EX-99.1 2 whd-2024033124xexhibit991.htm EX-99.1 Document

Exhibit 99.1
whd-20200429xex99d1g001a.jpg

Cactus Announces First Quarter 2024 Results

HOUSTON – May 1, 2024 – Cactus, Inc. (NYSE: WHD) (“Cactus” or the “Company”) today announced financial and operating results for the first quarter of 2024.
First Quarter Highlights
•Revenue of $274.1 million and operating income of $62.6 million;
•Net income of $49.8 million and diluted earnings per Class A share of $0.59;
•Adjusted net income(1) of $59.6 million and diluted earnings per share, as adjusted(1) of $0.75;
•Net income margin of 18.2% and adjusted net income margin(1) of 21.7%;
•Adjusted EBITDA(2) and Adjusted EBITDA margin(2) of $95.3 million and 34.8%, respectively;
•Cash flow from operations of $86.3 million;
•Cash and cash equivalents balance of $194.3 million with no bank debt outstanding as of March 31, 2024;
•Expense related to the remeasurement of the FlexSteel earn-out liability of $13.3 million, bringing the total estimated payment amount in the third quarter of 2024 to $34.1 million; and
•In May 2024, the Board of Directors declared a quarterly cash dividend of $0.12 per Class A share.
Financial Summary
Three Months Ended
March 31,December 31,March 31,
20242023
2023(3)
(in thousands)
Revenues$274,123 $274,866 $228,405 
Operating income(4)
$62,550 $78,553 $49,688 
Operating income margin22.8 %28.6 %21.8 %
Net income$49,815 $62,074 $52,288 
Net income margin18.2 %22.6 %22.9 %
Adjusted net income(1)
$59,600 $65,059 $50,682 
Adjusted net income margin(1)
21.7 %23.7 %22.2 %
Adjusted EBITDA(2)
$95,332 $100,121 $79,411 
Adjusted EBITDA margin(2)
34.8 %36.4 %34.8 %
(1)    Adjusted net income, Adjusted net income margin and diluted earnings per share, as adjusted are non-GAAP financial measures. These figures assume Cactus, Inc. held all units in its operating subsidiary at the beginning of the period. Additional information regarding non-GAAP measures and the reconciliation of GAAP to non-GAAP financial measures are in the Supplemental Information tables.
(2)    Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures. See definition of these measures and the reconciliation of GAAP to non-GAAP financial measures in the Supplemental Information tables.
(3) First quarter 2023 results throughout include only one month of FlexSteel results from the close of the acquisition on February 28, 2023.
(4)    Operating income reflects certain expenses related to the FlexSteel acquisition, including expenses related to the remeasurement of the earn-out liability associated with the FlexSteel acquisition and intangible amortization expenses related
1

to purchase price accounting. See the reconciliation of GAAP to non-GAAP financial measures in the Supplemental Information tables for further details.


Scott Bender, CEO and Chairman of the Board of Cactus, commented, “Consolidated revenue and margins modestly exceeded our expectations in the first quarter while market activity levels were relatively flat. I am particularly proud of the revenue progression in our Spoolable Technologies business in the first quarter. Revenues increased relative to the fourth quarter as strong activity from large customers increased sales in our Spoolable Technologies segment in what is typically a seasonally slower period.”

“Looking ahead to the second quarter of 2024, we anticipate that U.S. land activity levels will drift lower from the first quarter average given continued gas commodity weakness and global geopolitical uncertainty. In Pressure Control, we expect relatively flat revenue in the second quarter, outperforming the anticipated activity softness given particularly strong April production equipment sales. In Spoolable Technologies, we anticipate revenues to be up slightly.”
Mr. Bender concluded, “Although we remain cautious regarding the outlook for 2024, we are excited about several internal cost improvement and revenue expansion opportunities, including opportunities in production equipment. In addition, we are rolling out our latest generation wellhead system in the coming months, we have made progress on our international expansion plans, we have received several orders for our spoolable pipe from a major new midstream customer, and we are progressing our low-cost supply chain diversification initiatives in both segments, all of which should further enhance our ability to generate cash flow and attractive returns for our shareholders.”

Segment Performance
We report two business segments, Pressure Control and Spoolable Technologies, and starting with the fourth quarter of 2023, corporate and other expenses not directly attributable to either segment are presented separately as Corporate and Other Expenses. These expenses were previously included within the Pressure Control segment. Prior periods presented have been recast to conform to the new presentation.

Pressure Control

First quarter 2024 Pressure Control revenue decreased $5.4 million, or 3.0%, sequentially, as sales of wellhead and production related equipment declined primarily due to lower customer activity. Operating income decreased $4.4 million, or 7.8%, sequentially, with margins decreasing 160 basis points due to lower operating leverage. Adjusted Segment EBITDA decreased $4.0 million, or 6.2%, sequentially, with Adjusted Segment EBITDA margins decreasing 120 basis points.

Spoolable Technologies

First quarter 2024 Spoolable Technologies revenues increased $4.7 million, or 5.0%, sequentially, due to increased customer activity levels. Operating income decreased $11.8 million, or 41.8%, sequentially, due primarily to the expense booked as a result of the remeasurement of the earn-out liability associated with the FlexSteel acquisition, which was $13.3 million in the first quarter. Adjusted Segment EBITDA decreased $0.4 million, or 1.1%, sequentially, with Adjusted Segment EBITDA margins decreasing 240 basis points due to increased input costs.

2

Corporate and Other Expenses

First quarter 2024 Corporate and Other expenses decreased $0.2 million, or 2.6%, sequentially, primarily due to lower stock-based compensation expenses.

Liquidity, Capital Expenditures and Other
As of March 31, 2024, the Company had $194.3 million of cash and cash equivalents, no bank debt outstanding, and $216.7 million of availability on our revolving credit facility. Operating cash flow was $86.3 million for the first quarter of 2024. During the first quarter, the Company made dividend payments and associated distributions of $9.8 million.

Net capital expenditures were $6.8 million during the first quarter of 2024. For the full year 2024, the Company expects net capital expenditures to be in the range of $45 million to $55 million, inclusive of capital directed towards supply chain diversification efforts and organic international expansion.

As of March 31, 2024, Cactus had 65,518,468 shares of Class A common stock outstanding (representing 82.4% of the total voting power) and 14,033,979 shares of Class B common stock outstanding (representing 17.6% of the total voting power).
Quarterly Dividend
The Board of Directors approved a quarterly cash dividend of $0.12 per share of Class A common stock with payment to occur on June 13, 2024 to holders of record of Class A common stock at the close of business on May 28, 2024. A corresponding distribution of up to $0.12 per CC Unit has also been approved for holders of CC Units of Cactus Companies, LLC.
Conference Call Details
The Company will host a conference call to discuss financial and operational results tomorrow, Thursday May 2, 2024 at 9:00 a.m. Central Time (10:00 a.m. Eastern Time).

The call will be webcast on Cactus’ website at www.CactusWHD.com. Please access the webcast for the call at least 10 minutes ahead of the start time to ensure a proper connection. Analysts and institutional investors may click here to pre-register for the conference call and obtain a dial-in number and passcode.

An archived webcast of the conference call will be available on the Company’s website shortly after the end of the call.
About Cactus, Inc.
Cactus designs, manufactures, sells or rents a range of highly engineered pressure control and spoolable pipe technologies. Its products are sold and rented principally for onshore unconventional oil and gas wells and are utilized during the drilling, completion and production phases of its customers’ wells. In addition, it provides field services for its products and rental items to assist with the installation, maintenance and handling of the equipment. Cactus operates service centers throughout North America and Australia, while also providing equipment and services in select international markets.

3

Cautionary Statement Concerning Forward-Looking Statements
Certain statements contained in this press release and oral statements made regarding the matters addressed in this release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Cactus’ control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.
Forward-looking statements can be identified by the use of forward-looking terminology including “may,” “believe,” “expect,” “intend,” “anticipate,” “plan,” “should,” “estimate,” “continue,” “potential,” “will,” “hope” or other similar words and include the Company’s expectation of future performance contained herein. These statements discuss future expectations, contain projections of results of operations or of financial condition, or state other “forward-looking” information. You are cautioned not to place undue reliance on any forward-looking statements, which can be affected by assumptions used or by risks or uncertainties. Consequently, no forward-looking statements can be guaranteed. When considering these forward-looking statements, you should keep in mind the risk factors and other factors noted in the Company’s Annual Report on Form 10-K, any Quarterly Reports on Form 10-Q and the other documents that the Company files with the Securities and Exchange Commission. The risk factors and other factors noted therein could cause actual results to differ materially from those contained in any forward-looking statement. Cactus disclaims any duty to update and does not intend to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date of this press release.
Cactus, Inc.
Alan Boyd, 713-904-4669
Director of Corporate Development and Investor Relations
IR@CactusWHD.com
Source: Cactus, Inc.
4

Cactus, Inc.
Condensed Consolidated Statements of Income
(unaudited)
 
Three Months Ended
March 31,
20242023
(in thousands, except per share data)
Revenues
Pressure Control$175,028 $194,655 
Spoolable Technologies99,095 33,750 
Total revenues274,123 228,405 
Operating income
Pressure Control51,675 63,171 
Spoolable Technologies16,393 249 
Total segment operating income68,068 63,420 
Corporate and other expenses(5,518)(13,732)
  Total operating income62,550 49,688 
Interest income, net689 1,002 
Other income, net— 3,538 
Income before income taxes63,239 54,228 
Income tax expense13,424 1,940 
Net income$49,815 $52,288 
Less: net income attributable to non-controlling interest10,850 9,394 
Net income attributable to Cactus, Inc.$38,965 $42,894 
Earnings per Class A share - basic$0.60 $0.67 
Earnings per Class A share - diluted(1)
$0.59 $0.63 
Weighted average shares outstanding - basic65,378 63,740 
Weighted average shares outstanding - diluted(1)
79,556 79,155 

(1)Dilution for the three months ended March 31, 2024 and March 31, 2023 includes an additional $11.1 million and $9.7 million of pre-tax income attributable to non-controlling interest adjusted for a corporate effective tax rate of 26.0% and 24.5% and 14.0 million and 15.0 million weighted average shares of Class B common stock, respectively, plus the effect of dilutive securities.
5

Cactus, Inc.
Condensed Consolidated Balance Sheets
(unaudited)
March 31,December 31,
20242023
(in thousands)
Assets
Current assets
Cash and cash equivalents$194,257 $133,792 
Accounts receivable, net207,624 205,381 
Inventories204,049 205,625 
Prepaid expenses and other current assets11,027 11,380 
Total current assets616,957 556,178 
Property and equipment, net344,973 345,502 
Operating lease right-of-use assets, net24,429 23,496 
Intangible assets, net175,981 179,978 
Goodwill203,028 203,028 
Deferred tax asset, net201,037 204,852 
Other noncurrent assets9,482 9,527 
Total assets$1,575,887 $1,522,561 
Liabilities and Equity
Current liabilities
Accounts payable$66,142 $71,841 
Accrued expenses and other current liabilities58,284 50,654 
Earn-out liability34,114 20,810 
Current portion of liability related to tax receivable agreement20,855 20,855 
Finance lease obligations, current portion7,181 7,280 
Operating lease liabilities, current portion4,094 4,220 
Total current liabilities190,670 175,660 
Deferred tax liability, net3,743 3,589 
Liability related to tax receivable agreement, net of current portion250,069 250,069 
Finance lease obligations, net of current portion9,529 9,352 
Operating lease liabilities, net of current portion20,283 19,121 
Other noncurrent liabilities1,004 — 
Total liabilities475,298 457,791 
Equity1,100,589 1,064,770 
Total liabilities and equity$1,575,887 $1,522,561 
6

Cactus, Inc.
Condensed Consolidated Statements of Cash Flows
(unaudited)
 
Three Months Ended March 31,
20242023
(in thousands)
Cash flows from operating activities
Net income$49,815 $52,288 
Reconciliation of net income to net cash provided by operating activities
Depreciation and amortization15,046 13,110 
Deferred financing cost amortization280 291 
Stock-based compensation4,432 3,841 
Provision for expected credit losses162 (376)
Inventory obsolescence1,062 576 
Gain on disposal of assets(208)(1,033)
Deferred income taxes4,403 (1,406)
Change in fair value of earn-out liability13,304 (121)
Gain from revaluation of liability related to tax receivable agreement— (3,417)
Changes in operating assets and liabilities:
Accounts receivable(3,011)(12,883)
Inventories234 20,565 
Prepaid expenses and other assets128 2,151 
Accounts payable(8,132)(6,282)
Accrued expenses and other liabilities8,748 (6,842)
Net cash provided by operating activities86,263 60,462 
Cash flows from investing activities
Acquisition of a business, net of cash and cash equivalents acquired— (618,857)
Capital expenditures and other(7,902)(15,928)
Proceeds from sales of assets1,094 1,633 
Net cash used in investing activities(6,808)(633,152)
Cash flows from financing activities
Proceeds from the issuance of long-term debt— 155,000 
Net proceeds from the issuance of Class A common stock— 169,878 
Payments of deferred financing costs— (6,665)
Payments on finance leases(2,031)(1,709)
Dividends paid to Class A common stock shareholders(8,144)(7,353)
Distributions to members(1,684)(1,645)
Repurchases of shares(8,268)(4,343)
Net cash provided by (used in) financing activities(20,127)303,163 
Effect of exchange rate changes on cash and cash equivalents1,137 422 
Net increase (decrease) in cash and cash equivalents60,465 (269,105)
Cash and cash equivalents
Beginning of period133,792 344,527 
End of period$194,257 $75,422 
7


Cactus, Inc. – Supplemental Information
Reconciliation of GAAP to non-GAAP Financial Measures
Adjusted net income, diluted earnings per share, as adjusted and adjusted net income margin
(unaudited)
 
Adjusted net income, diluted earnings per share, as adjusted and adjusted net income margin are not measures of net income as determined by GAAP but they are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements. Cactus defines adjusted net income as net income assuming Cactus, Inc. held all units in its operating subsidiary at the beginning of the period, with the resulting additional income tax expense related to the incremental income attributable to Cactus, Inc. Adjusted net income also includes certain other adjustments described below. Cactus defines diluted earnings per share, as adjusted as Adjusted net income divided by weighted average shares outstanding, as adjusted. Cactus defines Adjusted net income margin as Adjusted net income divided by total revenue. The Company believes this supplemental information is useful for evaluating performance period over period.
Three Months Ended
March 31,December 31,March 31,
202420232023
(in thousands, except per share data)
Net income$49,815 $62,074 $52,288 
Adjustments:
Revaluation gain on TRA liability(1)
— (807)(3,417)
Transaction related expenses, pre-tax(2)
— 327 8,581 
Intangible amortization expense(3)
3,997 3,997 3,666 
Remeasurement loss (gain) on earn-out liability(4)
13,304 1,918 (121)
Inventory step-up expense(5)
— — 4,191 
Income tax expense differential(6)
(7,516)(2,450)(14,506)
Adjusted net income $59,600 $65,059 $50,682 
Diluted earnings per share, as adjusted$0.75 $0.81 $0.64 
Weighted average shares outstanding, as adjusted(7)
79,556 79,860 79,155 
Revenue$274,123 $274,866 $228,405 
Net income margin18.2 %22.6 %22.9 %
Adjusted net income margin21.7 %23.7 %22.2 %
(1)Represents non-cash adjustments for the revaluation of the liability related to the TRA.
(2)Reflects fees and expenses recorded in connection with the FlexSteel acquisition and related financing.
(3)Reflects amortization expense associated with the step-up in intangible value due to purchase price accounting.
(4)Represents non-cash adjustments for the remeasurement of the earn-out liability associated with the FlexSteel acquisition.
(5)Represents amortization of the FlexSteel inventory step-up adjustment due to purchase price accounting.
(6)Represents the increase or decrease in tax expense as though Cactus, Inc. owned 100% of its operating subsidiary at the beginning of the period, calculated as the difference in tax expense recorded during each period and what would have been recorded, adjusted for pre-tax items listed above, based on a corporate effective tax rate of 26.0% on income before income taxes for the three months ended March 31, 2024, 23.0% for the three months ended December 31, 2023, and 24.5% for the three months ended March 31, 2023.
(7)Reflects 65.4, 65.4, and 63.7 million weighted average shares of basic Class A common stock outstanding and 14.0, 14.1 and 15.0 million of additional shares for the three months ended March 31, 2024, December 31, 2023, and March 31, 2023, respectively, as if the weighted average shares of Class B common stock were exchanged and cancelled for Class A common stock at the beginning of the period, plus the effect of dilutive securities.
8

Cactus, Inc. – Supplemental Information
Reconciliation of GAAP to non-GAAP Financial Measures
EBITDA, Adjusted EBITDA and Adjusted EBITDA margin
(unaudited)

EBITDA, Adjusted EBITDA and Adjusted EBITDA margin are not measures of net income as determined by GAAP but are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. Cactus defines EBITDA as net income excluding net interest, income tax and depreciation and amortization. Cactus defines Adjusted EBITDA as EBITDA excluding the other items outlined below.
Cactus management believes EBITDA and Adjusted EBITDA are useful because they allow management to more effectively evaluate the Company’s operating performance and compare the results of its operations from period to period without regard to financing methods or capital structure, or other items that impact comparability of financial results from period to period. EBITDA and Adjusted EBITDA should not be considered as alternatives to, or more meaningful than, net income or any other measure as determined in accordance with GAAP. The Company’s computations of EBITDA and Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. Cactus defines Adjusted EBITDA margin as Adjusted EBITDA divided by total revenue. Cactus presents this supplemental information because it believes it provides useful information regarding the factors and trends affecting the Company’s business.

Three Months Ended
March 31,December 31,March 31,
202420232023
(in thousands)
Net income$49,815 $62,074 $52,288 
Interest (income) expense, net(689)182 (1,002)
Income tax expense13,424 16,983 1,940 
Depreciation and amortization15,046 14,865 13,110 
EBITDA77,596 94,104 66,336 
Revaluation gain on TRA liability(1)
— (807)(3,417)
Transaction related expenses(2)
— 327 8,581 
Remeasurement loss (gain) on earn-out liability(3)
13,304 1,918 (121)
Inventory step-up expense(4)
— — 4,191 
Stock-based compensation4,432 4,579 3,841 
Adjusted EBITDA$95,332 $100,121 $79,411 
Revenue$274,123 $274,866 $228,405 
Net income margin18.2 %22.6 %22.9 %
Adjusted EBITDA margin34.8 %36.4 %34.8 %
(1)    Represents non-cash adjustments for the revaluation of the liability related to the TRA.
(2)Reflects fees and expenses recorded in connection with the FlexSteel acquisition and related financing.
(3)Represents non-cash adjustments for the remeasurement of the earn-out liability associated with the FlexSteel acquisition.
(4)Represents amortization of the FlexSteel inventory step-up adjustment due to purchase price accounting.


9

Cactus, Inc. – Supplemental Information
Reconciliation of GAAP to non-GAAP Financial Measures
Adjusted Segment EBITDA and Adjusted Segment EBITDA margin
(unaudited)

Adjusted Segment EBITDA and Adjusted Segment EBITDA margin are not measures of net income as determined by GAAP but are supplemental non-GAAP financial measures that are used by management and external users of the Company’s consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. Cactus defines Adjusted Segment EBITDA as segment operating income excluding depreciation and amortization and the other items outlined below, in each case, that are attributable to the segment.
Cactus management believes Adjusted Segment EBITDA is useful because it allows management to more effectively evaluate the Company’s segment operating performance and compare the results of its segment operations from period to period without regard to financing methods or capital structure, or other items that impact comparability of financial results from period to period. Adjusted Segment EBITDA should not be considered as an alternative to, or more meaningful than, net income or any other measure as determined in accordance with GAAP. The Company’s computations of Adjusted Segment EBITDA may not be comparable to other similarly titled measures of other companies. Cactus defines Adjusted Segment EBITDA margin as Adjusted Segment EBITDA divided by total segment revenue. Cactus presents this supplemental information because it believes it provides useful information regarding the factors and trends affecting the Company’s business.

10

Three Months Ended
March 31,December 31,March 31,
202420232023
(in thousands)
Pressure Control
Revenue$175,028 $180,454 $194,655 
Operating income51,675 56,053 63,171 
Depreciation and amortization expense6,811 6,911 7,992 
Stock-based compensation2,148 1,701 1,620 
Adjusted Segment EBITDA$60,634 $64,665 $72,783 
Operating income margin29.5 %31.1 %32.5 %
Adjusted Segment EBITDA margin34.6 %35.8 %37.4 %
Spoolable Technologies
Revenue$99,095 $94,412 $33,750 
Operating income16,393 28,168 249 
Depreciation and amortization expense8,235 7,954 5,118 
Stock-based compensation874 1,313 750 
Remeasurement loss on earn-out liability(1)
13,304 1,797 — 
Inventory step-up expense(2)
— — 4,191 
Adjusted Segment EBITDA$38,806 $39,232 $10,308 
Operating income margin16.5 %29.8 %0.7 %
Adjusted Segment EBITDA margin39.2 %41.6 %30.5 %
Corporate and Other
Corporate and other expenses$(5,518)$(5,668)$(13,732)
Stock-based compensation1,410 1,565 1,471 
Transaction related expenses(3)
— 327 8,581 
Adjusted Corporate EBITDA$(4,108)$(3,776)$(3,680)
Total revenue$274,123 $274,866 $228,405 
Total operating income$62,550 $78,553 $49,688 
Total operating income margin22.8 %28.6 %21.8 %
Total Adjusted EBITDA$95,332 $100,121 $79,411 
Total Adjusted EBITDA margin34.8 %36.4 %34.8 %
(1) Represents non-cash adjustments for the remeasurement of the earn-out liability associated with the FlexSteel acquisition.
(2) Represents amortization of the FlexSteel inventory step-up adjustment due to purchase price accounting.
(3) Reflects fees and expenses recorded in connection with the FlexSteel acquisition and related financing.


11