1.8

 

 

(14.4)

 

 

0.9

 

Net loss (1)

 

$

(29.7)

 

 

$

(37.1)

 

 

$

(32.7)

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

Basic

 

5.6

 

 

5.6

 

 

5.6

 

Diluted

 

5.6

 

 

5.6

 

 

5.6

 

 

 

 

 

 

 

 

Loss per share

 

 

 

 

 

 

Basic

 

$

(5.28)

 

 

$

(6.68)

 

 

$

(5.85)

 

Diluted

 

$

(5.28)

 

 

$

(6.68)

 

 

$

(5.85)

 

(1)

Refer to Table 1 for schedule of adjusting items.

Forum Energy Technologies, Inc.

Condensed consolidated balance sheets

(Unaudited)

 

 

 

 

(in millions of dollars)

March 31, 2021

 

December 31,
2020

Assets

 

 

 

Current assets

 

 

 

Cash and cash equivalents

$

100.8

 

 

$

128.6

 

Accounts receivable—trade, net

88.6

 

 

80.6

 

Inventories, net

236.4

 

 

251.7

 

Other current assets

29.8

 

 

29.3

 

Total current assets

455.6

 

 

490.2

 

Property and equipment, net of accumulated depreciation

108.7

 

 

113.7

 

Operating lease assets

29.6

 

 

31.5

 

Intangible assets, net

233.7

 

 

240.4

 

Other long-term assets

16.4

 

 

14.1

 

Total assets

$

844.0

 

 

$

889.9

 

Liabilities and equity

 

 

 

Current liabilities

 

 

 

Current portion of long-term debt

$

1.1

 

 

$

1.3

 

Other current liabilities

132.6

 

 

123.6

 

Total current liabilities

133.7

 

 

124.9

 

Long-term debt, net of current portion

267.3

 

 

293.4

 

Other long-term liabilities

61.4

 

 

65.4

 

Total liabilities

462.4

 

 

483.7

 

Total equity

381.6

 

 

406.2

 

Total liabilities and equity

$

844.0

 

 

$

889.9

 

Forum Energy Technologies, Inc.

Condensed consolidated cash flow information

(Unaudited)

 

 

Three Months Ended March 31,

(in millions of dollars)

 

2021

 

2020

Cash flows from operating activities

 

 

 

 

Net loss

 

$

(29.7)

 

 

$

(37.1)

 

Depreciation and amortization

 

11.2

 

 

14.2

 

Impairments of intangible assets, property and equipment

 

 

 

17.3

 

Impairments of operating lease assets

 

 

 

9.5

 

Loss (gain) on extinguishment of debt

 

0.9

 

 

(7.5)

 

Other noncash items and changes in working capital

 

16.3

 

 

5.2

 

Net cash provided by (used in) operating activities

 

(1.3)

 

 

1.6

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

Capital expenditures for property and equipment

 

(0.4)

 

 

(0.9)

 

Proceeds from sale of business, property and equipment

 

1.5

 

 

 

Net cash provided by (used in) investing activities

 

1.1

 

 

(0.9)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

Borrowings of debt

 

 

 

55.0

 

Repayments of debt

 

(27.3)

 

 

(3.5)

 

Repurchases of stock

 

(0.2)

 

 

(0.1)

 

Deferred financing costs

 

 

 

(0.3)

 

Net cash provided by (used in) financing activities

 

(27.5)

 

 

51.1

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

(0.1)

 

 

(0.8)

 

Net increase (decrease) in cash, cash equivalents and restricted cash

 

$

(27.8)

 

 

$

51.0

 

Forum Energy Technologies, Inc.

Supplemental schedule - Segment information

(Unaudited)

 

 

 

 

 

 

 

As Reported

 

As Adjusted (3)

 

 

Three months ended

 

Three months ended

(in millions of dollars)

 

March 31, 2021

 

March 31, 2020

 

December 31,
2020

 

March 31, 2021

 

March 31, 2020

 

December 31,
2020

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

Drilling & Downhole

 

$

48.7

 

 

$

76.6

 

 

$

49.9

 

 

$

48.7

 

 

$

76.6

 

 

$

49.9

 

Completions

 

37.8

 

 

50.8

 

 

30.6

 

 

37.8

 

 

50.8

 

 

30.6

 

Production (4)

 

28.0

 

 

55.6

 

 

32.5

 

 

28.0

 

 

55.6

 

 

32.5

 

Eliminations

 

 

 

(0.4)

 

 

 

 

 

 

(0.4)

 

 

 

Total revenue (4)

 

$

114.5

 

 

$

182.6

 

 

$

113.0

 

 

$

114.5

 

 

$

182.6

 

 

$

113.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

 

 

 

 

 

 

 

 

 

 

 

Drilling & Downhole

 

$

(4.5)

 

 

$

(4.1)

 

 

$

(21.2)

 

 

$

(1.3)

 

 

$

1.0

 

 

$

(3.9)

 

Operating income margin %

 

(9.2)

%

 

(5.4)

%

 

(42.5)

%

 

(2.7)

%

 

1.3

%

 

(7.8)

%

Completions

 

0.1

 

 

(17.3)

 

 

(50.3)

 

 

(1.3)

 

 

(4.2)

 

 

(5.6)

 

Operating income margin %

 

0.3

%

 

(34.1)

%

 

(164.4)

%

 

(3.4)

%

 

(8.3)

%

 

(18.3)

%

Production

 

(3.8)

 

 

(8.2)

 

 

(24.1)

 

 

(2.9)

 

 

(2.2)

 

 

(2.4)

 

Operating income margin %

 

(13.6)

%

 

(14.7)

%

 

(74.2)

%

 

(10.4)

%

 

(4.0)

%

 

(7.4)

%

Corporate

 

(7.1)

 

 

(8.5)

 

 

(6.7)

 

 

(5.9)

 

 

(7.5)

 

 

(5.1)

 

Total segment operating income (loss)

 

(15.3)

 

 

(38.1)

 

 

(102.3)

 

 

(11.4)

 

 

(12.9)

 

 

(17.0)

 

Other items not in segment operating income (1)

 

0.9

 

 

(17.3)

 

 

(1.8)

 

 

0.2

 

 

 

 

0.7

 

Total operating income (loss)

 

$

(14.4)

 

 

$

(55.4)

 

 

$

(104.1)

 

 

$

(11.2)

 

 

$

(12.9)

 

 

$

(16.3)

 

Operating income margin %

 

(12.6)

%

 

(30.3)

%

 

(92.1)

%

 

(9.8)

%

 

(7.1)

%

 

(14.4)

%

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA (2)

 

 

 

 

 

 

 

 

 

 

 

 

Drilling & Downhole

 

$

(3.7)

 

 

$

(1.0)

 

 

$

(23.2)

 

 

$

3.0

 

 

$

6.5

 

 

$

1.0

 

EBITDA Margin %

 

(7.6)

%

 

(1.3)

%

 

(46.5)

%

 

6.2

%

 

8.5

%

 

2.0

%

Completions

 

6.6

 

 

(19.9)

 

 

(44.4)

 

 

4.6

 

 

3.7

 

 

0.7

 

EBITDA Margin %

 

17.5

%

 

(39.2)

%

 

(145.1)

%

 

12.2

%

 

7.3

%

 

2.3

%

Production (4)

 

(2.3)

 

 

(6.5)

 

 

(22.3)

 

 

(1.3)

 

 

0.3

 

 

(0.2)

 

EBITDA Margin %

 

(8.2)

%

 

(11.7)

%

 

(68.6)

%

 

(4.6)

%

 

0.5

%

 

(0.6)

%

Corporate

 

(8.1)

 

 

(3.2)

 

 

78.6

 

 

(4.3)

 

 

(6.0)

 

 

(4.1)

 

Total EBITDA (4)

 

$

(7.5)

 

 

$

(30.6)

 

 

$

(11.3)

 

 

$

2.0

 

 

$

4.5

 

 

$

(2.6)

 

EBITDA Margin %

 

(6.6)

%

 

(16.8)

%

 

(10.0)

%

 

1.7

%

 

2.5

%

 

(2.3)

%

(1)

Includes transaction expenses, gain/(loss) on disposal of assets, and impairments of intangible assets, property and equipment.

(2)

The Company believes that the presentation of EBITDA is useful to the Company's investors because EBITDA is an appropriate measure of evaluating the Company's operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing the Company's securities and making strategic acquisitions. In addition, EBITDA is a widely used benchmark in the investment community. See the attached separate schedule for the reconciliation of GAAP to non-GAAP financial information.

(3)

Refer to Table 1 for schedule of adjusting items.

(4)

See supplemental schedule for Pro forma results for the divestiture of ABZ and Quadrant valve brands.

Forum Energy Technologies, Inc.

Supplemental schedule - Orders information

(Unaudited)

 

 

 

 

 

 

 

 

Three months ended

(in millions of dollars)

 

March 31, 2021

 

March 31, 2020

 

December 31,
2020

Orders

 

 

 

 

 

 

Drilling & Downhole

 

$

57.9

 

 

$

70.0

 

 

$

57.5

 

Completions

 

47.2

 

 

49.9

 

 

30.3

 

Production (2)

 

32.9

 

 

50.7

 

 

36.3

 

Total orders (2)

 

$

138.0

 

 

$

170.6

 

 

$

124.1

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

 

Drilling & Downhole

 

$

48.7

 

 

$

76.6

 

 

$

49.9

 

Completions

 

37.8

 

 

50.8

 

 

30.6

 

Production (2)

 

28.0

 

 

55.6

 

 

32.5

 

Eliminations

 

 

 

(0.4)

 

 

 

Total revenue (2)

 

$

114.5

 

 

$

182.6

 

 

$

113.0

 

 

 

 

 

 

 

 

Book to bill ratio (1)

 

 

 

 

 

 

Drilling & Downhole

 

1.19

 

 

0.91

 

 

1.15

 

Completions

 

1.25

 

 

0.98

 

 

0.99

 

Production

 

1.18

 

 

0.91

 

 

1.12

 

Total book to bill ratio

 

1.21

 

 

0.93

 

 

1.10

 

(1)

The book-to-bill ratio is calculated by dividing the dollar value of orders received in a given period by the revenue earned in that same period. The Company believes that this ratio is useful to investors because it provides an indication of whether the demand for our products, in the markets in which the Company operates, is strengthening or declining. A ratio of greater than one is indicative of improving market demand, while a ratio of less than one would suggest weakening demand. In addition, the Company believes the book-to-bill ratio provides more meaningful insight into future revenues for our business than other measures, such as order backlog, because the majority of the Company's products are activity based consumable items or shorter cycle capital equipment, neither of which are typically ordered by customers far in advance.

(2)

See supplemental schedule for Pro forma results for the divestiture of ABZ and Quadrant valve brands.

Forum Energy Technologies, Inc.

Reconciliation of GAAP to non-GAAP financial information

(Unaudited)

Table 1 - Adjusting items

 

 

 

Three months ended

 

March 31, 2021

 

March 31, 2020

 

December 31, 2020

(in millions, except per share information)

Operating
loss

 

EBITDA (1)

 

Net
loss

 

Operating
income
(loss)

 

EBITDA (1)

 

Net
income
(loss)

 

Operating
loss

 

EBITDA (1)

 

Net
loss

As reported

$

(14.4)

 

 

$

(7.5)

 

 

$

(29.7)

 

 

$

(55.4)

 

 

$

(30.6)

 

 

$

(37.1)

 

 

$

(104.1)

 

 

$

(11.3)

 

 

$

(32.7)

 

% of revenue

(12.6)

%

 

(6.6)

%

 

 

 

(30.3)

%

 

(16.8)

%

 

 

 

(92.1)

%

 

(10.0)

%

 

 

Restructuring, transaction and other costs

2.6

 

 

2.6

 

 

2.6

 

 

5.4

 

 

5.4

 

 

5.4

 

 

8.4

 

 

8.4

 

 

8.4

 

Inventory and other working capital adjustments

0.6

 

 

0.6

 

 

0.6

 

 

10.3

 

 

10.3

 

 

10.3

 

 

78.2

 

 

78.2

 

 

78.2

 

Impairments of operating lease assets, intangible assets, property and equipment

 

 

 

 

 

 

26.8

 

 

26.8

 

 

26.8

 

 

1.2

 

 

1.2

 

 

1.2

 

Gain on disposition of business

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(88.4)

 

 

(88.4)

 

Loss (gain) on extinguishment of debt

 

 

0.9

 

 

0.9

 

 

 

 

(7.5)

 

 

(7.5)

 

 

 

 

 

 

 

Deferred loan costs written off

 

 

 

 

 

 

 

 

1.8

 

 

1.8

 

 

 

 

 

 

 

Loss (gain) on foreign exchange, net (2)

 

 

3.5

 

 

3.5

 

 

 

 

(4.9)

 

 

(4.9)

 

 

 

 

7.2

 

 

7.2

 

Stock-based compensation expense

 

 

1.9

 

 

 

 

 

 

3.2

 

 

 

 

 

 

2.1

 

 

 

Impact of U.S. CARES Act

 

 

 

 

 

 

 

 

 

 

(16.6)

 

 

 

 

 

 

 

Income tax expense of adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(0.8)

 

As adjusted (1)

$

(11.2)

 

 

$

2.0

 

 

$

(22.1)

 

 

$

(12.9)

 

 

$

4.5

 

 

$

(21.8)

 

 

$

(16.3)

 

 

$

(2.6)

 

 

$

(26.9)

 

% of revenue

(9.8)

%

 

1.7

%

 

 

 

(7.1)

%

 

2.5

%

 

 

 

(14.4)

%

 

(2.3)

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted shares outstanding as reported

 

 

 

 

5.6

 

 

 

 

 

 

5.6

 

 

 

 

 

 

5.6

 

Diluted shares outstanding as adjusted

 

 

 

 

5.6

 

 

 

 

 

 

5.6

 

 

 

 

 

 

5.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPS - as reported

 

 

 

 

$

(5.28)

 

 

 

 

 

 

$

(6.68)

 

 

 

 

 

 

$

(5.85)

 

Diluted EPS - as adjusted

 

 

 

 

$

(3.95)

 

 

 

 

 

 

$

(3.89)

 

 

 

 

 

 

$

(4.80)

 

(1)

The Company believes that the presentation of EBITDA, adjusted EBITDA, adjusted operating income, adjusted net income and adjusted diluted EPS are useful to the Company's investors because (i) each of these financial metrics are useful to investors to assess and understand operating performance, especially when comparing those results with previous and subsequent periods or forecasting performance for future periods, primarily because management views the excluded items to be outside of the Company's normal operating results and (ii) EBITDA is an appropriate measure of evaluating the Company's operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing the Company's securities and making strategic acquisitions. In addition, these benchmarks are widely used in the investment community. See the attached separate schedule for the reconciliation of GAAP to non-GAAP financial information.

(2)

Foreign exchange, net primarily relates to cash and receivables denominated in U.S. dollars by some of our non-U.S. subsidiaries that report in a local currency, and therefore the loss has no economic impact in dollar terms.

Forum Energy Technologies, Inc.

Reconciliation of GAAP to non-GAAP financial information

(Unaudited)

 

 

 

Table 2 - Adjusting Items

 

 

Three months ended

(in millions of dollars)

 

March 31, 2021

 

March 31, 2020

 

December 31,
2020

EBITDA reconciliation (1)

 

 

 

 

 

Net loss

$

(29.7)

 

 

$

(37.1)

 

 

$

(32.7)

 

Interest expense

9.2

 

 

6.7

 

 

8.7

 

Depreciation and amortization

11.2

 

 

14.2

 

 

11.8

 

Income tax expense (benefit)

1.8

 

 

(14.4)

 

 

0.9

 

EBITDA

$

(7.5)

 

 

$

(30.6)

 

 

$

(11.3)

 

(1)

The Company believes that the presentation of EBITDA is useful to investors because EBITDA is an appropriate measure of evaluating the Company's operating performance and liquidity that reflects the resources available for strategic opportunities including, among others, investing in the business, strengthening the balance sheet, repurchasing the Company's securities and making strategic acquisitions. In addition, EBITDA is a widely used benchmark in the investment community.

Table 3 - Adjusting items

 

Three months ended

(in millions of dollars)

March 31, 2021

 

March 31, 2020

Free cash flow, before acquisitions, reconciliation (1)

 

 

 

Net cash provided by (used in) operating activities

$

(1.3)

 

 

$

1.6

 

Capital expenditures for property and equipment

(0.4)

 

 

(0.9)

 

Proceeds from sale of property and equipment

1.5

 

 

 

Free cash flow, before acquisitions

$

(0.2)

 

 

$

0.7

 

(1)

The Company believes free cash flow, before acquisitions is an important measure because it encompasses both profitability and capital management in evaluating results.

Forum Energy Technologies, Inc.

Supplemental schedule - Product line revenue

(Unaudited)

 

 

Three months ended

(in millions of dollars)

 

March 31, 2021

 

March 31, 2020

 

December 31, 2020

Revenue:

 

$

%

 

$

%

 

$

%

Drilling Technologies

 

$

18.6

 

16.2

%

 

$

36.5

 

19.9

%

 

$

23.2

 

20.6

%

Downhole Technologies

 

15.1

 

13.2

%

 

25.0

 

13.7

%

 

13.1

 

11.6

%

Subsea Technologies

 

15.0

 

13.1

%

 

15.1

 

8.3

%

 

13.6

 

12.0

%

Drilling & Downhole

 

48.7

 

42.5

%

 

76.6

 

41.9

%

 

49.9

 

44.2

%

 

 

 

 

 

 

 

 

 

 

Stimulation and Intervention

 

18.7

 

16.3

%

 

24.5

 

13.4

%

 

14.0

 

12.4

%

Coiled Tubing

 

19.1

 

16.7

%

 

26.3

 

14.4

%

 

16.6

 

14.7

%

Completions

 

37.8

 

33.0

%

 

50.8

 

27.8

%

 

30.6

 

27.1

%

 

 

 

 

 

 

 

 

 

 

Production Equipment

 

14.4

 

12.6

%

 

18.7

 

10.2

%

 

12.1

 

10.7

%

Valve Solutions (1)

 

13.6

 

11.9

%

 

36.9

 

20.2

%

 

20.4

 

18.1

%

Production (1)

 

28.0

 

24.5

%

 

55.6

 

30.4

%

 

32.5

 

28.8

%

Eliminations

 

 

%

 

(0.4)

 

(0.1)

%

 

 

(0.1)

%

 

 

 

 

 

 

 

 

 

 

Total Revenue (1)

 

$

114.5

 

100.0

%

 

$

182.6

 

100.0

%

 

$

113.0

 

100.0

%

(1)

See supplemental schedule for Pro forma results for the divestiture of ABZ and Quadrant valve brands.

Forum Energy Technologies, Inc.

Supplemental schedule - Pro forma results for divestiture of ABZ and Quadrant valve brands

(Unaudited)

 

 

 

 

 

 

 

 

Three months ended (1)

(in millions of dollars)

 

March 31, 2021

 

March 31, 2020

 

December 31, 2020

Orders

 

 

 

 

 

 

Production

 

$

32.9

 

 

$

38.9

 

 

$

26.3

 

Total FET

 

138.0

 

 

158.8

 

 

114.1

 

 

 

 

 

 

 

 

Revenue

 

 

 

 

 

 

Valves

 

$

13.6

 

 

$

24.0

 

 

$

11.7

 

Production

 

28.0

 

 

42.7

 

 

23.8

 

Total FET

 

114.5

 

 

169.7

 

 

104.3

 

 

 

 

 

 

 

 

Adjusted EBITDA

 

 

 

 

 

 

Production

 

$

(1.3)

 

 

$

(3.4)

 

 

$

(2.6)

 

Total FET

 

2.0

 

 

0.8

 

 

(5.0)

 


Contacts

Lyle Williams
Executive Vice President and Chief Financial Officer
713.351.7920
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Read full story here

EWING, N.J.--(BUSINESS WIRE)--$OLED #1Q21Results--Universal Display Corporation (Nasdaq: OLED), enabling energy-efficient displays and lighting with its UniversalPHOLED® technology and materials, today reported financial results for the first quarter ended March 31, 2021.


“As OLED momentum continues across the consumer electronics market, we are advancing our robust OLED materials and technology leadership,” said Sidney D. Rosenblatt, Executive Vice President and Chief Financial Officer of Universal Display. “Since our last earnings call, we announced new extended OLED Technology License and Material Purchase Agreements with LG Display and Visionox. We also announced that along with PPG, we are jointly establishing a new manufacturing site in Shannon, Ireland, for the production of our highly efficient, high-performing UniversalPHOLED materials. Additionally, Universal Display Corporation was named to Financial Times’ The Americas’ Fastest-Growing Companies 2021 list.”

Rosenblatt continued, “Last month, we celebrated our twenty-fifth year as a Nasdaq-listed company by virtually ringing the opening bell. It was an incredible milestone that we shared with our employees, customers, partners, and all of our stakeholders. Since our inception, Universal Display Corporation has stood for ‘Vision, Innovation and Reality’ and we have invested approximately $700 million in research and development to advance our company from a start-up to a leading player in the global OLED ecosystem. We continue to broaden and deepen the breadth of our first-mover advantage to further enable our customers and the OLED industry.”

Financial Highlights for the First Quarter of 2021

  • Total revenue in the first quarter of 2021 was $134.0 million as compared to $112.3 million in the first quarter of 2020.
  • Revenue from material sales was $79.8 million in the first quarter of 2021 as compared to $66.6 million in the first quarter of 2020.
  • Revenue from royalty and license fees was $50.9 million in the first quarter of 2021 as compared to $43.1 million in the first quarter of 2020.
  • Cost of materials was $21.0 million in the first quarter of 2021 as compared to $20.2 million in the first quarter of 2020.
  • Operating income was $63.6 million in the first quarter of 2021 as compared to $44.5 million in the first quarter of 2020.
  • Net income was $51.7 million or $1.08 per diluted share in the first quarter of 2021 as compared to $38.2 million or $0.80 per diluted share in the first quarter of 2020.

Revenue Comparison

($ in thousands)

 

Three Months Ended March 31,

 

 

 

 

2021

 

 

2020

 

 

Material sales

 

$

79,808

 

 

$

66,575

 

 

Royalty and license fees

 

 

50,886

 

 

 

43,078

 

 

Contract research services

 

 

3,306

 

 

 

2,624

 

 

Total revenue

 

$

134,000

 

 

$

112,277

 

 

Cost of Materials Comparison

($ in thousands)

 

Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

Material sales

 

$

79,808

 

 

$

66,575

 

Cost of material sales

 

 

20,999

 

 

 

20,211

 

Gross margin on material sales

 

 

58,809

 

 

 

46,364

 

Gross margin as a % of material sales

 

 

74%

 

 

 

70%

 

2021 Guidance

The Company continues to believe that its 2021 revenue will be approximately in the range of $530 million to $560 million. The OLED industry remains at a stage where many variables can have a material impact on its growth, and the Company thus caveats its financial guidance accordingly.

Dividend

The Company also announced a second quarter cash dividend of $0.20 per share on the Company’s common stock. The dividend is payable on June 30, 2021 to all shareholders of record on June 15, 2021.

Conference Call Information

In conjunction with this release, Universal Display will host a conference call on May 6, 2021 at 5:00 p.m. Eastern Time. The live webcast of the conference call can be accessed under the events page of the Company's Investor Relations website at ir.oled.com. Those wishing to participate in the live call should dial 1-877-524-8416 (toll-free) or 1-412-902-1028. Please dial in 5-10 minutes prior to the scheduled conference call time. An online archive of the webcast will be available within two hours of the conclusion of the call.

About Universal Display Corporation

Universal Display Corporation (Nasdaq: OLED) is a leader in the research, development and commercialization of organic light emitting diode (OLED) technologies and materials for use in display and solid-state lighting applications. Founded in 1994 and with subsidiaries and offices around the world, the Company currently owns, exclusively licenses or has the sole right to sublicense more than 5,000 patents issued and pending worldwide. Universal Display licenses its proprietary technologies, including its breakthrough high-efficiency UniversalPHOLED® phosphorescent OLED technology that can enable the development of energy-efficient and eco-friendly displays and solid-state lighting. The Company also develops and offers high-quality, state-of-the-art UniversalPHOLED materials that are recognized as key ingredients in the fabrication of OLEDs with peak performance. In addition, Universal Display delivers innovative and customized solutions to its clients and partners through technology transfer, collaborative technology development and on-site training. To learn more about Universal Display Corporation, please visit https://oled.com/.

Universal Display Corporation and the Universal Display Corporation logo are trademarks or registered trademarks of Universal Display Corporation. All other company, brand or product names may be trademarks or registered trademarks.

All statements in this document that are not historical, such as those relating to the Company’s technologies and potential applications of those technologies, the Company’s expected results and future declaration of dividends, as well as the growth of the OLED market and the Company’s opportunities in that market, are forward-looking financial statements within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements in this document, as they reflect Universal Display Corporation’s current views with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated. These risks and uncertainties are discussed in greater detail in Universal Display Corporation’s periodic reports on Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, including, in particular, the section entitled “Risk Factors” in Universal Display Corporation’s Annual Report on Form 10-K for the year ended December 31, 2020. Universal Display Corporation disclaims any obligation to update any forward-looking statement contained in this document.

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(OLED-C)

UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands, except share and per share data)

 

 

March 31, 2021

 

 

December 31, 2020

 

ASSETS

 

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

726,279

 

 

$

630,012

 

Short-term investments

 

 

720

 

 

 

99,996

 

Accounts receivable

 

 

91,327

 

 

 

82,261

 

Inventory

 

 

101,422

 

 

 

91,591

 

Other current assets

 

 

39,587

 

 

 

20,746

 

Total current assets

 

 

959,335

 

 

 

924,606

 

PROPERTY AND EQUIPMENT, net of accumulated depreciation of $76,756 and $72,493

 

 

107,815

 

 

 

102,113

 

ACQUIRED TECHNOLOGY, net of accumulated amortization of $158,197 and $153,050

 

 

65,106

 

 

 

70,253

 

OTHER INTANGIBLE ASSETS, net of accumulated amortization of $6,496 and $6,155

 

 

10,641

 

 

 

10,685

 

GOODWILL

 

 

15,535

 

 

 

15,535

 

INVESTMENTS

 

 

8,500

 

 

 

5,000

 

DEFERRED INCOME TAXES

 

 

36,864

 

 

 

37,695

 

OTHER ASSETS

 

 

106,704

 

 

 

103,341

 

TOTAL ASSETS

 

$

1,310,500

 

 

$

1,269,228

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

 

Accounts payable

 

$

14,741

 

 

$

13,801

 

Accrued expenses

 

 

19,171

 

 

 

41,404

 

Deferred revenue

 

 

128,546

 

 

 

105,215

 

Other current liabilities

 

 

3,874

 

 

 

4,540

 

Total current liabilities

 

 

166,332

 

 

 

164,960

 

DEFERRED REVENUE

 

 

49,578

 

 

 

57,086

 

RETIREMENT PLAN BENEFIT LIABILITY

 

 

79,246

 

 

 

78,527

 

OTHER LIABILITIES

 

 

62,876

 

 

 

55,941

 

Total liabilities

 

 

358,032

 

 

 

356,514

 

SHAREHOLDERS’ EQUITY:

 

 

 

 

 

 

 

 

Preferred Stock, par value $0.01 per share, 5,000,000 shares authorized, 200,000

shares of Series A Nonconvertible Preferred Stock issued and outstanding

(liquidation value of $7.50 per share or $1,500)

 

 

2

 

 

 

2

 

Common Stock, par value $0.01 per share, 200,000,000 shares authorized, 49,050,776

and 49,013,476 shares issued, and 47,685,128 and 47,647,828 shares outstanding, at

March 31, 2021 and December 31, 2020, respectively

 

 

491

 

 

 

490

 

Additional paid-in capital

 

 

632,138

 

 

 

635,595

 

Retained earnings

 

 

396,130

 

 

 

353,930

 

Accumulated other comprehensive loss

 

 

(35,009

)

 

 

(36,019

)

Treasury stock, at cost (1,365,648 shares at March 31, 2021 and December 31, 2020)

 

 

(41,284

)

 

 

(41,284

)

Total shareholders’ equity

 

 

952,468

 

 

 

912,714

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

$

1,310,500

 

 

$

1,269,228

 

UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

(in thousands, except share and per share data)

 

 

Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

REVENUE:

 

 

 

 

 

 

 

 

Material sales

 

$

79,808

 

 

$

66,575

 

Royalty and license fees

 

 

50,886

 

 

 

43,078

 

Contract research services

 

 

3,306

 

 

 

2,624

 

Total revenue

 

 

134,000

 

 

 

112,277

 

COST OF SALES

 

 

23,298

 

 

 

22,459

 

Gross margin

 

 

110,702

 

 

 

89,818

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

Research and development

 

 

23,305

 

 

 

19,497

 

Selling, general and administrative

 

 

16,404

 

 

 

15,403

 

Amortization of acquired technology and other intangible assets

 

 

5,488

 

 

 

5,490

 

Patent costs

 

 

1,835

 

 

 

1,638

 

Royalty and license expense

 

 

112

 

 

 

3,284

 

Total operating expenses

 

 

47,144

 

 

 

45,312

 

OPERATING INCOME

 

 

63,558

 

 

 

44,506

 

Interest income, net

 

 

133

 

 

 

2,147

 

Other income, net

 

 

59

 

 

 

202

 

Interest and other income, net

 

 

192

 

 

 

2,349

 

INCOME BEFORE INCOME TAXES

 

 

63,750

 

 

 

46,855

 

INCOME TAX EXPENSE

 

 

(12,063

)

 

 

(8,700

)

NET INCOME

 

$

51,687

 

 

$

38,155

 

NET INCOME PER COMMON SHARE:

 

 

 

 

 

 

 

 

BASIC

 

$

1.09

 

 

$

0.80

 

DILUTED

 

$

1.08

 

 

$

0.80

 

WEIGHTED AVERAGE SHARES USED IN COMPUTING NET

INCOME PER COMMON SHARE:

 

 

 

 

 

 

 

 

BASIC

 

 

47,267,921

 

 

 

47,093,033

 

DILUTED

 

 

47,329,704

 

 

 

47,122,829

 

CASH DIVIDENDS DECLARED PER COMMON SHARE

 

$

0.20

 

 

$

0.15

 

UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)

 

 

Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

Net income

 

$

51,687

 

 

$

38,155

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Amortization of deferred revenue and recognition of unbilled receivables

 

 

(57,648

)

 

 

(40,511

)

Depreciation

 

 

4,263

 

 

 

3,615

 

Amortization of intangibles

 

 

5,488

 

 

 

5,490

 

Change in excess inventory reserve

 

 

667

 

 

 

611

 

Amortization of premium and discount on investments, net

 

 

(70

)

 

 

(2,005

)

Stock-based compensation to employees

 

 

5,200

 

 

 

5,735

 

Stock-based compensation to Board of Directors and Scientific Advisory Board

 

 

330

 

 

 

254

 

Deferred income tax expense

 

 

515

 

 

 

940

 

Retirement plan expense

 

 

2,228

 

 

 

1,414

 

Decrease (increase) in assets:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

(9,066

)

 

 

(22,140

)

Inventory

 

 

(10,498

)

 

 

(10,726

)

Other current assets

 

 

5,400

 

 

 

7,706

 

Other assets

 

 

(7,133

)

 

 

(3,245

)

Increase (decrease) in liabilities:

 

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

 

(21,136

)

 

 

(29,340

)

Other current liabilities

 

 

(666

)

 

 

3,114

 

Deferred revenue

 

 

53,000

 

 

 

43,685

 

Other liabilities

 

 

6,935

 

 

 

2,994

 

Net cash provided by operating activities

 

 

29,496

 

 

 

5,746

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

 

(9,938

)

 

 

(4,782

)

Purchases of intangibles

 

 

(298

)

 

 

 

Purchases of investments

 

 

(4,220

)

 

 

(148,592

)

Proceeds from sale and maturity of investments

 

 

100,000

 

 

 

250,400

 

Net cash provided by investing activities

 

 

85,544

 

 

 

97,026

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Proceeds from issuance of common stock

 

 

348

 

 

 

259

 

Payment of withholding taxes related to stock-based compensation to employees

 

 

(9,634

)

 

 

(4,816

)

Cash dividends paid

 

 

(9,487

)

 

 

(7,098

)

Net cash used in financing activities

 

 

(18,773

)

 

 

(11,655

)

INCREASE IN CASH AND CASH EQUIVALENTS

 

 

96,267

 

 

 

91,117

 

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

 

 

630,012

 

 

 

131,627

 

CASH AND CASH EQUIVALENTS, END OF PERIOD

 

$

726,279

 

 

$

222,744

 

The following non-cash activities occurred:

 

 

 

 

 

 

 

 

Unrealized (loss) gain on available-for-sale securities

 

$

(66

)

 

$

2,380

 

Common stock issued to Board of Directors and Scientific Advisory Board that was

earned and accrued for in a previous period

 

 

300

 

 

 

300

 

Net change in accounts payable and accrued expenses related to purchases of property

and equipment

 

 

(27

)

 

 

689

 

 


Contacts

Universal Display:
Darice Liu
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+1 609-964-5123

The release of the company’s eighth annual Corporate Responsibility (CR) Report includes ambitious new goals focused on making a positive impact

BOSTON--(BUSINESS WIRE)--Iron Mountain Incorporated (NYSE: IRM), the global leader in innovative storage and information management services, today announced bold, forward-looking corporate responsibility (CR) goals under the long-term strategy of Securing a Sustainable Future as part of its eighth annual CR Report. Securing a Sustainable Future is guided by four defining pillars, Safeguarding Customer Trust, Empowering our People, Protecting our Planet and Strengthening our Communities, through which the company creates innovative solutions in socially responsible ways.


“We’re navigating challenging and uncertain times around the world, and it’s never been more essential for Iron Mountain to live our values and purpose whilst we do our part to create positive change in the world,” said William Meaney, President & CEO, Iron Mountain. “I’m proud of the resilience we’ve shown, the commitment and care we’ve demonstrated for our customers, employees and communities, as well as our collective spirit of innovation and collaboration. I’m optimistic about our future and working to achieve the goals we’ve set that will help guide our culture, actions and investments in the years to come.”

The pillar Safeguarding Customer Trust highlights Iron Mountain’s customer-first focus and goal to be its customers’ most trusted partner for unlocking business value in ways by helping to solve their Environmental, Social and Governance (ESG) challenges. Recent milestones include:

  • For the past eight years, Iron Mountain has been listed on the FTSE4Good Index, a series of benchmark and tradable indexes for ESG investors.
  • In 2021, Iron Mountain ranked #81 on Newsweek’s list of America’s Most Responsible Companies.
  • In 2021, the company also received certified third-party data assurance on its social and environmental data.

Within the Protecting our Planet pillar, Iron Mountain’s commitment to contribute to the fight for a net zero future for the planet, the company outlines its transition to electric vehicles, and its commitment to do its part to decarbonize the world’s electricity supply by setting a goal of powering its facilities with 24/7 clean electricity, working toward zero waste across operations. Key goals include:

  • By 2025, Iron Mountain plans to have all new construction of multi-tenant data center facilities certified to the BREEAM Green Building Standard.
  • By 2025, Iron Mountain has committed to go beyond its current Science-Based Target (25% reduction of absolute GHG emissions from our 2016 baseline) to achieve a reduction of an additional 25% of GHG emissions from Scope 1 & 2 energy sources from its 2019 baseline.
  • Iron Mountain has long-term renewable energy contracts in place to offset 100 percent of our projected global Data Center demand. In addition, by 2025 it will achieve 90 percent renewable electricity corporate wide, which is 15 years ahead of its RE100 commitment.
  • By 2040, Iron Mountain is committing to achieve Net Zero emissions, 10 years ahead of the Paris Climate Accord, and has become a signatory to The Climate Pledge.
  • By 2040, Iron Mountain will use 100% clean electricity, 100 percent of the time in its Data Centers. To accelerate decarbonization of the grid, the company is going beyond its RE100 commitment of 100 percent renewable electricity, using the Google methodology for matching site by site electricity use with local clean power generation every hour, every day to achieve 24/7 clean power.

Empowering Our People emphasizes the company’s commitment to fostering a culture of collaboration and diversity, equity and inclusion, where all employees are accepted and included. The company is committed to creating a workplace where everyone can succeed and thrive and where diversity is regarded as the greatest asset for innovation and growth. Progress and goals include:

  • Gender pay parity was achieved within 10 percent in the U.S., Canada, and the UK for all reported leadership roles. By 2023, Iron Mountain intends to expand gender pay parity reporting to cover all global operations, and by 2025 they plan to reduce the gender pay parity gap to 5 percent in all regions where they currently report.
  • At the director and above level, Iron Mountain increased the representation of women by 7 percent in North America and Black, Indigenous and People of Color (BIPOC) in the U.S. by 10 percent since 2016, achieving its 2020 goals.
  • By 2025, the company has committed to 40 percent representation of women in global leadership, at the director and above level.
  • By 2025, Iron Mountain is committed to 30 percent representation of people who identify as BIPOC within its U.S. leadership at the director and above level.

Through the Strengthening our Communities pillar, Iron Mountain creates social value in the communities in which the company operates through supplier diversity, employee volunteerism and charitable partnerships. Recent accomplishments and goals include:

  • In 2020, Iron Mountain achieved a total diverse-supplier and small-business spend of more than $211 million (a 9% increase over 2019 spend).
  • By 2025, Iron Mountain employees will contribute a total of 100,000 hours of volunteer time to our communities through our Moving Mountains volunteerism program.

As a part of Strengthening our Communities is the Living Legacy Initiative, Iron Mountain has made a charitable commitment to support organizations that creates a link between the public and the preservation of culturally and socially important historical and educational artifacts and assets. Since the Living Legacy Initiative began, Iron Mountain has partnered with 20 organizations, supported more than 30 projects and contributed more than $4,400,000 in grants.

Iron Mountain's CR report follows the Global Reporting Initiative (GRI) Reporting Guidelines, received third-party assurance and includes a response to the Task Force on Climate-related Financial Disclosures. To read the report in its entirety, visit Iron Mountain’s Corporate Responsibility page.

About Iron Mountain
Iron Mountain Incorporated (NYSE: IRM) is the global leader in innovative storage and information management services, storing and protecting billions of valued assets, including critical business information, highly sensitive data, and cultural and historical artifacts. Founded in 1951 and trusted by more than 225,000 customers worldwide, Iron Mountain helps customers CLIMB HIGHER™ to transform their businesses. Through a range of services including digital transformation, data centers, secure records storage, information management, secure destruction, and art storage and logistics, Iron Mountain helps businesses bring light to their dark data, enabling customers to unlock value and intelligence from their stored digital and physical assets at speed and with security, while helping them meet their environmental goals.

To learn more about Iron Mountain, please visit: www.IronMountain.com and follow @IronMountain on Twitter and LinkedIn.


Contacts

Media Relations Contact:
Iron Mountain Global Communications
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Investor Relations Contacts:
Greer Aviv
Senior Vice President, Investor Relations
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(617) 535-2887

Nathan McCurren
Director, Investor Relations
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(617) 535-2997

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