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Steel Partners Holdings Reports Fourth Quarter and Full Year Results

Fourth Quarter 2023 Results

  • Revenue totaled $466.9 million
  • Net income was $42.7 million
  • Net income attributable to common unitholders was $41.3 million, or $1.75 per diluted common unit
  • Adjusted EBITDA* totaled $59.4 million; Adjusted EBITDA margin* was 12.7%
  • Net cash provided by operating activities was $9.5 million
  • Adjusted free cash flow* totaled $87.6 million
  • Total debt was $191.4 million; net cash,* which also includes our pension and preferred unit liabilities, less cash and investments, totaled $56.4 million

Full Year 2023 Results

  • Revenue totaled $1.9 billion
  • Net income was $154.0 million
  • Net income attributable to common unitholders was $150.8 million, or $6.43 per diluted common unit
  • Adjusted EBITDA* totaled to $240.6 million; Adjusted EBITDA margin* was 12.6%
  • Net cash provided by operating activities was $21.2 million
  • Adjusted free cash flow* totaled $236.0 million

Steel Partners Holdings L.P. (NYSE: SPLP), a diversified global holding company, today announced operating results for the fourth quarter and year ended December 31, 2023. The financial results of Steel Connect, Inc. ("Steel Connect" or "STCN") have been included in the Company's consolidated financial statements since the exchange transaction on May 1, 2023.

Unaudited

 

 

 

 

 

 

Q4 2023

 

Q4 2022

 

($ in thousands)

 

FY 2023

 

FY 2022

$466,907

 

$422,615

 

Revenue

 

$1,905,457

 

$1,695,441

42,697

 

73,083

 

Net income

 

154,002

 

206,165

41,261

 

73,012

 

Net income attributable to common unitholders

 

150,829

 

205,972

59,358

 

44,649

 

Adjusted EBITDA*

 

240,559

 

228,434

12.7%

 

10.6%

 

Adjusted EBITDA margin*

 

12.6%

 

13.5%

14,784

 

17,353

 

Purchases of property, plant and equipment

 

51,451

 

47,541

87,587

 

30,260

 

Adjusted free cash flow*

 

235,980

 

146,272

 

* See reconciliations to the nearest GAAP measure included in the financial tables. See "Note Regarding Use of Non-GAAP Financial Measurements" below for the definition of these non-GAAP measures.

Results of Operations

Comparisons of the Three Months and Years Ended December 31, 2023 and 2022

 

 

 

Unaudited

 

 

 

 

(Dollar amounts in table in thousands, unless otherwise indicated)

 

Three Months Ended December 31,

 

Year Ended December 31,

 

2023

 

2022

 

2023

 

2022

Revenue

 

$

466,907

 

 

$

422,615

 

 

$

1,905,457

 

 

$

1,695,441

 

Cost of goods sold

 

 

269,040

 

 

 

266,296

 

 

 

1,103,017

 

 

 

1,096,936

 

Selling, general and administrative expenses

 

 

128,708

 

 

 

102,778

 

 

 

504,960

 

 

 

383,377

 

Asset impairment charges

 

 

536

 

 

 

278

 

 

 

865

 

 

 

3,162

 

Interest expense

 

 

2,466

 

 

 

6,197

 

 

 

18,400

 

 

 

20,649

 

Realized and unrealized gains on securities, net

 

 

(923

)

 

 

(57,361

)

 

 

(7,074

)

 

 

(34,791

)

Gains from sales of businesses

 

 

(58

)

 

 

(203

)

 

 

(58

)

 

 

(85,683

)

All other expenses, net *

 

 

27,474

 

 

 

20,237

 

 

 

124,141

 

 

 

36,293

 

Total costs and expenses

 

 

427,243

 

 

 

338,222

 

 

 

1,744,251

 

 

 

1,419,943

 

Income before income taxes and equity method investments

 

 

39,664

 

 

 

84,393

 

 

 

161,206

 

 

 

275,498

 

Income tax provision (benefit)

 

 

33

 

 

 

17,688

 

 

 

(1,674

)

 

 

73,944

 

(Income) loss of associated companies, net of taxes

 

 

(3,066

)

 

 

(6,378

)

 

 

8,878

 

 

 

(4,611

)

Net income

 

 

42,697

 

 

 

73,083

 

 

 

154,002

 

 

 

206,165

 

Net income attributable to noncontrolling interests in consolidated entities

 

 

(1,436

)

 

 

(71

)

 

 

(3,173

)

 

 

(193

)

Net income attributable to common unitholders

 

$

41,261

 

 

$

73,012

 

 

$

150,829

 

 

$

205,972

 

* includes finance interest, provision (benefit) for credit losses, and other expenses (income) from the consolidated statements of operations

Revenue

Revenue for the three months ended December 31, 2023 increased $44.3 million , or 10.5%, as compared to the same period last year. The increase was driven primarily by favorable impact of the recently added Supply Chain segment and higher revenue for the Financial Services segment, partially offset by lower sales from the Diversified Industrial segment and lower revenue from the Energy segment.

Revenue in the year ended December 31, 2023 increased $210.0 million, or 12.4%, as compared to 2022, as a result of higher revenue from the Financial Services segment and favorable impact of the recently added Supply Chain segment, partially offset by lower sales from the Diversified Industrial segment and lower revenue from the Energy segment.

Cost of Goods Sold

Cost of goods sold for the three months ended December 31, 2023 increased $2.7 million, or 1.0%, as compared to the same period last year. The increase was primarily due to the recently added Supply Chain segment, partially offset by lower revenue for the Diversified Industrial and Energy segments, discussed above.

Cost of goods sold in the year ended December 31, 2023 increased $6.1 million, or 0.6%, as compared to 2022, resulting from the recently added Supply Chain segment, partially offset by lower revenue for the Diversified Industrial and Energy segments discussed above.

Selling, General and Administrative Expenses

Selling, general and administrative expenses ("SG&A") for the three months ended December 31, 2023 increased $25.9 million, or 25.2%, as compared to the same period last year. The SG&A increase was primarily driven by: (1) $18.1 million increase in the Financial Services segment primarily due to higher credit performance fees due to higher credit risk transfer ("CRT") balances and higher personnel expenses related to incremental headcount and (2) $9.3 million for the recently added Supply Chain segment. The increases were partially offset by $3.7 million lower Corporate SG&A expenses primarily due to lower legal expenses as compared to the last year period.

SG&A in 2023 increased $121.6 million, or 31.7%, as compared to 2022. The SG&A increase was primarily driven by: (1) $86.8 million increase in the Financial Services segment primarily due to higher credit performance fees due to higher CRT balances and higher personnel expenses related to incremental headcount, (2) $25.2 million increase for the Supply Chain segment, and (3) $24.1 million increase for the Diversified Industrial segment primarily due to net pension expense, despite the impact of the divestiture of the SLPE business of $5.0 million. These increases were partially offset by lower Corporate SG&A expenses of $15.4 million due primarily to lower legal fees as compared to the last year period.

Asset Impairment Charges

The Company recorded asset impairment charges of $0.5 million and $0.3 million for the three months ended December 31, 2023 and 2022, respectively. These charges were primarily related to idle machinery and equipment from the Diversified Industrial segment.

The Company recorded asset impairment charges of $0.9 million and $3.2 million for the twelve months ended December 31, 2023 and 2022, respectively. The 2023 charges were primarily driven by idle machinery and equipment associated with the Building Materials and Electrical Products business units within the Diversified Industrial segment. The 2022 charges were primarily related to the implementation costs of an ERP project associated with the Kasco business within the Diversified Industrial segment.

Interest Expense

Interest expense for the three months ended December 31, 2023 and 2022 was $2.5 million and $6.2 million, respectively. Interest expense for the years ended December 31, 2023 and 2022 was $18.4 million and $20.6 million, respectively. The lower interest expense for the three months and the year ended December 31, 2023 was primarily due to lower average debt levels, partially offset by higher average interest rates.

Realized and Unrealized Gains on Securities, Net

The Company recorded gains of $0.9 million for the three months ended December 31, 2023, as compared to $57.4 million in 2022, and gains of $7.1 million and $34.8 million for the years ended December 31, 2023 and 2022, respectively. The changes in realized and unrealized gains on securities, net over the respective periods are primarily due to mark-to-market adjustments on the Company's portfolio of securities.

All Other Expenses, Net

All other expense, net totaled $27.5 million for the three months ended December 31, 2023, as compared to $20.2 million for the year ended December 31, 2022. The incremental all other expense, net for the three months ended December 31, 2023 was primarily due to higher finance interest expense of $16.6 million, partially offset by lower provisions for credit losses of $7.6 million related to the Financial Service segment, as compared to 2022.

All other expense, net totaled $124.1 million for the year ended December 31, 2023, as compared to $36.3 million for the year ended December 31, 2022. The incremental all other expense, net for the years ended December 31, 2023 was primarily due to higher finance interest expense of $63.5 million and higher provisions for credit losses of $28.6 million related to the Financial Service segment, as compared to 2022.

Income Taxes

The Company recorded income tax provisions of $0.03 million and $17.7 million for the three months ended December 31, 2023 and 2022, respectively. The lower effective tax rate for the three months ended December 31, 2023, is primarily due to a decrease in U.S. tax expense related to unrealized gains on investment from related parties which are eliminated for financial statement purposes, as well as the partial release of valuation allowances on the Company's deferred tax assets.

For the year ended December 31, 2023, a tax benefit of $1.7 million was recorded, as compared to a tax provision of $73.9 million in 2022. The Company's effective tax rate for the year ended December 31, 2023 was a benefit of 1.0% as compared to a provision of 26.8% for the year ended December 31, 2022. The lower effective tax rate for the year ended December 31, 2023, was primarily due to certain tax-deferred transactions associated with internal restructurings undertaken by the Company and the partial release of valuation allowances on the Company's deferred tax assets, partially offset by increased state and foreign income taxes associated with the Company's operations.

As a limited partnership, we are generally not responsible for federal and state income taxes, and our profits and losses are passed directly to our limited partners for inclusion in their respective income tax returns. The Company's tax provision represents the income tax expense or benefit of its consolidated corporate subsidiaries.

(Income) Loss of Associated Companies, Net of Taxes

The Company recorded income from associated companies, net of taxes of $3.1 million for the three months ended December 31, 2023, as compared to $6.4 million for the same period of 2022. The Company recorded loss from associated companies, net of taxes, of $8.9 million in 2023 as compared to income, net of taxes of $4.6 million in 2022.

Net Income

Net income for the three months ended December 31, 2023 was $42.7 million, as compared to $73.1 million for the same period in 2022. The decrease in net income was primarily due to lower realized and unrealized gains on securities, net, partially offset by higher income from the Financial Service segment resulting from higher revenue and favorable impact of added Supply Chain segment, as well as lower income tax expense. See above explanations for further details.

Net income for the year ended December 31, 2023 was $154.0 million, as compared to $206.2 million for the year ended December 31, 2022. The decrease in net income for the year ended December 31, 2023 was primarily due to a pre-tax gain of $85.7 million in 2022, primarily related to the divestiture of the SLPE business from the Diversified Industrial segment and lower realized and unrealized gains on securities, net, partially offset by higher income from the Financial Services segment resulting from higher revenue and favorable impact of the recently added Supply Chain segment, as well as lower income tax expense. See above explanations for further details.

Purchases of Property, Plant and Equipment (Capital Expenditures)

Capital expenditures for the three months ended December 31, 2023 totaled $14.8 million, or 3.2% of revenue, as compared to $17.4 million, or 4.1% of revenue, in the three months ended December 31, 2022. For the year ended December 31, 2023, capital expenditures were $51.5 million, or 2.7% of revenue, as compared to $47.5 million, or 2.8% of revenue, for the year ended December 31, 2022.

Additional Non-GAAP Financial Measures

Adjusted EBITDA for the three months ended December 31, 2023 was $59.4 million, as compared to $44.6 million for the same period in 2022. Adjusted EBITDA margin increased to 12.7% in the quarter from 10.6% in the three months ended December 31, 2022, primarily due to the higher revenue impact of the Financial Services segment, favorable impact from the newly acquired Supply Chain segment, and lower SG&A costs from Corporate as compared to the same period of 2022. Adjusted free cash flow was $87.6 million for the three months ended December 31, 2023, as compared to $30.3 million for the same period in 2022.

For the year ended December 31, 2023, Adjusted EBITDA and Adjusted EBITDA margin were $240.6 million and 12.6%, respectively, as compared to $228.4 million and 13.5% in 2022. Adjusted EBITDA increased by $12.1 million primarily due to increases in the Financial Service segment due to higher revenue, favorable impact from the newly acquired Supply Chain segment, and lower SG&A costs from Corporate, partially offset by lower revenue from the Diversified Industrial segment. Adjusted free cash flow was $236.0 million, as compared to $146.3 million for the same period in 2022.

Liquidity and Capital Resources

As of December 31, 2023, the Company had $399.3 million in available liquidity under its senior credit agreement, as well as $407.6 million in cash and cash equivalents, excluding WebBank cash, and $41.2 million in long-term investments.

As of December 31, 2023, total debt was $191.4 million, an increase of $11.0 million, as compared to December 31, 2022. As of December 31, 2023, net cash totaled $56.4 million, an increase of $104.0 million, as compared to December 31, 2022. Net cash position in 2023 was primarily due to higher cash balance of $347.5 million and $38.8 million lower accrued pension liabilities, partially offset by $268.5 million of lower investment balances and $11.0 million increase of total debt due to additional borrowing of debt, as compared to the net debt position in 2022. Total leverage (as defined in the Company's senior credit agreement) was approximately 1.5x as of December 31, 2023 versus 1.4x as of December 31, 2022.

About Steel Partners Holdings L.P.

Steel Partners Holdings L.P. (www.steelpartners.com) is a diversified global holding company that owns and operates businesses and has significant interests in various companies, including diversified industrial products, energy, defense, supply chain management and logistics, banking and youth sports. At Steel Partners, our culture and core values of Teamwork, Respect, Integrity, and Commitment guide our Kids First purpose, which is to forge a path of success for the next generation by instilling values, building character, and teaching life lessons through sports.

(Financial Tables Follow)

Consolidated Balance Sheets

   

 

 

December 31, 2023

 

December 31, 2022

ASSETS

 

 

 

 

Current assets:

 

 

 

 

Cash and cash equivalents

 

$

577,928

 

 

$

234,448

 

Trade and other receivables - net of allowance for doubtful accounts of $2,481 and $2,414, respectively

 

 

216,429

 

 

 

183,861

 

Receivables from related parties

 

 

234

 

 

 

961

 

Loans receivable, including loans held for sale of $868,884 and $602,675, respectively, net

 

 

1,582,536

 

 

 

1,131,745

 

Inventories, net

 

 

202,294

 

 

 

214,084

 

Prepaid expenses and other current assets

 

 

47,935

 

 

 

40,129

 

Total current assets

 

 

2,627,356

 

 

 

1,805,228

 

Long-term loans receivable, net

 

 

386,072

 

 

 

423,248

 

Goodwill

 

 

148,838

 

 

 

125,813

 

Other intangible assets, net

 

 

114,177

 

 

 

94,783

 

Other non-current assets

 

 

342,046

 

 

 

195,859

 

Property, plant and equipment, net

 

 

253,980

 

 

 

238,510

 

Operating lease right-of-use assets

 

 

76,746

 

 

 

42,711

 

Long-term investments

 

 

41,225

 

 

 

309,697

 

Total Assets

 

$

3,990,440

 

 

$

3,235,849

 

LIABILITIES AND CAPITAL

 

 

 

 

Current liabilities:

 

 

 

 

Accounts payable

 

$

131,922

 

 

$

109,572

 

Accrued liabilities

 

 

117,943

 

 

 

112,744

 

Deposits

 

 

1,711,585

 

 

 

1,360,477

 

Payables to related parties

 

 

2,529

 

 

 

2,881

 

Short-term debt

 

 

 

 

 

685

 

Current portion of long-term debt

 

 

67

 

 

 

67

 

Other current liabilities

 

 

101,086

 

 

 

62,717

 

Total current liabilities

 

 

2,065,132

 

 

 

1,649,143

 

Long-term deposits

 

 

370,107

 

 

 

208,004

 

Long-term debt

 

 

191,304

 

 

 

179,572

 

Other borrowings

 

 

15,065

 

 

 

41,682

 

Preferred unit liability

 

 

154,925

 

 

 

152,247

 

Accrued pension liabilities

 

 

46,195

 

 

 

84,948

 

Deferred tax liabilities

 

 

18,353

 

 

 

41,055

 

Long-term operating lease liabilities

 

 

61,790

 

 

 

35,512

 

Other non-current liabilities

 

 

62,161

 

 

 

42,226

 

Total Liabilities

 

 

2,985,032

 

 

 

2,434,389

 

Commitments and Contingencies

 

 

 

 

Capital:

 

 

 

 

Partners' capital common units: 21,296,067 and 21,605,093 issued and outstanding (after deducting 18,367,307 and 17,904,679 units held in treasury, at cost of $329,297 and $309,257, respectively

 

 

1,079,853

 

 

 

952,094

 

Accumulated other comprehensive loss

 

 

(121,223

)

 

 

(151,874

)

Total Partners' Capital

 

 

958,630

 

 

 

800,220

 

Noncontrolling interests in consolidated entities

 

 

46,778

 

 

 

1,240

 

Total Capital

 

 

1,005,408

 

 

 

801,460

 

Total Liabilities and Capital

 

$

3,990,440

 

 

$

3,235,849

 

Consolidated Statements of Operations

   

 

 

Unaudited

 

 

 

 

 

 

Three Months Ended December 31,

 

Year Ended December 31,

 

 

2023

 

2022

 

2023

 

2022

Revenue:

 

 

 

 

 

 

 

 

Diversified Industrial net sales

 

$

275,394

 

 

$

299,553

 

 

$

1,193,964

 

 

$

1,285,666

 

Energy net revenue

 

 

34,218

 

 

 

45,061

 

 

 

179,438

 

 

 

181,811

 

Financial Services revenue

 

 

112,341

 

 

 

78,001

 

 

 

416,911

 

 

 

227,964

 

Supply Chain revenue

 

 

44,954

 

 

 

 

 

 

115,144

 

 

 

 

Total revenue

 

 

466,907

 

 

 

422,615

 

 

 

1,905,457

 

 

 

1,695,441

 

Costs and expenses:

 

 

 

 

 

 

 

 

Cost of goods sold

 

 

269,040

 

 

 

266,296

 

 

 

1,103,017

 

 

 

1,096,936

 

Selling, general and administrative expenses

 

 

128,708

 

 

 

102,778

 

 

 

504,960

 

 

 

383,377

 

Asset impairment charges

 

 

536

 

 

 

278

 

 

 

865

 

 

 

3,162

 

Finance interest expense

 

 

25,938

 

 

 

9,301

 

 

 

80,432

 

 

 

16,907

 

Provision for credit losses

 

 

3,845

 

 

 

11,419

 

 

 

51,824

 

 

 

23,177

 

Interest expense

 

 

2,466

 

 

 

6,197

 

 

 

18,400

 

 

 

20,649

 

Gains from sales of businesses

 

 

(58

)

 

 

(203

)

 

 

(58

)

 

 

(85,683

)

Realized and unrealized gains on securities, net

 

 

(923

)

 

 

(57,361

)

 

 

(7,074

)

 

 

(34,791

)

Other income, net

 

 

(2,309

)

 

 

(483

)

 

 

(8,115

)

 

 

(3,791

)

Total costs and expenses

 

 

427,243

 

 

 

338,222

 

 

 

1,744,251

 

 

 

1,419,943

 

Income from operations before income taxes and equity method investments

 

 

39,664

 

 

 

84,393

 

 

 

161,206

 

 

 

275,498

 

Income tax provision (benefit)

 

 

33

 

 

 

17,688

 

 

 

(1,674

)

 

 

73,944

 

(Income) loss of associated companies, net of taxes

 

 

(3,066

)

 

 

(6,378

)

 

 

8,878

 

 

 

(4,611

)

Net income

 

 

42,697

 

 

 

73,083

 

 

 

154,002

 

 

 

206,165

 

Net income attributable to noncontrolling interests in consolidated entities

 

 

(1,436

)

 

 

(71

)

 

 

(3,173

)

 

 

(193

)

Net income attributable to common unitholders

 

$

41,261

 

 

$

73,012

 

 

$

150,829

 

 

$

205,972

 

Net income per common unit - basic

 

 

 

 

 

 

 

 

Net income attributable to common unitholders

 

$

1.94

 

 

$

3.17

 

 

$

7.04

 

 

$

9.03

 

Net income per common unit - diluted

 

 

 

 

 

 

 

 

Net income attributable to common unitholders

 

$

1.75

 

 

$

2.82

 

 

$

6.43

 

 

$

8.12

 

Weighted-average number of common units outstanding - basic

 

 

21,250,547

 

 

 

23,038,179

 

 

 

21,433,900

 

 

 

22,813,588

 

Weighted-average number of common units outstanding - diluted

 

 

25,348,229

 

 

 

27,020,358

 

 

 

25,356,796

 

 

 

26,869,440

 

Consolidated Statements of Cash Flows

   
 

(in thousands)

 

Year Ended December 31,

 

 

2023

 

2022

Cash flows from operating activities:

 

 

 

 

Net income

 

$

154,002

 

 

$

206,165

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

Provision for credit losses

 

 

51,824

 

 

 

23,177

 

Loss (income) of associated companies, net of taxes

 

 

8,878

 

 

 

(4,611

)

Realized and unrealized gains on securities, net

 

 

(7,074

)

 

 

(34,791

)

Gains from sale of businesses

 

 

(58

)

 

 

(85,683

)

Gain on sale of property, plant and equipment

 

 

 

 

 

(940

)

Derivative gains on economic interests in loans

 

 

(4,713

)

 

 

(5,294

)

Non-cash pension expense (income)

 

 

11,806

 

 

 

(7,042

)

Deferred income taxes

 

 

(30,069

)

 

 

48,546

 

Depreciation and amortization

 

 

56,565

 

 

 

53,755

 

Non-cash lease expense

 

 

18,377

 

 

 

10,461

 

Equity-based compensation

 

 

1,617

 

 

 

1,280

 

Asset impairment charges

 

 

865

 

 

 

3,162

 

Other

 

 

4,166

 

 

 

2,843

 

Net change in operating assets and liabilities:

 

 

 

 

Trade and other receivables

 

 

4,802

 

 

 

(710

)

Inventories

 

 

19,247

 

 

 

(41,086

)

Prepaid expenses and other assets

 

 

(7,718

)

 

 

(10,431

)

Accounts payable, accrued and other liabilities

 

 

4,914

 

 

 

35,012

 

Net increase in loans held for sale

 

 

(266,209

)

 

 

(404,043

)

Net cash provided by (used in) operating activities

 

 

21,222

 

 

 

(210,230

)

Cash flows from investing activities:

 

 

 

 

Purchases of investments

 

 

(208,836

)

 

 

(310,798

)

Proceeds from maturities of investments

 

 

45,731

 

 

 

156,050

 

Proceeds from sales of investments

 

 

213,319

 

 

 

19,828

 

Principal repayment on Steel Connect Convertible Note

 

 

1,000

 

 

 

 

Loan originations, net of collections

 

 

(208,571

)

 

 

(90,030

)

Purchases of property, plant and equipment

 

 

(51,451

)

 

 

(47,541

)

Proceeds from sale of property, plant and equipment

 

 

1,846

 

 

 

1,241

 

Proceeds from sale of businesses

 

 

 

 

 

142,426

 

Acquisitions, net of cash acquired

 

 

 

 

 

(47,280

)

Increase in cash upon consolidation of Steel Connect

 

 

65,896

 

 

 

 

Other

 

 

(1,136

)

 

 

(454

)

Net cash used in investing activities

 

 

(142,202

)

 

 

(176,558

)

Cash flows from financing activities:

 

 

 

 

Net revolver borrowings (repayments)

 

 

11,115

 

 

 

(90,616

)

Repayments of term loans

 

 

(67

)

 

 

(82

)

Purchases of the Company's common units

 

 

(20,040

)

 

 

(44,973

)

Net decrease in other borrowings

 

 

(26,486

)

 

 

(291,117

)

Distribution to preferred unitholders

 

 

(9,633

)

 

 

(9,633

)

Purchase of subsidiary shares from noncontrolling interests

 

 

(2,934

)

 

 

(8,606

)

Tax withholding related to vesting of restricted units

 

 

(605

)

 

 

(1,394

)

Net increase in deposits

 

 

513,211

 

 

 

743,593

 

Net cash provided by financing activities

 

 

464,561

 

 

 

297,172

 

Net change for the period

 

 

343,581

 

 

 

(89,616

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(101

)

 

 

(1,299

)

Cash and cash equivalents at beginning of period

 

 

234,448

 

 

 

325,363

 

Cash and cash equivalents at end of period

 

$

577,928

 

 

$

234,448

 

Supplemental Balance Sheet Data

 

(in thousands, except common and preferred units)

 

December 31,

 

December 31,

 

 

2023

 

2022

Cash and cash equivalents

 

$

577,928

 

$

234,448

WebBank cash and cash equivalents

 

 

170,286

 

 

174,257

Cash and cash equivalents, excluding WebBank

 

$

407,642

 

$

60,191

Common units outstanding

 

 

21,296,067

 

 

21,605,093

Preferred units outstanding

 

 

6,422,128

 

 

6,422,128

Supplemental Non-GAAP Disclosures

 

Adjusted EBITDA Reconciliation:

 

 

 

 

 

 

 

 

 

 

Unaudited

 

 

 

 

(in thousands)

 

Three Months Ended December 31,

 

Year Ended December 31,

 

 

2023

 

2022

 

2023

 

2022

Net income from continuing operations

 

$

42,697

 

 

$

73,083

 

 

$

154,002

 

 

$

206,165

 

Income tax provision (benefit)

 

 

33

 

 

 

17,688

 

 

 

(1,674

)

 

 

73,944

 

Income from continuing operations before income taxes

 

 

42,730

 

 

 

90,771

 

 

 

152,328

 

 

 

280,109

 

Add (Deduct):

 

 

 

 

 

 

 

 

(Income) loss of associated companies, net of taxes

 

 

(3,066

)

 

 

(6,378

)

 

 

8,878

 

 

 

(4,611

)

Realized and unrealized gains on securities, net

 

 

(923

)

 

 

(57,361

)

 

 

(7,074

)

 

 

(34,791

)

Interest expense

 

 

2,466

 

 

 

6,197

 

 

 

18,400

 

 

 

20,649

 

Depreciation

 

 

10,756

 

 

 

9,758

 

 

 

39,978

 

 

 

38,394

 

Amortization

 

 

4,376

 

 

 

3,785

 

 

 

16,587

 

 

 

15,361

 

Non-cash asset impairment charges

 

 

536

 

 

 

278

 

 

 

865

 

 

 

3,162

 

Non-cash pension expense

 

 

2,858

 

 

 

(1,637

)

 

 

11,806

 

 

 

(7,042

)

Non-cash equity-based compensation

 

 

610

 

 

 

438

 

 

 

1,617

 

 

 

1,280

 

Gains from sales of businesses

 

 

(58

)

 

 

(203

)

 

 

(58

)

 

 

(85,683

)

Other items, net

 

 

(927

)

 

 

(999

)

 

 

(2,768

)

 

 

1,606

 

Adjusted EBITDA

 

$

59,358

 

 

$

44,649

 

 

$

240,559

 

 

$

228,434

 

 

 

 

 

 

 

 

 

 

Total revenue

 

$

466,907

 

 

$

422,615

 

 

$

1,905,457

 

 

$

1,695,441

 

Adjusted EBITDA margin

 

 

12.7

%

 

 

10.6

%

 

 

12.6

%

 

 

13.5

%

Net Cash (Debt) Reconciliation:

 

 

 

 

 

 

 

 

 

(in thousands)

 

December 31,

 

December 31,

 

 

2023

 

2022

Total debt

 

$

(191,371

)

 

$

(180,324

)

Accrued pension liabilities

 

 

(46,195

)

 

 

(84,948

)

Preferred unit liability, including current portion

 

 

(154,925

)

 

 

(152,247

)

Cash and cash equivalents, excluding WebBank

 

 

407,642

 

 

 

60,191

 

Long-term investments

 

 

41,225

 

 

 

309,697

 

Net cash (debt)

 

$

56,376

 

 

$

(47,631

)

Adjusted Free Cash Flow Reconciliation:

 

 

 

 

 

 

 

 

 

 

Unaudited

 

 

 

 

(in thousands)

 

Three Months Ended December 31,

 

Year Ended December 31,

 

 

2023

 

2022

 

2023

 

2022

Net cash provided by (used in) operating activities of continuing operations

 

$

9,547

 

 

$

(151,706

)

 

$

21,222

 

 

$

(210,230

)

Purchases of property, plant and equipment

 

 

(14,784

)

 

 

(17,353

)

 

 

(51,451

)

 

 

(47,541

)

Net increase in loans held for sale

 

 

92,824

 

 

 

199,319

 

 

 

266,209

 

 

 

404,043

 

Adjusted free cash flow

 

$

87,587

 

 

$

30,260

 

 

$

235,980

 

 

$

146,272

 

Segment Results

 

 

 

Unaudited

 

 

 

 

(in thousands)

 

Three Months Ended December 31,

 

Year Ended December 31,

 

 

2023

 

2022

 

2023

 

2022

Revenue:

 

 

 

 

 

 

 

 

Diversified Industrial

 

$

275,394

 

 

$

299,553

 

 

$

1,193,964

 

 

$

1,285,666

 

Energy

 

 

34,218

 

 

 

45,061

 

 

 

179,438

 

 

 

181,811

 

Financial Services

 

 

112,341

 

 

 

78,001

 

 

 

416,911

 

 

 

227,964

 

Supply Chain

 

 

44,954

 

 

 

 

 

 

115,144

 

 

 

 

Total revenue

 

$

466,907

 

 

$

422,615

 

 

$

1,905,457

 

 

$

1,695,441

 

 

 

 

 

 

 

 

 

 

Income (loss) before interest expense and income taxes:

 

 

 

 

 

 

 

 

Diversified Industrial

 

$

9,922

 

 

$

17,095

 

 

$

70,937

 

 

$

200,629

 

Energy

 

 

1,008

 

 

 

(404

)

 

 

16,247

 

 

 

13,608

 

Financial Services

 

 

26,002

 

 

 

18,706

 

 

 

74,248

 

 

 

63,477

 

Supply Chain

 

 

2,880

 

 

 

 

 

 

8,726

 

 

 

 

Corporate and other

 

 

5,384

 

 

 

61,571

 

 

 

570

 

 

 

23,044

 

Income before interest expense and income taxes

 

 

45,196

 

 

 

96,968

 

 

 

170,728

 

 

 

300,758

 

Interest expense

 

 

2,466

 

 

 

6,197

 

 

 

18,400

 

 

 

20,649

 

Income tax provision (benefit)

 

 

33

 

 

 

17,688

 

 

 

(1,674

)

 

 

73,944

 

Net income

 

$

42,697

 

 

$

73,083

 

 

$

154,002

 

 

$

206,165

 

 

 

 

 

 

 

 

 

 

(Income) loss of associated companies, net of taxes:

 

 

 

 

 

 

 

 

Corporate and other

 

$

(3,066

)

 

$

(6,378

)

 

$

8,878

 

 

$

(4,611

)

Total

 

$

(3,066

)

 

$

(6,378

)

 

$

8,878

 

 

$

(4,611

)

 

 

 

 

 

 

 

 

 

Segment depreciation and amortization:

 

 

 

 

 

 

 

 

Diversified Industrial

 

$

11,091

 

 

$

10,177

 

 

$

41,424

 

 

$

41,805

 

Energy

 

 

2,333

 

 

 

2,846

 

 

 

10,065

 

 

 

10,546

 

Financial Services

 

 

205

 

 

 

358

 

 

 

835

 

 

 

750

 

Supply Chain

 

 

1,335

 

 

 

 

 

 

3,569

 

 

 

 

Corporate and other

 

 

168

 

 

 

162

 

 

 

672

 

 

 

654

 

Total depreciation and amortization

 

$

15,132

 

 

$

13,543

 

 

$

56,565

 

 

$

53,755

 

 

 

 

 

 

 

 

 

 

Segment Adjusted EBITDA:

 

 

 

 

 

 

 

 

Diversified Industrial

 

$

24,376

 

 

$

23,639

 

 

$

124,746

 

 

$

153,120

 

Energy

 

 

2,113

 

 

 

2,367

 

 

 

24,630

 

 

 

23,905

 

Financial Services

 

 

26,207

 

 

 

19,199

 

 

 

73,780

 

 

 

63,499

 

Supply Chain

 

 

4,373

 

 

 

 

 

 

13,179

 

 

 

 

Corporate and other

 

 

2,289

 

 

 

(556

)

 

 

4,224

 

 

 

(12,090

)

Total Adjusted EBITDA

 

$

59,358

 

 

$

44,649

 

 

$

240,559

 

 

$

228,434

 

Note Regarding Use of Non-GAAP Financial Measurements

The financial data contained in this press release includes certain non-GAAP financial measurements as defined by the U.S. Securities and Exchange Commission ("SEC,"), including "Adjusted EBITDA," "Net Cash (Debt)" and "Adjusted Free Cash Flow." The Company is presenting these non-GAAP financial measurements because it believes that these measures provide useful information to investors about the Company's business and its financial condition. The Company believes these measures are useful to investors because they are measures used by the Company's Board of Directors and management to evaluate its ongoing business, including in internal management reporting, budgeting and forecasting processes, in comparing operating results across the business, as internal profitability measures, as components in assessing liquidity and evaluating the ability and the desirability of making capital expenditures and significant acquisitions, and as elements in determining executive compensation.

The Company defines Adjusted EBITDA as net income or loss from continuing operations before the effects of income or loss from investments in associated companies and other investments held at fair value, interest expense, taxes, depreciation and amortization, non-cash pension expense or income, and realized and unrealized gains or losses on investments, and excludes certain non-recurring and non-cash items.

The Company defines Net Cash (Debt) as the sum of total debt, loan guarantee liability, accrued pension liabilities and preferred unit liability, less the sum of cash and cash equivalents (excluding those used in WebBank's banking operations), marketable securities, and long-term investments.

The Company defines Adjusted Free Cash Flow as net cash provided by or used in operating activities of continuing operations less the sum of purchases of property, plant and equipment, and net increases or decreases in loans held for sale.

However, the measures are not measures of financial performance under generally accepted accounting principles in the U.S. ("U.S. GAAP"), and the items excluded from these measures are significant components in understanding and assessing financial performance. Therefore, these non-GAAP financial measurements should not be considered substitutes for net income or loss, total debt, or cash flows from operating, investing, or financing activities. Because Adjusted EBITDA is calculated before recurring cash charges, including realized losses on investments, interest expense, and taxes, and is not adjusted for capital expenditures or other recurring cash requirements of the business, it should not be considered as a measure of discretionary cash available to invest in the growth of the business. There are a number of material limitations to the use of Adjusted EBITDA as an analytical tool, including the following:

  • Adjusted EBITDA does not reflect the Company's tax provision or the cash requirements to pay its taxes;
  • Adjusted EBITDA does not reflect income or loss from the Company's investments in associated companies and other investments held at fair value;
  • Adjusted EBITDA does not reflect the Company's interest expense;
  • Although depreciation and amortization are non-cash expenses in the period recorded, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect the cash requirements for such replacement;
  • Adjusted EBITDA does not reflect the Company's net realized and unrealized gains and losses on its investments;
  • Adjusted EBITDA does not include non-cash charges for pension expense and equity-based compensation;
  • Adjusted EBITDA does not include amounts related to noncontrolling interests in consolidated entities;
  • Adjusted EBITDA does not include certain other non-recurring and non-cash items; and
  • Adjusted EBITDA does not include the Company's discontinued operations.

In addition, Net Cash (Debt) assumes the Company's cash and cash equivalents (excluding those used in WebBank's banking operations), marketable securities, and long-term investments are immediately convertible in cash and can be used to reduce outstanding debt without restriction at their recorded fair value, while Adjusted Free Cash Flow excludes net increases or decreases in loans held for sale, which can vary significantly from period-to-period since these loans are typically sold after origination and thus represent a significant component in WebBank's operating cash flow requirements.

The Company compensates for these limitations by relying primarily on its U.S. GAAP financial measures and using these measures only as supplemental information. The Company believes that consideration of Adjusted EBITDA, Net Cash (Debt), and Adjusted Free Cash Flow, together with a careful review of its U.S. GAAP financial measures, is a well-informed method of analyzing SPLP. Because Adjusted EBITDA, Net Cash (Debt), and Adjusted Free Cash Flow are not measurements determined in accordance with U.S. GAAP and are susceptible to varying calculations, Adjusted EBITDA, Net Cash (Debt), and Adjusted Free Cash Flow, as presented, may not be comparable to other similarly titled measures of other companies.

Forward-Looking Statements

This press release contains certain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that reflect SPLP's current expectations and projections about its future results, performance, prospects and opportunities. SPLP identifies these forward-looking statements by using words such as "expect," "anticipate," "intend," "plan," "believe," "seek," "estimate," and similar expressions. These forward-looking statements are only predictions based upon the Company's current expectations and projections about future events, and are based on information currently available to the Company and are subject to risks, uncertainties, and other factors that could cause its actual results, performance, prospects, or opportunities in 2024 and beyond to differ materially from those expressed in, or implied by, these forward-looking statements. These factors include, without limitation: disruptions to the Company’s business as a result of economic downturns; the negative impact of inflation, and supply chain disruptions; the significant volatility of crude oil and commodity prices, including from the ongoing Russia-Ukraine war or the disruptions caused by the ongoing conflict between Israel and Hamas; the effects of rising interest rates; the Company’s subsidiaries’ sponsor defined pension plans, which could subject the Company to future cash flow requirements; the ability to comply with legal and regulatory requirements, including environmental, health and safety laws and regulations, banking regulations and other extensive requirements to which the Company and its businesses are subject; risks associated with the Company’s wholly-owned subsidiary, WebBank, as a result of its Federal Deposit Insurance Corporation ("FDIC") status, highly-regulated lending programs, and capital requirements; the ability to meet obligations under the Company's senior credit facility through future cash flows or financings; the risk of recent events affecting the financial services industry, including the closures or other failures of several large banks; the risk of management diversion, increased costs and expenses, and impact on profitability in connection with the Company's business strategy to make acquisitions, including in connection with the Company’s recent majority investment in the Supply Chain segment; the impact of losses in the Company's investment portfolio; the Company’s ability to protect its intellectual property rights and obtain or retain licenses to use others' intellectual property on which the Company relies; the Company’s exposure to risks inherent to conducting business outside of the U.S.; the impact of any changes in U.S. trade policies; the adverse impact of litigation or compliance failures on the Company's profitability; a significant disruption in, or breach in security of, the Company’s technology systems or protection of personal data; the loss of any significant customer contracts; the Company’s ability to maintain effective internal control over financial reporting; the rights of unitholders with respect to voting and maintaining actions against the Company or its affiliates; potential conflicts of interest arising from certain interlocking relationships amount us and affiliates of the Company’s Executive Chairman; the Company’s dependence on the Manager and impact of the management fee on the Company’s total partners’ capital; the impact to the development of an active market for the Company’s units due to transfer restrictions and other factors; the Company’s tax treatment and its subsidiaries’ ability to fully utilize their tax benefits; the potential negative impact on our operations of changes in tax rates, laws or regulations, including U.S. government tax reform; the loss of essential employees; and other risks detailed from time to time in filings we make with the SEC. These statements involve significant risks and uncertainties, and no assurance can be given that the actual results will be consistent with these forward-looking statements. Investors should read carefully the factors described in the "Risk Factors" section of the Company's filings with the SEC, including the Company's Form 10-K for the year ended December 31, 2023 and subsequent quarterly reports on Form 10-Q and annual reports on Form 10-K, for information regarding risk factors that could affect the Company's results. Any forward-looking statement made in this press release speaks only as of the date hereof, and investors should not rely upon forward-looking statements as predictions of future events. Except as otherwise required by law, the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason.

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