8-K
Excelerate Energy, Inc. (EE)
UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of earliest event reported): March 27, 2023 |
|---|
Excelerate Energy, Inc.
(Exact name of Registrant as Specified in Its Charter)
| Delaware | 001-41352 | 87-2878691 |
|---|---|---|
| (State or Other Jurisdiction<br>of Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
| 2445 Technology Forest Blvd.<br><br>Level 6 | ||
| The Woodlands, Texas | 77381 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
| Registrant’s Telephone Number, Including Area Code: 832 813-7100 | ||
| --- |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Class A Common Stock, $0.001 par value per share | EE | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On March 27, 2023, Excelerate Energy, Inc. (the “Company”) issued a press release announcing its financial results for the quarter and fiscal year ended December 31, 2022. A copy of the earnings press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K, which is hereby incorporated by reference into this Item 2.02.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Excelerate Energy, Inc. Press Release dated March 27, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Excelerate Energy, Inc. | |||
|---|---|---|---|
| Date: | March 27, 2023 | By: | /s/ Dana Armstrong |
| Dana Armstrong<br>Executive Vice President and Chief Financial Officer<br>(Principal Financial Officer) |
EX-99
| Press Release |
|---|
Excelerate Energy Announces Fourth Quarter and Full Year 2022 Results
The Woodlands, TX, March 27, 2023 – Excelerate Energy, Inc. (NYSE: EE) (the “Company” or “Excelerate”) today reported its financial results for the fourth quarter and full-year ended December 31, 2022.
RECENT Highlights
• Reported Net Income of $33.9 million for the fourth quarter and $80.0 million for the full year 2022
• Reported Adjusted Net Income of $34.1 million for the fourth quarter and $108.7 million for the full year 2022
• Reported Adjusted EBITDAR of $98.0 million for the fourth quarter and $331.1 million for the full year 2022
• Executed 20-year Sales and Purchase Agreement for 0.7 MTPA of LNG with Venture Global in February 2023
• Closed on an amended $600 million senior secured credit facility in March 2023
• Deployed the FSRU Exemplar to Finland in December; sold partial commissioning LNG cargo into Finland
• Commenced time charter with the Federal Republic of Germany for the FSRU Excelsior in February 2023
• Extended time charter with Dubai Supply Authority (DUSUP) for the FSRU Explorer by five years from Q4 2025
• Excelerate Board declared a quarterly dividend of $0.025 per share, payable on April 27, 2023
2023 GUIDANCE
• Expect full year 2023 Adjusted EBITDA to range between $320 million and $340 million
CEO Comment
“Our full-year 2022 results underscore the strength of the Excelerate Energy business model,” said President and Chief Executive Officer Steven Kobos. “We delivered an exceptional financial performance for the year while navigating one of the most severe global energy market disruptions in recent times. As this past year has shown, having flexible access to cleaner and more reliable energy has never been more important. At Excelerate, we take pride in leveraging our FSRU fleet to meet our customers’ needs while supporting the decarbonization efforts of countries around the globe.
Looking ahead, we are positioned to build on this strong momentum. We will continue to capitalize on near-term growth catalysts, fueled by the increased demand for LNG. We will evaluate opportunities to scale our business over the long-term to drive greater value for shareholders and customers.”
Fourth Quarter and Full Year 2022 Financial REsults
| For the three months ended | For the full year ended | |||||||
|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | December 31, | December 31, | |||||
| (in millions) | 2022 | 2022 | 2022 | 2021 | ||||
| Revenues | $ | 455.1 | $ | 803.3 | $ | 2,473.0 | $ | 888.6 |
| Operating Income | $ | 58.4 | $ | 49.9 | $ | 186.7 | $ | 139.3 |
| Net Income | $ | 33.9 | $ | 37.3 | $ | 80.0 | $ | 41.2 |
| Adjusted Net Income (1) | $ | 34.1 | $ | 38.6 | $ | 108.7 | $ | 55.2 |
| Adjusted EBITDA (1) | $ | 89.0 | $ | 77.5 | $ | 294.9 | $ | 262.1 |
| Adjusted EBITDAR (1) | $ | 98.0 | $ | 86.4 | $ | 331.1 | $ | 291.1 |
| Earnings Per Share (diluted) | $ | 0.25 | $ | 0.34 | $ | 0.51 |
(1) See the reconciliation of non-GAAP financial measures to the most comparable GAAP financial measure in the section titled "Non-GAAP Reconciliation" below.
Adjusted EBITDA and Adjusted EBITDAR for the fourth quarter of 2022 increased over the prior quarter primarily due to the commencement of the Finland charter and margins related to gas sales in Finland. For the year, Adjusted EBITDA and Adjusted EBITDAR increased over the prior period primarily due to the contribution from a full year of gas sales at the Bahia terminal in Brazil, which was partially offset by a decrease in LNG cargo sales and sub-charters, as well as an increase in selling, general, and administrative expenses to support our transition to a public company structure.
Key Commercial Updates
Venture Global SPA
In February 2023, Excelerate executed a 20-year Sales and Purchase Agreement (SPA) with Venture Global. Under the SPA, Excelerate will purchase 0.7 million tonnes per annum (MTPA) of LNG on a free on board (FOB) basis from Venture Global’s Plaquemines LNG Phase 2 project in Plaquemines, Louisiana. This strategic partnership with Venture Global is an important step for Excelerate as the Company continues to execute its growth strategy. Building a diversified LNG supply portfolio will allow Excelerate to offer more flexible and cost-effective products to both existing and new customers in its downstream markets.
Finland
In December 2022, the FSRU Exemplar arrived at the port of Inkoo, Finland with a partial cargo of liquefied natural gas (LNG) which served as the commissioning cargo for the terminal. Excelerate, through its Finnish gas marketing subsidiary, Excelerate Finland Gas Marketing Oy (“Excelerate Finland”), executed an agreement for the sale of commissioning volumes and regasification capacity rights during the commissioning phase. The Exemplar’s charter hire commenced October 1, 2022.
Excelerate and Gasgrid Finland Oy (“Gasgrid Finland”) previously announced an executed 10-year, time charter party agreement for Excelerate to provide LNG regasification services.
Germany
In October 2022, Excelerate signed a five-year charter agreement with the Federal Republic of Germany for the FSRU Excelsior. The Excelsior is expected to provide regasification services at Germany’s planned LNG import terminal which is being developed at the port of Wilhelmshaven by Tree Energy Solutions, E.ON, and ENGIE. The charter hire for the Excelsior commenced in February 2023. The FSRU will be temporarily deployed to provide seasonal regasification service at the Bahia Blanca GasPort terminal in Argentina before returning to the German charter in the third quarter of 2023.
Dubai
In February 2023, Excelerate reached an agreement with Dubai Supply Authority ("DUSUP") to extend its Time Charter Agreement for the FSRU Explorer. Prior to this agreement, the FSRU Explorer contract was due to end in the fourth quarter of 2025. Under the terms of the new agreement, the time charter period will be extended by an additional five years from the end of the existing contract in the fourth quarter of 2025.
Argentina
In March 2023, Excelerate was awarded a seasonal charter for the FSRU Excelsior at the Bahia Blanca GasPort terminal in Argentina. The Excelsior, which is currently being chartered by the German government, will be placed on a suspension agreement while it is temporarily deployed to Bahia Blanca to provide regasification services during the Argentina winter. Immediately after the Argentina winter season, the Excelsior will resume its original charter with the German government.
Liquidity and capital resources
In March, the Company closed on an amended and restated $600 million senior secured credit facility, consisting of a $350 million revolving credit facility and a $250 million Term Loan (the “Facility”). Proceeds from the Term Loan will be used to purchase the FSRU Sequoia, which is currently under a bare boat charter with a third party until mid-2025. Excelerate gave notice to the vessel owner regarding its intent to exercise its purchase option following the closing of the Facility. Proceeds from the revolving credit facility are expected to be used primarily for letters of credit, working capital, and other general corporate purposes.
As of December 31, 2022, Excelerate had $516.7 million in cash and cash equivalents, $40 million of letters of credit issued, and no outstanding borrowings under its $350 million senior secured revolving credit facility.
On March 23, 2023, Excelerate’s Board of Directors (the “Board”) approved a quarterly dividend equal to $0.025 per share of Class A common stock, which will be paid on April 27, 2023, to shareholders of record at the close of business on April 12, 2023.
2023 Financial Outlook
For the full year 2023, the Company expects Adjusted EBITDA to range between $320 million and $340 million. Following the anticipated purchase of the FSRU Sequoia in the second quarter of 2023, the Company will no longer incur rental expense for the Sequoia bareboat charter. The Company will cease reporting Adjusted EBITDAR in 2023. Maintenance capex for 2023 is expected to range between $15 million and $35 million.
Actual results may differ materially from the Company’s outlook as a result of, among other things, the factors described under “Forward-Looking Statements” below.
Investor Conference Call and Webcast
The Excelerate management team will host a conference call for investors and analysts at 8:30 a.m. Eastern Time (7:30 a.m. Central Time) on Tuesday, March 28, 2023. Investors are invited to access a live webcast of the conference call via the Investor Relations page on the Company’s website at www.excelerateenergy.com. An archived replay of the call and a copy of the presentation will be on the website following the call.
ABOUT EXCELERATE ENERGY
Excelerate Energy, Inc. is a U.S.-based LNG company located in The Woodlands, Texas. Excelerate is changing the way the world accesses cleaner forms of energy by providing integrated services along the LNG value chain with an objective of delivering rapid-to-market and reliable LNG solutions to customers. The Company offers a full range of flexible regasification services from FSRUs to infrastructure development to LNG supply. Excelerate has offices in Abu Dhabi, Antwerp, Boston, Buenos Aires, Chattogram, Dhaka, Doha, Dubai, Helsinki, Manila, Rio de Janeiro, Singapore, and Washington, DC. For more information, please visit www.excelerateenergy.com.
USE OF NON-GAAP FINANCIAL MEASURES
The Company reports financial results in accordance with accounting principles generally accepted in the United States (“GAAP”). Included in this press release are certain financial measures that are not calculated in accordance with GAAP. They are designed to supplement, and not substitute, Excelerate’s financial information presented in accordance with U.S. GAAP. The non-GAAP measures as defined by Excelerate may not be comparable to similar non-GAAP measures presented by other companies. The presentation of such measures, which may include adjustments to exclude non-recurring items, should not be construed as an inference that Excelerate’s future results, cash flows or leverage will be unaffected by other nonrecurring items. Management believes that the following non-GAAP financial measures provide investors with additional useful information in evaluating the Company's performance and valuation. See the reconciliation of non-GAAP financial measures to the most comparable GAAP financial measure, including those measures presented as part of the Company’s 2022 Financial Outlook, in the section titled “Non-GAAP Reconciliation” below.
Adjusted Gross Margin
We use Adjusted Gross Margin, a non-GAAP financial measure, which we define as revenues less direct cost of sales and operating expenses, excluding depreciation and amortization, to measure our operational financial performance. Management believes Adjusted Gross Margin is useful because it provides insight on profitability and true operating performance excluding the implications of the historical cost basis of our assets. Our computation of Adjusted Gross Margin may not be comparable to other similarly titled measures of other companies, and you are cautioned not to place undue reliance on this information.
Adjusted EBITDA and Adjusted EBITDAR
Adjusted EBITDA is a non-GAAP financial measure included as a supplemental disclosure because we believe it is a useful indicator of our operating performance. We define Adjusted EBITDA as net income before interest, income taxes, depreciation and amortization, non-cash long-term incentive compensation expense and items such as charges and non-recurring expenses that management does not consider as part of assessing ongoing operating performance. In the second quarter of 2022, we revised the definition of Adjusted EBITDA to adjust for the impact of non-cash long-term incentive compensation expense, which we did not have prior to becoming a public company, and the early extinguishment of lease liability related to the acquisition of the Excellence vessel, as management believes such items do not directly reflect our ongoing operating performance.
Adjusted EBITDAR is a non-GAAP financial measure included as a supplemental disclosure because we believe it is a valuation measure commonly used by financial statement users to more effectively compare the results of our operations from period to period and against other companies without regard to our financing methods or capital structure. We define Adjusted EBITDAR as Adjusted
EBITDA adjusted to eliminate the effects of rental expenses for vessels and other infrastructure, which are normal, recurring cash operating expenses necessary to operate our business.
Adjusted Net Income
The Company uses Adjusted Net Income, a non-GAAP financial measure, which it defines as net income plus the early extinguishment of lease liability related to the acquisition of the Excellence vessel and restructuring, transition and transaction expenses. Management believes Adjusted Net Income is useful because it provides insight on profitability excluding the impact of non-recurring charges related to our IPO. The Company's computation of Adjusted Net Income may not be comparable to other similarly titled measures of other companies, and you are cautioned not to place undue reliance on this information.
The Company adjusts net income for the items listed above to arrive at Adjusted EBITDA, Adjusted EBITDAR, and Adjusted Net Income because these amounts can vary substantially from company to company within its industry depending upon accounting methods and book values of assets, capital structures and the method by which the assets were acquired. Adjusted EBITDA, Adjusted EBITDAR, and Adjusted Net Income should not be considered as an alternative to, or more meaningful than, net income as determined in accordance with GAAP or as an indicator of the Company's operating performance or liquidity. These measures have limitations as certain excluded items are significant components in understanding and assessing a company’s financial performance, such as a company’s cost of capital and tax structure, as well as the historic costs of depreciable assets, none of which are components of Adjusted EBITDA and Adjusted EBITDAR. Adjusted EBITDAR should not be viewed as a measure of overall performance or considered in isolation or as an alternative to net income because it excludes rental expenses for vessels and other infrastructure, which is a normal, recurring cash operating expense that is necessary to operate the Company's business. The Company's presentation of Adjusted EBITDA, Adjusted EBITDAR, and Adjusted Net Income should not be construed as an inference that its results will be unaffected by unusual or non-recurring items. The Company's computations of Adjusted EBITDA, Adjusted EBITDAR, and Adjusted Net Income may not be comparable to other similarly titled measures of other companies. For the foregoing reasons, each of Adjusted EBITDA, Adjusted EBITDAR, and Adjusted Net Income has significant limitations which affect its use as an indicator of its profitability and valuation, and you are cautioned not to place undue reliance on this information.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements about Excelerate Energy, Inc. (“Excelerate,” “Company,” “we,” “us,” and “our”) and our industry that involve substantial risks and uncertainties. All statements other than statements of historical fact contained in this press release, including, without limitation, statements regarding our future results of operations or financial condition, business strategy and plans, expansion plans and strategy, economic conditions, both generally and in particular in the regions in which we operate, and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “believe,” “consider,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,”, “may” “opportunity,” “plan,” “potential,” “predict,” “project,” “shall,” “should,” “target,” “will,” “would,” or the negative thereof or other variations thereon or comparable terminology. These statements are based on information available to us as of the date of this press release. And while we believe that information provides a reasonable basis for these statements, that information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all relevant information.
You should not rely on forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this press release primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including, without limitation, those identified in this press release as well as the following: customers’ contract termination rights or failure to perform their contractual obligations; risks and technical complexities inherent in operating the Company’s floating storage and regasification units (“FSRUs”) and other infrastructure assets; unforeseen delays, cancellations, expenses or other complications in developing the Company’s projects; regasification terminal or other facility failures; the Company’s need for substantial capital expenditures to maintain or replace FSRUs, terminals or other associated assets; reliance on third parties, including engineering, procurement and construction contractors; officer and crew shortages; the Company’s ability to maintain customer and supplier relationships and to source new suppliers; the Company’s ability to connect with third-party infrastructure; the Company’s ability to purchase or receive delivery of sufficient quantities of liquified natural gas (“LNG”) to satisfy contractual obligations and exposure to commodity price risk; changes in the demand for and price of LNG; the competitive market for LNG regasification services and fluctuations in hire rates for FSRUs; community and political group resistance to existing and new LNG and natural gas infrastructure due to concerns about the environment, safety and terrorism; access to financing sources on favorable terms; the Company’s debt level and finance lease liabilities that could limit its flexibility to obtain additional financing or refinance existing debt; catastrophic events, political tensions, conflicts and wars (such as the ongoing
Russia-Ukraine war), health crises and pandemics; volatility of the global financial markets and uncertain economic conditions, including the impact of increased inflation and related governmental monetary policies; and the other risks, uncertainties and other factors identified under "Risk Factors" and elsewhere in the Company’s filings with Securities and Exchange Commission. All forward-looking statements are based on assumptions or judgments about future events that may or may not be correct or necessarily take place and that are by their nature subject to significant uncertainties and contingencies, many of which are outside the control of Excelerate. The occurrence of any such factors, events or circumstances would significantly alter the results set forth in these statements.
Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, such as the Russia-Ukraine war, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this press release. The volatility of the global financial markets and uncertain economic conditions, such as energy costs, geopolitical issues and supply chain disruptions, may give rise to risks that are currently unknown or amplify the risks associated with many of the foregoing events or factors. The results, events and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements.
The forward-looking statements made in this press release relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures or investments.
CONTACTS
Investors
Craig Hicks
Excelerate Energy
Craig.Hicks@excelerateenergy.com
Media
Stephen Pettibone / Frances Jeter
FGS Global
Excelerate@fgsglobal.com
or
media@excelerateenergy.com
Excelerate Energy, Inc.
Consolidated Statements of Income
| For the three months ended | For the full year ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, | September 30, | December 31, | December 31, | |||||||||
| 2022 | 2022 | 2022 | 2021 | |||||||||
| (In thousands, except share and per share amounts) | ||||||||||||
| Revenues | ||||||||||||
| FSRU and terminal services | $ | 122,147 | $ | 115,346 | $ | 445,157 | $ | 468,030 | ||||
| Gas sales | 332,963 | 687,915 | 2,027,816 | 420,525 | ||||||||
| Total revenues | 455,110 | 803,261 | 2,472,973 | 888,555 | ||||||||
| Operating expenses | ||||||||||||
| Cost of revenue and vessel operating expenses (exclusive of items below) | 50,201 | 50,258 | 209,195 | 192,723 | ||||||||
| Direct cost of gas sales | 300,086 | 658,320 | 1,906,781 | 390,518 | ||||||||
| Depreciation and amortization | 24,626 | 24,648 | 97,313 | 104,908 | ||||||||
| Selling, general and administrative expenses | 21,623 | 18,778 | 66,099 | 47,088 | ||||||||
| Restructuring, transition and transaction expenses | 220 | 1,345 | 6,900 | 13,974 | ||||||||
| Total operating expenses | 396,756 | 753,349 | 2,286,288 | 749,211 | ||||||||
| Operating income | 58,354 | 49,912 | 186,685 | 139,344 | ||||||||
| Other income (expense) | ||||||||||||
| Interest expense | (9,619 | ) | (9,454 | ) | (33,927 | ) | (31,892 | ) | ||||
| Interest expense – related party | (3,711 | ) | (4,235 | ) | (25,612 | ) | (48,922 | ) | ||||
| Earnings from equity method investment | 563 | 625 | 2,698 | 3,263 | ||||||||
| Early extinguishment of lease liability on vessel acquisition | — | — | (21,834 | ) | — | |||||||
| Other income, net | 4,857 | 657 | 312 | 564 | ||||||||
| Income before income taxes | 50,444 | 37,505 | 108,322 | 62,357 | ||||||||
| Provision for income taxes | (16,574 | ) | (233 | ) | (28,326 | ) | (21,168 | ) | ||||
| Net income | 33,870 | 37,272 | 79,996 | 41,189 | ||||||||
| Less net income attributable to non-controlling interest | 28,195 | 28,571 | 55,119 | 3,035 | ||||||||
| Less net loss attributable to non-controlling interest – ENE Onshore | (851 | ) | (127 | ) | (1,396 | ) | (2,964 | ) | ||||
| Less pre-IPO net income attributable to EELP | — | — | 12,950 | 41,118 | ||||||||
| Net income attributable to shareholders | $ | 6,526 | $ | 8,828 | $ | 13,323 | $ | — | ||||
| Net income per common share – basic | $ | 0.25 | $ | 0.34 | $ | 0.51 | $ | — | ||||
| Net income per common share – diluted | $ | 0.25 | $ | 0.34 | $ | 0.51 | $ | — | ||||
| Weighted average shares outstanding – basic | 26,254,167 | 26,254,167 | 26,254,167 | — | ||||||||
| Weighted average shares outstanding – diluted | 26,267,768 | 26,260,861 | 26,262,107 | — |
Excelerate Energy, Inc.
Consolidated Balance Sheets
| December 31, 2021 | ||||
|---|---|---|---|---|
| ASSETS | ||||
| Current assets | ||||
| Cash and cash equivalents | 516,659 | $ | 72,786 | |
| Current portion of restricted cash | 2,614 | 2,495 | ||
| Accounts receivable, net | 79,694 | 260,535 | ||
| Accounts receivable, net – related party | 2,595 | 11,140 | ||
| Inventories | 173,603 | 105,020 | ||
| Current portion of net investments in sales-type leases | 13,344 | 12,225 | ||
| Other current assets | 35,026 | 26,194 | ||
| Total current assets | 823,535 | 490,395 | ||
| Restricted cash | 18,698 | 15,683 | ||
| Property and equipment, net | 1,455,683 | 1,433,169 | ||
| Operating lease right-of-use assets | 78,611 | 106,225 | ||
| Net investments in sales-type leases | 399,564 | 412,908 | ||
| Investment in equity method investee | 24,522 | 22,051 | ||
| Deferred tax assets, net | 39,867 | 939 | ||
| Other assets | 26,342 | 19,366 | ||
| Total assets | 2,866,822 | $ | 2,500,736 | |
| LIABILITIES AND EQUITY | ||||
| Current liabilities | ||||
| Accounts payable | 94,770 | $ | 303,651 | |
| Accounts payable to related party | 2,054 | 7,937 | ||
| Accrued liabilities and other liabilities | 66,888 | 105,034 | ||
| Current portion of deferred revenue | 144,807 | 9,653 | ||
| Current portion of long-term debt | 20,913 | 19,046 | ||
| Current portion of long-term debt – related party | 7,661 | 7,096 | ||
| Current portion of operating lease liabilities | 33,612 | 30,215 | ||
| Current portion of finance lease liabilities | 20,804 | 21,903 | ||
| Current portion of finance lease liabilities – related party | — | 15,627 | ||
| Total current liabilities | 391,509 | 520,162 | ||
| Long-term debt, net | 193,396 | 214,369 | ||
| Long-term debt, net – related party | 180,772 | 191,217 | ||
| Operating lease liabilities | 48,373 | 77,936 | ||
| Finance lease liabilities | 210,354 | 229,755 | ||
| Finance lease liabilities – related party | — | 210,992 | ||
| TRA liability | 72,951 | — | ||
| Asset retirement obligations | 39,823 | 34,929 | ||
| Long-term deferred revenue | 32,947 | 14,451 | ||
| Derivative liabilities | — | 2,999 | ||
| Total liabilities | 1,170,125 | $ | 1,496,810 | |
| Commitments and contingencies | ||||
| Class A Common Stock (0.001 par value, 300,000,000 shares authorized and 26,254,167 shares issued and outstanding as of December 31, 2022; no shares authorized, issued or outstanding as of December 31, 2021) | 26 | $ | — | |
| Class B Common Stock (0.001 par value, 150,000,000 shares authorized and 82,021,389 shares issued and outstanding as of December 31, 2022; no shares authorized, issued or outstanding as of December 31, 2021) | 82 | — | ||
| Additional paid-in capital | 464,721 | — | ||
| Equity interest | — | 1,135,769 | ||
| Retained earnings | 12,009 | — | ||
| Related party note receivable | — | (6,759 | ) | |
| Accumulated other comprehensive income (loss) | 515 | (9,178 | ) | |
| Non-controlling interest | 1,219,344 | 14,376 | ||
| Non-controlling interest – ENE Onshore | — | (130,282 | ) | |
| Total equity | 1,696,697 | $ | 1,003,926 | |
| Total liabilities and equity | 2,866,822 | $ | 2,500,736 |
All values are in US Dollars.
Excelerate Energy, Inc.
Consolidated Statements of Cash Flows
| For the year ended | ||||||
|---|---|---|---|---|---|---|
| December 31, 2022 | December 31, 2021 | |||||
| Cash flows from operating activities | (In thousands) | |||||
| Net income | $ | 79,996 | $ | 41,189 | ||
| Adjustments to reconcile net income to net cash from operating activities | ||||||
| Depreciation and amortization | 97,313 | 104,908 | ||||
| Amortization of operating lease right-of-use assets | 31,699 | 23,496 | ||||
| ARO accretion expense | 1,494 | 1,430 | ||||
| Amortization of debt issuance costs | 2,664 | 1,394 | ||||
| Deferred income taxes | 2,255 | (966 | ) | |||
| Share of net earnings in equity method investee | (2,698 | ) | (3,263 | ) | ||
| Distributions from equity method investee | 4,950 | — | ||||
| Long-term incentive compensation expense | 956 | — | ||||
| Early extinguishment of lease liability on vessel acquisition | 21,834 | — | ||||
| Non-cash restructuring expense | 1,574 | — | ||||
| (Gain)/loss on other operating | (2,224 | ) | — | |||
| Changes in operating assets and liabilities: | ||||||
| Accounts receivable | 197,903 | (247,174 | ) | |||
| Inventories | (68,583 | ) | (82,667 | ) | ||
| Other current assets and other assets | (22,826 | ) | (17,792 | ) | ||
| Accounts payable and accrued liabilities | (258,281 | ) | 341,339 | |||
| Derivative liabilities | 3,083 | 445 | ||||
| Current portion of deferred revenue | 135,154 | (2,329 | ) | |||
| Net investments in sales-type leases | 12,225 | 10,229 | ||||
| Operating lease assets and liabilities | (30,252 | ) | (22,436 | ) | ||
| Other long-term liabilities | 16,854 | (6,190 | ) | |||
| Net cash provided by operating activities | $ | 225,090 | $ | 141,613 | ||
| Cash flows from investing activities | ||||||
| Purchases of property and equipment | (119,267 | ) | (36,091 | ) | ||
| Net cash used in investing activities | $ | (119,267 | ) | $ | (36,091 | ) |
| Cash flows from financing activities | ||||||
| Proceeds from issuance of common stock, net | 412,148 | — | ||||
| Proceeds from long-term debt – related party | 654,000 | 118,309 | ||||
| Repayments of long-term debt – related party | (653,409 | ) | (82,153 | ) | ||
| Repayments of long-term debt | (20,311 | ) | (29,214 | ) | ||
| Proceeds from revolving credit facility | 140,000 | — | ||||
| Repayments of revolving credit facility | (140,000 | ) | — | |||
| Payment of debt issuance costs | (5,951 | ) | (1,188 | ) | ||
| Related party note receivables | — | (200,500 | ) | |||
| Collections of related party note receivables | 6,600 | 122,338 | ||||
| Settlement of finance lease liability – related party | (25,000 | ) | — | |||
| Principal payments under finance lease liabilities | (20,499 | ) | (36,262 | ) | ||
| Principal payments under finance lease liabilities – related party | (2,912 | ) | (15,427 | ) | ||
| Dividends paid | (1,313 | ) | — | |||
| Distributions | (4,101 | ) | — | |||
| Contributions | 1,932 | — | ||||
| Net cash provided by (used in) financing activities | $ | 341,184 | $ | (124,097 | ) | |
| Net increase (decrease) in cash, cash equivalents and restricted cash | 447,007 | (18,575 | ) | |||
| Cash, cash equivalents and restricted cash | ||||||
| Beginning of period | $ | 90,964 | $ | 109,539 | ||
| End of period | $ | 537,971 | $ | 90,964 |
Excelerate Energy, Inc.
Non-GAAP Reconciliation
The following table presents a reconciliation of adjusted gross margin to the GAAP financial measures of gross margin for each of the period indicated.
| For the three months ended | For the full year ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31, 2022 | September 30, 2022 | December 31, 2022 | December 31, 2021 | |||||||||
| (In thousands) | ||||||||||||
| FSRU and terminal services revenues | $ | 122,147 | $ | 115,346 | $ | 445,157 | $ | 468,030 | ||||
| Gas sales revenues | 332,963 | 687,915 | 2,027,816 | 420,525 | ||||||||
| Cost of revenue and vessel operating expenses | (50,201 | ) | (50,258 | ) | (209,195 | ) | (192,723 | ) | ||||
| Direct cost of gas sales | (300,086 | ) | (658,320 | ) | (1,906,781 | ) | (390,518 | ) | ||||
| Depreciation and amortization expense | (24,626 | ) | (24,648 | ) | (97,313 | ) | (104,908 | ) | ||||
| Gross Margin | $ | 80,197 | $ | 70,035 | $ | 259,684 | $ | 200,406 | ||||
| Depreciation and amortization expense | 24,626 | 24,648 | 97,313 | 104,908 | ||||||||
| Adjusted Gross Margin | $ | 104,823 | $ | 94,683 | $ | 356,997 | $ | 305,314 |
The following table presents a reconciliation of Adjusted EBITDA and Adjusted EBITDAR to the GAAP financial measures of net income for each of the period indicated.
| For the three months ended | For the full year ended | |||||||
|---|---|---|---|---|---|---|---|---|
| December 31, 2022 | September 30, 2022 | December 31, 2022 | December 31, 2021 | |||||
| (In thousands) | ||||||||
| Net income | $ | 33,870 | $ | 37,272 | $ | 79,996 | $ | 41,189 |
| Interest expense | 13,330 | 13,689 | 59,539 | 80,814 | ||||
| Provision for income taxes | 16,574 | 233 | 28,326 | 21,168 | ||||
| Depreciation and amortization expense | 24,626 | 24,648 | 97,313 | 104,908 | ||||
| Restructuring, transition and transaction expenses | 220 | 1,345 | 6,900 | 13,974 | ||||
| Long-term incentive compensation expense | 358 | 328 | 956 | — | ||||
| Early extinguishment of lease liability on vessel acquisition | — | — | 21,834 | — | ||||
| Adjusted EBITDA | $ | 88,978 | $ | 77,515 | $ | 294,864 | $ | 262,053 |
| Vessel and infrastructure rent expense | 9,068 | 8,920 | 36,233 | 28,998 | ||||
| Adjusted EBITDAR | $ | 98,046 | $ | 86,435 | $ | 331,097 | $ | 291,051 |
The following table presents a reconciliation of Adjusted Net Income to the GAAP financial measures of net income for each of the period indicated.
| For the three months ended | For the full year ended | |||||||
|---|---|---|---|---|---|---|---|---|
| December 31, 2022 | September 30, 2022 | December 31, 2022 | December 31, 2021 | |||||
| (In thousands) | ||||||||
| Net income | $ | 33,870 | $ | 37,272 | $ | 79,996 | $ | 41,189 |
| Add back (deduct): | ||||||||
| Restructuring, transition and transaction expenses | 220 | 1,345 | 6,900 | 13,974 | ||||
| Early extinguishment of lease liability on vessel acquisition | — | — | 21,834 | — | ||||
| Adjusted net income | $ | 34,090 | $ | 38,617 | $ | 108,730 | $ | 55,163 |
| 2023E | 2023E | |||||||
| --- | --- | --- | --- | --- | ||||
| (In millions) | Low Case | High Case | ||||||
| Income before income taxes | $ | 141 | $ | 171 | ||||
| Interest expense | 69 | 64 | ||||||
| Depreciation and amortization expense | 105 | 100 | ||||||
| Restructuring, transition and transaction expenses | — | 2 | ||||||
| Long-term incentive compensation expense | 5 | 3 | ||||||
| Adjusted EBITDA | 320 | 340 |
Note: We have not reconciled the Adjusted EBITDA and Adjusted EBITDAR outlook to net income, the most comparable measure, because it is not possible to estimate, without unreasonable effort, our income taxes with the level of required precision. Accordingly, we have reconciled these non-GAAP measures to our estimated income before taxes.