Steel Connect Reports First Quarter Financial Results
Steel Connect, Inc. (NASDAQ: STCN) reported Q1 2021 results with net revenue of $125.4 million, a decline of 26.2% from $169.9 million last year. The net loss worsened to $19.5 million, compared to a $3.6 million loss in the previous year. Adjusted EBITDA dropped 83.2% to $3.8 million. Revenue declines were attributed to reduced volumes in both the Direct Marketing (down 23.3%) and Supply Chain (down 30.9%) segments, impacted by client exits and semiconductor shortages. The company's cash and equivalents totaled $81.3 million, with total debt at $372.1 million.
- Cash and cash equivalents stand at $81.3 million.
- Reduction in total costs and expenses by 20.3% from the previous year.
- Net revenue decreased by 26.2% year-over-year.
- Net loss increased significantly to $19.5 million from $3.6 million.
- Adjusted EBITDA declined by 83.2% compared to the previous year.
- Direct Marketing revenue decreased due to client exits and reduced volumes.
- Supply Chain revenue impacted by global semiconductor shortages.
First Quarter 2021 Results
-
Net revenue totaled
, as compared to$125.4 million in the same period in the prior year$169.9 million
-
Net loss was
, as compared to net loss of$19.5 million in the same period in the prior year$3.6 million
-
Net loss attributable to common stockholders was
, as compared to net loss of$20.0 million in the same period in the prior year$4.1 million
-
Adjusted EBITDA* was
, as compared to$3.8 million in the same period in the prior year$22.5 million
-
Net cash used in operating activities was
$10.4 million
-
Free Cash Flow* totaled
$(15.2) million
-
Total debt, net of unamortized discounts and issuance costs, was
; Net Debt* totaled$372.1 million $296.4 million
“During the first quarter, we felt the negative effects of reduced volumes in the direct marketing business and the global semiconductor shortages in our supply chain business,” said Interim Chief Executive Officer and Executive Chairman
The Company's acquisition proposal special committee, comprised of independent directors, is still evaluating the proposed transaction contemplated in the expression of interest from Steel Partners Holdings L.P., ("Steel Partners") to acquire all of the outstanding shares of the Company's common stock not already owned by Steel Partners or its affiliates.
|
|
Three Months Ended
|
||||||
|
|
2021 |
|
2020 |
||||
|
|
(in thousands) |
||||||
Net revenue |
|
$ |
125,413 |
|
|
$ |
169,934 |
|
Net loss |
|
(19,494) |
|
|
(3,551) |
|
||
Net loss attributable to common stockholders |
|
(20,031) |
|
|
(4,088) |
|
||
Adjusted EBITDA* |
|
3,792 |
|
|
22,536 |
|
||
Adjusted EBITDA margin* |
|
3.0 |
% |
|
13.3 |
% |
||
Net cash (used in) provided by operating activities |
|
(10,425) |
|
|
25,727 |
|
||
Additions to property and equipment |
|
4,742 |
|
|
1,059 |
|
||
Free cash flow* |
|
(15,167) |
|
|
24,668 |
|
* |
See reconciliations of these non-GAAP measurements to the most directly comparable GAAP measures included in the financial tables. See also "Note Regarding Use of Non-GAAP Financial Measurements" below for the definitions of these non-GAAP measures. |
Results of Operations
Comparison of the First Quarter ended
|
Three Months Ended
|
|
|
|||||||
|
2021 |
|
2020 |
|
Fav (Unfav) |
|||||
|
(unaudited, $ in thousands) |
|
|
|||||||
Net revenue: |
|
|
|
|
|
|||||
Direct Marketing |
$ |
81,059 |
|
|
$ |
105,708 |
|
|
(23.3) |
% |
Supply Chain |
44,354 |
|
|
64,226 |
|
|
(30.9) |
% |
||
Total net revenue |
125,413 |
|
|
169,934 |
|
|
(26.2) |
% |
||
Cost of revenue |
110,133 |
|
|
129,466 |
|
|
14.9 |
% |
||
Gross profit margin |
12.2 |
% |
|
23.8 |
% |
|
|
|||
Selling, general and administrative |
22,005 |
|
|
26,858 |
|
|
18.1 |
% |
||
Amortization of intangible assets |
4,182 |
|
|
6,535 |
|
|
36.0 |
% |
||
Interest expense |
7,795 |
|
|
7,823 |
|
|
0.4 |
% |
||
All other expense, net |
477 |
|
|
1,999 |
|
|
76.1 |
% |
||
Total costs and expenses |
34,459 |
|
|
43,215 |
|
|
20.3 |
% |
||
Loss before income taxes |
(19,179) |
|
|
(2,747) |
|
|
(598.2) |
% |
||
Income tax expense |
315 |
|
|
804 |
|
|
60.8 |
% |
||
Net loss |
$ |
(19,494) |
|
|
$ |
(3,551) |
|
|
(449.0) |
% |
Net Revenue
Total net revenue for the first quarter decreased
Cost of Revenue
Cost of revenue for the first quarter decreased
Selling, General and Administrative
Selling, general and administrative expenses for the first quarter decreased
Amortization of Intangible Assets
Amortization of intangibles assets for the first quarter decreased
Interest Expense
Total interest expense during the three months ended
All Other Expenses, Net
All other expenses, net are primarily composed of foreign exchange gains and losses. The Company recorded
Income Tax Expense
Income tax expense for the first quarter decreased
Net Loss
Net loss for the first quarter increased
Additions to Property and Equipment (Capital Expenditures)
Capital expenditures for the first quarter totaled
Adjusted EBITDA
Adjusted EBITDA decreased
Liquidity and Capital Resources
As of
As of
About
– Financial Tables Follow –
|
|||||||
Condensed Consolidated Balance Sheets |
|||||||
(in thousands) |
|||||||
|
|
|
|
||||
|
(unaudited) |
|
|
||||
Assets: |
|||||||
Cash and cash equivalents |
$ |
81,330 |
|
|
$ |
96,931 |
|
Accounts receivable, trade, net |
74,841 |
|
|
69,805 |
|
||
Inventories, net |
18,166 |
|
|
16,228 |
|
||
Funds held for clients |
6,531 |
|
|
8,212 |
|
||
Prepaid expenses and other current assets |
18,491 |
|
|
22,222 |
|
||
Total current assets |
199,359 |
|
|
213,398 |
|
||
Property and equipment, net |
54,710 |
|
|
58,862 |
|
||
|
231,470 |
|
|
231,470 |
|
||
Other intangible assets, net |
110,823 |
|
|
115,005 |
|
||
Operating lease right-of-use assets |
49,941 |
|
|
50,836 |
|
||
Other assets |
6,851 |
|
|
6,810 |
|
||
Total assets |
$ |
653,154 |
|
|
$ |
676,381 |
|
|
|
|
|
||||
Liabilities: |
|||||||
Accounts payable |
$ |
51,920 |
|
|
$ |
55,517 |
|
Accrued expenses |
109,382 |
|
|
106,871 |
|
||
Funds held for clients |
6,531 |
|
|
8,212 |
|
||
Current portion of long-term debt |
5,611 |
|
|
5,602 |
|
||
Current lease obligations |
13,259 |
|
|
13,690 |
|
||
Other current liabilities |
29,366 |
|
|
28,101 |
|
||
Total current liabilities |
216,069 |
|
|
217,993 |
|
||
Convertible note payable |
9,729 |
|
|
9,343 |
|
||
Long-term debt, excluding current portion |
356,783 |
|
|
358,189 |
|
||
Long-term lease obligations |
38,338 |
|
|
38,927 |
|
||
Other long-term liabilities |
10,486 |
|
|
10,537 |
|
||
Total liabilities |
631,405 |
|
|
634,989 |
|
||
|
|
|
|
||||
Contingently redeemable preferred stock |
35,180 |
|
|
35,180 |
|
||
|
|
|
|
||||
Total stockholders' (deficit) equity |
(13,431) |
|
|
6,212 |
|
||
|
|
|
|
||||
Total liabilities, contingently redeemable preferred stock and stockholders' (deficit) equity |
$ |
653,154 |
|
|
$ |
676,381 |
|
|
||||||||||
Condensed Consolidated Statements of Operations |
||||||||||
(in thousands, except per share amounts) |
||||||||||
(unaudited) |
||||||||||
|
Three Months Ended
|
|
|
|||||||
|
2021 |
|
2020 |
|
Fav (Unfav) |
|||||
Net revenue: |
|
|
|
|
|
|||||
Direct Marketing |
$ |
81,059 |
|
|
$ |
105,708 |
|
|
(23.3) |
% |
Supply Chain |
44,354 |
|
|
64,226 |
|
|
(30.9) |
% |
||
Total net revenue |
125,413 |
|
|
169,934 |
|
|
(26.2) |
% |
||
Cost of revenue |
110,133 |
|
|
129,466 |
|
|
14.9 |
% |
||
Gross profit |
15,280 |
|
|
40,468 |
|
|
(62.2) |
% |
||
Gross profit margin |
12.2 |
% |
|
23.8 |
% |
|
|
|||
Operating expenses: |
|
|
|
|
|
|||||
Selling, general and administrative |
22,005 |
|
|
26,858 |
|
|
18.1 |
% |
||
Amortization of intangible assets |
4,182 |
|
|
6,535 |
|
|
36.0 |
% |
||
Total operating expenses |
26,187 |
|
|
33,393 |
|
|
21.6 |
% |
||
Operating (loss) income |
(10,907) |
|
|
7,075 |
|
|
(254.2) |
% |
||
Total other expense |
(8,272) |
|
|
(9,822) |
|
|
15.8 |
% |
||
Loss before income taxes |
(19,179) |
|
|
(2,747) |
|
|
(598.2) |
% |
||
Income tax expense |
315 |
|
|
804 |
|
|
60.8 |
% |
||
Net loss |
(19,494) |
|
|
(3,551) |
|
|
(449.0) |
% |
||
Less: Preferred dividends on redeemable preferred stock |
(537) |
|
|
(537) |
|
|
— |
% |
||
Net loss attributable to common stockholders |
$ |
(20,031) |
|
|
$ |
(4,088) |
|
|
(390.0) |
% |
|
|
|
|
|
|
|||||
Basic and diluted net loss per share attributable to common stockholders |
$ |
(0.33) |
|
|
$ |
(0.07) |
|
|
|
|
Weighted average common shares used in basic and diluted loss per share |
60,307 |
|
|
61,893 |
|
|
|
|
|||||||
Condensed Consolidated Statements of Cash Flows |
|||||||
(in thousands) |
|||||||
(unaudited) |
|||||||
|
Three Months Ended
|
||||||
|
2021 |
|
2020 |
||||
Cash flows from operating activities: |
|
|
|
||||
Net loss |
$ |
(19,494) |
|
|
$ |
(3,551) |
|
Adjustments to reconcile net loss to cash flows from operating activities: |
|
|
|
||||
Depreciation |
8,607 |
|
|
5,780 |
|
||
Amortization of intangible assets |
4,182 |
|
|
6,535 |
|
||
Amortization of deferred financing costs |
137 |
|
|
148 |
|
||
Accretion of debt discount |
386 |
|
|
292 |
|
||
Share-based compensation |
190 |
|
|
188 |
|
||
Non-cash lease expense |
3,439 |
|
|
3,613 |
|
||
Other losses, net |
392 |
|
|
3,622 |
|
||
Changes in operating assets and liabilities: |
|
|
|
||||
Accounts receivable, net |
(5,059) |
|
|
12,839 |
|
||
Inventories, net |
(1,978) |
|
|
514 |
|
||
Prepaid expenses and other current assets |
3,660 |
|
|
(4,473) |
|
||
Accounts payable and accrued expenses |
(482) |
|
|
6,416 |
|
||
Refundable and accrued income taxes, net |
(268) |
|
|
503 |
|
||
Other assets and liabilities |
(4,137) |
|
|
(6,699) |
|
||
Net cash (used in) provided by operating activities |
(10,425) |
|
|
25,727 |
|
||
Cash flows from investing activities: |
|
|
|
||||
Additions of property and equipment |
(4,742) |
|
|
(1,059) |
|
||
Proceeds from the disposition of property and equipment |
61 |
|
|
— |
|
||
Net cash used in investing activities |
(4,681) |
|
|
(1,059) |
|
||
Cash flows from financing activities: |
|
|
|
||||
Long-term debt repayments |
(1,500) |
|
|
(1,500) |
|
||
Preferred dividend payments |
(537) |
|
|
(537) |
|
||
Repayments on capital lease obligations |
(18) |
|
|
(17) |
|
||
Proceeds from issuance of common stock |
— |
|
|
3 |
|
||
Net cash used in financing activities |
(2,055) |
|
|
(2,051) |
|
||
Net effect of exchange rate changes on cash, cash equivalents and restricted cash |
(121) |
|
|
(269) |
|
||
Net (decrease) increase in cash, cash equivalents and restricted cash |
(17,282) |
|
|
22,348 |
|
||
Cash, cash equivalents and restricted cash, beginning of period |
105,143 |
|
|
94,642 |
|
||
Cash, cash equivalents and restricted cash, end of period |
$ |
87,861 |
|
|
$ |
116,990 |
|
|
|||||||
Segment Data |
|||||||
(in thousands) |
|||||||
(unaudited) |
|||||||
|
Three Months Ended
|
||||||
|
2021 |
|
2020 |
||||
Net revenue: |
|
|
|
||||
Direct Marketing |
$ |
81,059 |
|
|
$ |
105,708 |
|
Supply Chain |
44,354 |
|
|
64,226 |
|
||
|
$ |
125,413 |
|
|
$ |
169,934 |
|
Operating (loss) income: |
|
|
|
||||
Direct Marketing |
$ |
(11,478) |
|
|
$ |
4,937 |
|
Supply Chain |
1,973 |
|
|
5,151 |
|
||
Total segment operating (loss) income |
(9,505) |
|
|
10,088 |
|
||
Corporate-level activity |
(1,402) |
|
|
(3,013) |
|
||
Total operating (loss) income |
(10,907) |
|
|
7,075 |
|
||
Total other expense |
(8,272) |
|
|
(9,822) |
|
||
Loss before income taxes |
$ |
(19,179) |
|
|
$ |
(2,747) |
|
|
|||||||
Reconciliation of Non-GAAP Measures to GAAP Measures |
|||||||
(in thousands) |
|||||||
(unaudited) |
|||||||
EBITDA and Adjusted EBITDA Reconciliations: | |||||||
|
Three Months Ended
|
||||||
|
2021 |
|
2020 |
||||
Net loss |
$ |
(19,494) |
|
|
$ |
(3,551) |
|
|
|
|
|
||||
Interest income |
(4) |
|
|
(20) |
|
||
Interest expense |
7,795 |
|
|
7,823 |
|
||
Income tax expense |
315 |
|
|
804 |
|
||
Depreciation |
8,607 |
|
|
5,780 |
|
||
Amortization of intangible assets |
4,182 |
|
|
6,535 |
|
||
EBITDA |
1,401 |
|
|
17,371 |
|
||
|
|
|
|
||||
Strategic consulting and other related professional fees |
109 |
|
|
63 |
|
||
Restructuring and restructuring-related expense |
2,356 |
|
|
1,181 |
|
||
Share-based compensation |
191 |
|
|
188 |
|
||
Loss on sale of long-lived assets |
19 |
|
|
3 |
|
||
Unrealized foreign exchange losses, net |
(441) |
|
|
2,061 |
|
||
Other non-cash (gains) losses, net |
23 |
|
|
304 |
|
||
Adjustments related to certain tax liabilities |
134 |
|
|
1,365 |
|
||
Adjusted EBITDA |
$ |
3,792 |
|
|
$ |
22,536 |
|
|
|
|
|
||||
Net revenue |
$ |
125,413 |
|
|
$ |
169,934 |
|
Adjusted EBITDA margin |
3.0 |
% |
|
13.3 |
% |
Free Cash Flow Reconciliation:
|
Three Months Ended
|
||||||
|
2021 |
|
2020 |
||||
Net cash (used in) provided by operating activities |
$ |
(10,425) |
|
|
$ |
25,727 |
|
Additions to property and equipment |
(4,742) |
|
|
(1,059) |
|
||
Free cash flow |
$ |
(15,167) |
|
|
$ |
24,668 |
|
Net Debt Reconciliation:
|
|
|
|
||||
Total debt, net |
$ |
372,123 |
|
|
$ |
373,134 |
|
Unamortized discounts and issuance costs |
5,647 |
|
|
6,136 |
|
||
Cash and cash equivalents |
(81,330) |
|
|
(96,931) |
|
||
Net debt |
$ |
296,440 |
|
|
$ |
282,339 |
|
Note Regarding Use of Non-GAAP Financial Measurements
In addition to the financial measures prepared in accordance with generally accepted accounting principles, the Company uses EBITDA, Adjusted EBITDA, Free Cash Flow and Net Debt, all of which are non-GAAP financial measures, to assess its performance. EBITDA represents earnings (loss) before interest income, interest expense, income tax expense, depreciation and amortization of intangible assets. We define Adjusted EBITDA as net income (loss) excluding net charges related to interest income, interest expense, income tax expense, depreciation, amortization of intangible assets, strategic consulting and other related professional fees, executive severance and employee retention, restructuring and restructuring-related expense, share-based compensation, (gain) loss on sale of long-lived assets, impairment of long-lived assets, impairment of goodwill, unrealized foreign exchange (gains) losses, net, other non-cash (gains) losses, net, and adjustments related to certain tax liabilities. The Company defines Free Cash Flow as net cash provided by (used in) operating activities less additions to property and equipment, and defines Net Debt as the sum of total debt, excluding reductions for unamortized discounts and issuance costs, less cash and cash equivalents.
We believe that providing these non-GAAP measurements to investors is useful, as these measures provide important supplemental information of our performance to investors and permit investors and management to evaluate the operating performance of our business. These measures provide useful supplemental information to management and investors regarding our operating results as they exclude certain items whose fluctuation from period-to-period do not necessarily correspond to changes in the operating results of our business. We use EBITDA and Adjusted EBITDA in internal forecasts and models when establishing internal operating budgets, supplementing the financial results and forecasts reported to our Board of Directors, determining a component of certain incentive compensation for executive officers and other key employees based on operating performance, determining compliance with certain covenants in the Company's credit facilities, and evaluating short-term and long-term operating trends in our core business segments. We use Free Cash Flow to conduct and evaluate our business because, although it is similar to cash flow from operations, we believe it is a useful measure of cash flows since purchases of property and equipment are a necessary component of ongoing operations, and similar to the use of Net Debt, assists management with its capital planning and financing considerations.
We believe that these non-GAAP financial measures assist in providing an enhanced understanding of our underlying operational measures to manage our core businesses, to evaluate performance compared to prior periods and the marketplace, and to establish operational goals. Further, we believe that these non-GAAP financial adjustments are useful to investors because they allow investors to evaluate the effectiveness of the methodology and information used by management in our financial and operational decision-making. These non-GAAP financial measures should not be considered in isolation or as a substitute for financial information provided in accordance with
Some of the limitations of EBITDA and Adjusted EBITDA include:
- EBITDA and Adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs;
- EBITDA and Adjusted EBITDA do not reflect our interest expense, or the cash requirements necessary to service interest or principal payments, on our debt;
- EBITDA and Adjusted EBITDA do not reflect our tax expense or the cash requirements to pay our taxes;
- EBITDA and Adjusted EBITDA do not reflect historical capital expenditures or future requirements for capital expenditures or contractual commitments;
- although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements; and
- other companies in our industry may calculate EBITDA and Adjusted EBITDA differently, limiting their usefulness as comparative measures.
In addition, Net Debt assumes the Company's cash and cash equivalents can be used to reduce outstanding debt without restriction, while Free Cash Flow has limitations due to the fact that it does not represent the residual cash flow available for discretionary expenditures and excludes the Company's remaining investing activities and financing activities, including the requirement for principal payments on the Company's outstanding indebtedness.
See reconciliations of these non-GAAP measures to the most directly comparable GAAP measures included in the financial tables of this release.
Net Operating Loss Carryforwards
The Company's Restated Certificate of Incorporation (the “Protective Amendment”) and Amended Tax Benefits Preservation Plan (the “Tax Plan”) includes provisions designed to protect the tax benefits of the Company's net operating loss carryforwards by preventing certain transfers of our securities that could result in an "ownership change" (as defined under Section 382 of the Internal Revenue Code). The Protective Amendment generally restricts any direct or indirect transfer if the effect would be to (i) increase the direct, indirect or constructive ownership of any stockholder from less than 4.99 percent to 4.99 percent or more of the shares of common stock then outstanding or (ii) increase the direct, indirect or constructive ownership of any stockholder owning or deemed to own 4.99 percent or more of the shares of common stock then outstanding. Pursuant to the Protective Amendment, any direct or indirect transfer attempted in violation of the Protective Amendment would be void as of the date of the prohibited transfer as to the purported transferee (or, in the case of an indirect transfer, the ownership of the direct owner of the shares would terminate simultaneously with the transfer), and the purported transferee (or in the case of any indirect transfer, the direct owner) would not be recognized as the owner of the shares owned in violation of the Protective Amendment (the "excess stock") for any purpose, including for purposes of voting and receiving dividends or other distributions in respect of such shares, or in the case of options, receiving shares in respect of their exercise. Pursuant to the Tax Plan and subject to certain exceptions, if a stockholder (or group) becomes a 4.99-percent stockholder after adoption of the Tax Plan, certain rights attached to each outstanding share of our common stock would generally become exercisable and entitle stockholders (other than the new 4.99-percent stockholder or group) to purchase additional shares of the Company at a significant discount, resulting in substantial dilution in the economic interest and voting power of the new 4.99-percent stockholder (or group). In addition, under certain circumstances in which the Company is acquired in a merger or other business combination after an non-exempt stockholder (or group) becomes a new 4.99-percent stockholder, each holder of a right (other than the new 4.99-percent stockholder or group) would then be entitled to purchase shares of the acquiring company's common stock at a discount. For further discussion of the Company's tax benefits preservation plan, please see the Company's filings with the
Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements in this release that are not historical facts are hereby identified as "forward-looking statements" for the purpose of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. This release contains forward-looking statements pertaining to, but not limited to, information with respect to a proposed transaction between the Company and
All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations, and, therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.
View source version on businesswire.com: https://www.businesswire.com/news/home/20211213005983/en/
Investor Relations
914-461-1276
investorrelations@steelconnectinc.com
Source:
FAQ
What were Steel Connect's Q1 2021 financial results?
How did Steel Connect's net revenue change from last year?
What caused the decline in Steel Connect's revenues?
What is Steel Connect's total debt as of October 31, 2021?