~Westport Consolidated Adjusted EBITDA improved 54% over the prior year
and 47% over the prior quarter~
VANCOUVER, March 29, 2016 /CNW/ – Westport Innovations Inc. (TSX:WPT /
NASDAQ:WPRT), engineering the world's most advanced natural gas engines
and vehicles, today reported financial results for the year ended
December 31, 2015 and provided an update on operations. All figures are
in U.S. dollars unless otherwise stated.
“Westport achieved its four major goals for 2015 and we believe we are
well positioned for 2016, despite continued turbulence in global energy
markets, as we transition from an R&D and market creation company to a
profitable, growing operating business,” said David Demers, CEO of
Westport. “We reset our product investment programs with our global
original equipment manufacturer (“OEM”) partners and concluded
commercial terms for Westport™ HPDI 2.0 launch with our lead customer.
We rationalized and consolidated our current product portfolio for cost
reduction and margin improvement. This element of our strategy will be
considerably expanded with our anticipated merger with Fuel Systems
Solutions, Inc. (“Fuel Systems”), of course. We have previously
announced non-core asset sales as part of the Cartesian Capital
financing and remain committed to monetizing the remaining non-core
assets this year. And throughout the year, we continued to find cost
reduction and synergies across our global business, such that despite
significant challenges in some markets, we were able to maintain
strategic product investment programs while improving year over year
consolidated adjusted EBITDA and cash used in operations by more than
50%.”
“As we look forward to 2016, Cummins Westport Inc. (“CWI”) is positioned
for another strong year, with two major product launches—the 6.7 litre
engine, and the new near-zero NOx ultra low emission engine. Emissions
from this engine are so low that an entire fleet of 1,000 buses
equipped with this new engine would have the same NOx emissions as a
single 1980's era diesel bus. On Westport HPDI 2.0, we shipped
production level design components to our OEM customers as scheduled
this quarter, and will be releasing production prototypes on schedule
next quarter. We expect test trucks to be in our customers' hands
before the end of the year and preliminary sales in 2017—on target and
on budget. The anticipated merger with Fuel Systems provides a
significant opportunity to achieve scale and synergies in our OEM
component business, the independent aftermarket business, our delayed
OEM (“DOEM”) businesses world wide and our industrial products
business. We expect to provide more details on our financial outlook
for 2016 once the merger with Fuel Systems has closed, which we expect
to occur in April.”
2015 HIGHLIGHTS
2015 product highlights included the launch of the new Volvo Car Drive-E
powertrain bi-fuel engine, and the completion of a major engine program
with a new Westport™ HPDI engine customer. Westport announced the
introduction of the 2016 Ford F-150 5.0L dedicated propane engine. The
CWI ISL G Near Zero natural gas engine was the first mid-range engine
in North America to achieve United States' Environmental Protection
Agency (“EPA”) and California Air Resources Board optional Near Zero
NOx certification. The ISL G Near Zero engine NOx exhaust emissions are
certified to be 95% lower than the current EPA NOx limit.
On an operational level, management remains committed to its cost
management program and reaching sustainable profitability and
technology leadership, as demonstrated by a significant improvement in
adjusted EBITDA for the 2015 quarter and year ended December 31, 2015
compared to the same periods last year. Operating adjusted EBITDA was a
loss of $1.7 million for the quarter ending December 31, 2015 and a
loss of $5.2 million for the full year compared with a loss of $11.6
million and a loss of $17.6 million for the same periods last year.
Consolidated adjusted EBITDA, including R&D investments and income from
joint ventures, improved 47% to a loss of $12.3 million for the
quarter, and improved 54% to a loss of $39 million for the full year,
compared with a loss of $23 million and a loss of $83.9 million for the
same periods last year.
CWI revenue for the year ended December 31, 2015 decreased $5.3 million,
or 2% from $337.2 million to $331.9 million when compared against 2014,
primarily due to macroeconomic conditions in some markets and the
relative weakness of international currencies against the U.S. dollar.
Operating income improved by 142% to $50.2 million – a record for CWI.
Weichai Westport Inc. (“WWI”) revenue was $186.0 million on 15,956 units
for the year ended December 31, 2015, a decrease of 70% in revenue
compared to 2014. WWI reported operating income of $4.5 million for the
quarter ended December 31, 2015, a decrease of 85% over the same period
last year primarily due to lower units sold. Westport's WWI results are
in-line with general market conditions in China and in-line with diesel
truck sales. Truck demand remains subdued, as demonstrated by the
decrease of recent monthly commercial vehicle sales in China
year-over-year, according to China Association of Automotive
Manufacturers.
In 2015, Westport revenues were $25.1 million for the quarter, compared
to $27.4 million for the same period last year and $103.3 million for
the year ended December 31, 2015 compared to $130.6 million for the
same period last year. Adjusted revenue for the fourth quarter ended
December 31, 2015 was $32.1 million and $110.3 million for the year
ended December 31, 2015. In the fourth quarter, Westport launched its
first low pressure LNG pump systems or LPP systems in China. This is
the first “China-specific” product launch for Westport outside the
joint venture and has been developed in partnership with a major truck
manufacturer in China to complement Weichai Westport natural gas
engines. Although the systems were delivered to our customer before the
end of the year, we have concluded that it is more appropriate to
recognize the revenue of $7.0 million for this program when we receive
payment. This program was included in our annual revenue budgets and to
allow comparison with earlier estimates, we have included it in a
non-GAAP measure of adjusted revenue from Westport operations.
The decline in Westport revenues year over year reflects currency
volatility and significant headwinds in our North American Ford
business, although our European business had a good year and a strong
fourth quarter. Approximately $12 million, or 10%, of the revenue
decline is due to unfavourable currency translation from Euro to U.S.
dollars. In Euro terms, the European component business increased
revenue from Euro 67 million in 2014 to Euro 73 million in 2015,
primarily as a result of the Prins acquisition late in 2014. Adjusted
revenue and adjusted EBITDA are Non-GAAP financial measure. See the
Non-GAAP Financial Measures section of this news release for
reconciliation to the most directly comparable GAAP measure.
KEY COMPONENTS TO WESTPORT STRATEGY IN 2016
-
Our major system development program, Westport HPDI 2.0, is on schedule
and on budget for commercial release to our OEM customers. We are now
transitioning from technology and component development to commercial
sales and marketing programs with global OEMs. Our recently announced
partnership with AVL will help to ensure that we have resources to
support the global interest in this product offering -
Westport expects to complete the merger with Fuel Systems in the next
few weeks and complete a post-merger integration plan, which we
forecast will generate significant combined cost savings and synergies
by 2018, as well as a significantly stronger combined product line in
four major business divisions – OEM components, independent aftermarket
components, industrial products and DOEM services. We will update the
public on cost savings and revenue expectations after closing the
merger with Fuel Systems. -
Westport expects to complete non-core asset sales, and rationalize
operations and corporate costs as appropriate. -
Our post-merger combined balance sheet plus additional funding through
Cartesian Capital allows us to increase our focus on streamlining
operations, investing in innovative technology and launching key
products into attractive markets. -
Westport intends to continue to drive cost efficiencies and reduce
global overhead expenses within the merged entities.
ENVIRONMENTAL IMPACT – MORE IMPORTANT THAN EVER
The environmental performance of the transportation sector is facing
heightened regulatory focus with more stringent requirements for
increased engine efficiency, improved urban air quality, and green
house gas (“GHG”) emission reductions. Next generation natural gas
engines, including Westport HPDI 2.0 are expected to offer significant
enhancements, including: a closer match to the base diesel engine
efficiency; careful optimization of combustion to limit unburnt methane
emissions to less than 0.2% total fuel flow; and capture of regulator
ventilation.
Well-to-wheels (“WTW”) comparisons of emissions related to natural gas
versus gasoline and diesel vehicles can produce varying results given a
range of complex factors including assumptions concerning upstream
methane emissions, and the fuel efficiency of the particular engine
being considered. On a WTW basis, natural gas reduces overall GHG
emissions by 15% to 23% compared to diesel and gasoline.
When coupled with blends of renewable natural gas, which has the lowest
carbon intensity value within the state of California's Low Carbon Fuel
Standard, a heavy-duty natural gas engine can deliver significant GHG
emission reductions of more than 80% versus a comparable diesel engine.
Westport will provide further updates on its technology and GHG impact
throughout 2016.
FINANCIAL OUTLOOK FOR 2016
Westport will provide full year guidance after closing the merger with
Fuel Systems.
CASH AND PRIORITIZATION OF INVESTMENTS
-
As of December 31, 2015, Westport's cash, cash equivalents, and
short-term investments balance was $27.8 million. Cash used in
operations, excluding changes in working capital, plus dividends
received from joint ventures for the fourth quarter of 2015 was $17.0
million—a sequential increase of 15% or $2.2 million from the quarter
ended September 30, 2015. The increase is primarily due to additional
one-time costs related to the merger with Fuel Systems. -
Subsequent to year end, Westport announced that it had entered into an
agreement with Cartesian Capital Group for up to $71.3 million in
financing to support global growth initiatives. Westport has received
$17.5 million in non-dilutive capital subsequent to year end and
anticipates receiving additional capital contingent on reaching key
milestones and establishing new investment opportunities. This
financing package includes a contingent payment (derived substantially
from future Westport HPDI product sales), a convertible debenture,
non-core asset sales, and incremental funding capacity to support
future product development. -
Cash used in operations, excluding changes in working capital, plus
dividends received from joint ventures for the year ended December 31,
2015 was $46.8 million, a sequential decrease of 52% or $50.8 million
from $97.6 million the prior year. The improvements result from
prioritization of investment programs, cost discipline and favourable
impacts of foreign currency translation from the Canadian dollar and
Euro to the U.S. dollar equivalent. -
Research and development expenditures for the quarter largely relate to
program work associated with Westport HPDI 2.0 development partners and
suppliers. HPDI OEM development programs have begun shifting from the
design and development phase into the testing and validation phase,
with the delivery of production design intent components to OEM
customers for vehicle integration expected in mid-2016. Investments in
Westport HPDI development programs continue to be on track to deliver
on our product revenue expectations. -
Westport reduced its combined operating expenses by $8.5 million to
$26.4 million for the quarter ended December 31, 2015 and by $36.9
million to $105.5 million for the year ended December 31, 2015,
compared to the same periods last year. The improvements are due to
prioritization of investment programs, cost discipline and favourable
impacts of foreign currency translation from the Canadian dollar and
Euro to the U.S. dollar equivalent.
Q4 2015 FINANCIAL HIGHLIGHTS
FOURTH QUARTER AND FISCAL YEAR 2015 FINANCIAL HIGHLIGHTS | ||||||||||||||
3 MONTHS ENDED DEC 31 | Change | 12 MONTHS ENDED DEC 31 | Change | |||||||||||
($ in millions, except per share amounts) | 2015 | 2014 | Better / (Worse) | 2015 | 2014 | Better / (Worse) | ||||||||
Westport adjusted revenues(1) | $ | 32.1 | $ | 27.4 | 16.1% | $ | 110.3 | $ | 130.6 | (15.5)% | ||||
Westport revenues | $ | 25.1 | $ | 27.4 | (9.5)% | $ | 103.3 | $ | 130.6 | (20.9)% | ||||
Westport gross margin | 3.6 | (1.2) | 400.0% | 20.0 | 32.7 | (38.8)% | ||||||||
Westport gross margin percentage | 14.5 | % | (4.4) | % | — | 19.4 | % | 25.0 | % | — | ||||
Operating expenses (Research and development, general and administrative and sales and marketing) |
26.4 | 34.9 | 24.4% | 105.5 | 142.4 | 25.8% | ||||||||
Income from unconsolidated joint ventures | 4.9 | 11.4 | (57.0)% | 18.3 | 14.2 | 28.9% | ||||||||
Consolidated adjusted EBITDA(1) | (12.3) | (23.0) | 46.5% | (39.0) | (83.9) | 53.5% | ||||||||
Cash and short-term investments balance | 27.8 | 94.0 | (70.4)% | 27.8 | 94.0 | (70.4)% | ||||||||
Net loss | (23.3) | (64.9) | 64.1% | (98.4) | (149.6) | 34.2% | ||||||||
Net loss per share | (0.35) | (1.02) | 65.7% | (1.53) | (2.37) | 35.4% |
Note:(1) Non-GAAP financial measures. See the Non-GAAP Financial
Measures section of this news release for reconciliation to the most
directly comparable GAAP measure.
-
Adjusted revenue for the quarter ended December 31, 2015 was $31.8
million compared with $27.4 million for the same period last year. The
increase in adjusted revenue for the fourth quarter of 2015 compared to
the fourth quarter of 2014 was primarily related to the introduction
into the market and first time sale of low pressure pump (“LPP”)
systems in China for $7.0 million. In accordance with GAAP, our revenue
for the quarter was $24.8 million, as the revenue on the $7.0 million
LPP systems shipment will be recognized when the cash is received.
Costs associated with LPP will be deferred along with the revenue.
Adjusted revenue for the year ended December 31, 2015 was $110.3
million compared to $130.6 in the prior year period. Our GAAP revenue
for the year was $103.3 million. The reduction in adjusted revenue for
the year ended December 31, 2015 compared to last year was primarily
due to reductions in Ford product sales and currency translation from
the Euro to U.S. dollar. Our European operations' revenue was $73
million Euros compared to $67 million Euros for the same period last
year, an increase of 9% -
Gross margin percentage for the year ended December 31, 2015 was 19.4%
including obsolescence charges of $8.7 million and 27.8% for the year
ended December 31, 2014 including obsolescence charges of $2.1 million
in the prior year. Adjusted gross margin excluding these charges would
have been 26.0% and 26.6% on a year-over-year basis. Contributing to
the reduction in gross margin on a year-over-year basis is changes in
product mix. -
Operating expenses were $26.4 million for the quarter ended December 31,
2015, a decrease of $8.5 million from $34.9 million in the same period
last year primarily driven by a reduction in program expenses,
decreased headcount, as well as favourable impacts of foreign currency
translation to the U.S. dollar equivalent. Operating expenses were
$105.5 million for the year ended December 31, 2015, a decrease of
$36.7 million from $142.4 million in the same period last year, driven
by the same actions as above. -
Selling, general and administrative expenses were $12.6 million for the
quarter ended December 31, 2015, a decrease of $3.1 million from $15.7
million in the same period last year primarily driven by a decreased
headcount, as well as favourable impacts of foreign currency
translation from the Canadian dollar and Euro to the U.S. dollar
equivalent.
CUMMINS WESTPORT INC. HIGHLIGHTS
CUMMINS WESTPORT HIGHLIGHTS | |||||||||||||||||
3 MONTHS ENDED DEC 31 | Change | 12 MONTHS ENDED DEC 31 | Change | ||||||||||||||
($ in millions) | 2015 | 2014 | Better / (Worse) | 2015 | 2014 | Better / (Worse) | |||||||||||
Units | 2,372 | 3,382 | (29.9)% | 9,940 | 10,512 | (5.4)% | |||||||||||
Revenue | $ | 83.4 | $ | 107.0 | (22.1)% | $ | 331.9 | $ | 337.2 | (1.6)% | |||||||
Gross margin | 26.9 | 33.0 | (18.5)% | 103.8 | 66.4 | 56.3% | |||||||||||
Gross margin % | 32.3 | % | 30.8 | % | — | 31.3 | % | 19.7 | % | — | |||||||
Operating expenses | 15.1 | 12.2 | 23.8% | 53.7 | 44.8 | 19.9% | |||||||||||
Segment operating income | 11.9 | 20.8 | (42.8)% | 50.2 | 21.6 | 132.4% | |||||||||||
Westport's 50% interest | 4.3 | 7.7 | (44.2)% | 17.1 | 8.1 | 111.1% |
-
Revenue was $83.4 million on 2,372 units for the quarter ended December
31, 2015, a decrease of 22.1% in revenue over the same period last
year. Revenues decreased on a quarterly basis primarily as a result of
decreased volumes attributed to macroeconomic conditions and weakness
in international markets due to the strong U.S. dollar. -
Revenue during the year ended December 31, 2015 decreased $5.3 million,
or 1.6% from $337.2 million to $331.9 million when compared against the
same period last year. CWI product revenue for the year ended December
31, 2015 decreased $9.6 million, or 3.4%, to $274.0 million on sales of
9,940 units, compared to $283.6 million and 10,512 units for the year
ended December 31, 2014, which was primarily attributed to the decline
of the price of oil and other macroeconomic conditions. CWI parts
revenue for the year ended December 31, 2015 was $57.8 million compared
with $53.7 million for the year ended December 31, 2014 which was
primarily attributed to the increase of natural gas engine population
in service. -
Gross margin during the quarter ended December 31, 2015 decreased $6.1
million from $33.0 million to $26.9 million when compared against the
same quarter last year due primarily to decreased sales. Gross margin
percentage during the quarter ended December 31, 2015 increased by 4.9%
from 30.8% to 32.3% primarily due to higher margins in part sales. -
Gross margin for the year ended December 31, 2015 increased $37.4
million from $66.4 million to $103.8 million when compared against the
same period last year. Gross margin percentage during the year ended
December 31, 2015 increased 58.9% from 19.7% to 31.3%. This increase in
CWI gross margin percentage was due primarily to a favourable decrease
of $23.5 million in net warranty adjustments and net extended coverage
claims and a mix of sales compared to the year ended December 31, 2014.
Reliability of the ISL G engine has continued to improve as a result of
hardware and calibration changes. -
CWI operating income to Westport for the quarter ended December 31, 2015
was $11.9 million compared with $20.8 million for the same period last
year. Operating income as a percentage of revenue decreased from 19.4%
to 14.3%. This is primarily related to a decrease in revenues. In
addition, the fourth quarter of 2014 had a larger favourable warranty
adjustment than the current quarter which has the effect of increasing
operating income.
WEICHAI WESTPORT INC. HIGHLIGHTS
WEICHAI WESTPORT HIGHLIGHTS | |||||||||||||||||
3 MONTHS ENDED DEC 31 | Change | 12 MONTHS ENDED DEC 31 | Change | ||||||||||||||
($ in millions) | 2015 | 2014 | Better / (Worse) | 2015 | 2014 | Better / (Worse) | |||||||||||
Units | 5,062 | 16,176 | (68.7)% | 15,956 | 51,006 | (68.7)% | |||||||||||
Revenue | $ | 54.6 | $ | 192.8 | (71.7)% | $ | 186.0 | $ | 618.5 | (69.9)% | |||||||
Gross margin | 6.3 | 28.5 | (77.9)% | 21.4 | 52.5 | (59.2)% | |||||||||||
Gross margin percentage | 11.6 | % | 14.8 | % | — | 11.5 | % | 8.5 | % | — | |||||||
Operating expenses | 4.5 | 16.3 | (72.4)% | 17.6 | 32.2 | (45.3)% | |||||||||||
Segment operating income | 1.8 | 12.2 | (85.2)% | 3.8 | 20.3 | (81.3)% | |||||||||||
Westport's 35% interest | 0.4 | 3.6 | (88.9)% | 1.0 | 6.0 | (83.3)% |
-
WWI revenue was $186.0 million on 15,956 units for the year ended
December 31, 2015, a decrease of 69.9% in revenue compared to the prior
year. Fourth quarter results were similar to year end results.
Westport's WWI results are in-line with general market conditions in
China and in-line with diesel truck sales. Truck demand remains
subdued, as demonstrated by the decrease of recent monthly commercial
vehicle sales in China year-over-year, according to China Association
of Automotive Manufacturers. -
For the quarter ended December 31, 2015, gross margin percentage was
reduced to 11.6% compared with 14.8% in the prior year. The decrease in
gross margin percentage relates to a decrease in the number of engines
sold. -
WWI reported operating income of $4.5 million for the quarter ended
December 31, 2015, a decrease of 85.2% over the same period last year
primarily due to lower units sold. -
WWI's operating income attributable to Westport for the quarter ended
December 31, 2015 was $0.4 million compared with $3.6 million in the
prior year period.
NON-GAAP FINANCIAL MEASURES
Adjusted EBITDA
Adjusted EBITDA is used by management to review operational progress of
its business units and investment programs over successive periods and
as a long-term indicator of operational performance since it ties
closely to the unit's ability to generate sustained cash flows.
Westport defines Adjusted EBITDA as net loss attributed to the business
unit or the consolidated company excluding expenses for (a) income
taxes, (b) depreciation and amortization, (c) interest expense, net,
(d) non-cash and other unusual adjustments, (e) amortization of
stock-based compensation, and (f) unrealized foreign exchange gain or
loss. Adjusted EBITDA includes Westport's share of income from the
joint ventures (“JVs”).
The term Adjusted EBITDA is not defined under U.S. generally accepted
accounting principles (“U.S. GAAP”) and is not a measure of operating
income, operating performance or liquidity presented in accordance with
U.S. GAAP. Adjusted EBITDA has limitations as an analytical tool, and
when assessing Westport's operating performance, investors should not
consider Adjusted EBITDA in isolation, or as a substitute for net loss
or other consolidated statement of operations data prepared in
accordance with U.S. GAAP. Among other things, Adjusted EBITDA does not
reflect Westport's actual cash expenditures. Other companies may
calculate similar measures differently than Westport, limiting their
usefulness as comparative tools. Westport compensates for these
limitations by relying primarily on its GAAP results and using Adjusted
EBITDA only supplementally.
ADJUSTED EBITDA RESULTS | ||||||||||||
($ in millions) | 3 MONTHS ENDED DEC 31 | 12 MONTHS ENDED DEC 31 | ||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||
Net loss | $ | (23.8) | $ | (64.9) | $ | (98.4) | $ | (149.6) | ||||
Provision for income taxes | (0.1) | (0.2) | 0.7 | (0.6) | ||||||||
Depreciation and amortization | 3.3 | 5.1 | 13.7 | 18.7 | ||||||||
Interest expense, net | 1.3 | 2.5 | 5.7 | 5.7 | ||||||||
Non-cash and other unusual adjustments | 3.0 | 35.4 | 36.0 | 35.7 | ||||||||
Amortization of stock-based compensation | 3.5 | — | 14.9 | 9.6 | ||||||||
Unrealized foreign exchange gain | 0.5 | (0.9) | (11.6) | (3.4) | ||||||||
Total Adjusted EBITDA | $ | (12.3) | $ | (23.0) | $ | (39.0) | $ | (83.9) | ||||
BUSINESS UNITS ADJUSTED EBITDA | ||||||||||
($ in millions) | ADJUSTMENTS | |||||||||
SEGMENT OPERATING INCOME (LOSS) |
WESTPORT SHARE OF INCOME FROM THE JVS |
STOCK-BASED COMPENSATION AND NON-CASH |
ADJUSTED EBITDA | |||||||
For the 3 Months Ended Dec. 31, 2015 | ||||||||||
Operating Business Units | $ | (2.9) | $ | 0.2 | $ | 1.0 | $ | (1.7) | ||
Corporate and Technology Investments | (20.4) | 4.7 | 5.1 | (10.6) | ||||||
Total Adjusted EBITDA | $ | (23.3) | $ | 4.9 | $ | 6.1 | $ | (12.3) | ||
BUSINESS UNITS ADJUSTED EBITDA (prior periods, for reference) | ||||||||||||||
($ in millions) | DEC 31, 2015 | SEPT 30, 2015 | JUNE 30, 2015 | MAR 31, 2015 | ||||||||||
Operating Business Units | $ | (1.7) | $ | (1.9) | $ | (0.2) | $ | (1.4) | ||||||
Corporate and Technology Investments | (10.6) | (7.9) | (7.5) | (7.8) | ||||||||||
Total Adjusted EBITDA | $ | (12.3) | $ | (9.8) | $ | (7.7) | $ | (9.2) |
Adjusted Revenue
Adjusted revenue is used by management to report actual shipments in the
quarter. In our fourth quarter of 2015, Westport launched low pressure
pump or LPP systems in China. This is the first “China-specific”
product launch for Westport outside the joint venture and as such we
are recording revenue on this sale when cash is collected.
ADJUSTED REVENUE RESULTS | |||||||||||||||||
($ in millions) | 3 MONTHS ENDED DEC 31 | 12 MONTHS ENDED DEC 31 | |||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||||
Reported revenue | $ | 25.1 | $ | 27.4 | $ | 103.3 | $ | 130.6 | |||||||||
Adjustment for LPP sale | 7.0 | – | 7.0 | – | |||||||||||||
Total Adjusted Revenue | $ | 32.1 | $ | 27.4 | $ | 110.3 | $ | 130.6 |
OUTLOOK
This press release includes financial outlook information for Westport
and such information is being provided for the purpose of forecasting
Westport's total revenues and Adjusted EBITDA for 2016 and updating
prior revenue and Adjusted EBITDA disclosure and may not be appropriate
for, and should not be relied upon for, other purposes.
FINANCIAL STATEMENTS & MANAGEMENT'S DISCUSSION AND ANALYSIS
To view Westport's full financials for the year ended December 31, 2015,
please visit westport.com/company/investors/financial
SUPPLEMENTARY FINANCIAL INFORMATION
To view unaudited historical financial information, please visit our
Financial Information page. Westport is providing this supplement as a
guide to Westport's financial information in a quick reference format
and it should be read in conjunction with Westport's full financials
for the year ended December 31, 2015 and Westport's full financials for
the year ended December 31, 2014. The Supplementary Financial
Information contains previously undisclosed quarterly unaudited
historical financial information based on the most recent reporting
structure that was implemented in the fourth quarter of 2013 and is
being provided in order to allow readers to better reconcile such
information with the prior reporting structure.
LIVE CONFERENCE CALL & WEBCAST
Westport has scheduled a conference call for today, Tuesday March 29,
2016 at 2:00 pm Pacific Time (5:00 pm Eastern Time) to discuss these
results. The public is invited to listen to the conference call in real
time by telephone or webcast. To access the conference call by
telephone, please dial: 1-800-319-4610 (Canada & USA toll-free) or 1-604-638-5340. The live webcast of the conference call can be accessed through the
Westport website at www.westport.com/company/investors.
REPLAY CONFERENCE CALL & WEBCAST
To access the conference call replay, please dial 1-855-669-9658 (Canada & USA toll-free) or 1-604-674-8052 using the pass code 00371. The replay will be available until April 5, 2016. Shortly after the
conference call, the webcast will be archived on the Westport website
and replay will be available in streaming audio and a downloadable MP3
file.
About Westport
Westport engineers the world's most advanced natural gas engines and
vehicles. More than that, we are fundamentally changing the way the
world travels the roads, rails and seas. We work with original
equipment manufacturers (OEMs) worldwide from design through to
production, creating products to meet the growing demand for vehicle
technology that will reduce both emissions and fuel costs. To learn
more about our business, visit westport.com, subscribe to our RSS feed,
or follow us on Twitter @WestportDotCom.
Important Information For Shareholders of Fuel Systems Solutions, Inc.
and Westport Innovations Inc.
On September 1, 2015, Westport and Fuel Systems announced a transaction
whereby Westport will acquire all of the outstanding shares of Fuel
Systems common stock in a stock-for-stock merger. This press release is
for informational purposes only and does not constitute an offer to
purchase, a solicitation of an offer to sell the shares of common stock
of Fuel Systems or a solicitation of any proxy, vote or approval.
Westport has filed with the United States Securities and Exchange
Commission (“SEC”) a registration statement on Form F-4 that includes a
proxy statement of Fuel Systems that also constitutes a prospectus of
Westport (the “Proxy Statement/Prospectus”). Westport and Fuel Systems
also plan to file with or furnish other documents to securities
regulatory authorities in Canada and the United States regarding the
proposed acquisition of Fuel Systems by Westport.
SHAREHOLDERS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS, AND OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC, IN THEIR ENTIRETY CAREFULLY
BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT WESTPORT, FUEL
SYSTEMS, THE PROPOSED MERGER AND RELATED MATTERS.
Shareholders are able to obtain free copies of the Proxy
Statement/Prospectus and other documents filed with the SEC by the
parties through the website maintained by the SEC at www.sec.gov. In addition, shareholders are able to obtain free copies of the Proxy
Statement/Prospectus and other documents filed with the SEC by the
parties by contacting Westport Investor Relations at +1 604-718-2046 or invest@westport.com (for documents filed with the SEC by Westport) or
Fuel Systems Investor Relations advisor, LHA, at 1-415-433-3777 or fuel@lhai.com (for documents filed with the SEC by Fuel Systems).
Participants in Solicitation
Westport, Fuel Systems and their respective directors and executive
officers may be deemed to be participants in the solicitation of
proxies from the shareholders of Fuel Systems in respect of the
proposed merger contemplated by the Proxy Statement/Prospectus.
Information regarding the persons who are, under the rules of the SEC,
participants in the solicitation of the shareholders of Fuel Systems in
connection with the proposed transactions, including a description of
their direct or indirect interests, by security holdings or otherwise,
is set forth in the Proxy Statement/Prospectus filed with the SEC.
Information regarding Westport's directors and executive officers is
contained in Westport's Annual Report on Form 40-F for the year ended
December 31, 2015, and its Management Information Circular, dated
March 11, 2015, which is filed with, in the case of the Annual Report
on Form 40-F, and furnished to, in the case of the Management
Information Circular, the SEC and can be obtained free of charge from
the sources indicated above. Information regarding Fuel System's
directors and executive officers is contained in Fuel System's Annual
Report on Form 10-K for the year ended December 31, 2015 and its Proxy
Statement on Schedule 14A, dated April 14, 2015, each of which are
filed with the SEC and can be obtained free of charge from the sources
indicated above.
Cautionary Note Regarding Forward Looking Statements
This press release contains forward-looking statements, including
statements regarding the anticipated timing for and ultimate completion
of the proposed merger between Westport and Fuel Systems, the
anticipated benefits of the merger, the timing for providing 2016
financial outlook information, Westport's expected actions and results
relating to the key components of its strategy in 2016, future sales of
non-core assets and the benefits therefrom, as well as Westport
management's response to any of the aforementioned factors. These statements are neither promises nor guarantees, but involve known
and unknown risks and uncertainties and are based on both the views of
management and assumptions that may cause our actual results, levels of
activity, performance or achievements to be materially different from
any future results, levels of activities, performance or achievements
expressed in or implied by these forward looking statements. These
risks and uncertainties include risks and assumptions related to our
revenue growth, operating results, industry and products, the general
economy, conditions of and access to the capital and debt markets,
governmental policies and regulation, technology innovations,
fluctuations in foreign exchange rates, operating expenses, the
availability and price of natural gas, global government stimulus
packages, the acceptance of and shift to natural gas vehicles, the
relaxation or waiver of fuel emission standards, the inability of
fleets to access capital or government funding to purchase natural gas
vehicles, the development of competing technologies, our ability to
adequately develop and deploy our technology, the actions and
determinations of our joint venture and development partners, as well
as other risk factors and assumptions that may affect our actual
results, performance or achievements or financial position discussed in
our most recent Annual Information Form and other filings with
securities regulators. Readers should not place undue reliance on any
such forward-looking statements, which speak only as of the date they
were made. We disclaim any obligation to publicly update or revise such
statements to reflect any change in our expectations or in events,
conditions or circumstances on which any such statements may be based,
or that may affect the likelihood that actual results will differ from
those set forth in these forward looking statements except as required
by National Instrument 51-102. The contents of any website, RSS feed or
twitter account referenced in this press release are not incorporated
by reference herein.
SOURCE Westport Innovations Inc.