Ended the first quarter with cash and cash equivalents of
Well positioned to expand existing businesses organically and through acquisitions
Timber Technologies acquisition marks a significant step forward in growth strategy
Following the sale of our
Q1 2024 Financial Highlights vs. Q1 2023 (unaudited)
- Revenues decreased by 26.1% to
$9 .1 million from$12.3 million . - Gross profit decreased by 63.1% to
$1.6 million from$4 .3 million. - Net loss from continuing operations was
$2 .2 million (or$0.14 per basic and diluted share) compared to net income from continuing operations of $16 thousand (or$0.00 per basic and diluted share). - Non-GAAP adjusted net loss was
$1.4 million (or$0.09 per basic and diluted share) compared to net income of$0.5 million (or$0.03 per basic and diluted share). - Non-GAAP adjusted EBITDA was a loss of
$1 .1 million versus income of$0 .8 million. - As of
March 31, 2024 , cash and cash equivalents increased to$14 .7 million versus cash and cash equivalents of$5 .0 million atMarch 31, 2023 . - Our TTG common equity investment and Note Receivable from TTG, including accrued interest, are recorded at cost and amounted to
$6 .0 million and$7 .6 million, respectively, atMarch 31, 2024 . - Debt increased to
$1 .9 million atMarch 31, 2024 from$0 .7 million atMarch 31, 2023 .
For more information on the transaction, please visit www.starequity.com.
Revenues
The Company’s Q1 2024 revenues decreased 26.1% to
Revenues in $ thousands | Q1 2024 | Q1 2023 | % change | |||||||||
Building Solutions | $ | 9,118 | $ | 12,346 | (26.1)% | |||||||
Investments | 188 | 158 | 19.0% | |||||||||
Intersegment elimination | (188 | ) | (158 | ) | 19.0% | |||||||
Total Revenues | $ | 9,118 | $ | 12,346 | (26.1)% |
Q1 2024
Gross Profit
Gross profit (loss) in $ thousands | Q1 2024 | Q1 2023 | % change | |||||||||
Building Solutions | $ | 1,678 | $ | 4,329 | (61.2)% | |||||||
Building Solutions gross margin | 18.4 | % | 35.1 | % | (16.7)% | |||||||
Investments | 84 | 95 | (11.6)% | |||||||||
Intersegment elimination | (188 | ) | (158 | ) | 19.0% | |||||||
Total gross profit | $ | 1,574 | $ | 4,266 | (63.1)% | |||||||
Total gross margin | 17.3 | % | 34.6 | % | (17.3)% |
Q1 2024
Operating Expenses
On a consolidated basis, Q1 2024 sales, general and administrative (“SG&A”) expenses increased by
Net Income
Q1 2024 net loss from continuing operations was
Non-GAAP Adjusted EBITDA
Q1 2024 non-GAAP adjusted EBITDA was a loss of
Operating Cash Flow
Q1 2024 cash flow from operations was an outflow of
Preferred Stock Dividends
In Q1 2024, the Company’s board of directors declared a cash dividend to holders of our Series A Preferred Stock of
NOL Carryforward
As of
Conference Call Information
A conference call is scheduled for
If you have any questions, either prior to or after our scheduled
Use of Non-GAAP Financial Measures by
This release presents the non-GAAP financial measures “adjusted net income (loss),” “adjusted net income (loss) per basic and diluted share,” and “adjusted EBITDA from continuing operations.” The most directly comparable measures for these non-GAAP financial measures are “net income (loss),” “net income (loss) per basic and diluted share,” and “cash flows from operating activities.” The Company has included below unaudited adjusted financial information, which presents the Company’s results of operations after excluding acquired intangible asset amortization, unrealized gain (loss) on equity securities and lumber derivatives, litigation costs, transaction costs, financing costs, and income tax adjustments. Further excluded in the measure of adjusted EBITDA are stock-based compensation, interest, depreciation, and amortization.
A discussion of the reasons why management believes that the presentation of non-GAAP financial measures provides useful information to investors regarding the Company’s financial condition and results of operations is included as Exhibit 99.2 to the Company’s report on Form 8-K filed with the
About
Building Solutions
Our
Investments
Our Investments division manages and finances the Company’s real estate assets as well as its investment positions in private and public companies.
Healthcare
Our Healthcare division, which operated as
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements in this press release that are not statements of historical fact are hereby identified as “forward-looking statements” for the purpose of the safe harbor provided by Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon management’s current beliefs, views, estimates and expectations, including as pertains to (i) the plans and objectives of management for future operations, including plans or objectives relating to acquisitions and related integration, (ii) projections of income, EBITDA, earnings per share, capital expenditures, cost reductions, capital structure or other financial items, (iii) the future financial performance of the Company or acquisition targets and (iv) the assumptions underlying or relating to any statement described above. Forward-looking statements generally are identified by the words “believe”, “expect”, “anticipate”, “estimate”, “project”, “intend”, “plan”, “should”, “may”, “will”, “would”, “will be”, “will continue” or similar expressions. Such forward-looking statements are not meant to predict or guarantee actual results, performance, events or circumstances and may not be realized because they are based upon the Company's current projections, plans, objectives, beliefs, expectations, estimates and assumptions and are subject to a number of risks and uncertainties and other influences, many of which the Company has no control over. Actual results and the timing of certain events and circumstances may differ materially from those described above as a result of these risks and uncertainties. Factors that may influence or contribute to the inaccuracy of forward-looking statements or cause actual results to differ materially from expected or desired results may include, without limitation, the cyclical nature of our operating businesses, the Company’s debt and its ability to repay, refinance, or incur additional debt in the future; the Company’s need for a significant amount of cash to service, repay the debt, and to pay dividends on the Company’s preferred stock; the restrictions contained in the debt agreements that limit the discretion of management in operating the business; legal, regulatory, political and economic risks in markets and public health crises that reduce economic activity and cause restrictions on operations; the length of time associated with servicing customers; losses of significant contracts or failure to get potential contracts being discussed; disruptions in the relationship with third party vendors; accounts receivable turnover; insufficient cash flows and resulting lack of liquidity; the Company's inability to expand its business operations; the liability and compliance costs regarding environmental regulations; the lack of product diversification; existing or increased competition; risks to the price and volatility of the Company’s common stock and preferred stock; stock volatility and in liquidity; risks to preferred stockholders of not receiving dividends and risks to the Company’s ability to pursue growth opportunities if the Company continues to pay dividends according to the terms of the Company’s preferred stock; the Company’s ability to execute on its business strategy (including any cost reduction plans); the Company’s failure to realize expected benefits of restructuring and cost-cutting actions; the Company’s ability to preserve and monetize its net operating losses; risks associated with the Company’s possible pursuit of acquisitions; the Company’s ability to consummate successful acquisitions and execute related integration; general economic and financial market conditions; failure to keep pace with evolving technologies and difficulties integrating technologies; system failures; losses of key management personnel and the inability to attract and retain highly qualified management and personnel in the future; and the continued demand for and market acceptance of the Company’s services. For a detailed discussion of cautionary statements and risks that may affect the Company’s future results of operations and financial results, please refer to the Company’s filings with the
All forward-looking statements are necessarily only estimates of future results, and there can be no assurance that actual results will not differ materially from expectations. Therefore, you are cautioned not to place undue reliance on such statements. Further, any forward-looking statement speaks only as of the date on which it is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.
For more information contact: | ||
The Equity Group | ||
Chief Executive Officer | Senior Vice President | |
203-489-9508 | 212-836-9611 | |
rick.coleman@starequity.com | lcati@equityny.com |
Condensed Consolidated Statements of Operations
(Unaudited) (In thousands, except for per share amounts)
Three Months Ended | ||||||||
2024 | 2023 | |||||||
Revenues: | ||||||||
Building Solutions** | $ | 9,118 | $ | 12,346 | ||||
Total revenues | 9,118 | 12,346 | ||||||
Cost of revenues: | ||||||||
Building Solutions** | 7,440 | 8,017 | ||||||
Investments | 104 | 63 | ||||||
Total cost of revenues | 7,544 | 8,080 | ||||||
Gross profit | 1,574 | 4,266 | ||||||
Operating expenses: | ||||||||
Selling, general and administrative | 4,094 | 3,684 | ||||||
Amortization of intangible assets | 442 | 430 | ||||||
Total operating expenses | 4,536 | 4,114 | ||||||
Income (loss) from continuing operations | (2,962 | ) | 152 | |||||
Other income (expense): | ||||||||
Other income (expense), net | 399 | (109 | ) | |||||
Interest income (expense), net | 374 | (27 | ) | |||||
Total other income (expense), net | 773 | (136 | ) | |||||
Income (loss) before income taxes from continuing operations | (2,189 | ) | 16 | |||||
Income tax benefit (provision) from continuing operations | (35 | ) | — | |||||
Income (loss) from continuing operations, net of tax | (2,224 | ) | 16 | |||||
Income (loss) from discontinued operations, net of tax | — | 419 | ||||||
Net income (loss) | (2,224 | ) | 435 | |||||
Dividend on Series A perpetual preferred stock | (479 | ) | (479 | ) | ||||
Net income (loss) attributable to common shareholders | $ | (2,703 | ) | $ | (44 | ) | ||
Net income (loss) per share | ||||||||
Net income (loss) per share, continuing operations | ||||||||
Basic and Diluted* | $ | (0.14 | ) | $ | — | |||
Net income (loss) per share, discontinued operations | ||||||||
Basic and Diluted* | $ | — | $ | 0.03 | ||||
Net income (loss) per share | ||||||||
Basic and Diluted* | $ | (0.14 | ) | $ | 0.03 | |||
Net income (loss) per share, attributable to common shareholders | ||||||||
Diluted* | $ | (0.17 | ) | $ | — | |||
Weighted-average common shares outstanding | ||||||||
Basic and Diluted* | 15,842 | 15,516 | ||||||
Dividends declared per share of Series A perpetual preferred stock | $ | 0.25 | $ | 0.25 | ||||
*Earnings per share may not add due to rounding **Formerly known as Construction |
Condensed Consolidated Balance Sheets
(Unaudited) (In thousands, except share amounts)
(unaudited) | 2023 | ||||||
Assets: | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 14,662 | $ | 18,326 | |||
Restricted cash | 615 | 620 | |||||
Investments in equity securities | 5,575 | 4,838 | |||||
Lumber derivative contracts | — | 19 | |||||
Accounts receivable, net of allowances of | 4,584 | 6,004 | |||||
Note receivable, current portion | 399 | 399 | |||||
Inventories, net | 4,720 | 3,420 | |||||
Other current assets | 829 | 1,180 | |||||
Assets held for sale | 4,295 | 4,346 | |||||
Total current assets | 35,679 | 39,152 | |||||
Property and equipment, net | 3,537 | 3,482 | |||||
Operating lease right-of-use assets, net | 1,371 | 1,470 | |||||
Intangible assets, net | 12,067 | 12,518 | |||||
4,438 | 4,438 | ||||||
Cost method investment | 6,000 | 6,000 | |||||
Notes receivable | 8,528 | 8,427 | |||||
Other assets | 29 | 9 | |||||
Total assets | $ | 71,649 | $ | 75,496 | |||
Liabilities and Stockholders’ Equity: | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 1,503 | $ | 1,571 | |||
Accrued liabilities | 1,028 | 1,506 | |||||
Accrued compensation | 1,018 | 1,772 | |||||
Accrued warranty | 45 | 44 | |||||
Lumber derivative contracts | 1 | — | |||||
Deferred revenue | 1,696 | 1,377 | |||||
Short-term debt | 1,924 | 2,019 | |||||
Operating lease liabilities | 411 | 403 | |||||
Finance lease liabilities | 35 | 42 | |||||
Total current liabilities | 7,661 | 8,734 | |||||
Deferred tax liabilities | 320 | 318 | |||||
Operating lease liabilities, net of current portion | 995 | 1,102 | |||||
Finance lease liabilities, net of current portion | 34 | 43 | |||||
Total liabilities | 9,010 | 10,197 | |||||
Stockholders’ Equity: | |||||||
Preferred stock, | 18,988 | 18,988 | |||||
Series C Preferred stock, | — | — | |||||
Common stock, | 2 | 2 | |||||
(5,728 | ) | (5,728 | ) | ||||
Additional paid-in capital | 159,690 | 160,126 | |||||
Accumulated deficit | (110,313 | ) | (108,089 | ) | |||
Total stockholders’ equity | 62,639 | 65,299 | |||||
Total liabilities and stockholders’ equity | $ | 71,649 | $ | 75,496 |
Reconciliation of Non-GAAP Financial Measures
(Unaudited) (In thousands, except per share amounts)
Three Months Ended | ||||||||
2024 | 2023 | |||||||
Net income (loss) from continuing operations | $ | (2,224 | ) | $ | 16 | |||
Acquired intangible amortization | 442 | 430 | ||||||
Unrealized loss (gain) on equity securities (1) | (228 | ) | (2 | ) | ||||
Unrealized loss (gain) on lumber derivatives (2) | 20 | (43 | ) | |||||
Litigation costs | 9 | — | ||||||
Transaction costs related to sale (3) | 101 | — | ||||||
Transaction costs related to mergers and acquisitions (4) | 431 | — | ||||||
Financing costs (5) | 8 | 95 | ||||||
Income tax (benefit) provision | 35 | — | ||||||
Non-GAAP adjusted net income (loss) from continuing operations | $ | (1,406 | ) | $ | 496 | |||
Net income (loss) from continuing operations per diluted share | $ | (0.14 | ) | $ | — | |||
Acquired intangible amortization | 0.03 | 0.03 | ||||||
Unrealized loss (gain) on equity securities (1) | (0.01 | ) | — | |||||
Unrealized loss (gain) on lumber derivatives (2) | — | — | ||||||
Litigation costs | — | — | ||||||
Transaction costs related to sale (3) | 0.01 | — | ||||||
Transaction costs related to mergers and acquisitions (4) | 0.03 | — | ||||||
Financing costs (5) | — | 0.01 | ||||||
Income tax (benefit) provision | — | — | ||||||
Non-GAAP adjusted net income (loss) from continuing operations per basic and diluted share (6) | $ | (0.09 | ) | $ | 0.03 |
(1) | Reflects adjustments for any unrealized gains or losses in equity securities. | |
(2) | Reflects adjustments for any unrealized gains or losses in lumber derivatives value. | |
(3) | Reflects one time transaction costs related to the sale of the Healthcare Division. | |
(4) | Reflects one time transaction costs related to potential mergers and acquisitions. | |
(5) | Reflects financing costs from our credit facilities. | |
(6) | Per share amounts are computed independently for each discrete item presented. Therefore, the sum of the quarterly per share amounts will not necessarily equal to the total for the year, and the sum of individual items may not equal the total. |
Reconciliation of Non-GAAP Financial Measures
(Unaudited) (In thousands)
For The Three Months Ended | Building Solutions | Investments | Corporate | Total | ||||||||||||
Net income (loss) from continuing operations | $ | (925 | ) | $ | 463 | $ | (1,762 | ) | $ | (2,224 | ) | |||||
Depreciation and amortization | 567 | 104 | 17 | 688 | ||||||||||||
Interest (income) expense | 36 | (191 | ) | (219 | ) | (374 | ) | |||||||||
Income tax (benefit) provision | — | — | 35 | 35 | ||||||||||||
EBITDA from continuing operations | (322 | ) | 376 | (1,929 | ) | (1,875 | ) | |||||||||
Unrealized loss (gain) on equity securities (1) | — | (228 | ) | — | (228 | ) | ||||||||||
Unrealized loss (gain) on lumber derivatives (2) | 20 | — | — | 20 | ||||||||||||
Interest income(3) | — | 410 | — | 410 | ||||||||||||
Litigation costs | — | — | 9 | 9 | ||||||||||||
Stock-based compensation | 10 | — | 48 | 58 | ||||||||||||
Transaction costs related to sale (4) | — | — | 101 | 101 | ||||||||||||
Transaction costs related to mergers and acquisitions (5) | — | — | 431 | 431 | ||||||||||||
Financing costs (6) | 8 | — | — | 8 | ||||||||||||
Non-GAAP adjusted EBITDA from continuing operations | $ | (284 | ) | $ | 558 | $ | (1,340 | ) | $ | (1,066 | ) |
For The Three Months Ended | Building Solutions | Investments | Corporate | Total | ||||||||||||
Net income (loss) from continuing operations | $ | 1,654 | $ | (51 | ) | $ | (1,587 | ) | $ | 16 | ||||||
Depreciation and amortization | 505 | 63 | 4 | 572 | ||||||||||||
Interest (income) expense | 29 | 22 | (24 | ) | 27 | |||||||||||
Income tax (benefit) provision | — | — | — | — | ||||||||||||
EBITDA from continuing operations | 2,188 | 34 | (1,607 | ) | 615 | |||||||||||
Unrealized loss (gain) on equity securities (1) | — | (2 | ) | — | (2 | ) | ||||||||||
Unrealized loss (gain) on lumber derivatives (2) | (43 | ) | — | — | (43 | ) | ||||||||||
Stock-based compensation | 5 | — | 96 | 101 | ||||||||||||
Financing costs (6) | 84 | 11 | — | 95 | ||||||||||||
Non-GAAP adjusted EBITDA from continuing operations | $ | 2,234 | $ | 43 | $ | (1,511 | ) | $ | 766 |
(1) | Reflects adjustments for any unrealized gains or losses on equity securities. | |
(2) | Reflects adjustments for any unrealized gains or losses in lumber derivatives value. | |
(3) | We allocate all corporate interest income to the Investments Division. | |
(4) | Reflects one time transaction costs related to the sale of the Healthcare Division. | |
(5) | Reflects one time transaction costs related to potential mergers and acquisitions. | |
(6) | Reflects financing costs from our credit facilities. |
Supplemental Debt Information
(Unaudited) (In thousands)
A summary of the Company’s credit facilities are as follows:
Amount | Weighted-Average Interest Rate | Amount | Weighted-Average Interest Rate | |||||||
Revolving Credit Facility - Premier | $ | 1,924 | 9.25% | $ | 2,019 | 9.25% | ||||
Total Short-term Revolving Credit Facilities | $ | 1,924 | 9.25% | $ | 2,019 | 9.25% | ||||
Total Short-term debt | $ | 1,924 | 9.25% | $ | 2,019 | 9.25% |
Supplemental Segment Information
(Unaudited) (In thousands)
Three Months Ended | ||||||||
2024 | 2023 | |||||||
Revenue by segment: | ||||||||
Building Solutions | $ | 9,118 | $ | 12,346 | ||||
Investments | 188 | 158 | ||||||
Intersegment elimination | (188 | ) | (158 | ) | ||||
Consolidated revenue | $ | 9,118 | $ | 12,346 | ||||
Gross profit (loss) by segment: | ||||||||
Building Solutions | $ | 1,678 | $ | 4,329 | ||||
Investments | 84 | 95 | ||||||
Intersegment elimination | (188 | ) | (158 | ) | ||||
Consolidated gross profit | $ | 1,574 | $ | 4,266 | ||||
Income (loss) from continuing operations by segment: | ||||||||
Building Solutions | $ | (898 | ) | $ | 1,782 | |||
Investments | 44 | (19 | ) | |||||
Corporate, eliminations and other | (2,108 | ) | (1,611 | ) | ||||
Segment income (loss) from operations | $ | (2,962 | ) | $ | 152 | |||
Depreciation and amortization by segment: | ||||||||
Building Solutions | $ | 567 | $ | 505 | ||||
Investments | 104 | 63 | ||||||
17 | 4 | |||||||
Total depreciation and amortization | $ | 688 | $ | 572 |
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