UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) August 14, 2023
GSE SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-14785
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52-1868008
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(State of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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6940 Columbia Gateway Dr., Suite 470, Columbia MD, 21046
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(Address of principal executive offices and zip code)
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(410) 970-7800
Registrant's telephone number, including area code
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation or the registrant under any of the following provisions
(see General Instructions A.2 below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d - 2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e - 4 (c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $.01 Par Value
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GVP
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The NASDAQ Capital Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Form 8-K
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| Item 2.02 |
Results of Operations and Financial Condition
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On August 14, 2023, the Company announced the financial results for the three months ended June 30, 2023. The earnings release is attached hereto as an exhibit to this Form
8-K.
| Item 9.01 |
Financial Statements and Exhibits
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(c) Exhibits
99.1 Press release of GSE Systems, Inc., dated August 14, 2023, announcing its financial results for the three months ended June 30, 2023.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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GSE SYSTEMS, INC.
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Date: August 14, 2023
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/s/ Emmett Pepe
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Emmett Pepe
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Senior Vice President and Chief Financial Officer
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EXHIBIT INDEX
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Exhibit No.
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Description
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Press release of GSE Systems, Inc. dated August 14, 2023 announcing the financial results for the three months ended June 30, 2023.
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Exhibit 99.1
GSE Systems Reports Second Quarter 2023 Financial Results
Conference Call Scheduled for today, August 14, 2023 at 4:30pm ET
Columbia, MD – August 14, 2023 - GSE Systems, Inc. (“GSE Solutions”, “GSE”, or “the
Company”) (Nasdaq: GVP), a leader in advanced engineering and workforce solutions that support the future of clean energy production and decarbonization initiatives of the
nuclear power industry, today announced financial results for the second quarter (“Q2”) ended June 30, 2023.
Q2 2023 and Recent Highlights
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• |
Strong revenue growth from Performance Engineering, with a 30% increase over Q1 of 2023 and 16% improvement from Q2 of 2022.
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• |
Software and support sales were $1.1 million in Q2 of 2023 bringing our YTD total to $2.3 million, an increase of 20% over the six months ended Q2 2022.
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• |
Backlog at June 30, 2023, was $34.4 million, including $26.9 million of Performance Improvement Solutions backlog, and $7.5 million of Workforce Solutions backlog.
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• |
Ended Q2 with cash, cash equivalents and restricted cash of $3.4 million, including restricted cash of $1.6 million.
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Management Commentary
“I am pleased with the progress made during the second quarter, whereby we made meaningful improvement in our operational execution. We are particularly pleased by the
improvement in the revenue growth in the quarter, achieved through improved engineering utilization and focus on higher margin business. The continued pace of license revenue in the quarter is also a positive sign”, commented Kyle J. Loudermilk,
GSE’s President and Chief Executive Officer. “Orders in Q2 were lighter than desired, as we had nearly $5M in orders that slipped from Q2 into Q3. All of these orders have closed in early Q3. We have a robust pipeline of new business opportunities
to pursue and are keenly focused on working with customers to get these orders booked. We are focused on what we can control, such as continued project execution; conversion of the order book to revenue through optimal resource utilization; meeting
with customers to help advance the business and capture new logos, such as the win at the uranium purification customer; and other actions. While the industry is still not at pre-pandemic spend levels, we nevertheless have opportunity to see growth
in our business and are focused on that growth. Longer term, the macro trends towards grid stability, energy security and decarbonization are creating strong tailwinds for the industry. As the economic benefits of the Inflation Reduction Act and
Infrastructure Act start to flow into the industry, we believe this will also contribute towards continued and growing demand for GSE’s solutions moving forward. "
Emmett Pepe, CFO of GSE Systems, added, “The Company's cost containment measures have started to deliver benefits during the quarter with operating expenses reflecting
significant improvement over prior quarter. We expect to continue to trend favorable as initiatives enacted during the quarter will continue to keep costs under control while we execute on our sales growth strategy. I am encouraged by our improved
revenue and combined with our expense management positions us for improved cash flow in the second half of 2023."
Q2 2023 FINANCIAL RESULTS
Revenue during Q2
2023 was $12.4 million an increase of 13.9% compared to $10.9 million in Q1 2023, and revenue was $12.7 million in Q2 2022. The sequential improvement in revenues
was driven by large simulator build and upgrade projects in Engineering, offset by a sequential decrease in Workforce Solutions. The year over year decrease of $0.3 million was primarily due to the wind down of large projects resulting in a
reduction of staffing from our major customers, which continues to affect the power industry.
Engineering revenue was $9.0 million in Q2 2023 compared to $6.9 million in Q1 2023, and $8.0 million in Q2 2022. The sequential and year-over-year increases were
largely due to several significant simulator upgrade projects which began later in 2022 with continued work performed in the first six months of 2023.
Workforce Solutions revenue was $3.3 million in Q2 2023 compared to $3.9 million in Q1 2023, and $4.8 million in Q2 2022. The sequential and year-over-year decreases are
mainly due to the reduction in workforce requirements.
Gross profit in Q2 2023 was $3.2 million, or 26.0% of revenue. This compared to gross profit increase of $3.2 million, or 24.9% of revenue in Q2 2022, and $2.4 million,
or 22.0% of revenue in Q1 2023. The increase in gross margin was primarily related to an increases in larger simulator build and upgrade projects awarded
this year.
Operating expenses in Q2 2023 were $4.0 million compared to $4.9 million in Q2 2022. Operating expenses was $5.2 million in Q1 2023. Operating expenses were lower due to
an improved corporate cost structure. The Company continues to maintain tight expense controls despite inflationary pressures.
Operating loss was approximately $(0.8) million in Q2 2023, compared $(1.7) million in Q2 2022. Operating loss was $(2.8) million in Q1 2023.
Net loss in Q2 2023 was $(1.5) million or $(0.06) per basic and diluted share, compared to net loss of $(1.4) million or $(0.07) per basic and diluted share in Q2 2022.
Net loss was $(3.0) million or $(0.13) per basic and diluted share in Q1 2023.
Adjusted net loss1 totaled $(1.3) million, or $(0.05) per diluted share in Q2 2023, compared to adjusted net loss of $(1.2) million, or $(0.06) per diluted
share, in Q2 2022. Adjusted net loss1 totaled $(2.6) million, or $(0.11) per diluted share in Q1 2023.
Earnings before interest, taxes, depreciation and amortization (“EBITDA”) for Q2 2023 was approximately $(0.4) million, compared to $(0.7) million in Q2 2022. EBITDA for
Q1 2023 was approximately $(2.4) million.
Adjusted EBITDA1 totaled $(0.4) million in Q2 2023, compared to $(0.7) million in Q2 2022. Adjusted EBITDA1 totaled $(2.2) million in Q1 2023.
Backlog at June 30, 2023, was $34.4 million, including $26.9 million of Performance Improvement Solutions backlog, and $7.5 million of Workforce Solutions.
1 Refer to the non-GAAP reconciliation tables at the end of this press release for a definition of "EBITDA", “adjusted
EBITDA” and “adjusted net income”.
CONFERENCE CALL
GSE Systems has scheduled a conference call for today, August 14, 2023 at 4:30 p.m. ET (1:30 p.m. PT) to review these results. Interested parties can access the
conference call by dialing (833) 974-2453 or (412) 317-5784 or can listen via a live Internet webcast at: https://app.webinar.net/GoqX0AE0bPn. Access to the link is also available in the Investor Relations section of the Company's website at:
https://www.gses.com/about/investors/.
A teleconference replay of the call will be available for seven days at (877) 344-7529 or (412) 317-0088, confirmation # 2953239. A webcast replay will be available in
the Investor Relations section of the Company's website at https://www.gses.com/about/investors/ for 90 days.
ABOUT GSE SOLUTIONS
Proven by more than 50 years of experience in the nuclear power industry, GSE knows what it takes to help customers deliver carbon-free electricity safely and reliably.
Today, GSE Solutions leverages top talent, expertise, and technology to help energy facilities achieve next-level power plant performance. GSE’s advanced Engineering and Workforce Solutions divisions offer highly specialized training,
engineering design, program compliance, simulation, and technical staffing that reduce risk and optimize plant operations. With more than 1,100 installations and hundreds of customers in over 50 countries, GSE delivers operational excellence. www.gses.com.
FORWARD LOOKING STATEMENTS
We make statements in this press release that are considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934. These statements reflect our current expectations concerning future events and results. We use words such as “expect,” “intend,” “believe,” “may,” “will,” “should,” “could,” “anticipates,” and
similar expressions to identify forward-looking statements, but their absence does not mean a statement is not forward-looking. These statements are not guarantees of our future performance and are subject to risks, uncertainties, and other important
factors that could cause our actual performance or achievements to be materially different from those we project. For a full discussion of these risks, uncertainties, and factors, we encourage you to read our documents on file with the Securities and
Exchange Commission, including those set forth in our periodic reports under the forward-looking statements and risk factors sections. We do not intend to update or revise any forward-looking statements, whether as a result of new information, future
events, or otherwise.
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Company Contact
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Investor Contact
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Kyle Loudermilk
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Lytham Partners
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Chief Executive Officer
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Adam Lowensteiner, Vice President
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GSE Systems, Inc.
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(646) 829-9702
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(410) 970-7800
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gvp@lythampartners.com
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GSE SYSTEMS, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
(in thousands, except share and per share data)
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Three Months ended
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Six Months ended
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June 30,
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June 30,
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2023
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2022
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2023
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2022
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(unaudited)
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(unaudited)
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(unaudited)
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(unaudited)
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Revenue
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$
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12,387
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$
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12,745
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$
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23,260
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$
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25,020
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Cost of revenue
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9,172
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9,573
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17,650
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19,421
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Gross profit
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3,215
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3,172
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5,610
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5,599
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|
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|
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Selling, general and administrative
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3,653
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4,410
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|
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8,441
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|
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8,917
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Research and development
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154
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182
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335
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|
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324
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Depreciation
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|
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53
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|
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72
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101
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|
|
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144
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Amortization of definite-lived intangible assets
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131
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231
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292
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491
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Total operating expenses
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3,991
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4,895
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9,169
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9,876
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| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Operating loss
|
|
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(776
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)
|
|
|
(1,723
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)
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|
(3,559
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)
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|
|
(4,277
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)
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
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(767
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)
|
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|
(358
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)
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|
(1,053
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)
|
|
|
(506
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)
|
|
Change in fair value of derivative instruments, net
|
|
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171
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|
|
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695
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|
|
|
240
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|
|
|
114
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|
|
Other income, net
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|
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(98
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)
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(72
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)
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(88
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)
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|
|
(56
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)
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes
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|
|
(1,470
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)
|
|
|
(1,458
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)
|
|
|
(4,460
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)
|
|
|
(4,725
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)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for (benefit from) income taxes
|
|
|
28
|
|
|
|
(57
|
)
|
|
|
(11
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)
|
|
|
110
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
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|
$
|
(1,498
|
)
|
|
$
|
(1,401
|
)
|
|
$
|
(4,449
|
)
|
|
$
|
(4,835
|
)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income per common share - basic and diluted
|
|
$
|
(0.06
|
)
|
|
$
|
(0.07
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)
|
|
$
|
(0.19
|
)
|
|
$
|
(0.23
|
)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding - basic and diluted
|
|
|
24,188,265
|
|
|
|
21,033,447
|
|
|
|
23,564,133
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|
|
|
21,006,910
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GSE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
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June 30, 2023
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|
|
December 31, 2022
|
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(unaudited)
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(audited)
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ASSETS
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|
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Current assets:
|
|
|
|
|
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Cash and cash equivalents
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$
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1,775
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|
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$
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2,789
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|
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Restricted cash, current
|
|
|
500
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|
|
|
1,052
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|
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Contract receivables, net of allowance for credit loss
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|
|
10,190
|
|
|
|
10,064
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|
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Prepaid expenses and other current assets
|
|
|
830
|
|
|
|
2,165
|
|
|
Total current assets
|
|
|
13,295
|
|
|
|
16,070
|
|
| |
|
|
|
|
|
|
|
|
|
Equipment, software and leasehold improvements, net
|
|
|
682
|
|
|
|
772
|
|
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Software development costs, net
|
|
|
646
|
|
|
|
574
|
|
|
Goodwill
|
|
|
6,299
|
|
|
|
6,299
|
|
|
Intangible assets, net
|
|
|
1,395
|
|
|
|
1,687
|
|
|
Restricted cash - long term
|
|
|
1,080
|
|
|
|
535
|
|
|
Operating lease right-of-use assets, net
|
|
|
609
|
|
|
|
506
|
|
|
Other assets
|
|
|
42
|
|
|
|
53
|
|
|
Total assets
|
|
$
|
24,048
|
|
|
$
|
26,496
|
|
| |
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
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|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
Current portion of long-term note
|
|
|
851
|
|
|
|
3,038
|
|
|
Accounts payable
|
|
|
1,719
|
|
|
|
1,262
|
|
|
Accrued expenses
|
|
|
2,490
|
|
|
|
2,084
|
|
|
Accrued compensation
|
|
|
1,842
|
|
|
|
1,071
|
|
|
Billings in excess of revenue earned
|
|
|
3,157
|
|
|
|
4,163
|
|
|
Accrued warranty
|
|
|
276
|
|
|
|
370
|
|
|
Income taxes payable
|
|
|
1,731
|
|
|
|
1,774
|
|
|
Derivative liabilities
|
|
|
1,718
|
|
|
|
603
|
|
|
Other current liabilities
|
|
|
483
|
|
|
|
1,286
|
|
|
Total current liabilities
|
|
|
14,267
|
|
|
|
15,651
|
|
| |
|
|
|
|
|
|
|
|
|
Long-term note, less current portion
|
|
|
1,670
|
|
|
|
310
|
|
|
Operating lease liabilities noncurrent
|
|
|
358
|
|
|
|
160
|
|
|
Other noncurrent liabilities
|
|
|
214
|
|
|
|
144
|
|
|
Total liabilities
|
|
|
16,509
|
|
|
|
16,265
|
|
| |
|
|
|
|
|
|
|
|
|
Commitments and contingencies (Note 16)
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
|
|
|
Preferred stock $0.01 par value; 2,000,000 shares authorized; no shares issued and outstanding
|
|
|
-
|
|
|
|
-
|
|
|
Common stock $0.01 par value; 60,000,000 shares authorized, 26,401,207 and 24,046,806 shares issued, 24,802,296 and 22,447,895 shares outstanding, respectively
|
|
|
264
|
|
|
|
240
|
|
|
Additional paid-in capital
|
|
|
84,641
|
|
|
|
82,911
|
|
|
Accumulated deficit
|
|
|
(74,433
|
)
|
|
|
(69,927
|
)
|
|
Accumulated other comprehensive income
|
|
|
66
|
|
|
|
6
|
|
|
Treasury stock at cost, 1,598,911 shares
|
|
|
|
|
|
|
(2,999
|
)
|
|
Total stockholders' equity
|
|
|
7,539
|
|
|
|
10,231
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
24,048
|
|
|
$
|
26,496
|
|
EBITDA and Adjusted EBITDA Reconciliation (in thousands)
References to “EBITDA” mean net (loss) income, before considering interest expense, (benefit from) provision for income taxes, depreciation and
amortization. References to Adjusted EBITDA excludes stock-based compensation expense and the impact of the change in fair value of derivative instruments. EBITDA and Adjusted EBITDA are not measures of financial performance under U.S.
GAAP. Management believes EBITDA and Adjusted EBITDA, in addition to operating profit, net income and other U.S. GAAP measures, are useful to investors to evaluate the Company’s results because it excludes certain items that are not directly
related to the Company’s core operating performance that may, or could, have a disproportionate positive or negative impact on our results for any particular period. Investors should recognize that EBITDA and Adjusted EBITDA might not be comparable
to similarly-titled measures of other companies. This measure should be considered in addition to, and not as a substitute for or superior to, any measure of performance prepared in accordance with U.S. GAAP. A reconciliation of non-U.S. GAAP
EBITDA and Adjusted EBITDA to the most directly comparable U.S. GAAP measure in accordance with SEC Regulation G follows:
| |
|
Three Months ended
June 30,
|
|
|
Six Months ended
June 30,
|
|
| |
|
2023
|
|
|
2022
|
|
|
2023
|
|
|
2022
|
|
| |
|
(unaudited)
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
Net loss
|
|
$
|
(1,498
|
)
|
|
$
|
(1,401
|
)
|
|
$
|
(4,449
|
)
|
|
$
|
(4,835
|
)
|
|
Interest expense, net
|
|
|
767
|
|
|
|
358
|
|
|
|
1,053
|
|
|
|
506
|
|
|
(Benefit from) provision for income taxes
|
|
|
28
|
|
|
|
(57
|
)
|
|
|
(11
|
)
|
|
|
110
|
|
|
Depreciation and amortization
|
|
|
267
|
|
|
|
387
|
|
|
|
560
|
|
|
|
802
|
|
|
EBITDA
|
|
|
(436
|
)
|
|
|
(713
|
)
|
|
|
(2,847
|
)
|
|
|
(3,417
|
)
|
|
Stock-based compensation expense
|
|
|
246
|
|
|
|
693
|
|
|
|
531
|
|
|
|
1,101
|
|
|
Change in fair value of derivative instruments, net
|
|
|
(171
|
)
|
|
|
(695
|
)
|
|
|
(240
|
)
|
|
|
(114
|
)
|
|
Adjusted EBITDA
|
|
$
|
(361
|
)
|
|
$
|
(715
|
)
|
|
$
|
(2,556
|
)
|
|
$
|
(2,430
|
)
|
Adjusted Net (Loss) Income and Adjusted EPS Reconciliation (in thousands, except per share amounts)
References to Adjusted Net Loss excludes the stock-based compensation expense, the impact of the change in fair value of derivative instruments, and
amortization of intangible assets. Adjusted Net Loss and Adjusted Loss per Share (adjusted EPS) are not measures of financial performance under U.S. GAAP. Management believes Adjusted Net Loss and Adjusted Loss per Share, in addition to other U.S.
GAAP measures, are useful to investors to evaluate the Company’s results because they exclude certain items that are not directly related to the Company’s core operating performance and non-cash items that may, or could, have a disproportionate
positive or negative impact on our results for any particular period, such as stock-based compensation expense. These measures should be considered in addition to, and not as a substitute for or superior to, any measure of performance prepared in
accordance with U.S. GAAP. A reconciliation of non-U.S. GAAP Adjusted Net Loss and Adjusted Loss per common Share to U.S. GAAP net loss, the most directly comparable U.S. GAAP financial measure, is as follows:
| |
|
Three Months ended
|
|
|
Six Months ended
|
|
| |
|
June 30,
|
|
|
June 30,
|
|
| |
|
2023
|
|
|
2022
|
|
|
2023
|
|
|
2022
|
|
| |
|
(unaudited)
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
Net loss
|
|
|
(1,498
|
)
|
|
|
(1,401
|
)
|
|
$
|
(4,449
|
)
|
|
$
|
(4,835
|
)
|
|
Stock-based compensation expense
|
|
|
246
|
|
|
|
693
|
|
|
|
531
|
|
|
|
1,101
|
|
|
Change in fair value of derivative instruments, net
|
|
|
(171
|
)
|
|
|
(695
|
)
|
|
|
(240
|
)
|
|
|
(114
|
)
|
|
Amortization of intangible assets related to acquisitions
|
|
|
131
|
|
|
|
231
|
|
|
|
292
|
|
|
|
491
|
|
|
Adjusted net loss
|
|
|
(1,292
|
)
|
|
|
(1,172
|
)
|
|
$
|
(3,866
|
)
|
|
$
|
(3,357
|
)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted loss per common share – Diluted
|
|
|
(0.05
|
)
|
|
|
(0.06
|
)
|
|
|
(0.16
|
)
|
|
|
(0.16
|
)
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding – diluted(1)
|
|
|
24,188,265
|
|
|
|
21,033,447
|
|
|
|
23,564,133
|
|
|
|
21,006,910
|
|
(1) During the three and six months ended June 30, 2023, we reported a U.S. GAAP net loss and an adjusted net loss. Accordingly, there were no dilutive shares
from RSUs or other dilutive instruments that are included in the adjusted net loss per share calculation, as all shares were considered anti-dilutive when calculating the net loss per share.
(2) During the three and six months ended June 30, 2022, we reported a U.S. GAAP net income and an adjusted net
loss. Accordingly, there were no dilutive shares from RSUs or other dilutive instruments that are included in the adjusted net loss per share calculation, as all shares were considered anti-dilutive when calculating the net loss per share.