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Earnings Call: Q4 2021

Feb 24, 2022

Operator

Good afternoon, ladies and gentlemen, and welcome to the DMC Global fourth quarter earnings call. At this time, all participants have been placed on a listen-only mode, and we will open the floor for your questions and comments after the presentation. It is now my pleasure to turn the floor over to your host, Geoff High, VP of Investor Relations. The floor is yours.

Geoff High
VP of Investor Relations, DMC Global

Hello, and welcome to DMC's fourth quarter conference call. Presenting today are President and CEO, Kevin Longe, and CFO, Mike Kuta. I'd like to remind everyone that matters discussed during this call may include forward-looking statements that are based on our estimates, projections, and assumptions as of today's date and are subject to risks and uncertainties that are disclosed in our filings with the SEC. Our business is subject to risks and uncertainties that could cause actual results to differ materially from those anticipated in our forward-looking statements. DMC assumes no obligation to update forward-looking statements that become untrue because of subsequent events. A webcast replay of today's call will be available at dmcglobal.com after the call. In addition, a telephone replay will be available approximately two hours after the call. Details for listening to the replay are available in today's news release.

With that, I'll turn the call over to Kevin Longe. Kevin?

Kevin Longe
President and CEO, DMC Global

Good afternoon, and thank you for joining us for today's call. 2021 was a transformational year for DMC and was marked by both an important acquisition and the continued resiliency of our DynaEnergetics and NobelClad businesses, each of which navigated a second consecutive year of challenging market conditions in their core energy markets. Despite the difficult market conditions, our accomplishments were made possible by the expertise and determination of DMC's employees, and I'm extremely grateful for their efforts. On December 23, 2021, DMC acquired a 60% controlling interest in privately held Arcadia, a leading provider of architectural building products. The transaction doubled DMC's 2021 pro forma sales to $500 million and strengthened our pro forma consolidated gross margin. It also more than tripled the size of our addressable market, which is now approximately $7 billion.

Arcadia is headquartered in Vernon, California, and serves both the commercial building and high-end residential markets. The commercial business provides exterior and interior architectural framing systems, curtain and window walls, doors, and entrance systems. It serves a broad range of end markets that include commercial offices, healthcare, higher education, retail, and civic facilities. Arcadia's commercial business serves the Western and Southwestern United States, where it has captured approximately 10% market share and serves a loyal customer base that includes more than 2,000 commercial construction businesses and general contractors. The Arcadia Custom division serves the nation's high-end residential real estate markets. Based in Tucson, Arizona, Arcadia Custom manufactures highly engineered steel, aluminum, and wood windows and doors, which it sells through a national network of premium window and door dealers. The business also works closely with architects and custom home builders who specify Arcadia Custom's products.

For the past three years, Arcadia and Arcadia Custom have been operating at full capacity to address customer demand. DMC is supporting Arcadia's efforts to improve its operating efficiencies and increase its manufacturing capacity. These programs include implementation of a new enterprise resource planning system, which will help streamline operations and enhance the buying experience for customers. Arcadia is also designing and procuring equipment for a new anodizing and powder-painting facility that will add production capacity at their primary manufacturing center in Southern California. The building products industry is forecasting growth in commercial and residential construction, particularly in Arcadia's geographic regions and end markets. The investments they are making today will ensure Arcadia is positioned to capitalize on strong customer demand and compelling market dynamics going forward. During the fourth quarter of 2021, DMC's consolidated sales increased 7% sequentially to $71.8 million.

DMC did not begin reporting sales from Arcadia until January 1, 2022. Fourth quarter sales at DynaEnergetics, our energy products business, increased 15% sequentially to $50.7 million. DynaEnergetics international sales grew 75% to $8.1 million and included a large order in Eastern Europe. DynaEnergetics sales in North America increased 7% to $42.6 million and exceeded the 4% fourth quarter increase in U.S. well completions as reported by the Energy Information Administration. Fourth quarter sales at NobelClad, our composite metals business, declined 8% sequentially to $21.2 million. The decline was a result of delays in receiving metals at our U.S. and European manufacturing plants.

Fourth quarter consolidated gross margin was 18%, down from 25% in the third quarter. The decline resulted from a $1.1 million inventory reserve adjustment at DynaEnergetics, a less favorable project mix at NobelClad, and approximately $1 million in post-acquisition expenses that were reported in cost of goods sold at Arcadia. DynaEnergetics gross margin was 20%, a disappointing result and below our expectations. DynaEnergetics announced a 5% global price increase that went into effect on November 22. However, its impact was offset by higher than anticipated inflation and the expiration of the CARES Act. DynaEnergetics recently implemented an additional price increase to begin restoring margins, and the full effect of the increase should be evident during DynaEnergetics' second quarter. Fourth quarter adjusted EBITDA was $2.8 million, down from $5.8 million in the third quarter.

For the full year, consolidated sales were $260.1 million, up 14% from 2020. Gross margin was 23% versus 25% in the prior year. Adjusted EBITDA was $20.2 million versus $19.1 million in 2020. On a pro forma basis, which includes contributions from Arcadia, 2021 sales were $500.5 million, while pro forma gross margin was 28%. Pro forma adjusted EBITDA attributable to DMC was $50.1 million. As we enter 2022, we are encouraged by the strengthening of our end markets and our ability to meet demand.

While completion activity is increasing as oil and gas prices are at multiyear highs, DynaEnergetics continues to sell the safest and most reliable well perforating systems on the market, and it takes total responsibility for the performance of its systems. Our DS systems are delivered fully assembled just in time to the well site, and they tie up less working capital and fewer people on location. In the first quarter, DynaEnergetics introduced a mobile version of its digital app, which enables customers to configure and purchase products from any location real time. An overview of the app is available on DynaEnergetics' website. We believe DynaEnergetics' margin performance will improve significantly beginning in this year's second quarter and will benefit from additional price increases, greater well completion activity in North America, and increased international demand. NobelClad remains well-positioned in its markets.

In a higher price commodity environment, it is very effective at passing through higher material costs and maintaining its contribution margins. NobelClad is the strongest company in its industry and benefits from a global application engineering team and a global manufacturing footprint. We believe NobelClad's bookings and financial performance will improve once supply chain disruptions ease and customer order activity accelerates in current as well as new end-use applications. As I noted, Arcadia and Arcadia Custom both have developed innovative product portfolios, strong brands, and have a strong leadership and employee base. Their markets are healthy and expected to grow over the next several years. We have strengthened DMC's portfolio of innovative asset-light businesses serving the energy, industrial, and building products markets, and I'm confident in our prospects for margin improvement and long-term revenue growth.

With that, I'll turn the call over to Mike for a review of our fourth quarter financial results and a look at first quarter guidance. Mike?

Mike Kuta
CFO, DMC Global

Thanks, Kevin. Looking at fourth quarter expenses, consolidated SG&A is $16.3 million, increased 6% versus the third quarter and 30% versus the year-ago fourth quarter. The sequential increase primarily relates to a step-up in patent litigation expenses at DynaEnergetics. Fourth quarter operating loss was $5.5 million. Adjusted operating loss was $1.9 million and excludes $1.6 million in acquisition expenses and $2 million in sub-period operating expenses at Arcadia between December 23, 2021, and December 31, 2021. Adjusted operating loss in last year's fourth quarter was $736,000. Fourth quarter net loss attributable to DMC was $2.8 million.

Following the acquisition of the 60% controlling interest in Arcadia, the calculation for net earnings per diluted share must account for the change in redemption value of the 40% redeemable non-controlling interest in Arcadia. Redemption value is estimated at the end of each quarter based on the formula used to calculate a put and call option in the operating agreement. During the fourth quarter, the adjustment was $4.4 million. When added to the $2.8 million net loss attributable to DMC stockholders, the resulting net loss is $7.2 million, or $0.38 per diluted share based on 18.8 million diluted shares outstanding.

Fourth quarter adjusted net income attributable to DMC was $840,000, or $0.05 per diluted share versus adjusted net loss of $825,000 or $0.05 per diluted share in last year's fourth quarter. Adjusted EBITDA was $2.8 million versus $3.6 million in last year's fourth quarter. DynaEnergetics reported fourth quarter adjusted EBITDA of $4 million, while NobelClad reported adjusted EBITDA of $2.1 million. Debt to adjusted EBITDA leverage ratio at December 31, 2021 was 3.0. The company's debt to adjusted EBITDA leverage ratio covenant at the end of the quarter was 3.50. DMC's net debt to adjusted EBITDA at the end of the fourth quarter was 2.3. Our total outstanding share count is now 19.3 million.

Looking at guidance, first quarter 2022 consolidated sales are expected to be in a range of $125 million-$135 million. At the business level, Arcadia is expected to report sales of $57 million-$62 million, while DynaEnergetics is expected to report sales in a range of $48 million-$52 million. NobelClad sales are expected in a range of $20 million-$21 million. Consolidated gross margin is expected to be in a range of 25%-27%. First quarter selling general and administrative expense is expected in a range of $25.5 million-$26.5 million. First quarter amortization expense is expected to be approximately $13.5 million and relates principally to the acquired trade names, customer relationships, and backlog of Arcadia.

Amortization expense is expected to decline significantly once the value assigned to Arcadia's backlog has been amortized, which is expected in the third quarter. For the balance of 2022, amortization expense is expected to be approximately $13.5 million in the second quarter, $7 million in the third quarter, and $4 million in the fourth quarter. After amortizing the backlog value, 2023 quarterly amortization expense is expected to be approximately $4 million. First quarter 2022 depreciation expense is expected to be approximately $4 million, and interest expense is expected to be $1 million. First quarter adjusted EBITDA attributable to DMC, after deducting the 40% non-controlling interest in Arcadia, is expected to be $8 million-$10 million. Capital expenditures are expected to be $2 million-$4 million. With that, we're ready to take any questions. Operator?

Operator

Thank you, ladies and gentlemen. The floor is open for questions. If you have any questions or comments, please indicate so by pressing star one on your touch-tone phone. Pressing star two will remove you from the queue should your question be answered. Lastly, while posing your question, please pick up your handset if listening on speakerphone to provide optimum sound quality. Please hold while we poll for questions. The first question is coming from Cameron Lochridge from Stephens. Your line is live.

Cameron Lochridge
Equity Research Analyst, Stephens Inc.

Hi there. Good afternoon. Thanks for taking my questions.

Kevin Longe
President and CEO, DMC Global

Yes, good afternoon, Cameron.

Cameron Lochridge
Equity Research Analyst, Stephens Inc.

Kevin, I was hoping we could start at a high level talking about Arcadia. Looks like CapEx this quarter is gonna come in around $2 million-$4 million. One of the things, if I'm remembering correctly, you all highlighted that you would bring to the table when you acquired Arcadia was capital and investment in the business. Just wondering if you could speak a little bit to what you expect that to look like this year, specifically around Arcadia. Any incremental detail you could give us there would be helpful.

Kevin Longe
President and CEO, DMC Global

Yes. Well, first of all, we plan in the range of $8 million-$10 million this year in CapEx for Arcadia. We've already released a purchase order to support their installation of a Microsoft D365 system and all the associated, you know, hardware, software, and consulting services. That will range in the $3 million-$5 million expenditure over a two-year period of time. We also are in the early stages of designing a new anodizing and painting facility that will be in the $7 million-$10 million range, also over a two-year period of time. Then we have some associated positions that we're putting into the organization and which will show up as operating expenses.

From a capital standpoint, you know, they were in pretty good shape to begin with. We are adding these systems which will add both operating efficiency as well as manufacturing capacity to the company.

Cameron Lochridge
Equity Research Analyst, Stephens Inc.

Great. That's very helpful. On the top line for Arcadia, 2021 down a little bit, if I'm looking at the right numbers here. Let's see, 240 was the number, $240 million for 2021, if I'm correct. Looks like 1Q will be up slightly versus 4Q. If you could just talk a little bit to the seasonality in the business and just directionally what we can expect going forward as the year progresses, that would be helpful.

Kevin Longe
President and CEO, DMC Global

Yeah. There's very little seasonality to it, primarily based on the markets that they serve. Right now, I think the way to look at the revenues, and if you look at the revenues over the last two to three years, they've been in the $240-$250 range. They're capacity constrained.

By this anodizing painting and also supply chain access to extrusions. The extrusion market is loosening up, but we do need to add anodizing and painting as well as on the Arcadia Custom side of it. They've done a great job building that company. Now we need to add some people resources to it, which we will begin to see some of their expansions or revenue growth later in the year and into next year. You can probably anticipate it being fairly constant this year based on historical performance over most recent historical performance, with the exception of price increases. They're very good at managing selling prices.

Jim Schladen, in particular, leads the organization to make sure that the cost inflation that we have is being passed on, and he does that very effectively. As you might expect, aluminum costs are going up, and that's probably gonna drive most of the revenue increase over the next year.

Cameron Lochridge
Equity Research Analyst, Stephens Inc.

Got it. That's helpful. If I can maybe just squeeze in one more, switching to Dyna. It looks like $1.15 billion in funding the Biden administration is gonna pass on to clean up some orphan wells in the U.S. I was wondering just if you could speak to the potential opportunity that might provide for Dyna and what you could expect to see there.

Geoff High
VP of Investor Relations, DMC Global

Cameron, this is Geoff. The states have all been allocated a certain amount, typically in the $25 million range, I believe, for this, in this initial slug. But those funds have not yet been. I mean, they're just kind of finding their way to the state agencies, which will then work with the operators or the wireline companies to work on these wells. We're still waiting to see what the opportunity is, but the fact that the money has been allocated is an encouraging step forward.

Cameron Lochridge
Equity Research Analyst, Stephens Inc.

Definitely. All right. Thanks, guys. I'll turn it back.

Kevin Longe
President and CEO, DMC Global

Yep. Thank you, Cameron.

Operator

Okay. The next question is coming from Stephen Gengaro from Stifel. Your line is live.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Thanks. Good morning, gentlemen.

Kevin Longe
President and CEO, DMC Global

Hi, Stephen. How are you?

Stephen Gengaro
Managing Director of Equity Research, Stifel

I am good, thanks. Good. I hope you guys are doing well. A couple things. Just to start with, the DynaEnergetics 1Q guide seems light to me, but I'm curious if that is international versus U.S. mix. Any sense for the U.S. piece of that?

Kevin Longe
President and CEO, DMC Global

The international is pulling back a little bit in the quarter, and the U.S. is about constant to slightly up. You know, we're reading about, you know, some sand constraints and activity constraints. We don't expect that to last very long. The well economics are increasing faster than well costs and inflation, despite some of the things that are going up in the marketplace. You know, we actually think the activity is gonna start picking up, but it's gonna be more in the second quarter rather than the first. Mike, do you wanna add anything to that?

Mike Kuta
CFO, DMC Global

Yeah. Stephen, just real quick. You're absolutely correct. There is a step down of about $2.5 million in international from Q4 to Q1, and then we see international stepping up significantly Q2 through Q4. But we do see North America up sequentially Q4 to Q1, you know, in the order of 10%. We see that stepping up, but it's really what it's being masked by a lumpy sales in international.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Mike, was international. Was it $13 million in the fourth quarter? Is that-

Mike Kuta
CFO, DMC Global

Fourth quarter for DynaEnergetics was $8.1.

Stephen Gengaro
Managing Director of Equity Research, Stifel

International. You're including Canada in the U.S. numbers?

Mike Kuta
CFO, DMC Global

Yeah. We do. We go by North American and international is everything other than North America, correct. So we've got $8.1 for international.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Okay. That's helpful. When we think about the Arcadia business, I think based on their initial presentation, the EBITDA was like $2 million for a full year, something like that. Can you give us guidance on sort of how to think about the all-in EBITDA margins for Arcadia?

Mike Kuta
CFO, DMC Global

Yeah. Absolutely. The all-in margins, you know, they've been a run rate of around $60 million in sales. You know, they've been in a run rate somewhere between $11 million and $13 million in EBITDA. You know, that's about a 20% adjusted EBITDA business all in, and we obviously own 60% of that.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Gotcha. That B and A number I threw out is right? It's about $1.8 million-$2 million a year?

Mike Kuta
CFO, DMC Global

Yeah. Right now, the D number is $2 million a year as it stands, so they're a very capital-light business. The A number amortization, as I mentioned in my commentary, we're gonna have significant step-up amortization for the trade names and tangibles, customer relationships, and backlogs. So amortization for the first couple quarters is gonna be in the $13 million range. The longer term run rate on amortization will be $4 million. So D&A on a longer term basis will be $6 million. As we put capital into the business, you'll see the D number go up.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Okay. Just so I just wanna make sure I got this right. Your first quarter, just making this up, if you do $13 million of EBITDA from Arcadia, you do $0 in op inc because of that amortization step-up.

Mike Kuta
CFO, DMC Global

Yeah. Correct. Right.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Okay. That's how you guide it. Okay. Just, I wanna make sure I was understanding that step up in amortization was in fact part of the guidance numbers that you gave, right?

Mike Kuta
CFO, DMC Global

Yeah, correct. When we talk adjusted EBITDA, $8 million-$10 million on the guide, we're adding back that amortization.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Okay. Okay.

Mike Kuta
CFO, DMC Global

It-

Stephen Gengaro
Managing Director of Equity Research, Stifel

Makes sense.

Mike Kuta
CFO, DMC Global

What we're deducting is adjusted EBITDA attributable to DMC, so it eliminates the 40% that's attributable to the non-controlling interest.

Stephen Gengaro
Managing Director of Equity Research, Stifel

The 8-10 would be representative of a full $11 million or $12 million from Arcadia? Or is it?

Mike Kuta
CFO, DMC Global

No. It would eliminate.

Stephen Gengaro
Managing Director of Equity Research, Stifel

It excludes the amortization.

Mike Kuta
CFO, DMC Global

It's excluding.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Yeah.

Mike Kuta
CFO, DMC Global

It excludes the EBITDA from that business.

Stephen Gengaro
Managing Director of Equity Research, Stifel

The 8-10 though.

Mike Kuta
CFO, DMC Global

Yeah, correct. You know, hypothetically, if we're forecasting $10 million consolidated 100% Arcadia EBITDA, when we roll up our $8 million-$10 million, we're giving ourselves credit for six of their 10.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Okay, I mean, to make it really easy, you're guiding your DynaEnergetics and your NobelClad EBITDA to what range in the first quarter?

Mike Kuta
CFO, DMC Global

DynaEnergetics is, you know, in that $4 million-$5 million range. NobelClad's in the $2 million range. Arcadia is in the $10 million range. You eliminate $4 million for non-controlling interest, and you've got $3 million in corporate expense. If you walk that across, you get to nine, which is the midpoint of $8 million-$10 million.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Great. Now that helps a lot. Okay, thank you. The only other just quick one is. Well, maybe it's not quick depending on how much detail Kevin wants to give, but what are you seeing on the pricing side in Dyna and the competitive behavior?

Kevin Longe
President and CEO, DMC Global

I can tell you what we're planning. We implemented a 5% price increase in November, late November. A part of that took place in December. We'll see that 5%, if you will, in our income statement in Q1. However, our margins declined for two reasons. We had inventory reserve in the fourth quarter, which was a couple of percentage points. Then we had CARES Act that was taken away, that was in previous guidance and also inflation that occurred in the quarter. That, if you will, totaled roughly between the inventory reserve and the CARES Act and inflation of about 6 percentage point degradation.

It was only offset slightly, very slightly by our price increase in Q4. We'll see some of that in Q1. We are actually implementing another price increase in the quarter that we've announced, and we're informing customers of this, that will take effect in Q2. You know, we fully expect you know to achieve both price increases. I would suspect the inflation that we're having, the CARES Act for some of our competitors, you know, they're experiencing similar costs probably even higher because they're not vertically integrated in all the components like we are. You know, we would expect that they will make decisions to follow or to implement their own price increases.

You know, we expect to achieve ours. We really are less focused on the competition at this point. You know, our systems are delivered just in time to the well site. We manage the supply chain, and they require fewer people, less working capital, and they perform better. You know, when you step back and look at it, you know, the type of price increases that we're looking at for the year cumulative in the first half of the year are in the total of 12%-15% range. On completing a well, that's relatively insignificant, you know, $20,000 per well completion. The inflation that is coming on other commodities that don't have the differentiation that we have is extremely high.

This is not a big change in terms of the well costs, and the well economics are very strong. You know, we're less concerned about our competition in a strong market bringing prices down. To me, you know, one of our number one objectives this year is to cover inflation in all three businesses and restore margin in DynaEnergetics, and we firmly believe we're gonna see that.

Stephen Gengaro
Managing Director of Equity Research, Stifel

Great. Okay. No, thank you for the color, Kevin.

Kevin Longe
President and CEO, DMC Global

Mm-hmm.

Operator

The next question is coming from Taylor Zurcher from Tudor, Pickering & Holt. Your line is live.

Taylor Zurcher
Executive Director of Equity Research, Tudor, Pickering, Holt & Co

Hey, Kevin and team. Thanks for taking my question. I just wanted to first circle back on the margin profile at Arcadia. If I heard you correctly, roughly $10 million of EBITDA for Q1 on a 100% allocated basis at Arcadia, at least that's what your consolidated EBITDA guidance would imply. About 17% EBITDA margins that's relative to 14% in Q4, but relative to 21% for the full year of 2021. I guess I'm just curious, you know, what's driving the downtick in margins at the EBITDA line for Arcadia into year-end and sounds like into Q1. Should we get back to that 20% margin profile at the EBITDA line over the back half of 2022?

Mike Kuta
CFO, DMC Global

Yeah. This is Mike. I think we will. This is you know a business that we think is you know gonna run in that $11 million-$13 million per quarter you know EBITDA run rate on that on roughly $60 million in sales. What we do expect is as Kevin mentioned some top-line improvement from pricing. But we could get the denominator effect of some margin compression, greater dollars but some margin compression from the denominator effect of increasing aluminum prices.

You know, I think we're gonna be in a healthy range, and this is gonna be a business that it's gonna look similar to, probably similar to the 2021 full year profile by the end of 2022 with perhaps a better top line, small compression in margins and an even better adjusted EBITDA number in terms of dollars.

Taylor Zurcher
Executive Director of Equity Research, Tudor, Pickering, Holt & Co

Okay. That's very helpful. Just following up on the top line. If I'm understanding you correctly, the 2022 top line growth for Arcadia that at least you're forecasting today is primarily price driven. But at the same time, you're spending some CapEx, $8 million-$10 million to what it sounds like alleviate some of these capacity constraints that you talked about. I'm just curious, $8 million-$10 million of what I'd consider growth CapEx, how much incremental revenue do you think you can generate with that sort of capacity expansion via CapEx and maybe in 2023?

Kevin Longe
President and CEO, DMC Global

Yeah. I think you'll see that more in 2023 than 2022. You know, we feel that, you know, this business has an opportunity to grow at GDP or higher, really construction spending or higher, as well as it has a very strong product line in its in both businesses. The custom business is a national business. The Arcadia Inc. part of the business is a regional business where the regional market share has room to grow. Then there's the commercial interior business, Wilson, that also has room to grow. The governor on the growth at this point, it's been people in custom, and it's been extrusion capacity, anodizing, and painting in Inc. and Wilson Partitions. You know, we...

You know, it's our objective over the next three to five years is to double the size of this company. But we're working with the leadership team to help them implement their plan and the systems that they would like to implement and make it a strong company and take some of the friction out of the business that exists so that it can begin growing in 2023 and 2024 and 2025. You know, we're not yet giving guidance for 2023, but our intent is to double the size of this company over the next three to five years, Arcadia. We also feel that we're going into a good period for

DynaEnergetics in healthy growth and margin recovery and, as well as NobelClad with their application development.

Taylor Zurcher
Executive Director of Equity Research, Tudor, Pickering, Holt & Co

Makes sense. Thanks for that. One last question for me, just capital allocation, free cash flow and sort of debt management for 2022. You're adding a business here in Arcadia that's at least on a maintenance CapEx basis, however you wanna call it, is more capital light than your other two businesses. I'm just trying to understand on a through cycle basis or multi-year basis, what the capital intensity of the business might look like as a percentage of revenues, what the free cash flow profile might look like as a percentage of revenue or percentage of EBITDA. If you don't wanna comment on that this early, maybe just for 2022, do you have any targets for free cash flow in 2022?

Do you plan to use some cash to pay down the debt you incurred as part of this transaction over the course of 2022?

Mike Kuta
CFO, DMC Global

Absolutely. I mean, I would start with a target for debt to EBITDA. You know, we expect through EBITDA growth, debt repayment, to be in the 2x sub-2x range by the end of 2022 on a debt to adjusted EBITDA basis and in the 1.5x range on a net debt to adjusted EBITDA. You know, we expect to pay down debt fairly rapidly with EBITDA growth, reduce our leverage profile quite a bit. From a capital allocation and capital standpoint, again, these are businesses, I think collectively that are in that, you know, 3%-4% of sales in terms of capital long term for the businesses.

You know, the longer term basis, you know, we see this as, you know, $15 million-$20 million on a consolidated basis for CapEx for all three of our businesses. Again, it's probably in that 3%-4% range. Quite frankly, early on, it's gonna be we're gonna be focused on the key projects we mentioned at Arcadia and repaying debt.

Kevin Longe
President and CEO, DMC Global

I would add to that, Taylor, you know, over the last three-five years, we've completely modernized and consolidated our European manufacturing for NobelClad. We've got a beautiful facility in Liebenscheid, Germany, that is very efficient. You know, we introduced our integrated system and expanded our capacity for our intrinsically safe integrated switch detonator. In Trostberg, Germany, we've got six production lines, where five years ago it was a manual process. We have our Blum facility, where we actually assembled the components into an integrated system, which was built in 2017 and 2018. We have completely upgraded our previous two businesses, NobelClad and DynaEnergetics.

There's some capital that we need to continue to invest in both. The major expenditure has taken place, and we feel we're very well positioned to serve the markets going forward at a reduced capital spend than what we've had historically, because we took the hit early on in terms of the cash flow and making those investments.

Taylor Zurcher
Executive Director of Equity Research, Tudor, Pickering, Holt & Co

Yeah, makes sense. Thanks for the detailed response. I'll turn it back.

Mike Kuta
CFO, DMC Global

Mm-hmm.

Operator

Okay. Up next, we have Gerry Sweeney from Roth Capital. Your line's live.

Gerry Sweeney
Managing Director and Senior Research Analyst, Roth Capital Partners

Hey. Good afternoon. Thanks for taking my call.

Kevin Longe
President and CEO, DMC Global

Yep, good afternoon, Gerry.

Gerry Sweeney
Managing Director and Senior Research Analyst, Roth Capital Partners

Obviously, DynaEnergetics and the gross margins have been a point of conversation, but curious as to the legal side of that equation and, you know, does that, the legal issues need to be rectified or completed before we get back to a margin level that you think the business deserves?

Kevin Longe
President and CEO, DMC Global

The legal expenses are less in gross margin and more in SG&A. They're stepping down in 2022 compared to 2021. I believe we spent about $7 million-$8 million in litigation in 2021. 2022, it's gonna be approximately half that. That's primarily because there's a process in intellectual property called post-grant review by the patent office. The court system has stayed the trials of those patents until the patent office weighs in on the post-grant review for a couple of the patents. This is a marathon, not a sprint. It's gonna ebb and flow year over year.

We're in a pretty good position in terms of how we see this evolving and you know think that you know we'll manage expense in the range that we're at for 2022. With a significantly increasing EBITDA over the next couple of years, and so it should fall back into a normal kind of filing and defending as some of these things work their way through the system. You know the court system is very slow, and it takes a long time. You know we'll keep everybody well informed of when the post-grant reviews are complete and this picks up speed a year or two down the road.

Gerry Sweeney
Managing Director and Senior Research Analyst, Roth Capital Partners

I apologize. I probably didn't ask it the right way. I meant, obviously there's some, what you would call infringement on some of your, you know, form factors and products and it putting pressure on pricing, et cetera. What I probably should have asked is, do these cases need to be rectified to help improve pricing to get you back to margin, back to margins where you need the product?

Kevin Longe
President and CEO, DMC Global

No. I mean, quite frankly, the pricing has been more of a situation of an oversupply in the industry. Obviously there are systems that we feel have infringed on our intellectual property. But there is not an apples-to-apples comparison of these systems. They're you know, the heart and soul of the DynaEnergetics strategy is an integrated system with its intrinsically safe and detonator. And you know, that's where the systems stand on their own in terms of their performance, less working capital, greater efficiency, fewer people. The value that they create in use is where the price recovery will be. We've had two years of very low industry volume and a lot of competition.

It's gonna be harder for people to make an integrated system going forward and meet demand as volume picks up. That's why we're committed to restoring our margins through price recovery. The litigation helps. I don't wanna say it won't help. It reduces you know some potentially some of the systems that infringe our technology. There's not a single company that incorporates all the features and benefits that we have in our overall DynaSelect DynaStage system.

Gerry Sweeney
Managing Director and Senior Research Analyst, Roth Capital Partners

Got it. Okay. That's it for me. Thanks.

Operator

Okay. The next question is coming from Marisa Hernandez from Sidoti. Your line is live.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

Thank you, and good afternoon.

Kevin Longe
President and CEO, DMC Global

Yeah. Hello, Marissa.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

Hi. A couple of questions on Dyna and NobelClad. First of all, I wanted to confirm if the 5% price increase that you implemented in November was taken across the board by all customers of Dyna's or not really?

Kevin Longe
President and CEO, DMC Global

Not so, that was implemented or announced for implementation on the 22nd of November. To the general market, we have supply agreements with certain customers that delayed the implementation based on the amount of notice that we give them. In the fourth quarter, there was less than 1 percentage point improvement of margin associated with the price increase. We expect by the end of the first quarter, all 5% of that to be in our revenues and also hopefully margins. We're putting in an additional price increase on top of that. Again, it layers in because of our supply agreements with customers. It doesn't all layer in at the same time. By mid-year, we would expect to see both price increases fully implemented.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

The second price increase that you plan to push through now in the second quarter, did I get it correctly? I heard you mention 12%-15% increase in inflation that you were looking to offset with this price increase. Trying to confirm if that's correct.

Kevin Longe
President and CEO, DMC Global

No. The inflation I think is already baked into our. You know, we're seeing 4 or 5 percentage points in inflation throughout the year, you know, year-over-year. That includes the reduction in the CARES Act. We're implementing by the end of the year, they'll be fully implemented price increases in the 12%-15% total, which would include the 5% in November, plus an additional 8%-10%, if you will, between April 1 and the end of the year, or when that first price increase took effect.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

That's net pricing?

Kevin Longe
President and CEO, DMC Global

We expect that to be net pricing because we feel that the inflation that we expect is already in our numbers.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

Got it. Of the different, you know, drivers there for, or, you know, weighing on the gross margin during the quarter, how much of the decline was due to cost inflation? Where are you seeing that? Is it on the metal side? Did you have issues on labor, transportation costs? If you could elaborate a little bit on that'd be great.

Kevin Longe
President and CEO, DMC Global

Yeah. So, you know, compared to what we were originally guiding for, you know, we have stringent inventory management policies in the company. You know, with the decline in activity, you know, in 2020, 2021, you know, some of the inventory that we had was running into a born-on date limitation. There was a 2 percentage point reduction in the fourth quarter to an inventory reserve that we took. I will say that that inventory we still have and expect to sell when the applications that it applies to come back, and we expect those to come back by the end of the year.

You know, we're seeing a 2-3 percentage point reduction in margin year-over-year for a company the size that DMC is, the CARES Act that was in place in 2021 that won't be in place in 2022. Having said that, we're glad that the CARES Act is expiring. You know, we've benefited from it on one hand, but we were hurt by it on another with some of the dynamics that have put into workforce and competitive situations. There's one to two points of inflation above and beyond the CARES Act that has to do with wage inflation and material inflation.

As you might expect, the cost of labor is going up, and the cost of everything from eating out to staying in hotels and traveling, and we are back traveling significantly as a company, which was down in 2020 and 2021. It's a little bit of everything. Inflation, by the way, is less of the DynaEnergetics story, as is margin recovery for the price declines that happened over the last 18-24 months with the dynamics that have taken place, both with the drop in overall activity and the increase in a price focus, you know, with oversupply in the market. The market is moving from oversupply to availability.

The price increases that we're asking for are modest, particularly when you take into account the value that we create for our customers.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

Is it fair to assume that your lead times have come in? Would you characterize the market as still in oversupply, balance, or getting tight?

Kevin Longe
President and CEO, DMC Global

Yeah. I would say it's, you know, there's very short lead times in perforating equipment. Ourselves and our competitors are having to respond to very short lead times 'cause the inventory. Particularly one of the things that we're advocating is let us manage your working capital and supply chain, not tie our customers up with working capital and supply chain expenditures. Lead times are going down, response is going up. You know, the supply chain is, for us, the response is going up relative to our competition because of our vertical integration and controlling everything. You know, it's moving from, you know, there's plenty of manufacturers out there, but they're not all doing the same thing.

We see a couple of our traditional competitors moving to just really being shaped charge manufacturers and the integrators of the shaped charges into the perforating guns are now being done a lot by machine shops. They're just not vertically integrated in the components, and they're buying and having to resell components that we make. I think that just gets harder going into a market where that's increasing rapidly and demand is now out in front of. It's not oversupply, but the response times are becoming more of a factor than just the supply itself. You know, when it.

You know, I'll share with you that, you know, the cost of perforating guns on a well completion per well is less than $100,000, you know. You know, we're looking at $15,000-$20,000 price increase on a total completion of a well, where you see other expenditures that are in $300,000, $400,000, $500,000 or greater individually. To me, it's less of a price, it's more about the value that you create.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

Thank you for that color. To finish up on the Dyna margin theme here. When you talk about margin recovery in 2022, when I look at your historical margins, I see, you know, in 2021 you had one quarter of 25%, but it was, you know, in 2019 and early 2020 before the pandemic was even higher. What are we talking about when we talk about margin recovery in 2022 for Dyna?

Kevin Longe
President and CEO, DMC Global

Maybe a way of explaining this, our peak gross margins in 2019 were about 40%.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

Great.

Kevin Longe
President and CEO, DMC Global

That 40% was made up of our DS systems, which are I'd say medium margins, you know, less than the 40%. But we also were selling some components at the time, separately, the integrated switch detonator, which we had customers who were buying that and incorporating it into their own systems. Now we are only providing in North America, are primarily providing our DynaStage system, which is fully integrated. Our revenues will go up per system, but our margins will go down because we're not having the very high margin, 70%-80% that we had on the components that we were selling in our integrated switch detonator.

We still have that margin, but it's incorporated into the perforating gun that has the shaped charges and the carriers and the tandem sub-assemblies and so on and so forth. When you think of our margins, if we get back to a 34%-35%, we're quite happy with that gross margin, and that compares to a 40% in 2019. Our revenues are gonna be higher, per detonator sold, if you will. We expect, you know, to get back sooner, obviously, in the mid- to upper 20s% and certainly by the end of the year in the 30+% gross margin range of coming close to the 34%, that 35% that we would like to be at.

Marisa Hernandez
Equity Research Analyst, Sidoti & Company

Thank you so much.

Operator

Okay. The next question is coming from Ken Newman from KeyBanc Capital Markets. Your line is live.

Ken Newman
VP and Equity Research Analyst, KeyBanc Capital Markets

Hey, good morning, guys. Thanks for taking the question.

Kevin Longe
President and CEO, DMC Global

Yeah. Hello, Ken. Nice to talk to you.

Ken Newman
VP and Equity Research Analyst, KeyBanc Capital Markets

Yeah. Thanks. Same here. You know, I just wanted to go back to the comment about doubling the size of Arcadia over the next five years. I'm curious if you could just build that comment out a little bit in terms of the cadence of that growth and just how you plan to achieve that. You know, obviously, I think we're up against some pretty tough comps on the residential housing starts side, and obviously there's some more conversations about rising interest rates. Just how do you balance this idea of, you know, cyclical inflation versus Arcadia's ability to grow?

Kevin Longe
President and CEO, DMC Global

Yeah. First of all, on the residential side, they are in the highly custom, very expensive, homes primarily. That is less about housing starts and more about the mix within certain areas. As an overall company, they're in the residential, they're small relative to the size of that overall market. The demographic that they're focusing on is less interest rate sensitive, is probably the best way of stating that. There's a change that's happening in terms of both the types of houses being designed, more modern doors and windows, as well as the renovations that are taking place.

Yeah, we would expect the residential business to double, but that is a smaller part of Arcadia. We would expect their geographical market share in the Arcadia Inc. business to double over the next 5 years, which is, you know, consistent probably with their 10-year growth. They're still not large. They're one of the larger factors in their market, but still at 20% or under in terms of market share. You know, there's the Wilson Partitions part of their business. They're really in three segments, and the Wilson Partitions, which is an interior commercial systems, is somewhat countercyclical to the new construction.

That is a little bit more constant year-over-year in terms of its market potential. We've got some work we could do there with architects and designers as well as product expansion. There's a whole host of things, you know, obviously there's a handful of companies, a lot of companies that are competing for this market space. We just feel that through our product design and our business design, that we are capable of serving this market in a way that will enable the growth.

Ken Newman
VP and Equity Research Analyst, KeyBanc Capital Markets

Is it fair to say that this is mostly an organic type of initiative? You don't necessarily need to do M&A to kind of reach that growth target over the longer term?

Kevin Longe
President and CEO, DMC Global

Not at all. We had our fill of M&A in the last six months and the last couple of years, if you will. Now we're excited to be settling down and settling in. We really enjoy the team at Arcadia, and we wanna help them to achieve their objectives and support their growth. To us, it's all about being a better business and taking the friction out of and some of the constraints out of how we do business today, and just allowing their business model and their people to drive the growth of that company.

Ken Newman
VP and Equity Research Analyst, KeyBanc Capital Markets

Got it. One more from me. You know, I know it's a fluid environment and that, it's a small part of NobelClad, but I do think that you do have some revenue exposure to Russia. Just given some of the impact that you've seen in Europe from tighter supply chains, I'm just curious what's kind of embedded from a risk perspective in the 1Q guide for NobelClad revenue, and just how do you think about the supply chain in Europe, just given all the geopolitical fluctuations we've seen over the last couple weeks?

Kevin Longe
President and CEO, DMC Global

Yeah. Mike may wanna add to this, but we're very thankful that, I know you're new to the DMC story, but we had a facility in Kazakhstan. We had one in Tyumen, Siberia, that for both our DynaEnergetics business primarily, our NobelClad business exports into Russia in certain applications. You know, we decided four or five years ago, and it took three years to exit that area. Today, our presence there is much more limited than it used to be. We do export there. You know, we have an order in-house right now for the Ukraine. Or not in-house. We have a normal $2.5 million-$3 million that we sell into the Ukraine.

We had a couple million-dollar order, I believe, in 2021 that went into Russia. You know, obviously, those are at risk. You know, that business is at risk. But their new application development and their value proposition, NobelClad's value proposition on clad plates when there's commodity inflation in the underlying metals, their value proposition gets stronger than making it out of solid, you know, high nickel alloy materials. You know, we'll see some puts and takes, but overall, we expect that business to grow. Near term, we might have an order or two that we're gonna miss in that region. Longer term, the growth and the applications and the value proposition will more than offset that.

Ken Newman
VP and Equity Research Analyst, KeyBanc Capital Markets

That's helpful. Thanks for the time.

Kevin Longe
President and CEO, DMC Global

Mm-hmm.

Operator

Okay, the next question is coming from Samir Patel from Askeladden Capital. Your line is live.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Hey, guys.

Kevin Longe
President and CEO, DMC Global

Good afternoon.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Can you hear me?

Kevin Longe
President and CEO, DMC Global

Hi, Sameer. Yep.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Okay, sorry. It was cut off for a second. My first question is on Arcadia. In slide 18 of the deal deck, you had kinda talked a little bit about the exposure to hospitals and education and, you know, talking about some exposure to repair and remodel. I was wondering if you guys had any more specific statistics in terms of the categories, like, you know, multifamily versus office, or, you know, how much goes into new builds versus repair and remodel.

Kevin Longe
President and CEO, DMC Global

I don't have that at my fingertips, but we'd be talking about the Arcadia Inc. business, which was 70% of the perhaps plus of their overall business, which would be the custom exteriors.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Got it. The Wilson Partitions

Kevin Longe
President and CEO, DMC Global

Commercial exteriors. Yeah, commercial part of it. That's primarily the low to mid-rise commercial buildings and their focus on the low to mid-rise has served them well over the last two years compared to the high rise and the multi-story buildings. I don't have the mix in terms of the end use applications right now, but I can get that for you.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Okay, no problem. On the new versus repair remodel side?

Kevin Longe
President and CEO, DMC Global

Yep. That, you know, repair, remodel and the building products industry can, you know, fluctuate between 40%-60% one way or another, depending on the economic environment that we're in. But we'll get that for you also.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Okay. I assume that would be more on the interiors than the exterior. You don't typically remodel the exterior of a building all that much.

Kevin Longe
President and CEO, DMC Global

No, but there's a lot of repair and replacement and there is remodels that do take place as design of these remodels change. If you just think of the building, you know, look around any major city or any city for that matter, and look at the new construction that's taking place versus the installed base of buildings. The installed base of buildings is quite large.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Gotcha. That makes sense. I have two on Dyna, and I'll try to go as quick as I can. The first one is just to clarify something you said in a previous question. Are you basically saying that for the same number of units sold, your margin percentage will now be lower because you're selling the full system, but your overall margin dollars will be higher because in addition to selling the, I think you said it was a switch, the integrated switch detonator, you're also selling the other parts of the, system? So like per unit. Like if you sell, you know, say 1,000 units, you know, of total detonators, you're now getting like more revenue in total and more margin dollars in total, but it's just a lower percentage 'cause it blends in the other parts that are lower margin?

Kevin Longe
President and CEO, DMC Global

Correct. I mean, historically, you know, our margins and whether it's a contribution margin or a gross margin is much higher on our detonators. They would be the strongest margins that we have, followed by our shaped charges and detcord, which, you know. There's a lot of intellectual property and know-how that goes into making the integrated switch detonators, the shaped charges, which are fewer manufacturers than the hardware, and even fewer detcord manufacturers than shaped charge manufacturers. It's more of a specialized manufacturing. The more generic is the machining of subs and the turning of pipe, you know, the heavy metal parts of a perforating system.

Those gross margins historically have been the lowest out of all the product range. Also the higher dollar value in terms of percentage of a perforating gun. As we move from components to systems, our revenue is going up, but the margin on those metal turning kind of components is lower, and so our blended margin is lower. But the revenue is much higher overall. Again, we're making an integrated system. Our components are designed to work together, and that's where we get the safety and the performance benefits. We have IP not only around the components, but we have it around kind of the system design.

You know, what we've kind of seen in the market the last year is, you know, some of our traditional competitors pulling back from systems or we don't see them selling many systems in the market. We see a lot of the machine shops doing the integration of the shaped charges and the components into the perforating guns. But they're good manufacturers, but not necessarily components, but not necessarily system integrators. They certainly aren't based in the energetics part of the perforating system. So their margins are much lower than ours. A lot of them are private, but they don't have the energetics part of it. The other energetics manufacturers are maybe focusing more on energetics than integrated systems.

The market is kind of moving around right now. Long story short, our revenues are going up and our margins will percentage-wise decline, but the dollars will be greater.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Gotcha. That's helpful. The final question, sorry if you already addressed it, because I did join a couple minutes late, but how do you expect completions to trend over the course of 2022?

Kevin Longe
President and CEO, DMC Global

You know, we're expecting 10%-15% in terms of completions and 12%-15% in terms of price, you know, being realized this year.

Samir Patel
Founder and Portfolio Manager, Askeladden Capital

Okay. Got it. Thank you.

Operator

Okay. The next question is coming from Jim Brilliant from Century. Your line is live.

Kevin Longe
President and CEO, DMC Global

Yeah. Hi, Jim.

Operator

Jim, can you hear us? Okay, it looks like we're getting no audio from Jim's line. I'd now like to turn the floor back to Kevin Longe for closing remarks.

Kevin Longe
President and CEO, DMC Global

Okay. Thank you everybody for joining us for this call. We appreciate the complexity of the earnings release and Mike, Jeff, and I are around for, you know, the analysts and people who would like to understand more of the details over the next couple of days, if you'd like. To our key employees and partners who are on the line, glad to have you on board, and we look forward to working with you and as you can see, achieving an aggressive growth objective. Thank you everybody for your interest, and we look forward to talking with you in the second quarter.

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