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8-K - 8-K - U.S. CONCRETE, INC.a8-kq214earningsrelease.htm



NEWS RELEASE

Contact:    Matt Brown
Senior Vice President and CFO
U.S. Concrete, Inc.
817-835-4105

FOR IMMEDIATE RELEASE



U.S. CONCRETE ANNOUNCES 2014 SECOND QUARTER RESULTS

Second Quarter Highlights
Adjusted EBITDA increased 32.5% year-over-year, to $22.2 million
Consolidated revenue increased 14.6%, to $180.4 million
Ready-mixed concrete sales volume rose 6.9%, to approximately 1.5 million cubic yards
Ready-mixed concrete average sales price improved 7.4%, to $110.27 per cubic yard
Aggregate products sales volume rose 20.9%, to approximately 1.2 million tons
Aggregate products average sales price improved 7.3%, to $9.63 per ton
Gross profit increased $5.7 million with margin improvement of 79 basis points

EULESS, TEXAS – August 7, 2014U.S. Concrete, Inc. (NASDAQ: USCR) today reported adjusted EBITDA of $22.2 million in the second quarter of 2014, compared to $16.7 million in the second quarter of 2013. Adjusted EBITDA margin, which is adjusted EBITDA as a percentage of revenue, was 12.3% for the second quarter of 2014, compared to 10.6% in the second quarter of 2013. Net income was $7.9 million, or $0.57 per diluted share, for the second quarter of 2014, compared to net income of $6.7 million, or $0.50 per diluted share, in the second quarter of 2013.
William J. Sandbrook, President and Chief Executive Officer of U.S. Concrete, stated “We are very pleased with our second quarter results, while we remain confident that we have further opportunities to improve performance going forward. Although the weather in our Dallas/Ft. Worth region was the wettest since 2009, our continued focus drove strong improvements in volume, pricing and profitability in both of our business segments. Our construction markets remain robust, our acquisition pipeline is steadily growing and our healthy cash position gives us optimism for continued strong performance in the second half of the year."

SECOND QUARTER 2014 RESULTS (all comparisons, unless noted, are with the prior year quarter)
Consolidated revenue increased 14.6% to $180.4 million, compared to $157.4 million in the prior year. Revenue from the ready-mixed concrete segment increased $20.9 million, or 14.6%, driven by both volume and pricing. The Company’s

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ready-mixed concrete sales volume was 1.5 million cubic yards, up 6.9% over prior year. Ready-mixed concrete average sales price per cubic yard increased $7.56, or 7.4%, to $110.27 compared to $102.71 in the prior year. Aggregate products segment revenue increased $3.0 million, or 29.5%, to $13.1 million on increased sales volume of 199 thousand tons, an improvement of 20.9% over prior year.
Consolidated gross profit increased $5.7 million with an 80 basis point expansion in margin year-over-year. Consolidated adjusted EBITDA of $22.2 million, increased $5.4 million with a 170 basis point expansion in margin year-over-year. Ready-mixed concrete adjusted EBITDA of $23.3 million, increased 29.0% with a 160 basis point expansion in margin and an 80 basis point improvement in raw material spread year-over-year. Aggregate products adjusted EBITDA of $3.3 million, increased 53.5% with a 390 basis point expansion in margin year-over-year.
Selling, general and administrative (“SG&A”) expenses were $14.4 million compared to $16.2 million in the prior year. As a percentage of total revenue, SG&A expenses decreased to 8.0%, compared to 10.3% in the prior year.
During the second quarter of 2014, the Company recorded a $1.7 million non-cash loss related to derivatives. This non-cash loss was comprised of fair value changes in the Company's warrants. This compares to a non-cash loss of $1.9 million during the second quarter of 2013 resulting from fair value changes in the Company's warrants and convertible notes. These changes were due to the increase in the price of the Company's stock during the second quarters of 2014 and 2013.
The Company’s free cash flow in the second quarter of 2014 was $(1.3) million, compared to $8.7 million in the prior year. The decrease in free cash flow was due to $3.5 million of increased capital expenditures over the prior year, changes in trade working capital and the timing of our new senior secured notes interest payment, which is paid semi-annually compared to interest on our previous notes which was paid quarterly. The increase in capital expenditures was due to higher spending on mixer trucks, ready-mixed plant capacity expansions in California and plant equipment and improvements, all to support the growing demand in our markets.
The Company’s net debt at June 30, 2014 was $126.4 million, up $24.9 million from December 31, 2013. The increase in net debt was due to a reduction in cash and cash equivalents during the first half of 2014, primarily due to changes in trade working capital, increased capital expenditures, the green-fielding of the Red River sand and gravel operation and the acquisition of two ready-mixed concrete plants in west Texas. Net debt at June 30, 2014 was comprised of total debt of $213.3 million, less cash and cash equivalents of $86.9 million.
Ready-mixed backlog at the end of the second quarter of 2014 was approximately 4.2 million cubic yards, up 21.7% compared to the end of the second quarter of 2013 and up 5.4% since the beginning of the year.

CONFERENCE CALL
U.S. Concrete has scheduled a conference call for Thursday, August 7, 2014 at 10:00 a.m. Eastern time, to review its second quarter 2014 results. To participate in the call, dial Toll-free: (877) 312-8806 – Conference ID: 79688921 at least ten minutes before the conference call begins and ask for the U.S. Concrete conference call. A replay of the conference call will be available after the call under the investor relations section of the Company’s website at www.us-concrete.com.
Investors, analysts and the general public will also have the opportunity to listen to the conference call over the Internet by accessing www.us-concrete.com. To listen to the live call on the Web, please visit the Web site at least 15 minutes early

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to register, download and install any necessary audio software. For those who cannot listen to the live Web cast, an archive will be available shortly after the call under the investor relations section of the Company’s website at www.us-concrete.com.

USE OF NON-GAAP FINANCIAL MEASURES
This press release uses the non-GAAP financial measures “adjusted EBITDA,” “adjusted net income (loss),” “adjusted EBITDA margin,” “free cash flow” and “net debt.” The Company has included adjusted EBITDA and adjusted EBITDA margin in this press release because it is widely used by investors for valuation and comparing the Company’s financial performance with the performance of other building material companies. The Company also uses adjusted EBITDA and adjusted EBITDA margin to monitor and compare the financial performance of its operations. Adjusted EBITDA does not give effect to the cash the Company must use to service its debt or pay its income taxes, and thus does not reflect the funds actually available for capital expenditures. In addition, the Company’s presentation of adjusted EBITDA and adjusted EBITDA margin may not be comparable to similarly titled measures that other companies report. The Company considers free cash flow to be an important indicator of its ability to service debt and generate cash for acquisitions and other strategic investments. The Company believes that net debt is useful to investors as a measure of its financial position. The Company presents adjusted net income (loss) and adjusted net income (loss) per share to provide more consistent information for investors to use when comparing operating results for the second quarter of 2014 to the second quarter of 2013. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s reported operating results or cash flow from operations or any other measure of performance as determined in accordance with GAAP. See the attached “Additional Statistics” for reconciliation of each of these non-GAAP financial measures to the most comparable GAAP financial measures for the quarters ended June 30, 2014 and 2013.

ABOUT U.S. CONCRETE
U.S. Concrete services the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. The Company has 104 fixed and 10 portable ready-mixed concrete plants and nine producing aggregates facilities. During 2013, our plant facilities produced approximately 5.2 million cubic yards of ready-mixed concrete and approximately 3.6 million tons of aggregates. For more information on U.S. Concrete, visit www.us-concrete.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This press release contains various forward-looking statements and information that are based on management's belief, as well as assumptions made by and information currently available to management. These forward-looking statements speak only as of the date of this press release. The Company disclaims any obligation to update these statements and cautions you not to rely unduly on them. Forward-looking information includes, but is not limited to, statements regarding: the stability of the business; encouraging nature of third quarter volume and pricing increases; ready-mix backlog; ability to maintain our cost structure and the improvements achieved during our restructuring and monitor fixed costs; ability to maximize liquidity, manage variable costs, control capital spending and monitor working capital usage; and the adequacy of current liquidity. Although U.S. Concrete believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. Such statements are subject to certain risks, uncertainties and assumptions, including, among other matters: general and regional economic conditions; the level of activity in the construction industry; the ability of U.S. Concrete to complete acquisitions and to effectively integrate the operations of acquired companies; development of adequate management infrastructure; departure of key personnel; access to labor; union disruption; competitive factors; government regulations; exposure to environmental and other liabilities; the cyclical and seasonal nature of U.S. Concrete's business; adverse weather conditions; the availability and pricing of raw materials; the availability of refinancing alternatives; and general risks related to the industry and markets in which U.S. Concrete operates. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those expected. These

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risks, as well as others, are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission, including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2013 and subsequent Quarterly Reports on Form 10-Q.

(Tables Follow)

4




U.S. CONCRETE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share amounts)


 
Three months ended June 30,

Six months ended June 30,
 
2014

2013

2014

2013
Revenue
$
180,358


$
157,390


$
326,615


$
282,815

Cost of goods sold before depreciation, depletion and amortization
145,324


128,065


269,849


236,657

Selling, general and administrative expenses
14,388


16,188


28,031


30,533

Depreciation, depletion and amortization
5,484


4,540


10,382


9,365

Loss (gain) on sale of assets
46


(31
)

(303
)

(26
)
Income from operations
15,116


8,628


18,656


6,286

Interest expense, net
5,055


2,588


10,065


5,360

Derivative loss
(1,748
)

(1,916
)

(2,371
)

(20,362
)
(Loss) gain on extinguishment of debt


(6
)



4,304

Other income, net
537


484


1,026


977

Income (loss) from continuing operations before income taxes
8,850


4,602


7,246


(14,155
)
Income tax expense (benefit)
730


(3,069
)

752


(8,266
)
Income (loss) from continuing operations
8,120


7,671


6,494


(5,889
)
(Loss) income from discontinued operations, net of taxes
(259
)

(996
)

214


(1,800
)
Net income (loss)
$
7,861


$
6,675


$
6,708


$
(7,689
)












Basic income (loss) per share:
 


 


 


 

Income (loss) from continuing operations
$
0.60


$
0.61


$
0.48


$
(0.47
)
(Loss) income from discontinued operations, net of taxes
(0.02
)

(0.08
)

0.01


(0.15
)
Net income (loss) per share – basic
$
0.58


$
0.53


$
0.49


$
(0.62
)












Diluted income (loss) per share:











Income (loss) from continuing operations
$
0.59


$
0.57


$
0.47


$
(0.47
)
(Loss) income from discontinued operations, net of taxes
(0.02
)

(0.07
)

0.01


(0.15
)
Net income (loss) per share – diluted
$
0.57


$
0.50


$
0.48


$
(0.62
)












Weighted average shares outstanding:
 


 


 


 

Basic
13,557


12,550


13,562


12,455

Diluted
13,872


13,634


13,874


12,455



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U.S. CONCRETE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)

June 30, 2014

December 31, 2013

(Unaudited)


ASSETS
 

 
Current assets:
 

 
Cash and cash equivalents
$
86,873


$
112,667

Trade accounts receivable, net of allowances of $2,470 and $2,813 as of June 30, 2014 and December 31, 2013, respectively
112,109


92,163

Inventories
28,069


27,610

Deferred income taxes
1,210


708

Prepaid expenses
4,304


3,416

Other receivables
3,059


3,205

Assets held for sale
4,991



Other current assets
533


2,457

Total current assets
241,148


242,226

Property, plant and equipment, net of accumulated depreciation, depletion, and amortization of $61,996 and $54,694 as of June 30, 2014 and December 31, 2013, respectively
148,552


138,560

Goodwill
14,496


11,646

Intangible assets, net
12,333


13,073

Other assets
8,486


8,485

Total assets
$
425,015


$
413,990

LIABILITIES AND EQUITY
 


 

Current liabilities:
 


 

Accounts payable
$
42,872


$
38,518

Accrued liabilities
45,657


42,950

Current maturities of long-term debt
3,698


3,990

Liabilities held for sale
557



Derivative liabilities
24,061


21,690

Total current liabilities
116,845


107,148

Long-term debt, net of current maturities
209,556


210,154

Other long-term obligations and deferred credits
6,086


7,921

Deferred income taxes
5,755


5,040

Total liabilities
338,242


330,263

Commitments and contingencies (Note 16)





Equity:
 


 

Preferred stock



Common stock
15


14

Additional paid-in capital
154,591


152,695

Accumulated deficit
(56,617
)

(63,325
)
Treasury stock, at cost
(11,216
)

(5,657
)
Total stockholders’ equity
86,773


83,727

Total liabilities and equity
$
425,015


$
413,990


6





U.S. CONCRETE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
 
Six months ended June 30,
 
2014

2013
CASH FLOWS FROM OPERATING ACTIVITIES:
 

 
Net income (loss)
$
6,708


$
(7,689
)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
 


 

Depreciation, depletion and amortization
10,382


9,440

Debt issuance cost amortization
819


1,389

Gain on extinguishment of debt


(4,304
)
Amortization of facility exit costs


(106
)
Amortization of discount on long-term incentive plan and other accrued interest
202


252

Net loss on derivative
2,371


20,362

Net (gain) loss on sale of assets
(943
)

204

Deferred income taxes
674


(8,644
)
Deferred rent


516

Provision for doubtful accounts and customer disputes
179


637

Stock-based compensation
1,550


3,545

Changes in assets and liabilities, excluding effects of acquisitions:
 


 

Accounts receivable
(21,075
)

(18,139
)
Inventories
(844
)

(367
)
Prepaid expenses and other current assets
(690
)

2,313

Other assets and liabilities
(297
)

(1,377
)
Accounts payable and accrued liabilities
7,268


11,379

Net cash provided by operating activities
6,304


9,411

CASH FLOWS FROM INVESTING ACTIVITIES:
 


 

Purchases of property, plant and equipment
(19,894
)

(8,116
)
Payments for acquisitions
(4,363
)


Proceeds from disposals of property, plant and equipment
2,487


173

Payments for disposal of business units


(1,866
)
Net cash used in investing activities
(21,770
)

(9,809
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 


 

Proceeds from revolver borrowings
159


68,474

Repayments of revolver borrowings
(159
)

(60,774
)
Proceeds from exercise of stock options and warrants
346


122

Payments of other long-term obligations
(2,250
)


Payments for other financing
(2,169
)

(921
)
Debt issuance costs
(696
)

(1,970
)
Payments for share repurchases
(4,824
)


Other treasury share purchases
(735
)

(2,135
)
Net cash (used in) provided by financing activities
(10,328
)

2,796

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
(25,794
)

2,398

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
112,667


4,751

CASH AND CASH EQUIVALENTS AT END OF PERIOD
86,873


7,149





7



U.S. CONCRETE, INC. AND SUBSIDIARIES
SELECTED REPORTABLE SEGMENT INFORMATION
(in thousands)
(Unaudited)



Three months ended June 30,

Six months ended June 30,
 

2014

2013

2014

2013
Revenue:

 

 




Ready-mixed concrete








Sales to external customers

$
164,175


$
143,299


$
298,101


$
258,501

Aggregate products








Sales to external customers

7,327


5,497


11,944


8,698

Intersegment sales

5,797


4,639


9,425


7,958

Total aggregate products
 
13,124

 
10,136

 
21,369

 
16,656

Total reportable segment revenue

177,299


153,435


319,470


275,157

Other products and eliminations

3,059


3,955


7,145


7,658

Total revenue

$
180,358


$
157,390


$
326,615


$
282,815










Reportable Segment Adjusted EBITDA:

 

 

 

 
Ready-mixed concrete

$
23,269


$
18,033


$
37,001


$
27,206

Aggregate products

3,266


2,127


3,345


1,545

Total reportable segment Adjusted EBITDA

$
26,535


$
20,160


$
40,346


$
28,751










Reconciliation of reportable segment Adjusted EBITDA to income (loss) from continuing operations before income taxes:










Total reportable segment Adjusted EBITDA

$
26,535


$
20,160


$
40,346


$
28,751

Other products and eliminations income from operations

783


1,017


1,328


1,723

Corporate overhead

(7,123
)

(8,560
)

(13,442
)

(15,798
)
Depreciation, depletion and amortization for reportable segments

(4,668
)

(3,739
)

(8,775
)

(7,793
)
Interest expense, net

(5,055
)

(2,588
)

(10,065
)

(5,360
)
Corporate (loss) gain on early extinguishment of debt



(6
)



4,304

Corporate derivative loss

(1,748
)

(1,916
)

(2,371
)

(20,362
)
Corporate and other products and eliminations other income, net

126


234


225


380

Income (loss) from continuing operations before income taxes

$
8,850


$
4,602


$
7,246


$
(14,155
)


8




U.S. CONCRETE, INC.
ADDITIONAL STATISTICS
(Unaudited)

We report our financial results in accordance with generally accepted accounting principles in the United States (“GAAP”). However, our management believes that certain non-GAAP performance measures and ratios, which our management uses in managing our business, may provide users of this financial information additional meaningful comparisons between current results and results in prior operating periods. See the table below for (1) presentations of our adjusted EBITDA, adjusted EBITDA margin and Free Cash Flow for the quarters ended June 30, 2014 and 2013, and Net Debt as of June 30, 2014 and December 31, 2013 and (2) corresponding reconciliations to GAAP financial measures for the quarters ended June 30, 2014 and 2013 and as of June 30, 2014 and December 31, 2013. We have also provided below (1) the impact of non-cash stock compensation expense, derivative losses, gain (loss) on extinguishment of debt, officer severance and expenses related to the Company’s relocation of the corporate headquarters on net income (loss) and net income (loss) per share and (2) corresponding reconciliations to GAAP financial measures for the quarters ended June 30, 2014 and 2013. We have also shown below certain Ready-Mixed Concrete Statistics for the quarters ended June 30, 2014 and 2013.
We define adjusted EBITDA as our net income (loss) from continuing operations, plus the provision (benefit) for income taxes, net interest expense, depreciation, depletion and amortization, non-cash stock compensation expense, derivative loss, gain (loss) on extinguishment of debt, officer severance and expense related to the Company’s relocation of the corporate headquarters. We define adjusted EBITDA margin as the amount determined by dividing adjusted EBITDA by total revenue. We have included adjusted EBITDA and adjusted EBITDA margin in the accompanying tables because they are widely used by investors for valuation and comparing our financial performance with the performance of other building material companies. We also use adjusted EBITDA and adjusted EBITDA margin to monitor and compare the financial performance of our operations. Adjusted EBITDA does not give effect to the cash we must use to service our debt or pay our income taxes and thus does not reflect the funds actually available for capital expenditures. In addition, our presentation of adjusted EBITDA may not be comparable to similarly titled measures other companies report.
We define adjusted net income (loss) and adjusted net income (loss) per share as net income (loss) and net income (loss) per share excluding non-cash stock compensation expense, derivative loss, gain (loss) on extinguishment of debt, officer severance and expense related to the Company’s relocation of the corporate headquarters. We present adjusted net income (loss) and adjusted net income (loss) per share to provide more consistent information for investors to use when comparing operating results for the quarters ended June 30, 2014 and 2013.
We define Free Cash Flow as cash provided by (used in) operations less capital expenditures for property, plant and equipment, net of disposals. We consider Free Cash Flow to be an important indicator of our ability to service our debt and generate cash for acquisitions and other strategic investments.
We define Net Debt as total debt, including current maturities and capital lease obligations, minus cash and cash equivalents. We believe that Net Debt is useful to investors as a measure of our financial position.
Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, our reported operating results or cash flow from operations or any other measure of performance prepared in accordance with GAAP.


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Three months ended
 
June 30,
 
2014
 
2013
 
(In thousands, except average price amounts and net income (loss) per share)
 
 
 
 
Ready-Mixed Concrete Statistics:
 
 
 
Average price per cubic yard (in dollars)
$
110.27

 
$
102.71

Volume in cubic yards
1,486

 
1,390

 
 
 
 
Aggregate Products Statistics:
 
 
 
Average price per ton (in dollars)
$
9.63

 
$
8.97

Sales volume in tons
1,151

 
952

 
 
 
 
Adjusted Net Income and EPS:
 
 
 
Net Income
$
7,861

 
$
6,675

Add: Derivative loss
1,748

 
1,916

Less: Loss on extinguishment of debt

 
6

Add: Non-cash stock compensation expense
1,020

 
2,787

Add: Expenses related to corporate headquarters’ relocation

 
288

Adjusted net income
$
10,629

 
$
11,672

 
 
 
 
Net income per diluted share
$
0.57

 
$
0.50

Impact of derivative loss
0.13

 
0.14

Impact of loss on extinguishment of debt

 

Impact of non-cash stock compensation expense
0.07

 
0.20

Impact of expenses related to corporate headquarters’ relocation

 
0.02

Adjusted net income per diluted share
$
0.77

 
$
0.86

 
 
 
 
Adjusted EBITDA reconciliation:
 
 
 
Net income from continuing operations
$
8,120

 
$
7,671

Income tax expense (benefit)
730

 
(3,069
)
Interest expense, net
5,055

 
2,588

Derivative loss
1,748

 
1,916

Depreciation, depletion and amortization
5,484

 
4,540

Loss on extinguishment of debt

 
6

Non-cash stock compensation expense
1,020

 
2,787

Expenses related to corporate headquarters’ relocation

 
288

Adjusted EBITDA
$
22,157

 
$
16,727

Adjusted EBITDA margin
12.3
%
 
10.6
%
 
 
 
 
Free Cash Flow reconciliation:
 
 
 
Net cash provided by operating activities
$
8,231

 
$
14,888

Less: capital expenditures
(9,729
)
 
(6,268
)
Plus: proceeds from the sale of property, plant and equipment
164

 
62

Free Cash Flow
$
(1,334
)
 
$
8,682

 
 
 
 
 
As of
 
As of
 
June 30, 2014
 
December 31, 2013
Net Debt reconciliation:
 
 
 
   Total debt, including current maturities and capital lease obligations
$
213,254

 
$
214,144

   Less: cash and cash equivalents
86,873

 
112,667

   Net Debt
$
126,381

 
$
101,477




10



 
Six months ended
 
June 30,
 
2014
 
2013
 
(In thousands, except average price amounts and net income (loss) per share)
 
 
 
 
Ready-Mixed Concrete Statistics:
 
 
 
Average price per cubic yard (in dollars)
$
108.56

 
$
102.12

Volume in cubic yards
2,740

 
2,523

 
 
 
 
Aggregate Products Statistics:
 
 
 
Average price per ton (in dollars)
$
9.29

 
$
8.70

Sales volume in tons
1,958

 
1,647

 
 
 
 
Adjusted Net Income and EPS:
 
 
 
Net Income (loss)
$
6,708

 
$
(7,689
)
Add: Derivative loss
2,371

 
20,362

Add: Gain on extinguishment of debt

 
(4,304
)
Add: Non-cash stock compensation expense
1,550

 
3,545

Add: Expenses related to corporate headquarters’ relocation

 
512

Adjusted net income
$
10,629

 
$
12,426

 
 
 
 
Net income (loss) per diluted share (1)
$
0.48

 
$
(0.62
)
Impact of derivative loss
0.17

 
1.30

Gain on extinguishment of debt

 
(0.28
)
Impact of non-cash stock compensation expense
0.11

 
0.23

Impact of expenses related to corporate headquarters’ relocation

 
0.03

Adjusted net income per diluted share
$
0.77

 
$
0.88

 
 
 
 
Adjusted EBITDA reconciliation:
 
 
 
Net income (loss) from continuing operations
$
6,494

 
$
(5,889
)
Income tax expense (benefit)
752

 
(8,266
)
Interest expense, net
10,065

 
5,360

Derivative loss
2,371

 
20,362

Depreciation, depletion and amortization
10,382

 
9,365

Gain on extinguishment of debt

 
(4,304
)
Non-cash stock compensation expense
1,550

 
3,545

Expenses related to corporate headquarters’ relocation

 
512

Adjusted EBITDA
$
31,614

 
$
20,685

Adjusted EBITDA margin
9.7
%
 
7.3
%
 
 
 
 
Free Cash Flow reconciliation:
 
 
 
Net cash provided by operations
$
6,304

 
$
9,411

Less: capital expenditures
(19,894
)
 
(8,116
)
Plus: proceeds from the sale of property, plant and equipment
2,487

 
173

Less: payments made in the disposal of business units

 
(1,866
)
Free Cash Flow
$
(11,103
)
 
$
(398
)


(1) Net loss per diluted share for the six months ended June 30, 2013 excludes common stock equivalents of 2.7 million shares for our Convertible Notes and 0.5 million shares from our restricted stock that are included in adjusted net income per diluted share as their impact is anti-dilutive based on the net loss for the period.

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