8-K
Koil Energy Solutions, Inc. (KLNG)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, 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 earliestevent reported)
August 10, 2020
DEEP DOWN, INC.
(Exact name of registrant as specified inits charter)
| Nevada | 000-30351 | 75-2263732 |
|---|---|---|
| (State or other jurisdiction of<br> incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
18511 Beaumont Highway, Houston,TX 77049
(Address of principal executive offices) (Zip Code)
(281) 517-5000
Registrant’s telephone number, including area code
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) |
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| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934 |
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. ¨
SECTION 2 – FINANCIAL INFORMATION
ITEM 2.02 Results of Operations and Financial Condition.
On August 10, 2020, Deep Down, Inc. issued a press release announcing its financial results for the three and six months ended June 30, 2020. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits:
99.1 Press Release issued by Deep Down, Inc. dated August 10, 2020
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 thereunto duly authorized.
Date: August 10, 2020
| DEEP DOWN, INC. | |
|---|---|
| By: | /s/ Charles K. Njuguna |
| Charles K. Njuguna | |
| President, Chief Executive Officer and Chief Financial Officer |
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Exhibit 99.1
Deep Down ReportsSecond Quarter 2020 Results
Houston, TX – August 10, 2020 – Deep Down, Inc. (OTCQB: DPDW) (“Deep Down” or the “Company”), a specialist in deepwater oil and gas production and distribution equipment and services, today reported results for its second quarter ended June 30, 2020 (“Q2 2020”). Deep Down will hold a conference call tomorrow, Tuesday, August 11, 2020 at 10:00 am Eastern Time to review its results and outlook (call details below).
Deep Down at a Glance:
| Share Price†: | $0.37 | Cash*: | $3.7M |
|---|---|---|---|
| 52-Week Range: | $0.35 - $0.95 | Book Value*: | $8.0M |
| Shares Out.†: | 12.4M | Price / Book Value: | 0.6x |
| Market Cap†: | $4.6M | TTM Revenue: | $13.7M |
| *As of 6/30/20; †As of 8/7/20 |
Charles Njuguna, Deep Down’s CEO, commented, “Our second quarter results reflect the nature of the environment in which we continue to operate. Travel restrictions imposed in response to the COVID-19 pandemic continued to impede our ability to send teams to different parts of the world, which had a material impact on our revenues for the quarter. However, our cost containment efforts enabled us to mitigate the effect on our bottom-line, as evidenced by the significant reduction in our cash overhead expenses.
“While considerable uncertainty remains for the future, we are beginning to see early signs of increased service and bidding activity and remain focused on managing our cash flow and cost structure as we seek to identify and pursue opportunities to grow our business.”
Operating Results
Q2 2020 revenues decreased 48% to $2.7 million compared to the three months ended June 30, 2019 (“Q2 2019”), primarily due to fewer projects in process. This decrease in project activity has been the result of the global economic disruption caused by the COVID-19 pandemic. Gross profit for Q2 2020 was $1.3 million, or 46 percent of revenues, compared to Q2 2019 gross profit of $2.0 million, or 37 percent of revenues. The decrease in gross profit on a year-over-year basis was driven by lower revenues; however, the increase in year-over-year gross profit percentage was primarily due to a higher proportion of rental revenue and receiving rent abatements during Q2 2020.
Q2 2020 selling, general and administrative (“SG&A”) expenses of $2.0 million were flat when compared to Q2 2019, which is primarily due to the inclusion of a $0.2 million severance charge related to the elimination of the Company’s Chief Operating Officer position and a $0.4 million reserve for doubtful accounts receivable related to prolonged customer payment terms and uncertainty around certain customers’ liquidity affected by the COVID-19 pandemic during Q2 2020. Excluding these two items, SG&A expenses for Q2 2020 totaled $1.3 million, or approximately a 35% reduction compared to the same period in 2019, which was driven by Deep Down’s ongoing efforts to reduce overhead expenses and the Company’s renewed focus on its core business.
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During Q2 2020, the Company recorded charges of $4.5 million for the impairment of certain idle long-lived assets. The impairment was the result of an analysis of the carrying value of the assets and the Company’s inability to objectively project future cash flows from the sale or lease of these assets, particularly in light of the impact of the COVID-19 pandemic and resulting global economic disruption. No impairment of long-lived assets was recorded during Q2 2019.
Deep Down’s modified EBITDA declined to negative $0.2 million in Q2 2020 compared to modified EBITDA of $0.3 million in Q2 2019. The decline in modified EBITDA was primarily due to decreased revenues as a result of the decline in offshore activity triggered by the COVID-19 pandemic coupled with a $0.4 million reserve for doubtful accounts receivable.
Due to the factors discussed above, Deep Down reported a Q2 2020 net loss of $5.3 million, or $0.42 loss per common share, compared with a Q2 2019 net loss of $0.1 million, or $0.01 loss per common share. Per share results are based on 12.5 million and 13.4 million weighted average shares outstanding in Q2 2020 and Q2 2019, respectively.
Financial Strength
At June 30, 2020, Deep Down had working capital of $3.9 million, which includes cash of $3.7 million and receivables of $4.4 million. Total shareholders’ equity was $8.0 million, or approximately $0.64 per common share. Given the Company’s current capital structure, Deep Down remains well-positioned to navigate through this challenging business environment.
Conference Call Details:
| Call ID: | 10147221 |
|---|---|
| Call Dial-in: | 1-877-300-8521 for<br>domestic callers |
| 1-412-317-6026<br>for international callers | |
| Webcast/Replay URL: | http://public.viavid.com/index.php?id=141210 |
| Replay: | Available<br>through 8/25/20 on www.deepdowninc.com |
About Deep Down, Inc. (www.deepdowninc.com)
Deep Down focuses on complex deepwater and ultra-deepwater oil and gas production distribution system technologies and support services, connecting the platform and the wellhead. Deep Down's proven services and technological solutions include distribution system installation support and engineering services, umbilical terminations, loose-tube steel flying leads, installation buoyancy, remotely operated vehicles and tooling, marine vessel automation, control, and ballast systems. Deep Down supports subsea engineering, installation, commissioning, and maintenance projects through specialized, highly experienced service teams and engineered technological solutions.
Forward-Looking Statements Any forward-looking statements in the preceding paragraphs of this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties in that actual results may differ materially from those projected in the forward-looking statements. In the course of operations, we are subject to certain risk factors, competition and competitive pressures, sensitivity to general economic and industrial conditions, international political and economic risks, availability and price of raw materials and execution of business strategy. For further information, please refer to the Company's filings with the Securities and Exchange Commission, copies of which are available from the Company without charge.
Follow us on Twitter: @DeepDownIR
Investor Relations:
Trevor Ashurst
ir@deepdowninc.com
281-862-2201
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DEEP DOWN, INC.
SUMMARY FINANCIAL DATA
(UNAUDITED)
ComparativeCondensed Consolidated Income Statement
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | ||||||||
| (In thousands, except share data) | |||||||||||
| Revenues | $ | 2,725 | $ | 5,269 | $ | 6,330 | $ | 11,568 | |||
| Cost of sales | 1,458 | 3,304 | 3,940 | 7,346 | |||||||
| Gross profit | 1,267 | 1,965 | 2,390 | 4,222 | |||||||
| Total operating expenses | 6,556 | 2,077 | 8,310 | 4,139 | |||||||
| Operating income (loss) | (5,289 | ) | (112 | ) | (5,920 | ) | 83 | ||||
| Total other income (expense) | (1 | ) | 5 | (2 | ) | 27 | |||||
| Income (loss) before income taxes | (5,290 | ) | (107 | ) | (5,922 | ) | 110 | ||||
| Income tax expense | – | 5 | 5 | 10 | |||||||
| Net income (loss) | $ | (5,290 | ) | $ | (112 | ) | $ | (5,927 | ) | $ | 100 |
| Net income (loss) per share, basic and diluted | $ | (0.42 | ) | $ | (0.01 | ) | $ | (0.47 | ) | $ | 0.01 |
| Weighted-average shares outstanding, basic and diluted | 12,492 | 13,412 | 12,601 | 13,461 |
Comparative Condensed Consolidated Balance Sheets
| June 30, | December 31, | |||
|---|---|---|---|---|
| 2020 | 2019 | |||
| (In thousands) | ||||
| Assets: | ||||
| Cash and cash equivalents | $ | 3,664 | $ | 3,523 |
| Other current assets | 5,037 | 5,424 | ||
| PP&E, net | 2,992 | 7,964 | ||
| Other non-current assets | 4,228 | 4,640 | ||
| Total assets | $ | 15,921 | $ | 21,551 |
| Liabilities: | ||||
| Current liabilities | 4,816 | 4,008 | ||
| Other long-term liabilities | 3,119 | 3,180 | ||
| Total liabilities | 7,935 | 7,188 | ||
| Stockholders' equity | 7,986 | 14,363 | ||
| Total liabilities and stockholders' equity | $ | 15,921 | $ | 21,551 |
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DEEP DOWN, INC.
SUMMARY FINANCIAL DATA, CONTINUED
(UNAUDITED)
ModifiedEBITDA:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||||||
| (In thousands) | ||||||||||||
| Net income (loss) | $ | (5,290 | ) | $ | (112 | ) | $ | (5,927 | ) | $ | 100 | |
| Add: Interest expense (income), net | 1 | (5 | ) | 2 | (12 | ) | ||||||
| Add: Income tax expense | – | 5 | 5 | 10 | ||||||||
| Add: Depreciation and amortization | 303 | 352 | 604 | 697 | ||||||||
| Add: Share-based compensation | 24 | 24 | 74 | 128 | ||||||||
| Add: Asset impairment | 4,490 | – | 4,490 | – | ||||||||
| Add: One-time charges related to elimination of COO position | 245 | – | 245 | – | ||||||||
| Modified EBITDA (loss) | $ | (227 | ) | $ | 264 | $ | (507 | ) | $ | 908 |
Free Cash Flow:
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||||||
| (In thousands) | ||||||||||||
| Cash provided by (used in) operating activities: | $ | (442 | ) | $ | 186 | $ | (351 | ) | $ | (397 | ) | |
| Less: Purchase of property, plant and equipment | (41 | ) | (7 | ) | (102 | ) | (7 | ) | ||||
| Free cash flow | $ | (483 | ) | $ | 179 | $ | (453 | ) | $ | (404 | ) |
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