Star Equity Holdings, Inc.

Greetings, ladies and gentlemen, and welcome to Star Equity Holdings First Quarter 2025 Results Conference Call. Please be advised that discussions on today's call may include forward-looking statements. Such forward-looking statements involve certain risks and uncertainties that may cause actual results to differ materially from those contained in the forward-looking statements. Please refer to Star Equity's most recent 10-K, 10-Q, and other filings for a more complete description of risk factors that could affect these projections and assumptions. The company assumes no obligations to update forward-looking statements as a result of new information, future events, or otherwise. Please also note that this call on this call management may reference certain non-GAAP financial measures including EBITDA, adjusted EBITDA, adjusted net income, and adjusted earnings per share, which are all financial measures not recognized under U.S. GAAP. As required by SEC rules and regulations, these non-GAAP measures are reconciled to their most recent comparable GAAP financial measures and are earnings released issued this morning. If you do not receive a copy of the earnings release and would like to receive one after the call, please contact Star Equity at -489-9500 or as Invest Relations Representative Lena Catty of the Equity Group at -836-9611. Also, this call is being broadcast live over the internet and may be accessed via Star Equity's website at .starequity.com. Shortly after the call, replay will also be available on the company's website. It is now my pleasure to introduce Rick Coleman, Chief Executive Officer of Star Equity.

Thank you, Operator. Good morning, everyone. We appreciate

you joining us for our first quarter 2025 results conference call. On the call with me today are Jeff Everwine, our Executive Chairman, and Dave Noble, our Chief Financial Officer. I'll start today by providing an overview of our recent business developments and financial highlights. Then Dave will provide additional details on our consolidated financial results. Our first quarter revenue increased .7% over the first quarter of 2024, driven primarily by the inclusion of revenues from Timber Technologies acquired in May 2024 and partially from Alliance drilling tools acquired in March 2025. Gross margin improved to .3% versus .3% in the same quarter of last year, mainly due to higher revenues and the addition of Timber Technologies. Building solution segment revenues increased by .9% compared to the same quarter of 2024, or still somewhat below our internal expectations, mainly due to commercial projects pushing into the second quarter. Also, residential demand at our Glenbrook business picked up later in the quarter than we anticipated. The progress made at KVS was somewhat offset by slower business activity at EBGL, which we believe is temporary. Overall, we've seen a significant uptick in customer interest and activity over the past couple of quarters. We're excited to note that our Building Solutions Division backlog, representing orders under the contract, stood at a record $27.9 million at quarter end compared to $14.8 million at the end of the first quarter of 2024. This gives us high confidence in the Division's full year 2025 outlook. Another highlight of the quarter was the establishment of our Energy Services Division, marked by our March acquisition of Alliance drilling tools, or ADT. The audit of this business is complete and the integration into our holding company structure is proceeding smoothly. We're now focused on ADT's organic growth opportunities and on exploring opportunities to augment the Division with additional acquisitions. Now I'll turn the call over to Dave Noble, our CFO, to provide additional first quarter consolidated financial highlights. Dave, please go ahead.

Thank you, Rick, and good morning. Let's now turn to Star Equity's consolidated financial results, which are represented by our three operating divisions, Building Solutions, Energy Services, and Investments. In Q1 2025, gross profit was $3.1 million, up .2% versus Q1 of 2024. This was driven by increased revenue at KBS, as well as the addition of TT and ADT to our portfolio of companies. SG&A increased by $1.2 million, or 28.5%, versus Q1 of 2024. This was driven largely by the inclusion of SG&A from TT, and to a lesser extent ADT, as well as higher expenses related to M&A activity. SG&A as a percentage of revenue decreased to 40.7%, compared to .9% in the first quarter of last year. SG&A, excluding non-recurring items, was 36% of revenue in Q1, compared to 37% in Q1 of 2024. Moving on to bottom line results for Star Equity, we reported a net loss from continuing operations of $1.2 million in Q1 of 2025, compared to a net loss from continuing operations of $2.2 million in Q1 of 2024. Non-GAAP adjusted net loss from continuing operations in Q1 was $1.7 million, or 52 cents per share, compared to an adjusted net loss of $1.4 million, or 44 cents a share, in Q1 of 2024. Non-GAAP adjusted EBITDA from continuing operations was a loss of $0.8 million in the quarter, versus an adjusted EBITDA loss of $1.1 million in the same period last year. Consolidated cash flow from operations for the first quarter of 2025 was an inflow of $0.6 million, versus an outflow of $2.4 million in the first quarter of 2024. The positive cash flow from operating activities is attributable to favorable results in our Building Solutions Division, combined with strong accounts receivable collections. At the end of the third quarter, our consolidated unrestricted cash balance stood at $1.9 million, compared to $4.0 million at the end of 2024. The difference is primarily driven by the upfront cash used to close the acquisition of ADT in March of 2025, plus associated transaction-related costs. Turning to our Investments Division, our holdings in public equity securities at the end of the quarter amounted to $3.1 million, versus $3.4 million at year-end 2024. Our rollover equity investment and seller note receivable from the 2023 sale of Digirad to TTG, now called Catalyst, were valued at $1.3 million and $8.4 million, respectively. Now I'd like to turn the call back over to Rick for some additional

comments. Thank you, Dave. Thank you. As I previously mentioned,

we're encouraged by the recent momentum we're experiencing at our Building Solutions Division, and by new growth opportunities at our Energy Services Division, as well as the progress we've been making on the M&A front. The Star Equity Board and Management Team are fully focused on creating shareholder value through our targeted business development initiatives, and we will continue to identify additional accretive opportunities at all our divisions. I'll

now turn the call over to the operator for questions.

Yes, thank you. We will now begin the question and answer session. To ask a question, you may press star, then 1 on your telephone keypad. If you are using a speakerphone, please pick up your handset before pressing the keys. If any time your question is unaddressed and you would like to withdraw it, please press star, then 2. At this time, we will pause momentarily to assemble the roster. And the first question comes from Theodore Arneal with Clickfield Hills Research.

Thanks. Hey, congratulations on the backlog. Question for you. I would have expected with the tariff situation that we've got that a whole host of the business would have been experiencing delays. And so I was wondering if you could talk about sort of the dynamics of the business between Edge Builder and Building Solutions that would cause Edge Builder to have sided for these pushouts, but not

the rest of your business. Rick, you want to take that? Theo, this is Jeff in

Connecticut. So Edge Builder was really more company specific. There was a really large project that had started and then just for project specific reasons, it had a two month pause right in the middle of Q1, but then it got back on track and will recognize the revenue, finish that project, recognize the revenue in Q2. Additionally, if you think about where our businesses are located, so Edge Builder is in the Minneapolis area and KBS is in Maine. You know, we did have a pretty severe winter or at least compared to the previous years and we hate to talk about weather as an excuse, but there were weather related delays. And the nature of those two businesses is that they're very project oriented and nothing got cancelled. We just had some things that shifted from Q1 to Q2 and so it's just a shift in one quarter.

Okay, and I understand because we talked about this in the last quarter that there are ways that you can mitigate tariff impact, but I'm just curious if you are seeing any other sort of early signs of any of the projects being sort of like put on hold while we wait and see what happens with pricing.

No, I'll take that one, Jeff. We really aren't. Things are actually looking fairly positive for us. I think there was such a backlog of construction demand built up over time while people were reacting to the interest rate environment and other economic factors that things have to get built. And so those projects are now moving forward. Our backlog is strong and we don't see any signs that that's a temporary situation.

We

are

paying close attention to that. We're monitoring inputs like lumber and OSB and lumber hasn't... It's gone up some, but not as much as it has in the past in springtime. And there's been some press about on the residential side, construction of new homes has slowed down a bit. We're not really that exposed to construction of new homes. We have a modest amount of exposure there, but we are watching those things. But as Rick said, in the massive run up in interest rates we had in the 2022-2023 timeframe, that combined with financing getting harder to come by, there were a lot of projects that just got paused, not canceled. In a severe recession you see projects get outright canceled and we didn't really see any of that. But we had, I'd say about six quarters there where projects just kept getting shifted to the right, paused, not started. And then it was like someone flicked a switch and Q4 of last year, a lot of those projects that had been on hold for a long time, started to go into production and you can see it in our backlog numbers, which we think... I mean, that's what gives us confidence in the coming quarters is all those projects that have been turned into signed contracts that are on our production schedule.

Okay, thanks very much. Thank you.

And then the next question comes from Tate Sullivan with the Maxim Group.

Thank you. I saw your Alliance drilling financials in the 8K yesterday and just noticed the gross profit margin in 2024 of around 56% versus, I mean, the first quarter closing a little above about 35%. Is that just based on interquarter or is it lower gross profit business or changes since 2024 in Alliance? Please start there.

Bill, do you know that? I

think it's really just a function of what happened during the quarter. So I don't think it has... You know, I think that Alliance is a high gross margin business and it's just sort of a function of the activity coming and ramping up into our

results. Yeah, and Tate, I would add, you know, we... In general, we look for businesses that have high margins, low maintenance capex, and what we like about Alliance drilling are those two characteristics, as well as their cost as a percentage of a total project is really, really small, but it's mission critical. So that's a pretty good characteristic for a small business and one of the things that attracted us to it was consistently high margins that that business has.

Another thing

that jumped out

to me was the equipment rental revenue as a percent of total revenue. Are the rental terms in the businesses that Alliance have one to monthly, two to three months, or can they be longer if you can't talk about that?

Yeah, no, it's more project-based. And this equipment, if you think about what they do, which is drilling oil and gas wells, but they also do geothermal, mining, water wells, the equipment gets chewed up, used up pretty quickly, so they have a pretty high rental rate and it usually is based on the project. It can be a set amount per day or it can be an amount per foot drilled or even a set amount per hour and the equipment after a project is done comes back to the shop and gets refurbished and it can only be used, it depends on the piece of equipment, maybe five to ten times before it's at the end of its useful life. So it's a little bit like a razor blade kind of business.

Thank

you, John. And then, David, on the table that you showed, your revolving credit facilities, including one, Austin ADT Assume Alliance, is it a similar type of facility to the Edge Builder facility or can you talk about that? Dave, why don't you take it home? Yeah,

yeah, that's a similar facility. I mean, we did two facilities to support the acquisition of ADT. One is a small term loan on the fixed assets and that was just $600,000. The second piece is a revolver that has a $3 million limit, but it's based on borrowing-based certificates that are filed periodically, very similar to, like you said, Edge Builder, and we drew about half of that to finance the initial acquisition, but there's headroom still remaining on that facility. Okay, thank you.

Thank you. This concludes our question and answer session. I would like to turn to conference by going to Rick Coleman for any closing comments.

Thank you, Operator. Thanks, everyone, for your time today. We do

appreciate your interest and your continued feedback and support, so please don't hesitate to contact us. We're excited about the steps that we're taking on your behalf and

look forward to updating you as our story develops.

Thank you for joining STAR Equity Holdings' first quarter conference call. Today's call has been recorded and will be available on the Investor section of our website, .starequity.com.