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Clearway Energy, Inc. Reports Second Quarter 2024 Financial Results
ソース: Nasdaq GlobeNewswire / 01 8 2024 05:15:13 America/Chicago
- Signed agreement with Clearway Group to commit to invest in 314 MW of solar plus storage projects
- Received offer from Clearway Group to invest in a 500 MW solar plus storage project
- Entered into new Resource Adequacy contract for Marsh Landing
- Reaffirming 2024 financial guidance
- Increasing the quarterly dividend by 1.7% to $0.4171 per share in the third quarter of 2024, or $1.6684 per share annualized
- Continue to target annual dividend per share growth in the upper range of 5% to 8% through 2026
PRINCETON, N.J., Aug. 01, 2024 (GLOBE NEWSWIRE) -- Clearway Energy, Inc. (NYSE: CWEN, CWEN.A) today reported second quarter 2024 financial results, including Net Income of $4 million, Adjusted EBITDA of $353 million, Cash from Operating Activities of $196 million, and Cash Available for Distribution (CAFD) of $187 million.
"Following another solid quarter that benefited from our operating fleet's diversification, Clearway remains well positioned to achieve its 2024 financial objectives,” said Craig Cornelius, Clearway Energy, Inc.’s President and Chief Executive Officer. “With the upsized growth investment commitment to the Luna Valley and Daggett 1 projects, we have now committed to deploying all of the excess proceeds received from the sale of our district thermal business and established our path to achieve the financial objectives we had set through 2026. We are also pleased to be continuing our path towards realizing CAFD per share growth contributions from our natural gas assets with the announcement of our latest resource adequacy contract for Marsh Landing. As we look further ahead, we have in view a number of levers for increased long-term CAFD per share growth. Among these are potential future growth investments in the Pine Forest and Honeycomb project complexes and targeted 3rd party M&A opportunities – each of which can be funded accretively with current liquidity and organic cash flow received from our portfolio over time.”
Adjusted EBITDA and Cash Available for Distribution used in this press release are non-GAAP measures and are explained in greater detail under “Non-GAAP Financial Information” below.
Overview of Financial and Operating Results
Segment Results
Table 1: Net Income/(Loss)
($ millions) Three Months Ended Six Months Ended Segment 6/30/24 6/30/23 6/30/24 6/30/23 Conventional 9 37 25 61 Renewables 38 98 (6 ) 50 Corporate (43 ) (51 ) (61 ) (67 ) Net Income/(Loss) $ 4 $ 84 $ (42 ) $ 44 Table 2: Adjusted EBITDA
($ millions) Three Months Ended Six Months Ended Segment 6/30/24 6/30/23 6/30/24 6/30/23 Conventional 57 76 108 152 Renewables 306 248 475 399 Corporate (10 ) (8 ) (19 ) (17 ) Adjusted EBITDA $ 353 $ 316 $ 564 $ 534 Table 3: Cash from Operating Activities and Cash Available for Distribution (CAFD)
Three Months Ended Six Months Ended ($ millions) 6/30/24 6/30/23 6/30/24 6/30/23 Cash from Operating Activities $ 196 $ 134 $ 277 $ 209 Cash Available for Distribution (CAFD) $ 187 $ 137 $ 239 $ 133 For the second quarter of 2024, the Company reported Net Income of $4 million, Adjusted EBITDA of $353 million, Cash from Operating Activities of $196 million, and CAFD of $187 million. Net Income decreased versus 2023 primarily due to non-cash impacts from the mark to market impact of economic hedges. Adjusted EBITDA results in the second quarter were higher than 2023 primarily due to higher renewable production at certain facilities and the contribution of growth investments. CAFD results in the second quarter of 2024 were higher than 2023 primarily due to higher EBITDA and lower debt service in the Conventional fleet coinciding with the expiration of the tolling agreements.
Operational Performance
Table 4: Selected Operating Results1
(MWh in thousands) Three Months Ended Six Months Ended 6/30/24 6/30/23 6/30/24 6/30/23 Conventional Equivalent Availability Factor 97.1 % 90.1 % 91.7 % 82.3 % Solar MWh generated/sold 2,613 1,544 4,056 2,410 Wind MWh generated/sold 2,947 2,433 5,466 5,177 Renewables generated/sold2 5,560 3,977 9,522 7,587 In the second quarter of 2024, availability at the Conventional segment was higher than the second quarter of 2023 primarily due to longer planned maintenance in 2023 and strong operational performance in 2024. Generation in the Renewables segment during the second quarter of 2024 was 40% higher than the second quarter of 2023 primarily due to the contribution of growth investments as well as higher wind resource at certain facilities.
Liquidity and Capital Resources
Table 5: Liquidity
($ millions) 6/30/2024 12/31/2023 Cash and Cash Equivalents: Clearway Energy, Inc. and Clearway Energy LLC, excluding subsidiaries $ 35 $ 410 Subsidiaries 191 125 Restricted Cash: Operating accounts 169 176 Reserves, including debt service, distributions, performance obligations and other reserves 175 340 Total Cash $ 570 $ 1,051 Revolving credit facility availability 495 454 Total Liquidity $ 1,065 $ 1,505 Total liquidity as of June 30, 2024, was $1,065 million, which was $440 million lower than as of December 31, 2023, primarily due to the execution of growth investments including payments for Cedar Creek, Victory Pass, Arica and the Rosie BESS assets.
As of June 30, 2024, the Company's liquidity included $344 million of restricted cash. Restricted cash consists primarily of funds to satisfy the requirements of certain debt arrangements and funds held within the Company's projects that are restricted in their use. As of June 30, 2024, these restricted funds were comprised of $169 million designated to fund operating expenses, approximately $42 million designated for current debt service payments, and $89 million of reserves for debt service, performance obligations and other items including capital expenditures. The remaining $44 million is held in distribution reserve accounts.
Potential future sources of liquidity include excess operating cash flow, availability under the revolving credit facility, asset dispositions, and, subject to market conditions, new corporate debt and equity financings.
Growth Investments and Strategic Announcements
Resource Adequacy Agreement at Marsh Landing
On July 31, 2024, the Company contracted with a load serving entity to sell approximately 195 MW of Marsh Landing’s RA commencing in October 2026 and ending in December 2028. Marsh Landing is now contracted for approximately 99% of its capacity through 2027 at terms providing for higher project level CAFD in 2027 relative to current run-rate expectations.
Pine Forest Offer
On July 19, 2024, Clearway Group offered the Company the opportunity to enter into partnership arrangements to own cash equity interests in a 500 MW solar plus storage project that is expected to reach commercial operations in 2025. The potential corporate capital commitment for the investment is expected to be approximately $155 million. The investment is subject to negotiation both with Clearway Group, and the review and approval by the Company’s Independent Directors.
Luna Valley and Daggett 1 Storage
On June 27, 2024, the Company, through an indirect subsidiary, entered into an agreement to acquire cash equity interests in Luna Valley, a 200 MW solar facility currently under construction in Fresno County, California, and Daggett 1, a 114 MW BESS facility currently under construction in San Bernardino, California, for $143 million in cash consideration, subject to closing adjustments. Upon achieving commercial operations, the projects are underpinned by power purchase agreements with creditworthy counterparties with a weighted average contract duration of over 16 years. The consummation of the transaction is subject to customary closing conditions and certain third-party approvals and is expected in the second half of 2025. The Company expects the projects to contribute asset CAFD on a five-year average annual basis of approximately $14 million beginning January 1, 2026.
Financing Update
NIMH Solar Refinancing
On June 11, 2024, NIMH Solar LLC refinanced the amended and restated credit agreement, which included the issuance of a $137 million term loan facility, as well as $17 million in letters of credit in support of debt service and facility obligations. The obligations under the financing arrangement are supported by the Company’s interests in the Alpine, Blythe and Roadrunner solar facilities. The Company utilized the proceeds from the term loan and existing sources of liquidity to pay off the existing debt in the amount of $146 million. The refinancing resulted in no material change to the Company's run-rate CAFD expectations for the underlying projects.
Natural Gas CA Holdco LLC LC Facility
On July 25, 2024, the Company, through its indirect subsidiary, Natural Gas CA Holdco LLC, entered into a financing agreement that provides for a $200 million letter of credit facility, which will be utilized to support the collateral needs of the Company’s merchant conventional facilities and will free up capacity on the Company’s corporate revolving credit facility.
Quarterly Dividend
On August 1, 2024, Clearway Energy, Inc.’s Board of Directors declared a quarterly dividend on Class A and Class C common stock of $0.4171 per share payable on September 16, 2024, to stockholders of record as of September 3, 2024.
Seasonality
Clearway Energy, Inc.’s quarterly operating results are impacted by seasonal factors, as well as weather variability which can impact renewable energy resource throughout the year. Most of the Company's revenues are generated from the months of May through September, as contracted pricing and renewable resources are at their highest levels in the Company’s portfolio. Factors driving the fluctuation in Net Income, Adjusted EBITDA, Cash from Operating Activities, and CAFD include the following:
- Higher summer capacity and energy prices from conventional assets;
- Higher solar insolation during the summer months;
- Higher wind resources during the spring and summer months;
- Renewable energy resource throughout the year
- Debt service payments which are made either quarterly or semi-annually;
- Timing of maintenance capital expenditures and the impact of both unforced and forced outages; and
- Timing of distributions from unconsolidated affiliates
The Company takes into consideration the timing of these factors to ensure sufficient funds are available for distributions and operating activities on a quarterly basis.
Financial Guidance
The Company is reaffirming its 2024 full year CAFD guidance of $395 million. The Company's 2024 financial guidance factors in the contribution of committed growth investments based on current expected closing timelines and estimates for merchant energy gross margin at the conventional fleet. 2024 CAFD guidance does not factor in the timing of when CAFD is realized from new growth investments pursuant to 5-year averages beyond 2024. Financial guidance is based on median renewable energy production estimates for the full year.
Earnings Conference Call
On August 1, 2024, Clearway Energy, Inc. will host a conference call at 8:00 a.m. Eastern to discuss these results. Investors, the news media and others may access the live webcast of the conference call and accompanying presentation materials by logging on to Clearway Energy, Inc.’s website at http://www.clearwayenergy.com and clicking on “Presentations & Webcasts” under “Investor Relations.”
About Clearway Energy, Inc.
Clearway Energy, Inc. is one of the largest owners of clean energy generation assets in the US. The Company's fleet comprises approximately 9,000 MW of net owned generating capacity in 26 states, including over 6,500 MW of wind, solar, and energy storage assets, and approximately 2,500 MW of environmentally-sound, highly efficient natural gas generation facilities. Through this environmentally-sound diversified and primarily contracted portfolio, Clearway Energy endeavors to provide its investors with stable and growing dividend income. Clearway Energy, Inc.’s Class C and Class A common stock are traded on the New York Stock Exchange under the symbols CWEN and CWEN.A, respectively. Clearway Energy, Inc. is sponsored by its controlling investor, Clearway Energy Group LLC. For more information, visit investor.clearwayenergy.com.
Safe Harbor Disclosure
This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, and typically can be identified by the use of words such as “expect,” “estimate,” "target," “anticipate,” “forecast,” “plan,” “outlook,” “believe” and similar terms. Such forward-looking statements include, but are not limited to, statements regarding, the Company’s dividend expectations and its operations, its facilities and its financial results, statements regarding the anticipated consummation of the transactions described above, the anticipated benefits, opportunities, and results with respect to the transactions, including the Company’s future relationship and arrangements with Global Infrastructure Partners, TotalEnergies, and Clearway Energy Group, as well as the Company's Net Income, Adjusted EBITDA, Cash from Operating Activities, Cash Available for Distribution, the Company’s future revenues, income, indebtedness, capital structure, strategy, plans, expectations, objectives, projected financial performance and/or business results and other future events, and views of economic and market conditions.
Although Clearway Energy, Inc. believes that the expectations are reasonable, it can give no assurance that these expectations will prove to be correct, and actual results may vary materially. Factors that could cause actual results to differ materially from those contemplated above include, among others, the Company's ability to maintain and grow its quarterly dividend, impacts related to COVID-19 (including any variant of the virus) or any other pandemic, risks relating to the Company's relationships with its sponsors, the failure to identify, execute or successfully implement acquisitions or dispositions (including receipt of third party consents and regulatory approvals), the Company's ability to acquire assets from its sponsors, the Company’s ability to borrow additional funds and access capital markets due to its indebtedness, corporate structure, market conditions or otherwise, hazards customary in the power industry, weather conditions, including wind and solar performance, the Company’s ability to operate its businesses efficiently, manage maintenance capital expenditures and costs effectively, and generate earnings and cash flows from its asset-based businesses in relation to its debt and other obligations, the willingness and ability of counterparties to the Company’s offtake agreements to fulfill their obligations under such agreements, the Company's ability to enter into new contracts as existing contracts expire, changes in government regulations, operating and financial restrictions placed on the Company that are contained in the project-level debt facilities and other agreements of the Company and its subsidiaries, and cyber terrorism and inadequate cybersecurity. Furthermore, any dividends are subject to available capital, market conditions, and compliance with associated laws and regulations.
Clearway Energy, Inc. undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The Cash Available for Distribution are estimates as of today’s date, August 1, 2024, and are based on assumptions believed to be reasonable as of this date. Clearway Energy, Inc. expressly disclaims any current intention to update such guidance. The foregoing review of factors that could cause Clearway Energy, Inc.’s actual results to differ materially from those contemplated in the forward-looking statements included in this news release should be considered in connection with information regarding risks and uncertainties that may affect Clearway Energy, Inc.’s future results included in Clearway Energy, Inc.’s filings with the Securities and Exchange Commission at www.sec.gov. In addition, Clearway Energy, Inc. makes available free of charge at www.clearwayenergy.com, copies of materials it files with, or furnishes to, the Securities and Exchange Commission.
Contacts:
Investors: Media: Akil Marsh Zadie Oleksiw investor.relations@clearwayenergy.com media@clearwayenergy.com 609-608-1500 202-836-5754 CLEARWAY ENERGY, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)Three months ended June 30, Six months ended June 30, (In millions, except per share amounts) 2024 2023 2024 2023 Operating Revenues Total operating revenues $ 366 $ 406 $ 629 $ 694 Operating Costs and Expenses Cost of operations, exclusive of depreciation, amortization and accretion shown separately below 117 118 243 226 Depreciation, amortization and accretion 153 128 307 256 General and administrative 9 9 20 19 Transaction and integration costs 3 2 4 2 Total operating costs and expenses 282 257 574 503 Operating Income 84 149 55 191 Other Income (Expense) Equity in earnings of unconsolidated affiliates 8 3 20 — Other income, net 12 9 28 17 Loss on debt extinguishment (2 ) — (3 ) — Interest expense (88 ) (55 ) (145 ) (154 ) Total other expense, net (70 ) (43 ) (100 ) (137 ) Income (Loss) Before Income Taxes 14 106 (45 ) 54 Income tax expense (benefit) 10 22 (3 ) 10 Net Income (Loss) 4 84 (42 ) 44 Less: Net (loss) income attributable to noncontrolling interests and redeemable noncontrolling interests (47 ) 46 (91 ) 6 Net Income Attributable to Clearway Energy, Inc. $ 51 $ 38 $ 49 $ 38 Earnings Per Share Attributable to Clearway Energy, Inc. Class A and Class C Common Stockholders Weighted average number of Class A common shares outstanding - basic and diluted 35 35 35 35 Weighted average number of Class C common shares outstanding - basic and diluted 82 82 82 82 Earnings Per Weighted Average Class A and Class C Common Share - Basic and Diluted $ 0.43 $ 0.33 $ 0.41 $ 0.32 Dividends Per Class A Common Share $ 0.4102 $ 0.3818 $ 0.8135 $ 0.7563 Dividends Per Class C Common Share $ 0.4102 $ 0.3818 $ 0.8135 $ 0.7563 CLEARWAY ENERGY, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)Three months ended June 30, Six months ended June 30, (In millions) 2024 2023 2024 2023 Net Income (Loss) $ 4 $ 84 $ (42 ) $ 44 Other Comprehensive Income Unrealized gain on derivatives and changes in accumulated OCI, net of income tax benefit, of $—, $1, $—, and $— 1 3 — — Other comprehensive income 1 3 — — Comprehensive Income (Loss) 5 87 (42 ) 44 Less: Comprehensive (loss) income attributable to noncontrolling interests and redeemable noncontrolling interests (46 ) 48 (89 ) 6 Comprehensive Income Attributable to Clearway Energy, Inc. $ 51 $ 39 $ 47 $ 38 CLEARWAY ENERGY, INC.
CONSOLIDATED BALANCE SHEETS(In millions, except shares) June 30, 2024 December 31, 2023 ASSETS (Unaudited) Current Assets Cash and cash equivalents $ 226 $ 535 Restricted cash 344 516 Accounts receivable — trade 255 171 Accounts receivable — affiliates 1 — Inventory 60 55 Derivative instruments 51 41 Note receivable — affiliate — 174 Prepayments and other current assets 84 68 Total current assets 1,021 1,560 Property, plant and equipment, net 9,952 9,526 Other Assets Equity investments in affiliates 321 360 Intangible assets for power purchase agreements, net 2,214 2,303 Other intangible assets, net 71 71 Derivative instruments 117 82 Right-of-use assets, net 597 597 Other non-current assets 224 202 Total other assets 3,544 3,615 Total Assets $ 14,517 $ 14,701 LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities Current portion of long-term debt $ 412 $ 558 Accounts payable — trade 86 130 Accounts payable — affiliates 12 31 Derivative instruments 59 51 Accrued interest expense 55 57 Accrued expenses and other current liabilities 77 79 Total current liabilities 701 906 Other Liabilities Long-term debt 6,797 7,479 Deferred income taxes 35 127 Derivative instruments 336 281 Long-term lease liabilities 626 627 Other non-current liabilities 305 286 Total other liabilities 8,099 8,800 Total Liabilities 8,800 9,706 Redeemable noncontrolling interest in subsidiaries 6 1 Commitments and Contingencies Stockholders’ Equity Preferred stock, $0.01 par value; 10,000,000 shares authorized; none issued — — Class A, Class B, Class C and Class D common stock, $0.01 par value; 3,000,000,000 shares authorized (Class A 500,000,000, Class B 500,000,000, Class C 1,000,000,000, Class D 1,000,000,000); 202,143,697 shares issued and outstanding (Class A 34,613,853, Class B 42,738,750, Class C 82,829,344, Class D 41,961,750) at June 30, 2024 and 202,080,794 shares issued and outstanding (Class A 34,613,853, Class B 42,738,750, Class C 82,391,441, Class D 42,336,750) at December 31, 2023 1 1 Additional paid-in capital 1,830 1,732 Retained earnings 314 361 Accumulated other comprehensive income 5 7 Noncontrolling interest 3,561 2,893 Total Stockholders’ Equity 5,711 4,994 Total Liabilities and Stockholders’ Equity $ 14,517 $ 14,701 CLEARWAY ENERGY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)Six months ended June 30, (In millions) 2024 2023 Cash Flows from Operating Activities Net (Loss) Income $ (42 ) $ 44 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Equity in earnings of unconsolidated affiliates (20 ) — Distributions from unconsolidated affiliates 15 11 Depreciation, amortization and accretion 307 256 Amortization of financing costs and debt discounts 7 6 Amortization of intangibles 91 94 Loss on debt extinguishment 3 — Reduction in carrying amount of right-of-use assets 8 8 Changes in deferred income taxes (1 ) 9 Changes in derivative instruments and amortization of accumulated OCI 49 (51 ) Cash used in changes in other working capital: Changes in prepaid and accrued liabilities for tolling agreements (16 ) (56 ) Changes in other working capital (124 ) (112 ) Net Cash Provided by Operating Activities 277 209 Cash Flows from Investing Activities Acquisition of Drop Down Assets, net of cash acquired (671 ) (7 ) Capital expenditures (202 ) (109 ) Return of investment from unconsolidated affiliates 35 10 Decrease in note receivable — affiliate 184 — Investments in unconsolidated affiliates — (10 ) Other 7 — Net Cash Used in Investing Activities (647 ) (116 ) Cash Flows from Financing Activities Contributions from noncontrolling interests, net of distributions 1,399 275 Payments of dividends and distributions (164 ) (153 ) Tax-related distributions — (19 ) Proceeds from the issuance of long-term debt 236 42 Payments of debt issuance costs (4 ) (8 ) Payments for long-term debt (1,577 ) (306 ) Other (1 ) (2 ) Net Cash Used in Financing Activities (111 ) (171 ) Net Decrease in Cash, Cash Equivalents and Restricted Cash (481 ) (78 ) Cash, Cash Equivalents and Restricted Cash at Beginning of Period 1,051 996 Cash, Cash Equivalents and Restricted Cash at End of Period $ 570 $ 918 CLEARWAY ENERGY, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
For the Six Months Ended June 30, 2024
(Unaudited)(In millions) Preferred Stock Common Stock Additional
Paid-In
CapitalRetained
EarningsAccumulated
Other
Comprehensive IncomeNoncontrolling
InterestTotal
Stockholders’
EquityBalances at December 31, 2023 $ — $ 1 $ 1,732 $ 361 $ 7 $ 2,893 $ 4,994 Net loss — — — (2 ) — (45 ) (47 ) Unrealized (loss) gain on derivatives and changes in accumulated OCI, net of tax — — — — (2 ) 1 (1 ) Distributions to CEG, net of contributions, cash — — — — — (1 ) (1 ) Contributions from noncontrolling interests, net of distributions, cash — — — — — 215 215 Transfers of assets under common control — — 2 — — (42 ) (40 ) Non-cash adjustments for change in tax basis — — 6 — — — 6 Stock-based compensation — — 1 — — — 1 Common stock dividends and distributions to CEG unit holders — — — (47 ) — (34 ) (81 ) Other — — — (1 ) — — (1 ) Balances at March 31, 2024 — 1 1,741 311 5 2,987 5,045 Net income (loss) — — — 51 — (51 ) — Unrealized gain on derivatives and changes in accumulated OCI, net of tax — — — — — 1 1 Contributions from CEG, net of distributions, cash — — — — — 222 222 Contributions from noncontrolling interests, net of distributions, cash — — — — — 988 988 Distributions to noncontrolling interests, net of contributions, non-cash — — — — — (1 ) (1 ) Transfers of assets under common control — — 5 — — (549 ) (544 ) Non-cash adjustments for change in tax basis — — 85 — — — 85 Stock-based compensation — — (1 ) — — — (1 ) Common stock dividends and distributions to CEG unit holders — — — (48 ) — (35 ) (83 ) Other — — — — — (1 ) (1 ) Balances at June 30, 2024 $ — $ 1 $ 1,830 $ 314 $ 5 $ 3,561 $ 5,711 CLEARWAY ENERGY, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
For the Six Months Ended June 30, 2023
(Unaudited)(In millions) Preferred Stock Common Stock Additional
Paid-In
CapitalRetained
EarningsAccumulated
Other
Comprehensive IncomeNoncontrolling
InterestTotal
Stockholders’
EquityBalances at December 31, 2022 $ — $ 1 $ 1,761 $ 463 $ 9 $ 1,792 $ 4,026 Net loss — — — — — (43 ) (43 ) Unrealized loss on derivatives and changes in accumulated OCI, net of tax — — — — (1 ) (2 ) (3 ) Contributions from CEG, net of distributions, cash — — — — — 30 30 Contributions from noncontrolling interests, net of distributions, cash — — — — — 215 215 Transfers of assets under common control — — (52 ) — — 46 (6 ) Non-cash adjustments for change in tax basis — — 9 — — — 9 Stock based compensation — — 1 — — — 1 Common stock dividends and distributions to CEG unit holders — — — (44 ) — (32 ) (76 ) Balances at March 31, 2023 — 1 1,719 419 8 2,006 4,153 Net income — — — 38 — 40 78 Unrealized gain on derivatives and changes in accumulated OCI, net of tax — — — — 1 2 3 Distributions to CEG, net of contributions, cash — — — — — (4 ) (4 ) Distributions to noncontrolling interests, net of contributions, cash — — — — — (5 ) (5 ) Tax-related distribution — — — — — (19 ) (19 ) Stock based compensation — — (1 ) — — — (1 ) Common stock dividends and distributions to CEG unit holders — — — (45 ) — (32 ) (77 ) Other — — — — — (1 ) (1 ) Balances at June 30, 2023 $ — $ 1 $ 1,718 $ 412 $ 9 $ 1,987 $ 4,127 Appendix Table A-1: Three Months Ended June 30, 2024, Segment Adjusted EBITDA Reconciliation
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to Net Income/(Loss):($ in millions) Conventional Renewables Corporate Total Net Income (Loss) $ 9 $ 38 $ (43 ) $ 4 Plus: Income Tax Expense — — 10 10 Interest Expense, net 7 49 21 77 Depreciation, Amortization, and ARO 27 126 — 153 Contract Amortization 4 42 — 46 Loss on Debt Extinguishment — 2 — 2 Mark to Market (MtM) Losses on economic hedges 6 37 — 43 Transaction and integration costs — — 3 3 Other non-recurring 1 — — 1 Adjustments to reflect CWEN’s pro-rata share of Adjusted EBITDA from Unconsolidated Affiliates 3 12 — 15 Non-Cash Equity Compensation — — (1 ) (1 ) Adjusted EBITDA $ 57 $ 306 $ (10 ) $ 353 Appendix Table A-2: Three Months Ended June 30, 2023, Segment Adjusted EBITDA Reconciliation
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to Net Income/(Loss):($ in millions) Conventional Renewables Corporate Total Net Income (Loss) $ 37 $ 98 $ (51 ) $ 84 Plus: Income Tax Expense — — 22 22 Interest Expense, net 7 21 18 46 Depreciation, Amortization, and ARO 32 96 — 128 Contract Amortization 5 42 — 47 Mark to Market (MtM) Gains on economic hedges — (26 ) — (26 ) Transaction and integration costs — — 2 2 Other non-recurring (8 ) 1 — (7 ) Adjustments to reflect CWEN’s pro-rata share of Adjusted EBITDA from Unconsolidated Affiliates 3 16 — 19 Non-Cash Equity Compensation — — 1 1 Adjusted EBITDA $ 76 $ 248 $ (8 ) $ 316 Appendix Table A-3: Six Months Ended June 30, 2024, Segment Adjusted EBITDA Reconciliation
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to Net Income/(Loss):($ in millions) Conventional Renewables Corporate Total Net Income (Loss) $ 25 $ (6 ) $ (61 ) $ (42 ) Plus: Income Tax Benefit — — (3 ) (3 ) Interest Expense, net 13 63 41 117 Depreciation, Amortization, and ARO 59 248 — 307 Contract Amortization 9 83 — 92 Loss on Debt Extinguishment — 3 — 3 Mark to Market (MtM) (Gain)/Loss on economic hedges (5 ) 72 — 67 Transaction and Integration costs — — 4 4 Other Non-recurring 1 (1 ) — — Adjustments to reflect CWEN’s pro-rata share of Adjusted EBITDA from Unconsolidated Affiliates 6 13 — 19 Non-Cash Equity Compensation — — — — Adjusted EBITDA $ 108 $ 475 $ (19 ) $ 564 Appendix Table A-4: Six Months Ended June 30, 2023, Segment Adjusted EBITDA Reconciliation
The following table summarizes the calculation of Adjusted EBITDA and provides a reconciliation to Net Income/(Loss):($ in millions) Conventional Renewables Corporate Total Net Income (Loss) $ 61 $ 50 $ (67 ) $ 44 Plus: Income Tax Expense — — 10 10 Interest Expense, net 17 83 36 136 Depreciation, Amortization, and ARO 65 191 — 256 Contract Amortization 11 83 — 94 Mark to Market (MtM) (Gain)/Loss on economic hedges — (45 ) — (45 ) Transaction and Integration costs — — 2 2 Other Non-recurring (8 ) 5 — (3 ) Adjustments to reflect CWEN’s pro-rata share of Adjusted EBITDA from Unconsolidated Affiliates 6 32 — 38 Non-Cash Equity Compensation — — 2 2 Adjusted EBITDA $ 152 $ 399 $ (17 ) $ 534 Appendix Table A-5: Cash Available for Distribution Reconciliation
The following table summarizes the calculation of Cash Available for Distribution and provides a reconciliation to Cash from Operating Activities:Three Months Ended Six Months Ended ($ in millions) 6/30/24 6/30/23 6/30/24 6/30/23 Adjusted EBITDA $ 353 $ 316 $ 564 $ 534 Cash interest paid (66 ) (55 ) (156 ) (148 ) Changes in prepaid and accrued liabilities for tolling agreements (6 ) (17 ) (16 ) (56 ) Adjustments to reflect sale-type leases and payments for lease expenses 2 2 5 3 Pro-rata Adjusted EBITDA from unconsolidated affiliates (22 ) (21 ) (39 ) (36 ) Distributions from unconsolidated affiliates 6 5 15 11 Changes in working capital and other (71 ) (96 ) (96 ) (99 ) Cash from Operating Activities 196 134 277 209 Changes in working capital and other 71 96 96 99 Return of investment from unconsolidated affiliates3 3 1 7 10 Net contributions (to)/from non-controlling interest4 (24 ) (10 ) (29 ) (20 ) Maintenance capital expenditures (2 ) (6 ) (4 ) (13 ) Principal amortization of indebtedness5 (67 ) (78 ) (118 ) (152 ) Cash Available for Distribution before Adjustments $ 177 $ 137 $ 229 $ 133 2024 Net Impact of drop downs from timing of construction debt service 10 — 10 — Cash Available for Distribution6 $ 187 $ 137 $ 239 $ 133 Appendix Table A-6: Six Months Ended June 30, 2024, Sources and Uses of Liquidity
The following table summarizes the sources and uses of liquidity in 2024:Six Months Ended ($ in millions) 6/30/24 Sources: Contributions from noncontrolling interests, net of distributions 1,399 Net cash provided by operating activities 277 Proceeds from issuance of long-term debt 236 Decrease in note receivable — affiliate 184 Return of investments from unconsolidated affiliates 35 Other net cash inflows 2 Uses: Payments for long-term debt (1,577 ) Acquisition of Drop Down Assets, net of cash acquired (671 ) Capital expenditures (202 ) Payments of dividends and distributions (164 ) Change in total cash, cash equivalents, and restricted cash $ (481 ) Appendix Table A-7: Adjusted EBITDA and Cash Available for Distribution Guidance
($ in millions) 2024 Full Year Guidance Net Income 90 Income Tax Expense 20 Interest Expense, net 330 Depreciation, Amortization, and ARO Expense 680 Adjustment to reflect CWEN share of Adjusted EBITDA in unconsolidated affiliates 50 Non-Cash Equity Compensation 5 Adjusted EBITDA 1,175 Cash interest paid (310 ) Changes in prepaid and accrued liabilities for tolling agreements (5 ) Adjustments to reflect sale-type leases and payments for lease expenses 10 Pro-rata Adjusted EBITDA from unconsolidated affiliates (85 ) Cash distributions from unconsolidated affiliates7 45 Cash from Operating Activities 830 Net distributions to non-controlling interest8 (100 ) Maintenance capital expenditures (40 ) Principal amortization of indebtedness9 (295 ) Cash Available for Distribution 395 Appendix Table A-8: Adjusted EBITDA and Cash Available for Distribution Growth Projects
($ in millions) Luna Valley and Daggett 1
5 Year Ave. 2026-2030Net Income 3 Interest Expense, net 18 Depreciation, Amortization, and ARO Expense 24 Adjusted EBITDA 45 Cash interest paid (18 ) Cash from Operating Activities 27 Net distributions (to)/from non-controlling interest (6 ) Network Upgrade Reimbursements 5 Maintenance capital expenditures (1 ) Principal amortization of indebtedness (11 ) Estimated Cash Available for Distribution 14 Non-GAAP Financial Information
EBITDA and Adjusted EBITDA
EBITDA, Adjusted EBITDA, and Cash Available for Distribution (CAFD) are non-GAAP financial measures. These measurements are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures of performance. The presentation of non-GAAP financial measures should not be construed as an inference that Clearway Energy’s future results will be unaffected by unusual or non-recurring items.
EBITDA represents net income before interest (including loss on debt extinguishment), taxes, depreciation and amortization. EBITDA is presented because Clearway Energy considers it an important supplemental measure of its performance and believes debt and equity holders frequently use EBITDA to analyze operating performance and debt service capacity. EBITDA has limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our operating results as reported under GAAP. Some of these limitations are:
- EBITDA does not reflect cash expenditures, or future requirements for capital expenditures, or contractual commitments;
- EBITDA does not reflect changes in, or cash requirements for, working capital needs;
- EBITDA does not reflect the significant interest expense, or the cash requirements necessary to service interest or principal payments, on debt or cash income tax payments;
- Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA does not reflect any cash requirements for such replacements; and
- Other companies in this industry may calculate EBITDA differently than Clearway Energy does, limiting its usefulness as a comparative measure.
Because of these limitations, EBITDA should not be considered as a measure of discretionary cash available to use to invest in the growth of Clearway Energy’s business. Clearway Energy compensates for these limitations by relying primarily on our GAAP results and using EBITDA and Adjusted EBITDA only supplementally. See the statements of cash flow included in the financial statements that are a part of this news release.
Adjusted EBITDA is presented as a further supplemental measure of operating performance. Adjusted EBITDA represents EBITDA adjusted for mark-to-market gains or losses, non-cash equity compensation expense, asset write offs and impairments; and factors which we do not consider indicative of future operating performance such as transition and integration related costs. The reader is encouraged to evaluate each adjustment and the reasons Clearway Energy considers it appropriate for supplemental analysis. As an analytical tool, Adjusted EBITDA is subject to all of the limitations applicable to EBITDA. In addition, in evaluating Adjusted EBITDA, the reader should be aware that in the future Clearway Energy may incur expenses similar to the adjustments in this news release.
Management believes Adjusted EBITDA is useful to investors and other users of our financial statements in evaluating our operating performance because it provides them with an additional tool to compare business performance across companies and across periods. This measure is widely used by investors to measure a company’s operating performance without regard to items such as interest expense, taxes, depreciation and amortization, which can vary substantially from company to company depending upon accounting methods and book value of assets, capital structure and the method by which assets were acquired.
Additionally, Management believes that investors commonly adjust EBITDA information to eliminate the effect of restructuring and other expenses, which vary widely from company to company and impair comparability. As we define it, Adjusted EBITDA represents EBITDA adjusted for the effects of impairment losses, gains or losses on sales, non-cash equity compensation expense, dispositions or retirements of assets, any mark-to-market gains or losses from accounting for derivatives, adjustments to exclude gains or losses on the repurchase, modification or extinguishment of debt, and any extraordinary, unusual or non-recurring items plus adjustments to reflect the Adjusted EBITDA from our unconsolidated investments. We adjust for these items in our Adjusted EBITDA as our management believes that these items would distort their ability to efficiently view and assess our core operating trends.
In summary, our management uses Adjusted EBITDA as a measure of operating performance to assist in comparing performance from period to period on a consistent basis and to readily view operating trends, as a measure for planning and forecasting overall expectations and for evaluating actual results against such expectations, and in communications with our Board of Directors, shareholders, creditors, analysts and investors concerning our financial performance.
Cash Available for Distribution
A non-GAAP measure, Cash Available for Distribution is defined as of June 30, 2024 as Adjusted EBITDA plus cash distributions/return of investment from unconsolidated affiliates, cash receipts from notes receivable, cash distributions from noncontrolling interests, adjustments to reflect sales-type lease cash payments and payments for lease expenses, less cash distributions to noncontrolling interests, maintenance capital expenditures, pro-rata Adjusted EBITDA from unconsolidated affiliates, cash interest paid, income taxes paid, principal amortization of indebtedness, changes in prepaid and accrued capacity payments, and adjusted for development expenses. Management believes CAFD is a relevant supplemental measure of the Company’s ability to earn and distribute cash returns to investors.
We believe CAFD is useful to investors in evaluating our operating performance because securities analysts and other interested parties use such calculations as a measure of our ability to make quarterly distributions. In addition, CAFD is used by our management team for determining future acquisitions and managing our growth. The GAAP measure most directly comparable to CAFD is cash provided by operating activities.
However, CAFD has limitations as an analytical tool because it does not include changes in operating assets and liabilities and excludes the effect of certain other cash flow items, all of which could have a material effect on our financial condition and results from operations. CAFD is a non-GAAP measure and should not be considered an alternative to cash provided by operating activities or any other performance or liquidity measure determined in accordance with GAAP, nor is it indicative of funds available to fund our cash needs. In addition, our calculations of CAFD are not necessarily comparable to CAFD as calculated by other companies. Investors should not rely on these measures as a substitute for any GAAP measure, including cash provided by operating activities.
1 Excludes equity method investments
2 Generation sold excludes MWh that are reimbursable for economic curtailment
3 2024 excludes $28 million related to Rosamond Central BESS return of capital at substantial completion funding
4 2024 excludes $1,230 million of contributions related to the funding of Texas Solar Nova 2, Rosamond Central Battery Storage, Victory Pass, Arica & Cedar Creek; 2023 excludes $229 million of contributions related to the funding of Rosamond Central Battery Storage, Waiawa, and Daggett
5 2024 excludes $2,545 million for the repayment of bridge loans in connection with Texas Solar Nova 2, Victory Pass, Arica & Cedar Creek and $137 million due to repayment of NIMH balloon; 2023 excludes $130 million for the repayment of construction loans in connection with Waiawa and Daggett, and $24 million for the repayment of balloon at Walnut Creek Holdings;
6 Excludes income tax payments related to Thermal sale
7 Distribution from unconsolidated affiliates can be classified as Return of Investment on Unconsolidated Affiliates when actuals are reported. This is below cash from operating activities
8 Includes tax equity proceeds and distributions to tax equity partners
9 2024 excludes maturities assumed to be refinanced