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8-K - 8-K - Cactus, Inc.a18-18116_18k.htm

Exhibit 99.1

 

 

Cactus Announces Second Quarter 2018 Results

 

HOUSTON — August 1, 2018 — Cactus, Inc. (NYSE: WHD) (“Cactus” or the “Company”) today announced financial and operating results for the second quarter of 2018.

 

Second Quarter 2018 Highlights

 

·                  Increased revenues 20.4% from the first quarter 2018 to $138.5 million, with double digit growth in all business lines;

·                  Grew income from operations 32.0% sequentially to $46.5 million;

·                  Generated net income of $41.5 million;

·                  Reported diluted earnings per share of $0.46;

·                  Increased Adjusted EBITDA(1) and related margin(2) to $55.1 million and 39.8%, respectively, from $42.7 million and 37.1%, respectively, in the first quarter 2018; and

·                  Generated cash flow from operations of $42.1 million.

 

Financial Summary

 

 

 

Three Months Ended

 

 

 

June 30,
2018

 

March 31,
2018

 

June 30,
2017

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

Revenues

 

$

138,543

 

$

115,110

 

$

81,877

 

Income from operations

 

$

46,487

 

$

35,217

 

$

22,073

 

Operating income margin

 

33.6

%

30.6

%

27.0

%

Net income

 

$

41,542

 

$

26,408

 

$

16,578

 

Adjusted EBITDA (1)

 

$

55,117

 

$

42,672

 

$

27,662

 

Adjusted EBITDA margin (2)

 

39.8

%

37.1

%

33.8

%

 


(1)         Adjusted EBITDA is a non-GAAP financial measure.  See definition of Adjusted EBITDA and the reconciliation of GAAP to Non-GAAP financial measures in the Supplemental Information tables.

(2)         The percentage of Adjusted EBITDA to Revenues.

 

Scott Bender, President and CEO of Cactus, commented, “The second quarter was strong, resulting in double digit sequential revenue growth across all of our business lines and regions.  The improvement in margins reflects our operating leverage and differentiated supply chain capabilities.

 

1



 

“We expect operating results in the third quarter of 2018 to continue to validate the strength of our business model with new and existing customers.  Our 15 locations throughout the U.S. provide us flexibility to manage changes in activity across various basins.  In addition, we believe the breadth and profile of our customer base better positions us to deal with potential Permian takeaway issues.”

 

Mr. Bender continued, “Looking to the fourth quarter and early 2019, we expect to commence commercialization of new completions innovations that we have been developing in concert with key customers.”

 

Revenue Categories

 

Product

 

 

 

Three Months Ended

 

 

 

June 30,
2018

 

March 31,
2018

 

June 30,
2017

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

Product revenue

 

$

73,281

 

$

58,926

 

$

45,245

 

Gross profit

 

$

28,266

 

$

21,860

 

$

15,749

 

Gross margin

 

38.6

%

37.1

%

34.8

%

 

Second quarter 2018 product revenue increased $14.4 million, or 24.4%, sequentially, driven primarily by greater sales volume of wellhead and production equipment. Gross profit increased $6.4 million sequentially with margins improving 150 basis points due to more favorable supply chain execution.  Cactus’ estimated market share(3) was 26.0% for second quarter 2018 compared to 26.4% for first quarter 2018, while the U.S. onshore quarterly rig count averaged 1,017 rigs in second quarter 2018 compared to 948 rigs in first quarter 2018.

 

Rental

 

 

 

Three Months Ended

 

 

 

June 30,
2018

 

March 31,
2018

 

June 30,
2017

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

Rental revenue

 

$

34,944

 

$

29,145

 

$

18,805

 

Gross profit

 

$

20,992

 

$

16,969

 

$

9,591

 

Gross margin

 

60.1

%

58.2

%

51.0

%

 

Second quarter 2018 rental revenue increased $5.8 million, or 19.9%, sequentially, due to the Company’s enhanced ability to respond to the increased demand across nearly all the major U.S. basins in which the Company operates. Gross profit increased $4.0 million sequentially with margins improving 190 basis points, resulting from a combination of volume, improved operating efficiencies and pricing.

 

2



 

Field Service and Other

 

 

 

Three Months Ended

 

 

 

June 30,
2018

 

March 31,
2018

 

June 30,
2017

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

Field service and other revenue

 

$

30,318

 

$

27,039

 

$

17,827

 

Gross profit

 

$

7,080

 

$

5,502

 

$

4,067

 

Gross margin

 

23.4

%

20.3

%

22.8

%

 

Second quarter 2018 field service and other revenue increased $3.3 million, or 12.1%, sequentially, due to an increase in billable hours and ancillary services associated with greater volume of product sales and rental activity.  Gross profit increased $1.6 million sequentially with margins increasing 310 basis points due to higher average pricing for billable services compared to first quarter 2018.

 

Selling, General and Administrative Expenses (“SG&A”)

 

SG&A for second quarter 2018 was $9.9 million (7.1% of revenues), compared to $9.1 million (7.9% of revenues) for first quarter 2018 and $7.3 million (9.0% of revenues) for second quarter 2017. The sequential increase is primarily related to $0.4 million higher non-cash stock-based compensation expense, as well as increased public company costs.

 

Supplemental Information

 

Assuming Cactus, Inc. held all units in Cactus Wellhead, LLC (“Cactus LLC”), its operating company subsidiary, at the beginning of the period, with the resulting additional income tax expense related to the incremental income attributable to Cactus, Inc., the Company’s diluted earnings per share would have been $0.46 for second quarter 2018. The Company believes this supplemental information is useful for evaluating performance period over period.  The table below sets forth additional detail regarding the adjusted amounts.

 

 

 

Three Months Ended

 

 

 

June 30, 2018

 

 

 

(in thousands, except 
per share data)

 

Net income

 

$

41,542

 

Adjustment:

 

 

 

Income tax expense differential (a)

 

(6,632

)

Net income, as adjusted

 

$

34,910

 

 

 

 

 

Diluted earnings per share, as adjusted

 

$

0.46

 

 

 

 

 

Weighted average shares outstanding, as adjusted (b)

 

75,219

 

 


(a)                                 Represents the increase in tax expense as though Cactus, Inc. owned 100% of Cactus LLC at the beginning of the period, calculated as the difference in tax expense of $4.7 million recorded during second quarter 2018 and what would have been recorded based on a corporate effective tax rate of 24.5% on $46.2 million of income before income taxes.

 

3



 

(b)                                 Reflects 26,450 shares of Class A common stock plus 48,440 additional shares as if the Class B common stock was exchanged and canceled for Class A common stock at the beginning of the period, plus the dilutive effect of restricted stock unit awards.

 

Liquidity and Capital Expenditures

 

As of June 30, 2018, the Company had $28.4 million of cash on hand, no bank debt outstanding and the full $50.0 million of capacity available under the Company’s revolving credit facility.  Operating cash flow was $42.1 million for second quarter 2018 and $80.7 million for the first six months of 2018, reflecting strong operating results.

 

Net capital expenditures were $15.7 million for second quarter 2018 and $31.3 million for the first six months of 2018.  The majority of the spend related to investments in rental equipment, particularly frac valves, to meet strong customer demand for the Company’s differentiated frac rental equipment.

 

Other Events

 

On July 16, 2018, Cactus closed a public offering of 11,196,562 shares of its Class A common stock at $33.25 per share and received $359.3 million of net proceeds after deducting underwriting discounts. Cactus contributed the net proceeds to its operating company subsidiary, Cactus LLC, in exchange for common units representing limited liability company interests in Cactus LLC (“CW Units”). Cactus LLC then used the net proceeds to redeem 11,196,562 CW Units from certain of the other owners of Cactus LLC and a corresponding number of shares of Class B common stock were canceled.

 

After these transactions, Cactus has outstanding 37,646,562 shares of Class A common stock (representing 50.3% of the total voting power) and 37,243,210 shares of Class B common stock (representing 49.7% of the total voting power).  There was no change in the total aggregate number of shares of Class A common stock and Class B common stock outstanding of 74,889,772 following the completion of the offering.

 

Conference Call Details

 

Cactus will host a conference call to discuss financial and operational results tomorrow, Thursday, August 2, 2018 at 9:00 AM Central Time (10:00 AM Eastern Time).

 

The call will be webcast on Cactus’ website at www.CactusWHD.com. Institutional investors and analysts may participate by dialing (888) 220-8474. International parties may dial (323) 794-2591. The access code is 8571623. Please access the webcast or dial in for the call at least 10 minutes ahead of start time to ensure a proper connection.

 

An archived webcast of the conference call will be available on the Company’s website shortly after the end of the call.

 

4



 

About Cactus

 

Cactus designs, manufactures, sells and rents a range of highly engineered wellhead and pressure control equipment. Its products are sold and rented principally for onshore unconventional oil and gas wells and are utilized during the drilling, completion (including fracturing) and production phases of its customers’ wells. In addition, it provides field services for all its products and rental items to assist with the installation, maintenance and handling of the wellhead and pressure control equipment. Cactus operates 15 service centers in the United States, which are strategically located in the key oil and gas producing regions, including the Permian, SCOOP/STACK, Marcellus, Utica, Eagle Ford and Bakken, among other areas, and one service center in Eastern Australia.

 

Cautionary Statement Concerning Forward-Looking Statements

 

Certain statements contained in this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Cactus’ control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.

 

Forward-looking statements can be identified by the use of forward-looking terminology including “may,” “believe,” “expect,” “intend,” “anticipate,” “estimate,” “continue,” or other similar words and include the Company’s expectation of future performance contained herein. These statements discuss future expectations, contain projections of results of operations or of financial condition, or state other “forward-looking” information.  You are cautioned not to place undue reliance on any forward-looking statements, which can be affected by assumptions used or by known risks or uncertainties. Consequently, no forward-looking statements can be guaranteed.  When considering these forward-looking statements, you should keep in mind the risk factors and other factors noted in the Company’s Annual Report on Form 10-K and any Quarterly Reports on Form 10-Q. The risk factors and other factors noted therein could cause actual results to differ materially from those contained in any forward-looking statement.

 

Cactus, Inc.
Stephen Tadlock, 713-396-5748
Vice President and Chief Administrative Officer
IR@CactusWHD.com

 

Source: Cactus, Inc.

 

5



 

Cactus, Inc.

Condensed Consolidated Statements of Income

(unaudited)

 

 

 

Three Months Ended
June 30,

 

Six Months Ended
June 30,

 

 

 

2018

 

2017

 

2018

 

2017

 

 

 

(in thousands, except per share data)

 

Revenues

 

 

 

 

 

 

 

 

 

Product revenue

 

$

73,281

 

$

45,245

 

$

132,207

 

$

78,283

 

Rental revenue

 

34,944

 

18,805

 

64,089

 

31,780

 

Field service and other revenue

 

30,318

 

17,827

 

57,357

 

30,317

 

Total revenues

 

138,543

 

81,877

 

253,653

 

140,380

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses

 

 

 

 

 

 

 

 

 

Cost of product revenue

 

45,015

 

29,496

 

82,081

 

52,691

 

Cost of rental revenue

 

13,952

 

9,214

 

26,128

 

17,487

 

Cost of field service and other revenue

 

23,238

 

13,760

 

44,775

 

24,698

 

Selling, general and administrative expenses

 

9,851

 

7,334

 

18,965

 

13,437

 

Total costs and expenses

 

92,056

 

59,804

 

171,949

 

108,313

 

Income from operations

 

46,487

 

22,073

 

81,704

 

32,067

 

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

(248

)

(5,186

)

(3,100

)

(10,172

)

Other income (expense), net

 

 

 

(4,305

)

 

Income before income taxes

 

46,239

 

16,887

 

74,299

 

21,895

 

Income tax expense (a)

 

4,697

 

309

 

6,349

 

463

 

Net income

 

$

41,542

 

$

16,578

 

$

67,950

 

$

21,432

 

Pre-IPO net income

 

$

 

$

16,578

 

$

13,648

 

$

21,432

 

Post-IPO net income

 

$

41,542

 

$

 

$

54,302

 

$

 

 

 

 

 

 

 

 

 

 

 

Components of post-IPO net income:

 

 

 

 

 

 

 

 

 

Net income attributable to non-controlling interest

 

$

29,208

 

n/a

 

$

38,215

 

n/a

 

Net income attributable to Cactus Inc.

 

$

12,334

 

n/a

 

$

16,087

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Earnings per Class A share - basic

 

$

0.47

 

n/a

 

$

0.61

 

n/a

 

Earnings per Class A share - diluted (b)

 

$

0.46

 

n/a

 

$

0.60

 

n/a

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding - basic

 

26,450

 

n/a

 

26,450

 

n/a

 

Weighted average shares outstanding - diluted (b)

 

26,779

 

n/a

 

26,734

 

n/a

 

 


(a)         Cactus has historically not been subject to U.S. federal income tax at an entity level.  Subsequent to the IPO, Cactus, Inc. will incur federal and state income tax on its share of income from Cactus LLC.

(b)         Dilution excludes 48.4 million shares of Class B common stock as the effect would be anti-dilutive.

 

6



 

Cactus, Inc.

Condensed Consolidated Balance Sheets

(unaudited)

 

 

 

June 30,

 

December 31,

 

 

 

2018

 

2017

 

 

 

(in thousands)

 

Assets

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

28,403

 

$

7,574

 

Accounts receivable, net

 

97,569

 

84,173

 

Inventories

 

77,954

 

64,450

 

Prepaid expenses and other current assets

 

5,372

 

7,732

 

Total current assets

 

209,298

 

163,929

 

 

 

 

 

 

 

Property and equipment, net

 

118,599

 

94,654

 

Goodwill

 

7,824

 

7,824

 

Deferred tax asset, net

 

70,307

 

 

Other noncurrent assets

 

47

 

49

 

Total assets

 

$

406,075

 

$

266,456

 

 

 

 

 

 

 

Liabilities and Equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

 

$

44,226

 

$

35,080

 

Accrued expenses and other current liabilities

 

17,221

 

10,559

 

Capital lease obligations, current portion

 

6,374

 

4,667

 

Current maturities of long-term debt

 

 

2,568

 

Total current liabilities

 

67,821

 

52,874

 

 

 

 

 

 

 

Capital lease obligations, net of current portion

 

9,260

 

7,946

 

Deferred tax liability, net

 

712

 

416

 

Liability related to tax receivable agreement

 

62,989

 

 

Long-term debt, net

 

 

241,437

 

Total liabilities

 

140,782

 

302,673

 

 

 

 

 

 

 

Equity (deficit)

 

265,293

 

(36,217

)

Total liabilities and equity

 

$

406,075

 

$

266,456

 

 

7



 

Cactus, Inc.

Condensed Consolidated Statements of Cash Flows

(unaudited)

 

 

 

Six Months Ended June 30,

 

 

 

2018

 

2017

 

 

 

(in thousands)

 

Cash flows from operating activities

 

 

 

 

 

Net income

 

$

67,950

 

$

21,432

 

Reconciliation of net income to net cash provided by operating activities

 

 

 

 

 

Depreciation and amortization

 

13,988

 

10,902

 

Debt discount and deferred loan cost amortization

 

219

 

876

 

Stock-based compensation

 

2,097

 

 

Inventory obsolescence

 

830

 

 

Loss on disposal of assets

 

706

 

118

 

Deferred income taxes

 

4,094

 

83

 

Loss on debt extinguishment

 

4,305

 

 

Changes in operating assets and liabilities

 

 

 

 

 

Accounts receivable

 

(12,647

)

(25,996

)

Inventories

 

(14,943

)

(16,493

)

Prepaid expenses and other assets

 

2,387

 

(1,248

)

Accounts payable

 

7,302

 

12,445

 

Accrued expenses and other liabilities

 

4,417

 

4,304

 

Net cash provided by operating activities

 

80,705

 

6,423

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Capital expenditures

 

(32,128

)

(16,468

)

Proceeds from sale of assets

 

780

 

586

 

Net cash used in investing activities

 

(31,348

)

(15,882

)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Principal payments on long-term debt

 

(248,529

)

(1,284

)

Revolver borrowings

 

 

5,000

 

Payments on capital leases

 

(2,788

)

(860

)

Net proceeds from IPO

 

469,621

 

 

Distributions to members

 

(30,275

)

 

Redemptions of CW Units

 

(216,425

)

 

Net cash (used in) provided by financing activities

 

(28,396

)

2,856

 

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

(132

)

49

 

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

20,829

 

(6,554

)

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

Beginning of period

 

7,574

 

8,688

 

End of period

 

$

28,403

 

$

2,134

 

 

8



 

Cactus, Inc. — Supplemental Information

Reconciliation of GAAP to Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA(1)

(unaudited)

 

 

 

Three Months Ended

 

 

 

June 30,
2018

 

March 31,
2018

 

June 30,
2017

 

 

 

(in thousands)

 

Net income

 

$

41,542

 

$

26,408

 

$

16,578

 

Interest expense, net

 

248

 

2,852

 

5,186

 

Income tax expense

 

4,697

 

1,652

 

309

 

Depreciation and amortization

 

7,367

 

6,621

 

5,589

 

EBITDA (1)

 

53,854

 

37,533

 

27,662

 

Loss on debt extinguishment

 

 

4,305

 

 

Stock-based compensation

 

1,263

 

834

 

 

Adjusted EBITDA (1)

 

$

55,117

 

$

42,672

 

$

27,662

 

 

 

 

Six Months Ended

 

 

 

June 30,
2018

 

 

 

June 30,
2017

 

 

 

 

 

(in thousands)

 

 

 

Net income

 

$

67,950

 

 

 

$

21,432

 

Interest expense, net

 

3,100

 

 

 

10,172

 

Income tax expense

 

6,349

 

 

 

463

 

Depreciation and amortization

 

13,988

 

 

 

10,902

 

EBITDA (1)

 

91,387

 

 

 

42,969

 

Loss on debt extinguishment

 

4,305

 

 

 

 

Stock-based compensation

 

2,097

 

 

 

 

Adjusted EBITDA (1)

 

$

97,789

 

 

 

$

42,969

 

 


(1)         EBITDA and Adjusted EBITDA are not measures of net income as determined by GAAP. EBITDA and Adjusted EBITDA are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. Cactus defines EBITDA as net income excluding net interest expense, income tax and depreciation and amortization. Cactus defines Adjusted EBITDA as EBITDA excluding (gain) loss on debt extinguishment and stock-based compensation.

 

Cactus management believes EBITDA and Adjusted EBITDA are useful because they allow management to more effectively evaluate the Company’s operating performance and compare the results of its operations from period to period without regard to financing methods or capital structure, or other items that impact comparability of financial results from period to period. EBITDA and Adjusted EBITDA should not be considered as alternatives to, or more meaningful than, net income or any other measure as determined in accordance with GAAP. The Company’s computations of EBITDA and Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. Cactus presents EBITDA and Adjusted EBITDA because it believes they provide useful information regarding the factors and trends affecting the Company’s business.

 

9



 

Cactus, Inc. — Supplemental Information

Depreciation and Amortization by Category

(unaudited)

 

 

 

Three Months Ended

 

 

 

June 30,
2018

 

March 31,
2018

 

June 30,
2017

 

 

 

(in thousands)

 

Cost of product revenue

 

$

793

 

$

776

 

$

745

 

Cost of rental revenue

 

4,433

 

3,954

 

3,635

 

Cost of field service and other revenue

 

2,039

 

1,790

 

1,105

 

Selling, general and administrative expenses

 

102

 

101

 

104

 

Total depreciation and amortization

 

$

7,367

 

$

6,621

 

$

5,589

 

 

 

 

Six Months Ended

 

 

 

June 30,
2018

 

 

 

June 30,
2017

 

 

 

 

 

(in thousands)

 

 

 

Cost of product revenue

 

$

1,569

 

 

 

$

1,562

 

Cost of rental revenue

 

8,387

 

 

 

7,188

 

Cost of field service and other revenue

 

3,829

 

 

 

1,942

 

Selling, general and administrative expenses

 

203

 

 

 

210

 

Total depreciation and amortization

 

$

13,988

 

 

 

$

10,902

 

 

Cactus, Inc. — Supplemental Information

Estimated Market Share(3)

(unaudited)

 

 

 

Three Months Ended

 

 

 

June 30,
2018

 

March 31,
2018

 

June 30,
2017

 

 

 

 

 

 

 

 

 

Cactus U.S. onshore rigs followed

 

264

 

250

 

211

 

Baker Hughes U.S. onshore rig count quarterly average

 

1,017

 

948

 

870

 

Market share (3)

 

26.0

%

26.4

%

24.3

%

 


(3)         Market share represents the average number of active U.S. onshore rigs Cactus followed (which Cactus defines as the number of active U.S. onshore drilling rigs to which it was the primary provider of wellhead products and corresponding services during drilling) as of mid-month for each of the three months in the applicable quarter divided by the Baker Hughes U.S. onshore rig count quarterly average.  Cactus believes that comparing the total number of active U.S. onshore rigs to which it was providing its products and services at a given time to the number of active U.S. onshore rigs during the same period provides Cactus with a reasonable approximation of its market share with respect to wellhead products sold and the corresponding services it provides.

 

10