Clean Energy Fuels Corp. (NASDAQ:CLNE) (the Company) today
announced operating results for the second quarter and six months
ended June 30, 2012.
Gallons delivered (defined below) for the second quarter of 2012
totaled 48.6 million gallons, up 24% from 39.2 million gallons
delivered in the same period a year ago. For the six months ended
June 30, 2012, gallons delivered totaled 92.3 million gallons, up
from 74.7 million gallons for the six months ended June 30,
2011.
Revenue for the second quarter ended June 30, 2012 was $69.8
million, which is up from $69.1 million in the second quarter of
2011. For the six months ended June 30, 2012, revenue totaled
$143.5 million, which is up from $134.5 million a year ago. When
comparing periods, the volumetric excise tax credit (VETC) revenue
for the second quarter and first six months of 2012 was $0 (as the
VETC expired on December 31, 2011), compared to $4.7 million and
$8.9 million for the second quarter and first six months of 2011,
respectively.
Andrew J. Littlefair, Clean Energy’s President and Chief
Executive Officer, stated, “I am very encouraged by the growth that
we are seeing in the natural gas fueling market as a whole and feel
that it is a validation of our efforts to create and expand this
industry over the last 15 years. This quarter, we continued to grow
our traditional core CNG markets and made steady progress in the
construction of our America’s Natural Gas Highway stations. We
continue to keep a close relationship with the engine
manufacturers, OEM’s, and fleet customers in order to be ready as
our stations continue to come on line over the remainder of 2012
and 2013.”
Adjusted EBITDA for the second quarter of 2012 was $(1.6)
million. This compares with adjusted EBITDA of $0.9 million in the
second quarter of 2011. For the six months ended June 30, 2012,
adjusted EBITDA was $(3.6) million, compared with $4.8 million for
the same period in 2011. Adjusted EBITDA is described below and
reconciled to the GAAP measure net income (loss) attributable to
Clean Energy.
Non-GAAP loss per share for the second quarter of 2012 was
$0.16, compared with a non-GAAP loss per share for the second
quarter of 2011 of $0.10. For the six months ended June 30, 2012,
non-GAAP loss per share was $0.33, compared with $0.15 per share
for the first six months of 2011. Non-GAAP earnings (loss) per
share is described below and reconciled to the GAAP measure net
income (loss) attributable to Clean Energy.
On a GAAP basis, net loss for the second quarter of 2012 was
$11.3 million, or $0.13 per share, and included a non-cash gain of
$8.9 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 $5.8 million related to stock-based
compensation, and foreign currency losses of $0.5 million on its
IMW purchase notes. This compares with a net loss for the second
quarter of 2011 of $5.6 million, or $0.08 per share, which included
a non-cash gain of $4.8 million related to marking to market the
Series I warrants, $3.6 million of non-cash stock-based
compensation charges, and foreign currency gains of $0.1 million on
its IMW purchase notes.
Net loss for the six month period ended June 30, 2012, which
included a non-cash charge of $4.6 million related to the valuation
of the Series I warrants, non-cash stock-based compensation charges
of $10.4 million, and foreign currency losses of $0.1 million on
its IMW purchase notes, was $43.2 million, or $0.50 per share. This
compares with a net loss for the six months ended June 30, 2011 of
$15.4 million, or $0.22 per share, which included a non-cash gain
for the Series I warrants of $1.5 million, non-cash stock-based
compensation charges of $6.9 million, and a foreign currency gain
of $0.5 million on its IMW purchase notes.
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, and plus or minus the foreign currency
losses or gains on the Company’s purchase notes issued as part of
the acquisition of IMW, 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 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 June 30, Six
Months Ended June 30, (in 000s, except per-share amounts)
2011 2012
2011 2012 Net Income
(Loss) Attributable to Clean Energy (5,619 )
(11,294 ) (15,372 ) (43,199 ) Stock Based
Compensation, Net of Tax Benefits 3,555 5,768 6,932 10,448
Mark-to-Market (Gain) Loss on Series I Warrants (4,835 ) (8,899 )
(1,535 ) 4,607 Foreign Currency (Gain) Loss on IMW Purchase Notes
(119 ) 452 (460 ) 50 Adjusted
Net Income (Loss) (7,018 ) (13,973 ) (10,435 ) (28,094 ) Diluted
Weighted Average Common Shares Outstanding 70,302,782 86,625,655
70,199,963 86,155,678
Non-GAAP Earnings (Loss) Per Share
$(0.10
) $(0.16 )
$(0.15
)
$(0.33
)
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 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 June 30, Six Months Ended June
30, (in 000s)
2011 2012
2011 2012 Net Income (Loss)
Attributable to Clean Energy (5,619 ) (11,294 ) (15,372
) (43,199 ) Income Tax (Benefit) Expense (1,177 ) 172 (1,912 ) 418
Interest (Income) Expense, Net 1,506 3,321 2,327 7,023 Depreciation
and Amortization 7,632 8,907 14,842 17,051 Foreign Currency (Gain)
Loss on IMW Purchase Notes (119 ) 452 (460 ) 50 Stock Based
Compensation, Net of Tax Benefits 3,555 5,768 6,932 10,448
Mark-to-Market (Gain) Loss on Series I Warrants (4,835 ) (8,899 )
(1,535 ) 4,607
Adjusted EBITDA 943 (1,573 ) 4,822
(3,602 )
Gallons Delivered
The Company defines Gallons Delivered as its compressed natural
gas (CNG), liquefied natural gas (LNG), renewable natural gas (RNG)
and the gallons associated with providing operations and
maintenance services delivered to its customers during the
period.
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, September 6, 2012 by dialing
1.877.870.5176 from the U.S., or 1.858.384.5517 from international
locations, and entering Replay Pin Number 392543. 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 a global leader in
the expanding natural gas vehicle fueling market. We have
operations in compressed natural gas (CNG) and liquefied natural
gas (LNG) vehicle fueling and construction and operation of natural
gas fueling stations. Wholly-owned subsidiaries include IMW
Industries, Ltd., which supplies CNG equipment for vehicle fueling
and industrial applications; NorthStar, which supplies LNG and
liquefied to compressed natural gas fueling system technologies and
equipment, station construction and operations; BAF Technologies,
which provides natural gas vehicle systems and conversions for
taxis, vans, pick-up trucks and shuttle buses; and Clean Energy
Renewable Fuels (CERF), which develops renewable natural gas (RNG),
or biomethane, production facilities in the U.S. 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, future growth and sales
opportunities in all of the Company’s markets, which include
trucking, refuse, airport, taxi and transit, and the timeliness and
availability of natural gas engines and natural gas heavy-duty
trucks. 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. long-haul, 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 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-Q
filed on August 6, 2012 with the SEC (www.sec.gov) contains 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
Condensed Consolidated Balance
Sheets
As of December 31, 2011 and June 30,
2012
(Unaudited)
(In thousands, except share
data)
December 31, 2011
June 30, 2012
Assets Current assets: Cash and cash equivalents $ 238,125 $
172,715 Restricted cash 4,792 7,067 Short-term investments 33,329
37,079 Accounts receivable, net of allowance for doubtful accounts
of $712 and $859 as of December 31, 2011 and June 30, 2012,
respectively 56,455 63,565 Other receivables 19,601 20,976
Inventory, net 35,287 36,470 Prepaid expenses and other current
assets 14,027 15,132 Total current
assets 401,616 353,004 Land, property and equipment, net 277,334
355,017 Restricted cash 54,804 21,348 Notes receivable and other
long-term assets 16,650 16,853 Investments in other entities 16,459
16,954 Goodwill 73,741 73,741 Intangible assets, net 102,103
100,749 Total assets $ 942,707 $
937,666
Liabilities and Stockholders’ Equity Current
liabilities: Current portion of long-term debt and capital lease
obligations $ 22,925 $ 33,784 Accounts payable 36,668 31,733
Accrued liabilities 28,255 29,151 Deferred revenue 21,267
44,389 Total current liabilities 109,115
139,057 Long-term debt and capital lease obligations, less current
portion 266,497 253,830 Other long-term liabilities 22,687
22,620 Total liabilities 398,299 415,507
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 85,433,258
shares and 86,790,309 shares at December 31, 2011 and June 30,
2012, respectively 9 9 Additional paid-in capital 741,650 760,938
Accumulated deficit (199,559 ) (242,758 ) Accumulated other
comprehensive loss (1,216 ) 225 Total Clean
Energy Fuels Corp. stockholders’ equity 540,884 518,414
Noncontrolling interest in subsidiary 3,524
3,745 Total stockholders’ equity 544,408
522,159 Total liabilities and stockholders’ equity $
942,707 $ 937,666
Clean Energy Fuels Corp. and
Subsidiaries
Condensed Consolidated Statements of
Operations
For the Three Months and Six Months
Ended June 30, 2011 and 2012
(Unaudited)
(In thousands, except share
data)
Three Months EndedJune 30, Six
Months EndedJune 30, 2011 2012 2011
2012 Revenue: Product revenues $ 61,523 $ 57,705 $
120,055 $ 123,481 Service revenues 7,590 12,137 14,399 19,995 Total
revenues 69,113 69,842 134,454 143,476 Operating expenses: Cost of
sales: Product cost of sales 46,888 43,691 90,737 95,593 Service
cost of sales 3,536 4,839 6,690 8,823 Derivative (gains) losses:
Series I warrant valuation (4,835 ) (8,899 ) (1,535 ) 4,607
Selling, general and administrative 21,653 27,916 39,683 52,766
Depreciation and amortization 7,632 8,907 14,842 17,051 Total
operating expenses 74,874 76,454 150,417 178,840 Operating loss
(5,761 ) (6,612 ) (15,963 ) (35,364 ) Interest expense, net (1,506
) (3,321 ) (2,327 ) (7,023 ) Other income (expense), net 187 (1,177
) 788 (336 ) Income from equity method investments 164 72 375 163
Loss before income taxes (6,916 ) (11,038 ) (17,127 ) (42,560 )
Income tax benefit (expense) 1,177 (172 ) 1,912 (418 ) Net loss
(5,739 ) (11,210 ) (15,215 ) (42,978 ) Loss (income) of
noncontrolling interest 120 (84 ) (157 ) (221 ) Net loss
attributable to Clean Energy Fuels Corp. $ (5,619 ) $ (11,294 ) $
(15,372 ) $ (43,199 ) Loss per share attributable to Clean
Energy Fuels Corp. Basic $ (0.08 ) $ (0.13 ) $ (0.22 ) $ (0.50 )
Diluted $ (0.08 ) $ (0.13 ) $ (0.22 ) $ (0.50 ) Weighted
average common shares outstanding Basic 70,302,782 86,625,655
70,199,963 86,155,678 Diluted 70,302,782 86,625,655 70,199,963
86,155,678
Included in net loss are the following
amounts (in millions):
Three Months Ended
June 30,
Six Months Ended
June 30,
2011 2012
2011 2012
Construction Revenues 5.3 7.5 11.6 20.8 Construction Cost of Sales
(4.6 ) (6.6 ) (9.7 ) (19.5 ) Fuel Tax Credits 4.7 — 8.9 — Stock
Option Expense, Net of Tax Benefits (3.6 ) (5.8 ) (6.9 ) (10.4 )
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