false000103162300010316232025-03-042025-03-04

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 Earliest Event Reported): March 4, 2025

Gulf Island Fabrication, Inc.

(Exact name of registrant as specified in its charter)

 

Louisiana

001-34279

72-1147390

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

 

2170 Buckthorne Place, Suite 420

The Woodlands, Texas 77380

(Address of principal executive offices)(Zip Code)

(713) 714-6100

(Registrant's telephone number, including area code)

Not applicable

(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 Symbol(s)

Name of each exchange on which registered

Common Stock, no par value per share

GIFI

NASDAQ

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

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 4, 2025, Gulf Island Fabrication, Inc. (the “Company”) issued a press release (the “Press Release”) announcing its fourth quarter and full year results for 2024. A copy of the Press Release is furnished hereto as Exhibit 99.1.

Neither the information reported herein nor in the Press Release shall be deemed “filed” for purposes of Section 18 of the Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

Description

 

99.1 *

Press Release, dated March 4, 2025, announcing 2024 fourth quarter and full year results.

 

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

*Furnished with this Current Report.

 

 

 

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.

 

 

GULF ISLAND FABRICATION, INC.

 

 

By:

 /s/ Westley S. Stockton

 

Westley S. Stockton

 

Executive Vice President, Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer and Principal Accounting Officer)

Dated:

March 4, 2025

 

 


 

Exhibit 99.1

img98403104_0.jpg

 

 

 

GULF ISLAND

REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS

THE WOODLANDS, TX - Gulf Island Fabrication, Inc. (NASDAQ: GIFI) (“Gulf Island” or the “Company”), a leading steel fabricator and service provider to the industrial and energy sectors, today announced its results for the fourth quarter and full year 2024.

FOURTH QUARTER 2024 SUMMARY

Consolidated revenue of $37.4 million; Adjusted consolidated revenue of $37.3 million
Consolidated net income of $4.3 million; Adjusted consolidated EBITDA of $3.7 million
Services division operating income of $0.9 million; EBITDA of $1.4 million
Fabrication division operating income of $4.0 million; EBITDA of $4.6 million
Cash and short-term investments balance of $67.3 million at December 31, 2024

FULL YEAR 2024 SUMMARY

Consolidated revenue of $159.2 million; Adjusted consolidated revenue of $158.1 million
Consolidated net income of $14.7 million; Adjusted consolidated EBITDA of $12.8 million
Services division operating income of $7.3 million; EBITDA of $9.3 million
Fabrication division operating income of $11.9 million; Adjusted EBITDA of $11.6 million

See “Non-GAAP Measures” below for the Company’s definition of adjusted revenue, EBITDA and adjusted EBITDA and reconciliations of the relevant amounts to the most directly comparable GAAP measures.

MANAGEMENT COMMENTARY

“During 2024, we continued to enhance the durability and predictability of our business, driven largely by increasing our focus on small-scale fabrication, extending our fabrication focus beyond oil and gas, and expanding the capabilities of our services offerings,” said Richard Heo, Gulf Island’s President and Chief Executive Officer. “We have developed a strong foundation from which to grow our business, and we are well situated to continue investing in our growth initiatives and executing on our disciplined capital allocation strategy.”

“Our fourth quarter results benefited from our small-scale fabrication business, offset by project delays impacting our Services division and investments in growth initiatives, including our recently launched cleaning and environmental services (“CES”) offering,” said Heo.

“As we look to 2025, we continue to be encouraged by the bidding activity for our fabrication offerings and remain focused on expanding our presence in markets outside of oil and gas, such as infrastructure, government and high-tech manufacturing. Further, the project delays impacting our Services division appear to be subsiding and the CES business line is beginning to see increased volume as de-commissioning activity gains momentum,” continued Heo. “While these trends are encouraging, the timing of any large project award continues to be uncertain and our customers have indicated lower overall capital spending levels in the Gulf of America in 2025. Accordingly, we are currently expecting full year 2025 consolidated EBITDA to be less than our 2024 adjusted consolidated EBITDA.”

“We remain committed to our disciplined capital allocation strategy, with an emphasis on maintaining our financial flexibility,” stated Westley Stockton, Gulf Island’s Chief Financial Officer. “We ended the year with a cash and short-term investments balance of just over $67 million, providing us the capacity to continue making investments in our organic growth initiatives and pursue strategic acquisitions, while also providing opportunities for potential capital returns to our shareholders.”

1

 


 

“While we faced some headwinds during 2024, I am extremely proud of our continued execution against our strategic goals during the year, which combined with our strong financial position, has placed us in an attractive strategic position with meaningful options as we enter 2025. We are confident we have the right strategy in place and remain committed to our plan, with a continued focus on driving shareholder value,” concluded Heo.

CONSOLIDATED RESULTS FOR FOURTH QUARTER AND FULL YEAR 2024

Fourth Quarter – Consolidated revenue for the fourth quarter 2024 was $37.4 million, compared to $44.6 million for the prior year period. Adjusted consolidated revenue for the fourth quarter 2024 was $37.3 million, compared to $44.0 million for the prior year period. Adjusted consolidated revenue for the fourth quarter 2024 and 2023 excludes revenue of $0.1 million and $0.6 million, respectively, for the Shipyard division.

Consolidated net income for the fourth quarter 2024 was $4.3 million, compared to $7.1 million for the prior year period. Adjusted consolidated EBITDA for the fourth quarter 2024 was $3.7 million, compared to $6.6 million for the prior year period. Adjusted consolidated EBITDA for the fourth quarter 2024 and 2023 excludes income of $1.1 million and a loss of $0.1 million, respectively, for the Shipyard division.

Full Year – Consolidated revenue for the full year 2024 was $159.2 million, compared to $151.1 million for the prior year period. Consolidated adjusted revenue for the full year 2024 was $158.1 million, compared to $181.5 million for the prior year period. Adjusted consolidated revenue for the full year 2024 and 2023 excludes revenue of $1.1 million and negative revenue of $30.4 million, respectively, for the Shipyard division.

Consolidated net income for the full year 2024 was $14.7 million, compared to a net loss of $24.4 million for the prior year period. Adjusted consolidated EBITDA for the full year 2024 was $12.8 million, compared to $17.0 million for the prior year period. Adjusted consolidated EBITDA for the full year 2024 excludes income of $1.5 million for the Shipyard division and a gain of $2.9 million for the Fabrication division related to the sale of property that was held for sale. Adjusted consolidated EBITDA for the full year 2023 excludes a loss of $39.4 million for the Shipyard division and gains of $2.0 million for the Fabrication division from the net impact of insurance recoveries and costs associated with damage previously caused by Hurricane Ida.

See “Non-GAAP Measures” below for the Company’s definition of adjusted revenue, EBITDA and adjusted EBITDA and reconciliations of the relevant amounts to the most directly comparable GAAP measures.

DIVISION RESULTS FOR FOURTH QUARTER 2024

Services Division – Revenue for the fourth quarter 2024 was $18.8 million, a decrease of $5.7 million, or 23.2%, compared to the fourth quarter 2023. The decrease was primarily due to lower new project awards driven by lower offshore maintenance activity and delayed timing of certain project opportunities.

Operating income was $0.9 million for the fourth quarter 2024, compared to $2.7 million for the fourth quarter 2023. EBITDA for the fourth quarter 2024 was $1.4 million (or 7.4% of revenue), down from $3.2 million (or 13.2% of revenue) for the prior year period, primarily due to lower revenue, a less favorable project margin mix and ongoing investments associated with the start-up of the division’s CES business line for the current period. See “Non-GAAP Measures” below for the Company’s definition of EBITDA and a reconciliation of the Services division’s operating income to EBITDA.

2

 


 

Fabrication Division – Revenue for the fourth quarter 2024 was $18.7 million, a decrease of $1.0 million, or 4.9%, compared to the fourth quarter 2023. The decrease was primarily due to the prior year period including the benefit of the favorable resolution of customer change orders, offset partially by higher small-scale fabrication activity for the current period.

Operating income was $4.0 million for the fourth quarter 2024, compared to $6.1 million for the fourth quarter 2023. Adjusted EBITDA for the fourth quarter 2024 was $4.6 million, down from $5.4 million for the prior year period. Adjusted EBITDA for the fourth quarter 2023 excludes gains of $1.5 million from the net impact of insurance recoveries and costs associated with damage previously caused by Hurricane Ida. The decrease in operating results for 2024 compared to 2023 (excluding the hurricane impacts) was primarily due to the prior year period including project improvements from the favorable resolution of customer change orders, offset partially by lower overhead costs, a more favorable project margin mix and improved utilization of facilities and resources for the current period associated with increased small-scale fabrication activity. See “Non-GAAP Measures” below for the Company’s definition of adjusted EBITDA and a reconciliation of the Fabrication division’s operating income to adjusted EBITDA.

Shipyard Division – Revenue for the fourth quarter 2024 was $0.1 million, a decrease of $0.4 million, compared to the fourth quarter 2023. Operating income was $1.1 million for the fourth quarter 2024, compared to an operating loss of $0.1 million for the fourth quarter 2023. The wind down of the Shipyard division’s operations was substantially completed in the fourth quarter 2023 and final completion is anticipated to occur in March 2025 upon expiration of the final warranty period for the division’s ferry projects.

Corporate Division Operating loss was $2.4 million for the fourth quarter 2024, compared to an operating loss of $2.1 million for the fourth quarter 2023. EBITDA for the fourth quarter 2024 was a loss of $2.3 million, versus a loss of $2.0 million for the prior year period. See “Non-GAAP Measures” below for the Company’s definition of EBITDA and a reconciliation of the Corporate division’s operating loss to EBITDA.

BALANCE SHEET AND LIQUIDITY

The Company’s cash and short-term investments balance at December 31, 2024 was $67.3 million, including $1.2 million of restricted cash associated with outstanding letters of credit. At December 31, 2024, the Company had total debt of $19.0 million, bearing interest at a fixed rate of 3.0% per annum, with annual principal and interest payments of approximately $1.7 million. The first payment was made in December 2024 and the final payment is due in December 2038. The estimated fair value of the debt is $12.3 million based on an estimated market rate of interest.

During the fourth quarter and full year 2024, the Company repurchased 59,170 and 230,938 shares of its common stock for $0.3 million (average price per share of $5.49) and $1.2 million (average price per share of $5.21), respectively, under its share repurchase program.

FOURTH QUARTER 2024 CONFERENCE CALL

Gulf Island will hold a conference call on Tuesday, March 4, 2025 at 4:00 p.m. Central Time (5:00 p.m. Eastern Time) to discuss the Company’s financial results. The call will be available by webcast and can be accessed on Gulf Island’s website at www.gulfisland.com. Participants may also join the call by dialing 1.877.704.4453 and requesting the “Gulf Island” conference call. A replay of the webcast will be available on the Company’s website for seven days after the call.

ABOUT GULF ISLAND

Gulf Island is a leading fabricator of complex steel structures and modules and provider of specialty services, including project management, hookup, commissioning, repair, maintenance, scaffolding, coatings, welding enclosures, civil construction and cleaning and environmental services to the industrial and energy sectors. The Company’s customers include U.S. and, to a lesser extent, international energy producers; refining, petrochemical, LNG, industrial and power operators; and EPC companies. The Company is headquartered in The Woodlands, Texas and its primary operating facilities are located in Houma, Louisiana.

3

 


 

NON-GAAP MEASURES

This release includes certain measures, which are not recognized under U.S. generally accepted accounting principles (“GAAP”), including earnings before interest, taxes, depreciation and amortization (“EBITDA”), adjusted EBITDA, adjusted revenue, adjusted gross profit, new project awards and backlog. The Company believes EBITDA is a useful supplemental measure as it reflects the Company’s operating results and expectations of future performance excluding the non-cash impacts of depreciation and amortization. The Company believes adjusted EBITDA is a useful supplemental measure as it reflects the Company’s EBITDA adjusted to remove certain nonrecurring items (including a gain from the sale of assets held for sale and gains from the net impact of insurance recoveries and costs associated with damage previously caused by Hurricane Ida) and the operating results for the Company’s Shipyard division (the wind down of which is expected to be completed in March 2025). The Company believes adjusted revenue and adjusted gross profit are useful supplemental measures as they reflect the Company’s revenue and gross profit or loss, adjusted to remove revenue and gross profit or loss, for the Company’s Shipyard division (the wind down of which is expected to be completed in March 2025). Reconciliations of these non-GAAP measures, including EBITDA, adjusted EBITDA, adjusted revenue and adjusted gross profit to the most directly comparable GAAP measures are presented under “Consolidated Results of Operations” and “Results of Operations by Division” below.

The Company believes new project awards and backlog are useful supplemental measures as they represent work that the Company is obligated to perform under its current contracts. New project awards represent the expected revenue value of new contract commitments received during a given period, including scope growth on existing contract commitments. Backlog represents the unrecognized revenue value of new project awards, and at December 31, 2024, was consistent with the value of remaining performance obligations for contracts as determined under GAAP.

Non-GAAP measures are not intended to be replacements or alternatives to GAAP measures, and investors are urged to consider these non-GAAP measures in addition to, and not in substitution for, measures prepared in accordance with GAAP. The Company may present or calculate non-GAAP measures differently from other companies.

4

 


 

CAUTIONARY STATEMENT

This release contains forward-looking statements in which the Company discusses its potential future performance, operations and projects. Forward-looking statements, within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, are all statements other than statements of historical facts, such as projections or expectations relating to operating results, including 2025 full-year guidance; diversification and entry into new end markets; industry outlook; timing of investment decisions and new project awards; cash flows and cash balance; capital expenditures; implementation of the Company’s share repurchase program and any other return of capital to shareholders; liquidity; and execution of strategic initiatives. The words “anticipates,” “appear,” “may,” “can,” “plans,” “believes,” “estimates,” “expects,” “projects,” “targets,” “intends,” “likely,” “will,” “to be,” “potential” and any similar expressions are intended to identify those assertions as forward-looking statements. The timing and amount of any share repurchases under the share repurchase program will be at the discretion of management and will depend on a variety of factors including, but not limited to, the Company’s operating performance, cash flow and financial position, the market price of its common stock and general economic and market conditions. The share repurchase program may be modified, increased, suspended or terminated at any time at the Board’s discretion. Any other return of capital to shareholders will be at the discretion of the Board.

The Company cautions readers that forward-looking statements are not guarantees of future performance and actual results may differ materially from those anticipated, projected or assumed in the forward-looking statements. Important factors that can cause its actual results to differ materially from those anticipated in the forward-looking statements include: cyclical nature of the oil and gas industry; competitive pricing and cost overruns on its projects; competition; reliance on significant customers; timing and its ability to secure and commence execution of new project awards, including fabrication projects for refining, petrochemical, LNG, industrial and sustainable energy end markets; supply chain disruptions, inflationary pressures, economic slowdowns and recessions, natural disasters, public health crises, labor costs and geopolitical conflicts, and the related volatility in oil and gas prices and other factors impacting the global economy; changes in contract estimates; operating dangers, weather events and availability and limits on insurance coverage; utilization of facilities; operability and adequacy of its major equipment; changes in trade policies of the U.S. and other countries; adjustments to previously reported profits or losses under the percentage-of-completion method; its ability to employ a skilled workforce; loss of key personnel; failure of its safety assurance program; weather impacts to operations; performance of subcontractors and dependence on suppliers; its ability to maintain and further improve project execution; nature of its contract terms and customer adherence to such terms; suspension or termination of projects; customer or subcontractor disputes; systems and information technology interruption or failure and data security breaches; its ability to raise additional capital; its ability to amend or obtain new debt financing or credit facilities on favorable terms; its ability to generate sufficient cash flow; its ability to resolve any material legal proceedings; its ability to obtain letters of credit or surety bonds and ability to meet any indemnification obligations thereunder; consolidation of its customers; financial ability and credit worthiness of its customers; barriers to entry into new lines of business; its ability to execute its share repurchase program and enhance shareholder value; any future asset impairments; compliance with regulatory and environmental laws; lack of navigability of canals and rivers; performance of partners in any future joint ventures and other strategic alliances; shareholder activism; and other factors described under “Risk Factors” in Part I, Item 1A of the Company’s annual report on Form 10-K for the year ended December 31, 2023, as updated by subsequent filings with the SEC.

Additional factors or risks that the Company currently deems immaterial, that are not presently known to the Company or that arise in the future could also cause the Company’s actual results to differ materially from its expected results. Given these uncertainties, investors are cautioned that many of the assumptions upon which the Company’s forward-looking statements are based are likely to change after the date the forward-looking statements are made, which it cannot control. Further, the Company may make changes to its business plans that could affect its results. The Company cautions investors that it undertakes no obligation to publicly update or revise any forward-looking statements, which speak only as of the date made, for any reason, whether as a result of new information, future events or developments, changed circumstances, or otherwise, and notwithstanding any changes in its assumptions, changes in business plans, actual experience or other changes.

COMPANY INFORMATION

Richard W. Heo

Westley S. Stockton

Chief Executive Officer

Chief Financial Officer

713.714.6100

713.714.6100

 

5

 


 

Consolidated Results of Operations(1) (in thousands, except per share data)

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

New project awards(2)

 

$

41,272

 

 

$

36,902

 

 

$

44,400

 

 

$

161,802

 

 

$

157,719

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

37,416

 

 

$

37,640

 

 

$

44,550

 

 

$

159,199

 

 

$

151,067

 

Cost of revenue

 

 

30,101

 

 

 

32,984

 

 

 

36,087

 

 

 

136,946

 

 

 

162,968

 

Gross profit (loss)(3)

 

 

7,315

 

 

 

4,656

 

 

 

8,463

 

 

 

22,253

 

 

 

(11,901

)

General and administrative expense(4)

 

 

3,698

 

 

 

2,985

 

 

 

3,395

 

 

 

13,521

 

 

 

16,278

 

Other (income) expense, net(5)

 

 

1

 

 

 

(1

)

 

 

(1,607

)

 

 

(3,547

)

 

 

(2,296

)

Operating income (loss)

 

 

3,616

 

 

 

1,672

 

 

 

6,675

 

 

 

12,279

 

 

 

(25,883

)

Interest (expense) income, net

 

 

619

 

 

 

647

 

 

 

383

 

 

 

2,411

 

 

 

1,440

 

Income (loss) before income taxes

 

 

4,235

 

 

 

2,319

 

 

 

7,058

 

 

 

14,690

 

 

 

(24,443

)

Income tax (expense) benefit

 

 

60

 

 

 

(2

)

 

 

32

 

 

 

51

 

 

 

41

 

Net income (loss)

 

$

4,295

 

 

$

2,317

 

 

$

7,090

 

 

$

14,741

 

 

$

(24,402

)

Per share data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic income (loss) per share

 

$

0.26

 

 

$

0.14

 

 

$

0.44

 

 

$

0.90

 

 

$

(1.51

)

Diluted income (loss) per share

 

$

0.26

 

 

$

0.14

 

 

$

0.43

 

 

$

0.88

 

 

$

(1.51

)

Weighted average shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

16,359

 

 

 

16,489

 

 

 

16,285

 

 

 

16,370

 

 

 

16,193

 

Diluted

 

 

16,670

 

 

 

16,728

 

 

 

16,584

 

 

 

16,755

 

 

 

16,193

 

Consolidated Adjusted Revenue(2) Reconciliation (in thousands)

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Revenue

 

$

37,416

 

 

$

37,640

 

 

$

44,550

 

 

$

159,199

 

 

$

151,067

 

Shipyard revenue

 

 

(126

)

 

 

(490

)

 

 

(556

)

 

 

(1,061

)

 

 

30,417

 

Adjusted revenue

 

$

37,290

 

 

$

37,150

 

 

$

43,994

 

 

$

158,138

 

 

$

181,484

 

Consolidated Adjusted Gross Profit(2) Reconciliation (in thousands)

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Gross profit (loss)

 

$

7,315

 

 

$

4,656

 

 

$

8,463

 

 

$

22,253

 

 

$

(11,901

)

Shipyard gross loss (profit)

 

 

(1,165

)

 

 

(75

)

 

 

(93

)

 

 

(1,590

)

 

 

35,862

 

Adjusted gross profit

 

$

6,150

 

 

$

4,581

 

 

$

8,370

 

 

$

20,663

 

 

$

23,961

 

 

6

 


 

Consolidated EBITDA and Adjusted EBITDA(2) Reconciliations (in thousands)

 

 

Three Months Ended

 

 

Twelve Months Ended

 

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net income (loss)

 

$

4,295

 

 

$

2,317

 

 

$

7,090

 

 

$

14,741

 

 

$

(24,402

)

Income tax expense (benefit)

 

 

(60

)

 

 

2

 

 

 

(32

)

 

 

(51

)

 

 

(41

)

Interest expense (income), net

 

 

(619

)

 

 

(647

)

 

 

(383

)

 

 

(2,411

)

 

 

(1,440

)

Operating income (loss)

 

 

3,616

 

 

 

1,672

 

 

 

6,675

 

 

 

12,279

 

 

 

(25,883

)

Depreciation and amortization

 

 

1,224

 

 

 

1,208

 

 

 

1,351

 

 

 

4,865

 

 

 

5,466

 

EBITDA

 

 

4,840

 

 

 

2,880

 

 

 

8,026

 

 

 

17,144

 

 

 

(20,417

)

Gain on property sale(5)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(2,880

)

 

 

-

 

Hurricane insurance gains(5)

 

 

-

 

 

 

-

 

 

 

(1,526

)

 

 

-

 

 

 

(1,988

)

Shipyard operating loss (income)

 

 

(1,132

)

 

 

(22

)

 

 

106

 

 

 

(1,505

)

 

 

39,374

 

Adjusted EBITDA

 

$

3,708

 

 

$

2,858

 

 

$

6,606

 

 

$

12,759

 

 

$

16,969

 

_________________

(1)
See “Results of Operations by Division” below for results by division.
(2)
New projects awards, adjusted revenue, adjusted gross profit, EBITDA and adjusted EBITDA are non-GAAP measures. See “Non-GAAP Measures” above for the Company’s definition of new project awards, adjusted revenue, adjusted gross profit, EBITDA and adjusted EBITDA.
(3)
Gross profit for the Fabrication division for the three months ended December 31, 2023, includes project improvements of $3.8 million. Gross profit (loss) for the Shipyard division for the three and twelve months ended December 31, 2024, includes project improvements of $1.0 million and $1.1 million, respectively, and for the twelve months ended December 31, 2023, includes project charges of $2.7 million and a charge of $32.5 million associated with the resolution of the Company’s previous MPSV Litigation.
(4)
General and administrative expense for the Shipyard division for the three and twelve months ended December 31, 2023, includes legal and advisory fees of $0.1 million and $3.2 million, respectively, associated with the Company’s previous MPSV Litigation.
(5)
Other (income) expense for the Fabrication division for the twelve months ended December 31, 2024, includes a gain of $2.9 million from the sale of assets held for sale, and for the three and twelve months ended December 31, 2023, includes gains of $1.5 million and $2.0 million, respectively, from the net impact of insurance recoveries and costs associated with damage previously caused by Hurricane Ida. Such amounts have been removed from EBITDA to derive adjusted EBITDA.

 

7

 


 

Results of Operations by Division (including Reconciliations of EBITDA and Adjusted EBITDA) (in thousands)

 

 

Three Months Ended

 

 

Twelve Months Ended

 

Services Division

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

New project awards(1)

 

$

18,855

 

 

$

20,205

 

 

$

24,150

 

 

$

86,920

 

 

$

92,728

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

18,824

 

 

$

20,245

 

 

$

24,515

 

 

$

87,370

 

 

$

93,548

 

Cost of revenue

 

 

17,164

 

 

 

18,205

 

 

 

21,080

 

 

 

77,169

 

 

 

79,765

 

Gross profit

 

 

1,660

 

 

 

2,040

 

 

 

3,435

 

 

 

10,201

 

 

 

13,783

 

General and administrative expense

 

 

695

 

 

 

634

 

 

 

699

 

 

 

2,759

 

 

 

2,902

 

Other (income) expense, net

 

 

81

 

 

 

10

 

 

 

(6

)

 

 

106

 

 

 

(48

)

Operating income

 

$

884

 

 

$

1,396

 

 

$

2,742

 

 

$

7,336

 

 

$

10,929

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

884

 

 

$

1,396

 

 

$

2,742

 

 

$

7,336

 

 

$

10,929

 

Depreciation and amortization

 

 

513

 

 

 

495

 

 

 

486

 

 

 

1,974

 

 

 

1,926

 

EBITDA

 

$

1,397

 

 

$

1,891

 

 

$

3,228

 

 

$

9,310

 

 

$

12,855

 

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

Fabrication Division

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

New project awards(1)

 

$

22,649

 

 

$

16,902

 

 

$

19,896

 

 

$

75,433

 

 

$

66,629

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

18,698

 

 

$

17,110

 

 

$

19,664

 

 

$

71,673

 

 

$

89,046

 

Cost of revenue

 

 

14,208

 

 

 

14,569

 

 

 

14,729

 

 

 

61,211

 

 

 

78,868

 

Gross profit(2)

 

 

4,490

 

 

 

2,541

 

 

 

4,935

 

 

 

10,462

 

 

 

10,178

 

General and administrative expense

 

 

533

 

 

 

489

 

 

 

447

 

 

 

2,008

 

 

 

1,885

 

Other (income) expense, net(3)

 

 

(42

)

 

 

18

 

 

 

(1,627

)

 

 

(3,429

)

 

 

(2,265

)

Operating income

 

$

3,999

 

 

$

2,034

 

 

$

6,115

 

 

$

11,883

 

 

$

10,558

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA and Adjusted EBITDA(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

3,999

 

 

$

2,034

 

 

$

6,115

 

 

$

11,883

 

 

$

10,558

 

Depreciation and amortization

 

 

639

 

 

 

633

 

 

 

789

 

 

 

2,581

 

 

 

3,249

 

EBITDA

 

 

4,638

 

 

 

2,667

 

 

 

6,904

 

 

 

14,464

 

 

 

13,807

 

Gain on property sale(3)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(2,880

)

 

 

-

 

Hurricane insurance gains(3)

 

 

-

 

 

 

-

 

 

 

(1,526

)

 

 

-

 

 

 

(1,988

)

Adjusted EBITDA

 

$

4,638

 

 

$

2,667

 

 

$

5,378

 

 

$

11,584

 

 

$

11,819

 

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

Shipyard Division

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

New project awards(1)

 

$

-

 

 

$

-

 

 

$

539

 

 

$

354

 

 

$

(528

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

126

 

 

$

490

 

 

$

556

 

 

$

1,061

 

 

$

(30,417

)

Cost of revenue

 

 

(1,039

)

 

 

415

 

 

 

463

 

 

 

(529

)

 

 

5,445

 

Gross profit (loss)(4)

 

 

1,165

 

 

 

75

 

 

 

93

 

 

 

1,590

 

 

 

(35,862

)

General and administrative expense(5)

 

 

-

 

 

 

-

 

 

 

98

 

 

 

-

 

 

 

3,205

 

Other (income) expense, net

 

 

33

 

 

 

53

 

 

 

101

 

 

 

85

 

 

 

307

 

Operating income (loss)

 

$

1,132

 

 

$

22

 

 

$

(106

)

 

$

1,505

 

 

$

(39,374

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

$

1,132

 

 

$

22

 

 

$

(106

)

 

$

1,505

 

 

$

(39,374

)

Depreciation and amortization

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

EBITDA

 

$

1,132

 

 

$

22

 

 

$

(106

)

 

$

1,505

 

 

$

(39,374

)

 

8

 


 

 

 

 

Three Months Ended

 

 

Twelve Months Ended

 

Corporate Division

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

New project awards (eliminations)(1)

 

$

(232

)

 

$

(205

)

 

$

(185

)

 

$

(905

)

 

$

(1,110

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue (eliminations)

 

$

(232

)

 

$

(205

)

 

$

(185

)

 

$

(905

)

 

$

(1,110

)

Cost of revenue (eliminations)

 

 

(232

)

 

 

(205

)

 

 

(185

)

 

 

(905

)

 

 

(1,110

)

Gross profit

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

General and administrative expense

 

 

2,470

 

 

 

1,862

 

 

 

2,151

 

 

 

8,754

 

 

 

8,286

 

Other (income) expense, net

 

 

(71

)

 

 

(82

)

 

 

(75

)

 

 

(309

)

 

 

(290

)

Operating loss

 

$

(2,399

)

 

$

(1,780

)

 

$

(2,076

)

 

$

(8,445

)

 

$

(7,996

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

$

(2,399

)

 

$

(1,780

)

 

$

(2,076

)

 

$

(8,445

)

 

$

(7,996

)

Depreciation and amortization

 

 

72

 

 

 

80

 

 

 

76

 

 

 

310

 

 

 

291

 

EBITDA

 

$

(2,327

)

 

$

(1,700

)

 

$

(2,000

)

 

$

(8,135

)

 

$

(7,705

)

_________________

(1)
New projects awards, EBITDA and adjusted EBITDA are non-GAAP measures. See “Non-GAAP Measures” above for the Company’s definition of new project awards, EBITDA and adjusted EBITDA.
(2)
Gross profit for the Fabrication division for the three months ended December 31, 2023, includes project improvements of $3.8 million.
(3)
Other (income) expense for the Fabrication division for the twelve months ended December 31, 2024, includes a gain of $2.9 million from the sale of assets held for sale, and for the three and twelve months ended December 31, 2023, includes gains of $1.5 million and $2.0 million, respectively, from the net impact of insurance recoveries and costs associated with damage previously caused by Hurricane Ida. Such amounts have been removed from EBITDA to derive adjusted EBITDA.
(4)
Gross profit (loss) for the Shipyard division for the three and twelve months ended December 31, 2024, includes project improvements of $1.0 million and $1.1 million, respectively, (including the favorable resolution of a vendor claim that resulted in negative cost of revenue), and for the twelve months ended December 31, 2023, includes project charges of $2.7 million and a charge of $32.5 million associated with the resolution of the Company’s previous MPSV Litigation.
(5)
General and administrative expense for the Shipyard division for the three and twelve months ended December 31, 2023, includes legal and advisory fees of $0.1 million and $3.2 million, respectively, associated with the Company’s previous MPSV Litigation.

 

9

 


 

Consolidated Balance Sheets (in thousands)

 

 

December 31,

 

 

 

2024

 

 

2023

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

27,284

 

 

$

38,176

 

Restricted cash

 

 

1,197

 

 

 

1,475

 

Short-term investments

 

 

38,784

 

 

 

8,233

 

Contract receivables and retainage, net

 

 

22,487

 

 

 

36,298

 

Contract assets

 

 

8,611

 

 

 

2,739

 

Prepaid expenses and other assets

 

 

5,139

 

 

 

6,994

 

Inventory

 

 

1,907

 

 

 

2,072

 

Assets held for sale

 

 

 

 

 

5,640

 

Total current assets

 

 

105,409

 

 

 

101,627

 

Property, plant and equipment, net

 

 

24,051

 

 

 

23,145

 

Goodwill

 

 

2,217

 

 

 

2,217

 

Other intangibles, net

 

 

557

 

 

 

700

 

Other noncurrent assets

 

 

982

 

 

 

739

 

Total assets

 

$

133,216

 

 

$

128,428

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

5,801

 

 

$

8,466

 

Contract liabilities

 

 

1,278

 

 

 

5,470

 

Accrued expenses and other liabilities

 

 

13,180

 

 

 

14,836

 

Long-term debt, current

 

 

1,117

 

 

 

1,075

 

Total current liabilities

 

 

21,376

 

 

 

29,847

 

Long-term debt, noncurrent

 

 

17,888

 

 

 

18,925

 

Other noncurrent liabilities

 

 

850

 

 

 

685

 

Total liabilities

 

 

40,114

 

 

 

49,457

 

Shareholders’ equity:

 

 

 

 

 

 

Preferred stock, no par value, 5,000 shares authorized, no shares issued
and outstanding

 

 

 

 

 

 

Common stock, no par value, 30,000 shares authorized, 16,346 issued and
   outstanding at December 31, 2024 and 16,258 at December 31, 2023

 

 

11,669

 

 

 

11,729

 

Additional paid-in capital

 

 

108,065

 

 

 

108,615

 

Accumulated deficit

 

 

(26,632

)

 

 

(41,373

)

Total shareholders’ equity

 

 

93,102

 

 

 

78,971

 

Total liabilities and shareholders’ equity

 

$

133,216

 

 

$

128,428

 

 

10

 


 

 

Consolidated Cash Flows (in thousands)

 

Three Months Ended

 

 

Twelve Months Ended

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

2024

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

$

4,295

 

 

$

2,317

 

 

$

7,090

 

 

$

14,741

 

 

$

(24,402

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

1,224

 

 

 

1,208

 

 

 

1,351

 

 

 

4,865

 

 

 

5,466

 

Change in allowance for doubtful accounts and credit losses

 

 

 

 

 

 

 

 

 

 

(28

)

 

 

(410

)

(Gain) loss on sale or disposal of assets held for sale and fixed assets, net

 

35

 

 

 

 

 

 

276

 

 

 

(3,907

)

 

 

27

 

Gain on insurance recoveries

 

 

 

 

 

 

 

(326

)

 

 

 

 

 

(571

)

Stock-based compensation expense

 

333

 

 

 

406

 

 

 

525

 

 

 

1,777

 

 

 

1,991

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contract receivables and retainage, net

 

1,017

 

 

 

9,929

 

 

 

(614

)

 

 

13,839

 

 

 

(7,093

)

Contract assets

 

(2,796

)

 

 

(3,594

)

 

 

1,566

 

 

 

(5,872

)

 

 

2,100

 

Prepaid expenses, inventory and other current assets

 

(707

)

 

 

249

 

 

 

(2,962

)

 

 

1,694

 

 

 

(133

)

Accounts payable

 

235

 

 

 

(3,382

)

 

 

(2,923

)

 

 

(2,608

)

 

 

(9

)

Contract liabilities

 

(201

)

 

 

(2,650

)

 

 

1,936

 

 

 

(4,192

)

 

 

(2,726

)

Accrued expenses and other current liabilities

 

(891

)

 

 

1,347

 

 

 

1,579

 

 

 

(1,385

)

 

 

1,206

 

Noncurrent assets and liabilities, net

 

(239

)

 

 

(184

)

 

 

(129

)

 

 

(676

)

 

 

31,751

 

Net cash provided by operating activities

 

2,305

 

 

 

5,646

 

 

 

7,369

 

 

 

18,248

 

 

 

7,197

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

(464

)

 

 

(1,314

)

 

 

(1,175

)

 

 

(5,344

)

 

 

(2,876

)

Proceeds from sale of property and equipment

 

 

 

 

 

 

 

60

 

 

 

9,614

 

 

 

456

 

Recoveries from insurance claims

 

 

 

 

 

 

 

 

 

 

326

 

 

 

245

 

Purchases of short-term investments

 

(29,238

)

 

 

(14,407

)

 

 

(8,297

)

 

 

(100,982

)

 

 

(39,028

)

Maturities of short-term investments

 

34,475

 

 

 

22,500

 

 

 

15,500

 

 

 

70,430

 

 

 

40,700

 

Net cash provided by (used in) investing activities

 

4,773

 

 

 

6,779

 

 

 

6,088

 

 

 

(25,956

)

 

 

(503

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Principal payments on long-term debt

 

(1,075

)

 

 

 

 

 

 

 

 

(1,075

)

 

 

 

Payments on insurance finance arrangements

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,257

)

Tax payments for vested stock withholdings

 

 

 

 

 

 

 

 

 

 

(1,183

)

 

 

(482

)

Repurchases of common stock

 

(325

)

 

 

(606

)

 

 

(128

)

 

 

(1,204

)

 

 

(128

)

Net cash used in financing activities

 

(1,400

)

 

 

(606

)

 

 

(128

)

 

 

(3,462

)

 

 

(1,867

)

Net increase (decrease) in cash, cash equivalents and restricted cash

 

5,678

 

 

 

11,819

 

 

 

13,329

 

 

 

(11,170

)

 

 

4,827

 

Cash, cash equivalents and restricted cash, beginning of period

 

22,803

 

 

 

10,984

 

 

 

26,322

 

 

 

39,651

 

 

 

34,824

 

Cash, cash equivalents and restricted cash, end of period

$

28,481

 

 

$

22,803

 

 

$

39,651

 

 

$

28,481

 

 

$

39,651

 

 

 

11

 


v3.25.0.1
Document and Entity Information
Mar. 04, 2025
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Mar. 04, 2025
Entity Registrant Name Gulf Island Fabrication, Inc.
Entity Central Index Key 0001031623
Entity Emerging Growth Company false
Entity File Number 001-34279
Entity Incorporation, State or Country Code LA
Entity Tax Identification Number 72-1147390
Entity Address, Address Line One 2170 Buckthorne Place
Entity Address, Address Line Two Suite 420
Entity Address, City or Town The Woodlands
Entity Address, State or Province TX
Entity Address, Postal Zip Code 77380
City Area Code 713
Local Phone Number 714-6100
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, no par value per share
Trading Symbol GIFI
Security Exchange Name NASDAQ

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