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8-K - 8-K - Steel Excel Inc.sxcl1231148k.htm


Exhibit 99.1
 
 
PRESS RELEASE
Source: Steel Excel Inc.
 
Steel Excel Inc. Reports 2014 Fourth Quarter Financial Results
 
WHITE PLAINS, N.Y., March 16, 2015 – Steel Excel Inc. (Other OTC: SXCL) (“Steel Excel”, “SXCL” or the “Company”), which operates Energy and Sports segments, today announced operating results for the fourth quarter and year ended December 31, 2014. The results are summarized in the following paragraphs. For a full discussion of the results, please see the Company's annual report on Form 10-K for the year ended December 31, 2014, which can be found at www.steelexcel.com.
 
Steel Excel reported net revenues of $54.5 million for the fourth quarter of 2014, as compared to $33.5 million for the same period of 2013. The Company incurred a loss from continuing operations before income taxes of $33.7 million in the fourth quarter of 2014, as compared to income of $2.5 million in the 2013 period. The net loss attributable to Steel Excel for the fourth quarter of 2014 was $35.8 million, or $3.13 per diluted common share, as compared to net income of $7.3 million, or $0.60 per diluted common share, for the same period in 2013.
 
For the year ended December 31, 2014, the Company reported net revenues of $210.1 million, as compared to $120.0 million in 2013. The Company incurred a loss from continuing operations before income taxes of $19.5 million in 2014, as compared to income of $7.9 million in 2013. The net loss attributable to Steel Excel for 2014 was $23.8 million, or $2.04 per diluted common share, as compared to net income of $14.2 million, or $1.13 per diluted common share, for 2013. At December 31, 2014, the Company had cash and marketable securities totaling $190.4 million.

Net income for the year and quarter ended December 31, 2014, includes a goodwill impairment charge of $36.7 million related to the Company's Energy segment. Net income for the year ended December 31, 2013, includes a benefit from income taxes of $9.3 million due primarily to a reversal of reserves for foreign taxes upon the expiration of the statute of limitations and the reversal of a portion of the valuation allowance for deferred tax assets.
 
The Company generated Adjusted EBITDA of $9.6 million in the fourth quarter of 2014, as compared to Adjusted EBITDA of $5.8 million in the 2013 quarter, an increase of $3.8 million or 66.4%. For the year ended December 31, 2014, the Company generated Adjusted EBITDA of $40.2 million, as compared to Adjusted EBITDA of $23.8 million in 2013, an increase of $16.4 million, or 69.1%. See "Note Regarding Use of Non-GAAP Financial Measurements" below for the definition of Adjusted EBITDA.







Financial Summary
 
Statements of Operations Data:
 
Three Months Ended
 
Year Ended
 
December 31
 
December 31
 
2014
 
2013
 
2014
 
2013
 
(in thousands, except per-share data)
Net revenues
$
54,482

 
$
33,496

 
$
210,148

 
$
120,028

Gross profit
$
14,598

 
$
10,172

 
$
59,169

 
$
34,643

Operating income (loss)
$
(33,552
)
 
$
911

 
$
(23,403
)
 
$
2,562

 
 
 
 
 
 
 
 
Income (loss) from continuing operations before income taxes
$
(33,717
)
 
$
2,511

 
$
(19,522
)
 
$
7,911

Benefit from income taxes
264

 
7,028

 
1,323

 
9,342

Loss from equity method investees
(2,668
)
 
(644
)
 
(6,070
)
 
(862
)
Net income (loss) from continuing operations
(36,121
)
 
8,895

 
(24,269
)
 
16,391

Income (loss) from discontinued operations
506

 
(4,063
)
 
506

 
(5,540
)
Net income (loss)
(35,615
)
 
4,832

 
(23,763
)
 
10,851

Net loss (income) attributable to non-controlling interests in consolidated entities
(143
)
 
2,512

 
(44
)
 
3,344

Net income (loss) attributable to Steel Excel Inc.
$
(35,758
)
 
$
7,344

 
$
(23,807
)
 
$
14,195

 
 
 
 
 
 
 
 
Net income (loss) attributable to Steel Excel Inc. per share of common stock - basic
$
(3.13
)
 
$
0.60

 
$
(2.04
)
 
$
1.13

Net income (loss) attributable to Steel Excel Inc. per share of common stock - diluted
$
(3.13
)
 
$
0.60

 
$
(2.04
)
 
$
1.13



Balance Sheet Data:
 
December 31,
2014
 
December 31,
2013
 
(in thousands)
Cash and marketable securities
$
190,367

 
$
252,087

Restricted cash
21,311

 

Property and equipment
107,187

 
105,890

Goodwill and intangible assets
66,646

 
111,968

Other investments
58,585

 
34,183

Other assets
35,258

 
34,566

Total assets
$
479,354

 
$
538,694

 
 
 
 
Total liabilities
$
121,836

 
$
114,759

Total stockholders' equity
357,518

 
423,935

Total liabilities and stockholders' equity
$
479,354

 
$
538,694








Segment Results
 
Three Months Ended
 
Year Ended
 
December 31
 
December 31
 
2014
 
2013
 
2014
 
2013
 
(in thousands)
Net revenues:
 
 
 
 
 
 
 
Energy
$
50,841

 
$
31,352

 
$
191,608

 
$
109,624

Sports
3,641

 
2,144

 
18,540

 
10,404

Total net revenues
$
54,482

 
$
33,496

 
$
210,148

 
$
120,028

 
 
 
 
 
 
 
 
Operating income (loss) before goodwill impairments:
 
 
 
 
 
 
 
Energy
$
7,966

 
$
3,755

 
$
29,889

 
$
12,381

Sports
(1,265
)
 
(1,090
)
 
(2,161
)
 
(1,408
)
Total segment operating income
6,701

 
2,665

 
27,728

 
10,973

Corporate and other business activities
(3,587
)
 
(1,754
)
 
(14,465
)
 
(8,411
)
Impairment of goodwill
(36,666
)
 

 
(36,666
)
 

Interest expense
(709
)
 
(725
)
 
(3,177
)
 
(1,725
)
Other income (expense), net
544

 
2,325

 
7,058

 
7,074

Income (loss) from continuing operations before income taxes
$
(33,717
)
 
$
2,511

 
$
(19,522
)
 
$
7,911


 
Supplemental Non-GAAP Disclosures
 
Consolidated Adjusted EBITDA
 
 
Three Months Ended
 
Year Ended
 
December 31
 
December 31
 
2014
 
2013
 
2014
 
2013
 
(in thousands)
Net income (loss) attributable to Steel Excel
$
(35,758
)
 
$
7,344

 
$
(23,807
)
 
$
14,195

Net income (loss) attributable to non-controlling interests in consolidated entities
143

 
(2,512
)
 
44

 
(3,344
)
Net income (loss)
(35,615
)
 
4,832

 
(23,763
)
 
10,851

Interest expense
709

 
725

 
3,177

 
1,725

Benefit from income taxes
(264
)
 
(7,028
)
 
(1,323
)
 
(9,342
)
Depreciation and amortization
6,029

 
4,824

 
24,156

 
19,185

Impairment of goodwill
36,666

 

 
36,666

 

Loss from equity method investees
2,668

 
644

 
6,070

 
862

Loss (income) from discontinued operations
(506
)
 
4,063

 
(506
)
 
5,540

Non-cash stock-based compensation
502

 
61

 
2,807

 
2,040

Other expense (income), net
(544
)
 
(2,325
)
 
(7,058
)
 
(7,074
)
Consolidated Adjusted EBITDA
$
9,645

 
$
5,796

 
$
40,226

 
$
23,787








Adjusted EBITDA by Segment
 
Three Months Ended
 
Year Ended
 
December 31
 
December 31
 
2014
 
2013
 
2014
 
2013
 
(in thousands)
Energy
$
13,573

 
$
8,228

 
$
52,419

 
$
30,774

Sports
(843
)
 
$
(739
)
 
(535
)
 
(616
)
Corporate and other business activities
(3,085
)
 
(1,693
)
 
(11,658
)
 
(6,371
)
Total
$
9,645

 
$
5,796

 
$
40,226

 
$
23,787


 
Note Regarding Use of Non-GAAP Financial Measurements
 
The financial data contained in this press release includes certain non-GAAP financial measurements as defined by the Securities and Exchange Commission ("SEC"), including "Adjusted EBITDA". The Company is presenting Adjusted EBITDA because it believes that it provides useful information to investors about Steel Excel, its business, and its financial condition. The Company defines Adjusted EBITDA as net income from continuing operations before the effects of realized and unrealized gains or losses, interest income or expense, income taxes, and depreciation and amortization, and excludes certain non-recurring and non-cash items including stock-based compensation. The Company believes Adjusted EBITDA is useful to investors because it is one of the measures used by the Company's Board of Directors and management to evaluate its business, including in internal management reporting, budgeting, and forecasting processes, in comparing operating results across the business, as an internal profitability measure, as a component in evaluating the ability and the desirability of making capital expenditures and significant acquisitions, and as an element in determining executive compensation.

However, Adjusted EBITDA is not a measure of financial performance under generally accepted accounting principles in the United States of America ("U.S. GAAP"), and the items excluded from Adjusted EBITDA are significant components in understanding and assessing financial performance. Therefore, Adjusted EBITDA should not be considered a substitute for net income or cash flows from operating, investing, or financing activities. Because Adjusted EBITDA is calculated before recurring cash charges, including realized and unrealized losses, interest income or expense, and income taxes, and is not adjusted for capital expenditures or other recurring cash requirements of the business, it should not be considered as a measure of discretionary cash available to invest in the growth of the business. There are a number of material limitations to the use of Adjusted EBITDA as an analytical tool, including the following:
 
Adjusted EBITDA does not reflect the Company's net realized and unrealized gains and losses;
Adjusted EBITDA does not reflect the Company's interest income or expense;
Adjusted EBITDA does not reflect the Company's income tax provision or benefit or the cash requirements to pay its income taxes;
Although depreciation and amortization are non-cash expenses in the period recorded, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect the cash requirements for such replacement;
Adjusted EBITDA does not include stock-based compensation;
Adjusted EBITDA does not include goodwill and other asset impairments;
Adjusted EBITDA does not include the income or losses of equity-method investees;
Adjusted EBITDA does not include the attribution of income or loss to non-controlling interests;
Adjusted EBITDA does not include discontinued operations; and
Adjusted EBITDA does not include certain other non-recurring and non-cash items.

The Company compensates for these limitations by relying primarily on its U.S. GAAP financial measures and by using Adjusted EBITDA only as supplemental information. The Company believes that consideration of Adjusted EBITDA, together with a careful review of its U.S. GAAP financial measures, is the most informed method of analyzing the Company.
 
Adjusted EBITDA is derived from net income attributable to Steel Excel, and that calculation is set forth above. Because Adjusted EBITDA is not a measurement determined in accordance with U.S. GAAP and is susceptible to varying calculations, Adjusted EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. Revenues and expenses are measured in accordance with the policies and procedures described in the Company's Annual Report on Form 10-K for the year ended December 31, 2014.





 About Steel Excel
 
Steel Excel, through its two business segments, Energy and Sports, is committed to acquiring, strengthening and growing profitable businesses. The Energy segment provides drilling and production services to the oil and gas industry. The Sports segment provides event-based sports services and other health-related services.
 
The Company is based in White Plains, N.Y. (Other OTC: SXCL). Website: www.steelexcel.com.

Forward-Looking Statements
 
This press release contains certain "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, that reflect the Company's current expectations and projections about its future results, performance, prospects, and opportunities. The Company has tried to identify these forward-looking statements by using words such as "may," "should," "expect," "hope," "anticipate," "believe," "intend," "plan," "estimate," and similar expressions. These forward-looking statements are based on information currently available to the Company and are subject to a number of risks, uncertainties, and other factors that could cause its actual results, performance, prospects, or opportunities in 2014 and beyond to differ materially from those expressed in, or implied by, these forward-looking statements. These risks include, but are not limited to, our ability to deploy our capital in a manner that maximizes stockholder value; the ability to identify suitable acquisition candidates or business and investment opportunities; the inability to realize the benefits of our net operating losses; the ability to consolidate and manage our newly acquired businesses; fluctuations in the price of oil and other factors resulting in volatility for the demand for our services, especially in our Energy segment; the hazardous nature of operations in the oilfield services industry, which could result in personal injury, property damage or damage to the environment; environmental and other health and safety laws and regulations, including those relating to climate change, and general economic conditions. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable and achievable, such statements involve significant risks and uncertainties, and no assurance can be given that the actual results will be consistent with these forward-looking statements. Investors should read carefully the factors described in the "Risk Factors" section of the Company's filings with the SEC, including the Company's Form 10-K for the year ended December 31, 2014, for information regarding risk factors that could affect the Company's results. Except as otherwise required by Federal securities laws, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances, or any other reason.
 
 
CONTACT:
James F. McCabe, Jr.
 
Chief Financial Officer
 
(212) 520-2300
 
jmccabe@steelpartners.com