NCS Multistage Holdings, Inc. Announces Third Quarter 2018 Results
Third Quarter Highlights
- Total revenue of
$62.7 million , a 12% year-over-year increase - Net income of
$6.3 million ; adjusted net income of$5.4 million - Earnings per diluted share of
$0.13 and adjusted earnings per diluted share of$0.11 - Adjusted EBITDA of
$18.0 million and a 29% Adjusted EBITDA margin - Total liquidity of
$82.4 million , comprised of$27.4 million in cash on hand and$55.0 million of revolver availability
Financial Review
Revenues were
Net income was
Adjusted EBITDA was
Based on current industry conditions and the Company’s revenue through the first three quarters of 2018, NCS no longer expects to achieve the revenue guidance previously announced in August for the 2018 calendar year.
Capital Expenditures and Liquidity
The Company spent
As of September 30, 2018, the Company had
Review and Outlook
NCS’s Chief Executive Officer,
- The fourth consecutive quarter in which U.S. product sales increased sequentially by 10% or more;
- The completion of a 227-stage well for a customer operating in the Montney in
Canada in which over 18 million pounds of proppant was efficiently placed into the formation in a single run; - The first sales of our Purple Seal Express frac-plug deployment system, a pre-assembled system combining a disposable setting tool with our Purple Seal frac plug, to multiple operators in the
Permian Basin ; - Our first tracer diagnostics jobs outside of
North America ; and - The delivery of sliding sleeves under our recently-announced Frame Agreement with
Aker BP , to be utilized in the completion of several additional wells in theNorth Sea , and the completion of a well for a second customer in theNorth Sea .
We look to continue to build on these accomplishments over the coming quarters as we navigate a challenging industry environment in the U.S. and
Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income and Adjusted Net Earnings per Diluted Share are non-GAAP financial measures. For an explanation of these measures and a reconciliation, refer to “Non-GAAP Financial Measures” below.
Conference Call
The Company will host a conference call to discuss its third quarter 2018 results on
An audio replay of the conference call will be available shortly after the conclusion of the call and will remain available for approximately seven days. It can be accessed by dialing (855) 859-2056 within
About
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects” and similar references to future periods, or by the inclusion of forecasts or projections. Examples of forward-looking statements include, but are not limited to, statements we make regarding the outlook for our future business and financial performance. Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, by their nature, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. As a result, our actual results may differ materially from those contemplated by the forward-looking statements. Important factors that could cause our actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions and the following: declines in the level of oil and natural gas exploration and production activity within
Contact
Chief Financial Officer
(281) 453-2222
IR@ncsmultistage.com
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2018 | 2017 | 2018 | 2017 | |||||||||||||
Revenues | ||||||||||||||||
Product sales | $ | 44,633 | $ | 39,391 | $ | 122,514 | $ | 114,362 | ||||||||
Services | 18,058 | 16,566 | 54,261 | 37,088 | ||||||||||||
Total revenues | 62,691 | 55,957 | 176,775 | 151,450 | ||||||||||||
Cost of sales | ||||||||||||||||
Cost of product sales, exclusive of depreciation and amortization expense shown below |
20,275 | 19,326 | 57,600 | 59,774 | ||||||||||||
Cost of services, exclusive of depreciation and amortization expense shown below |
8,542 | 6,632 | 24,721 | 14,423 | ||||||||||||
Total cost of sales, exclusive of depreciation and amortization expense shown below |
28,817 | 25,958 | 82,321 | 74,197 | ||||||||||||
Selling, general and administrative expenses | 19,356 | 17,637 | 62,508 | 46,572 | ||||||||||||
Depreciation | 1,174 | 812 | 3,429 | 2,054 | ||||||||||||
Amortization | 3,255 | 6,486 | 9,859 | 18,481 | ||||||||||||
Change in fair value of contingent consideration | (1,865 | ) | (182 | ) | (3,005 | ) | 585 | |||||||||
Income from operations | 11,954 | 5,246 | 21,663 | 9,561 | ||||||||||||
Other income (expense) | ||||||||||||||||
Interest expense, net | (317 | ) | (235 | ) | (1,382 | ) | (3,751 | ) | ||||||||
Other income, net | 28 | 94 | 68 | 1,132 | ||||||||||||
Foreign currency exchange (loss) gain | (688 | ) | (787 | ) | (399 | ) | 224 | |||||||||
Total other expense | (977 | ) | (928 | ) | (1,713 | ) | (2,395 | ) | ||||||||
Income before income tax | 10,977 | 4,318 | 19,950 | 7,166 | ||||||||||||
Income tax expense | 3,211 | 777 | 3,137 | 2,022 | ||||||||||||
Net income | 7,766 | 3,541 | 16,813 | 5,144 | ||||||||||||
Net income (loss) attributable to non-controlling interest | 1,443 | 155 | 3,565 | (301 | ) | |||||||||||
Net income attributable to NCS Multistage Holdings, Inc. |
$ | 6,323 | $ | 3,386 | $ | 13,248 | $ | 5,445 | ||||||||
Earnings per common share | ||||||||||||||||
Basic earnings per common share attributable to NCS Multistage Holdings, Inc. |
$ | 0.14 | $ | 0.07 | $ | 0.29 | $ | 0.13 | ||||||||
Diluted earnings per common share attributable to NCS Multistage Holdings, Inc. |
$ | 0.13 | $ | 0.07 | $ | 0.28 | $ | 0.13 | ||||||||
Weighted average common shares outstanding | ||||||||||||||||
Basic | 44,943 | 43,676 | 44,660 | 39,329 | ||||||||||||
Diluted | 47,404 | 47,119 | 47,254 | 42,537 | ||||||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)
September 30, | December 31, | |||||||
2018 | 2017 | |||||||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ | 27,440 | $ | 33,809 | ||||
Accounts receivable—trade, net | 58,002 | 47,880 | ||||||
Inventories | 32,493 | 33,135 | ||||||
Prepaid expenses and other current assets | 3,759 | 1,616 | ||||||
Other current receivables | 4,827 | 1,369 | ||||||
Total current assets | 126,521 | 117,809 | ||||||
Noncurrent assets | ||||||||
Property and equipment, net | 29,509 | 23,651 | ||||||
Goodwill | 181,500 | 184,478 | ||||||
Identifiable intangibles, net | 126,853 | 136,412 | ||||||
Deposits and other assets | 1,393 | 1,563 | ||||||
Total noncurrent assets | 339,255 | 346,104 | ||||||
Total assets | $ | 465,776 | $ | 463,913 | ||||
Liabilities and Stockholders’ Equity | ||||||||
Current liabilities | ||||||||
Accounts payable—trade | $ | 12,921 | $ | 7,448 | ||||
Accrued expenses | 4,225 | 6,673 | ||||||
Income taxes payable | 119 | 10,561 | ||||||
Current contingent consideration | 9,830 | — | ||||||
Other current liabilities | 2,921 | 1,673 | ||||||
Current maturities of long-term debt | 2,530 | 5,334 | ||||||
Total current liabilities | 32,546 | 31,689 | ||||||
Noncurrent liabilities | ||||||||
Long-term debt, less current maturities | 23,052 | 21,702 | ||||||
Noncurrent contingent consideration | — | 12,835 | ||||||
Other long-term liabilities | 1,232 | 4,513 | ||||||
Deferred income taxes, net | 20,912 | 24,183 | ||||||
Total noncurrent liabilities | 45,196 | 63,233 | ||||||
Total liabilities | 77,742 | 94,922 | ||||||
Commitments and contingencies | ||||||||
Stockholders’ equity | ||||||||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, one share issued and outstanding at | ||||||||
September 30, 2018 and December 31, 2017, respectively | — | — | ||||||
Common stock, $0.01 par value, 225,000,000 shares authorized, 45,038,934 shares issued | ||||||||
and 45,010,626 shares outstanding at September 30, 2018 and 43,931,484 shares issued | ||||||||
and 43,913,136 shares outstanding at December 31, 2017 | 450 | 439 | ||||||
Additional paid-in capital | 408,613 | 399,426 | ||||||
Accumulated other comprehensive loss | (73,260 | ) | (66,707 | ) | ||||
Retained earnings | 37,359 | 23,864 | ||||||
Treasury stock, at cost; 28,308 shares at September 30, 2018 and 18,348 shares | ||||||||
at December 31, 2017 | (337 | ) | (175 | ) | ||||
Total stockholders’ equity | 372,825 | 356,847 | ||||||
Non-controlling interest | 15,209 | 12,144 | ||||||
Total equity | 388,034 | 368,991 | ||||||
Total liabilities and stockholders' equity | $ | 465,776 | $ | 463,913 | ||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Nine Months Ended | ||||||||
September 30, | ||||||||
2018 | 2017 | |||||||
Cash flows from operating activities | ||||||||
Net income | $ | 16,813 | $ | 5,144 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 13,288 | 20,535 | ||||||
Amortization of deferred loan cost | 251 | 360 | ||||||
Share-based compensation | 8,197 | 3,889 | ||||||
Provision for inventory obsolescence | 1,219 | — | ||||||
Deferred income tax benefit | (2,148 | ) | (12,902 | ) | ||||
Gain on sale of property and equipment | (39 | ) | (40 | ) | ||||
Foreign exchange gain on financing item | — | (1,760 | ) | |||||
Write-off of deferred loan costs | — | 1,422 | ||||||
Change in fair value of contingent consideration | (3,005 | ) | 585 | |||||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable—trade | (10,787 | ) | (16,101 | ) | ||||
Inventories | (1,529 | ) | (12,690 | ) | ||||
Prepaid expenses and other assets | (2,237 | ) | (169 | ) | ||||
Accounts payable—trade | 6,959 | (983 | ) | |||||
Accrued expenses | (2,371 | ) | 3,531 | |||||
Other liabilities | 816 | 129 | ||||||
Income taxes receivable/payable | (17,812 | ) | 11,919 | |||||
Net cash provided by operating activities | 7,615 | 2,869 | ||||||
Cash flows from investing activities | ||||||||
Purchases of property and equipment | (7,352 | ) | (5,332 | ) | ||||
Purchase and development of software and technology | (2,588 | ) | — | |||||
Proceeds from sales of property and equipment | 298 | 181 | ||||||
Proceeds from short-term note receivable | — | 1,000 | ||||||
Acquisition of business, net of cash acquired | — | (80,928 | ) | |||||
Net cash used in investing activities | (9,642 | ) | (85,079 | ) | ||||
Cash flows from financing activities | ||||||||
Equipment note borrowings | 1,001 | 1,533 | ||||||
Payments on equipment note and capital leases | (1,437 | ) | (158 | ) | ||||
Promissory note borrowings | 5,053 | 6,541 | ||||||
Payments on promissory note | (8,366 | ) | (3,661 | ) | ||||
Line of credit borrowings | — | 20,000 | ||||||
Payment of deferred loan cost related to senior secured credit facility | — | (971 | ) | |||||
Payments related to public offering | — | (2,178 | ) | |||||
Proceeds from related party note receivable | — | 752 | ||||||
Repayment of term note | — | (89,077 | ) | |||||
Proceeds from issuance of common stock, net of offering costs | — | 151,356 | ||||||
Proceeds from the exercise of options for common stock | 1,001 | — | ||||||
Treasury shares withheld | (161 | ) | — | |||||
Distribution to noncontrolling interest | (500 | ) | — | |||||
Net cash (used in) provided by financing activities | (3,409 | ) | 84,137 | |||||
Effect of exchange rate changes on cash and cash equivalents | (933 | ) | 20 | |||||
Net change in cash and cash equivalents | (6,369 | ) | 1,947 | |||||
Cash and cash equivalents beginning of period | 33,809 | 18,275 | ||||||
Cash and cash equivalents end of period | $ | 27,440 | $ | 20,222 | ||||
Supplemental cash flow information | ||||||||
Cash paid for income taxes (net of refunds) | $ | 22,922 | $ | 3,350 | ||||
Noncash investing and financing activities | ||||||||
Issuance of common stock for business acquisition | $ | — | $ | 6,907 | ||||
Assets obtained by entering into capital leases | $ | 2,433 | $ | 459 | ||||
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands, except per share data)
(Unaudited)
Non-GAAP Financial Measures
EBITDA is defined as net income (loss) before interest expense, net, income tax expense and depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted to exclude certain items which we believe are not reflective of ongoing performance or which, in the case of share-based compensation, are non-cash in nature. Adjusted EBITDA margin represents Adjusted EBITDA as a percentage of total revenues. Adjusted Net Income is defined as net income attributable to
EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted Net Income and Adjusted Net Earnings per Diluted Share (our “non-GAAP financial measures”) are not defined under generally accepted accounting principles (“GAAP”), are not measures of net income, income from operations or any other performance measure derived in accordance with GAAP, and are subject to important limitations. Our non-GAAP financial measures may not be comparable to similarly titled measures of other companies in our industry and are not measures of performance calculated in accordance with GAAP. Our non-GAAP financial measures have important limitations as analytical tools and you should not consider them in isolation or as substitutes for analysis of our financial performance as reported under GAAP and they should not be considered as alternatives to net income (loss) or any other performance measures derived in accordance with GAAP as measures of operating performance or as alternatives to cash flow from operating activities as measures of our liquidity.
The tables below set forth reconciliations of our non-GAAP financial measures to the most directly comparable measure of financial performance calculated under GAAP:
ADJUSTED NET INCOME AND ADJUSTED NET EARNINGS PER DILUTED SHARE
Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||||
September 30, 2018 | September 30, 2017 | September 30, 2018 | September 30, 2017 | ||||||||||||||||||||||||||||
Effect on Net Income (After- Tax) |
Impact on Diluted Earnings Per Share |
Effect on Net Income (After- Tax) |
Impact on Diluted Earnings Per Share |
Effect on Net Income (After- Tax) |
Impact on Diluted Earnings Per Share |
Effect on Net Income (After- Tax) |
Impact on Diluted Earnings Per Share | ||||||||||||||||||||||||
Net income attributable to NCS Multistage Holdings, Inc. |
$ | 6,323 | $ | 0.13 | $ | 3,386 | $ | 0.07 | $ | 13,248 | $ | 0.28 | $ | 5,445 | $ | 0.13 | |||||||||||||||
Adjustments (after tax) | |||||||||||||||||||||||||||||||
Write-off of deferred loan costs (a) | — | — | — | — | — | — | 1,147 | 0.03 | |||||||||||||||||||||||
IPO-related professional expense (b) | — | — | 9 | — | — | — | 1,822 | 0.04 | |||||||||||||||||||||||
Acquisition and merger costs (c) | — | — | 315 | 0.01 | — | — | 843 | 0.02 | |||||||||||||||||||||||
Realized and unrealized losses (gains) (d) | 489 | 0.01 | 652 | 0.01 | 270 | 0.01 | (261 | ) | (0.01 | ) | |||||||||||||||||||||
Change in fair value of contingent consideration (e) | (1,369 | ) | (0.03 | ) | (154 | ) | — | (2,202 | ) | (0.05 | ) | 472 | 0.01 | ||||||||||||||||||
Adjusted net income attributable to NCS Multistage Holdings, Inc. |
$ | 5,443 | $ | 0.11 | $ | 4,208 | $ | 0.09 | $ | 11,316 | $ | 0.24 | $ | 9,468 | $ | 0.22 |
_____________________
- Includes the remaining deferred loan costs of
$1,422 related to the prior credit agreement that were expensed when the debt was repaid with a portion of our net proceeds from the IPO during the second quarter of 2017. - Represents non-capitalizable costs of professional services incurred in connection with our IPO.
- Represents costs of professional services incurred in connection with our acquisition of a 50% interest in Repeat Precision and Spectrum acquisition.
- Represents realized and unrealized foreign currency translation gains and losses primarily in respect of our indebtedness.
- Represents the change in the fair value of the earn-outs associated with our acquisitions
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands)
(Unaudited)
ADJUSTED EBITDA AND ADJUSTED EBITDA MARGIN
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2018 | 2017 | 2018 | 2017 | |||||||||||||
Net income | $ | 7,766 | $ | 3,541 | $ | 16,813 | $ | 5,144 | ||||||||
Income tax expense | 3,211 | 777 | 3,137 | 2,022 | ||||||||||||
Interest expense, net (a) | 317 | 235 | 1,382 | 3,751 | ||||||||||||
Depreciation | 1,174 | 812 | 3,429 | 2,054 | ||||||||||||
Amortization | 3,255 | 6,486 | 9,859 | 18,481 | ||||||||||||
EBITDA | 15,723 | 11,851 | 34,620 | 31,452 | ||||||||||||
Share-based compensation (b) | 2,865 | 2,053 | 8,197 | 3,889 | ||||||||||||
Professional fees (c) | 486 | 391 | 1,248 | 3,337 | ||||||||||||
Unrealized foreign currency loss (d) | 515 | 735 | 2,172 | 20,175 | ||||||||||||
Realized foreign currency loss (gain) (e) | 173 | 52 | (1,773 | ) | (20,399 | ) | ||||||||||
Change in fair value of contingent consideration (f) | (1,865 | ) | (182 | ) | (3,005 | ) | 585 | |||||||||
Other (g) | 98 | 202 | 528 | 66 | ||||||||||||
Adjusted EBITDA | $ | 17,995 | $ | 15,102 | $ | 41,987 | $ | 39,105 | ||||||||
Adjusted EBITDA Margin | 29 | % | 27 | % | 24 | % | 26 | % |
_____________________
- Includes the remaining deferred loan costs of
$1,422 related to the prior credit agreement that were expensed when the debt was repaid with a portion of our net proceeds from the IPO during the second quarter of 2017. - Represents non-cash compensation charges related to share-based compensation granted to our officers, employees and directors.
- Represents non-capitalizable costs of professional services incurred in connection with our IPO, financings, refinancings, legal proceedings and the evaluation of proposed and completed acquisitions.
- Represents unrealized foreign currency translation gains and losses primarily in respect of our indebtedness.
- Represents realized foreign currency translation gains and losses with respect to principal and interest payments related to our indebtedness.
- Represents the change in the fair value of the earn-outs associated with our acquisitions.
- Represents the impact of a research and development subsidy that is included in income tax (benefit) expense in accordance with GAAP, fees incurred in connection with refinancing our credit facilities, arbitration awards, board of directors fees and travel expenses prior to our IPO as permitted by the terms of our prior credit agreement and other charges and credits.
REVENUE BY GEOGRAPHIC AREA
(In thousands)
(Unaudited)
Three Months Ended | Nine Months Ended | |||||||||||
September 30, | September 30, | |||||||||||
2018 | 2017 | 2018 | 2017 | |||||||||
United States | ||||||||||||
Product sales | $ | 18,125 | $ | 7,608 | $ | 48,011 | $ | 32,736 | ||||
Services | 8,157 | 5,693 | 27,976 | 11,043 | ||||||||
Total United States | 26,282 | 13,301 | 75,987 | 43,779 | ||||||||
Canada | ||||||||||||
Product sales | 21,215 | 30,342 | 67,653 | 74,954 | ||||||||
Services | 7,958 | 10,031 | 22,567 | 23,572 | ||||||||
Total Canada | 29,173 | 40,373 | 90,220 | 98,526 | ||||||||
Other Countries | ||||||||||||
Product sales | 5,293 | 1,441 | 6,850 | 6,672 | ||||||||
Services | 1,943 | 842 | 3,718 | 2,473 | ||||||||
Total Other Countries | 7,236 | 2,283 | 10,568 | 9,145 | ||||||||
Total | ||||||||||||
Product sales | 44,633 | 39,391 | 122,514 | 114,362 | ||||||||
Services | 18,058 | 16,566 | 54,261 | 37,088 | ||||||||
Total | $ | 62,691 | $ | 55,957 | $ | 176,775 | $ | 151,450 | ||||