EXHIBIT 99.1
W. Phillip Marcum Philip Bourdillon/Gene Heller
Chairman and CEO Silverman Heller Associates
303-785-8080 310-208-2550
METRETEK TECHNOLOGIES REPORTS
FOURTH-QUARTER AND YEAR-END RESULTS
DENVER - MARCH 21, 2005 - For the three months ended December 31, 2004, METRETEK
TECHNOLOGIES, INC. (OTCBB: MTEK) reported revenues of $9.2 million and income
from continuing operations of $723,000, or $0.05 per share on 12,014,467 diluted
weighted average shares outstanding. In the comparable period a year ago, the
Company reported revenues of $7.6 million and income from continuing operations
of $716,000, or $0.05 per share on 6,393,432 diluted weighted average shares
outstanding.
Net income in the fourth quarters of 2004 and 2003 was $413,000 and $401,000,
respectively, and included losses on discontinued operations of, respectively,
$309,000 and $315,000. The losses on discontinued operations relate to the sale
of the contract manufacturing business and related manufacturing assets of
Metretek Contract Manufacturing, Inc. (MCM), a majority-owned subsidiary of the
Company's Metretek, Incorporated (Metretek Florida) subsidiary. The sale was
completed on December 30, 2004, and the Company does not expect to encounter any
further significant charges in 2005 related to discontinued MCM operations.
For the twelve months ended December 31, 2004, the Company reported revenues of
$35.2 million and income from continuing operations of $1.6 million, or $0.03
per share on 10,035,730 diluted weighted average shares outstanding. For the
twelve months ended December 31, 2003, the Company reported revenues of $36.5
million and income from continuing operations of $1.9 million, or $0.11 per
share on 6,051,580 diluted weighted average shares outstanding. The Company
reported a net loss in 2004 of $3,244,000, which included a loss on discontinued
operations of $4,819,000, compared to net income of $879,000 in 2003, which
included a loss on discontinued operations of $980,000.
The increases in weighted average common shares outstanding in 2004 compared to
2003 reflect principally the May 2004 private placement of approximately 3.5
million shares of common stock (with warrants to purchase approximately 700,000
shares of common stock) that generated net proceeds of approximately $9.8
million, and the related conversion of 2,750 shares of Series B Preferred Stock,
including accrued dividends, into approximately 1.3 million shares of common
stock (and a like number of warrants), as well as the issuance of 950,000 common
shares in exchange for the outstanding minority shareholder interest in the
Company's PowerSecure subsidiary.
Of the proceeds from the May 2004 private placement, $6.2 million was allocated
to satisfy the December 2004 mandatory redemption obligation related to the
remaining 4,250 shares of Series B Preferred Stock. Deemed dividend
distributions recorded by the Company on its Series B Preferred Stock in 2004
and 2003 were $1.2 million and $890,000, respectively. As of December 31, 2004,
all Series B Preferred Stock was retired; the Company will incur no further
deemed dividend distribution in 2005.
"Overall, we are very pleased with both the business and financial progress
realized in 2004," said W. Phillip Marcum, president and CEO. "The Company
completed a very healthy restructuring of its balance sheet during the year, and
at the same time provided additional evidence of the viability of PowerSecure's
business model." Marcum noted that all operations are well positioned to achieve
good results in 2005.
Marcum reiterated the Company's guidance for 2005: revenues are expected to be
in the range of $41 million to $42 million, with net income of approximately
$3.0 million, or approximately $0.25 per share ($0.19 per share on fully diluted
shares). Following is a breakdown of revenues and profit (loss) for the
Company's three major subsidiaries; numbers for 2005 are the Company's current
estimates (amounts are in millions):
<Table>
<Caption>
REVENUES SEGMENT PROFIT (LOSS)
-------- ---------------------
SOUTHERN FLOW COMPANIES: 2005 est. $ 12.9 $ 2.0
2004 $ 12.8 $ 1.9
2003 $ 11.8 $ 1.6
POWERSECURE: 2005 est. $ 23.5 $ 2.0
2004 $ 18.6 $ 1.3
2003 $ 17.1 $ 1.6
METRETEK, INCORPORATED: 2005 est. $ 4.6 $ 0.4
2004 $ 3.3 $ (0.2)
2003 $ 7.4 $ 0.7
</Table>
(Amounts in the table above do not include corporate overhead and
certain other income and expense items such as interest expense and
equity income of unconsolidated affiliate)
Adjusted EBITDA:
Adjusted EBITDA for the year ended December 31, 2004 was $2,920,000, compared to
$2,924,000 for the year ended December 31, 2003. As computed by the Company,
adjusted EBITDA is a non-GAAP financial measure (as such term is defined by the
Securities and Exchange Commission) computed as income from continuing
operations before interest and finance charges, income taxes, depreciation and
amortization, and minority interest.
By eliminating certain expenses not necessarily indicative of the results of the
Company's core operations, management believes that adjusted EBITDA offers a
useful tool to measure and monitor the Company's operating performance, and
provides meaningful information to investors in terms of enhancing their
understanding of the Company's core operating performance and results. Adjusted
EBITDA is also used by management to assist in planning and forecasting future
operations. However, adjusted EBITDA as defined by the Company may not be
directly comparable to similarly defined measures as reported by other
companies. Adjusted EBITDA should be considered only as a supplement to, and not
as a substitute for or in isolation from, other measures of financial
performance and liquidity reported in accordance with generally accepted
accounting principles ("GAAP"), such as net income.
Conference Call and Webcast:
At 2:30 p.m. MST (4:30 p.m. EST) today, March 21, the Company will hold a
teleconference to discuss the financial results and future plans and prospects.
To participate in the teleconference, please call (toll free) 800-291-8929 (or
706-634-0478 for international callers) approximately 10 minutes prior to the
start time and indicate that you are dialing into the Metretek Technologies
conference call.
This call is being Webcast and can be accessed live via the Internet at the
Company's website, www.metretek.com; to access the call, click on the "Investor
Info" button and then click on the icon for the "2004 fourth-quarter results
teleconference." The Webcast player will open following completion of a brief
registration process. The Webcast will also be available at
www.FullDisclosure.com. To access the call, type in Metretek's stock symbol,
MTEK, in the top right corner of the FullDisclosure home page to be taken to the
Company's webcast page. These websites will host an archive of the
teleconference. Additionally, a playback of the call will be available for 48
hours beginning at 5:30 p.m. MST on March 21; you may access the playback by
calling 800-642-1687 (or for international callers 706-645-9291) and providing
Conference ID number 4785051.
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About Metretek Technologies:
Metretek Technologies, Inc. through its subsidiaries -- Southern Flow Companies,
Inc.; PowerSecure, Inc.; and Metretek, Incorporated (Metretek Florida) -- is a
diversified provider of energy measurement products, services and data
management systems to industrial and commercial users and suppliers of natural
gas and electricity.
Safe-Harbor Statement:
All forward-looking statements contained in this press release are made within
the meaning of and under the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements are all statements
other than statements of historical facts, including but not limited to
statements regarding the business prospects for the Company and its
subsidiaries; the outlook for consolidated revenues and earnings in 2005; the
outlook for revenues and segment profits of the Company's subsidiaries in 2005;
and all other statements concerning the plans, intentions, expectations,
projections, hopes, beliefs, objectives, goals and strategies of management,
such as statements about future earnings, revenues, and other future financial
and non-financial items, performance or events; statements about proposed
products, services, technologies or businesses; statements about raising
additional capital; and statements of assumptions underlying any of the
foregoing. Forward-looking statements are not guarantees of future performance
or events and are subject to a number of known and unknown risks, uncertainties
and other factors that could cause actual results to differ materially from
those expressed, projected or implied by such forward-looking statements.
Important risks, uncertainties and other factors include, but are not limited
to, the Company's ability to obtain sufficient capital and liquidity on
favorable terms to meet its operating, working capital and debt service
requirements and other capital commitments and contingencies and to fund the
growth of its business; the effects of pending and future litigation, claims and
disputes and the resolution thereof; the timely and successful development,
production and market acceptance of new and enhanced products, services and
technologies of the Company; the markets for the products and services of
Metretek Florida, and management's expectations of any strengthening thereof;
the effects of competition in the Company's markets, including the introduction
of competing products, services and technologies; customer and industry demand
and preferences and purchasing patterns; the Company's ability to attract,
retain and motivate key personnel; the ability of the Company to secure and
maintain key contracts, relationships and alliances and to make successful
acquisitions; changes in the energy industry generally and in the natural gas
and electricity industries in particular; general economic, market and business
conditions; the effects of international conflicts and terrorism; and other
factors identified from time to time in the Company's reports and filings with
the Securities and Exchange Commission, including but not limited to the
Company's Form 10-K and subsequently filed forms. Accordingly, there can be no
assurance that the results expressed, projected or implied by any forward
looking statements will be achieved, and readers are cautioned not to place
undue reliance on any forward-looking statements. The forward-looking statements
in this press release speak only as of the date hereof and are based on the
current plans, goals, objectives, strategies, intentions, expectations and
assumptions of, and the information currently available to, management. The
Company assumes no duty or obligation to update or revise any forward-looking
statements for any reason, whether as the result of changes in expectations, new
information, future events, conditions or circumstances or otherwise.
(financial tables follow)
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METRETEK TECHNOLOGIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
<Table>
<Caption>
Fourth Quarter Ended Year Ended
December 31, December 31,
2004 2003 2004 2003
------------ ------------ ------------ ------------
Total revenues $ 9,208,424 $ 7,608,980 $ 35,176,923 $ 36,473,736
Total costs and expenses 8,800,995 6,935,466 34,570,407 34,818,979
------------ ------------ ------------ ------------
Operating income 407,429 673,514 606,516 1,654,757
Minority interest (36,951) (85,515) (238,389) (207,280)
Income taxes (11,603) (12,016) (47,590) (56,980)
Equity income 363,871 140,450 1,254,509 468,790
------------ ------------ ------------ ------------
Income from continuing operations 722,746 716,433 1,575,046 1,859,287
Loss on discontinued operations (309,318) (315,409) (4,818,586) (980,302)
------------ ------------ ------------ ------------
Net income (loss) $ 413,428 $ 401,024 $ (3,243,540) $ 878,985
============ ============ ============ ============
BASIC EARNINGS (LOSS) PER COMMON SHARE:
Income from continuing operations $ 0.05 $ 0.05 $ 0.03 $ 0.11
Loss from discontinued operations (0.03) (0.05) (0.50) (0.16)
------------ ------------ ------------ ------------
Income (loss) per common share $ 0.02 $ 0.00 $ (0.47) $ (0.06)
============ ============ ============ ============
DILUTED EARNINGS (LOSS) PER COMMON SHARE:
Income from continuing operations $ 0.05 $ 0.05 $ 0.03 $ 0.11
Loss from discontinued operations (0.03) (0.05) (0.48) (0.16)
------------ ------------ ------------ ------------
Income (loss) per common share $ 0.02 $ 0.00 $ (0.45) $ (0.06)
============ ============ ============ ============
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING,
BASIC 11,618,231 6,043,469 9,531,199 6,043,469
============ ============ ============ ============
DILUTED 12,014,467 6,393,432 10,035,730 6,051,580
============ ============ ============ ============
</Table>
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)
<Table>
<Caption>
December 31, December 31,
2004 2003
------------ ------------
Total current assets $ 15,394,937 $ 13,248,168
Property, plant and equipment, net 2,737,130 1,405,350
Total other assets 12,078,849 8,673,023
------------ ------------
Total assets $ 30,210,916 $ 23,326,541
============ ============
Total current liabilities $ 10,278,052 $ 7,284,539
Long-term notes payable and capital lease obligations 6,082,159 5,243,433
Liabilities of discontinued operations 843,649 --
Minority interest in subsidiaries 89,792 207,280
Redeemable preferred stock-Series B -- 9,422,132
Total stockholders' equity 12,917,264 1,169,157
------------ ------------
Total liabilities and stockholders' equity $ 30,210,916 $ 23,326,541
============ ============
</Table>
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RECONCILIATION OF ADJUSTED EBITDA TO NET INCOME
In accordance with Regulation G, set forth below is a reconciliation of adjusted
EBITDA, a non-GAAP financial measure, to income from continuing operations, its
most directly comparable financial measure computed in accordance with GAAP.
<Table>
<Caption>
Fourth Quarter Ended Year Ended
December 31, December 31,
2004 2003 2004 2003
------------ ------------ ------------ ------------
Income from continuing operations $ 722,746 $ 716,433 $ 1,575,046 $ 1,859,287
Add back:
Interest and finance charges 136,417 74,924 480,110 285,437
Income taxes 11,603 12,016 47,590 56,980
Depreciation and amortization 172,635 131,013 578,516 514,640
Minority interest 36,951 85,515 238,389 207,280
------------ ------------ ------------ ------------
Adjusted EBITDA $ 1,080,352 $ 1,019,901 $ 2,919,651 $ 2,923,624
============ ============ ============ ============
</Table>
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