Shimmick Corp (SHIM) 2024 Q1 法說會逐字稿

Greetings, and welcome to Shimmick's first-quarter 2024 earnings conference call. (Operator Instructions)

As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Anthony Rasmus with Investor Relations at Shimmick. Please go ahead, sir.

Good afternoon, and thank you for joining us on today's conference call to discuss Shimmick's first-quarter 2024 results. Slides for today's presentation are available on the Investor Relations section of our website www.shimmick.com.

During this conference call, management will make forward-looking statements based on current expectations and assumptions, which are subject to risks and uncertainties. Actual results could differ materially from our forward-looking statements if any of our key assumptions are incorrect. We identify the principal risks and uncertainties that may affect our performance in our reports and filings with the Securities and Exchange Commission, which can also be found on our Investor Relations website. We do not undertake a duty to update any forward-looking statements.

Today's presentation also includes references to non-GAAP financial measures.

You should refer to the information contained in the company's first quarter press release for definitional information and reconciliations of historical non-GAAP financial measures to comparable GAAP financial measures.

With that, it's my pleasure to turn it over to Steve Richards, Shimmick's CEO.

Thanks, Anthony, and good afternoon, everyone, and thank you all for joining today's call. I'm joined by Devin Nordhagen, Shimmick's CFO.

As noted in our earnings press release issued earlier today, we are in the process of negotiating with one of our lenders a waiver of default under our credit facility. As a result, we do not expect to file our quarterly report on Form 10-Q by the prescribed deadline and expect to file an extension on Form 12b-25 with the Securities and Exchange Commission.

While our first-quarter results, which are based on currently available information, are subject to revision as management completes its internal review, we do not expect the waiver to result in changes to our first quarter 2024 results. Our independent registered public accounting firm has also not finalized its review of our first-quarter 2024 results.

Our first-quarter results were challenged due to the combination of short-term delays in new projects commencing operations and the winding down of Legacy Projects. We delivered first-quarter 2024 revenues of $120 million and experienced a net loss of $33 million with an adjusted EBITDA loss of $24 million.

As we did on our last call, we'll provide a breakdown of results between Shimmick projects, projects that began after AECOM sales transaction and Legacy Projects, both that started before the AECOM sale transaction. Devin will provide more detail specifically related to the breakdown of these results.

However, of note, our overall gross margin was weaker in the first quarter, primarily related to a subset of the Legacy Projects, those defined as Legacy Loss Projects that experienced cost overruns, as well as additional legal fees in order to continue pursuit of contract modification and recoveries from project owners.

It Is important to note that these Legacy Loss Projects, any change in the overall estimate to complete flows into the current period not is actually incurred, and thus, changes are front-end loaded. To refresh your memory on the specific accounting treatment for gross margin in our business, we have provided a detailed explanation in our 10-K.

In summary, for the Legacy Loss Projects, we have recognized the estimated cost to complete and the loss expected from those projects. If the estimate of cost to complete on fixed-price contracts indicate a further loss, the entire amount of the additional loss expected over the life of the project is recognized as the period cost and our cost of revenue.

We continue to work down the Legacy Projects backlog with $23 million of revenue in the quarter, down from $56 million last year at this time. Shimmick Project gross margins were slightly negative for the quarter, as we incurred costs that have not yet received expected change orders.

Regarding backlog. Although we are experiencing near-term headwinds due to project timing and cost issues with Legacy Projects, we remain encouraged by the progress we've seen converting our backlog, the Shimmick Projects versus Legacy Projects. At the end of the first quarter, Shimmick Projects represented over 80% of our backlog.

Additionally, our overall pipeline remains at approximately $1 billion as of the end of the first quarter. I'm pleased to report that Shimmick secured two projects in the first quarter of 2024. Shimmick will construct a new [box cover] to function as a new irrigation drainage ditch and storm drain for over 10,000 acres of land to accommodate future rail upgrades east of the San Francisco Bay near Stockton, California.

In Southwest Stockton, at the Sunol Water Treatment Plant, Shimmick secured an electrical subcontract to support new advanced water treatment through the addition of new ozonation system. Here, Shimmick will install electrical systems at multiple new facilities, including an ozone generator building and electrical building, and a large liquid oxygen and nitrogen facility.

We continue to have a robust pipeline of future work, which we expect to grow alongside increases in federal funding and the growing demand for water. We had an estimated personnel late in the first quarter to be responsive to this pipeline of work. More than 75% of our work is generated from repeat customers, public customers, and associated public funding allows for predictable, long-term flow of programs, and projects.

Subsequent to quarter end, we entered into a transaction expected to raise $39 million, an asset purchase agreement for the sale of our foundation drilling assets for a total consideration of approximately $17.5 million and a letter of intent for the sale leaseback of our equipment facility in Tracy, California, which we expect to receive approximately $22 million at closing. Both transactions are expected to close in the second quarter of fiscal 2024. We intend to use the net proceeds of both of these transactions to repay borrowings under our existing credit facility with MidCap.

In addition, slowing the foundation drilling assets, which are not core to our water business, enhances liquidity while lowering our annual capital expenditure requirements.

Shimmick Corp. market vision is becoming a reality with a more asset-light, higher-margin water-focused company, targeting projects that make use of significant in-sourcing technical skills and projects that average three years in duration. While the industry continues to face headwinds, including labor shortages and price inflation, modernizing water infrastructure was recently identified as a hotspot in a 2024 Industry Report published by [GovWin].

The demand for this work is forecasted to grow faster than in any other sectors, in turn, increasing demand for Shimmick services. According to the American Water Works Association, the US needs to invest $1 trillion over the next 20-plus years to meet the water infrastructure needs of a growing population and economy. The investment, as previously reported, includes $50 billion from the Bipartisan infrastructure law plus an additional $5.8 million announced last year from state revolving funds.

Another identified hot spot is disaster response, which drives the demand for infrastructure required to mitigate or prevent damage from severe storms, hurricanes, droughts and flooding, further driving demand for Shimmick services.

For both of these hotspots, modernizing water infrastructure and disaster response, California was identified as the second and fourth largest vendor, respectively, by state, [showing] increased demand in Shimmick's core geographic market. Spending on infrastructure is expected to strengthen in 2024 with the IIJA funding peak still to come. According to S&P Global's first-quarter analysis, the strong spending increase was in one of Shimmick's core markets, the combined water and sewer segment with a 23.3% year-over-year gain. Additionally, infrastructure spending in California is expected to remain robust.

Turning to the next slide. I'd like to spend the time highlighting another one of our high-profile jobs. A $360 million water treatment facility, the North City Pure Water Treatment Facility and Pump Station in San Diego, California. Shimmick is implementing new technology to purify recycled water, providing a safe and sustainable water supply, which will reduce the city's dependence on imported water and also reduce wastewater discharge into the ocean.

Shimmick has finished most concrete activities and is now working on the mechanical and electrical elements of the facility, including electrical rooms, exterior conduit, fire protection, HVAC, and more. Treatment equipment, including ozone equipment, has been delivered and is being installed. We're a little over halfway complete with the project, and the work is progressing on schedule for the reverse osmosis and biological activated carbon treatment areas of the facility. This is just another example of the highly sophisticated level of installing and integrating technologies that our in-source team does every day.

And with that, I'd like to turn the call over to Devin who will discuss our financial results.

Thanks, Steve. All comparisons made today will be on a year-over-year basis compared to the same period in 2023. For the first quarter, we reported revenue of $120 million, compared to $164 million for the prior year period, primarily as a result of the decline in legacy revenue and in foundation drilling revenue in the quarter.

We had a net loss of $33 million compared to a net loss of $9 million for the prior year period, again, largely as a result of the negative gross margins in legacy and foundations. First-quarter adjusted EBITDA was a loss of $24 million, compared to a loss of $1 million in the prior year period.

In the first quarter, after factoring out our non-core foundations projects, Shimmick Project revenue increased $2 million to $90 million compared to 2023, while gross margin contracted to a negative $1 million. The $2 million increase in revenue was primarily the result of the timing of new jobs and jobs ramping up. The decline in gross margin was primarily the result of jobs winding down and those costs tied to pending change orders.

As noted by Steve earlier, the company has entered into an agreement to sell the assets of our noncore foundation projects in the second quarter of 2024, and we'll be winding down any remaining work during the year. As the revenue will decline during the year, the company will be reporting revenue related to these projects separately for 2024.

Revenue recognized on Foundation's projects was $7 million and $20 million for the three months ended Q1 '24 and Q1 '23, respectively. The $13 million decline in revenue was the result of timing of multiple jobs winding down.

Gross margin recognized on Foundation's projects was negative $4 million and $2 million for the three months ended Q1 '24 and Q1 '23, respectively. The decline in the gross margin was the result of cost overruns in multiple subcontract jobs and timing of jobs winding down. Legacy projects revenue decreased by $33 million to $23 million, compared to 2023 and gross margin contracted to a negative $11 million.

As Steve explained, Legacy Projects results were primarily impacted by a subset of projects that we define as Legacy Loss Projects, which experienced cost overruns as well as additional legal fees in order to continue our pursuit of contract modifications and recoveries from these project owners. On this subset, we have recognized the estimated cost to complete and the loss expected from these projects. As these Legacy Loss Projects continue to wind down to completion, no further gross margin will be recognized and in some cases, there may be additional costs associated with these projects, which will all be recognized in the period.

Revenue recognized on these Legacy Loss Projects was $15 million and $27 million for the three months ended Q1 '24 and Q1 '23, respectively. Gross margin recognized on the Legacy Loss Projects was negative $11 million and negative $1 million for the three months ended Q1 '24 and Q1 '23, respectively. We continue to actively pursue all opportunities to offset these costs.

The loss for the quarter has put us out of compliance with the covenants in our existing credit facility with MidCap. We are in the process of negotiating a waiver and amendment with MidCap, as well as pursuing alternative financing arrangements with other potential lenders. As a result of these ongoing discussions, we are unable to file our quarterly report on Form 10-Q within the prescribed deadline. For additional information, you see the extension of Form 12b-25 that we will file with the Securities and Exchange commission.

For the full fiscal year ending December 27, 2024, after excluding non-core foundations projects revenue of $64 million for the fiscal year ending December 29, 2023, and assuming successful resolution with MidCap, we expect Shimmick's Projects revenue to grow 7% to 13% with gross margin between 7% to 13%, trending towards the lower end of the range for gross margin.

Legacy Projects revenue to decrease by 45% to 55% with negative gross margin of 5% to 10%, trending towards the lower end of the range for gross margin. The guidance reflects our execution on our strategy, our robust pipeline, the improving quality of our backlog, and our continued operational execution, as well as our efforts to work off our Legacy Projects.

We believe that our results will be back half weighted in 2024 with further strong momentum for growth in 2025. With that, I'd like to turn it over now to Steve for some additional remarks.

Thanks, Devin. In conclusion, we are encouraged by the continued progress made in working off the Legacy Loss Projects backlog. We're confident that the slow start in the first quarter for Shimmick Projects will correct itself over the year, as new project start-ups advance, and ongoing projects work through completion.

It's not unusual to see project start-up costs accrue faster than revenue collection and earnings recognition and then become more balanced as the project progresses. We believe these challenges to be short term in nature, as Shimmick continues to be favorably positioned to take advantage of the sizable market opportunities ahead. It is important to reinforce that our strategy for our core business remains unchanged.

Our vertical integration minimizes risk and our strategic shift towards a higher margin, low-cost portfolio, coupled with potential M&A activity positions us well for enhanced margins and growth. We want to once again thank our team for their tireless efforts, as we work to transform Shimmick into one of America's best water infrastructure companies.

Operator, you may now open the line for questions.

(Operator Instructions) Gerry Sweeney, ROTH Capital.

On the sale of the equipment, how confident are you that you can close that in the second quarter and your confidence in achieving the numbers that you prescribed in your remarks - (inaudible).

Highly confident, Gerry. It will be early in the quarter. So we're very comfortable toward that.

Okay. And you did talk about getting better as we went through the rest of this year and you kept your guidance in place. Obviously, Q1 was a challenge. Again, similar question, confidence that things are turning around, and you can achieve that guidance.

We do. We feel that -- I mentioned that the projects kind of slow start in ramping up into cost like mobilization kind of lead the project cost side and then we don't get a lot of earnings recognition in that way.

And so once the projects stabilize and we've got a good run, we're often going with earnings recognition and so keeping pace with the cost of revenues. We've mentioned in the past, the [Elsener] project, as an example. The team is now well in place, moving in the field with construction activities, and we look at that project, for example, to the one that improves from a margin recognition standpoint and catching up with revenues.

As we go into the second quarter, obviously, we're a little bit into the quarter now, Q1 was a challenge. Are there any other large issues percolating that we should be aware of when we're looking at 2Q? Or should we see an improvement in 2Q and then further improvement through the rest of the year?

Let's stick with our guidance. We feel that we are back half weighted. So 2Q, we're early in 2Q, obviously, and so we see that as being a continuing improvement in climbing the curve. So we feel good about it.

Got it. Change orders. Obviously, change orders, actually I think it hit some of the gross profit. Are you collecting change orders? And is that cadence going to change? Did that actually become a net positive at some period -- at some point?

Yes. Devin mentioned that in his remarks, and he can add on to this. But we feel good about a couple of things. One is that we've got an excellent team that can complete contract administration activities in a timeful basis so that when we go and are ready to negotiate change orders, we've got all the paper and materials in place to have a timely change order execution.

But not uncommon to see some of those change orders lag in the project as it gets towards the end, and that's what we're kind of seeing in some of our not only legacy projects, but some of our newer smaller projects. Devin, I don't know if you want to add anything there.

No, I think that covers it pretty good. I think, with the lag in the changeovers, most of our jobs, as we've mentioned before, are firm fixed price jobs. And so oftentimes, we incur the cost and then have to work with the client and follow the contract and go through the procedures to get the change order tied to those costs.

Got it. Does the currency to the balance sheet impact your ability to go out and bid jobs? Will that be a headwind?

No. I see -- we work closely with our surety company, that's a big part of the stakeholder group that we work with. We look at this MidCap covenant as being something that we'll overcome quickly, just a timing issue for us.

And so I really don't see anything. And in fact, the things we've done to improve our balance sheet and with the sales transactions that we mentioned for our foundation's business and then the sale leaseback are real positive things for us, and I look at that as strengthening our liquidity so that we can go and pursue the work we want to pursue.

Aaron Spychalla, Craig-Hallum.

First, on the Legacy Loss Projects. Can you just give us an update there? How much work is still remaining on those couple of projects? And just kind of what's on the balance sheet as far as kind of potential claims and the outlook to kind of get a potential positive resolution there?

Yes. Right now, at the end of the quarter, the projects are nearing 80% completion, and so they're largely tracking with the high risk parts of the job are really behind us now, and we're looking forward to kind of a downward turn, whether it be the amount of labor on the jobs or, if you will, that risk that remains.

So feel good about the trajectory and the teams in the field have accomplished a huge milestone to getting to where they're at right now at this nearing 80% level. I don't think that we're able to really talk, Aaron, about the -- what's in the balance sheet for the, if you will, the change order settlements.

But Devin, you can clarify that for me?

No, that's right, Steve.

All right. And then it sounds like the pipeline, you're still expecting kind of back half weighted for conversion there. But can you just talk to that a little bit the outlook for self-performing as much of these projects as you can, given some of the supply chain and labor kind of issues you talked about, just availability of these projects out in the market. It seems like you're still confident in that in the back half of this year?

We are. Shimmick has always had a strong following of not only our superintendents but the foreman and the craft that follow the performance. So we've got a great network of craft that stays with the company. So feel good about being able to service the jobs that we need and get the craft that we need to complete the work.

From a pipeline standpoint, definitely you're encouraged by the pipeline that's coming through. I mentioned briefly, you may have caught it in my remarks that in fact, we're adding new estimating members to our team so that we can even bid more and feel real good about that. We're -- as we finish work, we bring our operations team back into the office to estimate work and to go back and run that work that they win.

So we feel good about it. We feel good about our resource base and how we're attacking the work.

All right. And then just given the kind of recent EPA ruling on PFAS, can you just kind of talk about that a little bit, how you think that opportunity could look for you guys moving forward? Anything on size and timing potentially there?

Yes, we're still waiting for kind of that outcome. We're watching the major design firms get some of their assignments, and so we're encouraged by that. I think I've mentioned in the past to some of our calls that PFAS is kind of regionally driven or where it's going to be needed to be treated. It's very specific to that groundwater source in that local area.

So we see an opportunity, but we're going to have to track them to those geographies that we're in and sometimes the opportunity come in smaller forms. And so we're kind of measuring those, kind of looking for some of these PFAS opportunities that maybe become a larger scope of work so that we are more competitive in that.

Some of the smaller ones kind of tend to go to the local contractors that don't have kind of the overhead layer that we have. So it's -- looking forward to the opportunity, but a little bigger is what we need right now.

All right. And then just maybe last for me. I appreciate the guidance and how you kind of broke things out there. But can you just kind of talk to longer-term still the margin targets on kind of Shimmick projects going forward from a gross margin standpoint? Are you still kind of thinking those kinds of low double-digit, potentially mid-teens over time type gross margin still?

We do. We've maintained our discipline. Some companies, I think you'll see in the early quarter, they'll say, I need to go fill my backlog and then maybe dive on their margins. That's not Shimmick. What we are looking for is complicated work, work that's in that $50 million to $150 million range, kind of a 3-year duration average wise and work that we can use at least 80% of our team to completely self-perform elements of the work.

And so it's really haven't changed our formula, and we're definitely maintaining our discipline on the margins that we're seeking for this new work.

Ladies and gentlemen, we have reached the end of our question-and-answer session. This concludes today's conference. Thank you for joining us. You may now disconnect your lines.