Clean Energy Fuels Corp. (NASDAQ: CLNE) today reported revenue
increased to $86.2 million for the quarter ended December 31, 2011,
from $83.2 million in revenue for the fourth quarter a year ago. As
described below, revenue attributable to the volumetric excise tax
credit (VETC) decreased by $11.5 million in the fourth quarter of
2011 when compared to the fourth quarter of 2010. For 2011, revenue
totaled $292.7 million, which is an increase of 38% from $211.8
million in 2010.
When comparing periods, revenue for the fourth quarter and year
ended December 31, 2011 attributable to VETC was $4.5 million and
$17.9 million, respectively. For the fourth quarter and full year
of 2010, the Company recorded revenue attributable to VETC of $16.0
million. Since VETC was not available in 2010 until the fourth
quarter of 2010, when it was reinstated and made retroactive to
January 1, 2010, the Company recorded its full year of VETC revenue
for 2010 in the fourth quarter of 2010. VETC expired on December
31, 2011. The Company incurred $5.7 million of interest expense in
2011, which was not incurred in 2010, on the $200 million of
convertible notes it issued during the year. Selling, general and
administrative expenses increased $23.6 million during 2011,
primarily related to the Company’s efforts to begin building the
initial phase of America’s Natural Gas Highway. The initial phase
of America’s Natural Gas Highway is planned to consist of
approximately 150 LNG fueling stations to enable medium and
heavy-duty trucks to transport goods coast to coast and border to
border within the continental United States.
Gasoline gallon equivalents (gallons) delivered for the fourth
quarter of 2011, which includes CNG, LNG, biomethane and the
gallons associated with providing operations and maintenance
services, totaled 40.0 million, compared to 31.7 million gallons
delivered in the same period a year ago. For 2011, gallons
delivered increased 27% to 155.6 million gallons, up from 122.7
million gallons delivered in 2010.
Andrew J. Littlefair, Clean Energy's President and Chief
Executive Officer, stated, “I am very pleased with our progress in
2011. We grew our core markets, increased our sales, engineering
and construction staffs, embarked on construction of America’s
Natural Gas Highway for medium- and heavy-duty trucking, and we
raised $350 million, with an additional commitment of $100 million,
in financing to fund the Highway and other projects. We believe we
are strongly positioned to grow well into the future as we can
offer a compelling opportunity to shippers and fleet owners across
the country to achieve cost savings while simultaneously reducing
emissions and using a domestic fuel.”
Adjusted EBITDA for the fourth quarter of 2011 was ($3.5)
million, compared with $20.2 million in the fourth quarter of 2010.
Adjusted EBITDA for 2011 was $3.1 million, compared with $21.3
million for 2010. Adjusted EBITDA is described below and reconciled
to the GAAP measure net income (loss) attributable to Clean
Energy.
Net loss for the fourth quarter of 2011 was $20.9 million, or
$0.29 per share, which included a non-cash loss of $0.4 million
related to the accounting treatment that requires Clean Energy to
value its Series I warrants and mark them to market, a non-cash
charge of $3.4 million related to stock-based compensation, a $3.0
million valuation allowance established on certain deferred tax
assets, and foreign currency gains of $0.7 million on its IMW
purchase notes. This compared with net income of $13.8 million, or
$0.18 per share, for the fourth quarter of 2010, which included a
non-cash gain of $4.4 million related to valuing the Company’s
Series I warrants and marking them to market, a non-cash charge of
$2.7 million related to stock-based compensation, foreign currency
gains of $1.6 million on the Company’s IMW purchase notes, and
impairment charges of $2.2 million.
Net loss for the year ended December 31, 2011 totaled $47.6
million, or $0.68 per share, and included a non-cash gain of $2.7
million related to the accounting treatment that requires Clean
Energy to value its Series I warrants and mark them to market, a
non-cash charge of $13.5 million related to stock-based
compensation, a $3.0 million valuation allowance established on
certain deferred tax assets, and foreign currency losses of $0.6
million on its IMW purchase notes. This compared with a net loss of
$2.5 million, or $0.04 per share in 2010, which included a non-cash
gain of $10.3 million related to marking to market the Series I
warrants, non-cash stock based compensation charges of $11.9
million, foreign currency gains of $2.3 million on the Company’s
IMW purchase notes, impairment charges of $2.2 million, and an
alternative minimum tax refund of $1.3 million.
Non-GAAP loss per share for the fourth quarter of 2011 was
$0.21. This compares with non-GAAP earnings of $0.17 per share for
the fourth quarter of 2010. For the year ended December 31, 2011,
non-GAAP loss per share was $0.47, compared with a non-GAAP loss
per share of $0.04 in 2010. Non-GAAP earnings (loss) per share is
described below and reconciled to the GAAP measure net income
(loss) attributable to Clean Energy.
Non-GAAP Financial Measures
To supplement the Company's consolidated financial statements,
which statements are prepared and presented in accordance with
generally accepted accounting principles (GAAP), the Company uses
non-GAAP financial measures called non-GAAP earnings per share
(non-GAAP EPS or non-GAAP earnings/loss per share) and Adjusted
EBITDA. Management has presented non-GAAP EPS and Adjusted EBITDA
because it uses these non-GAAP financial measures to assess its
operational performance, for financial and operational
decision-making, and as a means to evaluate period-to-period
comparisons on a consistent basis. Management believes that these
non-GAAP financial measures provide meaningful supplemental
information regarding the Company's performance by excluding
certain non-cash or non-recurring expenses that are not directly
attributable to its core operating results. In addition, management
believes these non-GAAP financial measures are useful to investors
because: (1) they allow for greater transparency with respect to
key metrics used by management in its financial and operational
decision making; (2) they exclude the impact of non-cash or, when
specified, non-recurring items that are not directly attributable
to the Company's core operating performance and that may obscure
trends in the core operating performance of the business; and (3)
they are used by institutional investors and the analyst community
to help them analyze the results of Clean Energy's business. In
future quarters, the Company may make adjustments for other
non-recurring significant expenditures or significant non-cash
charges in order to present non-GAAP financial measures that are
indicative of the Company's core operating performance. Non-GAAP
financial measures have limitations 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 the Company expects to continue to incur
expenses similar to the non-cash, non-GAAP adjustments described
below. Accordingly, unless otherwise stated, the exclusion of these
and other similar items in the presentation of non-cash, non-GAAP
financial measures should not be construed as an inference that
these costs are unusual, infrequent or non-recurring. Non-GAAP EPS
and Adjusted EBITDA are not recognized terms under GAAP and do not
purport to be an alternative to GAAP earnings/loss per share or
operating income (loss) as an indicator of operating performance or
any other GAAP measure. Moreover, because not all companies use
identical measures and calculations, the presentation of non-GAAP
EPS or Adjusted EBITDA may not be comparable to other similarly
titled measures of other companies. These limitations are
compensated for by management by using non-GAAP EPS and Adjusted
EBITDA in conjunction with traditional GAAP operating performance
and cash flow measures.
Non-GAAP EPS
Non-GAAP EPS is defined as net income (loss) attributed to Clean
Energy, plus stock-based compensation charges, net of related tax
benefits, plus or minus any mark-to-market losses or gains on the
Company's Series I warrants, plus or minus the foreign currency
losses or gains on the Company’s purchase notes issued as part of
the acquisition of IMW, plus impairment charges, plus the valuation
allowance established on certain deferred tax assets in the fourth
quarter of 2011, and plus the Company's AMT carry-back refund it
recorded in the first quarter of 2010, the total of which is
divided by the Company's weighted average shares outstanding on a
diluted bases. The Company's management believes that excluding
non-cash charges related to stock-based compensation provides
useful information to investors because of varying available
valuation methodologies, the volatility of the expense (which
depends on market forces outside of management's control), and the
subjectivity of the assumptions and the variety of award types that
a company can use under the relevant accounting guidance may
obscure trends in the Company's core operating performance.
Similarly, the Company's management believes that excluding the
non-cash, mark-to-market losses or gains on the Company's Series I
warrants is useful to investors because the valuation of the Series
I warrants is based on a number of subjective assumptions, the
amount of the loss or gain is derived from market forces outside
management's control, and it enables investors to compare our
performance with other companies that have different capital
structures. The Company’s management believes that excluding the
foreign currency gains and losses on the notes it issued to
purchase IMW provides useful information to investors as the
amounts are based on market conditions outside of management’s
control and the amounts relate to financing the acquisition of the
business as opposed to the core operations of the Company. The
Company excluded the valuation allowance amount, the AMT refund
amount and the impairment charges as they are not expected to occur
again in the foreseeable future.
The table below shows non-GAAP EPS and also reconciles these
figures to the GAAP measure net income (loss) attributable to Clean
Energy:
Three Months Ended Dec. 31,
Year Ended Dec. 31, (in 000s, except per-share amounts)
2010 2011
2010 2011
Net Income (Loss) Attributable to Clean Energy $ 13,786
$ (20,907 ) $ (2,516 ) $ (47,633 )
Stock Based Compensation, Net of Tax Benefits 2,698 3,380 11,920
13,473 Mark-to-Market (Gain) Loss on Series I Warrants (4,402 ) 404
(10,278 ) (2,655 ) Foreign Currency (Gain) Loss on IMW Purchase
Notes (1,616 ) (650 ) (2,324 ) 588 Impairment Charges 2,248 — 2,248
— Valuation allowance on certain deferred tax assets — 3,000 —
3,000 AMT Carry-Back Refund — —
(1,300 ) — Adjusted Net Income (Loss) 12,714 (14,773
) (2,250 ) (33,227 ) Diluted Weighted Average Common Shares
Outstanding 75,481 70,891 62,549 70,415
Non-GAAP Earnings (Loss)
Per Share $ 0.17 $ (0.21 ) $ (0.04 ) $ (0.47 )
Adjusted EBITDA
Adjusted EBITDA is defined as net income (loss) attributable to
Clean Energy, plus or minus income tax expense or benefit, plus or
minus interest expense or income, net, plus depreciation and
amortization expense, plus or minus the foreign currency losses or
gains on the Company’s notes issued as part of its acquisition of
IMW, plus impairment charges, plus stock-based compensation
charges, net of related tax benefits, and plus or minus any
mark-to-market losses or gains on the Company's Series I warrants.
The Company's management believes that Adjusted EBITDA provides
useful information to investors for the same reasons discussed
above for Non-GAAP EPS. In addition, management internally uses
Adjusted EBITDA to determine elements of executive and employee
compensation.
The table below shows Adjusted EBITDA and also reconciles these
figures to the GAAP measure net income (loss) attributable to Clean
Energy:
Three Months Ended Dec. 31,
Year Ended Dec. 31, (in 000s)
2010
2011 2010
2011 Net Income (Loss)
Attributable to Clean Energy $ 13,786 $ (20,907 )
$ (2,516 ) $ (47,633 ) Income Tax (Benefit) Expense
(600 ) 2,169 (1,436 ) (703 ) Interest (Income) Expense, Net 1,211
4,096 1,194 9,616 Depreciation and Amortization 6,919 8,010 22,487
30,406 Foreign Currency (Gain) Loss on IMW Purchase Notes (1,616 )
(650 ) (2,324 ) 588 Impairment Charges 2,248 — 2,248 — Stock Based
Compensation, Net of Tax Benefits 2,698 3,380 11,920 13,473
Mark-to-Market (Gain) Loss on Series I Warrants (4,402 )
404 (10,278 ) (2,655 ) $ 20,244 $
(3,498 ) $ 21,295 $ 3,092
Today’s Conference Call
The Company will host an investor conference call today at 4:30
p.m. Eastern time (1:30 p.m. Pacific). Investors interested in
participating in the live call can dial 1.877.407.4018 from the
U.S. and international callers can dial 1.201.689.8471. A telephone
replay will be available approximately two hours after the call
concludes through Thursday, April 12, 2012 by dialing
1.877.870.5176 from the U.S., or 1.858.384.5517 from international
locations, and entering Replay Pin Number 387547. 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
Clean Energy (Nasdaq: CLNE) is the largest provider of natural
gas fuel for transportation in North America and is a global leader
in the expanding natural gas vehicle market. It has operations in
CNG and LNG vehicle fueling, construction and operation of CNG and
LNG fueling stations, biomethane production, vehicle conversion and
compressor technology.
Today Clean Energy fuels over 25,000 vehicles at 273 strategic
locations across the U.S. and Canada with a broad customer base in
the refuse, transit, trucking, shuttle, taxi, airport and municipal
fleet markets. The company is building “America’s Natural Gas
Highway,” a network comprised initially of approximately 150 LNG
truck fueling stations connecting major freight trucking corridors
across the country. Clean Energy del Peru, a joint venture that
Clean Energy has 49% ownership of, fuels vehicles and provides CNG
to commercial customers in Peru. Clean Energy also operates a
landfill gas facility in Dallas (70% ownership) that produces
renewable natural gas (RNG), or biomethane, for delivery in the
nation’s gas pipeline network. Plans include building a second
facility in Michigan that the company will own 100%. The Company
owns and operates LNG production plants in Willis, Texas and Boron,
Calif. with combined capacity of 260,000 LNG gallons per day that
can expand to 340,000 LNG gallons per day as demand increases.
Wholly owned subsidiaries include: NorthStar, the recognized leader
in LNG/LCNG (liquefied to compressed natural gas) fueling system
technologies and station construction and operations; BAF
Technologies, a leading provider of natural gas vehicle systems and
conversions for taxis, vans, pick-up trucks and shuttle buses; and
IMW Industries, Ltd., a leading supplier of compressed natural gas
equipment for vehicle fueling and industrial applications with more
than 1,200 installations in 24 countries. For more information,
visit www.cleanenergyfuels.com.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934 that involve
risks, uncertainties and assumptions, such as statements regarding
America’s Natural Gas Highway, the use of the proceeds of the
capital the Company raised in 2011, future growth and sales
opportunities in all of the Company’s markets, which include
trucking, refuse, airport, taxi and transit, and the benefits of
natural gas fuel compared to diesel and gasoline. Actual results
and the timing of events could differ materially from those
anticipated in these forward-looking statements as a result of
several factors including, but not limited to, changes in the
prices of natural gas relative to gasoline and diesel, the
Company’s failure to recognize the anticipated benefits of building
America’s Natural Gas Highway, the availability and deployment of,
as well as the demand for, natural gas engines that are well-suited
for the U.S. heavy-duty truck market, future availability of equity
or debt financing needed to fund the growth of the Company’s
business, the Company’s ability to source and supply sufficient LNG
to meet the needs of its business, the Company’s ability to
efficiently manage its growth and retain and hire key personnel,
the acceptance of natural gas vehicles in the Company’s markets,
the availability of natural gas vehicles, relaxation or waiver of
fuel emission standards, the Company’s ability to compete
successfully, the Company’s failure to manage risks and
uncertainties related to its international operations, construction
and permitting delays at station construction projects, the
Company’s ability to integrate acquisitions, the availability of
tax and related government incentives for natural gas fueling and
vehicles, compliance with governmental regulations and the
Company’s ability to manage and grow its RNG business. The
forward-looking statements made herein speak only as of the date of
this press release and the Company undertakes no obligation to
update publicly such forward-looking statements to reflect
subsequent events or circumstances, except as otherwise required by
law. Additionally, the Company's Form 10-K filed today with the SEC
(www.sec.gov) contain risk factors that may cause actual results to
differ materially from the forward-looking statements contained in
this press release.
Clean Energy Fuels Corp. and Subsidiaries
Consolidated Balance Sheets December 31, 2010 and
2011
(In thousands, except share
data)
December 31, 2010
2011 Assets Current assets: Cash and
cash equivalents $ 55,194 $ 238,125 Restricted cash 2,500 4,792
Short-term investments — 33,329 Accounts receivable, net of
allowance for doubtful accounts of $702 and $712 as of December 31,
2010 and December 31, 2011, respectively 45,645 56,455 Other
receivables 27,280 19,601 Inventory, net
20,483
35,287 Prepaid expenses and other current assets 10,959
14,027 Total current assets
162,261
401,616 Land, property and equipment, net 211,643 277,334
Restricted cash — 54,804 Notes receivable and other long-term
assets 15,059 16,650 Investments in other entities 10,748 16,459
Goodwill
71,814
73,741 Intangible assets, net 112,174 102,103
Total assets $ 583,499 $ 942,707
Liabilities and Stockholders’ Equity Current liabilities:
Current portion of long-term debt and capital lease obligations $
22,712 $ 22,925 Accounts payable 28,635 36,668 Accrued liabilities
28,137 28,255 Deferred revenue 17,507 21,267
Total current liabilities
96,991 109,115 Long-term debt and capital lease obligations, less
current portion 41,704 266,497 Other long-term liabilities
28,588 22,687 Total liabilities 167,283
398,299 Commitments and contingencies Stockholders’ equity:
Preferred stock, $0.0001 par value. Authorized 1,000,000 shares;
issued and outstanding no shares — — Common stock, $0.0001 par
value. Authorized 149,000,000 shares; issued and outstanding
69,610,098 shares and 85,433,258 shares at December 31, 2010 and
December 31, 2011, respectively 7 9 Additional paid-in capital
569,202 741,650 Accumulated deficit (151,926 ) (199,559 )
Accumulated other comprehensive income (loss) (3,996 )
(1,216 ) Total Clean Energy Fuels Corp. stockholders’ equity
413,287 540,884 Noncontrolling interest in subsidiary 2,929
3,524 Total stockholders’ equity
416,216 544,408 Total liabilities and
stockholders’ equity $ 583,499 $ 942,707
Clean Energy Fuels Corp. and
Subsidiaries Consolidated Statements of Operations
For the Three Months Periods and Years Ended December 31,
2010 and 2011
(In thousands, except share
data)
Three Months Ended Year Ended December
31, December 31, 2010
2011 2010 2011 Revenue:
Product revenues $ 75,154 $ 75,991 $ 189,836 $ 260,283 Service
revenues 8,002 10,190 21,998 32,434 Total revenues 83,156
86,181 211,834 292,717 Operating expenses: Cost of sales: Product
cost of sales 47,533 61,317 132,911 200,908 Service cost of sales
2,673 5,185 8,978 15,776 Derivative losses (gains): Series I
warrant valuation (4,402
)
404 (10,278 ) (2,655 ) Selling, general and administrative 18,876
27,027 63,258 86,850 Depreciation and amortization 6,919
8,010 22,487 30,406 Total operating expenses 71,599 101,943
217,356 331,285 Operating income (loss) 11,557 (15,762 ) (5,522 )
(38,568 ) Interest income (expense), net (1,211 ) (4,096 ) (1,194 )
(9,616 ) Other income (expense), net 2,385 1,051 2,080 (611 )
Income from equity method
investments
225 163 427 637 Income (loss) before income taxes 12,956
(18,644 ) (4,209 ) (48,158 ) Income tax (expense) benefit 600
(2,169 ) 1,436 703 Net income (loss) 13,556 (20,813 ) (2,773
) (47,455 ) Loss (income) of noncontrolling interest 230 (94
) 257 (178 ) Net income (loss) attributable to Clean Energy Fuels
Corp. $ 13,786 $ (20,907 ) $ (2,516 ) $ (47,633 )
Income (loss) per share attributable to Clean Energy Fuels Corp.
Basic $ 0.21 $ (0.29 ) $ (0.04 ) $ (0.68 ) Diluted $ 0.18
$ (0.29 ) $ (0.04 ) $ (0.68 ) Weighted average common
shares outstanding Basic 67,235,359 70,890,569 62,549,311
70,415,431 Diluted 75,481,354 70,890,569 62,549,311
70,415,431
Included in net income (loss) are the
following amounts (in millions):
Three Months Ended Year Ended December
31, December 31,
2010
2011
2010
2011
Construction Revenues 8.8 17.1 12.9 37.2 Construction Cost of Sales
(7.2 ) (16.3 ) (11.0 ) (33.6 ) Fuel Tax Credits 16.0 4.5 16.0 17.9
Stock Option Expense, Net of Tax Benefits (2.7 ) (3.4 ) (11.9 )
(13.5 )
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