Clean Energy Fuels Corp. (NASDAQ: CLNE) (Clean Energy or the
Company) today announced operating results for the first quarter
ended March 31, 2013.
Gallons delivered (defined below) for the first quarter of 2013
totaled 49.9 million gallons, up 14% from 43.7 million gallons
delivered in the same period a year ago.
Revenue for the first quarter ended March 31, 2013 was $93.0
million, which is up from $73.6 million for the first quarter of
2012. When comparing periods, note that the Company recognized
revenue attributable to the volumetric excise tax credit (VETC) of
$26.2 million in the first quarter ended March 31, 2013, but did
not recognize any revenue attributable to VETC in the first quarter
ended March 31, 2012. The American Taxpayer Relief Act, signed into
law on January 2, 2013, reinstated VETC through December 31, 2013
and made it retroactive to January 1, 2012. The Company recognized
$20.8 million of VETC revenue in the first quarter of 2013
attributable to 2012 sales of CNG and LNG.
Andrew J. Littlefair, Clean Energy’s President and Chief
Executive Officer, stated “Significant progress has taken place
over the last few months in long-haul trucking’s transition to
natural gas. The new 12-liter natural gas engines are being
delivered to the truck manufacturers, shippers are requesting that
their contract carriers make the switch to natural gas, and some of
the biggest companies in America, like UPS, are announcing large
orders of new natural gas trucks. With the initial stations of our
‘America’s Natural Gas Highway’ in place, we are now ready to start
realizing the benefits of this investment.”
Adjusted EBITDA for the first quarter of 2013 was $20.0 million.
This compares with adjusted EBITDA of $(2.0) million in the first
quarter of 2012. Adjusted EBITDA is described below and reconciled
to the GAAP measure net loss attributable to Clean Energy Fuels
Corp.
Non-GAAP earnings per share for the first quarter of 2013 was
$0.03, compared with a non-GAAP loss per share for the first
quarter of 2012 of $0.16. 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 first quarter of 2013 was $3.9
million, or $0.04 per share, and included a non-cash loss of $0.5
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 $6.2 million related to stock-based
compensation, and foreign currency losses of $0.2 million on the
Company’s IMW purchase notes. This compares with a net loss for the
first quarter of 2012 of $31.9 million, or $0.37 per share, which
included a non-cash loss of $13.5 million related to marking to
market the Series I warrants, $4.7 million of non-cash
stock-based compensation charges, and foreign currency gains of
$0.4 million on the 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
basis. 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 March 31, (in 000s,
except per-share amounts) 2012
2013 Net Loss Attributable to Clean Energy Fuels
Corp. $ (31,905 ) $ (3,871 ) Stock Based Compensation, Net of
Tax Benefits 4,680 6,212 Mark-to-Market Loss on Series I Warrants
13,506 466 Foreign Currency (Gain) Loss on IMW Purchase Notes
(402 ) 192 Adjusted Net (Loss) Income (14,121 ) 2,999
Diluted Weighted Average Common Shares Outstanding 85,677,090
93,132,454
Non-GAAP (Loss) Earnings Per Share*
$
(0.16
)
$
0.03
*The outstanding share number used for the 2013 calculation
is the fully diluted share number as shown on the condensed
consolidated statement of operations even though the March 31, 2013
Non-GAAP per-share amount is positive.
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 March 31, (in 000s)
2012 2013 Net Loss
Attributable to Clean Energy Fuels Corp. $ (31,905 ) $ (3,871 )
Income Tax Expense 246 1,805 Interest Expense, Net 3,702 5,071
Depreciation and Amortization 8,144 10,158 Foreign Currency (Gain)
Loss on IMW Purchase Notes (402 ) 192 Stock Based Compensation, Net
of Tax Benefits 4,680 6,212 Mark-to-Market Loss on Series I
Warrants 13,506 466
Adjusted EBITDA $ (2,029 )
$ 20,033
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 Saturday, June 8, 2013,
which can be reached by dialing 1.877.870.5176 from the U.S., or
1.858.384.5517 from international locations, and entering Replay
Pin Number 413599. 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 Fuels Corp. (Nasdaq: CLNE) is the largest provider
of natural gas fuel for transportation in North America. We build
and operate compressed natural gas (CNG) and liquefied natural gas
(LNG) fueling stations; manufacture CNG and LNG equipment and
technologies for ourselves and other companies; convert taxis,
vans, pick-up trucks and shuttle buses to natural gas; and develop
renewable natural gas (RNG) production facilities. 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 transition of the
heavy-duty trucking industry to natural gas, broad market
acceptance of natural gas as a vehicle fuel, future growth and
sales opportunities in all of the Company’s markets, which include
trucking, refuse, airport, taxi and transit, the timeliness and
availability of natural gas engines and natural gas heavy-duty
trucks, the recognition of revenue attributable to the VETC, and
the recognition of certain expenses in the future. 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 effectively manage its current LNG plants and
the construction of new LNG plants, 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 capture a
substantial share of the anticipated growth in the market for
natural gas fuel and otherwise 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 May 8, 2013 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 December 31,
2012 and March 31, 2013 (Unaudited) (In
thousands, except share data) December
31,
March 31,
2012 2013 Assets Current assets: Cash
and cash equivalents $ 108,522 $ 82,572 Restricted cash 8,445 9,507
Short-term investments 38,175 37,966 Accounts receivable, net of
allowance for doubtful accounts of $905 and $818 as of December 31,
2012 and March 31, 2013, respectively 57,594 47,359 Other
receivables 17,808 45,425 Inventory, net 38,152 44,218 Prepaid
expenses and other current assets 16,002 17,870 Total
current assets 284,698 284,917 Land, property and equipment, net
428,177 438,408 Restricted cash 13,208 1,435 Notes receivable and
other long-term assets 71,389 69,951 Investments in other entities
2,581 — Goodwill 75,865 74,884 Intangible assets, net 99,282 95,275
Total assets $ 975,200 $ 964,870
Liabilities and
Stockholders’ Equity Current liabilities: Current portion of
long-term debt and capital lease obligations $ 30,389 $ 28,851
Accounts payable 39,216 21,988 Accrued liabilities 30,794 41,188
Deferred revenue 13,521 13,907 Total current liabilities
113,920 105,934 Long-term debt and capital lease obligations, less
current portion 300,636 286,091 Other long-term liabilities 14,014
14,534 Total liabilities 428,570 406,559 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 87,634,478 shares and 88,511,691
shares at December 31, 2012 and March 31, 2013, respectively 9 9
Additional paid-in capital 837,367 855,287 Accumulated deficit
(300,814 ) (304,685 ) Accumulated other comprehensive income 6,151
3,747 Total Clean Energy Fuels Corp. stockholders’ equity
542,713 554,358 Noncontrolling interest in subsidiary 3,917 3,953
Total stockholders’ equity 546,630 558,311 Total
liabilities and stockholders’ equity $ 975,200 $ 964,870
Clean Energy Fuels Corp. and Subsidiaries
Condensed Consolidated Statements of
Operations
For the Three Months Ended March 31, 2012 and 2013
(Unaudited) (In thousands, except share and
per share data) Three Months Ended March
31, 2012 2013
Revenue: Product revenues $ 65,776 $ 83,483 Service revenues 7,858
9,560 Total revenues 73,634 93,043 Operating
expenses: Cost of sales: Product cost of sales 51,902 46,814
Service cost of sales 3,984 3,927 Derivative losses:
Series I warrant valuation
13,506 466 Selling, general and administrative 24,850 32,876
Depreciation and amortization 8,144 10,158 Total
operating expenses 102,386 94,241 Operating loss
(28,752 ) (1,198 ) Interest expense, net (3,702 ) (5,071 ) Other
income (expense), net 841 (390 ) Income (loss) from equity method
investment 91 (76 ) Gain from sale of equity method investment —
4,705 Loss before income taxes (31,522 ) (2,030 )
Income tax expense (246 ) (1,805 ) Net loss (31,768 ) (3,835 )
Income of noncontrolling interest (137 ) (36 ) Net loss
attributable to Clean Energy Fuels Corp. $ (31,905 ) $ (3,871 )
Loss per share attributable to Clean Energy Fuels Corp.: Basic $
(0.37 ) $ (0.04 ) Diluted $ (0.37 ) $ (0.04 ) Weighted-average
common shares outstanding: Basic 85,677,090 93,132,454
Diluted 85,677,090 93,132,454
Included in net loss are the following
amounts (in millions):
Three Months Ended March 31, 2012
2013 Construction Revenues 15.1 2.9
Construction Cost of Sales (14.3 ) (2.7 ) Fuel Tax Credits — 26.2
Stock-based Compensation Expense, Net of Tax Benefits (4.7 ) (6.2 )
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