Solaris Oilfield Infrastructure Announces Second Quarter 2024 Results and Continued Shareholder Returns for Third Quarter 2024
Second Quarter 2024 Summary Results and Highlights
-
Revenue of
$74 million -
Net income of
$10 million and$0.20 per diluted Class A share; Adjusted pro forma net income* of$6 million and$0.13 per fully diluted share -
Adjusted EBITDA* of
$21 million -
Generated
$19 million of cash flow from operations and$18 million in free cash flow* -
Returned a total of
$5 million to shareholders in second quarter 2024 through dividends, resulting in$178 million cumulatively returned to shareholders since 2018 -
Announced third quarter 2024 dividend of
$0.12 per share onJuly 29, 2024 , to be paid onSeptember 6, 2024 , which, once paid, will represent Solaris’ 24th consecutive dividend -
Announced entry into definitive agreement on
July 9, 2024 to acquireMobile Energy Rentals LLC (“MER”), a premier provider of distributed power solutions, for an initial purchase price of approximately$200 million , consisting of$60 million of cash and the issuance of approximately 16.5 million shares of the Company’s Class B common stock at a price per share of$8.50 ; proposed transaction remains subject to shareholder approval, receipt of regulatory approvals, and other customary closing conditions and is expected to close in the third quarter of 2024
“Solaris delivered another quarter of strong free cash flow as we continue to generate cash from our core sand handling equipment business and the organic additional fleet investments we made over the last few years,” Chairman and Chief Executive Officer
“The MER acquisition will provide Solaris an exciting opportunity to diversify into the growing distributed power market, which will provide an additional business line that we expect to deliver continued strong shareholder returns from a new earnings base with access to new end markets, including oil and gas production, midstream and downstream, as well as various commercial and industrial applications. We remain on track to close this transaction in the third quarter 2024.”
Shareholder Returns
A previously announced cash dividend of
On
Solaris did not repurchase shares during the second quarter of 2024. Approximately
Pro forma for the announced third quarter 2024 dividend, Solaris has returned approximately
Cash Flow, Capital Expenditures and Liquidity
Net cash from operating activities was
Capital expenditures in the second quarter of 2024 were approximately
As of
Second Quarter 2024 Financial Review
Net income was
Revenue was
During the second quarter of 2024, Solaris earned revenue on 92 fully utilized systems, which includes sand systems and top fill systems. Total fully utilized systems were down 10% from first quarter 2024 and down 15% from second quarter 2023. Solaris followed an average of 56 industry frac crews on a fully utilized basis in the second quarter of 2024, compared to 64 industry frac crews in the first quarter of 2024.
Footnotes
* |
See “About Non-GAAP Measures” below for additional detail and reconciliations of GAAP to non-GAAP measures in the accompanying financial tables. |
Conference Call
Solaris will host a conference call to discuss its results for second quarter 2024 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 (877) 344-7529 within
About Non-GAAP Measures
In addition to financial results determined in accordance with generally accepted accounting principles in
About
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
Additional Information About the Proposed Transaction and Where to Find It
In connection with the proposed transaction, the Company filed a definitive proxy statement on Schedule 14A on
Participants in the Solicitation
The Company, MER and their respective directors, executive officers, other members of their management and their employees, under
No Offer or Solicitation
This press release is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) (Unaudited) |
||||||||||||||||||||
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|
|
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|
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Three Months Ended |
|
Six Months Ended |
||||||||||||||||
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|
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|
||||||||||||||
|
|
2024 |
|
2023 |
|
2024 |
|
2024 |
|
2023 |
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Revenue |
|
$ |
69,640 |
|
|
$ |
69,925 |
|
|
$ |
64,635 |
|
|
$ |
134,275 |
|
|
$ |
147,753 |
|
Revenue - related parties |
|
|
4,246 |
|
|
|
7,277 |
|
|
|
3,255 |
|
|
|
7,501 |
|
|
|
12,171 |
|
Total revenue |
|
|
73,886 |
|
|
|
77,202 |
|
|
|
67,890 |
|
|
|
141,776 |
|
|
|
159,924 |
|
|
|
|
|
|
|
|
|
|
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Operating costs and expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Cost of services (exclusive of depreciation and amortization) |
|
|
46,131 |
|
|
|
45,652 |
|
|
|
39,887 |
|
|
|
86,018 |
|
|
|
98,875 |
|
Depreciation and amortization |
|
|
9,565 |
|
|
|
9,071 |
|
|
|
9,934 |
|
|
|
19,499 |
|
|
|
17,488 |
|
Gain on reversal of property tax contingency (1) |
|
|
(2,483 |
) |
|
|
— |
|
|
|
— |
|
|
|
(2,483 |
) |
|
|
— |
|
Selling, general and administrative |
|
|
8,259 |
|
|
|
6,825 |
|
|
|
7,990 |
|
|
|
16,249 |
|
|
|
13,363 |
|
Other operating expense (income), net (2) |
|
|
560 |
|
|
|
(125 |
) |
|
|
123 |
|
|
|
683 |
|
|
|
(463 |
) |
Total operating costs and expenses |
|
|
62,032 |
|
|
|
61,423 |
|
|
|
57,934 |
|
|
|
119,966 |
|
|
|
129,263 |
|
Operating income |
|
|
11,854 |
|
|
|
15,779 |
|
|
|
9,956 |
|
|
|
21,810 |
|
|
|
30,661 |
|
Interest expense, net |
|
|
(685 |
) |
|
|
(879 |
) |
|
|
(799 |
) |
|
|
(1,484 |
) |
|
|
(1,338 |
) |
Income before income tax expense |
|
|
11,169 |
|
|
|
14,900 |
|
|
|
9,157 |
|
|
|
20,326 |
|
|
|
29,323 |
|
Provision for income taxes |
|
|
(1,345 |
) |
|
|
(2,659 |
) |
|
|
(1,857 |
) |
|
|
(3,202 |
) |
|
|
(5,145 |
) |
Net income |
|
|
9,824 |
|
|
|
12,241 |
|
|
|
7,300 |
|
|
|
17,124 |
|
|
|
24,178 |
|
Less: net income related to non-controlling interests |
|
|
(3,616 |
) |
|
|
(4,709 |
) |
|
|
(2,983 |
) |
|
|
(6,599 |
) |
|
|
(9,077 |
) |
Net income attributable to |
|
|
6,208 |
|
|
|
7,532 |
|
|
|
4,317 |
|
|
|
10,525 |
|
|
|
15,101 |
|
Less: income attributable to participating securities (3) |
|
|
(410 |
) |
|
|
(383 |
) |
|
|
(277 |
) |
|
|
(676 |
) |
|
|
(700 |
) |
Net income attributable to Class A common shareholders |
|
$ |
5,798 |
|
|
$ |
7,149 |
|
|
$ |
4,040 |
|
|
$ |
9,849 |
|
|
$ |
14,401 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Earnings per share of Class A common stock - basic |
|
$ |
0.20 |
|
|
$ |
0.24 |
|
|
$ |
0.14 |
|
|
$ |
0.35 |
|
|
$ |
0.47 |
|
Earnings per share of Class A common stock - diluted |
|
$ |
0.20 |
|
|
$ |
0.24 |
|
|
$ |
0.14 |
|
|
$ |
0.35 |
|
|
$ |
0.47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Basic weighted average shares of Class A common stock outstanding |
|
|
28,335 |
|
|
|
29,542 |
|
|
|
28,587 |
|
|
|
28,461 |
|
|
|
30,373 |
|
Diluted weighted average shares of Class A common stock outstanding |
|
|
28,335 |
|
|
|
29,542 |
|
|
|
28,587 |
|
|
|
28,461 |
|
|
|
30,373 |
|
1) |
Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with |
2) |
Other operating expense (income), 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) |
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. |
CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except per share amounts) (Unaudited) |
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|
2024 |
|
2023 |
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Assets |
|
|
|
|
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Current assets: |
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
5,059 |
|
$ |
5,833 |
Accounts receivable, net of allowances of |
|
|
49,864 |
|
|
44,916 |
Accounts receivable - related party |
|
|
4,422 |
|
|
2,378 |
Prepaid expenses and other current assets |
|
|
6,544 |
|
|
4,342 |
Inventories |
|
|
8,858 |
|
|
6,672 |
Assets held for sale |
|
|
— |
|
|
3,000 |
Total current assets |
|
|
74,747 |
|
|
67,141 |
Property, plant and equipment, net |
|
|
312,077 |
|
|
325,121 |
Non-current inventories |
|
|
1,186 |
|
|
1,593 |
Non-current receivables, net of allowance of |
|
|
1,069 |
|
|
1,663 |
Operating lease right-of-use assets |
|
|
10,061 |
|
|
10,721 |
|
|
|
13,004 |
|
|
13,004 |
Intangible assets, net |
|
|
339 |
|
|
702 |
Deferred tax assets |
|
|
44,789 |
|
|
48,010 |
Other assets |
|
|
492 |
|
|
342 |
Total assets |
|
$ |
457,764 |
|
$ |
468,297 |
Liabilities and Stockholders' Equity |
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
Accounts payable |
|
$ |
15,845 |
|
$ |
12,654 |
Accrued liabilities |
|
|
18,307 |
|
|
20,292 |
Current portion of payables related to Tax Receivable Agreement |
|
|
2,684 |
|
|
— |
Current portion of credit agreement |
|
|
16,000 |
|
|
— |
Current portion of operating lease liabilities |
|
|
1,378 |
|
|
1,385 |
Current portion of finance lease liabilities |
|
|
2,507 |
|
|
2,462 |
Other current liabilities |
|
|
2,976 |
|
|
408 |
Total current liabilities |
|
|
59,697 |
|
|
37,201 |
Operating lease liabilities, net of current |
|
|
10,782 |
|
|
11,541 |
Credit agreement, net of current |
|
|
— |
|
|
30,000 |
Finance lease liabilities, net of current |
|
|
1,212 |
|
|
2,401 |
Payables related to Tax Receivable Agreement, net of current |
|
|
68,846 |
|
|
71,530 |
Other long-term liabilities |
|
|
44 |
|
|
44 |
Total liabilities |
|
|
140,581 |
|
|
152,717 |
Stockholders' equity: |
|
|
|
|
|
|
Preferred stock, |
|
|
— |
|
|
— |
Class A common stock, |
|
|
283 |
|
|
290 |
Class B common stock, |
|
|
— |
|
|
— |
Additional paid-in capital |
|
|
184,626 |
|
|
188,379 |
Retained earnings |
|
|
19,692 |
|
|
17,314 |
Total stockholders' equity attributable to |
|
|
204,601 |
|
|
205,983 |
Non-controlling interest |
|
|
112,582 |
|
|
109,597 |
Total stockholders' equity |
|
|
317,183 |
|
|
315,580 |
Total liabilities and stockholders' equity |
|
$ |
457,764 |
|
$ |
468,297 |
condensed CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) (Unaudited) |
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|
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|
|
|
|
|
|
|
|
|||
|
|
Six Months Ended
|
|
Three Months Ended |
||||||||
|
|
2024 |
|
2023 |
|
2024 |
||||||
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|||
Net income |
|
$ |
17,124 |
|
|
$ |
24,178 |
|
|
$ |
9,824 |
|
Adjustment to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
|||
Depreciation and amortization |
|
|
19,499 |
|
|
|
17,488 |
|
|
|
9,565 |
|
Loss (gain) on disposal of assets |
|
|
44 |
|
|
|
(18 |
) |
|
|
32 |
|
Stock-based compensation |
|
|
4,876 |
|
|
|
3,904 |
|
|
|
2,659 |
|
Amortization of debt issuance costs |
|
|
87 |
|
|
|
71 |
|
|
|
44 |
|
Allowance for credit losses |
|
|
126 |
|
|
|
(2 |
) |
|
|
(174 |
) |
Inventory write-off |
|
|
325 |
|
|
|
— |
|
|
|
102 |
|
Deferred income tax expense |
|
|
2,908 |
|
|
|
4,853 |
|
|
|
1,181 |
|
Other |
|
|
(100 |
) |
|
|
(162 |
) |
|
|
(131 |
) |
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|||
Accounts receivable |
|
|
(4,480 |
) |
|
|
8,442 |
|
|
|
(2,685 |
) |
Accounts receivable - related party |
|
|
(2,044 |
) |
|
|
(1,863 |
) |
|
|
(1,701 |
) |
Prepaid expenses and other assets |
|
|
(2,439 |
) |
|
|
(520 |
) |
|
|
(3,390 |
) |
Inventories |
|
|
(2,104 |
) |
|
|
(5,801 |
) |
|
|
(1,656 |
) |
Accounts payable |
|
|
3,303 |
|
|
|
3,047 |
|
|
|
3,434 |
|
Accrued liabilities |
|
|
1,109 |
|
|
|
(8,728 |
) |
|
|
4,255 |
|
Property tax contingency |
|
|
(2,483 |
) |
|
|
— |
|
|
|
(2,483 |
) |
Payments pursuant to Tax Receivable Agreement |
|
|
— |
|
|
|
(1,092 |
) |
|
|
— |
|
Net cash provided by operating activities |
|
|
35,751 |
|
|
|
43,797 |
|
|
|
18,876 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|||
Investment in property, plant and equipment |
|
|
(4,021 |
) |
|
|
(40,130 |
) |
|
|
(663 |
) |
Cash received from insurance claims |
|
|
326 |
|
|
|
69 |
|
|
|
326 |
|
Proceeds from disposal of property, plant and equipment |
|
|
55 |
|
|
|
165 |
|
|
|
45 |
|
Net cash used in investing activities |
|
|
(3,640 |
) |
|
|
(39,896 |
) |
|
|
(292 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|||
Share repurchases and retirements |
|
|
(8,092 |
) |
|
|
(25,757 |
) |
|
|
— |
|
Distribution to non-controlling interest unitholders |
|
|
(3,282 |
) |
|
|
(3,489 |
) |
|
|
(1,641 |
) |
Dividend paid to Class A common stock shareholders |
|
|
(7,289 |
) |
|
|
(7,044 |
) |
|
|
(3,641 |
) |
Payments under finance leases |
|
|
(1,214 |
) |
|
|
(1,326 |
) |
|
|
(612 |
) |
Proceeds from issuance of insurance notes payable |
|
|
3,553 |
|
|
|
1,520 |
|
|
|
3,553 |
|
Payments under insurance premium financing |
|
|
(991 |
) |
|
|
(823 |
) |
|
|
(577 |
) |
Payments related to debt issuance costs |
|
|
— |
|
|
|
(91 |
) |
|
|
— |
|
Cancelled shares withheld for taxes from vesting of restricted stock |
|
|
(1,570 |
) |
|
|
(1,355 |
) |
|
|
(31 |
) |
Borrowings under the credit agreement |
|
|
4,000 |
|
|
|
35,000 |
|
|
|
— |
|
Repayments of credit agreement |
|
|
(18,000 |
) |
|
|
— |
|
|
|
(14,000 |
) |
Net cash used in financing activities |
|
|
(32,885 |
) |
|
|
(3,365 |
) |
|
|
(16,949 |
) |
|
|
|
|
|
|
|
|
|
|
|||
Net (decrease) increase in cash and cash equivalents |
|
|
(774 |
) |
|
|
536 |
|
|
|
1,635 |
|
Cash and cash equivalents at beginning of period |
|
|
5,833 |
|
|
|
8,835 |
|
|
|
3,424 |
|
Cash and cash equivalents at end of period |
|
$ |
5,059 |
|
|
$ |
9,371 |
|
|
$ |
5,059 |
|
|
|
|
|
|
|
|
|
|
|
|||
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|||
Capitalized depreciation in property, plant and equipment |
|
$ |
232 |
|
|
$ |
202 |
|
|
$ |
112 |
|
Capitalized stock based compensation |
|
|
300 |
|
|
|
296 |
|
|
|
166 |
|
Property, plant and equipment additions incurred but not paid at period-end |
|
|
412 |
|
|
|
3,402 |
|
|
|
412 |
|
Reclassification of assets held for sale to property, plant and equipment |
|
|
3,000 |
|
|
|
— |
|
|
|
— |
|
Additions to property, plant and equipment through finance leases |
|
|
70 |
|
|
|
1,926 |
|
|
|
70 |
|
Cash paid for: |
|
|
|
|
|
|
|
|
|
|||
Interest |
|
$ |
1,414 |
|
|
$ |
1,028 |
|
|
$ |
656 |
|
Income taxes |
|
|
520 |
|
|
|
198 |
|
|
|
444 |
|
RECONCILIATION AND CALCULATION OF NON-GAAP FINANCIAL AND OPERATIONAL MEASURES
(In thousands)
(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 alternative 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.
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|
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Three Months Ended |
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Six Months Ended |
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2024 |
|
2023 |
|
2024 |
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2024 |
|
2023 |
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|
|
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Net income |
|
$ |
9,824 |
|
|
$ |
12,241 |
|
|
$ |
7,300 |
|
$ |
17,124 |
|
|
$ |
24,178 |
|
Depreciation and amortization |
|
|
9,565 |
|
|
|
9,071 |
|
|
|
9,934 |
|
|
19,499 |
|
|
|
17,488 |
|
Interest expense, net |
|
|
685 |
|
|
|
879 |
|
|
|
799 |
|
|
1,484 |
|
|
|
1,338 |
|
Provision for income taxes (1) |
|
|
1,345 |
|
|
|
2,659 |
|
|
|
1,857 |
|
|
3,202 |
|
|
|
5,145 |
|
EBITDA |
|
$ |
21,419 |
|
|
$ |
24,850 |
|
|
$ |
19,890 |
|
$ |
41,309 |
|
|
$ |
48,149 |
|
Property tax contingency (2) |
|
|
(2,483 |
) |
|
|
— |
|
|
|
— |
|
|
(2,483 |
) |
|
|
— |
|
Accrued property tax (3) |
|
|
(1,794 |
) |
|
|
— |
|
|
|
— |
|
|
(1,794 |
) |
|
|
— |
|
Stock-based compensation expense (4) |
|
|
2,659 |
|
|
|
1,924 |
|
|
|
2,217 |
|
|
4,876 |
|
|
|
3,904 |
|
Loss (gain) on disposal of assets |
|
|
30 |
|
|
|
4 |
|
|
|
12 |
|
|
42 |
|
|
|
(357 |
) |
Credit (recoveries) losses |
|
|
(174 |
) |
|
|
(2 |
) |
|
|
300 |
|
|
126 |
|
|
|
(2 |
) |
Transaction costs (5) |
|
|
1,013 |
|
|
|
— |
|
|
|
45 |
|
|
1,058 |
|
|
|
— |
|
Other (6) |
|
|
127 |
|
|
|
49 |
|
|
|
223 |
|
|
350 |
|
|
|
249 |
|
Adjusted EBITDA |
|
$ |
20,797 |
|
|
$ |
26,825 |
|
|
$ |
22,687 |
|
$ |
43,484 |
|
|
$ |
51,943 |
|
___________________________ | |
1) |
|
2) |
Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with |
3) |
Represents reversal of previously recognized accrued property tax expenses following a settlement agreement with |
4) |
Represents stock-based compensation expense related to restricted stock awards and performance-based restricted stock units. |
5) |
Represents transaction costs incurred for activities related to acquisition opportunities. |
6) |
Other includes the net effect of 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.
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Three Months Ended |
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Six Months Ended |
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|
2024 |
|
2023 |
|
2024 |
|
2024 |
|
2023 |
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Net cash flows provided by operating activities |
|
$ |
18,876 |
|
|
$ |
30,274 |
|
|
$ |
16,875 |
|
|
$ |
35,751 |
|
|
$ |
43,797 |
|
Cash used for capital expenditures, net of proceeds from disposal of assets |
|
|
(618 |
) |
|
|
(21,139 |
) |
|
|
(3,348 |
) |
|
|
(3,966 |
) |
|
|
(39,965 |
) |
Free cash flow |
|
$ |
18,258 |
|
|
$ |
9,135 |
|
|
$ |
13,527 |
|
|
$ |
31,785 |
|
|
$ |
3,832 |
|
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
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
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.
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Three Months Ended |
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Six Months Ended |
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|
2024 |
|
2023 |
|
2024 |
|
2024 |
|
2023 |
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Numerator: |
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Net income attributable to Solaris |
|
$ |
6,208 |
|
|
$ |
7,532 |
|
|
$ |
4,317 |
|
|
$ |
10,525 |
|
|
$ |
15,101 |
|
Adjustments: |
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Reallocation of net income attributable to non-controlling interests from the assumed exchange of LLC Interests (1) |
|
|
3,616 |
|
|
|
4,709 |
|
|
|
2,983 |
|
|
|
6,599 |
|
|
|
9,077 |
|
Loss (gain) on disposal of assets |
|
|
30 |
|
|
|
4 |
|
|
|
12 |
|
|
|
42 |
|
|
|
(357 |
) |
Property tax contingency (2) |
|
|
(2,483 |
) |
|
|
— |
|
|
|
— |
|
|
|
(2,483 |
) |
|
|
— |
|
Accrued property tax (3) |
|
|
(1,794 |
) |
|
|
— |
|
|
|
— |
|
|
|
(1,794 |
) |
|
|
— |
|
Transaction costs (4) |
|
|
1,013 |
|
|
|
— |
|
|
|
45 |
|
|
|
1,058 |
|
|
|
— |
|
Credit (recoveries) losses |
|
|
(174 |
) |
|
|
(2 |
) |
|
|
300 |
|
|
|
126 |
|
|
|
(2 |
) |
Other (5) |
|
|
127 |
|
|
|
49 |
|
|
|
223 |
|
|
|
350 |
|
|
|
249 |
|
Incremental income tax expense |
|
|
(578 |
) |
|
|
(983 |
) |
|
|
(626 |
) |
|
|
(1,204 |
) |
|
|
(1,763 |
) |
Adjusted pro forma net income |
|
$ |
5,965 |
|
|
$ |
11,309 |
|
|
$ |
7,254 |
|
|
$ |
13,219 |
|
|
$ |
22,305 |
|
Denominator: |
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|
|||||
Weighted average shares of Class A common stock outstanding |
|
|
28,335 |
|
|
|
29,542 |
|
|
|
28,587 |
|
|
|
28,461 |
|
|
|
30,373 |
|
Adjustments: |
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|
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Potentially dilutive shares (6) |
|
|
15,990 |
|
|
|
15,365 |
|
|
|
15,543 |
|
|
|
15,722 |
|
|
|
15,294 |
|
Adjusted pro forma fully weighted average shares of Class A common stock outstanding - diluted |
|
|
44,325 |
|
|
|
44,907 |
|
|
|
44,130 |
|
|
|
44,183 |
|
|
|
45,667 |
|
Adjusted pro forma earnings per share - diluted |
|
$ |
0.13 |
|
|
$ |
0.25 |
|
|
$ |
0.16 |
|
|
$ |
0.30 |
|
|
$ |
0.49 |
|
(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) |
Represents reversal of a portion of previously recognized property tax contingency following a settlement agreement with |
(3) |
Represents reversal of previously recognized accrued property tax expenses following a settlement agreement with |
(4) |
Represents transaction costs incurred for activities related to acquisition opportunities. |
(5) |
Other includes the net effect of inventory write-offs and other settlements. |
(6) |
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/20240808967944/en/
Senior Vice President, Finance and Investor Relations
(281) 501-3070
IR@solarisoilfield.com
Source: