0001606268-15-000126 8-K 2 20150812 2.02 9.01 20150813 20150813 Spark Energy, Inc. 0001606268 4931 465453215 DE 1231 8-K 34 001-36559 151049543 2105 CITYWEST BLVD. SUITE 100 HOUSTON TX 77042 (713) 600-2600 2105 CITYWEST BLVD. SUITE 100 HOUSTON TX 77042 8-K 1 a8-kearningsreleaseq22015.htm 8-K Q2 2015 EARNINGS RELEASE 8-k Earnings Release Q2 2015 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): August 12, 2015 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) 2105 CityWest Blvd., Suite 100 Houston, Texas 77042 (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 August 12, 2015 Spark Energy, Inc. (the "Company") issued a press release announcing second quarter 2015 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 August 12, 2015 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: August Spark Energy, Inc. 13, 2015 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 August 12, 2015 EX-99.1 2 exh991pressrelease-q22015.htm EXHIBIT 99.1 PRESS RELEASE Exh99.1 PressRelease-Q22015 Spark Energy, Inc. Reports Second Quarter 2015 Financial Results HOUSTON, Aug. 12, 2015 (GLOBE NEWSWIRE) -- Spark Energy, Inc. (NASDAQ:SPKE), a Delaware corporation ("Spark"), today reported financial results for the quarter ended June 30, 2015. For the second quarter of 2015, Adjusted EBITDA was $4.6 million and Retail Gross Margin was $23.1 million on revenue of $65.4 million, compared to Adjusted EBITDA of $1.4 million and Retail Gross Margin of $17.9 million for the second quarter of 2014. "The second quarter yielded positive results for us, both organically and from an M&A perspective," said Nathan Kroeker, Spark Energy, Inc.'s President and Chief Executive Officer. "Our retail gross margin and Adjusted EBITDA were enhanced as a result of lower supply costs across several of our markets. We added approximately 25,000 customers from our Entrust transaction that, along with the Connecticut customers we acquired at the end of last year, will continue to be accretive to Adjusted EBITDA. "More recently, we closed on the CenStar Energy and Oasis Energy transactions, and also amended and restated our credit facility in order to provide us with the capacity to acquire companies and large books of customers in order to continue to execute on our strategy to grow the business. The Oasis and CenStar acquisitions added over 100,000 residential customer equivalents, bringing our total to over 400,000. In addition, these acquisitions enable us to access twenty new markets to support our continued organic growth efforts." Second Quarter 2015 Highlights • $4.6 million in Adjusted EBITDA and $23.1 million in Retail Gross Margin • Enhanced margins in retail electricity and retail natural gas segments • Strong cash flow during the quarter allowed us to reduce the working capital facility loan balance by $11.0 million • Invested $6.2 million in organic customer acquisitions • Paid first quarter dividend of $0.3625 per share of Class A common stock on June 15, 2015 • Declared second quarter dividend of $0.3625 per share of Class A common stock payable on September 14, 2015 Strategic Developments • Amended and restated existing senior credit facility on July 8 • Closed CenStar Energy and Oasis Energy transactions in July, bringing our total residential customer equivalent count to over 400,000 Summary Second Quarter 2015 Financial Results For the quarter ended June 30, 2015, Spark reported Adjusted EBITDA of $4.6 million on $65.4 million of revenue compared to Adjusted EBITDA of $1.4 million for the quarter ended June 30, 2014. This increase of $3.2 million is primarily attributable to increased retail gross margin across both our electricity and natural gas segments, partially offset by increased general and administrative expenses, including increased billing and other variable costs associated with increased customer count and increased costs associated with being a public company. -------------------------------------------------------------------------------- For the quarter ended June 30, 2015, Spark reported Retail Gross Margin of $23.1 million compared to Retail Gross Margin of $17.9 million for the quarter ended June 30, 2014. This increase of $5.2 million is primarily attributable to higher retail natural gas and retail electricity unit margins. Favorable supply costs across several of our markets were a key driver of these elevated unit margins in the second quarter. Net income and EPS for the quarter ended June 30, 2015 were $4.6 million and $0.23, respectively. An unrealized gain on the hedge portfolio valuation of our future supply positions positively impacted net income and EPS by $0.3 million and $0.02, respectively. Net income for the quarter ended June 30, 2014 was $0.2 million and contained an unrealized loss on the hedge portfolio valuation of $(4.5) million. Liquidity and Capital Resources (in thousands) June 30, 2015 Cash and cash equivalents $ 4,237 Senior Credit Facility Availability (1) 50,155 Total Liquidity $ 54,392 (1) Subject to Senior Credit Facility borrowing base restrictions Conference Call and Webcast Spark will host a conference call to discuss second quarter 2015 results on Thursday, August 13, 2015 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, • 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 shareholder or its affiliates offers us acquisition opportunities on terms that are commercially acceptable to us, • ability to successfully and efficiently integrate acquisitions into our operations, • competition, and • other factors discussed in "Risk Factors" in our Form 10-K for the year ended December 31, 2014. You should review the risk factors and other matters disclosed throughout our Report on Form 10-K for the year ended December 31, 2014 and the Form 10-Q for the quarter ended June 30, 2015, 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 JUNE 30, 2015 AND DECEMBER 31, 2014 (in thousands) (unaudited) June 30, 2015 December 31, 2014 Assets Current assets: Cash and cash equivalents $ 4,237 $ 4,359 Restricted cash -- 707 Accounts receivable, net of allowance for doubtful accounts of $4.1 million and $8.0 million as of June 30, 2015 and December 31, 2014, respectively 40,011 63,797 Accounts receivable—affiliates 534 1,231 Inventory 2,945 8,032 Fair value of derivative assets 924 216 Customer acquisition costs, net 14,514 12,369 Intangible assets - customer acquisitions, net 1,421 486 Prepaid assets 789 1,236 Prepaid assets—affiliates 173 -- Deposits 5,335 10,569 Other current assets 2,615 2,987 Total current assets 73,498 105,989 Property and equipment, net 4,448 4,221 Fair value of derivative assets -- -- Customer acquisition costs 4,450 2,976 Intangible assets - customer acquisitions 2,292 1,015 Deferred tax assets 23,770 24,047 Other assets 82 149 Total Assets $ 108,540 $ 138,397 Liabilities and Member's Equity Current liabilities: Accounts payable $ 26,504 $ 38,210 Accounts payable—affiliates 789 1,017 Accrued liabilities 7,032 7,195 Fair value of derivative liabilities 8,825 11,526 Note payable 9,000 33,000 Other current liabilities 673 1,868 Total current liabilities 52,823 92,816 Long-term liabilities: Fair value of derivative liabilities 531 478 Payable pursuant to tax receivable agreement—affiliates 20,767 20,767 Other long-term liabilities 1,553 219 Total liabilities 75,674 114,280 Stockholders' equity: Common Stock: -------------------------------------------------------------------------------- Class A common stock, par value $0.01 per share, 120,000,000 shares authorized, 3,097,193 issued and outstanding at June 30, 2015 and 3,000,000 issued and outstanding at December 31, 2014 31 30 Class B common stock, par value $0.01 per share, 60,000,000 shares authorized, 10,750,000 issued and outstanding at June 30, 2015 and 10,750,000 issued and outstanding at December 31, 2014 108 108 Preferred Stock: Preferred stock, par value $0.01 per share, 20,000,000 shares authorized, zero issued and outstanding at June 30, 2015 and December 31, 2014 -- -- Additional paid-in capital 10,494 9,296 Retained earnings (deficit) 132 (775) Total stockholders' equity 10,745 8,659 Non-controlling interest in Spark HoldCo, LLC 22,101 15,458 Total equity 32,866 24,117 Total Liabilities and Stockholders' Equity $ 108,540 $ 138,397 SPARK ENERGY, INC. CONDENSED COMBINED AND CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2015 AND 2014 (in thousands, except per share data) (unaudited) Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenues: Retail revenues (including retail revenues—affiliates of $0 and $681 for the three months ended June 30, 2015 and 2014, respectively and retail revenues—affiliates of $0 and $2,170 for the six months ended June 30, 2015 and 2014, respectively) $ 65,500 $ 65,743 $ 165,375 $ 170,095 Net asset optimization (expenses) revenues (including asset optimization revenues—affiliates of $176 and $4,634 for the three months ended June 30, 2015 and 2014, respectively, and asset optimization revenues—affiliates cost of revenues of $3,114 and $10,654 for the three months ended June 30, 2015 and 2014, respectively and asset optimization revenues—affiliates of $665 and $7,134 for the six months ended June 30, 2015 and 2014, respectively, and asset optimization revenues—affiliates cost of revenues of $6,207 and $18,554 for the six months ended June 30, 2015 and 2014, respectively) (67) 197 1,862 1,821 Total Revenues 65,433 65,940 167,237 171,916 Operating Expenses: Retail cost of revenues (including retail cost of revenues—affiliates of less than $0.1 million for both the three months and six months ended June 30, 2015 and 2014) 42,120 52,387 111,207 140,508 General and administrative (including general and administrative expense—affiliates of $0 and $6 for the three months ended June 30, 2015 and 2014, respectively and general and administrative expense—affiliates of $0 and $12 million for the six months ended June 30, 2015 and 2014, respectively) 12,978 9,747 27,683 17,860 Depreciation and amortization 5,231 3,252 9,508 6,211 Total Operating Expenses 60,329 65,386 148,398 164,579 Operating income 5,104 554 18,839 7,337 Other (expense)/income: -------------------------------------------------------------------------------- Interest expense (207) (222) (588) (535) Interest and other income 187 1 322 71 Total other expenses (20) (221) (266) (464) Income before income tax expense 5,084 333 18,573 6,873 Income tax expense 459 132 1,019 164 Net income $ 4,625 $ 201 $ 17,554 $ 6,709 Less: Net income attributable to non-controlling interests 3,917 -- 14,437 -- Net income attributable to Spark Energy, Inc. stockholders $ 708 $ 201 $ 3,117 $ 6,709 Net income attributable to Spark Energy, Inc. per share of Class A common stock Basic $ 0.23 $ 1.03 Diluted $ 0.23 $ 0.83 Weighted average shares of Class A common stock outstanding Basic 3,062 3,031 Diluted 3,062 13,781 SPARK ENERGY, INC. CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX MONTHS ENDED JUNE 30, 2015 (in thousands) (unaudited) Issued Issued Issued Shares of Shares of Shares of Class A Class B Additional Retained Total Non-controlling Class A Class B Preferred Common Common Paid In Earnings Stockholders Interest Total Equity Common Common Stock Stock Stock Capital (Deficit) Equity Stock Stock Balance at 12/31/14: 3,000 10,750 $ -- $ 30 $ 108 $ 9,296 $ (775) $ 8,659 $ 15,458 $ 24,117 Stock based compensation -- -- -- -- -- 716 -- 716 -- 716 Restricted stock unit vesting 97 -- -- 1 -- 353 354 354 Contribution from NuDevco -- -- -- -- -- 129 -- 129 -- 129 Consolidated net income -- -- -- -- -- -- 3,117 3,117 14,437 17,554 Distributions paid to Class B non-controlling unit holders -- -- -- -- -- -- -- -- (7,794) (7,794) Dividends paid to Class A common shareholders -- -- -- -- -- -- (2,210) (2,210) -- (2,210) Balance at 6/30/15: 3,097 10,750 -- $ 31 $ 108 $ 10,494 $ 132 $ 10,765 $ 22,101 $ 32,866 -------------------------------------------------------------------------------- SPARK ENERGY, INC. CONDENSED COMBINED AND CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2015 AND 2014 (in thousands) (unaudited) Six Months Ended June 30, 2015 2014 Cash flows from operating activities: Net income $ 17,554 $ 6,709 Adjustments to reconcile net income to net cash flows provided by operating activities: Depreciation and amortization expense 9,508 6,211 Deferred income taxes 277 -- Stock based compensation 1,159 -- Amortization of deferred financing costs 101 225 Bad debt expense 4,179 2,027 Gain (loss) on derivatives, net 5,360 (1,440) Current period cash settlements on derivatives, net (8,547) 10,256 Changes in assets and liabilities: Decrease in restricted cash 707 -- Decrease in accounts receivable 19,608 12,266 Decrease in accounts receivable—affiliates 698 6,754 Decrease in inventory 5,087 311 Increase in customer acquisition costs (11,809) (11,668) Decrease (increase) in prepaid and other current assets 5,610 (5,250) Increase in intangible assets - customer acquisitions (2,720) -- Decrease in other assets 65 58 Decrease in accounts payable and accrued liabilities (12,087) (3,895) Increase (decrease) in accounts payable—affiliates (228) 261 Increase (decrease) in other current liabilities (1,195) 2,833 Increase in other non-current liabilities 1,553 -- Net cash provided by operating activities 34,880 25,658 Cash flows from investing activities: Purchases of property and equipment (857) (1,404) Net cash used in investing activities (857) (1,404) Cash flows from financing activities: Borrowings on notes payable 6,000 48,550 Payments on notes payable (30,000) (35,000) Contributions from NuDevco 129 -- Member contributions (distributions), net -- (43,506) Restricted stock vesting (270) -- Payment of dividends to Class A common shareholders (2,210) -- Payment of distributions to Class B unitholders (7,794) -- Net cash used in financing activities (34,145) (29,956) Decreases in cash and cash equivalents (122) (5,702) Cash and cash equivalents—beginning of period 4,359 7,189 Cash and cash equivalents—end of period $ 4,237 $ 1,487 Supplemental Disclosure of Cash Flow Information: -------------------------------------------------------------------------------- Non cash items: Property and equipment purchase accrual $ 179 $ -- Cash paid during the period for: Interest $ 598 $ 395 Taxes $ 150 $ 150 SPARK ENERGY, INC. OPERATING SEGMENT RESULTS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2015 AND 2014 (in thousands, except per unit operating data) (unaudited) Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Retail Natural Gas Segment Total Revenues $ 21,361 $ 23,169 $ 78,716 $ 85,697 Retail Cost of Revenues 9,375 16,634 42,842 67,138 Less: Net Asset Optimization Revenues (Expenses) (67) 197 1,862 1,821 Less: Net Gains (Losses) on non-trading derivatives, net of cash settlements 2,622 (780) 6,267 (1,088) Retail Gross Margin—Gas $ 9,431 $ 7,118 $ 27,745 $ 17,826 Volume of Gas (MMBtu) 2,262,749 2,519,172 8,826,794 9,112,752 Retail Gross Margin-Gas ($/MMBtu) $ 4.17 $ 2.83 $ 3.14 $ 1.96 Retail Electricity Segment Total Revenues 44,072 42,771 88,521 86,219 Retail Cost of Revenues 32,745 35,753 68,365 73,370 Less: Net Gains (Losses) on non-trading derivatives, net of cash settlements (2,335) (3,755) (3,066) (4,900) Retail Gross Margin—Electricity $ 13,662 $ 10,773 $ 23,222 $ 17,749 Volume of Electricity (MWh) 378,403 369,341 751,254 753,616 Retail Gross Margin—Electricity ($/MWh) $ 36.10 $ 29.17 $ 30.91 $ 23.55 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 before provision for income taxes, interest expense and depreciation and amortization. We deduct all current period customer acquisition costs 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 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 combined and consolidated financial statements, such as industry analysts, investors, commercial banks and rating agencies, use to assess the following, among other measures: • 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 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 June 30, Six Months Ended June 30, 2015 2014 2015 2014 Reconciliation of Adjusted EBITDA to Net Income: Net income $ 4,625 $ 201 $ 17,554 $ 6,709 Depreciation and amortization 5,231 3,252 9,508 6,211 Interest expense 207 222 588 535 Income tax expense 459 132 1,019 164 EBITDA 10,522 3,807 28,669 13,619 Less: Net, Gains (losses) on derivative instruments (4,055) (4,019) (5,360) 1,440 Net, Cash settlements on derivative instruments 4,357 (59) 8,547 (10,256) Customer acquisition costs 6,180 6,441 11,809 11,668 Plus: Non-cash compensation expense 609 -- 1,159 -- Adjusted EBITDA $ 4,649 $ 1,444 $ 14,832 $ 10,767 -------------------------------------------------------------------------------- The following table presents a reconciliation of Retail Gross Margin to operating income for each of the periods indicated. Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Reconciliation of Adjusted EBITDA to net cash provided by operating activities: Net cash provided by operating activities $ 15,634 $ 19,448 $ 34,880 $ 25,658 Amortization of deferred financing costs (51) (112) (101) (225) Bad debt expense (1,232) (1,462) (4,179) (2,027) Interest expense 207 222 588 535 Income tax expense 459 132 1,019 164 Changes in operating working capital Accounts receivable, prepaids, current assets (19,120) (40,878) (23,903) (13,770) Inventory 2,434 4,011 (5,087) (311) Accounts payable and accrued liabilities 6,504 21,969 12,315 3,634 Other (186) (1,886) (700) (2,891) Adjusted EBITDA $ 4,649 $ 1,444 $ 14,832 $ 10,767 APPENDIX TABLE A-3 RETAIL GROSS MARGIN RECONCILIATION (in thousands) (unaudited) Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Reconciliation of Retail Gross Margin to Operating Income: Operating income $ 5,104 $ 554 $ 18,839 $ 7,337 Depreciation and amortization 5,231 3,252 9,508 6,211 General and administrative 12,978 9,747 27,683 17,860 Less: Net asset optimization revenues (expenses) (67) 197 1,862 1,821 Net, Gains (losses) on non-trading derivative instruments (4,041) (4,438) (5,241) 7,010 Net, Cash settlements on non-trading derivative instruments 4,328 (97) 8,442 (12,998) Retail Gross Margin $ 23,093 $ 17,891 $ 50,967 $ 35,575 CONTACT: Spark Energy, Inc. Investors: Andy Davis, 832-200-3727 Media: Jenn Korell, 281-833-4151