Trecora Resources Provides Pro Forma Financial Results Including Acquisition of SSI Chusei/Trecora Chemical

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SUGAR LAND, Texas, Dec. 10, 2014 /PRNewswire/ -- Trecora Resources (NYSE: TREC) a leading provider of high purity specialty chemicals and waxes, today provided unaudited condensed combined pro forma financial results for the first nine months of 2014, the full year 2013, and balance sheet as of September 30, 2014, reflecting the acquisition of SSI Chusei, Inc. ("SSI") which closed on October 1, 2014.  SSI was renamed Trecora Chemical, Inc. effective November 15, 2014.

The condensed combined pro forma results including standalone Trecora Resources and SSI Chusei historical results, and explanatory notes were included in a Form 8-K/A filed with the U.S. Securities and Exchange Commission on December 10, 2014.

"We believe providing the pro forma results will enable investors to evaluate our ongoing performance more accurately," said Nick Carter, CEO and President of Trecora Resources.  "While the combined pro forma year-to-date results do not reflect meaningful earnings accretion due to increased amortization based upon the fair value of intangibles acquired in the acquisition; increased interest expense from the acquisition debt; and the deferral of approximately $1.2 million in unearned revenue that is expected to be recognized in the fourth quarter of 2014, adjusted combined EBITDA showed significant accretion."

"Since the closing of the acquisition, we have made significant progress in integrating the Trecora Chemical operations and identifying new market opportunities.  We remain excited about the potential for the specialty wax and custom processing businesses, and look forward to sharing our results going forward," concluded Mr. Carter.

Pro forma year-to-date 2014 results
Combined pro forma revenue for the first nine months of 2014 was $234.9 million, compared with historical Trecora Resources revenue of $215.6 million. Combined pro forma net income was $13.5 million, or $0.54 per diluted share, compared with historical Trecora Resources net income of $13.4 million, or $0.54 per diluted share. Adjusted EBITDA for historical Trecora Resources was $23.6 million; whereas, combined adjusted EBITDA was $27.3 million.

Significant pro forma adjustments for the first nine months of 2014 included a net increase of $0.9 million of depreciation and amortization expense on acquired other intangible assets and fixed assets and approximately $1.4 million of additional interest expense on debt incurred for the acquisition of SSI.

Pro forma full year 2013 results
Combined pro forma revenue for 2013 was $259.3 million, compared with historical Trecora Resources revenue of $236.2 million.  Combined pro forma net income was $20.2 million, or $0.82 per diluted share, compared with historical net income for Trecora Resources of $19.5 million, or $0.79 per diluted share.  Adjusted EBITDA for historical Trecora Resources was $23.8 million; whereas, combined adjusted EBITDA was $29.8 million.

Significant pro forma adjustments for 2013 included a net increase of $1.2 million of depreciation and amortization expense on acquired other intangible assets and fixed assets, $2.0 million of additional interest expense on debt incurred for the acquisition of SSI, and approximately $0.4 million for the incremental estimated tax effect using Trecora's combined federal and state statutory tax rate of 35.7%. 

Pro forma balance sheet
As of September 30, 2014, combined pro forma total assets were $232.1 million compared with historical Trecora Resources total assets of $157.9 million.  The increase includes goodwill of $21.3 million and other intangible assets of $26.6 million. 

Pro forma combined total liabilities were $114.2 million compared with historical total liabilities of $39.6 million for historical Trecora Resources. The increase is primarily the result of $70 million of long-term debt used to fund the acquisition of SSI.

As of September 30, 2014, pro forma combined cash and cash equivalents were $9.4 million compared with $13.9 million for historical Trecora Resources.  The decrease was primarily attributable to the $4.7 million cash used in the acquisition of SSI.

The unaudited pro forma condensed combined financial information is provided for illustrative purposes only and does not purport to represent what the actual consolidated results of operations or the consolidated financial position of the combined company would have been had the acquisition occurred on the dates assumed, nor are they necessarily indicative of future consolidated results of operations or financial position.  The unaudited pro forma condensed combined financial information does not reflect any integration activities or cost savings from operating efficiencies, synergies, asset dispositions or other restructurings that could result from the acquisition.  Since the pro forma financial statements have been prepared based upon estimates and assumptions, the final amounts may differ from the information presented.

About Trecora Resources (TREC)
TREC owns and operates a petrochemical facility located in southeast Texas, just north of Beaumont, which specializes in high purity petrochemical solvents and other solvent type manufacturing. TREC also owns and operates a leading manufacturer of specialty polyethylene waxes and provider of custom processing services located in the heart of the Petrochemical complex in Pasadena, Texas.  In addition, the Company is the original developer and a 35% owner of Al Masane Al Kobra Mining Co., a Saudi Arabian joint stock company. 

Company Contact:
Nick Carter, President and Chief Executive Officer
(409) 385-8300
ncarter@trecora.com

Investor Relations Contact:
Glenn Garmont or Don Markley
The Piacente Group
212-481-2050
trecora@tpg-ir.com

 

TRECORA RESOURCES

Pro Forma Condensed Combined Balance Sheets as of September 30, 2014 (Unaudited)

(in thousands)



Historical

Trecora

Resources

Historical

SSI

Chusei,

Inc.

Pro Forma

Adjustments

Combined

Pro Forma

ASSETS





Current Assets





  Cash and cash equivalents

$ 13,948

$ 107

$(4,702)

$9,353

  Trade receivables, net

27,625

2,821

-

30,446

  Inventories

11,956

2,931

408

15,295

  Prepaid expenses and other assets

2,520

742

-

3,262

  Deferred income taxes

839

-

-

839

      Total current assets

56,888

6,601


59,195






Plant, pipeline and equipment, net

46,251

16,007

7,947

70,205
















Goodwill

-

-

21,273

21,273

Other intangible assets

-

-

26,634

26,634

Investment in AMAK

53,408

-

-

53,408

Mineral properties in the United States

588

-

-

588

Other assets

772

-

-

772






TOTAL ASSETS

$ 157,907

$ 22,608


$ 232,075

LIABILITIES





  Current Liabilities





    Accounts payable

$ 12,605

$ 1,074

-

$ 13,679

    Accrued interest

81

-

-

81

    Current portion of derivative instruments

198

2

-

200

    Accrued liabilities

3,881

1,119

472

5,472

    Accrued liabilities in Saudi Arabia

140

-

-

140

    Current portion of post-retirement benefit

284

-

-

284

    Current portion of long-term debt

1,400

667

7,000

9,067

    Current portion of other liabilities

1,080

1,253

-

2,333

       Total current liabilities

19,669

4,115


31,256






Long-term debt, net of current portion

7,789

-

63,000

70,789

Post-retirement benefit, net of current portion

649

-

-

649

Derivative instruments, net of current portion

183

-

-

183

Other liabilities, net of current portion

706

53

-

759

Deferred income taxes

10,580

-

-

10,580

  Total liabilities

39,576

4,168


114,216






EQUITY





  Common stock

2,395



2,395

  Additional paid-in capital

47,673



47,673

  Accumulated other comprehensive loss

(248)



(248)

  Retained earnings

68,222


(472)

67,750

  Net assets SSI

-

18.440

(18,440)

-

Total Stockholders' Equity

118,042



117,570

Noncontrolling Interest

289

-


289

Total equity

118,331

18,440


117,859






TOTAL LIABILITIES AND EQUITY

$ 157,907

$ 22,608


$232,075

 

TRECORA RESOURCES

Pro Forma Condensed Combined Statements of Income

For the nine months ended September 30, 2014 (Unaudited)



Historical

Trecora

Resources

Historical

SSI Chusei,

Inc.

Pro Forma

Adjustments

Combined

Pro Forma



REVENUES





  Product Sales

$ 210,517

$ 12,670

$ -

$ 223,187

  Processing Fees

5,054

6,653

-

11,707


215,571

19,323

-

234,894






OPERATING COSTS AND EXPENSES





  Cost of  Sales and Processing

182,112

15,095

(621)

196,586






   GROSS PROFIT

33,459

4,228


38,308






GENERAL AND ADMINISTRATIVE EXPENSES





  General and Administrative

12,430

1,938

(388)

14,160




180


  Depreciation and Amortization

406

41

1,534

1,981


12,836

1,979


16,141






OPERATING INCOME

20,623

2,249


22,167






OTHER INCOME (EXPENSE)





  Interest Income

26

23

-

49

  Interest Expense

(169)

(39)

(1,407)

(1,615)

  Losses on Cash Flow Hedge Reclassified from OCI

(190)

-

-

(190)

  Equity in losses of AMAK

(687)

-

-

(687)

  Miscellaneous Income (Expense)

(47)

58

-

11


(1,067)

42


(2,432)






  INCOME BEFORE INCOME TAXES

19,556

2,291


19,735






  INCOME TAXES

6,183

6

58

6,247






  NET INCOME

13,373

2,285


13,488






 NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST

--

-

-

-






 NET INCOME ATTRIBUTABLE TO TRECORA RESOURCES

$ 13,373

$ 2,285


$ 13,488






Basic Earnings per Common Share





  Net Income Attributable to Trecora Resources (dollars)

$ 0.55



$ 0.56






  Basic Weighted Average Number of Common Shares Outstanding

24,163



24,163






Diluted Earnings per Common Share





  Net Income Attributable to Trecora Resources (dollars)

$ 0.54



$ 0.54






  Diluted Weighted Average Number of Common Shares Outstanding

24,870



24,870

 

TRECORA RESOURCES

Pro Forma Condensed Combined Statements of Income

For the year ended December 31, 2013 (Unaudited)



Historical

Trecora

Resources

Historical

SSI Chusei,

Inc.

Pro Forma

Adjustments

Combined

Pro Forma



REVENUES





  Product Sales

$ 230,643

$ 15,452

$ -

$ 246,095

  Processing Fees

5,584

7,669

-

13.253


236,227

23,121

-

259,348






OPERATING COSTS AND EXPENSES





  Cost of  Sales and Processing

201,064

15,334

(845)

215,553






   GROSS PROFIT

35,163

7,787

(845)

43,795






GENERAL AND ADMINISTRATIVE EXPENSES





  General and Administrative

14,672

2,734

240

17,646

  Depreciation and Amortization

521

54

2,045

2,620


15,193

2,788


20,266






OPERATING INCOME

19,970

4,999


23,529






OTHER INCOME (EXPENSE)





  Interest Income

15

-

-

15

  Interest Expense

(520)

(116)

(2,034)

(2,670)

  Losses on Cash Flow Hedge Reclassified from OCI

(301)

-

-

(301)

  Equity in earnings of AMAK

4,703

-

-

4,703

  Gain from additional equity issuance by AMAK

3,997

-

-

3,997

  Miscellaneous Expense

(219)

(282)

-

(501)


7,675

(398)


5,243






  INCOME BEFORE INCOME TAXES

27,645

4,601


28,772






  INCOME TAXES

8,147

(7)

409

8,549






  NET INCOME

19,498

4,608


20,223






 NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTEREST

--

-

-

-






 NET INCOME ATTRIBUTABLE TO TRECORA RESOURCES

$ 19,498

$ 4,608


$ 20,223






Basic Earnings per Common Share





  Net Income Attributable to Trecora Resources (dollars)

$ 0.81



$ 0.84






  Basic Weighted Average Number of Common Shares Outstanding

24,115



24,115






Diluted Earnings per Common Share





  Net Income Attributable to Trecora Resources (dollars)

$ 0.79



$ 0.82






  Diluted Weighted Average Number of Common Shares Outstanding

24,745



24,745

 

TRECORA RESOURCES PRO FORMA CONDENSED COMBINED

RECONCILIATION OF SELECTED GAAP MEASURES TO NON-GAAP MEASURES(1)



Nine Months Ended

September 30, 2014


Historical

Trecora Resources

Pro Forma

Combined


(thousands of dollars)

NET INCOME

$    13,373

$    13,488




Add back:



  Interest

359

1,805

  Taxes

6,183

6,247

  Depreciation and Amortization

3,020

5,114




EBITDA

$    22,935

$    26,654




 Equity in (Earnings) Losses of AMAK

687

687




Adjusted EBITDA

$    23,622

$   27,341



Year Ended

December 31, 2013


Historical

Trecora Resources

Pro Forma

Combined


(thousands of dollars)

NET INCOME

$    19,498

$    20,223




Add back:



  Interest

821

2,971

  Taxes

8,147

8,549

  Depreciation and Amortization

4,039

6,795




EBITDA

$    32,505

$    38,538




 Equity in (Earnings) Losses of AMAK

(8,700)

(8,700)




Adjusted EBITDA

$    23,805

$   29,838

 

(1)This press release includes non-GAAP measures.  Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.

 

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SOURCE Trecora Resources