Business Wire News

ATLANTA--(BUSINESS WIRE)--Williams Industrial Services Group Inc. (NYSE American: WLMS) (“Williams” or the “Company”), an energy and industrial infrastructure services company, today announced it has, effective immediately, made the following changes to its management structure:

  • Randy Lay, previously Senior Vice President, Chief Financial Officer, has been appointed to the new position of Executive Vice President, Chief Operating Officer. Mr. Lay, prior to joining Williams in September, 2019, served as the President and Chief Executive Officer of Universal Access Global Holdings and was also previously CEO of Lazy Days RV Inc.
  • Raymond A. Hruby has been appointed Executive Vice President, Business Development, for Williams Industrial Services Group Inc. Mr. Hruby was previously the Senior Vice President of Key Accounts, a position he held since joining Williams in May of this year. In his new role, Mr. Hruby will lead all business development functions.
  • Damien Vassall has been appointed Vice President, Chief Financial Officer. Mr. Vassall has served as the Corporate Controller for Williams over the past 11 years and is a CPA with over 21 years of progressive accounting and finance experience. He holds a B.S. in Accounting from Suffolk University.
  • Dawn Jenkins, Vice President, Human Resources, has been elected a corporate officer of Williams. Ms. Jenkins, prior to her current role, was Vice President, Treasurer and has had a series of roles of progressive responsibility during her time with Williams, formerly Global Power, over the past 15 years.
  • Daved Karl has been appointed Chief Information Officer. Mr. Karl was previously the Senior Director of Global Information Technology with a subsidiary of the Hitachi Group and has implemented several global ERP projects. He holds a B.S. in Computer Information Systems and separate Masters degrees in: Technology Management, Cyber Security, and Information Technology Leadership.

In addition, the Company announced that Linda Goodspeed has rejoined Williams’ Board of Directors. Ms. Goodspeed is the retired Chief Operating Officer and Managing Partner at WealthStrategies Financial Advisors and former Chief Information Officer and Senior Vice President of The ServiceMaster Company. She previously served on the Company’s Board from May, 2016 through April, 2018, when she voluntarily stepped down as part of the downsizing of the Board at that time. She was re-appointed November 4, 2021, bringing the size of the Board to seven directors.

“I’m very pleased to announce these management changes, which we believe will strengthen the operational effectiveness of Williams and accelerate growth going forward,” said Tracy Pagliara, President and CEO of Williams. “Our new organization structure will appropriately align operating responsibilities and drive business development initiatives. These strategic enhancements – and the addition of Linda to our Board – are designed to provide for more robust growth across the Company and improve underlying financial results.”

Linda Goodspeed

Ms. Goodspeed is the retired Chief Operating Officer and Managing Partner at WealthStrategies Financial Advisors and is an Independent Director at American Electric Power Corporation, Darling Ingredients, and AutoZone. Ms. Goodspeed previously served as Chief Information Officer (CIO) & Senior Vice President of The ServiceMaster Company, prior to which she was the CIO & Vice President of Information Systems at Nissan North America and also the Executive Vice President and Chief Technology and Supply Chain Logistics Officer at Lennox International. Ms. Goodspeed earned her B.S. in Mechanical Engineering from Michigan State University and has an MBA in International Finance from the University of Michigan.

About Williams

Williams Industrial Services Group has been safely helping plant owners and operators enhance asset value for more than 50 years. The Company is a leading provider of infrastructure related services to blue-chip customers in energy and industrial end markets, including a broad range of construction maintenance, modification, and support services. Williams’ mission is to be the preferred provider of construction, maintenance, and specialty services through commitment to superior safety performance, focus on innovation, and dedication to delivering unsurpassed value to its customers.

Additional information about Williams can be found on its website: www.wisgrp.com.

Forward-looking Statement Disclaimer

This press release contains “forward-looking statements” within the meaning of the term set forth in the Private Securities Litigation Reform Act of 1995. The forward-looking statements include statements or expectations regarding the Company’s ability to perform in accordance with guidance, build and diversify its backlog and convert backlog to revenue, realize opportunities, including receiving contract awards on outstanding bids and successfully pursuing future opportunities, benefit from potential growth in the Company’s end markets, including the possibility of increased infrastructure spending by the U.S. federal government, and successfully achieve its growth and strategic initiatives, including decreasing the Company’s outstanding indebtedness, future demand for the Company’s services, and expectations regarding future revenues, cash flow, and other related matters. These statements reflect the Company’s current views of future events and financial performance and are subject to a number of risks and uncertainties, some of which have been, and may further be, exacerbated by the COVID-19 pandemic, including the Company’s level of indebtedness and ability to make payments on, and satisfy the financial and other covenants contained in, its debt facilities, as well as its ability to engage in certain transactions and activities due to limitations and covenants contained in such facilities; its ability to generate sufficient cash resources to continue funding operations and the possibility that it may be unable to obtain any additional funding as needed or incur losses from operations in the future; exposure to market risks from changes in interest rates; failure to maintain effective internal control over financial reporting and disclosure controls and procedures; the Company’s ability to attract and retain qualified personnel, skilled workers, and key officers; failure to successfully implement or realize its business strategies, plans and objectives of management, and liquidity, operating and growth initiatives and opportunities, including its expansion into international markets and its ability to identify potential candidates for, and consummate, acquisition, disposition, or investment transactions; the loss of one or more of its significant customers; its competitive position; market outlook and trends in the Company’s industry, including the possibility of reduced investment in, or increased regulation of, nuclear power plants, declines in public infrastructure construction, and reductions in government funding; the failure of the U.S. Congress to pass infrastructure-related legislation benefiting the Company’s end markets; costs exceeding estimates the Company uses to set fixed-price contracts; harm to the Company’s reputation or profitability due to, among other things, internal operational issues, poor subcontractor performances or subcontractor insolvency; potential insolvency or financial distress of third parties, including customers and suppliers; the Company’s contract backlog and related amounts to be recognized as revenue; its ability to maintain its safety record, the risks of potential liability and adequacy of insurance; adverse changes in the Company’s relationships with suppliers, vendors, and subcontractors; compliance with environmental, health, safety and other related laws and regulations; limitations or modifications to indemnification regulations of the U.S. or Canada; the Company’s expected financial condition, future cash flows, results of operations and future capital and other expenditures; the impact of general economic conditions including the current economic disruption and any recession resulting from the COVID-19 pandemic; the impact of the COVID-19 pandemic on the Company’s business, results of operations, financial condition, and cash flows, including the potential for additional COVID-19 cases to occur at the Company’s active or future job sites, which potentially could impact cost and labor availability; information technology vulnerabilities and cyberattacks on the Company’s networks; the Company’s failure to comply with applicable laws and regulations, including, but not limited to, those relating to privacy and anti-bribery; the Company’s participation in multiemployer pension plans; the impact of any disruptions resulting from the expiration of collective bargaining agreements; the impact of natural disasters and other severe catastrophic events (such as the ongoing COVID-19 pandemic); the impact of changes in tax regulations and laws, including future income tax payments and utilization of net operating loss and foreign tax credit carryforwards; volatility of the market price for the Company’s common stock; the Company’s ability to maintain its stock exchange listing; the effects of anti-takeover provisions in the Company’s organizational documents and Delaware law; the impact of future offerings or sales of the Company’s common stock on the market price of such stock; expected outcomes of legal or regulatory proceedings and their anticipated effects on the Company’s results of operations; and any other statements regarding future growth, future cash needs, future operations, business plans and future financial results.

Other important factors that may cause actual results to differ materially from those expressed in the forward-looking statements are discussed in the Company’s filings with the U.S. Securities and Exchange Commission, including the section of the Annual Report on Form 10-K for its 2020 fiscal year titled “Risk Factors.” Any forward-looking statement speaks only as of the date of this press release. Except as may be required by applicable law, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, and you are cautioned not to rely upon them unduly.


Contacts

Investor Contact:
Chris Witty
Darrow Associates
646-345-0998
This email address is being protected from spambots. You need JavaScript enabled to view it.

FORT WORTH, Texas--(BUSINESS WIRE)--FTS International, Inc. (NYSE American: FTSI) today reported its financial and operational results for the third quarter of 2021. These results follow the preliminary third quarter 2021 financial and operational results that FTSI announced on October 22, 2021.


Michael Doss, Chief Executive Officer, commented, “While we are experiencing positive momentum in the fourth quarter in both pricing and activity, we had lower fleet utilization and fewer pumping hours per day than expected in the third quarter. This was primarily caused by customer-driven issues, including several unusually long and unplanned scheduling gaps, as well as excess third-party non-productive time related to wellhead and wireline complications. These disruptions resulted in an estimated $7.6 million negative impact to EBITDA.

“However, these setbacks were one-off in nature and our fourth quarter work calendar is full. Our utilization in October was considerably higher than the third quarter average. We were fully utilized and pumped approximately 16 hours per pumping day in October, versus 10.8 fully-utilized fleets with 15.2 hours per pumping day on average in the third quarter. We also continue to obtain higher pricing as customers acknowledge that labor shortages, logistical challenges, and inflation in material costs are eroding service providers’ margins. Third quarter pricing was approximately 8% higher than it was in the second quarter, and we expect another increase of 5% or more in the fourth quarter.

“I‘m encouraged by our current operational run-rate. We’ve also received indications that many of our fleets will continue working through the holidays with less scheduled downtime due to budget exhaustion than in past years. Lastly, I’m pleased to report that the construction of our newbuild Tier 4 DGB fleet is on track. We plan to deploy this fleet in early 2022 on a dedicated basis to a long-standing customer.”

Financial Results

Results for the three months and nine months ended September 30, 2020, provided for comparison purposes, are presented separately as “Predecessor” periods because they occurred prior to our emergence from bankruptcy on November 19, 2020. “Successor” periods refer to those beginning on or after November 20, 2020.

Third Quarter 2021 Compared to Second Quarter 2021

  • Revenue was $90.9 million, down from $99.8 million
  • Net loss was $10.0 million, compared to a net loss of $2.6 million
  • Adjusted EBITDA was $6.3 million, compared to $13.8 million
  • Cash provided by operations was $0.2 million, compared to $20.0 million
  • Capital expenditures were $13.0 million, up from $7.5 million

Third Quarter 2021 (Successor) Compared to Third Quarter 2020 (Predecessor)

  • Revenue was $90.9 million, up from $32.1 million
  • Net loss was $10.0 million, compared to a net loss of $68.7 million
  • Adjusted EBITDA was $6.3 million, compared to $(7.6) million
  • Cash provided by (used in) operations was $0.2 million, compared to $(37.7) million
  • Capital expenditures were $13.0 million, up from $2.5 million

Operational Results

Three Months Ended Nine Months Ended
Successor Successor Predecessor Successor Predecessor
Sep. 30, Jun. 30, Sep. 30, Sep. 30, Sep. 30,

2021

2021

2020

2021

2020

 
Average active fleets

13.0

13.0

7.3

13.0

9.4

Utilization %

83%

91%

77%

88%

78%

Fully-utilized fleets

10.8

11.8

5.6

11.5

7.3

 
Stages completed

6,459

7,569

3,243

21,095

11,599

Stages per fully-utilized fleet

598

641

579

1,834

1,589

 
Pumping hours

12,864

15,548

6,458

43,188

24,141

Pumping hours per fully-utilized fleet

1,191

1,318

1,153

3,756

3,307

 
Pumping days

846

922

433

2,689

1,706

Pumping hours per pumping day

15.2

16.9

14.9

16.1

14.2

 
Materials and freight costs as a percent of total revenue

11%

11%

5%

14%

23%

We exited the third quarter with 13 active fleets and remain at that number today. We also revised our total fleet capacity in the third quarter to 25 fleets, or 1.3 million hydraulic horsepower, down from 28 fleets, or 1.4 million hydraulic horsepower, due to the retiring of certain units.

Utilization declined to 83% in the third quarter from 91% in the second quarter due to multiple last-minute customer scheduling changes and wellhead issues. Three of our fleets experienced unusually large scheduling gaps of more than 30 days, which we did not have in the second quarter. We estimate that we lost approximately 100 pumping days as a result of these disruptions.

Stages per fully-utilized fleet declined 7% sequentially to 598 in the third quarter from 641 in the second quarter. Our fleets pumped an average of 15.2 hours per pumping day in the third quarter, compared to 16.9 hours in the second quarter. Third-party non-productive time (NPT) in the third quarter was double the amount in the second quarter causing our pumping hours per day to decline, primarily due to repeated wellhead and wireline complications. These disruptions were the primary drivers of the decline in our operational efficiencies and throughput during the third quarter. The unusually large gaps along with higher NPT negatively impacted third quarter adjusted EBITDA by approximately $7.6 million.

Our customers provided approximately the same amount of materials for their completions as in the second quarter. As a percentage of revenue, material and freight costs remained unchanged at 11% in the third quarter. Changes in the amount of materials provided by us affects revenue but has no material impact on gross profit.

Liquidity and Capital Resources

Capital expenditures for the third quarter totaled $13.0 million, of which approximately $9 million was for maintenance and approximately $4 million was for growth related to our Tier 4 DGB newbuild fleet. We remain on track to incur maintenance capital expenditures of $2.5 million per fleet for 2021, or $30 to $35 million for the year, and expect to incur growth capital expenditures of approximately $10 million for the year.

As of September 30, 2021, we had $87.9 million of cash and $32.2 million of availability under our revolving credit facility, or total liquidity of $120.1 million. We had no borrowings under our revolving credit facility during the third quarter, which has a total capacity of $40 million.

Agreement to be Acquired by ProFrac

On October 22, 2021, we announced that we have entered into a definitive agreement to be acquired by ProFrac Holdings, LLC (“ProFrac”), a leading oilfield services company, in an all-cash transaction that values us at approximately $407.5 million, including payments to outstanding warrants.

Under the terms of the agreement, which have been unanimously approved by our Board of Directors (the “Board”), FTSI stockholders will receive $26.52 per share in cash. This represents an approximately 14% premium over our 60-day volume-weighted average closing share price through October 21, 2021.

The transaction will create one of the largest completions focused service companies in the U.S. oil and gas industry. The combination will bring together two strong and respected industry players to deliver greater efficiencies and expanded equipment capabilities that will enable the combined company to succeed in an ever-changing industry. Together, the companies will have improved through-cycle resiliency via enhanced expertise, technology and scale.

The agreement includes a 45-day “go-shop” period expiring December 5, 2021. This allows the Board and its advisors to solicit alternative acquisition proposals from third parties. The Board will have the right to terminate the merger agreement with ProFrac to enter into a superior proposal, subject to the terms and conditions of the merger agreement. There can be no assurance that this “go-shop” will result in a superior proposal, and we do not intend to disclose developments with respect to the solicitation process unless and until it determines such disclosure is appropriate or otherwise required.

Please see the transaction press release from October 22, 2021, available at www.ftsi.com/news/ for additional important information.

Conference Call & Webcast

FTSI will not hold a conference call or webcast to discuss its third quarter results due to its previously announced agreement to be acquired by ProFrac.

About FTS International, Inc.

Headquartered in Fort Worth, Texas, FTS International is a pure-play hydraulic fracturing service company with operations across multiple basins in the United States.

To learn more, visit www.FTSI.com.

Important Information For Investors And Stockholders

This communication does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities or a solicitation of any vote or approval. This communication relates to a proposed transaction between FTSI and ProFrac Holdings, LLC (“Acquiror”). In connection with this proposed transaction, FTSI may file one or more proxy statements or other documents with the Securities and Exchange Commission (the “SEC”). This communication is not a substitute for any proxy statement or other document FTSI may file with the SEC in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS OF FTSI ARE URGED TO READ THE PROXY STATEMENT AND OTHER DOCUMENTS THAT MAY BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Any definitive proxy statement(s) (if and when available) will be mailed to stockholders of FTSI as applicable. Investors and security holders will be able to obtain free copies of these documents (if and when available) and other documents filed with the SEC by FTSI through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with the SEC by FTSI will be available free of charge on FTSI’s internet website at https://www.ftsi.com/investor-relations/sec-filings/default.aspx or by contacting FTSI’s primary investor relation’s contact by email at This email address is being protected from spambots. You need JavaScript enabled to view it. or by phone at 817-862-2000.

Participants in Solicitation

FTSI, Acquiror, their respective directors and certain of their respective executive officers may be considered participants in the solicitation of proxies in connection with the proposed transaction. Information about the directors and executive officers of FTSI is set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2020, which was filed with the SEC on March 5, 2021, its Amendment No. 1 to its Annual Report on Form 10-K for the fiscal year ended December 31, 2020, which was filed with the SEC on April 30, 2021, certain of its Quarterly Reports on Form 10-Q and certain of its Current Reports filed on Form 8-K.

These documents can be obtained free of charge from the sources indicated above. Additional information regarding the participants in the proxy solicitations and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the proxy statement and other relevant materials to be filed with the SEC when they become available.

Forward-Looking Statements

This communication contains “forward-looking statements” within the Private Securities Litigation Reform Act of 1995. Any statements contained in this communication that are not statements of historical fact may be deemed to be forward-looking statements. All such forward-looking statements are intended to provide management’s current expectations for the future of FTSI based on current expectations and assumptions relating to FTSI’s business, the economy and other future conditions. Forward-looking statements generally can be identified through the use of words such as “believes,” “anticipates,” “may,” “should,” “will,” “plans,” “projects,” “expects,” “expectations,” “estimates,” “forecasts,” “predicts,” “targets,” “prospects,” “strategy,” “signs,” and other words of similar meaning in connection with the discussion of future performance, plans, actions or events. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and changes in circumstances that are difficult to predict. Such risks and uncertainties include, among others: the failure to obtain the required vote of FTSI’s stockholders, the timing to consummate the proposed transaction, the risk that a condition of closing of the proposed transaction may not be satisfied or that the closing of the proposed transaction might otherwise not occur, the risk that a regulatory approval that may be required for the proposed transaction is not obtained or is obtained subject to conditions that are not anticipated, the diversion of management time on transaction-related issues, risks related to disruption of management time from ongoing business operations due to the proposed transaction, the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of the common stock of FTSI, the risk that the proposed transaction and its announcement could have an adverse effect on the ability of FTSI to retain customers and retain and hire key personnel and maintain relationships with its suppliers and customers, economic or political changes that affect the markets that FTSI’s businesses serve which could have an effect on demand for FTSI’s products and impact FTSI’s profitability, disruptions in the credit and financial markets, including diminished liquidity and credit availability, disruptions in the Company's businesses from the coronavirus pandemic (COVID-19), cyber-security vulnerabilities, supply issues, retention of key employees, and outcomes of legal proceedings, claims and investigations, future changes, results of operations, domestic spending by the onshore oil and natural gas industry, continued volatility or future volatility in oil and natural gas prices, deterioration in general economic conditions or a continued weakening or future weakening of the broader energy industry, federal, state and local regulation of hydraulic fracturing and other oilfield service activities, as well as exploration and production activities, including public pressure on governmental bodies and regulatory agencies to regulate our industry, and the price and availability of alternative fuels, equipment and energy sources. Accordingly, actual results may differ materially from those contemplated by these forward-looking statements. Investors, therefore, are cautioned against relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in FTSI’s filings with the Securities and Exchange Commission, including the risks and uncertainties identified in Part I, Item 1A - Risk Factors of FTSI’s Annual Report on Form 10-K for the year ended December 31, 2020.

These forward-looking statements speak only as of the date of this communication, and FTSI does not assume any obligation to update or revise any forward-looking statement made in this communication or that may from time to time be made by or on behalf of the Company.

Non-GAAP Financial Measures

To provide investors with additional information regarding our financial results, we have disclosed here and elsewhere in this earnings release adjusted EBITDA, a non-GAAP financial measure that we calculate as earnings before net interest expense, taxes, and depreciation and amortization further adjusted for expenses that management believes are non-recurring, and/or non-core to business operations and other non-cash expenses, including but not limited to employee severance costs, stock-based compensation, balance sheet impairments and write-downs, gains or losses on extinguishment of debt, gains or losses on disposal of assets, supply commitment charges, restructuring items, transaction and strategic initiative costs.

Adjusted EBITDA is a key measure used by our management and board of directors to evaluate our operating performance and generate future operating plans. The exclusion of certain expenses facilitates operating performance comparability across reporting periods by removing the effect of non-cash expenses and certain variable charges. Accordingly, we believe that adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as our management and board of directors.

Adjusted EBITDA has limitations as a financial measure and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

  • adjusted EBITDA does not reflect net interest expense or changes in, or cash requirements for, working capital;
  • adjusted EBITDA does not reflect tax expense or benefits;
  • although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future and adjusted EBITDA does not reflect capital expenditure requirements for such replacements or for new capital expenditures;
  • adjusted EBITDA does not reflect gains or losses arising from the disposal of assets;
  • adjusted EBITDA does not reflect stock-based compensation expenses. Stock-based compensation has been, and will continue to be for the foreseeable future, a recurring expense in our business and an important part of our compensation strategy;
  • adjusted EBITDA does not reflect restructuring items or transaction and strategic initiative costs;
  • other companies, including companies in our industry, may calculate adjusted EBITDA differently, which reduces its usefulness as a comparative measure.

Because of these limitations, you should consider adjusted EBITDA alongside other financial performance measures, including net loss and our other GAAP results.

The table included under “Reconciliation of Net (Loss) Income to Adjusted EBITDA and Calculation of Annualized Adjusted EBITDA per Fully-utilized Fleet” provides a reconciliation of net (loss) income to adjusted EBITDA for each of the periods indicated.

Consolidated Statements of Operations (unaudited)

 
Three Months Ended Nine Months Ended
Successor Successor Predecessor Successor Predecessor
Sep. 30, Jun. 30, Sep. 30, Sep. 30, Sep. 30,
(Dollars in millions, except per share amounts; shares in thousands)

2021

2021

2020

2021

2020

 
Revenue
Revenue $

90.9

$

99.8

$

32.1

$

286.6

$

212.4

Revenue from related parties

-

-

-

-

0.7

Total revenue

90.9

99.8

32.1

286.6

213.1

 
Operating expenses
Costs of revenue, excluding depreciation and amortization

73.6

75.2

30.7

227.3

174.2

Selling, general and administrative

11.7

12.5

11.8

34.7

42.7

Depreciation and amortization

13.1

14.3

17.8

41.3

59.4

Impairments and other charges

0.5

0.2

19.4

1.0

34.0

Loss on disposal of assets, net

1.6

-

-

1.6

0.1

Total operating expenses

100.5

102.2

79.7

305.9

310.4

 
Operating loss

(9.6)

(2.4)

(47.6)

(19.3)

(97.3)

 
Interest expense, net

-

(0.1)

(7.4)

(0.2)

(22.1)

Gain on extinguishment of debt, net

-

-

-

-

2.0

Reorganization items

(0.3)

-

(13.7)

(0.8)

(13.7)

 
Loss before income taxes

(9.9)

(2.5)

(68.7)

(20.3)

(131.1)

Income tax expense

0.1

0.1

-

0.2

-

 
Net loss $

(10.0)

$

(2.6)

$

(68.7)

$

(20.5)

$

(131.1)

 
Basic and diluted loss per share $

(0.71)

$

(0.19)

$

(12.77)

$

(1.46)

$

(24.39)

 
Shares used in computing basic and diluted earnings loss per share

14,062

13,995

5,381

14,016

5,376

 

Consolidated Balance Sheets (unaudited)

Sep. 3 Dec. 3
(Dollars in millions)

2021

2020

 
ASSETS
Current assets
Cash and cash equivalents

$

87.9

$

94.0

Accounts receivable, net

 

55.0

 

26.9

Inventories

 

36.4

 

29.0

Prepaid expenses and other current assets

 

4.9

 

19.5

Total current assets

 

184.2

 

169.4

 
Property, plant, and equipment, net

 

129.2

 

132.3

Operating lease right-of-use assets

 

3.0

 

4.5

Intangible assets, net

 

7.0

 

7.4

Other assets

 

1.5

 

1.4

Total assets

$

324.9

$

315.0

 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable

$

57.0

$

26.9

Accrued expenses

 

13.8

 

12.5

Current portion of operating lease liabilities

 

1.8

 

3.0

Other current liabilities

 

0.3

 

0.3

Total current liabilities

 

72.9

 

42.7

 
Operating lease liabilities

 

1.9

 

3.3

Other liabilities

 

2.0

 

2.4

Total liabilities

 

76.8

 

48.4

 
Stockholders' equity

 

248.1

 

266.6

Total liabilities and stockholders' equity

$

324.9

$

315.0

 

Consolidated Statement of Cash Flows (unaudited)

Three Months Ended Nine Months Ended
Successor Successor Predecessor Successor Predecessor
Sep. 30, Jun. 30, Sep. 30, Sep. 30 Sep. 30,
(Dollars in millions)

2021

2021

2020

2021

2020

 
Cash flows from operating activities
Net loss

$

(10.0)

$

(2.6)

$

(68.7)

$

(20.5)

$

(131.1)

Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization

 

13.1

 

14.3

 

17.8

 

41.3

 

59.4

Stock-based compensation

 

0.7

 

1.7

 

2.8

 

3.3

 

9.4

Amortization of debt discounts and issuance costs

 

-

 

-

 

1.1

 

-

 

2.0

Loss on disposal of assets, net

 

1.6

 

-

 

-

 

1.6

 

0.1

Gain on extinguishment of debt, net

 

-

 

-

 

-

 

-

 

(2.0)

Inventory write-down

 

-

 

-

 

0.6

 

-

 

5.1

Non-cash reorganization items

 

-

 

-

 

12.3

 

-

 

12.3

Non-cash provision for supply commitment charges

 

-

 

-

 

-

 

-

 

9.1

Cash paid to settle supply commitment charges

 

-

 

-

 

-

 

-

 

(18.8)

Other non-cash items

 

0.1

 

(0.1)

 

0.1

 

0.1

 

0.9

Changes in operating assets and liabilities:
Accounts receivable

 

(8.3)

 

9.8

 

(7.9)

 

(28.2)

 

47.5

Inventories

 

(1.9)

 

(2.8)

 

3.8

 

(7.4)

 

4.8

Prepaid expenses and other assets

 

(0.6)

 

(0.3)

 

(5.2)

 

0.6

 

(4.3)

Accounts payable

 

5.6

 

(2.9)

 

0.4

 

13.4

 

(20.9)

Accrued expenses and other liabilities

 

(0.1)

 

2.9

 

5.2

 

1.0

 

(4.3)

Net cash provided by (used in) operating activities

 

0.2

 

20.0

 

(37.7)

 

5.2

 

(30.8)

 
Cash flows from investing activities
Capital expenditures

 

(13.0)

 

(7.5)

 

(2.5)

 

(25.8)

 

(19.3)

Proceeds from disposal of assets

 

3.1

 

-

 

-

 

3.1

 

0.1

Net cash used in investing activities

 

(9.9)

 

(7.5)

 

(2.5)

 

(22.7)

 

(19.2)

 
Cash flows from financing activities
Repayments of long-term debt

 

-

 

-

 

-

 

-

 

(20.6)

Taxes paid related to net share settlement of equity awards

 

(1.3)

 

-

 

-

 

(1.3)

 

(0.1)

Net cash used in financing activities

 

(1.3)

 

-

 

-

 

(1.3)

 

(20.7)

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

 

(11.0)

 

12.5

 

(40.2)

 

(18.8)

 

(70.7)

Cash, cash equivalents, and restricted cash at beginning of period

 

98.9

 

86.4

 

192.5

 

106.7

 

223.0

Cash and cash equivalents at end of period

$

87.9

$

98.9

$

152.3

$

87.9

$

152.3

 

Reconciliation of Net Loss to Adjusted EBITDA and Calculation of Annualized Adjusted EBITDA per Fully-utilized Fleet

 
Three Months Ended Nine Months Ended
Successor Successor Predecessor Sucessor Predecessor
Sep. 30, Jun. 30, Sep. 30, Sep. 30, Sep. 30,
(Dollars in millions, except fleets)

2021

2021

2020

2021

2020

 
Net loss

$

(10.0)

$

(2.6)

$

(68.7)

$

(20.5)

$

(131.1)

Interest expense, net

 

-

 

0.1

 

7.4

 

0.2

 

22.1

Income tax expense

 

0.1

 

0.1

 

-

 

0.2

 

-

Depreciation and amortization

 

13.1

 

14.3

 

17.8

 

41.3

 

59.4

Loss on disposal of assets, net

 

1.6

 

-

 

-

 

1.6

 

0.1

Gain on extinguishment of debt, net

 

-

 

-

 

-

 

-

 

(2.0)

Stock-based compensation

 

0.7

 

1.7

 

2.8

 

3.3

 

9.4

Supply commitment charges

 

-

 

-

 

-

 

-

 

9.1

Inventory write-down

 

-

 

-

 

0.6

 

-

 

5.1

Employee severance costs

 

-

 

-

 

-

 

-

 

1.0

Transaction and strategic initiative costs

 

0.5

 

0.2

 

18.5

 

1.3

 

18.5

Reorganization items

 

0.3

 

-

 

13.7

 

0.8

 

13.7

Loss (gain) on contract termination

 

-

 

-

 

0.3

 

(0.3)

 

0.3

Adjusted EBITDA

$

6.3

$

13.8

$

(7.6)

$

27.9

$

5.6

 
Average active fleets

 

13.0

 

13.0

 

7.3

 

13.0

 

9.4

Utilization %

 

83%

 

91%

 

77%

 

88%

 

78%

Fully-utilized fleets

 

10.8

 

11.8

 

5.6

 

11.5

 

7.3

 
Annualized Adjusted EBITDA

$

25.2

$

55.2

$

(30.4)

$

37.2

$

7.5

Fully-utilized fleets

 

10.8

 

11.8

 

5.6

 

11.5

 

7.3

Annualized adjusted EBITDA per fully-utilized fleet

$

2.3

$

4.7

$

(5.4)

$

3.2

$

1.0

 
Note: Fully-utilized fleets are calculated by multiplying average active fleets by the utilization percent. Utilization percent is calculated by dividing total pumping days for the quarter by the product of 78 (which is equivalent to 26 pumping days per month) and average active fleets.

Contacts

Lance Turner
Chief Financial Officer
817-862-2000
This email address is being protected from spambots. You need JavaScript enabled to view it.


Read full story here

HOUSTON--(BUSINESS WIRE)--United Salt Carlsbad, a Houston-headquartered company with operations in Carlsbad, NM, will be featured in an upcoming episode of “How America Works,” narrated by acclaimed reality television star, Mike Rowe. The episode will air on November 15, at 7:00pm CST on the Fox Business channel.


“How America Works” is a new television series showcasing the people who keep America’s important infrastructure functioning every day. Narrated by Mike Rowe of “Dirty Jobs” fame, each 1-hour episode follows a company and its crew as they work to keep our great country running. Lumber, energy, and many more industries are featured in the 13-episode season. The final episode spotlights salt production and was filmed at the United Salt Carlsbad facility in New Mexico.

Earlier in the year, we introduced a new brand platform. Our brand is built around a simple idea-- our love of salt. Salt has many uses, but a truly vital one is its role in helping to keep our roads and highways safe and clear for our nation’s transportation network. ‘How America Works’ has been the perfect opportunity to showcase hardworking people doing what they love while contributing to the greater good.” Marcie Peters – President and CEO – United Salt Corporation

We produce a lot of deicing salt here in Carlsbad. We ship it to many parts of the country, to places where inclement weather can really slow things down. We’re all really proud knowing that the hard work you see in the show actually plays an important role to help keep people safe.” –Tom Vandekraats – Plant Manager – United Salt Carlsbad, LLC

United Salt Corporation was formed almost 100 years ago in Houston, Texas, and has since grown into a major supplier of high-quality salts. United Salt Corporation is privately owned and sells a variety of salt products used in the production of food, chemical processing, oilfield drilling and production fluids, deicing, agricultural feed, and industrial and residential water softening.


Contacts

United Salt Corporation
Laure Felix, PR
713-828-0008
This email address is being protected from spambots. You need JavaScript enabled to view it.

Earnings Call to be held 7:30 am CT on Friday, November 5, 2021

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

Third Quarter 2021 Highlights

  • Net income of $83.8 million, or $10.82 per Common Share
  • Revenues of $123.7 million
  • EBITDA and adjusted EBITDA(1) of $107.6 million each
  • Royalty production of 19.5 thousand barrels of oil equivalent per day
  • Quarterly cash dividend of $2.75 per Common Share paid on September 15, 2021
  • Released inaugural Environmental, Social and Governance (“ESG”) disclosure

Year-to-Date 2021 Highlights

  • Net income of $190.9 million, or $24.62 per Common Share
  • Revenues of $303.8 million
  • EBITDA of $249.0 million and adjusted EBITDA of $257.7 million (1)
  • Royalty production of 17.5 thousand barrels of oil equivalent per day
  • Total cash dividends of $8.25 per Common Share paid through September 30, 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.

We produced strong operating results across our vertically integrated business, and, along with a supportive commodity price backdrop, we believe it was the best quarter in our over 100-year history,” said Tyler Glover, Chief Executive Officer of the Company. “TPL achieved record consolidated EBITDA and royalty production amid healthy activity levels on our royalty acreage in the Permian Basin. The consistency of our performance throughout commodity cycles reflects the benefits of our active management approach and vertically integrated business model. Over the past several years we have focused on enhancing our business by leveraging our vast surface footprint and making strategic investments into our water business that we can then deploy to enable and accelerate development activity onto TPL’s royalty acreage. Our active management efforts have resulted in multiple high-margin, high-quality cash flows streams, and we continue to strive towards unlocking the tremendous embedded value in our asset base.”

Financial Results for the Third Quarter of 2021

The Company reported net income of $83.8 million for the third quarter ended September 30, 2021, an increase of 81.2% compared to net income of $46.3 million for the quarter ended September 30, 2020.

Our total revenues increased $49.3 million for the third quarter of 2021 compared to the same period of 2020, largely driven by the $47.3 million increase in oil and gas royalty revenue. Our share of production was approximately 19.5 thousand barrels of oil equivalent ("Boe") per day for the third quarter of 2021 compared to 15.7 thousand Boe per day for the same period of 2020. The average realized price was $46.07 per Boe for the third quarter of 2021, compared to $23.02 per Boe for the comparable period of 2020. Water sales increased $7.4 million for the third quarter of 2021 compared to the third quarter of 2020 principally due to a 60.4% increase in the number of barrels of sourced and treated water. These revenue streams are directly impacted by development and operating decisions in the Permian Basin made by our customers and by commodity prices, among other factors.

Our total operating expenses of $20.5 million for the third quarter of 2021 increased $2.8 million compared to the same period of 2020. The increase is principally due to a $1.4 million increase in water service-related expenses and a $1.0 million increase in general and administrative expenses.

Financial Results for the Nine Months Ended September 30, 2021

The Company reported net income of $190.9 million for the nine months ended September 30, 2021, an increase of 45.5% compared to net income of $131.3 million for the nine months ended September 30, 2020.

Our total revenues increased $75.5 million for the nine months ended September 30, 2021 compared to the same period of 2020, largely driven by the $92.2 million increase in oil and gas royalty revenue. Our share of production was approximately 17.5 thousand Boe per day for the nine months ended September 30, 2021 compared to 16.0 thousand Boe per day for the same period of 2020. The average realized price was $41.01 per Boe for the nine months ended September 30, 2021 compared to $22.59 per Boe for the comparable period of 2020. The increase in oil and gas royalty revenue was partially offset by a $15.1 million decrease in land sales due to fewer land sales for the nine months ended September 30, 2021 compared to the same period of 2020. These revenue streams are directly impacted by commodity prices and development and operating decisions made by our customers and vary as the pace of development and oil demand varies.

Our total operating expenses of $67.2 million for the nine months ended September 30, 2021 increased 1.5% compared to the same period of 2020. The increase was principally due to increased salaries and related employee expenses which, for the nine months ended September 30, 2021, included $6.7 million of expense related to severance costs. These increases were partially offset by a $2.8 million decrease in land sales expenses and a $2.1 million decrease in legal and professional fees as the Corporate Reorganization was completed in January 2021.

COVID-19 Pandemic and Global Oil Market Impact in 2021

The uncertainty caused by the global spread of COVID-19 commencing in 2020, among other factors, led to a significant reduction in global demand and prices for oil. These events generally led to production curtailments and capital investment reductions by the operators of the oil and gas wells to which the Company’s royalty interests relate. This slowdown in well development has negatively affected the Company’s business and operations for 2020 and 2021. More recently, development activity has also been impacted by shortages in labor and certain equipment as well as escalating costs which have generally impacted operators in the Permian Basin. While labor and resource shortages and rising costs have not directly impacted us yet, these shortages and rising costs could potentially impact our future operating activity. With current oil, natural gas, and NGL prices broadly higher than the comparable period in 2020, development activities in the Permian Basin have rebounded from the lows in 2020, and producer activity has increased, albeit at a pace still below pre-pandemic levels. Future production and development activity will continue to be influenced by changes in commodity prices and by the evolving economic and health impact of COVID-19.

Though the global spread of COVID-19 and the associated economic impact are still uncertain, COVID-19 containment measures have eased in certain regions globally, and as a result, demand for oil and gas has begun to recover. However, COVID-19 continues to impact certain regions domestically and globally, and any additional containment measures, now or in the future, could impede a recovery. In addition, oil prices in 2021 have been supported by oil supply cuts by the Organization of the Petroleum Exporting Countries (“OPEC”) and Russia (collectively referred to as “OPEC+”). Although our revenues are directly and indirectly impacted by changes in oil prices, we believe our royalty interests (which require no capital expenditures or operating expense burden from us for well development), strong balance sheet, and liquidity position will help us navigate through potential oil price volatility.

In 2020, we implemented certain cost reduction measures to manage costs with an initial focus on negotiating price reductions and discounts with certain vendors and reducing our usage of independent contract service providers. In 2021, we continue to identify additional cost reduction opportunities. 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 is anticipated to further reduce our dependence on fuel, equipment rentals, and repairs and maintenance. Additionally, our investment in automation has allowed us to curtail our reliance on independent contract service providers to support our field operations.

Our business model and disciplined approach to capital resource allocation have helped us maintain our strong financial position while navigating the uncertainty of the current environment. Further, we continue to prioritize maintaining a safe and healthy work environment for our employees. Our information technology infrastructure allowed our corporate employees to transition to a remote work environment starting in March 2020 and we were able to deploy additional safety and sanitation measures for our field employees. As vaccination rates in the United States have risen, we have taken a phased-in approach to returning employees to the office and continue to monitor guidance provided by the Centers for Disease Control and Prevention as new information becomes available. We continue to provide safety and sanitation measures for all employees and maintain communication with employees regarding any concerns they may have during the transition.

Quarterly Dividend Declared

On October 28, 2021, our board of directors declared a quarterly cash dividend of $2.75 per share payable on December 15, 2021 to stockholders of record at the close of business on December 8, 2021.

Stock Repurchase Program

The Company repurchased $8.7 million and $11.2 million of shares of our common stock during the three and nine months ended September 30, 2021, respectively.

Conference Call and Webcast Information

The Company will hold a conference call on Friday, November 5, 2021 at 7:30 a.m. Central Time to discuss third 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.

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# 13723039. The telephone replay will be available starting shortly after the call through November 19, 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 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 Securities and Exchange Commission ("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.

 

FINANCIAL AND OPERATIONAL RESULTS

(dollars in thousands) (unaudited)

 

 

 

Three Months Ended September 30,

 

Nine Months Ended September 30,

 

 

2021

 

2020

 

2021

 

2020

Our share of production volumes(1):

 

 

 

 

 

 

 

 

Oil (MBbls)

 

810

 

 

658

 

 

2,139

 

 

2,081

 

Natural gas (MMcf)

 

3,111

 

 

2,477

 

 

8,627

 

 

6,983

 

NGL (MBbls)

 

469

 

 

374

 

 

1,194

 

 

1,142

 

Equivalents (MBoe)

 

1,798

 

 

1,445

 

 

4,771

 

 

4,387

 

Equivalents per day (MBoe/d)

 

19.5

 

 

15.7

 

 

17.5

 

 

16.0

 

 

 

 

 

 

 

 

 

 

Oil and gas royalty revenue:

 

 

 

 

 

 

 

 

Oil royalties

 

$

52,081

 

 

$

24,111

 

 

$

128,907

 

 

$

76,794

 

Natural gas royalties

 

11,528

 

 

3,286

 

 

26,400

 

 

6,804

 

NGL royalties

 

15,489

 

 

4,361

 

 

31,528

 

 

11,033

 

Total oil and gas royalties

 

$

79,098

 

 

$

31,758

 

 

$

186,835

 

 

$

94,631

 

 

 

 

 

 

 

 

 

 

Realized prices:

 

 

 

 

 

 

 

 

Oil ($/Bbl)

 

$

67.32

 

 

$

38.35

 

 

$

63.12

 

 

$

38.64

 

Natural gas ($/Mcf)

 

$

4.01

 

 

$

1.43

 

 

$

3.31

 

 

$

1.05

 

NGL ($/Bbl)

 

$

35.69

 

 

$

12.62

 

 

$

28.54

 

 

$

10.45

 

Equivalents ($/Boe)

 

$

46.07

 

 

$

23.02

 

 

$

41.01

 

 

$

22.59

 

_________________________

(1)

 

Term

 

Definition

 

 

Bbl

 

One stock tank barrel of 42 U.S. gallons liquid volume used herein in reference to crude oil, condensate or NGLs.

 

 

MBbls

 

One thousand barrels of crude oil, condensate or NGLs.

 

 

MBoe

 

One thousand Boe.

 

 

MBoe/d

 

One thousand Boe per day.

 

 

Mcf

 

One thousand cubic feet of natural gas.

 

 

MMcf

 

One million cubic feet of natural gas.

 

 

NGL

 

Natural gas liquids. Hydrocarbons found in natural gas that may be extracted as liquefied petroleum gas and natural gasoline.

 

REPORT OF OPERATIONS

(in thousands, except share and per share amounts) (unaudited)

 

 

 

Three Months Ended

September 30,

 

Nine Months Ended

September 30,

 

 

2021

 

2020

 

2021

 

2020

Revenues:

 

 

 

 

 

 

 

 

Oil and gas royalties

 

$

79,098

 

 

$

31,758

 

 

$

186,835

 

 

$

94,631

 

Water sales

 

19,554

 

 

12,139

 

 

44,983

 

 

47,525

 

Produced water royalties

 

15,140

 

 

12,246

 

 

43,147

 

 

37,863

 

Easements and other surface-related income

 

9,832

 

 

6,690

 

 

27,856

 

 

32,107

 

Land sales

 

 

 

11,463

 

 

746

 

 

15,855

 

Other operating revenue

 

69

 

 

87

 

 

213

 

 

279

 

Total revenues

 

123,693

 

 

74,383

 

 

303,780

 

 

228,260

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

Salaries and related employee expenses

 

8,542

 

 

7,678

 

 

31,792

 

 

27,235

 

Water service-related expenses

 

3,650

 

 

2,260

 

 

10,499

 

 

11,205

 

General and administrative expenses

 

2,844

 

 

1,883

 

 

8,491

 

 

7,290

 

Legal and professional fees

 

1,551

 

 

1,987

 

 

4,904

 

 

6,955

 

Land sales expenses

 

 

 

67

 

 

 

 

2,773

 

Depreciation, depletion and amortization

 

3,866

 

 

3,760

 

 

11,562

 

 

10,773

 

Total operating expenses

 

20,453

 

 

17,635

 

 

67,248

 

 

66,231

 

 

 

 

 

 

 

 

 

 

Operating income

 

103,240

 

 

56,748

 

 

236,532

 

 

162,029

 

 

 

 

 

 

 

 

 

 

Other income, net

 

513

 

 

1,287

 

 

924

 

 

2,296

 

Income before income taxes

 

103,753

 

 

58,035

 

 

237,456

 

 

164,325

 

Income tax expense

 

19,916

 

 

11,760

 

 

46,521

 

 

33,067

 

Net income

 

$

83,837

 

 

$

46,275

 

 

$

190,935

 

 

$

131,258

 

 

 

 

 

 

 

 

 

 

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

 

$

10.82

 

 

$

5.97

 

 

$

24.62

 

 

$

16.92

 

 

 

 

 

 

 

 

 

 

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

 

7,751,329

 

 

7,756,156

 

 

7,754,439

 

 

7,756,156

 

 

SEGMENT OPERATING RESULTS

(in thousands) (unaudited)

 

 

 

 

 

Three Months Ended

September 30,

 

 

2021

 

2020

Revenues:

 

 

 

 

 

 

 

 

Land and resource management:

 

 

 

 

 

 

 

 

Oil and gas royalty revenue

 

$

79,098

 

 

64

%

 

$

31,758

 

 

43

%

Easements and other surface-related income

 

7,625

 

 

6

%

 

6,588

 

 

9

%

Land sales and other operating revenue

 

69

 

 

%

 

11,550

 

 

15

%

Total land and resource management revenue

 

86,792

 

 

70

%

 

49,896

 

 

67

%

 

 

 

 

 

 

 

 

 

Water services and operations:

 

 

 

 

 

 

 

 

Water sales

 

19,554

 

 

16

%

 

12,139

 

 

16

%

Produced water royalties

 

15,140

 

 

12

%

 

12,246

 

 

17

%

Easements and other surface-related income

 

2,207

 

 

2

%

 

102

 

 

%

Total water services and operations revenue

 

36,901

 

 

30

%

 

24,487

 

 

33

%

Total consolidated revenues

 

$

123,693

 

 

100

%

 

$

74,383

 

 

100

%

 

 

 

 

 

 

 

 

 

Net income:

 

 

 

 

 

 

 

 

Land and resource management

 

$

65,292

 

 

78

%

 

$

34,359

 

 

74

%

Water services and operations

 

18,545

 

 

22

%

 

11,916

 

 

26

%

Total consolidated net income

 

$

83,837

 

 

100

%

 

$

46,275

 

 

100

%

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended

September 30,

 

 

2021

 

2020

Revenues:

 

 

 

 

 

 

 

 

Land and resource management:

 

 

 

 

 

 

 

 

Oil and gas royalty revenue

 

$

186,835

 

 

62

%

 

$

94,631

 

 

41

%

Easements and other surface-related income

 

24,029

 

 

8

%

 

31,385

 

 

14

%

Land sales and other operating revenue

 

959

 

 

%

 

16,134

 

 

7

%

Total land and resource management revenue

 

211,823

 

 

70

%

 

142,150

 

 

62

%

 

 

 

 

 

 

 

 

 

Water services and operations:

 

 

 

 

 

 

 

 

Water sales

 

44,983

 

 

15

%

 

47,525

 

 

21

%

Produced water royalties

 

43,147

 

 

14

%

 

37,863

 

 

17

%

Easements and other surface-related income

 

3,827

 

 

1

%

 

722

 

 

%

Total water services and operations revenue

 

91,957

 

 

30

%

 

86,110

 

 

38

%

Total consolidated revenues

 

$

303,780

 

 

100

%

 

$

228,260

 

 

100

%

 

 

 

 

 

 

 

 

 

Net income:

 

 

 

 

 

 

 

 

Land and resource management

 

$

150,248

 

 

79

%

 

$

92,197

 

 

70

%

Water services and operations

 

40,687

 

 

21

%

 

39,061

 

 

30

%

Total consolidated net income

 

$

190,935

 

 

100

%

 

$

131,258

 

 

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 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 and Adjusted 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 calculate Adjusted EBITDA as EBITDA excluding the impact of certain non-cash, non-recurring and/or unusual, non-operating items, including, but not limited to: proxy and conversion costs and severance costs. We have presented EBITDA and Adjusted EBITDA because we believe that both are useful supplements to net income as indicators of operating performance.

The following table presents a reconciliation of net income to EBITDA and Adjusted EBITDA for the three and nine months ended September 30, 2021 and 2020 (in thousands):

 

 

Three Months Ended

September 30,

 

Nine Months Ended

September 30,

 

 

2021

 

2020

 

2021

 

2020

Net income

 

$

83,837

 

 

$

46,275

 

 

$

190,935

 

 

$

131,258

 

Add:

 

 

 

 

 

 

 

 

Income tax expense

 

19,916

 

 

11,760

 

 

46,521

 

 

33,067

 

Depreciation, depletion and amortization

 

3,866

 

 

3,760

 

 

11,562

 

 

10,773

 

EBITDA

 

107,619

 

 

61,795

 

 

249,018

 

 

175,098

 

Add:

 

 

 

 

 

 

 

 

Corporate reorganization costs

 

 

 

504

 

 

2,026

 

 

2,831

 

Severance costs

 

 

 

 

 

6,680

 

 

 

Adjusted EBITDA

 

$

107,619

 

 

$

62,299

 

 

$

257,724

 

 

$

177,929

 

 


Contacts

Investor Relations
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MIDLAND, Texas--(BUSINESS WIRE)--Colgate Energy Partners III, LLC (the “Company” or “Colgate”) announced today that, subject to market conditions, it intends to offer for sale in a private placement under Rule 144A and Regulation S of the Securities Act of 1933, as amended (the “Securities Act”), to eligible purchasers $200 million in aggregate principal amount of its 5.875% Senior Notes due 2029 (the “Notes”). The Notes are being offered as additional notes under an indenture pursuant to which Colgate issued, on June 30, 2021, $500 million in aggregate principal amount of Notes. The offered Notes will have identical terms as the existing Notes. Colgate intends to use the net proceeds from this offering to fully repay amounts outstanding under its revolving credit facility and the remaining net proceeds to fund a portion of the purchase price for the acquisition of certain assets in Eddy and Lea Counties, New Mexico (the “Parkway Acquisition”). The Parkway Acquisition is not conditioned on the consummation of this offering and this offering is not conditioned on the consummation of the Parkway Acquisition. If the Parkway Acquisition is not consummated on the terms currently contemplated or at all, Colgate intends to use the net proceeds from this offering for general company purposes.

The Notes have not been registered under the Securities Act, or any state securities laws, and, unless so registered, the Notes may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. Colgate plans to offer and sell the Notes only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S under the Securities Act.

This communication shall not constitute an offer to sell, or the solicitation of an offer to buy, any of the Notes, nor shall there be any sale of the Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Colgate

Colgate is a privately held, independent oil and natural gas company headquartered in Midland, Texas that is engaged in the acquisition, exploration and development of oil and natural gas assets in the Delaware Basin, with operations principally focused in Reeves County, Ward County, and Eddy County.

Forward-Looking Statements

This communication includes statements regarding this private placement that may contain forward-looking statements within the meaning of federal securities laws. Colgate believes that its expectations and forecasts are based on reasonable assumptions; however, no assurance can be given that such expectations and forecasts will prove to be correct. A number of factors could cause actual results to differ materially from the expectations and forecasts, anticipated results or other forward-looking information expressed in this communication, including risks and uncertainties regarding future results, Colgate’s ability to complete the Parkway Acquisition, the sources of funding for any remaining portion of the purchase price for the Parkway Acquisition, capital expenditures, liquidity and financial market conditions, sufficiency of cash from operations, adverse market conditions, governmental regulations, the future actions of foreign oil producers such as Saudi Arabia and Russia and the effects of such actions on the supply of oil, and the impact of world health events such as the COVID-19 pandemic.


Contacts

Michael Poynter
Vice President of Finance & Investor Relations
432-695-4222
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ANNAPOLIS, Md.--(BUSINESS WIRE)--$HASI #earnings--Hannon Armstrong Sustainable Infrastructure Capital, Inc. ("Hannon Armstrong," "we," "our" or the "Company") (NYSE: HASI), a leading investor in climate solutions, today reported results for the third quarter of 2021.


Financial Highlights

  • Delivered $(0.04) GAAP EPS on a fully diluted basis for the third quarter of 2021, compared with $0.28 for the same period in 2020
  • Delivered $0.41 Distributable EPS on a fully diluted basis for the third quarter of 2021, compared to $0.36 Distributable EPS for the same period in 2020, representing a 14% YOY increase
  • Reported GAAP-based Net Investment Income of $5.3 million for the third quarter of 2021, compared to $3.9 million for the same period in 2020
  • Increased Distributable Net Investment Income for the third quarter of 2021 by 79% YOY to $32.0 million, compared to $17.9 million for the same period in 2020
  • Closed $1.1 billion of investments in the first three quarters of 2021, including over $200 million in the third quarter in a seasoned portfolio of residential solar assets
  • Launched $100 million CarbonCount®-based Commercial Paper Note Program, the first such program in the United States
  • Grew Portfolio 45% YOY to $3.2 billion and Managed Assets 28% YOY to $8.2 billion
  • Declared dividend of $0.35 per share

ESG Highlights

  • Received award for Corporate Philanthropist of 2021 in Anne Arundel County, Md
  • Initial cohort of the Hannon Armstrong Climate Solutions Scholars were announced by Morgan State and Miami Universities
  • An estimated over 100,000 metric tons of carbon emissions will be avoided annually by our transactions closed this quarter, equating to a CarbonCount score of 0.3 metric tons per $1,000 invested

"We continue to produce outstanding results driven by the flexibility to invest in multiple asset classes and a declining cost of capital," said Jeffrey W. Eckel, Hannon Armstrong Chairman and Chief Executive Officer.

"In addition, we continue our leadership on ESG with CarbonCount and our philanthropic efforts targeted at the intersection of social justice and climate action."

A summary of our results is shown in the table below:

 

 

For the three months ended
September 30, 2021

 

For the three months ended
September 30, 2020

 

 

$ in thousands

 

Per Share
(Diluted)

 

$ in thousands

 

Per Share
(Diluted)

GAAP Net Income

$

(2,838

)

 

 

$

(0.04

)

 

 

$

21,175

 

 

$

0.28

 

Distributable earnings

34,787

 

 

 

0.41

 

 

 

27,746

 

 

0.36

 

 

 

For the nine months ended
September 30, 2021

 

For the nine months ended
September 30, 2020

 

 

$ in thousands

 

Per Share

 

$ in thousands

 

Per Share

GAAP Net Income

$

64,159

 

 

 

$

0.79

 

 

 

$

57,491

 

 

$

0.78

 

Distributable earnings

118,036

 

 

 

1.42

 

 

 

88,175

 

 

1.19

 

Financial Results

"In the third quarter, we continued to expand our well-diversified, low-cost, flexible funding platform by launching a $100 million CarbonCount-based Commercial Paper Note Program, the first such program in the United States," said Jeffrey A. Lipson, Chief Financial Officer and Chief Operating Officer. “With this and the other pillars of our funding platform in place, we now have over $960 million of potential liquidity available to fund scheduled and anticipated investments.”

Comparison of the quarter ended September 30, 2021 to the quarter ended September 30, 2020

Total revenue was unchanged, as higher interest income, the result of a larger portfolio and higher average rate, was offset by lower gain on sale and fee income due to a change in our securitized asset mix and lower advisory fee generating opportunities.

Interest expense increased $1 million, or 5%, primarily as a result of higher outstanding debt balances. We recorded a $1 million provision for loss on receivables driven primarily by loans and loan commitments made during the period. Other expenses (compensation and benefits and general and administrative expenses) increased by approximately $4 million primarily due to an increase in our employee headcount, compensation, and investment in corporate infrastructure.

We recognized a $7 million loss using the hypothetical liquidation at book value method (HLBV) for our equity method investments in the third quarter of 2021, compared to $17 million for the same period in 2020, primarily due to the impact of increasing power prices and the resulting unrealized mark to market losses on economic hedges used by some of our projects to reduce the impact of power price fluctuations.

Income tax benefit (expense) increased approximately $4 million in the third quarter of 2021 compared to the same period in 2020.

GAAP net income (loss) in the third quarter of 2021 was $(3) million, compared to $21 million in the same period in 2020. Distributable earnings in the third quarter of 2021 was approximately $35 million, or an increase of approximately $7 million from the same period in 2020 due primarily to new assets added to our portfolio.

Leverage

The calculation of our fixed-rate debt and leverage ratios as of September 30, 2021 and December 31, 2020 are shown in the table below:

 

September 30,
2021

 

% of Total

 

December 31,
2020

 

% of Total

 

($ in millions)

 

 

 

($ in millions)

 

 

Floating-rate borrowings (1)

$

25

 

 

1

%

 

$

23

 

 

1

%

Fixed-rate debt (2)

2,365

 

 

99

%

 

2,166

 

 

99

%

Total

$

2,390

 

 

100

%

 

$

2,189

 

 

100

%

Leverage (3)

1.6 to 1

 

 

 

1.8 to 1

 

 

(1)

Floating-rate borrowings include borrowings under our floating-rate credit facilities.

(2)

Debt excludes securitizations that are not consolidated on our balance sheet.

(3)

Leverage, as measured by our debt-to-equity ratio.

Portfolio

Our balance sheet portfolio totaled approximately $3.2 billion as of September 30, 2021, which included approximately $1.7 billion of behind-the-meter assets and approximately $1.5 billion of grid-connected assets. The following is an analysis of the performance of our portfolio as of September 30, 2021:

 

Portfolio Performance

 

 

 

Government

 

Commercial

 

 

 

1 (1)

 

1 (1)

 

2 (2)

 

3 (3)

 

Total

 

(dollars in millions)

Total receivables

126

 

 

1,242

 

 

 

14

 

 

 

8

 

 

 

1,390

 

 

Less: Allowance for loss on receivables

 

 

(26

)

 

 

(5

)

 

 

(8

)

 

 

(39

)

 

Net receivables (4)

126

 

 

1,216

 

 

 

9

 

 

 

 

 

 

1,351

 

 

Investments

11

 

 

7

 

 

 

 

 

 

 

 

 

18

 

 

Real estate

 

 

357

 

 

 

 

 

 

 

 

 

357

 

 

Equity method investments (5)

 

 

1,442

 

 

 

26

 

 

 

 

 

 

1,468

 

 

Total

$

137

 

 

$

3,022

 

 

 

$

35

 

 

 

$

 

 

 

$

3,194

 

 

Percent of Portfolio

4

%

 

95

 

%

 

1

 

%

 

 

%

 

100

 

%

Average remaining balance (6)

$

6

 

 

$

13

 

 

 

$

10

 

 

 

$

4

 

 

 

$

12

 

 

(1)

This category includes our assets where based on our credit criteria and performance to date, we believe that our risk of not receiving our invested capital remains low.

(2)

This category includes our assets where based on our credit criteria and performance to date, we believe there is a moderate level of risk of not receiving some or all of our invested capital.

(3)

This category includes our assets where based on our credit criteria and performance to date, we believe there is substantial doubt regarding our ability to recover some or all of our invested capital. Included in this category are two commercial receivables with a combined total carrying value of approximately $8 million as of September 30, 2021 which we have held on non-accrual status since 2017. We have recorded an allowance for the entire asset amounts. We expect to continue to pursue our legal claims with regards to these assets. This category previously contained an equity method investment in a wind project with no book value due to our allocation of impairment losses recorded by the project sponsor. We sold this equity method investment in the third quarter for nominal proceeds.

(4)

Total reconciles to the total of the government receivables and commercial receivables lines of the consolidated balance sheets.

(5)

Some of the individual projects included in portfolios that make up our equity method investments have government off-takers. As they are part of large portfolios, they are not classified separately.

(6)

Average remaining balance is calculated gross of allowance for loss on receivables and excludes approximately 152 transactions each with outstanding balances that are less than $1 million and that in the aggregate total $72 million.

Guidance

The Company expects that annual distributable earnings per share will grow at a compounded annual rate of 7% to 10% from 2021 to 2023, relative to the 2020 baseline of $1.55 per share, which is equivalent to a 2023 midpoint of $1.98 per share. The Company also expects that annual dividends per share will grow at a compound annual rate of 3% to 5% from 2021 to 2023, relative to the 2020 baseline of $1.36 per share, which is equivalent to a 2023 midpoint of $1.53 per share. This guidance reflects the Company’s judgments and estimates of (i) yield on its existing Portfolio; (ii) yield on incremental Portfolio investments, inclusive of the Company’s existing pipeline; (iii) the volume and profitability of securitization transactions; (iv) amount, timing, and costs of debt and equity capital to fund new investments; (v) changes in costs and expenses reflective of the Company’s forecasted operations; and (vi) the general interest rate and market environment. All guidance is based on current expectations of the ongoing and future impact of COVID-19 and the speed and efficacy of vaccine distribution on economic conditions, the regulatory environment, the dynamics of the markets in which we operate and the judgment of the Company’s management team. The Company has not provided GAAP guidance as discussed in the Forward-Looking Statements section of this press release.

Dividend

The Company is announcing today that its Board of Directors approved a quarterly cash dividend of $0.35 per share of common stock. This dividend will be paid on January 11, 2022, to stockholders of record as of December 28, 2021.

Conference Call and Webcast Information

Hannon Armstrong will host an investor conference call today, Thursday, November 4, 2021, at 5:00 p.m. eastern time. The conference call can be accessed live over the phone by dialing 1-844-200-6205 or for international callers, +1-929-526-1599. The participant access code is 653037. A replay will be available two hours after the call and can be accessed by dialing 1-866-813-9403 or for international callers, +44 204-525-0658. The access code for the replay is 112851. The replay will be available until November 11, 2021.

Interested investors and other parties may also listen to a simultaneous webcast of the conference call by logging onto the Investor Relations section of the Company's website at www.hannonarmstrong.com. The online replay will be available for a limited time immediately following the call.

About Hannon Armstrong

Hannon Armstrong (NYSE: HASI) is the first U.S. public company solely dedicated to investments in climate solutions, providing capital to leading companies in energy efficiency, renewable energy, and other sustainable infrastructure markets. With more than $8 billion in managed assets, Hannon Armstrong’s core purpose is to make climate-positive investments with superior risk-adjusted returns. For more information, please visit www.hannonarmstrong.com. Follow Hannon Armstrong on LinkedIn and Twitter @HannonArmstrong.

Forward-Looking Statements:

Some of the information contained in this press release is 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 subject to risks and uncertainties. For these statements, we claim the protections of the safe harbor for forward-looking statements contained in such Sections. These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, results of operations, plans and objectives. When we use the words "believe," "expect," "anticipate," "estimate," "plan," "continue," "intend," "should," "may" or similar expressions, we intend to identify forward-looking statements.

Forward-looking statements are subject to significant risks and uncertainties. Investors are cautioned against placing undue reliance on such statements. Actual results may differ materially from those set forth in the forward-looking statements. Factors that could cause actual results to differ materially from those described in the forward-looking statements include those discussed under the caption “Risk Factors” included in our most recent Annual Report on Form 10-K as well as in other periodic reports that we file with the U.S. Securities and Exchange Commission (the "SEC").

Other important factors that we think could cause our actual results to differ materially from expected results are summarized below, including the ongoing impact of the current outbreak of the novel coronavirus (COVID-19), on the U.S., regional and global economies, the U.S. sustainable infrastructure market and the broader financial markets. The current outbreak of COVID-19 has also impacted, and is likely to continue to impact, directly or indirectly, many of the other important factors below and the risks described in the Form 10-K and in our subsequent filings under the Securities Exchange Act of 1934, as amended. Other factors besides those listed could also adversely affect us. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. In particular, it is difficult to fully assess the impact of COVID-19 at this time due to, among other factors, uncertainty regarding new virus variants and uncertainty regarding whether "herd immunity" can be achieved through vaccination campaigns.

Statements regarding the following subjects, among others, may be forward-looking:

  • negative impacts from a continued spread of COVID-19, including on the U.S. or global economy or on our business, financial position or results of operations;
  • our expected returns and performance of our investments;
  • the state of government legislation, regulation and policies that support or enhance the economic feasibility of projects that reduce carbon emissions or increase resilience to climate change, which we refer to as climate solutions, including energy efficiency and renewable energy projects and the general market demands for such projects;
  • market trends in our industry, energy markets, commodity prices including continued low natural gas prices, interest rates, the capital markets or the general economy;
  • our business and investment strategy;
  • the availability of opportunities to invest in climate solutions including energy efficiency and renewable energy projects and our ability to complete potential new opportunities in our pipeline;
  • our relationships with originators, investors, market intermediaries and professional advisers;
  • competition from other providers of capital;
  • our or any other company’s projected operating results;
  • actions and initiatives of the federal, state and local governments and changes to federal, state and local government policies, regulations, tax laws and rates and the execution and impact of these actions, initiatives and policies;
  • the state of the U.S. economy generally or in specific geographic regions, states or municipalities, and economic trends;
  • our ability to obtain and maintain financing arrangements on favorable terms, including securitizations;
  • general volatility of the securities markets in which we participate;
  • the credit quality of our assets;
  • changes in the value of our assets, our portfolio of assets and our investment and underwriting process;
  • the impact of weather conditions, natural disasters, accidents or equipment failures or other events that disrupt the operation of our investments or negatively impact the value of our assets;
  • rates of default or decreased recovery rates on our assets;
  • interest rate and maturity mismatches between our assets and any borrowings used to fund such assets;
  • changes in interest rates and the market value of our assets and target assets;
  • effects of hedging instruments on our assets or liabilities;
  • the degree to which our hedging strategies may or may not protect us from risks, such as interest rate or commodity price volatility;
  • impact of and changes in accounting guidance;
  • our ability to maintain our qualification as a real estate investment trust ("REIT") for U.S. federal income tax purposes;
  • our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended (the “1940 Act”);
  • availability of and our ability to attract and retain qualified personnel;
  • estimates relating to our ability to generate sufficient cash in the future to operate our business and to make distributions to our stockholders; and
  • our understanding of our competition.

The risks included here are not exhaustive. Forward-looking statements are based on beliefs, assumptions and expectations as of the date of this press release. Any forward- looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for us to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements after the date of this earnings release, whether as a result of new information, future events or otherwise.

The Company has not provided GAAP guidance as forecasting a comparable GAAP financial measure, such as net income, would require that the Company apply the HLBV method to these investments. In order to forecast under the HLBV method, the Company would be required to make various assumptions related to expected changes in the net asset value of the various entities and how such changes would be allocated under HLBV. GAAP HLBV earnings over a period of time are very sensitive to these assumptions especially in regard to when a partnership transaction flips and thus the liquidation scenarios change materially. The Company believes that these assumptions would require unreasonable efforts to complete and if completed, the wide variation in projected GAAP earnings based upon a range of scenarios would not be meaningful to investors. Accordingly, the Company has not included a GAAP reconciliation table related to any distributable earnings guidance.

Estimated carbon savings are calculated using the estimated kilowatt hours, gallons of fuel oil, million British thermal units of natural gas and gallons of water saved as appropriate, for each project. The energy savings are converted into an estimate of metric tons of CO2 equivalent emissions based upon the project’s location and the corresponding emissions factor data from the U.S. Government and International Energy Agency. Portfolios of projects are represented on an aggregate basis.

HANNON ARMSTRONG SUSTAINABLE INFRASTRUCTURE CAPITAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

 

 

For the Three Months Ended
September 30,

 

For the Nine Months Ended
September 30,

 

2021

 

2020

 

2021

 

2020

Revenue

 

 

 

 

 

 

 

Interest income

$

26,236

 

 

 

$

23,508

 

 

 

$

76,352

 

 

 

$

71,046

 

 

Rental income

6,430

 

 

 

6,469

 

 

 

19,361

 

 

 

19,408

 

 

Gain on sale of receivables and investments

13,072

 

 

 

13,628

 

 

 

54,988

 

 

 

34,449

 

 

Fee income

3,144

 

 

 

4,984

 

 

 

8,769

 

 

 

13,115

 

 

Total revenue

48,882

 

 

 

48,589

 

 

 

159,470

 

 

 

138,018

 

 

Expenses

 

 

 

 

 

 

 

Interest expense

27,349

 

 

 

26,085

 

 

 

95,394

 

 

 

65,884

 

 

Provision for loss on receivables

1,485

 

 

 

2,458

 

 

 

2,896

 

 

 

5,629

 

 

Compensation and benefits

12,218

 

 

 

9,012

 

 

 

39,850

 

 

 

27,223

 

 

General and administrative

4,964

 

 

 

3,918

 

 

 

14,814

 

 

 

11,181

 

 

Total expenses

46,016

 

 

 

41,473

 

 

 

152,954

 

 

 

109,917

 

 

Income before equity method investments

2,866

 

 

7,116

 

 

 

6,516

 

 

 

28,101

 

 

Income (loss) from equity method investments

(7,215

)

 

 

16,506

 

 

 

69,519

 

 

 

32,505

 

 

Income (loss) before income taxes

(4,349

)

 

 

23,622

 

 

 

76,035

 

 

 

60,606

 

 

Income tax (expense) benefit

1,250

 

 

 

(2,345

)

 

 

(11,510

)

 

 

(2,860

)

 

Net income (loss)

$

(3,099

)

 

 

$

21,277

 

 

 

$

64,525

 

 

 

$

57,746

 

 

Net income (loss) attributable to non-controlling interest holders

(261

)

 

 

102

 

 

 

366

 

 

 

255

 

 

Net income (loss) attributable to controlling stockholders

$

(2,838

)

 

 

$

21,175

 

 

 

$

64,159

 

 

 

$

57,491

 

 

Basic earnings (loss) per common share

$

(0.04

)

 

 

$

0.28

 

 

 

$

0.81

 

 

 

$

0.80

 

 

Diluted earnings (loss) per common share

$

(0.04

)

 

 

$

0.28

 

 

 

$

0.79

 

 

 

$

0.78

 

 

Weighted average common shares outstanding—basic

79,335,173

 

 

 

74,012,788

 

 

 

78,407,028

 

 

 

71,376,004

 

 

Weighted average common shares outstanding—diluted

79,335,173

 

 

 

76,131,252

 

 

 

82,069,464

 

 

 

72,644,626

 

 

HANNON ARMSTRONG SUSTAINABLE INFRASTRUCTURE CAPITAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)

 

 

September 30,
2021

 

December 31,
2020

Assets

 

 

 

Cash and cash equivalents

$

413,259

 

 

 

$

286,250

 

 

Equity method investments

1,468,282

 

 

 

1,279,651

 

 

Commercial receivables, net of allowance of $39 million and $36 million, respectively

1,224,741

 

 

 

965,452

 

 

Government receivables

126,412

 

 

 

248,455

 

 

Real estate

356,861

 

 

 

359,176

 

 

Investments

17,637

 

 

 

55,377

 

 

Securitization assets

203,625

 

 

 

164,342

 

 

Other assets

130,046

 

 

 

100,364

 

 

Total Assets

$

3,940,863

 

 

 

$

3,459,067

 

 

Liabilities and Stockholders’ Equity

 

 

 

Liabilities:

 

 

 

Accounts payable, accrued expenses and other

$

77,395

 

 

 

$

59,944

 

 

Credit facilities

25,483

 

 

 

22,591

 

 

Non-recourse debt (secured by assets of $574 million and $723 million, respectively)

438,051

 

 

 

592,547

 

 

Senior unsecured notes

1,771,264

 

 

 

1,283,335

 

 

Convertible notes

155,285

 

 

 

290,501

 

 

Total Liabilities

2,467,478

 

 

 

2,248,918

 

 

Stockholders’ Equity:

 

 

 

Preferred stock, par value $0.01 per share, 50,000,000 shares authorized, no shares issued and outstanding

 

 

 

 

 

Common stock, par value $0.01 per share, 450,000,000 shares authorized, 84,275,179 and 76,457,415 shares issued and outstanding, respectively

843

 

 

 

765

 

 

Additional paid in capital

1,671,747

 

 

 

1,394,009

 

 

Accumulated deficit

(225,933

)

 

 

(204,112

)

 

Accumulated other comprehensive income (loss)

7,746

 

 

 

12,634

 

 

Non-controlling interest

18,982

 

 

 

6,853

 

 

Total Stockholders’ Equity

1,473,385

 

 

 

1,210,149

 

 

Total Liabilities and Stockholders’ Equity

$

3,940,863

 

 

 

$

3,459,067

 

 

EXPLANATORY NOTES

Non-GAAP Financial Measures

Distributable Earnings

We calculate distributable earnings as GAAP net income (loss) excluding non-cash equity compensation expense, provisions for loss on receivables, amortization of intangibles, non-cash provision (benefit) for taxes, gains or (losses) from modification or extinguishment of debt facilities, any one-time acquisition related costs or non-cash tax charges and the earnings attributable to our non-controlling interest of our Operating Partnership. We also make an adjustment to our equity method investments in the renewable energy projects as described below. We will use judgment in determining when we will reflect the losses on receivables in our distributable earnings. In making this determination we will consider certain circumstances such as the time period in default and sufficiency of collateral as well as the outcomes of any related litigation. In the future, distributable earnings may also exclude one-time events pursuant to changes in GAAP and certain other adjustments as approved by a majority of our independent directors.


Contacts

Investor Contact:

Chad Reed
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410-571-6189

Media Contact:

Gil Jenkins
This email address is being protected from spambots. You need JavaScript enabled to view it.
443-321-5753


Read full story here

MONTREAL--(BUSINESS WIRE)--Lomiko Metals Inc. (TSX-V: LMR, OTC: LMRMF, FSE: DH8C) ("Lomiko Metals” or the “Company”) is pleased to announce that its Annual General Special Meeting (the “Meeting”) will be held on Monday December 6, 2021 at 11:00 a.m. (Eastern Time). Due to the public health impact of the coronavirus pandemic, also known as COVID-19, the meeting will be held remotely to mitigate risks to the health and safety of our community, shareholders, employees and other stakeholders; the Company is conducting a virtual meeting of the shareholders of the Company.


Shareholders will not be able to attend the Meeting in person. Instead, Registered Shareholders (as defined in the management information circular dated November 4, 2021 filed on SEDAR (the “Circular”) under the headings "Appointment of Proxy” and “Revocation of Proxies") and duly appointed proxyholders can virtually attend, participate, vote or submit questions at the virtual Meeting online by registering before December 3, 2021 at the following link:

https://bit.ly/3nRCExD

After registering by completing the online survey, you will receive a confirmation email with access instructions. To ensure a smooth process, the Company is asking registered participants to log in by 10:45 a.m. (Eastern time) on December 6, 2021.

In its Circular and for shareholders as of the record date of October 22, 2021, the Company has announced the nomination of four new independent directors to the board to support Lomiko Metals’ vision in becoming a high-growth critical minerals company. To this effect, the new directors being nominated to the board are highly visionary and experienced in mining, critical minerals development and business scaling. The board of directors will be majority independent, majority female and with a female Lead Independent Director, namely Ms. Anu Dhir. The new directors being nominated are highly diverse in background, with Indigenous female representation and representation in Quebec with three of four directors fluent in French. We are pleased that A. Paul Gill is nominated for re-election as Executive Chair. It is also of note that our recently announced management team reflects our vision of diversity in both gender and cultural background.

For more information relating to the matters to be acted upon at the Meeting, shareholders should refer to the Circular and the notice of meeting filed on SEDAR under Lomiko Metals’ profile at www.sedar.com.

“Together we represent a company with purpose: a people-first company where we can manifest a world of abundant renewable energy with Canadian critical minerals in North America,” said Belinda Labatte, CEO and Director. “Our goal is to create a new energy future in Canada where we will grow the critical minerals workforce, become a valued partner and neighbour with the communities in which we operate and provide a secure and responsibly sourced supply of critical minerals.”

New director nominations

Anu Dhir: Ms. Dhir is co-founder of a technology company called Wshingwell. She is based in Toronto, Canada. Wshingwell is a for profit community relationship platform that allows individuals, communities and organizations to micro-fundraise around experiences and events. Prior to starting Wshingwell, Ms. Dhir spent the last 20 years in the resources sector. Most recently she was a co-founder and executive of ZinQ Mining, a private base metals and precious metals company that focuses on the LatAm Region. She also spent many years associated with Katanga Mining Limited, where she served as Vice President, Corporate Development and Company Secretary. Ms. Dhir is a non-executive director of Golden Star Resources Ltd. and Taseko Mines Limited. Ms. Dhir is a graduate of the General Management Program (GMP) at Harvard Business School, she has a law degree (Juris Doctor) from Quinnipiac University and a Bachelor of Arts (BA) from the University of Toronto.

Sagiv Shiv: Mr. Shiv is a Managing Director at B. Riley Securities based in New York City. Prior to B. Riley’s acquisition of National Securities, Mr. Shiv was the Senior Managing Director and the head of the Advisory Services Practice at National Securities Corp. Prior to National, Mr. Shiv led the global M&A and Advisory Practice at INTL FCStone Inc. and at Merriman Capital. Prior to entering investment banking, Mr. Shiv served as Chief Financial Officer of three multi-national diversified holding companies. At his last corporate position, Mr. Shiv served as CFO of The Plastiflex Group, an international manufacturing company, with 6,000 employees in 10 locations in eight countries. As CFO, Mr. Shiv led the acquisition, integration, and divestiture of several businesses. He has also served on the boards of several publicly-traded companies, as well as on the boards of private entities and charities.

Dominique Dionne: Ms. Dionne is an award winning communicator who has held high level positions in the areas of public relations, government relations, and brand management with major international companies. She is based in Lac Supérieur, Quebec and is Francophone. She currently serves as a Corporate Director on the boards of publicly listed companies and not-for-profit organizations. Ms. Dionne chairs the board of directors of Public Relations Without Borders, an international cooperation organization. Until recently, she held the position of Vice President, Public Affairs and Strategic Communications at PSP Investments, one of Canada’s largest pension investment managers. Previously, she served as Vice President, Institutional and International Relations at the Caisse de dépôt et placement du Québec, where she was responsible for developing and implementing strategies to position and ensure the Caisse’s outreach, both throughout Québec and at the national and international levels. Prior to serving at the Caisse, she was Vice President, Public Affairs, at Xstrata Nickel (now Glencore) and Vice President, Communications, at Bombardier.

Lee Arden Lewis: Ms. Lewis is a status member of the Mohawks of the Bay of Quinte Tyendinaga Mohawk Territory and based in Prince Edward County. Ms. Lewis is a strategist who develops collaborative business models. A community builder, Ms. Lewis is committed to the broadening of equitable and productive work environments. Lee helped create Telesat’s first Broadbent portal for Indigenous people in North America. As the Canadian Liaison for the Federal Communications Commission (FCC), she oversaw digital policy innovations for Canadian and U.S. governments including the launch of the first Aboriginal Canada web portal and information technology training for Indigenous people (ITTI). As consultant for Crown-Indigenous Relations and Northern Affairs Canada (CIRNAC) Ms. Lewis produced projection reports on the affects of the digital age on Indigenous cultures and identified potential paths forward. Working with the Assembly of First Nations (AFN) and the Aboriginal Traditional Knowledge Group, Ms. Lewis served as a consultant for Canada Ontario Resource Development Agreement Committee (CORDA), Environment Canada and Canadian Wildlife Services addressing Species at Risk Act (SARA). Ms. Lewis’ work with the Navajo Heritage Program and the Aboriginal Working Group brought together Indigenous Chiefs from Canada to the Navajo Nation to share governance information. For over a decade Ms. Lewis was the sole proprietor of Jackson’s Falls Country Inn and Indigenous restaurant in Prince Edward County, Ontario.

Corporate Update

The Company has updated its investor presentation and it is now available on its website at www.lomiko.com. It also acknowledges and confirms that its previous consulting agreement with Veritas Consulting Services initiated on March 12, 2021 was terminated on July 15, 2021. Lomiko Metals also announces that it is presenting at the upcoming Critical and Precious Metals Investor Conference on November 10th at 3pm (Eastern Time).

About Lomiko Metals Inc.

Lomiko Metals holds a 100% interest in its La Loutre graphite development in southern Quebec. Located 180 kilometres northwest of Montreal, the property consists of 1 large, continuous block with 42 minerals claims totaling 2,509 hectares (25.1km2). Lomiko Metals published a Preliminary Economic Assessment (“PEA”) on September 10, 2021 which indicated the project had a 15 year mine life, US$406/tonne cost, average graphite mill head grade of 7.44% Cg for the first eight years; Life of Mine (LOM) average graphite mill head grade of 6.67% Cg, average LOM recovery of 93.5% Cg, measured and indicated resource at the base case cut-off grade of 1.5% Cg of 23,165 kt at a 4.51% Cg grade for 1.04 Mt of graphite, inferred resource at the base case cut-off grade of 1.5% Cg of 46,821 kt at a 4.01% Cg grade for 1.89Mt of graphite. This report was prepared as National Instrument 43-101 Technical Report for Lomiko Metals Inc. by Ausenco Engineering Canada Inc., Hemmera Envirochem Inc., Moose Mountain Technical Services, and Metpro Management Inc., collectively the Report Authors.

The company also has an interest in the Bourier project which consists of 203 claims, for a total ground position of 10,252.20 hectares (102.52 km2), in Canada’s lithium triangle near the James Bay region of Quebec that has historically housed lithium deposits and mineralization trends.

Mr. Mike Petrina, Project Manager, a Qualified Person under National Instrument 43-101 – Standards of Disclosure for Mineral Projects, has reviewed and approved the technical disclosure in this news release. For more information on Lomiko Metals, review the website at www.lomiko.com, contact Belinda Labatte at 647-402-8379 or email: This email address is being protected from spambots. You need JavaScript enabled to view it..

Cautionary Note Regarding Forward-Looking Information

This news release contains "forward-looking information" within the meaning of the applicable Canadian securities legislation that is based on expectations, estimates, projections and interpretations as at the date of this news release. The information in this news release about the Company; and any other information herein that is not a historical fact may be "forward-looking information" (“FLI”). All statements, other than statements of historical fact, are FLI and can be identified by the use of statements that include words such as "anticipates", "plans", "continues", "estimates", "expects", "may", "will", "projects", "predicts", “proposes”, "potential", "target", "implement", “scheduled”, "intends", "could", "might", "should", "believe" and similar words or expressions. FLI in this new release includes, but is not limited to: the Company’s objective to become a responsible supplier of critical minerals, exploration of the Company’s projects, including expected costs of exploration and timing to achieve certain milestones, including timing for completion of exploration programs; the Company’s ability to successfully fund, or remain fully funded for the implementation of its business strategy and for exploration of any of its projects (including from the capital markets); any anticipated impacts of COVID-19 on the Company’s business objectives or projects, the Company's financial position or operations, and the expected timing of announcements in this regard. FLI involves known and unknown risks, assumptions and other factors that may cause actual results or performance to differ materially. This FLI reflects the Company’s current views about future events, and while considered reasonable by the Company at this time, are inherently subject to significant uncertainties and contingencies. Accordingly, there can be no certainty that they will accurately reflect actual results. Assumptions upon which such FLI is based include, without limitation: current market for critical minerals; current technological trends; the business relationship between the Company and its business partners; ability to implement its business strategy and to fund, explore, advance and develop each of its projects, including results therefrom and timing thereof; the ability to operate in a safe and effective manner; uncertainties related to receiving and maintaining exploration, environmental and other permits or approvals in Quebec; any unforeseen impacts of COVID-19; impact of increasing competition in the mineral exploration business, including the Company’s competitive position in the industry; and general economic conditions, including in relation to currency controls and interest rate fluctuations.

The FLI contained in this news release are expressly qualified in their entirety by this cautionary statement, the “Forward-Looking Statements” section contained in the Company’s most recent management’s discussion and analysis (MD&A), which is available on SEDAR at www.sedar.com, and on the investor presentation on its website. All FLI in this news release are made as of the date of this news release. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update or revise any such forward-looking statements or forward-looking information contained herein to reflect new events or circumstances, except as may be required by applicable secruties laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

On Behalf of the Board,

“Belinda Labatte”

Chief Executive Officer and Director


Contacts

Belinda Labatte
647-402-8379
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DALLAS--(BUSINESS WIRE)--Flowserve Corporation (NYSE: FLS), a leading provider of flow control products and services for the global infrastructure markets, announced today it has been named as number 13 on Forbes’ list of the World’s Top Female Friendly Companies 2021.

This prestigious list is presented by Forbes and Statista Inc. and is based on survey results from 85,000 women in 40 countries, including direct feedback from Flowserve female employees. Survey participants were invited to evaluate how their company supports women inside and outside the workplace, including opportunities for advancement, pay equity, balanced recruitment, and other related topics. This listing also takes into account gender diversity on the Board of Directors and Executive Leadership Team.

“We’ve been on a journey to strengthen our culture of inclusion at Flowserve. To us, this means fostering a workplace culture where different perspectives and opinions are valued,” said Scott Rowe, president and chief executive officer. “Being recognized as a Top Female Friendly Company by Forbes demonstrates the progress we’ve made and will continue to drive.”

Flowserve’s 2020 Environmental, Social and Governance (ESG) Report details its commitment to Diversity, Equity and Inclusion (DE&I), alignment with the UN’s Sustainable Development Goals (SDG), including SDG 10: Reduce Inequalities, as well as the tangible progress the company has made on building an inclusive workplace.

“This recognition is an example of the Flowserve values coming to life in a very real way,” added Elizabeth Burger, chief human resources officer. “Embracing differences is a key aspect of our People value, and the insights, ideas and leadership of our female associates have a tremendous positive impact on our success.”

Visit the Forbes website for the full listing of the World’s Top Female Friendly Companies 2021.

About Flowserve: Flowserve Corp. is one of the world’s leading providers of fluid motion and control products and services. Operating in more than 55 countries, the company produces engineered and industrial pumps, seals and valves as well as a range of related flow management services. More information about Flowserve can be obtained by visiting the company’s Web site at www.flowserve.com.

Safe Harbor Statement: This news release includes 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, which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. Words or phrases such as, "may," "should," "expects," "could," "intends," "plans," "anticipates," "estimates," "believes," "forecasts," "predicts" or other similar expressions are intended to identify forward-looking statements, which include, without limitation, earnings forecasts, statements relating to our business strategy and statements of expectations, beliefs, future plans and strategies and anticipated developments concerning our industry, business, operations and financial performance and condition.

The forward-looking statements included in this news release are based on our current expectations, projections, estimates and assumptions. These statements are only predictions, not guarantees. Such forward-looking statements are subject to numerous risks and uncertainties that are difficult to predict. These risks and uncertainties may cause actual results to differ materially from what is forecast in such forward-looking statements, and include, without limitation, the following: the impact of the global outbreak of COVID-19 on our business and operations; a portion of our bookings may not lead to completed sales, and our ability to convert bookings into revenues at acceptable profit margins; changes in global economic conditions and the potential for unexpected cancellations or delays of customer orders in our reported backlog; our dependence on our customers’ ability to make required capital investment and maintenance expenditures; if we are not able to successfully execute and realize the expected financial benefits from our strategic transformation and realignment initiatives, our business could be adversely affected; risks associated with cost overruns on fixed-fee projects and in taking customer orders for large complex custom engineered products; the substantial dependence of our sales on the success of the oil and gas, chemical, power generation and water management industries; the adverse impact of volatile raw materials prices on our products and operating margins; economic, political and other risks associated with our international operations, including military actions, trade embargoes, epidemics or pandemics or changes to tariffs or trade agreements that could affect customer markets, particularly North African, Russian and Middle Eastern markets and global oil and gas producers, and non-compliance with U.S. export/re-export control, foreign corrupt practice laws, economic sanctions and import laws and regulations; increased aging and slower collection of receivables, particularly in Latin America and other emerging markets; our exposure to fluctuations in foreign currency exchange rates, including in hyperinflationary countries such as Venezuela and Argentina; our furnishing of products and services to nuclear power plant facilities and other critical processes; potential adverse consequences resulting from litigation to which we are a party, such as litigation involving asbestos-containing material claims; expectations regarding acquisitions and the integration of acquired businesses; our relative geographical profitability and its impact on our utilization of deferred tax assets, including foreign tax credits; the potential adverse impact of an impairment in the carrying value of goodwill or other intangible assets; our dependence upon third-party suppliers whose failure to perform timely could adversely affect our business operations; the highly competitive nature of the markets in which we operate; environmental compliance costs and liabilities; potential work stoppages and other labor matters; access to public and private sources of debt financing; our inability to protect our intellectual property in the U.S., as well as in foreign countries; obligations under our defined benefit pension plans; our internal control over financial reporting may not prevent or detect misstatements because of its inherent limitations, including the possibility of human error, the circumvention or overriding of controls, or fraud; the recording of increased deferred tax asset valuation allowances in the future or the impact of tax law changes on such deferred tax assets could affect our operating results; our information technology infrastructure could be subject to service interruptions, data corruption, cyber-based attacks or network security breaches, which could disrupt our business operations and result in the loss of critical and confidential information; ineffective internal controls could impact the accuracy and timely reporting of our business and financial results; and other factors described from time to time in our filings with the Securities and Exchange Commission.

All forward-looking statements included in this news release are based on information available to us on the date hereof, and we assume no obligation to update any forward-looking statement.

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). However, management believes that non-GAAP financial measures which exclude certain non-recurring items present additional useful comparisons between current results and results in prior operating periods, providing investors with a clearer view of the underlying trends of the business. Management also uses these non-GAAP financial measures in making financial, operating, planning and compensation decisions and in evaluating the Company's performance. Throughout our materials we refer to non-GAAP measures as “Adjusted.” Non-GAAP financial measures, which may be inconsistent with similarly captioned measures presented by other companies, should be viewed in addition to, and not as a substitute for, the Company’s reported results prepared in accordance with GAAP.


Contacts

Flowserve
Investor Contacts:
Jay Roueche, Vice President, Investor Relations & Treasurer, (972) 443-6560
Mike Mullin, Director, Investor Relations, (972) 443-6636

Media Contact:
Lars Rosene, Vice President, Corporate Communications & Public Affairs, (972) 443-6644

Products and services harness data to elevate safety and organizational performance


Calgary, Canada--(BUSINESS WIRE)--$BLN #TSX--Blackline Safety Corp. (TSX: BLN), a global leader of gas detection and connected safety solutions, today announced it will be a featured exhibitor in the Canadian Pavilion at the 2021 ADIPEC Exhibition. The annual event, which takes place November 15-18 in Abu Dhabi, United Arab Emirates, brings together professionals across the energy sector to learn, network and discuss the industry’s latest best practices and technologies. Blackline will present its solutions and services that drive safety and enhance organizational performance.

“Over the last 18 months, we have invested in product enhancements and innovations that have helped our customers boost the safety, efficiency and productivity of their organization,” said Cody Slater, CEO and Chair of Blackline Safety.

“We look forward to safely coming together to share what we have learned and connect with others who are also committed to helping people return home safely every day.”

The company recently announced a new office will be opening in Dubai to support international growth initiatives. The facility will be fundamental in allowing the business to scale while delivering superior service to customers and distributors in those regions.

At ADIPEC, attendees can preview, in-person, Blackline Safety’s solutions, including:

  • Blackline Live & Blackline Analytics, award-winning connected safety software that provides proximity messaging alerts to keep people and teams safer in the event of an emergency. Now featuring convenient Single Sign-On.
  • G7 EXO Area Monitor, a portable area gas monitor that offers rapid deployment, configuration flexibility and versatile mounting systems for placement anywhere. G7 EXO also offers an optional satellite module for use in areas with poor cellular connectivity, and will soon include real-time gas plume modeling in partnership with Vlahi Systems for accurate and automated mapping.
  • G7 Wearables, convenient, versatile and easy-to-use wearable devices for personal gas detection and lone worker monitoring with cellular connectivity. G7 wearables offer built-in features including a clock, timer, powering down warnings, false alarm features and non-emergency alert tones. Automatic firmware updates help ensure compliance without the need for manual checks.

The G7 EXO, which previously won the OH&S 2021 New Product of the Year Award and gold at INT Design’s 2021 GRANDS PRIX DU DESIGN awards, was also a finalist in this year’s Best in Show New Product Awards Showcase at the recent National Safety Congress & Exhibition in Orlando, Florida. This product is the first direct-to-cloud connected area monitor with integrated 4G communications and delivers unmatched connectivity and visibility into an entire worksite.

Blackline Safety can be found at stand #2460 in the Canadian Pavilion. For those unable to attend this year’s ADIPEC Exhibition, please visit here for Blackline Safety news and product tours.

About Blackline Safety

Blackline Safety is a global connected safety leader that helps to ensure every worker gets their job done and returns home safely each day. Blackline provides wearable safety technology, personal and area gas monitoring, cloud-connected software and data analytics to meet demanding safety challenges and increase productivity of organizations with coverage in more than 100 countries. Blackline Safety wearables provide a lifeline to tens of thousands of people, having reported over 161 billion data-points and initiated over five million emergency responses. Armed with cellular and satellite connectivity, we ensure that help is never too far away. For more information, visit www.BlacklineSafety.com and connect with us on Facebook, Twitter, LinkedIn and Instagram.


Contacts

MEDIA
Blackline Safety
Christine Gillies, CMO
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+1 403-629-9434

Investment underscores KKR’s commitment to supporting Korean businesses’ growth strategies

SEOUL, South Korea--(BUSINESS WIRE)--KKR, a leading global investment firm, today announced that KKR has acquired from South Korean energy company SK E&S (the “Company”) KRW2.4 trillion (approximately US$2 billion) worth of SK E&S’ newly issued redeemable convertible preferred shares. The investment will provide KKR with an opportunity to receive cash or in-kind redemption as an option for repayment in the future paired with the possibility of converting into common shares of SK E&S. SK E&S will use the funding to accelerate its growth and transformation into a global clean energy solution provider.


Established in 1999, SK E&S is a member of the SK Group, one of South Korea’s largest conglomerates. The Company engages in a range of businesses, including upstream such as overseas gas field development and downstream such as power generation, district energy, and city gas distribution. SK E&S has been operating a city gas business which distributes natural gas to customers in cities and rural areas across eight regions in South Korea. It is developing 2.5GW worth of renewable energy assets, and is expanding its portfolio via large-scale investments in companies including Plug Power, Key Capture Energy and Rev Renewables. In 2021, SK E&S outlined its goal to become a leading global clean energy solution provider by transitioning its portfolio to focus on hydrogen as well as renewable energy and related solutions.

Keith Kim from KKR’s Infrastructure team said, “KKR is excited by this unique opportunity to join SK E&S in its journey to accelerate its growth and transformation into a global clean energy solution provider. KKR is additionally pleased to further expand its valued relationship with the SK Group. Sustainability continues to be at the top of its minds at KKR when reviewing and executing investments, which is why KKR is excited to invest together with leading businesses such as SK E&S that seek to provide sustainable energy solutions.”

The transaction marks KKR’s latest investment in South Korea and builds on its track record as an active investor across asset classes including infrastructure, private equity, real estate and credit. Also, KKR, in strategic partnership with TY Holdings, has successfully launched ECORBIT, a leading waste management platform created through the merger of two market leaders: Eco Solutions Group and TSK Corporation. Looking ahead, KKR has identified energy transition and digital transformation as key drivers of Korean infrastructure opportunities. The team also looks to utilize its invested platforms in waste management and renewable energy to scale up through bolt-on acquisitions.

“Korea is a key part of KKR’s Asia infrastructure strategy. It is home to many companies with great potential for growth both domestically and abroad,” said David Luboff, Head of Asia Pacific Infrastructure at KKR. “We look to continue investing in compelling infrastructure opportunities where we can leverage KKR’s global experience and networks to partner with Korean businesses to achieve their transformations.”

KKR made its investment from its Asia Pacific Infrastructure Fund.

About KKR

KKR is a leading global investment firm that offers alternative asset management and capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life, and reinsurance products under the management of The Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com and on Twitter @KKR_Co.


Contacts

Media
KKR Asia Pacific
Anita Davis
+852 3602 7335
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or
Wei Jun Ong
+65 6922 5813
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The Signature (For KKR Korea)
Nuri Hwang, +82 2 6951 3557
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This partnership will help organizations make meaningful progress on their net zero commitments through standardized, certifiable, and verifiable processes

GLASGOW, Scotland--(BUSINESS WIRE)--Envision Digital International Pte Ltd (“Envision Digital”), a Singapore-headquartered global Artificial Intelligence of Things (AIoT) technology leader for net zero, and Bureau Veritas, a world leader in testing, inspection and certification, will jointly develop net zero technology solutions helping businesses, organisations and governments around the world drive climate action, make meaningful progress on their net zero commitments, and do so in a standardized, certifiable, and verifiable manner.


Lei Zhang, Founder and CEO of Envision Group, commented:

Through strategic partnership with Bureau Veritas, our best practices of digital solution will help more companies around the world accelerate their net zero transition.

Didier Michaud-Daniel, CEO of Bureau Veritas, added:

Our role as an independent third party is essential to shape trust between economic players. Through our BV Green Line of services and solutions, we support our 400,000 clients to be more efficient, more methodical and more trustworthy in their journey towards more sustainable business and a more sustainable world. Together with Envision Digital, we will provide organizations with end-to-end solutions combining our respective strengths focused on achieving clients’ net-zero goals, and thus contribute to a positive impact on people and the planet.

While the number of organizations making net zero pledges has increased, there is also growing concern about the credibility of commitments that lean heavily on carbon offsets. In addition, increasing calls for greater transparency and accountability in emissions reporting have added another layer of difficulty on an organization’s road to net zero. The combination of Envision Digital’s AIoT technology and Bureau Veritas’ unrivalled expertise in sustainability certification and auditing processes will enable organisations to better align with internationally recognized carbon-neutral standards.

About Bureau Veritas
Bureau Veritas is a world leader in laboratory testing, inspection and certification services. Created in 1828, the Group has more than 78,000 employees located in more than 1,600 offices and laboratories around the globe. Bureau Veritas helps its 400,000 clients improve their performance by offering services and innovative solutions in order to ensure that their assets, products, infrastructure and processes meet standards and regulations in terms of quality, health and safety, environmental protection and social responsibility.
Bureau Veritas is listed on Euronext Paris and belongs to the Next 20 index.
Compartment A, ISIN code FR 0006174348, stock symbol: BVI.
For more information, visit www.bureauveritas.com, and follow us on Twitter (@bureauveritas) and LinkedIn.

Our information is certified with blockchain technology.
Check that this press release is genuine at www.wiztrust.com

About Envision Digital
Envision Digital is committed to becoming the world’s leading net zero technology partner for enterprises, governments, and cities alike. Its world-class AIoT technology helps governments and companies across the world accelerate progress toward a net zero future and improve their citizens’ quality of life. Having established itself as a leading solutions provider for intelligent renewable energy generation, consumption efficiency and smart and flexible storage, Envision Digital has extended its capabilities beyond energy to enable and optimise applications – notably in smart renewables, city infrastructure and carbon management solutions.

EnOS™, Envision Digital’s proprietary AIoT operating system, connects and manages more than 110 million smart devices and 360 gigawatts of energy assets globally and with Envision Ark, it has earned Envision Group a place on Fortune’s 2021 Change The World list. Envision Digital’s growing ecosystem of more than 360 customers and partners spans 10 industries and includes Accenture, Amazon Web Services, GovTech Singapore, Keppel Corporation, Microsoft, Nissan, PTT, Solarvest, Total and ST Engineering. The company has close to 800 employees and 12 offices across China, France, Japan, Germany, Norway, the Netherlands, the United Kingdom, and the United States, with headquarters in Singapore.

For more information, please visit www.envision-digital.com/


Contacts

ANALYST/INVESTOR

Laurent Brunelle
+33 (0)1 55 24 76 09
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Florent Chaix
+33 (0)1 55 24 77 80
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MEDIA

Caroline Ponsi Khider
+33 (0)7 52 60 89 78
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DGM Conseil
+33 (0)1 40 70 11 89
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MEDIA

Ash Lim
Vice President, Global Marketing, Envision Digital
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M: +65 9725 5844

Largest U.S. Offshore Wind Farm to supply energy to 660,000 households

ANTWERP, Belgium & BOSTON--(BUSINESS WIRE)--DEME Offshore US LLC (“DEME Offshore” or “the Company”), the world’s leading offshore wind farm contractor, today announced that it has secured a +$1.1 Billion Balance of Plant (BoP) contract for the construction of the Coastal Virginia Offshore Wind (CVOW) project in a Consortium with Prysmian. The contract, with a total value amounting to +$1.9 Billion, has been awarded by Dominion Energy Virginia, a subsidiary of Dominion Energy Inc., to a consortium made up of DEME Group and Prysmian.



The agreement is the largest offshore wind installation contract ever awarded in the U.S. Upon expected completion in 2026, the CVOW will be the largest wind farm in the U.S., and one of the largest in the world.

The CVOW project will play a crucial role in helping the Commonwealth of Virginia meet its goal of becoming carbon neutral by 2045. The project is located at approximately 27 miles (43 km) off the coast of Virginia Beach, VA, US. The 2.6GW offshore wind farm will be capable of supplying clean energy to as many as 660,000 households, while reducing carbon emissions by over 2 million tons per year.

DEME Offshore’s CVOW BoP contract includes the transport and installation of 176 monopile transition piece foundations, three offshore substations, scour protection and the supply and installation of export and inter-array submarine cable systems. DEME Offshore will oversee the complete offshore installation works for the foundations, substations, infield cables, as well as part of the export cables. For the fulfilment of the project, DEME Offshore entered in a consortium with Prysmian, the world leader in underwater energy cable systems.

“DEME Offshore brings valuable industry knowledge and years of experience to our Coastal Virginia Offshore Wind project,” says Joshua Bennett, Dominion Energy vice president of offshore wind. “We look forward to working with DEME Offshore to advance offshore wind off the coast of Virginia as we lead the Commonwealth’s clean-energy transition.”

Luc Vandenbulcke, CEO, DEME Group comments: “We are extremely proud to be playing such a significant role in this dynamic and growing U.S. market and seeing our efforts bring clean energy to American households. Following the award of the Vineyard offshore wind project installation works for foundations, substation and wind turbines and South Fork cable installation works, this partnership with Dominion Energy is an endorsement of our expertise and track record in enabling the energy transition process in the U.S. This contract further reaffirms DEME’s position as the pre-eminent contractor in the offshore wind installation industry both in the U.S. and globally.”

“We are grateful for Dominion Energy for the opportunity to launch this consortium. By working closely with our partners at Prysmian Powerlink, we will jointly support the project during the design and preparation phase with our joint expertise, and ultimately deliver on the promise of offshore wind power to the benefit of Virginia residents, businesses, and families,” said Jan Klaassen, Director, DEME Offshore US LLC.

Sid Florey, President, DEME Offshore US, commented: “This significant contract will allow us to further build out our US footprint, working with key partners and the local supply chain to grow jobs. We are pleased to continue supporting the growth of the U.S. offshore wind industry and demonstrating DEME’s commitment to this growing market.”

DEME Group has spent many years building up its presence in the U.S. market and established DEME Offshore US LLC in Boston in 2019. Today’s CVOW announcement is a fast follow on from earlier contract awards for Vineyard Wind 1 off the coast of Massachusetts, the first utility-scale offshore wind project in the U.S., and the South Fork offshore wind farm off the coast of Long Island. Upon expected completion in 2023, these projects will generate clean, renewable, affordable energy for over 400,000 homes and businesses in Massachusetts and over 70,000 homes on Long Island, while reducing carbon emissions by 1.6 million tons per year and 300,000 tons per year, respectively.

About DEME Offshore US LLC

DEME Offshore US LLC is a US company based in Boston, Massachusetts. DEME Offshore US LLC will source the installation vessel and experts from DEME Offshore, a member of the DEME Group. DEME Group, a world leader in the specialized fields of dredging, solutions for the offshore energy industry, infra marine and environmental works. The company can build on more than 140 years of know-how and is a front runner in innovation and new technologies. DEME’s vision is to work towards a sustainable future by offering solutions for global challenges: a rising sea level, a growing population, reduction of CO2 emissions, polluted rivers and soils and the scarcity of natural resources. DEME can rely on 5,200 highly skilled professionals and a modern fleet of over 100 vessels.


Contacts

Wouter Piepers
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Vicky Cosemans
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Zach Gorin
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Q3 Revenue of $207.2 million; an increase of 3.5% year-over-year

Q3 GAAP Gross Margin of 17.8%; Non-GAAP Gross Margin of 19.2%

Record number of third quarter acceptances

Successfully launched Bloom Electrolyzer and Hydrogen Energy Server

SAN JOSE, Calif.--(BUSINESS WIRE)--$BE #earnings--Bloom Energy Corporation (NYSE: BE) today announced financial results for its third quarter ended September 30, 2021.


Third Quarter Highlights

  • Record acceptances of 353 systems in the third quarter of 2021, an increase of 12.4% versus the third quarter of 2020.
  • Revenue of $207.2 million in the third quarter of 2021, an increase of 3.5% compared to revenue of $200.3 million in the third quarter of 2020. Revenue up 11.4% excluding a $14.2 million prior year one-time revenue benefit that did not repeat.
  • Launched commercial availability of Bloom Electrolyzer and Hydrogen Energy Server starting in 2022 to establish leadership position in unlocking a net zero emissions future.
  • Further buildout of our gigawatt factory in Fremont, California to meet future customer demand is on schedule.
  • On October 25, 2021, Bloom Energy and SK ecoplant announced an expansion of their strategic partnership to accelerate hydrogen commercialization.

Commenting on the third quarter, KR Sridhar, founder, chairman, and CEO of Bloom Energy said, “We are excited about our new and enhanced strategic partnership with SK ecoplant, which further validates our technology. It also provides real revenue for the long term and an equity investment in the near term that will enable us to accelerate our growth in our current products and hydrogen electrolyzers around the world. As we look at the challenges of sustainability, resiliency, and cost predictability that our customers face, we are confident that these are not ‘either / or’ choices. They are “and” propositions, which we are best positioned to solve with our fuel cell technology platform.”

Greg Cameron, executive vice president and CFO of Bloom Energy added, “Bloom Energy is executing well in a challenging environment. We achieved record third quarter acceptances, expanded our hydrogen product offering and are continuing to build our manufacturing capacity. Our recently announced expansion of the SK ecoplant partnership provides the capability to accelerate investment in our expanding platform.”

Summary of Key Financial Metrics

Preliminary Summary GAAP Profit and Loss Statements

($000)

Q321

Q221

Q320

Revenue

207,228

228,470

200,305

Cost of Revenue

170,345

191,126

144,318

Gross Profit

36,883

37,344

55,987

Gross Margin

17.8%

16.3%

28.0%

Operating Expenses

80,772

80,055

56,359

Operating Loss

(43,889)

(42,711)

(372)

Operating Margin

(21.2)%

(18.7)%

(0.2)%

Non-operating Expenses1

8,481

11,152

11,582

Net Loss

(52,370)

(53,863)

(11,954)

GAAP EPS

(0.30)

(0.31)

(0.09)

1.

Non-operating expenses and tax provision and non-controlling interest

Preliminary Summary Non-GAAP Financial Information1

($000)

Q321

Q221

Q320

Revenue

207,228

228,470

200,305

Cost of Revenue2

167,400

187,322

140,750

Gross Profit2

39,828

41,148

59,555

Gross Margin2

19.2%

18.0%

29.7%

Operating Expenses2

62,751

64,726

44,192

Operating Income (loss) 2

(22,923)

(23,578)

15,363

Operating Margin2

(11.1)%

(10.3)%

7.7%

Adjusted EBITDA3

(9,777)

(10,947)

27,673

Adjusted EPS4

(0.20)

$ (0.23)

(0.04)

1.

A detailed reconciliation of GAAP to Non-GAAP financial measures is provided at the end of this news release

2.

Excludes stock-based compensation

3.

Adjusted EBITDA is net income (loss) excluding net loss attributable to non-controlling interest, gain (loss) on revaluation of embedded derivatives, fair value adjustment for PPA derivatives, stock-based compensation expense, income tax provision, depreciation and amortization, interest expense and other one-time items

4.

Adjusted EPS is net income (loss) excluding net loss attributable to non-controlling interest, gain (loss) on revaluation of embedded derivatives, loss on extinguishment of debt, depreciation and amortization, provision for income tax, interest expense, fair value adjustment for PPA derivatives and stock-based compensation expense using the adjusted Weighted Average Shares Outstanding (WASO) share count

Acceptances

We use acceptances as a key operating metric to measure the volume of our completed Energy Server installation activity from period to period. Acceptance typically occurs upon transfer of control to our customers, which depending on the contract terms is when the system is shipped and delivered to our customers, when the system is shipped and delivered and is physically ready for startup and commissioning, or when the system is shipped and delivered and is turned on and producing power.

Balance Sheet Highlights

Bloom Energy’s cash position, including restricted cash, as of September 30, 2021 was $319.9 million, compared to $504.4 million as of September 30, 2020. Unrestricted cash as of September 30, 2021 was $121.9 million, compared to $325.2 million as of September 30, 2020. Bloom ended the third quarter of 2021 with $516.0 million of total debt, a decrease of $3.2 million from the second quarter of 2021. Non-recourse debt as of September 30, 2021 was $216.0 million, compared to $219.2 million as of June 30, 2021.

Conference Call Details

Bloom will host a conference call today, November 4, 2021, at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time) to discuss its financial results. To participate in the live call, analysts and investors may call +1 (833) 520-0063 and enter the passcode: 6351508. Those calling from outside the United States may dial +1 (236) 714-2197 and enter the same passcode: 6351508. A simultaneous live webcast will also be available under the Investor Relations section on our website at https://investor.bloomenergy.com/. Following the webcast, an archived version will be available on Bloom’s website for one year. A telephonic replay of the conference call will be available for one week following the call, by dialing +1 (800) 585-8367 or +1 (416) 621-4642 and entering passcode 6351508.

Use of Non-GAAP Financial Measures

This release includes certain non-GAAP financial measures as defined by the rules and regulations of the Securities and Exchange Commission (SEC). These non-GAAP financial measures are in addition to, and not a substitute for or superior to, measures of financial performance prepared in accordance with U.S. GAAP. There are a number of limitations related to the use of these non-GAAP financial measures versus their nearest GAAP equivalents. For example, other companies may calculate non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. Bloom urges you to review the reconciliations of its non-GAAP financial measures to the most directly comparable U.S. GAAP financial measures set forth in this press release, and not to rely on any single financial measure to evaluate our business. With respect to Bloom’s expectations regarding its 2021 Outlook, Bloom is not able to provide a quantitative reconciliation of non-GAAP gross margin and non-GAAP operating margin measures to the corresponding GAAP measures without unreasonable efforts.

About Bloom Energy

Bloom Energy’s mission is to make clean, reliable energy affordable for everyone in the world. Bloom’s product, the Bloom Energy Server, delivers highly reliable and resilient, always-on electric power that is clean, cost-effective, and ideal for microgrid applications. Bloom’s customers include many Fortune 100 companies and leaders in manufacturing, data centers, healthcare, retail, higher education, utilities, and other industries. For more information, visit www.bloomenergy.com.

Forward-Looking Statements

This press release contains certain forward-looking statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “will” and “would” or the negative of these words or similar terms or expressions that concern Bloom’s expectations, strategy, priorities, plans or intentions. These forward-looking statements include, but are not limited to, Bloom’s ability to accelerate its growth with its current products and hydrogen electrolyzers around the world; Bloom’s expectations regarding the success of its strategic partnership with SK ecoplant; Bloom’s expectations regarding its fuel cell technology platform; and Bloom’s financial outlook for 2021. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results due to a variety of factors including, but not limited to, Bloom’s limited operating history; the emerging nature of the distributed generation market and rapidly evolving market trends; the significant losses Bloom has incurred in the past; the significant upfront costs of Bloom’s Energy Servers and Bloom’s ability to secure financing for its products; Bloom’s ability to drive cost reductions and to successfully mitigate against potential price increases; Bloom’s ability to service its existing debt obligations; Bloom’s ability to be successful in new markets; the success of the strategic partnership with SK ecoplant in the United States and international markets; timing and development of an ecosystem for the hydrogen market, including in the Korean market; continued incentives in the South Korean market; the timing and pace of adoption of hydrogen for stationary power; the risk of manufacturing defects; the accuracy of Bloom’s estimates regarding the useful life of its Energy Servers; delays in the development and introduction of new products or updates to existing products; the impact of the COVID-19 pandemic on the global economy and its potential impact on Bloom’s business; the availability of rebates, tax credits and other tax benefits; Bloom’s reliance on tax equity financing arrangements; Bloom’s reliance upon a limited number of customers; Bloom’s lengthy sales and installation cycle, construction, utility interconnection and other delays and cost overruns related to the installation of its Energy Servers; business and economic conditions and growth trends in commercial and industrial energy markets; global economic conditions and uncertainties in the geopolitical environment; overall electricity generation market; Bloom’s ability to protect its intellectual property; and other risks and uncertainties detailed in Bloom’s SEC filings from time to time. More information on potential factors that may impact Bloom’s business are set forth in Bloom’s periodic reports filed with the SEC, including our Quarterly Report on Form 10-Q for the quarter ended on June 30, 2021 as filed with the SEC on August 6, 2021, as well as subsequent reports filed with or furnished to the SEC from time to time. These reports are available on Bloom’s website at www.bloomenergy.com and the SEC’s website at www.sec.gov. Bloom assumes no obligation to, and does not currently intend to, update any such forward-looking statements.

The Investor Relations section of Bloom’s website at investor.bloomenergy.com contains a significant amount of information about Bloom Energy, including financial and other information for investors. Bloom encourages investors to visit this website from time to time, as information is updated and new information is posted.

Condensed Consolidated Balance Sheets (preliminary & unaudited)

(in thousands)

 

 

September 30,

 

December 31,

 

 

2021

 

2020

Assets

 

 

 

 

Current assets:

 

 

 

 

Cash and cash equivalents

 

$

121,861

 

 

 

$

246,947

 

 

Restricted cash

 

 

65,315

 

 

 

 

52,470

 

 

Accounts receivable

 

 

62,066

 

 

 

 

96,186

 

 

Contract asset

 

 

27,745

 

 

 

 

3,327

 

 

Inventories

 

 

182,555

 

 

 

 

142,059

 

 

Deferred cost of revenue

 

 

33,759

 

 

 

 

41,469

 

 

Customer financing receivable

 

 

5,693

 

 

 

 

5,428

 

 

Prepaid expenses and other current assets

 

 

31,946

 

 

 

 

30,718

 

 

Total current assets

 

 

530,940

 

 

 

 

618,604

 

 

Property, plant and equipment, net

 

 

615,514

 

 

 

 

600,628

 

 

Operating lease right-of-use assets

 

 

70,055

 

 

 

 

35,621

 

 

Customer financing receivable, non-current

 

 

40,981

 

 

 

 

45,268

 

 

Restricted cash, non-current

 

 

132,725

 

 

 

 

117,293

 

 

Deferred cost of revenue, non-current

 

 

2,918

 

 

 

 

2,462

 

 

Other long-term assets

 

 

38,593

 

 

 

 

34,511

 

 

Total assets

 

$

1,431,726

 

 

 

$

1,454,387

 

 

Liabilities, Redeemable Noncontrolling Interest, Stockholders’ (Deficit) Equity and Noncontrolling Interest

 

 

 

 

Current liabilities:

 

 

 

 

Accounts payable

 

$

101,908

 

 

 

$

58,334

 

 

Accrued warranty

 

 

7,907

 

 

 

 

10,263

 

 

Accrued expenses and other current liabilities

 

 

85,877

 

 

 

 

112,004

 

 

Deferred revenue and customer deposits

 

 

81,894

 

 

 

 

114,286

 

 

Operating lease liabilities

 

 

6,206

 

 

 

 

7,899

 

 

Financing obligations

 

 

14,260

 

 

 

 

12,745

 

 

Recourse debt

 

 

6,034

 

 

 

 

 

 

Non-recourse debt

 

 

7,782

 

 

 

 

120,846

 

 

Total current liabilities

 

 

311,868

 

 

 

 

436,377

 

 

Deferred revenue and customer deposits, non-current

 

 

67,887

 

 

 

 

87,463

 

 

Operating lease liabilities, non-current

 

 

78,146

 

 

 

 

41,849

 

 

Financing obligations, non-current

 

 

456,315

 

 

 

 

459,981

 

 

Recourse debt, non-current

 

 

285,216

 

 

 

 

168,008

 

 

Non-recourse debt, non-current

 

 

205,164

 

 

 

 

102,045

 

 

Other long-term liabilities

 

 

26,755

 

 

 

 

17,268

 

 

Total liabilities

 

 

1,431,351

 

 

 

 

1,312,991

 

 

 

 

 

 

 

 

 

 

 

Redeemable noncontrolling interest

 

 

331

 

 

 

 

377

 

 

Stockholders’ equity (deficit):

 

 

 

 

 

 

 

 

Common stock

 

 

18

 

 

 

 

17

 

 

Additional paid-in capital

 

 

3,183,101

 

 

 

 

3,182,753

 

 

Accumulated other comprehensive loss

 

 

(278

)

 

 

 

(9

)

 

Accumulated deficit

 

 

(3,229,752

)

 

 

 

(3,103,937

)

 

Total stockholders’ (deficit) equity

 

 

(46,911

)

 

 

 

78,824

 

 

Noncontrolling interest

 

 

46,955

 

 

 

 

62,195

 

 

Total liabilities, redeemable noncontrolling interest, stockholders' (deficit) equity and noncontrolling interest

 

$

1,431,726

 

 

 

$

1,454,387

 

 

Condensed Consolidated Statements of Operations (preliminary & unaudited)

 

(in thousands, except per share data)

 
   

 

 

Three Months Ended

 

 

September 30,

 

 

2021

 

2020

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

Product

 

$

128,550

 

 

 

$

131,076

 

 

Installation

 

 

22,172

 

 

 

 

26,603

 

 

Service

 

 

39,251

 

 

 

 

26,141

 

 

Electricity

 

 

17,255

 

 

 

 

16,485

 

 

Total revenue

 

 

207,228

 

 

 

 

200,305

 

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

Product

 

 

93,704

 

 

 

 

72,037

 

 

Installation

 

 

25,616

 

 

 

 

27,872

 

 

Service

 

 

39,586

 

 

 

 

33,214

 

 

Electricity

 

 

11,439

 

 

 

 

11,195

 

 

Total cost of revenue

 

 

170,345

 

 

 

 

144,318

 

 

Gross profit

 

 

36,883

 

 

 

 

55,987

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

 

27,634

 

 

 

 

19,231

 

 

Sales and marketing

 

 

20,124

 

 

 

 

11,700

 

 

General and administrative

 

 

33,014

 

 

 

 

25,428

 

 

Total operating expenses

 

 

80,772

 

 

 

 

56,359

 

 

Loss from operations

 

 

(43,889

)

 

 

 

(372

)

 

Interest income

 

 

72

 

 

 

 

254

 

 

Interest expense

 

 

(14,514

)

 

 

 

(19,902

)

 

Interest expense - related parties

 

 

 

 

 

 

(353

)

 

Other income (expense), net

 

 

2,011

 

 

 

 

(221

)

 

Gain on extinguishment of debt

 

 

 

 

 

 

1,220

 

 

(Loss) gain on revaluation of embedded derivatives

 

 

(184

)

 

 

 

1,505

 

 

Loss before income taxes

 

 

(56,504

)

 

 

 

(17,869

)

 

Income tax provision

 

 

158

 

 

 

 

7

 

 

Net loss

 

 

(56,662

)

 

 

 

(17,876

)

 

Less: Net loss attributable to noncontrolling interest and redeemable noncontrolling interest

 

 

(4,292

)

 

 

 

(5,922

)

 

Net loss to common stockholders

 

$

 

(52,370

)

 

 

$

 

(11,954

)

 

Net loss per share to common stockholders, basic and diluted

 

$

 

(0.30

)

 

 

$

 

(0.09

)

 

Weighted average shares used to compute net loss per share to common stockholders, basic and diluted

 

 

174,269

 

 

 

 

138,964

 

 

Condensed Consolidated Statement of Cash Flows (preliminary & unaudited)

 

(in thousands)

 
   

 

 

Nine Months Ended

 

 

September 30,

 

 

2021

 

2020

Cash flows from operating activities:

 

 

 

 

 

Net loss

 

$

(144,864

)

 

 

$

(147,496

)

 

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

40,079

 

 

 

 

38,888

 

 

Non-cash lease expense

 

 

7,161

 

 

 

 

4,419

 

 

Write-off of property, plant and equipment, net

 

 

 

 

 

 

36

 

 

Impairment of equity method investment

 

 

 

 

 

 

4,236

 

 

Revaluation of derivative contracts

 

 

486

 

 

 

 

(2,267

)

 

Stock-based compensation expense

 

 

57,309

 

 

 

 

57,385

 

 

Gain on remeasurement of investment

 

 

(1,966

)

 

 

 

 

 

Loss on extinguishment of debt

 

 

 

 

 

 

11,785

 

 

Amortization of debt issuance costs and premium, net

 

 

2,824

 

 

 

 

(195

)

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Accounts receivable

 

 

34,291

 

 

 

 

(4,058

)

 

Contract assets

 

 

(24,418

)

 

 

 

(8,596

)

 

Inventories

 

 

(39,953

)

 

 

 

(22,772

)

 

Deferred cost of revenue

 

 

7,307

 

 

 

 

1,562

 

 

Customer financing receivable

 

 

4,022

 

 

 

 

3,790

 

 

Prepaid expenses and other current assets

 

 

236

 

 

 

 

(2,647

)

 

Other long-term assets

 

 

(374

)

 

 

 

(3,217

)

 

Accounts payable

 

 

37,973

 

 

 

 

8,704

 

 

Accrued warranty

 

 

(2,357

)

 

 

 

(525

)

 

Accrued expenses and other current liabilities

 

 

(26,178

)

 

 

 

4,932

 

 

Operating lease right-of-use assets and operating lease liabilities

 

 

(7,593

)

 

 

 

(4,467

)

 

Deferred revenue and customer deposits

 

 

(53,181

)

 

 

 

(15,658

)

 

Other long-term liabilities

 

 

1,289

 

 

 

 

(3,828

)

 

Net cash used in operating activities

 

 

(107,907

)

 

 

 

(79,989

)

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchase of property, plant and equipment

 

 

(44,625

)

 

 

 

(33,066

)

 

Net cash acquired from step acquisition

 

 

3,114

 

 

 

 

 

 

Net cash used in investing activities

 

(41,511

)

 

 

 

(33,066

)

 

 

Nine Months Ended

 

 

September 30,

 

 

2021

 

2020

Cash flows from financing activities:

 

 

 

 

Proceeds from issuance of debt

 

 

 

 

 

 

300,000

 

 

Proceeds from issuance of debt to related parties

 

 

 

 

 

 

30,000

 

 

Repayment of debt

 

 

(11,017

)

 

 

 

(92,546

)

 

Repayment of debt - related parties

 

 

 

 

 

 

(2,105

)

 

Debt issuance costs

 

 

 

 

 

 

(13,247

)

 

Proceeds from financing obligations

 

 

7,534

 

 

 

 

14,807

 

 

Repayment of financing obligations

 

 

(10,174

)

 

 

 

(7,828

)

 

Contribution from noncontrolling interest

 

 

 

 

 

 

4,314

 

 

Distributions to noncontrolling interests and redeemable noncontrolling interests

 

 

(5,322

)

 

 

 

(6,103

)

 

Proceeds from issuance of common stock

 

 

72,109

 

 

 

 

12,745

 

 

Net cash provided by financing activities

 

 

53,130

 

 

 

 

240,037

 

 

Effect of exchange rate changes on cash, cash equivalent and restricted cash

 

 

(521

)

 

 

 

 

 

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

 

 

(96,809

)

 

 

 

126,982

 

 

Cash, cash equivalents, and restricted cash:

 

 

 

 

 

 

 

 

Beginning of period

 

 

416,710

 

 

 

 

377,388

 

End of period

 

$

319,901

 

 

 

$

504,370

 

Reconciliation of GAAP to Non-GAAP Financial Measures (preliminary & unaudited) (in thousands)

Gross Profit and Gross Margin to Gross Profit Excluding Stock-Based Compensation and Gross Margin Excluding Stock-Based Compensation

Gross profit and gross margin excluding stock-based compensation (SBC) are supplemental measures of operating performance that do not represent and should not be considered alternatives to gross profit or gross margin, as determined under GAAP. These measures remove the impact of stock-based compensation. We believe that gross profit and gross margin excluding stock-based compensation supplement the GAAP measures and enable us to more effectively evaluate our performance period-over-period. A reconciliation of gross profit and gross margin excluding stock-based compensation to gross profit and gross margin, the most directly comparable GAAP measures, and the computation of gross margin excluding stock-based compensation are as follows:

 

Q321

Q221

Q320

Revenue

207,228

228,470

200,305

Gross profit

36,883

37,344

55,987

Gross margin %

17.8%

16.3%

28.0%

Stock-based compensation - cost of revenue

2,945

3,804

3,568

Gross profit excluding SBC

39,828

41,148

59,555

Gross margin excluding SBC %

19.2%

18.0%

29.7%

Cost of Revenue and Operating Expenses to Cost of Revenue and Operating Expenses Excluding Stock-Based Compensation

Cost of revenue and operating expenses excluding stock-based compensation are a supplemental measure of operating performance that does not represent and should not be considered an alternative to cost of revenue and operating expenses, as determined under GAAP. This measure removes the impact of stock-based compensation. We believe that cost of revenue and operating expenses excluding stock-based compensation supplements the GAAP measure and enables us to more effectively evaluate our performance period-over-period. A reconciliation of cost of revenue and operating expenses excluding stock-based compensation to cost of revenue and operating expenses, the most directly comparable GAAP measure, are as follows:

 

Q321

Q221

Q320

Cost of revenue

170,345

191,126

144,318

Stock-based compensation - cost of revenue

2,945

3,804

3,568

Cost of revenue – excluding SBC

167,400

187,322

140,750

 

Q321

Q221

Q320

Operating expenses

80,772

80,055

56,359

Stock-based compensation - operating expenses

18,021

15,329

12,167

Operating expenses – excluding SBC

62,751

64,726

44,192

Operating Loss to Operating Income (Loss) Excluding Stock-Based Compensation

Operating loss excluding stock-based compensation is a supplemental measure of operating performance that does not represent and should not be considered an alternative to operating loss, as determined under GAAP. This measure removes the impact of stock-based compensation. We believe that operating income (loss) excluding stock-based compensation supplements the GAAP measure and enables us to more effectively evaluate our performance period-over-period. A reconciliation of operating income (loss) excluding stock-based compensation to operating loss, the most directly comparable GAAP measure, and the computation of operating income (loss) excluding stock-based compensation are as follows:

 

Q321

Q221

Q320

Operating loss

(43,889)

(42,711)

(372)

Stock-based compensation

20,966

19,133

15,735

Operating Income (loss) excluding SBC

(22,923)

(23,578)

15,363

Net Loss to Adjusted Net Loss and Computation of Adjusted Net Loss per Share (EPS)

Adjusted net loss and adjusted net loss per share are supplemental measures of operating performance that do not represent and should not be considered alternatives to net loss and net loss per share, as determined under GAAP. These measures remove the impact of the non-controlling interests associated with our legacy PPA entities, the revaluation of derivatives, fair market value adjustment for the PPA derivatives, and stock-based compensation, all of which are non-cash charges. We believe that adjusted net loss and adjusted net loss per share supplement GAAP measures and enable us to more effectively evaluate our performance period-over-period. A reconciliation of adjusted net loss to net loss, the most directly comparable GAAP measure, and the computation of adjusted net loss per share are as follows:

 

Q321

Q221

Q320

Net loss to Common Stockholders

(52,370)

(53,863)

(11,954)

Loss on extinguishment of debt

(1,220)

Loss for non-controlling interests1

(4,292)

(4,558)

(5,922)

Loss (gain) on derivatives liabilities2

184

942

(1,505)

Loss (gain) on the fair value adjustments for certain PPA derivatives3

(125)

(735)

(726)

Stock-based compensation

20,966

19,133

15,735

Adjusted Net Loss

(35,637)

(39,081)

(5,592)

 

 

 

 

Net loss to Common Stockholders per share

$ (0.30)

$ (0.31)

$ (0.09)

Adjusted net loss per share (EPS)

$ (0.20)

$ (0.23)

$ (0.04)

GAAP weighted average shares outstanding attributable to common, Basic and Diluted (thousands)

174,269

172,749

138,964

Adjusted weighted average shares outstanding attributable to common, Basic and Diluted (thousands)4

174,269

172,749

138,964


Contacts

Investor Relations:
Ed Vallejo
Bloom Energy
+1 (267) 370-9717
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Media:
Jennifer Duffourg
Bloom Energy
+1 (480) 341-5464
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SHANGHAI, China--(BUSINESS WIRE)--The China International Import Expo (CIIE), the first national-level import-themed professional trade fair in the world, successfully led off at the National Exhibition and Convention Center (Shanghai) on Nov 5. Initiated by the Chinese government in 2018, the CIIE continues to be a significant platform for the nation’s opening-up and enhancing international economic cooperation and free trade.



The CIIE has over the years become more well-organized, professional, and digital.

Featuring a wider range of industries, the fourth CIIE has attracted 3,000 offline exhibitors from 127 countries and regions to take part in the Business Exhibition. Three international organizations and 58 countries from five continents, especially those involved in the Belt and Road Initiative, are participating in the Online Country Exhibition.

The Business Exhibition comprises exhibition areas Food and Agricultural Products, Automobile, Intelligent Industry & Information Technology, Consumer Goods, Medical Equipment & Healthcare Products, and Trade in Services. Thirteen themed subsections have also been set up to showcase the latest products and innovations related to low-carbon energy and environmental protection.

The total exhibition area of this year’s CIIE has been expanded to 366,000 square meters. More than 80 percent of Fortune Global 500 and industry-leading companies from last year’s CIIE are returning for this latest edition and will showcase products that are making either their global or regional debuts. These companies include the world’s top three auction houses, top three fashion and luxury consumable groups, top four grain traders, top 10 automobile groups, and top 10 medical device enterprises.

More businesses from countries along the Belt and Road, Central and Eastern European countries, and LDCs have also signed up for the exhibition.

This year marks the 20th anniversary of China’s accession to the World Trade Organization. To mark this occasion, the Hongqiao International Economic Forum will be holding a high-level forum themed “Mutual Benefit and Win-Win Solution for a Shared Future” to showcase China’s achievements in opening up 20 years and its confidence in fulfilling its higher-level opening-up goal. The forum will also publish the “World Opening Index” which evaluates the degree of opening-up in 129 world economies since 2008.

At this critical juncture in the global fight against COVID-19 and world economic recovery, CIIE would demonstrate China's determination to promote sustainable world economic development, globalization and build a new development paradigm for its economy and society.


Contacts

Nie Qingxin
Tel.: 0086-21-67008870/67008988

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


Andrew J. Littlefair, Clean Energy’s President and Chief Executive Officer, stated “Volumes have increased as the economy continues to open and as we see more Amazon trucks fueling across our network. I look forward to seeing my daily reports that show such a big fleet utilizing our network and conducting their transportation in the cleanest way we believe possible. We’re also moving into the marine sector with our new customer Pasha and its brand-new LNG ships, which we expect to be an important and significant improvement to their carbon profile. Our expansion into owning and developing dairy RNG production projects made solid progress with our JV’s. Between the demand side growth with new large fleets like Amazon, and our investment in additional RNG supply beginning to see momentum, our team is executing on all cylinders to be the continued leader in providing low carbon solutions for customers.”

The Company delivered 104.2 million gallons in the third quarter of 2021, a 6.7% increase from 97.7 million in the third quarter of 2020. This increase was principally from the continued return to a more normal travel and goods movements environment primarily in our airports and public transit customer markets, which were negatively impacted by the COVID-19 pandemic in 2020. Renewable natural gas (“RNG”) delivered was 42.2 million gallons in the third quarter of 2021, a 5% increase compared to the third quarter of 2020.

The Company’s revenue for the third quarter of 2021 was $86.1 million, an increase of 21.5% compared to $70.9 million for the third quarter of 2020. Revenue for the third quarter of 2021 included non-cash stock-based sales incentive contra-revenue charges (“Amazon warrant charges”) related to the warrant issued to Amazon.com NV Investment Holdings LLC (the “Amazon Warrant”) of $2.2 million. Revenue for the third quarter of 2021 also included an unrealized gain of $0.3 million on commodity swap and customer fueling contracts relating to the Company’s Zero Now truck financing program, compared to an unrealized loss of $0.1 million in the third quarter of 2020. Excluding the effects of the Amazon warrant charges and the commodity swap and customer fueling contracts unrealized gains and losses, revenue for the third quarter of 2021 increased by 23.9% to $88.0 million compared to $71.0 million for the third quarter of 2020. This increase in revenue was principally due to higher effective fuel prices resulting from higher natural gas prices, a favorable fuel price mix, which is based on the variation of fuel types and locations where we deliver fuel, and an increase in the number of gallons delivered. Station construction revenue was $2.6 million for the third quarter of 2021 compared to $8.8 million for the third quarter of 2020.

The Company’s revenue for the nine months ended September 30, 2021 was $163.7 million, a decrease of 24.5% compared to $216.8 million for the nine months ended September 30, 2020. Revenue for the nine months ended September 30, 2021 included Amazon warrant charges of $80.2 million. Revenue for the nine months ended September 30, 2021 also included an unrealized loss of $2.2 million on commodity swap and customer fueling contracts relating to the Company’s Zero Now truck financing program, compared to an unrealized gain of $4.0 million in the nine months ended September 30, 2020. Excluding the effects of the Amazon warrant charges and the commodity swap and customer fueling contracts unrealized gains and losses, revenue for the nine months ended September 30, 2021 increased by 15.7% to $246.2 million compared to $212.8 million for the nine months ended September 30, 2020. This increase in revenue was principally due to higher effective fuel prices resulting from higher natural gas prices, a favorable fuel price mix, which is based on the variation of fuel types and locations where we deliver fuel, and an increase in the number of gallons delivered. Station construction revenue was $13.2 million for the nine months ended September 30, 2021, compared to $19.6 million for the nine months ended September 30, 2020.

On a GAAP (as defined below) basis, net loss attributable to Clean Energy for the third quarter of 2021 was $(3.9) million, or $(0.02) per share, compared to $(2.3) million, or $(0.01) per share, for the third quarter of 2020. The third quarter of 2021 was negatively affected by the Amazon warrant charges.

On a GAAP basis, net loss attributable to Clean Energy for the nine months ended September 30, 2021, was $(90.8) million, or $(0.43) per share, compared to $(7.3) million, or $(0.04) per share, for the nine months ended September 30, 2020. The nine months ended September 30, 2021 was negatively affected by the Amazon warrant charges and 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 income per share and Adjusted EBITDA (each as defined below) for the third quarter of 2021 was $0.01 and $13.4 million, respectively. Non-GAAP loss per share and Adjusted EBITDA for the third quarter of 2020 was $(0.01) and $11.0 million, respectively.

Non-GAAP income per share and Adjusted EBITDA for the nine months ended September 30, 2021 was $0.01 and $39.0 million, respectively. Non-GAAP loss per share and Adjusted EBITDA for the nine months ended September 30, 2020 was $(0.04) and $31.5 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 adjust 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 like 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 Amazon warrant charges, plus stock-based compensation expense, plus (minus) loss (income) from the SAFE&CEC S.r.l. equity method investment, 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 the Amazon warrant charges provides useful information to investors regarding the Company’s performance because the Amazon warrant charges are measured based upon a fair value determined using a variety of assumptions and estimates, and the Amazon warrant charges do not impact the Company’s operating cash flows related to the delivery and sale of vehicle fuel to its customer. 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 the SAFE&CEC S.r.l. equity method investment 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 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

Nine Months Ended

 

September 30,

September 30,

(in thousands, except share and per share data)

2020

2021

2020

2021

Net loss attributable to Clean Energy Fuels Corp.

$

(2,271

)

$

(3,934

)

$

(7,303

)

$

(90,770

)

Amazon warrant charges

 

-

 

 

2,184

 

 

-

 

 

80,237

 

Stock-based compensation

 

708

 

 

3,435

 

 

2,522

 

 

10,220

 

Loss (income) from SAFE&CEC S.r.l. equity method investment

 

(1

)

 

134

 

 

448

 

 

22

 

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

 

150

 

 

(267

)

 

(4,055

)

 

2,240

 

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

$

(1,414

)

$

1,552

 

$

(8,388

)

$

1,949

 

Diluted weighted-average common shares outstanding

 

198,785,394

 

 

226,412,718

 

 

201,472,851

 

 

214,144,066

 

GAAP loss attributable to Clean Energy Fuels Corp. per share

$

(0.01

)

$

(0.02

)

$

(0.04

)

$

(0.43

)

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

$

(0.01

)

$

0.01

 

$

(0.04

)

$

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 Amazon warrant charges, plus stock-based compensation expense, plus (minus) loss (income) from the SAFE&CEC equity method investment, 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 loss attributable to Clean Energy:

 

Three Months Ended

Nine Months Ended

 

September 30,

September 30,

(in thousands)

2020

2021

2020

2021

Net loss attributable to Clean Energy Fuels Corp.

$

(2,271

)

$

(3,934

)

$

(7,303

)

$

(90,770

)

Income tax expense

 

79

 

 

60

 

 

235

 

 

199

 

Interest expense

 

1,009

 

 

1,038

 

 

5,060

 

 

3,476

 

Interest income

 

(427

)

 

(334

)

 

(1,081

)

 

(828

)

Depreciation and amortization

 

11,744

 

 

11,092

 

 

35,718

 

 

34,208

 

Amazon warrant charges

 

-

 

 

2,184

 

 

-

 

 

80,237

 

Stock-based compensation

 

708

 

 

3,435

 

 

2,522

 

 

10,220

 

Loss (income) from SAFE&CEC S.r.l. equity method investment

 

(1

)

 

134

 

 

448

 

 

22

 

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

 

150

 

 

(267

)

 

(4,055

)

 

2,240

 

Adjusted EBITDA

$

10,991

$

13,408

 

$

31,544

 

$

39,004

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

 

Nine Months Ended

 

 

September 30,

 

September 30,

Gallons of RNG delivered (in millions)

 

2020

 

2021

 

2020

 

2021

Total

 

 

40.1

 

 

42.2

 

 

111.7

 

 

122.1

The table below shows gallons delivered for the three and nine months ended September 30, 2020 and 2021:

 

 

Three Months Ended

 

Nine Months Ended

 

 

September 30,

 

September 30,

Gallons Delivered (in millions)

 

2020

 

2021

 

2020

 

2021

CNG

 

 

82.1

 

 

89.7

 

 

239.8

 

 

256.8

LNG

 

 

15.6

 

 

14.5

 

 

46.7

 

 

41.2

Total

 

 

97.7

 

 

104.2

 

 

286.5

 

 

298.0

Sources of Revenue

The following table shows the Company's sources of revenue for the three and nine months ended September 30, 2020 and 2021:

 

 

Three Months Ended

 

Nine Months Ended

 

 

September 30,

 

September 30,

Revenue (in millions)

 

2020

 

2021

 

2020

 

2021

Volume-related (1) (2)

 

$

57.1

 

$

78.2

 

$

182.4

 

$

135.5

Station construction sales

 

 

8.8

 

 

2.6

 

 

19.6

 

 

13.2

AFTC

 

 

5.0

 

 

5.3

 

 

14.8

 

 

15.0

Total revenue

 

$

70.9

 

$

86.1

 

$

216.8

 

$

163.7

_______________________________

(1)

For the three and nine months ended September 30, 2021, volume-related revenue includes an unrealized gain (loss) from the change in fair value of commodity swap and customer fueling contracts of $0.3 million and $(2.2) million, respectively. For the three and nine months ended September 30, 2020, volume-related revenue includes an unrealized gain (loss) from the change in fair value of commodity swap and customer contracts of $(0.1) million and $4.0 million, respectively.

(2)

Includes $2.2 million and $80.2 million of Amazon warrant contra-revenue charges for the three and nine months ended September 30, 2021, respectively.

2021 Outlook

Our latest 2021 outlook given on August 5, 2021 contemplated an increase in the Amazon warrant charges as a result of the issuance of additional common shares under the Company’s at-the-market offering programs during the second quarter of 2021, assumed no unrealized gains or losses on commodity swap and customer fueling contracts (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 loss for 2021) and contemplated a gradual recovery from the COVID-19 pandemic in the second half of 2021. This resulted in an outlook given on August 5, 2021 of estimated GAAP net loss for 2021 of approximately $(86) million, and an expectation of Adjusted EBITDA ranging from $60 million to $62 million. We continue to hold this view of our estimated GAAP net loss and Adjusted EBITDA for 2021 as depicted in the table below. These expectations 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 above and adding back the estimated Amazon warrant charges 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.

 

$

(86,000

)

Income tax expense (benefit)

 

 

300

 

Interest expense

 

 

4,100

 

Interest income

 

 

(1,050

)

Depreciation and amortization

 

 

48,000

 

Stock-based compensation

 

 

13,250

 

Loss (income) from SAFE&CEC S.r.l. equity method investment

 

 

400

 

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

 

 

 

Amazon warrant charges

 

 

83,000

 

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 1.877.300.8521 from the U.S. and international callers can dial 1.412.317.6026. A telephone replay will be available approximately two hours after the call concludes through Saturday, December 4, 2021 by dialing 1.844.512.2921 from the U.S., or 1.412.317.6671 from international locations, and entering Replay Pin Number 10160722. 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 largest provider of the cleanest fuel for the transportation market. Our mission is to decarbonize transportation through the development and delivery of renewable natural gas (RNG), a sustainable fuel derived from organic waste. Clean Energy allows thousands of vehicles, from airport shuttles to city buses to waste and heavy-duty trucks, to reduce their amount of climate-harming greenhouse gas. We operate a vast network of fueling stations across the U.S. and Canada. Visit www.cleanenergyfuels.com and follow @CE_NatGas on Twitter.

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, our fiscal 2021 outlook, our volume growth, customer expansion, production sources, joint ventures, and the benefits of our fuels.

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 invest in hydrogen stations or 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.


Contacts

Investor Contact:
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News Media Contact:
Raleigh Gerber
Director of Corporate Communications
949.437.1397


Read full story here

SHANGHAI--(BUSINESS WIRE)--#china--The China International Import Expo (CIIE), the first national-level import-themed professional trade fair in the world, successfully kicked off at the National Exhibition and Convention Center (Shanghai) on Nov 5, 2021. Initiated by the Chinese government since 2018, the CIIE continues to serve as an important platform for the nation’s opening-up and enhancing international economic cooperation and free trade.


The CIIE has over the years become more well-organized, professional, and digital.

Featuring a wider range of industries, the fourth CIIE has attracted 3,000 offline exhibitors from 127 countries and regions to take part in the Business Exhibition. Three international organizations and 58 countries from five continents, especially those involved in the Belt and Road Initiative, are participating in the Online Country Exhibition.

The Business Exhibition comprises exhibition areas Food and Agricultural Products, Automobile, Intelligent Industry & Information Technology, Consumer Goods, Medical Equipment & Healthcare Products, and Trade in Services. Thirteen themed subsections have been set up to showcase the latest products and innovations related to low-carbon energy and environmental protection.

The total exhibition area was expanded to 366,000 square meters. More than 80 percent of Fortune Global 500 and industry-leading companies from last year’s CIIE are returning for this latest edition and will showcase products that are making either their global or regional debuts. These companies include the world’s top three auction houses, top three fashion and luxury consumable groups, top four grain traders, top 10 automobile groups, and top 10 medical device enterprises.

More businesses from countries along the Belt and Road, Central and Eastern European countries, and LDCs have also signed up for the exhibition.

This year marks the 20th anniversary of China’s accession to the World Trade Organization. To mark this occasion, the Hongqiao International Economic Forum will be holding a high-level forum themed “Mutual Benefit and Win-Win Solution for a Shared Future” to showcase China’s achievements in opening up 20 years and its confidence in fulfilling its higher-level opening-up goal. The forum will also publish the “World Opening Index” which evaluates the degree of opening-up in 129 world economies since 2008.

At this critical juncture in the global fight against COVID-19 and world economic recovery, CIIE would demonstrate China's determination to promote sustainable world economic development, globalization and build a new development paradigm for its economy and society.


Contacts

Nie Qingxin
Tel.: 0086-21-67008870/67008988

MIDLAND, Texas--(BUSINESS WIRE)--Colgate Energy Partners III, LLC (the “Company” or “Colgate”) announced today that it has entered into a definitive agreement with an undisclosed seller to purchase approximately 22,000 net acres directly offset Colgate’s existing position in Eddy and Lea Counties for $190 million, subject to customary closing adjustments. Colgate expects to finance the acquisition through a combination of cash on hand, borrowings on its revolver and/or other potential debt financing. The effective date of the transaction is September 1, 2021 and closing is expected to occur in Q1 of 2022.


Transaction Highlights

  • ~22,000 net acres in Eddy and Lea Counties, the majority of which is directly offset Colgate’s legacy Parkway operating area
    • The acquired acreage has an average 8/8ths net revenue interest of over 80%
    • Acreage is over 95% operated with a ~78% average working interest
    • Current estimated average net daily production of ~750 Boepd
  • Colgate’s 11 offset drilled and completed wells have seen extremely robust performance metrics:
    • Average 30/day IP of ~3,600 boe/d(1)
    • Average 6-Mon CUM oil production of 250k bbls/10K’
    • Average cash-on-cash well level payout in approximately 4 months
  • Adds over 200 high-quality locations that complement Colgate’s existing inventory
  • Complements Colgate’s existing portfolio by adding high NRI, high IRR inventory for near term development

Pro Forma Business Highlights

  • ~108,000 net acres located primarily in Reeves, Ward and Eddy Counties
  • Estimated current net daily production of ~62,000 Boepd
  • Currently running 5 rigs

James Walter, Co-CEO of Colgate, commented “Building on the transformative transactions completed earlier this year in Texas, this New Mexico acquisition adds to Colgate’s position as one of the premier private operators in the Permian Basin. Our focus when making acquisitions continues to be adding highly economic inventory that will drive enhanced returns and free cash flow while maintaining low leverage. Colgate’s strong balance sheet and ample liquidity allows us to execute a cash transaction of this size while continuing to target 2022 leverage of less than 1.0x.”

Will Hickey, Co-CEO of Colgate, added “The acquisition of this high-quality asset base adds to our existing inventory in the Northern Delaware Basin where we have recently drilled some of the best wells in the Company’s history. Given the depth of our current inventory, we have a very high bar for acquisitions and this one was just too good to pass up. We are excited to allocate rig activity to these properties next year.”

About Colgate

Colgate is a privately held, independent oil and natural gas company headquartered in Midland, Texas that is engaged in the acquisition, exploration and development of oil and natural gas assets in the Delaware Basin, with operations principally focused in Reeves County, Ward County, and Eddy County. For more information regarding Colgate, please visit our Investor Relations website at www.colgateenergyir.com.

Forward-Looking Statements

This press release contains forward-looking statements based on Colgate’s current expectations that involve a number of risks and uncertainties. Generally, forward-looking statements do not relate strictly to historical or current facts and may include words such as “believes,” “will,” “expects,” “anticipates,” “intends” or similar words or phrases. No forward-looking statement can be guaranteed. Numerous risks, uncertainties and other factors may cause actual results to differ materially from those expressed in any forward-looking statement. In particular, this press releases includes certain guidance with respect to future production and leverage on a pro forma basis giving effect to this transaction. This forward-looking guidance represents our management’s estimates as of the date of this press release, based on numerous assumptions that are subject to adjustment upon further review, and we undertake no duty to update these estimates in the future. Achieving these estimates will depend on the impacts of COVID-19, the availability of capital, regulatory approvals, commodity prices, drilling and completion costs, actual drilling results, business, economic, competitive, financial and regulatory risks and other factors, many of which are beyond our control. If any of these risks and uncertainties actually occur or the assumptions underlying our guidance are incorrect, our actual operating results may be materially and adversely different from our guidance.

(1) Average 30/day IP rate normalized to 10K foot laterals.


Contacts

Michael Poynter
Vice President of Finance & Investor Relations
432-695-4222
This email address is being protected from spambots. You need JavaScript enabled to view it.

PORTLAND, Ore.--(BUSINESS WIRE)--Northwest Natural Holding Company, (NYSE: NWN) (NW Natural Holdings), reported financial results and highlights including:


  • Reported a net loss of $0.67 per share for the third quarter of 2021, compared to a net loss of $0.61 per share from continuing operations for the same period in 2020
  • Earned net income of $1.24 per share for the first nine months of 2021 for an increase of $13.7 million or 55%, compared to earnings from continuing operations of $0.80 per share for the same period in 2020
  • Added nearly 12,000 natural gas meters in the last 12 months for a growth rate of 1.5% at Sept. 30, 2021
  • Invested over $200 million in our utility systems in the first nine months of 2021 for greater reliability and resiliency
  • Received Washington rate case order approving a two-year adjustment that combined has an estimated pre-tax earnings benefit of up to $8 million
  • Received approval in Oregon and Washington for new rates related to the Purchased Gas Adjustment (PGA) mechanism, which includes estimated gas costs for the upcoming winter heating season
  • Launched a competitive renewable energy strategy
  • Increased our dividend for the 66th consecutive year to an annual indicated dividend rate of $1.93 per share
  • Reaffirmed 2021 earnings guidance in the range of $2.40 to $2.60 per share

"This quarter highlights our commitment to decarbonization, diversification, and growth," said David H. Anderson, president and CEO of NW Natural Holdings. "We've made significant progress toward procuring RNG for our gas utility customers, demonstrating the critical role our system is playing to help move to a low-carbon, renewable energy future. With our new competitive renewables strategy, we're able to assist a broader group of customers with the energy transition. Our initial partnership and investment represents an exciting first step. I'm proud of our achievements to date and our long-term growth prospects."

For the third quarter of 2021, the net loss increased $2.0 million to a $20.7 million net loss (or $0.67 per share), compared to a net loss from continuing operations of $18.7 million (or $0.61 per share) for the same period in 2020. The third quarter reflects the seasonal nature of the gas utility's earnings where the majority of revenues are generated during the winter heating season in the first and fourth quarters each year. Results reflected higher operations and maintenance expenses and higher depreciation and general tax expenses as we continued to invest in our gas utility system, partially offset by customer growth and new rates in Oregon for our natural gas utility.

Year-to-date net income increased $13.7 million to $38.1 million (or $1.24 per share), compared to $24.5 million (or $0.80 per share) for the same period in 2020. Results reflected customer growth and new rates in Oregon for our natural gas utility, partially offset by higher operations and maintenance expenses, depreciation and general tax expenses. In addition, net income from our other activities increased primarily due to higher asset management revenues.

KEY EVENTS AND INITIATIVES

The after-tax drivers below are based on a statutory tax rate of 26.5%.

Received Order in NW Natural's Washington General Rate Case

On Dec. 18, 2020, NW Natural filed a request for a general rate increase with the Washington Utilities and Transportation Commission (WUTC). Approximately 10% of NW Natural’s revenues are derived from its Washington customers. The original filing included a requested increase in annual revenue requirements over two years to recover operating costs and infrastructure and technology investments. This included a $6.3 million increase in the first year beginning November 1, 2021 (Year One) and a $3.2 million increase in the second year beginning November 1, 2022 (Year Two).

On Oct. 21, 2021, the WUTC issued an order approving the multi-party settlement in NW Natural's general rate case. The order increases the revenue requirement $5.0 million in Year One and up to an additional $3.0 million increase in Year Two. The order includes a cost of capital of 6.814% for both years and rate base of $247.3 million as of November 1, 2022 or an increase of $31.2 million for Year 1 and $21.4 million for Year 2. New rates in Washington were effective beginning Nov. 1, 2021.

Coronavirus (COVID-19)

We estimate the financial effects of COVID-19 in the income statement to be $1.7 million (after-tax) for the first nine months of 2021, compared to approximately $1.3 million (after-tax) for the same period in 2020. The 2021 financial effects include $0.7 million (after-tax) of revenue we expect to recognize in a future period related to forgone late fees. The remaining $1.0 million (after-tax) will not be recovered through rates as it primarily relates to lower natural gas distribution margin from customers that stopped natural gas service, partially offset by management cost savings initiatives.

Utility Renewable Natural Gas (RNG)

NW Natural continues to pursue RNG supply for our customers under the landmark Oregon Senate Bill 98, which supports renewable energy procurement and investment by natural gas utilities. NW Natural has options to invest up to a total estimated $38 million in four separate RNG development projects that will access biogas derived from water treatment at Tyson Foods’ processing plants. Construction on our first RNG facility with BioCarbN and Tyson Foods began this fall with completion and commissioning planned for early 2022. To date, NW Natural has signed agreements with options to purchase or develop RNG for utility customers totaling about 2% of NW Natural’s annual sales volume in Oregon.

NW Natural Renewables Launches Competitive RNG Strategy

NW Natural Renewables is a newly formed and non-regulated subsidiary of NW Natural Holdings committed to leading the energy transition and providing renewable fuels to the utility, commercial, industrial and transportation sectors. NW Natural Renewables is focused on providing cost-effective solutions to decarbonize a variety of sectors utilizing existing waste streams and renewable energy resources.

“The renewables business is a natural progression of the insights and capabilities we’ve gained as a leader addressing the energy transition,” said David H. Anderson, NW Natural Holdings president and CEO. “We have strong confidence in the long-term demand for renewable fuels across the country and across various customer classes. This business represents a significant opportunity for us to add earnings and cash flows in a fast-growing market segment.”

NW Natural Renewables' first project is with EDL, a leading global producer of sustainable distributed energy. We've executed agreements to commit $50 million toward the development of two production facilities that are designed to convert landfill waste gases to RNG and connect gas production to existing regional pipeline networks. We've also executed agreements with EDL designed to secure a 20-year supply of RNG that NW Natural Renewables intends to market primarily under long-term contracts.

Under the agreements, NW Natural Renewables is committed to investing in RNG infrastructure at two U.S. landfills, which are owned and operated by an industry leader in recycling and non-hazardous solid waste disposal. Construction for these projects is planned to begin in early 2022, with substantial completion and commissioning of the first facility anticipated in early 2023 and the second facility in spring 2023. We expect to fund our investment once commercial operations are achieved for each of the projects.

THIRD QUARTER RESULTS

The following financial comparisons are for the third quarter of 2021 and 2020 with individual year-over-year drivers below presented on an after-tax basis using a statutory tax rate of 26.5% unless otherwise noted.

NW Natural Holdings' third quarter results are summarized by business segment in the table below:

 

Three Months Ended September 30,

 

2021

 

2020

 

Change

In thousands, except per share data

Amount

 

Per Share

 

Amount

 

Per Share

 

Amount

 

Per Share

Net income (loss) from continuing operations:

 

 

 

 

 

 

 

 

Natural Gas Distribution segment

$

(23,297

)

$

(0.76

)

 

$

(22,120

)

$

(0.72

)

 

$

(1,177

)

$

(0.04

)

Other

2,642

 

0.09

 

 

3,443

 

0.11

 

 

(801

)

(0.02

)

Consolidated

$

(20,655

)

$

(0.67

)

 

$

(18,677

)

$

(0.61

)

 

$

(1,978

)

$

(0.06

)

 

 

 

 

 

 

 

 

 

Diluted Shares

 

30,696

 

 

 

30,555

 

 

 

141

 

Natural Gas Distribution Segment

Natural Gas Distribution segment net loss increased $1.2 million (or $0.04 per share) primarily reflecting higher operations and maintenance and depreciation expenses, partially offset by new rates in Oregon as a result of a general rate case, which was effective beginning Nov. 1, 2020.

Margin increased $4.1 million reflecting new rates in Oregon and customer growth, which collectively contributed $3.7 million.

Operations and maintenance expense increased $3.8 million as a result of higher expenses mainly from contractor and professional service fees for information technology, higher lease expense associated with our new headquarters and operations center, and a comparative benefit related to recording the year-to-date COVID deferral in the third quarter of 2020. Depreciation expense and general taxes increased $1.8 million related to higher property, plant, and equipment as we continue to invest in our system.

YEAR-TO-DATE RESULTS

The following financial comparisons are for the first nine months of 2021 and 2020 with individual year-over-year drivers below presented on an after-tax basis using a statutory tax rate of 26.5% unless otherwise noted.

NW Natural Holdings' year-to-date results are summarized by business segment in the table below:

 

Nine Months Ended September 30,

 

2021

 

2020

 

Change

In thousands, except per share data

Amount

 

Per Share

 

Amount

 

Per Share

 

Amount

 

Per Share

Net income from continuing operations:

 

 

 

 

 

 

 

 

Natural Gas Distribution segment

$

29,247

 

$

0.95

 

 

$

19,476

 

$

0.64

 

 

$

9,771

 

$

0.31

 

Other

8,891

 

0.29

 

 

4,991

 

0.16

 

 

3,900

 

0.13

 

Consolidated

$

38,138

 

$

1.24

 

 

$

24,467

 

$

0.80

 

 

$

13,671

 

$

0.44

 

 

 

 

 

 

 

 

 

 

Diluted Shares

 

30,708

 

 

 

30,575

 

 

 

133

 

Natural Gas Distribution Segment

Natural Gas Distribution segment net income increased $9.8 million (or $0.31 per share) primarily reflecting new rates in Oregon as a result of a general rate case, which was effective beginning Nov. 1, 2020.

Margin increased $26.2 million reflecting new rates in Oregon and customer growth, which collectively contributed $27.3 million. This was partially offset by a net $1.1 million loss primarily from the gas cost incentive sharing mechanism as a result of purchasing higher priced gas during a February 2021 cold weather event than what was forecasted for the year in part offset by favorable weather.

Operations and maintenance expense increased $8.5 million as a result of higher expenses mainly from increased employee compensation and benefit costs, higher lease expense associated with our new headquarters and operations center, and contractor, professional service fees and license costs related to information technology system upgrades. Depreciation expense and general taxes increased $7.3 million related to higher property, plant, and equipment as we continue to invest in our system.

Other

Other net income increased $3.9 million (or $0.13 per share) reflecting $5.7 million of higher net income from NW Natural's other activities offset by a loss of $1.8 million from NW Natural Holdings' other activities. For NW Natural, the benefit in other activities was primarily driven by higher asset management revenues from a February 2021 weather event. NW Natural Holding's other activities reported higher costs at the holding company.

BALANCE SHEET AND CASH FLOWS

During the first nine months of 2021, the Company generated $181.7 million in operating cash flows or an increase of $30.9 million compared to the same period in 2020 due to higher net income and lower net working capital requirements. The Company used $203.5 million in investing activities during the first nine months of 2021 primarily for natural gas utility capital expenditures, compared to $226.8 million used in investing activities during the same period in 2020 for utility capital expenditures and the acquisition of several water and wastewater utilities. Net cash provided by financing activities was $14.0 million for the first nine months of 2021. As of September 30, 2021, NW Natural Holdings held cash of $19.5 million.

2021 GUIDANCE

NW Natural Holdings reaffirmed 2021 earnings guidance in the range of $2.40 to $2.60 per share. This guidance assumes continued customer growth, average weather conditions, and no significant changes in prevailing regulatory policies, mechanisms, or outcomes, or significant local, state or federal laws, legislation or regulations.

DIVIDEND DECLARED

The Board of Directors of NW Natural Holdings declared a quarterly dividend of $0.4825 per share on the Company’s common stock. The dividend is payable on Nov. 15, 2021 to shareholders of record on Oct. 29, 2021, reflecting an annual indicated dividend rate of $1.93 per share. Future dividends are subject to Board of Director discretion and approval.

CONFERENCE CALL AND WEBCAST

As previously announced, NW Natural Holdings will host a conference call and webcast today to discuss its third quarter 2021 financial and operating results.

Date and Time:

Friday, Nov. 5, 2021

8 a.m. PT (11 a.m. ET)

Phone Numbers:

United States: 1-866-267-6789

Canada: 1-855-669-9657

International: 1-412-902-4110

The call will also be webcast in a listen-only format for the media and general public and can be accessed at ir.nwnaturalholdings.com. A replay of the conference call will be available on our website and by dialing 1-877-344-7529 (U.S.), 1-855-669-9658 (Canada), and 1-412-317-0088 (international). The replay access code is 10154467.

ABOUT NW NATURAL HOLDINGS

Northwest Natural Holding Company, (NYSE: NWN) (NW Natural Holdings), is headquartered in Portland, Oregon and has been doing business for over 160 years in the Pacific Northwest. It owns NW Natural Gas Company (NW Natural), NW Natural Renewables Holdings (NW Natural Renewables), NW Natural Water Company (NW Natural Water), and other business interests. We have a longstanding commitment to safety, environmental stewardship and the energy transition, and taking care of our employees and communities.

NW Natural is a local distribution company that currently provides natural gas service to approximately 2.5 million people in more than 140 communities through more than 780,000 meters in Oregon and Southwest Washington with one of the most modern pipeline systems in the nation. NW Natural consistently leads the industry with high J.D. Power & Associates customer satisfaction scores. NW Natural owns and operates 20 Bcf of underground gas storage capacity in Oregon.

NW Natural Water provides water distribution and wastewater services to communities throughout the Pacific Northwest and Texas. NW Natural Water currently serves approximately 66,000 people through about 27,200 connections. Learn more about our water business at nwnaturalwater.com.

Additional information is available at nwnaturalholdings.com.

Forward-Looking Statements

This report, and other presentations made by NW Holdings from time to time, may contain forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as "anticipates," "assumes," "intends," "plans," "seeks," "believes," "estimates," "expects" and similar references to future periods. Examples of forward-looking statements include, but are not limited to, statements regarding the following: plans, objectives, assumptions, estimates, expectations, timing, goals, strategies, commitments, future events, investments, capital expenditures, targeted capital structure, risks, risk profile, stability, acquisitions and timing, completion and integration thereof, the likelihood and success associated with any transaction, utility system and infrastructure investments, system modernization, reliability and resiliency, global, national and local economies, customer and business growth, customer satisfaction ratings, weather, performance and service during weather events, customer rates or rate recovery and the timing and magnitude of potential rate changes, environmental remediation cost recoveries, environmental initiatives, decarbonization and the role of natural gas and the gas delivery system, including decarbonization goals and timelines, energy efficiency measures, use of renewable sources, renewable natural gas purchases, projects or investments and timing, magnitude and completion thereof, renewable hydrogen projects or investments and timing, magnitude and completion thereof, procurement of renewable natural gas or hydrogen for customers, technology and policy innovations, strategic goals and visions, the water and wastewater acquisition and investment strategy and financial effects of water and wastewater acquisitions, diversity, equity and inclusion initiatives, operating plans of third parties, financial results, including estimated income, availability and sources of liquidity, expenses, positions, revenues, returns, cost of capital, timing, and earnings and earnings guidance, dividends, commodity costs and sourcing asset management activities, performance, timing, outcome, or effects of regulatory proceedings or mechanisms or approvals, regulatory prudence reviews, anticipated regulatory actions or filings, accounting treatment of future events, effects of legislation or changes in laws or regulations, effects, extent, severity and duration of COVID-19 and resulting economic disruption, the impact of mitigating factors and other efforts to mitigate risks posed by its spread, ability of our workforce, customers or suppliers to operate or conduct business, COVID-19 financial impact, expenses, cost savings measures and cost recovery including through regulatory deferrals and the timing and magnitude thereof, impact on capital projects, governmental actions and timing thereof, including actions to reopen the economy, and other statements that are other than statements of historical facts.

Forward-looking statements are based on current expectations and assumptions regarding its business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual results may differ materially from those contemplated by the forward-looking statements. You are therefore cautioned against relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future operational, economic or financial performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements are discussed by reference to the factors described in Part I, Item 1A "Risk Factors", and Part II, Item 7 and Item 7A "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Quantitative and Qualitative Disclosure about Market Risk" in the most recent Annual Report on Form 10-K and in Part I, Items 2 and 3 "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Quantitative and Qualitative Disclosures About Market Risk", and Part II, Item 1A, "Risk Factors", in the quarterly reports filed thereafter.

All forward-looking statements made in this report and all subsequent forward-looking statements, whether written or oral and whether made by or on behalf of NW Holdings or NW Natural, are expressly qualified by these cautionary statements. Any forward-looking statement speaks only as of the date on which such statement is made, and NW Holdings and NW Natural undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. New factors emerge from time to time and it is not possible to predict all such factors, nor can it assess the impact of each such factor or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statements.

NORTHWEST NATURAL HOLDINGS

Consolidated Income Statement and Financial Highlights (Unaudited)

Third Quarter 2021

 

Three Months Ended

 

 

 

Nine Months Ended

 

 

 

Twelve Months Ended

 

 

In thousands, except per share amounts,

September 30,

 

 

 

September 30,

 

 

 

September 30,

 

 

customer, and degree day data

2021

 

2020

 

Change

 

2021

 

2020

 

Change

 

2021

 

2020

 

Change

Operating revenues

$

101,447

 

 

$

93,284

 

9%

$

566,310

 

 

$

513,406

 

10%

$

826,583

 

 

$

760,670

 

9%

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Cost of gas

25,266

 

 

23,741

 

6

178,669

 

 

173,489

 

3

267,935

 

 

265,233

 

1

Operations and maintenance

47,329

 

 

41,352

 

14

149,567

 

 

134,256

 

11

195,440

 

 

180,593

 

8

Environmental remediation

806

 

 

867

 

(7)

6,092

 

 

6,494

 

(6)

9,289

 

 

11,573

 

(20)

General taxes

9,061

 

 

8,656

 

5

29,344

 

 

26,924

 

9

37,498

 

 

34,413

 

9

Revenue taxes

3,891

 

 

3,555

 

9

22,226

 

 

19,752

 

13

32,765

 

 

30,121

 

9

Depreciation and amortization

28,438

 

 

25,934

 

10

84,679

 

 

76,445

 

11

111,917

 

 

100,607

 

11

Other operating expenses

1,047

 

 

767

 

37

2,794

 

 

2,246

 

24

4,249

 

 

3,365

 

26

Total operating expenses

115,838

 

 

104,872

 

10

473,371

 

 

439,606

 

8

659,093

 

 

625,905

 

5

Income (loss) from operations

(14,391

)

 

(11,588

)

24

92,939

 

 

73,800

 

26

167,490

 

 

134,765

 

24

Other income (expense), net

(2,216

)

 

(3,287

)

(33)

(8,355

)

 

(9,902

)

(16)

(12,397

)

 

(13,956

)

(11)

Interest expense, net

11,175

 

 

9,165

 

22

33,329

 

 

32,339

 

3

44,042

 

 

43,217

 

2

Income (loss) before income taxes

(27,782

)

 

(24,040

)

16

51,255

 

 

31,559

 

62

111,051

 

 

77,592

 

43

Income tax expense (benefit)

(7,127

)

 

(5,363

)

33

13,117

 

 

7,092

 

85

27,107

 

 

14,777

 

83

Net income (loss) from continuing operations

(20,655

)

 

(18,677

)

11

38,138

 

 

24,467

 

56

83,944

 

 

62,815

 

34

Income (loss) from discontinued operations, net of tax

 

 

765

 

(100)

 

 

267

 

(100)

6,241

 

 

(1,341

)

(565)

Net income (loss)

$

(20,655

)

 

$

(17,912

)

15

$

38,138

 

 

$

24,734

 

54

$

90,185

 

 

$

61,474

 

47

 

 

 

 

 

 

 

 

 

 

 

 

 

Common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Average diluted for period

30,696

 

 

30,555

 

 

30,708

 

 

30,575

 

 

30,676

 

 

30,551

 

 

End of period

30,730

 

 

30,565

 

 

30,730

 

 

30,565

 

 

30,730

 

 

30,565

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Per share of common stock information:

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings (loss) from continuing operations

$

(0.67

)

 

$

(0.61

)

 

$

1.24

 

 

$

0.80

 

 

$

2.74

 

 

$

2.06

 

 

Diluted earnings (loss) from discontinued operations, net of tax

 

 

0.02

 

 

 

 

0.01

 

 

0.20

 

 

(0.05

)

 

Diluted earnings (loss)

(0.67

)

 

(0.59

)

 

1.24

 

 

0.81

 

 

2.94

 

 

2.01

 

 

Dividends paid per share

0.4800

 

 

0.4775

 

 

1.4400

 

 

1.4325

 

 

1.9200

 

 

1.9100

 

 

Book value, end of period

29.01

 

 

27.90

 

 

29.01

 

 

27.90

 

 

29.01

 

 

27.90

 

 

Market closing price, end of period

45.99

 

 

45.39

 

 

45.99

 

 

45.39

 

 

45.99

 

 

45.39

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital structure, end of period:

 

 

 

 

 

 

 

 

 

 

 

 

Common stock equity

40.4

%

 

42.0

%

 

40.4

%

 

42.0

%

 

40.4

%

 

42.0

%

 

Long-term debt

41.5

%

 

42.3

%

 

41.5

%

 

42.3

%

 

41.5

%

 

42.3

%

 

Short-term debt (including current maturities of long-term debt)

18.1

%

 

15.7

%

 

18.1

%

 

15.7

%

 

18.1

%

 

15.7

%

 

Total

100.0

%

 

100.0

%

 

100.0

%

 

100.0

%

 

100.0

%

 

100.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Natural Gas Distribution segment operating statistics:

 

 

 

 

 

 

 

 

 

 

 

 

Meters - end of period

781,727

 

 

769,817

 

1.5%

781,727

 

 

769,817

 

1.5%

781,727

 

 

769,817

 

1.5%

Volumes in therms:

 

 

 

 

 

 

 

 

 

 

 

 

Residential and commercial sales

55,597

 

 

54,124

 

 

455,888

 

 

440,811

 

 

692,348

 

 

694,171

 

 

Industrial sales and transportation

105,632

 

 

100,312

 

 

350,175

 

 

341,755

 

 

474,046

 

 

473,741

 

 

Total volumes sold and delivered

161,229

 

 

154,436

 

 

806,063

 

 

782,566

 

 

1,166,394

 

 

1,167,912

 

 

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Residential and commercial sales

$

71,979

 

 

$

66,384

 

 

$

470,923

 

 

$

431,187

 

 

$

701,082

 

 

$

650,569

 

 

Industrial sales and transportation

14,000

 

 

12,334

 

 

45,472

 

 

42,195

 

 

61,955

 

 

58,237

 

 

Other distribution revenues

292

 

 

639

 

 

1,278

 

 

1,607

 

 

1,597

 

 

1,964

 

 

Other regulated services

4,771

 

 

4,404

 

 

14,321

 

 

14,251

 

 

19,192

 

 

18,910

 

 

Total operating revenues

91,042

 

 

83,761

 

 

531,994

 

 

489,240

 

 

783,826

 

 

729,680

 

 

Less: Cost of gas

25,322

 

 

23,797

 

 

178,837

 

 

173,657

 

 

268,160

 

 

265,457

 

 

Less: Environmental remediation expense

806

 

 

867

 

 

6,092

 

 

6,494

 

 

9,289

 

 

11,573

 

 

Less: Revenue taxes

3,838

 

 

3,555

 

 

22,143

 

 

19,752

 

 

32,682

 

 

30,121

 

 

Margin, net

$

61,076

 

 

$

55,542

 

 

$

324,922

 

 

$

289,337

 

 

$

473,695

 

 

$

422,529

 

 

Degree days:

 

 

 

 

 

 

 

 

 

 

 

 

Average (25-year average)

9

 

 

9

 

 

1,640

 

 

1,659

 

 

2,687

 

 

2,723

 

 

Actual

4

 

 

2

 

100%

1,447

 

 

1,406

 

3%

2,425

 

 

2,477

 

(2)%

Percent colder (warmer) than average weather

(56

)%

 

(78

)%

 

(12

)%

 

(15

)%

 

(10

)%

 

(9

)%

 


Contacts

Investor Contact:
Nikki Sparley
Phone: 503-721-2530
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.

Media Contact:
David Roy
Phone: 503-610-7157
Email: This email address is being protected from spambots. You need JavaScript enabled to view it.


Read full story here

EWING, N.J.--(BUSINESS WIRE)--$OLED #OLED--Universal Display Corporation (Nasdaq: OLED), enabling energy-efficient displays and lighting with its UniversalPHOLED® technology and materials, today reported financial results for the third quarter ended September 30, 2021.


“We are pleased to report solid third quarter results, including record revenue of $143.6 million,” said Sidney D. Rosenblatt, Executive Vice President and Chief Financial Officer of Universal Display. “As we look at the second half of the year, we see that the pandemic and component shortages are causing significant disruptions in the global supply chain. While these ongoing uncertainties are impacting the consumer electronics ecosystem, we are reaffirming our revenue guidance range of $530 million to $560 million. On the partnership front, we are pleased to announce that we extended our long-term material and license agreements with leading Chinese panel maker Tianma. We are delighted to continue our strong partnership with Tianma, which is advancing its OLED presence and expanding its product portfolio. We are also gratified to share that The Forum of Executive Women has recognized Universal Display Corporation as a Champion of Board Diversity for the second year. This is indicative of our steadfast commitment to cultivating and nurturing a global culture that celebrates innovation, collaboration, diversity and inclusion.”

Rosenblatt continued, “As we look to the OLED industry, we believe that we are still in the early innings of a long-term secular growth market. As the next wave of OLED adoption for medium-and-large-area applications takes shape, we are fortifying our position as an OLED leader and innovator on multiple fronts. We are leveraging our 25-plus years of pioneering research, know-how and experience into new OLED materials and technologies. We are also expanding our global footprint, building our infrastructure that is designed to drive an effective cost structure and targeting new opportunities, including phosphorescent blue and OVJP (organic vapor jet printing). We believe that these strategic initiatives will enable us to continue providing our customers with best-in-class solutions, while keeping UDC at the forefront of the growing OLED industry.”

Financial Highlights for the Third Quarter of 2021

  • Total revenue in the third quarter of 2021 was $143.6 million as compared to $117.1 million in the third quarter of 2020. The increase in revenue was due to higher royalty and license fees, as well as higher material sales primarily due to stronger demand in the OLED display market.
  • Revenue from material sales was $75.6 million in the third quarter of 2021 as compared to $68.7 million in the third quarter of 2020.
  • Revenue from royalty and license fees was $63.9 million in the third quarter of 2021 as compared to $44.6 million in the third quarter of 2020.
  • Cost of material sales was $28.9 million in the third quarter of 2021 as compared to $20.8 million in the third quarter of 2020. Included in the cost of material sales was an inventory reserve charge of $1.0 million in the third quarter of 2021 as compared to a charge of $198,000 in the third quarter of 2020.
  • Operating income was $57.7 million in the third quarter of 2021 as compared to operating income of $48.4 million in the third quarter of 2020.
  • Net income was $46.1 million or $0.97 per diluted share in the third quarter of 2021 as compared to $40.5 million or $0.85 per diluted share in the third quarter of 2020.

Revenue Comparison

($ in thousands)

 

Three Months Ended September 30,

 

 

2021

 

 

2020

Material sales

 

$

75,609

 

 

$

68,709

Royalty and license fees

 

 

63,939

 

 

 

44,550

Contract research services

 

 

4,070

 

 

 

3,820

Total revenue

 

$

143,618

 

 

$

117,079

 

Cost of Materials Comparison

($ in thousands)

 

Three Months Ended September 30,

 

 

 

2021

 

 

2020

 

Material sales

 

$

75,609

 

 

$

68,709

 

Cost of material sales

 

 

28,883

 

 

 

20,849

 

Gross margin on material sales

 

 

46,726

 

 

 

47,860

 

Gross margin as a % of material sales

 

 

62

%

 

 

70

%

 

Financial Highlights for the First Nine Months of 2021

  • Total revenue in the first nine months of 2021 was $407.3 million as compared to $287.3 million in the first nine months of 2020. The increase in revenue was due to higher royalty and license fees, as well as higher material sales primarily due to stronger demand in the OLED display market.
  • Revenue from material sales was $232.9 million in the first nine months of 2021 as compared to $167.2 million in the first nine months of 2020. Revenue from royalty and license fees was $163.0 million in the first nine months of 2021 as compared to $110.0 million in the first nine months of 2020.
  • Cost of material sales was $75.2 million in the first nine months of 2021 as compared to $51.3 million in the first nine months of 2020. Included in the cost of material sales was an inventory reserve charge of $2.1 million in the first nine months of 2021 as compared to a charge of $808,000 in the first nine months of 2020.
  • Operating income was $171.2 million in the first nine months of 2021 as compared to $91.7 million in the first nine months of 2020.
  • Net income was $138.3 million or $2.90 per diluted share in the first nine months of 2021 as compared to $79.5 million or $1.67 per diluted share in the first nine months of 2020.

Revenue Comparison

($ in thousands)

 

Nine Months Ended September 30,

 

 

2021

 

 

2020

Material sales

 

$

232,855

 

 

$

167,211

Royalty and license fees

 

 

163,037

 

 

 

110,008

Contract research services

 

 

11,386

 

 

 

10,105

Total revenue

 

$

407,278

 

 

$

287,324

 

Cost of Materials Comparison

($ in thousands)

 

Nine Months Ended September 30,

 

 

 

2021

 

 

2020

 

Material sales

 

$

232,855

 

 

$

167,211

 

Cost of material sales

 

 

75,198

 

 

 

51,337

 

Gross margin on material sales

 

 

157,657

 

 

 

115,874

 

Gross margin as a % of material sales

 

 

68

%

 

 

69

%

 

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 fourth quarter cash dividend of $0.20 per share on the Company’s common stock. The dividend is payable on December 30, 2021 to all shareholders of record on December 16, 2021.

Conference Call Information

In conjunction with this release, Universal Display will host a conference call on Thursday, November 4, 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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UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands, except share and per share data)

 

 

 

September 30, 2021

 

 

December 31, 2020

 

ASSETS

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

Cash and cash equivalents

 

$

535,157

 

 

$

630,012

 

Short-term investments

 

 

253,786

 

 

 

99,996

 

Accounts receivable

 

 

96,235

 

 

 

82,261

 

Inventory

 

 

121,485

 

 

 

91,591

 

Other current assets

 

 

48,476

 

 

 

20,746

 

Total current assets

 

 

1,055,139

 

 

 

924,606

 

PROPERTY AND EQUIPMENT, net of accumulated depreciation of $86,962 and $72,493

 

 

118,988

 

 

 

102,113

 

ACQUIRED TECHNOLOGY, net of accumulated amortization of $168,489 and $153,050

 

 

54,814

 

 

 

70,253

 

OTHER INTANGIBLE ASSETS, net of accumulated amortization of $7,206 and $6,155

 

 

10,028

 

 

 

10,685

 

GOODWILL

 

 

15,535

 

 

 

15,535

 

INVESTMENTS

 

 

8,500

 

 

 

5,000

 

DEFERRED INCOME TAXES

 

 

32,476

 

 

 

37,695

 

OTHER ASSETS

 

 

133,111

 

 

 

103,341

 

TOTAL ASSETS

 

$

1,428,591

 

 

$

1,269,228

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

Accounts payable

 

$

10,939

 

 

$

13,801

 

Accrued expenses

 

 

42,736

 

 

 

41,404

 

Deferred revenue

 

 

123,475

 

 

 

105,215

 

Other current liabilities

 

 

3,111

 

 

 

4,540

 

Total current liabilities

 

 

180,261

 

 

 

164,960

 

DEFERRED REVENUE

 

 

43,458

 

 

 

57,086

 

RETIREMENT PLAN BENEFIT LIABILITY

 

 

80,676

 

 

 

78,527

 

OTHER LIABILITIES

 

 

87,874

 

 

 

55,941

 

Total liabilities

 

 

392,269

 

 

 

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, 49,060,909 and 49,013,476 shares issued, and 47,695,261 and 47,647,828 shares outstanding, at September 30, 2021 and December 31, 2020, respectively

 

 

491

 

 

 

490

 

Additional paid-in capital

 

 

646,049

 

 

 

635,595

 

Retained earnings

 

 

463,820

 

 

 

353,930

 

Accumulated other comprehensive loss

 

 

(32,756

)

 

 

(36,019

)

Treasury stock, at cost (1,365,648 shares at September 30, 2021 and December 31, 2020)

 

 

(41,284

)

 

 

(41,284

)

Total shareholders’ equity

 

 

1,036,322

 

 

 

912,714

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

$

1,428,591

 

 

$

1,269,228

 

 

UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(in thousands, except share and per share data)

 

 

 

Three Months Ended
September 30,

 

 

Nine Months Ended
September 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

REVENUE:

 

 

 

 

 

 

 

 

 

 

 

 

Material sales

 

$

75,609

 

 

$

68,709

 

 

$

232,855

 

 

$

167,211

 

Royalty and license fees

 

 

63,939

 

 

 

44,550

 

 

 

163,037

 

 

 

110,008

 

Contract research services

 

 

4,070

 

 

 

3,820

 

 

 

11,386

 

 

 

10,105

 

Total revenue

 

 

143,618

 

 

 

117,079

 

 

 

407,278

 

 

 

287,324

 

COST OF SALES

 

 

31,481

 

 

 

23,378

 

 

 

82,748

 

 

 

58,480

 

Gross margin

 

 

112,137

 

 

 

93,701

 

 

 

324,530

 

 

 

228,844

 

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

25,327

 

 

 

20,814

 

 

 

72,733

 

 

 

61,708

 

Selling, general and administrative

 

 

20,960

 

 

 

13,579

 

 

 

57,603

 

 

 

45,129

 

Amortization of acquired technology and other intangible assets

 

 

5,505

 

 

 

5,494

 

 

 

16,490

 

 

 

16,474

 

Patent costs

 

 

2,359

 

 

 

2,095

 

 

 

6,003

 

 

 

5,591

 

Royalty and license expense

 

 

258

 

 

 

3,293

 

 

 

519

 

 

 

8,195

 

Total operating expenses

 

 

54,409

 

 

 

45,275

 

 

 

153,348

 

 

 

137,097

 

OPERATING INCOME

 

 

57,728

 

 

 

48,426

 

 

 

171,182

 

 

 

91,747

 

Interest income, net

 

 

137

 

 

 

1,029

 

 

 

345

 

 

 

4,444

 

Other (loss) income, net

 

 

(102

)

 

 

262

 

 

 

178

 

 

 

634

 

Interest and other income, net

 

 

35

 

 

 

1,291

 

 

 

523

 

 

 

5,078

 

INCOME BEFORE INCOME TAXES

 

 

57,763

 

 

 

49,717

 

 

 

171,705

 

 

 

96,825

 

INCOME TAX EXPENSE

 

 

(11,654

)

 

 

(9,217

)

 

 

(33,368

)

 

 

(17,355

)

NET INCOME

 

$

46,109

 

 

$

40,500

 

 

$

138,337

 

 

$

79,470

 

NET INCOME PER COMMON SHARE:

 

 

 

 

 

 

 

 

 

 

 

 

BASIC

 

$

0.97

 

 

$

0.85

 

 

$

2.91

 

 

$

1.67

 

DILUTED

 

$

0.97

 

 

$

0.85

 

 

$

2.90

 

 

$

1.67

 

WEIGHTED AVERAGE SHARES USED IN COMPUTING NET INCOME PER COMMON SHARE:

 

 

 

 

 

 

 

 

 

 

 

 

BASIC

 

 

47,291,192

 

 

 

47,227,061

 

 

 

47,286,927

 

 

 

47,182,625

 

DILUTED

 

 

47,362,575

 

 

 

47,260,331

 

 

 

47,355,583

 

 

 

47,212,660

 

CASH DIVIDENDS DECLARED PER COMMON SHARE

 

$

0.20

 

 

$

0.15

 

 

$

0.60

 

 

$

0.45

 

 

UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)

 

 

 

Nine Months Ended September 30,

 

 

 

2021

 

 

2020

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

Net income

 

$

138,337

 

 

$

79,470

 

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

 

 

 

 

 

 

Amortization of deferred revenue and recognition of unbilled receivables, net

 

 

(165,723

)

 

 

(112,508

)

Depreciation

 

 

14,471

 

 

 

11,147

 

Amortization of intangibles

 

 

16,490

 

 

 

16,474

 

Change in excess inventory reserve

 

 

2,058

 

 

 

808

 

Amortization of premium and discount on investments, net

 

 

(229

)

 

 

(4,293

)

Stock-based compensation to employees

 

 

22,846

 

 

 

19,807

 

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

 

 

1,052

 

 

 

1,133

 

Deferred income tax expense (benefit)

 

 

4,226

 

 

 

(2,242

)

Retirement plan expense

 

 

6,676

 

 

 

4,242

 

Decrease (increase) in assets:

 

 

 

 

 

 

Accounts receivable

 

 

(13,974

)

 

 

(38,898

)

Inventory

 

 

(31,952

)

 

 

(20,953

)

Other current assets

 

 

(13,626

)

 

 

(2,854

)

Other assets

 

 

(33,540

)

 

 

(8,721

)

Increase (decrease) in liabilities:

 

 

 

 

 

 

Accounts payable and accrued expenses

 

 

(3,311

)

 

 

(19,633

)

Other current liabilities

 

 

(1,429

)

 

 

(806

)

Deferred revenue

 

 

160,021

 

 

 

144,200

 

Other liabilities

 

 

31,933

 

 

 

9,454

 

Net cash provided by operating activities

 

 

134,326

 

 

 

75,827

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

Purchases of property and equipment

 

 

(29,496

)

 

 

(19,213

)

Purchases of intangibles

 

 

(394

)

 

 

(25

)

Purchases of investments

 

 

(272,340

)

 

 

(604,153

)

Proceeds from sale and maturity of investments

 

 

115,240

 

 

 

613,310

 

Net cash used in investing activities

 

 

(186,990

)

 

 

(10,081

)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

Proceeds from issuance of common stock

 

 

1,136

 

 

 

869

 

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

 

 

(14,880

)

 

 

(14,293

)

Cash dividends paid

 

 

(28,447

)

 

 

(21,329

)

Net cash used in financing activities

 

 

(42,191

)

 

 

(34,753

)

(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS

 

 

(94,855

)

 

 

30,993

 

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

 

 

630,012

 

 

 

131,627

 

CASH AND CASH EQUIVALENTS, END OF PERIOD

 

$

535,157

 

 

$

162,620

 

The following non-cash activities occurred:

 

 

 

 

 

 

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

 

$

(39

)

 

$

451

 

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

 

 

(1,849

)

 

 

(892

)

 


Contacts

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

HIGHLIGHTS


  • Third quarter total production of 57,647 Boe per day, up 98% from the third quarter of 2020
  • Oil production of 34,035 Bbl per day, up 52% from the third quarter of 2020
  • Third quarter GAAP cash flow from operations of $94.4 million. Excluding changes in net working capital, cash flow from operations was $122.3 million, up 253% from the third quarter of 2020
  • Total capital expenditures of $63.2 million during the third quarter, excluding the closing of our previously-announced Permian acquisition on August 2, 2021
  • Free Cash Flow (non-GAAP) of $55.4 million, post-preferred stock dividends. See “Non-GAAP Financial Measures” below
  • Announced $154.0 million Williston Basin acquisition in October; closed on the acquisition of Permian Basin properties on August 2, 2021
  • Updated 2021 guidance includes increased annual production, reduced unit costs, reduced capital expenditures and improved pricing differentials

MINNEAPOLIS--(BUSINESS WIRE)--Northern Oil and Gas, Inc. (NYSE American: NOG) (“Northern”) today announced the company’s third quarter results and provided updated 2021 guidance.

MANAGEMENT COMMENTS

“The third quarter again demonstrated Northern’s stellar business execution,” commented Nick O’Grady, Northern’s Chief Executive Officer. “We delivered record free cash flow yet again and closed a significant Permian acquisition in the third quarter. In October, we announced the signing of another meaningfully accretive transaction, as we relentlessly seek to increase shareholder value. We see significant additional opportunities to further benefit shareholders and remain dedicated to building a diversified, low-leverage entity, with steadily increasing cash returns.”

THIRD QUARTER FINANCIAL RESULTS

Oil and natural gas sales for the third quarter were $259.7 million, up 15% over the second quarter. Third quarter GAAP net income, inclusive of a $71.8 million non-cash net mark-to-market loss on derivatives, was $12.6 million or $0.19 per diluted share. Third quarter Adjusted Net Income was $64.1 million or $0.84 per diluted share, which was reduced by $20.8 million (or $0.27 per diluted share) by the net deferred tax effect from adjustments primarily related to changes in the mark-to-market values of derivatives. Adjusted Net Income was up from $27.5 million or $0.51 per diluted share in the third quarter of 2020. Adjusted EBITDA in the third quarter was $136.1 million, up 65% from the third quarter of 2020. See “Non-GAAP Financial Measures” below.

PRODUCTION

Third quarter production was 57,647 Boe per day, a 6% increase from the second quarter of 2021 and a 98% increase from the third quarter of 2020. Oil represented 59% of total production in the third quarter. Oil production was 34,035 Bbl per day, a 2% increase over the second quarter of 2021 and a 52% increase over the third quarter of 2020. Northern had 6.5 net wells turned in-line during the third quarter, compared to 10.5 net wells turned in-line in the second quarter of 2021. Northern’s Marcellus production made up 21% of total volumes in the third quarter, and were up quarter-over-quarter with the first EQT-operated pad coming online. Northern’s Permian production made up 4% of volumes in the third quarter, reflecting a partial quarter impact from recently closed acquisitions, and are expected to ramp substantially in the fourth quarter.

PRICING

During the third quarter, NYMEX West Texas Intermediate (“WTI”) crude oil averaged $70.54 per Bbl, and NYMEX natural gas at Henry Hub averaged $4.31 per million cubic feet (“Mcf”). Northern’s unhedged net realized oil price in the third quarter was $64.91, representing a $5.63 differential to WTI prices. Northern’s unhedged net realized gas price in the third quarter was $4.33 per Mcf, representing approximately 100% realizations compared with Henry Hub pricing.

OPERATING COSTS

Lease operating costs were $43.2 million in the third quarter of 2021, or $8.15 per Boe, down over 5% on a per unit basis compared to the second quarter of 2021. The reduction in unit costs was driven by increased low-cost Marcellus and Permian production, partially offset by lower new completions and higher processing costs associated with strong NGL prices. Third quarter general and administrative (“G&A”) costs totaled $5.5 million or $1.04 per Boe. This includes $0.7 million of legal and other transaction expenses in connection with the Permian and Williston acquisitions and $0.7 million of non-cash stock-based compensation. Northern’s G&A costs excluding these amounts totaled $4.1 million or $0.78 per Boe in the third quarter, down 44% versus the third quarter in the prior year.

CAPITAL EXPENDITURES AND ACQUISITIONS

Capital spending for the third quarter was $63.2 million, down 8% from the second quarter of 2021. Spending was made up of $53.0 million of total drilling and completion (“D&C”) capital on organic and ground game assets, and $10.2 million of ground game acquisition spending and other items. These amounts exclude our unbudgeted acquisitions, such as the Permian acquisition that closed in August 2021. Our Williston Basin spending made up 73% of the total capital expenditures for the quarter, the Permian made up 20%, the Marcellus made up 5% and other items made up 2%. On the ground game acquisition front, Northern closed on 6 transactions during the third quarter totaling 2.2 net wells, 1,077 net mineral acres, and 182 net royalty acres (standardized to a 1/8 royalty interest).

WILLISTON BASIN ACQUISITION

On October 7, 2021, Northern announced that it entered into a definitive agreement to acquire non-operated interests across over 400 producing wellbores located primarily in Williams, McKenzie, Mountrail and Dunn Counties, ND for a purchase price of $154.0 million in cash, subject to typical closing adjustments. Northern has updated corporate guidance for the assets to be acquired in the guidance section below, which assumes a mid-to-late November closing date.

LIQUIDITY AND CAPITAL RESOURCES

Northern had total liquidity of $343.0 million as of September 30, 2021, consisting of cash of $2.0 million, and $341.0 million of committed borrowing availability under the revolving credit facility.

As of September 30, 2021, Northern’s total borrowings were $869.0 million, down $119.8 million since September 30, 2020. Total borrowings consist of $550.0 million in senior unsecured notes and $319.0 million outstanding on Northern’s revolving credit facility.

On November 3, 2021, Northern completed its regularly scheduled borrowing base redetermination, increasing both its elected commitment and borrowing base. Northern’s lending syndicate voted unanimously to increase the borrowing base to $850.0 million. Northern has chosen a $750.0 million elected commitment amount. Pro forma for this increase, as of September 30, 2021, we had $431.0 of committed borrowing availability under the revolving credit facility. The new borrowing base does not include any reserve value for Northern’s pending Williston Basin acquisition.

STOCKHOLDER RETURNS

On August 3, 2021, Northern’s Board of Directors declared a regular quarterly cash dividend for Northern’s common stock of $0.045 per share for stockholders of record as of September 30, 2021, which was paid on October 29, 2021. This represented a 50% increase from the prior quarter.

On October 7, 2021, Northern Management announced its plan to submit a request to Northern’s Board of Directors for a 33.3% increase to the quarterly common stock dividend to $0.06 per share upon closing of the Williston Basin acquisition that is expected to close in mid-November 2021.

On October 15, 2021, Northern’s Board of Directors declared all current and accrued cash dividends for Northern’s Series A Preferred Stock, to be paid on November 15, 2021, in the total amount of $7.2 million.

2021 FULL YEAR GUIDANCE
(all forecasts are provided on a 2-stream production basis)

 

Prior

 

Current

Annual Production (Boe per day)

49,500 - 54,250

 

51,750 - 53,750(1)

Oil as a Percentage of Sales Volumes

63% - 64%

 

63% - 64%

Net Wells Added to Production

38 - 40

 

38 - 40

Total Capital Expenditures (in millions) (2)

$215 - $260

 

$215 - $250

---------------------------

(1)

Includes approximately 500 - 560 Boe per day, annualized, from the pending Williston Basin acquisition, expected to close in mid to late November 2021.

(2)

Excludes non-budgeted acquisitions of Marcellus, Williston and Permian properties, but includes post-closing capital expenditures.

Operating Expenses and Differentials:

Prior

 

Current

Production Expenses (per Boe)

$8.60 - $8.90

 

$8.60 - $8.80

Production Taxes

9% - 10% of

Oil & Gas Sales

 

9% - 10% of

Oil & Gas Sales

Average Differential to NYMEX WTI (per Bbl)

$6.25 - $7.25

 

$5.75 - $6.25

Average Realization as a Percentage of NYMEX Henry Hub (per Mcf)

80% - 100%

 

90% - 100%

 

Prior

 

Current

General and Administrative Expense (per Boe):

 

 

 

Cash (excluding Marcellus, Williston and Permian transaction costs)

$0.80 - $0.85

 

$0.80 - $0.85

Non-Cash

$0.18

 

$0.18

THIRD QUARTER 2021 RESULTS

The following tables set forth selected operating and financial data for the periods indicated.

 

Three Months Ended September 30,

 

2021

 

2020

 

% Change

Net Production:

 

 

 

 

 

Oil (Bbl)

3,131,182

 

 

 

2,054,847

 

 

52

%

Natural Gas and NGLs (Mcf)

13,034,251

 

 

 

3,706,853

 

 

252

%

Total (Boe)

5,303,557

 

 

 

2,672,656

 

 

98

%

 

 

 

 

 

 

Average Daily Production:

 

 

 

 

 

Oil (Bbl)

34,035

 

 

 

22,335

 

 

52

%

Natural Gas and NGLs (Mcf)

141,677

 

 

 

40,292

 

 

252

%

Total (Boe)

57,647

 

 

 

29,051

 

 

98

%

 

 

 

 

 

 

Average Sales Prices:

 

 

 

 

 

Oil (per Bbl)

$

64.91

 

 

 

$

34.36

 

 

89

%

Effect of Gain (Loss) on Settled Oil Derivatives on Average Price (per Bbl)

(12.52

)

 

 

21.11

 

 

 

Oil Net of Settled Oil Derivatives (per Bbl)

52.39

 

 

 

55.47

 

 

(6

)%

 

 

 

 

 

 

Natural Gas and NGLs (per Mcf)

4.33

 

 

 

0.83

 

 

 

Effect of Gain (Loss) on Settled Natural Gas Derivatives on Average Price (per Mcf)

(1.31

)

 

 

0.13

 

 

 

Natural Gas and NGLs Net of Settled Natural Gas Derivatives (per Mcf)

3.02

 

 

 

0.96

 

 

 

 

 

 

 

 

 

Realized Price on a Boe Basis Excluding Settled Commodity Derivatives

48.96

 

 

 

27.57

 

 

78

%

Effect of Gain (Loss) on Settled Commodity Derivatives on Average Price (per Boe)

(10.62

)

 

 

16.40

 

 

 

Realized Price on a Boe Basis Including Settled Commodity Derivatives

38.34

 

 

 

43.97

 

 

(13

)%

 

 

 

 

 

 

Costs and Expenses (per Boe):

 

 

 

 

 

Production Expenses

$

8.15

 

 

 

$

9.04

 

 

(10

)%

Production Taxes

3.76

 

 

 

2.60

 

 

45

%

General and Administrative Expenses

1.04

 

 

 

1.72

 

 

(40

)%

Depletion, Depreciation, Amortization and Accretion

6.77

 

 

 

11.52

 

 

(41

)%

 

 

 

 

 

 

Net Producing Wells at Period End

601.8

 

 

 

468.8

 

 

28

%

HEDGING

Northern hedges portions of its expected production volumes to increase the predictability of its cash flow and to help maintain a strong financial position. The following table summarizes Northern’s open crude oil commodity derivative swap contracts scheduled to settle after September 30, 2021.

Crude Oil Commodity Derivative Swaps(1)

Contract Period

 

Volume (Bbls)

 

Volume (Bbls/Day)

 

Weighted Average Price (per Bbl)

2021:

 

 

 

 

 

 

Q4

 

2,326,956

 

25,293

 

$55.27

2022:

 

 

 

 

 

 

Q1

 

2,137,480

 

23,750

 

$57.01

Q2

 

2,047,500

 

22,500

 

$57.55

Q3

 

2,058,500

 

22,375

 

$57.14

Q4

 

1,943,500

 

21,125

 

$56.96

2023:

 

 

 

 

 

 

Q1

 

596,250

 

6,625

 

$59.30

Q2

 

420,875

 

4,625

 

$61.72

Q3

 

115,000

 

1,250

 

$64.93

Q4

 

115,000

 

1,250

 

$64.93

_____________

(1)

This table does not include volumes subject to swaptions and call options, which could increase the amount of volumes hedged at the option of Northern’s counterparties. This table also does not include basis swaps. For additional information, see Note 11 to our financial statements included in our Form 10-Q filed with the SEC for the quarter ended September 30, 2021.

The following table summarizes Northern’s open natural gas commodity derivative swap contracts scheduled to settle after September 30, 2021.

Natural Gas Commodity Derivative Swaps

Contract Period

 

Gas (MMBTU)

 

Volume (MMBTU/Day)

 

Weighted Average Price (per Mcf)

2021:

 

 

 

 

 

 

Q4

 

8,784,210

 

95,481

 

$2.82

2022:

 

 

 

 

 

 

Q1

 

6,257,291

 

69,525

 

$3.07

Q2

 

5,460,000

 

60,000

 

$2.95

Q3

 

5,520,000

 

60,000

 

$2.95

Q4

 

4,300,000

 

46,739

 

$2.94

_____________

(1)

This table does not include volumes subject to collars. This table also does not include basis swaps. For additional information, see Note 11 to our financial statements included in our Form 10-Q filed with the SEC for the quarter ended September 30, 2021.

The following table presents Northern’s settlements on commodity derivative instruments and unsettled gains and losses on open commodity derivative instruments for the periods presented, which is included in the revenue section of Northern’s statement of operations:

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

(In thousands)

2021

 

2020

 

 

2021

 

2020

Cash Received (Paid) on Derivatives:

$

(56,318

)

 

 

$

43,837

 

 

 

$

(91,470

)

 

 

$

152,782

 

Non-Cash Gain (Loss) on Derivatives:

(71,845

)

 

 

(70,198

)

 

 

(373,540

)

 

 

124,800

 

Gain (Loss) on Derivative Instruments, Net

$

(128,163

)

 

 

$

(26,361

)

 

 

$

(465,010

)

 

 

$

277,582

 

CAPITAL EXPENDITURES & DRILLING ACTIVITY

(In millions, except for net well data)

 

Three Months Ended
September 30, 2021

Capital Expenditures Incurred:

 

 

Organic Drilling and Development Capital Expenditures

 

$

37.7

 

Ground Game Drilling and Development Capital Expenditures

 

$

15.3

 

Ground Game Acquisition Capital Expenditures

 

$

8.8

 

Other

 

$

1.4

 

Non-Budgeted Acquisitions

 

$

106.4

 

 

 

 

Net Wells Added to Production

 

6.5

 

 

 

 

Net Producing Wells (Period-End)

 

601.8

 

 

 

 

Net Wells in Process (Period-End)

 

43.1

 

Decrease in Wells in Process over Prior Period

 

(0.6

)

 

 

 

Weighted Average Gross AFE for Wells Elected to

 

$6.9 million

THIRD QUARTER 2021 EARNINGS RELEASE CONFERENCE CALL

In conjunction with Northern’s release of its financial and operating results, investors, analysts and other interested parties are invited to listen to a conference call with management on Friday, November 5, 2021 at 10:00 a.m. Central Time.

Those wishing to listen to the conference call may do so via webcast or phone as follows:

Webcast: https://78449.themediaframe.com/dataconf/productusers/nog/mediaframe/46821/indexl.html
Dial-In Number: (866) 373-3407 (US/Canada) and (412) 902-1037 (International)
Conference ID: 13723773 - Northern Oil and Gas, Inc. Third Quarter 2021 Earnings Call
Replay Dial-In Number: (877) 660-6853 (US/Canada) and (201) 612-7415 (International)
Replay Access Code: 13723773 - Replay will be available through November 12, 2021

UPCOMING CONFERENCE SCHEDULE

Bank of America Global Energy Conference

November 17-18, 2021

 

Piper Sandler Energy & Power Symposium

December 1-2, 2021

 

Capital One 16th Annual Energy Conference

December 6-8, 2021

ABOUT NORTHERN OIL AND GAS

Northern Oil and Gas, Inc. is a company with a primary strategy of investing in non-operated minority working and mineral interests in oil & gas properties, with a core area of focus in the premier basins within the United States. More information about Northern Oil and Gas, Inc. can be found at www.northernoil.com.

SAFE HARBOR

This press release contains forward-looking statements regarding future events and future results that are subject to the safe harbors created under the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”). All statements other than statements of historical facts included in this release regarding Northern’s financial position, operating and financial performance, business strategy, plans and objectives of management for future operations, industry conditions, and indebtedness covenant compliance are forward-looking statements. When used in this release, forward-looking statements are generally accompanied by terms or phrases such as “estimate,” “project,” “predict,” “believe,” “expect,” “continue,” “anticipate,” “target,” “could,” “plan,” “intend,” “seek,” “goal,” “will,” “should,” “may” or other words and similar expressions that convey the uncertainty of future events or outcomes. Items contemplating or making assumptions about actual or potential future production and sales, market size, collaborations, and trends or operating results also constitute such forward-looking statements.

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond Northern’s control) that could cause actual results to differ materially from those set forth in the forward-looking statements, including the following: changes in crude oil and natural gas prices; the pace of drilling and completions activity on Northern’s properties and properties pending acquisition; Northern’s ability to acquire additional development opportunities; potential or pending acquisition transactions; Northern’s ability to consummate pending acquisitions, and the anticipated timing of such consummation; the projected capital efficiency savings and other operating efficiencies and synergies resulting from Northern’s acquisition transactions; integration and benefits of property acquisitions, or the effects of such acquisitions on Northern’s cash position and levels of indebtedness; changes in Northern’s reserves estimates or the value thereof; disruptions to Northern’s business due to acquisitions and other significant transactions; infrastructure constraints and related factors affecting Northern’s properties; ongoing legal disputes over and potential shutdown of the Dakota Access Pipeline; the COVID-19 pandemic and its related economic repercussions and effect on the oil and natural gas industry; general economic or industry conditions, nationally and/or in the communities in which Northern conducts business; changes in the interest rate environment, legislation or regulatory requirements; conditions of the securities markets; Northern’s ability to raise or access capital; changes in accounting principles, policies or guidelines; and financial or political instability, health-related epidemics, acts of war or terrorism, and other economic, competitive, governmental, regulatory and technical factors affecting Northern’s operations, products and prices.

Northern has based these forward-looking statements on its current expectations and assumptions about future events. While management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond Northern’s control. Northern does not undertake any duty to update or revise any forward-looking statements, except as may be required by the federal securities laws.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

(In thousands, except share and per share data)

2021

 

2020

 

2021

 

2020

Revenues

 

 

 

 

 

 

 

Oil and Gas Sales

$

259,669

 

 

 

$

73,680

 

 

 

$

642,717

 

 

 

$

224,541

 

 

Gain (Loss) on Commodity Derivatives, Net

(128,163

)

 

 

(26,361

)

 

 

(465,010

)

 

 

277,582

 

 

Other Revenue

1

 

 

 

3

 

 

 

2

 

 

 

12

 

 

Total Revenues

131,507

 

 

 

47,321

 

 

 

177,709

 

 

 

502,135

 

 

 

 

 

 

 

 

 

 

Operating Expenses

 

 

 

 

 

 

 

Production Expenses

43,236

 

 

 

24,159

 

 

 

120,246

 

 

 

88,132

 

 

Production Taxes

19,932

 

 

 

6,936

 

 

 

51,899

 

 

 

20,750

 

 

General and Administrative Expense

5,490

 

 

 

4,605

 

 

 

19,878

 

 

 

14,185

 

 

Depletion, Depreciation, Amortization and Accretion

35,885

 

 

 

30,786

 

 

 

98,013

 

 

 

129,350

 

 

Impairment Expense

 

 

 

199,489

 

 

 

 

 

 

962,205

 

 

Total Operating Expenses

104,543

 

 

 

265,975

 

 

 

290,036

 

 

 

1,214,622

 

 

 

 

 

 

 

 

 

 

Income (Loss) From Operations

26,964

 

 

 

(218,653

)

 

 

(112,327

)

 

 

(712,487

)

 

 

 

 

 

 

 

 

 

Other Income (Expense)

 

 

 

 

 

 

 

Interest Expense, Net of Capitalization

(14,586

)

 

 

(14,637

)

 

 

(43,120

)

 

 

(45,145

)

 

Write-off of Debt Issuance Costs

 

 

 

(1,543

)

 

 

 

 

 

(1,543

)

 

Gain (Loss) on Unsettled Interest Rate Derivatives, Net

92

 

 

 

224

 

 

 

454

 

 

 

(1,205

)

 

Gain (Loss) on Extinguishment of Debt, Net

 

 

 

1,592

 

 

 

(13,087

)

 

 

(3,718

)

 

Contingent Consideration Gain (Loss)

82

 

 

 

 

 

 

(292

)

 

 

 

 

Other Income (Expense)

2

 

 

 

13

 

 

 

5

 

 

 

14

 

 

Total Other Income (Expense)

(14,410

)

 

 

(14,351

)

 

 

(56,040

)

 

 

(51,597

)

 

 

 

 

 

 

 

 

 

Income (Loss) Before Income Taxes

12,554

 

 

 

(233,004

)

 

 

(168,367

)

 

 

(764,084

)

 

 

 

 

 

 

 

 

 

Income Tax Provision (Benefit)

 

 

 

 

 

 

 

 

 

(166

)

 

 

 

 

 

 

 

 

 

Net Income (Loss)

$

12,554

 

 

 

$

(233,004

)

 

 

$

(168,367

)

 

 

$

(763,918

)

 

 

 

 

 

 

 

 

 

Cumulative Preferred Stock Dividend

(3,605

)

 

 

(3,718

)

 

 

(11,154

)

 

 

(10,986

)

 

 

 

 

 

 

 

 

 

Net Income (Loss) Attributable to Common Stockholders

$

8,949

 

 

 

$

(236,722

)

 

 

$

(179,521

)

 

 

$

(774,904

)

 

 

 

 

 

 

 

 

 

Net Income (Loss) Per Common Share – Basic

$

0.14

 

 

 

$

(5.44

)

 

 

$

(2.97

)

 

 

$

(18.53

)

 

Net Income (Loss) Per Common Share – Diluted

$

0.13

 

 

 

$

(5.44

)

 

 

$

(2.97

)

 

 

$

(18.53

)

 

Weighted Average Common Shares Outstanding – Basic

65,856,479

 

 

 

43,517,074

 

 

 

60,404,584

 

 

 

41,812,553

 

 

Weighted Average Common Shares Outstanding – Diluted

66,629,566

 

 

 

43,517,074

 

 

 

60,404,584

 

 

 

41,812,553

 

 

CONDENSED BALANCE SHEETS

 

(In thousands, except par value and share data)

September 30, 2021

 

December 31, 2020

Assets

(Unaudited)

 

 

Current Assets:

 

 

 

Cash and Cash Equivalents

$

2,006

 

 

 

$

1,428

 

 

Accounts Receivable, Net

158,047

 

 

 

71,015

 

 

Advances to Operators

5,137

 

 

 

476

 

 

Prepaid Expenses and Other

2,393

 

 

 

1,420

 

 

Derivative Instruments

 

 

 

51,290

 

 

Total Current Assets

167,583

 

 

 

125,629

 

 

 

 

 

 

Property and Equipment:

 

 

 

Oil and Natural Gas Properties, Full Cost Method of Accounting

 

 

 

Proved

4,804,687

 

 

 

4,393,533

 

 

Unproved

24,656

 

 

 

10,031

 

 

Other Property and Equipment

2,779

 

 

 

2,451

 

 

Total Property and Equipment

4,832,122

 

 

 

4,406,015

 

 

Less – Accumulated Depreciation, Depletion and Impairment

(3,767,613

)

 

 

(3,670,811

)

 

Total Property and Equipment, Net

1,064,509

 

 

 

735,204

 

 

 

 

 

 

Derivative Instruments

 

 

 

111

 

 

Other Noncurrent Assets, Net

11,970

 

 

 

11,145

 

 

 

 

 

 

Total Assets

$

1,244,062

 

 

 

$

872,089

 

 

 

 

 

 

Liabilities and Stockholders' Equity (Deficit)

Current Liabilities:

 

 

 

Accounts Payable

$

65,912

 

 

 

$

35,803

 

 

Accrued Liabilities

100,443

 

 

 

68,673

 

 

Accrued Interest

4,248

 

 

 

8,341

 

 

Derivative Instruments

182,692

 

 

 

3,078

 

 

Contingent Consideration

242

 

 

 

493

 

 

Current Portion of Long-term Debt

 

 

 

65,000

 

 

Other Current Liabilities

1,635

 

 

 

1,087

 

 

Total Current Liabilities

355,172

 

 

 

182,475

 

 

 

 

 

 

Long-term Debt

858,415

 

 

 

879,843

 

 

Derivative Instruments

156,731

 

 

 

14,659

 

 

Asset Retirement Obligations

27,106

 

 

 

18,366

 

 

Other Noncurrent Liabilities

4,349

 

 

 

50

 

 

 

 

 

 

Total Liabilities

$

1,401,773

 

 

 

$

1,095,393

 

 

 

 

 

 

Commitments and Contingencies (Note 8)

 

 

 

 

 

 

Stockholders’ Equity (Deficit)

 

 

 

Preferred Stock, Par Value $.001; 5,000,000 Shares Authorized;

2,218,732 Series A Shares Outstanding at 6/30/2021

2,218,732 Series A Shares Outstanding at 12/31/2020

2

 

 

 

2

 

 

Common Stock, Par Value $.001; 135,000,000 Shares Authorized;

66,178,148 Shares Outstanding at 9/30/2021

45,908,779 Shares Outstanding at 12/31/2020

468

 

 

 

448

 

 

Additional Paid-In Capital

1,790,542

 

 

 

1,556,602

 

 

Retained Deficit

(1,948,723

)

 

 

(1,780,356

)

 

Total Stockholders’ Equity (Deficit)

(157,710

)

 

 

(223,304

)

 

Total Liabilities and Stockholders’ Equity (Deficit)

$

1,244,062

 

 

 

$

872,089

 

 

 

Non-GAAP Financial Measures

Adjusted Net Income, Adjusted EBITDA and Free Cash Flow are non-GAAP measures.


Contacts

Mike Kelly, CFA
Chief Strategy Officer
952-476-9800
This email address is being protected from spambots. You need JavaScript enabled to view it.


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