HOUSTON–(BUSINESS WIRE)–Flowco Holdings Inc. (NYSE: FLOC) (āFlowcoā or the āCompanyā), a provider of production optimization, artificial lift and methane abatement solutions for the oil and natural gas industry, today announced financial results for the fourth quarter and full year ended December 31, 2024.
The financial results for 2024 and 2023 represent periods (i) during which Flowcoās operating subsidiary, Flowco MergeCo LLC (āFlowco LLCā), was a privately-owned limited liability company and (ii) prior to Flowcoās initial public offering in January 2025. Historical financial information for the year ended 2024 reflects information for Flowco LLC, and historical financial information presented prior to June 20, 2024 reflects only the historical financial information of Estis Compression LLC (āEstisā) as the accounting predecessor prior to the business combination of Estis, Flowco Production Solutions, L.L.C. (āFPSā) and Flogistix, LP (āFlogistixā) and parent entities formed in connection with such business combination (the ā2024 Business Combinationā). For pro forma financial information for the nine-month period ended September 30, 2024, refer to page 25 of the Companyās final Prospectus dated January 15, 2025 filed with the U.S. Securities and Exchange Commission (āSECā) on January 16, 2025 (the āFinal Prospectusā).
Key Company Highlights
- On January 15, 2025, Flowco consummated an initial public offering of 20.47 million shares (including exercise in full of underwriters’ option of 2.67 million shares)
- During January 2025, Flowco utilized IPO net proceeds of $461.8 million primarily to pay down borrowings on our revolving credit facility (āRevolving Credit Facilityā)
- Invested materially in surface equipment and vapor recovery rental fleet, increasing active systems based on growing customer demand
- Demonstrated continued innovation including deployment of first electric multi-well high pressure gas lift (“HPGL”) unit (the āeGrizzlyā) and grew sales of recently commercialized SurgeFlow plunger lift lubricator and the VRX modular vapor recovery unit
Key Financial Highlights
- Pro forma revenues of $733.3 million in 2024, up 10% compared to $665.3 million in 20231
- Fourth quarter 2024 revenue of $186.0 million, generating net income of $22.3 million and Adjusted Net Income2 of $28.8 million
- Fourth quarter 2024 Adjusted EBITDA2 of $73.8 million
- Fourth quarter 2024 Adjusted EBITDA Margin2 of 39.7%
Financial Summary
Ā |
Ā |
Three Months Ended |
Ā |
Ā |
Year Ended December 31, |
Ā |
||||||||||||||
Ā |
Ā |
December 31, |
Ā |
Ā |
September 30, |
Ā |
Ā |
December 31, |
Ā |
Ā |
2024 |
Ā |
Ā |
2023 |
Ā |
|||||
Ā |
Ā |
(in thousands) |
Ā |
|||||||||||||||||
Revenues |
Ā |
$ |
185,993 |
Ā |
Ā |
$ |
189,365 |
Ā |
Ā |
$ |
75,462 |
Ā |
Ā |
$ |
535,278 |
Ā |
Ā |
$ |
243,323 |
Ā |
Net income |
Ā |
Ā |
22,336 |
Ā |
Ā |
Ā |
20,646 |
Ā |
Ā |
Ā |
18,061 |
Ā |
Ā |
Ā |
80,249 |
Ā |
Ā |
Ā |
58,089 |
Ā |
Adjusted Net Income (2) |
Ā |
Ā |
28,779 |
Ā |
Ā |
Ā |
31,179 |
Ā |
Ā |
Ā |
18,484 |
Ā |
Ā |
Ā |
99,283 |
Ā |
Ā |
Ā |
59,344 |
Ā |
Adjusted EBITDA (2) |
Ā |
Ā |
73,779 |
Ā |
Ā |
Ā |
74,036 |
Ā |
Ā |
Ā |
34,513 |
Ā |
Ā |
Ā |
223,661 |
Ā |
Ā |
Ā |
122,501 |
Ā |
Adjusted EBITDA Margin (2) |
Ā |
Ā |
39.7 |
% |
Ā |
Ā |
39.1 |
% |
Ā |
Ā |
45.7 |
% |
Ā |
Ā |
41.8 |
% |
Ā |
Ā |
50.3 |
% |
(1) |
Pro forma 2024 revenue has been derived from the application of pro forma adjustments to the historical consolidated financial statements of Flowco LLC, as the predecessor of Flowco, and the historical consolidated financial statements of Estis, FPS and Flogistix, as predecessor or significant acquirees. |
|
(2) |
Adjusted Net Income, Adjusted EBITDA, and Adjusted EBITDA Margin are non-GAAP financial measures. See definitions of these measures and the reconciliation of GAAP to non-GAAP financial measures outlined in the reconciliation tables accompanying this press release. |
Pro Forma Financial Summary
Ā |
Ā |
Year Ended December 31, |
|||||
Ā |
Ā |
2024 |
Ā |
Ā |
2023 |
||
Ā |
Ā |
(in thousands) |
|||||
Net revenues (1) |
Ā |
$ |
733,259 |
Ā |
Ā |
$ |
665,311 |
(1) |
Pro forma 2024 revenue has been derived from the application of pro forma adjustments to the historical consolidated financial statements of Flowco LLC, as the predecessor of Flowco, and the historical consolidated financial statements of Estis, FPS and Flogistix, as predecessor or significant acquirees. |
Joe Bob Edwards, President and CEO, commented, āToday is the beginning of an exciting new chapter for Flowco as we report our first earnings as a publicly traded company following our successful IPO in January. Thanks to the hard work and persistent efforts of the team that has built this business over the last decade, we feel we are well positioned to continue executing on our growth strategy while delivering industry-leading returns.
2024 was a transformational year for Flowco. Our year-over-year revenue and EBITDA growth underscores our ability to grow in an industry where our customers are continuously focused on production and capital efficiency. Our top quartile EBITDA margins illustrate the differentiation of our products, equipment, and technology, which enable our customers to produce oil and natural gas more efficiently while reducing downtime. We are also differentiated by our vertically integrated manufacturing operations and a supply chain that is located solely in the United States, providing a competitive advantage amidst an uncertain geopolitical environment.
In 2025, we plan to continue investing in our business while maintaining capital discipline and our focus on providing attractive returns on capital employed. With our strategic focus on production optimization, we are levered to resilient cash flows driven by our customersā non-discretionary, production-oriented expenditures. Based on identified customer demand and a stable U.S. production outlook, we expect continued growth in 2025 as we deliver high-value outcomes to our growing customer base.ā
Segment Information
We report our results in two segments, Production Solutions and Natural Gas Technologies. Production Solutions includes the rental, sale and service associated with high pressure gas lift, conventional gas lift and plunger lift, including a range of digital solutions and other production related technologies. Natural Gas Technologies includes the design, manufacture, rental and sale of vapor recovery and natural gas systems. Corporate costs not directly related to either segment are categorized separately.
Segment Financial Information
Ā |
Ā |
Three Months Ended |
Ā |
Ā |
Year Ended December 31, |
Ā |
||||||||||||||
Ā |
Ā |
December 31, |
Ā |
Ā |
September 30, |
Ā |
Ā |
December 31, |
Ā |
Ā |
2024 |
Ā |
Ā |
2023 |
Ā |
|||||
Ā |
Ā |
(in thousands) |
Ā |
|||||||||||||||||
Production Solutions |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Revenues |
Ā |
$ |
113,330 |
Ā |
Ā |
$ |
111,686 |
Ā |
Ā |
$ |
44,896 |
Ā |
Ā |
$ |
327,805 |
Ā |
Ā |
$ |
168,801 |
Ā |
Adjusted Segment EBITDA (1) |
Ā |
Ā |
49,929 |
Ā |
Ā |
Ā |
47,441 |
Ā |
Ā |
Ā |
30,785 |
Ā |
Ā |
Ā |
161,354 |
Ā |
Ā |
Ā |
114,005 |
Ā |
Adjusted Segment EBITDA Margin (1) |
Ā |
Ā |
44.1 |
% |
Ā |
Ā |
42.5 |
% |
Ā |
Ā |
68.6 |
% |
Ā |
Ā |
49.2 |
% |
Ā |
Ā |
67.5 |
% |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Natural Gas Technologies |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Revenues |
Ā |
$ |
72,663 |
Ā |
Ā |
$ |
77,679 |
Ā |
Ā |
$ |
30,566 |
Ā |
Ā |
$ |
207,473 |
Ā |
Ā |
$ |
74,522 |
Ā |
Adjusted Segment EBITDA (1) |
Ā |
Ā |
27,802 |
Ā |
Ā |
Ā |
26,595 |
Ā |
Ā |
Ā |
3,728 |
Ā |
Ā |
Ā |
66,259 |
Ā |
Ā |
Ā |
8,496 |
Ā |
Adjusted Segment EBITDA Margin (1) |
Ā |
Ā |
38.3 |
% |
Ā |
Ā |
34.2 |
% |
Ā |
Ā |
12.2 |
% |
Ā |
Ā |
31.9 |
% |
Ā |
Ā |
11.4 |
% |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Corporate |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Revenues |
Ā |
$ |
ā |
Ā |
Ā |
$ |
ā |
Ā |
Ā |
$ |
ā |
Ā |
Ā |
$ |
ā |
Ā |
Ā |
$ |
ā |
Ā |
Adjusted Segment EBITDA (1) |
Ā |
Ā |
(3,952 |
) |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
(3,952 |
) |
Ā |
Ā |
ā |
Ā |
Adjusted Segment EBITDA Margin (1) |
Ā |
nm |
Ā |
Ā |
nm |
Ā |
Ā |
nm |
Ā |
Ā |
nm |
Ā |
Ā |
nm |
Ā |
|||||
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Total |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Revenues |
Ā |
$ |
185,993 |
Ā |
Ā |
$ |
189,365 |
Ā |
Ā |
$ |
75,462 |
Ā |
Ā |
$ |
535,278 |
Ā |
Ā |
$ |
243,323 |
Ā |
Adjusted EBITDA (1) |
Ā |
Ā |
73,779 |
Ā |
Ā |
Ā |
74,036 |
Ā |
Ā |
Ā |
34,513 |
Ā |
Ā |
Ā |
223,661 |
Ā |
Ā |
Ā |
122,501 |
Ā |
Adjusted EBITDA Margin (1) |
Ā |
Ā |
39.7 |
% |
Ā |
Ā |
39.1 |
% |
Ā |
Ā |
45.7 |
% |
Ā |
Ā |
41.8 |
% |
Ā |
Ā |
50.3 |
% |
(1) |
Adjusted Segment EBITDA and Adjusted Segment EBITDA Margin are non-GAAP financial measures. See definitions of these measures and the reconciliation of GAAP to non-GAAP financial measures outlined in the reconciliation tables accompanying this release. |
Production Solutions
Fourth quarter 2024 revenue for the Production Solutions segment increased 1.5% from the third quarter of 2024, with Adjusted Segment EBITDA increasing 5.2% quarter over quarter for the same periods. The increases resulted from higher operating leverage combined with a slight shift in revenue mix between surface equipment and downhole solutions.
Natural Gas Technologies
Fourth quarter 2024 revenue for the Natural Gas Technologies segment decreased 6.5% from the third quarter of 2024 as anticipated, primarily due to the completion of a large customer project within the natural gas systems business unit in the first half of the quarter. Adjusted Segment EBITDA increased 4.5% quarter over quarter for the same periods, with Adjusted Segment EBITDA Margins up 400 basis points due to the strong performance of vapor recovery, offsetting the impact of the decline in revenues from natural gas systems.
Corporate
Corporate Adjusted Segment EBITDA for the quarter ended December 31, 2024 was $3.9 million, and there was no corporate Adjusted Segment EBITDA in the quarter ended September 30, 2024. The decrease in corporate Adjusted Segment EBITDA was primarily associated with the establishment of our public, corporate function in anticipation of our initial public offering.
Balance Sheet & Liquidity
As of March 14, 2025, borrowings on the Revolving Credit Facility were $195.7 million. With a borrowing base of $723.5 million, we had availability under the Revolving Credit Facility of $527.7 million.
Dividend Policy
As discussed in the Final Prospectus, we currently intend to pay a dividend from available funds and future earnings on our Class A common stock. As of the date of this press release, the Flowco board of directors has not made any determination regarding our future dividend policy, but expects to consider adopting a policy following the first quarter of 2025. Because we are a holding company, our ability to pay cash dividends on our Class A common stock depends on our receipt of cash distributions from Flowco LLC, and, through Flowco LLC cash distributions and dividends from our other direct and indirect subsidiaries. Our ability to pay dividends may be restricted by the terms of our Revolving Credit Facility and any future credit agreement or any future debt or preferred equity securities of us or our subsidiaries.
Conference Call and Webcast Information
Flowco will host a conference call on Tuesday, March 18, 2025, at 8:00 am. Eastern Time to discuss our fourth quarter and full year 2024 results. The conference call can be accessed live over the phone by dialing 1-877-704-4453 (for the U.S.) or 1-201-389-0920 (for International). A telephonic replay of the conference call will be available two hours after the call and can be accessed by dialing 1-844-512-2921 (for the U.S.) or 1-412-317-6671 (for International). The passcode for the call and replay is 13751953. A live webcast of the conference call will also be available under the Investor Relations section of Flowcoās website at ir.flowco-inc.com.
About Flowco
Flowco is a leading provider of production optimization, artificial lift and methane abatement solutions for the oil and natural gas industry. The companyās products and services include a full range of equipment and technology solutions that enable oil and natural gas producers to efficiently and cost-effectively maximize the profitability and economic lifespan of their assets.
Forward-Looking Statements
The information in this press release includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts contained in this press release may be forward-looking statements. These statements generally relate to future events or our future financial or operating performance, and include, but are not limited to: statements regarding guidance or estimates related to the Companyās results of operations or financial condition; industry trends, customer demand and industry outlook, and effects on Flowcoās operations; Flowcoās strategies and plans, including matters relating to the Company growth, capital expenditures, dividend policies, and leverage profile. When used in this press release, words such as āexpect,ā āproject,ā āestimate,ā ābelieve,ā āanticipate,ā āintend,ā āplan,ā āseek,ā āforecast,ā ātarget,ā āpredict,ā āmay,ā āshould,ā āwould,ā ācould,ā and āwill,ā the negative of these terms and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Forward-looking statements are based on managementās current expectations and assumptions, and are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although Flowco believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements. These risks and uncertainties are described further in the sections titled āRisk Factorsā and āCautionary Note Regarding Forward-Looking Statementsā of the Final Prospectus and in Item 1A under the heading āRisk Factorsā and elsewhere in our annual report on Form 10-K for the year ended December 31, 2024 to be filed with the SEC. Flowco undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release.
Flowco MergeCo LLC |
|||||||||||||||||||||||||
Consolidated Statements of Operations |
|||||||||||||||||||||||||
Ā |
Ā |
Three Months Ended |
Ā |
Ā |
Year Ended December 31, |
||||||||||||||||||||
Ā |
Ā |
December 31, |
Ā |
Ā |
September 30, |
Ā |
Ā |
December 31, |
Ā |
Ā |
2024 |
Ā |
Ā |
2023 |
Ā |
||||||||||
Ā |
Ā |
(in thousands) |
|||||||||||||||||||||||
Revenues |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Rentals |
Ā |
$ |
Ā |
91,705 |
Ā |
Ā |
$ |
Ā |
87,240 |
Ā |
Ā |
$ |
Ā |
44,896 |
Ā |
Ā |
$ |
Ā |
276,687 |
Ā |
Ā |
$ |
Ā |
168,801 |
Ā |
Sales |
Ā |
Ā |
Ā |
94,288 |
Ā |
Ā |
Ā |
Ā |
102,125 |
Ā |
Ā |
Ā |
Ā |
30,566 |
Ā |
Ā |
Ā |
Ā |
258,591 |
Ā |
Ā |
Ā |
Ā |
74,522 |
Ā |
Total revenues |
Ā |
Ā |
Ā |
185,993 |
Ā |
Ā |
Ā |
Ā |
189,365 |
Ā |
Ā |
Ā |
Ā |
75,462 |
Ā |
Ā |
Ā |
Ā |
535,278 |
Ā |
Ā |
Ā |
Ā |
243,323 |
Ā |
Operating expenses |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Cost of rentals (exclusive of depreciation and amortization disclosed separately below) |
Ā |
Ā |
Ā |
25,538 |
Ā |
Ā |
Ā |
Ā |
25,274 |
Ā |
Ā |
Ā |
Ā |
10,797 |
Ā |
Ā |
Ā |
Ā |
74,494 |
Ā |
Ā |
Ā |
Ā |
42,179 |
Ā |
Cost of sales (exclusive of depreciation and amortization disclosed separately below) |
Ā |
Ā |
Ā |
65,857 |
Ā |
Ā |
Ā |
Ā |
75,535 |
Ā |
Ā |
Ā |
Ā |
26,209 |
Ā |
Ā |
Ā |
Ā |
189,930 |
Ā |
Ā |
Ā |
Ā |
62,599 |
Ā |
Selling, general and administrative expenses |
Ā |
Ā |
Ā |
26,249 |
Ā |
Ā |
Ā |
Ā |
25,012 |
Ā |
Ā |
Ā |
Ā |
3,531 |
Ā |
Ā |
Ā |
Ā |
62,453 |
Ā |
Ā |
Ā |
Ā |
15,219 |
Ā |
Depreciation and amortization |
Ā |
Ā |
Ā |
34,360 |
Ā |
Ā |
Ā |
Ā |
30,581 |
Ā |
Ā |
Ā |
Ā |
11,744 |
Ā |
Ā |
Ā |
Ā |
90,862 |
Ā |
Ā |
Ā |
Ā |
43,822 |
Ā |
Loss on sale of equipment |
Ā |
Ā |
Ā |
70 |
Ā |
Ā |
Ā |
Ā |
72 |
Ā |
Ā |
Ā |
Ā |
406 |
Ā |
Ā |
Ā |
Ā |
797 |
Ā |
Ā |
Ā |
Ā |
1,170 |
Ā |
Income from operations |
Ā |
Ā |
Ā |
33,919 |
Ā |
Ā |
Ā |
Ā |
32,891 |
Ā |
Ā |
Ā |
Ā |
22,775 |
Ā |
Ā |
Ā |
Ā |
116,742 |
Ā |
Ā |
Ā |
Ā |
78,334 |
Ā |
Other expenses |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Interest expense |
Ā |
Ā |
Ā |
(10,171 |
) |
Ā |
Ā |
Ā |
(11,861 |
) |
Ā |
Ā |
Ā |
(4,285 |
) |
Ā |
Ā |
Ā |
(32,345 |
) |
Ā |
Ā |
Ā |
(18,956 |
) |
Loss on debt extinguishment |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
(221 |
) |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
(221 |
) |
Ā |
Ā |
Ā |
ā |
Ā |
Other expense, net |
Ā |
Ā |
Ā |
(943 |
) |
Ā |
Ā |
Ā |
252 |
Ā |
Ā |
Ā |
Ā |
(429 |
) |
Ā |
Ā |
Ā |
(2,756 |
) |
Ā |
Ā |
Ā |
(910 |
) |
Total other expense |
Ā |
Ā |
Ā |
(11,114 |
) |
Ā |
Ā |
Ā |
(11,830 |
) |
Ā |
Ā |
Ā |
(4,714 |
) |
Ā |
Ā |
Ā |
(35,322 |
) |
Ā |
Ā |
Ā |
(19,866 |
) |
Income before provision for income taxes |
Ā |
Ā |
Ā |
22,805 |
Ā |
Ā |
Ā |
Ā |
21,061 |
Ā |
Ā |
Ā |
Ā |
18,061 |
Ā |
Ā |
Ā |
Ā |
81,420 |
Ā |
Ā |
Ā |
Ā |
58,468 |
Ā |
Provision for income taxes |
Ā |
Ā |
Ā |
(469 |
) |
Ā |
Ā |
Ā |
(415 |
) |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
(1,171 |
) |
Ā |
Ā |
Ā |
(379 |
) |
Net income |
Ā |
$ |
Ā |
22,336 |
Ā |
Ā |
$ |
Ā |
20,646 |
Ā |
Ā |
$ |
Ā |
18,061 |
Ā |
Ā |
$ |
Ā |
80,249 |
Ā |
Ā |
$ |
Ā |
58,089 |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Earnings per unit: |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Basic and diluted |
Ā |
$ |
Ā |
2.23 |
Ā |
Ā |
$ |
Ā |
2.06 |
Ā |
Ā |
$ |
Ā |
3.54 |
Ā |
Ā |
$ |
Ā |
10.41 |
Ā |
Ā |
$ |
Ā |
11.39 |
Ā |
Weighted average units outstanding: |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||||
Basic and diluted |
Ā |
Ā |
Ā |
10,000,000 |
Ā |
Ā |
Ā |
Ā |
10,000,000 |
Ā |
Ā |
Ā |
Ā |
5,100,000 |
Ā |
Ā |
Ā |
Ā |
7,710,656 |
Ā |
Ā |
Ā |
Ā |
5,100,000 |
Ā |
Flowco MergeCo LLC |
||||||||||
Consolidated Balance Sheets |
||||||||||
Ā | ||||||||||
Ā |
Ā |
As of December 31, |
Ā |
|||||||
Ā |
Ā |
2024 |
Ā |
Ā |
2023 |
Ā |
||||
Ā |
Ā |
(in thousands, except unit data) |
Ā |
|||||||
Assets |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Current assets |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Cash and cash equivalents |
Ā |
$ |
Ā |
4,615 |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Accounts receivable, net of allowances for credit losses of $1,169 and $1,259, respectively |
Ā |
Ā |
Ā |
120,353 |
Ā |
Ā |
Ā |
Ā |
44,399 |
Ā |
Inventory, net |
Ā |
Ā |
Ā |
151,179 |
Ā |
Ā |
Ā |
Ā |
31,336 |
Ā |
Prepaid expenses and other current assets |
Ā |
Ā |
Ā |
9,982 |
Ā |
Ā |
Ā |
Ā |
2,837 |
Ā |
Total current assets |
Ā |
Ā |
Ā |
286,129 |
Ā |
Ā |
Ā |
Ā |
78,572 |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Property, plant and equipment, net |
Ā |
Ā |
Ā |
702,616 |
Ā |
Ā |
Ā |
Ā |
292,223 |
Ā |
Operating lease right-of-use assets |
Ā |
Ā |
Ā |
19,480 |
Ā |
Ā |
Ā |
Ā |
4,424 |
Ā |
Finance lease right-of-use assets |
Ā |
Ā |
Ā |
21,871 |
Ā |
Ā |
Ā |
Ā |
3,391 |
Ā |
Intangible assets, net |
Ā |
Ā |
Ā |
302,522 |
Ā |
Ā |
Ā |
Ā |
11,254 |
Ā |
Goodwill |
Ā |
Ā |
Ā |
249,692 |
Ā |
Ā |
Ā |
Ā |
2,224 |
Ā |
Other assets |
Ā |
Ā |
Ā |
6,639 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Total assets |
Ā |
$ |
Ā |
1,588,949 |
Ā |
Ā |
$ |
Ā |
392,088 |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Liabilities and members’ equity |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Current liabilities |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Accounts payable |
Ā |
$ |
Ā |
31,321 |
Ā |
Ā |
$ |
Ā |
6,351 |
Ā |
Accrued expenses |
Ā |
Ā |
Ā |
33,829 |
Ā |
Ā |
Ā |
Ā |
7,391 |
Ā |
Current portion of operating lease obligations |
Ā |
Ā |
Ā |
6,809 |
Ā |
Ā |
Ā |
Ā |
640 |
Ā |
Current portion of finance lease obligations |
Ā |
Ā |
Ā |
7,837 |
Ā |
Ā |
Ā |
Ā |
1,737 |
Ā |
Deferred revenue |
Ā |
Ā |
Ā |
8,002 |
Ā |
Ā |
Ā |
Ā |
1,515 |
Ā |
Total current liabilities |
Ā |
Ā |
Ā |
87,798 |
Ā |
Ā |
Ā |
Ā |
17,634 |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Long-term liabilities |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Long-term debt, net |
Ā |
Ā |
Ā |
635,916 |
Ā |
Ā |
Ā |
Ā |
235,265 |
Ā |
Operating lease obligations, net of current portion |
Ā |
Ā |
Ā |
15,556 |
Ā |
Ā |
Ā |
Ā |
3,784 |
Ā |
Finance lease obligations, net of current portion |
Ā |
Ā |
Ā |
10,572 |
Ā |
Ā |
Ā |
Ā |
1,654 |
Ā |
Total long-term liabilities |
Ā |
Ā |
Ā |
662,044 |
Ā |
Ā |
Ā |
Ā |
240,703 |
Ā |
Total liabilities |
Ā |
Ā |
Ā |
749,842 |
Ā |
Ā |
Ā |
Ā |
258,337 |
Ā |
Commitments and contingencies |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Members’ equity |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
||
Class A Units, no par value, 10,000,000 issued and outstanding as of December 31, 2024 and 5,100,000 issued and outstanding as of December 31, 2023 |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Additional paid-in capital |
Ā |
Ā |
Ā |
892,099 |
Ā |
Ā |
Ā |
Ā |
36,479 |
Ā |
Retained earnings (deficit) |
Ā |
Ā |
Ā |
(52,992 |
) |
Ā |
Ā |
Ā |
97,272 |
Ā |
Total members’ equity |
Ā |
Ā |
Ā |
839,107 |
Ā |
Ā |
Ā |
Ā |
133,751 |
Ā |
Total liabilities and members’ equity |
Ā |
$ |
Ā |
1,588,949 |
Ā |
Ā |
$ |
Ā |
392,088 |
Ā |
Ā |
Flowco MergeCo LLC |
|||||||||||||||
Consolidated Statements of Cash Flows |
|||||||||||||||
Ā | |||||||||||||||
Ā |
Ā |
Year Ended December 31, |
Ā |
||||||||||||
Ā |
Ā |
2024 |
Ā |
Ā |
2023 |
Ā |
Ā |
2022 |
Ā |
||||||
Ā |
Ā |
(in thousands) |
Ā |
||||||||||||
Cash flows from operating activities |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Net income |
Ā |
$ |
Ā |
80,249 |
Ā |
Ā |
$ |
Ā |
58,089 |
Ā |
Ā |
$ |
Ā |
32,729 |
Ā |
Adjustments to reconcile net income to net cash provided by operating activities: |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Depreciation and amortization |
Ā |
Ā |
Ā |
90,862 |
Ā |
Ā |
Ā |
Ā |
43,822 |
Ā |
Ā |
Ā |
Ā |
36,206 |
Ā |
Provision for inventory obsolescence |
Ā |
Ā |
Ā |
1,809 |
Ā |
Ā |
Ā |
Ā |
2,510 |
Ā |
Ā |
Ā |
Ā |
335 |
Ā |
Amortization of operating right-of-use assets |
Ā |
Ā |
Ā |
4,326 |
Ā |
Ā |
Ā |
Ā |
508 |
Ā |
Ā |
Ā |
Ā |
219 |
Ā |
Amortization of deferred financing costs |
Ā |
Ā |
Ā |
714 |
Ā |
Ā |
Ā |
Ā |
400 |
Ā |
Ā |
Ā |
Ā |
400 |
Ā |
Loss on sale of equipment, net |
Ā |
Ā |
Ā |
797 |
Ā |
Ā |
Ā |
Ā |
1,170 |
Ā |
Ā |
Ā |
Ā |
51 |
Ā |
Loss on debt extinguishment |
Ā |
Ā |
Ā |
221 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
(Gain)/loss on lease termination |
Ā |
Ā |
Ā |
(958 |
) |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Share-based compensation |
Ā |
Ā |
Ā |
992 |
Ā |
Ā |
Ā |
Ā |
85 |
Ā |
Ā |
Ā |
Ā |
493 |
Ā |
Allowance for (recovery of) credit losses |
Ā |
Ā |
Ā |
636 |
Ā |
Ā |
Ā |
Ā |
310 |
Ā |
Ā |
Ā |
Ā |
509 |
Ā |
Changes in operating assets and liabilities: |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Accounts receivable – trade |
Ā |
Ā |
Ā |
(15,487 |
) |
Ā |
Ā |
Ā |
(16,886 |
) |
Ā |
Ā |
Ā |
(13,779 |
) |
Inventory |
Ā |
Ā |
Ā |
21,920 |
Ā |
Ā |
Ā |
Ā |
(6,633 |
) |
Ā |
Ā |
Ā |
9,274 |
Ā |
Prepaid expenses and other current assets |
Ā |
Ā |
Ā |
(3,029 |
) |
Ā |
Ā |
Ā |
(1,295 |
) |
Ā |
Ā |
Ā |
(171 |
) |
Other assets |
Ā |
Ā |
Ā |
864 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Other liabilities |
Ā |
Ā |
Ā |
739 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Operating lease liabilities |
Ā |
Ā |
Ā |
(1,429 |
) |
Ā |
Ā |
Ā |
(508 |
) |
Ā |
Ā |
Ā |
(219 |
) |
Accounts payable |
Ā |
Ā |
Ā |
(4,292 |
) |
Ā |
Ā |
Ā |
(515 |
) |
Ā |
Ā |
Ā |
(2,411 |
) |
Accrued expenses |
Ā |
Ā |
Ā |
864 |
Ā |
Ā |
Ā |
Ā |
805 |
Ā |
Ā |
Ā |
Ā |
2,928 |
Ā |
Deferred revenue |
Ā |
Ā |
Ā |
2,402 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Net cash provided by operating activities |
Ā |
Ā |
Ā |
182,200 |
Ā |
Ā |
Ā |
Ā |
81,862 |
Ā |
Ā |
Ā |
Ā |
66,564 |
Ā |
Cash flows used in investing activities |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Purchase of property, plant and equipment |
Ā |
Ā |
Ā |
(90,494 |
) |
Ā |
Ā |
Ā |
(43,514 |
) |
Ā |
Ā |
Ā |
(106,961 |
) |
Proceeds from sale of property, plant and equipment |
Ā |
Ā |
Ā |
166 |
Ā |
Ā |
Ā |
Ā |
841 |
Ā |
Ā |
Ā |
Ā |
31 |
Ā |
Payment for capitalized patent costs |
Ā |
Ā |
Ā |
(193 |
) |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Acquisitions, net of cash acquired |
Ā |
Ā |
Ā |
(7,000 |
) |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Net cash acquired in 2024 Business Combination |
Ā |
Ā |
Ā |
3,088 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Net cash used in investing activities |
Ā |
Ā |
Ā |
(94,433 |
) |
Ā |
Ā |
Ā |
(42,673 |
) |
Ā |
Ā |
Ā |
(106,930 |
) |
Cash flows used in financing activities |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Payments on long-term debt |
Ā |
Ā |
Ā |
(298,764 |
) |
Ā |
Ā |
Ā |
(173,525 |
) |
Ā |
Ā |
Ā |
(107,789 |
) |
Proceeds from long-term debt |
Ā |
Ā |
Ā |
462,438 |
Ā |
Ā |
Ā |
Ā |
188,361 |
Ā |
Ā |
Ā |
Ā |
188,118 |
Ā |
Payments on finance lease obligations |
Ā |
Ā |
Ā |
(10,320 |
) |
Ā |
Ā |
Ā |
(1,525 |
) |
Ā |
Ā |
Ā |
(1,748 |
) |
Proceeds on finance lease terminations |
Ā |
Ā |
Ā |
715 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
(1,215 |
) |
Payment of debt issuance costs |
Ā |
Ā |
Ā |
(6,708 |
) |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Distribution to Members |
Ā |
Ā |
Ā |
(230,513 |
) |
Ā |
Ā |
Ā |
(52,500 |
) |
Ā |
Ā |
Ā |
(37,000 |
) |
Net cash (used in) provided by financing activities |
Ā |
Ā |
Ā |
(83,152 |
) |
Ā |
Ā |
Ā |
(39,189 |
) |
Ā |
Ā |
Ā |
40,366 |
Ā |
Net change in cash and cash equivalents |
Ā |
Ā |
Ā |
4,615 |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Cash and cash equivalents |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Beginning of period |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
Ā |
ā |
Ā |
End of period |
Ā |
$ |
Ā |
4,615 |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Supplemental disclosures of investing and financing activities |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Cash paid for interest |
Ā |
$ |
Ā |
28,775 |
Ā |
Ā |
$ |
Ā |
18,899 |
Ā |
Ā |
$ |
Ā |
8,668 |
Ā |
Supplemental schedule of non-cash investing and financing activities |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
Ā |
|||
Noncash debt refinancing of long-term debt with Revolving Credit Facility |
Ā |
$ |
Ā |
419,454 |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Issuance of 4.9 million Class A Units in exchange for the net assets acquired in a Business Combination |
Ā |
$ |
Ā |
854,628 |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Issuance of 5.1 million Class A Units in exchange for 1,000 Common Units of Estis |
Ā |
$ |
Ā |
ā |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Ā |
$ |
Ā |
ā |
Ā |
Lease liabilities arising from obtaining operating right-of-use assets |
Ā |
$ |
Ā |
5,532 |
Ā |
Ā |
$ |
Ā |
4,524 |
Ā |
Ā |
$ |
Ā |
2,434 |
Ā |
Lease liabilities arising from obtaining financing right-of-use assets |
Ā |
$ |
Ā |
8,391 |
Ā |
Ā |
$ |
Ā |
2,186 |
Ā |
Ā |
$ |
Ā |
234 |
Ā |
Non-GAAP Financial Measures
In addition to our results determined in accordance with generally accepted accounting principles in the United States (āGAAPā), the Company uses non-GAAP financial measures, such as Adjusted Net Income, EBITDA and Adjusted EBITDA, as well as Adjusted Segment EBITDA and Adjusted Segment EBITDA Margin, in this press release to supplement financial information presented in accordance with GAAP. We believe that excluding certain items from our GAAP results provides management additional insight on the consolidated financial performance from period to period to project our future consolidated financial performance as forecasts are developed at a level of detail different from that used to prepare GAAP-based financial measures. Moreover, we believe these non-GAAP financial measures provide our management and investors with useful information to help them evaluate our operating results by facilitating an enhanced understanding of our operating performance and enabling them to make more meaningful period to period comparisons. There are limitations to the use of the non-GAAP financial measures presented in this press release. For example, our non-GAAP financial measures may not be comparable to similarly titled measures of other companies. Other companies, including companies in our industry, may calculate non-GAAP financial measures differently than we do, limiting the usefulness of those measures for comparative purposes. Non-GAAP measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. The Company urges investors to review the reconciliation and not to rely on any single financial measure to evaluate our business.
Adjusted Net Income
Adjusted Net Income is a non-GAAP measure that we define as net income (loss) adjusted to eliminate the impact of (i) transaction-related expenses, (ii) share-based compensation, (iii) loss on the sale of equipment, (iv) loss on debt payments and (v) changes to the value of our inventory. Adjusted Net Income is a supplemental non-GAAP financial measure used by management, our stockholders and others to provide visibility on the profitability and financial strength of the Company by excluding certain expenses related to non-recurring Company transactions.
Reconciliation from net income to Adjusted Net Income is set forth as follows:
Ā |
Ā |
Three Months Ended |
Ā |
Ā |
Year Ended December 31, |
Ā |
||||||||||||||
Ā |
Ā |
December 31, |
Ā |
Ā |
September 30, |
Ā |
Ā |
December 31, |
Ā |
Ā |
2024 |
Ā |
Ā |
2023 |
Ā |
|||||
Ā |
Ā |
(in thousands) |
Ā |
|||||||||||||||||
Net income |
Ā |
$ |
22,336 |
Ā |
Ā |
$ |
20,646 |
Ā |
Ā |
$ |
18,061 |
Ā |
Ā |
$ |
80,249 |
Ā |
Ā |
$ |
58,089 |
Ā |
Transaction-related expenses (1) |
Ā |
Ā |
2,727 |
Ā |
Ā |
Ā |
1,833 |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
5,810 |
Ā |
Ā |
Ā |
ā |
Ā |
Share-based compensation expense (2)(3) |
Ā |
Ā |
483 |
Ā |
Ā |
Ā |
356 |
Ā |
Ā |
Ā |
17 |
Ā |
Ā |
Ā |
992 |
Ā |
Ā |
Ā |
85 |
Ā |
Loss on sale of equipment |
Ā |
Ā |
70 |
Ā |
Ā |
Ā |
72 |
Ā |
Ā |
Ā |
406 |
Ā |
Ā |
Ā |
797 |
Ā |
Ā |
Ā |
1,170 |
Ā |
Loss on debt extinguishment |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
221 |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
221 |
Ā |
Ā |
Ā |
ā |
Ā |
Inventory valuation adjustments (4) |
Ā |
Ā |
3,163 |
Ā |
Ā |
Ā |
8,051 |
Ā |
Ā |
Ā |
ā |
Ā |
Ā |
Ā |
11,214 |
Ā |
Ā |
Ā |
ā |
Ā |
Adjusted Net Income |
Ā |
$ |
28,779 |
Ā |
Ā |
$ |
31,179 |
Ā |
Ā |
$ |
18,484 |
Ā |
Ā |
$ |
99,283 |
Ā |
Ā |
$ |
59,344 |
Ā |
Contacts
Investor Contact:
Andrew Leonpacher
[email protected]
Media Contact:
Niki Sikinger
[email protected]