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HC2 Holdings Reports First Quarter 2015 Results

May 11, 2015 5:00 PM EDT

NEW YORK, NY -- (Marketwired) -- 05/11/15 -- HC2 Holdings, Inc. ("HC2" or the "Company") (NYSE MKT: HCHC), a diversified holding company that focuses on acquiring, investing in and operating businesses with attractive assets that it considers to be under- or fairly valued and growing its acquired businesses, today announced its consolidated results for the first quarter of fiscal 2015 ended on March 31, 2015.

"The diversification of HC2 resulted in a strong first quarter, highlighted by the over 20% year-over-year growth of Schuff's pro forma revenues," said Philip Falcone, HC2's Chairman, President and Chief Executive Officer. "The company remains committed to building long-term value by acquiring businesses that offer significant growth potential, evidenced by the recently announced acquisition establishing our insurance industry platform. Looking forward, we will continue to pursue highly attractive, cash flow positive businesses in order to create value longer-term."

First Quarter 2015 Highlights:

  • HC2 recorded total net revenues of $201.8 million for the first quarter of 2015.
  • Pro forma Net Revenue increased $8.4 million, or 4.3%, from $193.4 million a year ago, primarily driven by Schuff's Pro forma Net Revenue increasing $21.7 million, or 20.7%, as major commercial projects launched in late 2014, and partially offset by expected seasonality at Global Marine.
  • Adjusted EBITDA for the first quarter of 2015 for our primary operating subsidiaries, Schuff and Global Marine, was a combined $14.2 million. Taking into consideration the effect of seasonality on these operating subsidiaries, year to date performance is in line with our expectations.
  • Consolidated cash as of March 31, 2015 was $128.9 million.

Additional Highlights:

  • On January 5, 2015, the Company issued 14,000 shares of Series A-2 Convertible Participating Preferred Stock convertible at a price of $8.25.
  • On March 26, 2015, the Company issued $50.0 million in aggregate principal amount of 11% Senior Secured Notes due 2019.
  • Schuff's backlog was $306.1 million as of March 31, 2015, positioning them well for the balance of the year.
  • In March 2015, the Company exercised its warrants in Novatel which converted into 3,824,600 shares of common stock and also received a new warrant to purchase 1,593,583 shares of common stock at $5.50 per share. As a result, the Company's ownership increased to approximately 23% of Novatel's common stock.
  • On April 13, 2015, the Company signed a definitive agreement for the acquisition of long-term care and life insurance businesses, United Teacher Associates Insurance Company and Continental General Insurance Company, which will establish HC2's insurance platform, Continental Insurance Group Ltd.
  • In April 2015, the Company invested CAD$20 million (or approximately $16 million) in convertible debentures of Gaming Nation Acquisition Corporation. Gaming Nation, headquartered in Toronto, Ontario, is a leading provider of both games of skill and games of chance designed for the avid sports fan and daily fantasy sports participants.
  • In April 2015, Dusenberry Martin Racing, or DMi, Inc., announced that its NASCAR® '15 racing game will launch exclusively at GameStop for the Xbox 360 and PlayStation 3 on May 22, 2015

Highlights from First Quarter 2015 Operating Results

Pro forma Net Revenue

Pro forma Net Revenue for the first quarter of 2015, giving effect to the acquisition of Schuff and Global Marine as if they occurred on January 1, 2014, was $201.8 million, an increase of 4.3% from $193.4 million in Pro forma Net Revenue during the first quarter of 2014.

Income from Operations

During the first quarter of 2015, the Company reported income from operations of $0.8 million compared to a loss of $4.1 million during the first quarter of 2014. The first quarter of 2015 included stock-based compensation expense of $2.2 million compared to $238,000 during the first quarter of 2014.

Adjusted EBITDA

During the first quarter of 2015, the company's primary operating subsidiaries, Schuff and Global Marine reported Adjusted EBITDA of $9.0 million and $5.3 million, respectively.

Non-GAAP Financial Measures and Other Information

Pro forma Net Revenue includes the as reported revenue for the comparable prior period adjusted for revenues from acquired businesses, subsequent to that periods end, made to facilitate direct comparison to the as reported revenue for the current period.

Management believes that presenting Pro forma Net Revenue is important to understanding the Company's financial performance, providing better analysis of trends in our underlying businesses as it allows for comparability to prior period results.

The calculation of Adjusted EBITDA, as defined by us, consists of Net income (loss) as adjusted for gain (loss) on sale or disposal of assets; interest expense; amortization of debt discount; interest income and other expense, net; foreign currency gain (loss); income tax (benefit) expense; loss from discontinued operations; non-controlling interests; share-based compensation expense; depreciation and amortization expense and foreign currency (gain) loss.

Management believes that Adjusted EBITDA is significant to gaining an understanding of the Company's results as it is frequently used by the financial community to provide insight into an organization's operating trends and facilitates comparisons between peer companies, since interest, taxes, depreciation and amortization can differ greatly between organizations as a result of differing capital structures and tax strategies. Adjusted EBITDA can also be a useful measure of a company's ability to service debt. While management believes that non-US GAAP measurements are useful supplemental information, such adjusted results are not intended to replace the Company's US GAAP financial results.

Cautionary Statement Regarding Forward-Looking Statements

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: This release contains, and certain oral statements made by our representatives from time to time may contain, forward-looking statements. Generally, forward-looking statements include information describing actions, events, results, strategies and expectations and are generally identifiable by use of the words "believes," "expects," "intends," "anticipates," "plans," "seeks," "estimates," "projects," "may," "will," "could," "might," or "continues" or similar expressions. These statements are based on the beliefs and assumptions of HC2's management and the management of HC2's subsidiaries. Factors that could cause actual results, events and developments to differ include, without limitation, capital market conditions, the ability of HC2's subsidiaries to generate sufficient net income and cash flows to make upstream cash distributions, trading characteristics of the HC2 common stock, the ability of HC2 and its subsidiaries to identify any suitable future acquisition opportunities, efficiencies/cost avoidance, cost savings, income and margins, growth, economies of scale, combined operations, future economic performance, conditions to, and the timetable for, completing the integration of financial reporting of acquired or target businesses, completing future acquisitions and dispositions, litigation, potential and contingent liabilities, management's plans, changes in regulations, taxes and the risks that may affect the performance of the operating subsidiaries of HC2 and those factors listed under the caption "Risk Factors" in HC2's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, filed with the SEC. All forward-looking statements described herein are qualified by these cautionary statements and there can be no assurance that the actual results, events or developments referenced herein will occur or be realized. HC2 does not undertake any obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operation results.

About HC2

HC2 Holdings, Inc. is a publicly traded (NYSE MKT: HCHC), diversified holding company, which seeks to acquire and grow attractive businesses that generate sustainable free cash flow. HC2 has a diverse array of operating subsidiaries, each with its own dedicated management team, across a broad set of industries, including, but not limited to, telecom/infrastructure, large-scale U.S. construction, energy, subsea services and life sciences. HC2 seeks opportunities that generate attractive returns and significant cash flow in order to maximize value for all stakeholders. Currently, HC2's largest operating subsidiaries are Schuff, a leading structural steel fabricator in the United States, and Global Marine, a leading global offshore engineering company focused on subsea cable installation and maintenance. Founded in 1994, HC2 is headquartered in Herndon, Virginia.

HC2 HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)

                                                      Three Months Ended
                                                           March 31,
                                                   ------------------------
                                                       2015         2014
                                                   -----------  -----------
Services revenue                                   $    73,718  $    43,354
Sales revenue                                          128,090            -
                                                   -----------  -----------
Net revenue                                            201,808       43,354
Operating expenses:
  Cost of revenue - services                            61,920       41,107
  Cost of revenue - sales                              110,536            -
  Selling, general and administrative                   23,053        6,204
  Depreciation and amortization                          5,006          210
  (Gain) loss on sale or disposal of assets                473          (80)
                                                   -----------  -----------
    Total operating expenses                           200,988       47,441
                                                   -----------  -----------
    Income/(loss) from operations                          820       (4,087)
Interest expense                                        (8,608)          (1)
Amortization of debt discount                              (92)           -
Interest income and other expense, net                     193          (49)
Foreign currency transaction loss                         (771)         (34)
                                                   -----------  -----------
    Loss from continuing operations before income
     taxes and loss from equity investees               (8,458)      (4,171)
Loss from equity investees                              (2,688)           -
Income tax benefit (expense)                             5,833           (9)
                                                   -----------  -----------
    Loss from continuing operations                     (5,313)      (4,180)
Gain/(loss) from discontinued operations                    (9)          17
Loss from sale of discontinued operations                    -         (784)
                                                   -----------  -----------
    Net loss                                            (5,322)      (4,947)
Less: Net loss attributable to noncontrolling
 interest                                                  261            -
                                                   -----------  -----------
    Net loss attributable to HC2 Holdings, Inc.         (5,061)      (4,947)
Less: Preferred stock dividends and accretion            1,088            -
                                                   -----------  -----------
    Net loss attributable to common stock and
     participating preferred stockholders          $    (6,149) $    (4,947)
                                                   ===========  ===========
Basic loss per common share:
  Loss from continuing operations attributable to
   HC2 Holdings, Inc.                              $     (0.25) $     (0.29)
  Loss from discontinued operations                          -            -
  Loss from sale of discontinued operations                  -        (0.05)
                                                   -----------  -----------
    Net income (loss) attributable to HC2
     Holdings, Inc.                                $     (0.25) $     (0.34)
                                                   ===========  ===========
Diluted loss per common share:
  Loss from continuing operations attributable to
   HC2 Holdings, Inc.                              $     (0.25) $     (0.29)
  Loss from discontinued operations                          -            -
  Loss from sale of discontinued operations                  -        (0.05)
                                                   -----------  -----------
    Net loss attributable to HC2 Holdings, Inc.    $     (0.25) $     (0.34)
                                                   ===========  ===========
Weighted average common shares outstanding:
  Basic                                                 24,146       14,631
                                                   ===========  ===========
  Diluted                                               24,146       14,631
                                                   ===========  ===========

Amounts attributable to common shareholders of HC2
 Holdings, Inc.
  Loss from continuing operations attributable to
   HC2 Holdings, Inc.                              $    (6,140) $    (4,180)
  Gain/(loss) from discontinued operations                  (9)          17
  Loss from sale of discontinued operations                  -         (784)
                                                   -----------  -----------
    Net loss attributable to HC2 Holdings, Inc.    $    (6,149) $    (4,947)
                                                   -----------  -----------


HC2 HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(in thousands, except per share amounts)
                                                  March 31,    December 31,
                                                     2015          2014
                                                 -----------  -------------
Assets
Current assets:
  Cash and cash equivalents                      $   128,872  $     107,978
  Short-term investments                              11,768          4,867
  Accounts receivable (net of allowance for
   doubtful accounts receivable of $2,675 and
   $2,760 at March 31, 2015 and December 31,
   2014, respectively)                               195,878        151,558
  Costs and recognized earnings in excess of
   billings on uncompleted contracts                  24,656         28,098
  Deferred tax asset - current                         1,701          1,701
  Inventories                                         17,062         14,975
  Prepaid expenses and other current assets           29,337         22,455
  Assets held for sale                                11,485          3,865
                                                 -----------  -------------
    Total current assets                             420,759        335,497
Restricted cash                                        7,063          6,467
Long-term investments                                 58,827         48,674
Property, plant and equipment, net                   224,815        239,851
Goodwill                                              27,990         27,990
Other intangible assets, net                          30,067         31,144
Deferred tax asset - long-term                        15,198         15,811
Other assets                                          18,334         18,614
                                                 -----------  -------------
    Total assets                                 $   803,053  $     724,048
                                                 ===========  =============
Liabilities, temporary equity and stockholders'
 equity
Current liabilities:
  Accounts payable                               $    61,888  $      79,794
  Accrued interconnection costs                       19,507          9,717
  Accrued payroll and employee benefits               22,883         20,023
  Accrued expenses and other current liabilities      40,183         34,042
  Billings in excess of costs and recognized
   earnings on uncompleted contracts                  31,848         41,959
  Accrued income taxes                                     -            512
  Accrued interest                                    12,043          3,125
  Current portion of long-term debt                   38,811         10,444
  Current portion of pension liability                 5,697          5,966
                                                 -----------  -------------
    Total current liabilities                        232,860        205,582
Long-term debt                                       376,549        332,927
Pension liability                                     28,384         31,244
Other liabilities                                      8,002          1,617
                                                 -----------  -------------
    Total liabilities                                645,795        571,370
                                                 -----------  -------------
Commitments and contingencies
Temporary equity
  Preferred stock, $0.001 par value - 20,000,000
   shares authorized; Series A - 30,000 shares
   issued and outstanding at March 31, 2015 and
   December 31, 2014; Series A-1 - 10,500 and
   11,000 shares issued and outstanding at March
   31, 2015 and December 31, 2014, respectively;
   Series A-2 - 14,000 and 0 shares issued and
   outstanding at March 31, 2015 and December
   31, 2014, respectively                             53,444         39,845
                                                 -----------  -------------
Stockholders' equity:
  Common stock, $0.001 par value - 80,000,000
   shares authorized; 25,400,886 and 23,844,711
   shares issued and 25,369,260 and 23,813,085
   shares outstanding at March 31, 2015 and
   December 31, 2014, respectively                        25             24
  Additional paid-in capital                         148,762        147,081
  Accumulated deficit                                (46,941)       (41,880)
  Treasury stock, at cost - 31,626 shares at
   March 31, 2015 and December 31, 2014,
   respectively                                         (378)          (378)
  Accumulated other comprehensive loss               (20,301)       (15,178)
                                                 -----------  -------------
    Total HC2 Holdings, Inc. stockholders'
     equity before noncontrolling interest            81,167         89,669
  Noncontrolling interest                             22,647         23,164
                                                 -----------  -------------
    Total stockholders' equity                       103,814        112,833
                                                 -----------  -------------
Total liabilities, temporary equity and
 stockholders' equity                            $   803,053  $     724,048
                                                 -----------  -------------


HC2 HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                      Three Months Ended
                                                           March 31,
                                                   ------------------------
                                                       2015         2014
                                                   -----------  -----------
Cash flows from operating activities:
  Net income (loss)                                $    (5,322) $    (4,947)
  Adjustments to reconcile net income (loss) to
   net cash provided by (used in) operating
   activities:
    Provision for doubtful accounts receivable              95          107
    Share-based compensation expense                     2,235          238
    Depreciation and amortization                        6,881          210
    Amortization of deferred financing costs               329            -
    (Gain) loss on sale or disposal of assets              473          704
    (Gain) loss on sale of investments                    (164)           -
    Equity investment (income)/loss                      2,688            -
    Amortization of debt discount                           92            -
    Deferred income taxes                                 (387)           1
    Unrealized foreign currency transaction (gain)
     loss on intercompany and foreign debt                 172          (34)
    Changes in assets and liabilities, net of
     acquisitions:
      (Increase) decrease in accounts receivable       (45,764)       2,767
      (Increase) decrease in costs and recognized
       earnings in excess of billings on
       uncompleted contracts                             3,468            -
      (Increase) decrease in inventories                (2,355)           -
      (Increase) decrease in prepaid expenses and
       other current assets                             (1,492)       6,662
      (Increase) decrease in other assets               (2,122)         798
      Increase (decrease) in accounts payable          (18,908)      (1,795)
      Increase (decrease) in accrued
       interconnection costs                            10,111       (1,181)
      Increase (decrease) in accrued payroll and
       employee benefits                                 3,723         (846)
      Increase (decrease) in accrued expenses and
       other current liabilities                         5,995          279
      Increase (decrease) in billings in excess of
       costs and recognized earnings on
       uncompleted contracts                           (10,116)           -
      Increase (decrease) in accrued income taxes       (6,238)          (4)
      Increase (decrease) in accrued interest            8,918            -
      Increase (decrease) in other liabilities            (146)        (856)
      Increase (decrease) in pension liability          (1,125)           -
                                                   -----------  -----------
        Net cash provided by (used in) operating
         activities                                    (48,959)       2,103
                                                   -----------  -----------
Cash flows from investing activities:
  Purchase of property, plant and equipment             (3,124)         (89)
  Sale of property and equipment and other assets          998           80
  Purchase of equity investments                        (8,644)           -
  Sale of equity investments                             1,026            -
  Purchase of available-for-sale securities             (6,664)           -
  Investment in debt securities                         (3,250)           -
  Purchase of noncontrolling interest                     (222)           -
  (Increase) decrease in restricted cash                  (893)           -
                                                   -----------  -----------
        Net cash used in investing activities          (20,773)          (9)
                                                   -----------  -----------
Cash flows from financing activities:
  Proceeds from long-term obligations                  181,303            -
  Principal payments on long-term obligations         (103,690)           -
  Payment of deferred financing costs                   (1,136)           -
  Proceeds from sale of preferred stock, net            14,032            -
  Proceeds from the exercise of warrants and stock
   options                                                   -        2,891
  Payment of dividend equivalents                            -         (550)
                                                   -----------  -----------
        Net cash provided by (used) in financing
         activities                                     90,509        2,341
                                                   -----------  -----------
Effects of exchange rate changes on cash and cash
 equivalents                                               117         (391)
                                                   -----------  -----------
Net change in cash and cash equivalents                 20,894        4,044
Cash and cash equivalents, beginning of period         107,978        8,997
                                                   -----------  -----------
Cash and cash equivalents, end of period           $   128,872  $    13,041
                                                   -----------  -----------


HC2 HOLDINGS, INC.
PRO FORMA NET REVENUE
(in thousands)

                           Quarter Ended March 31,    Quarter-over-Quarter
                        ----------------------------  ---------------------
                             2015           2014
                        -------------  -------------
                          Net    % of    Net    % of
(in thousands)          Revenue Total  Revenue Total  Variance   Variance %
                        ------- -----  ------- -----  --------  -----------
  Telecommunications     46,717  23.1%  43,354  22.4%    3,363          7.8%
  Manufacturing         126,866  62.9% 105,142  54.4%   21,724         20.7%
  Marine Services        27,001  13.4%  44,920  23.2%  (17,919)       -39.9%
  Utilities               1,224   0.6%       -   0.0%    1,224        100.0%
                        ------- -----  ------- -----  --------  -----------
  Total Net Revenue     201,808 100.0% 193,416 100.0%    8,392          4.3%
                        ======= =====  ======= =====  ========  ===========



                          Quarter Ended March 31,     Quarter-over-Quarter
                      ------------------------------  ---------------------
                           2015            2014
                      -------------  ---------------
                        Net    % of     Net     % of
(in thousands)        Revenue Total   Revenue  Total  Variance   Variance %
                      ------- -----  --------  -----  --------  -----------
  Telecommunications   46,717  23.1%   43,354   22.4%    3,363          7.8%
  Manufacturing       126,866  62.9%  105,142   54.4%   21,724         20.7%
  Marine Services      27,001  13.4%   44,920   23.2%  (17,919)       -39.9%
  Utilities             1,224   0.6%        -    0.0%    1,224        100.0%
                      ------- -----  --------  -----  --------  -----------
  Total Net Revenue -
   pro forma          201,808 100.0%  193,416  100.0%    8,392          4.3%
Less revenue from:
  Manufacturing             -        (105,142)
  Marine Services           -         (44,920)
                      -------        --------
  Total Net Revenue -
   GAAP               201,808          43,354
                      -------        --------


HC2 HOLDINGS, INC.
ADJUSTED EBITDA
(in thousands)

                                                                     HC2
                                                                  Holdings,
                        Schuff      GMSL       ICS       Other       Inc.

                        Three      Three      Three      Three      Three
                        Months     Months     Months     Months     Months
                        Ended      Ended      Ended      Ended      Ended

                        March      March      March      March      March
                       31, 2015   31, 2015   31, 2015   31, 2015   31, 2015
                      ---------  ---------  ---------  ---------  ---------
Net income (loss)     $   3,188  $   1,607  $    (524) $  (9,332) $  (5,061)
Adjustments to
 reconcile net income
 (loss) to Adjusted
 EBIT:
  (Gain) loss on sale
   or disposal of
   assets                   423          -         50          -        473
  Interest expense          344        996          -      7,268      8,608
  Amortization of debt
   discount                   -          -          -         92         92
  Interest income and
   other expense, net       (17)         -         (5)      (171)      (193)
  Foreign currency
   (gain) loss                -        448        322          1        771
  Income tax (benefit)
   expense                2,569          6          -     (8,408)    (5,833)
  Loss from
   discontinued
   operations                 9          -          -          -          9
  Noncontrolling
   interest                  85          -          -       (346)      (261)
  Share-based payment
   expense                    -          -          -      2,235      2,235
                      ---------  ---------  ---------  ---------  ---------
    Adjusted EBIT         6,601      3,057       (157)    (8,661)       840
  Depreciation and
   amortization             478      4,030         98        400      5,006
  Depreciation and
   amortization
   (included in cost
   of revenue)            1,875          -          -          -      1,875
  Foreign currency
   (gain) loss
   (included in cost
   of revenue)                -     (1,823)         -          -     (1,823)
                      ---------  ---------  ---------  ---------  ---------
    Adjusted EBITDA   $   8,954  $   5,264  $     (59) $  (8,261) $   5,898
                      ---------  ---------  ---------  ---------  ---------

For More Information on HC2 Holdings, Inc., Please Contact:

Ashleigh Douglas
[email protected]
212-339-5875

Source: HC2 Holdings, Inc.



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