GNE Genie Energy Ltd

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 10, 2025

 

 

GENIE ENERGY LTD.

(Exact name of registrant as specified in its charter)

 

 

Delaware		1-35327		45-2069276
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

520 Broad Street Newark, New Jersey		07102
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: (973) 438-3500

 

Not Applicable

(Former name or former address, if changed since last report.)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):  

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b)-2 of the Exchange Act:

 

Title of each class		Trading Symbol		Name of each exchange on which registered
Class B common stock, par value $.01 per share		GNE		New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 

 

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.   ☐

 

 

 

Item 2.02. Results of Operations and Financial Condition.

 

On March 10, 2025, the Registrant distributed over a wire service and posted to the investor relations page of its website (www.genie.com), an earnings release announcing its results of operations for the quarter and full year ended December 31, 2024. A copy of the earnings release concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

 

The Registrant is furnishing the information contained in this Report, including Exhibit 99.1, pursuant to Item 2.02 of Form 8-K promulgated by the Securities and Exchange Commission (the “SEC”). This information shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC unless otherwise expressly stated in such filing. In addition, this Report and the press release contain statements intended as “forward-looking statements” that are subject to the cautionary statements about forward-looking statements set forth in the press release. 

 

Item 9.01 Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit No.		Document
99.1		Press Release, dated March 10, 2025, reporting the results of operations for the quarter ended December 31, 2024.
104		Cover Pager Interactive Data File, formatted in Inline XBRL document.

 

 

SIGNATURE

 

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 hereunto duly authorized.

 

	GENIE ENERGY LTD.
	By:	/s/ Michael Stein
		Name:	Michael Stein
		Title:	Chief Executive Officer

 

Dated: March 10, 2025

 

 

EXHIBIT INDEX

 

Exhibit Number		Document
99.1		Press Release, dated March 10, 2025, reporting the results of operations for the quarter ended December 31, 2024.
104		Cover Pager Interactive Data File, formatted in Inline XBRL document.

 

 

Exhibit 99.1

 

Genie Energy Announces Fourth Quarter and Full Year 2024 Results

 

Fourth quarter Adjusted EBITDA of $11.1 million

Full-year 2024 Adjusted EBITDA¹ of $48.5 million achieves high end of guidance

GRE adds over 60,000 net meters in 2024, expanding customer base 17%

 

Newark, NJ – March 10, 2025: Genie Energy, Ltd. (NYSE: GNE), a leading retail energy and renewable energy solutions provider, today announced results for the fourth quarter and full year ended December 31, 2024. 

 

Michael Stein, CEO Commentary 

"Genie finished 2024 with a solid fourth quarter across both our retail and renewables businesses, even as we continued to invest significantly in growth initiatives.  For the full year, we achieved the high end of our Adjusted EBITDA guidance.

 

"At GRE, we delivered a strong financial performance throughout the year.  In the fourth quarter we capitalized on favorable market dynamics to ramp up our investment in customer acquisition, adding over 23,000 net meters. For the full year, we increased meters by over 60,000, or nearly 17%. 

 

“At GREW, Diversegy, our energy procurement business, achieved Adjusted EBITDA profitability in 2024 and, at Genie Solar, we have essentially completed our strategic migration to the utility scale project vertical.  Building, owning and operating utility-scale projects will enable us to capture their long-term residual value. In the fourth quarter, we continued to advance Genie Solar's project development pipeline and closed on a financing deal for our portfolio of currently operating arrays. 

 

"We are excited about the growth prospects in 2025 across our businesses.  For the full year, we maintain our annual consolidated Adjusted EBITDA guidance at $40 to $50 million.  We also expect to continue to build our cash reserves and opportunistically buy back our stock while paying our current dividend."

Fourth Quarter 2024 Consolidated Highlights

(Compared to 4Q23. Unless otherwise noted, results of Genie Retail Energy International (GREI) are included in discontinued operations for all periods.) 

 

 

 

Full Year 2024 Consolidated Highlights 

(Compared to 2023.  Unless otherwise noted, results of Genie Retail Energy International (GREI) are included in discontinued operations for all periods.)

 

Select Financial Metrics*  

 

 

Segment Highlights

 

Genie Retail Energy (GRE)

Select Operational Performance Metrics

 

 

 

GRE's fourth quarter revenue decreased 0.1% to $98.4 million as a result of a decrease in revenue per kilowatt-hour sold which was substantially offset by a higher level of electricity consumption from GRE's larger retail customer base. Fourth quarter income from operations decreased 15.9% to $12.6 million from $15.0 million, and Adjusted EBITDA decreased 13.0% to $13.4 million from $15.4 million, primarily as the result of the reduced electricity margins compared to the year ago quarter and an increase in customer acquisition expense. During 4Q24, Genie Energy added 23,500 electric and gas meters net of churn.

GRE's full-year 2024 revenue decreased 1.6% to $403.3 million from $409.9 million.  Income from operations decreased 21.4% to $56.5 million from $71.9 million, and Adjusted EBITDA decreased 20.4% to $58.4 million from $73.3 million, reflecting GRE's reduced gross margins on electricity sales compared to the prior year and the increased pace of customer acquisitions in 2024 compared to 2023.  During 2024, GRE added approximately 60,900 electric and gas meters net of churn.

Genie Renewables (GREW)

 

GREW's fourth quarter revenue decreased 30.1% year-over-year to $4.5 million from $6.5 million as growth at Diversegy, Genie's energy procurement business, substantially offset the impacts of Genie Solar's exit from the commercial-scale solar project development market. GREW's fourth quarter loss from operations narrowed to $0.7 million in 2024 from a loss of $1.3 million in 2023, while the Adjusted EBITDA loss narrowed to $0.5 from $1.3 million.  The narrower loss in the quarter reflected the growth of Diversegy and reduced operating expense at Genie Solar.

GREW's full-year 2024 revenue increased 16.1% to $21.9 million from $18.8 million in 2023, and gross profit increased 122.5% from $2.8 million to $6.3 million substantially reflecting growth at Diversegy.  Loss from operations narrowed to $3.0 million in 2024 from $5.8 million in 2023, while the Adjusted EBITDA loss narrowed to $2.2 million in 2024 from $5.4 million in 2023.

  

Genie Solar continued to advance its project development pipeline during the fourth quarter and full year 2024. At December 31, 2024, Genie Solar's operating portfolio and development pipeline comprised:

 

  

Balance Sheet and Cash Flow Highlights

As of December 31, 2024, Genie Energy reported cash and cash equivalents, short and long-term restricted cash, and marketable equity securities of $201.0 million, an increase from $163.4 million at December 31, 2023 and from $191.7 million at September 30, 2024.

 

Total assets as of December 31, 2024 were $371.3 million. Liabilities totaled $191.7 million, and working capital (current assets less current liabilities) totaled $117.6 million. Non-current liabilities were $81.9 million.

 

Cash provided by operating activities increased to $70.7 million in 2024 from $62.5 million in 2023.

Trended Financial Information:*

 

 

Earnings Announcement and Supplemental Information

At 8:30 AM Eastern this morning, Genie Energy’s management will host a conference call to discuss the Company's financial and operational results, business outlook, and strategy. The call will begin with management’s remarks, followed by Q&A with investors.

 

To participate in the conference call, dial 1-888-506-0062 (toll-free from the US) or 1-973-528-0011 (international) and provide the following participant access code: 481357 .

 

Approximately three hours after the call, a call replay will be accessible by dialing 1-877-481-4010 (toll-free from the US) or 1-919-882-2331 (international) and providing the replay passcode: 52066. The replay will remain available through Monday, March 24, 2025. In addition, a recording of the call will be available for playback on the “Investors” section of the Genie Energy website.

 

About Genie Energy Ltd.

 

Genie Energy Ltd., (NYSE: GNE) is a retail energy and renewable energy solutions provider. The Genie Retail Energy division supplies electricity, including electricity from renewable resources, and natural gas to residential and small business customers in the United States. The Genie Renewables division is a vertically-integrated provider of commercial, community, and utility-scale solar energy solutions. For more information, visit Genie.com.

 

In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words "believe," "anticipate," "expect," "plan," "intend," "estimate, "target" and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described in our most recent report on SEC Form 10-K (under the headings "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations"), which may be revised or supplemented in subsequent reports on SEC Forms 10-Q and 8-K. We are under no obligation, and expressly disclaim any obligation, to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.

 

Contact:

 

Bill Ulrey

Investor Relations

Genie Energy, Ltd.

wulrey@genie.com

 

GENIE ENERGY LTD.

CONSOLIDATED BALANCE SHEETS

 

 

GENIE ENERGY LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS

 

GENIE ENERGY LTD. 

CONSOLIDATED STATEMENTS OF CASH FLOWS

Reconciliation of Non-GAAP Financial Measure for the Fourth Quarter and Full Year 2024

In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles in the United States of America (GAAP), Genie Energy disclosed Adjusted EBITDA on a consolidated basis and for GRE and disclosed Non-GAAP Net Income Attributable to Genie Energy Ltd. Common Stockholders (Non-GAAP Net Income and Non-GAAP earnings per share (Non-GAAP EPS). Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS are non-GAAP measures.

 

Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.

 

Genie’s measure of consolidated Adjusted EBITDA starts with income from operations and adds back depreciation, amortization, and stock-based compensation and deducts impairment of assets and equity in the net loss of equity method investees, net.

Genie's measure of Non-GAAP Net Income starts with net income attributable to Genie Energy Ltd. Common Stockholders in accordance with GAAP and adds captive insurance liability and the tax effect of this adjustment. These additions  are non-cash and/or non-routine items in the relevant fiscal 2024 and fiscal 2023 periods.

 

Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS should be considered in addition to, not as a substitute for, or superior to, revenue, gross profit, income from operations, cash flow from operating activities, net income, basic and diluted earnings per share or other measures of liquidity and financial performance prepared in accordance with GAAP. In addition, Genie’s measurement of Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS may not be comparable to similarly titled measures reported by other companies.

 

Management believes that Genie’s measure of Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS provide useful information to both management and investors by excluding certain expenses that may not be indicative of Genie’s or GRE’s core operating results. Management uses Adjusted EBITDA, non-GAAP Net Income and Non-GAAP EPS, among other measures, as a relevant indicators of core operational strengths in its financial and operational decision-making.

 

Management also uses Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS to evaluate operating performance in relation to Genie’s competitors. Disclosure of these non-GAAP financial measure may be useful to investors in evaluating performance and allows for greater transparency to the underlying supplemental information used by management in its financial and operational decision-making. In addition, Genie Energy has historically reported Adjusted EBITDA and believes it is commonly used by readers of financial information in assessing performance. Therefore, the inclusion of comparative numbers provides consistency in financial reporting at this time.

 

Management refers to Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS as well as the GAAP measures revenue, gross profit, and income from operations, as well as net income, on a consolidated level to facilitate internal and external comparisons to Genie's historical operating results, in making operating decisions, for budget and planning purposes, and to form the basis upon which management is compensated.

 

Although depreciation and amortization are considered operating costs under GAAP, they primarily represent the non-cash current period allocation of costs associated with long-lived assets acquired or constructed in prior periods. Genie’s operating results exclusive of depreciation and amortization are therefore useful indicators of its current performance.

 

Stock-based compensation recognized by Genie Energy and other companies may not be comparable because of the various valuation methodologies, subjective assumptions and the variety of types of awards that are permitted under GAAP. Stock-based compensation is excluded from Genie’s calculation of Adjusted EBITDA because management believes this allows investors to make more meaningful comparisons of the operating results of Genie’s core business with the results of other companies. However, stock-based compensation will continue to be a significant expense for Genie Energy for the foreseeable future and an important part of employees’ compensation that impacts their performance. 

Impairment of assets is a component of income (loss) from operations that is excluded from the calculation of Adjusted EBITDA. The impairment of assets is primarily dictated by events and circumstances outside the control of management that trigger an impairment analysis. While there may be similar charges in other periods, the nature and magnitude of these charges can fluctuate markedly and do not reflect the performance of Genie's continuing operations. 

Captive insurance liability is a non-cash charge for a reserve at Genie's captive insurance operations. While there may be related charges in other periods, the magnitude of these changes can fluctuate markedly and do not reflect the performance of Genie's continuing operations. Captive insurance losses are excluded from Genie's calculation of Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS because management believes this allows investors to make more meaningful comparisons of the operating results of Genie’s core business with the results of other companies. 

 

Following are the reconciliations of Adjusted EBITDA, Non-GAAP Net Income and Non-GAAP EPS on a consolidated basis to its most directly comparable GAAP measure. Adjusted EBITDA is reconciled to income from operations for Genie Energy on a consolidated basis as well as for GRE. 

 

Non-GAAP Reconciliation - Consolidated Adjusted EBITDA

 

Non-GAAP Reconciliation - GRE Adjusted EBITDA    

 

 Non-GAAP Reconciliation - Consolidated Non-GAAP Net Income Attributable to Genie Energy Ltd. Common Stockholders and Non-GAAP Diluted Income Per Share