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Altus Power, Inc. Announces Fourth Quarter and Full Year 2022 Financial Results

Full Year 2022 Financial Highlights

  • Full year 2022 revenues of $101.2 million, a 41% increase as compared to full year 2021
  • GAAP net income of $52.2 million for full year 2022, an increase as compared to $13.0 million for full year 2021
  • Adjusted EBITDA* of $58.6 million for full year 2022, or a 43% increase as compared with full year 2021
  • Adjusted EBITDA margin* of 58% for full year 2022, compared to 57% for full year 2021

Recent Business Highlights

  • Currently serving customers across 24 states, with New York, Massachusetts, New Jersey and California each representing over 100 MW
  • Portfolio of 690 MW pro forma for acquisition from True Green Capital completed in February, 2023
  • Total carbon-free generation of over 455,000 megawatt hours, avoiding over 320,000 metric tons of CO21
  • Enhanced liquidity and financial flexibility with inaugural $200 million 5-year revolving credit facility
  • Record number of projects in construction
  • Master lease agreement with CBRE Investment Management and Trammell Crow Company expected to streamline future customer engagements

Altus Power, Inc. (NYSE: AMPS) (“Altus Power” or the “Company”), the premier independent commercial-scale clean electrification company, today announced its financial results for fourth quarter and full year 2022.

“2022 was another year of significant growth and the team's accomplishments further demonstrated our ability to execute on our plans," commented Lars Norell, Co-CEO of Altus Power. "We purposefully built our Company not only to withstand environments like the current one but to thrive amidst the market volatility and enhance our competitive positioning. We intend to evidence the durability and strength of our platform as we continue to grow our asset and customer base and deliver increasing cash flows to our investors."

"Our ability to identify and efficiently execute acquisitions of high-quality operating portfolios has been rewarded in historic fashion; we added over 300 megawatts of assets and we're pleased to have onboarded these new customer relationships to the Altus Power platform," added Gregg Felton, Co-CEO of Altus Power. "The current market environment - which might be posing challenges for some - is providing a unique opportunity for Altus Power. As a well-capitalized public company with industry-leading availability and cost of capital, we are well positioned to scale our business and further consolidate our fragmented segment of the market."

Fourth Quarter Financial Results

Operating revenues during the fourth quarter of 2022 totaled $26.8 million, compared to $21.6 million during the same period of 2021, an increase of 24%. The increase reflects the growth of megawatts installed over the past twelve months.

Fourth quarter 2022 GAAP net income totaled $67.1 million, compared to $14.5 million for the same period last year. The increase in net income during the quarter was driven by the $71.5 million non-cash gain from remeasurement of both warrants and alignment shares.

Adjusted EBITDA* during the fourth quarter of 2022 was $16.6 million, compared to $12.9 million for the fourth quarter of 2021, a 29% increase. The quarter over quarter growth in adjusted EBITDA* was primarily the result of increased revenue from additional solar energy facilities, partially offset by an increase in our general and administrative expenses.

1

Conversion from megawatt hours according to EPA AVERT Calculator

Full Year 2022 Financial Results

Operating revenues for full year 2022 totaled $101.2 million, compared to $71.8 million in 2021, primarily due to the increased number of solar energy facilities in our portfolio.

Full year 2022 GAAP net income totaled $52.2 million, compared to $13.0 million in 2021 primarily driven by the non-cash net gain of $55.7 million from remeasurement of both warrants and alignment shares.

Adjusted EBITDA* during full year 2022 totaled $58.6 million, compared to $41.0 million for full-year 2021. This growth was primarily the result of increased revenue from additional solar energy facilities, partially offset by an increase in our general and administrative expenses.

Balance Sheet and Liquidity

Altus Power ended the fourth quarter of 2022 with $193.0 million in cash and $664.6 million of total debt. The Company's current growth plan calls for capital from borrowings under our existing debt facilities, third party tax equity investors, cash from our balance sheet and cash from operations.

Initiating 2023 Guidance

Altus Power expects 2023 adjusted EBITDA* in the range of $97-103 million, representing 70% growth over 2022 at the midpoint. The Company also expects 2023 adjusted EBITDA margin* to fall in the mid-to-high 50% range.

Use of Non-GAAP Financial Information

*Denotes Non-GAAP financial measure. We present our operating results in accordance with accounting principles generally accepted in the U.S. (“GAAP”). We believe certain financial measures, such as adjusted EBITDA and adjusted EBITDA margin provide users of our financial statements with supplemental information that may be useful in evaluating our business. The presentation of non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

We define adjusted EBITDA as net income (loss) plus net interest expense, depreciation, amortization and accretion expense, income tax expense, acquisition and entity formation costs, non-cash compensation expense, and excluding the effect of certain non-recurring items we do not consider to be indicative of our ongoing operating performance such as, but not limited to, gain on fair value remeasurement of contingent consideration, gain on disposal of property, plant and equipment, change in fair value of redeemable warrant liability, change in fair value of alignment shares, loss on extinguishment of debt, and other miscellaneous items of other income and expenses. See below for explanations of each of these components.

We define adjusted EBITDA margin as adjusted EBITDA divided by operating revenues.

Adjusted EBITDA and adjusted EBITDA margin are non-GAAP financial measures that we use to measure our performance. We believe that investors and analysts also use adjusted EBITDA in evaluating our operating performance. This measurement is not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance. The GAAP measure most directly comparable to adjusted EBITDA is net income and to adjusted EBITDA margin is net income over operating revenues. The presentation of adjusted EBITDA and adjusted EBITDA margin should not be construed to suggest that our future results will be unaffected by non-cash or non-recurring items. In addition, our calculation of adjusted EBITDA and adjusted EBITDA margin are not necessarily comparable to adjusted EBITDA as calculated by other companies and investors and analysts should read carefully the components of our calculations of these non-GAAP financial measures.

We believe adjusted EBITDA is useful to management, investors and analysts in providing a measure of core financial performance adjusted to allow for comparisons of results of operations across reporting periods on a consistent basis. These adjustments are intended to exclude items that are not indicative of the ongoing operating performance of the business. Adjusted EBITDA is also used by our management for internal planning purposes, including our consolidated operating budget, and by our board of directors in setting performance-based compensation targets. Adjusted EBITDA should not be considered an alternative to but viewed in conjunction with GAAP results, as we believe it provides a more complete understanding of ongoing business performance and trends than GAAP measures alone. Adjusted EBITDA has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP.

In addition to adjusted EBITDA, we may also refer to exit portfolio annualized rate, or exit PAR, which is a non-GAAP measure. Exit PAR reflects the estimated annual adjusted EBITDA potential of our operating asset base at the end of the year and assumes customary weather, production, expenses and other economic and market conditions. We believe this metric can be helpful to assess our portfolio asset base in operation at the beginning of an annual period, e.g. if we were to receive the benefit of assets added for a full year even if they were added during a partial year. This figure is only an estimate and is based on a number of assumptions by Altus Power's management that may or may not be realized.

Altus Power does not provide GAAP financial measures on a forward-looking basis because the Company is unable to predict with reasonable certainty and without unreasonable effort, items such as acquisition and entity formation costs, gain on fair value remeasurement of contingent consideration, change in fair value of redeemable warrant liability, change in fair value of alignment shares. These items are uncertain, depend on various factors, and could be material to Altus Power’s results computed in accordance with GAAP.

Adjusted EBITDA Definitions

Interest Expense, Net. Interest expense, net represents interest on our borrowings under our various debt facilities, amortization of debt discounts and deferred financing costs, and unrealized gains and losses on interest rate swaps.

Depreciation, Amortization and Accretion Expense. Depreciation expense represents depreciation on solar energy systems that have been placed in service. Depreciation expense is computed using the straight-line composite method over the estimated useful lives of assets. Leasehold improvements are depreciated over the shorter of the estimated useful lives or the remaining term of the lease. Amortization includes third party costs necessary to enter into site lease agreements, third party costs necessary to acquire PPA and NMCA customers and favorable and unfavorable rate revenues contracts. Third party costs necessary to enter into site lease agreements are amortized using the straight-line method ratably over 15-30 years based upon the term of the individual site leases. Third party costs necessary to acquire PPAs and NMCA customers are amortized using the straight-line method ratably over 15-25 years based upon the term of the customer contract. Estimated fair value allocated to the favorable and unfavorable rate PPAs and REC agreements are amortized using the straight-line method over the remaining non-cancelable terms of the respective agreements. Accretion expense includes over time increase of asset retirement obligations associated with solar energy facilities.

Income Tax (Expense) Benefit. We account for income taxes under ASC 740, Income Taxes. As such, we determine deferred tax assets and liabilities based on temporary differences resulting from the different treatment of items for tax and financial reporting purposes. We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to reverse. Additionally, we must assess the likelihood that deferred tax assets will be recovered as deductions from future taxable income. We have a partial valuation allowance on our deferred state tax assets because we believe it is more likely than not that a portion of our deferred state tax assets will not be realized. We evaluate the recoverability of our deferred tax assets on a quarterly basis.

Acquisition and Entity Formation Costs. Acquisition and entity formation costs represent costs incurred to acquire businesses and form new legal entities. Such costs primarily consist of professional fees for banking, legal, accounting and appraisal services.

Stock-Based Compensation Expense. Stock-based compensation expense is recognized for awards granted under the Legacy Incentive Plans and Omnibus Incentive Plan, as defined in Note 20, "Stock-Based Compensation," to our consolidated financial statements included in our report on Form 10-K for the year ended December 31, 2022.

Fair Value Remeasurement of Contingent Consideration. In connection with the Solar Acquisition (as defined in Note 11, “Fair Value Measurements,” to our consolidated financial statements included in our report on Form 10-K for the year ended December 31, 2022), contingent consideration of up to an aggregate of $3.1 million may be payable upon achieving certain market power rates by the acquired solar energy facilities. The Company estimated the fair value of the contingent consideration for future earnout payments using a Monte Carlo simulation model. Significant assumptions used in the measurement include market power rates during the 36-month period, and the risk-adjusted discount rate associated with the business.

Gain on Disposal of Property, Plant and Equipment. In connection with the disposal of land, the Company recognized a gain on disposal of property, plant and equipment, which represents the excess of consideration received over the carrying value of the disposed land.

Change in Fair Value of Redeemable Warrant Liability. In connection with the Merger, the Company assumed a redeemable warrant liability composed of publicly listed warrants (the "Redeemable Warrants") and warrants issued to CBRE Acquisition Sponsor, LLC in the private placement (the "Private Placement Warrants"). Redeemable Warrant Liability was remeasured through the Redemption Date, and the resulting loss was included in the consolidated statements of operations.

Change in Fair Value of Alignment Shares. Alignment Shares represent Class B common stock of the Company which were issued in connection with the Merger. Class B common stock, par value $0.0001 per share ("Alignment Shares") are accounted for as liability-classified derivatives, which were remeasured as of December 31, 2022, and the resulting gain was included in the consolidated statements of operations. The Company estimates the fair value of outstanding Alignment Shares using a Monte Carlo simulation valuation model utilizing a distribution of potential outcomes based on a set of underlying assumptions such as stock price, volatility, and risk-free interest rates.

Loss on Extinguishment of Debt. When the repayment of debt is accounted for as an extinguishment of debt, loss on extinguishment of debt represents the difference between the reacquisition price of debt and the net carrying amount of the extinguished debt.

Other (Income) Expense, Net. Other income and expenses primarily represent interest income, state grants, and other miscellaneous items.

Gain on Disposal of Property, Plant and Equipment. In connection with the disposal of land, the Company recognized a gain on disposal of property, plant and equipment, which represents the excess of consideration received over the carrying value of the disposed land.

Forward-Looking Statements

This press release contains forward-looking statements. Forward-looking statements may be identified by the use of words such as "aims," "believes," "expects," "intends," "aims", "may," “could,” "will," "should," "plans," “projects,” “forecasts,” “seeks,” “anticipates,” “goal,” “objective,” “target,” “estimate,” “future,” “outlook,” "strategy," “vision,” or variations of such words or similar terminology that predict or indicate future events or trends or that are not statements of historical matters. These statements, which involve risks and uncertainties, relate to analyses and other information that are based on forecasts of future results and estimates of amounts not yet determinable and may also relate to Altus Power’s future prospects, developments and business strategies. These statements are based on Altus Power’s management’s current expectations and beliefs, as well as a number of assumptions concerning future events.

Such forward-looking statements are subject to known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside Altus Power’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements. These risks, uncertainties, assumptions and other important factors include, but are not limited to: (1) the risk that pending acquisitions may not close in the anticipated timeframe or at all due to a closing condition not being met; (2) failure to obtain required consents or regulatory approvals in a timely manner or otherwise; (3) the ability of Altus Power to successfully integrate the acquisition of solar assets into its business and generate profit from their operations; (4) the ability of Altus Power to retain customers and maintain and expand relationships with business partners, suppliers and customers; (5) the risk of litigation and/or regulatory actions related to the proposed acquisition of solar assets; and (6) the possibility that Altus Power may be adversely affected by other economic, business, regulatory, credit risk and/or competitive factors.

Additional factors that could cause actual results to differ materially from those expressed or implied in forward-looking statements can be found under the heading “Risk Factors” in Altus Power’s Form 10-K filed with the Securities and Exchange Commission on March 30th, 2023, as well as the other information we file with the Securities and Exchange Commission. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made and the information and assumptions underlying such statement as we know it and on the date such statement was made, and Altus Power undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, changes in expectations, future events or otherwise.

This press release is not intended to be all-inclusive or to contain all the information that a person may desire in considering an investment in Altus Power and is not intended to form the basis of an investment decision in Altus Power. All subsequent written and oral forward-looking statements concerning Altus Power or other matters and attributable to Altus Power or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above.

Conference Call Information

The Altus Power management team will host a conference call to discuss its fourth quarter and full year 2022 financial results later this morning at 8:30 a.m. Eastern Time. The call can be accessed via a live webcast accessible on the Events & Presentations page in the Investor Relations section of Altus Power's website at https://investors.altuspower.com/events-and-presentations/default.aspx. An archive of the webcast will be available after the call on the Investor Relations section of Altus Power's website as well.

About Altus Power, Inc.

Altus Power, based in Stamford, Connecticut, is the premier independent commercial-scale clean electrification company serving commercial, industrial, public sector and community solar customers with end-to-end solutions. Altus Power originates, develops, owns and operates locally-sited solar generation, energy storage and charging infrastructure across the nation. Visit www.altuspower.com to learn more.

 

Altus Power, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share data)

 

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

Operating revenues, net

$

26,764

 

 

$

21,578

 

 

$

101,163

 

 

$

71,800

 

Operating expenses

 

 

 

 

 

 

 

Cost of operations (exclusive of depreciation and amortization shown separately below)

 

4,690

 

 

 

4,024

 

 

 

17,532

 

 

 

14,029

 

General and administrative

 

5,524

 

 

 

4,694

 

 

 

25,026

 

 

 

16,767

 

Depreciation, amortization and accretion expense

 

8,781

 

 

 

6,800

 

 

 

29,600

 

 

 

20,967

 

Acquisition and entity formation costs

 

3,046

 

 

 

303

 

 

 

3,629

 

 

 

1,489

 

Loss (gain) on fair value remeasurement of contingent consideration

 

225

 

 

 

(400

)

 

 

79

 

 

 

(2,800

)

Gain on disposal of property, plant and equipment

 

 

 

 

(12,842

)

 

 

(2,222

)

 

 

(12,842

)

Stock-based compensation

 

2,734

 

 

 

37

 

 

 

9,404

 

 

 

148

 

Total operating expenses

$

25,000

 

 

$

2,616

 

 

$

83,048

 

 

$

37,758

 

Operating income

 

1,764

 

 

 

18,962

 

 

 

18,115

 

 

 

34,042

 

Other (income) expenses

 

 

 

 

 

 

 

Change in fair value of redeemable warrant liability

 

(800

)

 

 

2,332

 

 

 

5,647

 

 

 

2,332

 

Change in fair value of Alignment Shares liability

 

(70,681

)

 

 

(5,013

)

 

 

(61,314

)

 

 

(5,013

)

Other (income) expense, net

 

(1,066

)

 

 

(593

)

 

 

(3,926

)

 

 

245

 

Interest expense, net

 

6,394

 

 

 

5,971

 

 

 

22,162

 

 

 

19,933

 

Loss on extinguishment of debt

 

2,303

 

 

 

 

 

 

2,303

 

 

 

3,245

 

Total other (income) expense

$

(63,850

)

 

$

2,697

 

 

$

(35,128

)

 

$

20,742

 

Income before income tax expense

$

65,614

 

 

$

16,265

 

 

$

53,243

 

 

$

13,300

 

Income tax expense

 

1,472

 

 

 

(1,792

)

 

 

(1,076

)

 

 

(295

)

Net income

$

67,086

 

 

$

14,473

 

 

$

52,167

 

 

$

13,005

 

Net (loss) income attributable to noncontrolling interests and redeemable noncontrolling interests

 

(797

)

 

 

7,285

 

 

 

(3,270

)

 

 

7,099

 

Net income attributable to Altus Power, Inc.

$

67,883

 

 

$

7,188

 

 

$

55,437

 

 

$

5,906

 

Net income per share attributable to common stockholders

 

 

 

 

 

 

 

Basic

$

0.43

 

 

$

0.07

 

 

$

0.36

 

 

$

0.06

 

Diluted

$

0.42

 

 

$

0.06

 

 

$

0.35

 

 

$

0.06

 

Weighted average shares used to compute net income per share attributable to common stockholders

 

 

 

 

 

 

 

Basic

 

158,109,614

 

 

 

104,653,303

 

 

 

154,648,788

 

 

 

92,751,839

 

Diluted

 

159,338,967

 

 

 

109,155,128

 

 

 

155,708,993

 

 

 

96,603,428

 

 

Altus Power, Inc.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

 

 

As of December 31,

 

 

2022

 

 

 

2021

 

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

193,016

 

 

$

325,983

 

Current portion of restricted cash

 

2,404

 

 

 

2,544

 

Accounts receivable, net

 

13,443

 

 

 

9,218

 

Other current assets

 

6,206

 

 

 

6,659

 

Total current assets

 

215,069

 

 

 

344,404

 

Restricted cash, noncurrent portion

 

3,978

 

 

 

1,794

 

Property, plant and equipment, net

 

1,005,147

 

 

 

745,711

 

Intangible assets, net

 

47,627

 

 

 

16,702

 

Operating lease asset

 

94,463

 

 

 

 

Derivative assets

 

3,953

 

 

 

 

Other assets

 

6,651

 

 

 

4,638

 

Total assets

$

1,376,888

 

 

$

1,113,249

 

Liabilities, redeemable noncontrolling interests, and stockholders' equity

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

2,740

 

 

$

3,591

 

Construction payable

 

9,038

 

 

 

234

 

Interest payable

 

4,436

 

 

 

4,494

 

Purchase price payable, current

 

12,077

 

 

 

 

Due to related parties

 

112

 

 

 

 

Current portion of long-term debt

 

29,959

 

 

 

21,143

 

Operating lease liability, current

 

3,339

 

 

 

 

Other current liabilities

 

6,527

 

 

 

3,429

 

Total current liabilities

 

68,228

 

 

 

32,891

 

Redeemable warrant liability

 

 

 

 

49,933

 

Alignment Shares liability

 

66,145

 

 

 

127,474

 

Long-term debt, net of unamortized debt issuance costs and current portion

 

634,603

 

 

 

524,837

 

Intangible liabilities, net

 

12,411

 

 

 

13,758

 

Purchase price payable, noncurrent

 

6,940

 

 

 

 

Asset retirement obligations

 

9,575

 

 

 

7,628

 

Operating lease liability, noncurrent

 

94,819

 

 

 

 

Contract liability

 

5,397

 

 

 

 

Deferred tax liabilities, net

 

11,011

 

 

 

9,603

 

Other long-term liabilities

 

4,700

 

 

 

5,587

 

Total liabilities

$

913,829

 

 

$

771,711

 

Commitments and contingent liabilities

 

 

 

Redeemable noncontrolling interests

 

18,133

 

 

 

15,527

 

Stockholders' equity

 

 

 

Common stock $0.0001 par value; 988,591,250 shares authorized as of December 31, 2022 and 2021; 158,904,401 and 153,648,830 shares issued and outstanding as of December 31, 2022 and 2021, respectively

 

16

 

 

 

15

 

Additional paid-in capital

 

470,004

 

 

 

406,259

 

Accumulated deficit

 

(45,919

)

 

 

(101,356

)

Total stockholders' equity

$

424,101

 

 

$

304,918

 

Noncontrolling interests

 

20,825

 

 

 

21,093

 

Total equity

$

444,926

 

 

$

326,011

 

Total liabilities, redeemable noncontrolling interests, and stockholders' equity

$

1,376,888

 

 

$

1,113,249

 

 

Altus Power, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

Year ended December 31,

 

 

2022

 

 

 

2021

 

Cash flows from operating activities

 

 

 

Net income

$

52,167

 

 

$

13,005

 

Adjustments to reconcile net income to net cash from operating activities:

 

 

 

Depreciation, amortization and accretion

 

29,600

 

 

 

20,967

 

Deferred tax expense

 

1,078

 

 

 

219

 

Non-cash lease expense

 

443

 

 

 

 

Amortization of debt discount and financing costs

 

3,018

 

 

 

2,873

 

Loss on extinguishment of debt

 

2,303

 

 

 

3,245

 

Change in fair value of redeemable warrant liability

 

5,647

 

 

 

2,332

 

Change in fair value of Alignment Shares liability

 

(61,315

)

 

 

(5,013

)

Remeasurement of contingent consideration

 

79

 

 

 

(2,800

)

Gain on disposal of property, plant and equipment

 

(2,222

)

 

 

(12,842

)

Stock-based compensation

 

9,404

 

 

 

148

 

Other

 

(174

)

 

 

104

 

Changes in assets and liabilities, excluding the effect of acquisitions

 

 

 

Accounts receivable

 

(2,122

)

 

 

162

 

Due from related parties

 

112

 

 

 

 

Derivative assets

 

(1,247

)

 

 

(324

)

Other assets

 

(280

)

 

 

(4,647

)

Accounts payable

 

(1,126

)

 

 

2,001

 

Interest payable

 

(58

)

 

 

1,909

 

Contract liability

 

562

 

 

 

 

Other liabilities

 

(627

)

 

 

2,365

 

Net cash provided by operating activities

 

35,242

 

 

 

23,704

 

Cash flows from investing activities

 

 

 

Capital expenditures

 

(77,223

)

 

 

(14,585

)

Payments to acquire businesses, net of cash and restricted cash acquired

 

(76,166

)

 

 

(201,175

)

Payments to acquire renewable energy facilities from third parties, net of cash and restricted cash acquired

 

(13,924

)

 

 

(27,364

)

Proceeds from disposal of property, plant and equipment

 

3,605

 

 

 

19,910

 

Other

 

496

 

 

 

(36

)

Net cash used for investing activities

 

(163,212

)

 

 

(223,250

)

Cash flows from financing activities

 

 

 

Proceeds from issuance of long-term debt

 

124,697

 

 

 

311,053

 

Repayments of long-term debt

 

(123,362

)

 

 

(160,487

)

Payment of debt issuance costs

 

(5,257

)

 

 

(2,628

)

Payment of debt extinguishment costs

 

(1,335

)

 

 

(1,477

)

Proceeds from the Merger and PIPE financing

 

 

 

 

637,458

 

Payment of transaction costs related to the Merger

 

(742

)

 

 

(55,442

)

Proceeds from issuance of common stock and Series A preferred stock

 

 

 

 

82,000

 

Repayment of Series A preferred stock

 

 

 

 

(290,000

)

Payment of dividends and commitment fees on Series A preferred stock

 

 

 

 

(22,207

)

Proceeds from exercise of warrants

 

65

 

 

 

 

Payment of contingent consideration

 

(72

)

 

 

(153

)

Contributions from noncontrolling interests

 

6,097

 

 

 

3,846

 

Redemption of redeemable noncontrolling interests

 

(473

)

 

 

(5,324

)

Distributions to noncontrolling interests

 

(2,571

)

 

 

(4,978

)

Net cash provided by financing activities

 

(2,953

)

 

 

491,661

 

Net decrease in cash, cash equivalents, and restricted cash

 

(130,923

)

 

 

292,115

 

Cash, cash equivalents, and restricted cash, beginning of year

 

330,321

 

 

 

38,206

 

Cash, cash equivalents, and restricted cash, end of year

$

199,398

 

 

$

330,321

 

 

Year ended December 31,

 

 

2022

 

 

 

2021

Supplemental cash flow disclosure

 

 

 

Cash paid for interest, net of amounts capitalized

$

21,605

 

 

$

15,015

Cash paid for taxes

 

73

 

 

 

103

Non-cash investing and financing activities

 

 

 

Asset retirement obligations

$

1,840

 

 

$

3,024

Debt assumed through acquisitions

 

117,295

 

 

 

5,920

Initial recording of noncontrolling interest

 

183

 

 

 

4,569

Redeemable noncontrolling interest assumed through acquisitions

 

2,126

 

 

 

Acquisitions of property and equipment included in construction payable

 

8,371

 

 

 

234

Construction loan conversion

 

(4,186

)

 

 

Term loan conversion

 

4,186

 

 

 

Exchange of warrants into common stock

 

7,779

 

 

 

Warrants exercised on a cashless basis

 

47,836

 

 

 

Conversion of Alignment Shares into common stock

 

15

 

 

 

Deferred purchase price payable

 

18,548

 

 

 

Non-GAAP Financial Reconciliation

Reconciliation of GAAP reported Net Income to non-GAAP adjusted EBITDA:

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

(in thousands)

 

(in thousands)

Reconciliation of Net income to Adjusted EBITDA:

 

 

 

 

 

 

 

Net income

$

67,086

 

 

$

14,473

 

 

$

52,167

 

 

$

13,005

 

Income tax expense (benefit)

 

(1,472

)

 

 

1,792

 

 

 

1,076

 

 

 

295

 

Interest expense, net

 

6,394

 

 

 

5,971

 

 

 

22,162

 

 

 

19,933

 

Depreciation, amortization and accretion expense

 

8,781

 

 

 

6,800

 

 

 

29,600

 

 

 

20,967

 

Stock-based compensation

 

2,734

 

 

 

37

 

 

 

9,404

 

 

 

148

 

Acquisition and entity formation costs

 

3,046

 

 

 

303

 

 

 

3,629

 

 

 

1,489

 

Loss (gain) on fair value remeasurement of contingent consideration

 

225

 

 

 

(400

)

 

 

79

 

 

 

(2,800

)

Gain on disposal of property, plant and equipment

 

 

 

 

(12,842

)

 

 

(2,222

)

 

 

(12,842

)

Change in fair value of redeemable warrant liability

 

(800

)

 

 

2,332

 

 

 

5,647

 

 

 

2,332

 

Change in fair value of Alignment Shares liability

 

(70,681

)

 

 

(5,013

)

 

 

(61,314

)

 

 

(5,013

)

Loss on extinguishment of debt

 

2,303

 

 

 

 

 

 

2,303

 

 

 

3,245

 

Other (income) expense, net

 

(1,066

)

 

 

(593

)

 

 

(3,926

)

 

 

245

 

Adjusted EBITDA

$

16,550

 

 

$

12,860

 

 

$

58,605

 

 

$

41,004

 

Reconciliation of non-GAAP adjusted EBITDA margin:

 

Three Months Ended

December 31,

 

Year Ended

December 31,

 

 

2022

 

 

 

2021

 

 

 

2022

 

 

 

2021

 

 

(in thousands)

 

(in thousands)

Reconciliation of Adjusted EBITDA margin:

 

 

 

 

 

 

 

Adjusted EBITDA

$

16,550

 

 

$

12,860

 

 

$

58,605

 

 

$

41,004

 

Operating revenues, net

 

26,764

 

 

 

21,578

 

 

 

101,163

 

 

 

71,800

 

Adjusted EBITDA margin

 

62

%

 

 

60

%

 

 

58

%

 

 

57

%

 

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