Ameresco, Inc. (NYSE:AMRC), a leading energy efficiency and renewable
energy company, today announced financial results for the fiscal quarter
and year ended December 31, 2012. The Company has also furnished
prepared remarks in conjunction with this press release in a Current
Report on Form 8-K. The prepared remarks contain supplemental
information, including non-GAAP financial metrics, and have been posted
to the “Investor Relations” section of the Company’s website at www.ameresco.com.
Certain prior period results in this press release have been restated
due to resolution of the Company’s previously reported non-operating,
non-cash change in hedge accounting treatment. The restatement does not
affect revenue, gross profit, operating expenses or operating income.
See the section titled Restatement of Previously Issued Financial
Statements immediately following the Webcast Reminder below.
“2012 financial results were below our expectations,” stated George P.
Sakellaris, President and Chief Executive Officer of Ameresco. “We were
very disappointed by the unprecedented and sustained market disruption
in awarded project conversion timing caused by fiscal uncertainty.
However, we remain encouraged by the progress we have made toward
influencing longer-term trends. For example, we experienced continued
double-digit growth in revenue from our all other offerings; awarded
projects at year-end increased 50%; and we reached a new record level of
total construction backlog of awarded projects and fully-contracted
backlog at approximately $1.5 billion.”
Total revenue for the fourth quarter of 2012 was $156.6 million,
compared to $188.5 million for the same period in 2011, a decrease of
16.9% year-over-year. Operating income for the fourth quarter of 2012
was $6.3 million, compared to $12.6 million for the fourth quarter of
2011, a decrease of 50.3% year-over-year. Fourth quarter 2012 adjusted
EBITDA, a non-GAAP financial measure, was $13.0 million, compared to
$17.9 million for the same period in 2011, a decrease of 27.4%
year-over-year. Net income for the fourth quarter of 2012 was $5.1
million, compared to $8.4 million for the same period of 2011, a
decrease of 39.7% year-over-year. Fourth quarter 2012 net income per
diluted share was $0.11, compared to $0.19 per diluted share for the
same period of 2011.
For the full year ended December 31, 2012, Ameresco reported total
revenue of $631.2 million, compared to $728.2 million in 2011, a
decrease of 13.3% year-over-year. Full year 2012 operating income was
$28.7 million, compared to $50.7 million for 2011, a decrease of 43.5%
year-over-year. Full year 2012 adjusted EBITDA was $52.4 million,
compared to $67.6 million for 2011, a decrease of 22.5% year-over-year.
Net income for the full year 2012 was $18.4 million, compared to $33.4
million for 2011, a decrease of 45.1% year-over-year. Net income per
diluted share was $0.40 for the full year 2012, compared to $0.75 for
2011.
“As we now believe that a lengthening of awarded project conversion
times will persist for the foreseeable future, we expect to adapt
accordingly. We remain confident about the long-term fundamentals of our
business. We believe that the need for budget neutral solutions that
address aging infrastructure will continue to drive demand for our
comprehensive solutions,” continued Sakellaris.
Additional Fourth Quarter and Full Year 2012
Operating Highlights:
-
Revenue generated from backlog was $457.1 million for the full year
2012, a decrease of 24% year-over-year.
-
All other revenue was $174.0 million for the full year 2012, an
increase of 34% year-over-year.
-
Operating cash flows were $45.0 million for the fourth quarter of
2012. Full year 2012 operating cash flows were $87.5 million.
-
Total construction backlog was $1.48 billion as of December 31, 2012
and consisted of:
-
$367.4 million of fully-contracted backlog of signed customer
contracts for installation or construction of projects, which we
expect to convert into revenue over the next 12-24 months, on
average; and
-
$1.11 billion of awarded projects, representing projects in
development for which we do not have signed contracts.
Historically, awarded projects have converted to signed contracts
over 6-12 months on average. However, we have been experiencing an
unusually sustained lengthening of conversion times of awarded
projects to signed contracts, a trend we expect to continue.
FY 2013 Guidance
Ameresco expects to earn total revenue in the range of $620 million to
$670 million. The Company also expects net income for 2013 to be in the
range of $18 million to $22 million. While we had been optimistic last
fall that 2013 would see a return to the awarded project conversion
timing experienced historically, our 2013 guidance reflects that we are
now assuming that the current market disruption will continue for the
foreseeable future.
Webcast Reminder
Ameresco will hold its earnings conference call today, March 18th at
8:30 a.m. Eastern Time with President and Chief Executive Officer,
George Sakellaris, and Vice President and Chief Financial Officer,
Andrew Spence, to discuss details regarding the Company’s fourth quarter
and full year 2012 results, business outlook and strategy. Participants
may access it by dialing domestically 888.713.4205 or internationally
617.213.4862. The passcode is 72602912. Participants are advised to dial
into the call at least ten minutes prior to the call to register. A
live, listen-only webcast of the conference call will also be available
over the Internet. Individuals wishing to listen can access the call
through the "Investor Relations" section of the Company’s website at www.ameresco.com.
If you are unable to listen to the live call, the webcast will be
archived on the Company’s website shortly after the call and be
available for one year.
Pre-Registration for the call is also available at:
https://www.theconferencingservice.com/prereg/key.process?key=PYUQQD7UE.
Pre-registrants will be issued a pin number to use when dialing into the
live call which will provide faster access to the conference by
bypassing the operator upon connection.
Restatement of Previously Issued Financial Statements
As previously reported, Ameresco determined that it had incorrectly
designated an interest rate swap as a hedge at its inception in March
2010. As explained in note 2 to the Company’s consolidated financial
statements included in its Annual Report on Form 10-K being filed with
the Securities and Exchange Commission today, as well as the Prepared
Remarks posted to the “Investor Relations” section of the Company’s
website, the Company is restating its historical financial statements
for the years 2011 and 2010 and unaudited quarterly information for the
quarterly periods in 2012, 2011 and 2010. The restatement affects
non-cash, non-operating items and does not affect revenue, gross profit,
operating expenses or operating income. All prior period amounts
affected by the restatement and presented in this press release have
been revised from amounts previously reported to reflect the restatement.
Use of Non-GAAP Financial Measures
This press release and the accompanying tables include references to
adjusted EBITDA, which is a non-GAAP financial measure. For a
description of this non-GAAP financial measure, including the reasons
management uses this measure, please see the section following the
accompanying tables titled "Exhibit A: Non-GAAP Financial Measures". For
a reconciliation of adjusted EBITDA to operating income, the most
directly comparable financial measure prepared in accordance with GAAP,
please see Other Non-GAAP Disclosure in the accompanying tables.
About Ameresco, Inc.
Founded in 2000, Ameresco, Inc. (NYSE:AMRC) is a leading independent
provider of comprehensive services, energy efficiency, infrastructure
upgrades, asset sustainability and renewable energy solutions for
facilities throughout North America. Ameresco’s services include
upgrades to a facility’s energy infrastructure and the development,
construction and operation of renewable energy plants. Ameresco has
successfully completed energy saving, environmentally responsible
projects with federal, state and local governments, healthcare and
educational institutions, housing authorities, and commercial and
industrial customers. With its corporate headquarters in Framingham, MA,
Ameresco provides local expertise through its 65 offices in 34 states
and five Canadian provinces. Ameresco has more than 900 employees. For
more information, visit www.ameresco.com.
Safe Harbor Statement
Any statements in this press release about future expectations, plans
and prospects for Ameresco, Inc., including statements about market
conditions, pipeline and backlog, as well as estimated future revenues
and net income, and other statements containing the words “projects,”
“believes,” “anticipates,” “plans,” “expects,” “will” and similar
expressions, constitute forward-looking statements within the meaning of
The Private Securities Litigation Reform Act of 1995. Actual results may
differ materially from those indicated by such forward-looking
statements as a result of various important factors, including the
timing of, and ability to, enter into contracts for awarded projects on
the terms proposed; the timing of work we do on projects where we
recognize revenue on a percentage of completion basis, including the
ability to perform under recently signed contracts without unusual
delay; demand for our energy efficiency and renewable energy solutions;
our ability to arrange financing for our projects; changes in federal,
state and local government policies and programs related to energy
efficiency and renewable energy; the ability of customers to cancel or
defer contracts included in our backlog; the effects of our recent
acquisitions; seasonality in construction and in demand for our products
and services; a customer’s decision to delay our work on, or other risks
involved with, a particular project; availability and costs of labor and
equipment; the addition of new customers or the loss of existing
customers; and other factors discussed in our Annual Report on Form 10-K
for the year ended December 31, 2012, filed with the U.S. Securities and
Exchange Commission on March 18, 2013. In addition, the forward-looking
statements included in this press release represent our views as of the
date of this press release. We anticipate that subsequent events and
developments will cause our views to change. However, while we may elect
to update these forward-looking statements at some point in the future,
we specifically disclaim any obligation to do so. These forward-looking
statements should not be relied upon as representing our views as of any
date subsequent to the date of this press release.
AMERESCO, INC.
|
CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
|
|
|
December 31,
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
(Unaudited)
|
|
(Restated)
|
ASSETS
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
63,347,645
|
|
|
$
|
26,277,366
|
|
|
Restricted cash
|
|
|
26,358,908
|
|
|
|
12,372,356
|
|
|
Accounts receivable, net
|
|
|
84,124,627
|
|
|
|
109,296,773
|
|
|
Accounts receivable retainage
|
|
|
23,197,784
|
|
|
|
26,089,216
|
|
|
Costs and estimated earnings in excess of billings
|
|
|
62,096,284
|
|
|
|
69,251,022
|
|
|
Inventory, net
|
|
|
9,502,289
|
|
|
|
8,635,633
|
|
|
Prepaid expenses and other current assets
|
|
|
9,600,619
|
|
|
|
8,992,963
|
|
|
Income tax receivable
|
|
|
5,385,242
|
|
|
|
9,662,771
|
|
|
Deferred income taxes
|
|
|
5,190,718
|
|
|
|
6,456,671
|
|
|
Project development costs
|
|
|
9,038,725
|
|
|
|
6,027,689
|
|
|
|
Total current assets
|
|
|
297,842,841
|
|
|
|
283,062,460
|
|
Federal ESPC receivable
|
|
|
91,854,808
|
|
|
|
110,212,186
|
|
Property and equipment, net
|
|
|
9,387,218
|
|
|
|
7,086,164
|
|
Project assets, net
|
|
|
207,274,982
|
|
|
|
177,854,734
|
|
Deferred financing fees, net
|
|
|
5,746,177
|
|
|
|
2,994,692
|
|
Goodwill
|
|
|
48,968,390
|
|
|
|
47,881,346
|
|
Intangible assets, net
|
|
|
9,742,878
|
|
|
|
12,727,528
|
|
Other assets
|
|
|
4,654,709
|
|
|
|
3,778,357
|
|
|
|
|
|
|
377,629,162
|
|
|
|
362,535,007
|
|
|
|
|
|
$
|
675,472,003
|
|
|
$
|
645,597,467
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
Current liabilities:
|
|
|
|
|
|
Current portion of long-term debt
|
|
$
|
12,452,678
|
|
|
$
|
11,563,983
|
|
|
Accounts payable
|
|
|
101,007,455
|
|
|
|
93,506,089
|
|
|
Accrued expenses and other current liabilities
|
|
|
13,157,024
|
|
|
|
8,917,723
|
|
|
Book overdraft
|
|
|
-
|
|
|
|
7,297,122
|
|
|
Billings in excess of cost and estimated earnings
|
|
|
22,271,655
|
|
|
|
26,982,858
|
|
|
|
Total current liabilities
|
|
|
148,888,812
|
|
|
|
148,267,775
|
|
Long-term debt, less current portion
|
|
|
201,922,172
|
|
|
|
196,401,588
|
|
Deferred income taxes
|
|
|
24,888,229
|
|
|
|
29,953,103
|
|
Deferred grant income
|
|
|
7,590,730
|
|
|
|
6,024,099
|
|
Other liabilities
|
|
|
30,362,869
|
|
|
|
28,529,867
|
|
|
|
|
|
|
264,764,000
|
|
|
|
260,908,657
|
|
Stockholders’ equity:
|
|
|
|
|
|
Preferred stock, $0.0001 par value, 5,000,000 shares authorized, no
shares issued and
|
|
|
|
|
|
|
outstanding at December 31, 2012 and December 31, 2011
|
|
|
-
|
|
|
|
-
|
|
|
Class A common stock, $0.0001 par value, 500,000,000 shares
authorized, 32,019,982
|
|
|
|
|
|
|
shares issued and 27,186,698 outstanding at December 31, 2012;
30,713,837
shares issued and 25,880,553 outstanding at December 31, 2011
|
|
|
3,202
|
|
|
|
3,071
|
|
|
Class B common stock, $0.0001 par value, 144,000,000 shares
authorized, 18,000,000
|
|
|
|
|
|
|
shares issued and outstanding at December 31, 2012 and December 31,
2011
|
|
|
1,800
|
|
|
|
1,800
|
|
|
Additional paid-in capital
|
|
|
93,141,432
|
|
|
|
86,067,852
|
|
|
Retained earnings
|
|
|
177,169,717
|
|
|
|
158,809,584
|
|
|
Accumulated other comprehensive income
|
|
|
713,194
|
|
|
|
657,685
|
|
|
Non-controlling interest
|
|
|
(27,583
|
)
|
|
|
63,614
|
|
|
Less – treasury stock, at cost, 4,833,284 shares.
|
|
|
(9,182,571
|
)
|
|
|
(9,182,571
|
)
|
|
Total stockholders’ equity
|
|
|
261,819,191
|
|
|
|
236,421,035
|
|
|
|
|
|
$
|
675,472,003
|
|
|
$
|
645,597,467
|
|
|
|
|
|
|
|
|
|
|
|
|
AMERESCO, INC.
|
CONSOLIDATED STATEMENTS OF INCOME
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
|
(Unaudited)
|
|
(Unaudited
and Restated)
|
Revenue:
|
|
|
|
|
|
Energy efficiency revenue
|
|
$
|
107,363,250
|
|
|
$
|
132,626,090
|
|
|
Renewable energy revenue
|
|
|
49,227,836
|
|
|
|
55,868,948
|
|
|
|
|
|
|
|
156,591,086
|
|
|
|
188,495,038
|
|
Direct expenses:
|
|
|
|
|
|
Energy efficiency expenses
|
|
|
79,464,099
|
|
|
|
102,463,531
|
|
|
Renewable energy expenses
|
|
|
44,163,677
|
|
|
|
50,975,158
|
|
|
|
|
|
|
|
123,627,776
|
|
|
|
153,438,689
|
|
|
|
Gross profit
|
|
|
32,963,310
|
|
|
|
35,056,349
|
|
Operating expenses:
|
|
|
|
|
|
Salaries and benefits
|
|
|
12,910,517
|
|
|
|
11,513,950
|
|
|
Project development costs
|
|
|
4,289,228
|
|
|
|
3,442,006
|
|
|
General, administrative and other
|
|
|
8,482,987
|
|
|
|
7,484,211
|
|
|
Goodwill impairment
|
|
|
1,016,325
|
|
|
|
-
|
|
|
|
|
|
|
|
26,699,057
|
|
|
|
22,440,167
|
|
|
|
Operating income
|
|
|
6,264,253
|
|
|
|
12,616,182
|
|
Other expenses, net
|
|
|
(216,355
|
)
|
|
|
(1,748,050
|
)
|
|
|
Income before provision for income taxes
|
|
|
6,047,898
|
|
|
|
10,868,132
|
|
Income tax provision
|
|
|
(954,300
|
)
|
|
|
(2,425,442
|
)
|
|
|
Net income
|
|
$
|
5,093,598
|
|
|
$
|
8,442,690
|
|
Net income per share attributable to common shareholders:
|
|
|
|
|
|
Basic
|
|
$
|
0.11
|
|
|
$
|
0.19
|
|
|
Diluted
|
|
$
|
0.11
|
|
|
$
|
0.19
|
|
Weighted average common shares outstanding:
|
|
|
|
|
|
Basic
|
|
|
45,116,164
|
|
|
|
43,514,982
|
|
|
Diluted
|
|
|
46,508,767
|
|
|
|
45,554,558
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER NON-GAAP DISCLOSURES
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross margins:
|
|
|
|
|
|
Energy efficiency revenue
|
|
|
26.0
|
%
|
|
|
22.7
|
%
|
|
Renewable energy revenue
|
|
|
10.3
|
%
|
|
|
8.8
|
%
|
|
|
Total
|
|
|
21.1
|
%
|
|
|
18.6
|
%
|
|
|
|
|
|
|
|
|
Operating expenses as a percent of revenue
|
|
|
17.1
|
%
|
|
|
11.9
|
%
|
|
|
|
|
|
|
|
|
Adjusted earnings before interest, taxes, depreciation and
amortization (Adjusted EBITDA):
|
|
|
|
|
|
Operating income
|
|
$
|
6,264,253
|
|
|
$
|
12,616,182
|
|
|
Depreciation, amortization of intangible assets and impairment
|
|
|
5,909,648
|
|
|
|
4,453,452
|
|
|
Stock-based compensation
|
|
|
823,216
|
|
|
|
838,506
|
|
|
|
Adjusted EBITDA
|
|
$
|
12,997,117
|
|
|
$
|
17,908,140
|
|
|
|
|
Adjusted EBITDA margin
|
|
|
8.3
|
%
|
|
|
9.5
|
%
|
|
|
|
|
|
|
|
|
Construction backlog:
|
|
|
|
|
|
Awarded
|
|
$
|
1,114,749,220
|
|
|
$
|
741,219,444
|
|
|
Fully-contracted
|
|
|
367,400,839
|
|
|
|
478,165,860
|
|
|
|
Total construction backlog
|
|
$
|
1,482,150,059
|
|
|
$
|
1,219,385,304
|
|
|
|
|
|
|
|
|
|
Note: Awarded represents estimated future revenues from projects that
have been awarded, though the contracts have not yet been signed.
|
AMERESCO, INC.
|
CONSOLIDATED STATEMENTS OF INCOME
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
|
(Unaudited)
|
|
(Restated)
|
Revenue:
|
|
|
|
|
|
Energy efficiency revenue
|
|
$
|
448,983,992
|
|
|
$
|
551,323,840
|
|
|
Renewable energy revenue
|
|
|
182,186,573
|
|
|
|
176,876,478
|
|
|
|
|
|
|
|
631,170,565
|
|
|
|
728,200,318
|
|
Direct expenses:
|
|
|
|
|
|
Energy efficiency expenses
|
|
|
354,855,706
|
|
|
|
446,962,891
|
|
|
Renewable energy expenses
|
|
|
148,167,582
|
|
|
|
146,191,280
|
|
|
|
|
|
|
|
503,023,288
|
|
|
|
593,154,171
|
|
|
|
Gross profit
|
|
|
128,147,277
|
|
|
|
135,046,147
|
|
Operating expenses:
|
|
|
|
|
|
Salaries and benefits
|
|
|
51,279,963
|
|
|
|
40,746,280
|
|
|
Project development costs
|
|
|
16,625,103
|
|
|
|
18,281,729
|
|
|
General, administrative and other
|
|
|
30,568,884
|
|
|
|
25,332,314
|
|
|
Goodwill impairment
|
|
|
1,016,325
|
|
|
|
-
|
|
|
|
|
|
|
|
99,490,275
|
|
|
|
84,360,323
|
|
|
|
Operating income
|
|
|
28,657,002
|
|
|
|
50,685,824
|
|
Other expenses, net
|
|
|
(4,050,116
|
)
|
|
|
(6,505,719
|
)
|
|
|
Income before provision for income taxes
|
|
|
24,606,886
|
|
|
|
44,180,105
|
|
Income tax provision
|
|
|
(6,246,753
|
)
|
|
|
(10,767,172
|
)
|
|
|
Net income
|
|
$
|
18,360,133
|
|
|
$
|
33,412,933
|
|
Net income per share attributable to common shareholders:
|
|
|
|
|
|
Basic
|
|
$
|
0.41
|
|
|
$
|
0.78
|
|
|
Diluted
|
|
$
|
0.40
|
|
|
$
|
0.75
|
|
Weighted average common shares outstanding:
|
|
|
|
|
|
Basic
|
|
|
44,649,275
|
|
|
|
42,587,818
|
|
|
Diluted
|
|
|
45,995,463
|
|
|
|
44,707,132
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OTHER NON-GAAP DISCLOSURES
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross margins:
|
|
|
|
|
|
Energy efficiency revenue
|
|
|
21.0
|
%
|
|
|
18.9
|
%
|
|
Renewable energy revenue
|
|
|
18.7
|
%
|
|
|
17.3
|
%
|
|
|
Total
|
|
|
20.3
|
%
|
|
|
18.5
|
%
|
|
|
|
|
|
|
|
|
Operating expenses as a percent of revenue
|
|
|
15.8
|
%
|
|
|
11.6
|
%
|
|
|
|
|
|
|
|
|
Adjusted earnings before interest, taxes, depreciation and
amortization (Adjusted EBITDA):
|
|
|
|
|
|
Operating income
|
|
$
|
28,657,002
|
|
|
$
|
50,685,824
|
|
|
Depreciation, amortization of intangible assets and impairment
|
|
|
20,356,415
|
|
|
|
14,008,738
|
|
|
Stock-based compensation
|
|
|
3,351,142
|
|
|
|
2,865,706
|
|
|
|
Adjusted EBITDA
|
|
$
|
52,364,559
|
|
|
$
|
67,560,268
|
|
|
|
|
Adjusted EBITDA margin
|
|
|
8.3
|
%
|
|
|
9.3
|
%
|
|
|
|
|
|
|
|
|
AMERESCO, INC.
|
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
|
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
(Unaudited)
|
|
(Unaudited
and Restated)
|
Cash flows from operating activities:
|
|
|
|
|
|
Net income
|
|
$
|
5,093,598
|
|
|
$
|
8,442,690
|
|
|
Adjustment to reconcile net income to cash provided by operating
activities:
|
|
|
|
|
|
|
Depreciation of project assets
|
|
|
2,869,472
|
|
|
|
2,574,782
|
|
|
|
Depreciation of property and equipment
|
|
|
825,736
|
|
|
|
627,198
|
|
|
|
Amortization of deferred financing fees
|
|
|
89,160
|
|
|
|
749,351
|
|
|
|
Amortization of intangible assets
|
|
|
1,198,115
|
|
|
|
1,251,472
|
|
|
|
Impairment of goodwill
|
|
|
1,016,325
|
|
|
|
-
|
|
|
|
Provision for bad debts
|
|
|
65,006
|
|
|
|
-
|
|
|
|
Gain on sale of asset
|
|
|
-
|
|
|
|
(514,828
|
)
|
|
|
Unrealized gain on interest rate swap
|
|
|
(80,787
|
)
|
|
|
(195,163
|
)
|
|
|
Stock-based compensation expense
|
|
|
823,216
|
|
|
|
838,506
|
|
|
|
Deferred income taxes
|
|
|
(2,391,193
|
)
|
|
|
12,599,213
|
|
|
|
Excess tax benefits from stock-based compensation arrangements
|
|
|
2,115,333
|
|
|
|
2,995,852
|
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
(Increase) decrease in:
|
|
|
|
|
|
|
|
|
Restricted cash draws
|
|
|
4,388,657
|
|
|
|
39,802,984
|
|
|
|
|
|
Accounts receivable
|
|
|
18,688,145
|
|
|
|
34,977,928
|
|
|
|
|
|
Accounts receivable retainage
|
|
|
(2,174,793
|
)
|
|
|
(7,206,397
|
)
|
|
|
|
|
Federal ESPC receivable
|
|
|
(305,255
|
)
|
|
|
(4,231,126
|
)
|
|
|
|
|
Inventory
|
|
|
(2,401,317
|
)
|
|
|
(265,060
|
)
|
|
|
|
|
Costs and estimated earnings in excess of billings
|
|
|
978,575
|
|
|
|
(13,851,665
|
)
|
|
|
|
|
Prepaid expenses and other current assets
|
|
|
(1,332,082
|
)
|
|
|
1,270,265
|
|
|
|
|
|
Project development costs
|
|
|
(775,772
|
)
|
|
|
2,440,432
|
|
|
|
|
|
Other assets
|
|
|
(161,563
|
)
|
|
|
2,328,774
|
|
|
|
|
Increase (decrease) in:
|
|
|
|
|
|
|
|
|
Accounts payable, accrued expenses and other current liabilities
|
|
|
22,381,716
|
|
|
|
(30,477,986
|
)
|
|
|
|
|
Billings in excess of cost and estimated earnings
|
|
|
(5,900,266
|
)
|
|
|
(4,641,993
|
)
|
|
|
|
|
Other liabilities
|
|
|
(376,243
|
)
|
|
|
(3,635,189
|
)
|
|
|
|
|
Income taxes payable
|
|
|
338,918
|
|
|
|
(3,975,523
|
)
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
44,972,701
|
|
|
|
41,904,517
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Purchases of property and equipment
|
|
|
(963,771
|
)
|
|
|
(780,161
|
)
|
|
Purchases of project assets
|
|
|
(15,886,990
|
)
|
|
|
(16,899,490
|
)
|
|
Grant awards and rebates received on project assets
|
|
|
3,076,994
|
|
|
|
-
|
|
|
Proceeds from sales of assets
|
|
|
-
|
|
|
|
7,800,000
|
|
|
Acquisitions, net of cash received
|
|
|
(335,066
|
)
|
|
|
(5,279,260
|
)
|
|
|
|
|
|
Net cash used in investing activities
|
|
|
(14,108,833
|
)
|
|
|
(15,158,911
|
)
|
Cash flows from financing activities:
|
|
|
|
|
|
Excess tax benefits from stock-based compensation arrangements
|
|
|
(2,115,333
|
)
|
|
|
(2,995,852
|
)
|
|
Book overdraft
|
|
|
-
|
|
|
|
7,297,122
|
|
|
Payments of financing fees
|
|
|
(3,022,712
|
)
|
|
|
(21,075
|
)
|
|
Proceeds from exercises of options
|
|
|
446,423
|
|
|
|
1,500,159
|
|
|
Payments of senior secured credit facility
|
|
|
(13,446,000
|
)
|
|
|
(39,428,571
|
)
|
|
Proceeds from long-term debt financing
|
|
|
37,713,158
|
|
|
|
7,481,602
|
|
|
Non-controlling interest
|
|
|
(98,897
|
)
|
|
|
63,614
|
|
|
Restricted cash
|
|
|
(11,547,272
|
)
|
|
|
(5,011,484
|
)
|
|
Payments on long-term debt
|
|
|
(2,206,774
|
)
|
|
|
(1,075,784
|
)
|
|
|
|
|
|
Net cash provided by (used in) financing activities
|
|
|
5,722,593
|
|
|
|
(32,190,269
|
)
|
Effect of exchange rate changes on cash
|
|
|
584,384
|
|
|
|
(12,720
|
)
|
Net increase (decrease) in cash and cash equivalents
|
|
|
37,170,845
|
|
|
|
(5,457,383
|
)
|
Cash and cash equivalents, beginning of period
|
|
|
26,176,800
|
|
|
|
31,734,749
|
|
Cash and cash equivalents, end of year
|
|
$
|
63,347,645
|
|
|
$
|
26,277,366
|
|
|
|
|
|
|
|
|
|
|
AMERESCO, INC.
|
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
|
|
|
|
|
|
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
(Unaudited)
|
|
(Restated)
|
Cash flows from operating activities:
|
|
|
|
|
|
Net income
|
|
$
|
18,360,133
|
|
|
$
|
33,412,933
|
|
|
Adjustment to reconcile net income to cash provided by operating
activities:
|
|
|
|
|
|
|
Depreciation of project assets
|
|
|
11,229,380
|
|
|
|
9,701,399
|
|
|
|
Depreciation of property and equipment
|
|
|
2,828,540
|
|
|
|
2,554,867
|
|
|
|
Amortization of deferred financing fees
|
|
|
456,305
|
|
|
|
1,061,782
|
|
|
|
Amortization of intangible assets
|
|
|
5,282,170
|
|
|
|
1,752,472
|
|
|
|
Impairment of goodwill
|
|
|
1,016,325
|
|
|
|
-
|
|
|
|
Provision for bad debts
|
|
|
148,773
|
|
|
|
24,374
|
|
|
|
Gain on sale of asset
|
|
|
(800,000
|
)
|
|
|
(514,828
|
)
|
|
|
Unrealized loss on interest rate swap
|
|
|
98,026
|
|
|
|
1,313,587
|
|
|
|
Stock-based compensation expense
|
|
|
3,351,142
|
|
|
|
2,865,706
|
|
|
|
Deferred income taxes
|
|
|
(3,849,798
|
)
|
|
|
19,842,638
|
|
|
|
Excess tax benefits from stock-based compensation arrangements
|
|
|
(259,890
|
)
|
|
|
(2,725,533
|
)
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
(Increase) decrease in:
|
|
|
|
|
|
|
|
|
Restricted cash draws
|
|
|
34,229,875
|
|
|
|
138,485,363
|
|
|
|
|
|
Accounts receivable
|
|
|
25,624,181
|
|
|
|
(22,861,989
|
)
|
|
|
|
|
Accounts receivable retainage
|
|
|
3,055,300
|
|
|
|
(7,786,995
|
)
|
|
|
|
|
Federal ESPC receivable
|
|
|
(28,650,513
|
)
|
|
|
(99,781,156
|
)
|
|
|
|
|
Inventory
|
|
|
(858,895
|
)
|
|
|
(1,808,348
|
)
|
|
|
|
|
Costs and estimated earnings in excess of billings
|
|
|
7,225,107
|
|
|
|
(22,452,016
|
)
|
|
|
|
|
Prepaid expenses and other current assets
|
|
|
(446,600
|
)
|
|
|
(542,485
|
)
|
|
|
|
|
Project development costs
|
|
|
(3,009,937
|
)
|
|
|
1,816,884
|
|
|
|
|
|
Other assets
|
|
|
(790,597
|
)
|
|
|
569,954
|
|
|
|
|
Increase (decrease) in:
|
|
|
|
|
|
|
|
|
Accounts payable, accrued expenses and other current liabilities
|
|
|
10,678,911
|
|
|
|
(13,480,285
|
)
|
|
|
|
|
Billings in excess of cost and estimated earnings
|
|
|
(4,943,161
|
)
|
|
|
(452,802
|
)
|
|
|
|
|
Other liabilities
|
|
|
2,975,301
|
|
|
|
(3,537,261
|
)
|
|
|
|
|
Income taxes payable
|
|
|
4,578,300
|
|
|
|
(7,311,938
|
)
|
|
|
|
|
|
Net cash provided by operating activities
|
|
|
87,528,378
|
|
|
|
30,146,323
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Purchases of property and equipment
|
|
|
(5,060,751
|
)
|
|
|
(3,449,940
|
)
|
|
Purchases of project assets
|
|
|
(47,190,597
|
)
|
|
|
(48,457,910
|
)
|
|
Grant awards and rebates received on project assets
|
|
|
7,310,767
|
|
|
|
6,695,711
|
|
|
Proceeds from sales of assets
|
|
|
-
|
|
|
|
7,800,000
|
|
|
Acquisitions, net of cash received
|
|
|
(4,012,459
|
)
|
|
|
(66,232,848
|
)
|
|
Additional purchase price paid on 2010 acquisition
|
|
|
-
|
|
|
|
(1,956,366
|
)
|
|
|
|
|
|
Net cash used in investing activities
|
|
|
(48,953,040
|
)
|
|
|
(105,601,353
|
)
|
Cash flows from financing activities:
|
|
|
|
|
|
Excess tax benefits from stock-based compensation arrangements
|
|
|
259,890
|
|
|
|
2,725,533
|
|
|
Book overdraft
|
|
|
(7,297,122
|
)
|
|
|
7,297,122
|
|
|
Payments of financing fees
|
|
|
(3,207,790
|
)
|
|
|
(644,288
|
)
|
|
Proceeds from exercises of options
|
|
|
3,462,679
|
|
|
|
6,407,804
|
|
|
(Payments of) proceeds from senior secured credit facility
|
|
|
(9,285,713
|
)
|
|
|
42,142,858
|
|
|
Proceeds from long-term debt financing
|
|
|
37,713,158
|
|
|
|
12,981,691
|
|
|
Non-controlling interest
|
|
|
(91,197
|
)
|
|
|
63,614
|
|
|
Restricted cash
|
|
|
(17,799,578
|
)
|
|
|
(7,823,912
|
)
|
|
Payments on long-term debt
|
|
|
(5,587,186
|
)
|
|
|
(5,074,411
|
)
|
|
|
|
|
|
Net cash (used in) provided by financing activities
|
|
|
(1,832,859
|
)
|
|
|
58,076,011
|
|
Effect of exchange rate changes on cash
|
|
|
327,800
|
|
|
|
(1,034,636
|
)
|
Net increase (decrease) in cash and cash equivalents
|
|
|
37,070,279
|
|
|
|
(18,413,655
|
)
|
Cash and cash equivalents, beginning of year
|
|
|
26,277,366
|
|
|
|
44,691,021
|
|
Cash and cash equivalents, end of year
|
|
$
|
63,347,645
|
|
|
$
|
26,277,366
|
|
|
|
|
|
|
|
|
|
|
Exhibit A: Non-GAAP Financial Measures
We define adjusted EBITDA as operating income before depreciation,
amortization of intangible assets, impairment of goodwill and
share-based compensation expense. Adjusted EBITDA is a non-GAAP
financial measure and should not be considered as an alternative to
operating income or any other measure of financial performance
calculated and presented in accordance with GAAP. For a reconciliation
of adjusted EBITDA to operating income, the most directly comparable
financial measure prepared in accordance with GAAP, please see Other
Non-GAAP Disclosure in the tables above.
We believe adjusted EBITDA is useful to investors in evaluating its
operating performance for the following reasons: adjusted EBITDA and
similar non-GAAP measures are widely used by investors to measure a
company’s operating performance without regard to items that can vary
substantially from company to company depending upon financing and
accounting methods, book values of assets, capital structures and the
methods by which assets were acquired; securities analysts often use
adjusted EBITDA and similar non-GAAP measures as supplemental measures
to evaluate the overall operating performance of companies; and by
comparing our adjusted EBITDA in different historical periods, investors
can evaluate our operating results without the additional variations of
depreciation and amortization expense, and share-based compensation
expense.
Our management uses adjusted EBITDA: as a measure of operating
performance, because it does not include the impact of items that we do
not consider indicative of our core operating performance; for planning
purposes, including the preparation of our annual operating budget; to
allocate resources to enhance the financial performance of the business;
to evaluate the effectiveness of our business strategies; and in
communications with the board of directors and investors concerning our
financial performance.
We understand that, although measures similar to adjusted EBITDA are
frequently used by investors and securities analysts in their evaluation
of companies, adjusted EBITDA has limitations as an analytical tool, and
investors should not consider it in isolation or as a substitute for
GAAP operating income or an analysis of our results of operations as
reported under GAAP. Some of these limitations are: adjusted EBITDA does
not reflect the Company’s cash expenditures or future requirements for
capital expenditures or other contractual commitments; adjusted EBITDA
does not reflect changes in, or cash requirements for, our working
capital needs; adjusted EBITDA does not reflect stock-based compensation
expense; adjusted EBITDA does not reflect cash requirements for income
taxes; adjusted EBITDA does not reflect net interest income (expense);
although depreciation, amortization and impairment are non-cash charges,
the assets being depreciated, amortized or impaired will often have to
be replaced in the future, and adjusted EBITDA does not reflect any cash
requirements for these replacements; and other companies in our industry
may calculate adjusted EBITDA differently than we do, limiting its
usefulness as a comparative measure.
To properly and prudently evaluate our business, we encourage investors
to review our GAAP financial statements included above, and not to rely
on any single financial measure to evaluate our business. Please refer
to the above reconciliation of adjusted EBITDA to operating income, the
most directly comparable GAAP measure.
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