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Rentech (NASDAQ:RTK)

Q1 2012 Earnings Call

May 11, 2012 3:00 pm ET

Executives

Julie Dawoodjee - Vice President of Investor Relations & Communications

D. Hunt Ramsbottom - Chief Executive Officer, President and Executive Director

Dan J. Cohrs - Chief Financial Officer, Executive Vice President, Treasurer and Principal Financial Officer for Rentech Nitrogen Partners LP

Analysts

Lucas Pipes - Brean Murray, Carret & Co., LLC, Research Division

Pavel Molchanov - Raymond James & Associates, Inc., Research Division

James Jampel

Peter S. Park - Park West Asset Management, LLC

Anatol Feygin

Unknown Analyst

Alex Lerner

Operator

Ladies and gentlemen, thank you for standing by, and welcome to the Rentech First Quarter 2012 Earnings Call. [Operator Instructions] As a reminder, this conference is being recorded, Friday, May 11, 2012. And I would now like to turn the conference over to Ms. Julie Dawoodjee, Vice President of Investor Relations and Communications. Please go ahead, Ms. Dawoodjee.

Julie Dawoodjee

Thank you. Welcome to Rentech's conference call for the fiscal quarter ended March 31, 2012. During this call, Hunt Ramsbottom, President and CEO of Rentech, will summarize our company's activities during the quarter. Dan Cohrs, our Chief Financial Officer, will give the financial review of the period and provide comments on Rentech's financial position. We will then open the lines for questions. We ask that you limit yourself to one question so that we may get to as many of your questions as possible.

Please be advised that certain information discussed on this conference call will contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. They can be identified by the use of terminology such as may, will, expect, believe and other comparable terms. You are cautioned that while forward-looking statements reflect our good faith, belief and best judgment based upon current information, they are not guarantees of future performance and are subject to known and unknown risks and uncertainties and risk factors detailed from time to time in the company's periodic reports and registration statements filed with the Securities and Exchange Commission. The forward-looking statements in this call are made as of May 11, 2012, and Rentech does not undertake to revise or update these forward-looking statements, except to the extent that it is required to do so under applicable law.

Now I would like to turn the call over to Hunt Ramsbottom, President and CEO of Rentech.

D. Hunt Ramsbottom

Good morning, everyone, and thank you for joining us today. We reported solid first quarter results, driven by strong fertilizer prices and high sales volume at Rentech Nitrogen. Strong demand for fertilizer was supported by the USDA's expectations of record corn plantings of nearly 96 million acres and tight inventories. The dry, warmer weather we experienced in March enabled farmers in our core market area to apply ammonium approximately 15 days earlier than the typical start of the spring application window on April 5.

We shipped unusually high volumes of ammonium in March, which shifted a significant portion of deliveries into the first quarter. In the second quarter, we'll still recognize revenues from some ammonium deliveries, but the quarter will be primarily composed of spring deliveries of UAN.

For the first quarter, average prices for delivered products rose significantly from last year. Ammonia at $673 per ton was 11% higher than last year and UAN at $327 per ton was 59% higher than last year. We locked in a significant portion of our spring book in the September, October window of last year, when pricing for deliveries was at a premium. We sold limited additional tonnage in late December through February when product prices were softer. We later completed the remainder of our spring product sales after prices depreciated as a result of relatively high corn prices and early spring application window and industry supply interruptions.

Results for the quarter also benefited from low natural gas prices, which led to gross margins of 59%, up significantly from 43% the same quarter last year. These positive business fundamentals in the first quarter led to strong cash generation, so our first cash distribution of $1.06 per unit was better than we had forecasted. The distribution covers cash generated during the period that began upon the close of our IPO on November 9 to March 31, 2012. That period included fall product deliveries and excluded the negative impact of the plant turnaround, which took place in the first 15.5 days of October 2011. The distribution is payable to unit holders of record as of May 8 and will be paid on May 15. The next distribution covering the second quarter will be paid on or about August 14.

Today, we're issuing guidance for the calendar year 2012. Our forecast calls for cash available for distribution in the range of $2.86 per unit and EBITDA in the range of $120 million. So that you can make direct comparisons to the forecast in our IPO prospectives, we're also updating our guidance for the 12 months ending September 30, 2012. We now expect EBITDA of approximately $110 million, up from previous guidance of $97 million and cash available for distribution at approximately $2.67 per unit, up from $2.28 per unit. Both of these distribution numbers are after debt service.

Looking forward, products for the summer fill are seasonally at lower prices than peak seasons, spring and fall prices. We're beginning to see activity for ammonium and UAN summer sales in the range of $600 to $625 for ammonium and $300 to $330 for UAN. We're also beginning to see activity for fall ammonia application season. Posted prices in our region of the Mid Corn Belt are in the mid-$600 per ton range. We've already committed a small portion of our fall book in this price range. The UAN prices for fill tons [ph] in preparation of the 2013 spring season are posted in the low-$300s.

The prices we're seeing today for the fall of 2012 are in a range comparable to this average delivered price of products during the fourth quarter of last year at $684 for ammonium and $307 for UAN. But our natural gas prices have dropped from last year's average of $4.81 per MMBtu. So we're setting up for strong margins this fall.

As of March 31, we've locked in or delivered 38% or 55,000 tons of the ammonia deliveries forecasted for 2012 at an average price of $693 and 34% or 99,000 tons of UAN deliveries forecasted for 2012 at an average price of $361. Keep in mind that this is for the 12 months ending December 31, 2012.

We've already purchased or contracted at fixed prices for 68% of the natural gas required to produce the product already delivered or forecasted to be delivered during the 12 months ending December 31, 2012. Because natural gas prices are relatively low, we locked in approximately 3.1 million MMBtus of natural gas beyond our needs to produce the product we've committed under pre-sales. These contracts go out as far as September and are at an average price of $2.75 per MMBtu, excluding transportation costs. Both the ammonium and UAN plants ran exceptionally well with on-stream factors of 100% during the quarter.

Our expansion projects are on schedule and on budget. We're on track to complete the urea/DEF expansion project in the fourth quarter and we've already delivered multiple test loads of DEF that meet product specifications. The DEF is a urea-based chemical reactant composed of deionized water and a high-quality urea. The EPA has mandated that all on-road diesel vehicles, class 1 through class 8, manufactured on or after January 1, 2010 employ an emissions-reducing engine technology, which specifically targets hazardous NOx emissions.

One technology for NOx emissions reduction involves injecting DEF into the exhaust of the vehicles. The U.S. market for DEF is projected to grow from 50 million gallons today to 1.2 billion gallons in 2019.

The ammonia production and storage capacity project is moving along on schedule. Nearly all major equipment has been ordered and the sites of the work package is out for bid. As of the end of March, engineering and procurement for the project was about 20% complete, with construction nearly 15% complete. This fall, we expect to conclude the engineering work on the scoping study to evaluate a further increase in our urea capacity.

We believe that the long-term fundamentals in the industry are attractive. Low U.S. natural gas prices in addition to increasing global grain consumption, which drives fertilizer demand, will continue. As an example, the U.S. recently reported the sixth-largest export sale of corn in history, which is believed to be headed to China. Beyond the other organic growth opportunities I described, we are looking at potential acquisition opportunities to expand Rentech Nitrogen. We have an M&A team working on target lists and we're on active discussion with several of these parties. We expect any opportunity we pursue to be accretive to cash available for distribution per unit.

We also continue to explore potential joint development opportunities for projects that could be developed at Rentech and then sold to Rentech Nitrogen. These opportunities are in the very early stage of discussions. At Rentech, we're focused on growing distributions at the nitrogen fertilizer segment, securing partners who can fund the global deployment of our alternative energy technologies, reducing costs and growing cash flows. We will receive approximately $25 million in our first cash distribution from Rentech Nitrogen on May 15. Rentech's cash balance as of March 31 pro forma for this distribution would've been approximately $200 million.

We continue to focus on securing large partners to fund the cost of deploying our alternative energy technologies while limiting the impact of our balance sheet. We're having meaningful discussions with several parties who see attractive global markets for our technologies. We have hired an advisor to help us find additional technology partners.

As I mentioned in the last earnings call, we plan to reduce R&D expenses in 2013. We expect R&D to be less than $10 million next year. We are evaluating deployment and acquisition opportunities -- development and acquisition opportunities that deploy conventional technologies within the energy complex. We believe these projects could qualify for commercial debt financing. Some of these opportunities could also qualify for an MLP structure and would generate cash flows in a shorter time frame than fuels and power projects utilizing our technologies.

Our technology group continues to work on the IBR project, which has taken longer than initially planned due to typical startup issues and minor modifications. We expect the demonstration of the Rentech-ClearFuels project at our Colorado demo facility to be complete this year. With the completion of this demonstration project, all major components of our technology portfolio will have demonstration-scale data necessary for commercial application.

In summary, we believe we're well positioned to execute on our priority of growing Rentech Nitrogen, securing global partners to fund technology deployment and developing an underlying cash-generation -- generating energy business. We look forward to sharing specifics with you in the near future.

I'll now hand the call over to Dan for additional color on the quarter. Dan?

Dan J. Cohrs

Thank you, Hunt. Good morning, everyone. Our consolidated results for the quarter include Rentech Nitrogen, which reported solid results. Revenues were up 61% at $38.6 million this quarter. That's due to both increases in sales prices and deliveries of product. That led to a gross profit margin of 59%, reflecting the benefits of lower gas prices. That 59% margin was up 43% from last year.

Consolidated SG&A increased, so let's break that down. At Rentech, SG&A was up by $1.2 million. Now, net cash SG&A expenses actually decreased slightly. So cash SG&A was down and the entire increase was due to noncash compensation expense. That noncash compensation expense was almost completely due to a new incentive stock program that vests only if Rentech stock stays above $3. Because of the nature of that program, the accounting requires a very short amortization period on that program. And so we had a relatively significant increase in noncash comp expense due to that incentive program.

At Rentech Nitrogen, SG&A expenses increased by about $1.5 million. That's due to the increased expenses of being a public company and the public company expenses are running in line with the forecast that we had in the prospectus. R&D expenses declined from $6.4 million last year to $5 million this year, and that brings us down to a net loss at Rentech of $0.01 per share, which is an improvement compared to the loss of $0.03 in the quarter last year.

At Rentech Nitrogen, deliveries of our key products were up from last year. Ammonia deliveries increased 50% due to the early application windows and UAN deliveries were up 13%. You may notice that CO2 sales volume declined year-over-year because we've decommissioned with a CO2 compressor in connection with the ammonia expansion project. Going forward, you can expect CO2 volumes to be comparable to those of the first quarter.

The margins on CO2 sales are quite small and will more than make up for those reduced CO2 sales with the additional capacity coming online from the ammonia expansion. We've also increased the pricing in our CO2 contracts, so that will improve the relatively small margins that we make on that byproduct.

For the quarter, we saw significant increases in our product prices. Average price for ammonia this quarter, for delivered tons, was $673. That's an 11% increase over last year. UAN showed a very dramatic increase, 59% over last year. This quarter's number was $327 per ton. The cost of natural gas flowing through our cost of goods sold was $4.46. That's an improvement from $5.02 last year. And as we go forward, we should expect to see continued improvement due to the price on the gas that we've locked in.

As we close the quarter, we had consolidated cash of $247 million. $174 million of that was at Rentech and that does not include approximately $25 million of cash distributions that we'll receive from Rentech Nitrogen on May 15. Given Rentech Nitrogen's forecast, the cash available for distribution in the range of $2.86 per unit and our ownership of 68% of the partnership, Rentech would receive about $67 million in cash distributions based on cash generated during the full year 2012. The payment covering the fourth quarter of 2012 will actually occur in early 2013.

We expect Rentech's cash operating and capital expenses to be slightly higher than our previous guidance, which was $42 million to $44 million for the 12 months ending September 30, 2012. That's due to the expense of minor modifications and delays in the IBR project and the engagement of an advisor to assist us in seeking strategic partners.

In 2013, we expect R&D expenses to decline and be less than $10 million. During the first quarter, Rentech paid $8.1 million in taxes related to the Rentech Nitrogen IPO transaction. We had previously estimated those taxes to be $10 million.

I'm going to turn the call back over to the operator and then Hunt and I will answer questions.

Question-and-Answer Session

Operator

[Operator Instructions] Our first question comes from the line of Lucas Pipes.

Lucas Pipes - Brean Murray, Carret & Co., LLC, Research Division

The first question I have is regarding the advisor that you hired to look for partners. Could you kind of just give us a bit more color on the mandate that you gave that party? And what type of partner you're looking for in particular?

D. Hunt Ramsbottom

Yes, this is Hunt. So we've had lots of discussions over the years with folks and those discussions have increased recently. And our -- in these discussions that we're currently having with those partners, we wanted to make sure that there's a good process in place. And they know there's a process in place. Our experience over the years, folks will come in and take a very long look at what we're doing and take their time. And so we thought it'd be good to bring in a third party to make sure the process is run appropriately and work with those strategics to make sure that they understand that it's not a long look that they get with these negotiations and discussions need to happen fairly promptly. And it's also to increase the global reach. We have a fairly long list of folks that we've engaged with on and off over the years, but we wanted to put those on the list but also some of the global reach that can enhance those discussions with others that they have contacts with around the globe. So it's enhancing the current discussions and keeping us focused and on a time schedule, but also looking at other partners globally that they have contacts with.

Operator

Our next question is from the line of Pavel Molchanov with Raymond James.

Pavel Molchanov - Raymond James & Associates, Inc., Research Division

Guys, first is just a small housekeeping item. For SG&A expense at the RTK level going forward, should we continue to assume a number in the kind of $10 million, $10.5 million range?

Dan J. Cohrs

Well, remember, the -- what I discussed there is there's a noncash comp expense that amortizes very quickly. So this quarter's number is not necessarily the run rate.

Pavel Molchanov - Raymond James & Associates, Inc., Research Division

Okay. And so we're talking how much of a delta between more of a sustained pace versus what Q1 was?

Dan J. Cohrs

Well, I think the best -- look, we gave guidance and we can't really give different guidance, but the cash guidance we gave of $42 million to $44 million for our operating expenses and capital expenses, roughly half of that is cash SG&A. So if you focus on the cash SG&A, that should be about the rate you see going forward. The noncash comp is obviously not included in that cash number.

Pavel Molchanov - Raymond James & Associates, Inc., Research Division

Absolutely. And then secondly, any update on the Olympiad Project? I mean, I know you had some interesting sort of opportunity there perhaps. But any latest on that?

D. Hunt Ramsbottom

Yes. The SDTC continues to work with us on looking at technologies and the funding. They have a path forward in Canada as to how they're working with us and the process in place on the $200 million of funding. What I can tell you is it's going well. We haven't heard anything to the contrary. We're not spending a lot of capital on that project right now until we get a view from the Canadian government. We also have said that we have looked at other opportunities to monetize that wood basket prior to utilizing it for a potential project. That's a few years down the road. So it's all going exactly as we described last call.

Pavel Molchanov - Raymond James & Associates, Inc., Research Division

Okay. And just lastly, is it still the case that you're looking to limit your cash outlay for any individual energy project to $40 million apiece?

D. Hunt Ramsbottom

At a maximum, yes. And we, frankly, we understand what's going on in the industry and we're cautious in the alternative energy sector right now. And anything that we look at, again, it has -- it would have to meet the parameters we've outlined. And other capital would have to be in place for us to deploy any capital with our technologies going forward. So that's still in place and that would be an absolute maximum with the alternative energy sector, with technologies deployed.

Operator

Our next question is from the line of James Jampel with HITE.

James Jampel

Just a couple of questions. When you're looking at the acquisition market, I mean, what are you -- what types of things are you considering to acquire? And what would make a difference whether they would be acquired at the RNF level or the RTK level?

D. Hunt Ramsbottom

Yes, I'm glad you asked the question. I wanted to clarify one thing that was asked after the prior call this morning. So any development activity we did -- and we talked about a dropdown, so if we did a development activity at the Rentech level and dropped it down to the fertilizer-asset RNF, that would be a fertilizer-related business. So we would not -- I just want to make that clear, we would not do or get involved in alternative energy business and drop that into that MLP. When we mentioned that, we're looking at brownfield opportunities that could be dropped, built at Rentech and dropped in, that would be fertilizer-related only. So I just want to clarify that one. Two, as it relates to the acquisitions that we would be looking at in the energy space, let's call it, may not even necessarily be alternative -- assets looking at -- assets in the alternative energy space would stay at RTK. And anything related to fertilizer and qualifying income related to fertilizer would go into that asset. So we draw a bright line there.

James Jampel

So -- but it is possible you would make acquisitions at the corporate level.

D. Hunt Ramsbottom

Yes.

James Jampel

And when they would be done there at that level, why?

Dan J. Cohrs

To grow the business. If you're talking about fertilizer assets, it's more likely -- if we were acquiring a business that generates cash flow and it's fertilizer-related, we would likely acquire that directly by the MLP. If it's a project that requires some development and it doesn't have current cash flow, but it's fertilizer-related, then the logical thing would be to develop that project at Rentech to get it to be cash flowing and then drop it into the MLP. Did that answer the question?

James Jampel

Yes, yes. Which would be more likely in your view, the one that would require development or the one that will -- could be purchased right by the MLP?

D. Hunt Ramsbottom

I think that's -- time will tell on that. I think we'll let you know as things develop. But I can't speculate which one is more likely.

James Jampel

Okay. And then by the end of the year, you should have north of $200 million in cash, I would guess, on the balance sheet at inc.? Is that fair?

Dan J. Cohrs

That's right, yes.

James Jampel

So how do you look at disposition of that cash in terms of buybacks, dividends, or you saw for acquisitions? How do you weigh those things?

D. Hunt Ramsbottom

Well, we look at them all, and I think whether it's a stock buyback program or acquisitions or growth opportunities for the parent and/or Rentech Nitrogen. So as we look at opportunities, as I've -- we just described, it may be an acquisition for Rentech Nitrogen or it may be a situation where it is, as Dan just described, maybe early on cash flow in the fertilizer space or needs some development work and dropped down. So we look at all of the above in terms of the return on capital and the type of business we can build. That's what I alluded to early on with the -- this other potential business that could be an MLP business, not in the fertilizer space. And I want to make that clarification, we said that there's some businesses in the energy complex that we believe could qualify for an MLP and not our existing MLP.

James Jampel

And just we're asking what types of businesses are those?

D. Hunt Ramsbottom

If I told you, then it would be a little premature right now.

Operator

Our next question is from the line of Peter Park from Park West Asset Management.

Peter S. Park - Park West Asset Management, LLC

I just wanted to make a comment and then also to ask a couple of questions. We would -- as we've talked about in the past, we would strongly encourage you and your board to buy lots of stock back at the current price. And we were very disappointed that you didn't buy any stock back. Secondly, I wanted to just ask and make sure I heard you right as it relates to the R&D and cash SG&A. It sounded like R&D expense and cash G&A would be in the low 30s for 2013, is that right?

D. Hunt Ramsbottom

Well, we haven't done our budgeting for next year, but if -- and we said R&D will be below $10 million, so we're not going to forecast, but certainly, our R&D will be below $10 million.

Peter S. Park - Park West Asset Management, LLC

Okay. What is the amortization period of that stock-based comp? You said it's short, is it half a year, a year?

Dan J. Cohrs

It's less than a year.

Operator

[Operator Instructions] Our next question will come from the line of Anatol Feygin with Loews Corporation.

Anatol Feygin

I will cheat on the one question, but they're short. In the first quarter, the $8 million cash tax payment, that's a onetime payment?

Dan J. Cohrs

Yes, that's correct. That's in association with the IPO transaction, so it's onetime.

Anatol Feygin

Great, so is my math right that pro forma for not making that payment and the distributions that you will receive for the $1.06 distribution from RNF you, in essence, would have had over $200 million of cash at the RTK level?

Dan J. Cohrs

Yes, that would be the right math. That's pro forma on March 31, that's right.

Anatol Feygin

Good. And then the last question is on the share repurchase, and I apologize I got on late so I don't know if you've mentioned this, but nothing obviously done in Q1. Can you tell us if you bought back any stock in Q2 to date?

Dan J. Cohrs

No, we can't. But I mean we will, of course, be disclosing that each quarter. But we just can't comment on it as a matter of course during the quarter.

Anatol Feygin

Yes, okay. Is there -- were there any limitations on you buying back stock Q2 to date?

Dan J. Cohrs

Well certainly there are limitations in terms of volume limitations in our -- in the program that we have, so there are certainly those limitations. But...

Anatol Feygin

But it wasn't -- like during the quiet period you could not buy back stock until you reported?

Dan J. Cohrs

Well, yes, there's that limitation, too. We -- in the last quiet period, was the only time we could -- or the last open period, was the only time that we could have bought back stock. During a closed window, we can't go into the market and buy stock. Now, we actually have put in place a 10b5-1 program during that open window. And so we can say we do have in place a 10b5-1 program, which just by its operation, may result in purchasing stock during a closed window.

Anatol Feygin

Great. Can you tell us what the dates were of the restricted window? I'm assuming it ended when you reported earnings last night, but how long prior to that is...

Dan J. Cohrs

Typically, we will close the window as we lead up to an earnings announcement and open it a few days after the earnings announcement. And then close it again as the end of the quarter approaches.

Operator

Our next question comes from the line of Chris Brown [ph] with Aristides Capital [ph].

Unknown Analyst

Firstly, I'd like to strongly agree with the comments from Park West. Secondly, what would be the tax implications of spinning the remainder of Rentech Nitrogen to Rentech shareholders?

Dan J. Cohrs

Well, look, I don't want to try to do a definitive tax analysis, but I can tell you that we have -- we are aware that, that would be a fully taxable transaction both to Rentech Corporation and to our shareholders when they receive those units. So it's a fully taxable transaction at both levels.

Unknown Analyst

And the NOLs that you currently have, are those at the level of Rentech Corporation or Rentech Nitrogen?

Dan J. Cohrs

At Rentech Corp.

Unknown Analyst

Okay. And what is the value of those NOLs currently?

Dan J. Cohrs

They're right now, in -- they're about $1.15 to $1.20.

Operator

Our next question is from the line of Alex Lerner with Indaba Capital.

Alex Lerner

I was wondering if you guys are planning to implement any kind of dividend.

D. Hunt Ramsbottom

At Rentech Corporate?

Alex Lerner

Yes, that's right.

D. Hunt Ramsbottom

No, not at this time.

Alex Lerner

Okay. And why hasn't the convertible debt been paid? It doesn't seem like there's much use to debt that's due in less than a year. And it just seems like a waste of capital to pay that interest even if it is 4%?

D. Hunt Ramsbottom

We've got the ability to pay debt at any time. Obviously, we've got the cash to do it. And I think as we have described, we have time to pay that off and we are weighing that in different options we have, and how we want to do that as we look at our total capital structure right now, with the different things that we're looking at internally, both in terms of Rentech Nitrogen and in terms of Rentech, Inc.

Operator

And that is all the time we have for questions for today. I will now turn the call back to you, Ms. Dawoodjee. Please proceed with your presentation or closing remarks.

Julie Dawoodjee

Thank you. We'd like to thank everyone who participated on the call today. I encourage you to give me a call if you have any questions about the quarter. Thanks.

Operator

Ladies and gentlemen, that does conclude the conference call for today. We thank you for your participation and ask that you please disconnect your lines. Have a great evening, everyone.

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