false 0001001115 0001001115 2025-02-05 2025-02-05
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 

FORM 8-K

 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): February 5, 2025
 

GEOSPACE TECHNOLOGIES CORPORATION
(Exact name of Registrant as Specified in Its Charter)

 
Texas
001-13601
76-0447780
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
     
7007 Pinemont,
Houston, Texas
 
77040
(Address of Principal Executive Offices)
 
(Zip Code)
 
Registrants Telephone Number, Including Area Code: (713) 986-4444
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
 
Trading
Symbol(s)
 
Name of each exchange on which registered
Common Stock
 
GEOS
 
The NASDAQ Global Select Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 

 
 
Item 2.02. Results of Operations and Financial Condition
 
On February 5, 2025, Geospace Technologies Corporation issued a press release announcing operating results for its first quarter fiscal year 2025. The press release is attached hereto as Exhibit 99.1. The foregoing description is qualified by reference in its entirety to such exhibit.
 
In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01. Financial Statements and Exhibits
 
 
Exhibit 104 Cover Page Interactive Data (embedded within the Inline XBRL document).         
 
 

 
SIGNATURES
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
GEOSPACE TECHNOLOGIES CORPORATION
Date: February 5, 2025
 
 
By:     /s/ Robert L. Curda
 
Robert L. Curda
 
Vice President, Chief Financial Officer & Secretary
 
 

Exhibit 99.1

 

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NEWS RELEASE

 

GEOSPACE TECHNOLOGIES REPORTS PROFITABLE FIRST QUARTER

FOR FISCAL YEAR 2025

 

Houston, Texas February 5, 2025 – Geospace Technologies Corporation (NASDAQ: GEOS) (“the “Company") today announced results for its first quarter ended December 31, 2024. For the three-months ended December 31, 2024, Geospace reported revenue of $37.2 million compared to revenue of $50.0 million for the comparable year-ago quarter. Net income for the three-months ended December 31, 2024, was $8.4 million, or $0.65 per diluted share, compared to $12.7 million, or $0.94 per diluted share, for the quarter ended December 31, 2024.

 

Managements Comments

Richard J. (“Rich”) Kelley, President and CEO of Geospace Technologies said, “Our companywide focus on driving profitability through strategic decisions continues to yield positive results. We just completed another profitable quarter after two consecutive years of profitability, excluding non-cash charges in the prior quarter.       

 

As an organization, we have embraced the realignment of our business segments to better reflect our long-term vision and market opportunities. This quarter represents our first reporting period using our new business segments: Smart Water, Energy Solutions and Intelligent Industrial. To provide greater insight into the revenue reported using these new segments, we extracted from the former Adjacent Markets segment our water solutions of Hydroconn® connectors and the Aquana brand offerings to form the Smart Water segment. Additionally, the remaining businesses under the former Adjacent Markets segment are combined with our previous Emerging Markets segment to form the Intelligent Industrial segment. The former Oil & Gas segment is almost unchanged and has now become our Energy Solutions segment.

 

Historically for our water-related offerings, the first quarter of the fiscal year usually results in less revenue due in part to seasonality of utility-related deployments as well as the municipal government budget cycle, which typically begins in October. Positively, revenue reported from the Smart Water segment shows an increase of 72% from the same period last year. We see significant future potential in the municipal and multi-family markets for our water management solutions and intend to grow both organically and through potential acquisition to realize our long-term vision for this vertical.

 

Our Energy Solutions segment achieved a notable milestone in this quarter including a $17 million sale of shallow water OBX-750E nodes to an international seismic contractor. Looking ahead to the remainder of the year, we anticipate there may be variability in quarterly revenue due to on-going market conditions in the Energy Solutions segment.

 
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Our Intelligent Industrial segment maintained consistent revenue through a combination of our imaging solutions, advanced sensor products, specialized contract manufacturing services and security and surveillance applications.

 

We are pleased to begin the fiscal year with a strong quarter yielding net income for our shareholders. We continue to evaluate options associated with potential acquisitions and other growth strategies and seek more ways in which we will increase value in the future.”

 

Smart Water Segment

First quarter revenue from the Company’s Smart Water segment totaled $7.3 million for the three months ended December 31, 2024. This compares to $4.2 million in revenue for the same period a year ago, an increase of 72%. The increase in revenue is due to higher demand for the Company’s Hydroconn® cable and connector products.

 

Energy Solutions Segment

The Energy Solutions segment revenue totaled $24.3 million for the three months ended December 31, 2024. This compares to $39.9 million in revenue for the same period a year ago, a decrease of 39%. Revenue for the three months ended December 31, 2024 included a $17 million OBX marine wireless product sale. However, in comparison, revenue for the first quarter of the prior year included a $30 million sale of our Mariner™ shallow water ocean bottom nodes. Additionally, the reduction in revenue for the first quarter of fiscal year 2025 was due to lower utilization of the OBX rental fleet.

 

Intelligent Industrial Segment

Revenue from the Company’s Intelligent Industrial segment totaled $5.6 million for the three-month period ended December 31, 2024. This compared with $5.8 million from the same year ago period, a decrease of 4%. The decrease in revenue for the three months ended December 31, 2024, was primarily due to lower demand for our imaging products.  The decrease was partially offset by an increase in demand for our industrial sensor products.

 

Balance Sheet and Liquidity

As of December 31, 2024, the Company had $22.1 million in cash, cash equivalents and short-term investments, and had $40.6 million in current trade accounts and financing receivables, which includes $16 million from a non-cash sale of used rental equipment during the quarter.  The Company has maintained additional borrowing availability of $12 million under its bank credit agreement with no borrowings outstanding and owns unencumbered property and real estate in both domestic and international locations. In fiscal year 2025, management anticipates a capital expenditure budget of $6 million and does not anticipate significant increases to the rental fleet given current market conditions. 

 

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The Company completed its $7 million stock repurchase program early in the second quarter of fiscal year 2025.  During the three-month period ended December 31, 2024, the Company purchased $0.2 million of treasury stock pursuant to the stock repurchase program. Through the program, the Company purchased roughly 716,000 shares at an average price of $9.72 per share.

 

Conference Call Information

Geospace Technologies will host a conference call to review its first quarter fiscal year 2025 financial results on February 6, 2025, at 10:00 a.m. Eastern Time (9 a.m. Central). Participants can access the call at (800)274-8461 (US) or (203)518-9814 (International). Please reference the conference ID: GEOSQ125 prior to the start of the conference call. A replay will be available for approximately 60 days and may be accessed through the Investor Relations tab of our website at www.geospace.com.

 

About Geospace Technologies

Geospace Technologies is a global technology and instrumentation manufacturer specializing in advanced sensing, IOT and highly ruggedized products, which serve smart water, energy exploration, industrial, government and commercial customers worldwide. The Company’s products blend engineering expertise with advanced analytic software to optimize energy exploration, enhance national and homeland security, empower water utility and property managers, and streamline electronic printing solutions. With more than four decades of excellence, the Company’s more than 450 employees across the world are dedicated to engineering and technical quality. Geospace is traded on the U.S. NASDAQ stock exchange under the ticker symbol GEOS and has been added to the Russell 2000®, Russell 3000®, and Russell Micro-cap®. For more information, visit www.geospace.com.

 

MEDIA CONTACT: Caroline Kempf, ckempf@geospace.com, 713.986.8710

 

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Forward Looking Statements

 

This news release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements can be identified by terminology such as “may”, “will”, “should”, “could”, “intend”, “expect”, “plan”, “budget”, “forecast”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “continue”, “evaluating” or similar words. Statements that contain these words should be read carefully because they discuss future expectations, contain projections of our future results of operations or of our financial position or state other forward-looking information. Examples of forward- looking statements include, statements regarding our expected operating results and expected demand for our products in various segments and our expected capital expenditures. These forward-looking statements reflect our current judgment about future events and trends based on currently available information. However, there will likely be events in the future that we are not able to predict or control. The factors listed under the caption “Risk Factors” in our most recent Annual Report on Form 10-K which is on file with the Securities and Exchange Commission, as well as other cautionary language in such Annual Report, any subsequent Quarterly Report on Form 10- Q, or in our other periodic reports, provide examples of risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements.

 

Such examples include, but are not limited to, the failure of the Quantum or OptoSeis® or Aquana technology transactions to yield positive operating results and decreases in commodity price levels which could reduce demand for our products, the failure of our products to achieve market acceptance (despite substantial investment by us) our sensitivity to short term backlog, delayed or cancelled customer orders, product obsolescence resulting from poor industry conditions or new technologies, bad debt write-offs associated with customer accounts, inability to collect on promissory notes, lack of further orders for our OBX rental equipment, failure of our Quantum products to be adopted by the border and perimeter security market, or a decrease in such market due to governmental changes, and infringement or failure to protect intellectual property. The occurrence of the events described in these risk factors and elsewhere in our most recent Annual Report on Form 10-K or in our other periodic reports could have a material adverse effect on our business, results of operations and financial position, and actual events and results of operations may vary materially from our current expectations. We assume no obligation to revise or update any forward- looking statement, whether written or oral, that we may make from time to time, whether as a result of new information, future developments or otherwise, except as required by applicable securities laws and regulations.

 

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GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)

 

   

Three Months Ended

 
   

December 31, 2024

   

December 31, 2023

 

Revenue:

               

Products

  $ 32,645     $ 43,714  

Rental

    4,578       6,318  

Total revenue

    37,223       50,032  

Cost of revenue:

               

Products

    14,269       23,842  

Rental

    2,805       3,954  

Total cost of revenue

    17,074       27,796  
                 

Gross profit

    20,149       22,236  
                 

Operating expenses:

               

Selling, general and administrative

    7,420       5,826  

Research and development

    4,894       3,602  

Provision for recovery of credit losses

          (29 )

Total operating expenses

    12,314       9,399  
                 

Income from operations

    7,835       12,837  
                 

Other income (expense):

               

Interest expense

    (44 )     (56 )

Interest income

    745       235  

Foreign currency transaction gains (losses), net

    (14 )     (163 )

Other, net

    (33 )     (74 )

Total other income (loss), net

    654       (58 )
                 

Income before income taxes

    8,489       12,779  

Income tax expense

    113       100  

Net income

  $ 8,376     $ 12,679  
                 

Income per common share:

               

Basic

  $ 0.66     $ 0.96  

Diluted

  $ 0.65     $ 0.94  
                 

Weighted average common shares outstanding:

               

Basic

    12,753,378       13,251,360  

Diluted

    12,877,387       13,460,516  

 

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GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands except share amounts)

(unaudited)

 

   

December 31, 2024

   

September 30, 2024

 

ASSETS

               

Current assets:

               

Cash and cash equivalents

  $ 1,410     $ 6,895  

Short-term investments

    20,655       30,227  

Trade accounts and financing receivables, net

    40,645       21,868  

Inventories, net

    27,921       26,222  

Assets held for sale

    1,841       1,841  

Prepaid expenses and other current assets

    2,613       2,313  

Total current assets

    95,085       89,366  
                 

Non-current inventories, net

    18,742       18,031  

Rental equipment, net

    12,480       14,186  

Property, plant and equipment, net

    23,358       21,083  

Non-current trade accounts and financing receivables

    7,264       6,375  

Operating right-of-use assets

    400       464  

Goodwill

    736       736  

Other intangible assets, net

    1,611       1,649  

Other non-current assets

    263       304  

Total assets

  $ 159,939     $ 152,194  
                 

LIABILITIES AND STOCKHOLDERS EQUITY

               

Current liabilities:

               

Accounts payable trade

  $ 7,312     $ 8,003  

Operating lease liabilities

    130       173  

Other current liabilities

    9,446       9,021  

Total current liabilities

    16,888       17,197  
                 

Non-current operating lease liabilities

    309       339  

Deferred tax liabilities, net

    32       34  

Total liabilities

    17,229       17,570  
                 

Commitments and contingencies

               
                 

Stockholders’ equity:

               

Preferred stock, 1,000,000 shares authorized, no shares issued and outstanding

           

Common Stock, $.01 par value, 20,000,000 shares authorized; 14,315,262 and 14,206,082 shares issued, respectively; and 12,798,897 and 12,709,381 shares outstanding, respectively

    143       142  

Additional paid-in capital

    97,690       97,342  

Retained earnings

    63,658       55,282  

Accumulated other comprehensive loss

    (4,699 )     (4,257 )

Treasury stock, at cost, 1,516,365 and 1,496,701 shares, respectively

    (14,082 )     (13,885 )

Total stockholders’ equity

    142,710       134,624  

Total liabilities and stockholders’ equity

  $ 159,939     $ 152,194  

 

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GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

 

   

Three Months Ended

 
   

December 31, 2024

   

December 31, 2023

 

Cash flows from operating activities:

               

Net income

  $ 8,376     $ 12,679  

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

               

Deferred income tax expense

          8  

Rental equipment depreciation

    1,884       3,313  

Property, plant and equipment depreciation

    867       822  

Amortization of intangible assets

    37       109  

Amortization of premiums (accretion of discounts) on short-term investments

    (104 )     (115 )

Stock-based compensation expense

    349       406  

Provision for recovery of credit losses

          (29 )

Inventory obsolescence expense

    506       20  

Gross profit from sale of rental equipment

    (15,978 )     (19,350 )

Gain on disposal of property, plant and equipment

    (86 )      

Realized gain on investments

    (10 )      

Effects of changes in operating assets and liabilities:

               

Trade accounts and financing receivables

    (3,622 )     8,001  

Inventories

    (2,988 )     (4,059 )

Other assets

    (196 )     179  

Accounts payable trade

    (690 )     (478 )

Other liabilities

    146       1,146  

Net cash provided by (used in) operating activities

    (11,509 )     2,652  
                 

Cash flows from investing activities:

               

Purchase of property, plant and equipment

    (3,199 )     (779 )

Proceeds from the sale of property, plant and equipment

    89        

Investment in rental equipment

    (373 )     (2,558 )

Proceeds from the sale of rental equipment

    65       597  

Proceeds from the sale of short-term investments

    9,660        

Payments received on note receivable related to sale of subsidiary

    45        

Net cash provided by (used in) investing activities

    6,287       (2,740 )
                 

Cash flows from financing activities:

               

Purchase of treasury stock

    (197 )      

Net cash used in financing activities

    (197 )      
                 

Effect of exchange rate changes on cash

    (66 )     192  

Increase (decrease) in cash and cash equivalents

    (5,485 )     104  

Cash and cash equivalents, beginning of period

    6,895       18,803  

Cash and cash equivalents, end of period

  $ 1,410     $ 18,907  
                 

SUPPLEMENTAL CASH FLOW INFORMATION:

               

Cash paid for income taxes

  $ 113     $  

Accounts and financing receivables related to sale of rental equipment

    16,112       30,048  

Inventory transferred to rental equipment

    36       593  

 

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GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES

SUMMARY OF SEGMENT REVENUE AND OPERATING INCOME (LOSS)

(in thousands)

(unaudited)

 

   

Three Months Ended

 
   

December 31, 2024

   

December 31, 2023

 

Revenue:

               

Smart Water

  $ 7,288     $ 4,234  

Energy Solutions

    24,282       39,911  

Intelligent Industrial

    5,577       5,813  

Corporate

    76       74  

Total

  $ 37,223     $ 50,032  
                 

Income (loss) from operations:

               

Smart Water

  $ 370     $ 1,095  

Energy Solutions

    13,282       15,068  

Intelligent Industrial

    (940 )     (191 )

Corporate

    (4,877 )     (3,135 )

Total

  $ 7,835     $ 12,837  

 

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v3.25.0.1
Document And Entity Information
Feb. 05, 2025
Document Information [Line Items]  
Entity, Registrant Name GEOSPACE TECHNOLOGIES CORPORATION
Document, Type 8-K
Document, Period End Date Feb. 05, 2025
Entity, Incorporation, State or Country Code TX
Entity, File Number 001-13601
Entity, Tax Identification Number 76-0447780
Entity, Address, Address Line One 7007 Pinemont
Entity, Address, City or Town Houston
Entity, Address, State or Province TX
Entity, Address, Postal Zip Code 77040
City Area Code 713
Local Phone Number 986-4444
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock
Trading Symbol GEOS
Security Exchange Name NASDAQ
Entity, Emerging Growth Company false
Amendment Flag false
Entity, Central Index Key 0001001115

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