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OCEANEERING INTERNATIONAL INCfalse000007375600000737562024-04-242024-04-24

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 24, 2024
OCEANEERING INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
oceaneeringlogo2020a05.jpg
Delaware
1-10945
95-2628227
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
5875 North Sam Houston Parkway West, Suite 400
Houston,
TX
77086
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (713) 329-4500
N/A
(Former name or former address, if changed since last report)

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:
☐    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 stock, par value $0.25 per share
OII
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 24, 2024, Oceaneering International, Inc. ("Oceaneering" or "we") issued a press release announcing Oceaneering's earnings for the first quarter ended March 31, 2024. A copy of that press release is furnished as Exhibit 99.1 to this report and is incorporated by reference into this item 2.02.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be "filed" for the 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, nor shall such information be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, unless specifically identified in such filing as being incorporated by reference in such filing.




Item 9.01    Financial Statements and Exhibits.

(d) Exhibits
99.1
104
Cover Page Interactive Data File (embedded within the Inline XBRL document.)


    





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.

OCEANEERING INTERNATIONAL, INC.
Date: April 24, 2024
By:
/S/ CATHERINE E. DUNN
Catherine E. Dunn
Vice President and Chief Accounting Officer






EX-99.1 2 exhibit_991x8kx1qx2024.htm EX-99.1 OCEANEERING EXHIBIT 1Q2024 EARNINGS RELEASE Document


Exhibit 99.1

Oceaneering Reports First Quarter 2024 Results

HOUSTON, April 24, 2024 – Oceaneering International, Inc. ("Oceaneering") (NYSE:OII) today reported net income of $15.1 million, or $0.15 per share, on revenue of $599 million for the three months ended March 31, 2024. Adjusted net income was $13.9 million, or $0.14 per share, reflecting the positive impact of $(2.2) million in foreign exchange gains, and the associated $0.8 million of tax effects, along with $0.2 million of expenses related to discrete tax adjustments.

Summary of Results
(in thousands, except per share amounts)
For the Three Months Ended
Mar 31, Dec 31,
2024 2023 2023
Revenue $ 599,092  $ 536,987  $ 654,629 
Gross Margin 92,384  77,565  105,629 
Income (Loss) from Operations 36,693  26,750  47,450 
Net Income (Loss) 15,135  4,060  44,529 
Diluted Earnings (Loss) Per Share $ 0.15  $ 0.04  $ 0.43 

For the first quarter of 2024:
•Net income was $15.1 million and consolidated adjusted EBITDA was $61.7 million
•Consolidated operating income was $36.7 million
•Cash flow used in operating activities was $69.7 million and free cash flow was $(95.2) million, with an ending cash position of $355 million

As of March 31, 2024:
•Remotely Operated Vehicles (ROV): fleet count was 250; Q1 utilization was 64%; and Q1 average revenue per day on hire was $10,009
•Manufactured Products backlog was $597 million

Confirmed prior guidance for 2024:
•Net income is expected in the range of $125 million to $155 million
•Consolidated EBITDA is expected in the range of $330 million to $380 million
•Free cash flow generation is expected in the range of $110 million to $150 million
•Capital expenditures are expected in the range of $110 million to $130 million

Roderick A. Larson, President and Chief Executive Officer of Oceaneering, stated, "We are encouraged by our first quarter 2024 results. Our adjusted EBITDA was higher than guided, on better-than-expected activity levels across our businesses. Compared to the same quarter last year, our consolidated first quarter 2024 operating income was 37% higher on a 12% increase in revenue, with higher revenue in all of our business segments and improved operating income in each segment except for our Offshore Projects Group (OPG). These results, when combined with our backlog and current levels of bidding activity, support our unchanged guidance for the year." Subsea Robotics (SSR) first quarter 2024 operating income of $44.2 million was 31% higher than the first quarter of 2023.
1



First Quarter 2024 Segment Results v. First Quarter 2023 Segment Results

EBITDA margin improved to 31%, as compared to the 29% margin achieved in the first quarter of 2023.

Average ROV revenue per day on hire of $10,009 was 9% higher, utilization improved to 64%, and days on hire increased 2% to 14,536. ROV fleet use during the quarter was 66% in drill support and 34% in vessel-based activity, compared to 65% and 35%, respectively, in the first quarter of the prior year.

Manufactured Products operating income improved 17% on a 15% increase in revenue compared to the first quarter of 2023, while operating income margin remained flat at 10%. Backlog was $597 million on March 31, 2024, an increase of $151 million compared to backlog on March 31, 2023. The book-to-bill ratio was 1.30 for the 12-month period ending March 31, 2024, as compared to the book-to-bill ratio of 1.27 for the same period last year.

OPG operating income declined as expected due to drydock expenses incurred during the first quarter of 2024, on an increase in revenue compared to the first quarter of 2023. Operating income margin declined to 1% in the first quarter, from 5% in the first quarter of 2023.

Integrity Management and Digital Solutions (IMDS) operating income improved year over year on a 16% increase in revenue. Operating income margin of 5% was flat.

Aerospace and Defense Technologies (ADTech) operating income increased by $4.3 million. Revenue increased 8% and operating income margin improved to 13% from 9% in the first quarter of 2023.

At the corporate level, Unallocated Expenses of $38 million were below guidance for the quarter but higher than the same period last year.

Second Quarter 2024 Guidance

For the second quarter of 2024, as compared to the first quarter 2024:

•OPG activity levels and operating profitability are expected to be significantly higher;
•SSR and Manufactured Products activity levels and operating profitability are expected to be higher;
•IMDS and ADTech activity levels are expected to be flat and operating profitability is expected to be slightly lower; and
•Unallocated Expenses are forecasted to be in the $40 million range, consistent with prior guidance.

On a consolidated basis, second quarter 2024 operating results are expected to improve, with EBITDA in the range of $80 million to $90 million on a mid-teens percentage increase in revenue.

Updated Full-Year 2024 Guidance

Full-year 2024 consolidated and segment guidance remains the same as provided in the fourth quarter 2023 earnings release, inclusive of the following clarification and addition:

•SSR revenue increase is expected to be in the low- to mid-teens percentage range; and
•Manufactured Products book-to-bill ratio is expected to be in the range of 1.1 to 1.3 for the full year.

2


Non-GAAP Financial Measures

Adjusted net income (loss) and earnings (loss) per share; EBITDA and adjusted EBITDA (as well as EBITDA and adjusted EBITDA margins); and free cash flow are non-GAAP measures that exclude the impacts of certain identified items. Reconciliations to the corresponding GAAP measures are shown in the tables Adjusted Net Income (Loss) and Diluted Earnings (Loss) per Share (EPS), EBITDA and Adjusted EBITDA and Margins, Free Cash Flow, 2024 Adjusted EBITDA and Free Cash Flow Estimates, and EBITDA and Adjusted EBITDA and Margins by Segment. These tables are included below under the caption Reconciliations of Non-GAAP to GAAP Financial Information.

Conference Call Details

Oceaneering has scheduled a conference call and webcast on Thursday, April 25, 2024 at 9:00 a.m. Central Time, to discuss its results for the first quarter of 2024, as well as more detailed
guidance for the full year and second quarter of 2024. Interested parties may listen to the call through a
webcast link posted in the Investor Relations section of Oceaneering's website. A replay of the
conference call will be made available on the website approximately two hours following the conclusion of the live call.

This release contains "forward-looking statements," as defined in the Private Securities Litigation Reform Act of 1995, including, without limitation, statements as to the expectations, beliefs, future expected business and
financial performance and prospects of Oceaneering. More specifically, the forward-looking statements in this
press release include the statements concerning Oceaneering’s: full-year 2024 guidance ranges for net income, consolidated EBITDA, free cash flow generation, capital expenditures, SSR revenue, and Manufactured Products book-to-bill ratio; second-quarter 2024 guidance for consolidated EBITDA, operating segment revenues, operating results, operating profitability, segment activity levels, and Unallocated Expenses; full-year 2024 sequential activity and operating performance across each operating segment, led by OPG, SSR, and Manufactured Products; expectation that 2024 will generate substantial free cash flow; expectations for improved financial performance and condition in 2024, including activity levels by segment; and the characterization, whether positive or otherwise, of market fundamentals, conditions, and dynamics, robotics markets, offshore energy activity levels (including by geographic location), pricing levels, day rates, ROV days on hire, average ROV revenue per day on hire, vessel utilization, growth, bidding activity, outlook, performance, opportunities, and future financials, including as increasing, favorable, positive, encouraging, improving, seasonal, strong, supportive, robust, meaningful, healthy, or significant (which is used herein to indicate a change of 20% or greater).

The forward-looking statements included in this release are based on Oceaneering's current expectations and are subject to certain risks, assumptions, trends, and uncertainties that could cause actual results to differ materially
from those indicated by the forward-looking statements. Among the factors that could cause actual results to differ materially include: factors affecting the level of activity in the oil and gas industry, including worldwide demand for and prices of oil and natural gas, oil and natural gas production growth, and the supply and demand of offshore
drilling rigs; the indirect consequences of climate change and climate-related business trends; actions by
members of OPEC and other oil exporting countries; decisions about offshore developments to be made by oil
and gas exploration, development, and production companies; the use of subsea completions and our ability to
capture associated market share; general economic and business conditions and industry trends; the strength of the industry segments in which we are involved; cancellations of contracts, change orders and other contractual modifications, force majeure declarations, and the exercise of contractual suspension rights and the resulting
adjustments to our backlog; collections from our customers; our future financial performance, including as a result of the availability, terms, and deployment of capital; the consequences of significant changes in currency
exchange rates; the volatility and uncertainties of credit markets; changes in data privacy and security laws,
regulations, and standards; changes in tax laws, regulations, and interpretation by taxing authorities; changes in, or our ability to comply with, other laws and governmental regulations, including those relating to the environment;
the continued availability of qualified personnel; our ability to obtain raw materials and parts on a timely basis and, in some cases, from limited sources; operating risks normally incident to offshore exploration, development, and
production operations; hurricanes and other adverse weather and sea conditions; cost and time associated with drydocking of our vessels; the highly competitive nature of our businesses; adverse outcomes from legal or
regulatory proceedings; the risks associated with integrating businesses we acquire; rapid technological changes; and social, political, military, and economic situations in foreign countries where we do business and the
3


possibilities of civil disturbances, war, other armed conflicts, or terrorist attacks. For a more complete discussion of these and other risk factors, please see Oceaneering’s latest annual report on Form 10-K and subsequent
quarterly reports on Form 10-Q filed with the Securities and Exchange Commission. You should not place undue reliance on forward-looking statements. Except to the extent required by applicable law, Oceaneering undertakes no obligation to update or revise any forward-looking statement.
Oceaneering is a global technology company delivering engineered services and products and robotic solutions to the offshore energy, defense, aerospace, manufacturing, and entertainment industries.
For more information on Oceaneering, please visit www.oceaneering.com.

Contact:
investorrelations@oceaneering.com

Hilary Frisbie
Senior Director, Investor Relations
Oceaneering International, Inc.
713-329-4755

Mark Peterson
Vice President, Corporate Development and Investor Relations
Oceaneering International, Inc.
713-329-4507


- Tables follow on next page -
4


OCEANEERING INTERNATIONAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
Mar 31, 2024 Dec 31, 2023
(in thousands)
ASSETS
Current assets (including cash and cash equivalents of $354,697 and $461,566)
$ 1,237,492  $ 1,305,659 
Net property and equipment 422,089  424,293 
Other assets 569,296  509,054 
Total Assets $ 2,228,877  $ 2,239,006 
LIABILITIES AND EQUITY
Current liabilities $ 703,378  $ 732,476 
Long-term debt 478,173  477,058 
Other long-term liabilities 418,183  395,389 
Equity 629,143  634,083 
Total Liabilities and Equity $ 2,228,877  $ 2,239,006 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended
Mar 31, 2024 Mar 31, 2023 Dec 31, 2023
(in thousands, except per share amounts)
Revenue $ 599,092  $ 536,987  $ 654,629 
Cost of services and products 506,708  459,422  549,000 
Gross margin 92,384  77,565  105,629 
Selling, general and administrative expense 55,691  50,815  58,179 
Income (loss) from operations 36,693  26,750  47,450 
Interest income 3,040  4,466  3,081 
Interest expense (9,204) (9,283) (7,921)
Equity in income (losses) of unconsolidated affiliates 169  639  445 
Other income (expense), net 1,480  78  3,564 
Income (loss) before income taxes 32,178  22,650  46,619 
Provision (benefit) for income taxes 17,043  18,590  2,090 
Net Income (Loss) $ 15,135  $ 4,060  $ 44,529 
Weighted average diluted shares outstanding 102,250  102,029  102,366 
Diluted earnings (loss) per share $ 0.15  $ 0.04  $ 0.43 
The above Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Operations should be read in conjunction with the Company's latest Annual Report on Form 10-K and Quarterly Report on Form 10-Q.
5


SEGMENT INFORMATION
For the Three Months Ended
Mar 31, 2024 Mar 31, 2023 Dec 31, 2023
($ in thousands)
Subsea Robotics
Revenue $ 186,932  $ 169,161  $ 199,505 
Gross margin $ 56,776  $ 44,631  $ 64,085 
Operating income (loss) $ 44,237  $ 33,654  $ 50,594 
Operating income (loss) % 24  % 20  % 25  %
ROV days available 22,750  22,500  23,000 
ROV days utilized 14,536  14,228  15,682 
ROV utilization 64  % 63  % 68  %
Manufactured Products
Revenue $ 129,453  $ 112,939  $ 132,994 
Gross margin $ 22,461  $ 19,754  $ 13,923 
Operating income (loss) $ 13,190  $ 11,280  $ 5,435 
Operating income (loss) % 10  % 10  % %
Backlog at end of period $ 597,000  $ 446,000  $ 622,000 
Offshore Projects Group
Revenue $ 115,054  $ 104,307  $ 161,239 
Gross margin $ 8,968  $ 13,024  $ 26,269 
Operating income (loss) $ 844  $ 5,514  $ 15,155 
Operating income (loss) % % % %
Integrity Management & Digital Solutions
Revenue $ 69,690  $ 60,083  $ 65,977 
Gross margin $ 9,896  $ 8,849  $ 9,914 
Operating income (loss) $ 3,615  $ 3,082  $ 3,205 
Operating income (loss) % % % %
Aerospace and Defense Technologies
Revenue $ 97,963  $ 90,497  $ 94,914 
Gross margin $ 18,803  $ 15,100  $ 17,350 
Operating income (loss) $ 12,808  $ 8,496  $ 11,010 
Operating income (loss) % 13  % % 12  %
Unallocated Expenses
Gross margin $ (24,520) $ (23,793) $ (25,912)
Operating income (loss) $ (38,001) $ (35,276) $ (37,949)
Total
Revenue $ 599,092  $ 536,987  $ 654,629 
Gross margin $ 92,384  $ 77,565  $ 105,629 
Operating income (loss) $ 36,693  $ 26,750  $ 47,450 
Operating income (loss) % % % %
The above Segment Information does not include adjustments for non-recurring transactions. See the tables below under the caption "Reconciliations of Non-GAAP to GAAP Financial Information" for financial measures that our management considers in evaluating our ongoing operations.
6


SELECTED CASH FLOW INFORMATION
For the Three Months Ended
Mar 31, 2024 Mar 31, 2023 Dec 31, 2023
(in thousands)
Capital Expenditures, including Acquisitions $ 25,518  $ 18,308  $ 34,045 
Depreciation and Amortization:
Energy Services and Products
Subsea Robotics $ 12,810  $ 14,940  $ 13,264 
Manufactured Products 3,175  3,044  3,096 
Offshore Projects Group 6,435  7,128  6,921 
Integrity Management & Digital Solutions 1,259  858  902 
Total Energy Services and Products 23,679  25,970  24,183 
Aerospace and Defense Technologies 603  653  619 
Unallocated Expenses 2,776  1,198  695 
  Total Depreciation and Amortization $ 27,058  $ 27,821  $ 25,497 
 
7



RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION

In addition to financial results determined in accordance with U.S. generally accepted accounting principles ("GAAP"), this Press Release also includes non-GAAP financial measures (as defined under certain rules and regulations promulgated by the Securities and Exchange Commission). We have included Adjusted Net Income (Loss) and Diluted Earnings (Loss) per Share, each of which excludes the effects of certain specified items, as set forth in the tables that follow. As a result, these amounts are non-GAAP financial measures. We believe these are useful measures for investors to review because they provide consistent measures of the underlying results of our ongoing business. Furthermore, our management uses these measures as measures of the performance of our operations. We have also included disclosures of Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA), EBITDA Margins, 2023 Adjusted EBITDA Estimates, and Free Cash Flow, as well as the following by segment: EBITDA, EBITDA Margins, Adjusted EBITDA and Adjusted EBITDA Margins. We define EBITDA Margin as EBITDA divided by revenue. Adjusted EBITDA and Adjusted EBITDA Margins and related information by segment exclude the effects of certain specified items, as set forth in the tables that follow. EBITDA and EBITDA Margins, Adjusted EBITDA and Adjusted EBITDA Margins, and related information by segment are each non-GAAP financial measures. We define Free Cash Flow as cash flow provided by operating activities less organic capital expenditures (i.e., purchases of property and equipment other than those in business acquisitions). We have included these disclosures in this press release because EBITDA, EBITDA Margins and Free Cash Flow are widely used by investors for valuation purposes and for comparing our financial performance with the performance of other companies in our industry, and the adjusted amounts thereof provide more consistent measures than the unadjusted amounts. Furthermore, our management uses these measures for purposes of evaluating our financial performance. Our presentation of EBITDA, EBITDA Margins and Free Cash Flow (and the Adjusted amounts thereof) may not be comparable to similarly titled measures other companies report. Non-GAAP financial measures should be viewed in addition to and not as substitutes for our reported operating results, cash flows or any other measure prepared and reported in accordance with GAAP. The tables that follow provide reconciliations of the non-GAAP measures used in this press release to the most directly comparable GAAP measures.
8


RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)
Adjusted Net Income (Loss) and Diluted Earnings (Loss) per Share (EPS)
For the Three Months Ended
Mar 31, 2024 Mar 31, 2023 Dec 31, 2023
Net Income (Loss) Diluted EPS Net Income (Loss) Diluted EPS Net Income (Loss) Diluted EPS
(in thousands, except per share amounts)
Net income (loss) and diluted EPS as reported in accordance with GAAP $ 15,135  $ 0.15  $ 4,060  $ 0.04  $ 44,529  $ 0.43 
Pre-tax adjustments for the effects of:
Foreign currency (gains) losses (2,197) (267) (2,275)
Total pre-tax adjustments (2,197) (267) (2,275)
Tax effect on pre-tax adjustments at the applicable jurisdictional statutory rate in effect for respective periods 790  84  851 
Discrete tax items:
    Share-based compensation (1,926) (1,367) (58)
    Uncertain tax positions (149) 89  (2,036)
    Valuation allowances 4,571  3,576  (20,350)
    Other (2,336) (793) (1,230)
Total discrete tax adjustments 160  1,505  (23,674)
Total of adjustments (1,247) 1,322  (25,098)
Adjusted Net Income (Loss) $ 13,888  $ 0.14  $ 5,382  $ 0.05  $ 19,431  $ 0.19 
Weighted average diluted shares outstanding utilized for Adjusted Net Income (Loss) 102,250  102,029  102,366 



9


RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)
EBITDA and Adjusted EBITDA and Margins
For the Three Months Ended
Mar 31, 2024 Mar 31, 2023 Dec 31, 2023
($ in thousands)
Net income (loss) $ 15,135  $ 4,060  $ 44,529 
Depreciation and amortization 27,058  27,821  25,497 
Subtotal 42,193  31,881  70,026 
Interest expense, net of interest income 6,164  4,817  4,840 
Amortization included in interest expense (1,479) 26  460 
Provision (benefit) for income taxes 17,043  18,590  2,090 
EBITDA 63,921  55,314  77,416 
Adjustments for the effects of:
Foreign currency (gains) losses (2,197) (267) (2,275)
Total of adjustments (2,197) (267) (2,275)
Adjusted EBITDA $ 61,724  $ 55,047  $ 75,141 
Revenue $ 599,092  $ 536,987  $ 654,629 
EBITDA margin % 11  % 10  % 12  %
Adjusted EBITDA margin % 10  % 10  % 11  %



Free Cash Flow
For the Three Months Ended
Mar 31, 2024 Mar 31, 2023 Dec 31, 2023
(in thousands)
Net Income (loss) $ 15,135  $ 4,060  $ 44,529 
Non-cash adjustments:
Depreciation and amortization 27,058  27,821  25,497 
Other non-cash 2,682  (188) (22,486)
Other increases (decreases) in cash from operating activities (114,592) (74,612) 105,275 
Cash flow provided by (used in) operating activities (69,717) (42,919) 152,815 
Purchases of property and equipment (25,518) (18,308) (34,045)
Free Cash Flow $ (95,235) $ (61,227) $ 118,770 
10


RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)
2024 EBITDA Estimates
For the Three Months Ended
June 30, 2024
Low High
(in thousands)
Income (loss) before income taxes $ 50,000  $ 56,000 
Depreciation and amortization 24,000  27,000 
Subtotal 74,000  83,000 
Interest expense, net of interest income 6,000  7,000 
EBITDA $ 80,000  $ 90,000 
For the Year Ended
December 31, 2024
Low High
(in thousands)
Income (loss) before income taxes $ 206,000  $ 242,000 
Depreciation and amortization 100,000  110,000 
Subtotal 306,000  352,000 
Interest expense, net of interest income 24,000  28,000 
EBITDA $ 330,000  $ 380,000 
2024 Free Cash Flow Estimate
For the Year Ended
December 31, 2024
Low High
(in thousands)
Net income (loss) $ 125,000  $ 155,000 
Depreciation and amortization 100,000  110,000 
Other increases (decreases) in cash from operating activities (5,000) 15,000 
Cash flow provided by (used in) operating activities 220,000  280,000 
Purchases of property and equipment (110,000) (130,000)
Free Cash Flow $ 110,000  $ 150,000 
11


RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)
EBITDA and Adjusted EBITDA and Margins by Segment
For the Three Months Ended March 31, 2024
SSR MP OPG IMDS ADTech Unallocated Expenses and other Total
($ in thousands)
Operating Income (Loss) as reported in accordance with GAAP $ 44,237  $ 13,190  $ 844  $ 3,615  $ 12,808  $ (38,001) $ 36,693 
Adjustments for the effects of:
Depreciation and amortization 12,810  3,175  6,435  1,259  603  2,776  27,058 
Other pre-tax —  —  —  —  —  170  170 
EBITDA 57,047  16,365  7,279  4,874  13,411  (35,055) 63,921 
Adjustments for the effects of:
Foreign currency (gains) losses —  —  —  —  —  (2,197) (2,197)
Total of adjustments —  —  —  —  —  (2,197) (2,197)
Adjusted EBITDA $ 57,047  $ 16,365  $ 7,279  $ 4,874  $ 13,411  $ (37,252) $ 61,724 
Revenue $ 186,932  $ 129,453  $ 115,054  $ 69,690  $ 97,963  $ 599,092 
Operating income (loss) % as reported in accordance with GAAP 24  % 10  % % % 13  % %
EBITDA Margin 31  % 13  % % % 14  % 11  %
Adjusted EBITDA Margin 31  % 13  % % % 14  % 10  %
For the Three Months Ended March 31, 2023
SSR MP OPG IMDS ADTech Unallocated Expenses and other Total
($ in thousands)
Operating Income (Loss) as reported in accordance with GAAP $ 33,654  $ 11,280  $ 5,514  $ 3,082  $ 8,496  $ (35,276) $ 26,750 
Adjustments for the effects of:
Depreciation and amortization 14,940  3,044  7,128  858  653  1,198  27,821 
Other pre-tax —  —  —  —  —  743  743 
EBITDA 48,594  14,324  12,642  3,940  9,149  (33,335) 55,314 
Adjustments for the effects of:
Foreign currency (gains) losses —  —  —  —  —  (267) (267)
Total of adjustments —  —  —  —  —  (267) (267)
Adjusted EBITDA $ 48,594  $ 14,324  $ 12,642  $ 3,940  $ 9,149  $ (33,602) $ 55,047 
Revenue $ 169,161  $ 112,939  $ 104,307  $ 60,083  $ 90,497  $ 536,987 
Operating income (loss) % as reported in accordance with GAAP 20  % 10  % % % % %
EBITDA Margin 29  % 13  % 12  % % 10  % 10  %
Adjusted EBITDA Margin 29  % 13  % 12  % % 10  % 10  %
`
12


RECONCILIATIONS OF NON-GAAP TO GAAP FINANCIAL INFORMATION
(continued)
EBITDA and Adjusted EBITDA and Margins by Segment
For the Three Months Ended December 31, 2023
SSR MP OPG IMDS ADTech Unallocated Expenses and other Total
($ in thousands)
Operating Income (Loss) as reported in accordance with GAAP $ 50,594  $ 5,435  $ 15,155  $ 3,205  $ 11,010  $ (37,949) $ 47,450 
Adjustments for the effects of:
Depreciation and amortization 13,264  3,096  6,921  902  619  695  25,497 
Other pre-tax —  —  —  —  —  4,469  4,469 
EBITDA 63,858  8,531  22,076  4,107  11,629  (32,785) 77,416 
Adjustments for the effects of:
Foreign currency (gains) losses —  —  —  —  —  (2,275) (2,275)
Total of adjustments —  —  —  —  —  (2,275) (2,275)
Adjusted EBITDA $ 63,858  $ 8,531  $ 22,076  $ 4,107  $ 11,629  $ (35,060) $ 75,141 
Revenue $ 199,505  $ 132,994  $ 161,239  $ 65,977  $ 94,914  $ 654,629 
Operating income (loss) % as reported in accordance with GAAP 25  % % % % 12  % %
EBITDA Margin 32  % % 14  % % 12  % 12  %
Adjusted EBITDA Margin 32  % % 14  % % 12  % 11  %
13