PHOENIX--(BUSINESS WIRE)--Centuri Holdings, Inc. (NYSE: CTRI) ("Centuri" or the "Company") today announced financial and operating results for the third quarter, ended September 29, 2024. The Company also reiterates outlook for full year financial performance.
Third Quarter and Other Recent Business and Financial Highlights
- Secured customer awards reflecting total multi-year estimated revenue potential of approximately $350 million from a combination of new and renewed Master Service Agreements ("MSA") as well as strategic bid work; exited the third quarter of 2024 with a backlog totaling $4.3 billion, of which 87% is related to MSA revenue
- Third quarter 2024 revenue of $720.1 million
- Net loss attributable to common stock of $3.7 million (diluted loss per share of $0.04)
- Adjusted Net Income of $5.3 million (adjusted diluted earnings per share of $0.06)
- Adjusted EBITDA of $78.8 million and Adjusted EBITDA margin of 10.9%
- Entered into a $125.0 million three-year accounts receivable securitization facility, with proceeds primarily used to repay amounts outstanding under the Company’s existing term loan
- Released annual Sustainability Report in October 2024, which includes the introduction of Key Performance Indicators and aligns with six identified UN Sustainable Development Goals
- In November, appointed Christian (“Chris”) Brown as President and Chief Executive Officer, effective December 3, 2024, bringing over three decades of strategic and operational expertise in the energy and infrastructure sectors to advance Centuri’s growth and enhance efficiencies.
“Throughout the third quarter, we saw improvement in our core electric business and a higher volume of storm restoration services, which continued its momentum into early 4Q, driven by Hurricanes Helene and Milton,” said Interim President & CEO Paul Caudill. “We have invested significant effort into developing and training a safe, highly qualified workforce to make storm response a core customer offering. This was done intentionally as the recurrence of extreme weather events, while yet unpredictable, has become more likely each year in varying degrees of severity. Our strong performance during the recent storm season has given us further confidence to reiterate our full year 2024 outlook. Looking ahead, we remain well-positioned to diversify our customer and business mix by pursuing additional strategic bid opportunities that align with our risk profile and core competencies, while staying focused on strengthening our core MSA-based businesses serving electric and gas utilities. Our capabilities and decades of experience have situated us well to pursue and win myriad opportunities that exist across the high demand energy sector.”
Management Commentary
Financial results during the third quarter of 2024 declined on a year-over-year basis. Our results for the quarter benefited from increased storm restoration services, which generated revenues of $41.4 million, mainly resulting from the impacts of Hurricane Beryl early in the quarter and Hurricane Helene in the last few days of the period, and the benefit of previously disclosed cost savings initiatives. These positive contributions were offset by a high margin bid job in the third quarter of 2023 in our U.S. Gas segment that did not recur, reduced offshore wind activities, and cost pressures that arose in the U.S. Gas business, including recently incurred higher self-insurance costs associated with prior year claims and higher rental and equipment repair costs. In addition, spending remained relatively subdued among several of our largest gas customers operating under MSAs.
We were awarded approximately $350 million in new business during the quarter, which exemplifies Centuri’s ability to meet both existing and emerging needs in a dynamic energy market. These included entering into an MSA with a new U.S. Gas customer following an extensive period of relationship building, and securing for the first time a complex bid project award for a long-standing MSA customer.
During the quarter, we changed our how we calculate interim period income taxes by using the actual effective tax rate instead of the estimated annual effective tax rate used in prior quarters. This change has no impact on income taxes for the full year.
Management continued the process of identifying cost savings through a comprehensive supply chain and asset utilization review program. As of the end of October, Centuri has renegotiated a total of 14 supply chain contracts, with 21% of the spend among our top 100 vendors contracted.
In late September, we secured a three-year, $125.0 million accounts receivable securitization facility, primarily to repay our existing term loan. We ended the quarter with $52.5 million in cash and cash equivalents. Our leverage ratio improved from June 2024 and we remain focused on deleveraging the business.
Reiterates Full Year 2024 Outlook
- Revenue outlook of $2.5 to $2.7 billion
- Adjusted EBITDA margin percentage outlook at 9.0 to 9.6%
- Net capital expenditures outlook at $90 to $99 million
Centuri Holdings, Inc. and Subsidiaries Supplemental Segment Data For the Fiscal Three and Nine Months Ended September 29, 2024 and October 1, 2023 (In thousands, except percentages) (Unaudited) |
||||||||||||||||||||
Segment Results |
||||||||||||||||||||
Three months ended September 29, 2024 compared to the three months ended October 1, 2023 |
||||||||||||||||||||
|
Fiscal Three Months Ended |
|
Change |
|||||||||||||||||
(dollars in thousands) |
September 29, 2024 |
|
October 1, 2023 |
|
$ |
|
% |
|||||||||||||
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|||||||||
U.S. Gas |
$ |
366,070 |
|
|
50.8 |
% |
|
$ |
395,745 |
|
51.1 |
% |
|
$ |
(29,675 |
) |
|
(7.5 |
%) |
|
Canadian Gas |
|
50,354 |
|
|
7.0 |
% |
|
|
54,590 |
|
|
7.0 |
% |
|
|
(4,236 |
) |
|
(7.8 |
%) |
Union Electric |
|
171,666 |
|
|
23.8 |
% |
|
|
204,135 |
|
|
26.3 |
% |
|
|
(32,469 |
) |
|
(15.9 |
%) |
Non-Union Electric |
|
128,844 |
|
|
17.9 |
% |
|
|
110,715 |
|
|
14.3 |
% |
|
|
18,129 |
|
|
16.4 |
% |
Other |
|
3,119 |
|
|
0.5 |
% |
|
|
9,704 |
|
|
1.3 |
% |
|
|
(6,585 |
) |
|
(67.9 |
%) |
Consolidated revenue |
$ |
720,053 |
|
|
100.0 |
% |
|
$ |
774,889 |
|
|
100.0 |
% |
|
$ |
(54,836 |
) |
|
(7.1 |
%) |
Gross profit (loss): |
|
|
|
|
|
|
|
|
|
|
|
|||||||||
U.S. Gas |
$ |
27,960 |
|
|
7.6 |
% |
|
$ |
52,103 |
|
|
13.2 |
% |
|
$ |
(24,143 |
) |
|
(46.3 |
%) |
Canadian Gas |
|
11,789 |
|
|
23.4 |
% |
|
|
10,020 |
|
|
18.4 |
% |
|
|
1,769 |
|
|
17.7 |
% |
Union Electric |
|
15,427 |
|
|
9.0 |
% |
|
|
11,724 |
|
|
5.7 |
% |
|
|
3,703 |
|
|
31.6 |
% |
Non-Union Electric |
|
21,437 |
|
|
16.6 |
% |
|
|
12,802 |
|
|
11.6 |
% |
|
|
8,635 |
|
|
67.5 |
% |
Other |
|
(820 |
) |
|
(26.3 |
%) |
|
|
964 |
|
|
9.9 |
% |
|
|
(1,784 |
) |
|
NM |
|
Consolidated gross profit |
$ |
75,793 |
|
|
10.5 |
% |
|
$ |
87,613 |
|
|
11.3 |
% |
|
$ |
(11,820 |
) |
|
(13.5 |
%) |
NM — Percentage is not meaningful |
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
Centuri Holdings, Inc. and Subsidiaries Supplemental Segment Data For the Fiscal Three and Nine Months Ended September 29, 2024 and October 1, 2023 (In thousands, except percentages) (Unaudited) |
||||||||||||||||||||
Nine months ended September 29, 2024 compared to the nine months ended October 1, 2023 |
||||||||||||||||||||
|
Fiscal Nine Months Ended |
|
Change |
|||||||||||||||||
(dollars in thousands) |
September 29, 2024 |
|
October 1, 2023 |
|
$ |
|
% |
|||||||||||||
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|||||||||
U.S. Gas |
$ |
933,334 |
|
|
48.6 |
% |
|
$ |
1,046,964 |
|
46.9 |
% |
|
$ |
(113,630 |
) |
|
(10.9 |
%) |
|
Canadian Gas |
|
125,992 |
|
|
6.6 |
% |
|
|
141,977 |
|
|
6.4 |
% |
|
|
(15,985 |
) |
|
(11.3 |
%) |
Union Electric |
|
499,728 |
|
|
26.0 |
% |
|
|
628,029 |
|
|
28.1 |
% |
|
|
(128,301 |
) |
|
(20.4 |
%) |
Non-Union Electric |
|
345,971 |
|
|
18.0 |
% |
|
|
380,882 |
|
|
17.0 |
% |
|
|
(34,911 |
) |
|
(9.2 |
%) |
Other |
|
15,126 |
|
|
0.8 |
% |
|
|
36,109 |
|
|
1.6 |
% |
|
|
(20,983 |
) |
|
(58.1 |
%) |
Consolidated revenue |
$ |
1,920,151 |
|
|
100.0 |
% |
|
$ |
2,233,961 |
|
|
100.0 |
% |
|
$ |
(313,810 |
) |
|
(14.0 |
%) |
Gross profit (loss): |
|
|
|
|
|
|
|
|
|
|
|
|||||||||
U.S. Gas |
$ |
49,140 |
|
|
5.3 |
% |
|
$ |
99,509 |
|
|
9.5 |
% |
|
$ |
(50,369 |
) |
|
(50.6 |
%) |
Canadian Gas |
|
26,692 |
|
|
21.2 |
% |
|
|
22,070 |
|
|
15.5 |
% |
|
|
4,622 |
|
|
20.9 |
% |
Union Electric |
|
38,875 |
|
|
7.8 |
% |
|
|
44,030 |
|
|
7.0 |
% |
|
|
(5,155 |
) |
|
(11.7 |
%) |
Non-Union Electric |
|
40,474 |
|
|
11.7 |
% |
|
|
51,864 |
|
|
13.6 |
% |
|
|
(11,390 |
) |
|
(22.0 |
%) |
Other |
|
(5,605 |
) |
|
(37.1 |
%) |
|
|
2,061 |
|
|
5.7 |
% |
|
|
(7,666 |
) |
|
NM |
|
Consolidated gross profit |
$ |
149,576 |
|
|
7.8 |
% |
|
$ |
219,534 |
|
|
9.8 |
% |
|
$ |
(69,958 |
) |
|
(31.9 |
%) |
NM — Percentage is not meaningful |
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
|
||||||||||||||||||||
Conference Call Information
Centuri will conduct a conference call today, Wednesday, November 6, 2024 at 10:00 AM ET / 7:00 AM PT to discuss its third quarter 2024 financial results and other business highlights. The conference call will be webcast live on the Company's investor relations (IR) website at https://investor.centuri.com. The conference call can also be accessed via phone by dialing (800) 225-9448, or for international callers, (203) 518-9708. A supplemental investor presentation will also be available on the IR website prior to the start of the conference call. The earnings call will also be archived on the IR website and a replay of the call will be available by dialing 800-934-3639 in the U.S., or 402-220-1152 internationally. The replay dial-in feature will be made available one hour after the call’s conclusion and will be active for 12 months.
About Centuri
Centuri Holdings, Inc. is a strategic utility infrastructure services company that partners with regulated utilities to build and maintain the energy network that powers millions of homes and businesses across the United States and Canada.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can often be identified by the use of words such as “will,” “predict,” “continue,” “forecast,” “expect,” “believe,” “anticipate,” “outlook,” “could,” “target,” “project,” “intend,” “plan,” “seek,” “estimate,” “should,” “may” and “assume,” as well as variations of such words and similar expressions referring to the future. The specific forward-looking statements made herein include (without limitation) statements regarding our belief that the fundamentals of our business and services to our customers remain strong; our belief that, in the near term, the Company is well positioned to further implement its cost-focused initiatives; our estimation that awards secured in the quarter represent approximately $350 million in potential revenue; our belief that we remain well-positioned to diversify our business mix by pursuing additional strategic bid opportunities that align with our risk profile and core competencies, while staying focused on strengthening our core MSA-based businesses across electric and gas; our belief that our capabilities and decades of experience have situated us well to pursue and win myriad opportunities that exist across the dynamic and high demand energy sector; and the number ranges presented in our Full Year 2024 Outlook. A number of important factors affecting the business and financial results of Centuri could cause actual results to differ materially from those stated in the forward-looking statements. These factors include, but are not limited to, capital market risks and the impact of general economic or industry conditions. Factors that could cause actual results to differ also include (without limitation) those discussed in Centuri’s filings filed from time to time with the U.S. Securities and Exchange Commission. The statements in this press release are made as of the date of this press release, even if subsequently made available by Centuri on its website or otherwise. Centuri does not assume any obligation to update the forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future developments, or otherwise.
Backlog
Backlog represents our expected revenue from existing contracts and work in progress as of the end of the applicable reporting period.
Non-GAAP Financial Measures
We prepare and present our financial statements in accordance with GAAP. However, management believes that EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income, and Adjusted Diluted Earnings per Share, all of which are measures not presented in accordance with GAAP, provide investors with additional useful information in evaluating our performance. We use these non-GAAP measures internally to evaluate performance and to make financial, investment and operational decisions. We believe that presentation of these non-GAAP measures provides investors with greater transparency with respect to our results of operations and that these measures are useful for period-to-period comparisons of results. Management also believes that providing these non-GAAP measures helps investors evaluate the Company’s operating performance, profitability and business trends in a way that is consistent with how management evaluates such matters.
EBITDA is defined as earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA adjusted for (i) non-cash stock-based compensation expense, (ii) strategic review costs, (iii) severance costs, (iv) securitization facility transaction fees, and (v) CEO transition costs. Adjusted EBITDA Margin is defined as the percentage derived from dividing Adjusted EBITDA by revenue.
Adjusted Net Income is defined as net (loss) income adjusted for (i) strategic review costs, (ii) severance costs, (iii) amortization of intangible assets, (iv) securitization transaction fees, (v) CEO transition costs, (vi) loss on debt extinguishment, (vii) non-cash stock-based compensation expense, and (viii) the income tax impact of adjustments that are subject to tax, which is determined using the incremental statutory tax rates of the jurisdictions to which each adjustment relates for the respective periods. Adjusted Dilutive Earnings per Share is defined as Adjusted Net Income divided by weighted average diluted shares outstanding.
Using EBITDA as a performance measure has material limitations as compared to net income (loss), or other financial measures as defined under GAAP, as it excludes certain recurring items, which may be meaningful to investors. EBITDA excludes interest expense net of interest income; however, as we have borrowed money to finance transactions and operations, or invested available cash to generate interest income, interest expense and interest income are elements of our cost structure and can affect our ability to generate revenue and returns for our stockholders. Further, EBITDA excludes depreciation and amortization; however, as we use capital and intangible assets to generate revenue, depreciation and amortization are necessary elements of our costs and ability to generate revenue. Finally, EBITDA excludes income taxes; however, as we are organized as a corporation, the payment of taxes is a necessary element of our operations. As a result of these exclusions from EBITDA, any measure that excludes interest expense net of interest income, depreciation and amortization and income taxes has material limitations as compared to net income (loss). When using EBITDA as a performance measure, management compensates for these limitations by comparing EBITDA to net income (loss) in each period, to allow for the comparison of the performance of the underlying core operations with the overall performance of the company on a full-cost, after-tax basis.
As to certain of the items related to Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Net Income: (i) non-cash stock-based compensation expense varies from period to period due to changes in the estimated fair value of performance-based awards, forfeitures and amounts granted; (ii) strategic review and related costs incurred in connection with the separation and stand up of Centuri as its own public company are non-recurring; (iii) severance costs relate to non-recurring restructuring activities, (iv) securitization facility transaction fees represent legal and other professional fees incurred to establish our accounts receivable securitization facility that was put in place in September 2024, (v) CEO transition costs represent incremental costs incurred to find and hire a replacement CEO, and (vi) loss on debt extinguishment relates to the write-off of debt issuance costs on the Company's term loan. Because EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Net Income, as defined, exclude some, but not all, items that affect net (loss) income, such measures may not be comparable to similarly titled measures of other companies. The most comparable GAAP financial measure, net (loss) income, and information reconciling the GAAP and non-GAAP financial measures, are set forth below. We are unable to provide reconciliations for forward-looking non-GAAP metrics, such as EBITDA margin, without unreasonable efforts due to our inability to project non-recurring expenses. These items are uncertain and difficult to predict, depend on various factors, and could have a material impact on our GAAP results.
Centuri Holdings, Inc. and Subsidiaries Reconciliation of Non-GAAP Financial Measures For the Fiscal Three and Nine Months Ended September 29, 2024 and October 1, 2023 (In thousands, except per share data) (Unaudited) |
|||||||||||||||
Fiscal Three Months Ended |
|
Fiscal Nine Months Ended |
|||||||||||||
(dollars in thousands) |
September 29, 2024 |
|
October 1, 2023 |
|
September 29, 2024 |
|
October 1, 2023 |
||||||||
Net (loss) income |
$ |
(3,617 |
) |
|
$ |
16,918 |
|
|
$ |
(17,153 |
) |
|
$ |
28,340 |
|
Interest expense, net |
|
23,925 |
|
|
|
26,131 |
|
|
|
70,653 |
|
|
|
73,032 |
|
Income tax expense |
|
21,770 |
|
|
|
10,010 |
|
|
|
523 |
|
|
|
16,835 |
|
Depreciation expense |
|
26,546 |
|
|
|
29,582 |
|
|
|
81,921 |
|
|
|
90,975 |
|
Amortization of intangible assets |
|
6,662 |
|
|
|
6,670 |
|
|
|
19,991 |
|
|
|
20,007 |
|
EBITDA |
|
75,286 |
|
|
|
89,311 |
|
|
|
155,935 |
|
|
|
229,189 |
|
Non-cash stock-based compensation |
|
1,318 |
|
|
|
1,316 |
|
|
|
810 |
|
|
|
2,149 |
|
Strategic review costs |
|
— |
|
|
|
549 |
|
|
|
2,010 |
|
|
|
1,777 |
|
Severance costs |
|
531 |
|
|
|
335 |
|
|
|
7,188 |
|
|
|
567 |
|
Securitization facility transaction fees |
|
1,393 |
|
|
|
— |
|
|
|
1,393 |
|
|
|
— |
|
CEO transition costs |
|
233 |
|
|
|
— |
|
|
|
233 |
|
|
|
— |
|
Goodwill impairment |
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Adjusted EBITDA |
$ |
78,761 |
|
|
$ |
91,511 |
|
|
$ |
167,569 |
|
|
$ |
233,682 |
|
Adjusted EBITDA Margin (% of revenue) |
|
10.9 |
% |
|
|
11.8 |
% |
|
|
8.7 |
% |
|
|
10.5 |
% |
Centuri Holdings, Inc. and Subsidiaries Reconciliation of Non-GAAP Financial Measures For the Fiscal Three and Nine Months Ended September 29, 2024 and October 1, 2023 (In thousands, except per share data) (Unaudited) |
|||||||||||||||
Fiscal Three Months Ended |
|
Fiscal Nine Months Ended |
|||||||||||||
(dollars in thousands) |
September 29, 2024 |
|
October 1, 2023 |
|
September 29, 2024 |
|
October 1, 2023 |
||||||||
Net (loss) income |
$ |
(3,617 |
) |
|
$ |
16,918 |
|
|
$ |
(17,153 |
) |
|
$ |
28,340 |
|
Strategic review costs |
|
— |
|
|
|
549 |
|
|
|
2,010 |
|
|
|
1,777 |
|
Severance costs |
|
531 |
|
|
|
335 |
|
|
|
7,188 |
|
|
|
567 |
|
Amortization of intangible assets |
|
6,662 |
|
|
|
6,670 |
|
|
|
19,991 |
|
|
|
20,007 |
|
Securitization facility transaction fees |
|
1,393 |
|
|
|
— |
|
|
|
1,393 |
|
|
|
— |
|
CEO transition costs |
|
233 |
|
|
|
— |
|
|
|
233 |
|
|
|
— |
|
Loss on debt extinguishment |
|
1,726 |
|
|
|
— |
|
|
|
1,726 |
|
|
|
— |
|
Non-cash stock-based compensation |
|
1,318 |
|
|
|
1,316 |
|
|
|
810 |
|
|
|
2,149 |
|
Income tax impact of adjustments(1) |
|
(2,966 |
) |
|
|
(2,217 |
) |
|
|
(8,339 |
) |
|
|
(6,125 |
) |
Adjusted Net Income |
$ |
5,280 |
|
|
$ |
23,571 |
|
|
$ |
7,859 |
|
|
$ |
46,715 |
|
(1) Calculated based on a blended statutory tax rate of 25%. |
|||||||||||||||
|
Fiscal Three Months Ended |
|
Fiscal Nine Months Ended |
||||||||||||
|
September 29, 2024 |
|
October 1, 2023 |
|
September 29, 2024 |
|
October 1, 2023 |
||||||||
Diluted (loss) earnings per share attributable to common stock (GAAP as reported) |
$ |
(0.04 |
) |
|
$ |
0.23 |
|
|
$ |
(0.21 |
) |
|
$ |
0.34 |
|
Add-back (deduct) net income (loss) attributable to noncontrolling interests |
|
— |
|
|
|
0.01 |
|
|
|
— |
|
|
|
0.05 |
|
Strategic review costs |
|
— |
|
|
|
0.01 |
|
|
|
0.02 |
|
|
|
0.02 |
|
Severance costs |
|
0.01 |
|
|
|
— |
|
|
|
0.09 |
|
|
|
0.01 |
|
Securitization transaction fees |
|
0.02 |
|
|
|
— |
|
|
|
0.02 |
|
|
|
— |
|
Loss on debt extinguishment |
|
0.02 |
|
|
|
— |
|
|
|
0.02 |
|
|
|
— |
|
Amortization of intangible assets |
|
0.07 |
|
|
|
0.09 |
|
|
|
0.25 |
|
|
|
0.29 |
|
Non-cash stock-based compensation |
|
0.01 |
|
|
|
0.02 |
|
|
|
0.01 |
|
|
|
0.03 |
|
Income tax impact of adjustments |
|
(0.03 |
) |
|
|
(0.03 |
) |
|
|
(0.10 |
) |
|
|
(0.09 |
) |
Adjusted Diluted Earnings per Share |
$ |
0.06 |
|
|
$ |
0.33 |
|
|
$ |
0.10 |
|
|
$ |
0.65 |
|
Note: The CEO transition costs adjustment is excluded from the table above as it has no impact on Adjusted Diluted Earnings per Share when rounded. |
|||||||||||||||
Centuri Holdings, Inc. and Subsidiaries Condensed Consolidated Statements of Operations For the Fiscal Three and Nine Months Ended September 29, 2024 and October 1, 2023 (In thousands, except per share information) (Unaudited) |
|||||||||||||||
|
Fiscal Three Months Ended |
|
Fiscal Nine Months Ended |
||||||||||||
|
September 29, 2024 |
|
October 1, 2023 |
|
September 29, 2024 |
|
October 1, 2023 |
||||||||
Revenue |
$ |
692,821 |
|
|
$ |
745,639 |
|
|
$ |
1,840,960 |
|
|
$ |
2,145,601 |
|
Revenue, related party - parent |
|
27,232 |
|
|
|
29,250 |
|
|
|
79,191 |
|
|
|
88,360 |
|
Total revenue, net |
|
720,053 |
|
|
|
774,889 |
|
|
|
1,920,151 |
|
|
|
2,233,961 |
|
Cost of revenue (including depreciation) |
|
620,751 |
|
|
|
662,427 |
|
|
|
1,699,359 |
|
|
|
1,935,111 |
|
Cost of revenue, related party - parent (including depreciation) |
|
23,509 |
|
|
|
24,849 |
|
|
|
71,216 |
|
|
|
79,316 |
|
Total cost of revenue |
|
644,260 |
|
|
|
687,276 |
|
|
|
1,770,575 |
|
|
|
2,014,427 |
|
Gross profit |
|
75,793 |
|
|
|
87,613 |
|
|
|
149,576 |
|
|
|
219,534 |
|
Selling, general and administrative expenses |
|
27,213 |
|
|
|
27,993 |
|
|
|
76,461 |
|
|
|
81,632 |
|
Amortization of intangible assets |
|
6,662 |
|
|
|
6,670 |
|
|
|
19,991 |
|
|
|
20,007 |
|
Operating income |
|
41,918 |
|
|
|
52,950 |
|
|
|
53,124 |
|
|
|
117,895 |
|
Interest expense, net |
|
23,925 |
|
|
|
26,131 |
|
|
|
70,653 |
|
|
|
73,032 |
|
Other income, net |
|
(160 |
) |
|
|
(109 |
) |
|
|
(899 |
) |
|
|
(312 |
) |
Income (loss) before income taxes |
|
18,153 |
|
|
|
26,928 |
|
|
|
(16,630 |
) |
|
|
45,175 |
|
Income tax expense |
|
21,770 |
|
|
|
10,010 |
|
|
|
523 |
|
|
|
16,835 |
|
Net (loss) income |
|
(3,617 |
) |
|
|
16,918 |
|
|
|
(17,153 |
) |
|
|
28,340 |
|
Net income (loss) attributable to noncontrolling interests |
|
35 |
|
|
|
736 |
|
|
|
(130 |
) |
|
|
3,856 |
|
Net (loss) income attributable to common stock |
$ |
(3,652 |
) |
|
$ |
16,182 |
|
|
$ |
(17,023 |
) |
|
$ |
24,484 |
|
|
|
|
|
|
|
|
|
||||||||
(Loss) income per share attributable to common stock: |
|
|
|
|
|
|
|
||||||||
Basic |
$ |
(0.04 |
) |
|
$ |
0.23 |
|
|
$ |
(0.21 |
) |
|
$ |
0.34 |
|
Diluted |
$ |
(0.04 |
) |
|
$ |
0.23 |
|
|
$ |
(0.21 |
) |
|
$ |
0.34 |
|
Shares used in computing earnings per share: |
|
|
|
|
|
|
|
||||||||
Weighted average basic shares outstanding |
|
88,518 |
|
|
|
71,666 |
|
|
|
81,679 |
|
|
|
71,666 |
|
Weighted average diluted shares outstanding |
|
88,518 |
|
|
|
71,666 |
|
|
|
81,679 |
|
|
|
71,666 |
|
Centuri Holdings, Inc. and Subsidiaries Condensed Consolidated Balance Sheets (In thousands) (Unaudited) |
|||||||
September 29, 2024 |
|
December 31, 2023 |
|||||
ASSETS |
|
|
|
||||
Current assets: |
|
|
|
||||
Cash and cash equivalents |
$ |
52,459 |
|
|
$ |
33,407 |
|
Accounts receivable, net |
|
245,593 |
|
|
|
335,196 |
|
Accounts receivable, related party - parent, net |
|
7,426 |
|
|
|
12,258 |
|
Contract assets |
|
283,929 |
|
|
|
266,600 |
|
Contract assets, related party - parent |
|
4,639 |
|
|
|
3,208 |
|
Prepaid expenses and other current assets |
|
40,555 |
|
|
|
32,258 |
|
Total current assets |
|
634,601 |
|
|
|
682,927 |
|
Property and equipment, net |
|
498,154 |
|
|
|
545,442 |
|
Intangible assets, net |
|
348,647 |
|
|
|
369,048 |
|
Goodwill, net |
|
373,993 |
|
|
|
375,892 |
|
Right-of-use assets under finance leases |
|
36,246 |
|
|
|
43,525 |
|
Right-of-use assets under operating leases |
|
109,719 |
|
|
|
118,448 |
|
Other assets |
|
111,351 |
|
|
|
54,626 |
|
Total assets |
$ |
2,112,711 |
|
|
$ |
2,189,908 |
|
LIABILITIES, TEMPORARY EQUITY AND EQUITY |
|
|
|
||||
Current liabilities: |
|
|
|
||||
Current portion of long-term debt |
$ |
30,264 |
|
|
$ |
42,552 |
|
Current portion of finance lease liabilities |
|
10,110 |
|
|
|
11,370 |
|
Current portion of operating lease liabilities |
|
19,372 |
|
|
|
19,363 |
|
Accounts payable |
|
121,298 |
|
|
|
116,583 |
|
Accrued expenses and other current liabilities |
|
183,290 |
|
|
|
187,050 |
|
Contract liabilities |
|
21,894 |
|
|
|
43,694 |
|
Total current liabilities |
|
386,228 |
|
|
|
420,612 |
|
Long-term debt, net of current portion |
|
762,139 |
|
|
|
1,031,174 |
|
Line of credit |
|
116,378 |
|
|
|
77,121 |
|
Finance lease liabilities, net of current portion |
|
17,075 |
|
|
|
24,334 |
|
Operating lease liabilities, net of current portion |
|
96,676 |
|
|
|
105,215 |
|
Deferred income taxes |
|
134,885 |
|
|
|
135,123 |
|
Other long-term liabilities |
|
67,891 |
|
|
|
71,076 |
|
Total liabilities |
|
1,581,272 |
|
|
|
1,864,655 |
|
Commitments and contingencies |
|
|
|
||||
Temporary equity: |
|
|
|
||||
Redeemable noncontrolling interests |
|
4,132 |
|
|
|
99,262 |
|
Equity: |
|
|
|
||||
Common stock, $0.01 par value, 850,000,000 shares authorized, 88,517,521 shares issued and outstanding at September 29, 2024 and 1,000 shares issued and outstanding at December 31, 2023 |
|
885 |
|
|
|
— |
|
Additional paid-in capital |
|
693,476 |
|
|
|
374,124 |
|
Accumulated other comprehensive loss |
|
(6,087 |
) |
|
|
(4,025 |
) |
Accumulated deficit |
|
(160,967 |
) |
|
|
(144,108 |
) |
Total equity |
|
527,307 |
|
|
|
225,991 |
|
Total liabilities, temporary equity and equity |
$ |
2,112,711 |
|
|
$ |
2,189,908 |
|
Centuri Holdings, Inc. and Subsidiaries Condensed Statements of Cash Flows For the Fiscal Nine Months Ended September 29, 2024 and October 1, 2023 (In thousands) (Unaudited) |
|||||||
Fiscal Nine Months Ended |
|||||||
|
September 29, 2024 |
|
October 1, 2023 |
||||
Cash flows from operating activities: |
|
|
|
||||
Net (loss) income |
$ |
(17,153 |
) |
|
$ |
28,340 |
|
Adjustments to reconcile net (loss) income to net cash provided by operating activities |
|
|
|
||||
Depreciation |
|
81,921 |
|
|
|
90,975 |
|
Amortization of intangible assets |
|
19,991 |
|
|
|
20,007 |
|
Amortization of debt issuance costs |
|
4,052 |
|
|
|
3,779 |
|
Loss on debt extinguishment |
|
1,726 |
|
|
|
— |
|
Non-cash stock-based compensation expense |
|
810 |
|
|
|
2,149 |
|
Gain on sale of equipment |
|
(2,651 |
) |
|
|
(2,954 |
) |
Amortization of right-of-use assets |
|
15,491 |
|
|
|
12,537 |
|
Deferred income taxes |
|
(10,406 |
) |
|
|
8,703 |
|
Other non-cash items |
|
836 |
|
|
|
— |
|
Changes in assets and liabilities, net of non-cash transactions |
|
2,615 |
|
|
|
(101,727 |
) |
Net cash provided by operating activities |
|
97,232 |
|
|
|
61,809 |
|
Cash flows from investing activities: |
|
|
|
||||
Capital expenditures |
|
(66,093 |
) |
|
|
(79,610 |
) |
Proceeds from sale of property and equipment |
|
6,802 |
|
|
|
7,673 |
|
Net cash used in investing activities |
|
(59,291 |
) |
|
|
(71,937 |
) |
Cash flows from financing activities: |
|
|
|
||||
Proceeds from initial public offering and private placement, net of offering costs paid |
|
327,967 |
|
|
|
— |
|
Proceeds from line of credit borrowings |
|
280,408 |
|
|
|
195,842 |
|
Payment of line of credit borrowings |
|
(239,704 |
) |
|
|
(134,073 |
) |
Principal payments on long-term debt |
|
(285,807 |
) |
|
|
(34,054 |
) |
Principal payments on finance lease liabilities |
|
(8,574 |
) |
|
|
(9,095 |
) |
Redemption of redeemable noncontrolling interest |
|
(92,839 |
) |
|
|
(39,894 |
) |
Other |
|
(198 |
) |
|
|
(213 |
) |
Net cash used in financing activities |
|
(18,747 |
) |
|
|
(21,487 |
) |
Effects of foreign exchange translation |
|
(142 |
) |
|
|
102 |
|
Net increase (decrease) in cash and cash equivalents |
|
19,052 |
|
|
|
(31,513 |
) |
Cash and cash equivalents, beginning of period |
|
33,407 |
|
|
|
63,966 |
|
Cash and cash equivalents, end of period |
$ |
52,459 |
|
|
$ |
32,453 |
|
