Spark Energy, Inc. to Present First Quarter 2018 Financial Results on Thursday, May 10, 2018

HOUSTON, April 23, 2018 (GLOBE NEWSWIRE) — Spark Energy, Inc. (NASDAQ:SPKE), an independent retail energy services company, (“Spark” or the “Company”), announced today that it plans to present its First Quarter 2018 financial results in a conference call and webcast on Thursday, May 10, 2018 at 10:00 AM Central (11:00 AM Eastern).

A live webcast of the conference call can be accessed from the Events & Presentations page of the Spark Energy Investor Relations website at ir.sparkenergy.com/events-and-presentations. An archived replay of the webcast will be available for twelve months following the live presentation.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 19 states and serves 94 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

We use our website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Investors should note that new materials, including press releases, updated investor presentations, and financial and other filings with the Securities and Exchange Commission are posted on the Spark Energy Investor Relations website at ir.sparkenergy.com. Investors are urged to monitor our website regularly for information and updates about the Company.

Contact:  Spark Energy, Inc.

Investors:
Christian Hettick, 832-200-3727

Media:
Kira Jordan, 832-255-7302

 

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Source: Spark Energy, Inc.

Spark Energy, Inc. Announces Dividends on Common and Preferred Stock

HOUSTON, April 19, 2018 (GLOBE NEWSWIRE) — Spark Energy, Inc. (NASDAQ:SPKE), an independent retail energy services company  (“Spark” or the “Company”), announced today that its Board of Directors has declared a quarterly cash dividend for the first quarter of 2018 in the amount of $0.18125 per share of Class A Common Stock. This amount represents an annualized dividend of $0.725 per share. The first quarter dividend will be paid on June 14, 2018 to holders of record of Spark’s Class A Common Stock on May 31, 2018.

Additionally, in accordance with the terms of the 8.75% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”) of the Company, the Board of Directors has declared a quarterly cash dividend in the amount of $0.546875 per share of the Series A Preferred Stock. This amount represents an annualized dividend of $2.1875 per share. The dividend will be paid on July 16, 2018 to holders of record of Spark’s Series A Preferred Stock on July 2, 2018.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 19 states and serves 94 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

We use our website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Investors should note that new materials, including press releases, updated investor presentations, and financial and other filings with the Securities and Exchange Commission are posted on the Spark Energy Investor Relations website at ir.sparkenergy.com. Investors are urged to monitor our website regularly for information and updates about the Company.

Contact: Spark Energy, Inc.

Investors:
Christian Hettick, 832-200-3727

Media:
Kira Jordan, 832-255-7302

 

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Source: Spark Energy, Inc.

Spark Energy, Inc. Announces Two Acquisitions, Engagement of Financial Advisor, and Reports Full Year and Fourth Quarter 2017 Financial Results

HOUSTON, March 08, 2018 (GLOBE NEWSWIRE) — Spark Energy, Inc. (“Spark” or the “Company”) (NASDAQ:SPKE), an independent retail energy services company, today reported financial results for the year ended December 31, 2017.

Key Business Highlights

  • Achieved record Net Income, Retail Gross Margin and Adjusted EBITDA for full year 2017
  • Recorded $102.9 million in Adjusted EBITDA, $224.5 million in Retail Gross Margin, and $76.3 million in Net Income for the year ended 2017, representing year-over-year increases of 26%, 23%, and 16%, respectively
  • Recorded $28.9 million in Adjusted EBITDA, $66.2 million in Retail Gross Margin, and $47.5 million in Net Income for the fourth quarter, representing year-over-year increases of 17%, 13%, and 97%, respectively
  • Total RCE count increased 35% year-over-year to a record 1,042,000 as of December 31, 2017
  • Overall attrition of 4.3% for the year ended December 31, 2017
  • Closed three acquisitions in 2017
  • Two new acquisitions announced thus far in 2018 with a total of approximately 80,000 RCEs
  • Expanded the senior credit facility to $200.0 million in commitments
  • Continue to simplify, streamline, and optimize the organization
  • Engaged Morgan Stanley as financial advisor to evaluate strategic alternatives

“We are extremely proud to have delivered another year of record financial results despite unfavorable weather throughout the year,” said Nathan Kroeker, Spark Energy’s President and Chief Executive Officer. “We saw a mild summer and several severe weather events, including a devastating hurricane, but Spark was able to increase RCE count and improve both top and bottom line financial performance.

“During 2017, we completed three acquisitions, highlighted by the acquisition of Verde in July. We put a new credit facility in place and have added six new banks and a total of $185.0 million in commitments, which has since grown to $200.0 million in early 2018. In addition, we recently completed a $50.0 million follow-on offering of our Series A Preferred Stock. We launched a company-wide initiative to further integrate acquisitions and realize significant cost-to-serve synergies, including the early termination of the Verde earnout.

“As we move through 2018, we continue to strategically add customers and pursue additional opportunities to further streamline our business model. In March 2018, we agreed to acquire a small competitor in the Northeast as well as a book of customers from an affiliate of our sponsor. We expect both to be immediately accretive to Adjusted EBITDA. Our sponsor also agreed to reintegrate Retailco Services back into Spark, which will simplify our structure and result in immediate and substantial cash savings to the Company.”

“Finally, our Board of Directors has engaged Morgan Stanley as a financial advisor to explore strategic alternatives. We believe that our stock price has not reflected the strong growth in financial performance we have shown over the past three and a half years as a public company, and look forward to examining additional opportunities to unlock shareholder value.”

Summary Fourth Quarter 2017 Financial Results

For the quarter ended December 31, 2017, Spark reported Adjusted EBITDA of $28.9 million compared to Adjusted EBITDA of $24.8 million for the quarter ended December 31, 2016. This increase of $4.1 million is primarily attributable to additional volumes from the Verde and Perigee acquisitions.

For the quarter ended December 31, 2017, Spark reported Retail Gross Margin of $66.2 million compared to Retail Gross Margin of $58.8 million for the quarter ended December 31, 2016. This increase of $7.4 million is primarily attributable to the increased volumes of retail electricity following the Verde and Perigee acquisitions.

Net income for the quarter ended December 31, 2017, was $47.5 million compared to net income of $24.1 million for the quarter ended December 31, 2016, primarily due to higher retail gross margin and the revaluation of the Tax Receivable Agreement as a result of the new tax legislation.

Summary Full Year 2017 Financial Results

For the year ended December 31, 2017, Spark reported Adjusted EBITDA of $102.9 million compared to Adjusted EBITDA of $81.9 million for the year ended December 31, 2016. This increase of $21.0 million is primarily attributable to additional volumes from the Verde and Perigee acquisitions and a full year of the Provider and Major acquisitions, partially offset by milder-than-normal weather.

For the year ended December 31, 2017, Spark reported Retail Gross Margin of $224.5 million compared to Retail Gross Margin of $182.4 million for the year ended December 31, 2016. This increase of $42.1 million is primarily attributable to additional volumes from the Verde and Perigee acquisitions and a full year of the Provider and Major acquisitions, partially offset by milder-than-normal weather.

Net income for the year ended December 31, 2017, was $76.3 million compared to net income of $65.7 million for the year ended December 31, 2016, primarily due to higher volumes from the acquisitions and the revaluation of the Tax Receivable Agreement as a result of the new tax legislation.

Strategic Update

On March 1, 2018, Spark acquired a retail electric provider with approximately 29,000 RCEs serving electricity and natural gas customers in the Northeast and Midwest. The transaction is immediately accretive to 2018 earnings and requires minimal integration.

On March 7, 2018, Spark entered into an agreement with National Gas & Electric, LLC, (“NG&E”), an affiliate of Retailco, LLC, the Company’s majority owner, for the acquisition of approximately 50,000 RCEs for approximately $12.5 million in cash. The transaction, which was reviewed and approved by a special committee made up of independent members of the Company’s board of directors, is scheduled to close in April of this year.

On March 7, 2018, Spark agreed to reintegrate the employees and operations of Retailco Services, LLC (“Retailco”), which is wholly owned by W. Keith Maxwell III. Retailco was formed in 2015 to provide a variety of back office functions, including customer operations and information technology services, at a lower cost than Spark was realizing at the time. Retailco has been able to reduce the cost per customer over the past two years, and Spark expects to realize additional savings by reintegrating the two companies. This reintegration, which was reviewed and approved by a special committee of independent directors of the Company’s board of directors, is scheduled to occur on April 1, 2018, and is expected to be accretive to 2018 earnings. Mr. Maxwell will receive no consideration for this transaction.

As previously announced, Spark terminated the Verde Energy earnout agreement on January 12, 2018. This transaction allowed Spark to begin integration of Verde’s operations sooner than originally anticipated, which the Company believes should result in significant operational costs savings.

As mentioned above, the Board of Directors of Spark has retained Morgan Stanley as a financial advisor to explore strategic alternatives.

Outlook

Spark expects full year 2018 Adjusted EBITDA to be similar to that of 2017.  The Company will continue to pursue accretive acquisitions, integrate recent acquisitions, drive operational performance improvements, and look to expand its geographic footprint.

Liquidity and Capital Resources

($ in thousands) December 31, 2017
Cash and cash equivalents $ 29,419
Senior Credit Facility Availability (1) 12,501
Subordinated Debt Availability (2) $ 25,000
Total Liquidity $ 66,920

(1)   Subject to Senior Credit Facility borrowing base and covenant restrictions.
(2)   The availability of the Subordinated Debt Facility provided by Spark’s founder is dependent on his financial position and liquidity. The Company may use the Subordinated Facility from time to time to enhance short-term liquidity but does not view the Subordinated Debt Facility as a material source of liquidity.

Since the beginning of 2018, Spark has increased the commitments on its credit facility by $15.0 million to $200.0 million. As previously mentioned, Spark also raised an additional $48.9 million in net proceeds in an offering of Series A Preferred Stock in January 2018.

Dividend

Spark’s Board of Directors declared quarterly dividends of $0.18125 per share of Class A common stock payable on March 16, 2018, and $0.546875 per share of Series A Preferred Stock payable on April 16, 2018. Investors are reminded that on June 16, 2017, Spark completed a two-for-one stock split by means of a stock dividend.

Conference Call and Webcast

Spark will host a conference call to discuss year end and fourth quarter 2017 results on Friday, March 9, 2018, at 10:00 AM Central Time (11:00 AM Eastern).

A live webcast of the conference call can be accessed from the Events & Presentations page of the Spark Energy Investor Relations website at http://ir.sparkenergy.com/events-and-presentations. An archived replay of the webcast will be available for twelve months following the live presentation.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 19 states and serves 94 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

We use our website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Investors should note that new materials, including press releases, updated investor presentations, and financial and other filings with the Securities and Exchange Commission are posted on the Spark Energy Investor Relations website at ir.sparkenergy.com. Investors are urged to monitor our website regularly for information and updates about the Company.

Cautionary Note Regarding Forward Looking Statements

This earnings release contains forward-looking statements that are subject to a number of risks and uncertainties, many of which are beyond our control. These forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) can be identified by the use of forward-looking terminology including “may,” “should,” “likely,” “will,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “plan,” “intend,” “projects,” or other similar words. All statements, other than statements of historical fact included in this earnings release, regarding strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans, objectives and beliefs of management are forward-looking statements. Forward-looking statements appear in a number of places in this earnings release and may include statements about business strategy and prospects for growth, customer acquisition costs, ability to pay cash dividends, cash flow generation and liquidity, availability of terms of capital, competition and government regulation and general economic conditions. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurance that such expectations will prove correct.

The forward-looking statements in this earnings release are subject to risks and uncertainties. Important factors that could cause actual results to materially differ from those projected in the forward-looking statements include, but are not limited to:

  • changes in commodity prices and the sufficiency of risk management and hedging policies;
  • extreme and unpredictable weather conditions, and the impact of hurricanes and other natural disasters;
  • federal, state and local regulation, including the industry’s ability to address or adapt to potentially restrictive new regulations that may be enacted by the New York Public Service Commission;
  • our ability to borrow funds and access credit markets and restrictions in our debt agreements and collateral requirements;
  • credit risk with respect to suppliers and customers;
  • changes in costs to acquire customers and actual customer attrition rates;
  • accuracy of billing systems;
  • whether our majority stockholder or its affiliates offer us acquisition opportunities on terms that are commercially acceptable to us;
  • ability to successfully identify and complete, and efficiently integrate acquisitions into our operations;
  • competition; and
  • the “Risk Factors” in our latest Annual Report on Form 10-K, and in our quarterly reports, other public filings and press releases.

You should review the Risk Factors and other factors noted throughout or incorporated by reference in this earnings release that could cause our actual results to differ materially from those contained in any forward-looking statement. All forward-looking statements speak only as of the date of this earnings release. Unless required by law, we disclaim any obligation to publicly update or revise these statements whether as a result of new information, future events or otherwise. It is not possible for us to predict all risks, nor can we assess the impact of all factors on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

SPARK ENERGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
 AS OF DECEMBER 31, 2017 AND DECEMBER 31, 2016
(in thousands)
(unaudited)
December 31, 2017 December 31, 2016
Assets
Current assets:
Cash and cash equivalents $ 29,419 $ 18,960
Accounts receivable, net of allowance for doubtful accounts of $4.0 million and $2.3 million as
of December 31, 2017 and 2016, respectively
158,814 112,491
Accounts receivable—affiliates 3,661 2,624
Inventory 4,470 3,752
Fair value of derivative assets 31,191 8,344
Customer acquisition costs, net 22,123 18,834
Customer relationships, net 18,653 12,113
Prepaid assets 1,028 1,361
Deposits 7,701 7,329
Other current assets 19,678 12,175
Total current assets 296,738 197,983
Property and equipment, net 8,275 4,706
Fair value of derivative assets 3,309 3,083
Customer acquisition costs, net 6,949 6,134
Customer relationships, net 34,839 21,410
Deferred tax assets 24,185 54,109
Goodwill 120,154 79,147
Other assets 11,500 8,658
Total Assets 505,949 375,230
Liabilities, Series A Preferred Stock and Stockholders’ Equity
Current liabilities:
Accounts payable $ 77,510 $ 52,309
Accounts payable—affiliates 4,622 3,775
Accrued liabilities 33,679 36,619
Fair value of derivative liabilities 1,637 680
Current portion of Senior Credit Facility 7,500 51,287
Current payable pursuant to tax receivable agreement—affiliates 5,937
Current contingent consideration for acquisitions 4,024 11,827
Current portion of note payable 13,443 15,501
Convertible subordinated notes to affiliates 6,582
Other current liabilities 2,675 5,476
Total current liabilities 151,027 184,056
Long-term liabilities:
Fair value of derivative liabilities 492 68
Payable pursuant to tax receivable agreement—affiliates 26,355 49,886
Long-term portion of Senior Credit Facility 117,750
Subordinated debt—affiliate 5,000
Contingent consideration for acquisitions 626 10,826
Other long-term liabilities 172 1,658
Long-term portion of note payable 7,051
Total liabilities $ 303,473 $ 251,494
Commitments and contingencies (Note 13)
Series A Preferred Stock, par value $0.01 per share, 20,000,000 shares authorized, 1,704,339 shares issued and
outstanding at December 31, 2017 and zero shares issued and outstanding at December 31, 2016
41,173
Stockholders’ equity:
    Common Stock (1) :
Class A common stock, par value $0.01 per share, 120,000,000 shares authorized, 13,235,082 issued and
13,135,636 outstanding at December 31, 2017 and 12,993,118 issued and outstanding at December 31, 2016
132 130
Class B common stock, par value $0.01 per share, 60,000,000 shares authorized, 21,485,126 issued and
outstanding at December 31, 2017 and 20,449,484 issued and outstanding at December 31, 2016
216 206
    Additional paid-in capital (1) 26,914 25,272
    Accumulated other comprehensive (loss)/income (11 ) 11
    Retained earnings 11,008 4,711
Treasury stock, at cost, 99,446 shares at December 31, 2017 and zero shares at December 31, 2016 (2,011 )
    Total stockholders’ equity 36,248 30,330
Non-controlling interest in Spark HoldCo, LLC 125,055 93,406
    Total equity 161,303 123,736
Total liabilities, Series A Preferred Stock and stockholders’ equity $ 505,949 $ 375,230

(1) Outstanding shares of common stock, additional paid-in capital and non-controlling interest reflect the two-for-one stock split, which took effect on June 16, 2017. See Note 4 “Equity” for further discussion.
(2) See Note 4 “Equity” for disclosure of our variable interest entity in Spark HoldCo, LLC.

SPARK ENERGY, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME FOR THE YEARS ENDED
DECEMBER 31, 2017, 2016 and 2015

(in thousands)
(unaudited)
Year Ended December 31,
2017 (1) 2016 (2) 2015 (3)
Revenues:
Retail revenues 798,772 547,283 356,659
Net asset optimization (expense)/revenues (4) (717 ) (586 ) 1,494
Total Revenues 798,055 546,697 358,153
Operating Expenses:
Retail cost of revenues (5) 552,167 344,944 241,188
General and administrative (6) 101,127 84,964 61,682
Depreciation and amortization 42,341 32,788 25,378
Total Operating Expenses 695,635 462,696 328,248
Operating income 102,420 84,001 29,905
Other (expense)/income:
Interest expense (11,134 ) (8,859 ) (2,280 )
Change in Tax Receivable Agreement liability 22,267
Interest and other income 256 957 324
Total other expenses 11,389 (7,902 ) (1,956 )
Income before income tax expense 113,809 76,099 27,949
Income tax expense 37,528 10,426 1,974
Net income $ 76,281 $ 65,673 $ 25,975
Less: Net income attributable to non-controlling interests 57,427 51,229 22,110
Net income attributable to Spark Energy, Inc. stockholders $ 18,854 $ 14,444 $ 3,865
Less: Dividend on Series A preferred stock 3,038
Net income attributable to stockholders of Class A common stock $ 15,816 $ 14,444 $ 3,865
Other comprehensive (loss) income, net of tax:
Currency translation (loss) gain $ (59 ) $ 41 $
Other comprehensive (loss) income (59 ) 41
Comprehensive income $ 76,222 $ 65,714 $ 25,975
Less: Comprehensive income attributable to non-controlling interests 57,390 51,259 22,110
Comprehensive income attributable to Spark Energy, Inc. stockholders $ 18,832 $ 14,455 $ 3,865

(1)   Financial information includes results attributable to the acquisition of Perigee Energy, LLC by an affiliate on February 3, 2017. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.
(2)   Financial information includes results attributable to the acquisition of Major Energy Companies from an affiliate on April 15, 2016. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.
(3)   Financial information includes results attributable to the acquisition of Oasis Power Holdings LLC from an affiliate on May 12, 2015. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.
(4)   Net asset optimization revenues includes asset optimization (expense)/revenues—affiliates of $1,334, $154 and $1,101 for the years ended December 31, 2017, 2016 and 2015, respectively, and asset optimization revenues—affiliates cost of revenues of $53, $1,633 and $11,285 for the years ended December 31, 2017, 2016 and 2015, respectively.
(5)   Retail cost of revenues includes retail cost of revenues—affiliates of $0, $9 and $17 for the years December 31, 2017, 2016 and 2015, respectively.
(6)   General and administrative includes general and administrative expense—affiliates of $24,700, $15,700 and $0 for the years ended December 31, 2017, 2016 and 2015, respectively.

SPARK ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
 FOR THE YEARS ENDED DECEMBER 31, 2017, 2016 and 2015
(in thousands)
(unaudited)
Issued Shares of Class A Common Stock (1) Issued Shares of Class B Common Stock (1) Treasury Stock Class A Common Stock (1) Class B Common Stock (1) Treasury Stock Accumulated Other Comprehensive Income (Loss) Additional Paid-In Capital (1) Retained Earnings (Deficit) Total Stockholders’ Equity Non-controlling Interest (1) Total Equity
Balance at 12/31/2014: 6,000 21,500 $ 60 $ 216 $ $ $ 9,158 $ (775 ) $ 8,659 $ 15,458 $ 24,117
Stock based compensation 2,165 2,165 2,165
Restricted stock unit vesting 238 2 185 187 187
Contribution from NuDevco 129 129 129
Consolidated net income (2) 3,865 3,865 22,110 25,975
Beneficial conversion feature 789 789 789
Distributions paid to Class B non-controlling unit holders (15,587 ) (15,587 )
Dividends paid to Class A common shareholders (4,456 ) (4,456 ) (4,456 )
Balance at 12/31/2015: 6,238 21,500 $ 62 $ 216 $ $ $ 12,426 $ (1,366 ) $ 11,338 $ 21,981 $ 33,319
Stock based compensation 2,270 2,270 2,270
Restricted stock unit vesting 305 4 1,058 1,062 1,062
Excess tax benefit related to restricted stock vesting 186 186 186
Consolidated net income (3) 14,444 14,444 51,229 65,673
Foreign currency translation adjustment for equity method investee 11 11 30 41
Beneficial conversion feature 243 243 243
Distributions paid to non-controlling unit holders (34,931 ) (34,931 )
Net contribution of the Major Energy Companies 3,873 3,873
Dividends paid to Class A common stockholders (8,367 ) (8,367 ) (8,367 )
Proceeds from disgorgement of stockholder short-swing profits 1,605 1,605 1,605
Tax impact from tax receivable agreement upon exchange of units of Spark HoldCo, LLC to shares of Class A Common Stock 4,768 4,768 4,768
Exchange of shares of Class B common stock to shares of Class A common stock 6,450 (6,450 ) 64 (64 ) 2,716 2,716 (2,716 )
Issuance of Class B Common Stock 5,400 54 54 53,940 53,994
Balance at 12/31/2016: 12,993 20,450 $ 130 $ 206 $ $ 11 $ 25,272 $ 4,711 $ 30,330 $ 93,406 $ 123,736
Stock based compensation 2,754 2,754 2,754
Restricted stock unit vesting 242 2 1,052 1,054 1,054
Consolidated net income (4) 18,854 18,854 57,427 76,281
Foreign currency translation adjustment for equity method investee (22 ) (22 ) (37 ) (59 )
Distributions paid to non-controlling unit holders (33,800 ) (33,800 )
Net contribution by NG&E 274 274
Dividends paid to Class A common stockholders (9,519 ) (9,519 ) (9,519 )
Dividends to Preferred Stock (3,038 ) (3,038 ) (3,038 )
Proceeds from disgorgement of stockholder short-swing profits 708 708 708
Tax receivable agreement liability true-up (2,872 ) (2,872 ) (2,872 )
Conversion of Convertible Subordinated Notes to Class B Common Stock 1,035 10 10 7,785 7,795
Treasury Stock (99 ) (2,011 ) (2,011 ) (2,011 )
Balance at 12/31/2017: 13,235 21,485 (99 ) $ 132 $ 216 $ (2,011 ) $ (11 ) $ 26,914 $ 11,008 $ 36,248 $ 125,055 $ 161,303

(1) Outstanding shares of common stock, additional paid-in capital and non-controlling interest have been retrospectively adjusted to reflect the two-for-one stock split, which took effect on June 16, 2017. See Note 4 “Equity” for further discussion.

(2) Financial information includes results attributable to the acquisition of Oasis Power Holdings LLC from an affiliate on May 12, 2015. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.

(3) Financial information includes results attributable to the acquisition of Major Energy Companies from an affiliate on April 15, 2016. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.

(4) Financial information has been recast to include results attributable to the acquisition of Perigee Energy, LLC by an affiliate on February 3, 2017. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.

SPARK ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 20172016 AND 2015

(in thousands)
(unaudited)

Year Ended December 31,
2017 (1) 2016 (2) 2015 (3)
Cash flows from operating activities:
Net income $ 76,281 $ 65,673 $ 25,975
Adjustments to reconcile net income to net cash flows provided by operating
activities:
Depreciation and amortization expense 42,666 48,526 25,378
Deferred income taxes 28,584 3,382 1,340
Change in Tax Receivable Agreement liability (22,267 )
Stock based compensation 5,058 5,242 3,181
Amortization of deferred financing costs 1,035 668 412
Change in fair value of Earnout liabilities (7,898 ) (297 )
Accretion on fair value of Earnout liabilities 4,108 5,060
Excess tax benefit related to restricted stock vesting 179
Bad debt expense 6,550 1,261 7,908
(Gain) loss on derivatives, net (5,008 ) (22,407 ) 18,497
Current period cash settlements on derivatives, net (19,598 ) (24,427 ) (23,948 )
Accretion of discount to convertible subordinated notes to affiliate 1,004
Other (5 ) (407 ) (1,320 )
Changes in assets and liabilities:
Decrease in restricted cash 707
(Increase) decrease in accounts receivable (32,361 ) (12,088 ) 7,876
Increase in accounts receivable—affiliates (1,459 ) (118 ) (608 )
(Increase) decrease in inventory (718 ) 542 4,544
Increase in customer acquisition costs (25,874 ) (21,907 ) (19,869 )
Decrease in prepaid and other current assets 1,915 71 10,845
(Increase) decrease in other assets (465 ) 1,321 (1,101 )
Increase in customer relationships and trademarks (2,776 )
Increase (decrease) in accounts payable and accrued liabilities 14,831 14,831 (13,307 )
Increase in accounts payable—affiliates 51 458 944
(Decrease) increase in other current liabilities (1,210 ) 2,364 (645 )
(Decrease) increase in other non-current liabilities (1,487 ) 45 1,898
Net cash provided by operating activities 63,912 67,793 45,931
Cash flows from investing activities:
Purchases of property and equipment (1,704 ) (2,258 ) (1,766 )
Acquisitions of CenStar and Oasis (39,847 )
Acquisition of Major Energy Companies and Provider Companies (1,853 ) (31,641 )
Acquisitions of Perigee and other customers (11,759 )
Acquisition of the Verde Companies (69,538 )
Payment of CenStar Earnout (1,343 )
Payment of the Major Energy Companies Earnout (7,403 )
Payment of the Provider Companies Earnout (5,500 )
Contribution to equity method investment (1,102 ) (330 )
Net cash used in investing activities (97,757 ) (36,344 ) (41,943 )
Cash flows from financing activities:
Proceeds from issuance of Series A Preferred Stock, net of issuance costs paid 40,241
Borrowings on notes payable 206,400 79,048 59,224
Payments on notes payable (152,939 ) (66,652 ) (49,826 )
Issuance of convertible subordinated notes to affiliate 7,075
Restricted stock vesting (3,091 ) (1,183 ) (432 )
Contributions from NuDevco 129
Proceeds from issuance of Class B common stock 13,995
Proceeds from disgorgement of stockholders short-swing profits 1,129 941
Excess tax benefit related to restricted stock vesting 185
Payment of dividends to Class A common shareholders (9,519 ) (8,367 ) (4,456 )
Payment of distributions to non-controlling unitholders (33,800 ) (34,930 ) (15,587 )
Payment of dividends to Preferred Stock (2,106 )
Purchase of Treasury Stock (2,011 )
Net cash provided by (used in) financing activities 44,304 (16,963 ) (3,873 )
Increase in Cash and cash equivalents and Restricted Cash 10,459 14,486 115
Cash and cash equivalents and Restricted cash—beginning of period 18,960 4,474 4,359
Cash and cash equivalents and Restricted cash—end of period 29,419 18,960 4,474
Supplemental Disclosure of Cash Flow Information:
Non-cash items:
Issuance of Class B common stock to affiliates for Major Energy Companies
acquisition
40,000
Contingent consideration—earnout obligations incurred in connection with the Provider
Companies and Major Energy Companies acquisitions
18,936
Assumption of legal liability in connection with the Major Energy Companies
acquisition
5,000
Net contribution of the Major Energy Companies 3,873
Net contribution by NG&E in excess of cash 274
Installment consideration incurred in connection with the Provider Companies
acquisition
1,890
Installment consideration incurred in connection with the Verde Companies acquisition
and Verde Earnout Termination Note
19,994
Tax benefit from tax receivable agreement (1,802 ) 31,490 (64 )
Liability due to tax receivable agreement 4,674 (26,722 ) (55 )
Property and equipment purchase accrual 91 (32 ) 45
CenStar Earnout accrual 500
Cash paid during the period for:
Interest $ 5,715 $ 2,280 $ 1,661
Taxes $ 11,205 $ 7,326 $ 216

(1)  Financial information has been recast to include results attributable to the acquisition of Perigee Energy, LLC by an affiliate on February 3, 2017. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.
(2)  Financial information has been recast to include results attributable to the acquisition of the Major Energy Companies from an affiliate on April 15, 2016. See Notes 2 and 3 “Basis of Presentation and Summary of Significant Accounting Policies” and “Acquisitions,” respectively, for further discussion.
(3)  Financial information has been recast to include results attributable to the acquisition of Oasis Power Holdings LLC by an affiliate on May 12, 2015. See Note 2 “Basis of Presentation and Summary of Significant Accounting Policies” for further discussion.

SPARK ENERGY, INC.
OPERATING SEGMENT RESULTS
FOR THE YEARS ENDED December 31, 2017, 2016 and 2014
(in thousands, except per unit operating data)
(unaudited)
Year Ended December 31,
2017 2016 2015
(in thousands, except volume and per unit operating data)
Retail Electricity Segment
Total Revenues $ 657,561 $ 417,229 $ 229,490
Retail Cost of Revenues 477,012 286,795 170,684
Less: Net Asset Optimization Revenues (5 )
Less: Net Gains (Losses) on non-trading
derivatives, net of cash settlements
22,086 12,298 (1,449 )
Retail Gross Margin  —Electricity $ 158,468 $ 118,136 $ 60,255
Volumes—Electricity (MWhs) 6,755,663 4,170,593 2,075,479
Retail Gross Margin  —Electricity per MWh $ 23.46 $ 28.33 $ 29.03
Retail Natural Gas Segment
Total Revenues $ 140,494 $ 129,468 128,663
Retail Cost of Revenues 75,155 58,149 70,504
Less: Net Asset Optimization Revenues (712 ) (586 ) 1,494
Less: Net Gains (Losses) on non-trading
derivatives, net of cash settlements
10 7,672 3,305
Retail Gross Margin  —Gas $ 66,041 $ 64,233 $ 53,360
Volumes—Gas (MMBtus) 18,203,684 16,819,713 14,786,681
Retail Gross Margin  —Gas per MMBtu 3.63 3.82 3.61


Reconciliation of GAAP to Non-GAAP Measures

Adjusted EBITDA

We define “Adjusted EBITDA” as EBITDA less (i) customer acquisition costs incurred in the current period, (ii) net gain (loss) on derivative instruments, and (iii) net current period cash settlements on derivative instruments, plus (iv) non-cash compensation expense, and (v) other non-cash and non-recurring operating items. EBITDA is defined as net income (loss) before provision for income taxes, interest expense and depreciation and amortization. We deduct all current period customer acquisition costs (representing spending for organic customer acquisitions) in the Adjusted EBITDA calculation because such costs reflect a cash outlay in the period in which they are incurred, even though we capitalize such costs and amortize them over two years in accordance with our accounting policies. The deduction of current period customer acquisition costs is consistent with how we manage our business, but the comparability of Adjusted EBITDA between periods may be affected by varying levels of customer acquisition costs. For example, our Adjusted EBITDA is lower in years of customer growth reflecting larger customer acquisition spending. We do not deduct the cost of customer acquisitions through acquisitions of business or portfolios of customers in calculated Adjusted EBITDA. We deduct our net gains (losses) on derivative instruments, excluding current period cash settlements, from the Adjusted EBITDA calculation in order to remove the non-cash impact of net gains and losses on derivative instruments. We also deduct non-cash compensation expense as a result of restricted stock units that are issued under our long-term incentive plan.

We believe that the presentation of Adjusted EBITDA provides information useful to investors in assessing our liquidity and financial condition and results of operations and that Adjusted EBITDA is also useful to investors as a financial indicator of our ability to incur and service debt, pay dividends and fund capital expenditures. Adjusted EBITDA is a supplemental financial measure that management and external users of our condensed consolidated financial statements, such as industry analysts, investors, commercial banks and rating agencies, use to assess the following:

  • our operating performance as compared to other publicly traded companies in the retail energy industry, without regard to financing methods, capital structure or historical cost basis;
  • the ability of our assets to generate earnings sufficient to support our proposed cash dividends; and
  • our ability to fund capital expenditures (including customer acquisition costs) and incur and service debt.

Retail Gross Margin

We define retail gross margin as operating income (loss) plus (i) depreciation and amortization expenses and (ii) general and administrative expenses, less (i) net asset optimization revenues, (ii) net gains (losses) on non-trading derivative instruments, and (iii) net current period cash settlements on non-trading derivative instruments. Retail gross margin is included as a supplemental disclosure because it is a primary performance measure used by our management to determine the performance of our retail natural gas and electricity business by removing the impacts of our asset optimization activities and net non-cash income (loss) impact of our economic hedging activities. As an indicator of our retail energy business’ operating performance, retail gross margin should not be considered an alternative to, or more meaningful than, operating income (loss), its most directly comparable financial measure calculated and presented in accordance with GAAP.

We believe retail gross margin provides information useful to investors as an indicator of our retail energy business’s operating performance.

The GAAP measures most directly comparable to Adjusted EBITDA are net income (loss) and net cash provided by operating activities. The GAAP measure most directly comparable to Retail Gross Margin is operating income (loss). Our non-GAAP financial measures of Adjusted EBITDA and Retail Gross Margin should not be considered as alternatives to net income (loss), net cash provided by operating activities, or operating income (loss). Adjusted EBITDA and Retail Gross Margin are not presentations made in accordance with GAAP and have important limitations as analytical tools. You should not consider Adjusted EBITDA or Retail Gross Margin in isolation or as a substitute for analysis of our results as reported under GAAP. Because Adjusted EBITDA and Retail Gross Margin exclude some, but not all, items that affect net income (loss) and net cash provided by operating activities, and are defined differently by different companies in our industry, our definition of Adjusted EBITDA and Retail Gross Margin may not be comparable to similarly titled measures of other companies.

Management compensates for the limitations of Adjusted EBITDA and Retail Gross Margin as analytical tools by reviewing the comparable GAAP measures, understanding the differences between the measures and incorporating these data points into management’s decision-making process.

The following tables present a reconciliation of Adjusted EBITDA to net income (loss) and net cash provided by operating activities for each of the periods indicated.

APPENDIX TABLES A-1 AND A-2
ADJUSTED EBITDA RECONCILIATIONS
(in thousands)
(unaudited)
Year Ended December 31, Quarter Ended December 31,
(in thousands) 2017 2016 2017 2016
Reconciliation of Adjusted EBITDA to
Net Income:
Net income 76,281 65,673 $ 47,536 $ 24,137
Depreciation and amortization 42,341 32,788 11,906 9,451
Interest expense 11,134 8,859 2,374 6,004
Income tax expense 37,528 10,426 32,263 3,574
EBITDA (1) 167,284 117,746 94,079 43,166
Less:
Net, Gains (losses) on derivative instruments 5,008 22,407 39,233 19,520
Net, Cash settlements on derivative instruments 16,309 (2,146 ) (2,499 ) (5,573 )
Customer acquisition costs 25,874 24,934 7,232 9,717
  Plus:
  Non-cash compensation expense 5,058 5,242 1,035 1,215
Contract termination charge related to
Major Energy Companies change of
control
4,099 4,099
Change in Tax Receivable Agreement liability (1) (22,267 ) $ (22,267 ) $
Adjusted EBITDA (2) 102,884 81,892 $ 28,881 $ 24,816

(1)  Represents the change in the value of the Tax Receivable Agreement liability due to U.S. Tax Reform.
(2)  Includes $9.6 million and $1.1 million related to the change in fair value as the result of the revaluation of the Major Earnout liability at December 31, 2017 and 2016.

Year Ended December 31, Quarter Ended December 31,
(in thousands) 2017 2016 2017 2016
Reconciliation of Adjusted EBITDA to net
cash provided by operating activities:
Net cash provided by operating activities $ 63,912 $ 67,793 $ 88 $ 6,150
Amortization of deferred financing costs (1,035 ) (668 ) (285 ) (203 )
Allowance for doubtful accounts and bad
debt expense
(6,550 ) (1,261 ) (3,114 ) (419 )
Interest expense 11,134 8,859 2,374 6,004
Income tax expense 37,528 10,426 32,263 3,574
Change in Tax Receivable Agreement liability (1) (22,267 ) (22,267 )
Changes in operating working capital
Accounts receivable, prepaids, current assets 31,905 12,135 48,989 31,362
Inventory 718 542 (1,218 ) 1,110
Accounts payable and accrued liabilities (13,672 ) (17,653 ) (21,808 ) (23,507 )
Other 1,211 1,719 (6,141 ) 745
Adjusted EBITDA $ 102,884 $ 81,892 $ 28,881 $ 24,816
Cash Flow Data:
Cash flows provided by operating activity $ 63,912 $ 67,793 $ 88 $ 6,150
Cash flows used in investing activity (97,757 ) (36,344 ) (1,780 ) (2,169 )
Cash flows provided by (used in) financing
activity
44,304 (16,963 ) 19,862 (1,928 )

(1)  Represents the change in the value of the Tax Receivable Agreement liability due to U.S. Tax Reform.

The following table presents a reconciliation of Retail Gross Margin to operating income (loss) for each of the periods indicated.

APPENDIX TABLE A-3
RETAIL GROSS MARGIN RECONCILIATION
(in thousands)
(unaudited)
Year Ended December 31, Quarter Ended 31,
(in thousands) 2017 2016 2017 2016
Reconciliation of Retail Gross Margin to
Operating Income:
Operating income $ 102,420 $ 84,001 $ 59,752 $ 33,098
Depreciation and amortization 42,341 32,788 11,906 9,451
General and administrative 101,127 84,964 31,722 29,776
Less:
Net asset optimization (expenses) revenues (717 ) (586 ) (36 ) (544 )
Net, Losses (gains) on non-trading
derivative instruments
5,588 22,254 39,734 19,735
Net, Cash settlements on non-trading
derivative instruments
16,508 (2,284 ) (2,508 ) (5,625 )
Retail Gross Margin $ 224,509 $ 182,369 $ 66,190 $ 58,759
Retail Gross Margin – Retail Electricity
Segment
$ 158,468 $ 118,136 $ 42,339 $ 35,910
Retail Gross Margin – Retail Natural Gas
Segment
$ 66,041 $ 64,233 $ 23,851 $ 22,849

Contact: Spark Energy, Inc.

Investors:

Christian Hettick, 832-200-3727

ir@sparkenergy.com

Media:

Eric Melchor, 281-833-4151

Primary Logo

Source: Spark Energy, Inc.

Spark Energy, Inc. Announces Pricing of Series A Preferred Stock

HOUSTON, Jan. 23, 2018 (GLOBE NEWSWIRE) — Spark Energy, Inc. (“Spark” or the “Company”) (NASDAQ:SPKE), an independent retail energy services company, announced the pricing of a public offering of 2,000,000 shares of its 8.75% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”) at a public offering price of $25.25.

The underwriters have been granted a 30-day option to purchase up to 250,000 additional shares of Series A Preferred Stock from Spark, exercisable in whole or in part, at the public offering price less the underwriting discount. The offering is scheduled to close on January 26, 2018.

Spark intends to use the net proceeds of approximately $48.7 million (or approximately $54.8 million if the underwriters exercise in full their option to purchase an additional 250,000 shares of Series A Preferred Stock), after deducting underwriting discounts and an advisory fee, but before estimated offering expenses, for merger and acquisition opportunities, international expansion and general corporate purposes, including to repay a portion of borrowings outstanding under Spark’s senior secured borrowing base credit facility.

B. Riley FBR, Inc., Janney Montgomery Scott LLC, BB&T Capital Markets, a division of BB&T Securities, LLC, and Ladenburg Thalmann & Co. Inc. acted as joint book-running managers of the offering. Boenning & Scattergood, Inc., Incapital LLC, National Securities Corporation, a wholly owned subsidiary of National Holdings, Inc. (NASDAQ:NHLD), and USCA Securities LLC acted as co-managers.

The offering may be made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. A copy of the prospectus supplement and accompanying base prospectus meeting such requirements relating to this offering may be obtained from any of the underwriters, including the offices of:

B. Riley FBR, Inc.
Attn: Syndicate Prospectus Department
1300 17th Street N., Suite 1400
Arlington, VA 22209
Phone: (800) 846-5050
Email: prospectuses@brileyfbr.com
Janney Montgomery Scott LLC
Attn: Taxable Fixed Income Department
1717 Arch Street, 19th Floor
Philadelphia, Pennsylvania 19103
Phone: (215) 665-6130
Email: TFI@janney.com
BB&T Capital Markets
Attn: Prospectus Department
901 East Byrd Street, Suite 300
Richmond, VA 23219
Email: prospectusrequests@bbandtcm.com
 Ladenburg Thalmann & Co.
Attn: Syndicate Department
277 Park Avenue, 26th Floor
New York, NY 10172
Email: prospectus@ladenburg.com

You may also obtain these documents for free when they are available by visiting the Securities and Exchange Commission’s (“SEC”) Web site at www.sec.gov.

The shelf registration statement relating to these securities has previously been filed with the SEC and declared effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 19 states and serves 94 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

Cautionary Note Concerning Forward Looking Statements

This press release includes forward-looking statements regarding future events. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors, many of which are outside the control of Spark, and a variety of risks that could cause results to differ materially from those expected by the management of Spark. Spark undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

Contact: Spark Energy, Inc.

Investors:

Christian Hettick, 832-200-3727

Media:

Eric Melchor, 281-833-4151

 

Primary Logo

Source: Spark Energy, Inc.

Spark Energy, Inc. Announces Public Offering of Series A Preferred Stock

HOUSTON, Jan. 23, 2018 (GLOBE NEWSWIRE) — Spark Energy, Inc. (“Spark” or the “Company”) (NASDAQ:SPKE), an independent retail energy services company, announced today that it has commenced a public offering of its 8.75% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”) pursuant to an effective shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission (the “SEC”). Spark will grant the underwriters a 30-day option to purchase additional shares of Series A Preferred Stock.

Spark intends to use the net proceeds of this offering for merger and acquisition opportunities, international expansion and general corporate purposes, including to repay a portion of borrowings outstanding under Spark’s senior secured borrowing base credit facility. B. Riley FBR, Inc., Janney Montgomery Scott LLC, BB&T Capital Markets, a division of BB&T Securities, LLC, and Ladenburg Thalmann & Co. Inc. will act as joint book-running managers of the offering. Boenning & Scattergood, Inc., Incapital LLC, National Securities Corporation, a wholly owned subsidiary of National Holdings, Inc. (NASDAQ:NHLD), and USCA Securities LLC will act as co-managers.

The offering may be made only by means of a prospectus and related prospectus supplement meeting the requirements of Section 10 of the Securities Act of 1933, as amended. A copy of the preliminary prospectus supplement and accompanying base prospectus meeting such requirements relating to this offering may be obtained from any of the underwriters, including the offices of:

B. Riley FBR, Inc.
Attn: Syndicate Prospectus Department
1300 17th Street N., Suite 1400
Arlington, VA 22209
Phone: (800) 846-5050
Email: prospectuses@brileyfbr.com
Janney Montgomery Scott LLC
Attn: Taxable Fixed Income Department
1717 Arch Street, 19th Floor
Philadelphia, Pennsylvania 19103
Phone: 215-665-6130
Email: TFI@janney.com

BB&T Capital Markets
Attn: Prospectus Department
901 East Byrd Street, Suite 300
Richmond, VA 23219
Email: prospectusrequests@bbandtcm.com

Ladenburg Thalmann & Co.
Syndicate Department
277 Park Avenue, 26th Floor
New York, NY 10172
prospectus@ladenburg.com

You may also obtain these documents for free when they are available by visiting the Securities and Exchange Commission’s Web site at www.sec.gov.

The shelf registration statement relating to these securities has previously been filed with the SEC and declared effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 19 states and serves 94 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

Cautionary Note Concerning Forward Looking Statements

This press release includes forward-looking statements regarding future events. These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors, many of which are outside the control of Spark, and a variety of risks that could cause results to differ materially from those expected by the management of Spark. Spark undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

Contact: Spark Energy, Inc.

Investors:

Christian Hettick, 832-200-3727

Media:

Eric Melchor, 281-833-4151

 

Primary Logo

Source: Spark Energy, Inc.

Spark Energy, Inc. Announces Updated Guidance on Select 2017 Financial Results

HOUSTON, Jan. 22, 2018 (GLOBE NEWSWIRE) — Spark Energy, Inc. (“Spark” or the “Company”) (NASDAQ:SPKE), an independent retail energy services company, announced today that is has updated its guidance on 2017 Adjusted EBITDA.

While still finalizing results for the year ended December 31, 2017, Spark is providing revised Adjusted EBITDA guidance of between $100.0 and $105.0 million for fiscal year 2017, which is consistent with the Company’s guidance update provided on its third quarter earnings call. The Company also expects residential customer equivalents (RCEs) in excess of 1,000,000 as of December 31, 2017.

“2017 was a strong year for us,” said Nathan Kroeker, Spark’s President and Chief Executive Officer. “In our three fiscal years as a public company, we increased our RCE count by over three times as well as brought our Adjusted EBITDA from just over $11 million to over $100 million. Those are remarkable accomplishments.”

These estimates and related matters in the reconciliation table below may change materially as Spark finalizes its results for 2017, including income tax expense actually recognized after taking into account effects related to the recent tax reform. Spark is also announcing today that it plans to present its Full Year and Fourth Quarter 2017 financial results in a conference call and webcast on Friday, March 9, 2018 at 10:00 AM Central (11:00 AM Eastern).

A live webcast of the conference call can be accessed from the Spark Energy Investor Relations website at ir.sparkenergy.com. An archived replay of the webcast will be available for twelve months following the live presentation.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 19 states and serves 94 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

We use our website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Investors should note that new materials, including press releases, updated investor presentations, and financial and other filings with the Securities and Exchange Commission are posted on the Spark Energy Investor Relations website at ir.sparkenergy.com. Investors are urged to monitor our website regularly for information and updates about the Company.

Cautionary Note Regarding Forward-Looking Statements

This press release includes forward-looking statements and projections, made in reliance on the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward-looking terminology including “may,” “should,” “likely,” “will,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “plan,” “intend,” “project,” or other similar words. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurance that such expectations will prove correct. However, a variety of factors could cause actual results to differ materially from those projected in the forward-looking statements, including (i) restrictions in our debt agreements and collateral requirements, (ii) our ability to borrow funds and access credit markets, (iii) our level of indebtedness, (iv) our ability to successfully and efficiently integrate acquisitions into our operations, (iv) federal, state and local regulation, including the industry’s ability to address or adapt to the enactment of any new regulations by the New York Public Service Commission that may seek to impose significant new restrictions on retail energy providers operating in New York, (v) other business risks affecting our liquidity and results of operations. Additional important risk factors that could cause actual results to differ materially from expectations are disclosed in Item 1A of Spark’s Form 10-K for the year ended December 31, 2016 and subsequent Form 10-Qs and other reports filed with the SEC. While Spark makes these statements and projections in good faith, neither Spark nor its management or affiliates can guarantee that anticipated future results will be achieved. Spark assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by Spark, whether as a result of new information, future events, or otherwise. The Company’s year-end estimates are preliminary and based on the most current information available to it at this time. These estimates are subject to completion of the Company’s financial statements and the audit thereof which the Company expects to report in March 2018. The Company’s actual results may differ materially from these estimates.

Reconciliation of GAAP to Non-GAAP Measures

Adjusted EBITDA

We define “Adjusted EBITDA” as EBITDA less (i) customer acquisition costs incurred in the current period, (ii) net gain (loss) on derivative instruments, and (iii) net current period cash settlements on derivative instruments, plus (iv) non-cash compensation expense, and (v) other non-cash and non-recurring operating items. EBITDA is defined as net income (loss) before provision for income taxes, interest expense and depreciation and amortization. We deduct all current period customer acquisition costs (representing spending for organic customer acquisitions) in the Adjusted EBITDA calculation because such costs reflect a cash outlay in the period in which they are incurred, even though we capitalize such costs and amortize them over two years in accordance with our accounting policies. The deduction of current period customer acquisition costs is consistent with how we manage our business, but the comparability of Adjusted EBITDA between periods may be affected by varying levels of customer acquisition costs. For example, our Adjusted EBITDA is lower in years of customer growth reflecting larger customer acquisition spending. We do not deduct the cost of customer acquisitions through acquisitions of business or portfolios of customers in calculated Adjusted EBITDA. We deduct our net gains (losses) on derivative instruments, excluding current period cash settlements, from the Adjusted EBITDA calculation in order to remove the non-cash impact of net gains and losses on derivative instruments. We also deduct non-cash compensation expense as a result of restricted stock units that are issued under our long-term incentive plan.

We believe that the presentation of Adjusted EBITDA provides information useful to investors in assessing our liquidity and financial condition and results of operations and that Adjusted EBITDA is also useful to investors as a financial indicator of our ability to incur and service debt, pay dividends and fund capital expenditures. Adjusted EBITDA is a supplemental financial measure that management and external users of our condensed consolidated financial statements, such as industry analysts, investors, commercial banks and rating agencies, use to assess the following:

  • our operating performance as compared to other publicly traded companies in the retail energy industry, without regard to financing methods, capital structure or historical cost basis;
  • the ability of our assets to generate earnings sufficient to support our proposed cash dividends; and
  • our ability to fund capital expenditures (including customer acquisition costs) and incur and service debt.

The GAAP measure most directly comparable to Adjusted EBITDA is net income (loss). Our non-GAAP financial measure of Adjusted EBITDA should not be considered as an alternative to net income (loss). Adjusted EBITDA is not a presentation made in accordance with GAAP and has important limitations as an analytical tool. You should not consider Adjusted EBITDA in isolation or as a substitute for analysis of our results as reported under GAAP. Because Adjusted EBITDA excludes some, but not all, items that affect net income (loss), and is defined differently by different companies in our industry, our definition of Adjusted EBITDA may not be comparable to similarly titled measures of other companies.

Management compensates for the limitations of Adjusted EBITDA as an analytical tool by reviewing the comparable GAAP measure, understanding the differences between the measures, and incorporating these data points into management’s decision-making process.

The following table presents a reconciliation of Adjusted EBITDA to net income (loss) for the period indicated.

APPENDIX TABLE A-1
ADJUSTED EBITDA RECONCILIATION
(in thousands)
(unaudited)
Year Ended December 31,
2017
Reconciliation of Adjusted EBITDA to Net Income:
Net income $ 67,000 – 82,000
Depreciation and amortization 42,000 – 43,000
Interest expense 11,000 – 13,000
Income tax expense 27,000 – 40,000
EBITDA 158,000 – 168,000
Less:
Net, Gains (losses) on derivative instruments 5,000 – 6,000
Net, Cash settlements on derivative instruments 16,000 – 17,000
Customer acquisition costs 26,000 – 27,000
One-time change in TRA liability due to tax reform 15,000 – 25,000
Plus:
Non-cash compensation expense 5,000 – 6,000
Adjusted EBITDA $ 100,000 – 105,000

Contact: Spark Energy, Inc.

Investors:

Christian Hettick, 832-200-3727

Media:

Eric Melchor, 281-833-4151

Primary Logo

Source: Spark Energy, Inc.

Spark Energy, Inc. Announces Dividends on Common and Preferred Stock

HOUSTON, Jan. 18, 2018 (GLOBE NEWSWIRE) — Spark Energy, Inc. (NASDAQ:SPKE), an independent retail energy services company  (“Spark” or the “Company”), announced today that its Board of Directors has declared a quarterly cash dividend for the fourth quarter of 2017 in the amount of $0.18125 per share of Class A Common Stock. This amount represents an annualized dividend of $0.725 per share. The fourth quarter dividend will be paid on March 16, 2018 to holders of record of Spark’s Class A Common Stock on March 2, 2018. Investors are reminded that on June 16, 2017, Spark completed a two-for-one stock split by means of a stock dividend.

Additionally, in accordance with the terms of the 8.75% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”) of the Company, the Board of Directors has declared a quarterly cash dividend in the amount of $0.546875 per share of the Series A Preferred Stock. This amount represents an annualized dividend of $2.1875 per share. The dividend will be paid on April 16, 2018 to holders of record of Spark’s Series A Preferred Stock on April 2, 2018.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 19 states and serves 94 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

We use our website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. Investors should note that new materials, including press releases, updated investor presentations, and financial and other filings with the Securities and Exchange Commission are posted on the Spark Energy Investor Relations website at ir.sparkenergy.com. Investors are urged to monitor our website regularly for information and updates about the Company.

Contact:  Spark Energy, Inc.

Investors:
Christian Hettick, 832-200-3727

Media:
Eric Melchor, 281-833-4151

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Source: Spark Energy, Inc.

Spark Energy, Inc. Announces $25.0 Million Subordinated Debt Facility

HOUSTON, Dec. 27, 2016 (GLOBE NEWSWIRE) — Spark Energy, Inc. (NASDAQ:SPKE), a Delaware corporation (“Spark” or the “Company”), announced today that it has entered into a $25.0 million subordinated debt facility with Retailco, LLC. Retailco, LLC is Spark’s majority shareholder and is wholly-owned by Keith Maxwell, the Company’s founder and chairman. A special committee of the Company’s Board of Directors consisting solely of independent directors reviewed and approved the terms of the subordinated debt facility.

“With this sponsor supported debt facility, the Company has increased flexibility to quickly and efficiently address various strategic initiatives utilizing a low cost of capital,” said Nathan Kroeker, Spark Energy’s President and Chief Executive Officer.

The Company plans to use the facility to enhance working capital, for growth initiatives, and for capital optimization, including, subject to lender approval, stock buybacks. The facility will bear a fixed annual interest rate of 5.0% and will have a tenor of three-and-one-half years. The subordinated debt facility is unsecured and is subordinated to the Company’s senior credit facility. The Company intends to draw down $5.0 million under the new facility prior to December 31, 2016.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 18 states and serves 90 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

Cautionary Note Regarding Forward-Looking Statements

This press release includes forward-looking statements and projections, made in reliance on the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the use of forward-looking terminology including “may,” “should,” “likely,” “will,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “plan,” “intend,” “project,” or other similar words. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurance that such expectations will prove correct. However, a variety of factors could cause actual results to differ materially from those projected in the forward-looking statements, including (i) restrictions in our debt agreements and collateral requirements, (ii) our ability to borrow funds and access credit markets, (iii) our level of indebtedness, (iv) our ability to successfully and efficiently integrate acquisitions into our operations, (iv) other business risks affecting our liquidity and results of operations. Additional important risk factors that could cause actual results to differ materially from expectations are disclosed in Item 1A of Spark’s Form 10-K for the year ended December 31, 2015 and subsequent Form 10-Q’s filed with the SEC. While Spark makes these statements and projections in good faith, neither Spark nor its management or affiliates can guarantee that the transactions will be consummated or that anticipated future results will be achieved. Spark assumes no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by Spark, whether as a result of new information, future events, or otherwise.

Contact: Spark Energy, Inc.

Investors:
Andy Davis, 832-200-3727

Media:
Eric Melchor, 281-833-4151

Source: Spark Energy, Inc.

Spark Energy, Inc. Reports Third Quarter 2016 Financial Results and Raises 2016 Guidance

HOUSTON, Nov. 09, 2016 (GLOBE NEWSWIRE) — Spark Energy, Inc. (NASDAQ:SPKE), a Delaware corporation (“Spark”), today reported financial results for the quarter ended September 30, 2016.

Highlights

  • Achieved $20.3 million in Adjusted EBITDA, $45.2 million in Retail Gross Margin and $6.8 million in Net Income for the quarter ended September 30, 2016, representing increases of 263%, 69%, and 15%, respectively
  • Raised 2016 Adjusted EBITDA guidance range from $75.0 million – $82.0 million to $80.0 million – $85.0 million
  • Reported consistently strong unit margins across both retail natural gas and electricity segments
  • Continued improvement in overall attrition to 3.8%, representing a reduction of approximately 24% year-over-year
  • Net increase of 10,000 RCEs before acquisition activity
  • Closed on the Provider and Major acquisitions
  • Total RCE count of 753,000 as of September 30, 2016
  • Declared third quarter dividend of $0.3625 per share of Class A common stock payable on December 14, 2016

For the third quarter of 2016, Spark reported record Adjusted EBITDA of $20.3 million, record Retail Gross Margin of $45.2 million and solid Net Income of $6.8 million. This compares to Adjusted EBITDA of $5.6 million, Retail Gross Margin of $26.7 million and Net Income of $5.9 million for the third quarter of 2015, representing increases of 263%, 69%, and 15%, respectively.

“We are extremely pleased with our third quarter results,” said Nathan Kroeker, Spark Energy’s President and Chief Executive Officer. “Not only did we close two significant acquisitions, but we accomplished record third quarter Adjusted EBITDA and Retail Gross Margin, and also lowered our attrition rate by approximately 24% year-over-year. In addition, we saw strong organic growth of approximately 10,000 RCEs across our legacy businesses.”

M&A Update

In August, Spark announced that it completed its acquisitions of the Provider Companies and the Major Energy Companies. Combined, these acquisitions delivered 341,000 RCEs, two new states, and 24 new markets to Spark. With these two transactions, Spark has now completed seven acquisitions since its initial public offering on August 1, 2014.

2016 Financial Guidance

Adjusted EBITDA guidance for 2016 has been raised to a narrower range of $80.0 million – $85.0 million. Previously, a range of $75.0 million – $82.0 million had been provided.

Summary Third Quarter 2016 Financial Results

For the quarter ended September 30, 2016, Spark reported Adjusted EBITDA of $20.3 million compared to Adjusted EBITDA of $5.6 million for the quarter ended September 30, 2015. This increase of $14.7 million is primarily attributable to the acquisitions of Major and Provider, partially offset by increased general and administrative expenses and customer acquisition costs.

For the quarter ended September 30, 2016, Spark reported Retail Gross Margin of $45.2 million compared to Retail Gross Margin of $26.7 million for the quarter ended September 30, 2015. This increase of $18.5 million is primarily attributable to the acquisitions of Major and Provider, expanded electricity unit margins, and increased retail electricity and natural gas volumes. Favorable supply costs across several of our markets were a key driver of these elevated unit margins in the third quarter.

Net income for the quarter ended September 30, 2016 was $6.8 million compared to net income of $5.9 million for the quarter ended September 30, 2015. Earnings per share (EPS) variance analysis is not included, as management does not view EPS as a meaningful metric given the unpredictability of the unrealized gains and losses on the hedge portfolio, as well as other non-cash items including non-cash compensation and amortization of customer acquisition costs and customer relationships in excess of current period customer acquisition costs.

Liquidity and Capital Resources

(in thousands) September 30, 2016
Cash and cash equivalents $   16,907
Senior Credit Facility Working Capital Line Availability (1)   955
Senior Credit Facility Acquisition Line Availability (2)   1,731
Total Liquidity $   19,593
(1) Subject to Senior Credit Facility borrowing base restrictions. Availability at current election; Spark has the ability to elect up to an additional $22.5 million within the current facility.
(2) Subject to Senior Credit Facility covenant restrictions.

Conference Call and Webcast

Spark will host a conference call to discuss third quarter 2016 results on Thursday, November 10, 2016 at 10:00 AM Central Time (11:00 AM Eastern).

A live webcast of the conference call can be accessed from the Events & Presentations page of the Spark Energy Investor Relations website at http://ir.sparkenergy.com/events.cfm. An archived replay of the webcast will be available for twelve months following the live presentation.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 18 states and serves 90 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

Cautionary Note Regarding Forward-Looking Statements

This earnings release contains forward-looking statements that are subject to a number of risks and uncertainties, many of which are beyond our control. These forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), can be identified by the use of forward-looking terminology including “guidance,” “may,” “should,” “likely,” “will,” “believe,” “expect,” “anticipate,” “estimate,” “continue,” “plan,” “intend,” “projects,” or other similar words. All statements, other than statements of historical fact included in this release, regarding strategy, future operations, financial position, estimated revenues and losses, projected costs, prospects, plans, objectives and beliefs of management are forward-looking statements. Forward-looking statements appear in a number of places in this release and may include statements about business strategy and prospects for growth, customer acquisition costs, ability to pay cash dividends, cash flow generation and liquidity, availability of terms of capital, competition, and government regulation and general economic conditions. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurance that such expectations will prove correct.

The forward-looking statements in this report are subject to risks and uncertainties. Important factors that could cause actual results to materially differ from those projected in the forward-looking statements include, but are not limited to:

  • changes in commodity prices,
  • extreme and unpredictable weather conditions,
  • the sufficiency of risk management and hedging policies,
  • customer concentration,
  • federal, state and local regulation,
  • key license retention,
  • increased regulatory scrutiny and compliance costs,
  • our ability to borrow funds and access credit markets,
  • restrictions in our debt agreements and collateral requirements,
  • credit risk with respect to suppliers and customers,
  • level of indebtedness,
  • changes in costs to acquire customers,
  • actual customer attrition rates,
  • actual bad debt expense in non-POR markets,
  • accuracy of internal billing systems,
  • ability to successfully navigate entry into new markets,
  • whether our majority stockholder or its affiliates offer us acquisition opportunities on terms that are commercially acceptable to us,
  • ability to successfully and efficiently integrate acquisitions into our operations,
  • changes in the assumptions we used to estimate our 2016 Adjusted EBITDA, including weather and customer acquisition costs,
  • competition, and
  • other factors discussed in “Risk Factors” in our Form 10-K for the year ended December 31, 2015, our Quarterly Report on Form 10-Q for the quarter ended March 31, 2016 and in our other public filings and press releases.

You should review the risk factors and other factors noted throughout or incorporated by reference in this press release that could cause our actual results to differ materially from those contained in any forward-looking statement. The Adjusted EBITDA guidance for 2016 is an estimate as of November 7, 2016. This estimate is based on assumptions believed to be reasonable as of that date. All forward-looking statements speak only as of the date of this release. Unless required by law, we disclaim any obligation to publicly update or revise these statements whether as a result of new information, future events or otherwise. It is not possible for us to predict all risks, nor can we assess the impact of all factors on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

SPARK ENERGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS AS OF SEPTEMBER 30, 2016 AND DECEMBER 31, 2015
(in thousands)
 (unaudited)
 September 30, 2016 December 31, 2015
Assets
Current assets:
Cash and cash equivalents $   16,907 $   4,474
Accounts receivable, net of allowance for doubtful accounts of $1.9 million as of September 30, 2016 and December 31, 2015, respectively   79,744   59,936
Accounts receivable—affiliates   2,836   1,840
Inventory   3,725   3,665
Fair value of derivative assets   1,536   605
Customer acquisition costs, net   15,565   13,389
Customer relationships, net   19,042   6,627
Prepaid assets (1)   1,515   700
Deposits   8,158   7,421
Other current assets   10,717   4,023
Total current assets   159,745   102,680
Property and equipment, net   4,866   4,476
Fair value of derivative assets   318   –
Customer acquisition costs, net   4,531   3,808
Customer relationships, net   24,478   6,802
Non-current deferred tax assets   56,101   23,380
Goodwill   79,556   18,379
Other assets   8,136   2,709
Total assets $   337,731 $   162,234
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable $  34,964 $   29,732
Accounts payable—affiliates   2,598   1,962
Accrued liabilities   31,744   12,245
Fair value of derivative liabilities   13,762   10,620
Current portion of Senior Credit Facility   49,269   27,806
Contingent consideration for acquisitions—current   11,325 500
Current portion of note payable 13,445
Other current liabilities   3,662   1,323
Total current liabilities   160,769   84,188
Long-term liabilities:
Fair value of derivative liabilities   1,467   618
Long-term payable pursuant to tax receivable agreement—affiliates   50,625   20,713
Long-term portion of Senior Credit Facility   –   14,592
Non-current deferred tax liability   –   853
Convertible subordinated notes to affiliate   6,542   6,339
Contingent consideration for acquisitions   7,611   –
Other long-term liabilities   –   1,612
Total liabilities   227,014   128,915
Stockholders’ equity:
Common Stock:
Class A common stock, par value $0.01 per share, 120,000,000 shares authorized, 6,496,559 issued and
outstanding at September 30, 2016 and 3,118,623 issued and outstanding at December 31, 2015   65   31
Class B common stock, par value $0.01 per share, 60,000,000 shares authorized, 10,224,742 issued and
outstanding at September 30, 2016 and 10,750,000 issued and outstanding at December 31, 2015   103   108
Preferred Stock:
Preferred stock, par value $0.01 per share, 20,000,000 shares authorized, zero issued and outstanding at September 30, 2016 and December 31, 2015
Additional paid-in capital   23,476   12,565
Accumulated other comprehensive loss   (33 )   –
Retained deficit   (681 )   (1,366 )
Total stockholders’ equity   22,930   11,338
Non-controlling interest in Spark HoldCo, LLC   87,787   21,981
Total equity   110,717   33,319
Total liabilities and stockholders’ equity $   337,731 $   162,234
(1) Prepaid assets includes prepaid assets—affiliates of less than $1 and $210 as of September 30, 2016 and December 31, 2015, respectively.
SPARK ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015
(in thousands)
(unaudited)
Three Months Ended September 30, Nine Months Ended September 30,
2016 (1) 2015 (2) 2016 (1) 2015 (2)
Revenues:
Retail revenues $   157,986 $   91,812 $   378,063 $   261,996
Net asset optimization revenues (3)   108   (545 )   (42 )   1,317
Total Revenues   158,094   91,267   378,021   263,313
Operating Expenses:
Retail cost of revenues (4)   122,830   60,967   248,593   176,000
General and administrative (5)   18,009   15,493   55,188   43,909
Depreciation and amortization   8,295   7,557   23,337   17,873
Total Operating Expenses   149,134   84,017   327,118   237,782
Operating income   8,960   7,250   50,903   25,531
Other (expense)/income:
Interest expense   (1,270 )   (800 )   (2,855 )   (1,415 )
Interest and other income   240   5   340   326
Total other expenses   (1,030 )   (795 )   (2,515 )   (1,089 )
Income before income tax expense   7,930   6,455   48,388   24,442
Income tax expense   1,129   580   6,852   1,599
Net income $   6,801 $   5,875 $   41,536 $   22,843
Less: Net income attributable to non-controlling interests   6,618   4,561   34,839   18,959
Net income attributable to Spark Energy, Inc. stockholders $   183 $   1,314 $   6,697 $   3,884
Other comprehensive loss, net of tax:
Currency translation loss $   (12 ) $   – $   (73 ) $   –
Other comprehensive loss   (12 )   –   (73 )   –
Comprehensive income $   6,789 $   5,875 $   41,463 $   22,843
Less: Comprehensive income attributable to non-controlling interests $   6,611 $   4,561 $   34,799 18,959
Comprehensive income attributable to Spark Energy, Inc. stockholders $   178 $   1,314 $   6,664 3,884
(1) Financial information has been recast to include results attributable to the acquisition of the Major Energy Companies by an affiliate on April 15, 2016.
(2) Financial information has been recast to include results attributable to the acquisition of Oasis Power Holdings LLC from an affiliate on May 12, 2015.
(3) Net asset optimization (expenses) revenues includes asset optimization revenues—affiliates of $0 and $263 for the three months ended September 30, 2016
and 2015, respectively, and asset optimization revenues—affiliates cost of revenues of $0 and $3,382 for the three months ended September 30, 2016 and
2015, respectively and asset optimization revenues—affiliates of $154 and $928 for the nine months ended September 30, 2016 and 2015, respectively, and
asset optimization revenue—affiliates cost of revenues of $1,633 and $9,589 for the nine months ended September 30, 2016 and 2015, respectively.
(4) Retail cost of revenues includes retail cost of revenues—affiliates of $0 for the three months ended September 30, 2016 and 2015, respectively, and less than
$100 for the nine months ended September 30, 2016 and 2015, respectively.
(5) General and administrative includes general and administrative expense—affiliates of $3,078 and $0 for the three months ended September 30, 2016, and
 2015, respectively, and $11,521 and $100 for the nine months ended September 30, 2016 and 2015, respectively.
SPARK ENERGY, INC. 
 CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 
(in thousands) 
(unaudited)
Issued
Shares
of
Class A Common
Stock
Issued
Shares
of
Class B Common
Stock
Issued
Shares
of Preferred Stock
  Class A Common Stock Class B Common Stock Accumulated
Other Comprehensive Income
(Loss)
Additional
Paid-in Capital
Retained Earnings (Deficit) Total Stockholders’ Equity Non-controlling Interest Total
Equity
Balance at December 31, 2015   3,119   10,750   – $   31 $   108 $   – $   12,565 $   (1,366 ) $   11,338 $   21,981 $   33,319
Stock based compensation   –   –   –   –   –   –   1,737   –   1,737   –   1,737
Restricted stock unit vesting   153   –   –   2   –   –   1,060   –   1,062   –   1,062
Excess tax benefit related to restricted stock vesting   –   –   –   –   –   –   186   –   186   –   186
Consolidated net income (1) 6,697 6,697 34,839 41,536
Foreign currency translation adjustment for equity method investee   –   –   –   –   –   (33 )   –   –   (33 )   (40 )   (73 )
Beneficial conversion feature   –   –   –   –   –   –   243   –   243   –   243
Distributions paid to non-controlling unit holders (26,284 ) (26,284 )
Contribution of the Major Energy Companies in excess of cash 6,040 6,040
Dividends paid to Class A common stockholders   –   –   –   –   –   –   –   (6,012 )   (6,012 )   –   (6,012 )
Proceeds from disgorgement of stockholder short-swing profits   –   –   –   –   –   –   941   –   941   –   941
Tax impact from tax receivable agreement
upon exchange of units of Spark HoldCo,
LLC to shares of Class A Common Stock   –   –   –   –   –   –   4,028   –   4,028   –   4,028
Exchange of shares of Class B common stock to shares of Class A common stock   3,225   (3,225 )   –   32   (32 )   –   2,716   –   2,716   (2,716 )   –
Issuance of Class B Common Stock   –   2,700   –   –   27   –   –   –   27   53,967   53,994
Balance at September 30, 2016   6,497   10,225   – $   65 $   103 $   (33 ) $   23,476 $   (681 ) $   22,930 $   87,787 $   110,717
(1) Financial information has been recast to include results attributable to the acquisition of the Major Energy Companies from an affiliate on August 23, 2016.
SPARK ENERGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015
(in thousands)
(unaudited)
Nine Months Ended September 30,
2016 (1) 2015 (2)
Cash flows from operating activities:
Net income $   41,536 $   22,843
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation and amortization expense   32,743   17,873
Deferred income taxes   1,408   872
Stock based compensation   4,027   1,992
Amortization of deferred financing costs   465   295
Change in fair value of CenStar Earnout  843   –
Bad debt expense   842   6,082
Loss on derivatives, net   (2,887 )   6,118
Current period cash settlements on derivatives, net   (18,693 )   (15,120 )
Other   314   21
Changes in assets and liabilities:
Decrease in restricted cash   –   707
Decrease in accounts receivable   21,147   18,566
(Increase) decrease in accounts receivable—affiliates   (997 )   (216 )
Decrease in inventory   568   2,978
Increase in customer acquisition costs   (10,234 )   (17,725 )
(Increase) decrease in prepaid and other current assets   (923 )   11,110
Increase in intangible assets—customer relationships   –   (2,776 )
Decrease (increase) in other assets   733   (256 )
Decrease in accounts payable and accrued liabilities   (6,490 )   (14,610 )
Increase in accounts payable—affiliates   636   849
Decrease in other current liabilities   (1,783 )   (1,534 )
(Decrease) increase in other non-current liabilities   (1,612 )   1,606
Net cash provided by operating activities  61,643   39,675
Cash flows from investing activities:
Purchases of property and equipment   (1,763 )   (1,255 )
Acquisition of CenStar and Oasis net assets   –   (41,234 )
Acquisition of Major Energy Companies and Provider Companies net assets   (30,507 )   –
Payment of CenStar Earnout   (1,343 )   –
Investment in eREX Spark Marketing Joint Venture   (562 )   (330 )
Net cash used in investing activities   (34,175 )   (42,819 )
Cash flows from financing activities:
Borrowings on the Senior Credit Facility   47,923   52,225
Payments on the Senior Credit Facility   (44,601 )   (38,000 )
Contributions from NuDevco   –   129
Proceeds from issuance of Class B common stock   13,995   –
Proceeds from disgorgement of stockholders short-swing profits   941   –
Issuance of convertible subordinated notes to affiliate   –   7,075
Restricted stock vesting   (1,183 )   (265 )
Excess tax benefit related to restricted stock vesting   185   –
Payment of dividends to Class A common stockholders   (6,012 )   (3,333 )
Payment of distributions to non-controlling unitholders   (26,283 )   (11,691 )
Net cash (used in) provided by financing activities   (15,035 )   6,140
Increase in cash and cash equivalents   12,433   2,996
Cash and cash equivalents—beginning of period   4,474   4,359
Cash and cash equivalents—end of period $   16,907 $   7,355
Supplemental Disclosure of Cash Flow Information:
Non-cash items:
Issuance of Class B common stock to affiliates for Major Energy Companies acquisition $   40,000 $   –
Contingent consideration—earnout obligations incurred in connection with the Provider Companies and Major Energy Companies acquisitions $   18,936 $   –
Assumption of legal liability in connection with the Major Energy Companies acquisition $ 5,000 $
Contribution of the Major Energy Companies in excess of cash $ 6,040 $
Installment consideration incurred in connection with the Provider Companies acquisition $   3,023 $   –
Property and equipment purchase accrual $   64 $   11
Liability due to tax receivable agreement $   (29,912 ) $   –
Tax benefit from tax receivable agreement $   33,124 $   –
Cash paid during the period for:
Interest $   1,450 $   1,061
Taxes $   3,783 $   157
(1) Financial information has been recast to include results attributable to the acquisition of the Major Energy Companies from an affiliate on August 23, 2016.
(2) Financial information has been recast to include results attributable to the acquisition of Oasis Power Holdings LLC from an affiliate on May 12, 2015.
SPARK ENERGY, INC.
OPERATING SEGMENT RESULTS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2016 AND 2015
(in thousands, except per unit operating data)
(unaudited)
Three Months Ended September 30,
Nine Months Ended September 30,
2016 2015 2016 2015
Retail Natural Gas Segment
Total Revenues $   13,851 $   14,354 $   84,450 $   93,253
Retail Cost of Revenues   9,230   10,180   38,976   53,136
Less: Net Asset Optimization (Expenses) Revenues   108   (545 )   (42 )   1,317
Less: Net Gains on non-trading derivatives, net of cash settlements   (1,526 )   (3,034 )   4,132   3,241
Retail Gross Margin—Gas $   6,039 $   7,753 $   41,384 $   35,559
Volume of Gas (MMBtu)   1,775,174   1,672,120   10,893,631   10,527,078
Retail Gross Margin—Gas ($/MMBtu) $   3.40 $   4.64 $   3.80 $   3.38
Retail Electricity Segment
Total Revenues $   144,243 $   76,913 $   293,571 $   170,060
Retail Cost of Revenues   113,600   50,787   209,617   122,864
Less: Net Gains (Losses) on non-trading derivatives, net of cash settlements   (8,546 )   7,201   1,728   3,526
Retail Gross Margin—Electricity $   39,189 $   18,925 $   82,226 $   43,670
Volume of Electricity (MWh)   1,451,182   719,758   2,917,674   1,519,011
Retail Gross Margin—Electricity ($/MWh) $   27.01 $   26.29 $   28.18 $   28.75

Reconciliation of GAAP to Non-GAAP Measures

Adjusted EBITDA

We define “Adjusted EBITDA” as EBITDA less (i) customer acquisition costs incurred in the current period, (ii) net gain (loss) on derivative instruments, and (iii) net current period cash settlements on derivative instruments, plus (iv) non-cash compensation expense and (v) other non-cash operating items. EBITDA is defined as net income (loss) before provision for income taxes, interest expense and depreciation and amortization. We deduct all current period customer acquisition costs (representing spending for organic customer acquisitions) in the Adjusted EBITDA calculation because such costs reflect a cash outlay in the period in which they are incurred, even though we capitalize such costs and amortize them over two years in accordance with our accounting policies. The deduction of current period customer acquisition costs is consistent with how we manage our business, but the comparability of Adjusted EBITDA between periods may be affected by varying levels of customer acquisition costs. For example, our Adjusted EBITDA is lower in periods of organic customer growth reflecting larger organic customer acquisition spending. We do not deduct the cost of customer acquisitions through acquisitions of businesses or portfolios of customers in calculated Adjusted EBITDA. We deduct our net gains (losses) on derivative instruments, excluding current period cash settlements, from the Adjusted EBITDA calculation in order to remove the non-cash impact of net gains and losses on derivative instruments. We also deduct non-cash compensation expense as a result of restricted stock units that are issued under our long-term incentive plan.

We believe that the presentation of Adjusted EBITDA provides information useful to investors in assessing our liquidity and financial condition and results of operations and that Adjusted EBITDA is also useful to investors as a financial indicator of a company’s ability to incur and service debt, pay dividends and fund capital expenditures. Adjusted EBITDA is a supplemental financial measure that management and external users of our condensed consolidated financial statements, such as industry analysts, investors, commercial banks and rating agencies, use to assess the following:

  • our operating performance as compared to other publicly traded companies in the retail energy industry, without regard to financing methods, capital structure or historical cost basis;
  • the ability of our assets to generate earnings sufficient to support our proposed cash dividends; and
  • our ability to fund capital expenditures (including customer acquisition costs) and incur and service debt.

Reconciliation of Spark’s estimate of Adjusted EBITDA for the year ended December 31, 2016 to the relevant GAAP line items is not being provided as Spark is not providing 2016 guidance for net income (loss), net cash provided by operating activities, or the reconciling items between these GAAP financial measures and Adjusted EBITDA, as it is not possible to forecast the future non-cash impacts of net gains and losses on derivative instruments and non-cash compensation expense attributable to grants of equity under our Long Term Incentive Plan. Accordingly, a reconciliation to net income (loss) or net cash provided by operating activities is not available without unreasonable effort.

Retail Gross Margin

We define retail gross margin as operating income plus (i) depreciation and amortization expenses and (ii) general and administrative expenses, less (i) net asset optimization revenues, (ii) net gains (losses) on non-trading derivative instruments, and (iii) net current period cash settlements on non-trading derivative instruments. Retail gross margin is included as a supplemental disclosure because it is a primary performance measure used by our management to determine the performance of our retail natural gas and electricity business by removing the impacts of our asset optimization activities and net non-cash income (loss) impact of our economic hedging activities. We believe retail gross margin provides information useful to investors as an indicator of our retail energy business’s operating performance.

The GAAP measures most directly comparable to Adjusted EBITDA are net income and net cash provided by operating activities. The GAAP measure most directly comparable to Retail Gross Margin is operating income. Our non-GAAP financial measures of Adjusted EBITDA and Retail Gross Margin should not be considered as alternatives to net income, net cash provided by operating activities, or operating income. Adjusted EBITDA and Retail Gross Margin are not presentations made in accordance with GAAP and have important limitations as analytical tools. You should not consider Adjusted EBITDA or Retail Gross Margin in isolation or as a substitute for analysis of our results as reported under GAAP. Because Adjusted EBITDA and Retail Gross Margin exclude some, but not all, items that affect net income and net cash provided by operating activities, and are defined differently by different companies in our industry, our definition of Adjusted EBITDA and Retail Gross Margin may not be comparable to similarly titled measures of other companies.

Management compensates for the limitations of Adjusted EBITDA and Retail Gross Margin as analytical tools by reviewing the comparable GAAP measures, understanding the differences between the measures and incorporating these data points into management’s decision-making process.

The following tables present a reconciliation of Adjusted EBITDA to net income and net cash provided by (used in) operating activities for each of the periods indicated.

APPENDIX TABLES A-1 AND A-2
ADJUSTED EBITDA RECONCILIATIONS
(in thousands)
(unaudited)
Three Months Ended September 30, Nine Months Ended September 30,
2016 2015 2016 2015
Reconciliation of Adjusted EBITDA to Net Income:
Net income $   6,801 $   5,875 $   41,536 $   22,843
Depreciation and amortization   8,295   7,557   23,337   17,873
Interest expense   1,270   800   2,855   1,415
Income tax expense   1,129   580   6,852   1,599
EBITDA   17,495   14,812   74,580   43,730
Less:
Net, Gains (losses) on derivative instruments   (609 )   61   2,887   (6,118 )
Net, Cash settlements on derivative instruments   (8,869 )   4,163   3,427   12,887
Customer acquisition costs   8,242   5,825   15,217   17,725
Plus:
Non-cash compensation expense   1,585   838   4,027   1,374
Adjusted EBITDA $   20,316 $   5,601 $   57,076 $   20,610
Three Months Ended September 30, Nine Months Ended September 30,
2016 2015 2016 2015
Reconciliation of Adjusted EBITDA to net cash provided by operating activities:
Net cash provided by operating activities $   (48,157 ) $   (15,887 ) $ 61,643 $   39,675
Amortization of deferred financing costs   (231 )   (194 )   (465 )   (295 )
Bad debt expense   (381 )   (1,903 )   (842 )   (6,082 )
Interest expense   1,270   800   2,855   1,415
Income tax expense   1,129   580   6,852   1,599
Changes in operating working capital
Accounts receivable, prepaids, current assets   4,475   (3,677 )   (19,227 )   (29,460 )
Inventory   1,672   2,103   (568 )   (2,978 )
Accounts payable and accrued liabilities   54,299   21,690   15,443   13,761
Other 6,240   2,089   974   2,975
Adjusted EBITDA $   20,316 $   5,601 $   57,076 $   20,610
Cash Flow Data:
Cash flows provided by operating activities $   (48,157 ) $   (15,887 ) $   61,643 $   39,675
Cash flows used in investing activities   17,976   (22,057 )   (34,175 )   (42,819 )
Cash flows used in financing activities   34,242   40,284   (15,035 )   6,140

The following table presents a reconciliation of Retail Gross Margin to operating income for each of the periods indicated.

APPENDIX TABLE A-3
RETAIL GROSS MARGIN RECONCILIATION
(in thousands)
(unaudited)
Three Months Ended September 30, Nine Months Ended September 30,
2016 2015 2016 2015
Reconciliation of Retail Gross Margin to Operating Income:
Operating income $   8,960 $   7,250 $   50,903 $   25,531
Depreciation and amortization   8,295   7,557   23,337   17,873
General and administrative   18,009   15,493   55,188   43,909
Less:
Net asset optimization (expenses) revenues   108   (545 )   (42 )   1,317
Net, Gains (losses) on non-trading derivative instruments   (1,183 )   132   2,519   (5,876 )
Net, Cash settlements on non-trading derivative instruments   (8,889 )   4,035   3,341   12,643
Retail Gross Margin $   45,228 $   26,678 $   123,610 $   79,229
Contact: Spark Energy, Inc.

Investors:

Andy Davis, 832-200-3727

Media:

Eric Melchor, 281-833-4151

Primary Logo

Source: Spark Energy, Inc.

Spark Energy, Inc. to Present Third Quarter 2016 Financial Results on Thursday, November 10, 2016

HOUSTON, Oct. 31, 2016 (GLOBE NEWSWIRE) — Spark Energy, Inc. (NASDAQ:SPKE), a Delaware corporation (“Spark”), announced today that it plans to present its Third Quarter 2016 financial results in a conference call and webcast on Thursday, November 10, 2016 at 10:00 AM Central (11:00 AM Eastern).

A live webcast of the conference call can be accessed from the Events & Presentations page of the Spark Energy Investor Relations website at http://ir.sparkenergy.com/events.cfm. An archived replay of the webcast will be available for twelve months following the live presentation.

About Spark Energy, Inc.

Spark Energy, Inc. is an established and growing independent retail energy services company founded in 1999 that provides residential and commercial customers in competitive markets across the United States with an alternative choice for their natural gas and electricity. Headquartered in Houston, Texas, Spark currently operates in 18 states and serves 90 utility territories. Spark offers its customers a variety of product and service choices, including stable and predictable energy costs and green product alternatives.

 

Contact:  Spark Energy, Inc.

Investors:
Andy Davis, 832-200-3727

Media:
Eric Melchor, 281-833-4151

Primary Logo

Source: Spark Energy, Inc.