Generated revenue of $371 million during the third quarter of 2024, an
increase of 2% sequentially compared to the second quarter of
2024
Produced $51.9
million of Operating Cash Flow and $20.4 million of Free Cash Flow during the third
quarter of 2024
Increased Net income 26% and improved
Adjusted EBITDA 4% sequentially during the third quarter of 2024
relative to the second quarter of 2024
Water Infrastructure segment revenue, gross
profit and gross profit before D&A increased sequentially by
20%, 42% and 33%, respectively, in the third quarter of 2024 as
compared to the second quarter of 2024
Secured multiple new long-term contracts
for pipeline gathering, recycling & disposal infrastructure
projects, with anticipated new capital deployment of $37 – $42
million
HOUSTON, Nov. 5, 2024
/PRNewswire/ -- Select Water Solutions, Inc. (NYSE: WTTR) ("Select"
or the "Company"), a leading provider of sustainable water and
technology solutions to the energy industry, today announced its
financial and operating results for the third quarter ended
September 30, 2024.
John Schmitz, Select's Chairman
of the Board, President and Chief Executive Officer, stated,
"During the third quarter Select delivered another quarter of
continued margin improvement and profitability, while generating
solid free cash flow. Supported by revenue growth and margin
improvement in our Water Infrastructure segment, our unique growth
story continued as we were able to improve consolidated gross
margins and increase net income and adjusted EBITDA during the
third quarter despite activity pullbacks in the broader macro
environment.
"The third quarter showcased the strength and growth potential
in our Water Infrastructure segment, as demonstrated with a
significant increase in profitability and another quarter of record
performance. More specifically, the Water Infrastructure segment
posted 20% sequential revenue improvement and 33% growth in gross
profit before D&A, resulting in 56.7% gross margins before
D&A in the quarter, an increase of more than five percentage
points over the second quarter of 2024. We have materially
surpassed our 50% margin goal for Water Infrastructure well ahead
of our 2025 target, underscoring our continued ability to increase
asset utilization, integrate acquired assets efficiently and our
unique ability to sign, construct, and execute highly profitable
Water Infrastructure projects out of our growing backlog alongside
the basin's most ambitious and pioneering operators. Our
conviction in the strength and torque of this asset base remains
unwavering as represented by the decision to increase our quarterly
base dividend by 17% for our upcoming November payment.
"The improvements in the Water Infrastructure segment were a
culmination of the acquisitions we have executed year-to-date,
further commercialization of our end-to-end water networks, and
ongoing cost and operational efficiency initiatives. While we
continue to grow our infrastructure footprint through both organic
and inorganic capital projects, we also have driven increased
utilization and volumes through our existing assets via our
targeted sales, business development and network optimization
efforts. Our ever-growing footprint enables us to network assets
across our infrastructure portfolio, including pipelines,
fixed-recycling facilities, and disposal wells, positioning us as
an all-encompassing water solutions provider for our customers. Our
existing footprint, coupled with the contracts we have executed and
the robust pipeline of prospective projects, positions the Water
Infrastructure segment for significant ongoing growth in 2025.
"In the third quarter we continued to build on our organic
infrastructure successes with additional project wins supported by
long-term contracts. Since the beginning of the third quarter, we
contracted an additional 25,000 acres under long-term dedication in
the Permian Basin and continue to add long-term optionality, with
an additional 57,000 acres added under right-of-first-refusal
commitments. These new contracts build off our existing
infrastructure, in each case connecting new assets with other
legacy or recently acquired infrastructure to create a more
interconnected network. In addition to our Permian wins, we also
executed two strategic produced water pipeline connection
agreements in the Bakken in the third quarter, further exemplifying
our industry-leading infrastructure footprint spanning all major
lower 48 land basins. In the third quarter we also completed an
additional transaction for a disposal well in the Permian to
further bolster our disposal portfolio in the Northern Delaware to meet the needs of our
customers.
"Driven by margin outperformance and the pull-forward of
activity in our Water Infrastructure segment, we remain confident
in our ability to deliver on the headline goals we set out for
2024, including record setting annual Adjusted EBITDA for the
Company and more than 50% of our profitability coming from Water
Infrastructure and Chemical Technologies. On the capital side of
the business, we expect to come in on the low end of the guidance
range of $170 million to $190 million for net capital expenditures as we
have increased volumes through our existing network and found ways
to increase maintenance capital efficiency and deliver at the low
end of our guidance range.
"We do anticipate, however, that the seasonal activity slowdown
in the fourth quarter will impact the Water Services segment,
offset by recovery in our Chemical Technologies segment with new
product wins. Additionally, we will see the impact of certain asset
specific activity reductions in each of our water transfer,
sourcing and recycling businesses associated with certain of our
ongoing capital projects in the Northern
Delaware Basin. More specifically, we are planning for
downtime during all of Q4 at one of our New Mexico recycling facilities as we
transition this facility's operations into an integrated system
that we expect to be back online in the first quarter of 2025. We
will also be taking offline a large diameter historically
freshwater distribution pipeline in the Northern Delaware Basin in order to convert
the asset into a treated produced water distribution line. These
assets are two of our highest earning assets within the segment
year-to-date in 2024, so while these initiatives will result in
some short-term financial impact to the Water Infrastructure
segment in the fourth quarter, in doing so, we are significantly
enhancing the long-term potential of our Northern Delaware Basins
infrastructure footprint by creating a fully integrated network,
connecting our current northern and southern recycling systems
across New Mexico. While we expect
Adjusted EBITDA to be down in the fourth quarter at $60 million - $62
million, this should be temporary and we expect first
quarter of 2025 to come in at or above third quarter levels, with
upward trajectory across the remainder of 2025 providing
substantial year-over-year Adjusted EBITDA growth next year, as our
ongoing capital projects come online and provide additional revenue
and profitability for our Water Infrastructure segment throughout
2025.
"Overall, I am pleased with our financial performance in the
third quarter and year-to-date 2024, and I am excited to continue
building onto our growing infrastructure platform with additional
contract wins expected during the fourth quarter and in 2025. The
strength of our overall expected 2024 results, including growing
profitability and continued free cash flow generation, combined
with our strong project backlog positions the company for steady
continued growth looking into 2025 and we remain committed to
increasing the profitability of our Water Infrastructure segment to
represent more than half of the overall profitability of Select by
the end of 2025. Ultimately, we remain committed to delivering
industry-leading water and technology solutions with high-margin,
long-term contracted infrastructure that is mission critical to our
customers and creates significant value for our shareholders,"
concluded Mr. Schmitz.
Third Quarter 2024 Consolidated Financial Information
Revenue for the third quarter of 2024 was $371.3 million as compared to $365.1 million in the second quarter of 2024 and
$389.3 million in the third quarter
of 2023. Net income for the third quarter of 2024 was $18.8 million as compared to $14.9 million in the second quarter of 2024 and
$15.3 million in the third quarter of
2023.
For the third quarter of 2024, gross profit was $62.4 million, as compared to $60.2 million in the second quarter of 2024 and
$56.3 million in the third quarter of
2023. Total gross margin was 16.8% in the third quarter of 2024 as
compared to 16.5% in the second quarter of 2024 and 14.5% in the
third quarter of 2023. Gross margin before depreciation,
amortization and accretion ("D&A") for the third quarter of
2024 was 27.3% as compared to 26.7% for the second quarter of 2024
and 23.4% for the third quarter of 2023.
Selling, General & Administrative expenses ("SG&A")
during the third quarter of 2024 was $37.3
million as compared to $39.0
million during the second quarter of 2024 and $39.0 million during the third quarter of 2023.
SG&A during the third and second quarters of 2024 and third
quarter of 2023 was impacted by non-recurring transaction and
rebranding costs of $0.6 million,
$2.9 million and $4.7 million, respectively.
Adjusted EBITDA was $72.8 million
in the third quarter of 2024 as compared to $69.6 million in the second quarter of 2024 and
$63.0 million in the third quarter of
2023. Adjusted EBITDA during the third quarter of 2024 was adjusted
for $0.7 million of non-recurring
transaction and rebranding costs, $0.4
million of non-cash losses on asset sales, and ($0.3) million in other non-recurring
adjustments. Non-cash compensation expense accounted for an
additional $5.8 million adjustment
during the third quarter of 2024. Please refer to the end of this
release for reconciliations of gross profit before D&A
(non-GAAP measure) to gross profit and of Adjusted EBITDA (non-GAAP
measure) to net income.
Business Segment Information
The Water Services segment generated revenues of
$234.0 million in the third quarter
of 2024 as compared to $230.0 million
in the second quarter of 2024 and $251.9
million in the third quarter of 2023. Gross margin before
D&A for Water Services was 20.5% in the third quarter of 2024
as compared to 22.5% in the second quarter of 2024 and 20.5% in the
third quarter of 2023. Water Services segment revenues were up
approximately 2% sequentially, with strong net gains in Select's
Permian water transfer operations. For the fourth quarter of 2024,
the Company expects to see segment revenue decline by 10% - 15%,
driven by macro activity declines, consolidation initiatives and
the affiliated short-term impact of planned downtime at certain
water infrastructure assets in the fourth quarter. The Company
expects gross margins before D&A to hold steady at 20% - 21% in
the fourth quarter of 2024.
The Water Infrastructure segment generated
revenues of $82.0 million in the
third quarter of 2024 as compared to $68.6
million in the second quarter of 2024 and $58.4 million in the third quarter of 2023. Gross
margin before D&A for Water Infrastructure was 56.7% in the
third quarter of 2024 as compared to 51.0% in the second quarter of
2024 and 40.1% in the third quarter of 2023. During the third
quarter of 2024, the Water Infrastructure segment realized
pull-forward of activity expected in the fourth quarter as well as
increased utilization of existing assets and the ongoing benefit of
the acquisitions year-to-date. The segment achieved increases in
recycling volumes during the third quarter, generating revenue
growth of approximately 20% relative to the second quarter of 2024.
Additionally, gross margins before D&A improved by more than
five percentage points sequentially during the third quarter of
2024, driven by Select's recent acquisitions, and strong
incremental margins on additional system utilization across the
Company's existing networks. The Company anticipates Water
Infrastructure revenues decreasing by 10% - 15% during the fourth
quarter of 2024. While the segment will see some impacts from
seasonal activity factors, disposal and solids management volumes
are expected to remain steady and the majority of the activity
reduction is driven by the recent pull-forward of some work into
the third quarter and the associated impact of taking offline
certain recycling and pipeline distribution assets in the
Northern Delaware Basin as part of
Select's ongoing capital project efforts to expand its gathering,
recycling and distribution networks in the Northern Delaware basin. The Company expects
gross margins before D&A of 51% – 54% in the fourth quarter of
2024.
The Chemical Technologies segment generated
revenues of $55.3 million in the
third quarter of 2024 as compared to $66.6
million in the second quarter of 2024 and $79.0 million in the third quarter of 2023.
Gross margin before D&A for Chemical Technologies was
12.4% in the third quarter of 2024 as compared to 16.4 % in the
second quarter of 2024 and 20.3% in the third quarter of 2023, as
activity impacted demand levels during the quarter, especially with
pressure pumping customers. For the fourth quarter of 2024, Select
anticipates the segment to see both revenue and margin driven by
new product development and customer wins, particularly with the
Company's E&P customers. Accordingly, revenues are anticipated
to increase mid-single-digit percentages and gross margins before
D&A to increase to 14% - 16% in the fourth quarter of 2024.
Cash Flow and Capital Expenditures
Cash flow from operations for the third quarter of 2024 was
$51.9 million as compared to
$83.1 million in the second quarter
of 2024 and $118.2 million in the
third quarter of 2023. Cash flow from operations during the third
quarter of 2024 was impacted by a $15.4
million use of cash from working capital.
Net capital expenditures for the third quarter of 2024 were
$31.5 million, comprised of
$35.2 million of capital expenditures
partially offset by $3.7 million of
cash proceeds from asset sales. Free cash flow during the third
quarter of 2024 was $20.4 million.
Please refer to the end of this release for a reconciliation of
free cash flow (non-GAAP measure) to net cash provided by operating
activities.
Cash flow used in investing activities during the third quarter
of 2024 also included $8.7 million of
outflows for Water Infrastructure related acquisitions.
Cash flows provided by financing activities during the third
quarter of 2024 included $17.2
million of net outflows consisting of $10.0 million of payments on Select's
sustainability-linked credit facility, $7.0
million of dividends and distributions paid and $0.2 million of tax withholding payments
associated with the vesting of shares under the Company's long-term
incentive plan.
Balance Sheet and Capital Structure
Total cash and cash equivalents were $10.9 million as of September 30, 2024 as compared to $16.4 million as of June
30, 2024. The Company had $80.0
million of borrowings outstanding under its
sustainability-linked credit facility as of September 30, 2024 and $90.0 million outstanding as of June 30, 2024.
As of September 30, 2024 and
June 30, 2024, the borrowing base
under the sustainability-linked credit facility was $226.8 million and $220.4
million, respectively. The Company had available borrowing
capacity under its sustainability-linked credit facility as of
September 30, 2024 and June 30, 2024, of approximately $127.8 million and $113.4
million, respectively, after giving effect to $19.0 million of outstanding letters of credit as
of September 30, 2024 and
$17.0 million as of June 30, 2024 and $80.0
million of outstanding borrowings as of September 30, 2024 and $90.0 million as of June
30, 2024.
Total liquidity was $138.7 million
as of September 30, 2024, as compared
to $129.8 million as of June 30, 2024. The Company had 102,797,453
weighted average shares of Class A common stock outstanding and
16,221,101 weighted average shares of Class B common stock
outstanding during the third quarter of 2024.
Northern Delaware Disposal Acquisition
During the third quarter of 2024, Select completed the
acquisition of a disposal well for $4.5
million of cash consideration in the Northern Delaware Basin. The addition of this
well bolsters Select's Northern
Delaware disposal capacity, adding an anticipated
approximately 10,000 barrels per day of disposal capacity in a
strategic location with proximity to the Company's organic Water
Infrastructure developments.
Business Development Updates
Since the start of the third quarter of 2024, Select has
executed four new long-term contracts including two for
comprehensive produced water gathering, recycling and disposal in
the Permian Basin and two disposal gathering pipeline connection
contracts in the Bakken. The combined capital expenditures
associated with these four projects is expected to be $37 million – $42
million, with each project anticipated to be online in the
first half of 2025.
Northern Delaware System Expansion and Acreage
Dedication
During the third quarter of 2024, Select signed a 12-year
agreement for the construction and expansion of recycling and
pipeline infrastructure for a large public operator in the Permian
Basin, extending Select's existing Lea
County, New Mexico recycling infrastructure into
Eddy County, New Mexico as well.
Expanding upon existing agreements with an established customer,
the new agreement adds another 5,000 additional dedicated acres
with an additional right-of-first-refusal for another 57,000 acres
of potential dedication. To support the agreement, Select will
construct a new recycling facility, adding up to 120,000 barrels
per day of additional throughput capacity and up to two million
barrels of additional storage capacity. The new facility will be
connected via 20-miles of large diameter produced water gathering
pipelines to Select's existing Northern
Delaware recycling infrastructure, as well as to two of our
recently acquired nearby SWDs and an existing large diameter
pipeline that will be converted from fresh water to produced water
distribution. We expect construction to be complete and the
pipelines and recycling facilities to be operational in the first
half of 2025.
Midland Basin Recycling and Disposal Project
During October 2024, Select signed
an eight-year agreement for an integrated water gathering,
recycling and disposal project in Upton
County in the Midland Basin. The project will expand an
existing recycling facility by adding 750,000 barrels of additional
storage, support a new disposal facility permitted at 20,000
barrels per day and include 4 miles of pipeline buildout to
integrate the system. The project is supported by an approximately
20,000 acre dedication for both gathering produced water and
purchasing treated produced water and includes a 35 million barrel
minimum volume commitment. The project is expected to be completed
during the second quarter of 2025.
Bakken Pipeline Connections
During the third quarter of 2024, Select signed one 10-year
agreement and one 20-year agreement for the construction of
pipelines to Select's existing Bakken disposal infrastructure. As
part of the agreements Select will update one of its Bakken
disposals to accommodate increased capacity in addition to tying
pipe into the disposal facility. Additionally, Select has also
secured a one million barrel minimum volume commitment in the
initial year of the contract in one of the two connection
agreements signed in the quarter.
Conference Call Information
Select has scheduled a conference call on Wednesday, November 6, 2024 at 11:00 a.m. Eastern time / 10:00 a.m. Central time. Please dial
201-389-0872 and ask for the Select Water Solutions call at least
10 minutes prior to the start time of the call, or listen to the
call live over the Internet by logging on to the website at the
address
https://investors.selectwater.com/events-presentations/current.
A telephonic replay of the conference call will be available
through November 20, 2024, and may be
accessed by calling 201-612-7415 using passcode 13749690#. A
webcast archive will also be available at the link above shortly
after the call and will be accessible for approximately 90 days.
About Select Water Solutions, Inc.
Select is a leading provider of sustainable water and technology
solutions to the energy industry. These solutions are supported by
the Company's critical water infrastructure assets, chemical
manufacturing and water treatment and recycling capabilities. As a
leader in sustainable water and chemical solutions, Select places
the utmost importance on safe, environmentally responsible
management of water throughout the lifecycle of a well.
Additionally, Select believes that responsibly managing water
resources throughout its operations to help conserve and protect
the environment is paramount to the Company's continued
success. For more information, please visit Select's website,
https://www.selectwater.com.
Cautionary Statement Regarding Forward-Looking
Statements
All statements in this communication other than statements of
historical facts are forward-looking statements which contain our
current expectations about our future results. We have attempted to
identify any forward-looking statements by using words such as
"could," "believe," "anticipate," "expect," "intend," "project,"
"will," "estimates," "preliminary," "forecast" and other similar
expressions. Examples of forward-looking statements include, but
are not limited to, the expectations of plans, business strategies,
objectives and growth, projected financial results and future
financial and operational performance, expected capital
expenditures, our share repurchase program and future dividends.
Although we believe that the expectations reflected, and the
assumptions or bases underlying our forward-looking statements are
reasonable, we can give no assurance that such expectations will
prove to be correct. Such statements are not guarantees of future
performance or events and are subject to known and unknown risks
and uncertainties that could cause our actual results, events or
financial positions to differ materially from those included within
or implied by such forward-looking statements. These risks and
uncertainties include the risks that the benefits contemplated from
our recent acquisitions may not be realized, the ability of Select
to successfully integrate the acquired businesses' operations,
including employees, and realize anticipated synergies and cost
savings and the potential impact of the consummation of the
acquisitions on relationships, including with employees, suppliers,
customers, competitors and creditors. Factors that could materially
impact such forward-looking statements include, but are not limited
to: the global macroeconomic uncertainty related to the
Russia-Ukraine war and related economic sanctions;
the conflict in the Israel-Gaza
region and related hostilities in the Middle East, including heightened tensions
with Iran, Lebanon and Yemen; the ability to source certain raw
materials and other critical components or manufactured products
globally on a timely basis from economically advantaged sources,
including any delays and/or supply chain disruptions due to
increased hostilities in the Middle
East; actions by the members of the Organization of the
Petroleum Exporting Countries ("OPEC") and Russia (together with OPEC and other allied
producing countries, "OPEC+") with respect to oil production levels
and announcements of potential changes in such levels, including
the ability of the OPEC+ countries to agree on and comply with
supply limitations, which may be exacerbated by the recent
Middle East conflicts; actions
taken by federal or state governments, such as executive orders or
new or expanded regulations, that may negatively impact the future
production of oil and natural gas in the U.S. or our customers'
access to federal and state lands for oil and gas development
operations, thereby reducing demand for our services in the
affected areas; the severity and duration of world health events,
and any resulting impact on commodity prices and supply and demand
considerations; the impact of central bank policy actions, such as
sustained, elevated interest rates in response to, among
other things, high rates of inflation, and disruptions in the bank
and capital markets; the degree to which consolidation among our
customers may affect spending on U.S. drilling and completions
activity; the level of capital spending and access to capital
markets by oil and gas companies, trends and volatility in oil and
gas prices, and our ability to manage through such volatility; the
impact of current and future laws, rulings and governmental
regulations, including those related to hydraulic fracturing,
accessing water, disposing of wastewater, transferring produced
water, interstate freshwater transfer, chemicals, carbon pricing,
pipeline construction, taxation or emissions, leasing, permitting
or drilling on federal lands and various other environmental
matters; regulatory and related policy actions intended by federal,
state and/or local governments to reduce fossil fuel use and
associated carbon emissions, or to drive the substitution of
renewable forms of energy for oil and gas, may over time reduce
demand for oil and gas and therefore the demand for our services,
including as a result of the Inflation Reduction Act of 2022, the
U.S. Supreme Court's overturning of the Chevron deference doctrine
or otherwise; growing demand for electric vehicles that may result
in reduced demand for refined products deriving from crude oil such
as gasoline and diesel fuel, and therefore the demand for our
services; the impact of advances or changes in well-completion
technologies or practices that result in reduced demand for our
services, either on a volumetric or time basis; changes in global
political or economic conditions, generally, including as a result
of the fall 2024 presidential election and any resultant political
uncertainty, and in the markets we serve, including the rate of
inflation and potential economic recession; and other factors
discussed or referenced in the "Risk Factors" section of our most
recent Annual Report on Form 10-K and those set forth from time to
time in our other filings with the SEC. Investors should not place
undue reliance on our forward-looking statements. Any
forward-looking statement speaks only as of the date on which such
statement is made, and we undertake no obligation to publicly
update or revise any forward-looking statement, whether as a result
of new information, future events, changed circumstances or
otherwise, unless required by law.
WTTR-ER
SELECT WATER
SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF
OPERATIONS
(unaudited)
(in thousands,
except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months
ended,
|
|
Nine months ended
Sept 30,
|
|
|
Sept 30,
2024
|
|
June 30,
2024
|
|
Sept 30,
2023
|
|
2024
|
|
2023
|
Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Water
Services
|
|
$
|
234,019
|
|
$
|
230,008
|
|
$
|
251,870
|
|
$
|
692,334
|
|
$
|
791,145
|
Water
Infrastructure
|
|
|
82,017
|
|
|
68,564
|
|
|
58,375
|
|
|
214,089
|
|
|
169,118
|
Chemical
Technologies
|
|
|
55,313
|
|
|
66,559
|
|
|
79,028
|
|
|
196,605
|
|
|
250,230
|
Total
revenue
|
|
|
371,349
|
|
|
365,131
|
|
|
389,273
|
|
|
1,103,028
|
|
|
1,210,493
|
Costs of
revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Water
Services
|
|
|
186,041
|
|
|
178,308
|
|
|
200,361
|
|
|
545,881
|
|
|
626,878
|
Water
Infrastructure
|
|
|
35,503
|
|
|
33,581
|
|
|
34,992
|
|
|
102,776
|
|
|
103,718
|
Chemical
Technologies
|
|
|
48,450
|
|
|
55,641
|
|
|
63,005
|
|
|
165,846
|
|
|
200,017
|
Depreciation,
amortization and accretion
|
|
|
38,906
|
|
|
37,445
|
|
|
34,650
|
|
|
113,243
|
|
|
102,776
|
Total costs of
revenue
|
|
|
308,900
|
|
|
304,975
|
|
|
333,008
|
|
|
927,746
|
|
|
1,033,389
|
Gross
profit
|
|
|
62,449
|
|
|
60,156
|
|
|
56,265
|
|
|
175,282
|
|
|
177,104
|
Operating
expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and
administrative
|
|
|
37,268
|
|
|
38,981
|
|
|
38,983
|
|
|
120,229
|
|
|
109,147
|
Depreciation and
amortization
|
|
|
661
|
|
|
748
|
|
|
512
|
|
|
2,667
|
|
|
1,846
|
Impairments and
abandonments
|
|
|
—
|
|
|
46
|
|
|
32
|
|
|
91
|
|
|
11,554
|
Lease abandonment
costs
|
|
|
5
|
|
|
17
|
|
|
(12)
|
|
|
411
|
|
|
73
|
Total operating
expenses
|
|
|
37,934
|
|
|
39,792
|
|
|
39,515
|
|
|
123,398
|
|
|
122,620
|
Income from
operations
|
|
|
24,515
|
|
|
20,364
|
|
|
16,750
|
|
|
51,884
|
|
|
54,484
|
Other income
(expense)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sales of
property and equipment and divestitures, net
|
|
|
1,624
|
|
|
382
|
|
|
23
|
|
|
2,331
|
|
|
1,688
|
Interest expense,
net
|
|
|
(1,906)
|
|
|
(2,026)
|
|
|
(765)
|
|
|
(5,204)
|
|
|
(4,290)
|
Other
|
|
|
(78)
|
|
|
42
|
|
|
767
|
|
|
(318)
|
|
|
2,482
|
Income before income
tax expense and equity in gains (losses) of
unconsolidated entities
|
|
|
24,155
|
|
|
18,762
|
|
|
16,775
|
|
|
48,693
|
|
|
54,364
|
Income tax
expense
|
|
|
(5,852)
|
|
|
(3,959)
|
|
|
(483)
|
|
|
(11,263)
|
|
|
(1,068)
|
Equity in gains
(losses) of unconsolidated entities
|
|
|
507
|
|
|
96
|
|
|
(978)
|
|
|
154
|
|
|
(1,716)
|
Net income
|
|
|
18,810
|
|
|
14,899
|
|
|
15,314
|
|
|
37,584
|
|
|
51,580
|
Less: net income
attributable to noncontrolling interests
|
|
|
(3,019)
|
|
|
(2,031)
|
|
|
(968)
|
|
|
(5,300)
|
|
|
(4,772)
|
Net income attributable
to Select Water Solutions, Inc.
|
|
$
|
15,791
|
|
$
|
12,868
|
|
$
|
14,346
|
|
$
|
32,284
|
|
$
|
46,808
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share
attributable to common stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class
A—Basic
|
|
$
|
0.16
|
|
$
|
0.13
|
|
$
|
0.14
|
|
$
|
0.32
|
|
$
|
0.46
|
Class
B—Basic
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share
attributable to common stockholders:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class
A—Diluted
|
|
$
|
0.15
|
|
$
|
0.13
|
|
$
|
0.14
|
|
$
|
0.32
|
|
$
|
0.45
|
Class
B—Diluted
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
SELECT WATER
SOLUTIONS, INC.
CONSOLIDATED BALANCE SHEETS
(unaudited)
(in thousands,
except share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sept
30, 2024
|
|
June 30, 2024
|
|
March
31, 2024
|
|
December 31,
2023
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
assets
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
10,938
|
|
$
|
16,417
|
|
$
|
12,753
|
|
$
|
57,083
|
Accounts receivable
trade, net of allowance for credit losses
|
|
|
298,676
|
|
|
295,115
|
|
|
323,113
|
|
|
322,611
|
Accounts receivable,
related parties
|
|
|
119
|
|
|
98
|
|
|
330
|
|
|
171
|
Inventories
|
|
|
35,819
|
|
|
37,501
|
|
|
37,636
|
|
|
38,653
|
Prepaid expenses and
other current assets
|
|
|
51,130
|
|
|
35,142
|
|
|
37,886
|
|
|
35,541
|
Total current
assets
|
|
|
396,682
|
|
|
384,273
|
|
|
411,718
|
|
|
454,059
|
Property and
equipment
|
|
|
1,363,666
|
|
|
1,312,239
|
|
|
1,242,133
|
|
|
1,144,989
|
Accumulated
depreciation
|
|
|
(689,978)
|
|
|
(663,284)
|
|
|
(650,952)
|
|
|
(627,408)
|
Total property and
equipment, net
|
|
|
673,688
|
|
|
648,955
|
|
|
591,181
|
|
|
517,581
|
Right-of-use assets,
net
|
|
|
39,714
|
|
|
42,293
|
|
|
42,931
|
|
|
39,504
|
Goodwill
|
|
|
30,259
|
|
|
36,664
|
|
|
31,202
|
|
|
4,683
|
Other intangible
assets, net
|
|
|
127,930
|
|
|
126,834
|
|
|
127,649
|
|
|
116,189
|
Deferred tax assets,
net
|
|
|
48,879
|
|
|
54,529
|
|
|
60,489
|
|
|
61,617
|
Other long-term assets,
net
|
|
|
29,495
|
|
|
29,572
|
|
|
26,137
|
|
|
24,557
|
Total
assets
|
|
$
|
1,346,647
|
|
$
|
1,323,120
|
|
$
|
1,291,307
|
|
$
|
1,218,190
|
Liabilities and
Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
41,435
|
|
$
|
36,746
|
|
$
|
54,389
|
|
$
|
42,582
|
Accrued accounts
payable
|
|
|
66,172
|
|
|
72,493
|
|
|
62,833
|
|
|
66,182
|
Accounts payable and
accrued expenses, related parties
|
|
|
5,891
|
|
|
3,251
|
|
|
4,227
|
|
|
4,086
|
Accrued salaries and
benefits
|
|
|
21,142
|
|
|
24,342
|
|
|
17,692
|
|
|
28,401
|
Accrued
insurance
|
|
|
29,970
|
|
|
17,399
|
|
|
17,227
|
|
|
19,720
|
Sales tax
payable
|
|
|
2,668
|
|
|
2,493
|
|
|
2,973
|
|
|
1,397
|
Current portion of tax
receivable agreements liabilities
|
|
|
469
|
|
|
469
|
|
|
469
|
|
|
469
|
Accrued expenses and
other current liabilities
|
|
|
37,866
|
|
|
38,282
|
|
|
35,800
|
|
|
33,511
|
Current operating
lease liabilities
|
|
|
16,781
|
|
|
16,934
|
|
|
16,241
|
|
|
15,005
|
Current portion of
finance lease obligations
|
|
|
207
|
|
|
199
|
|
|
196
|
|
|
194
|
Total current
liabilities
|
|
|
222,601
|
|
|
212,608
|
|
|
212,047
|
|
|
211,547
|
Long-term tax
receivable agreements liabilities
|
|
|
37,718
|
|
|
37,718
|
|
|
37,718
|
|
|
37,718
|
Long-term operating
lease liabilities
|
|
|
34,792
|
|
|
37,938
|
|
|
39,667
|
|
|
37,799
|
Long-term
debt
|
|
|
80,000
|
|
|
90,000
|
|
|
75,000
|
|
|
—
|
Other long-term
liabilities
|
|
|
52,110
|
|
|
42,726
|
|
|
38,554
|
|
|
38,954
|
Total
liabilities
|
|
|
427,221
|
|
|
420,990
|
|
|
402,986
|
|
|
326,018
|
Commitments and
contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A common
stock, $0.01 par value
|
|
|
1,028
|
|
|
1,028
|
|
|
1,027
|
|
|
1,022
|
Class B common
stock, $0.01 par value
|
|
|
162
|
|
|
162
|
|
|
162
|
|
|
162
|
Preferred stock, $0.01
par value
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
Additional paid-in
capital
|
|
|
999,812
|
|
|
1,001,123
|
|
|
1,001,967
|
|
|
1,008,095
|
Accumulated
deficit
|
|
|
(204,507)
|
|
|
(220,298)
|
|
|
(233,166)
|
|
|
(236,791)
|
Total stockholders'
equity
|
|
|
796,495
|
|
|
782,015
|
|
|
769,990
|
|
|
772,488
|
Noncontrolling
interests
|
|
|
122,931
|
|
|
120,115
|
|
|
118,331
|
|
|
119,684
|
Total
equity
|
|
|
919,426
|
|
|
902,130
|
|
|
888,321
|
|
|
892,172
|
Total liabilities
and equity
|
|
$
|
1,346,647
|
|
$
|
1,323,120
|
|
$
|
1,291,307
|
|
$
|
1,218,190
|
SELECT WATER
SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF CASH
FLOWS
(unaudited)
(in
thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months
ended
|
|
Nine months
ended
|
|
|
Sept 30,
2024
|
|
June 30,
2024
|
|
Sept 30,
2023
|
|
Sept 30,
2024
|
|
Sept 30,
2023
|
Cash flows from
operating activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
18,810
|
|
$
|
14,899
|
|
$
|
15,314
|
|
$
|
37,584
|
|
$
|
51,580
|
Adjustments to
reconcile net income to net cash provided by operating
activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation,
amortization and accretion
|
|
|
39,567
|
|
|
38,193
|
|
|
35,162
|
|
|
115,910
|
|
|
104,622
|
Deferred tax expense
(benefit)
|
|
|
5,650
|
|
|
3,792
|
|
|
(54)
|
|
|
10,571
|
|
|
(97)
|
Gain on disposal of
property and equipment and divestitures
|
|
|
(1,624)
|
|
|
(382)
|
|
|
(23)
|
|
|
(2,331)
|
|
|
(1,688)
|
Equity in (gains)
losses of unconsolidated entities
|
|
|
(507)
|
|
|
(96)
|
|
|
978
|
|
|
(154)
|
|
|
1,716
|
Bad debt
expense
|
|
|
(472)
|
|
|
731
|
|
|
1,156
|
|
|
855
|
|
|
3,987
|
Amortization of debt
issuance costs
|
|
|
122
|
|
|
122
|
|
|
122
|
|
|
366
|
|
|
366
|
Inventory
adjustments
|
|
|
(95)
|
|
|
(400)
|
|
|
115
|
|
|
(528)
|
|
|
557
|
Equity-based
compensation
|
|
|
5,799
|
|
|
6,201
|
|
|
5,014
|
|
|
18,359
|
|
|
12,787
|
Impairments and
abandonments
|
|
|
—
|
|
|
46
|
|
|
32
|
|
|
91
|
|
|
11,554
|
Other operating items,
net
|
|
|
(41)
|
|
|
655
|
|
|
2
|
|
|
926
|
|
|
(639)
|
Changes in
operating assets and liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts
receivable
|
|
|
(2,415)
|
|
|
31,298
|
|
|
74,081
|
|
|
29,011
|
|
|
70,467
|
Prepaid expenses and other assets
|
|
|
(15,536)
|
|
|
1,222
|
|
|
(11,613)
|
|
|
(16,494)
|
|
|
(18,797)
|
Accounts payable and
accrued liabilities
|
|
|
2,618
|
|
|
(13,167)
|
|
|
(2,073)
|
|
|
(27,047)
|
|
|
(34,253)
|
Net cash
provided by operating activities
|
|
|
51,876
|
|
|
83,114
|
|
|
118,213
|
|
|
167,119
|
|
|
202,162
|
Cash flows from
investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of
property and equipment
|
|
|
(35,204)
|
|
|
(49,113)
|
|
|
(35,166)
|
|
|
(118,080)
|
|
|
(102,401)
|
Purchase of
equity-method investments
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(500)
|
Acquisitions, net of
cash received
|
|
|
(8,650)
|
|
|
(41,477)
|
|
|
—
|
|
|
(158,438)
|
|
|
(13,418)
|
Proceeds received from
sales of property and equipment
|
|
|
3,730
|
|
|
3,379
|
|
|
1,579
|
|
|
12,275
|
|
|
11,380
|
Net cash used in
investing activities
|
|
|
(40,124)
|
|
|
(87,211)
|
|
|
(33,587)
|
|
|
(264,243)
|
|
|
(104,939)
|
Cash flows from
financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings from
revolving line of credit
|
|
|
7,500
|
|
|
52,500
|
|
|
—
|
|
|
150,000
|
|
|
105,250
|
Payments on
revolving line of credit
|
|
|
(17,500)
|
|
|
(37,500)
|
|
|
(65,000)
|
|
|
(70,000)
|
|
|
(121,250)
|
Payments of
finance lease obligations
|
|
|
(49)
|
|
|
(48)
|
|
|
(45)
|
|
|
(163)
|
|
|
(55)
|
Dividends and
distributions paid
|
|
|
(7,012)
|
|
|
(7,034)
|
|
|
(5,821)
|
|
|
(21,533)
|
|
|
(17,907)
|
Distributions to
noncontrolling interests
|
|
|
—
|
|
|
—
|
|
|
1,000
|
|
|
—
|
|
|
(1,581)
|
Contributions from
noncontrolling interests
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,950
|
Repurchase of common
stock
|
|
|
(171)
|
|
|
(156)
|
|
|
(276)
|
|
|
(7,323)
|
|
|
(49,905)
|
Net cash (used
in) provided by financing activities
|
|
|
(17,232)
|
|
|
7,762
|
|
|
(70,142)
|
|
|
50,981
|
|
|
(79,498)
|
Effect of exchange rate
changes on cash
|
|
|
1
|
|
|
(1)
|
|
|
(3)
|
|
|
(2)
|
|
|
(4)
|
Net (decrease) increase
in cash and cash equivalents
|
|
|
(5,479)
|
|
|
3,664
|
|
|
14,481
|
|
|
(46,145)
|
|
|
17,721
|
Cash and cash
equivalents, beginning of period
|
|
|
16,417
|
|
|
12,753
|
|
|
10,562
|
|
|
57,083
|
|
|
7,322
|
Cash and cash
equivalents, end of period
|
|
$
|
10,938
|
|
$
|
16,417
|
|
$
|
25,043
|
|
$
|
10,938
|
|
$
|
25,043
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comparison of Non-GAAP Financial
Measures
EBITDA, Adjusted EBITDA, gross profit before depreciation,
amortization and accretion ("D&A"), gross margin before D&A
and free cash flow are not financial measures presented in
accordance with accounting principles generally accepted in the
U.S. ("GAAP"). We define EBITDA as net income (loss), plus interest
expense, income taxes and depreciation, amortization and accretion.
We define Adjusted EBITDA as EBITDA plus/(minus) loss/(income) from
discontinued operations, plus any impairment and abandonment
charges or asset write-offs pursuant to GAAP, plus non-cash losses
on the sale of assets or subsidiaries, non-recurring compensation
expense, non-cash compensation expense, and non-recurring or
unusual expenses or charges, including severance expenses,
transaction costs, or facilities-related exit and disposal-related
expenditures, plus/(minus) foreign currency losses/(gains),
plus/(minus) losses/(gains) on unconsolidated entities and plus tax
receivable agreements expense less bargain purchase gains from
business combinations. We define gross profit before D&A as
revenue less cost of revenue, excluding cost of sales D&A
expense. We define gross margin before D&A as gross profit
before D&A divided by revenue. We define free cash flow as net
cash provided by (used in) operating activities less purchases of
property and equipment, plus proceeds received from sale of
property and equipment. EBITDA, Adjusted EBITDA, gross profit
before D&A, gross margin before D&A and free cash flow are
supplemental non-GAAP financial measures that we believe provide
useful information to external users of our financial statements,
such as industry analysts, investors, lenders and rating agencies
because it allows them to compare our operating performance on a
consistent basis across periods by removing the effects of our
capital structure (such as varying levels of interest expense),
asset base (such as depreciation, amortization and accretion)
and non-recurring items outside the control of our management team.
We present EBITDA, Adjusted EBITDA, gross profit before D&A,
gross margin before D&A and free cash flow because we believe
they provide useful information regarding the factors and trends
affecting our business in addition to measures calculated under
GAAP.
Net income is the GAAP measure most directly comparable to
EBITDA and Adjusted EBITDA. Gross profit and gross margin are the
GAAP measures most directly comparable to gross profit before
D&A and gross margin before D&A, respectively. Net cash
provided by (used in) operating activities is the GAAP measure most
directly comparable to free cash flow. Our non-GAAP financial
measures should not be considered as alternatives to the most
directly comparable GAAP financial measure. Each of these non-GAAP
financial measures has important limitations as an analytical tool
due to exclusion of some but not all items that affect the most
directly comparable GAAP financial measures. You should not
consider EBITDA, Adjusted EBITDA, gross profit before D&A,
gross margin before D&A or free cash flow in isolation or as
substitutes for an analysis of our results as reported under GAAP.
Because EBITDA, Adjusted EBITDA, gross profit before D&A, gross
margin before D&A and free cash flow may be defined differently
by other companies in our industry, our definitions of these
non-GAAP financial measures may not be comparable to similarly
titled measures of other companies, thereby diminishing their
utility.
For forward-looking non-GAAP measures, the Company is unable to
provide a reconciliation of the forward-looking non-GAAP
financial measures to their most directly comparable GAAP
financial measure as the information necessary for a
quantitative reconciliation, including potential
acquisition-related transaction and rebranding costs as well as the
purchase price accounting allocation of the recent acquisitions and
the resulting impacts to depreciation, amortization and accretion
expense, among other items is not available to the Company without
unreasonable efforts due to the inherent difficulty and
impracticability of predicting certain amounts required by GAAP
with a reasonable degree of accuracy at this time.
The following table presents a reconciliation of free cash flow
to net cash provided by operating activities, which is the most
directly comparable GAAP measure for the periods presented:
|
|
|
|
|
Three months
ended
|
|
|
Sept 30,
2024
|
|
June 30,
2024
|
|
Sept 30,
2023
|
|
|
|
|
|
(unaudited) (in
thousands)
|
Net cash provided by
operating activities
|
|
$
|
51,876
|
|
$
|
83,114
|
|
$
|
118,213
|
Purchase of property
and equipment
|
|
|
(35,204)
|
|
|
(49,113)
|
|
|
(35,166)
|
Proceeds received from
sale of property and equipment
|
|
|
3,730
|
|
|
3,379
|
|
|
1,579
|
Free cash
flow
|
|
$
|
20,402
|
|
$
|
37,380
|
|
$
|
84,626
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table presents a reconciliation of EBITDA and
Adjusted EBITDA to our net income, which is the most directly
comparable GAAP measure for the periods presented:
|
|
|
Three months
ended,
|
|
|
|
Sept 30,
2024
|
|
June 30,
2024
|
|
Sept 30,
2023
|
|
|
|
(unaudited) (in
thousands)
|
Net income
|
|
|
$
|
18,810
|
|
$
|
14,899
|
|
$
|
15,314
|
Interest expense,
net
|
|
|
|
1,906
|
|
|
2,026
|
|
|
765
|
Income tax
expense
|
|
|
|
5,852
|
|
|
3,959
|
|
|
483
|
Depreciation,
amortization and accretion
|
|
|
|
39,567
|
|
|
38,193
|
|
|
35,162
|
EBITDA
|
|
|
|
66,135
|
|
|
59,077
|
|
|
51,724
|
Trademark abandonment
and other impairments
|
|
|
|
—
|
|
|
46
|
|
|
—
|
Non-cash loss on sale
of assets or subsidiaries
|
|
|
|
368
|
|
|
1,432
|
|
|
583
|
Non-cash compensation
expenses
|
|
|
|
5,799
|
|
|
6,201
|
|
|
5,014
|
Non-recurring
transaction and rebranding costs
|
|
|
|
710
|
|
|
2,866
|
|
|
4,669
|
Non-recurring severance
expense
|
|
|
|
—
|
|
|
—
|
|
|
—
|
Lease abandonment
costs
|
|
|
|
5
|
|
|
17
|
|
|
(12)
|
Equity in (gains)
losses of unconsolidated entities
|
|
|
|
(507)
|
|
|
(96)
|
|
|
978
|
Impairments and
Abandonments
|
|
|
|
—
|
|
|
—
|
|
|
32
|
Other
|
|
|
|
240
|
|
|
104
|
|
|
1
|
Adjusted
EBITDA
|
|
|
$
|
72,750
|
|
$
|
69,647
|
|
$
|
62,989
|
|
The following table presents a reconciliation of gross profit
before D&A to total gross profit, which is the most directly
comparable GAAP measure, and a calculation of gross margin before
D&A for the periods presented:
|
|
Three months
ended,
|
|
|
Sept 30,
2024
|
|
June 30,
2024
|
|
Sept 30,
2023
|
|
|
(unaudited) (in
thousands)
|
Gross profit by
segment
|
|
|
|
|
|
|
|
|
|
Water
services
|
|
$
|
28,482
|
|
$
|
30,688
|
|
$
|
28,689
|
Water
infrastructure
|
|
|
28,957
|
|
|
20,354
|
|
|
14,191
|
Chemical
technologies
|
|
|
5,010
|
|
|
9,114
|
|
|
13,385
|
As reported gross
profit
|
|
|
62,449
|
|
|
60,156
|
|
|
56,265
|
|
|
|
|
|
|
|
|
|
|
Plus D&A
|
|
|
|
|
|
|
|
|
|
Water
services
|
|
|
19,496
|
|
|
21,012
|
|
|
22,820
|
Water
infrastructure
|
|
|
17,557
|
|
|
14,629
|
|
|
9,192
|
Chemical
technologies
|
|
|
1,853
|
|
|
1,804
|
|
|
2,638
|
Total
D&A
|
|
|
38,906
|
|
|
37,445
|
|
|
34,650
|
|
|
|
|
|
|
|
|
|
|
Gross profit before
D&A
|
|
$
|
101,355
|
|
$
|
97,601
|
|
$
|
90,915
|
|
|
|
|
|
|
|
|
|
|
Gross profit before
D&A by segment
|
|
|
|
|
|
|
|
|
|
Water
services
|
|
|
47,978
|
|
|
51,700
|
|
|
51,509
|
Water
infrastructure
|
|
|
46,514
|
|
|
34,983
|
|
|
23,383
|
Chemical
technologies
|
|
|
6,863
|
|
|
10,918
|
|
|
16,023
|
Total gross profit
before D&A
|
|
$
|
101,355
|
|
$
|
97,601
|
|
$
|
90,915
|
|
|
|
|
|
|
|
|
|
|
Gross margin before
D&A by segment
|
|
|
|
|
|
|
|
|
|
Water
services
|
|
|
20.5 %
|
|
|
22.5 %
|
|
|
20.5 %
|
Water
infrastructure
|
|
|
56.7 %
|
|
|
51.0 %
|
|
|
40.1 %
|
Chemical
technologies
|
|
|
12.4 %
|
|
|
16.4 %
|
|
|
20.3 %
|
Total gross margin
before D&A
|
|
|
27.3 %
|
|
|
26.7 %
|
|
|
23.4 %
|
Contacts:
Select Water Solutions
Garrett Williams – VP, Corporate
Finance & Investor Relations
(713) 296-1010
IR@selectwater.com
Dennard Lascar Investor
Relations
Ken Dennard / Natalie Hairston
(713) 529-6600
WTTR@dennardlascar.com
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SOURCE Select Water Solutions, Inc.