0001043186 Stabilis Solutions, Inc. false --12-31 Q1 2024 0.001 0.001 1,000,000 1,000,000 0 0 0 0 0.001 0.001 37,500,000 37,500,000 18,585,014 18,585,014 18,573,391 18,573,391 0 0 2.7 9 32 http://fasb.org/us-gaap/2024#PrimeRateMember 0.1 0 0 0 0 0 2,074,505 658,437 false The Company had no dilutive securities for the three months ended June 30, 2022 since the Company incurred net losses for both continuing and discontinued operations for these periods and inclusion would be antidilutive. The Company’s initial investment in BOMAY differed from the Company’s 40% share of BOMAY’s equity as a result of applying fair value accounting pursuant to ASC 805. The basis difference is being accreted over an original period of nine years (the expected life of the joint venture). The Company's accretion during the three months ended March 31, 2024 and 2023 both totaled approximately $97 thousand each, respectively, and is included in income from equity investment in foreign joint venture in the accompanying Condensed Consolidated Statements of Operations. The remaining basis difference, net of accumulated accretion at March 31, 2024 and December 31, 2023 is summarized in the following table (in thousands): Dilutive securities include the dilutive effect of incremental shares for unvested restricted stock units ("RSUs") and unexercised stock options from the Company's stock-based compensation awards. The dilutive RSUs and stock options are calculated under the treasury stock method. For the three months ended June 30, 2023, 2,074,505 of stock options were excluded from dilutive shares because their effect would be anti-dilutive, and 105,843 of RSUs were excluded. Accumulated statutory reserves in equity method investments of $2.7 million at March 31, 2024 and December 31, 2023 is included in our investment in BOMAY. In accordance with the People’s Republic of China, (“PRC”) regulations on enterprises with foreign ownership, an enterprise established in the PRC with foreign ownership is required to provide for certain statutory reserves, namely (i) General Reserve Fund, (ii) Enterprise Expansion Fund and (iii) Staff Welfare and Bonus Fund, which are appropriated from net profit as reported in the enterprise’s PRC statutory accounts. A non-wholly-owned foreign invested enterprise is permitted to provide for the above allocation at the discretion of its board of directors. 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Table of Contents



 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 10-Q

 


 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Quarterly Period Ended March 31, 2024

 

TRANSITION REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from                 to

Commission file number. 001-40364

 


 

logo01.jpg
 

STABILIS SOLUTIONS, INC.

 

(Exact name of registrant as specified in its charter)

 


 

Florida

59-3410234

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)

 

11750 Katy Freeway, Suite 900, Houston, TX 77079

(Address of principal executive offices, including zip code)

 

(832) 456-6500

(Registrants telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $.001 par value

SLNG

The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§. 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Act: 

 

Large accelerated filer

 

Accelerated filer

    

Non-accelerated filer

 

Smaller reporting company

     
   

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐    

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  ☒

 

As of May 7, 2024, there were 18,585,014 outstanding shares of our common stock, par value $.001 per share.

 



 

 

 

STABILIS SOLUTIONS, INC. AND SUBSIDIARIES

FORM 10-Q Index

For the Quarterly Period Ended March 31, 2024

 

   

Page

Part I. Financial Information

Item 1.

Financial Statements (Unaudited)

 
 

Condensed Consolidated Balance Sheets         

4

 

Condensed Consolidated Statements of Operations         

5

 

Condensed Consolidated Statements of Comprehensive Income (Loss)         

6

 

Condensed Consolidated Statements of Stockholders’ Equity         

7

 

Condensed Consolidated Statements of Cash Flows         

8

 

Notes to Condensed Consolidated Financial Statements         

9

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations         

16

Item 4.

Controls and Procedures         

20

Part II. Other Information

Item 1.

Legal Proceedings         

20

Item 1A.

Risk Factors         

20

Item 5.

Other Information         

20

Item 6.

Exhibits         

21

Signatures         

22

 

 

 

 

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

 

This Quarterly Report on Form 10-Q (“this Report”) includes statements that constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements represent intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks and uncertainties and other factors. These statements may relate to, but are not limited to, information or assumptions about us, our capital and other expenditures, dividends, financing plans, capital structure, cash flow, pending legal and regulatory proceedings and claims, including environmental matters, future economic performance, operating income, cost savings, and management’s plans, strategies, goals and objectives for future operations and growth. These forward-looking statements generally are accompanied by words such as “intend,” “anticipate,” “believe,” “estimate,” “expect,” “should,” “seek,” “project,” “plan” or similar expressions. Any statement that is not a historical fact is a forward-looking statement. It should be understood that these forward-looking statements are necessary estimates reflecting the best judgment of senior management, not guarantees of future performance. Many of the factors that impact forward-looking statements are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements as described in Part I. “Item 1A. Risk Factors” of the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("the SEC") on March 7, 2024, as well as the additional risk factors identified and described in Part II. “Item 1A. Risk Factors” of this Report.

 

We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. All forward-looking statements included in this document are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue.

 

In this Report, we may rely on and refer to information from market research reports, analyst reports and other publicly available information. Although we believe that this information is reliable, we cannot guarantee the accuracy and completeness of this information, and we have not independently verified it.

 

 

 

PART I FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

Stabilis Solutions, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited, in thousands, except share and per share data)

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Assets

Current assets:

        

Cash and cash equivalents

 $8,286  $5,374 

Accounts receivable, net

  5,620   7,752 

Inventories, net

  137   169 

Prepaid expenses and other current assets

  1,442   1,677 

Total current assets

  15,485   14,972 

Property, plant and equipment:

        

Cost

  111,435   110,646 

Less accumulated depreciation

  (62,819)  (61,167)

Property, plant and equipment, net

  48,616   49,479 

Goodwill

  4,314   4,314 

Investments in foreign joint ventures

  11,780   12,009 

Right-of-use assets and other noncurrent assets

  452   525 

Total assets

 $80,647  $81,299 

Liabilities and Stockholders’ Equity

Current liabilities:

        

Accounts payable

 $5,811  $5,707 

Accrued liabilities

  2,432   4,166 

Current portion of long-term notes payable

  1,657   1,682 

Current portion of finance and operating lease obligations

  112   164 

Total current liabilities

  10,012   11,719 

Long-term notes payable, net of current portion and debt issuance costs

  7,446   7,747 

Long-term portion of finance and operating lease obligations

     21 

Total liabilities

  17,458   19,487 

Commitments and contingencies (Note 9)

          

Stockholders’ Equity:

        

Preferred stock; $0.001 par value, 1,000,000 shares authorized, no shares issued and outstanding at March 31, 2024 and December 31, 2023

      

Common stock; $0.001 par value, 37,500,000 shares authorized, 18,585,014 and 18,573,391 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively

  19   19 

Additional paid-in capital

  102,431   102,057 

Accumulated other comprehensive loss

  (484)  (18)

Accumulated deficit

  (38,777)  (40,246)

Total stockholders’ equity

  63,189   61,812 

Total liabilities and stockholders’ equity

 $80,647  $81,299 

 

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

 

 

 

Stabilis Solutions, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited, in thousands, except share and per share data)

 

   

Three Months Ended

 
   

March 31,

 
   

2024

   

2023

 

Revenues:

               

Revenues

  $ 19,770     $ 26,842  

Operating expenses:

               

Cost of revenues

    13,514       20,270  

Change in unrealized (gain) loss on natural gas derivatives

    (252 )     169  

Selling, general and administrative expenses

    3,456       3,379  

Gain from disposal of fixed assets

    (127 )      

Depreciation expense

    1,800       2,011  

Total operating expenses

    18,391       25,829  

Income from operations before equity income

    1,379       1,013  

Net equity income from foreign joint venture operations:

               

Income from equity investment in foreign joint venture

    247       393  

Foreign joint venture operating related expenses

    (50 )     (48 )

Net equity income from foreign joint venture operations

    197       345  

Income from operations

    1,576       1,358  

Other income (expense):

               

Interest income (expense), net

    (4 )     (150 )

Interest (expense), net - related parties

          (32 )

Other (expense), net

    (21 )     (84 )

Total other income (expense)

    (25 )     (266 )

Net income before income tax expense

    1,551       1,092  

Income tax expense

    82       8  

Net Income

  $ 1,469     $ 1,084  
                 

Net income per common share (Note 11):

               

Basic net income per common share

  $ 0.08     $ 0.06  

Diluted net income per common share

  $ 0.08     $ 0.06  

 

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

 

 

 

Stabilis Solutions, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income

(Unaudited, in thousands)

 

   

Three Months Ended

 
   

March 31,

 
   

2024

   

2023

 

Net income

  $ 1,469     $ 1,084  

Foreign currency translation adjustment, net of tax

    (466 )     187  

Total comprehensive income

  $ 1,003     $ 1,271  

 

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

 

 

 

Stabilis Solutions, Inc. and Subsidiaries

Condensed Consolidated Statements of Stockholders Equity

(Unaudited, in thousands, except share data)

 

 

                           

Accumulated

                 
                           

Other

                 
   

Common Stock

   

Additional

   

Comprehensive

   

Accumulated

         
   

Shares

   

Amount

   

Paid-in Capital

   

Income

   

Deficit

   

Total

 

Balance at December 31, 2022

    18,420,067     $ 19     $ 100,137     $ 82     $ (40,371 )   $ 59,867  

Common stock issued from vesting of stock-based awards

    13,587                                

Stock-based compensation

                589                   589  

Net income

                            1,084       1,084  

Other comprehensive income, net of tax

                      187             187  

Balance at March 31, 2023

    18,433,654     $ 19     $ 100,726     $ 269     $ (39,287 )   $ 61,727  

 

 

                           

Accumulated

                 
                           

Other

                 
   

Common Stock

   

Additional

   

Comprehensive

   

Accumulated

         
   

Shares

   

Amount

   

Paid-in Capital

   

loss

   

Deficit

   

Total

 

Balance at December 31, 2023

    18,573,391     $ 19     $ 102,057     $ (18 )   $ (40,246 )   $ 61,812  

Common stock issued from vesting of stock-based awards

    13,588                                

Stock-based compensation

                383                   383  

Employee tax payments from stock-based withholding

    (1,965 )           (9 )                 (9 )

Net income

                            1,469       1,469  

Other comprehensive loss, net of tax

                      (466 )           (466 )

Balance at March 31, 2024

    18,585,014     $ 19     $ 102,431     $ (484 )   $ (38,777 )   $ 63,189  

 

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements.

 

 

 

Stabilis Solutions, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited, in thousands)

 

   

Three Months Ended

 
   

March 31,

 
   

2024

   

2023

 

Cash flows from operating activities:

               

Net income from operations

  $ 1,469     $ 1,084  

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

               

Depreciation

    1,800       2,011  

Stock-based compensation expense

    383       589  

Bad debt expense

    168        

Gain from disposal of assets

    (127 )      

Income from equity investment in joint venture

    (247 )     (393 )

Realized and unrealized losses on natural gas derivatives, net

          421  

Changes in operating assets and liabilities:

               

Accounts receivable

    1,964       2,044  

Prepaid expenses and other current assets

    235       507  

Accounts payable and accrued liabilities

    (1,812 )     (6,361 )

Other

    96       191  

Net cash provided by operating activities

    3,929       93  

Cash flows from investing activities:

               

Acquisition of fixed assets

    (873 )     (3,727 )

Proceeds from sale of assets

    207        

Net cash used in investing activities

    (666 )     (3,727 )

Cash flows from financing activities:

               

Payments on short- and long-term notes payable

    (346 )     (365 )

Payments on notes payable from related parties

          (596 )

Employee tax payments from restricted stock withholdings

    (9 )      

Net cash used in financing activities

    (355 )     (961 )

Effect of exchange rate changes on cash

    4       5  

Net increase (decrease) in cash and cash equivalents

    2,912       (4,590 )

Cash and cash equivalents, beginning of period

    5,374       11,451  

Cash and cash equivalents, end of period

  $ 8,286     $ 6,861  

 

The accompanying notes are an integral part of the Condensed Consolidated Financial Statements

 

 

STABILIS SOLUTIONS, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (Unaudited)

 

 

1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

 

Description of Business

 

Stabilis Solutions, Inc. and its subsidiaries (the “Company”, “Stabilis”, “our”, “us” or “we”) is an energy transition company that provides turnkey clean energy production, storage, transportation and fueling solutions primarily using liquefied natural gas (“LNG”) to multiple end markets.

 

The Company serves customers in diverse end markets, including aerospace, agriculture, energy, industrial, marine bunkering, mining, pipeline, remote power and utility markets. LNG can be used to deliver natural gas to locations where pipeline service is unavailable, has been interrupted, or needs to be supplemented. Additionally, LNG can be used as a partner fuel for renewable energy, and as an alternative to traditional fuel sources, such as distillate fuel oil (including diesel fuel and other fuel oils) and propane, among others to provide both environmental and economic benefits. Increasingly, LNG is being utilized as a transportation fuel in the marine industry and as a propellant in the private rocket launch sector. We believe that these fuel markets are large and provide significant opportunities for LNG usage.

 

The Company also builds power and control systems for the energy industry in China through its 40% owned Chinese joint venture, BOMAY Electric Industries, Inc (“BOMAY”). BOMAY is accounted for as an equity investment.

 

Basis of Presentation and Consolidation

 

The accompanying unaudited, interim condensed consolidated financial statements (“Condensed Consolidated Financial Statements”) include our accounts and those of our subsidiaries and, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and disclosures normally included in the notes to consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted. We believe that the presentation and disclosures herein are adequate to prevent the information presented herein from being misleading. The Condensed Consolidated Financial Statements reflect all adjustments (consisting of normal recurring adjustments) for a fair presentation of the interim periods. The results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full year. The accompanying Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements as of and for the year ended December 31, 2023 included in the Company's Annual Report on Form 10-K, as filed on March 7, 2024.

 

All intercompany accounts and transactions have been eliminated in consolidation. In the Notes to Condensed Consolidated Financial Statements, all dollar amounts in tabulations are in thousands, unless otherwise indicated.

 

Use of Estimates in the Preparation of the Consolidated Financial Statements

 

The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates include the fair value of natural gas derivatives, the carrying amount of contingencies, valuation allowances for receivables, inventories, and deferred income tax assets, valuations assigned to assets and liabilities in business combinations, and impairments of long-lived assets. Actual results could differ from those estimates, and these differences could be material to the Condensed Consolidated Financial Statements.

 

Reclassifications

 

The Company reclassified $4.2 million from accrued expenses to accounts payable at December 31, 2023, to conform to current presentation resulting in no effect to results of operations or cash flows.

 

Derivative Instruments

 

The Company had certain natural gas derivative instruments as of  March 31, 2024 and December 31, 2023. At both March 31, 2024 and December 31, 2023, the fair value of the Company's derivatives was $0.  The accounting for changes in the fair value of a derivative instrument depends on whether it qualifies for and has been designated as a hedge as well as the type of hedge. The Company has not designated its derivatives as hedges under U.S. GAAP. The Company did not enter into any derivative transactions for speculative purposes. Periodically, the Company enters into forward sales contracts for the delivery of LNG to its customers. Certain of these sales contracts contain provisions that may meet the criteria of a derivative in the event delivery is not made. These contracts are accounted for under the normal purchase normal sales exclusion under U.S. GAAP and are not measured at fair value each reporting period.

 

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2. REVENUE RECOGNITION

 

We recognize revenues when the transfer of promised goods or services are delivered to our customers in accordance with the applicable customer contract and we are entitled to be paid by the customer. Revenues are measured as consideration specified in the contract and exclude any sales incentives and amounts collected on behalf of third parties. Certain contracts may include multiple goods or services such as the usage of equipment and delivery of field support services that are bundled into an all-in price to the customer for each gallon of LNG delivered. Revenue recognition under these contracts requires significant judgment by the Company in order to determine the appropriate accounting for these transactions, including whether performance obligations should be accounted for separately versus together, how the price should be allocated among the performance obligations, and when to recognize revenue for each performance obligation. The Company has determined that these contacts have multiple performance obligations and the Company allocates the contract price to each performance obligation using its best estimates of the respective standalone selling price of each distinct good or service at the time the contract was negotiated.

 

Revenues from contracts with customers are disaggregated into (1) LNG Product (2) rental (3) service and (4) other.

 

LNG Product revenues

 

LNG Product revenues represent the sale of LNG from both produced and purchased sources as well as the transportation performed to deliver the LNG to our customers' locations. LNG Product revenues are recognized upon delivery of the LNG to the customer, at which point the customer controls the product and the Company has an unconditional right to payment. The Company acts as a principal when using third party transportation companies and therefore recognizes the gross revenue for the supply of LNG. The Company does not differentiate between the revenue from the sale of LNG production and purchased LNG as the criteria for revenue recognition are identical. Some of our contracts contain minimum take-or-pay amounts where a customer has agreed to source a minimum volume of LNG under the contract. Take or pay revenues are only recognized when the customer has failed to take the minimum contracted volumes upon completion of the time period specified within the contract and the Company has the unconditional right to receive payment for the take or pay amount. Certain of our sales contracts contain provisions that may meet the criteria of a derivative in the event delivery is not made. These contracts are accounted for under the normal purchase normal sales exclusion under U.S. GAAP and are not measured at fair value each reporting period. Our LNG contracts are generally one to 24 months in duration.

 

Rental revenues

 

Rental revenues are generated from the rental of cryogenic equipment to our customers. Revenues related to rental of equipment are recognized under Topic 606 and not ASC 842: Leases, as the Company maintains control of the equipment that the customer uses and can replace the rented equipment with similar equipment should the rented equipment become inoperable or the Company chooses to replace the equipment for maintenance purposes. Rental revenues based upon day rates or monthly rates for the use of equipment as specifically established within the contract are recognized as the rental period is completed and for periods that cross month end, revenue is recognized for the portion of the rental period that has been completed to date. Performance obligations for rental revenue are considered to be satisfied as the rental period is completed based upon the terms of the related contract. Rental revenues from contracts with bundled pricing are based upon the fair value of the pricing components at the time the contract was negotiated and recognized when the performance obligation has been satisfied in accordance with the contract. The stated rental rates within each contract are representative of the stand-alone rental rates at the time the contract was negotiated.

 

Service revenues

 

Service revenues are generated from engineering and field support services and represent the human resources provided to the customer to support the use of LNG at the customer’s job site. These include support and costs for mobilization and demobilization of equipment at customer sites as well as onsite technical support while customers are consuming LNG. Service revenues that are not dependent upon the gallons delivered or rental period but based upon the specific contractual terms and can be based on an event (i.e. mobilization or demobilization) or an hourly rate as specifically established within the contract and are recognized as the event is completed or work is done. Service revenues from contracts with bundled pricing are based upon the fair value of the pricing components at the time the contract was negotiated and recognized when the performance obligation has been satisfied in accordance with the contract. The stated hourly labor rates in each contract are representative of the stand-alone hourly rates at the time the contract was negotiated.

 

Other revenues

 

Other revenues are items that, due to their nature, are disaggregated from the categories mentioned above such as expenses incurred by the Company on behalf of the customer that we contractually rebill to our customers on a cost-plus basis. 

 

Disaggregated revenues

 

The table below presents revenue disaggregated by source, for the three months ended March 31, 2024 and 2023 (in thousands):

 

  

Three Months Ended

 
  

March 31,

 

Revenues:

 

2024

  

2023

 

LNG Product

 $15,413  $21,905 

Rental

  2,173   2,247 

Service

  1,924   2,066 

Other

  260   624 

Total revenues

 $19,770  $26,842 

 

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The table below presents revenue disaggregated by geographic location, for the three months ended March 31, 2024 and 2023 (in thousands):

 

  

Three Months Ended

 
  

March 31,

 

Revenues:

 

2024

  

2023

 

United States

 $18,507  $24,023 

Mexico

  1,263   2,819 

Total revenues

 $19,770  $26,842 

 

Variable and other Revenue Components

 

Certain of our contracts may include rental or service components at stated rates within the contract that vary depending on customer demand and are satisfied as the work is authorized by the customer and performed by the Company. Additionally, LNG product sales agreements may include both fixed and variable fees per gallon of LNG but are representative of the stand-alone selling price for LNG at the time the contract was negotiated. We have concluded that the variable LNG fees meet the exception for allocating variable consideration to specific parts of the contract. As such, the variable consideration for these contracts is allocated to each distinct gallon of LNG and recognized when that distinct gallon of LNG is delivered to the customer.

 

Taxes assessed by a governmental authority that are directly imposed on revenue-producing transactions between the Company and its customers, such as sales, use and value-added taxes, are excluded from revenue.

 

During the fourth quarter of 2023, the Company entered into a two-year marine bunkering contract with a new customer which represented approximately 30% of the Company's revenue for the three months ended March 31, 2024.

 

 

3. PREPAID EXPENSES AND OTHER CURRENT ASSETS

 

The Company’s prepaid expenses and other current assets at  March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Prepaid insurance

 $671  $1,012 

Prepaid supplier expenses

  196   132 

Other receivables

  275   159 

Deposits

  143   237 

Other

  157   137 

Total prepaid expenses and other current assets

 $1,442  $1,677 

 

 

4. PROPERTY, PLANT AND EQUIPMENT

 

The Company’s property, plant and equipment at March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Liquefaction plants and systems

 $48,642  $48,523 

Real property and buildings

  2,066   2,066 

Vehicles and tanker trailers and equipment

  51,472   49,689 

Computer and office equipment

  458   458 

Construction in progress

  8,766   9,879 

Leasehold improvements

  31   31 
   111,435   110,646 

Less: accumulated depreciation

  (62,819)  (61,167)
  $48,616  $49,479 

 

Depreciation expense totaled $1.8 million and $2.0 million for the three months ended March 31, 2024 and 2023, respectively, all of which is included in the Condensed Consolidated Statements of Operations as a separate line item.

 

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5. INVESTMENT IN FOREIGN JOINT VENTURE

 

The Company holds a 40% interest in BOMAY, which builds electrical systems. The majority partner in this foreign joint venture is Baoji Oilfield Machinery Co., Ltd. (a subsidiary of China National Petroleum Corporation), which owns 51%. The remaining 9% is owned by AA Energies, Inc. The Company made no sales to its joint venture during the three months ended March 31, 2024 and 2023.

 

The tables below present a summary of BOMAY's assets, liabilities and equity at  March 31, 2024 and December 31, 2023, and its operational results for the three months ended March 31, 2024 and 2023 in U.S. dollars (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Assets:

        

Total current assets

 $138,579  $135,217 

Total non-current assets

  2,893   3,003 

Total assets

 $141,472  $138,220 

Liabilities and equity:

        

Total liabilities

 $107,989  $104,760 

Total joint ventures’ equity

  33,483   33,460 

Total liabilities and equity

 $141,472  $138,220 

  

  

Three Months Ended

 
  

March 31,

 
  

2024

  

2023

 

Revenue

 $17,239  $21,214 

Gross profit

  2,630   2,403 

Net income

  537   901 

 

The table below presents the components of our investment in BOMAY and a summary of the activity within those components for the three months ended March 31, 2024 in U.S. dollars (in thousands):

 

  Initial Investment at Merger (1), (2)  

Undistributed Earnings

  Cumulative Foreign Exchange Translation Adj  

Investment in BOMAY

 

Balance at December 31, 2023

 $9,333  $2,967  $(291) $12,009 

Equity in earnings

     247      247 

Less: dividend distributions

            

Foreign currency translation gain (loss)

        (476)  (476)

Balance at March 31, 2024

 $9,333  $3,214  $(767) $11,780 

 


 

 

(1)

Accumulated statutory reserves in equity method investments of $2.7 million at  March 31, 2024 and  December 31, 2023 is included in our investment in BOMAY. In accordance with the Peoples Republic of China, (PRC) regulations on enterprises with foreign ownership, an enterprise established in the PRC with foreign ownership is required to provide for certain statutory reserves, namely (i) General Reserve Fund, (ii) Enterprise Expansion Fund and (iii) Staff Welfare and Bonus Fund, which are appropriated from net profit as reported in the enterprises PRC statutory accounts. A non-wholly-owned foreign invested enterprise is permitted to provide for the above allocation at the discretion of its board of directors. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends.

 

 

(2)

The Companys initial investment in BOMAY differed from the Companys 40% share of BOMAYs equity as a result of applying fair value accounting pursuant to ASC 805. The basis difference is being accreted over an original period of nine years (the expected life of the joint venture). The Company's accretion during the three months ended March 31, 2024 and 2023 both totaled approximately $32 thousand each, respectively, and is included in income from equity investment in foreign joint venture in the accompanying Condensed Consolidated Statements of Operations. The remaining basis difference, net of accumulated accretion at  March 31, 2024 and  December 31, 2023 is summarized in the following table (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Original basis difference

 $1,165  $1,165 

Less accumulated accretion

  (605)  (573)

Net remaining basis difference at end of period

 $560  $592 

 

In accordance with our long-lived asset policy, when events or circumstances indicate the carrying amount of an asset may not be recoverable, management tests long-lived assets for impairment. If the estimated future cash flows are projected to be less than the carrying amount, an impairment write-down (representing the carrying amount of the long-lived asset which exceeds the present value of estimated expected future cash flows) would be recorded as a period expense. In making this evaluation, a variety of quantitative and qualitative factors are considered including national and local economic, political and market conditions, industry trends and prospects, liquidity and capital resources and other pertinent factors. Based on this evaluation for this reporting period, the Company does not believe an impairment of our investment in BOMAY is necessary for the period ending March 31, 2024.

  

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6. ACCRUED LIABILITIES

 

The Company’s accrued liabilities at  March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Compensation and benefits

 $1,545  $3,276 

Other taxes payable

  507   354 

Other accrued liabilities

  380   536 

Total accrued liabilities

 $2,432  $4,166 

 

Accrued liabilities of $4.2 million at December 31, 2023 were reclassified from accrued liabilities to accounts payable, to conform to current presentation.

 

 

7. DEBT

 

The Company’s carrying value of debt, net of debt issuance costs at March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Secured term note, net of debt issuance costs

 $8,624  $8,604 

Insurance and other notes payable

  479   825 

Total

  9,103   9,429 

Less: amounts due within one year

  (1,657)  (1,682)

Total long-term debt

 $7,446  $7,747 

 

 Total interest expense was $0.1 million and $0.2 million during the three months ended March 31, 2024 and 2023, respectively. During the three months ended March 31, 2024 and 2023, the Company capitalized interest of $0.1 million and $0, respectively.

 

Revolving Credit Facility

 

On June 9, 2023, the Company, along with its subsidiaries, Stabilis LNG Eagle Ford LLC, Stabilis GDS, Inc. and Stabilis LNG Port Allen, LLC (collectively, the “Borrowers”) entered into a three-year loan agreement (the “Revolving Credit Facility”) with Cadence Bank. The Revolving Credit Facility provides for a maximum aggregate amount of $10.0 million, subject to a borrowing base of 80% of eligible accounts receivable. The Company may request an increase in the maximum aggregate amount under the Revolving Credit Facility by up to $5.0 million, subject to the approval of Cadence Bank. All borrowings under the Revolving Credit Facility are secured by the Company’s accounts receivable and deposit accounts. Borrowings under the Revolving Credit Facility incur interest at the Prime Rate published by the Wall Street Journal. Any unused portion is subject to a quarterly unused commitment fee of 0.5% per annum. As of  March 31, 2024, no amounts have been drawn under the Revolving Credit Facility. The Revolving Credit Facility matures on June 9, 2026.

 

The Revolving Credit Facility contains various restrictions and covenants. Among other requirements, the Borrowers must maintain a consolidated net worth of at least $50 million as of March 31, 2024, increasing by 50% of the Borrowers’ net income as of the end of each year ended December 31, and must maintain a minimum Fixed Charge Coverage Ratio of 1.2 to 1.0 on a consolidated basis, as defined in the Revolving Credit Facility, as of the last day of each fiscal quarter, on a trailing twelve (12) months basis. The Revolving Credit Facility also contains customary events of default. If an event of default under the Revolving Credit Facility occurs and is continuing, then Cadence Bank may declare any outstanding obligations under the Loan Agreement to be immediately due and payable. In addition, if any of the Borrowers become the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency or similar law, then any outstanding obligations under the Loan Agreement will automatically become immediately due and payable. As of March 31, 2024, the Company was in compliance with all its covenants related to the Revolving Credit Facility.

 

Secured Term Note

 

On April 8, 2021, the Company entered into a loan agreement (the “Loan Agreement”) with AmeriState Bank (“Lender”), to provide for an advancing loan facility in the aggregate principal amount of up to $10.0 million (the “AmeriState Loan”). The Loan Agreement is secured by specific equipment owned by the Company. On September 19, 2023, the Loan Agreement was amended (the "First Amendment"), for the purpose of substituting certain items of collateral under the Loan Agreement. The AmeriState Loan is a term loan facility, matures on April 8, 2031 and bears interest at 5.75% per annum through April 8, 2026, and the U.S. prime lending rate plus 2.5% per annum thereafter. The AmeriState Loan provides that proceeds from borrowings may be used for working capital purposes at the Company’s liquefaction plant in George West, Texas and related fees and costs associated with the AmeriState Loan. As of March 31, 2024, $9.0 million was drawn and outstanding.

 

The Loan Agreement requires the Company to meet certain financial covenants which include a debt-to-net-worth ratio of not more than 9.1 to 1.0 and a debt service coverage ratio of not less than 1.2 to 1.0 on an annual basis beginning December 31, 2023. The Company was in compliance with all of its debt covenants as of March 31, 2024.  Upon an Event of Default (as defined in the Loan Agreement), the Lender may (i) terminate its commitment, (ii) declare the outstanding principal amount of the Advancing Notes (as defined in the Loan Agreement) due and payable, or (iii) exercise all rights and remedies available to Lender under the Loan Agreement.

 

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Insurance Notes Payable

 

The Company finances its annual commercial insurance premiums for its business and operations. For the 2023-2024 policies, the amount financed was $1.1 million.  The outstanding principal balance on the premium finance note was $0.5 million at  March 31, 2024. The Company makes equal monthly payments of principal and interest over the term of the note. The interest rate for the insurance financing is 7.95%.  At  December 31, 2023, the note's outstanding principal balance was $0.8 million.

 

 

8. RELATED PARTY TRANSACTIONS

 

Casey Crenshaw (our Chairman of the Board) is the beneficial owner of 50% of The Modern Group and is deemed to jointly control The Modern Group with family members.  The Company purchases supplies and services from subsidiaries of The Modern Group. In addition, the Company leases office space from The Modern Group. The Company had total purchases and lease payments of $0.1 million for both the three months ended March 31, 2024 and 2023. The Company had no sales to The Modern Group during the three months ended March 31, 2024 and 2023. As of  March 31, 2024 and December 31, 2023, the Company had no accounts receivable due from The Modern Group and accounts payable due to the Modern Group were immaterial.

 

Chart Energy and Chemicals, Inc. ("Chart E&C") beneficially owns 7.9% of our outstanding common stock at March 31, 2024. The Company made purchases from Chart E&C of $0.1 million for the three months ended March 31, 2024 and made no purchases for the three months ended March 31, 2023. The Company had no sales during the three months ended March 31, 2024 and 2023 and no accounts receivable due from Chart E&C at March 31, 2024 and December 31, 2023. Accounts payable due to Chart E&C at  March 31, 2024 and December 31, 2023 were immaterial.

 

 

9. COMMITMENTS AND CONTINGENCIES

 

Environmental Matters

 

The Company is subject to federal, state and local environmental laws and regulations. The Company does not anticipate any expenditures to comply with such laws and regulations that would have a material impact on the Company’s condensed consolidated financial position, results of operations or liquidity. The Company believes that its operations comply, in all material respects, with applicable federal, state and local environmental laws and regulations.

 

Litigation, Claims and Contingencies

 

The Company may become party to various legal actions that arise in the ordinary course of its business. The Company is also subject to audit by tax and other authorities for varying periods in various federal, state and local jurisdictions, and disputes may arise during the course of these audits. It is impossible to determine the ultimate liabilities that the Company may incur resulting from any of these lawsuits, claims, proceedings, audits, commitments, contingencies and related matters or the timing of these liabilities, if any. If these matters were to ultimately be resolved unfavorably, it is possible that such an outcome could have a material adverse effect upon the Company’s condensed consolidated financial position, results of operations, or liquidity. The Company does not, however, anticipate such an outcome and it believes the ultimate resolution of these matters will not have a material adverse effect on the Company’s condensed consolidated financial position, results of operations, or liquidity.

 

 

10. STOCKHOLDERS EQUITY AND STOCK-BASED COMPENSATION

 

Stock-based Compensation

 

The Company includes stock compensation expense within general and administrative expenses in the Condensed Consolidated Statements of Operations. During the three months ended March 31, 2024 and 2023, the Company recognized $0.4 million and $0.6 million of stock compensation expense, respectively.

 

Issuance of Stock-based Awards

 

The Company has a long-term incentive plan (the “Amended and Restated Plan”) which provides for a maximum number of shares of common stock available for issuance of 5,500,000 shares. The plan was amended in 2023 to increase the maximum number of shares from 4,000,000 to 5,500,000, as approved by shareholders. Awards under the Amended and Restated Plan may be granted to employees, officers and directors of the Company and affiliates, and any other person who provides services to the Company and its affiliates (including independent contractors and consultants of the Company and its subsidiaries). Awards may be granted in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, dividend equivalents, substitute awards, other stock-based awards, cash awards and/or any combination of the foregoing. No participant may receive a grant covering more than 2,000,000 shares of our common stock in any year and a non-employee member of the Board may not be granted more than 100,000 shares in any year.

 

The Company made no stock-based awards during the three months ended March 31, 2024.

 

Issuances of Common Stock

 

During the three months ended March 31, 2024, and 2023, shares of common stock were issued upon vesting of restricted stock units, net of withholding shares for tax payments, totaling 11,623 shares and 13,587 shares, respectively. There were no stock options or stock appreciation rights exercised during the three months ended March 31, 2024 or 2023.

 

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11. NET INCOME PER SHARE

 

The calculation of net income per common share for the three months ended March 31, 2024 and 2023 are presented below. Dilutive securities consist of unvested restricted stock units ("RSUs") deemed outstanding using the treasury method.  RSUs excluded from dilutive securities under the treasury method were 11,953 shares and 105,843 shares at  March 31, 2024 and 2023, respectively. In addition, stock options of 2,074,505 and stock appreciation rights of 658,437 were excluded from diluted securities, as the exercise price exceeds the market price and inclusion would have had an anti-dilutive effect at both March 31, 2024 and 2023.

 

  

Three Months Ended

 
  

March 31,

 
  

2024

  

2023

 

Weighted average shares:

        

Basic weighted average number of common shares outstanding

  18,578,815   18,426,408 

Dilutive securities

  1,996   91,509 

Total shares including dilutive securities

  18,580,811   18,517,917 
         

Net income

 $1,469  $1,084 
         

Net income per common share:

        

Basic net income per common share

 $0.08  $0.06 

Diluted net income per common share

 $0.08  $0.06 

 

 

12. SUPPLEMENTAL CASH FLOW INFORMATION

 

The Company's supplemental disclosure of cash flow information for the three months ended March 31, 2024 and 2023 is as follows (in thousands):

 

   

Three Months Ended

 
   

March 31,

 

Supplemental Disclosure of Cash Flow Information:

 

2024

   

2023

 

Interest paid

  $ 157     $ 182  

Income taxes paid

           

Significant non-cash investing and financing activities:

               

Acquisition of fixed assets included within accounts payable and accrued expenses

    182       3,000  

 

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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

 

The following discussion should be read in conjunction with the Condensed Consolidated Financial Statements and notes thereto included elsewhere in this Form 10-Q (“this Report”) and the consolidated financial statements included in the 2023 Annual Report on Form 10-K filed on March 7, 2024 with the U.S. Securities and Exchange Commission (the “SEC”). Historical results and percentage relationships set forth in the Condensed Consolidated Statements of Operations and Cash Flows, including trends that might appear, are not necessarily indicative of future operations or cash flows.

 

Overview

 

Stabilis Solutions, Inc. and its subsidiaries is an energy transition company that provides turnkey clean energy production, storage, transportation and fueling solutions primarily using liquefied natural gas (“LNG”) to multiple end markets. We provide LNG solutions to customers in diverse end markets, including aerospace, agriculture, energy, industrial, marine bunkering, mining, pipeline, remote power and utility markets. LNG can be used to deliver natural gas to locations where pipeline service is unavailable, has been interrupted, or needs to be supplemented. LNG can also be used to replace a variety of alternative fuels, including distillate fuel oil and propane, among others, to provide environmental and economic benefits. Increasingly, LNG is being utilized as a transportation fuel in the marine industry and as a propellant in the private rocket launch sector. We believe that these fuel markets are large and provide significant opportunities for LNG usage.

 

The Company generates revenue by selling and delivering LNG to our customers, renting cryogenic equipment and providing engineering and field support services. We sell our products and services separately or as a bundle depending on the customer’s needs. Pricing depends on market pricing for natural gas and competing fuel sources (such as diesel, fuel oil, and propane among others), as well as the customer’s purchased volume, contract duration and credit profile.

 

LNG Production and Sales—Stabilis builds and operates cryogenic natural gas processing facilities, called “liquefiers,” which convert natural gas into LNG through a purification and multiple stage cooling process. We currently own and operate a liquefier that can produce up to 100,000 LNG gallons per day in George West, Texas and a liquefier that can produce up to 30,000 LNG gallons per day in Port Allen, Louisiana. We also purchase LNG from third-party production sources which allows us to support customers in markets where we do not own liquefiers. We make the determination of LNG and transportation supply sources based on the cost of LNG, the transportation cost to deliver to regional customer locations, and the reliability of the supply source. Revenues earned from the production and sales of LNG are included within LNG Product revenue.

 

Transportation and Logistics Services—Stabilis offers our customers a “virtual natural gas pipeline” by providing turnkey LNG transportation and logistics services in North America. We deliver LNG to our customers’ work sites from both our own production facilities and our network of third-party production sources located throughout North America. We own a fleet of cryogenic trailers to transport and deliver LNG. We also outsource similar equipment and transportation services from qualified third-party providers as required to support our customer base. Revenues earned from the transportation and logistical services of LNG to our customers are included within LNG Product revenue.

 

Cryogenic Equipment Rental—Stabilis operates a fleet of mobile LNG storage and vaporization assets, including: transportation trailers, electric and gas-fired vaporizers, ambient vaporizers, storage tanks, and mobile vehicle fuelers. We also own several stationary storage and regasification assets. We believe this is one of the largest fleets of small-scale LNG equipment in North America. Our fleet consists primarily of trailer-mounted mobile assets, making delivery to and between customer locations more efficient. We deploy these assets on job sites to provide our customers with the equipment required to transport, store, and consume LNG in their operations. Revenues earned from cryogenic equipment rental are included within Rental revenue.

 

Engineering and Field Support Services—Stabilis has experience in the safe, cost effective, and reliable use of LNG in multiple customer applications. We have also developed many processes and procedures that we believe improve our customers’ use of LNG in their operations. Our engineers help our customers design and integrate LNG into their operations and our field service technicians help our customers mobilize, commission and reliably operate on the job site. Revenues earned from engineering and field support services are included within Service revenue.

 

Customer Contracts within our New and Expanding Markets for LNG

 

During the quarter, the Company entered into a multi-year contract to supply high-purity rocket propellant within the commercial space industry.  The Company estimates it is currently supplying a significant portion of the U.S. market of high-purity LNG for use as rocket propellant. The U.S. is rapidly becoming the global leader in commercial launch activity, and the Company anticipates its aerospace market-related volumes will increase as the Company continues to position itself as a major supplier of high-purity LNG to space launch providers in the U.S.

 

During the fourth quarter of 2023, the Company entered into a two-year marine bunkering contract with a cruise industry customer to deliver an estimated 22 million gallons of LNG per year. The Company expects that LNG demand for marine fuel will increase as additional marine vessels that use LNG as the primary fuel of choice are delivered to vessel fleets and commence routine operations.

 

U.S. Department of Energy ("DOE") Approval to Export LNG

 

During the third quarter of 2022, Stabilis received authorization from the DOE to export domestically produced LNG to all free trade ("FTA") and non-free trade ("non-FTA") countries, for up to 51.75 billion cubic feet per year (or approximately 1.0 MTPA) of natural gas equivalent. The authorization is for a term of 28 years, provided certain milestones of utilization are achieved. As of March 31, 2024, the Company has not made any exports under this approval and has not expended material funds nor entered into any sales commitments. For exports to non-FTA countries, the Company has two years from the date it received authorization with which to initiate exportation of LNG.  For exports to FTA countries, the Company has five years from the date it received the authorization with which to initiate exportation of LNG.

 

The DOE authorization received during the third quarter of 2022 supplements the Company's existing other export license from the DOE, which authorize the Company to import and export LNG from and to Canada and Mexico, via truck.  In the quarter ended March 31, 2024, we delivered LNG to Mexico.

 

 

Results of Operations

 

Stabilis supplies LNG to multiple end markets in North America and provides turnkey fuel solutions to help users of propane, diesel and other crude-based fuel products convert to LNG. 

 

Three Months Ended March 31, 2024 Compared to Three Months Ended March 31, 2023

 

The comparative tables below reflect our consolidated operating results for the three months ended March 31, 2024 (the “Current Quarter”) as compared to the three months ended March 31, 2023 (the “Prior Year Quarter”) (unaudited, amounts in thousands, except for percentages).

  

   

Three Months Ended

                 
   

March 31,

                 
   

2024

   

2023

   

$ Change

   

% Change

 

Revenues:

                               

LNG Product

  $ 15,413     $ 21,905       (6,492 )     (29.6 )%

Increase / (decrease) in gallons delivered

    1,103                       n/a  

Rental

    2,173       2,247       (74 )     (3.3 )

Service

    1,924       2,066       (142 )     (6.9 )

Other

    260       624       (364 )     (58.3 )

Total revenues

    19,770       26,842       (7,072 )     (26.3 )

Operating expenses:

                               

Cost of revenues

    13,514       20,270       (6,756 )     (33.3 )

Change in unrealized (gain) loss on natural gas derivatives

    (252 )     169       (421 )     n/a  

Selling, general and administrative expenses

    3,456       3,379       77       2.3  

Gain from disposal of fixed assets

    (127 )           (127 )     n/a  

Depreciation expense

    1,800       2,011       (211 )     (10.5 )

Total operating expenses

    18,391       25,829       (7,438 )     (28.8 )

Income from operations before equity income

    1,379       1,013       366       36.1  

Net equity income from foreign joint venture operations

    197       345       (148 )     (42.9 )

Income from operations

    1,576       1,358       218       16.1  

Other income (expense):

                               

Interest income (expense), net

    (4 )     (150 )     146       (97.3 )

Interest (expense), net - related parties

          (32 )     32       (100.0 )

Other (expense), net

    (21 )     (84 )     63       (75.0 )

Total other income (expense)

    (25 )     (266 )     241       (90.6 )

Net income before income tax expense

    1,551       1,092       459       42.0  

Income tax expense

    82       8       74       n/a  

Net Income

    1,469       1,084       385       35.5  

 

Revenue

 

During the Current Quarter, revenues decreased  $7.1 million, or 26%, compared to the Prior Year Quarter. The change in revenue primarily related to:

 

 

Decreased natural gas prices in the Current Quarter compared to the Prior Year Quarter resulting in decreased revenue of $4.9 million; ​

 

 

Decreased revenues from minimum purchase take-or-pay contracts in the Current Quarter compared to the Prior Year Quarter of $3.4 million;

 

 

Decreased rental, service and other revenues primarily related to a short-term marine bunkering project in the Prior Year Quarter compared to the Current Quarter resulting in decreased revenues of $0.6 million; and

 

 

These decreases were partially offset by increased gallons of LNG delivered in the Current Quarter compared to the Prior Quarter resulting in an increase in revenues of $1.4 million and increased pricing related to customer mix in the Current Quarter compared to the Prior Year Quarter resulting in an increase in revenues of $0.4 million.

 

Operating Expenses

 

Costs of revenues. Cost of revenues decreased $6.8 million, or 33%, compared to the Prior Year Quarter. As a percentage of revenue, these costs were 68% and 76% in the Current Quarter and the Prior Year Quarter, respectively. The change in cost of revenues was primarily attributable to:

 

 

Decreased natural gas prices in the Current Quarter compared to the Prior Year Quarter resulting in decreased costs of revenues of $5.2 million; ​

 

 

Decreased costs from minimum purchase take-or-pay contracts during the Current Quarter compared to the Prior Year Quarter of $1.4 million;

 

 

Decreased rental, service and other costs primarily related to a short-term marine bunkering project in the Prior Year Quarter compared to the Current Quarter resulting in decreased costs of $1.0 million and decreased liquefaction and transportation cost in the Current Quarter compared to the Prior Year Quarter resulting in decreased costs of $0.3 million; and

 

 

These decreases were partially offset by increased gallons of LNG delivered in the Current Quarter compared to the Prior Quarter resulting in higher costs of $1.1 million.

 

 

Change in unrealized gain/loss on natural gas derivatives. The Company recognized a gain of $0.3 million on the reduction of unrealized gains associated with the Company's natural gas derivatives in the Current Quarter compared to a loss of $0.2 million in the Prior Year Quarter. The gain in the Current Quarter was due to offsetting amortization of realized losses as call option volumes expired unexercised during the Current Quarter.

 

Selling, general and administrative expenses. Selling, general and administrative expense increased $0.1 million primarily due to bad debt expense from a former customer in the Current Quarter.

 

Depreciation. Depreciation expense decreased $0.2 during the Current Quarter as compared to the Prior Year Quarter due to assets reaching the end of their depreciable lives.

 

Gain on disposal of assets. The Company recorded a gain on disposal of assets of $0.1 million in the Current Quarter related to the sale of certain assets to a customer in which proceeds of $0.2 million were received.

 

Net equity income from foreign joint venture operations. Equity Income from the Company's foreign joint venture decreased by $0.1 million in Current Quarter compared to the Prior Year Quarter due to decreased net profits by the joint venture.

 

Interest (expense) income. Interest expense, net was $4 thousand for the Current Quarter compared to $0.2 million in the Prior Year Quarter.  The decrease in interest expense, net compared to the Prior Year Quarter is due to capitalized interest on capital projects and interest income earned on the Company's cash balances during the Current Quarter. 

 

Interest expense, net - related parties. There was no related party interest expense in the Current Quarter, as the related party debt financing was paid in full at the end of fiscal year 2023, as compared to interest expense of $32 thousand in the Prior Year Quarter. 

 

Other income (expense). Other expense was $20 thousand during the Current Quarter compared to $0.1 million in the Prior Year Quarter related to transactional foreign exchange losses.

 

Income tax expense. The Company incurred a state and foreign income tax expense of $0.1 million during the Current Quarter compared to $8 thousand during the Prior Year Quarter. No U.S. federal income tax benefit was recorded for the Current Quarter or Prior Year Quarter as any net U.S. deferred tax assets generated from operating losses were offset by a change in the Company's valuation allowance on net deferred tax assets. 

 

Liquidity and Capital Resources

 

Historically, our principal sources of liquidity have consisted of cash provided by our operations, cash on hand, proceeds received from borrowings under debt agreements and distributions received from our BOMAY joint venture. During the Current Quarter, our principal sources of liquidity were cash provided from our operations and our existing cash balances. The Company used cash flows generated from operations to invest in fixed assets to support growth, as well as to pay interest and principal outstanding under its debt agreements.

 

The Company has a three-year Revolving Credit Facility with Cadence Bank which provides for a maximum aggregate amount of $10.0 million, subject to a borrowing base of 80% of eligible accounts receivable. The Company may request an increase in the maximum aggregate amount under the Revolving Credit Facility by up to $5.0 million, subject to the approval of Cadence Bank. All borrowings under the Revolving Credit Facility are secured by the Borrowers’ accounts receivable and deposit accounts. Borrowings under the Revolving Credit Facility incur interest at the Prime Rate published by the Wall Street Journal. Any unused portion is subject to a quarterly unused commitment fee of 0.5% per annum. As of March 31, 2024, no amounts have been drawn under the Revolving Credit Facility. The Revolving Credit Facility matures on June 9, 2026. The Revolving Credit Facility contains various restrictions and covenants. The Company also has $1.0 million in remaining availability under its Secured Term Note with Ameristate Bank. As of March 31, 2024, the Company was in compliance with all its covenants related to its debt. 

 

As of March 31, 2024, we had $8.3 million in cash and cash equivalents on hand and $9.2 million in outstanding debt (net of debt issuance costs), and lease obligations (of which $1.8 million is due in the next twelve months). The Company has total availability under the Revolving Credit Facility and the Ameristate Secured Term Loan Facility of $4.3 million at March 31, 2024. During the three months ended March 31, 2024, the Company made no draws on either the Revolving Credit Facility or the Ameristate Secured Term Loan Facility. The Company has also filed a shelf registration statement (described below) which provides the Company the flexibility to raise capital to fund working capital requirements, repay debt and/or fund future transactions.

 

The Company is subject to substantial business risks and uncertainties inherent in the LNG industry and there is no assurance that the Company will be able to generate sufficient cash flows in the future to sustain itself or to support future growth. Management believes the business will generate sufficient cash flows from its operations along with availability under the Company's debt agreements to fund the business for the next twelve months. As we continue to grow, management continues to evaluate additional financing alternatives, however, there is no guarantee that additional debt or equity financing or other opportunities to raise capital will be available or available at terms that would be beneficial to shareholders.

 

 

Cash Flows

 

Cash flows provided by (used in) our operating, investing and financing activities are summarized below (unaudited, in thousands):

 

   

Three Months Ended March 31,

 
   

2024

   

2023

 

Net cash provided by (used in):

               

Operating activities

  $ 3,929     $ 93  

Investing activities

    (666 )     (3,727 )

Financing activities

    (355 )     (961 )

Effect of exchange rate changes on cash

    4       5  

Net increase (decrease) in cash and cash equivalents

    2,912       (4,590 )

Cash and cash equivalents, beginning of period

    5,374       11,451  

Cash and cash equivalents, end of period

  $ 8,286     $ 6,861  

 

Operating Activities

 

Net cash provided by operating activities totaled $3.9 million for the three months ended March 31, 2024 compared to $0.1 million for the same period in 2023. The increase in net cash provided by operating activities of $3.8 million as compared to the Prior Year Quarter was primarily attributable to higher net income and changes in working capital.

 

Investing Activities

 

Net cash used in investing activities totaled $0.7 million for the three months ended March 31, 2024 compared to $3.7 million for the three months ended March 31, 2023. The decrease in net cash used in investing activities in the Current Quarter of $3.1 million was primarily due to cash paid to purchase additional liquefaction assets, to support growth, in the Prior Year Quarter and proceeds on the sale of assets in the Current Quarter.

 

Financing Activities

 

Net cash used in financing activities totaled $0.4 million for the three months ended March 31, 2024, compared to $1.0 million for the three months ended March 31, 2023. The decrease in cash used in financing activities in the Current Quarter compared to the Prior Year Quarter is due to lower debt payments as a result of having lower debt balances in the Current Quarter; the related party debt was paid in full as of December 31, 2023.

 

Future Cash Requirements

 

We require cash to fund our operating expenses and working capital requirements, including costs associated with fuel sales, debt repayments, purchases of equipment and other capital expenditures, maintenance of LNG production facilities, mergers and acquisitions (if any), pursuing market expansion, supporting sales and marketing activities and other general corporate purposes. While we believe we have sufficient liquidity and capital resources to fund our operations and repay our debt, we may elect to pursue additional financing activities such as refinancing existing debt, obtaining new debt, or debt or equity offerings to provide flexibility with our cash management. Certain of these alternatives may require the consent of current lenders or stockholders, and there is no assurance that we will be able to execute any of these alternatives on acceptable terms or at all. Additionally, the Company may pursue expansion activities to increase liquefaction capabilities. In the event the Company pursues expansion, there is no assurance the Company will be able to secure additional liquidity.

 

Capital expenditures for the three months ended March 31, 2024 were $0.9 million and primarily related to the purchase of additional liquefaction assets and rolling stock. Future capital expenditures over the next twelve months will be dependent upon business needs as well as the availability of additional capital at favorable terms which is difficult to predict. At March 31, 2024, the Company had purchase orders open of approximately $2.3 million related to capital expenditures.

 

Shelf Registration Statement

 

On April 11, 2022, the Company filed a registration statement on Form S-3 (the “Shelf Registration”) which was declared effective on April 26, 2022 and will permit the Company to issue up to $100.0 million in either common stock, preferred stock, warrants or a combination of the above, and gives the Company the flexibility to raise capital to fund working capital requirements, repay debt and/or fund future transactions. On December 16, 2022, the Company filed a prospectus supplement to the Shelf Registration that allows the Company to sell and issue shares of common stock directly to the public “at the market” as permitted in Rule 415 under the Securities Act. As a smaller reporting company, we are subject to General Instruction I.B.6 of Form S-3, which limits the amounts that we may sell under the Shelf Registration to no more than one-third of our public float in any twelve month period as measured in accordance with such instruction. There is no assurance that we will be able to raise capital pursuant to the Shelf Registration on acceptable terms or at all. At March 31, 2024 we have made no issuances under the Shelf Registration.

 

Off-Balance Sheet Arrangements

 

As of March 31, 2024, we had no transactions that met the definition of off-balance sheet arrangements that have or are reasonably likely to have a current or future material effect on our consolidated financial position, operating results, liquidity, cash requirements or capital resources.

 

Critical Accounting Policies and Estimates

 

The discussion and analysis of our financial condition and results of operations are based on our Condensed Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) which requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities known to exist at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. We evaluate our estimates on an ongoing basis, based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. There can be no assurance that actual results will not differ from those estimates.  There have been no significant changes in the Company's “Critical Accounting Policies and Estimates” during the three months ended March 31, 2024 from those disclosed within the Company's Annual Report on Form 10-K for the year ended December 31, 2023 as filed with the SEC on March 7, 2024.

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

As a “smaller reporting company,” the Company is not required to provide this information.

 

 

ITEM 4. CONTROLS AND PROCEDURES.

 

Evaluation of Disclosure Controls and Procedures

 

As required by Rule 13a-15(b) of the Exchange Act, we have evaluated, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this Report. Our disclosure controls and procedures are designed to provide reasonable assurance that the information required to be disclosed by us in reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure and is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. Based upon the evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective at March 31, 2024.

 

Changes in Internal Control over Financial Reporting

 

There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during our last fiscal quarter that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

 

 

PART II. OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS.

 

The Company becomes involved in various legal proceedings and claims in the normal course of business. In management’s opinion, the ultimate resolution of these matters will not have a material effect on our financial position or results of operations.

 

 

ITEM 1A. RISK FACTORS.

 

Our operations and financial results are subject to various risks and uncertainties, including those described in the Part I. “Item 1A. Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2023 filed with the SEC on March 7, 2024 (“Form 10-K”), which could adversely affect our business, financial condition, results of operations, cash flows, and the trading price of our common stock. During the three months ended March 31, 2024, there have been no material changes in our risk factors disclosed in our 2023 Form 10-K.

 

 

 

ITEM 5. OTHER INFORMATION.

 

None of the Company's officers or directors adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended March 31, 2024, as such terms are defined under Item 408(a) of Regulation S-K.

 

 

 

ITEM 6. EXHIBITS.

 

(a) Index to Exhibits

 

Exhibit No.

 

Exhibit Description

     

3.1

 

Amended and Restated Articles of Incorporation of the Registrant (Incorporated by Reference to Exhibit 3.1 to Registrants Current Report on Form 8-K filed October 15, 2020)

     

3.2

 

Amended and Restated Bylaws of the Registrant (Incorporated by Reference to Exhibit 3.2 to Registrants Current Report on Form 8-K filed September 18, 2020)

     

4.1

 

Registration Rights Agreement dated July  26, 2019, by and among Registrant, LNG Investment Company, LLC, and AEGIS NG LLC (Incorporated by Reference to Exhibit 10.1 to Registrants Current Report on Form 8-K filed August 1, 2019)

     

4.2

 

Registration Rights Agreement dated as of August 20, 2019, by and among Registrant and the Investors named therein (Incorporated by Reference to Exhibit 4.9 to Registrant's Registration Statement on Form S-1 filed September 11, 2019)

     

4.3

 

Registration Rights Agreement, dated June 1, 2021, among TGB Equipment Leasing, LLC and Stabilis (Incorporated by reference to Exhibit 10.5 to Registrant's Quarterly Report on Form 10-Q filed on August 5, 2021)

     

4.5

 

Description of Securities (incorporated by reference to Exhibit 4.5 to Registrant's Annual Report on Form 10-K filed March 7, 2024)

     

31.1

 

*Rule 13a-14(a) / 15d-14(a) Certification of Principal Executive Officer.

     

31.2

 

*Rule 13a-14(a) / 15d-14(a) Certification of Principal Financial Officer.

     

32.1

 

*Section 1350 Certifications of Principal Executive Officer and Principal Financial Officer.

     

101.INS

 

*Interactive XBRL Instance Document (XBRL tags are embedded within the Inline XBRL document)

     
101.SCH   *Inline XBRL Taxonomy Extension Schema Document
     
101.CAL   *Inline XBRL Taxonomy Extension Calculation Linkbase Document
     
101.LAB   *Inline XBRL Taxonomy Extension Label Linkbase Document
     
101.PRE   *Inline XBRL Taxonomy Extension Presentation Linkbase Document
     
101.DEF   *Inline XBRL Taxonomy Extension Definition Linkbase Document
     

104

 

* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

*         Filed herewith

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

Date: May 7, 2024

 
     

STABILIS SOLUTIONS, INC.

 
     

By:

/s/ Westervelt T. Ballard, Jr.

 
 

Westervelt T. Ballard, Jr.

 
 

President and Chief Executive Officer

(Principal Executive Officer)

 
     

By:

/s/ Andrew L. Puhala

 
 

Andrew L. Puhala

 
 

Chief Financial Officer

(Principal Financial Officer)

 

 

22

Exhibit 31.1

 

CERTIFICATIONS

 

I, Westervelt T. Ballard, Jr., certify that:

 

1.

I have reviewed this Quarterly Report on Form 10-Q of Stabilis Solutions, Inc.;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and l5d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

 

5.

The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

 

Date:

May 7, 2024

 
     
     

By:

/s/ Westervelt T. Ballard, Jr.

 
 

Westervelt T. Ballard, Jr.
Principal Executive Officer

 

 

 

Exhibit 31.2

 

CERTIFICATIONS

 

I, Andrew L. Puhala, certify that:

 

1.

I have reviewed this Quarterly Report on Form 10-Q of Stabilis Solutions, Inc.;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and l5d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

Date:

May 7, 2024

 
     
     

By:

/s/ Andrew L. Puhala

 
 

Andrew L. Puhala
Principal Financial Officer

 

 

 

Exhibit 32.1

 

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Westervelt T. Ballard, Jr., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report of Stabilis Solutions, Inc. on Form 10-Q for the quarter ended March 31, 2024 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such Form 10-Q fairly presents in all material respects the financial condition and results of operations of Stabilis Solutions, Inc.

 

 

Date:

May 7, 2024

 
     
     

By:

/s/ Westervelt T. Ballard, Jr.

 
 

Westervelt T. Ballard, Jr.
Principal Executive Officer

 

 

I, Andrew L. Puhala, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report of Stabilis Solutions, Inc. on Form 10-Q for the quarter ended March 31, 2024 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such Form l0-Q fairly presents in all material respects the financial condition and results of operations of Stabilis Solutions, Inc.

 

 

Date:

May 7, 2024

 
     
     

By:

/s/ Andrew L. Puhala

 
 

Andrew L. Puhala
Principal Financial Officer

 

 

 
v3.24.1.u1
Document And Entity Information - shares
3 Months Ended
Mar. 31, 2024
May 07, 2024
Document Information [Line Items]    
Entity Central Index Key 0001043186  
Entity Registrant Name Stabilis Solutions, Inc.  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Document Fiscal Period Focus Q1  
Document Fiscal Year Focus 2024  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2024  
Document Transition Report false  
Entity File Number 001-40364  
Entity Incorporation, State or Country Code FL  
Entity Tax Identification Number 59-3410234  
Entity Address, Address Line One 11750 Katy Freeway, Suite 900  
Entity Address, City or Town Houston  
Entity Address, State or Province TX  
Entity Address, Postal Zip Code 77079  
City Area Code 832  
Local Phone Number 456-6500  
Title of 12(b) Security Common Stock, $.001 par value  
Trading Symbol SLNG  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   18,585,014
v3.24.1.u1
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 8,286 $ 5,374
Accounts receivable, net 5,620 7,752
Inventories, net 137 169
Prepaid expenses and other current assets 1,442 1,677
Total current assets 15,485 14,972
Property, plant and equipment:    
Cost 111,435 110,646
Less: accumulated depreciation (62,819) (61,167)
Property, Plant and Equipment, Net 48,616 49,479
Goodwill 4,314 4,314
Investments in foreign joint ventures 11,780 12,009
Right-of-use assets and other noncurrent assets 452 525
Total assets 80,647 81,299
Current liabilities:    
Accounts payable 5,811 5,707
Accrued liabilities 2,432 4,166
Current portion of finance and operating lease obligations 112 164
Total current liabilities 10,012 11,719
Long-term notes payable, net of current portion and debt issuance costs 7,446 7,747
Long-term portion of finance and operating lease obligations 0 21
Total liabilities 17,458 19,487
Commitments and contingencies (Note 9)
Stockholders’ Equity:    
Preferred stock; $0.001 par value, 1,000,000 shares authorized, no shares issued and outstanding at March 31, 2024 and December 31, 2023 0 0
Common stock; $0.001 par value, 37,500,000 shares authorized, 18,585,014 and 18,573,391 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively 19 19
Additional paid-in capital 102,431 102,057
Accumulated other comprehensive loss (484) (18)
Accumulated deficit (38,777) (40,246)
Total stockholders’ equity 63,189 61,812
Total liabilities and stockholders’ equity 80,647 81,299
Nonrelated Party [Member]    
Current liabilities:    
Current portion of long-term notes payable $ 1,657 $ 1,682
v3.24.1.u1
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Preferred Stock, Par Value (in dollars per share) $ 0.001 $ 0.001
Preferred Stock, Shares Authorized (in shares) 1,000,000 1,000,000
Preferred Stock, Shares Issued (in shares) 0 0
Preferred Stock, Shares Outstanding (in shares) 0 0
Common Stock, Par Value (in dollars per share) $ 0.001 $ 0.001
Common Stock, Shares Authorized (in shares) 37,500,000 37,500,000
Common Stock, Shares Issued (in shares) 18,585,014 18,573,391
Common Stock, Shares Outstanding (in shares) 18,585,014 18,573,391
v3.24.1.u1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Revenues:    
Revenues $ 19,770 $ 26,842
Operating expenses:    
Cost of revenues 13,514 20,270
Change in unrealized (gain) loss on natural gas derivatives (252) 169
Selling, general and administrative expenses 3,456 3,379
Gain from disposal of fixed assets (127) 0
Depreciation expense 1,800 2,011
Total operating expenses 18,391 25,829
Income from operations before equity income 1,379 1,013
Net equity income from foreign joint venture operations:    
Income from equity investment in foreign joint venture 247 393
Foreign joint venture operating related expenses (50) (48)
Net equity income from foreign joint venture operations 197 345
Income from operations 1,576 1,358
Other income (expense):    
Other (expense), net (21) (84)
Total other income (expense) (25) (266)
Net income before income tax expense 1,551 1,092
Income tax expense 82 8
Net Income $ 1,469 $ 1,084
Net income per common share (Note 11):    
Basic net income per common share (in dollars per share) $ 0.08 $ 0.06
Diluted net income per common share (in dollars per share) $ 0.08 $ 0.06
Nonrelated Party [Member]    
Other income (expense):    
Interest income (expense), net $ (4) $ (150)
Related Party [Member]    
Other income (expense):    
Interest income (expense), net $ 0 $ (32)
v3.24.1.u1
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Net income $ 1,469 $ 1,084
Foreign currency translation adjustment, net of tax (466) 187
Total comprehensive income $ 1,003 $ 1,271
v3.24.1.u1
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
$ in Thousands
Common Stock [Member]
Additional Paid-in Capital [Member]
AOCI Attributable to Parent [Member]
Retained Earnings [Member]
Total
Balance (in shares) at Dec. 31, 2022 18,420,067        
Balance at Dec. 31, 2022 $ 19 $ 100,137 $ 82 $ (40,371) $ 59,867
Common stock issued from vesting of stock-based awards (in shares) 13,587        
Common stock issued from vesting of stock-based awards $ 0 0 0 0 0
Stock-based compensation 0 589 0 0 589
Net income 0 0 0 1,084 1,084
Other comprehensive income, net of tax 0 0 187 0 187
Net income from operations $ 0 0 0 1,084 1,084
Balance (in shares) at Mar. 31, 2023 18,433,654        
Balance at Mar. 31, 2023 $ 19 100,726 269 (39,287) 61,727
Balance (in shares) at Dec. 31, 2023 18,573,391        
Balance at Dec. 31, 2023 $ 19 102,057 (18) (40,246) 61,812
Common stock issued from vesting of stock-based awards (in shares) 13,588        
Common stock issued from vesting of stock-based awards $ 0 0 0 0 0
Stock-based compensation 0 383 0 0 383
Net income 0 0 0 1,469 1,469
Other comprehensive income, net of tax $ 0 0 (466) 0 (466)
Employee tax payments from stock-based withholding (in shares) (1,965)        
Employee tax payments from stock-based withholding $ 0 (9) 0 0 (9)
Net income from operations $ 0 0 0 1,469 1,469
Balance (in shares) at Mar. 31, 2024 18,585,014        
Balance at Mar. 31, 2024 $ 19 $ 102,431 $ (484) $ (38,777) $ 63,189
v3.24.1.u1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Cash flows from operating activities:    
Net income from operations $ 1,469 $ 1,084
Adjustments to reconcile net income from operations to net cash provided by operating activities:    
Depreciation 1,800 2,011
Stock-based compensation expense 383 589
Bad debt expense 168 0
Gain from disposal of assets (127) 0
Income from equity investment in joint venture (247) (393)
Realized and unrealized losses on natural gas derivatives, net 0 421
Changes in operating assets and liabilities:    
Accounts receivable 1,964 2,044
Prepaid expenses and other current assets 235 507
Accounts payable and accrued liabilities (1,812) (6,361)
Other 96 191
Net cash provided by operating activities 3,929 93
Cash flows from investing activities:    
Acquisition of fixed assets (873) (3,727)
Proceeds from sale of assets 207 0
Net cash used in investing activities (666) (3,727)
Cash flows from financing activities:    
Payments on short- and long-term notes payable (346) (365)
Payments on notes payable from related parties 0 (596)
Employee tax payments from restricted stock withholdings (9) 0
Net cash used in financing activities (355) (961)
Effect of exchange rate changes on cash 4 5
Net increase (decrease) in cash and cash equivalents 2,912 (4,590)
Cash and cash equivalents, beginning of period 5,374 11,451
Cash and cash equivalents, end of period $ 8,286 $ 6,861
v3.24.1.u1
Note 1 - Description of Business and Basis of Presentation
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Business Description and Basis of Presentation [Text Block]

1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION

 

Description of Business

 

Stabilis Solutions, Inc. and its subsidiaries (the “Company”, “Stabilis”, “our”, “us” or “we”) is an energy transition company that provides turnkey clean energy production, storage, transportation and fueling solutions primarily using liquefied natural gas (“LNG”) to multiple end markets.

 

The Company serves customers in diverse end markets, including aerospace, agriculture, energy, industrial, marine bunkering, mining, pipeline, remote power and utility markets. LNG can be used to deliver natural gas to locations where pipeline service is unavailable, has been interrupted, or needs to be supplemented. Additionally, LNG can be used as a partner fuel for renewable energy, and as an alternative to traditional fuel sources, such as distillate fuel oil (including diesel fuel and other fuel oils) and propane, among others to provide both environmental and economic benefits. Increasingly, LNG is being utilized as a transportation fuel in the marine industry and as a propellant in the private rocket launch sector. We believe that these fuel markets are large and provide significant opportunities for LNG usage.

 

The Company also builds power and control systems for the energy industry in China through its 40% owned Chinese joint venture, BOMAY Electric Industries, Inc (“BOMAY”). BOMAY is accounted for as an equity investment.

 

Basis of Presentation and Consolidation

 

The accompanying unaudited, interim condensed consolidated financial statements (“Condensed Consolidated Financial Statements”) include our accounts and those of our subsidiaries and, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and disclosures normally included in the notes to consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted. We believe that the presentation and disclosures herein are adequate to prevent the information presented herein from being misleading. The Condensed Consolidated Financial Statements reflect all adjustments (consisting of normal recurring adjustments) for a fair presentation of the interim periods. The results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full year. The accompanying Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements as of and for the year ended December 31, 2023 included in the Company's Annual Report on Form 10-K, as filed on March 7, 2024.

 

All intercompany accounts and transactions have been eliminated in consolidation. In the Notes to Condensed Consolidated Financial Statements, all dollar amounts in tabulations are in thousands, unless otherwise indicated.

 

Use of Estimates in the Preparation of the Consolidated Financial Statements

 

The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates include the fair value of natural gas derivatives, the carrying amount of contingencies, valuation allowances for receivables, inventories, and deferred income tax assets, valuations assigned to assets and liabilities in business combinations, and impairments of long-lived assets. Actual results could differ from those estimates, and these differences could be material to the Condensed Consolidated Financial Statements.

 

Reclassifications

 

The Company reclassified $4.2 million from accrued expenses to accounts payable at December 31, 2023, to conform to current presentation resulting in no effect to results of operations or cash flows.

 

Derivative Instruments

 

The Company had certain natural gas derivative instruments as of  March 31, 2024 and December 31, 2023. At both March 31, 2024 and December 31, 2023, the fair value of the Company's derivatives was $0.  The accounting for changes in the fair value of a derivative instrument depends on whether it qualifies for and has been designated as a hedge as well as the type of hedge. The Company has not designated its derivatives as hedges under U.S. GAAP. The Company did not enter into any derivative transactions for speculative purposes. Periodically, the Company enters into forward sales contracts for the delivery of LNG to its customers. Certain of these sales contracts contain provisions that may meet the criteria of a derivative in the event delivery is not made. These contracts are accounted for under the normal purchase normal sales exclusion under U.S. GAAP and are not measured at fair value each reporting period.

 

v3.24.1.u1
Note 2 - Revenue Recognition
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

2. REVENUE RECOGNITION

 

We recognize revenues when the transfer of promised goods or services are delivered to our customers in accordance with the applicable customer contract and we are entitled to be paid by the customer. Revenues are measured as consideration specified in the contract and exclude any sales incentives and amounts collected on behalf of third parties. Certain contracts may include multiple goods or services such as the usage of equipment and delivery of field support services that are bundled into an all-in price to the customer for each gallon of LNG delivered. Revenue recognition under these contracts requires significant judgment by the Company in order to determine the appropriate accounting for these transactions, including whether performance obligations should be accounted for separately versus together, how the price should be allocated among the performance obligations, and when to recognize revenue for each performance obligation. The Company has determined that these contacts have multiple performance obligations and the Company allocates the contract price to each performance obligation using its best estimates of the respective standalone selling price of each distinct good or service at the time the contract was negotiated.

 

Revenues from contracts with customers are disaggregated into (1) LNG Product (2) rental (3) service and (4) other.

 

LNG Product revenues

 

LNG Product revenues represent the sale of LNG from both produced and purchased sources as well as the transportation performed to deliver the LNG to our customers' locations. LNG Product revenues are recognized upon delivery of the LNG to the customer, at which point the customer controls the product and the Company has an unconditional right to payment. The Company acts as a principal when using third party transportation companies and therefore recognizes the gross revenue for the supply of LNG. The Company does not differentiate between the revenue from the sale of LNG production and purchased LNG as the criteria for revenue recognition are identical. Some of our contracts contain minimum take-or-pay amounts where a customer has agreed to source a minimum volume of LNG under the contract. Take or pay revenues are only recognized when the customer has failed to take the minimum contracted volumes upon completion of the time period specified within the contract and the Company has the unconditional right to receive payment for the take or pay amount. Certain of our sales contracts contain provisions that may meet the criteria of a derivative in the event delivery is not made. These contracts are accounted for under the normal purchase normal sales exclusion under U.S. GAAP and are not measured at fair value each reporting period. Our LNG contracts are generally one to 24 months in duration.

 

Rental revenues

 

Rental revenues are generated from the rental of cryogenic equipment to our customers. Revenues related to rental of equipment are recognized under Topic 606 and not ASC 842: Leases, as the Company maintains control of the equipment that the customer uses and can replace the rented equipment with similar equipment should the rented equipment become inoperable or the Company chooses to replace the equipment for maintenance purposes. Rental revenues based upon day rates or monthly rates for the use of equipment as specifically established within the contract are recognized as the rental period is completed and for periods that cross month end, revenue is recognized for the portion of the rental period that has been completed to date. Performance obligations for rental revenue are considered to be satisfied as the rental period is completed based upon the terms of the related contract. Rental revenues from contracts with bundled pricing are based upon the fair value of the pricing components at the time the contract was negotiated and recognized when the performance obligation has been satisfied in accordance with the contract. The stated rental rates within each contract are representative of the stand-alone rental rates at the time the contract was negotiated.

 

Service revenues

 

Service revenues are generated from engineering and field support services and represent the human resources provided to the customer to support the use of LNG at the customer’s job site. These include support and costs for mobilization and demobilization of equipment at customer sites as well as onsite technical support while customers are consuming LNG. Service revenues that are not dependent upon the gallons delivered or rental period but based upon the specific contractual terms and can be based on an event (i.e. mobilization or demobilization) or an hourly rate as specifically established within the contract and are recognized as the event is completed or work is done. Service revenues from contracts with bundled pricing are based upon the fair value of the pricing components at the time the contract was negotiated and recognized when the performance obligation has been satisfied in accordance with the contract. The stated hourly labor rates in each contract are representative of the stand-alone hourly rates at the time the contract was negotiated.

 

Other revenues

 

Other revenues are items that, due to their nature, are disaggregated from the categories mentioned above such as expenses incurred by the Company on behalf of the customer that we contractually rebill to our customers on a cost-plus basis. 

 

Disaggregated revenues

 

The table below presents revenue disaggregated by source, for the three months ended March 31, 2024 and 2023 (in thousands):

 

  

Three Months Ended

 
  

March 31,

 

Revenues:

 

2024

  

2023

 

LNG Product

 $15,413  $21,905 

Rental

  2,173   2,247 

Service

  1,924   2,066 

Other

  260   624 

Total revenues

 $19,770  $26,842 

 

The table below presents revenue disaggregated by geographic location, for the three months ended March 31, 2024 and 2023 (in thousands):

 

  

Three Months Ended

 
  

March 31,

 

Revenues:

 

2024

  

2023

 

United States

 $18,507  $24,023 

Mexico

  1,263   2,819 

Total revenues

 $19,770  $26,842 

 

Variable and other Revenue Components

 

Certain of our contracts may include rental or service components at stated rates within the contract that vary depending on customer demand and are satisfied as the work is authorized by the customer and performed by the Company. Additionally, LNG product sales agreements may include both fixed and variable fees per gallon of LNG but are representative of the stand-alone selling price for LNG at the time the contract was negotiated. We have concluded that the variable LNG fees meet the exception for allocating variable consideration to specific parts of the contract. As such, the variable consideration for these contracts is allocated to each distinct gallon of LNG and recognized when that distinct gallon of LNG is delivered to the customer.

 

Taxes assessed by a governmental authority that are directly imposed on revenue-producing transactions between the Company and its customers, such as sales, use and value-added taxes, are excluded from revenue.

 

During the fourth quarter of 2023, the Company entered into a two-year marine bunkering contract with a new customer which represented approximately 30% of the Company's revenue for the three months ended March 31, 2024.

 

v3.24.1.u1
Note 3 - Prepaid Expenses and Other Current Assets
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Prepaid Expenses and Other Current Assets [Text Block]

3. PREPAID EXPENSES AND OTHER CURRENT ASSETS

 

The Company’s prepaid expenses and other current assets at  March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Prepaid insurance

 $671  $1,012 

Prepaid supplier expenses

  196   132 

Other receivables

  275   159 

Deposits

  143   237 

Other

  157   137 

Total prepaid expenses and other current assets

 $1,442  $1,677 

 

v3.24.1.u1
Note 4 - Property, Plant and Equipment
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Property, Plant and Equipment Disclosure [Text Block]

4. PROPERTY, PLANT AND EQUIPMENT

 

The Company’s property, plant and equipment at March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Liquefaction plants and systems

 $48,642  $48,523 

Real property and buildings

  2,066   2,066 

Vehicles and tanker trailers and equipment

  51,472   49,689 

Computer and office equipment

  458   458 

Construction in progress

  8,766   9,879 

Leasehold improvements

  31   31 
   111,435   110,646 

Less: accumulated depreciation

  (62,819)  (61,167)
  $48,616  $49,479 

 

Depreciation expense totaled $1.8 million and $2.0 million for the three months ended March 31, 2024 and 2023, respectively, all of which is included in the Condensed Consolidated Statements of Operations as a separate line item.

 

v3.24.1.u1
Note 5 - Investment in Foreign Joint Venture
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Equity Method Investments and Joint Ventures Disclosure [Text Block]

5. INVESTMENT IN FOREIGN JOINT VENTURE

 

The Company holds a 40% interest in BOMAY, which builds electrical systems. The majority partner in this foreign joint venture is Baoji Oilfield Machinery Co., Ltd. (a subsidiary of China National Petroleum Corporation), which owns 51%. The remaining 9% is owned by AA Energies, Inc. The Company made no sales to its joint venture during the three months ended March 31, 2024 and 2023.

 

The tables below present a summary of BOMAY's assets, liabilities and equity at  March 31, 2024 and December 31, 2023, and its operational results for the three months ended March 31, 2024 and 2023 in U.S. dollars (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Assets:

        

Total current assets

 $138,579  $135,217 

Total non-current assets

  2,893   3,003 

Total assets

 $141,472  $138,220 

Liabilities and equity:

        

Total liabilities

 $107,989  $104,760 

Total joint ventures’ equity

  33,483   33,460 

Total liabilities and equity

 $141,472  $138,220 

  

  

Three Months Ended

 
  

March 31,

 
  

2024

  

2023

 

Revenue

 $17,239  $21,214 

Gross profit

  2,630   2,403 

Net income

  537   901 

 

The table below presents the components of our investment in BOMAY and a summary of the activity within those components for the three months ended March 31, 2024 in U.S. dollars (in thousands):

 

  Initial Investment at Merger (1), (2)  

Undistributed Earnings

  Cumulative Foreign Exchange Translation Adj  

Investment in BOMAY

 

Balance at December 31, 2023

 $9,333  $2,967  $(291) $12,009 

Equity in earnings

     247      247 

Less: dividend distributions

            

Foreign currency translation gain (loss)

        (476)  (476)

Balance at March 31, 2024

 $9,333  $3,214  $(767) $11,780 

 


 

 

(1)

Accumulated statutory reserves in equity method investments of $2.7 million at  March 31, 2024 and  December 31, 2023 is included in our investment in BOMAY. In accordance with the Peoples Republic of China, (PRC) regulations on enterprises with foreign ownership, an enterprise established in the PRC with foreign ownership is required to provide for certain statutory reserves, namely (i) General Reserve Fund, (ii) Enterprise Expansion Fund and (iii) Staff Welfare and Bonus Fund, which are appropriated from net profit as reported in the enterprises PRC statutory accounts. A non-wholly-owned foreign invested enterprise is permitted to provide for the above allocation at the discretion of its board of directors. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends.

 

 

(2)

The Companys initial investment in BOMAY differed from the Companys 40% share of BOMAYs equity as a result of applying fair value accounting pursuant to ASC 805. The basis difference is being accreted over an original period of nine years (the expected life of the joint venture). The Company's accretion during the three months ended March 31, 2024 and 2023 both totaled approximately $32 thousand each, respectively, and is included in income from equity investment in foreign joint venture in the accompanying Condensed Consolidated Statements of Operations. The remaining basis difference, net of accumulated accretion at  March 31, 2024 and  December 31, 2023 is summarized in the following table (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Original basis difference

 $1,165  $1,165 

Less accumulated accretion

  (605)  (573)

Net remaining basis difference at end of period

 $560  $592 

 

In accordance with our long-lived asset policy, when events or circumstances indicate the carrying amount of an asset may not be recoverable, management tests long-lived assets for impairment. If the estimated future cash flows are projected to be less than the carrying amount, an impairment write-down (representing the carrying amount of the long-lived asset which exceeds the present value of estimated expected future cash flows) would be recorded as a period expense. In making this evaluation, a variety of quantitative and qualitative factors are considered including national and local economic, political and market conditions, industry trends and prospects, liquidity and capital resources and other pertinent factors. Based on this evaluation for this reporting period, the Company does not believe an impairment of our investment in BOMAY is necessary for the period ending March 31, 2024.

  

v3.24.1.u1
Note 6 - Accrued Liabilities
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Accounts Payable and Accrued Liabilities Disclosure [Text Block]

6. ACCRUED LIABILITIES

 

The Company’s accrued liabilities at  March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Compensation and benefits

 $1,545  $3,276 

Other taxes payable

  507   354 

Other accrued liabilities

  380   536 

Total accrued liabilities

 $2,432  $4,166 

 

Accrued liabilities of $4.2 million at December 31, 2023 were reclassified from accrued liabilities to accounts payable, to conform to current presentation.

 

v3.24.1.u1
Note 7 - Debt
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Debt Disclosure [Text Block]

7. DEBT

 

The Company’s carrying value of debt, net of debt issuance costs at March 31, 2024 and  December 31, 2023 consisted of the following (in thousands):

 

  

March 31,

  

December 31,

 
  

2024

  

2023

 

Secured term note, net of debt issuance costs

 $8,624  $8,604 

Insurance and other notes payable

  479   825 

Total

  9,103   9,429 

Less: amounts due within one year

  (1,657)  (1,682)

Total long-term debt

 $7,446  $7,747 

 

 Total interest expense was $0.1 million and $0.2 million during the three months ended March 31, 2024 and 2023, respectively. During the three months ended March 31, 2024 and 2023, the Company capitalized interest of $0.1 million and $0, respectively.

 

Revolving Credit Facility

 

On June 9, 2023, the Company, along with its subsidiaries, Stabilis LNG Eagle Ford LLC, Stabilis GDS, Inc. and Stabilis LNG Port Allen, LLC (collectively, the “Borrowers”) entered into a three-year loan agreement (the “Revolving Credit Facility”) with Cadence Bank. The Revolving Credit Facility provides for a maximum aggregate amount of $10.0 million, subject to a borrowing base of 80% of eligible accounts receivable. The Company may request an increase in the maximum aggregate amount under the Revolving Credit Facility by up to $5.0 million, subject to the approval of Cadence Bank. All borrowings under the Revolving Credit Facility are secured by the Company’s accounts receivable and deposit accounts. Borrowings under the Revolving Credit Facility incur interest at the Prime Rate published by the Wall Street Journal. Any unused portion is subject to a quarterly unused commitment fee of 0.5% per annum. As of  March 31, 2024, no amounts have been drawn under the Revolving Credit Facility. The Revolving Credit Facility matures on June 9, 2026.

 

The Revolving Credit Facility contains various restrictions and covenants. Among other requirements, the Borrowers must maintain a consolidated net worth of at least $50 million as of March 31, 2024, increasing by 50% of the Borrowers’ net income as of the end of each year ended December 31, and must maintain a minimum Fixed Charge Coverage Ratio of 1.2 to 1.0 on a consolidated basis, as defined in the Revolving Credit Facility, as of the last day of each fiscal quarter, on a trailing twelve (12) months basis. The Revolving Credit Facility also contains customary events of default. If an event of default under the Revolving Credit Facility occurs and is continuing, then Cadence Bank may declare any outstanding obligations under the Loan Agreement to be immediately due and payable. In addition, if any of the Borrowers become the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency or similar law, then any outstanding obligations under the Loan Agreement will automatically become immediately due and payable. As of March 31, 2024, the Company was in compliance with all its covenants related to the Revolving Credit Facility.

 

Secured Term Note

 

On April 8, 2021, the Company entered into a loan agreement (the “Loan Agreement”) with AmeriState Bank (“Lender”), to provide for an advancing loan facility in the aggregate principal amount of up to $10.0 million (the “AmeriState Loan”). The Loan Agreement is secured by specific equipment owned by the Company. On September 19, 2023, the Loan Agreement was amended (the "First Amendment"), for the purpose of substituting certain items of collateral under the Loan Agreement. The AmeriState Loan is a term loan facility, matures on April 8, 2031 and bears interest at 5.75% per annum through April 8, 2026, and the U.S. prime lending rate plus 2.5% per annum thereafter. The AmeriState Loan provides that proceeds from borrowings may be used for working capital purposes at the Company’s liquefaction plant in George West, Texas and related fees and costs associated with the AmeriState Loan. As of March 31, 2024, $9.0 million was drawn and outstanding.

 

The Loan Agreement requires the Company to meet certain financial covenants which include a debt-to-net-worth ratio of not more than 9.1 to 1.0 and a debt service coverage ratio of not less than 1.2 to 1.0 on an annual basis beginning December 31, 2023. The Company was in compliance with all of its debt covenants as of March 31, 2024.  Upon an Event of Default (as defined in the Loan Agreement), the Lender may (i) terminate its commitment, (ii) declare the outstanding principal amount of the Advancing Notes (as defined in the Loan Agreement) due and payable, or (iii) exercise all rights and remedies available to Lender under the Loan Agreement.

 

Insurance Notes Payable

 

The Company finances its annual commercial insurance premiums for its business and operations. For the 2023-2024 policies, the amount financed was $1.1 million.  The outstanding principal balance on the premium finance note was $0.5 million at  March 31, 2024. The Company makes equal monthly payments of principal and interest over the term of the note. The interest rate for the insurance financing is 7.95%.  At  December 31, 2023, the note's outstanding principal balance was $0.8 million.

 

v3.24.1.u1
Note 8 - Related Party Transactions
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Related Party Transactions Disclosure [Text Block]

8. RELATED PARTY TRANSACTIONS

 

Casey Crenshaw (our Chairman of the Board) is the beneficial owner of 50% of The Modern Group and is deemed to jointly control The Modern Group with family members.  The Company purchases supplies and services from subsidiaries of The Modern Group. In addition, the Company leases office space from The Modern Group. The Company had total purchases and lease payments of $0.1 million for both the three months ended March 31, 2024 and 2023. The Company had no sales to The Modern Group during the three months ended March 31, 2024 and 2023. As of  March 31, 2024 and December 31, 2023, the Company had no accounts receivable due from The Modern Group and accounts payable due to the Modern Group were immaterial.

 

Chart Energy and Chemicals, Inc. ("Chart E&C") beneficially owns 7.9% of our outstanding common stock at March 31, 2024. The Company made purchases from Chart E&C of $0.1 million for the three months ended March 31, 2024 and made no purchases for the three months ended March 31, 2023. The Company had no sales during the three months ended March 31, 2024 and 2023 and no accounts receivable due from Chart E&C at March 31, 2024 and December 31, 2023. Accounts payable due to Chart E&C at  March 31, 2024 and December 31, 2023 were immaterial.

 

v3.24.1.u1
Note 9 - Commitments and Contingencies
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

9. COMMITMENTS AND CONTINGENCIES

 

Environmental Matters

 

The Company is subject to federal, state and local environmental laws and regulations. The Company does not anticipate any expenditures to comply with such laws and regulations that would have a material impact on the Company’s condensed consolidated financial position, results of operations or liquidity. The Company believes that its operations comply, in all material respects, with applicable federal, state and local environmental laws and regulations.

 

Litigation, Claims and Contingencies

 

The Company may become party to various legal actions that arise in the ordinary course of its business. The Company is also subject to audit by tax and other authorities for varying periods in various federal, state and local jurisdictions, and disputes may arise during the course of these audits. It is impossible to determine the ultimate liabilities that the Company may incur resulting from any of these lawsuits, claims, proceedings, audits, commitments, contingencies and related matters or the timing of these liabilities, if any. If these matters were to ultimately be resolved unfavorably, it is possible that such an outcome could have a material adverse effect upon the Company’s condensed consolidated financial position, results of operations, or liquidity. The Company does not, however, anticipate such an outcome and it believes the ultimate resolution of these matters will not have a material adverse effect on the Company’s condensed consolidated financial position, results of operations, or liquidity.

 

v3.24.1.u1
Note 10 - Stockholders' Equity and Stock-based Compensation
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Shareholders' Equity and Share-Based Payments [Text Block]

10. STOCKHOLDERS EQUITY AND STOCK-BASED COMPENSATION

 

Stock-based Compensation

 

The Company includes stock compensation expense within general and administrative expenses in the Condensed Consolidated Statements of Operations. During the three months ended March 31, 2024 and 2023, the Company recognized $0.4 million and $0.6 million of stock compensation expense, respectively.

 

Issuance of Stock-based Awards

 

The Company has a long-term incentive plan (the “Amended and Restated Plan”) which provides for a maximum number of shares of common stock available for issuance of 5,500,000 shares. The plan was amended in 2023 to increase the maximum number of shares from 4,000,000 to 5,500,000, as approved by shareholders. Awards under the Amended and Restated Plan may be granted to employees, officers and directors of the Company and affiliates, and any other person who provides services to the Company and its affiliates (including independent contractors and consultants of the Company and its subsidiaries). Awards may be granted in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, dividend equivalents, substitute awards, other stock-based awards, cash awards and/or any combination of the foregoing. No participant may receive a grant covering more than 2,000,000 shares of our common stock in any year and a non-employee member of the Board may not be granted more than 100,000 shares in any year.

 

The Company made no stock-based awards during the three months ended March 31, 2024.

 

Issuances of Common Stock

 

During the three months ended March 31, 2024, and 2023, shares of common stock were issued upon vesting of restricted stock units, net of withholding shares for tax payments, totaling 11,623 shares and 13,587 shares, respectively. There were no stock options or stock appreciation rights exercised during the three months ended March 31, 2024 or 2023.

 

v3.24.1.u1
Note 11 - Net Income (Loss) Per Share
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

11. NET INCOME PER SHARE

 

The calculation of net income per common share for the three months ended March 31, 2024 and 2023 are presented below. Dilutive securities consist of unvested restricted stock units ("RSUs") deemed outstanding using the treasury method.  RSUs excluded from dilutive securities under the treasury method were 11,953 shares and 105,843 shares at  March 31, 2024 and 2023, respectively. In addition, stock options of 2,074,505 and stock appreciation rights of 658,437 were excluded from diluted securities, as the exercise price exceeds the market price and inclusion would have had an anti-dilutive effect at both March 31, 2024 and 2023.

 

  

Three Months Ended

 
  

March 31,

 
  

2024

  

2023

 

Weighted average shares:

        

Basic weighted average number of common shares outstanding

  18,578,815   18,426,408 

Dilutive securities

  1,996   91,509 

Total shares including dilutive securities

  18,580,811   18,517,917 
         

Net income

 $1,469  $1,084 
         

Net income per common share:

        

Basic net income per common share

 $0.08  $0.06 

Diluted net income per common share

 $0.08  $0.06 

 

v3.24.1.u1
Note 12 - Supplemental Cash Flow Information
3 Months Ended
Mar. 31, 2024
Notes to Financial Statements  
Cash Flow, Supplemental Disclosures [Text Block]

12. SUPPLEMENTAL CASH FLOW INFORMATION

 

The Company's supplemental disclosure of cash flow information for the three months ended March 31, 2024 and 2023 is as follows (in thousands):

 

   

Three Months Ended

 
   

March 31,

 

Supplemental Disclosure of Cash Flow Information:

 

2024

   

2023

 

Interest paid

  $ 157     $ 182  

Income taxes paid

           

Significant non-cash investing and financing activities:

               

Acquisition of fixed assets included within accounts payable and accrued expenses

    182       3,000  

 

v3.24.1.u1
Insider Trading Arrangements
3 Months Ended
Mar. 31, 2024
Insider Trading Arr Line Items  
Material Terms of Trading Arrangement [Text Block]

ITEM 5. OTHER INFORMATION.

 

None of the Company's officers or directors adopted, modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company's fiscal quarter ended March 31, 2024, as such terms are defined under Item 408(a) of Regulation S-K.

 

 

Rule 10b5-1 Arrangement Adopted [Flag] false
v3.24.1.u1
Significant Accounting Policies (Policies)
3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Basis of Presentation and Consolidation [Policy Text Block]

Basis of Presentation and Consolidation

 

The accompanying unaudited, interim condensed consolidated financial statements (“Condensed Consolidated Financial Statements”) include our accounts and those of our subsidiaries and, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, certain information and disclosures normally included in the notes to consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted. We believe that the presentation and disclosures herein are adequate to prevent the information presented herein from being misleading. The Condensed Consolidated Financial Statements reflect all adjustments (consisting of normal recurring adjustments) for a fair presentation of the interim periods. The results of operations for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full year. The accompanying Condensed Consolidated Financial Statements should be read in conjunction with the audited consolidated financial statements as of and for the year ended December 31, 2023 included in the Company's Annual Report on Form 10-K, as filed on March 7, 2024.

 

All intercompany accounts and transactions have been eliminated in consolidation. In the Notes to Condensed Consolidated Financial Statements, all dollar amounts in tabulations are in thousands, unless otherwise indicated.

 

Use of Estimates, Policy [Policy Text Block]

Use of Estimates in the Preparation of the Consolidated Financial Statements

 

The preparation of the Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates include the fair value of natural gas derivatives, the carrying amount of contingencies, valuation allowances for receivables, inventories, and deferred income tax assets, valuations assigned to assets and liabilities in business combinations, and impairments of long-lived assets. Actual results could differ from those estimates, and these differences could be material to the Condensed Consolidated Financial Statements.

 

Reclassification, Comparability Adjustment [Policy Text Block]

Reclassifications

 

The Company reclassified $4.2 million from accrued expenses to accounts payable at December 31, 2023, to conform to current presentation resulting in no effect to results of operations or cash flows.

 

Derivatives, Policy [Policy Text Block]

Derivative Instruments

 

The Company had certain natural gas derivative instruments as of  March 31, 2024 and December 31, 2023. At both March 31, 2024 and December 31, 2023, the fair value of the Company's derivatives was $0.  The accounting for changes in the fair value of a derivative instrument depends on whether it qualifies for and has been designated as a hedge as well as the type of hedge. The Company has not designated its derivatives as hedges under U.S. GAAP. The Company did not enter into any derivative transactions for speculative purposes. Periodically, the Company enters into forward sales contracts for the delivery of LNG to its customers. Certain of these sales contracts contain provisions that may meet the criteria of a derivative in the event delivery is not made. These contracts are accounted for under the normal purchase normal sales exclusion under U.S. GAAP and are not measured at fair value each reporting period.

v3.24.1.u1
Note 2 - Revenue Recognition (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Disaggregation of Revenue [Table Text Block]
  

Three Months Ended

 
  

March 31,

 

Revenues:

 

2024

  

2023

 

LNG Product

 $15,413  $21,905 

Rental

  2,173   2,247 

Service

  1,924   2,066 

Other

  260   624 

Total revenues

 $19,770  $26,842 
  

Three Months Ended

 
  

March 31,

 

Revenues:

 

2024

  

2023

 

United States

 $18,507  $24,023 

Mexico

  1,263   2,819 

Total revenues

 $19,770  $26,842 
v3.24.1.u1
Note 3 - Prepaid Expenses and Other Current Assets (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block]
  

March 31,

  

December 31,

 
  

2024

  

2023

 

Prepaid insurance

 $671  $1,012 

Prepaid supplier expenses

  196   132 

Other receivables

  275   159 

Deposits

  143   237 

Other

  157   137 

Total prepaid expenses and other current assets

 $1,442  $1,677 
v3.24.1.u1
Note 4 - Property, Plant and Equipment (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Property, Plant and Equipment [Table Text Block]
  

March 31,

  

December 31,

 
  

2024

  

2023

 

Liquefaction plants and systems

 $48,642  $48,523 

Real property and buildings

  2,066   2,066 

Vehicles and tanker trailers and equipment

  51,472   49,689 

Computer and office equipment

  458   458 

Construction in progress

  8,766   9,879 

Leasehold improvements

  31   31 
   111,435   110,646 

Less: accumulated depreciation

  (62,819)  (61,167)
  $48,616  $49,479 
v3.24.1.u1
Note 5 - Investment in Foreign Joint Venture (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Equity Method Investments [Table Text Block]
  

March 31,

  

December 31,

 
  

2024

  

2023

 

Assets:

        

Total current assets

 $138,579  $135,217 

Total non-current assets

  2,893   3,003 

Total assets

 $141,472  $138,220 

Liabilities and equity:

        

Total liabilities

 $107,989  $104,760 

Total joint ventures’ equity

  33,483   33,460 

Total liabilities and equity

 $141,472  $138,220 
  

Three Months Ended

 
  

March 31,

 
  

2024

  

2023

 

Revenue

 $17,239  $21,214 

Gross profit

  2,630   2,403 

Net income

  537   901 
Schedule of Activity in Investment in Foreign Joint Ventures [Table Text Block]
  Initial Investment at Merger (1), (2)  

Undistributed Earnings

  Cumulative Foreign Exchange Translation Adj  

Investment in BOMAY

 

Balance at December 31, 2023

 $9,333  $2,967  $(291) $12,009 

Equity in earnings

     247      247 

Less: dividend distributions

            

Foreign currency translation gain (loss)

        (476)  (476)

Balance at March 31, 2024

 $9,333  $3,214  $(767) $11,780 
  

March 31,

  

December 31,

 
  

2024

  

2023

 

Original basis difference

 $1,165  $1,165 

Less accumulated accretion

  (605)  (573)

Net remaining basis difference at end of period

 $560  $592 
v3.24.1.u1
Note 6 - Accrued Liabilities (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Schedule of Accrued Liabilities [Table Text Block]
  

March 31,

  

December 31,

 
  

2024

  

2023

 

Compensation and benefits

 $1,545  $3,276 

Other taxes payable

  507   354 

Other accrued liabilities

  380   536 

Total accrued liabilities

 $2,432  $4,166 
v3.24.1.u1
Note 7 - Debt (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Schedule of Debt [Table Text Block]
  

March 31,

  

December 31,

 
  

2024

  

2023

 

Secured term note, net of debt issuance costs

 $8,624  $8,604 

Insurance and other notes payable

  479   825 

Total

  9,103   9,429 

Less: amounts due within one year

  (1,657)  (1,682)

Total long-term debt

 $7,446  $7,747 
v3.24.1.u1
Note 11 - Net Income (Loss) Per Share (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
  

Three Months Ended

 
  

March 31,

 
  

2024

  

2023

 

Weighted average shares:

        

Basic weighted average number of common shares outstanding

  18,578,815   18,426,408 

Dilutive securities

  1,996   91,509 

Total shares including dilutive securities

  18,580,811   18,517,917 
         

Net income

 $1,469  $1,084 
         

Net income per common share:

        

Basic net income per common share

 $0.08  $0.06 

Diluted net income per common share

 $0.08  $0.06 
v3.24.1.u1
Note 12 - Supplemental Cash Flow Information (Tables)
3 Months Ended
Mar. 31, 2024
Notes Tables  
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]
   

Three Months Ended

 
   

March 31,

 

Supplemental Disclosure of Cash Flow Information:

 

2024

   

2023

 

Interest paid

  $ 157     $ 182  

Income taxes paid

           

Significant non-cash investing and financing activities:

               

Acquisition of fixed assets included within accounts payable and accrued expenses

    182       3,000  
v3.24.1.u1
Note 1 - Description of Business and Basis of Presentation (Details Textual) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Derivative Asset, Subject to Master Netting Arrangement, before Offset $ 0 $ 0
Reclassification From Accrued Expenses to Accounts Payable [Member]    
Accounts Payable   $ 4,200
Bomay [Member]    
Equity Method Investment, Ownership Percentage 40.00%  
v3.24.1.u1
Note 2 - Revenue Recognition (Details Textual)
3 Months Ended
Mar. 31, 2024
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Two Year Marine Bunkering Contract [Member]  
Concentration Risk, Percentage 30.00%
v3.24.1.u1
Note 2 - Revenue Recognition - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Revenues $ 19,770 $ 26,842
UNITED STATES    
Revenues 18,507 24,023
MEXICO    
Revenues 1,263 2,819
Natural Gas, Gathering, Transportation, Marketing and Processing [Member]    
Revenues 15,413 21,905
Rental [Member]    
Revenues 2,173 2,247
Service [Member]    
Revenues 1,924 2,066
Product and Service, Other [Member]    
Revenues $ 260 $ 624
v3.24.1.u1
Note 3 - Prepaid Expenses and Other Current Assets - Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Prepaid insurance $ 671 $ 1,012
Prepaid supplier expenses 196 132
Other receivables 275 159
Deposits 143 237
Other 157 137
Total prepaid expenses and other current assets $ 1,442 $ 1,677
v3.24.1.u1
Note 4 - Property, Plant and Equipment (Details Textual) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Depreciation $ 1.8 $ 2.0
v3.24.1.u1
Note 4 - Property, Plant and Equipment - Summary of Property, Plant and Equipment (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Property, Plant and Equipment, Gross $ 111,435 $ 110,646
Less: accumulated depreciation (62,819) (61,167)
Property, Plant and Equipment, Net 48,616 49,479
Liquefaction Plants and Systems [Member]    
Property, Plant and Equipment, Gross 48,642 48,523
Building [Member]    
Property, Plant and Equipment, Gross 2,066 2,066
Vehicles [Member]    
Property, Plant and Equipment, Gross 51,472 49,689
Office Equipment [Member]    
Property, Plant and Equipment, Gross 458 458
Construction in Progress [Member]    
Property, Plant and Equipment, Gross 8,766 9,879
Leasehold Improvements [Member]    
Property, Plant and Equipment, Gross $ 31 $ 31
v3.24.1.u1
Note 5 - Investment in Foreign Joint Venture (Details Textual) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Revenue from Contract with Customer, Excluding Assessed Tax $ 19,770 $ 26,842  
Accretion (Amortization) of Discounts and Premiums, Investments 32 32  
Affiliated Entity [Member]      
Revenue from Contract with Customer, Excluding Assessed Tax $ 0 $ 0  
Bomay [Member]      
Equity Method Investment, Ownership Percentage 40.00%    
Equity Method Investment, Summarized Financial Information Accumulated Statutory Reserve $ 2,700   $ 2,700
Equity Method Investment, Remaining Life of Joint Venture (Year) 9 years    
Bomay [Member] | Baoji Oilfield Machinery Co Ltd [Member]      
Equity Method Investment, Ownership Percentage 51.00%    
Bomay [Member] | A A Energies Inc [Member]      
Equity Method Investment, Ownership Percentage 9.00%    
v3.24.1.u1
Note 5 - Investment in Foreign Joint Venture - Summary of Equity Method Investment (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Dec. 31, 2022
Total current assets $ 15,485   $ 14,972  
Total assets 80,647   81,299  
Total liabilities 17,458   19,487  
Total joint ventures’ equity 63,189 $ 61,727 61,812 $ 59,867
Total liabilities and equity 80,647   81,299  
Net income 1,469 1,084    
Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member]        
Total current assets 138,579   135,217  
Total non-current assets 2,893   3,003  
Total assets 141,472   138,220  
Total liabilities 107,989   104,760  
Total joint ventures’ equity 33,483   33,460  
Total liabilities and equity 141,472   $ 138,220  
Revenue 17,239 21,214    
Gross profit 2,630 2,403    
Net income $ 537 $ 901    
v3.24.1.u1
Note 5 - Investment in Foreign Joint Venture - Schedule of Activity in Investment in Foreign Joint Ventures (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Balance at December 31, 2023 $ 12,009    
Equity in earnings 247 $ 393  
Balance at March 31, 2024 11,780    
Original basis difference 1,165   $ 1,165
Less accumulated accretion (605)   (573)
Net remaining basis difference at end of period 560   $ 592
Bomay [Member]      
Balance, initial investment [1],[2] 9,333    
Balance, undistributed earnings 2,967    
Balance, foreign exchange translation (291)    
Balance at December 31, 2023 12,009    
Equity in earnings, undistributed earnings 247    
Equity in earnings 247    
Less: dividend distributions, undistributed earnings 0    
Foreign currency translation gain (loss), foreign exchange translation (476)    
Balance, initial investment [1],[2] 9,333    
Balance, undistributed earnings 3,214    
Balance, foreign exchange translation (767)    
Balance at March 31, 2024 $ 11,780    
[1] Accumulated statutory reserves in equity method investments of $2.7 million at March 31, 2024 and December 31, 2023 is included in our investment in BOMAY. In accordance with the People’s Republic of China, (“PRC”) regulations on enterprises with foreign ownership, an enterprise established in the PRC with foreign ownership is required to provide for certain statutory reserves, namely (i) General Reserve Fund, (ii) Enterprise Expansion Fund and (iii) Staff Welfare and Bonus Fund, which are appropriated from net profit as reported in the enterprise’s PRC statutory accounts. A non-wholly-owned foreign invested enterprise is permitted to provide for the above allocation at the discretion of its board of directors. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends.
[2] The Company’s initial investment in BOMAY differed from the Company’s 40% share of BOMAY’s equity as a result of applying fair value accounting pursuant to ASC 805. The basis difference is being accreted over an original period of nine years (the expected life of the joint venture). The Company's accretion during the three months ended March 31, 2024 and 2023 both totaled approximately $97 thousand each, respectively, and is included in income from equity investment in foreign joint venture in the accompanying Condensed Consolidated Statements of Operations. The remaining basis difference, net of accumulated accretion at March 31, 2024 and December 31, 2023 is summarized in the following table (in thousands):
v3.24.1.u1
Note 6 - Accrued Liabilities (Details Textual)
$ in Millions
Dec. 31, 2023
USD ($)
Reclassification From Accrued Expenses to Accounts Payable [Member]  
Accounts Payable $ 4.2
v3.24.1.u1
Note 6 - Accrued Liabilities - Summary of Accrued Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Compensation and benefits $ 1,545 $ 3,276
Other taxes payable 507 354
Other accrued liabilities 380 536
Total accrued liabilities $ 2,432 $ 4,166
v3.24.1.u1
Note 7 - Debt (Details Textual) - USD ($)
$ in Thousands
3 Months Ended
Jun. 09, 2023
Apr. 08, 2021
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Interest Expense, Debt     $ 100 $ 200  
Interest Costs Capitalized     100 $ 0  
Long-Term Debt     $ 9,103   $ 9,429
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration]   Prime Rate [Member]      
Insurance Notes [Member]          
Debt Instrument, Interest Rate, Stated Percentage     7.95%    
Long-Term Debt     $ 1,100    
Long-Term Debt, Gross     500   $ 800
Cadence Bank [Member]          
Line of Credit Facility, Maximum Borrowing Capacity $ 10,000        
Line of Credit Facility, Increase (Decrease), Net $ 5,000        
Line of Credit Facility, Commitment Fee Percentage 0.50%        
Banking Regulation, Mortgage Banking, Net Worth, Minimum     $ 50,000    
Minimum Net Worth Required For Compliance Increase Percentage     50.00%    
Debt Instrument, Covenant, Debt Service Coverage Ratio, Maximum     1.2    
Ameri State Bank [Member] | Loan Agreement [Member]          
Line of Credit Facility, Maximum Borrowing Capacity   $ 10,000      
Debt Instrument, Covenant, Debt Service Coverage Ratio, Maximum     1.2    
Debt Instrument, Interest Rate, Stated Percentage   5.75%      
Debt Instrument, Basis Spread on Variable Rate   2.50%      
Long-Term Line of Credit     $ 9,000    
Debt Instrument, Covenant, Deb-to-Net-Worth Ratio     9.1    
v3.24.1.u1
Note 7 - Debt - Summary of Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Long-Term Debt $ 9,103 $ 9,429
Less: amounts due within one year (1,657) (1,682)
Total long-term debt 7,446 7,747
Secured Term Note [Member]    
Long-Term Debt 8,624 8,604
Insurance and Other Note Payable [Member]    
Long-Term Debt $ 479 $ 825
v3.24.1.u1
Note 8 - Related Party Transactions (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Sep. 30, 2023
Dec. 31, 2023
Affiliated Entity [Member] | Tmg [Member]        
Related Party Transaction, Purchases from Related Party $ 100 $ 100    
Revenues 0 0    
Accounts Receivable, after Allowance for Credit Loss 0     $ 0
Affiliated Entity [Member] | Board of Directors Chairman [Member] | Tmg [Member]        
Limited Liability Company or Limited Partnership, Members or Limited Partners, Ownership Interest     50.00%  
Chart E&C [Member]        
Related Party Transaction, Purchases from Related Party 100 0    
Revenues 0 $ 0    
Accounts Receivable, after Allowance for Credit Loss $ 0     $ 0
Common Stock, Ownership Percentage 7.90%      
v3.24.1.u1
Note 10 - Stockholders' Equity and Stock-based Compensation (Details Textual) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Share-Based Payment Arrangement, Expense $ 0.4 $ 0.6
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) 0  
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period (in shares) 0 0
Restricted Stock Units (RSUs) [Member]    
Stock Issued During Period, Shares, Restricted Stock Award, Gross (in shares) 11,623 13,587
Participant [Member]    
Share-based Compensation Arrangement by Share-based Payment Award, Grant Limit (in shares) 2,000,000  
Non Employee Board Member [Member]    
Share-based Compensation Arrangement by Share-based Payment Award, Grant Limit (in shares) 100,000  
Amended And Restated2019 Long Term Incentive Plan [Member]    
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) 5,500,000 4,000,000
v3.24.1.u1
Note 11 - Net Income (Loss) Per Share (Details Textual) - shares
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Restricted Stock Units (RSUs) [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) 11,953 105,843
Share-Based Payment Arrangement, Option [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) 2,074,505 2,074,505
Stock Appreciation Rights (SARs) [Member]    
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) 658,437 658,437
v3.24.1.u1
Note 11 - Net Income (Loss) Per Share - Schedule of Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Basic weighted average number of common shares outstanding (in shares) 18,578,815 18,426,408
Dilutive securities (in shares) [1],[2] 1,996 91,509
Total shares including dilutive securities (in shares) 18,580,811 18,517,917
Net income $ 1,469 $ 1,084
Basic net income per common share (in dollars per share) $ 0.08 $ 0.06
Diluted net income per common share (in dollars per share) $ 0.08 $ 0.06
[1] Dilutive securities include the dilutive effect of incremental shares for unvested restricted stock units ("RSUs") and unexercised stock options from the Company's stock-based compensation awards. The dilutive RSUs and stock options are calculated under the treasury stock method. For the three months ended June 30, 2023, 2,074,505 of stock options were excluded from dilutive shares because their effect would be anti-dilutive, and 105,843 of RSUs were excluded.
[2] The Company had no dilutive securities for the three months ended June 30, 2022 since the Company incurred net losses for both continuing and discontinued operations for these periods and inclusion would be antidilutive.
v3.24.1.u1
Note 12 - Supplemental Cash Flow Information - Summary of Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Interest paid $ 157 $ 182
Income taxes paid 0 0
Acquisition of fixed assets included within accounts payable and accrued expenses $ 182 $ 3,000

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