PowerSecure Reports Fourth Quarter and Full Year 2013 Results

PowerSecure International, Inc. (NYSE: POWR) today reported its fourth quarter and full year 2013 results. Highlights include:

  • Fourth quarter 2013 revenues increase 57.4 percent y-o-y to $73.6 million
  • Fourth quarter 2013 GAAP EPS of ($0.09), non-GAAP EPS of $0.13 (see reconciliation, below)
  • Fourth quarter distributed generation revenues of $26.4 million, up 16.4 percent y-o-y
  • Fourth quarter utility infrastructure revenues of $37.5 million, up 81.7 percent y-o-y
  • Fourth quarter energy efficiency revenues of $9.7 million, up 181.6 percent y-o-y
  • Full year 2013 revenues increase 66.8 percent y-o-y to record $270.2 million
  • Full year 2013 GAAP EPS of $0.22, non-GAAP EPS of $0.38 (see reconciliation, below)
  • Full year 2013 distributed generation revenues of $111.5 million, up 46.1 percent y-o-y
  • Full year 2013 utility infrastructure revenues of $111.7 million, up 83.8 percent y-o-y
  • Full year 2013 energy efficiency revenues of $47.0 million, up 88.5 percent y-o-y

“A very successful fourth quarter capped a record 2013 for PowerSecure with more than $100 million of revenues in both our distributed generation and utility infrastructure product lines, and our ESCO and Solais acquisitions significantly enhanced the scale and capabilities of our energy efficiency offerings,” said Sidney Hinton, chief executive officer of PowerSecure.

“Our record backlog, healthy order activity, exceptional balance sheet, and the benefits we are realizing from our acquisitions, all provide our team with confidence that our best-in-class solutions for large, growing and underserved markets, combined with our relentless commitment to serve our customers, will translate into a strong year for PowerSecure in 2014,” Hinton added.

Fourth Quarter 2013:

PowerSecure’s fourth quarter 2013 (4Q 2013) revenues of $73.6 million, an increase of $26.8 million, or 57.4 percent, from the fourth quarter of 2012 (4Q 2012), were driven by an 81.7 percent year-over-year (y-o-y) increase in revenues from utility infrastructure products and services, a 16.4 percent y-o-y increase in revenues from distributed generation products and services, and a 181.6 percent y-o-y increase in revenues from energy efficiency products and services, as shown below.

Variance
($ in 000's) 4Q13 4Q12 $ %
Revenue by Product/Service
Distributed Generation 26,350 22,647 3,703 16.4%
Utility Infrastructure 37,527 20,658

16,869

81.7%
Energy Efficiency 9,703 3,446 6,257 181.6%
Total Revenue 73,580 46,751 26,829 57.4%

GAAP gross margin as a percentage of revenue was 22.4 percent in 4Q 2013, compared to 33.0 percent in 4Q 2012. On a non-GAAP basis, excluding the inventory-related portions of the 4Q 2013 restructuring charge discussed below, gross margin as a percentage of revenue was 27.4 percent in 4Q 2013. The decrease in y-o-y gross margin was driven by the restructuring charge, and the y-o-y growth of utility infrastructure, solar and ESCO revenues in 4Q 2013, which are generally lower gross margin product and service categories, as well as differences in the mix of projects completed in the two periods.

Operating expenses for 4Q 2013 were $18.3 million, compared to $13.4 million in 4Q 2012. Excluding the restructuring and executive compensation charges discussed below, 4Q 2013 operating expenses were $16.7 million, or 22.6 percent of revenues, a 3.8 percentage point reduction on a y-o-y basis. Excluding the charges discussed below of $1.7 million and $1.1 million in Q4 2013 and Q4 2012, respectively, the $4.3 million increase in operating expenses consists of $2.9 million of on-going incremental operating costs related to the acquisitions of our ESCO, Solais and Encari businesses, and $1.4 million of increased operating expenses related to our revenue growth.

Operating margin as a percentage of revenue was negative 2.5 percent in 4Q 2013 on a GAAP basis, and positive 4.8 percent on a non-GAAP basis. This compares to positive 4.3 percent in 4Q 2012 on a GAAP basis, and positive 6.7 percent on a non-GAAP basis. The decrease in operating margins was driven by the decrease in gross margins, partially offset by a decrease in operating expenses as a percentage of revenues.

Diluted earnings per share (EPS) were a loss of $0.09 in 4Q 2013, compared to a gain of $0.08 in 4Q 2012. Excluding the charges discussed below, non-GAAP EPS were $0.13 in 4Q 2013, compared to $0.13 in 4Q 2012.

Non-GAAP financial measures for 4Q 2013 exclude a $4.9 million charge primarily related to the restructuring of the company’s energy efficiency LED lighting operations to position its product lines for enhanced future growth and profitability. The restructuring was implemented to realize the manufacturing and sourcing synergies contemplated by the company in its 2013 acquisition of Solais Lighting. The actions taken included eliminating certain duplicative facilities, re-sourcing from new lower cost suppliers, reducing the number of product offerings, and reducing personnel and overhead. $3.7 million of this charge relates to inventory and was recorded in cost of sales, and $1.2 million relates to severance, facilities and equipment expenses which was recorded as “restructuring charge” in operating expense. The company expects to record an additional charge related to these actions in the first quarter of 2014 in an amount of $0.3-1.0 million. Non-GAAP financial measures for 4Q 2013 also exclude a one-time expense of $0.5 million to upgrade an annuity that underpins the post-retirement compensation of the company’s chief executive officer to fully guarantee future payments. See the non-GAAP reconciliation, below.

Non-GAAP financial measures for 4Q 2012 exclude a $1.1 million pre-tax charge related to a restructuring and cost reduction plan that was initiated during the third quarter of 2012, and extended into the fourth quarter of 2012, to position the company to lower its operating expenses as a percentage of revenue in future periods. See non-GAAP reconciliation, below.

The company ended Q4 2013 with $50.9 million in cash, zero drawn on its revolving credit facility, and term debt and capital leases of $27.2 million. The company’s strong revenue growth and related working capital requirements resulted in a usage in cash from operations of $2.2 million for the full year 2013. The company’s capital expenditures during Q4 2013 were $4.4 million in total, with $3.5 million of this capital invested to deploy systems to support PowerSecure-owned long-term recurring revenue distributed generation projects, and the remaining $0.9 million primarily invested in the purchase of equipment for its growing utility infrastructure business.

The company’s revenue backlog stands at an all-time high of $248 million, as of the date of this release. This includes new business from awards announced on January 6, 2014 and February 20, 2014. The company’s revenue backlog represents revenue expected to be recognized after December 31, 2013, for periods including the first quarter of 2014 onward.

The company’s $248 million revenue backlog and the estimated timing of revenue recognition are outlined below, including “project-based revenues” expected to be recognized as projects are completed, and “recurring revenues” expected to be recognized over the life of the underlying contracts:

Revenue Backlog expected to be recognized after December 31, 2013
Anticipated Estimated Primary
Description Revenue Recognition Period
Project-based Revenue -- Near term $118 million 1Q14 through 3Q14
Project-based Revenue -- Long term $58 million 4Q14 through 2016
Recurring Revenue $72 million 1Q14 through 2020

Revenue Backlog expected to be recognized after December 31, 2013

$248 million
Note: Anticipated revenue and estimated primary recognition periods are subject to risks and uncertanities
as indicated in the Company's safe harbor statement, below. Consistent with past practice, these figures
are not intended to constitute the Company's total revenue over the indicated time periods, as the Company
has additional, regular on-going revenues. Examples of additional, regular recurring revenues include
revenues from engineering fees, and service revenue, among others. Numbers may not add due to rounding.

Orders in the company’s revenue backlog are subject to delay, deferral, acceleration, resizing or cancellation from time to time, and estimates are utilized in the determination of the backlog amounts. Given the irregular sales cycle of customer orders, and especially of large orders, the revenue backlog at any given time is not necessarily an accurate indication of our future revenues.

Full Year 2013:

PowerSecure’s full year 2013 (FY 2013) all-time record revenues of $270.2 million, an increase of $108.2 million, or 66.8 percent, over full year 2012 (FY 2012), were driven by an 83.8 percent y-o-y increase in revenues from utility infrastructure products and services, a 46.1 percent y-o-y increase in revenues from distributed generation products and services, and an 88.5 percent y-o-y increase in revenues from energy efficiency products and services, as shown below. Excluding revenues from the company’s 2013 ESCO, Solais and Encari acquisitions, organic revenue growth for FY 2013 was 45.2 percent.

Variance
($ in 000's) 2013 2012 $ %
Revenue by Product/Service
Distributed Generation 111,536 76,352 35,184 46.1%
Utility Infrastructure 111,654 60,735 50,919 83.8%
Energy Efficiency 47,044 24,952 22,092 88.5%
Total Revenue 270,234 162,039 108,195 66.8%

GAAP gross margin as a percentage of revenue was 26.5 percent in FY 2013, compared to 31.5 percent in FY 2012. On a non-GAAP basis, excluding the inventory-related portions of the 4Q 2013 restructuring charge discussed below, gross margin as a percentage of revenue was 27.8 percent for FY 2013, compared to 31.5 percent for FY 2012. The decrease in y-o-y gross margin was driven by the restructuring charge, and the y-o-y growth of utility infrastructure, solar and ESCO revenues in FY 2013, which are generally lower gross margin product and service categories, as well as differences in the mix of projects completed in the two periods. In addition, during the third quarter of 2013, the company realized inefficiencies in its utility infrastructure unit related to the advanced deployment of crews in anticipation of being selected for a significant long-term revenue opportunity with a major new utility partner.

Operating expenses for FY 2013 were $62.9 million compared to $49.2 million in FY 2012. Excluding the restructuring charges, acquisition expenses, and executive compensation charge, FY 2013 operating expenses were $60.7 million, or 22.5 percent of revenues, a 6.1 percentage point reduction on a y-o-y basis. Excluding the charges discussed below of $2.2 million and $2.8 million in FY 2013 and FY 2012, respectively, the $14.3 million increase in operating expenses consists of 1) $2.5 million of additional depreciation and amortization expense, driven by additional capital expenditures related to company-owned distributed generation recurring revenue projects and equipment for utility infrastructure, as well as amortization related to acquisitions, 2) $7.3 million of on-going incremental operating costs related to the acquisitions of the ESCO, Solais and Encari businesses, and 3) $4.5 million of expenses to support the growth of the company’s distributed generation, utility infrastructure and energy efficiency product lines.

Operating margin as a percentage of revenue was 3.2 percent in FY 2013 on a GAAP basis, and 5.4 percent on a non-GAAP basis. This compares to 1.2 percent for FY 2012 on a GAAP basis, and 2.9 percent on a non-GAAP basis. The increase in FY 2013 operating margin was driven by the reduction in operating expenses as a percentage of revenue, partially offset by a decrease in gross margin as a percentage of revenue.

Diluted EPS were $0.22 for FY 2013, compared to $0.16 for FY 2012. Excluding the charges and items discussed below, non-GAAP EPS was $0.38 for FY 2013, compared to $0.22 for FY 2012.

Non-GAAP financial measures for FY 2013 exclude a $4.9 million charge primarily related to the restructuring of the company’s energy efficiency LED lighting operations to position its product lines for enhanced future growth and profitability. $3.7 million of this charge relates to inventory and was recorded in cost of sales, and $1.2 million relates to severance, facilities and equipment expenses, which was recorded as “restructuring charge” in operating expense. Non-GAAP financial measures for FY 2013 also exclude a one-time expense of $0.5 million to upgrade an annuity that underpins the post-retirement compensation of its chief executive officer to fully guarantee future payments, and acquisition expenses of $0.6 million related to the Solais, ESCO and PowerLine transactions. See the non-GAAP reconciliation, below.

Non-GAAP financial measures for FY 2012 exclude $2.7 million in charges related to restructuring and cost reduction actions taken in 2012, acquisition expenses of $0.1 million related to the PowerSecure Solar transaction, and gains on the sale of the company’s WaterSecure investment of $1.4 million. See the non-GAAP reconciliation, below.

Conference Call Information

The company will host a conference call commencing today at 5:30 p.m. eastern time. The conference call will be webcast live and can be accessed from the Investor Relations section of the company's website at www.powersecure.com. Participants can also access the call by dialing 888-713-4215 (or 617-213-4867 if dialing internationally), and providing pass code 26298520. If you are unable to participate during the live webcast, a replay of the conference call will be available beginning today at 7:30 p.m. eastern time through midnight on March 24, 2014. To listen to the replay, dial toll-free 888-286-8010 (or 617-801-6888 if dialing internationally), and enter pass code 93331424. In addition, the webcast will be archived on the Company's website at www.powersecure.com.

About PowerSecure

PowerSecure International, Inc. is a leading provider of utility and energy technologies to electric utilities, and their industrial, institutional and commercial customers. PowerSecure provides products and services in the areas of Interactive Distributed Generation ® (IDG®), energy efficiency and utility infrastructure. The company is a pioneer in developing IDG® power systems with sophisticated smart grid capabilities, including the ability to 1) forecast electricity demand and electronically deploy the systems to deliver more efficient, and environmentally friendly, power at peak power times, 2) provide utilities with dedicated electric power generation capacity to utilize for demand response purposes and 3) provide customers with the most dependable standby power in the industry. Its proprietary distributed generation system designs utilize a range of technologies to deliver power, including renewables. The company’s energy efficiency products and services include energy efficient lighting solutions that utilize LED technologies to improve lighting quality, and the design, installation and maintenance of energy conservation measures which we offer, primarily as a subcontractor, to large energy service company providers, called ESCOs, for the benefit of commercial, industrial and institutional customers as end users. PowerSecure also provides electric utilities with transmission and distribution infrastructure maintenance and construction services, and engineering and regulatory consulting services. Additional information is available at www.powersecure.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are all statements other than statements of historical facts, including but not limited to statements concerning the outlook for the company's future revenues, earnings, margins, cash resources and cash flow and other financial and operating information and data; the company's future business operations, strategies and prospects; the impact and prospects of acquisitions; the company’s restructuring actions; and all other statements concerning the plans, intentions, expectations, projections, hopes, beliefs, objectives, goals and strategies of management, including statements about other future financial and non-financial items, performance or events and about present and future products, services, technologies and businesses; and statements of assumptions underlying the foregoing.

Forward-looking statements are not guarantees of future performance or events and are subject to a number of known and unknown risks, uncertainties and other factors that are difficult to predict and could cause actual results to differ materially from those expressed, projected or implied by such forward-looking statements. Important risks, uncertainties and other factors include, but are not limited to, the on-going uncertainty and inconsistency in the economy, financial markets and business markets and the effects thereof on the company's markets and customers, the demand for its products and services, and the company's access to capital; the size, timing and terms of sales and orders, including the company's revenue backlog discussed in this press release, and the risk of customers delaying, deferring or canceling purchase orders or making smaller purchases than expected; the potential adverse financial and reputational consequences that can result from safety risks and hazards such as accidents inherent in the company’s operations; the impact of the company’s recent acquisitions of the ESCO, Solais and Encari businesses; the company’s ability to reduce and control its costs and expenses; the impact of the company’s restructuring actions on its LED lighting operations; the timely and successful development, production and market acceptance of new and enhanced products, services and technologies of the company; the ability of the company to obtain adequate supplies of key components and materials of sufficient reliability and quality for its products and technologies on a timely and cost-effective basis and the effects of related warranty claims and disputes; the ability of the company to successfully expand its core distributed generation products and services, to successfully develop and achieve market acceptance of its new energy-related businesses, to successfully expand its recurring revenue projects, to manage its growth and to address the effects of any future changes in utility tariff structures and environmental requirements on its business solutions; the effects of competition; changes in customer and industry demand and preferences; the ability of the company to continue the growth and diversification of its customer base; the ability of the company to attract, retain, and motivate its executives and key personnel; changes in the energy industry in general and the electricity, oil, and natural gas markets in particular, including price levels; the effects of competition; the ability of the company to secure and maintain key contracts and relationships; the effects of pending and future litigation, claims and disputes; and other risks, uncertainties and other factors identified from time to time in its reports filed with or furnished to the Securities and Exchange Commission, including the company's most recent Annual Report on Form 10-K, as well as subsequently filed reports on Form 10-Q and Form 8-K, copies of which may be obtained by visiting the investor relations page of the company’s website at www.powersecure.com or the SEC’s website at www.sec.gov.

Accordingly, there is no assurance that the results expressed, projected or implied by any forward-looking statements will be achieved, and readers are cautioned not to place undue reliance on any forward-looking statements. The forward-looking statements in this press release speak only as of the date hereof and are based on the current plans, goals, objectives, strategies, intentions, expectations and assumptions of, and the information currently available to, management. The company assumes no duty or obligation to update or revise any forward-looking statements for any reason, whether as the result of changes in expectations, new information, future events, conditions or circumstances or otherwise.

PowerSecure International, Inc.
Consolidated Statements of Income (unaudited)
($000's except per share data)
Three Months Ended Twelve Months Ended
Dec 31, Dec 31, Dec 31, Dec 31,
2013 2012 2013 2012
Revenue 73,580 46,751 270,234 162,039
Cost of sales 57,070 31,300 198,651 110,953
Gross Profit (excluding depreciation and amortization) 16,510 15,451 71,583 51,086
Operating expenses
General and administrative 13,216 9,451 47,071 36,201
Selling, marketing, and service 1,817 1,521 7,381 5,560
Depreciation and amortization 2,098 1,348 7,287 4,780
Restructuring charges 1,205 1,127 1,205 2,675
Total operating expenses 18,336 13,447 62,944 49,216
Operating income (loss) (1,826 ) 2,004 8,639 1,870
Other income (expense)
Gain on sale of unconsolidated affiliate 0 0 0 1,439
Interest income and other income 20 21 81 88
Interest expense (320 ) (111 ) (817 ) (449 )
Income (loss) before income taxes (2,126 ) 1,914 7,903 2,948
Income tax expense (benefit) (234 ) 503 3,672 850
Net income (loss) from continuing operations (1,892 ) 1,411 4,231 2,098
Discontinued operations - income (loss) from operations (net of tax) 0 0 0 78
Discontinued operations - gain on sale (net of tax) 0 0 0 0
Net income (loss) (1,892 ) 1,411 4,231 2,176
Net loss attributable to noncontrolling interest 0 145 181 902
Net income (loss) attributable to PowerSecure International, Inc. (1,892 ) 1,556 4,412 3,078
Summary of Amounts Attributable to PowerSecure International, Inc. shareholders
Income (loss) from continuing operations (net of tax) (1,892 ) 1,556 4,412 3,000
Income (loss) from discontinued operations (net of tax) 0 0 0 78
Net income (loss) attributable to PowerSecure International, Inc. (1,892 ) 1,556 4,412 3,078
EARNINGS PER SHARE AMOUNTS ("E.P.S") ATTRIBUTABLE TO
POWERSECURE INTERNATIONAL, INC. SHAREHOLDERS:
Continuing Operations
Basic (0.09 ) 0.08 0.22 0.16
Diluted (0.09 ) 0.08 0.22 0.16
Discontinued Operations
Basic 0.00 0.00 0.00 0.00
Diluted 0.00 0.00 0.00 0.00
Net Income
Basic (0.09 ) 0.08 0.22 0.16
Diluted (0.09 ) 0.08 0.22 0.16
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING
Basic 21,716 18,306 19,837 18,681
Diluted 22,050 18,487 20,160 18,818
PowerSecure International, Inc.
Condensed Consolidated Balance Sheets (unaudited)
($000's)
December 31, December 31,
ASSETS 2013 2012
CURRENT ASSETS:
Cash and cash equivalents 50,915 19,122
Trade receivables, net of allowance for doubtful accounts 89,801 57,147
Inventories 16,864 20,327
Income taxes receivable 1,045 592
Deferred tax asset, net 6,262 803
Prepaid expenses and other current assets 2,235 1,285
Total current assets 167,122 99,276
PROPERTY, PLANT, AND EQUIPMENT:
Equipment 56,706 48,447
Furniture and fixtures 572 375
Land, building, and improvements 6,134 5,907
Total property, plant, and equipment at cost 63,412 54,729
Less accumulated depreciation and amortization 17,467 12,152
Property, plant, and equipment, net 45,945 42,577
OTHER ASSETS:
Goodwill 30,226 12,884
Restricted annuity contract 3,137 2,447
Intangible rights and capitalized software, net of accum amort 8,715 1,328
Other assets 1,240 635
Total other assets 43,318 17,294
TOTAL ASSETS 256,385 159,147
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable 24,299 14,150
Accrued and other liabilities 31,195 23,887
Accrued restructuring and cost reduction liabilities 965 709
Current unrecognized tax benefit 247 242
Current portion of long-term debt 3,731 160
Current portion of capital lease obligation 935 886
Total current liabilities 61,372 40,034
LONG-TERM LIABILITIES:
Revolving Line of Credit 0 0
Term loan, net of current portion 21,563 2,080
Capital lease obligation, net of current portion 986 1,921
Deferred tax liability, net 8,865 955
Unrecognized tax benefit 647 640
Other long-term liabilities 3,365 2,518
Total long-term liabilities 35,426 8,114
STOCKHOLDERS' EQUITY:
Preferred stock - undesignated 0 0
Preferred stock - Series C 0 0
Common stock 219 182
Additional paid-in-capital 157,401 112,738
Accumulated other comprehensive earnings (loss) (84 ) 0
Retained earnings (deficit) 2,051 (2,361 )
Total PowerSecure International, Inc. stockholders' equity 159,587 110,559
Noncontrolling Interest 0 440
Total stockholders' equity 159,587 110,999
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 256,385 159,147
PowerSecure International, Inc.
Condensed Consolidated Statement of Cash Flows (unaudited)
($000's)

Twelve Months Ended
Dec 31, Dec 31,
2013 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) 4,231 2,176
Adjustments to reconcile net income (loss) to net cash provided by
(used in) operating activities:
Gain on sale of unconsolidated affiliate 0 (1,439 )
Income from discontinued operations 0 (78 )
Depreciation and amortization 7,287 4,780
Stock compensation expense 603 885
Loss on disposal of miscellaneous assets 172 78
Changes in operating assets and liabilities, net of
effect of acquisitions:
Trade receivables, net (25,984 ) (9,664 )
Inventories 4,216 68
Deferred income taxes 3,292 1,068
Other current assets and liabilities (1,336 ) (354 )
Other noncurrent assets and liabilities (597 ) (249 )
Accounts payable 8,217 6,579
Accrued and other liabilities (2,520 ) 5,959
Accrued restructuring liabilities 255 709
Net cash provided by (used in) continuing operations (2,164 ) 10,518
Net cash provided by (used in) discontinued operations 0 334
Net cash provided by (used in) operating activities (2,164 ) 10,852
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions, net of cash acquired (14,305 ) (3,523 )
Purchases of property, plant and equipment (9,012 ) (10,385 )
Additions to intangible rights and software development (610 ) (331 )
Proceeds from sale of property, plant and equipment 177 15
Proceeds from sale of unconsolidated affiliate 0 1,445
Net cash provided by (used in) investing activities (23,750 ) (12,779 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from stock offering 34,443 0
Net borrowings (payments) on revolving line of credit 0 0
Proceeds from long-term borrowings 25,000 2,400
Principal payments on long-term debt (1,946 ) (160 )
Principal payments on capital lease obligations (886 ) (840 )
Repurchases of common stock (117 ) (5,268 )
Proceeds from stock option exercises 1,213 311
Net cash provided by (used in) financing activities 57,707 (3,557 )
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 31,793 (5,484 )
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 19,122 24,606
CASH AND CASH EQUIVALENTS AT END OF PERIOD 50,915 19,122

Non-GAAP Pro forma Financial Measures:

Our references to our fourth quarter and full year 2013, and fourth quarter and full year 2012 “non-GAAP pro forma” financial measures of cost of sales, gross margins, gross margins as a percentage of revenue, operating expenses, operating expenses as a percentage of revenue, operating income, operating income as a percentage of revenue, net income from continuing operations, net income, net income attributable to PowerSecure International, Inc., diluted E.P.S. from continuing operations, and diluted E.P.S. discussed and shown in this report constitute non-GAAP financial measures.

For the fourth quarter of 2013, our non-GAAP financial measures refer to our GAAP results, excluding a $4.9 million charge primarily related to the restructuring of the Company’s Energy Efficiency LED lighting operations to position its product lines for enhanced future growth and profitability. The restructuring was implemented to realize the manufacturing and sourcing synergies contemplated by the Company in its 2013 acquisition of Solais Lighting. The actions taken included eliminating certain duplicative facilities, resourcing from new lower cost suppliers, reducing the number of product offerings, and reducing personnel and overhead. $3.7 million of this charge relates to inventory and was recorded in cost of sales, and $1.2 million relates to severance, facilities and equipment expenses which was recorded as “restructuring charge” in operating expense. The Company expects to record an additional charge related to these actions in the first quarter of 2014 in an amount of $0.3-1.0 million. Fourth quarter 2013 non-GAAP financial measures also exclude a one-time expense of $0.5 million to upgrade an annuity that underpins the post-retirement compensation of its chief executive officer to fully guarantee future payments.

For the fourth quarter of 2012, our non-GAAP financial measures refer to our GAAP results, excluding a $1.1 million pre-tax charge related to a restructuring and cost reduction plan that was initiated during the third quarter of 2012, and extended into the fourth quarter of 2012, to position the company to lower its operating expenses as a percentage of revenue in future periods.

For the full year 2013, our non-GAAP financial measures refer to our GAAP results, excluding a $4.9 million charge primarily related to the restructuring of the Company’s Energy Efficiency LED lighting operations to position its product lines for enhanced future growth and profitability. $3.7 million of this charge relates to inventory and was recorded in cost of sales, and $1.2 million relates to severance, facilities, and equipment expenses which was recorded as “restructuring charge” in operating expense. Our full year 2013 non-GAAP financial measures also exclude a one-time expense of $0.5 million to upgrade an annuity that underpins the post-retirement compensation of its chief executive officer to fully guarantee future payments, and acquisition expenses of $0.6 million related to the Solais, ESCO, and PowerLine transactions.

For the full year 2012, our non-GAAP financial measures refer to our GAAP results, excluding: 1) $2.7 million in charges related to restructuring and cost reduction actions taken in 2012, 2) acquisition expenses of $0.1 million related to the PowerSecure Solar transaction, and 3) gain on the sale of the company’s WaterSecure investment of $1.4 million.

We believe providing non-GAAP measures which show our pro forma results with these items adjusted is valuable and useful as it allows our management and our board of directors to measure, monitor and evaluate our operating performance in 2012, 2013, and in future periods with the same consistent financial context as the business was managed in those periods. Additionally, because these items were non-recurring, our non-GAAP pro forma measures are more comparable to our prior period and future period results.

We believe these non-GAAP pro forma measures also provide meaningful information to investors in terms of enhancing their understanding of our fourth quarter and full year 2013, and fourth quarter and full year 2012 operating performance and results, as they allow investors to more easily compare our financial performance on a consistent basis compared to the prior year periods. These non-GAAP pro forma measures also correspond with the way we expect investment analysts to evaluate and compare our results. Our non-GAAP pro forma measures should be considered only as supplements to, and not as substitutes for or in isolation from, or superior to, our other measures of financial information prepared in accordance with GAAP, such as GAAP revenue, cost of sales, gross margin, gross margin as a percentage of revenue, operating expenses, operating expenses as a percentage of revenue, operating income, operating income as a percentage of revenue, net income from continuing operations, net income, net income attributable to PowerSecure International, Inc., diluted E.P.S. from continuing operations, diluted E.P.S. from discontinued operations, and diluted E.P.S.

The following table provides a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures.

PowerSecure International, Inc.
Non-GAAP Pro forma Measures
($000's except per share data, some rounding throughout)
Three Months Ended December, 2013 Three Months Ended December 31, 2012
As Reported 4Q13

Restructuring
Charge and Exec
Comp Charge

Pro forma 4Q13 As Reported 4Q12 Restructuring Charge

Pro forma
4Q12

Cost of sales 57,070 (3,667 ) 53,403 31,300 31,300
Gross Profit (excluding deprec/amort) 16,510 3,667 20,177 15,451 0 15,451
Gross profit % revenue22.4%27.4%33.0%33.0%
Operating expenses
General and administrative 13,216 (469 ) 12,747 9,451 9,451
Selling, marketing, and service 1,817 1,817 1,521 1,521
Depreciation and amortization 2,098 2,098 1,348 1,348
Restructuring charges 1,205 (1,205 ) 0 1,127 (1,127 ) 0
Total operating expenses18,336(1,674)16,66213,447(1,127)12,320
Total operating exp % rev24.9%22.6%28.8%26.4%
Operating income(1,826)5,3413,5152,0041,1273,131
Operating income % rev-2.5%4.8%4.3%6.7%
Income (loss) before income taxes (2,126 ) 5,341 3,215 1,914 1,127 3,041
Income tax expense (benefit) (234 ) 588 354 503 296 799
Net income (loss) from continuing operations(1,892)4,7532,8611,4118312,242
Net income (loss) attributable to PowerSecure International, Inc.(1,892)4,7532,8611,5568312,387
EARNINGS PER SHARE AMOUNTS ("E.P.S") ATTRIBUTABLE TO
POWERSECURE INTERNATIONAL, INC. SHAREHOLDERS:
Basic (0.09 ) 0.22 0.13 0.08 0.05 0.13
Diluted (0.09 ) 0.22 0.13 0.08 0.04 0.13
PowerSecure International, Inc.
Non-GAAP Pro forma Measures
($000's except per share data, some rounding throughout)
Twelve Months Ended December 31, 2013 Twelve Months Ended December 31, 2012
As Reported 2013

Restructuring
Charge,
Acquisition Exp,
Exec Comp Charge

Pro forma 2013 As Reported 2012

Restructuring
Charge,
Acquisition Exp,
and WaterSecure
Gain

Pro forma
2012

Cost of sales 198,651 (3,667 ) 194,984 110,953 110,953
Gross Profit (excluding deprec/amort) 71,583 3,667 75,250 51,086 0 51,086
Gross profit % revenue26.5%27.8%31.5%31.5%
Operating expenses
General and administrative 47,071 (1,029 ) 46,042 36,201 (128 ) 36,073
Selling, marketing, and service 7,381 7,381 5,560 5,560
Depreciation and amortization 7,287 7,287 4,780 4,780
Restructuring charges 1,205 (1,205 ) 0 2,675 (2,675 ) 0
Total operating expenses62,944(2,234)60,71049,216(2,803)46,413
Total operating exp % rev23.3%22.5%30.4%28.6%
Operating income (loss)8,6395,90114,5401,8702,8034,673
Operating income % rev3.2%5.4%1.2%2.9%
Other income (expense)
Gain on sale of unconsolidated affiliate 0 0 1,439 (1,439 ) 0
Interest income and other income 81 81 88 88
Interest expense (817 ) (817 ) (449 ) (449 )
Income (loss) before income taxes 7,903 5,901 13,804 2,948 1,364 4,312
Income tax expense (benefit) 3,672 2,742 6,414 850 393 1,243
Net income (loss) from continuing operations4,2313,1597,3902,0989713,069
Net income (loss) attributable to PowerSecure International, Inc.4,4123,1597,5713,0789714,049
EARNINGS PER SHARE AMOUNTS ("E.P.S") ATTRIBUTABLE TO
POWERSECURE INTERNATIONAL, INC. SHAREHOLDERS:
Basic 0.22 0.16 0.38 0.16 0.05 0.22
Diluted 0.22 0.16 0.38 0.16 0.05 0.22
PowerSecure International, Inc.
Non-GAAP Pro forma Measures
Adjusted EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization, and Charges)
Calculations and Reconciliation
($000's except per share data, some rounding throughout)
Three Months Ended Twelve Months Ended
Dec 31, Dec 31, Dec 31, Dec 31,
2013 2012 2013 2012
Adjusted EBITDA Calculation/Reconciliation
Net income (loss) attributable to PowerSecure International, Inc. (1,892) 1,556 4,412 3,078
Items to Subtract from Net Income
Gain on sale of unconsolidated affiliate 0 0 0 (1,439)
Discontinued operations - income 0 0 0 (78)
Interest income and other income (20) (21) (81) (88)
Items to Add to Net Income
Restructuring Charges - Cost of Sales 3,667 0 3,667 0
Restructuring Charges - Op Expense 1,205 1,127 1,205 2,675
Acquisition Expenses 0 0 560 128
Income tax expense (benefit) (234) 503 3,672 850
Interest expense 320 111 817 449
Depreciation and Amortization 2,098 1,348 7,287 4,780
Stock compensation expense 165 130 603 885
Adjusted EBITDA 5,309 4,754 22,142 11,240

Contacts:

PowerSecure International, Inc.
John Bluth, 919-453-2103

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