Solaris Energy Infrastructure Announces Third Quarter 2024 Results, New Power Solutions Contracts, and Continued Shareholder Returns for Fourth Quarter 2024
Solaris Energy Infrastructure (NYSE:SEI) reported Q3 2024 results with revenue of $75 million, a net loss of $2 million (-$0.04 per share), and Adjusted EBITDA of $22 million. The company completed the acquisition of Mobile Energy Rentals , establishing a new Power Solutions segment, funded by a $325 million secured term loan. SEI secured power service agreements totaling 450 MW of generation capacity, representing over 80% of expected 2025 ending capacity. The company approved a Q4 2024 dividend of $0.12 per share and has returned $183 million to shareholders since 2018.
Solaris Energy Infrastructure (NYSE:SEI) ha riportato i risultati del terzo trimestre del 2024 con ricavi di 75 milioni di dollari, una perdita netta di 2 milioni di dollari (-0,04 dollari per azione) e un EBITDA rettificato di 22 milioni di dollari. L'azienda ha completato l'acquisizione di Mobile Energy Rentals, stabilendo un nuovo segmento di Soluzioni Energetiche, finanziato da un prestito a termine garantito di 325 milioni di dollari. SEI ha ottenuto contratti di servizio energetico per un totale di 450 MW di capacità di generazione, rappresentando oltre l'80% della capacità prevista per la fine del 2025. L'azienda ha approvato un dividendo per il quarto trimestre del 2024 di 0,12 dollari per azione e ha restituito 183 milioni di dollari agli azionisti dal 2018.
Solaris Energy Infrastructure (NYSE:SEI) reportó resultados del tercer trimestre de 2024 con ingresos de 75 millones de dólares, una pérdida neta de 2 millones de dólares (-0,04 dólares por acción) y un EBITDA ajustado de 22 millones de dólares. La compañía completó la adquisición de Mobile Energy Rentals, estableciendo un nuevo segmento de Soluciones Energéticas, financiado por un préstamo a plazo garantizado de 325 millones de dólares. SEI aseguró acuerdos de servicio de energía que totalizan 450 MW de capacidad de generación, representando más del 80% de la capacidad esperada para finales de 2025. La compañía aprobó un dividendo para el cuarto trimestre de 2024 de 0,12 dólares por acción y ha devuelto 183 millones de dólares a los accionistas desde 2018.
Solaris Energy Infrastructure (NYSE:SEI)는 2024년 3분기 결과를 보고했으며, 매출은 7500만 달러, 순손실은 200만 달러(-주당 0.04달러)로, 조정 EBITDA는 2200만 달러입니다. 이 회사는 Mobile Energy Rentals의 인수를 완료하여 새로운 전력 솔루션 부문을 설립하였으며, 이는 3억 2500만 달러의 담보 만기 대출로 자금이 조달되었습니다. SEI는 총 450 MW의 발전 용량을 갖춘 전력 서비스 계약을 확보하였으며, 이는 2025년 말 예상 용량의 80% 이상을 차지합니다. 이 회사는 2024년 4분기 주당 0.12달러의 배당금을 승인하였고, 2018년 이후로 주주에게 1억 8300만 달러를 반환하였습니다.
Solaris Energy Infrastructure (NYSE:SEI) a annoncé ses résultats du troisième trimestre 2024 avec un chiffre d'affaires de 75 millions de dollars, une perte nette de 2 millions de dollars (-0,04 dollar par action) et un EBITDA ajusté de 22 millions de dollars. L'entreprise a finalisé l'acquisition de Mobile Energy Rentals, établissant un nouveau segment de Solutions Énergétiques, financé par un prêt à terme sécurisé de 325 millions de dollars. SEI a sécurisé des contrats de services d'énergie totalisant 450 MW de capacité de production, représentant plus de 80 % de la capacité attendue fin 2025. L'entreprise a approuvé un dividende de 0,12 dollar par action pour le quatrième trimestre 2024 et a restitué 183 millions de dollars à ses actionnaires depuis 2018.
Solaris Energy Infrastructure (NYSE:SEI) hat die Ergebnisse für das dritte Quartal 2024 bekannt gegeben mit einem Umsatz von 75 Millionen Dollar, einem Nettoverlust von 2 Millionen Dollar (-0,04 Dollar pro Aktie) und einem bereinigten EBITDA von 22 Millionen Dollar. Das Unternehmen schloss die Übernahme von Mobile Energy Rentals ab und gründete einen neuen Bereich für Energielösungen, finanziert durch ein gesichertes Darlehen in Höhe von 325 Millionen Dollar. SEI sicherte sich Dienstleistungen für Energieverträge mit einer Gesamtkapazität von 450 MW, was mehr als 80% der erwarteten Kapazität Ende 2025 entspricht. Das Unternehmen genehmigte eine Dividende für das vierte Quartal 2024 von 0,12 Dollar pro Aktie und hat seit 2018 insgesamt 183 Millionen Dollar an die Aktionäre zurückgegeben.
- Revenue increased 8% year-over-year to $75 million
- Secured power service agreements for 450 MW with 2-4 year contracts
- Power Solutions segment contributed $5 million revenue and $3 million EBITDA in first 20 days
- Maintained consistent shareholder returns with $0.12 quarterly dividend
- Net loss of $2 million compared to $10 million profit in Q2 2024
- Adjusted EBITDA declined 5% year-over-year
- Logistics Solutions revenue decreased 5% sequentially
- Took on $325 million in debt for acquisition
Insights
The Q3 results reveal mixed performance with some concerning metrics. Revenue grew
Key positives include stable shareholder returns with a
The MER acquisition marks a strategic pivot into distributed power solutions, particularly targeting data center and AI computing applications. The secured contracts for 450MW of generation capacity with 2-4 year terms provide solid revenue visibility and position SEI well in the growing electrification market. The "behind-the-meter" power generation strategy addresses a critical market need as data center demand surges.
The balance between traditional logistics and new power solutions creates a more diversified business model, though execution risks remain during integration. The
Third Quarter 2024 Summary Results and Recent Highlights
-
Revenue of
$75 million -
Net loss of
and ($2 million ) per diluted Class A share; Adjusted pro forma net income(1) of$0.04 and$4 million per fully diluted share$0.08 -
Adjusted EBITDA(1) of
$22 million - On September 11, 2024, closed the acquisition of Mobile Energy Rentals LLC (“MER,” and such acquisition, the “MER Acquisition”), a premier provider of distributed power solutions; established new Solaris Power Solutions segment
-
Closed
senior secured term loan to effectuate the MER Acquisition and to support continued growth capital investment into the Solaris Power Solutions fleet$325 million -
Executed additional power service agreements with customers, totaling approximately 450 megawatts (“MW”) of generation capacity, or greater than
80% of expected 2025 ending capacity (including all deliveries on order); contract tenor ranges from two to four years, providing the Company significant earnings visibility -
Returned a total of
to shareholders in third quarter 2024 through dividends, resulting in$5 million cumulatively returned to shareholders since 2018$183 million -
Approved fourth quarter 2024 dividend of
per share on October 30, 2024, to be paid on December 16, 2024, to holders of record as of December 6, 2024 which, once paid, will represent Solaris’ 25th consecutive dividend$0.12
“During the quarter, Solaris both announced and closed on a transformative acquisition, while continuing to deliver strong service quality for our customers across both business segments,” Chairman and Chief Executive Officer Bill Zartler commented.
“The commercial opportunity set for our Power Solutions segment is accelerating rapidly, further highlighting the demand for ‘behind-the-meter’ power generation applications across a variety of end markets. We are pleased to announce that since closing the acquisition we have signed several power service contracts at tenors ranging from two to four years, bringing our customer agreements to over
“Our Solaris Logistics Solutions segment continues to focus on technology advancements that drive efficiency gains and add value for our customers, which is evident in our leading market position within the Logistics Solutions segment and the continued adoption of our new technologies. We remain committed to the provision of exceptional service quality by leveraging our company culture and innovative technologies across both of our business segments. Together, the combined business provides a balanced and attractive financial profile that is also uniquely positioned to grow and drive total shareholder value.”
Third Quarter 2024 Financial Review
Net loss of
Revenue was
In conjunction with the MER Acquisition, the Company established a new Solaris Power Solutions segment to manage and report on the newly acquired business. The legacy business will be managed and reported on as Solaris Logistics Solutions.
Solaris Logistics Solutions
-
Revenue of
, down$70 million 5% sequentially from second quarter ended June 30, 2024 -
Segment Adjusted EBITDA(1)(2) of
, down$24 million 6% sequentially from second quarter ended June 30, 2024 -
91 fully utilized systems, down
1% sequentially from second quarter ended June 30, 2024
The sequential decrease in revenue was driven by a decrease in last mile trucking contribution and a slight decrease in fully utilized systems. Adjusted EBITDA contribution was down in line with revenue.
Solaris Power Solutions
-
Revenue of approximately
in its first 20 days$5 million -
Segment Adjusted EBITDA(1)(2) of
in its first 20 days$3 million
Financial results for Solaris Power Solutions during the 20 days ended September 30, 2024 primarily reflect contribution from the data center industry. The Company has since signed agreements for expansion and extension with its largest customer, as well as new agreements with several new customers. The new agreements have contract tenors ranging from two to four years and total approximately 450 MW out of the approximately 535 MW the Company expects to own after all equipment on order is received by the end of third quarter 2025.
Shareholder Returns
A previously announced cash dividend of
On October 30, 2024, Solaris’ Board of Directors approved a fourth quarter 2024 cash dividend of
Solaris did not repurchase shares during the third quarter of 2024. Approximately
Pro forma for the announced fourth quarter 2024 dividend, Solaris has returned approximately
Cash Flow, Capital Expenditures, and Liquidity
Net cash from operating activities was
Capital expenditures in the third quarter of 2024 were approximately
In connection with the MER Acquisition, Solaris entered into a senior secured term loan agreement for
As of September 30, 2024, Solaris had
Footnotes
(1) |
See “About Non-GAAP Measures” below for additional detail and reconciliations of GAAP to non-GAAP measures in the accompanying financial tables. |
(2) |
Segment Adjusted EBITDA excludes Corporate Adjusted EBITDA of |
Conference Call
Solaris will host a conference call to discuss its results for third quarter 2024 on Tuesday, November 5, 2024 at 9:00 a.m. Central Time (10:00 a.m. Eastern Time). To join the conference call from within
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 (877) 344-7529 within
About Non-GAAP Measures
In addition to financial results determined in accordance with generally accepted accounting principles in
About Solaris Energy Infrastructure, Inc.
Solaris Energy Infrastructure, Inc. (NYSE:SEI) provides mobile and scalable equipment-based solutions for use in distributed power generation as well as the management of raw materials used in the completion of oil and natural gas wells. Headquartered in
Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Examples of forward-looking statements include, but are not limited to, our business strategy, our industry, our future profitability, the volatility in global oil markets, expected capital expenditures and the impact of such expenditures on performance, management changes, current and potential future long-term contracts, our future business and financial performance and our results of operations, and the other risks discussed in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the
SOLARIS ENERGY INFRASTRUCTURE, INC CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) (Unaudited) |
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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June 30, |
|
September 30, |
||||||||||||||
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|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
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|
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Revenue |
|
$ |
69,054 |
|
|
$ |
64,427 |
|
|
$ |
69,640 |
|
|
$ |
203,329 |
|
|
$ |
212,180 |
|
Revenue - related parties |
|
|
5,964 |
|
|
|
5,249 |
|
|
|
4,246 |
|
|
|
13,465 |
|
|
|
17,420 |
|
Total revenue |
|
|
75,018 |
|
|
|
69,676 |
|
|
|
73,886 |
|
|
|
216,794 |
|
|
|
229,600 |
|
|
|
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Operating costs and expenses: |
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Cost of revenues (exclusive of depreciation and amortization) |
|
|
46,923 |
|
|
|
42,102 |
|
|
|
46,131 |
|
|
|
132,941 |
|
|
|
140,977 |
|
Depreciation and amortization |
|
|
10,991 |
|
|
|
9,179 |
|
|
|
9,565 |
|
|
|
30,490 |
|
|
|
26,667 |
|
Gain on reversal of property tax contingency (1) |
|
|
— |
|
|
|
— |
|
|
|
(2,483 |
) |
|
|
(2,483 |
) |
|
|
— |
|
Selling, general and administrative |
|
|
8,799 |
|
|
|
6,359 |
|
|
|
8,259 |
|
|
|
25,048 |
|
|
|
19,722 |
|
Impairment of fixed assets |
|
|
— |
|
|
|
1,423 |
|
|
|
— |
|
|
|
— |
|
|
|
1,423 |
|
Other operating expense, net (2) |
|
|
3,038 |
|
|
|
613 |
|
|
|
560 |
|
|
|
3,721 |
|
|
|
150 |
|
Total operating costs and expenses |
|
|
69,751 |
|
|
|
59,676 |
|
|
|
62,032 |
|
|
|
189,717 |
|
|
|
188,939 |
|
Operating income |
|
|
5,267 |
|
|
|
10,000 |
|
|
|
11,854 |
|
|
|
27,077 |
|
|
|
40,661 |
|
Interest expense, net |
|
|
(2,932 |
) |
|
|
(1,057 |
) |
|
|
(685 |
) |
|
|
(4,416 |
) |
|
|
(2,395 |
) |
Loss on debt extinguishment (3) |
|
|
(4,085 |
) |
|
|
— |
|
|
|
— |
|
|
|
(4,085 |
) |
|
|
— |
|
(Loss) income before income tax expense |
|
|
(1,750 |
) |
|
|
8,943 |
|
|
|
11,169 |
|
|
|
18,576 |
|
|
|
38,266 |
|
Provision for income taxes |
|
|
(460 |
) |
|
|
(1,305 |
) |
|
|
(1,345 |
) |
|
|
(3,662 |
) |
|
|
(6,450 |
) |
Net (loss) income |
|
|
(2,210 |
) |
|
|
7,638 |
|
|
|
9,824 |
|
|
|
14,914 |
|
|
|
31,816 |
|
Less: net loss (income) related to non-controlling interests |
|
|
1,242 |
|
|
|
(2,704 |
) |
|
|
(3,616 |
) |
|
|
(5,357 |
) |
|
|
(11,781 |
) |
Net (loss) income attributable to Solaris Energy Infrastructure, Inc. |
|
|
(968 |
) |
|
|
4,934 |
|
|
|
6,208 |
|
|
|
9,557 |
|
|
|
20,035 |
|
Less: income attributable to participating securities (4) |
|
|
(228 |
) |
|
|
(241 |
) |
|
|
(410 |
) |
|
|
(709 |
) |
|
|
(949 |
) |
Net (loss) income attributable to Class A common shareholders |
|
$ |
(1,196 |
) |
|
$ |
4,693 |
|
|
$ |
5,798 |
|
|
$ |
8,848 |
|
|
$ |
19,086 |
|
|
|
|
|
|
|
|
|
|
|
|
|
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Earnings per share of Class A common stock - basic |
|
$ |
(0.04 |
) |
|
$ |
0.16 |
|
|
$ |
0.20 |
|
|
$ |
0.31 |
|
|
$ |
0.64 |
|
Earnings per share of Class A common stock - diluted |
|
$ |
(0.04 |
) |
|
$ |
0.16 |
|
|
$ |
0.20 |
|
|
$ |
0.30 |
|
|
$ |
0.64 |
|
|
|
|
|
|
|
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Basic weighted average shares of Class A common stock outstanding |
|
|
28,377 |
|
|
|
29,025 |
|
|
|
28,335 |
|
|
|
28,433 |
|
|
|
29,919 |
|
Diluted weighted average shares of Class A common stock outstanding |
|
|
28,377 |
|
|
|
29,025 |
|
|
|
28,335 |
|
|
|
43,247 |
|
|
|
29,919 |
|
1) | Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with Brown County Appraisal District. |
|
2) | Other operating expense, net includes the gains or losses on the sale or disposal of assets, credit losses or recoveries, sublease income, transaction costs and other settlements. |
|
3) | Primarily consists of the write-off of the unamortized portion of debt financing costs associated with securing a bridge financing facility, which had not been utilized and was subsequently extinguished upon obtaining alternative financing for the MER Acquisition. |
|
4) | The Company’s unvested restricted shares of common stock are participating securities because they entitle the holders to non-forfeitable rights to dividends until the awards vest or are forfeited. |
SOLARIS ENERGY INFRASTRUCTURE, INC CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except per share amounts) (Unaudited) |
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September 30, |
|
December 31, |
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2024 |
|
2023 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
|
$ |
18,634 |
|
$ |
5,833 |
Restricted cash |
|
|
97,907 |
|
|
— |
Accounts receivable, net of allowances of |
|
|
50,321 |
|
|
44,916 |
Accounts receivable - related party |
|
|
6,444 |
|
|
2,378 |
Other receivables |
|
|
6,502 |
|
|
— |
Prepaid expenses and other current assets |
|
|
6,059 |
|
|
4,342 |
Inventories |
|
|
11,165 |
|
|
6,672 |
Assets held for sale |
|
|
— |
|
|
3,000 |
Total current assets |
|
|
197,032 |
|
|
67,141 |
Property, plant and equipment, net |
|
|
306,395 |
|
|
325,121 |
Equipment held for lease, net |
|
|
212,664 |
|
|
— |
Non-current inventories |
|
|
1,635 |
|
|
1,593 |
Non-current receivables, net of allowance of |
|
|
1,069 |
|
|
1,663 |
Operating lease right-of-use assets |
|
|
10,087 |
|
|
10,721 |
Goodwill |
|
|
101,007 |
|
|
13,004 |
Intangible assets, net |
|
|
73,698 |
|
|
702 |
Deferred tax assets |
|
|
34,504 |
|
|
48,010 |
Other assets |
|
|
1,396 |
|
|
342 |
Total assets |
|
$ |
939,487 |
|
$ |
468,297 |
Liabilities and Stockholders' Equity |
|
|
|
|
|
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Current liabilities: |
|
|
|
|
|
|
Accounts payable |
|
$ |
15,815 |
|
$ |
12,654 |
Accrued liabilities |
|
|
17,122 |
|
|
20,292 |
Deferred revenue |
|
|
7,773 |
|
|
— |
Payables related to Tax Receivable Agreement, current portion |
|
|
3,422 |
|
|
— |
Finance lease liabilities, current portion |
|
|
2,832 |
|
|
2,462 |
Operating lease liabilities, current portion |
|
|
1,549 |
|
|
1,385 |
Long-term debt, current portion |
|
|
4,063 |
|
|
— |
Other current liabilities |
|
|
2,021 |
|
|
408 |
Total current liabilities |
|
|
54,597 |
|
|
37,201 |
Operating lease liabilities, net of current portion |
|
|
10,665 |
|
|
11,541 |
Long-term debt, net of current portion |
|
|
311,245 |
|
|
30,000 |
Finance lease liabilities, net of current portion |
|
|
1,450 |
|
|
2,401 |
Payables related to Tax Receivable Agreement, net of current portion |
|
|
68,111 |
|
|
71,530 |
Other long-term liabilities |
|
|
44 |
|
|
44 |
Total liabilities |
|
|
446,112 |
|
|
152,717 |
Stockholders' equity: |
|
|
|
|
|
|
Preferred stock, |
|
|
— |
|
|
— |
Class A common stock, |
|
|
284 |
|
|
290 |
Class B common stock, |
|
|
— |
|
|
— |
Additional paid-in capital |
|
|
206,332 |
|
|
188,379 |
Retained earnings |
|
|
15,074 |
|
|
17,314 |
Total stockholders' equity attributable to Solaris Energy Infrastructure, Inc. |
|
|
221,690 |
|
|
205,983 |
Non-controlling interest |
|
|
271,685 |
|
|
109,597 |
Total stockholders' equity |
|
|
493,375 |
|
|
315,580 |
Total liabilities and stockholders' equity |
|
$ |
939,487 |
|
$ |
468,297 |
SOLARIS ENERGY INFRASTRUCTURE, INC condensed CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) |
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|
|||
|
|
Nine Months Ended
|
|
Three Months
|
||||||||
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|||
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|||
Net income |
|
$ |
14,914 |
|
|
$ |
31,816 |
|
|
$ |
(2,210 |
) |
Adjustment to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|||
Depreciation and amortization |
|
|
30,490 |
|
|
|
26,667 |
|
|
|
10,991 |
|
Impairment of fixed assets |
|
|
— |
|
|
|
1,423 |
|
|
|
— |
|
Loss on disposal of assets |
|
|
75 |
|
|
|
604 |
|
|
|
31 |
|
Stock-based compensation |
|
|
7,549 |
|
|
|
5,830 |
|
|
|
2,673 |
|
Loss on debt extinguishment |
|
|
4,085 |
|
|
|
— |
|
|
|
4,085 |
|
Amortization of debt financing costs |
|
|
1,048 |
|
|
|
114 |
|
|
|
961 |
|
Inventory write-off |
|
|
327 |
|
|
|
— |
|
|
|
2 |
|
Allowance for credit losses |
|
|
369 |
|
|
|
160 |
|
|
|
243 |
|
Deferred income tax expense |
|
|
3,194 |
|
|
|
6,019 |
|
|
|
286 |
|
Change in payables related to Tax Receivable Agreement |
|
|
(39 |
) |
|
|
— |
|
|
|
(39 |
) |
Other |
|
|
(76 |
) |
|
|
(178 |
) |
|
|
24 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|||
Accounts receivable |
|
|
2,293 |
|
|
|
16,088 |
|
|
|
6,773 |
|
Accounts receivable - related party |
|
|
(4,066 |
) |
|
|
(2,140 |
) |
|
|
(2,022 |
) |
Prepaid expenses and other assets |
|
|
(1,874 |
) |
|
|
(1,400 |
) |
|
|
565 |
|
Inventories |
|
|
(2,410 |
) |
|
|
(5,020 |
) |
|
|
(306 |
) |
Accounts payable |
|
|
(1,681 |
) |
|
|
(6,469 |
) |
|
|
(4,984 |
) |
Accrued liabilities |
|
|
(1,339 |
) |
|
|
(7,744 |
) |
|
|
(2,448 |
) |
Deferred revenue |
|
|
(4,109 |
) |
|
|
|
|
|
(4,109 |
) |
|
Property tax contingency |
|
|
(2,483 |
) |
|
|
— |
|
|
|
— |
|
Payments pursuant to Tax Receivable Agreement |
|
|
— |
|
|
|
(1,092 |
) |
|
|
— |
|
Net cash provided by operating activities |
|
|
46,267 |
|
|
|
64,678 |
|
|
|
10,516 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|||
MER Acquisition, net of cash acquired |
|
|
(122,065 |
) |
|
|
— |
|
|
|
(122,065 |
) |
Receivable due from Sellers |
|
|
(6,502 |
) |
|
|
— |
|
|
|
(6,502 |
) |
Investment in property, plant and equipment and equipment held for lease |
|
|
(61,768 |
) |
|
|
(57,117 |
) |
|
|
(57,747 |
) |
Cash received from insurance claims |
|
|
326 |
|
|
|
122 |
|
|
|
— |
|
Proceeds from disposal of property, plant and equipment and equipment held for lease |
|
|
60 |
|
|
|
2,165 |
|
|
|
5 |
|
Short-term loan to MER |
|
|
(29,750 |
) |
|
|
— |
|
|
|
(29,750 |
) |
Repayment of short-term loan from MER |
|
|
29,750 |
|
|
|
— |
|
|
|
29,750 |
|
Net cash used in investing activities |
|
|
(189,949 |
) |
|
|
(54,830 |
) |
|
|
(186,309 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|||
Share repurchases and retirements |
|
|
(8,092 |
) |
|
|
(25,757 |
) |
|
|
— |
|
Distributions to non-controlling interest unitholders |
|
|
(4,923 |
) |
|
|
(4,993 |
) |
|
|
(1,641 |
) |
Dividends paid to Class A common stock shareholders |
|
|
(10,939 |
) |
|
|
(10,402 |
) |
|
|
(3,650 |
) |
Payments under finance leases |
|
|
(2,153 |
) |
|
|
(1,908 |
) |
|
|
(939 |
) |
Proceeds from issuance of insurance notes payable |
|
|
3,553 |
|
|
|
1,520 |
|
|
|
— |
|
Payments under insurance premium financing |
|
|
(1,942 |
) |
|
|
(1,237 |
) |
|
|
(951 |
) |
Cancelled shares withheld for taxes from vesting of restricted stock |
|
|
(1,588 |
) |
|
|
(1,364 |
) |
|
|
(18 |
) |
Borrowings from debt financing |
|
|
362,000 |
|
|
|
35,000 |
|
|
|
358,000 |
|
Repayments of debt financing |
|
|
(67,000 |
) |
|
|
(6,000 |
) |
|
|
(49,000 |
) |
Payments of fees related to debt extinguishment |
|
|
(3,976 |
) |
|
|
— |
|
|
|
(3,976 |
) |
Payments for debt financing costs |
|
|
(10,550 |
) |
|
|
(91 |
) |
|
|
(10,550 |
) |
Net cash used in financing activities |
|
|
254,390 |
|
|
|
(15,232 |
) |
|
|
287,275 |
|
|
|
|
|
|
|
|
|
|
|
|||
Net increase (decrease) in cash, cash equivalents and restricted cash |
|
|
110,708 |
|
|
|
(5,384 |
) |
|
|
111,482 |
|
Cash and cash equivalents at beginning of period |
|
|
5,833 |
|
|
|
8,835 |
|
|
|
5,059 |
|
Cash, cash equivalents and restricted cash at end of period |
|
$ |
116,541 |
|
|
$ |
3,451 |
|
|
$ |
116,541 |
|
|
|
|
|
|
|
|
|
|
|
|||
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|||
Capitalized depreciation in property, plant and equipment |
|
$ |
345 |
|
|
$ |
202 |
|
|
$ |
113 |
|
Capitalized stock based compensation |
|
|
465 |
|
|
|
410 |
|
|
|
165 |
|
Property, plant and equipment and equipment held for lease additions incurred but not paid at period-end |
|
|
2,073 |
|
|
|
588 |
|
|
|
2,073 |
|
Reclassification of assets held for sale to property, plant and equipment |
|
|
3,000 |
|
|
|
— |
|
|
|
— |
|
Additions to property, plant and equipment through finance leases |
|
|
1,352 |
|
|
|
2,012 |
|
|
|
1,282 |
|
Non-cash financing, issuance of common stock for MER Acquisition |
|
|
186,378 |
|
|
|
— |
|
|
|
186,378 |
|
Supplemental cash flow disclosure: |
|
|
|
|
|
|
|
|
|
|||
Interest paid |
|
$ |
2,010 |
|
|
$ |
2,079 |
|
|
$ |
596 |
|
Interest received |
|
|
766 |
|
|
|
98 |
|
|
|
766 |
|
Income taxes paid |
|
|
520 |
|
|
|
478 |
|
|
|
— |
|
SOLARIS ENERGY INFRASTRUCTURE, INC SEGMENT REPORTING (In thousands) (Unaudited)
Prior to the MER Acquisition, we operated in a single segment which reflected how our business was managed and the nature of our services. Following the acquisition, we re-evaluated our reportable segments and now report two distinct business segments. These segments offer different services and align with how our chief operating decision maker assesses operating performance and allocates resources.
Our reporting segments are:
We evaluate the performance of our business segments based on Adjusted EBITDA. We define Adjusted EBITDA as our net income before depreciation and amortization expense, interest expense, net, income tax expense, stock-based compensation, loss on debt extinguishment, and certain non-cash items and any extraordinary, unusual or non-recurring gains, losses or expenses.
Summarized financial information by business segment is shown below. The financial information by business segment for prior periods has been restated to reflect the changes in reportable segments. |
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||||||
|
|
September 30, |
|
|
June 30, |
|
September 30, |
|||||||||||||
|
|
2024 |
|
|
2023 |
|
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
||||
Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Solaris Logistics Solutions |
|
$ |
70,279 |
|
|
$ |
69,676 |
|
|
$ |
73,886 |
|
|
$ |
212,055 |
|
|
$ |
229,600 |
|
Solaris Power Solutions |
|
|
4,739 |
|
|
|
— |
|
|
|
— |
|
|
|
4,739 |
|
|
|
— |
|
Total revenues |
|
$ |
75,018 |
|
|
$ |
69,676 |
|
|
$ |
73,886 |
|
|
$ |
216,794 |
|
|
$ |
229,600 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Adjusted EBITDA |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Solaris Logistics Solutions |
|
$ |
24,437 |
|
|
$ |
27,545 |
|
|
|
25,938 |
|
|
$ |
78,478 |
|
|
$ |
88,650 |
|
Solaris Power Solutions |
|
|
3,122 |
|
|
|
— |
|
|
|
— |
|
|
|
3,122 |
|
|
|
— |
|
Corporate |
|
|
(5,328 |
) |
|
|
(4,117 |
) |
|
|
(5,141 |
) |
|
|
(15,885 |
) |
|
|
(13,279 |
) |
Total Adjusted EBITDA* |
|
$ |
22,231 |
|
|
$ |
23,428 |
|
|
$ |
20,797 |
|
|
$ |
65,715 |
|
|
$ |
75,371 |
|
|
|
* |
See “About Non-GAAP Measures” below for additional detail and reconciliations of GAAP to non-GAAP measures in the accompanying financial tables. |
SOLARIS ENERGY INFRASTRUCTURE, INC RECONCILIATION AND CALCULATION OF NON-GAAP FINANCIAL AND OPERATIONAL MEASURES (In thousands, except per share data) (Unaudited) EBITDA AND ADJUSTED EBITDA
We view EBITDA and Adjusted EBITDA as important indicators of performance. We use them to assess our results of operations because it allows us, our investors and our lenders to compare our operating performance on a consistent basis across periods by removing the effects of varying levels of interest expense due to our capital structure, depreciation and amortization due to our asset base and other items that impact the comparability of financial results from period to period. We present EBITDA and Adjusted EBITDA because we believe they provide useful information regarding trends and other factors affecting our business in addition to measures calculated under generally accepted accounting principles in
We define EBITDA as net income, plus (i) depreciation and amortization expense, (ii) interest expense and (iii) income tax expense. We define Adjusted EBITDA as EBITDA plus (i) stock-based compensation expense and (ii) certain non-cash items and extraordinary, unusual or non-recurring gains, losses or expenses.
EBITDA and Adjusted EBITDA should not be considered in isolation or as substitutes for an analysis of our results of operation and financial condition as reported in accordance with GAAP. Net income is the GAAP measure most directly comparable to EBITDA and Adjusted EBITDA. EBITDA and Adjusted EBITDA should not be considered alternatives to net income presented in accordance with GAAP. Because EBITDA and Adjusted EBITDA may be defined differently by other companies in our industry, our definitions of EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures of other companies, thereby diminishing their utility.
The following table presents a reconciliation of the GAAP financial measure of net income to the non-GAAP financial measure of Adjusted EBITDA. |
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||||
|
|
September 30, |
|
June 30, |
|
September 30, |
||||||||||||
|
|
2024 |
|
|
2023 |
|
2024 |
|
|
2024 |
|
|
2023 |
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Net income |
|
$ |
(2,210 |
) |
|
$ |
7,638 |
|
$ |
9,824 |
|
|
$ |
14,914 |
|
|
$ |
31,816 |
Depreciation and amortization |
|
|
10,991 |
|
|
|
9,179 |
|
|
9,565 |
|
|
|
30,490 |
|
|
|
26,667 |
Interest expense, net |
|
|
2,932 |
|
|
|
1,057 |
|
|
685 |
|
|
|
4,416 |
|
|
|
2,395 |
Provision for income taxes (1) |
|
|
460 |
|
|
|
1,305 |
|
|
1,345 |
|
|
|
3,662 |
|
|
|
6,450 |
EBITDA |
|
$ |
12,173 |
|
|
$ |
19,179 |
|
$ |
21,419 |
|
|
$ |
53,482 |
|
|
$ |
67,328 |
Property tax contingency (2) |
|
|
— |
|
|
|
— |
|
|
(2,483 |
) |
|
|
(2,483 |
) |
|
|
— |
Accrued property tax (3) |
|
|
— |
|
|
|
— |
|
|
(1,794 |
) |
|
|
(1,794 |
) |
|
|
— |
Stock-based compensation expense (4) |
|
|
2,673 |
|
|
|
1,917 |
|
|
2,659 |
|
|
|
7,549 |
|
|
|
5,821 |
Loss on extinguishment of debt (5) |
|
|
4,085 |
|
|
|
— |
|
|
— |
|
|
|
4,085 |
|
|
|
— |
Impairment of fixed assets (6) |
|
|
— |
1,423 |
— |
|
|
— |
1,423 |
|||||||||
Acquisition-related costs (7) |
|
|
3,065 |
|
|
|
— |
|
|
877 |
|
|
|
3,942 |
|
|
|
— |
Other (8) |
|
|
235 |
|
|
|
909 |
|
|
119 |
|
|
|
934 |
|
|
|
799 |
Adjusted EBITDA |
|
$ |
22,231 |
|
|
$ |
23,428 |
|
$ |
20,797 |
|
|
$ |
65,715 |
|
|
$ |
75,371 |
_________________________________
1) |
|
|
2) | Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with Brown County Appraisal District. |
|
3) | Represents reversal of previously recognized accrued property tax expenses following a settlement agreement with Brown County Appraisal District, included in cost of services in the condensed consolidated statements of operations. |
|
4) | Represents stock-based compensation expense related to restricted stock awards and performance-based restricted stock units. |
|
5) | Primarily consists of the write-off of the unamortized portion of debt financing costs associated with securing a bridge financing facility, which had not been utilized and was subsequently extinguished upon obtaining alternative financing for the MER Acquisition. |
|
6) | Impairment recorded on certain fixed assets classified as assets held for sale during the three months ended September 30, 2023. |
|
7) | Represents costs incurred to affect the MER Acquisition. |
|
8) | Other includes the net effect of credit losses, loss/gain on disposal of assets, transaction costs incurred for activities related to acquisition opportunities, inventory write-offs and other settlements. |
FREE CASH FLOW
Free cash flow is an important supplemental measure to assess our liquidity but should not be considered as an alternative to net cash flow from operating activities presented in accordance with GAAP. |
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||||||
|
|
September 30, |
|
June 30, |
|
September 30, |
||||||||||||||
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net cash flows provided by operating activities |
|
$ |
10,516 |
|
|
$ |
20,881 |
|
|
$ |
18,876 |
|
|
$ |
46,267 |
|
|
$ |
64,678 |
|
Cash used for capital expenditures, net of proceeds from disposal of assets |
|
|
(57,742 |
) |
|
|
(14,987 |
) |
|
|
(618 |
) |
|
|
(61,708 |
) |
|
|
(54,952 |
) |
Free cash flow |
|
$ |
(47,226 |
) |
|
$ |
5,894 |
|
|
$ |
18,258 |
|
|
$ |
(15,441 |
) |
|
$ |
9,726 |
|
ADJUSTED PRO FORMA NET INCOME AND ADJUSTED PRO FORMA EARNINGS PER FULLY DILUTED SHARE
Adjusted pro forma net income represents net income attributable to Solaris assuming the full exchange of all outstanding membership interests in Solaris LLC not held by Solaris Energy Infrastructure, Inc. for shares of Class A common stock, adjusted for certain non-recurring items that the Company doesn't believe directly reflect its core operations and may not be indicative of ongoing business operations. Adjusted pro forma earnings per fully diluted share is calculated by dividing adjusted pro forma net income by the weighted-average shares of Class A common stock outstanding, assuming the full exchange of all outstanding units of Solaris LLC (“Solaris LLC Units”), after giving effect to the dilutive effect of outstanding equity-based awards.
When used in conjunction with GAAP financial measures, adjusted pro forma net income and adjusted pro forma earnings per fully diluted share are supplemental measures of operating performance that the Company believes are useful measures to evaluate performance period over period and relative to its competitors. By assuming the full exchange of all outstanding Solaris LLC Units, the Company believes these measures facilitate comparisons with other companies that have different organizational and tax structures, as well as comparisons period over period because it eliminates the effect of any changes in net income attributable to Solaris as a result of increases in its ownership of Solaris LLC, which are unrelated to the Company's operating performance, and excludes items that are non-recurring or may not be indicative of ongoing operating performance.
Adjusted pro forma net income and adjusted pro forma earnings per fully diluted share are not necessarily comparable to similarly titled measures used by other companies due to different methods of calculation. Presentation of adjusted pro forma net income and adjusted pro forma earnings per fully diluted share should not be considered alternatives to net income and earnings per share, as determined under GAAP. While these measures are useful in evaluating the Company's performance, it does not account for the earnings attributable to the non-controlling interest holders and therefore does not provide a complete understanding of the net income attributable to Solaris. Adjusted pro forma net income and adjusted pro forma earnings per fully diluted share should be evaluated in conjunction with GAAP financial results. A reconciliation of adjusted pro forma net income to net income attributable to Solaris, the most directly comparable GAAP measure, and the computation of adjusted pro forma earnings per fully diluted share are set forth below. |
||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
Three Months Ended |
|
Nine Months Ended |
||||||||||||||||
|
|
September 30, |
|
June 30, |
|
September 30, |
||||||||||||||
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
|
2024 |
|
|
2023 |
|
|||||
Numerator: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income attributable to Solaris |
|
$ |
(968 |
) |
|
$ |
4,934 |
|
|
$ |
6,208 |
|
|
$ |
9,557 |
|
|
$ |
20,035 |
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Reallocation of net income attributable to non-controlling interests from the assumed exchange of LLC Interests (1) |
|
|
(1,242 |
) |
|
|
2,704 |
|
|
|
3,616 |
|
|
|
5,357 |
|
|
|
11,781 |
|
Loss on extinguishment of debt (2) |
|
|
4,085 |
|
|
|
— |
|
|
|
— |
|
|
|
4,085 |
|
|
|
— |
|
Property tax contingency (3) |
|
|
— |
|
|
|
— |
|
|
|
(2,483 |
) |
|
|
(2,483 |
) |
|
|
— |
|
Accrued property tax (4) |
|
|
— |
|
|
|
— |
|
|
|
(1,794 |
) |
|
|
(1,794 |
) |
|
|
— |
|
Impairment on fixed assets (5) |
|
|
— |
|
|
|
1,423 |
|
|
|
— |
|
|
|
— |
|
|
|
1,423 |
|
Acquisition-related costs (6) |
|
|
3,065 |
|
|
|
— |
|
|
|
877 |
|
|
|
3,942 |
|
|
|
— |
|
Other (7) |
|
|
235 |
|
|
|
909 |
|
|
|
119 |
|
|
|
934 |
|
|
|
799 |
|
Incremental income tax expense |
|
|
(1,102 |
) |
|
|
(1,453 |
) |
|
|
(578 |
) |
|
|
(2,217 |
) |
|
|
(2,688 |
) |
Adjusted pro forma net income |
|
$ |
4,073 |
|
|
$ |
8,517 |
|
|
$ |
5,965 |
|
|
$ |
17,381 |
|
|
$ |
31,350 |
|
Denominator: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Weighted average shares of Class A common stock outstanding |
|
|
28,377 |
|
|
|
29,025 |
|
|
|
28,335 |
|
|
|
28,433 |
|
|
|
29,919 |
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Dilutive and potentially dilutive shares (8) |
|
|
19,903 |
|
|
|
15,448 |
|
|
|
15,990 |
|
|
|
17,418 |
|
|
|
15,273 |
|
Adjusted pro forma fully weighted average shares of Class A common stock outstanding - diluted |
|
|
48,280 |
|
|
|
44,473 |
|
|
|
44,325 |
|
|
|
45,851 |
|
|
|
45,192 |
|
Adjusted pro forma earnings per share - diluted |
|
$ |
0.08 |
|
|
$ |
0.19 |
|
|
$ |
0.13 |
|
|
$ |
0.38 |
|
|
$ |
0.69 |
|
1) | Assumes the exchange of all outstanding Solaris LLC Units for shares of Class A common stock at the beginning of the relevant reporting period, resulting in the elimination of the non-controlling interest and recognition of the net income attributable to non-controlling interests. |
|
2) | Primarily consists of the write-off of the unamortized portion of debt financing costs associated with securing a bridge financing facility, which had not been utilized and was subsequently extinguished upon obtaining alternative financing for the MER Acquisition. |
|
3) | Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with Brown County Appraisal District. |
|
4) | Represents reversal of previously recognized accrued property tax expenses following a settlement agreement with Brown County Appraisal District, included in cost of services in the condensed consolidated statements of operations. |
|
5) | Impairment recorded on certain fixed assets classified as assets held for sale during the three months ended September 30, 2023. |
|
6) | Represents costs incurred to affect the MER Acquisition. |
|
7) | Other includes the net effect of credit losses, loss/gain on disposal of assets, transaction costs incurred for activities related to acquisition opportunities, inventory write-offs and other settlements. |
|
8) | Represents the weighted-average potentially dilutive effect of Class B common stock, unvested restricted stock awards, unvested performance-based restricted stock units and stock options. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20241104288245/en/
Yvonne Fletcher
Senior Vice President, Finance and Investor Relations
(281) 501-3070
IR@solaris-energy.com
Source: Solaris Energy Infrastructure
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