10.04.2023 14:00:00

Orbital Infrastructure Group Reports Full Year 2022 Results

HOUSTON, April 10, 2023 /PRNewswire/ -- Orbital Infrastructure Group, Inc. ("OIG") (Nasdaq: OIG), today announced financial results for the fiscal year 2022. The Company also announced that its Annual Report on Form 10-K for the year ended December 31, 2022, was filed with the SEC on April 6, 2023. The Annual Report on Form 10-K is available in the "SEC Filings" section of OIG's website at www.orbitalinfrastructure.com, as well as on the SEC's website at www.sec.gov.

Orbital Infrastructure Group logo (PRNewsfoto/Orbital Infrastructure Group, Inc.)

Full Year 2022 Summary Financial Results
  • Revenue of $322.2 million versus $82.9 million in fiscal year 2021.
  • Net loss from continuing operations, net of income tax of $277.9 million for the twelve months ended December 31, 2022, compared to a net loss of $49.8 million for the twelve months ended December 31, 2021. Net loss from continuing operations, net of income tax for 2022 includes non-cash charges of $158.8 million consisting of $109.6 million impairment for goodwill and intangible assets, $31.3 million for loss on extinguishment of debt, $13.4 million for loss on financial instruments and warrant liabilities, and $4.5 million impairment of financing leases.
  • Adjusted EBITDA loss from continuing operations (a non-GAAP measure) was $40.3 million for the twelve months ended December 31, 2022, compared to a loss of $27.0 million for the twelve months ended December 31, 2021. The Adjusted EBITDA loss from continuing operations for the twelve months ended December 31, 2022 was primarily attributed to losses incurred in the renewables segment related to two utility scale solar projects. See Table in the section entitled "Reconciliation of non-GAAP Financial Measures."
  • Net cash used in operating activities totaled $19.6 million for the twelve months ended December 31, 2022, compared to net cash used in operating activities of $45.7 million for the twelve months ended December 31, 2021.
Non-GAAP Financial Measures

The financial measures not prepared in conformity with generally accepted accounting principles in the United States (GAAP) that are utilized in this press release are provided to enable investors, analysts and management to evaluate Orbital Infrastructure's performance excluding the effects of certain items that management believes impact the comparability of operating results between reporting periods. In addition, management believes these measures are useful in comparing Orbital Infrastructure's operating results with those of its competitors. These measures should be used in addition to, and not in lieu of, financial measures prepared in conformity with GAAP. Please see the accompanying tables for reconciliations of the following non-GAAP financial measures for Orbital Infrastructure's current and historical results (as applicable): EBITDA and Adjusted EBITDA from continuing operations (non-GAAP financial measures) to loss from continuing operations, net of income taxes.

Additional Corporate Update

The Company is actively exploring a range of strategic alternatives. There can be no assurance any strategic alternative will be completed, and would be dependent on a number of factors that may be beyond the Company's control. The Company will provide updates when it determines that further disclosure is appropriate or necessary.

About Orbital Infrastructure Group

Orbital Infrastructure Group, Inc. is a diversified infrastructure services platform, providing engineering, design, construction, and maintenance services to customers in three operating segments; electric power, telecommunications, and renewables.

Forward Looking Statements

This press release includes "forward-looking statements" within the meaning of the Securities Exchange Act of 1934, as amended, and other federal securities laws. The "forward-looking statements" include our current expectations, assumptions, estimates and projections about our Company. They include statements relating to our future actions or potential outcomes which the Company believes to be reasonable at this time. You can identify forward-looking statements by the use of words such as "outlook," "may," "should," "could," "estimates," "predicts," "potential," "continue," "anticipates," "believes," "plans," "expects," "future" and "intends" and similar expressions which are intended to identify forward-looking statements.

These statements are not guarantees of future performance and are subject to risks, uncertainties, and other factors, some of which are beyond our control and difficult to predict, including, among others:

  • the Company's EBITDA and adjusted EBITDA from continuing operations;
  • the timing of our review of any strategic alternatives;
  • whether we will be able to identify or develop any strategic alternatives;
  • our ability to execute on material aspects of any strategic alternatives;
  • whether we can achieve the potential benefits of any strategic alternatives;
  • changes in macroeconomic conditions;

All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements and risk factors. Forward-looking statements contained in this press release reflect our view only as of the date of this press release. We undertake no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Such risks and uncertainties could cause actual results to differ materially from those expressed or forecasted by us. In evaluating our financial results and forward-looking statements, you should carefully consider the risks and uncertainties more fully described in the "Risk Factors" section or other sections in our reports filed with the SEC including the most recent annual report on Form 10-K and any subsequent periodic reports on Form 10-Q and current reports on Form 8-K.

Investor Relations:
TraDigital Investor Relations
Kevin McGrath
+1 (646) 418-7002
kevin@tradigitalir.com

 

Orbital Infrastructure Group, Inc.
Consolidated Balance Sheets
As of December 31,


(In thousands, except share and per share amounts)


2022



2021


Assets:









Current Assets:









Cash and cash equivalents


$

21,489



$

26,865


Restricted cash - current portion



123




150


Trade accounts receivable, net of allowance



52,652




48,752


Inventories



1,691




1,335


Contract assets



13,917




7,478


Notes receivable, current portion



1,442




3,536


Prepaid expenses and other current assets



7,840




6,919


Assets held for sale, current portion



3,198




6,679


Total current assets



102,352




101,714











Property and equipment, less accumulated depreciation



22,930




29,638


Investment



1,063




1,063


Right of use assets - Operating leases



16,588




18,247


Right of use assets - Financing leases



8,394




14,702


Goodwill



7,006




100,899


Other intangible assets, net



111,134




142,656


Restricted cash, noncurrent portion



486




1,026


Note receivable






836


Deposits and other assets



1,618




1,558


Total assets


$

271,571



$

412,339











Liabilities and Stockholders' Equity:









Current Liabilities:









Accounts payable


$

41,333



$

10,111


Notes payable, current



144,708




72,774


Line of credit



4,000




2,500


Operating lease obligations - current portion



4,540




4,674


Financing lease obligations - current portion



5,316




4,939


Accrued expenses



39,065




28,301


Contract liabilities



10,218




6,503


Financial instrument liability, current portion



43,693




825


Liabilities held for sale, current portion






4,367


Total current liabilities



292,873




134,994











Financial instrument liability, noncurrent portion



536





Warrant liabilities



1,777





Deferred tax liabilities






260


Notes payable, less current portion



100,528




156,605


Operating lease obligations, less current portion



12,350




13,555


Financing lease obligations, less current portion



7,673




9,939


Contingent consideration



570




720


Total liabilities



416,307




316,073











Commitments and contingencies


















Stockholders' Equity:









Preferred stock, par value $0.001; 10,000,000 shares authorized; no shares issued at December
31, 2022 or December 31, 2021







Common stock, par value $0.001; 325,000,000 shares authorized; 157,884,024 shares issued and
157,530,961 shares outstanding at December 31, 2022 and 82,259,739 shares issued and
81,906,676 shares outstanding at December 31, 2021



158




82


Additional paid-in capital



347,357




311,487


Treasury stock at cost; 353,063 shares held at December 31, 2022 and December 31, 2021



(413)




(413)


Accumulated deficit



(487,121)




(210,934)


Accumulated other comprehensive loss



(691)




(3,995)


Total Orbital Energy Group, Inc.'s stockholders' equity



(140,710)




96,227


Noncontrolling interest



(4,026)




39


Total stockholders' equity



(144,736)




96,266


Total liabilities and stockholders' equity


$

271,571



$

412,339











 

Orbital Infrastructure Group, Inc.
Consolidated Statements of Operations
For the Years Ended December 31,










(In thousands, except share and per share amounts)











2022



2021


Revenues


$

322,217



$

82,948


Cost of revenues



328,318




78,630


Gross profit



(6,101)




4,318


Operating expenses:









Selling, general and administrative expense



47,428




50,024


Depreciation and amortization



20,060




6,762


Impairment of goodwill and intangible assets



109,586





Impairment of financing leased assets



4,467





Provision for bad debt



(26)




346


Other operating (income) expenses



(39)




(23)


Total operating expenses



181,476




57,109


Loss from operations



(187,577)




(52,791)











Gain (loss) on extinguishment of debt



(31,258)




365


Gain (loss) on financial instruments



(24,487)




33


Gain on warrant liabilities



11,085





Other income (expense)



(7,039)




379


Interest expense



(37,813)




(8,337)


Loss from continuing operations before taxes



(277,089)




(60,351)


Income tax expense (benefit)



846




(10,508)


Loss from continuing operations, net of income taxes



(277,935)




(49,843)


Discontinued operations (Note 2)









Loss from operations of discontinued businesses



(2,317)




(12,705)


Income tax benefit






(1,334)


Loss from discontinued operations, net of income taxes



(2,317)




(11,371)


Net loss



(280,252)




(61,214)


Less: net income (loss) attributable to noncontrolling interest



(4,065)




39


Net loss attributable to Orbital Infrastructure Group, Inc


$

(276,187)



$

(61,253)











Basic and diluted weighted average number of shares outstanding



108,313,369




58,348,489


Loss from continuing operations per common share - basic and diluted


$

(2.53)



$

(0.86)


Loss from discontinued operations per common share - basic and diluted


$

(0.02)



$

(0.19)


Loss per common share - basic and diluted


$

(2.55)



$

(1.05)











 

Orbital Infrastructure Group, Inc.
Consolidated Statements of Cash Flows
For the Years Ended December 31,


(In thousands)










2022



2021


CASH FLOWS FROM OPERATING ACTIVITIES:









Net loss


$

(280,252)



$

(61,214)


Adjustments to reconcile net loss to net cash used in operating activities:









Depreciation



15,371




5,208


Amortization of intangibles



18,468




7,702


Amortization of debt discount



11,037




3,392


Loss (gain) on extinguishment of debt and loan modifications



31,258




(1,134)


Gain on disposal of assets



(154)




(26)


Gain on sale of businesses



(299)





Amortization of note receivable discount



(63)




(319)


Stock-based compensation and expense



(1,144)




12,168


Fair value adjustment to liability for stock appreciation rights



(269)




2,054


Fair value adjustment to financial instrument liabilities



24,487




(33)


Fair value adjustment to warrant liabilities



(11,085)





Provision for bad debt



(8)




343


Deferred income taxes



(347)




(10,878)


Non-cash unrealized foreign currency (gain) loss



(7)




492


Liquidated damages from debt



7,969





Impairment of goodwill and intangible assets



109,586





Impairment of financing leased assets



4,467





Impairment of assets held for sale






9,185


Inventory reserve



(9)




(350)











Change in operating assets and liabilities, net of acquisition:









Trade accounts receivable



(1,844)




(19,173)


Inventories



58




(425)


Contract assets



(5,086)




(296)


Prepaid expenses and other current assets



3,540




41


Right of use assets/lease liabilities, net of acquisitions:



234




49


Deposits and other assets



(39)




(24)


Increase (decrease) in operating liabilities:









Accounts payable



30,269




(38)


Accrued expenses



19,905




4,540


Contingent consideration



(150)





Contract liabilities



4,482




3,060


NET CASH USED IN OPERATING ACTIVITIES



(19,625)




(45,676)











CASH FLOWS FROM INVESTING ACTIVITIES:









Cash paid for acquisitions, net of cash received



(773)




(132,518)


Cash paid for working capital adjustment on Front Line Power acquisition



(9,500)





Purchases of property and equipment



(4,511)




(7,779)


Deposits on financing lease property and equipment/ proceeds from deposits



158




(762)


Proceeds from sale of businesses, net of cash included in business



1,027





Proceeds from sale of property and equipment



485




141


Purchase of other intangible assets



(99)




(705)


Purchase of investments



(469)




(1,025)


Proceeds from notes receivable



3,500




621


NET CASH USED IN INVESTING ACTIVITIES



(10,182)




(142,027)











CASH FLOWS FROM FINANCING ACTIVITIES:









Proceeds from line of credit



4,250




3,250


Payments on line of credit



(2,750)




(1,191)


Payments on financing lease obligations



(5,090)




(1,995)


Proceeds from notes payable, net of debt discounts and issuances costs



90,522




143,045


Payments on notes payable



(83,162)




(9,941)


Proceeds from sales of common stock and warrants



20,395




78,046


NET CASH PROVIDED BY FINANCING ACTIVITIES



24,165




211,214











Effect of exchange rate changes on cash



(301)




6


Net (decrease) increase in cash, cash equivalents and restricted cash



(5,943)




23,517


Cash, cash equivalents and restricted cash at beginning of year



28,041




4,524


CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF YEAR


$

22,098



$

28,041


 

Orbital Infrastructure Group, Inc.Reconciliation of Non-GAAP Financial Measures
EBITDA and Adjusted EBITDA from Continuing Operations
(Unaudited)

The following table presents reconciliations of the non-GAAP financial measures of EBITDA and Adjusted EBITDA from continuing operations to loss from continuing operations, net of income taxes for the year ended December 31, 2022 and 2021. These reconciliations are intended to provide useful information to investors and analysts as they evaluate the Company's performance. EBITDA from continuing operations is defined as loss from continuing operations before interest, taxes, depreciation and amortization, and Adjusted EBITDA from continuing operations is defined as EBITDA from continuing operations adjusted for certain other items as described below. We believe that the exclusion of these items from loss from continuing operations enables management and investors to more effectively evaluate the Company's operations period over period and to identify operating trends that might not be apparent when including the excluded items. However, these measures should not be considered as an alternative to loss from continuing operations, net of income taxes or other measures of performance that are derived in accordance with GAAP.

As to certain of the items in the table below: (i) stock-based compensation and expense may vary from period to period due to fair value adjustments from changes in market conditions, forfeiture rates, accelerated vesting and the amount stock-based awards granted; (ii) acquisition costs vary from period to period depending on the level of the Company's acquisition activity; (iii) gains and losses on the disposal of assets varies from period to period depending on the utilization and condition of the Company's long-lived assets; (iv) gains and losses on extinguishment and modification of debt varies from period to period depending on changes in the Company's financing activities; and (v) gains and losses on financials instruments varies from period to period depending on changes in the market price of the Company's common stock and other factors; (vi) impairments of goodwill and other intangible assets can vary from period to period depending on changes in the Company's market capitalization, operational performance, macroeconomic conditions other factors; (vii) impairments of financed lease assets can vary from period to period depending on changes in the Company's operations and use of equipment.

Because EBITDA and adjusted EBITDA from continuing operations, as defined, exclude some, but not all, items that affect loss from continuing operations, such measures may not be comparable to similarly titled measures of other companies. The most comparable GAAP financial measure, loss from continuing operations, net of income taxes and information reconciling the GAAP and non-GAAP financial measures, are included below. 

 



For the Year Ended


(In thousands)


December 31,





2022




2021


Loss from continuing operations, net of income taxes (GAAP)


$

(277,935)



$

(49,843)


Interest expense, net



37,675




7,999


Income tax expense (benefit)



846




(10,508)


Depreciation and amortization



33,839




11,272


EBITDA loss from continuing operations



(205,575)




(41,080)


Stock-based compensation and expense (a)



(1,413)




13,130


Acquisition costs (b)



32




1,323


(Gain) loss on disposal of assets (c)



(39)




(23)


(Gain) loss on extinguishment and modification of debt (d)



39,227




(365)


(Gain) loss on financial instruments and warrant liabilities, net (e)



13,402




(33)


Impairment of goodwill and intangible assets (f)



109,586





Impairment of financing leased assets (g)



4,467





Adjusted EBITDA loss from continuing operations (h)


$

(40,313)



$

(27,048)


See notes to follow.

 


Orbital Infrastructure Group, Inc.
Reconciliation of Non-GAAP Financial Measures
EBITDA and Adjusted EBITDA from Continuing Operations
(Unaudited)



(a)

The amounts include non-cash expenses recognized from the vesting of stock-based compensation awards issued to employees, executives, directors
and consultants for services provided, net of forfeitures. The amount for the year ended December 31, 2022 includes non-cash expenses recognized
on the modification of the Company's executive stock appreciation rights (SARS) compensation awards.

(b)

The amount for the year ended December 31, 2022 includes costs incurred on the acquisition of Coax Fiber Solutions. The amount for the year
ended December 31, 2021 includes costs incurred on the acquisition of Front Line Power Construction, LLC, Gibson Technical Services, IMMCO,
Inc. and Full Moon Telecom, LLC.

(c)

The amounts relate to net gains and losses recognized on the disposal of the Company's long-lived assets.

(d)

The amount for the year ended December 31, 2022 includes losses incurred from the modification of the Company's seller financed notes payable
related to the acquisition of Front Line Power Construction, LLC, the extinguishment of certain notes payable through the issuance of common
stock at a discount to market value and liquidated damages incurred from the failure to meet certain debt reduction requirements. The amounts for
the year ended December 31, 2021 include a loss on the modification of convertible notes payable partially offset by gains recognized on the
forgiveness of payroll protection loans by the U.S. government.

(e)

The amount for the year ended December 31, 2022 includes losses on the fair value remeasurement of financial instruments associated with the
Company's Front Line Power Construction seller financed notes payable and syndicated debt agreements, partially offset by a gain on the fair value
remeasurement of the Company's warrant liabilities.

(f)

The amount for the year ended December 31, 2022 includes impairments of goodwill and other intangible assets of $96.0 million and $13.6 million,
respectively, resulting from a significant decline in value of the Company's equity security and debt instruments, macroeconomic conditions, and
other factors. Impairment charges recognized on intangible assets other than goodwill related to trade name assets in the Electric Power
and Telecommunications segments and customer relationship assets in the Renewables segment.

(g)

The amounts for the year ended December 31, 2022 includes asset impairment charges related to the discontinued use of certain financed leased
equipment associated with the restructuring of Eclipse Foundation Group.

(h)

The calculations of Adjusted EBITDA from continuing operations for the year ended December 31, 2021 have been amended to conform to the
current period calculations.

 

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SOURCE Orbital Infrastructure Group, Inc.

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