EX-99.1 2 cece-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

 

img212404897_0.jpg  

 

 

 

CECO Environmental Reports Fourth Quarter and Full Year 2021 Results;

Delivered Continued Quarterly Bookings Growth and Sequential Increases in Revenue and Margins

DALLAS (March 14, 2022) -- CECO Environmental Corp. (Nasdaq: CECE), a leading environmentally focused, diversified industrial company whose solutions protect people, the environment, and industrial equipment, today reported its financial results for the fourth quarter and full year results of 2021.

Highlights of the Fourth Quarter 2021*

Revenue of $93.6 million, compared with $82.9 million
Gross profit of $28.5 million (30.5% margin), compared with $26.2 million (31.6% margin)
Operating income of $5.3 million, compared with $3.7 million
Non-GAAP operating income of $7.7 million, compared with $8.8 million
Net income of $1.2 million, compared with $1.8 million
Non-GAAP net income of $3.4 million, compared with $5.6 million
Adjusted EBITDA of $9.1 million, compared with $9.9 million
Bookings of $90.6 million, compared with $77.2 million
Backlog of $213.9 million, compared with $183.1 million
Net income per diluted share of $0.03, compared with $0.05
Non-GAAP earnings per diluted share of $0.10, compared with $0.16
Bank Debt of $65.5 million, compared with $74.0 million
Repurchased approximately 177,000 shares of common stock at cost of $1.3 million

 

Highlights of Full Year 2021*

Revenue of $324.1 million, compared with $316.0 million
Gross profit of $100.9 million (31.1% margin), compared with $105.1 million (33.3% margin)
Operating income of $9.9 million, compared with operating income of $13.3 million
Non-GAAP operating income of $19.1 million, compared with $28.2 million
Net income of $1.4 million, compared with $8.2 million
Non-GAAP net income of $9.8 million, compared with $19.5 million
Adjusted EBITDA of $25.0 million, compared with $32.8 million
Bookings of $360.8 million, compared with $279.6 million
Net income per diluted share of $0.04, compared with $0.23
Non-GAAP earnings per diluted share of $0.28, compared with $0.55
Repurchased approximately 699,000 shares of common stock at cost of $5.0 million

 

*All comparisons are versus the comparable prior year period, unless otherwise stated

 

“Our continued orders growth in the fourth quarter capped a year in which we grew overall bookings 29 percent and put CECO in position for solid growth in 2022,” said Todd Gleason, Chief Executive Officer. “As we expected, CECO delivered sequential growth in revenue and margins in the fourth quarter, despite unprecedented inflation, labor and material shortages. We also completed the purchase of all of the shares authorized by our previously announced share repurchase program and continued to reduce net debt levels.”

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Exhibit 99.1

 

 

Mr. Gleason concluded, “We expect to continue to reshape our portfolio to expand our leadership positions in industrial air, industrial water and to support the energy transition. Already in 2022, we completed the acquisition of GRC which grows our short-cycle industrial sales and expands our presence in the water infrastructure and flow management markets. We expect to deliver solid organic sales growth and double-digit EBITDA growth in 2022, which will be enhanced by strategic, accretive acquisitions."

 

 

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Exhibit 99.1

 

 

CONFERENCE CALL

 

A conference call is scheduled for today at 8:30 a.m. ET to discuss the fourth quarter and full year 2021 financial results. The conference call may be accessed via webcast by going to the Company's website at http://www.cecoenviro.com/events-calendar or by dialing (888) 346-4547 (Toll-Free) within the U.S., (855) 669-9657 (Toll-Free) within Canada or Toll/International +1(412) 317-5251.

 

A replay of the conference call will be available on the Company's website at http://www.cecoenviro.com for seven days. The replay may be accessed by dialing (877) 344-7529 (Toll-Free) within the U.S., (855) 669-9658 (Toll-Free) within Canada, or Toll/International +1 (412) 317-0088 and entering access code 2120412.

 

 

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Exhibit 99.1

 

ABOUT CECO ENVIRONMENTAL

 

CECO Environmental is a global leader in industrial air quality and water treatment, serving a diversified set of niche markets through an attractive asset-light business model. Providing innovative technology and application expertise, CECO helps companies grow their business with safe, clean, and more efficient solutions that help protect our shared environment. In regions around the world, CECO works to improve air quality, optimize the energy value chain, and provide custom engineered systems for applications including power generation, petrochemical processing, general industrial, refining, midstream oil & gas, electric vehicle production, poly silicon fabrication, battery recycling, and wastewater treatment along with a wide range of other applications. CECO is listed on Nasdaq under the ticker symbol "CECE". For more information, please visit www.cecoenviro.com.

 

Contact:

 

Matthew Eckl, Chief Financial Officer

(888) 990-6670

investor.relations@onececo.com

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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Exhibit 99.1

 

 

CECO ENVIRONMENTAL CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

 

 

 

 

 

 

(dollars in thousands, except per share data)

 

December 31, 2021

 

 

December 31, 2020

 

ASSETS

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

29,902

 

 

$

35,992

 

Restricted cash

 

 

2,093

 

 

 

1,819

 

Accounts receivable, net

 

 

74,991

 

 

 

63,046

 

Costs and estimated earnings in excess of billings on uncompleted contracts

 

 

51,429

 

 

 

45,498

 

Inventories, net

 

 

17,052

 

 

 

17,343

 

Prepaid expenses and other current assets

 

 

10,760

 

 

 

11,530

 

Prepaid income taxes

 

 

2,784

 

 

 

7,790

 

Assets held for sale

 

 

 

 

467

 

Total current assets

 

 

189,011

 

 

 

183,485

 

Property, plant and equipment, net

 

 

15,948

 

 

 

16,228

 

Right-of-use assets from operating leases

 

 

10,893

 

 

 

11,376

 

Goodwill

 

 

161,183

 

 

 

161,820

 

Intangible assets – finite life, net

 

 

25,841

 

 

 

29,637

 

Intangible assets – indefinite life

 

 

9,629

 

 

 

12,937

 

Deferred income taxes

 

 

505

 

 

 

 

Deferred charges and other assets

 

 

3,187

 

 

 

3,831

 

Total assets

 

$

416,197

 

 

$

419,314

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Current portion of debt

 

$

2,203

 

 

$

3,125

 

Accounts payable and accrued expenses

 

 

84,081

 

 

 

84,997

 

Billings in excess of costs and estimated earnings on uncompleted contracts

 

 

28,908

 

 

 

20,691

 

Income taxes payable

 

 

1,493

 

 

 

543

 

Total current liabilities

 

 

116,685

 

 

 

109,356

 

Other liabilities

 

 

14,826

 

 

 

20,576

 

Debt, less current portion

 

 

61,577

 

 

 

69,491

 

Deferred income tax liability, net

 

 

8,390

 

 

 

6,970

 

Operating lease liabilities

 

 

8,762

 

 

 

9,310

 

Total liabilities

 

 

210,240

 

 

 

215,703

 

Commitments and contingencies

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

Preferred stock, $.01 par value; 10,000 shares authorized, none issued

 

 

 

 

Common stock, $.01 par value; 100,000,000 shares authorized, 35,028,197 and
35,504,757 shares issued and outstanding at December 31, 2021 and
December 31, 2020, respectively

 

 

350

 

 

 

355

 

Capital in excess of par value

 

 

252,989

 

 

 

255,296

 

Accumulated loss

 

 

(36,715

)

 

 

(38,141

)

Accumulated other comprehensive loss

 

 

(12,070

)

 

 

(14,496

)

 

 

 

204,554

 

 

 

203,014

 

Less treasury stock, at cost, zero and 137,920 shares at December 31, 2021
and December 31, 2020, respectively

 

 

 

 

 

(356

)

Total CECO shareholders' equity

 

 

204,554

 

 

 

202,658

 

Non-controlling interest

 

 

1,403

 

 

 

953

 

Total shareholders' equity

 

 

205,957

 

 

 

203,611

 

Total liabilities and shareholders' equity

 

$

416,197

 

 

$

419,314

 

 

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Exhibit 99.1

 

 

 

 

CECO ENVIRONMENTAL CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

 

 

 

 

Three Months Ended December 31,

 

 

For the Year Ended December 31,

 

(dollars in thousands, except per share data)

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net sales

 

$

93,589

 

 

$

82,930

 

 

$

324,140

 

 

$

316,011

 

Cost of sales

 

 

65,054

 

 

 

56,707

 

 

 

223,218

 

 

 

210,883

 

Gross profit

 

 

28,535

 

 

 

26,223

 

 

 

100,922

 

 

 

105,128

 

Selling and administrative expenses

 

 

20,903

 

 

 

17,561

 

 

 

81,797

 

 

 

76,926

 

Amortization and earnout expenses

 

 

1,940

 

 

 

3,253

 

 

 

7,789

 

 

 

8,799

 

Restructuring expenses (income)

 

 

(23

)

 

 

578

 

 

 

632

 

 

 

2,331

 

Acquisition and integration expenses

 

 

461

 

 

 

287

 

 

 

818

 

 

 

1,354

 

Executive transition expenses

 

 

 

 

 

 

 

 

29

 

 

 

1,522

 

Intangible asset impairment

 

 

 

 

 

850

 

 

 

 

 

 

850

 

Income from operations

 

 

5,254

 

 

 

3,694

 

 

 

9,857

 

 

 

13,346

 

Other income (expense), net

 

 

(1,076

)

 

 

976

 

 

 

(2,231

)

 

 

2,033

 

Interest expense

 

 

(800

)

 

 

(795

)

 

 

(2,952

)

 

 

(3,535

)

Income before income taxes

 

 

3,378

 

 

 

3,875

 

 

 

4,674

 

 

 

11,844

 

Income tax expense

 

 

1,878

 

 

 

2,123

 

 

 

2,691

 

 

 

3,672

 

Net income

 

 

1,500

 

 

 

1,752

 

 

 

1,983

 

 

 

8,172

 

Non-controlling interest

 

 

(298

)

 

 

28

 

 

 

(557

)

 

 

39

 

Net income attributable to CECO Environmental Corp.

 

$

1,202

 

 

$

1,780

 

 

$

1,426

 

 

$

8,211

 

Income per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.03

 

 

$

0.05

 

 

$

0.04

 

 

$

0.23

 

Diluted

 

$

0.03

 

 

$

0.05

 

 

$

0.04

 

 

$

0.23

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

35,399,724

 

 

 

35,366,837

 

 

 

35,345,785

 

 

 

35,289,616

 

Diluted

 

 

35,537,136

 

 

 

35,655,014

 

 

 

35,594,779

 

 

 

35,520,670

 

 

 

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Exhibit 99.1

 

CECO ENVIRONMENTAL CORP. AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP MEASURES

 

 

 

 

 

 

Three Months Ended December 31,

 

 

For the Year Ended December 31,

 

(dollars in millions)

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Operating income as reported in accordance with GAAP

 

$

5.3

 

 

$

3.7

 

 

$

9.9

 

 

$

13.3

 

Operating margin in accordance with GAAP

 

 

5.7

%

 

 

4.5

%

 

 

3.1

%

 

 

4.2

%

Amortization and earnout expenses

 

 

1.9

 

 

 

3.3

 

 

 

7.8

 

 

 

8.8

 

Restructuring expenses

 

 

 

 

 

0.6

 

 

 

0.6

 

 

 

2.3

 

Acquisition and integration expenses

 

 

0.5

 

 

 

0.3

 

 

 

0.8

 

 

 

1.4

 

Executive transition expenses

 

 

 

 

 

 

 

 

 

 

 

1.5

 

Intangible asset impairment

 

 

 

 

 

0.9

 

 

 

 

 

 

0.9

 

Non-GAAP operating income

 

$

7.7

 

 

$

8.8

 

 

$

19.1

 

 

$

28.2

 

Non-GAAP operating margin

 

 

8.2

%

 

 

10.6

%

 

 

5.9

%

 

 

8.9

%

 

 

 

 

 

 

Three Months Ended December 31,

 

 

For the Year Ended December 31,

 

(dollars in millions)

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net income as reported in accordance with GAAP

 

$

1.2

 

 

$

1.8

 

 

$

1.4

 

 

$

8.2

 

Amortization and earnout expenses

 

 

1.9

 

 

 

3.3

 

 

 

7.8

 

 

 

8.8

 

Restructuring expenses

 

 

 

 

 

0.6

 

 

 

0.6

 

 

 

2.3

 

Acquisition and integration expenses

 

 

0.5

 

 

 

0.3

 

 

 

0.8

 

 

 

1.4

 

Executive transition expenses

 

 

 

 

 

 

 

 

 

 

 

1.5

 

Intangible asset impairment

 

 

 

 

 

0.9

 

 

 

 

 

 

0.9

 

Foreign currency remeasurement

 

 

0.5

 

 

 

 

 

 

2.0

 

 

 

0.3

 

Tax benefit expense of adjustments

 

 

(0.7

)

 

 

(1.3

)

 

 

(2.8

)

 

 

(3.9

)

Non-GAAP net income

 

$

3.4

 

 

$

5.6

 

 

$

9.8

 

 

$

19.5

 

Depreciation

 

 

0.8

 

 

 

0.6

 

 

 

3.2

 

 

 

2.5

 

Non-cash stock compensation

 

 

0.9

 

 

 

0.5

 

 

 

3.3

 

 

 

2.0

 

Other (income) expense

 

 

0.6

 

 

 

(1.0

)

 

 

0.2

 

 

 

(2.3

)

Interest expense

 

 

0.8

 

 

 

0.8

 

 

 

3.0

 

 

 

3.5

 

Income tax expense

 

 

2.6

 

 

 

3.4

 

 

 

5.5

 

 

 

7.6

 

Adjusted EBITDA

 

$

9.1

 

 

$

9.9

 

 

$

25.0

 

 

$

32.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.03

 

 

$

0.05

 

 

$

0.04

 

 

$

0.23

 

Diluted

 

$

0.03

 

 

$

0.05

 

 

$

0.04

 

 

$

0.23

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP net income per share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.10

 

 

$

0.16

 

 

$

0.28

 

 

$

0.55

 

Diluted

 

$

0.10

 

 

$

0.16

 

 

$

0.28

 

 

$

0.55

 

 

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Exhibit 99.1

 

NOTE REGARDING NON-GAAP FINANCIAL MEASURES

 

CECO is providing certain non-GAAP historical financial measures as presented above as the Company believes that these figures are helpful in allowing individuals to better assess the ongoing nature of CECO’s core operations. A "non-GAAP financial measure" is a numerical measure of a company's historical financial performance that excludes amounts that are included in the most directly comparable measure calculated and presented in accordance with GAAP.

 

Non-GAAP operating income, non-GAAP net income, non-GAAP operating margin, non-GAAP earnings per diluted share and adjusted EBITDA, as we present them in the financial data included in this press release, have been adjusted to exclude the effects of amortization expenses for acquisition related intangible assets, contingent retention and earnout expenses, restructuring expenses primarily relating to severance and legal expenses, acquisition and integration expenses which include retention, legal, accounting, banking, and other expenses, executive transition expenses, foreign currency remeasurement and other nonrecurring or infrequent items and the associated tax benefit of these items. Management believes that these items are not necessarily indicative of the Company’s ongoing operations and their exclusion provides individuals with additional information to compare the Company's results over multiple periods. Management utilizes this information to evaluate its ongoing financial performance. Our financial statements may continue to be affected by items similar to those excluded in the non-GAAP adjustments described above, and exclusion of these items from our non-GAAP financial measures should not be construed as an inference that all such costs are unusual or infrequent.

 

Non-GAAP operating income, non-GAAP net income, non-GAAP operating margin, non-GAAP earnings per basic and diluted share and adjusted EBITDA are not calculated in accordance with GAAP, and should be considered supplemental to, and not as a substitute for, or superior to, financial measures calculated in accordance with GAAP. Non-GAAP financial measures have limitations in that they do not reflect all of the costs associated with the operations of our business as determined in accordance with GAAP. As a result, you should not consider these measures in isolation or as a substitute for analysis of CECO’s results as reported under GAAP. Additionally, CECO cautions investors that non-GAAP financial measures used by the Company may not be comparable to similarly titled measures of other companies.

 

In accordance with the requirements of Regulation G issued by the Securities and Exchange Commission, non-GAAP operating income, non-GAAP net income, non-GAAP operating margin, non-GAAP earnings per basic and diluted share and adjusted EBITDA stated in the tables above are reconciled to the most directly comparable GAAP financial measures.

 

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Exhibit 99.1

 

 

SAFE HARBOR

Any statements contained in this Press Release, other than statements of historical fact, including statements about management’s beliefs and expectations, are forward-looking statements and should be evaluated as such. These statements are made on the basis of management’s views and assumptions regarding future events and business performance. We use words such as “believe,” “expect,” “anticipate,” “intends,” “estimate,” “forecast,” “project,” “will,” “plan,” “should” and similar expressions to identify forward-looking statements. Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from any future results, performance or achievements expressed or implied by such statements. Potential risks and uncertainties, among others, that could cause actual results to differ materially are discussed under “Part I – Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and include, but are not limited to: the sensitivity of our business to economic and financial market conditions generally and economic conditions in CECO’s service areas; dependence on fixed price contracts and the risks associated therewith, including actual costs exceeding estimates and method of accounting for revenue; the effect of growth on CECO’s infrastructure, resources, and existing sales; the ability to expand operations in both new and existing markets; the potential for contract delay or cancellation as a result of on-going or worsening supply chain challenges; liabilities arising from faulty services or products that could result in significant professional or product liability, warranty, or other claims; changes in or developments with respect to any litigation or investigation; failure to meet timely completion or performance standards that could result in higher cost and reduced profits or, in some cases, losses on projects; the potential for fluctuations in prices for manufactured components and raw materials, including as a result of tariffs and surcharges; the substantial amount of debt incurred in connection with our strategic transactions and our ability to repay or refinance it or incur additional debt in the future; the impact of federal, state or local government regulations; our ability to repurchase shares of our common stock and the amounts and timing of repurchases, if any; economic and political conditions generally; our ability to successfully realize the expected benefits of our restructuring program; our ability to successfully integrate acquired businesses and realize the synergies from strategic transactions; and unpredictability and severity of catastrophic events, including cyber security threats, acts of terrorism or outbreak of war or hostilities or public health crises, such as uncertainties regarding the extent and duration of impacts of matters associated with the novel coronavirus (“COVID-19”), as well as management’s response to any of the aforementioned factors. Many of these risks are beyond management’s ability to control or predict. Should one or more of these risks or uncertainties materialize, or should the assumptions prove incorrect, actual results may vary in material aspects from those currently anticipated. Investors are cautioned not to place undue reliance on such forward-looking statements as they speak only to our views as of the date the statement is made. Furthermore, forward-looking statements speak only as of the date they are made. Except as required under the federal securities laws or the rules and regulations of the Securities and Exchange Commission, we undertake no obligation to update or review any forward-looking statements, whether as a result of new information, future events or otherwise.

 

 

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