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8-K - FORM 8-K - U.S. SILICA HOLDINGS, INC.d810961d8k.htm

Exhibit 99.1

 

LOGO

News Release

U.S. Silica Holdings, Inc. Announces Third Quarter 2014 Results

 

    Revenue of $241.3 million up 67% year-over-year

 

    EPS of $0.77 per basic share; excluding business development and related expenses; EPS of $0.79 per basic share

 

    Total volumes sold in oil and gas reached a record 1.895 million tons, an 80% improvement over same period last year

 

    Cadre acquisition accretive to EPS in the quarter by $0.02 per share

 

    Company updating full-year 2014 Adjusted EBITDA to high end of its guidance range

Frederick, Md., Oct. 29, 2014 – U.S. Silica Holdings, Inc. (NYSE: SLCA) today announced net income of $41.3 million or $0.77 per basic share and $0.76 per diluted share for the third quarter ended Sept. 30, 2014 compared with net income of $21.3 million or $0.40 per basic and diluted share for the third quarter of 2013. Excluding business development and related expenses during the quarter, EPS was $0.79 per basic share.

Bryan Shinn, president and chief executive officer commented, “I’m extremely pleased with our performance during the quarter. Contribution margin for our Oil and Gas segment almost doubled year-over-year, volumes were up significantly and we continue to see very strong demand for our high quality products. In addition, our Cadre acquisition is performing above our initial expectations and our Industrial and Specialty Products business is making steady progress in expanding margins and growing their bottom line.”

Third Quarter 2014 Highlights

Total Company

 

    Revenue totaled $241.3 million compared with $144.4 million for the same period last year and up 17% sequentially over the second quarter of 2014.

 

    Overall sales volumes increased to 2.993 million tons, a 42% improvement over the third quarter of 2013 and up 15% sequentially over the second quarter of 2014.

 

    Contribution margin for the quarter was $93.9 million compared with $54.7 million in the same period of the prior year and up 26% sequentially over the second quarter of 2014.

 

    Adjusted EBITDA was $77.5 million versus $45.0 million for the same period last year and representing a 30% increase sequentially over the second quarter of 2014.

Oil and Gas

 

    Revenue for the quarter totaled $186.8 million compared with $94.2 million in the same period in 2013.

 

    Overall tons sold totaled 1.895 million tons compared with 1.052 million tons sold in the third quarter of 2013.

 

    61% of tons sold were made in basin via transloads compared with 56% in the third quarter of 2013.

 

    Segment contribution margin was $77.0 million versus $40.1 million in the third quarter of 2013.

Industrial and Specialty Products

 

    Revenue for the quarter totaled $54.4 million compared with $50.2 million for the same period in 2013.

 

    Overall tons sold totaled 1.098 million tons compared with 1.059 million tons sold in the same period last year.

 

    Segment contribution margin was $16.8 million compared with $14.5 million in the third quarter of 2013.

 

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Capital Update

As of September 30, 2014, the Company had $196.9 million in cash and cash equivalents and short term investments and $47.0 million available under its credit facilities. Total long-term debt at September 30, 2014 totaled $365.3 million. Capital expenditures in the third quarter, excluding the Cadre acquisition, totaled $33.6 million and were associated largely with the Company’s investment in a new frac sand mine and plant located near Utica, Illinois, a new transload facility under construction in Odessa, Texas, the expansion of its Pacific, Missouri facility, the development of a new Greenfield site in Fairchild, Wisconsin and other maintenance capital projects.

Outlook and Guidance

The Company is now expecting full-year 2014 Adjusted EBITDA to be at the high end of its guidance range of $230 million to $240 million. The Company still anticipates full-year 2014 capital expenditures to be in the range of $95 million to $105 million and its effective tax rate to be approximately 27 percent.

Conference Call

U.S. Silica will host a conference call for investors tomorrow, October 30, 2014 at 9:00 a.m. Eastern Time to discuss these results. Hosting the call will be Bryan Shinn, president and chief executive officer and Don Merril, vice president and chief financial officer. Investors are invited to listen to a live webcast of the conference call by visiting the “Investor Resources” section of the Company’s website at www.ussilica.com. The webcast will be archived for one year. The call can also be accessed live over the telephone by dialing (877) 869-3847 or for international callers, (201) 689-8261. A replay will be available shortly after the call and can be accessed by dialing (877) 660-6853. The passcode for the replay is 13592747. The replay of the call will be available through November 28, 2014.

About U.S. Silica

U.S. Silica Holdings, Inc., a member of the Russell 2000, is a leading producer of commercial silica used in the oil and gas industry, and in a wide range of industrial applications. Over its 114-year history, U.S. Silica has developed core competencies in mining, processing, logistics and materials science that enable it to produce and cost-effectively deliver over 250 products to customers across our end markets. The company currently operates nine industrial sand production plants and seven oil and gas sand production plants. The company is headquartered in Frederick, Maryland and also has offices located in Chicago, Illinois, Houston, Texas and Shanghai, China. The company operates on a platform of ethics, safety and sustainability. U.S. Silica was named America’s Best Small Company for 2014 by Forbes Magazine. The Company is a founding member of Wisconsin Industrial Sand Association (WISA) and has been recognized by the Wisconsin Department of Natural Resources (WDNR) as a partner in the WDNR Green Tier program. In becoming a Green Tier participant, U.S. Silica demonstrates its commitment to achieving superior environmental and economic performance.

Forward-looking Statements

Certain statements in this press release are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and speak only as of this date. Forward-looking statements made include any statement that does not directly relate to any historical or current fact and may include, but are not limited to, statements regarding U.S. Silica’s growth opportunities, strategy, future financial results, forecasts, projections, plans and capital expenditures, and the commercial silica industry. Forward-looking statements are based on our current expectations and assumptions, which may not prove to be accurate. These statements are not guarantees and are subject to risks, uncertainties and changes in circumstances that are difficult to predict. Many factors could cause actual results to differ materially and adversely from these forward-looking statements. Among these factors are: (1) fluctuations in demand for commercial silica; (2) the cyclical nature of our customers’ businesses; (3) operating risks that are beyond our control; (4) federal, state and local legislative and regulatory initiatives relating to hydraulic fracturing; (5) our ability to implement our capacity expansion plans within our current timetable and budget; (6) loss of, or reduction in, business from our largest customers; (7) increasing costs or a lack of dependability or availability of transportation services or infrastructure; (8) our substantial indebtedness and pension obligations; (9) our ability to attract and retain key personnel; (10) silica-related health issues and corresponding litigation; (11) seasonal and severe weather conditions; and (12) extensive and evolving environmental, mining, health and safety, licensing, reclamation and other regulation (and changes in their enforcement or interpretation). Additional information concerning

 

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these and other factors can be found in U.S. Silica’s filings with the Securities and Exchange Commission. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

U.S. SILICA HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

( dollars in thousands, except per share amounts)

 

     Three Months Ended September 30,  
     2014     2013  

Sales

   $ 241,256      $ 144,372   

Cost of goods sold (excluding depreciation, depletion and amortization)

     149,697        90,983   

Operating expenses

    

Selling, general and administrative

     18,600        12,800   

Depreciation, depletion and amortization

     12,425        9,152   
  

 

 

   

 

 

 
     31,025        21,952   
  

 

 

   

 

 

 

Operating income

     60,534        31,437   

Other (expense) income

    

Interest expense

     (4,950     (4,144

Early extinguishment of debt

     —          (480

Other income, net, including interest income

     120        260   
  

 

 

   

 

 

 
     (4,830     (4,364
  

 

 

   

 

 

 

Income before income taxes

     55,704        27,073   

Income tax expense

     (14,427     (5,739
  

 

 

   

 

 

 

Net income

   $ 41,277      $ 21,334   
  

 

 

   

 

 

 

Earnings per share:

    

Basic

   $ 0.77      $ 0.40   

Diluted

   $ 0.76      $ 0.40   

 

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U.S. SILICA HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in thousands)

 

     September 30,
2014
    December 31,
2013
 
     (unaudited)     (audited)  

ASSETS

    

Current Assets:

    

Cash and cash equivalents

   $ 121,708      $ 78,256   

Short-term investments

     75,155        74,980   

Accounts receivable, net

     129,755        75,207   

Inventories, net

     64,642        64,212   

Prepaid expenses and other current assets

     10,095        11,104   

Deferred income tax, net

     20,771        17,737   

Income tax deposits

     2,753        —     
  

 

 

   

 

 

 

Total current assets

     424,879        321,496   
  

 

 

   

 

 

 

Property, plant and mine development, net

     536,721        442,116   

Debt issuance costs, net

     4,596        5,255   

Goodwill

     68,910        68,403   

Trade names

     14,991        10,436   

Customer relationships, net

     7,331        6,120   

Other assets

     9,661        9,635   
  

 

 

   

 

 

 

Total assets

   $ 1,067,089      $ 863,461   
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current Liabilities:

    

Book overdraft

   $ 5,545      $ 4,659   

Accounts payable

     67,550        37,376   

Dividends payable

     6,791        6,709   

Accrued liabilities

     16,998        10,823   

Accrued interest

     41        41   

Current portion of long-term debt

     3,490        3,488   

Deferred revenue

     26,850        —     

Income tax payable

     —          1,037   
  

 

 

   

 

 

 

Total current liabilities

     127,265        64,133   
  

 

 

   

 

 

 

Long-term debt

     365,345        367,963   

Deferred revenue

     69,481        —     

Liability for pension and other post-retirement benefits

     32,727        36,802   

Deferred income taxes, net

     65,711        71,318   

Other long-term obligations

     15,417        13,951   
  

 

 

   

 

 

 

Total liabilities

     675,946        554,167   
  

 

 

   

 

 

 

Stockholders’ Equity:

    

Common stock

     538        534   

Preferred stock

     —          —     

Additional paid-in capital

     188,174        174,799   

Retained earnings

     206,066        137,978   

Treasury stock, at cost

     (38     —     

Accumulated other comprehensive loss

     (3,597     (4,017
  

 

 

   

 

 

 

Total stockholders’ equity

     391,143        309,294   
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 1,067,089      $ 863,461   
  

 

 

   

 

 

 

 

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Non-GAAP Financial Measures

Segment Contribution Margin

Segment contribution margin is a key metric that management uses to evaluate our operating performance and to determine resource allocation between segments. Segment contribution margin excludes certain corporate costs not associated with the operations of the segment. These unallocated costs include costs related to corporate functional areas such as sales, production and engineering, corporate purchasing, accounting, treasury, information technology, legal and human resources.

The following table sets forth a reconciliation of income before income taxes, the most directly comparable GAAP financial measure, to segment contribution margin.

 

     For the Three Months Ended September 30,  
     2014     2013  
     (in thousands)  

Sales:

    

Oil & Gas Proppants

   $ 186,812      $ 94,174   

Industrial & Specialty Products

     54,444        50,198   
  

 

 

   

 

 

 

Total sales

     241,256        144,372   

Segment contribution margin:

    

Oil & Gas Proppants

     77,030        40,129   

Industrial & Specialty Products

     16,844        14,546   
  

 

 

   

 

 

 

Total segment contribution margin

     93,874        54,675   

Operating activities excluded from segment cost of goods sold

     (2,315     (1,286

Selling, general and administrative

     (18,600     (12,800

Depreciation, depletion and amortization

     (12,425     (9,152

Interest expense

     (4,950     (4,144

Early extinguishment of debt

     —          (480

Other income, net, including interest income

     120        260   
  

 

 

   

 

 

 

Income before income taxes

   $ 55,704      $ 27,073   
  

 

 

   

 

 

 

 

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Adjusted EBITDA

Adjusted EBITDA is not a measure of our financial performance or liquidity under GAAP and should not be considered as an alternative to net income as a measure of operating performance, cash flows from operating activities as a measure of liquidity or any other performance measure derived in accordance with GAAP. Additionally, it is not intended to be a measure of free cash flow for management’s discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. Adjusted EBITDA contains certain other limitations, including the failure to reflect our cash expenditures, cash requirements for working capital needs and cash costs to replace assets being depreciated and amortized, and excludes certain non-recurring charges that may recur in the future. Management compensates for these limitations by relying primarily on our GAAP results and by using Adjusted EBITDA only supplementally. Our measure of Adjusted EBITDA is not necessarily comparable to other similarly titled captions of other companies due to potential inconsistencies in the methods of calculation.

The following table sets forth a reconciliation of net income, the most directly comparable GAAP financial measure, to Adjusted EBITDA.

 

     Three Months Ended September 30,  
     2014      2013  
     (in thousands)  

Net income

   $ 41,277       $ 21,334   

Total interest expense, net of interest income

     4,859         4,127   

Provision for taxes

     14,427         5,739   

Total depreciation, depletion and amortization expenses

     12,425         9,152   
  

 

 

    

 

 

 

EBITDA

     72,988         40,352   

Loss on early extinuguishment of debt(1)

     —           480   

Non-cash incentive compensation(2)

     1,424         854   

Post-employment expenses (excluding service costs)(3)

     380         382   

Other adjustments allowable under our existing credit agreement(4)

     2,695         2,956   
  

 

 

    

 

 

 

Adjusted EBITDA

   $ 77,487       $ 45,024   
  

 

 

    

 

 

 

 

(1) Includes write-offs of debt issuance costs, legal fees and a prepayment penalty related to the early extinguishment of debt.
(2) Includes vesting of incentive equity compensation issued to our employees.
(3) Includes net pension cost and net post-retirement cost relating to pension and other post-retirement benefit obligations during the applicable period, but in each case excluding the service cost relating to benefits earned during such period. See Note O- Pension and Post-retirement Benefits to our Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q.
(4) Reflects miscellaneous adjustments permitted under our existing credit agreement, including such items as expenses related to offerings of our common stock by our former controlling shareholder, business development activities related to our growth and expansion initiatives, one-time litigation fees, expenses related to debt refinancing and employment agency fees.

 

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Investor Contact:

Michael Lawson

Director of Investor Relations and Corporate Communications

(301) 682-0304

lawsonm@USSilica.com

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