0001606268-16-000243 8-K 2 20160504 2.02 9.01 20160505 20160504 Spark Energy, Inc. 0001606268 4931 465453215 DE 1231 8-K 34 001-36559 161620911 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 (713) 600-2600 12140 WICKCHESTER LANE SUITE 100 HOUSTON TX 77079 8-K 1 a8-kearningsreleaseq12016.htm 8-K Q1 2016 EARNINGS RELEASE 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 4, 2016 Spark Energy, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-36559 46-5453215 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification Number) 12140 Wickchester Ln, Suite 100 Houston, Texas 77079 (Address of Principal Executive Offices) (Zip Code) (713) 600-2600 (Registrant’s Telephone Number, Including Area Code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) -------------------------------------------------------------------------------- Item 2.02 Results of Operations and Financial Condition On May 4, 2016 Spark Energy, Inc. (the "Company") issued a press release announcing first quarter 2016 earnings (the "Press Release"). The Press Release is being furnished as Exhibit 99.1 to this Current Report and is incorporated by reference herein. The information above is being furnished, not filed, pursuant to Item 2.02 of Form 8-K. Accordingly, the information in Item 2.02 of this Current Report, including the Press Release, will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, unless specifically identified therein as being incorporated by reference. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release of Spark Energy, Inc. dated May 4, 2016 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: May 4, 2016 Spark Energy, Inc. By: /s/ Georganne Hodges Name: Georganne Hodges Title: Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) EXHIBIT INDEX Exhibit No. Description 99.1 Press Release of Spark Energy, Inc. dated May 4, 2016 EX-99.1 2 pressreleaseq12016.htm EXHIBIT 99.1 Q1 2016 EARNINGS RELEASE Exhibit Spark Energy, Inc. Reports First Quarter 2016 Financial Results, Announces Acquisition of Major Energy and Provider Power HOUSTON, May 04, 2016 (GLOBE NEWSWIRE) -- Spark Energy, Inc. (NASDAQ:SPKE), a Delaware corporation ("Spark"), today reported financial results for the quarter ended March 31, 2016. For the first quarter of 2016, Adjusted EBITDA was $21.1 million and Retail Gross Margin was $39.6 million, compared to Adjusted EBITDA of $10.2 million and Retail Gross Margin of $27.9 million for the first quarter of 2015. “We are extremely excited with our record first quarter results,” said Nathan Kroeker, Spark Energy, Inc.’s President and Chief Executive Officer. “We continued to achieve enhanced margins in both our retail electricity and retail natural gas segments while producing improvements in our attrition. “We are also pleased to announce today two significant pending acquisitions, Major Energy (“Major”) and Provider Power (“Provider”). We expect these two transactions to add approximately $30.0 million of annual Adjusted EBITDA, excluding integration costs which are expected to be complete by the end of this year. Collectively, we anticipate these transactions will add approximately 335,000 RCEs to our portfolio, bringing our total RCE count to approximately 750,000. These acquisitions will provide us access to two new states, Maine and New Hampshire, and 24 new utilities. We expect to close both of these transactions early in the third quarter.” First Quarter 2016 Highlights • $21.1 million in Adjusted EBITDA and $39.6 million in Retail Gross Margin • Invested $2.3 million in organic customer acquisitions • Consistently strong unit margins across both retail natural gas and electricity segments • RCE Attrition reduced to 4.3% • Paid fourth quarter dividend of $0.3625 per share of Class A common stock on March 14, 2016 • Declared first quarter dividend of $0.3625 per share of Class A common stock payable on June 14, 2016 Acquisition of Major Energy -------------------------------------------------------------------------------- Spark announced today that Spark and National Gas & Electric, LLC (“NGE”), an affiliate, have entered into a purchase and sale agreement for the acquisition of Major Energy, a retail energy business with approximately 210,000 RCEs. NGE closed on the acquisition of Major Energy on April 15, 2016 and has since been preparing the company as a dropdown to Spark. Major Energy serves electricity and natural gas customers in eight states and adds fifteen new utilities to Spark’s footprint. Spark intends on leveraging the Major management team’s retail energy expertise and knowledge to further enhance an already highly efficient and profitable business model which they have built. Spark will be issuing $40.0 million of shares to NGE as consideration for the upfront purchase price for Major. In addition, there are assumed liabilities and earnouts over the next three years that are subject to performance metrics. A special committee of the Board of Directors, consisting solely of independent directors, approved this transaction. Acquisition of Provider Power Spark announced today that it has entered into a purchase and sale agreement for the acquisition of all retail business operations of Provider Power, LLC, representing approximately 125,000 RCEs. The business being acquired serves electricity customers primarily in Maine and New Hampshire and includes nine new utilities to Spark. The purchase price is $28.0 million, plus an earn-out that is subject to performance metrics for the first year. The Company is financing the purchase price payable at closing through the issuance of 900,000 shares to Retailco, LLC for a total of $18.0 million. A special committee of the Board of Directors, consisting solely of independent directors, approved the sale of equity by the Company to Retailco, LLC. Please see the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, for a more detailed description of the Major and Provider acquisitions and the financing of the Provider acquisition. Summary First Quarter 2016 Financial Results For the quarter ended March 31, 2016, Spark reported Adjusted EBITDA of $21.1 million compared to Adjusted EBITDA of $10.2 million for the quarter ended March 31, 2015. This increase of $10.9 million is primarily attributable to increased Retail Gross Margin in our electricity and natural gas segments and decreased customer acquisition costs, partially offset by increased general and administrative expenses due to our increased RCE count following our Oasis and CenStar acquisitions in the third quarter of last year. -------------------------------------------------------------------------------- For the quarter ended March 31, 2016, Spark reported Retail Gross Margin of $39.6 million compared to Retail Gross Margin of $27.9 million for the quarter ended March 31, 2015. This increase of $11.7 million is primarily attributable to expanded natural gas unit margins and increased retail electricity volumes. Favorable supply costs across several of our markets were a key driver of these elevated unit margins in the first quarter. Net income for the quarter ended March 31, 2016 was $15.7 million compared to net income of $12.9 million for the quarter ended March 31, 2015. Earnings per share (EPS) variance analysis is not included, as management does not view EPS as a valuable 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. 2016 Financial Guidance With our record first quarter results, we are highly confident in achieving our initial 2016 guidance range of $44.0 million to $48.0 million. With the pending acquisitions and our updated projections, we are currently re-evaluating our guidance to reflect these positive changes. Liquidity and Capital Resources (in thousands) March 31, 2016 Cash and cash equivalents $ 2,949 Senior Credit Facility Working Capital Line Availability (1) 33,348 Senior Credit Facility Acquisition Line Availability (2) 6,428 Total Liquidity $ 42,725 (1) Subject to Senior Credit Facility borrowing base restrictions. (2) Subject to Senior Credit Facility covenant restrictions. Conference Call and Webcast Spark will host a conference call to discuss first quarter 2016 results on Thursday, May 5, 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 16 states and serves 66 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 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,” “project,” 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 which 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, including the industry's ability to prevail on its challenge to the New York Public Service Commission's order enacting new regulations -------------------------------------------------------------------------------- that sought to impose significant new restrictions on retail energy providers operating in New York, • 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 offers us acquisition opportunities on terms that are commercially acceptable to us, • competition, and • other factors discussed in “Risk Factors” in our Form 10-K for the year ended December 31, 2015 and in our other public filings and press releases. You should review the risk factors and other factors noted throughout our Report on Form 10-K for the year ended December 31, 2015 and the Form 10-Q for the quarter ended March 31, 2016, both of which are filed with the Securities and Exchange Commission, which 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 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 MARCH 31, 2016 AND DECEMBER 31, 2015 AND (in thousands) (unaudited) -------------------------------------------------------------------------------- March 31, 2016 December 31, 2015 Assets Current assets: Cash and cash equivalents $ 2,949 $ 4,474 Accounts receivable, net of allowance for doubtful accounts of $2.8 million and $1.9 million as of March 53,968 59,936 31, 2016 and December 31, 2015 Accounts receivable—affiliates 2,112 1,840 Inventory 181 3,665 Fair value of derivative assets 240 605 Customer acquisition costs, net 13,026 13,389 Customer relationships, net 5,698 6,627 Prepaid assets (1) 1,597 700 Deposits 7,073 7,421 Other current assets 4,537 4,023 Total current assets 91,381 102,680 Property and equipment, net 4,755 4,476 Customer acquisition costs, net 2,381 3,808 Customer relationships, net 5,512 6,802 Non-current deferred tax assets 34,531 23,380 Goodwill 18,379 18,379 Other assets 2,501 2,709 Total Assets $ 159,440 $ 162,234 Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 23,207 $ 29,732 Accounts payable—affiliates 3,910 1,962 Accrued liabilities 11,885 12,245 Fair value of derivative liabilities 9,719 10,620 Current portion of Senior Credit Facility 10,306 27,806 Current payable pursuant to tax receivable 1,407 — agreement—affiliates Other current liabilities 2,878 1,823 Total current liabilities 63,312 84,188 Long-term liabilities: Fair value of derivative liabilities 546 618 Long-term payable pursuant to tax receivable 29,592 20,713 agreement—affiliates Long-term portion of Senior Credit Facility 13,266 14,592 Non-current deferred tax liability 854 853 -------------------------------------------------------------------------------- Convertible subordinated notes to affiliates 6,466 6,339 Other long-term liabilities 1,723 1,612 Total liabilities 115,759 128,915 Stockholders' equity: Common Stock: Class A common stock, par value $0.01 per share, 120,000,000 shares authorized, 4,118,623 issued and 41 31 outstanding at March 31, 2016 and 3,118,623 issued and outstanding at December 31, 2015 Class B common stock, par value $0.01 per share, 60,000,000 shares authorized, 9,750,000 issued and 98 108 outstanding at March 31, 2015 and 10,750,000 issued and outstanding at December 31, 2015 Preferred Stock: Preferred stock, par value $0.01 per share, 20,000,000 shares authorized, zero issued and — — outstanding at March 31, 2016 and December 31, 2015 Additional paid-in capital 16,600 12,565 Retained deficit 1,314 (1,366 ) Total stockholders' equity 18,053 11,338 Non-controlling interest in Spark HoldCo, LLC 25,628 21,981 Total equity 43,681 33,319 Total Liabilities and Stockholders' Equity $ 159,440 $ 162,234 (1) Prepaid assets includes prepaid assets—affiliates of $99 and $210 as of March 31, 2016 and December 31,2015. SPARK ENERGY, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2016 AND 2015 (in thousands, except per share data) (unaudited) -------------------------------------------------------------------------------- 2016 2015 Revenues: Retail revenues (1) $ 110,019 $ 99,874 Net asset optimization revenues (2) 527 1,929 Total Revenues 110,546 101,803 Operating Expenses: Retail cost of revenues (3) 68,800 69,085 General and administrative (4) 17,380 14,704 Depreciation and amortization 6,789 4,278 Total Operating Expenses 92,969 88,067 Operating income 17,577 13,736 Other (expense)/income: Interest expense (753 ) (381 ) Interest and other income (95 ) 135 Total other expenses (848 ) (246 ) Income before income tax expense 16,729 13,490 Income tax expense 988 561 Net income $ 15,741 $ 12,929 Less: Net income attributable to non-controlling interests 11,568 10,520 Net income attributable to Spark Energy, Inc. stockholders $ 4,173 $ 2,409 (1) Retail revenues includes retail revenues—affiliates of $0 for each of the three months ended March 31, 2016 and 2015. (2) Net asset optimization revenues includes asset optimization revenues—affiliates of $113 and $489 for the three months ended March 31, 2016 and 2015, respectively, and asset optimization revenues—affiliates cost of revenues of $1,258 and $3,093 for the three months ended March 31, 2016 and 2015, respectively. (3) Retail cost of revenues includes retail cost of revenues—affiliates of less than $100 for each of the three months ended March 31, 2016 and 2015. (4) General and administrative includes general and administrative expense—affiliates of $4.4 million and $0 for the three months ended March 31, 2016 and 2015. SPARK ENERGY, INC. CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE THREE MONTHS ENDED MARCH 31, 2016 (in thousands) (unaudited) -------------------------------------------------------------------------------- Issued Issued Shares Issued Shares Shares of Class A Class B Additional Retained Total Non-controlling of Class of Class B Preferred Common Common Stock Paid-In Earnings Stock-holders' Interest Total Equity A Common Common Stock Stock Stock Capital (Deficit) Equity Stock Balance at 12/31/2015: 3,119 10,750 - $ 31 $ 108 $ 12,565 $ (1,366 ) $ 11,338 $ 21,981 $ 33,319 Stock based compensation - - - - - 220 - 220 - 220 Consolidated net income - - - - - - 4,173 4,173 11,568 15,741 Beneficial conversion - - 63 - 63 - 63 feature - - - Distribution paid to non-controlling unit - - - - - (5,876 ) (5,876 ) holders - - - Distribution paid to class - - - (1,493 ) (1,493 ) - (1,493 ) A common stockholders - - - Tax impact from tax receivable agreement upon exchange of units of Spark - - - - - 1,707 - 1,707 - 1,707 HoldCo, LLC to shares of Class A Common Stock Exchange of shares of Class B common stock to shares of 1000 (1,000 ) - 10 (10 ) 2,045 - 2,045 (2,045 ) - Class A common stock Balance at 3/31/2016: 4,119 9,750 - $ 41 $ 98 $ 16,600 $ 1,314 $ 18,053 $ 25,628 $ 43,681 SPARK ENERGY, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2016 AND 2015 (in thousands) (unaudited) Three Months Ended March 31, 2016 2015 Cash flows from operating activities: Net income $ 15,741 $ 12,929 Adjustments to reconcile net income to net cash flows provided by operating activities: Depreciation and amortization expense 6,789 4,278 Deferred income taxes 841 (159 ) Stock based compensation 618 550 Amortization and write off of deferred 117 50 financing costs Change in fair value of CenStar Earnout 1,000 - Bad debt expense 907 2,947 Loss on derivatives, net 9,749 1,305 -------------------------------------------------------------------------------- Current period cash settlements on (10,457 ) (4,191 ) derivatives, net Accretion of discount to convertible 35 - subordinated notes to affiliate Interest paid in kind - subordinated 155 - convertible notes Loss on equity method investment in eRex Spark 80 - Changes in assets and liabilities: Decrease in restricted cash - 707 Decrease in accounts receivable 5,060 1,924 (Increase) decrease in accounts (273 ) 207 receivable—affiliates Decrease in inventory 3,484 7,521 Increase in customer acquisition costs (2,305 ) (5,629 ) (Increase) decrease in prepaid and other (1,180 ) 2,621 current assets Decrease (increase) in intangible assets— - (676 ) customer acquisitions Increase in other assets 265 - Decrease increase in accounts payable and (7,340 ) (6,226 ) accrued liabilities Increase in accounts payable—affiliates 1,949 415 Increase in other current liabilities 156 673 Increase in other non-current liabilities 111 - Net cash provided by operating activities 25,502 19,246 Cash flows from investing activities: Purchases of property and equipment (665 ) (441 ) Investment in eRex joint venture (168 ) - Net cash used in investing activities (833 ) (441 ) Cash flows from financing activities: Borrowings on the Senior Credit Facility - 3,000 Payments on the Senior Credit Facility (18,825 ) (16,000 ) Payment of distributions to Class A common (1,493 ) (1,088 ) stockholders Payment of distributions to non-controlling (5,876 ) (3,897 ) unitholders Net cash used in financing activities (26,194 ) (17,985 ) -------------------------------------------------------------------------------- (Decrease) increase in cash and cash (1,525 ) 820 equivalents Cash and cash equivalents—beginning of period 4,474 4,359 Cash and cash equivalents—end of period $ 2,949 $ 5,179 Supplemental Disclosure of Cash Flow Information: Non cash items: Property and equipment purchase accrual $ 57 $ 19 Tax impact from tax receivable agreement upon exchange of units of Spark HoldCo, LLC to $ 1,707 $ - shares of Class A Common Stock Cash paid during the period for: Interest $ 539 $ 366 Taxes $ 842 $ - SPARK ENERGY, INC. OPERATING SEGMENT RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 2016 AND 2015(in thousands, except per unit operating data) (unaudited) -------------------------------------------------------------------------------- Three Months Ended March 31, 2016 2015 Retail Natural Gas Segment Total Revenues $ 48,613 $ 57,354 Retail Cost of Revenues 22,500 33,466 Less: Net Asset Optimization Revenues 527 1,929 Less: Net Gains (Losses) on non-trading 1,430 3,647 derivatives, net of cash settlements Retail Gross Margin—Gas $ 24,156 $ 18,312 Volumes—Gas (MMBtu) 6,112,431 6,564,045 Retail Gross Margin—Gas per ($/MMBtu) $ 3.95 $ 2.79 Retail Electricity Segment Total Revenues $ 61,933 $ 44,449 Retail Cost of Revenues 46,300 35,619 Less: Net Gains (Losses) on non-trading 227 (732 ) derivatives, net of cash settlements Retail Gross Margin—Electricity $ 15,406 $ 9,562 Volumes—Electricity (MWh) 586,677 372,851 Retail Gross Margin—Electricity per ($/MWh) $ 26.26 $ 25.65 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 year 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 relationships (representing those customer acquisitions through acquisitions of business or portfolios of customers). 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. 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. 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, its most directly comparable financial measure calculated and presented in accordance with GAAP. 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 (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) Three Months Ended March 31, 2016 2015 Reconciliation of Adjusted EBITDA to Net Income: Net income $ 15,741 $ 12,929 Depreciation and amortization 6,789 4,278 Interest expense 753 381 Income tax expense 988 561 EBITDA 24,271 18,149 Less: Net, Losses on derivative instruments (9,749 ) (1,305 ) Net, Cash settlements on derivative instruments 11,272 4,191 Customer acquisition costs 2,305 5,629 Plus: Non-cash compensation expense 618 550 Adjusted EBITDA $ 21,061 $ 10,184 -------------------------------------------------------------------------------- Three Months Ended March 31, 2016 2015 Reconciliation of Adjusted EBITDA to net cash provided by operating activities: Net cash provided by operating activities $ 25,502 $ 19,246 Amortization of deferred financing costs (117 ) (50 ) Bad debt expense (907 ) (2,947 ) Interest expense 753 381 Income tax expense 988 561 Changes in operating working capital Accounts receivable, prepaids, current assets (3,607 ) (4,783 ) Inventory (3,484 ) (7,521 ) Accounts payable and accrued liabilities 5,391 5,811 Other (3,458 ) (514 ) Adjusted EBITDA $ 21,061 $ 10,184 Cash Flow Data: Cash flows provided by operating activities $ 25,502 $ 19,246 Cash flows used in investing activities $ (833 ) $ (441 ) Cash flows used in financing activities $ (26,194 ) $ (17,985 ) 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) Three Months Ended March 31, 2016 2015 Reconciliation of Retail Gross Margin to Operating Income: Operating income $ 17,577 $ 13,736 Depreciation and amortization 6,789 4,278 General and administrative 17,380 14,704 Less: Net asset optimization revenues 527 1,929 Net, Losses on non-trading derivative (9,620 ) (1,200 ) instruments Net, Cash settlements on non-trading derivative 11,277 4,115 instruments Retail Gross Margin $ 39,562 $ 27,874 Contact: Spark Energy, Inc. Investors: Andy Davis, 832-200-3727 Media: Jenn Korell, 281-833-4151