Array Technologies (NASDAQ: ARRY) (“Array” or “the Company”), a
leading provider of tracker solutions, software and services for
utility-scale solar energy projects, today announced financial
results for its fourth quarter and full year ended December 31,
2023.
“We finished 2023 on a strong note with revenue
of $1,577 million, which was ahead of our expectations. Throughout
the year we implemented many structural enhancements to our
business which improved our margin profile and enabled us to more
than double our Adjusted EBITDA to $288 million (4) and generate
$215 million of free cash flow. We continued to execute on our
commitment to strengthen our balance sheet and paid down $87
million of outstanding debt in 2023 while ensuring ample liquidity
as shown by our year end cash balance of $250 million and total
liquidity of $424 million, inclusive of our undrawn revolving
credit facility,” said Kevin Hostetler, Chief Executive
Officer.
Mr. Hostetler concluded, “We enter 2024 with
strong momentum and meaningful additions to our U.S. pipeline which
has tripled since the second quarter of 2023. Our global orderbook
has increased to $1.8 billion fueled by $600 million in Q4 2023
bookings. This demonstrates the attractive ROI’s and levelized cost
of energy (LCOE) enabled through our products, software and
services.”
Executed Contracts and Awarded
Orders
Total executed contracts and awarded orders at
December 31, 2023 were $1.8 billion with $1.5 billion from our
Array Legacy Operations segment and $0.3 billion from STI
Norland.
Full Year 2024 Guidance
For the year ending December 31, 2024, the
Company expects:
- Revenue to be in the range of
$1,250 million to $1,400 million
- Adjusted EBITDA(5) to be in the
range of $285 million to $315 million
- Adjusted net income per share(5) to
be in the range of $1.00 to $1.15
We expect relatively flat volume on a full-year
basis in 2024 with declining ASP’s driven by lower commodity input
costs, our ability to lower price from our reduced cost structure,
and the pass-through of a portion of the 45X benefit to our
customers. Based on expected project timing, our current orderbook
is skewed towards the back half of 2024 and into 2025. As a result,
2024 revenue will be more weighted to the second half of the year
compared to historical performance.
We are projecting another year of growth in our
adjusted gross margin to the low thirties percent of sales driven
by continued strength in our structural gross margin as well as the
realization of certain 45X benefits. This will enable us to have
our third consecutive year of delivering both adjusted EBITDA and
adjusted EBITDA margin growth.
Conference Call Information
Array management will host a conference call to
discuss their fourth quarter and full year 2023 financial results
on February 27, 2024 at 5:00 p.m. Eastern Time. The conference call
can be accessed live over the phone by dialing (877)-869-3847
(domestic) or 1-201-689-8261 (international). A telephonic replay
will be available approximately three hours after the call by
dialing (877)-660-6853, or for international callers,
(201)-612-7415. The passcode for the live call and the replay is
13743620. The replay will be available until 11:59 p.m. (ET) on
March 12, 2024.
Interested investors and other parties can
listen to a webcast of the live conference call by logging onto the
Investor Relations section of the Company's website at
http://ir.arraytechinc.com. The online replay will be available for
30 days on the same website immediately following the call.
About Array Technologies,
Inc.Array Technologies (NASDAQ: ARRY) is a leading
American company and global provider of utility-scale solar tracker
technology. Engineered to withstand the harshest conditions on the
planet, Array’s high-quality solar trackers and sophisticated
software maximize energy production, accelerating the adoption of
cost-effective and sustainable energy. Founded and headquartered in
the United States, Array relies on its diversified global supply
chain and customer-centric approach to deliver, commission and
support solar energy developments around the world, lighting the
way to a brighter, smarter future for clean energy. For more news
and information on Array, please visit arraytechinc.com.
Investor Relations Contact:
Array Technologies,
Inc.Investor Relations 505-437-0010investors@arraytechinc.com
Forward-Looking
Statements This press release contains
forward-looking statements that are based on our management’s
beliefs and assumptions and on information currently available to
our management. Forward-looking statements include information
concerning our projected future results of operations, business
strategies, and industry and regulatory environment.
Forward-looking statements include statements that are not
historical facts and can be identified by terms such as
“anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,”
“may,” “plan,” “potential,” “predict,” “project,” "seek," “should,”
“will,” “would” or similar expressions and the negatives of those
terms.
Array’s actual results and the timing of events
could materially differ from those anticipated in such
forward-looking statements as a result of certain risks,
uncertainties and other factors, including without limitation:
changes in growth or rate of growth in demand for solar energy
projects; competitive pressures within our industry; a loss of one
or more of our significant customers, their inability to perform
under their contracts, or their default in payment; a drop in the
price of electricity derived from the utility grid or from
alternative energy sources; a failure to maintain effective
internal controls over financial reporting; a further increase in
interest rates, or a reduction in the availability of tax equity or
project debt capital in the global financial markets, which could
make it difficult for customers to finance the cost of a solar
energy system; electric utility industry policies and regulations,
and any subsequent changes, may present technical, regulatory and
economic barriers to the purchase and use of solar energy systems,
which may significantly reduce demand for our products or harm our
ability to compete; the interruption of the flow of materials from
international vendors, which could disrupt our supply chain,
including as a result of the imposition of additional duties,
tariffs and other charges or restrictions on imports and exports;
geopolitical, macroeconomic and other market conditions unrelated
to our operating performance including the military conflict in
Ukraine and Russia, the Israel-Hamas war, attacks on a shipping in
the Red Sea and rising inflation and interest rates; changes in the
global trade environment, including the imposition of import
tariffs or other import restrictions; our ability to convert our
orders in backlog into revenue; fluctuations in our results of
operations across fiscal periods, which could make our future
performance difficult to predict and could cause our results of
operations for a particular period to fall below expectations; the
reduction, elimination or expiration, or our failure to optimize
the benefits of government incentives for, or regulations mandating
the use of, renewable energy and solar energy, particularly in
relation to our competitors; failure to, or incurrence of
significant costs in order to, obtain, maintain, protect, defend or
enforce, our intellectual property and other proprietary right;
significant changes in the cost of raw materials; defects or
performance problems in our products, which could result in loss of
customers, reputational damage and decreased revenue; delays,
disruptions or quality control problems in our product development
operations; our ability to obtain key personnel or failure to
attract additional qualified personnel; additional business,
financial, regulatory and competitive risks due to our continued
planned expansion into new markets; cybersecurity or other data
incidents, including unauthorized disclosure of personal or
sensitive data or theft of confidential information; failure to
implement and maintain effective internal controls over financial
reporting; risks related to actual or threatened public health
epidemics, pandemics, outbreaks or crises, such as the COVID-19
pandemic, which could have a material and adverse effect on our
business, results of operations and financial condition; changes to
tax laws and regulations that are applied adversely to us or our
customers, which could materially adversely affect our business,
financial condition, results of operations and prospects, including
our ability to optimize those changes brought about by the passage
of the Inflation Reduction Act; and the other risks and
uncertainties described in more detail in the Company’s most recent
Annual Report on Form 10-K and other documents on file with the
SEC, each of which can be found on our website,
www.arraytechinc.com.
Except as required by law, we assume no
obligation to update these forward-looking statements, or to update
the reasons actual results could differ materially from those
anticipated in these forward-looking statements, even if new
information becomes available in the future.
Non-GAAP
Financial InformationThis press
release includes certain financial measures that are not presented
in accordance with U.S. generally accepted accounting principles
(“GAAP”), including Adjusted Gross Profit, Adjusted EBITDA,
Adjusted Net Income and Adjusted Net Income per share. We define
Adjusted Gross Profit as gross profit plus (i) developed technology
amortization and (ii) other costs. We define Adjusted EBITDA as net
income (loss) plus (i) other (income) expense, (ii) foreign
currency transaction (gain) loss, (iii) preferred dividends and
accretion, (iv) interest expense, (v) income tax (benefit) expense,
(vi) depreciation expense, (vii) amortization of intangibles,
(viii) amortization of developed technology, (ix) equity-based
compensation, (x) change in fair value of contingent consideration,
(xi) certain legal expenses, (xii) certain acquisition costs, and
(xiii) other costs. We define Adjusted Net Income as net income
(loss) plus (i) amortization of intangibles, (ii) amortization of
developed technology, (iii) amortization of debt discount and
issuance costs (iv) preferred accretion, (v) equity-based
compensation, (vi) change in fair value of derivative assets, (vii)
change in fair value of contingent consideration, (viii) certain
legal expenses, (ix) certain acquisition related costs, (x) other
costs, and (xi) income tax (benefit) expense of adjustments. A
detailed reconciliation between GAAP results and results excluding
special items (“non-GAAP”) is included within this presentation. We
calculate net income (loss) per share as net income (loss) to
common shareholders divided by the basic and diluted weighted
average number of shares outstanding for the applicable period and
we define Adjusted Net Income per share as Adjusted Net Income (as
detailed above) divided by the basic and diluted weighted average
number of shares outstanding for the applicable period.
We believe that these non-GAAP financial
measures are provided to enhance the reader’s understanding of our
past financial performance and our prospects for the future. Our
management team uses these non-GAAP financial measures in assessing
the Company’s performance, as well as in planning and forecasting
future periods. The non-GAAP financial information is presented for
supplemental informational purposes only and should not be
considered a substitute for financial information presented in
accordance with GAAP and may be different from similarly titled
non-GAAP measures used by other companies.
Among other limitations, Adjusted Gross Profit,
Adjusted EBITDA and Adjusted Net Income do not reflect our cash
expenditures, or future requirements, for capital expenditures or
contractual commitments; do not reflect the impact of certain cash
charges resulting from matters we consider not to be indicative of
our ongoing operations; do not reflect income tax expense or
benefit; and other companies in our industry may calculate Adjusted
Gross Profit, Adjusted EBITDA and Adjusted Net Income differently
than we do, which limits their usefulness as comparative measures.
Because of these limitations, Adjusted Gross Profit, Adjusted
EBITDA and Adjusted Net Income should not be considered in
isolation or as substitutes for performance measures calculated in
accordance with GAAP. We compensate for these limitations by
relying primarily on our GAAP results and using Adjusted Gross
Profit, Adjusted EBITDA and Adjusted Net Income on a supplemental
basis. You should review the reconciliation of gross profit to
Adjusted Gross Profit and net income (loss) to Adjusted EBITDA and
Adjusted Net Income below and not rely on any single financial
measure to evaluate our business.
(1) A reconciliation of the most comparable GAAP measure to its
Non-GAAP measure is included below.
(2) Excluded in 2023 revenue is $23.2 million
regarding Brazil value-added tax benefit, or “ICMS.” Included in
2022 revenue is $12.3 million regarding Brazil value-added tax
benefit, or “ICMS.” In 2023 the Company concluded that the ICMS
benefit should be accounted for as a reduction to cost of sales,
rather than an addition to revenue, based on the nature of the
benefit, consistent with how we account for government incentives
for 45X manufacturing credits under the Inflation Reduction
Act.
(3) Free Cash Flow calculated as cash from (used
in) operating activities less purchase of property, plant and
equipment.
(4) We earned ~$50 million of torque tube 45X
benefit in 2023. $9.3 million of that benefit was recognized as a
reduction to cost of sales in the statement of operations in the
fourth quarter of 2023. $40.6 million was recorded as a deferred
credit on the balance sheet as of year-end, which will be
recognized to the statement of operations throughout 2024.
(5) A reconciliation of projected adjusted
EBITDA and adjusted net income per share, which are forward-looking
measures that are not prepared in accordance with GAAP, to the most
directly comparable GAAP financial measures, is not provided
because we are unable to provide such reconciliation without
unreasonable effort. The inability to provide a quantitative
reconciliation is due to the uncertainty and inherent difficulty
predicting the occurrence, the financial impact and the periods in
which the components of the applicable GAAP measures and non-GAAP
adjustments may be recognized. The GAAP measures may include the
impact of such items as non-cash share-based compensation,
revaluation of the fair-value of our contingent consideration, and
the tax effect of such items, in addition to other items we have
historically excluded from adjusted EBITDA and adjusted net income
per share. We expect to continue to exclude these items in future
disclosures of these non-GAAP measures and may also exclude other
similar items that may arise in the future (collectively, “non-GAAP
adjustments”). The decisions and events that typically lead to the
recognition of non-GAAP adjustments are inherently unpredictable as
to if or when they may occur. As such, for our 2024 outlook, we
have not included estimates for these items and are unable to
address the probable significance of the unavailable information,
which could be material to future results.
Array Technologies, Inc. and
SubsidiariesConsolidated Balance Sheets
(unaudited)(in thousands, except per share and share
amounts) |
|
|
December 31, |
|
|
2023 |
|
|
|
2022 |
|
ASSETS |
Current assets |
|
|
|
Cash and cash equivalents |
$ |
249,080 |
|
|
$ |
133,901 |
|
Accounts receivable, net |
|
332,152 |
|
|
|
421,183 |
|
Inventories |
|
161,964 |
|
|
|
233,159 |
|
Income tax receivables |
|
— |
|
|
|
3,532 |
|
Prepaid expenses and other |
|
89,085 |
|
|
|
39,434 |
|
Total current assets |
|
832,281 |
|
|
|
831,209 |
|
|
|
|
|
Property, plant and equipment,
net |
|
31,886 |
|
|
|
23,174 |
|
Goodwill |
|
435,591 |
|
|
|
416,184 |
|
Other intangible assets,
net |
|
350,396 |
|
|
|
386,364 |
|
Deferred income tax
assets |
|
15,870 |
|
|
|
16,466 |
|
Other assets |
|
40,717 |
|
|
|
32,655 |
|
Total assets |
$ |
1,706,741 |
|
|
$ |
1,706,052 |
|
|
|
|
|
LIABILITIES, REDEEMABLE PERPETUAL PREFERRED STOCK AND
STOCKHOLDERS' EQUITY |
Current liabilities |
|
|
|
Accounts payable |
$ |
119,498 |
|
|
$ |
170,430 |
|
Accrued expenses and other |
|
70,211 |
|
|
|
54,895 |
|
Accrued warranty reserve |
|
2,790 |
|
|
|
3,690 |
|
Income tax payable |
|
5,754 |
|
|
|
6,881 |
|
Deferred revenue |
|
66,488 |
|
|
|
178,922 |
|
Current portion of contingent consideration |
|
1,427 |
|
|
|
1,200 |
|
Current portion of debt |
|
21,472 |
|
|
|
38,691 |
|
Other current liabilities |
|
48,051 |
|
|
|
10,553 |
|
Total current liabilities |
|
335,691 |
|
|
|
465,262 |
|
|
|
|
|
Deferred income tax
liabilities |
|
66,858 |
|
|
|
72,606 |
|
Contingent consideration, net
of current portion |
|
8,936 |
|
|
|
7,387 |
|
Other long-term
liabilities |
|
20,428 |
|
|
|
14,808 |
|
Long-term warranty |
|
3,372 |
|
|
|
1,786 |
|
Long-term debt, net of current
portion |
|
660,948 |
|
|
|
720,352 |
|
Total liabilities |
|
1,096,233 |
|
|
|
1,282,201 |
|
|
|
|
|
Commitments and
contingencies |
|
|
|
|
|
|
|
Series A Redeemable Perpetual
Preferred Stock: $0.001 par value; 500,000 shares authorized;
432,759 and 406,389 issued, respectively; liquidation preference of
$493.1 million and $493.1 million, respectively |
|
351,260 |
|
|
|
299,570 |
|
|
|
|
|
Stockholders’ equity |
|
|
|
Preferred stock $0.001 par value - 4,500,000 shares authorized;
none issued at respective dates |
|
— |
|
|
|
— |
|
Common stock $0.001 par value - 1,000,000,000 shares authorized;
151,242,120 and 150,513,104 shares issued at respective dates |
|
151 |
|
|
|
150 |
|
Additional paid-in capital |
|
344,517 |
|
|
|
383,176 |
|
Accumulated deficit |
|
(130,230 |
) |
|
|
(267,470 |
) |
Accumulated other comprehensive income |
|
44,810 |
|
|
|
8,425 |
|
Total stockholders’ equity |
|
259,248 |
|
|
|
124,281 |
|
Total liabilities, redeemable perpetual preferred stock and
stockholders’ equity |
$ |
1,706,741 |
|
|
$ |
1,706,052 |
|
Array Technologies, Inc. and
SubsidiariesConsolidated Statements of Operations
(unaudited)(in thousands, except per share amounts) |
|
|
Three Months EndedDecember
31, |
|
Year EndedDecember 31, |
|
2023(a) |
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Revenue |
$ |
341,615 |
|
|
$ |
402,071 |
|
|
$ |
1,576,551 |
|
|
$ |
1,637,546 |
|
Cost of revenue: |
|
|
|
|
|
|
|
Cost of product and service revenue |
|
253,746 |
|
|
|
321,551 |
|
|
|
1,146,442 |
|
|
|
1,410,270 |
|
Amortization of developed technology |
|
3,640 |
|
|
|
3,640 |
|
|
|
14,558 |
|
|
|
14,558 |
|
Total cost of revenue |
|
257,386 |
|
|
|
325,191 |
|
|
|
1,161,000 |
|
|
|
1,424,828 |
|
Gross profit |
|
84,229 |
|
|
|
76,880 |
|
|
|
415,551 |
|
|
|
212,718 |
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
General and
administrative |
|
43,710 |
|
|
|
37,713 |
|
|
|
159,535 |
|
|
|
150,777 |
|
Change in fair value of
contingent consideration |
|
732 |
|
|
|
1,474 |
|
|
|
2,964 |
|
|
|
(4,507 |
) |
Depreciation and
amortization |
|
9,567 |
|
|
|
21,344 |
|
|
|
38,928 |
|
|
|
84,581 |
|
Total operating expenses |
|
54,009 |
|
|
|
60,531 |
|
|
|
201,427 |
|
|
|
230,851 |
|
|
|
|
|
|
|
|
|
Income (loss) from
operations |
|
30,220 |
|
|
|
16,349 |
|
|
|
214,124 |
|
|
|
(18,133 |
) |
|
|
|
|
|
|
|
|
Other (expense) income: |
|
|
|
|
|
|
|
Other (expense) income,
net |
|
(888 |
) |
|
|
5,084 |
|
|
|
(1,015 |
) |
|
|
2,789 |
|
Interest income |
|
2,206 |
|
|
|
810 |
|
|
|
8,330 |
|
|
|
3,181 |
|
Legal settlement |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
42,750 |
|
Foreign currency transaction
(loss) gain, net |
|
(326 |
) |
|
|
(813 |
) |
|
|
(53 |
) |
|
|
1,155 |
|
Interest expense |
|
(8,857 |
) |
|
|
(12,882 |
) |
|
|
(44,229 |
) |
|
|
(36,694 |
) |
Total other (expense) income |
|
(7,865 |
) |
|
|
(7,801 |
) |
|
|
(36,967 |
) |
|
|
13,181 |
|
|
|
|
|
|
|
|
|
Income (loss) before income
tax expense (benefit) |
|
22,355 |
|
|
|
8,548 |
|
|
|
177,157 |
|
|
|
(4,952 |
) |
Income tax expense
(benefit) |
|
3,013 |
|
|
|
13,799 |
|
|
|
39,917 |
|
|
|
(9,384 |
) |
Net income (loss) |
|
19,342 |
|
|
|
(5,251 |
) |
|
|
137,240 |
|
|
|
4,432 |
|
Preferred dividends and
accretion |
|
13,332 |
|
|
|
12,009 |
|
|
|
51,691 |
|
|
|
48,054 |
|
Net income (loss) to common
shareholders |
$ |
6,010 |
|
|
$ |
(17,260 |
) |
|
$ |
85,549 |
|
|
$ |
(43,622 |
) |
|
|
|
|
|
|
|
|
Income (loss) per common
share |
|
|
|
|
|
|
|
Basic |
$ |
0.04 |
|
|
$ |
(0.11 |
) |
|
$ |
0.57 |
|
|
$ |
(0.29 |
) |
Diluted |
$ |
0.04 |
|
|
$ |
(0.11 |
) |
|
$ |
0.56 |
|
|
$ |
(0.29 |
) |
|
|
|
|
|
|
|
|
Weighted average common shares
outstanding |
|
|
|
|
|
|
|
Basic |
|
151,175 |
|
|
|
150,463 |
|
|
|
150,942 |
|
|
|
149,819 |
|
Diluted |
|
152,110 |
|
|
|
150,463 |
|
|
|
152,022 |
|
|
|
149,819 |
|
(a) During the three months ended March 31,
2023, the Company began to account for the Capped Calls and Put
Option as derivative assets, with subsequent changes in fair value
being recorded through earnings. After consultation with the staff
of the Office of the Chief Accountant of the SEC during the fourth
quarter of 2023, the Company concluded that the Capped Calls and
Put option could be equity classified. As a result, the Company
reclassified the derivative asset recognized during the interim
periods of 2023 as a reduction to equity and reversed the related
mark to market adjustments recognized during the interim periods of
2023. As a result, the change in fair value of derivative assets is
not reflected in the results for the three months ended December
31, 2023.
Array Technologies, Inc. and
SubsidiariesConsolidated Statements of Cash Flows
(unaudited)(in thousands) |
|
|
Three Months EndedDecember
31, |
|
Year EndedDecember 31, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Operating
activities: |
|
|
|
|
|
|
|
Net income (loss) |
$ |
19,342 |
|
|
$ |
(5,251 |
) |
|
$ |
137,240 |
|
|
$ |
4,432 |
|
Adjustments to net income (loss): |
|
|
|
|
|
|
|
Provision for bad debts |
|
2,644 |
|
|
|
1,939 |
|
|
|
2,527 |
|
|
|
2,599 |
|
Deferred tax expense |
|
(6,534 |
) |
|
|
(3,362 |
) |
|
|
(8,862 |
) |
|
|
(31,565 |
) |
Depreciation and amortization |
|
9,950 |
|
|
|
26,102 |
|
|
|
40,268 |
|
|
|
86,501 |
|
Amortization of developed technology |
|
3,640 |
|
|
|
— |
|
|
|
14,558 |
|
|
|
14,558 |
|
Amortization of debt discount and issuance costs |
|
1,447 |
|
|
|
1,854 |
|
|
|
10,570 |
|
|
|
6,857 |
|
Gain on debt refinancing |
|
(457 |
) |
|
|
— |
|
|
|
(457 |
) |
|
|
— |
|
Equity-based compensation |
|
2,845 |
|
|
|
3,305 |
|
|
|
14,540 |
|
|
|
14,982 |
|
Contingent consideration |
|
732 |
|
|
|
1,474 |
|
|
|
2,964 |
|
|
|
(4,507 |
) |
Warranty provision |
|
1,075 |
|
|
|
(189 |
) |
|
|
4,666 |
|
|
|
4,152 |
|
Write-down of inventories |
|
1,844 |
|
|
|
1,474 |
|
|
|
6,431 |
|
|
|
(859 |
) |
Changes in operating assets and liabilities, net of business
acquisition: |
|
|
|
|
|
|
|
Accounts receivable |
|
99,164 |
|
|
|
62,052 |
|
|
|
92,800 |
|
|
|
(76,984 |
) |
Inventories |
|
54,189 |
|
|
|
35,143 |
|
|
|
66,743 |
|
|
|
20,870 |
|
Income tax receivables |
|
(3,156 |
) |
|
|
9,221 |
|
|
|
9 |
|
|
|
5,611 |
|
Prepaid expenses and other |
|
(8,700 |
) |
|
|
2,795 |
|
|
|
(10,840 |
) |
|
|
19,124 |
|
Accounts payable |
|
(52,097 |
) |
|
|
(29,406 |
) |
|
|
(37,654 |
) |
|
|
12,667 |
|
Accrued expenses and other |
|
(10,019 |
) |
|
|
(42,161 |
) |
|
|
5,325 |
|
|
|
1,024 |
|
Income tax payable |
|
2,666 |
|
|
|
(3,706 |
) |
|
|
1,936 |
|
|
|
(755 |
) |
Lease liabilities |
|
9,227 |
|
|
|
1,870 |
|
|
|
1,177 |
|
|
|
3,784 |
|
Deferred revenue |
|
(33,821 |
) |
|
|
24,230 |
|
|
|
(111,986 |
) |
|
|
59,002 |
|
Net cash provided by operating activities |
|
93,981 |
|
|
|
87,384 |
|
|
|
231,955 |
|
|
|
141,493 |
|
|
|
|
|
|
|
|
|
Investing
activities: |
|
|
|
|
|
|
|
Purchase of property, plant and equipment |
|
(5,374 |
) |
|
|
(3,931 |
) |
|
|
(16,989 |
) |
|
|
(10,619 |
) |
Retirement/disposal of PP&E |
|
168 |
|
|
|
— |
|
|
|
168 |
|
|
|
— |
|
Acquisition of STI, net of cash acquired |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(373,818 |
) |
Net cash used in investing activities |
|
(5,206 |
) |
|
|
(3,931 |
) |
|
|
(16,821 |
) |
|
|
(384,437 |
) |
|
|
|
|
|
|
|
|
Financing
activities: |
|
|
|
|
|
|
|
Proceeds from Series A issuance |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
33,098 |
|
Proceeds from common stock issuance |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
15,885 |
|
Series A equity issuance costs and commitment fees |
|
— |
|
|
|
(726 |
) |
|
|
(1,509 |
) |
|
|
(1,893 |
) |
Common stock issuance costs |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(450 |
) |
Dividends paid on Series A Preferred |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(18,670 |
) |
Payments on revolving credit facility |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(116,000 |
) |
Proceeds from revolving credit facility |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
116,000 |
|
Proceeds from issuance of other debt |
|
2,795 |
|
|
|
10,280 |
|
|
|
63,311 |
|
|
|
20,188 |
|
Proceeds from issuance of convertible notes |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Premium paid on capped call |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Fees paid on issuance of convertible notes |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Principal payments on term loan facility |
|
(1,075 |
) |
|
|
(11,075 |
) |
|
|
(74,300 |
) |
|
|
(14,300 |
) |
Principal payments on other debt |
|
(19,039 |
) |
|
|
(23,185 |
) |
|
|
(88,063 |
) |
|
|
(23,935 |
) |
Contingent consideration payments |
|
— |
|
|
|
— |
|
|
|
(1,200 |
) |
|
|
(1,483 |
) |
Net cash (used in) provided by financing activities |
|
(17,319 |
) |
|
|
(24,706 |
) |
|
|
(101,761 |
) |
|
|
8,440 |
|
Effect of exchange rate changes
on cash and cash equivalent balances |
|
3,614 |
|
|
|
10,089 |
|
|
|
1,806 |
|
|
|
735 |
|
Net change in cash and cash
equivalents |
|
75,070 |
|
|
|
68,836 |
|
|
|
115,179 |
|
|
|
(233,769 |
) |
Cash and cash equivalents,
beginning of period |
|
174,010 |
|
|
|
62,778 |
|
|
|
133,901 |
|
|
|
367,670 |
|
Cash and cash equivalents, end of
period |
$ |
249,080 |
|
|
$ |
131,614 |
|
|
$ |
249,080 |
|
|
$ |
133,901 |
|
|
|
|
|
|
|
|
|
Supplemental Cash Flow
Information |
|
|
|
|
|
|
|
Cash paid for interest |
$ |
8,995 |
|
|
$ |
892 |
|
|
$ |
43,949 |
|
|
$ |
23,118 |
|
Cash paid for income taxes |
$ |
9,145 |
|
|
$ |
9,550 |
|
|
$ |
45,942 |
|
|
$ |
10,739 |
|
|
|
|
|
|
|
|
|
Non-cash Investing and
Financing Activities |
|
|
|
|
|
|
|
Dividends accrued on Series A Preferred |
$ |
6,803 |
|
|
$ |
6,389 |
|
|
$ |
26,370 |
|
|
$ |
6,389 |
|
Stock consideration paid for acquisition of STI |
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
200,224 |
|
Array Technologies, Inc.Adjusted Gross
Profit, Adjusted EBITDA, and Adjusted Net Income Reconciliation
(unaudited)(in thousands, except per share amounts) |
|
The following
table reconciles Gross profit to Adjusted gross profit: |
|
|
Three Months EndedDecember
31, |
|
Year EndedDecember 31, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Revenue |
|
341,615 |
|
|
|
402,071 |
|
|
|
1,576,551 |
|
|
|
1,637,546 |
|
Cost of revenue |
|
257,386 |
|
|
|
325,191 |
|
|
|
1,161,000 |
|
|
|
1,424,828 |
|
Gross profit |
|
84,229 |
|
|
|
76,880 |
|
|
|
415,551 |
|
|
|
212,718 |
|
Amortization of developed
technology |
|
3,640 |
|
|
|
3,640 |
|
|
|
14,558 |
|
|
|
14,558 |
|
Other costs(a) |
|
— |
|
|
|
1,785 |
|
|
|
— |
|
|
|
6,817 |
|
Adjusted gross
profit |
|
87,869 |
|
|
|
82,305 |
|
|
|
430,109 |
|
|
|
234,093 |
|
Adjusted gross margin |
|
25.7 |
% |
|
|
20.5 |
% |
|
|
27.3 |
% |
|
|
14.3 |
% |
(a) For the three months ended December 31,
2022, other costs represent $1.8 million in remediation and damages
incurred because of a shutdown of a key supplier due to a severe
weather event. For the twelve months ended December 31, 2022, other
costs represent $6.8 million in remediation and damages incurred
because of a shutdown of a key supplier due to a severe weather
event.
The following
table reconciles Net income (loss) to Adjusted EBITDA: |
|
|
Three Months EndedDecember
31, |
|
Year EndedDecember 31, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Net income (loss) |
$ |
19,342 |
|
|
$ |
(5,251 |
) |
|
$ |
137,240 |
|
|
$ |
4,432 |
|
Preferred dividends and
accretion |
|
13,332 |
|
|
|
12,009 |
|
|
|
51,691 |
|
|
|
48,054 |
|
Net income (loss) to
common shareholders |
$ |
6,010 |
|
|
$ |
(17,260 |
) |
|
$ |
85,549 |
|
|
$ |
(43,622 |
) |
Other expense, net |
|
(1,318 |
) |
|
|
(5,894 |
) |
|
|
(7,315 |
) |
|
|
(5,970 |
) |
Legal settlement(a) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(42,750 |
) |
Foreign currency transaction
(gain) loss |
|
326 |
|
|
|
813 |
|
|
|
53 |
|
|
|
(1,155 |
) |
Preferred dividends and
accretion |
|
13,332 |
|
|
|
12,009 |
|
|
|
51,691 |
|
|
|
48,054 |
|
Interest expense |
|
8,857 |
|
|
|
12,882 |
|
|
|
44,229 |
|
|
|
36,694 |
|
Income tax (benefit) expense |
|
3,013 |
|
|
|
13,799 |
|
|
|
39,917 |
|
|
|
(9,384 |
) |
Depreciation expense |
|
1,118 |
|
|
|
704 |
|
|
|
3,540 |
|
|
|
2,571 |
|
Amortization of intangibles |
|
8,840 |
|
|
|
21,027 |
|
|
|
36,736 |
|
|
|
83,630 |
|
Amortization of developed
technology |
|
3,640 |
|
|
|
3,640 |
|
|
|
14,558 |
|
|
|
14,558 |
|
Equity-based compensation |
|
2,648 |
|
|
|
3,091 |
|
|
|
14,578 |
|
|
|
14,768 |
|
Change in fair value of
contingent consideration |
|
732 |
|
|
|
1,474 |
|
|
|
2,964 |
|
|
|
(4,507 |
) |
Certain legal expenses(b) |
|
244 |
|
|
|
984 |
|
|
|
898 |
|
|
|
5,990 |
|
Certain acquisition costs(c) |
|
— |
|
|
|
(206 |
) |
|
|
— |
|
|
|
10,564 |
|
Other costs(d) |
|
736 |
|
|
|
4,635 |
|
|
|
736 |
|
|
|
19,291 |
|
Adjusted
EBITDA |
$ |
48,178 |
|
|
$ |
51,698 |
|
|
$ |
288,134 |
|
|
$ |
128,732 |
|
.
(a) Settlement in our favor resulting from the
action against a competitor in connection with violation of a
non-competition agreement and misappropriation of trade
secrets.
(b) Represents certain legal fees and other
related costs associated with (i) action against a competitor in
connection with violation of a non-competition agreement and
misappropriation of trade secrets for which a judgement has been
entered in our favor, (ii) actions filed against the company and
certain officers and directors alleging violations of the
Securities Exchange Acts of 1934 and 1933, which litigation was
dismissed with prejudice by the Court on May 19, 2023, and (iii)
other litigation. We consider these costs not representative of
legal costs that we will incur from time to time in the ordinary
course of our business.
(c) Represents fees related to the acquisition
of STI Norland.
(d) For the three months ended December 31,
2023, other costs represent one-time costs related to an evaluation
of our Capped Call and Put Options accounting treatment. For the
three months ended December 31, 2022, other costs represent (i)
$1.4 million related to certain professional fees incurred related
to the integration of STI Norland, (ii) $1.8 million in remediation
and damages incurred because of a shutdown of a key supplier due to
a severe weather event, (iii) $1.4 million of executive transition
and payroll related costs that we do not anticipate repeating in
the future. For the twelve months ended December 31, 2022, (i) $7.2
million related to certain professional fees incurred related to
integration, (ii) $6.8 million in remediation and damages incurred
because of a shutdown of a key supplier due to a severe weather
event, (iii) $5.3 million associated with the transition of CEOs as
well as other one-time executive payroll related costs that we do
not anticipate repeating in the future.
The following
table reconciles Net income (loss) to Adjusted net income
(loss): |
|
|
Three Months EndedDecember
31, |
|
Year EndedDecember 31, |
|
|
2023 |
|
|
|
2022 |
|
|
|
2023 |
|
|
|
2022 |
|
Net income (loss) |
$ |
19,342 |
|
|
$ |
(5,251 |
) |
|
$ |
137,240 |
|
|
$ |
4,432 |
|
Preferred dividends and
accretion |
|
13,332 |
|
|
|
12,009 |
|
|
|
51,691 |
|
|
|
48,054 |
|
Net income (loss) to
common shareholders |
$ |
6,010 |
|
|
$ |
(17,260 |
) |
|
$ |
85,549 |
|
|
$ |
(43,622 |
) |
Amortization of
intangibles |
|
8,840 |
|
|
|
21,027 |
|
|
|
36,736 |
|
|
|
83,630 |
|
Amortization of developed
technology |
|
3,640 |
|
|
|
3,640 |
|
|
|
14,558 |
|
|
|
14,558 |
|
Amortization of debt discount
and issuance costs |
|
1,447 |
|
|
|
1,854 |
|
|
|
10,570 |
|
|
|
6,858 |
|
Preferred accretion |
|
6,528 |
|
|
|
6,009 |
|
|
|
25,320 |
|
|
|
23,249 |
|
Equity based compensation |
|
2,648 |
|
|
|
3,091 |
|
|
|
14,578 |
|
|
|
14,768 |
|
Change in fair value of
contingent consideration |
|
732 |
|
|
|
1,474 |
|
|
|
2,964 |
|
|
|
(4,507 |
) |
Certain legal expenses(a) |
|
244 |
|
|
|
984 |
|
|
|
898 |
|
|
|
5,990 |
|
Certain acquisition
costs(b) |
|
— |
|
|
|
(206 |
) |
|
|
— |
|
|
|
10,564 |
|
Legal settlement(c) |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(42,750 |
) |
Other costs(d) |
|
736 |
|
|
|
4,635 |
|
|
|
736 |
|
|
|
19,291 |
|
Income tax expense of
adjustments(e) |
|
563 |
|
|
|
(10,205 |
) |
|
|
(20,659 |
) |
|
|
(30,773 |
) |
Adjusted net
income |
$ |
31,388 |
|
|
$ |
15,043 |
|
|
$ |
171,250 |
|
|
$ |
57,256 |
|
|
|
|
|
|
|
|
|
Loss per common share |
|
|
|
|
|
|
|
Basic |
$ |
0.04 |
|
|
$ |
(0.11 |
) |
|
$ |
0.57 |
|
|
$ |
(0.29 |
) |
Diluted |
$ |
0.04 |
|
|
$ |
(0.11 |
) |
|
$ |
0.56 |
|
|
$ |
(0.29 |
) |
Weighted average common shares
outstanding |
|
|
|
|
|
|
|
Basic |
|
151,175 |
|
|
|
150,463 |
|
|
|
150,942 |
|
|
|
149,819 |
|
Diluted |
|
152,110 |
|
|
|
150,463 |
|
|
|
152,022 |
|
|
|
149,819 |
|
Adjusted income (loss) per
common share |
|
|
|
|
|
|
|
Basic |
$ |
0.21 |
|
|
$ |
0.10 |
|
|
$ |
1.13 |
|
|
$ |
0.38 |
|
Diluted |
$ |
0.21 |
|
|
$ |
0.10 |
|
|
$ |
1.13 |
|
|
$ |
0.38 |
|
Weighted average common shares
outstanding |
|
|
|
|
|
|
|
Basic |
|
151,175 |
|
|
|
150,463 |
|
|
|
150,942 |
|
|
|
149,819 |
|
Diluted |
|
152,110 |
|
|
|
150,463 |
|
|
|
152,022 |
|
|
|
149,819 |
|
(a) Represents certain legal fees and other
related costs associated with (i) action against a competitor in
connection with violation of a non-competition agreement and
misappropriation of trade secrets for which a judgement has been
entered in our favor, (ii) actions filed against the company and
certain officers and directors alleging violations of the
Securities Exchange Acts of 1934 and 1933, which litigation was
dismissed with prejudice by the Court on May 19, 2023, and (iii)
other litigation. We consider these costs not representative of
legal costs that we will incur from time to time in the ordinary
course of our business.
(b) Represents fees related to the acquisition
of STI Norland.
(c) Settlement in our favor resulting from the
action against a competitor in connection with violation of a
non-competition agreement and misappropriation of trade
secrets.
(d) For the three months ended December 31,
2023, other costs represent one-time costs related to an evaluation
of our Capped Call and Put Options accounting treatment. For the
three months ended December 31, 2022, other costs represent (i)
$1.4 million related to certain professional fees incurred related
to the integration of STI Norland, (ii) $1.8 million in remediation
and damages incurred because of a shutdown of a key supplier due to
a severe weather event, (iii) $1.4 million of executive transition
and payroll related costs that we do not anticipate repeating in
the future. For the twelve months ended December 31, 2022, (i) $7.2
million related to certain professional fees incurred related to
integration, (ii) $6.8 million in remediation and damages incurred
because of a shutdown of a key supplier due to a severe weather
event, (iii) $5.3 million associated with the transition of CEOs as
well as other one-time executive payroll related costs that we do
not anticipate repeating in the future.
(e) Represents the estimated tax impact of all
Adjusted Net Income add-backs, excluding those which represent
permanent differences between book versus tax.
Array Technologies (NASDAQ:ARRY)
과거 데이터 주식 차트
부터 4월(4) 2024 으로 5월(5) 2024
Array Technologies (NASDAQ:ARRY)
과거 데이터 주식 차트
부터 5월(5) 2023 으로 5월(5) 2024