cveo-20220429
0001590584false00015905842022-04-292022-04-29

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): April 29, 2022
____________________

Civeo Corporation
(Exact name of registrant as specified in its charter)

British Columbia, Canada1-3624698-1253716
(State or other jurisdiction
of incorporation or organization)
(Commission File
Number)
(I.R.S. Employer
Identification No.)
Three Allen Center
333 Clay Street,Suite 4980
Houston,Texas 77002
(Address and zip code of principal executive offices)

Registrant’s telephone number, including area code: (713) 510-2400


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Shares, no par value
CVEO
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 



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. ☐




Item 2.02. Results of Operations and Financial Condition.

    On April 29, 2022, Civeo Corporation (“Civeo”) issued a press release announcing its financial condition and results of operations as of and for the quarter ended March 31, 2022. A copy of the press release is furnished as Exhibit 99.1 to this report on Form 8-K, and is incorporated herein by reference. 

The information contained in this report and the exhibit hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filings made by Civeo under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

    (d)    Exhibits.
Exhibit
Number
Description of Document

99.1

104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)



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.

Dated: April 29, 2022
        
            CIVEO CORPORATION


                    By: /s/ Carolyn J. Stone ,
                    Name:    Carolyn J. Stone
Title:    Senior Vice President, Chief Financial Officer and Treasurer


Document

Civeo Reports First Quarter 2022 Results
    
First Quarter Highlights include:
Revenue in the first quarter was up 32% from the first quarter of 2021. With our improving outlook, Civeo is raising its full year 2022 guidance;
Reported first quarter revenues of $165.7 million and net income of $0.9 million; and
Delivered first quarter Adjusted EBITDA of $25.6 million.

HOUSTON and CALGARY, April 29, 2022 (BUSINESS WIRE) -- Civeo Corporation (NYSE:CVEO) today reported financial and operating results for the first quarter ended March 31, 2022.
“In the first quarter of 2022, Civeo capitalized on the continued recovery across all three regions, and especially in our Canadian business. We experienced a substantial year-over-year increase in our Canadian lodge billed rooms, coupled with increased Canadian mobile camp activity, " stated Bradley J. Dodson, Civeo's President and Chief Executive Officer.

Mr. Dodson continued, "We are experiencing increased accommodation needs in Canada for the turnaround season along with continued mobile camp activity in British Columbia, both of which should benefit the second and third quarters of 2022. In Australia, activity is also improving in our Bowen Basin villages as met coal prices remain constructive and we are starting to see expansionary spending by the miners there. We continue to manage inflationary pressures globally, including both labor and food costs. Labor inflation is most acute in Western Australia; however, we are beginning to see improving margins in our integrated services business. As a result of the overall improvement in our outlook, we are raising our full year guidance.”

Mr. Dodson concluded, "Over the past two years, the resiliency of our teams and our commitment to deleveraging and serving our customers have created the financial and operational flexibility we need to succeed in a range of operating environments and deliver returns for our shareholders."


First Quarter 2022 Results
In the first quarter of 2022, Civeo generated revenues of $165.7 million and reported net income of $0.9 million, or $0.06 per diluted share. During the first quarter of 2022, Civeo produced operating cash flow of $2.0 million, Adjusted EBITDA of $25.6 million and free cash flow of $0.7 million.
By comparison, in the first quarter of 2021, Civeo generated revenues of $125.4 million and reported a net loss of $10.0 million, or $0.70 per diluted share. During the first quarter of 2021, Civeo produced operating cash flow of $12.8 million, Adjusted EBITDA of $16.2 million and free cash flow of $16.1 million.
Overall, the increase in revenues and Adjusted EBITDA in the first quarter of 2022 compared to the first quarter of 2021 was primarily driven by a significant increase in Canadian lodge billed rooms and increased Canadian mobile camp activity, as well as an increase in Australian village billed rooms. The year-over-year decrease in operating cash flow and free cash flow was a result of working capital increases in 2022 that resulted in a decrease in operating cash flow and free cash flow of $10.9 million and $15.4 million, respectively, year-over-year. The increase in working capital in the first quarter of 2022 was largely due to timing of payments and receipts that is expected to unwind in the second and third quarters of 2022.
Business Segment Results
(Unless otherwise noted, the following discussion compares the quarterly results for the first quarter of 2022 to the results for the first quarter of 2021.)



Canada
During the first quarter of 2022, the Canadian segment generated revenues of $96.0 million, operating income of $4.0 million and Adjusted EBITDA of $17.2 million, compared to revenues of $61.9 million, an operating loss of $7.7 million and Adjusted EBITDA of $10.8 million in the first quarter of 2021. The first quarter of 2021 operating loss and Adjusted EBITDA included $2.8 million of other income related to proceeds from the Canadian Emergency Wage Subsidy program (CEWS), compared to zero in the first quarter of 2022, and a $0.9 million gain on sale of a Canadian manufacturing facility.

On a constant currency basis, the Canadian segment experienced a 55% period-over-period increase in revenues largely due to a 32% year-over-year increase in billed rooms, driven by increased customer activity as a result of the recovery of oil prices and a reduced impact from COVID-19. Adjusted EBITDA for the Canadian segment increased 59% year-over-year primarily due to the aforementioned dynamics.

Australia
During the first quarter of 2022, the Australian segment generated revenues of $63.5 million, operating income of $6.1 million and Adjusted EBITDA of $15.4 million, compared to revenues of $59.6 million, operating income of $3.3 million and Adjusted EBITDA of $12.8 million in the first quarter of 2021. Results from the first quarter of 2022 reflect the impact of a weakened Australian dollar relative to the U.S. dollar, which decreased revenues and Adjusted EBITDA by $4.2 million and $1.0 million, respectively.

On a constant currency basis, the Australian segment experienced a 14% period-over-period increase in revenues, driven by a 12% year-over-year increase in billed rooms due to increased customer maintenance activity in the Bowen Basin. Adjusted EBITDA from the Australian segment increased 21% year-over-year due to higher village occupancy in the Bowen Basin, partially offset by higher labor costs across the village and integrated services businesses.
U.S.
The U.S. segment generated revenues of $6.2 million, an operating loss of $1.6 million and Adjusted EBITDA of $0.0 million in the first quarter of 2022, compared to revenues of $3.9 million, an operating loss of $2.6 million and negative Adjusted EBITDA of $1.2 million in the first quarter of 2021. Revenues and Adjusted EBITDA increased year-over-year primarily due to the increase in the U.S. oil and gas rig count, which led to an improvement in Civeo's wellsite services and offshore businesses.
Financial Condition
As of March 31, 2022, Civeo had total liquidity of approximately $83.1 million, consisting of $76.7 million available under its revolving credit facilities and $6.4 million of cash on hand.
Civeo’s total debt outstanding on March 31, 2022 was $177.9 million, a $2.8 million increase since December 31, 2021. The increase consisted of unfavorable foreign currency translation of $3.1 million, partially offset by $0.3 million in debt payments from cash flow generated by the business.
Civeo reduced its net leverage ratio to 1.40x as of March 31, 2022 from 1.49x as of December 31, 2021.
During the first quarter of 2022, Civeo invested $3.6 million in capital expenditures, which was relatively consistent with the $3.4 million invested during the first quarter of 2021. Capital expenditures in both periods were predominantly related to maintenance spending on the Company’s lodges and villages.

Full Year 2022 Guidance
For the full year of 2022, Civeo is raising its previously provided revenue and Adjusted EBITDA guidance range to $660 million to $675 million and $95 million to $102 million, respectively. The Company is maintaining its full year 2022 capital expenditure guidance of $20 million to $25 million.




Conference Call
Civeo will host a conference call to discuss its first quarter 2022 financial results today at 11:00 a.m. Eastern time. This call is being webcast and can be accessed at Civeo's website at www.civeo.com. Participants may also join the conference call by dialing (877) 423-9813 in the United States or (201) 689-8573 internationally and using the conference ID 13729407#. A replay will be available after the call by dialing (844) 512-2921 in the United States or (412) 317-6671 internationally and using the conference ID 13729407#.
About Civeo
Civeo Corporation is a leading provider of hospitality services with prominent market positions in the Canadian oil sands and the Australian natural resource regions. Civeo offers comprehensive solutions for lodging hundreds or thousands of workers with its long-term and temporary accommodations and provides food services, housekeeping, facility management, laundry, water and wastewater treatment, power generation, communications systems, security and logistics services. Civeo currently operates a total of 27 lodges and villages in Canada, Australia and the U.S., with an aggregate of over 28,000 rooms. Civeo is publicly traded under the symbol CVEO on the New York Stock Exchange. For more information, please visit Civeo's website at www.civeo.com.
Forward Looking Statements
This news release contains forward-looking statements within the meaning of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements are those that do not state historical facts and are, therefore, inherently subject to risks and uncertainties. The forward-looking statements herein include the statements regarding Civeo’s future plans and outlook, including guidance, current trends and liquidity needs, and ability to pay down debt are based on then current expectations and entail various risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these forward-looking statements. Such risks and uncertainties include, among other things, risks associated with global health concerns and pandemics, including the COVID-19 pandemic, any increases in or severity of COVID-19 cases (including due to existing or new variants) and the risk that room occupancy may decline if our customers are limited or restricted in the availability of personnel who may become ill or be subjected to quarantine, risks associated with the general nature of the accommodations industry, risks associated with the level of supply and demand for oil, coal, iron ore and other minerals, including the level of activity, spending and developments in the Canadian oil sands, the level of demand for coal and other natural resources from, and investments and opportunities in, Australia, and fluctuations or sharp declines in the current and future prices of oil, natural gas, coal, iron ore and other minerals, risks associated with failure by our customers to reach positive final investment decisions on, or otherwise not complete, projects with respect to which we have been awarded contracts, which may cause those customers to terminate or postpone contracts, risks associated with currency exchange rates, risks associated with the company’s ability to integrate acquisitions, risks associated with labor shortages, risks associated with the development of new projects, including whether such projects will continue in the future, risks associated with the trading price of the company’s common shares, availability and cost of capital, risks associated with general global economic conditions, global weather conditions, natural disasters and security threats and changes to government and environmental regulations, including climate change, and other factors discussed in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections of Civeo’s most recent annual report on Form 10-K and other reports the company may file from time to time with the U.S. Securities and Exchange Commission. Each forward-looking statement contained herein speaks only as of the date of this release. Except as required by law, Civeo expressly disclaims any intention or obligation to revise or update any forward-looking statements, whether as a result of new information, future events or otherwise.

Non-GAAP Financial Information
EBITDA is a non-GAAP financial measure that is defined as net income (loss) plus interest, taxes, depreciation and amortization, and Adjusted EBITDA is defined as EBITDA adjusted to exclude certain other unusual or non-operating items. Free cash flow is a non-GAAP financial measure that is defined as net cash flows provided by operating activities less capital expenditures plus proceeds from asset sales.

See “Non-GAAP Reconciliation” below for additional information concerning non-GAAP financial measures, including a reconciliation of the non-GAAP financial information presented in this press release to the most directly comparable financial information presented in accordance with GAAP. Non-GAAP financial information supplements and should be read together with, and is not an alternative or substitute for, the Company’s financial results reported in accordance with GAAP. Because non-GAAP financial information is not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures.





- Financial Schedules Follow -


CIVEO CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
Three Months Ended
March 31,
20222021
Revenues$165,678 $125,430 
Costs and expenses:
Cost of sales and services125,843 99,810 
Selling, general and administrative expenses15,213 14,181 
Depreciation and amortization expense20,127 21,269 
Other operating expense 258 71 
161,441 135,331 
Operating income (loss)4,237 (9,901)
Interest expense(2,468)(3,362)
Other income1,696 4,914 
Income (loss) before income taxes3,465 (8,349)
Income tax expense(1,557)(1,076)
Net income (loss)1,908 (9,425)
Less: Net income attributable to noncontrolling interest498 59 
Net income (loss) attributable to Civeo Corporation1,410 (9,484)
Less: Dividends attributable to Class A preferred shares487 478 
Net income (loss) attributable to Civeo common shareholders$923 $(9,962)
Net income (loss) per share attributable to Civeo Corporation common shareholders:
Basic$0.06 $(0.70)
Diluted$0.06 $(0.70)
Weighted average number of common shares outstanding:
Basic14,096 14,211 
Diluted14,219 14,211 





CIVEO CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
March 31, 2022December 31, 2021
(UNAUDITED)
Current assets:
Cash and cash equivalents$6,423 $6,282 
Accounts receivable, net124,484 114,859 
Inventories7,271 6,468 
Assets held for sale10,800 11,762 
Prepaid expenses and other current assets12,869 17,822 
Total current assets161,847 157,193 
Property, plant and equipment, net386,022 389,996 
Goodwill, net8,468 8,204 
Other intangible assets, net93,542 93,642 
Operating lease right-of-use assets17,879 18,327 
Other noncurrent assets5,336 5,372 
Total assets$673,094 $672,734 
Current liabilities:
Accounts payable$47,204 $49,321 
Accrued liabilities22,797 33,564 
Income taxes232 171 
Current portion of long-term debt30,868 30,576 
Deferred revenue13,608 18,479 
Other current liabilities4,441 4,807 
Total current liabilities119,150 136,918 
Long-term debt145,037 142,602 
Deferred income taxes2,494 896 
Operating lease liabilities14,911 15,429 
Other noncurrent liabilities18,531 13,778 
Total liabilities300,123 309,623 
Shareholders' equity:
Preferred shares62,428 61,941 
Common shares— — 
Additional paid-in capital1,583,474 1,582,442 
Accumulated deficit(912,037)(912,951)
Treasury stock(9,063)(8,050)
Accumulated other comprehensive loss(353,911)(361,883)
Total Civeo Corporation shareholders' equity370,891 361,499 
Noncontrolling interest2,080 1,612 
Total shareholders' equity372,971 363,111 
Total liabilities and shareholders' equity$673,094 $672,734 




CIVEO CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Three Months Ended
March 31,
20222021
Cash flows from operating activities:
Net income (loss)$1,908 $(9,425)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization20,127 21,269 
Deferred income tax expense1,491 1,041 
Non-cash compensation charge1,032 1,027 
Gains on disposals of assets(1,489)(1,902)
Provision (benefit) for credit losses, net of recoveries(20)193 
Other, net686 716 
Changes in operating assets and liabilities:
Accounts receivable(7,142)1,806 
Inventories(623)(526)
Accounts payable and accrued liabilities(13,697)(5,287)
Taxes payable59 51 
Other current assets and liabilities, net(379)3,854 
Net cash flows provided by operating activities1,953 12,817 
Cash flows from investing activities:
Capital expenditures(3,592)(3,372)
Proceeds from disposition of property, plant and equipment2,364 6,651 
Other, net190 — 
Net cash flows provided by (used in) investing activities(1,038)3,279 
Cash flows from financing activities:
Term loan repayments(8,003)(8,872)
Revolving credit borrowings (repayments), net7,680 (6,691)
Repurchases of common shares(9)— 
Taxes paid on vested shares(1,013)(1,120)
Net cash flows used in financing activities(1,345)(16,683)
Effect of exchange rate changes on cash571 (113)
Net change in cash and cash equivalents141 (700)
Cash and cash equivalents, beginning of period6,282 6,155 
Cash and cash equivalents, end of period$6,423 $5,455 




CIVEO CORPORATION
SEGMENT DATA
(in thousands)
(unaudited)
Three Months Ended
March 31,
20222021
Revenues
Canada$95,952 $61,885 
Australia63,529 59,637 
United States6,197 3,908 
Total revenues$165,678 $125,430 
EBITDA (1)
Canada$17,219 $10,796 
Australia15,437 12,809 
United States(1,221)
Corporate and eliminations(7,103)(6,161)
Total EBITDA$25,562 $16,223 
Adjusted EBITDA (1)
Canada$17,219 $10,796 
Australia15,437 12,809 
United States(1,221)
Corporate and eliminations(7,103)(6,161)
Total adjusted EBITDA$25,562 $16,223 
Operating income (loss)
Canada$4,038 $(7,659)
Australia6,135 3,307 
United States(1,609)(2,598)
Corporate and eliminations(4,327)(2,951)
Total operating income (loss)$4,237 $(9,901)
(1) Please see Non-GAAP Reconciliation Schedule.





CIVEO CORPORATION
NON-GAAP RECONCILIATIONS
(in thousands)
(unaudited)

Three Months Ended
March 31,
20222021
EBITDA (1)$25,562 $16,223 
Adjusted EBITDA (1)$25,562 $16,223 
Free Cash Flow (2)$725 $16,096 

(1)The term EBITDA is defined as net income (loss) attributable to Civeo Corporation plus interest, taxes, depreciation and amortization. The term Adjusted EBITDA is defined as EBITDA adjusted to exclude certain other unusual or non-operating items. EBITDA and Adjusted EBITDA are not measures of financial performance under generally accepted accounting principles and should not be considered in isolation from or as a substitute for net income or cash flow measures prepared in accordance with generally accepted accounting principles or as a measure of profitability or liquidity. Additionally, EBITDA and Adjusted EBITDA may not be comparable to other similarly titled measures of other companies. Civeo has included EBITDA and Adjusted EBITDA as supplemental disclosures because its management believes that EBITDA and Adjusted EBITDA provide useful information regarding its ability to service debt and to fund capital expenditures and provide investors a helpful measure for comparing Civeo's operating performance with the performance of other companies that have different financing and capital structures or tax rates. Civeo uses EBITDA and Adjusted EBITDA to compare and to monitor the performance of its business segments to other comparable public companies and as a benchmark for the award of incentive compensation under its annual incentive compensation plan.

The following table sets forth a reconciliation of EBITDA and Adjusted EBITDA to net income (loss) attributable to Civeo Corporation, which is the most directly comparable measure of financial performance calculated under generally accepted accounting principles (in thousands) (unaudited):

Three Months Ended
March 31,
20222021
Net income (loss) attributable to Civeo Corporation$1,410 $(9,484)
Income tax expense1,557 1,076 
Depreciation and amortization20,127 21,269 
Interest expense2,468 3,362 
EBITDA and Adjusted EBITDA$25,562 $16,223 


(2)The term Free Cash Flow is defined as net cash flows provided by operating activities less capital expenditures plus proceeds from asset sales. Free Cash Flow is not a measure of financial performance under generally accepted accounting principles and should not be considered in isolation from or as a substitute for cash flow measures prepared in accordance with generally accepted accounting principles or as a measure of profitability or liquidity. Additionally, Free Cash Flow may not be comparable to other similarly titled measures of other companies. Civeo has included Free Cash Flow as a supplemental disclosure because its management believes that Free Cash Flow provides useful information regarding the cash flow generating ability of its business relative to its capital expenditure and debt service obligations. Civeo uses Free Cash Flow to compare and to understand, manage, make operating decisions and evaluate Civeo's business. It is also used as a benchmark for the award of incentive compensation under its annual incentive compensation plan.

The following table sets forth a reconciliation of Free Cash Flow to Net Cash Flows Provided by Operating Activities, which is the most directly comparable measure of financial performance calculated under generally accepted accounting principles (in thousands) (unaudited):




Three Months Ended
March 31,
20222021
Net Cash Flows Provided by Operating Activities$1,953 $12,817 
Capital expenditures(3,592)(3,372)
Proceeds from disposition of property, plant and equipment2,364 6,651 
Free Cash Flow$725 $16,096 






CIVEO CORPORATION
NON-GAAP RECONCILIATIONS - GUIDANCE
(in millions)
(unaudited)

Year Ending December 31, 2022
EBITDA Range (1)$95.0 $102.0 

(1)The following table sets forth a reconciliation of estimated EBITDA to estimated net loss, which is the most directly comparable measure of financial performance calculated under generally accepted accounting principles (in millions) (unaudited):

Year Ending December 31, 2022
(estimated)
Net loss$(13.0)$(6.0)
Income tax expense9.0 9.0 
Depreciation and amortization89.0 89.0 
Interest expense10.0 10.0 
EBITDA$95.0 $102.0 







CIVEO CORPORATION
SUPPLEMENTAL QUARTERLY SEGMENT AND OPERATING DATA
(U.S. dollars in thousands, except for room counts and average daily rates)
(unaudited)
Three Months Ended
March 31,
20222021
Supplemental Operating Data - Canadian Segment
     Revenues
          Accommodation revenue (1)$67,194 $46,530 
          Mobile facility rental revenue (2)24,018 10,499 
          Food and other services revenue (3)4,740 4,856 
               Total Canadian revenues$95,952 $61,885 
Costs
Accommodation cost$53,127 $38,336 
Mobile facility rental cost14,884 6,774 
Food and other services cost4,359 4,121 
Indirect other cost2,836 2,654 
Total Canadian cost of sales and services$75,206 $51,885 
     Average daily rates (4)$106 $97 
     Billed rooms (5)635,555 480,066 
     Canadian dollar to U.S. dollar$0.790 $0.790 
Supplemental Operating Data - Australian Segment
          Accommodation revenue (1)$37,599 $33,675 
          Food and other services revenue (3)25,930 25,962 
               Total Australian revenues$63,529 $59,637 
Costs
Accommodation cost$18,407 $17,105 
Food and other services cost24,363 24,297 
Indirect other cost1,744 1,501 
Total Australian cost of sales and services$44,514 $42,903 
     Average daily rates (4)$79 $79 
     Billed rooms (5)474,474 424,666 
     Australian dollar to U.S. dollar$0.724 $0.773 

(1)Includes revenues related to lodge and village rooms and hospitality services for owned rooms for the periods presented.
(2)Includes revenues related to mobile camps for the periods presented.
(3)Includes revenues related to food service, laundry and water and wastewater treatment services, and facilities management for the periods presented.
(4)Average daily rate is based on billed rooms and accommodation revenue.
(5)Billed rooms represents total billed days for the periods presented.





CONTACTS:

Carolyn J. Stone
Civeo Corporation
Senior Vice President & Chief Financial Officer
713-510-2400