The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our unaudited Financial Statements
and the notes thereto included in this Quarterly Report on Form 10-Q and in
conjunction with our 2019 Form 10-K.
Overview
We are an energy infrastructure company with a pure-play focus on midstream
natural gas compression. We are the leading provider of natural gas compression
services to customers in the oil and natural gas industry throughout the U.S.
and a leading supplier of aftermarket services to customers that own compression
equipment in the U.S. We operate in two business segments: contract operations
and aftermarket services. Our contract operations services primarily include
designing, sourcing, owning, installing, operating, servicing, repairing and
maintaining our owned fleet of natural gas compression equipment to provide
natural gas compression services to our customers. In our aftermarket services
business, we sell parts and components and provide operations, maintenance,
overhaul and reconfiguration services to customers who own compression
equipment.
Recent Business Developments
2022 Notes Redemption
On April 1, 2020, we repaid the 2022 Notes with borrowings from our Credit
Facility. See Note 9 ("Long-Term Debt") to our Financial Statements for further
details of this transaction.
COVID-19 Pandemic
During the six months ended June 30, 2020, the COVID-19 pandemic caused a
deterioration in global macroeconomic conditions, including a collapse in the
demand for oil coupled with an oversupply of oil in the first quarter, which
commenced substantial spending cuts by our customers and a decline in production
in the second quarter. This global response to the pandemic has significantly
impacted our market capitalization, revenue and cash flows. Though demand has
shown modest improvement in the second quarter as economies have started to
reopen, much uncertainty still exists surrounding the timing of a full and
sustained recovery.
The key driver of our business is the production of U.S. crude oil and natural
gas. Approximately 70% of our operating fleet is deployed for midstream natural
gas gathering applications with the remaining fleet being used in wellhead and
gas lift applications to enhance oil production. Changes in oil and natural gas
production spending therefore typically result in changes in demand for our
services. According to the EIA's July 2020 Short-Term Energy Outlook, both crude
oil and dry natural gas production are now expected to decline in 2020 and 2021
as the result of the decrease in demand and commodity prices. U.S. crude oil
production is estimated to decrease 5% in 2020 and decline an additional 5% in
2021. U.S. dry natural gas production is estimated to decrease 3% in 2020 and
decline an additional 6% in 2021.
Substantial spending cuts for 2020 have been announced by our customers as a
result of the significant declines in oil and natural gas prices and demand;
however, the timing of the full impact of the spending cuts on production
remains difficult to predict, as do the magnitude and duration of the pandemic
and resulting economic downturn. In anticipation of lower customer activity
levels, we implemented a plan in the second quarter of 2020 to reduce our annual
operating, corporate and capital costs by between $75 million and $85 million.
Horsepower, utilization and revenue experienced declines in the second quarter
and are expected to remain at lower levels through 2020 as compared to 2019 in
both our contract operations and aftermarket services businesses.
The impact of the COVID-19 pandemic on our 2020 results is primarily visible in
the $99.8 million non-cash impairment of our goodwill and the impairment's
resulting impact on income taxes. Revenue, cost of sales, long-lived asset
impairment and restructuring charges were also significantly impacted. See
"Financial Results of Operations" below and Note 7 ("Goodwill"), Note 13
("Long-Lived Asset Impairment"), Note 14 ("Restructuring Charges") and Note 15
("Income Taxes") to our Financial Statements for further discussion.
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Operating Highlights
The following table summarizes our available and operating horsepower and
utilization (in thousands, except percentages):
Three Months Ended Six Months Ended
June 30, June 30,
2020 2019 2020 2019
Total available horsepower (at period end)(1) 4,203 4,096 4,203 4,096
Total operating horsepower (at period end)(2) 3,613 3,611 3,613 3,611
Average operating horsepower 3,752 3,587 3,826 3,567
Horsepower utilization:
Spot (at period end) 86 % 88 % 86 % 88 %
Average 86 % 88 % 87 % 88 %
(1) Defined as idle and operating horsepower. New compressors completed by a
third party manufacturer that have been delivered to us are included in the
fleet.
(2) Defined as horsepower that is operating under contract and horsepower that is
idle but under contract and generating revenue such as standby revenue.
Non-GAAP Financial Measures
Management uses a variety of financial and operating metrics to analyze our
performance. These metrics are significant factors in assessing our operating
results and profitability and include the non-GAAP financial measure of gross
margin.
We define gross margin as total revenue less cost of sales (excluding
depreciation and amortization). Gross margin is included as a supplemental
disclosure because it is a primary measure used by our management to evaluate
the results of revenue and cost of sales (excluding depreciation and
amortization), which are key components of our operations. We believe gross
margin is important because it focuses on the current operating performance of
our operations and excludes the impact of the prior historical costs of the
assets acquired or constructed that are utilized in those operations, the
indirect costs associated with our SG&A activities, our financing methods and
income taxes. In addition, depreciation and amortization may not accurately
reflect the costs required to maintain and replenish the operational usage of
our assets and therefore may not portray the costs of current operating
activity. As an indicator of our operating performance, gross margin should not
be considered an alternative to, or more meaningful than, net income (loss) as
determined in accordance with GAAP. Our gross margin may not be comparable to a
similarly-titled measure of other entities because other entities may not
calculate gross margin in the same manner.
Gross margin has certain material limitations associated with its use as
compared to net income (loss). These limitations are primarily due to the
exclusion of SG&A, depreciation and amortization, impairments, restatement and
other charges, restructuring charges, interest expense, debt extinguishment
loss, transaction-related costs, gain (loss) on sale of assets, net, other
income (loss), net, provision for (benefit from) income taxes and loss from
discontinued operations, net of tax. Because we intend to finance a portion of
our operations through borrowings, interest expense is a necessary element of
our costs and our ability to generate revenue. Additionally, because we use
capital assets, depreciation expense is a necessary element of our costs and our
ability to generate revenue and SG&A is necessary to support our operations and
required corporate activities. To compensate for these limitations, management
uses this non-GAAP measure as a supplemental measure to other GAAP results to
provide a more complete understanding of our performance.
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The following table reconciles net income (loss) to gross margin (in thousands):
Three Months Ended Six Months Ended
June 30, June 30,
2020 2019 2020 2019
Net income (loss) $ (30,381) $ 11,423 $ (91,568) $ 30,879
Selling, general and administrative 28,745 28,618 59,371 57,607
Depreciation and amortization 48,849 45,482 98,671 89,588
Long-lived asset impairment 55,210 8,632 61,405 11,724
Goodwill impairment - - 99,830 -
Restatement and other charges - 24 - 445
Restructuring charges 2,408 - 4,136 -
Interest expense 25,778 25,954 55,443 49,571
Debt extinguishment loss 3,971 3,653 3,971 3,653
Transaction-related costs - 2,687 - 2,867
(Gain) loss on sale of assets, net 2,189 (1,801) (1,927) (1,785)
Other income, net (438) (209) (993) (430)
Provision for (benefit from) income taxes (8,091) 1,191 (24,044) (1,216)
Loss from discontinued operations, net of tax - - - 273
Gross margin $ 128,240 $ 125,654 $ 264,295 $ 243,176
Financial Results of Operations
Summary of Results
Revenue. Revenue was $220.3 million and $238.4 million during the three months
ended June 30, 2020 and 2019, and $470.0 million and $474.5 million during the
six months ended June 30, 2020 and 2019, respectively. The decrease in revenue
during the three months ended June 30, 2020 compared to the three months ended
June 30, 2019 was due to a decrease in revenue from our aftermarket services
business.
The decrease in revenue during the six months ended June 30, 2020 compared to
the six months ended June 30, 2019 was due to a decrease in revenue from our
aftermarket services business, which was largely offset by an increase in
revenue from our contract operations business.
See "Contract Operations" and "Aftermarket Services" below for further details.
Net income (loss). We had a net loss of $30.4 million and net income of $11.4
million during the three months ended June 30, 2020 and 2019, respectively, and
a net loss of $91.6 million and net income of $30.9 million during the six
months ended June 30, 2020 and 2019, respectively.
The change from net income to net loss during the three months ended
June 30, 2020 compared to the three months ended June 30, 2019 was primarily
driven by increases in long-lived asset impairment, depreciation and
amortization and restructuring charges, a decrease in gross margin from our
aftermarket services business and the change in (gain) loss on sale of assets,
net, partially offset by the change in provision for (benefit from) income
taxes, an increase in gross margin from our contract operations business and a
decrease in transaction-related costs.
The change from net income to net loss during the six months ended June 30, 2020
compared to the six months ended June 30, 2019 was primarily driven by goodwill
impairment of $99.8 million, increases in long-lived asset impairment,
depreciation and amortization, interest expense and restructuring charges and a
decrease in gross margin from our aftermarket services business, partially
offset by increases in benefit from income taxes and gross margin from our
contract operations business and a decrease in transaction-related costs.
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Three Months Ended June 30, 2020 Compared to Three Months Ended June 30, 2019
Contract Operations
(dollars in thousands)
Three Months Ended
June 30, Increase
2020 2019 (Decrease)
Revenue $ 187,949 $ 186,258 1 %
Cost of sales (excluding depreciation and
amortization expense) 63,390 70,521 (10) %
Gross margin $ 124,559 $ 115,737 8 %
Gross margin percentage (1) 66 % 62 % 4 %
(1) Defined as gross margin divided by revenue.
During the three months ended June 30, 2020, revenue included the benefit from
significant horsepower additions in the second half of 2019, including the Elite
Acquisition completed in August 2019, which was partially offset by the
disposition of other horsepower in 2019 and in the first half of this year. In
addition, revenue decreased as a result of returns of horsepower due to the
market downturn and a decrease in contract operations rates. The decrease in
rates was driven by customer shifts to standby status and rate concessions given
to customers impacted by the COVID-19 pandemic.
Gross margin and gross margin percentage increased during the three months ended
June 30, 2020 compared to the three months ended June 30, 2019 primarily due to
decreases in costs to mobilize compression packages, maintenance and lube oil
expense, which were driven by the decreases in operating horsepower mentioned
above. These decreases were partially offset by increases in maintenance and
lube oil expense associated with the operating horsepower acquired in the Elite
Acquisition.
Aftermarket Services
(dollars in thousands)
Three Months Ended
June 30, Increase
2020 2019 (Decrease)
Revenue $ 32,367 $ 52,132 (38) %
Cost of sales (excluding depreciation and
amortization expense) 28,686 42,215 (32) %
Gross margin $ 3,681 $ 9,917 (63) %
Gross margin percentage 11 % 19 % (8) %
The decrease in revenue during the three months ended June 30, 2020 compared to
the three months ended June 30, 2019 was primarily due to decreases in service
activities and parts sales, which were driven by commodity price declines and
customer deferral of maintenance activities as a result of the COVID-19
pandemic.
Gross margin and gross margin percentage decreased during the three months ended
June 30, 2020 compared to the three months ended June 30, 2019 due to the
decrease in revenue mentioned above and a decrease in cost of sales, which was
primarily driven by the decrease in service activities and parts sales.
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Costs and Expenses
(dollars in thousands)
Three Months Ended
June 30,
2020 2019
Selling, general and administrative $ 28,745 $ 28,618
Depreciation and amortization
48,849 45,482
Long-lived asset impairment 55,210 8,632
Restatement and other charges - 24
Restructuring charges 2,408 -
Interest expense 25,778 25,954
Debt extinguishment loss 3,971 3,653
Transaction-related costs - 2,687
(Gain) loss on sale of assets, net 2,189 (1,801)
Other income, net
(438) (209)
Selling, general and administrative. SG&A was flat during the three months ended
June 30, 2020 compared to the three months ended June 30, 2019 as the result of
several offsetting factors. SG&A increased $1.6 million in bad debt expense and
$1.1 million in sales and use and miscellaneous taxes. These increases were
offset by decreases of $1.2 million in professional expenses, $0.7 million in
compensation and benefits and $0.7 million in employee travel and meeting
expense.
Depreciation and amortization. The increase in depreciation and amortization
expense during the three months ended June 30, 2020 compared to the three months
ended June 30, 2019 was primarily due to an increase in depreciation expense
associated with fixed assets acquired in the Elite Acquisition as well as other
fixed asset additions during 2019, partially offset by a decrease in
depreciation expense resulting from assets reaching the end of their depreciable
lives as well as the impact of asset impairments and compression asset sales
during 2019.
Long-lived asset impairment. During the three months ended June 30, 2020 and
2019, we reviewed the future deployment of our idle compressors for units that
were not of the type, configuration, condition, make or model that are cost
efficient to maintain and operate. In addition, we evaluated for impairment idle
units that had been culled from our fleet in prior years and were available for
sale. See Note 13 ("Long-Lived Asset Impairment") to our Financial Statements
for further details.
The following table presents the results of our impairment review, as recorded
to our contract operations segment (dollars in thousands):
Three Months Ended
June 30,
2020 2019
Idle compressors retired from the active fleet 450 160
Horsepower of idle compressors retired from the active
fleet
184,000 41,000
Impairment recorded on idle compressors retired from the
active fleet $ 55,210 $ 8,632
Restructuring charges. We recorded $2.4 million of severance costs related to
restructuring activities during the three months ended June 30, 2020. See
Note 14 ("Restructuring Charges") to our Financial Statements for further
details.
Interest expense. The slight decrease in interest expense during the three
months ended June 30, 2020 compared to the three months ended June 30, 2019 was
due to a decrease in the weighted average effective interest rate, which was
offset by an increase in the average outstanding balance of long-term debt.
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Debt extinguishment loss. We recorded a debt extinguishment loss of $4.0 million
during the three months ended June 30, 2020 as a result of the redemption of the
2022 Notes. We recorded a debt extinguishment loss of $3.7 million during the
three months ended June 30, 2019 as a result of the redemption of the 2021
Notes. See Note 9 ("Long-Term Debt") to our Financial Statements for further
details.
Transaction-related costs. We incurred $2.7 million of financial advisory, legal
and other professional fees during the three months ended June 30, 2019 related
primarily to the Elite Acquisition.
(Gain) loss on sale of assets, net. The change in gain (loss) on sale of assets,
net was primarily due to a $2.9 million loss on compression assets sold during
the three months ended June 30, 2020 compared to a $1.3 million gain on
compression assets sold during the three months ended June 30, 2019.
Provision for (Benefit from) Income Taxes
(dollars in thousands)
Three Months Ended
June 30, Increase
2020 2019 (Decrease)
Provision for (benefit from) income taxes $ (8,091) $ 1,191 (779) %
Effective tax rate
21 % 9 % 12 %
The change in provision for (benefit from) income taxes was primarily due to the
tax effect of the decrease in book income during the three months ended June 30,
2020 compared to the three months ended June 30, 2019, partially offset by a
reduction in a valuation allowance recorded during the three months ended June
30, 2019. See Note 15 ("Income Taxes") to our Financial Statements for further
details of the tax impact on the decrease in book income.
Six Months Ended June 30, 2020 Compared to Six Months Ended June 30, 2019
Contract Operations
(dollars in thousands)
Six Months Ended
June 30, Increase
2020 2019 (Decrease)
Revenue $ 394,923 $ 368,765 7 %
Cost of sales (excluding depreciation and amortization) 142,041 145,256 (2) %
Gross margin $ 252,882 $ 223,509 13 %
Gross margin percentage 64 % 61 % 3 %
During the six months ended June 30, 2020, revenue included the benefit from
significant horsepower additions in the second half of 2019, including the Elite
Acquisition completed in August 2019, which was partially offset by the
disposition of other horsepower in 2019 and the first half of this year. In
addition, revenue increased due to an increase in contract operations rates year
over year, which was the net result of increased customer demand in 2019,
partially offset by an increase in units on standby status and rate concessions
given to customers impacted by the COVID-19 pandemic in the second quarter of
2020. These increases were partially offset by a decrease in revenue related to
returns of horsepower due to the market downturn.
Gross margin and gross margin percentage increased during the six months ended
June 30, 2020 compared to the six months ended June 30, 2019 due to the overall
increase in revenue mentioned above and decreases in costs to mobilize
compression packages, maintenance and lube oil expense, which were driven by the
decreases in operating horsepower mentioned above. These decreases were
partially offset by increases in maintenance and lube oil expense associated
with the operating horsepower acquired in the Elite Acquisition.
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Aftermarket Services
(dollars in thousands)
Six Months Ended
June 30, Increase
2020 2019 (Decrease)
Revenue $ 75,090 $ 105,784 (29) %
Cost of sales (excluding depreciation and amortization) 63,677 86,117 (26) %
Gross margin $ 11,413 $ 19,667 (42) %
Gross margin percentage 15 % 19 % (4) %
The decrease in revenue during the six months ended June 30, 2020 compared to
the six months ended June 30, 2019 was primarily due to decreases in service
activities and parts sales, which were driven by commodity price declines and
customer deferral of maintenance activities as a result of the COVID-19
pandemic.
Gross margin and gross margin percentage decreased during the six months ended
June 30, 2020 compared to the six months ended June 30, 2019 due to the decrease
in revenue mentioned above and a decrease in cost of sales, which was primarily
driven by the decrease in service activities and parts sales.
Costs and Expenses
(dollars in thousands)
Six Months Ended
June 30,
2020 2019
Selling, general and administrative $ 59,371 $ 57,607
Depreciation and amortization 98,671 89,588
Long-lived asset impairment 61,405 11,724
Goodwill impairment 99,830 -
Restatement and other charges - 445
Restructuring charges 4,136 -
Interest expense 55,443 49,571
Debt extinguishment loss 3,971 3,653
Transaction-related costs - 2,867
Gain on sale of assets, net (1,927) (1,785)
Other income, net (993) (430)
Selling, general and administrative. The increase in SG&A during the six months
ended June 30, 2020 compared to the six months ended June 30, 2019 was primarily
due to increases of $1.9 million in bad debt expense, $1.4 million in sales and
use and miscellaneous taxes and $0.7 million in costs associated with software
and cloud subscriptions not yet commenced in 2019, including those related to
our technology transformation project and contracts acquired in the Elite
Acquisition. These increases were partially offset by decreases of $1.4 million
in professional expenses, $0.9 million in compensation and benefits and $0.6
million in employee travel and meeting expenses.
Depreciation and amortization. The increase in depreciation and amortization
expense during the six months ended June 30, 2020 compared to the six months
ended June 30, 2019 was primarily due to an increase in depreciation expense
associated with fixed assets acquired in the Elite Acquisition as well as other
fixed asset additions during 2019, partially offset by a decrease in
depreciation expense resulting from assets reaching the end of their depreciable
lives as well as the impact of asset impairments and compression asset sales
during 2019.
Long-lived asset impairment. During the six months ended June 30, 2020 and 2019,
we reviewed the future deployment of our idle compressors for units that were
not of the type, configuration, condition, make or model that are cost efficient
to maintain and operate. In addition, we evaluated for impairment idle units
that had been culled from our fleet in prior years and were available for sale.
See Note 13 ("Long-Lived Asset Impairment") to our Financial Statements for
further details.
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The following table presents the results of our impairment review, as recorded
to our contract operations segment (dollars in thousands):
Six Months Ended
June 30,
2020 2019
Idle compressor units retired from the active fleet 535 180
Horsepower of idle compressor units retired from the active
fleet
207,000 56,000
Impairment recorded on idle compressor units retired from
the active fleet $ 61,405 $ 11,724
Goodwill impairment. During the six months ended June 30, 2020, we recorded
$99.8 million of goodwill impairment due to the decline in the fair value of our
contract operations reporting unit. See Note 7 ("Goodwill") to our Financial
Statements for further details.
Restructuring charges. We recorded $4.1 million of severance costs related to
restructuring activities during the six months ended June 30, 2020. See Note 14
("Restructuring Charges") to our Financial Statements for further details.
Interest expense. The increase in interest expense during the six months ended
June 30, 2020 compared to the six months ended June 30, 2019 was due to an
increase in the average outstanding balance of long-term debt, partially offset
by a decrease in the weighted average effective interest rate.
Debt extinguishment loss. We recorded a debt extinguishment loss of $4.0 million
during the six months ended June 30, 2020 as a result of the redemption of the
2022 Notes. We recorded a debt extinguishment loss of $3.7 million during the
six months ended June 30, 2019 as a result of the redemption of the 2021 Notes.
See Note 9 ("Long-Term Debt") to our Financial Statements for further details.
Transaction-related costs. We incurred $2.9 million of financial advisory, legal
and other professional fees during the six months ended June 30, 2019 related
primarily to the Elite Acquisition.
Gain on sale of assets, net. The increase in gain on sale of assets, net was
primarily due to a $3.2 million gain on the March 2020 Disposition, which
included a $4.8 million gain on the compression assets sold, partially offset by
a $2.8 million loss on other compression assets sold during the six months ended
June 30, 2020.
Other income, net. The increase in other income, net during the six months ended
June 30, 2020 compared to the six months ended June 30, 2020 was primarily due
to a $0.4 million decrease in indemnification expense incurred pursuant to our
tax matters agreement with Exterran Corporation.
Benefit from Income Taxes
(dollars in thousands)
Six Months Ended
June 30, Increase
2020 2019 (Decrease)
Benefit from income taxes $ (24,044) $ (1,216) 1,877 %
Effective tax rate
21 % (4) % 25 %
The increase in benefit from income taxes was primarily due to the tax effect of
the decrease in book income during the six months ended June 30, 2020 compared
to the six months ended June 30, 2019, partially offset by a reduction in a
valuation allowance and the release of an unrecognized tax benefit due to the
settlement of a tax audit recorded during the six months ended June 30, 2019.
See Note 15 ("Income Taxes") to our Financial Statements for further details of
the tax impact on the decrease in book income.
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Liquidity and Capital Resources
Overview
Our ability to fund operations, finance capital expenditures and pay dividends
depends on the levels of our operating cash flows and access to the capital and
credit markets. Our primary sources of liquidity are cash flows generated from
our operations and our borrowing availability under the Credit Facility. Our
cash flow is affected by numerous factors including prices and demand for our
services, oil and natural gas exploration and production spending, conditions in
the financial markets and other factors. Beginning in the first quarter of 2020,
the COVID-19 pandemic has caused a deterioration in global macroeconomic
conditions, which has significantly impacted our estimates of future revenues
and cash flows. However, we have no near-term maturities and believe that our
operating cash flows and borrowings under the Credit Facility will be sufficient
to meet our future liquidity needs.
We may from time to time seek to retire or purchase our outstanding debt through
cash purchases and/or exchanges for equity securities in open market purchases,
privately negotiated transactions or otherwise. Such repurchases or exchanges,
if any, will depend on prevailing market conditions, our liquidity requirements,
contractual restrictions and other factors.
Capital Requirements
Our contract operations business is capital intensive, requiring significant
investment to maintain and upgrade existing operations. Our capital spending is
primarily dependent on the demand for our contract operations services and the
availability of the type of compression equipment required for us to provide
those contract operations services to our customers. Our capital requirements
have consisted primarily of, and we anticipate will continue to consist of, the
following:
growth capital expenditures, which are made to expand or to replace partially
? or fully depreciated assets or to expand the operating capacity or
revenue-generating capabilities of existing or new assets; and
maintenance capital expenditures, which are made to maintain the existing
? operating capacity of our assets and related cash flows, further extending the
useful lives of the assets.
The majority of our growth capital expenditures are related to the acquisition
cost of new compressors that we add to our fleet. In addition to the cost of
newly-acquired compressors, growth capital expenditures can also include the
upgrading of major components on an existing compression package where the
current configuration of the compression package is no longer in demand and the
compressor is not likely to return to an operating status without the capital
expenditures. These latter expenditures substantially modify the operating
parameters of the compression package such that it can be used in applications
for which it previously was not suited. Maintenance capital expenditures are
related to major overhauls of significant components of a compression package,
such as the engine, compressor and cooler, which return the components to a
like-new condition, but do not modify the applications for which the compression
package was designed.
We generally invest funds necessary to purchase fleet additions when our idle
equipment cannot be reconfigured to economically fulfill a project's
requirements and the new equipment expenditure is expected to generate economic
returns over its expected useful life that exceed our cost of capital. In
response to the impact that we anticipate the COVID-19 pandemic will have on our
customer demand, we decreased our planned capital expenditures for 2020, and
currently plan to spend a total of approximately $130 million to $155 million,
primarily consisting of approximately $70 million to $85 million for growth
capital expenditures and approximately $37 million to $43 million for
maintenance capital expenditures.
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Financial Resources
Credit Facility
During the six months ended June 30, 2020 and 2019, the Credit Facility had an
average daily balance of $675.5 million and $784.0 million, respectively. The
weighted average annual interest rate on the outstanding balance under the
Credit Facility, excluding the effect of interest rate swaps, was 2.7% and 4.3%
at June 30, 2020 and December 31, 2019, respectively. As of June 30, 2020, there
were $12.4 million letters of credit outstanding under the Credit Facility.
We must maintain certain consolidated financial ratios as defined in our Credit
Facility agreement. As of June 30, 2020, the ratio requirements did not
constrain our undrawn capacity and as such, $414.6 million was available for
additional borrowings. As of June 30, 2020, we were in compliance with all
covenants under the Credit Facility.
2022 Notes Redemption
On April 1, 2020, the 2022 Notes were redeemed at 100% of their $350.0 million
aggregate principal amount plus accrued and unpaid interest of $10.5 million
with borrowings from the Credit Facility. A debt extinguishment loss of $4.0
million related to the redemption was recognized in the second quarter of 2020.
See Note 9 ("Long-Term Debt") to our Financial Statements for further details.
Cash Flows
Our cash flows from operating, investing and financing activities, as reflected
in our condensed consolidated statements of cash flows, are summarized below (in
thousands):
Six Months Ended
June 30,
2020 2019
Net cash provided by (used in):
Operating activities $ 167,074 $ 148,663
Investing activities (82,688) (212,342)
Financing activities (85,866) 60,084
Net decrease in cash and cash equivalents $ (1,480) $ (3,595)
Operating Activities
The increase in net cash provided by operating activities during the six months
ended June 30, 2020 compared to the six months ended June 30, 2019 was primarily
due to decreases in accounts receivable, costs of sales, contract costs and
transaction-related costs. These cash inflows were partially offset by the
receipt of cash proceeds in the first quarter of 2019 pursuant to a settlement
of certain sales and use tax audits, a decrease in revenue and increases in
accounts payable and other liabilities, deferred revenue, restructuring charges
and interest paid on our debt instruments.
Investing Activities
The decrease in net cash used in investing activities during the six months
ended June 30, 2020 compared to the six months ended June 30, 2019 was primarily
due to a $121.7 million decrease in capital expenditures and the receipt of
proceeds of $24.2 million from the March 2020 Disposition, partially offset by a
$16.9 million decrease in proceeds from other sales of property, plant and
equipment.
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Financing Activities
The change in net cash provided by (used in) financing activities during the six
months ended June 30, 2020 compared to the six months ended June 30, 2019 was
primarily due to $40.0 million of net repayments of long-term debt in 2020
compared to $103.0 million of net borrowings in 2019 and a $9.9 million increase
in dividends paid to stockholders, partially offset by a $7.9 million decrease
in payments for debt issuance costs.
Dividends
On July 29, 2020, our Board of Directors declared a quarterly dividend of $0.145
per share of common stock to be paid on August 14, 2020 to stockholders of
record at the close of business on August 10, 2020. Any future determinations to
pay cash dividends to our stockholders will be at the discretion of our Board of
Directors and will be dependent upon our financial condition, results of
operations and credit and loan agreements in effect at that time and other
factors deemed relevant by our Board of Directors.
Off-Balance Sheet Arrangements
For information on our obligations with respect to letters of credit and
performance bonds see Note 9 ("Long-Term Debt") and Note 20 ("Commitments and
Contingencies"), respectively, to our Financial Statements.
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