UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
August 11, 2015
DEEP DOWN, INC.
(Exact name of registrant as specified in
its charter)
Nevada |
|
0-30351 |
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75-2263732 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
8827 W. Sam Houston Pkwy N. Suite 100,
Houston, TX 77040
(Address of principal executive offices) (Zip
Code)
(281) 517-5000
Registrant’s telephone number, including
area code
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
SECTION 2 – Financial Information
ITEM 2.02 |
RESULTS OF OPERATIONS AND FINANCIAL CONDITION. |
On August 11, 2015, Deep Down, Inc. issued a press release
announcing its financial results for the quarter ended June 30, 2015. A copy of the press release is furnished as Exhibit 99.1
to this report and is incorporated herein by reference.
SECTION 9 – Financial Statements and Exhibits
ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits:
|
99.1 |
Press Release issued by Deep Down, Inc. dated August 11, 2015 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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|
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DEEP DOWN, INC. |
|
|
By : |
|
/s/ Eugene L. Butler |
|
|
Eugene L. Butler |
|
|
Executive Chairman and Chief Financial Officer |
Date: August 12, 2015
Exhibit 99.1
NEWS RELEASE
August 11, 2015 |
OTCQX: DPDW |
DEEP DOWN REPORTS SECOND QUARTER 2015 RESULTS
HOUSTON, August 11,
2015 /PRNewswire/ -- Deep Down, Inc. (OTCQX: DPDW) ("Deep Down" or the "Company"), an oilfield services
company specializing in complex deepwater and ultra-deepwater oil production distribution system support services, today reported
financial results for the quarter ended June 30, 2015.
OPERATING RESULTS
For the second quarter of 2015, Deep Down reported
net income of $0.2 million, or $0.01 income per fully diluted share, compared to a net loss of $1.2 million, or $0.08 loss per
diluted share for the second quarter of 2014.
Revenues for the quarter ended June 30, 2015
were $6.8 million, compared to revenues of $5.8 million for the quarter ended June 30, 2014. The $1.0 million (16 percent) increase
is due primarily to a return to normal revenue levels, as we experienced significant project delays in the 2014 period.
Gross profit for the quarter ended June 30,
2015 was $2.2 million, or 33 percent of revenues, compared to gross profit of $1.8 million, or 31 percent of revenues for the quarter
ended June 30, 2014. The $0.4 million increase in gross profit is primarily attributable to the previously mentioned return to
normal revenue levels in the 2015 period.
Operating expense for the quarter ended June
30, 2015 was $2.1 million, compared to operating expense of $2.9 million for the quarter ended June 30, 2014. The $0.8 million
decrease in operating expense is primarily attributable to reductions in Panama exit and related costs, share-based compensation
amortization, bad debts, and property taxes.
The Company's
management evaluates its financial performance based on a non-GAAP measure, Modified EBITDA, which consists of earnings (net income
or loss) available to common shareholders before net interest expense, income taxes, depreciation and amortization, and other non-cash
and non-recurring charges. Modified EBITDA for the quarter ended June 30, 2015 was $0.9 million
compared to Modified EBITDA of negative $0.3 million for the quarter ended June 30, 2014. The $1.2 million increase is primarily
attributable to a $0.6 million increase in gross profit before depreciation, and a $0.4 million decrease in operating expense before
Panama exit costs, share-based compensation and depreciation and amortization, both as a result of reasons discussed previously.
At June 30, 2015, we had working capital of $15.2 million, including cash and cash equivalents of $4.7 million.
Ronald E. Smith, Chief Executive Officer, stated,
“During these difficult times, we continue to focus on cost containment, improving our efficiency and assisting our customers
with solutions that will reduce their costs. We will also focus on maintaining a strong balance sheet.”
EARNINGS CONFERENCE CALL
In connection with this earnings release, Deep
Down will host its quarterly conference call on Monday, August 17, 2015 at 4:30 PM Eastern Time (3:30 PM Central Time). Interested
investors are invited to dial the toll free number at (877) 303-6187 and provide the Conference ID: 10209062.
At the conclusion of the call, a replay will
be available until August 22, 2015. To access the replay of the call dial (855) 859-2056 and provide the same Conference
ID.
The call can also be accessed via the web by
going to the Investor Relations section of the Company’s website at www.deepdowninc.com.
About Deep Down, Inc.
Deep Down, Inc. is an oilfield services company
serving the worldwide offshore exploration and production industry. Deep Down's proven services and technological solutions include
distribution system installation support and engineering services, umbilical terminations, loose-tube steel flying leads (LSFL),
installation buoyancy, ROVs and tooling, marine vessel automation, control, and ballast systems. Deep Down supports subsea engineering,
installation, commissioning, and maintenance projects through specialized, highly experienced service teams and engineered technological
solutions. The company's primary focus is on more complex deepwater and ultra-deepwater oil production distribution system support
services and technologies, used between the platform and the wellhead. More information about Deep Down is available at www.deepdowncorp.com.
Forward-Looking
Statements
Any forward-looking
statements in the preceding paragraphs of this release are made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties in
that actual results may differ materially from those projected in the forward-looking statements. In the course of operations,
we are subject to certain risk factors, competition and competitive pressures, sensitivity to general economic and industrial conditions,
international political and economic risks, availability and price of raw materials and execution of business strategy. For further
information, please refer to the Company's filings with the Securities and Exchange Commission, copies of which are available from
the Company without charge.
For Further Information
Investor Relations
Casey Stegman
casey@stonegateinc.com
Stonegate Inc.
972.850.2001
DEEP DOWN, INC.
SUMMARY FINANCIAL DATA
(Unaudited)
| |
Three Months Ended | | |
Six Months Ended | |
| |
June 30, | | |
June 30, | |
| |
2015 | | |
2014 | | |
2015 | | |
2014 | |
(in thousands, except per share amounts) | |
| | |
| | |
| | |
| |
Results of operations data: | |
| | |
| | |
| | |
| |
Revenues | |
$ | 6,771 | | |
$ | 5,847 | | |
$ | 13,609 | | |
$ | 12,010 | |
Cost of sales | |
| 4,529 | | |
| 4,048 | | |
| 9,133 | | |
| 7,943 | |
Gross profit | |
| 2,242 | | |
| 1,799 | | |
| 4,476 | | |
| 4,067 | |
Total operating expenses | |
| 2,070 | | |
| 2,929 | | |
| 4,534 | | |
| 5,128 | |
Operating income (loss) | |
| 172 | | |
| (1,130 | ) | |
| (58 | ) | |
| (1,061 | ) |
Total other income (expense) | |
| 42 | | |
| (68 | ) | |
| (19 | ) | |
| 244 | |
Income (loss) before income taxes | |
| 214 | | |
| (1,198 | ) | |
| (77 | ) | |
| (817 | ) |
Income tax (expense) benefit | |
| (8 | ) | |
| 18 | | |
| (14 | ) | |
| 9 | |
Net income (loss) | |
$ | 206 | | |
$ | (1,180 | ) | |
$ | (91 | ) | |
$ | (808 | ) |
| |
| | | |
| | | |
| | | |
| | |
Net income (loss) per share: | |
| | | |
| | | |
| | | |
| | |
Basic | |
$ | 0.01 | | |
$ | (0.08 | ) | |
$ | (0.01 | ) | |
$ | (0.05 | ) |
Fully diluted | |
$ | 0.01 | | |
$ | (0.08 | ) | |
$ | (0.01 | ) | |
$ | (0.05 | ) |
| |
| | | |
| | | |
| | | |
| | |
Weighted-average shares outstanding: | |
| | | |
| | | |
| | | |
| | |
Basic | |
| 15,110 | | |
| 15,215 | | |
| 15,120 | | |
| 15,227 | |
Fully diluted | |
| 15,110 | | |
| 15,215 | | |
| 15,120 | | |
| 15,227 | |
| |
| | | |
| | | |
| | | |
| | |
Modified EBITDA data: | |
| | | |
| | | |
| | | |
| | |
Net income (loss) | |
$ | 206 | | |
$ | (1,180 | ) | |
$ | (91 | ) | |
$ | (808 | ) |
Add back interest expense, net | |
| 64 | | |
| 48 | | |
| 125 | | |
| 109 | |
Add back depreciation and amortization | |
| 464 | | |
| 396 | | |
| 841 | | |
| 806 | |
Add back (deduct) income tax expense (benefit) | |
| 8 | | |
| (18 | ) | |
| 14 | | |
| (9 | ) |
Add back Panama exit costs accrual | |
| – | | |
| 192 | | |
| – | | |
| 192 | |
Add back share-based compensation | |
| 127 | | |
| 300 | | |
| 253 | | |
| 435 | |
Modified EBITDA | |
$ | 869 | | |
$ | (262 | ) | |
$ | 1,142 | | |
$ | 725 | |
| |
| | | |
| | | |
| | | |
| | |
(in thousands) | |
| | | |
| | | |
| | | |
| | |
Cash flow data: | |
| | | |
| | | |
| | | |
| | |
Cash provided by (used in): | |
| | | |
| | | |
| | | |
| | |
Operating activities | |
| | | |
| | | |
$ | (1,767 | ) | |
$ | 1,267 | |
Investing activities | |
| | | |
| | | |
| (216 | ) | |
| 198 | |
Financing activities | |
| | | |
| | | |
| 1,327 | | |
| (1,012 | ) |
| |
June 30, 2015 | | |
December 31, 2014 | |
(in thousands) | |
| | |
| |
Balance sheet data: | |
| | | |
| | |
Cash and cash equivalents | |
$ | 4,656 | | |
$ | 5,312 | |
Current assets | |
| 23,692 | | |
| 22,015 | |
Current liabilities | |
| 8,513 | | |
| 7,081 | |
Working capital | |
| 15,179 | | |
| 14,934 | |
Total assets | |
| 35,885 | | |
| 34,720 | |
Total debt | |
| 6,967 | | |
| 5,615 | |
Total liabilities | |
| 10,815 | | |
| 9,754 | |
Stockholders' equity | |
| 25,070 | | |
| 24,966 | |
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