Clean Energy Fuels Corp. (NASDAQ:CLNE) (Clean Energy or the
Company) today announced operating results for the fourth quarter
and year ended December 31, 2013.
Gallons delivered (defined below) for the fourth quarter of 2013
totaled 55.5 million gallons, compared to 51.7 million gallons
delivered in the same period a year ago. Gallons delivered were up
13% for the fourth quarter of 2013 when excluding 2.5 million
gallons delivered in the fourth quarter of 2012 by the Company’s
Peruvian joint venture, which was sold in March of 2013. For 2013,
gallons delivered totaled 214.4 million gallons, up from 194.9
million gallons for 2012.
Revenue for the fourth quarter ended December 31, 2013 was $85.0
million. Revenue for the fourth quarter ended December 31, 2012 was
$99.1 million, which included $22.7 million in construction revenue
related to the sale of two large CNG stations to a transit customer
that did not reoccur in 2013. For 2013, revenue totaled $352.5
million, which is up from $334.0 million a year ago. Additionally,
when comparing periods, note that the Company recognized revenue
attributable to the volumetric excise tax credit (VETC) of $7.3
million and $45.4 million in the fourth quarter and year ended
December 31, 2013, but did not recognize any revenue attributable
to VETC in the fourth quarter and year ended December 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. The year ended December 31, 2012 also included $40.3
million in construction revenue from the sale of four large CNG
stations to a transit customer that did not reoccur in 2013. Also,
during the year ended December 31, 2013, the Company sold its
subsidiary, BAF Technologies, Inc. (BAF), and recognized a gain of
$14.1 million on the transaction.
Andrew J. Littlefair, Clean Energy's President and Chief
Executive Officer, stated: “2013 will go down as the year the
heavy-duty trucking industry began its transition to natural gas in
a meaningful way. Over the last year, we made significant strides
in building out our fueling infrastructure, establishing
relationships with new customers and expanding our relationships
with existing customers. We believe this will enable Clean Energy
to capture a substantial share of the new and large trucking
market, as well as extending our existing market position in the
more established natural gas markets of refuse, transit and
airports.”
Adjusted EBITDA for the fourth quarter of 2013 was $(1.8)
million. This compares with adjusted EBITDA of $(5.7) million in
the fourth quarter of 2012. For 2013, adjusted EBITDA was $33.6
million, compared with $(12.3) million for 2012. 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 fourth quarter of 2013 was
$0.25, compared with a non-GAAP loss per share for the fourth
quarter of 2012 of $0.23. For 2013, non-GAAP loss per share was
$0.44, compared with $0.75 per share for 2012. 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 fourth quarter of 2013 was
$32.3 million, or $0.34 per share, and included a non-cash gain of
$0.1 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 $5.7 million related to stock-based
compensation, foreign currency losses of $0.2 million on the
Company’s purchase notes issued in September 2010 in connection
with the Company’s acquisition of IMW Industries, Ltd. (IMW), a
$1.4 million write down of the value of the remaining shares the
Company expects to receive from Westport Innovations, Inc.
(Westport Holdback Shares) from the sale of BAF (WPRT Holdback
Shares Write-Down), and $1.3 million in additional lease exit
charges related to the move of the Company’s headquarters (HQ Lease
Exit). This compares with a net loss for the fourth quarter of 2012
of $41.7 million, or $0.46 per share, which included a non-cash
gain of $2.3 million related to marking to market the Series I
warrants, $5.6 million of non-cash stock-based compensation
charges, foreign currency losses of $0.1 million on the IMW
purchase notes, a one-time charge of $14.5 million related to the
impairment of the Company’s investment in The Vehicle Production
Group LLC (VPG, and such impairment, VPG Investment Impairment), a
one-time charge of $0.6 million related to a settlement with the
California Air Resource Board (CARB) related to certain vehicles
(CARB Settlement), and a one-time charge of $2.1 million related to
the settlement with the Internal Revenue Service (IRS) on certain
VETC revenues (IRS Settlement).
Net loss for 2013, which included a non-cash gain of $0.9
million related to the valuation of the Series I warrants, non-cash
stock-based compensation charges of $23.0 million, foreign currency
losses of $0.5 million on the IMW purchase notes, a $1.4 million
write down related to the WPRT Holdback Shares Write-Down, and $1.3
million related to the HQ Lease Exit, was $67.0 million, or $0.71
per share. This compares with a net loss for 2012 of $101.3
million, or $1.16 per share, which included a non-cash gain for the
Series I warrants of $3.4 million, non-cash stock-based
compensation charges of $22.1 million, foreign currency gains of
$0.6 million on the IMW purchase notes, a one-time charge of $14.5
million related to the VPG Investment Impairment, a one-time charge
of $0.6 million related to the CARB Settlement, and a one-time
charge of $2.1 million related to the IRS Settlement.
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 Fuels Corp., 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 IMW purchase notes, plus
the VPG Investment Impairment in the fourth quarter of 2012, plus
the CARB Settlement in the fourth quarter of 2012, plus the IRS
Settlement in the fourth quarter of 2012, plus the WPRT Holdback
Shares Write-Down in the fourth quarter of 2013, and plus the HQ
Lease Exit recorded in the fourth quarter of 2013, 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 the 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 the
Company’s performance with other companies that have different
capital structures. The Company’s management believes that
excluding the foreign currency gains and losses on the IMW purchase
notes 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’s
management believes that excluding the VPG Investment Impairment,
the CARB Settlement, the IRS Settlement, the WPRT Holdback Shares
Write-Down, and the HQ Lease Exit amounts is useful to investors
because they are not part of 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 Dec. 31, Year Ended Dec. 31, (in 000s,
except per-share amounts) 2012
2013 2012 2013 Net
Loss Attributable to Clean Energy Fuels Corp.
$
(41,735
)
$
(32,318
) $ (101,255 ) $ (66,968 ) Stock Based Compensation, Net of Tax
Benefits 5,595 5,661 22,087 23,008 Mark-to-Market Gain on Series I
Warrants (2,306 ) (77 ) (3,391 ) (938 ) Foreign Currency (Gain)
Loss on IMW Purchase Notes 130 235 (561 ) 526 VPG Investment
Impairment 14,544 — 14,544 — CARB Settlement 550 — 550 — IRS
Settlement 2,057 — 2,057 — WPRT Holdback Shares Write-Down — 1,383
— 1,383 HQ Lease Exit — 1,314 — 1,314 Adjusted Net
Loss
$
(21,165
)
$
(23,802
) $ (65,969 ) $ (41,675 ) Diluted Weighted Average Common Shares
Outstanding 90,474,665 93,360,940 87,455,073 93,958,758
Non-GAAP
Loss Per Share
$
(0.23
)
$
(0.25
) $ (0.75 ) $ (0.44 )
Adjusted EBITDA
Adjusted EBITDA is defined as net income (loss) attributable to
Clean Energy Fuels Corp., 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 IMW purchase notes, 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 the VPG Investment Impairment, plus the CARB
Settlement, plus the IRS Settlement, plus the WPRT Holdback Shares
Write-Down, and plus the HQ Lease Exit. 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 Dec. 31, Year Ended Dec. 31, (in
000s) 2012 2013 2012
2013 Net Loss Attributable to Clean
Energy Fuels Corp. $ (41,735 ) $ (32,318 ) $ (101,255 ) $
(66,968 ) Income Tax Expense 599 1,059 1,294 3,715 Interest
Expense, Net 4,732 10,516 16,069 29,287 Depreciation and
Amortization 10,163 10,459 36,261 42,318 Foreign Currency (Gain)
Loss on IMW Purchase Notes 130 235 (561 ) 526 Stock Based
Compensation, Net of Tax Benefits 5,595 5,661 22,087 23,008
Mark-to-Market Gain on Series I Warrants (2,306 ) (77 ) (3,391 )
(938 ) VPG Investment Impairment 14,544 — 14,544 — CARB Settlement
550 — 550 — IRS Settlement 2,057 — 2,057 — WPRT Holdback Shares
Write-Down — 1,383 — 1,383 HQ Lease Exit — 1,314
— 1,314
Adjusted EBITDA $ (5,671 ) $ (1,768 )
$ (12,345 ) $ 33,645
Gallons Delivered
The Company defines “gallons delivered” as its compressed
natural gas (CNG), liquefied natural gas (LNG), renewable natural
gas (RNG) and the gallons in connection 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, March 27, 2014, 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
13575722. 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 CNG and LNG fueling stations; manufacture CNG and LNG
equipment and technologies for ourselves and other companies;
develop RNG production facilities; and deliver more CNG, LNG, and
Redeem RNG fuel than any other company 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
the transition of the heavy-duty trucking industry to natural gas,
the build-out of the Company’s fueling infrastructure, the Company
establishing relationships with new customers and expanding
relationships with existing customers, and future growth and sales
opportunities in all of the Company’s markets, which include
trucking, refuse, airport, taxi and transit. 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 CNG and LNG stations in its
America’s Natural Gas Highway initiative, 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
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 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, 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, 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 on February 27, 2014 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
Consolidated Balance Sheets
(In thousands, except share
data)
December 31,
2012
December 31,
2013
Assets Current assets: Cash and cash equivalents $ 108,522 $
240,033 Restricted cash 8,445 8,403 Short-term investments 38,175
138,240 Accounts receivable, net of allowance for doubtful accounts
of $905 and $832 as of December 31, 2012 and December 31, 2013,
respectively 57,594 53,473 Other receivables 17,808 26,285
Inventory, net 38,152 33,822 Prepaid expenses and other current
assets 16,002 20,840 Total current assets 284,698 521,096 Land,
property and equipment, net 428,177 487,854 Restricted cash 13,208
— Notes receivable and other long-term assets 71,389 73,697
Investments in other entities 2,581 — Goodwill 75,865 88,548
Intangible assets, net 99,282 79,770 Total assets $ 975,200 $
1,250,965
Liabilities and Stockholders’ Equity
Current liabilities: Current portion of long-term debt and capital
lease obligations $ 30,389 $ 23,401 Accounts payable 39,216 33,541
Accrued liabilities 30,794
46,745
Deferred revenue 13,521 16,419 Total current liabilities 113,920
120,106
Long-term debt and capital lease obligations, less current portion
300,636 532,017 Long-term debt, related party — 65,000 Other
long-term liabilities 14,014
15,304
Total liabilities 428,570 732,427 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 89,364,397 shares at
December 31, 2012 and December 31, 2013, respectively 9 9
Additional paid-in capital 837,367 883,045 Accumulated deficit
(300,814 ) (367,782 ) Accumulated other comprehensive income (loss)
6,151 (700 ) Total Clean Energy Fuels Corp. stockholders’ equity
542,713 514,572 Noncontrolling interest in subsidiary 3,917 3,966
Total stockholders’ equity 546,630 518,538 Total liabilities and
stockholders’ equity $ 975,200 $ 1,250,965
Clean Energy Fuels Corp. and
Subsidiaries
Consolidated Statements of
Operations
For the Three Months Periods and Years
Ended December 31, 2012 and 2013
(In thousands, except share and per
share data)
Three Months Ended
December 31,
Year Ended
December 31,
2012 2013 2012
2013 Revenue: Product revenues $ 87,576 $
73,566 $ 293,777 $ 310,813 Service revenues 11,497
11,429 40,231 41,662 Total revenues 99,073 84,995 334,008 352,475
Operating expenses: Cost of sales (exclusive of depreciation and
amortization shown separately below): Product cost of sales 73,486
55,913 236,471 213,593 Service cost of sales 4,551 1,360 17,213
11,169 Derivative gains: Series I warrant valuation (2,306 ) (77 )
(3,391 ) (938 ) Selling, general and administrative 34,653 36,450
117,976 138,024 Depreciation and amortization 10,163
10,459 36,261 42,318 Total operating expenses 120,547
104,105 404,530 404,166 Operating loss (21,474 ) (19,110 ) (70,522
) (51,691 ) Interest expense, net (4,732 ) (10,516 ) (16,069 )
(29,287 ) Other income (expense), net (342 ) (213 ) 1,236 (970 )
Impairment of cost method investment (14,544 ) — (14,544 ) — Income
(loss) from equity method investment 16 — 331 (76 ) Gain from sale
of equity method investment — — — 4,705 Gain from sale of
subsidiary — (1,383 ) — 14,115 Loss before income
taxes (41,076 ) (31,222 ) (99,568 ) (63,204 ) Income tax expense
(599 ) (1,059 ) (1,294 ) (3,715 ) Net loss (41,675 )
(32,281 ) (100,862 ) (66,919 ) Income of noncontrolling interest
(60 ) (37 ) (393 ) (49 ) Net loss attributable to
Clean Energy Fuels Corp. $ (41,735 ) $ (32,318 ) $ (101,255 ) $
(66,968 ) Loss per share attributable to Clean Energy Fuels Corp.:
Basic $ (0.46 ) $ (0.34 ) $ (1.16 ) $ (0.71 ) Diluted $ (0.46 ) $
(0.34 ) $ (1.16 ) $ (0.71 ) Weighted-average common shares
outstanding: Basic 90,474,665 94,360,940 87,455,073
93,958,758 Diluted 90,474,665 94,360,940 87,455,073
93,958,758
Included in net loss are the following
amounts (in millions):
Three Months Ended
December 31,
Year Ended
December 31,
2012 2013 2012
2013 Construction Revenues $ 31.3 $ 6.9 $ 84.8
$ 27.1 Construction Cost of Sales (29.4 ) (5.8 ) (78.9 ) (22.4 )
Fuel Tax Credits
(2.1
)
7.3
(2.1
)
45.4 Stock-based Compensation Expense, Net of Tax Benefits (5.6 )
(5.7 ) (22.1 ) (23.0 )
Clean Energy Fuels Corp.Investor Contact:Tony
KritzerDirector of Investor Communications949.437.1403orNews
Media Contact:Gary FosterSenior Vice President, Corporate
Communications949.437.1113
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