Comverge Inc. Reports Operating Results (10-Q)

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May 10, 2012
Comverge Inc. (COMV, Financial) filed Quarterly Report for the period ended 2012-03-31.

Comverge Inc has a market cap of $47.8 million; its shares were traded at around $1.85 with and P/S ratio of 0.4.

Highlight of Business Operations:

Our Residential Business segment had revenue of $19.7 million for the three months ended March 31, 2012 compared to $15.3 million for the three months ended March 31, 2011, an increase of $4.5 million or 29%. The increase in revenue is due to a $1.3 million increase from our turnkey programs as we continued to build out those programs during the three months ended March 31, 2012. We also recognized an increase of $1.8 million in VPC program revenue as the results of the measurement and verification process completed for the Maryland VPC program in late 2011 are applied prospectively to the current contract year based on contractual terms. Thus, revenue and cost of revenue for the Maryland VPC program is no longer deferred until the fourth quarter of each year, as we have traditionally reported in prior periods. In addition to the Maryland VPC program, the continued build-out of the Pennsylvania VPC program during the three months ended March 31, 2012 contributed to the increase in VPC program revenue. We also recognized an increase of $1.4 million in other products and services, the majority of which related to the sales of digital control units.

Our C&I Business segment had revenue of $12.8 million for the three months ended March 31, 2012 compared to $3.4 million for the three months ended March 31, 2011, an increase of $9.5 million or 281%. The increase in revenue is due to an increase of $6.2 million in our open market programs and $3.5 million in our market operator program partially offset by a decrease of $0.2 million from other energy services. The increase in open market revenue of $6.2 million consisted of revenue recognized due to the results of our megawatt portfolio optimization in the PJM open market completed during the three months ended March 31, 2012 as well as megawatts bid into open markets in other geographical regions.

Gross profit for our Residential Business segment was $7.3 million for the three months ended March 31, 2012 compared to $6.8 million for the three months ended March 31, 2011, an increase of $0.5 million. The increase in gross profit is due to an increase of $1.5 million from our Maryland and Pennsylvania VPC programs partially offset by a decrease of $0.5 million from our turnkey programs and $0.5 million from our other product and service sales. The increase in gross profit from our VPC programs is due to the increased revenue during the three months ended March 31, 2012. The decrease in gross profit from our turnkey programs is due to increased costs for certain service deliverables for the three months ended March 31, 2012 as we continue to penetrate the markets for enrollments. The decrease in gross profit from other product and service is due to the non-recurring payment received from White-Rodgers during the three months ended March 31, 2011.

Gross profit for our C&I Business segment was $9.2 million for the three months ended March 31, 2012 compared to $1.0 million for the three months ended March 31, 2011, an increase of $8.2 million. The increase in gross profit is due to an increase of $8.6 million in our open market programs and market operator program partially offset by a decrease of $0.4 million from our other energy services. The increase in open market profit is due to increased revenue from the results of our megawatt portfolio optimization in the PJM open market completed during the three months ended March 31, 2012 as well as megawatts bid into open markets in other geographical regions.

As previously disclosed in our Form 10-K for the year ended December 31, 2011, the Company did not meet the fiscal year 2011 revenue target set forth in the Grace Bay Loan Agreement, which triggered the amortization right. The Grace Bay Forbearance Agreement provides for a forbearance of the requirement that the Company make amortization payments pursuant to the Grace Bay Loan Agreement. The Company paid $0.1 million in a forbearance fee and reimbursed Grace Bay for reasonable costs and expenses related to the forbearance agreement, which were recorded to interest expense in the period. In the event the forbearance period is terminated, the Company would be required to make the amortization payments required by the Grace Bay Loan Agreement. Such amortization payments would be front-loaded, such that 45% of the loan balance (approximately $6.8 million as of March 31, 2012) would be due over the first twelve months after Grace Bay's election to amortize. If the Company subsequently complies with succeeding measurements periods, the Company may prospectively cease monthly amortization of the loan; provided however, Grace Bay may again exercise its amortization right under the loan agreement if the Company fails to meet future minimum revenue targets. If Grace Bay exercises its amortization right at any time, the Company, at the election of Peak Holding Corp., must prepay 25% of the outstanding indebtedness under the Note Purchase Agreement immediately after the amortization right has been exercised, 25% within three months after the amortization right has been exercised, 25% within six months after the amortization right has been exercised and 25% within nine months after the amortization right has been exercised. These payments to Peak Holding Corp. are effective regardless of whether the amortization right has been suspended, deferred, terminated or otherwise stopped by Grace Bay.

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