NEWPORT BEACH, Calif.–(BUSINESS WIRE)–Clean Energy Fuels Corp. (NASDAQ: CLNE) (“Clean Energy” or the “Company”) today announced its operating results for the second quarter of 2024.
Financial Highlights
- Revenue of $98.0 million in Q2 2024 compared to $90.5 million in Q2 2023.
- Net loss attributable to Clean Energy for Q2 2024 was $(16.3) million, or $(0.07) per share, on a GAAP (as defined below) basis, compared to $(16.3) million, or $(0.07) per share, for Q2 2023.
- Adjusted EBITDA (as defined below) was $18.9 million for Q2 2024, compared to $12.1 million for Q2 2023.
- Cash, Cash Equivalents (less restricted cash) and Short-Term Investments totaled $249.3 million as of June 30, 2024.
- 2024 outlook:
- GAAP net loss of approximately $(91) million to $(81) million (updated).
- Adjusted EBITDA of $62 million to $72 million (unchanged).
Operational and Strategic Highlights
- Renewable natural gas (“RNG”) gallons sold of 57.1 million gallons in Q2 2024, a 2.6% decrease compared to Q2 2023.
- Joined forces with Maas Energy, the nation’s largest dairy digester developer to build up to nine RNG production facilities costing an estimated $130 million to build, totaling 35,000 cows and making approximately 4 million gallons of RNG annually at capacity.
- Completed construction on another dairy farm RNG project totaling $22 million and 1,850 cows bringing the total number of dairy farm RNG projects completed to six as of June 30, 2024.
Commentary by Andrew J. Littlefair, President and Chief Executive Officer
“Building off a solid first quarter our second quarter was even stronger, putting us in a healthy financial position at this mid-point of 2024. The recurring daily fueling of RNG by our customers within our extensive fueling network is driving our results. After building out a network of over 600 RNG and CNG fueling stations, fleets can easily access cleaner fueling solutions. During the second quarter, we saw new stations opened and additional RNG projects come online due to the great team here at Clean Energy giving me reason to remain extremely enthusiastic about RNG for transportation which is as exciting and relevant as it ever has been.”
Summary and Review of Results
The Company’s revenue for the second quarter of 2024 was reduced by $14.1 million of non-cash stock-based sales incentive contra-revenue charges (“Amazon warrant charges”) relating to the warrant issued to Amazon.com NV Investment Holdings LLC (the “Amazon warrant”), compared to Amazon warrant charges of $13.9 million in the second quarter of 2023. Q2 2024 volume-related fuel sales revenues of $57.4 million, net of the $14.1 million Amazon warrant charge, were higher than the second quarter of 2023 by 7.7% due to increased volumes of vehicle fueling at the Company’s stations and increased bulk fuel sales into the marine sector, with partial offsets due to lower underlying natural gas commodity costs in Q2 2024 versus Q2 2023, and lower volumes of RNG fuel sold outside the Company’s station network in Q2 2024 compared to Q2 2023. Revenue for the second quarter of 2024 also included an unrealized gain of $0.1 million on commodity swap and customer fueling contracts relating to the Company’s truck financing program, compared to an unrealized gain of $3.6 million in the second quarter of 2023. Q2 2024 renewable identification number (“RIN”) and low carbon fuel standards (“LCFS”) revenues totaled $13.9 million versus $7.9 million of RIN and LCFS revenues in the second quarter of 2023, reflecting principally higher RIN credit prices, greater number of LCFS credits being transacted in the second quarter of 2024, and greater mix of low carbon intensity RNG from dairies, partially offset by lower LCFS credit prices in the second quarter of 2024. Q2 2024 includes $6.0 million of alternative fuel excise tax credit (“AFTC”) revenue versus $5.1 million of AFTC in the second quarter of 2023. Q2 2024 station construction revenues of $5.6 million versus $5.8 million of station construction revenues in Q2 2023.
Net loss attributable to Clean Energy for the second quarter of 2024 had lower unrealized gain on derivative instruments relating to the Company’s truck financing program when compared to Q2 2023. Q2 2024 non-operating net interest expenses and losses from equity method investments were higher than Q2 2023 primarily due to higher outstanding indebtedness combined with higher amortization of debt discount and issuance costs and expansion of our RNG investments, respectively. Selling, general and administrative expenses were lower in Q2 2024 by approximately $0.2 million mainly due to lower stock-based compensation expense resulting from vesting of equity awards granted in prior years.
Non-GAAP income (loss) per share (as defined below) for the second quarter of 2024 was $0.01, compared to $(0.00) per share for the second quarter of 2023.
Adjusted EBITDA (as defined below) was $18.9 million for the second quarter of 2024, compared to $12.1 million for the second quarter of 2023.
In this press release, Clean Energy refers to various GAAP (U.S. generally accepted accounting principles) and non-GAAP financial measures. The non-GAAP financial measures may not be comparable to similarly titled measures being used and disclosed by other companies. Clean Energy believes that this non-GAAP information is useful to an understanding of its operating results and the ongoing performance of its business. Non-GAAP income (loss) per share and Adjusted EBITDA are defined below and reconciled to GAAP net income (loss) per share attributable to Clean Energy and GAAP net income (loss) attributable to Clean Energy, respectively.
The table below shows GAAP and non-GAAP income (loss) attributable to Clean Energy per share and also reconciles GAAP net income (loss) attributable to Clean Energy to the non-GAAP net income (loss) attributable to Clean Energy figure used in the calculation of non-GAAP income (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
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||||
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Three Months Ended |
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Six Months Ended |
||||||||||||
|
|
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June 30, |
|
June 30, |
||||||||||||
|
(in thousands, except share and per share data) |
|
2023 |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
||||
|
Net loss attributable to Clean Energy Fuels Corp. |
|
$ |
(16,301 |
) |
|
$ |
(16,293 |
) |
|
$ |
(54,998 |
) |
|
$ |
(34,736 |
) |
|
Amazon warrant charges |
|
|
13,922 |
|
|
|
14,079 |
|
|
|
27,652 |
|
|
|
26,976 |
|
|
Stock-based compensation |
|
|
6,093 |
|
|
|
2,862 |
|
|
|
12,189 |
|
|
|
5,491 |
|
|
Loss (income) from Rimere equity method investment |
|
|
— |
|
|
|
1,356 |
|
|
|
— |
|
|
|
2,544 |
|
|
Loss (income) from SAFE&CEC S.r.l. equity method investment |
|
|
(193 |
) |
|
|
847 |
|
|
|
253 |
|
|
|
1,868 |
|
|
Loss (gain) from change in fair value of derivative instruments |
|
|
(3,600 |
) |
|
|
(61 |
) |
|
|
(1,068 |
) |
|
|
(1,683 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
— |
|
|
|
(99 |
) |
|
|
— |
|
|
|
(99 |
) |
|
Non-GAAP net income (loss) attributable to Clean Energy Fuels Corp. |
|
$ |
(79 |
) |
|
$ |
2,691 |
|
|
$ |
(15,972 |
) |
|
$ |
361 |
|
|
Diluted weighted-average common shares outstanding |
|
|
222,908,402 |
|
|
|
223,849,638 |
|
|
|
222,813,286 |
|
|
|
224,028,281 |
|
|
GAAP loss attributable to Clean Energy Fuels Corp. per share |
|
$ |
(0.07 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.25 |
) |
|
$ |
(0.16 |
) |
|
Non-GAAP income (loss) attributable to Clean Energy Fuels Corp. per share |
|
$ |
(0.00 |
) |
|
$ |
0.01 |
|
|
$ |
(0.07 |
) |
|
$ |
0.00 |
|
The table below shows Adjusted EBITDA and also reconciles this figure to GAAP net loss attributable to Clean Energy:
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||||
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Three Months Ended |
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Six Months Ended |
||||||||||||
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June 30, |
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June 30, |
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|
(in thousands) |
|
2023 |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
||||
|
Net loss attributable to Clean Energy Fuels Corp. |
|
$ |
(16,301 |
) |
|
$ |
(16,293 |
) |
|
$ |
(54,998 |
) |
|
$ |
(34,736 |
) |
|
Income tax expense (benefit) |
|
|
(55 |
) |
|
|
758 |
|
|
|
(119 |
) |
|
|
580 |
|
|
Interest expense |
|
|
4,365 |
|
|
|
7,921 |
|
|
|
8,719 |
|
|
|
15,683 |
|
|
Interest income |
|
|
(2,766 |
) |
|
|
(3,639 |
) |
|
|
(5,483 |
) |
|
|
(7,218 |
) |
|
Depreciation and amortization |
|
|
10,893 |
|
|
|
11,264 |
|
|
|
21,571 |
|
|
|
22,446 |
|
|
Amazon warrant charges |
|
|
13,922 |
|
|
|
14,079 |
|
|
|
27,652 |
|
|
|
26,976 |
|
|
Stock-based compensation |
|
|
6,093 |
|
|
|
2,862 |
|
|
|
12,189 |
|
|
|
5,491 |
|
|
Loss (income) from Rimere equity method investment |
|
|
— |
|
|
|
1,356 |
|
|
|
— |
|
|
|
2,544 |
|
|
Loss (income) from SAFE&CEC S.r.l. equity method investment |
|
|
(193 |
) |
|
|
847 |
|
|
|
253 |
|
|
|
1,868 |
|
|
Loss (gain) from change in fair value of derivative instruments |
|
|
(3,600 |
) |
|
|
(61 |
) |
|
|
(1,068 |
) |
|
|
(1,683 |
) |
|
Depreciation and amortization from RNG equity method investments |
|
|
301 |
|
|
|
708 |
|
|
|
410 |
|
|
|
1,558 |
|
|
Interest expense from RNG equity method investments |
|
|
359 |
|
|
|
266 |
|
|
|
488 |
|
|
|
548 |
|
|
Interest income from RNG equity method investments |
|
|
(876 |
) |
|
|
(1,023 |
) |
|
|
(1,440 |
) |
|
|
(2,206 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
— |
|
|
|
(99 |
) |
|
|
— |
|
|
|
(99 |
) |
|
Adjusted EBITDA |
|
$ |
12,142 |
|
|
$ |
18,946 |
|
|
$ |
8,174 |
|
|
$ |
31,752 |
|
The tables below present a further breakdown of the above consolidated Adjusted EBITDA:
|
|
|
Three Months Ended |
|
Six Months Ended |
||||||||||||
|
|
|
June 30, |
|
June 30, |
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|
(in thousands) |
|
2023 |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
||||
|
Net loss attributable to fuel distribution |
|
$ |
(15,098 |
) |
|
$ |
(12,693 |
) |
|
$ |
(53,063 |
) |
|
$ |
(27,943 |
) |
|
Income tax expense (benefit) |
|
|
(55 |
) |
|
|
758 |
|
|
|
(119 |
) |
|
|
580 |
|
|
Interest expense |
|
|
4,365 |
|
|
|
7,921 |
|
|
|
8,719 |
|
|
|
15,683 |
|
|
Interest income |
|
|
(2,766 |
) |
|
|
(3,639 |
) |
|
|
(5,483 |
) |
|
|
(7,218 |
) |
|
Depreciation and amortization |
|
|
10,893 |
|
|
|
11,264 |
|
|
|
21,571 |
|
|
|
22,446 |
|
|
Amazon warrant charges |
|
|
13,922 |
|
|
|
14,079 |
|
|
|
27,652 |
|
|
|
26,976 |
|
|
Stock-based compensation |
|
|
6,093 |
|
|
|
2,862 |
|
|
|
12,189 |
|
|
|
5,491 |
|
|
Loss (income) from Rimere equity method investment |
|
|
— |
|
|
|
1,356 |
|
|
|
— |
|
|
|
2,544 |
|
|
Loss (income) from SAFE&CEC S.r.l. equity method investment |
|
|
(193 |
) |
|
|
847 |
|
|
|
253 |
|
|
|
1,868 |
|
|
Loss (gain) from change in fair value of derivative instruments |
|
|
(3,600 |
) |
|
|
(61 |
) |
|
|
(1,068 |
) |
|
|
(1,683 |
) |
|
Adjusted EBITDA attributable to fuel distribution |
|
$ |
13,561 |
|
|
$ |
22,694 |
|
|
$ |
10,651 |
|
|
$ |
38,744 |
|
|
|
|
Three Months Ended |
|
Six Months Ended |
||||||||||||
|
|
|
June 30, |
|
June 30, |
||||||||||||
|
(in thousands) |
|
2023 |
|
|
2024 |
|
|
2023 |
|
|
2024 |
|
||||
|
Net loss from RNG equity method investments attributable to Clean Energy Fuels Corp. |
|
$ |
(1,203 |
) |
|
$ |
(3,600 |
) |
|
$ |
(1,935 |
) |
|
$ |
(6,793 |
) |
|
Depreciation and amortization from RNG equity method investments |
|
|
301 |
|
|
|
708 |
|
|
|
410 |
|
|
|
1,558 |
|
|
Interest expense from RNG equity method investments |
|
|
359 |
|
|
|
266 |
|
|
|
488 |
|
|
|
548 |
|
|
Interest income from RNG equity method investments |
|
|
(876 |
) |
|
|
(1,023 |
) |
|
|
(1,440 |
) |
|
|
(2,206 |
) |
|
Amortization of investment tax credit from RNG equity method investments |
|
|
— |
|
|
|
(99 |
) |
|
|
— |
|
|
|
(99 |
) |
|
Adjusted EBITDA of RNG equity method investments attributable to Clean Energy Fuels Corp. |
|
$ |
(1,419 |
) |
|
$ |
(3,748 |
) |
|
$ |
(2,477 |
) |
|
$ |
(6,992 |
) |
Fuel and Service Volume
The following tables present, for the three and six months ended June 30, 2023 and 2024, (1) the amount of total fuel volume the Company sold to customers with particular focus on RNG volume as a subset of total fuel volume and (2) operation and maintenance (“O&M”) services volume dispensed at facilities the Company does not own but at which it provides O&M services on a per-gallon or fixed fee basis. Certain gallons are included in both fuel and service volumes when the Company sells fuel (product revenue) to a customer and provides maintenance services (service revenue) to the same customer.
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Three Months Ended |
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Six Months Ended |
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|
Fuel volume, GGEs(1) sold (in millions), |
|
June 30, |
|
June 30, |
||||||||
|
correlating to total volume-related product revenue |
|
2023 |
|
2024 |
|
2023 |
|
2024 |
||||
|
RNG |
|
|
58.6 |
|
|
57.1 |
|
|
112.0 |
|
|
115.1 |
|
Conventional natural gas |
|
|
14.1 |
|
|
13.3 |
|
|
29.5 |
|
|
30.3 |
|
Total fuel volume |
|
|
72.7 |
|
|
70.4 |
|
|
141.5 |
|
|
145.4 |
|
|
|
Three Months Ended |
|
Six Months Ended |
||||||||
|
O&M services volume, GGEs(1) serviced (in millions), |
|
June 30, |
|
June 30, |
||||||||
|
correlating to volume-related O&M services revenue |
|
2023 |
|
2024 |
|
2023 |
|
2024 |
||||
|
O&M services volume |
|
|
65.9 |
|
|
67.9 |
|
|
125.5 |
|
|
133.3 |
| ______________________ | ||||||||||||||
| (1) |
The Company calculates one gasoline gallon equivalent (“GGE”) to equal 125,000 British Thermal Units (“BTUs”), and, as such, one million BTUs (“MMBTU”) equal eight GGEs. |
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Sources of Revenue
The following table shows the Company’s sources of revenue for the three and six months ended June 30, 2023 and 2024:
|
|
|
Three Months Ended |
|
Six Months Ended |
||||||||
|
|
|
June 30, |
|
June 30, |
||||||||
|
Revenue (in millions) |
|
2023 |
|
2024 |
|
2023 |
|
2024 |
||||
|
Product revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume-related (1) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Fuel sales(2) (4) |
|
$ |
53.3 |
|
$ |
57.4 |
|
$ |
160.2 |
|
$ |
125.6 |
|
Change in fair value of derivative instruments(3) |
|
|
3.6 |
|
|
0.1 |
|
|
1.1 |
|
|
1.7 |
|
RIN Credits |
|
|
5.4 |
|
|
9.5 |
|
|
9.9 |
|
|
18.3 |
|
LCFS Credits |
|
|
2.4 |
|
|
4.4 |
|
|
4.7 |
|
|
4.2 |
|
AFTC |
|
|
5.1 |
|
|
6.0 |
|
|
9.6 |
|
|
11.4 |
|
Total volume-related product revenue |
|
|
69.8 |
|
|
77.4 |
|
|
185.5 |
|
|
161.2 |
|
Station construction sales |
|
|
5.8 |
|
|
5.6 |
|
|
9.9 |
|
|
11.2 |
|
Total product revenue |
|
|
75.6 |
|
|
83.0 |
|
|
195.4 |
|
|
172.4 |
|
Service revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Volume-related, O&M services |
|
|
13.9 |
|
|
14.5 |
|
|
25.9 |
|
|
28.2 |
|
Other services |
|
|
1.0 |
|
|
0.5 |
|
|
1.4 |
|
|
1.1 |
|
Total service revenue |
|
|
14.9 |
|
|
15.0 |
|
|
27.3 |
|
|
29.3 |
|
Total revenue |
|
$ |
90.5 |
|
$ |
98.0 |
|
$ |
222.7 |
|
$ |
201.7 |
| ____________________ | ||
| (1) |
The Company’s volume-related product revenue primarily consists of sales of RNG and conventional natural gas, in the form of CNG and LNG, and sales of RINs and LCFS Credits in addition to changes in fair value of our derivative instruments. |
|
| (2) |
Includes $13.9 million and $27.7 million of Amazon warrant non-cash stock-based sales incentive contra-revenue charges for the three and six months ended June 30, 2023, respectively. Includes $14.1 million and $27.0 million of Amazon warrant non-cash stock-based sales incentive contra-revenue charges for the three and six months ended June 30, 2024, respectively. |
|
| (3) |
The change in fair value of unsettled derivative instruments is related to the Company’s commodity swap and customer fueling contracts. The amounts are classified as revenue because the Company’s commodity swap contracts are used to economically offset the risk associated with the diesel-to-natural gas price spread resulting from customer fueling contracts under the Company’s truck financing program. |
|
| (4) |
Includes net settlement of the Company’s commodity swap derivative instruments. For the three and six months ended June 30, 2023, net settlement payments recognized in fuel revenue were $1.4 million and $1.0 million, respectively. For the three and six months ended June 30, 2024, net settlement payments recognized in fuel revenue were $0.9 million and $2.4 million, respectively. |
|
2024 Outlook
Our GAAP net loss for 2024 is expected to range from approximately $(91) million to $(81) million, assuming no unrealized gains or losses on commodity swap and customer contracts relating to the Company’s truck financing program and including Amazon warrant charges estimated to be approximately $63 million. Changes in diesel and natural gas market conditions resulting in unrealized gains or losses on the Company’s commodity swap and customer fueling contracts relating to the Company’s truck financing program, and significant variations in the vesting of the Amazon warrant could significantly affect the Company’s estimated GAAP net loss for 2024. Adjusted EBITDA for 2024 is estimated to range from approximately $62 million to $72 million. These expectations exclude the impact of any acquisitions, divestitures, new joint ventures, transactions and other extraordinary events; any lingering negative effects associated directly or indirectly with the COVID-19 pandemic; and macroeconomic conditions and global supply chain issues. Additionally, the expectations regarding 2024 Adjusted EBITDA assumes the calculation of this non-GAAP financial measure in the same manner as described above and adding back the estimated Amazon warrant charges described above and without adjustments for any other items that may arise during 2024 that management deems appropriate to exclude. These expectations are forward-looking statements and are qualified by the statement under “Safe Harbor Statement” below.
|
(in thousands) |
|
2024 Outlook |
|
|
GAAP Net loss attributable to Clean Energy Fuels Corp. |
|
$ |
(91,000) – (81,000) |
|
Income tax expense (benefit) |
|
|
700 |
|
Interest expense |
|
|
31,200 |
|
Interest income |
|
|
(13,000) |
|
Depreciation and amortization |
|
|
47,500 |
|
Stock-based compensation |
|
|
11,000 |
|
Loss (income) from SAFE&CEC S.r.l. and Rimere equity method investments |
|
|
10,000 |
|
Loss (gain) from change in fair value of derivative instruments |
|
|
— |
|
Amazon warrant charges |
|
|
63,000 |
|
Depreciation and amortization from RNG equity method investments |
|
|
4,000 |
|
Interest expense from RNG equity method investments |
|
|
600 |
|
Interest income from RNG equity method investments |
|
|
(2,000) |
|
Adjusted EBITDA |
|
$ |
62,000 – 72,000 |
The tables below present a further breakdown of the above consolidated Adjusted EBITDA:
|
(in thousands) |
|
2024 Outlook |
|
|
GAAP Net loss attributable to fuel distribution |
|
$ |
(74,300) – (68,300) |
|
Income tax expense (benefit) |
|
|
700 |
|
Interest expense |
|
|
31,200 |
|
Interest income |
|
|
(13,000) |
|
Depreciation and amortization |
|
|
47,500 |
|
Stock-based compensation |
|
|
11,000 |
|
Loss (income) from SAFE&CEC S.r.l. and Rimere equity method investments |
|
|
10,000 |
|
Loss (gain) from change in fair value of derivative instruments |
|
|
— |
|
Amazon warrant charges |
|
|
63,000 |
|
Adjusted EBITDA attributable to fuel distribution |
|
$ |
76,100 – 82,100 |
|
|
|
|
|
|
(in thousands) |
|
2024 Outlook |
|
|
Net loss from RNG equity method investments attributable to Clean Energy Fuels Corp. |
|
$ |
(16,700) – (12,700) |
|
Depreciation and amortization from RNG equity method investments |
|
|
4,000 |
|
Interest expense from RNG equity method investments |
|
|
600 |
|
Interest income from RNG equity method investments |
|
|
(2,000) |
|
Adjusted EBITDA of RNG equity method investments attributable to Clean Energy Fuels Corp. |
|
$ |
(14,100) – (10,100) |
Today’s Conference Call
The Company will host an investor conference call today at 4:30 p.m. Eastern time (1:30 p.m. Pacific). Investors interested in participating in the live call can dial 1.844.826.3035 from the U.S. and international callers can dial 1.412.317.5195. A telephone replay will be available approximately three hours after the call concludes through Saturday, September 7, 2024, by dialing 1.844.512.2921 from the U.S., or 1.412.317.6671 from international locations, and entering Replay Pin Number 10190553. There also will be a simultaneous, live webcast available on the Investor Relations section of the Company’s web site at www.cleanenergyfuels.com, which will be available for replay for 30 days.
About Clean Energy Fuels Corp.
Clean Energy Fuels Corp. is the country’s largest provider of the cleanest fuel for the transportation market. Our mission is to decarbonize transportation through the development and delivery of renewable natural gas (“RNG”), a sustainable fuel derived from organic waste. Clean Energy allows thousands of vehicles, from airport shuttles to city buses to waste and heavy-duty trucks, to reduce their amount of climate-harming greenhouse gas. We operate a vast network of fueling stations across the U.S. and Canada. Visit www.cleanenergyfuels.com and follow @ce_renewables on X (formerly known as Twitter).
Non-GAAP Financial Measures
To supplement the Company’s unaudited consolidated financial statements presented in accordance with GAAP, the Company uses non-GAAP financial measures that it calls non-GAAP income (loss) per share (“non-GAAP income (loss) per share”) and adjusted EBITDA (“Adjusted EBITDA”). Management presents non-GAAP income (loss) per share and Adjusted EBITDA because it believes these measures provide meaningful supplemental information about the Company’s performance for the following reasons: (1) they allow for greater transparency with respect to key metrics used by management to assess the Company’s operating performance and make financial and operational decisions; (2) they exclude the effect of items that management believes are not directly attributable to the Company’s core operating performance and may obscure trends in the business; and (3) they are used by institutional investors and the analyst community to help analyze the Company’s business. In future quarters, the Company may adjust for other expenditures, charges or gains to present non-GAAP financial measures that the Company’s management believes are indicative of the Company’s core operating performance.
Non-GAAP financial measures are limited as an analytical tool and should not be considered in isolation from, or as a substitute for, the Company’s GAAP results. The Company expects to continue reporting non-GAAP financial measures, adjusting for the items described below (and/or other items that may arise in the future as the Company’s management deems appropriate), and the Company expects to continue to incur expenses, charges or gains like the non-GAAP adjustments described below. Accordingly, unless expressly stated otherwise, the exclusion of these and other similar items in the presentation of non-GAAP financial measures should not be construed as an inference that these costs are unusual, infrequent, or non-recurring. Non-GAAP income (loss) per share and Adjusted EBITDA are not recognized terms under GAAP and do not purport to be an alternative to GAAP income (loss), GAAP income (loss) per share or any other GAAP measure as an indicator of operating performance. Moreover, because not all companies use identical measures and calculations, the Company’s presentation of non-GAAP income (loss) per share and Adjusted EBITDA may not be comparable to other similarly titled measures used by other companies.
Non-GAAP Income (Loss) Per Share
Non-GAAP income (loss) per share, which the Company presents as a non-GAAP measure of its performance, is defined as net income (loss) attributable to Clean Energy Fuels Corp., plus Amazon warrant charges, plus stock-based compensation expense, plus (minus) loss (income) from Rimere equity method investment, plus (minus) loss (income) from the SAFE&CEC S.r.l. equity method investment, plus (minus) any loss (gain) from changes in the fair value of derivative instruments, and minus amortization of investment tax credit from RNG equity method investments, the total of which is divided by the Company’s weighted-average common shares outstanding on a diluted basis. The Company’s management believes excluding non-cash expenses related to the Amazon warrant charges provides useful information to investors regarding the Company’s performance because the Amazon warrant charges are measured based upon a fair value determined using a variety of assumptions and estimates, and the Amazon warrant charges do not affect the Company’s operating cash flows related to the delivery and sale of vehicle fuel to its customer. The Company’s management believes excluding non-cash expenses related to stock-based compensation provides useful information to investors regarding the Company’s performance because of the varying available valuation methodologies, the volatility of the expense (which depends on market forces outside of management’s control), the subjectivity of the assumptions and the variety of award types that a company can use, which may obscure trends in a company’s core operating performance. In addition, the Company’s management believes excluding the results from the Rimere equity method investment is useful to investors because Rimere is an investment belonging to the non-core operations of the Company, and its results are not indicative of the Company’s ongoing operations. Similarly, the Company’s management believes excluding the non-cash results from the SAFE&CEC S.r.l. equity method investment is useful to investors because these charges are not part of or representative of the core operations of the Company.
Contacts
Media Contact:
Gary Foster
(949) 437-1113
Gary.Foster@cleanenergyfuels.com
Investor Contact:
Thomas Driscoll
(949) 437-1191
