Clean Energy Fuels Corp. (NASDAQ: CLNE) (Clean Energy or the
Company) today announced operating results for the third quarter
and nine months ended September 30, 2012.
Gallons delivered (defined below) for the third quarter of 2012
totaled 50.9 million gallons, up 24% from 40.9 million gallons
delivered in the same period a year ago. For the nine months ended
September 30, 2012, gallons delivered totaled 143.2 million
gallons, up from 115.6 million gallons for the nine months ended
September 30, 2011.
Revenue for the third quarter ended September 30, 2012 was $91.5
million, which is up from $72.1 million in the third quarter of
2011. For the nine months ended September 30, 2012, revenue totaled
$234.9 million, which is up from $206.5 million a year ago. When
comparing periods, the volumetric excise tax credit (VETC) revenue
for the third quarter and first nine months of 2012 was $0 (as the
VETC expired on December 31, 2011), compared to $4.5 million and
$13.4 million for the third quarter and first nine months of 2011,
respectively.
Andrew J. Littlefair, Clean Energy’s President and Chief
Executive Officer, stated, “I am very pleased that we were able to
deliver a record level of gallons this quarter and feel that it is
a testament to the continued growth of the industry. We have made
significant progress with the construction of America’s Natural Gas
Highway and feel that we will have the necessary infrastructure in
place to support the transition of the heavy-duty trucking market
when the desired engine technology becomes commercially available
in the first half of next year.“
Adjusted EBITDA for the third quarter of 2012 was $(3.1)
million. This compares with adjusted EBITDA of $1.8 million in the
third quarter of 2011. For the nine months ended September 30,
2012, adjusted EBITDA was $(6.7) million, compared with $6.6
million for the same period in 2011. Adjusted EBITDA is described
below and reconciled to the GAAP measure net loss attributable to
Clean Energy Fuels Corp.
Non-GAAP loss per share for the third quarter of 2012 was $0.19,
compared with a non-GAAP loss per share for the third quarter of
2011 of $0.11. For the nine months ended September 30, 2012,
non-GAAP loss per share was $0.52, compared with $0.26 per share
for the first nine months of 2011. Non-GAAP loss per share is
described below and reconciled to the GAAP measure net loss
attributable to Clean Energy Fuels Corp.
On a GAAP basis, net loss for the third quarter of 2012 was
$16.3 million, or $0.19 per share, and included a non-cash gain of
$5.7 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 $6.0 million related to stock-based
compensation, and foreign currency gains of $0.7 million on its IMW
purchase notes. This compares with a net loss for the third quarter
of 2011 of $11.4 million, or $0.16 per share, which included a
non-cash gain of $1.5 million related to marking to market the
Series I warrants, $3.2 million of non-cash stock-based
compensation charges, and foreign currency losses of $1.7 million
on its IMW purchase notes.
Net loss for the nine month period ended September 30, 2012,
which included a non-cash gain of $1.1 million related to the
valuation of the Series I warrants, non-cash stock-based
compensation charges of $16.5 million, and foreign currency gains
of $0.7 million on its IMW purchase notes, was $59.5 million, or
$0.69 per share. This compares with a net loss for the nine months
ended September 30, 2011 of $26.7 million, or $0.38 per share,
which included a non-cash gain for the Series I warrants of $3.1
million, non-cash stock-based compensation charges of $10.1
million, and a foreign currency loss of $1.2 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 loss attributable to Clean Energy
Fuels Corp.:
Three Months Ended Sept. 30,
Nine Months Ended Sept. 30, (in 000s, except per-share
amounts)
2011 2012 2011
2012 Net Loss Attributable to Clean Energy Fuels
Corp. (11,354 ) (16,321 ) (26,726 )
(59,520 ) Stock Based Compensation, Net of Tax Benefits 3,161 6,044
10,093 16,492 Mark-to-Market Gain on Series I Warrants (1,524 )
(5,692 ) (3,059 ) (1,085 ) Foreign Currency (Gain) Loss on IMW
Purchase Notes 1,699 (741 ) 1,238
(691 ) Adjusted Net Income (Loss) (8,018 ) (16,710 )
(18,454 ) (44,804 ) Diluted Weighted Average Common Shares
Outstanding 70,364,202 87,006,024 70,255,311 86,441,196
Non-GAAP
Loss Per Share $ (0.11 ) $ (0.19 ) $ (0.26 ) $ (0.52 )
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 loss attributable to Clean Energy
Fuels Corp.:
Three Months Ended Sept. 30,
Nine Months Ended Sept. 30, (in 000s)
2011
2012 2011 2012 Net Loss
Attributable to Clean Energy Fuels Corp. (11,354 )
(16,321 ) (26,726 ) (59,520 ) Income Tax (Benefit)
Expense (960 ) 277 (2,872 ) 695 Interest Expense, Net 3,194 4,314
5,520 11,337 Depreciation and Amortization 7,554 9,047 22,396
26,098 Foreign Currency (Gain) Loss on IMW Purchase Notes 1,699
(741 ) 1,238 (691 ) Stock Based Compensation, Net of Tax Benefits
3,161 6,044 10,093 16,492 Mark-to-Market Gain on Series I Warrants
(1,524 ) (5,692 ) (3,059 ) (1,085 )
Adjusted EBITDA 1,770
(3,072 ) 6,590 (6,674 )
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 Wednesday, December 5, 2012 by dialing
1.877.870.5176 from the U.S., or 1.858.384.5517 from international
locations, and entering Replay Pin Number 402479. 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 (LCNG) 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;
ServoTech Engineering, which provides design and engineering
services for natural gas engine systems, 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 Statements of
Operations
For the Three Months and Nine Months
Ended September 30, 2011 and 2012
(Unaudited)
(In thousands, except share and per
share data)
Three Months EndedSeptember 30, Nine Months
EndedSeptember 30, 2011 2012
2011 2012 Revenue: Product revenues $ 64,237 $
82,720 $ 184,292 $ 206,201 Service revenues 7,845 8,739 22,244
28,734 Total revenue 72,082 91,459 206,536 234,935 Operating
expenses: Cost of sales: Product cost of sales 48,853 67,392
139,591 162,985 Service cost of sales 3,901 3,839 10,591 12,662
Derivative gains: Series I warrant valuation (1,524 ) (5,692 )
(3,059 ) (1,085 ) Selling, general and administrative 20,140 30,557
59,823 83,323 Depreciation and amortization 7,554 9,047 22,396
26,098 Total operating expenses 78,924 105,143 229,342 283,983
Operating loss (6,842 ) (13,684 ) (22,806 ) (49,048 ) Interest
expense, net (3,194 ) (4,314 ) (5,520 ) (11,337 ) Other income
(expense), net (2,450 ) 1,914 (1,662 ) 1,578 Income from equity
method investments 99 152 474 315 Loss before income taxes (12,387
) (15,932 ) (29,514 ) (58,492 ) Income tax benefit (expense) 960
(277 ) 2,872 (695 ) Net loss (11,427 ) (16,209 ) (26,642 ) (59,187
) Loss (income) of noncontrolling interest 73 (112 ) (84 ) (333 )
Net loss attributable to Clean Energy
Fuels Corp.
$ (11,354 ) (16,321 ) $ (26,726 ) (59,520 ) Loss per
share attributable to Clean Energy Fuels Corp. Basic $ (0.16 )
(0.19 ) $ (0.38 ) (0.69 ) Diluted $ (0.16 )
(0.19 ) $ (0.38 ) (0.69 ) Weighted average common shares
outstanding Basic 70,364,202 87,006,024 70,255,311 86,441,196
Diluted 70,364,202 87,006,024 70,255,311 86,441,196
Included in net loss are the following
amounts (in millions):
Three Months Ended
September 30,
Nine Months Ended
September 30,
2011
2012
2011
2012
Construction Revenues 8.5 30.2 20.1 51.0 Construction Cost of Sales
(7.6 ) (27.9 ) (17.3 ) (47.4 ) Fuel Tax Credits 4.5 — 13.4 —
Stock-based Compensation Expense, Net of Tax Benefits (3.2 ) (6.0 )
(10.1 ) (16.5 )
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