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Clean Energy Reports Gallons Delivered Rose 13% During The Fourth Quarter of 2013

  Clean Energy Reports Gallons Delivered Rose 13% During The Fourth Quarter of
  2013

Business Wire

NEWPORT BEACH, Calif. -- February 27, 2014

Clean Energy Fuels Corp. (NASDAQ:CLNE) (Clean Energy or the Company) today
announced operating results for the fourth quarter and year ended December 31,
2013.

Gallons delivered (defined below) for the fourth quarter of 2013 totaled 55.5
million gallons, compared to 51.7 million gallons delivered in the same period
a year ago. Gallons delivered were up 13% for the fourth quarter of 2013 when
excluding 2.5 million gallons delivered in the fourth quarter of 2012 by the
Company’s Peruvian joint venture, which was sold in March of 2013. For 2013,
gallons delivered totaled 214.4 million gallons, up from 194.9 million gallons
for 2012.

Revenue for the fourth quarter ended December 31, 2013 was $85.0 million.
Revenue for the fourth quarter ended December 31, 2012 was $99.1 million,
which included $22.7 million in construction revenue related to the sale of
two large CNG stations to a transit customer that did not reoccur in 2013. For
2013, revenue totaled $352.5 million, which is up from $334.0 million a year
ago. Additionally, when comparing periods, note that the Company recognized
revenue attributable to the volumetric excise tax credit (VETC) of $7.3
million and $45.4 million in the fourth quarter and year ended December 31,
2013, but did not recognize any revenue attributable to VETC in the fourth
quarter and year ended December 31, 2012. The American Taxpayer Relief Act,
signed into law on January 2, 2013, reinstated VETC through December 31, 2013
and made it retroactive to January 1, 2012. The Company recognized $20.8
million of VETC revenue in the first quarter of 2013 attributable to 2012
sales of CNG and LNG. The year ended December 31, 2012 also included $40.3
million in construction revenue from the sale of four large CNG stations to a
transit customer that did not reoccur in 2013. Also, during the year ended
December 31, 2013, the Company sold its subsidiary, BAF Technologies, Inc.
(BAF), and recognized a gain of $14.1 million on the transaction.

Andrew J. Littlefair, Clean Energy's President and Chief Executive Officer,
stated: “2013 will go down as the year the heavy-duty trucking industry began
its transition to natural gas in a meaningful way. Over the last year, we made
significant strides in building out our fueling infrastructure, establishing
relationships with new customers and expanding our relationships with existing
customers. We believe this will enable Clean Energy to capture a substantial
share of the new and large trucking market, as well as extending our existing
market position in the more established natural gas markets of refuse, transit
and airports.”

Adjusted EBITDA for the fourth quarter of 2013 was $(1.8) million. This
compares with adjusted EBITDA of $(5.7) million in the fourth quarter of 2012.
For 2013, adjusted EBITDA was $33.6 million, compared with $(12.3) million for
2012. Adjusted EBITDA is described below and reconciled to the GAAP measure
net loss attributable to Clean Energy Fuels Corp.

Non-GAAP loss per share for the fourth quarter of 2013 was $0.25, compared
with a non-GAAP loss per share for the fourth quarter of 2012 of $0.23. For
2013, non-GAAP loss per share was $0.44, compared with $0.75 per share for
2012. Non-GAAP loss per share is described below and reconciled to the GAAP
measure net loss attributable to Clean Energy Fuels Corp.

On a GAAP basis, net loss for the fourth quarter of 2013 was $32.3 million, or
$0.34 per share, and included a non-cash gain of $0.1 million related to the
accounting treatment that requires Clean Energy to value its Series I warrants
and mark them to market, a non-cash charge of $5.7 million related to
stock-based compensation, foreign currency losses of $0.2 million on the
Company’s purchase notes issued in September 2010 in connection with the
Company’s acquisition of IMW Industries, Ltd. (IMW), a $1.4 million write down
of the value of the remaining shares the Company expects to receive from
Westport Innovations, Inc. (Westport Holdback Shares) from the sale of BAF
(WPRT Holdback Shares Write-Down), and $1.3 million in additional lease exit
charges related to the move of the Company’s headquarters (HQ Lease Exit).
This compares with a net loss for the fourth quarter of 2012 of $41.7 million,
or $0.46 per share, which included a non-cash gain of $2.3 million related to
marking to market the Series I warrants, $5.6 million of non-cash stock-based
compensation charges, foreign currency losses of $0.1 million on the IMW
purchase notes, a one-time charge of $14.5 million related to the impairment
of the Company’s investment in The Vehicle Production Group LLC (VPG, and such
impairment, VPG Investment Impairment), a one-time charge of $0.6 million
related to a settlement with the California Air Resource Board (CARB) related
to certain vehicles (CARB Settlement), and a one-time charge of $2.1 million
related to the settlement with the Internal Revenue Service (IRS) on certain
VETC revenues (IRS Settlement).

Net loss for 2013, which included a non-cash gain of $0.9 million related to
the valuation of the Series I warrants, non-cash stock-based compensation
charges of $23.0 million, foreign currency losses of $0.5 million on the IMW
purchase notes, a $1.4 million write down related to the WPRT Holdback Shares
Write-Down, and $1.3 million related to the HQ Lease Exit, was $67.0 million,
or $0.71 per share. This compares with a net loss for 2012 of $101.3 million,
or $1.16 per share, which included a non-cash gain for the Series I warrants
of $3.4 million, non-cash stock-based compensation charges of $22.1 million,
foreign currency gains of $0.6 million on the IMW purchase notes, a one-time
charge of $14.5 million related to the VPG Investment Impairment, a one-time
charge of $0.6 million related to the CARB Settlement, and a one-time charge
of $2.1 million related to the IRS Settlement.

Non-GAAP Financial Measures

To supplement the Company’s consolidated financial statements, which
statements are prepared and presented in accordance with generally accepted
accounting principles (GAAP), the Company uses non-GAAP financial measures
called non-GAAP earnings per share (non-GAAP EPS or non-GAAP earnings/loss per
share) and Adjusted EBITDA. Management has presented non-GAAP EPS and Adjusted
EBITDA because it uses these non-GAAP financial measures to assess its
operational performance, for financial and operational decision-making, and as
a means to evaluate period-to-period comparisons on a consistent basis.
Management believes that these non-GAAP financial measures provide meaningful
supplemental information regarding the Company’s performance by excluding
certain non-cash or non-recurring expenses that are not directly attributable
to its core operating results. In addition, management believes these non-GAAP
financial measures are useful to investors because: (1) they allow for greater
transparency with respect to key metrics used by management in its financial
and operational decision making; (2) they exclude the impact of non-cash or,
when specified, non-recurring items that are not directly attributable to the
Company’s core operating performance and that may obscure trends in the core
operating performance of the business; and (3) they are used by institutional
investors and the analyst community to help them analyze the results of Clean
Energy’s business. In future quarters, the Company may make adjustments for
other non-recurring significant expenditures or significant non-cash charges
in order to present non-GAAP financial measures that are indicative of the
Company’s core operating performance.

Non-GAAP financial measures have limitations as an analytical tool and should
not be considered in isolation from, or as a substitute for, the Company’s
GAAP results. The Company expects to continue reporting non-GAAP financial
measures, adjusting for the items described below, and the Company expects to
continue to incur expenses similar to the non-cash, non-GAAP adjustments
described below. Accordingly, unless otherwise stated, the exclusion of these
and other similar items in the presentation of non-cash, non-GAAP financial
measures should not be construed as an inference that these costs are unusual,
infrequent or non-recurring. Non-GAAP EPS and Adjusted EBITDA are not
recognized terms under GAAP and do not purport to be an alternative to GAAP
earnings/loss per share or operating income (loss) as an indicator of
operating performance or any other GAAP measure. Moreover, because not all
companies use identical measures and calculations, the presentation of
non-GAAP EPS or Adjusted EBITDA may not be comparable to other similarly
titled measures of other companies. These limitations are compensated for by
management by using non-GAAP EPS and Adjusted EBITDA in conjunction with
traditional GAAP operating performance and cash flow measures.

Non-GAAP EPS

Non-GAAP EPS is defined as net income (loss) attributed to Clean Energy Fuels
Corp., plus stock-based compensation charges, net of related tax benefits,
plus or minus any mark-to-market losses or gains on the Company’s Series I
warrants, plus or minus the foreign currency losses or gains on the Company’s
IMW purchase notes, plus the VPG Investment Impairment in the fourth quarter
of 2012, plus the CARB Settlement in the fourth quarter of 2012, plus the IRS
Settlement in the fourth quarter of 2012, plus the WPRT Holdback Shares
Write-Down in the fourth quarter of 2013, and plus the HQ Lease Exit recorded
in the fourth quarter of 2013, the total of which is divided by the Company’s
weighted average shares outstanding on a diluted basis. The Company’s
management believes that excluding non-cash charges related to stock-based
compensation provides useful information to investors because the varying
available valuation methodologies, the volatility of the expense (which
depends on market forces outside of management’s control), and the
subjectivity of the assumptions and the variety of award types that a company
can use under the relevant accounting guidance may obscure trends in the
Company’s core operating performance. Similarly, the Company’s management
believes that excluding the non-cash, mark-to-market losses or gains on the
Company’s Series I warrants is useful to investors because the valuation of
the Series I warrants is based on a number of subjective assumptions, the
amount of the loss or gain is derived from market forces outside management’s
control, and it enables investors to compare the Company’s performance with
other companies that have different capital structures. The Company’s
management believes that excluding the foreign currency gains and losses on
the IMW purchase notes provides useful information to investors as the amounts
are based on market conditions outside of management’s control and the amounts
relate to financing the acquisition of the business as opposed to the core
operations of the Company. The Company’s management believes that excluding
the VPG Investment Impairment, the CARB Settlement, the IRS Settlement, the
WPRT Holdback Shares Write-Down, and the HQ Lease Exit amounts is useful to
investors because they are not part of the core operations of the Company.

The table below shows non-GAAP EPS and also reconciles these figures to the
GAAP measure net loss attributable to Clean Energy Fuels Corp.:

                                                          
                     Three Months Ended Dec. 31,                   Year Ended Dec. 31,
(in 000s,
except               2012              2013                     2012              2013
per-share
amounts)
Net Loss
Attributable
to Clean             $ (41,735    )       $ (32,318    )           $ (101,255   )       $ (66,968    )
Energy Fuels
Corp.
Stock Based
Compensation,          5,595                5,661                    22,087               23,008
Net of Tax
Benefits
Mark-to-Market
Gain on Series         (2,306     )         (77        )             (3,391     )         (938       )
I Warrants
Foreign
Currency
(Gain) Loss on         130                  235                      (561       )         526
IMW Purchase
Notes
VPG Investment         14,544               —                        14,544               —
Impairment
CARB                   550                  —                        550                  —
Settlement
IRS Settlement         2,057                —                        2,057                —
WPRT Holdback
Shares                 —                    1,383                    —                    1,383
Write-Down
HQ Lease Exit        —                    1,314                     —                   1,314
Adjusted Net         $ (21,165    )       $ (23,802    )           $ (65,969    )       $ (41,675    )
Loss
Diluted
Weighted
Average Common         90,474,665           93,360,940               87,455,073           93,958,758
Shares
Outstanding
Non-GAAP Loss        $ (0.23      )       $ (0.25      )           $ (0.75      )       $ (0.44      )
Per Share
                                           

Adjusted EBITDA

Adjusted EBITDA is defined as net income (loss) attributable to Clean Energy
Fuels Corp., plus or minus income tax expense or benefit, plus or minus
interest expense or income, net, plus depreciation and amortization expense,
plus or minus the foreign currency losses or gains on the Company’s IMW
purchase notes, plus stock-based compensation charges, net of related tax
benefits, plus or minus any mark-to-market losses or gains on the Company’s
Series I warrants, plus the VPG Investment Impairment, plus the CARB
Settlement, plus the IRS Settlement, plus the WPRT Holdback Shares Write-Down,
and plus the HQ Lease Exit. The Company’s management believes that Adjusted
EBITDA provides useful information to investors for the same reasons discussed
above for Non-GAAP EPS. In addition, management internally uses Adjusted
EBITDA to determine elements of executive and employee compensation.

The table below shows Adjusted EBITDA and also reconciles these figures to the
GAAP measure net loss attributable to Clean Energy Fuels Corp.:

                                                    
                     Three Months Ended Dec. 31,             Year Ended Dec. 31,
(in 000s)            2012           2013                  2012            2013
Net Loss
Attributable
to Clean             $ (41,735 )       $ (32,318 )           $ (101,255 )       $ (66,968 )
Energy Fuels
Corp.
Income Tax             599               1,059                 1,294              3,715
Expense
Interest               4,732             10,516                16,069             29,287
Expense, Net
Depreciation
and                    10,163            10,459                36,261             42,318
Amortization
Foreign
Currency
(Gain) Loss on         130               235                   (561     )         526
IMW Purchase
Notes
Stock Based
Compensation,          5,595             5,661                 22,087             23,008
Net of Tax
Benefits
Mark-to-Market
Gain on Series         (2,306  )         (77     )             (3,391   )         (938    )
I Warrants
VPG Investment         14,544            —                     14,544             —
Impairment
CARB                   550               —                     550                —
Settlement
IRS Settlement         2,057             —                     2,057              —
WPRT Holdback
Shares                 —                 1,383                 —                  1,383
Write-Down
HQ Lease Exit         —                1,314                —                 1,314
Adjusted             $ (5,671  )       $ (1,768  )           $ (12,345  )       $ 33,645
EBITDA
                                                                                          

Gallons Delivered

The Company defines “gallons delivered” as its compressed natural gas (CNG),
liquefied natural gas (LNG), renewable natural gas (RNG) and the gallons in
connection with providing operations and maintenance services delivered to its
customers during the period.

Today’s Conference Call

The Company will host an investor conference call today at 4:30 p.m. Eastern
time (1:30 p.m. Pacific). Investors interested in participating in the live
call can dial 1.877.407.4018 from the U.S., and international callers can dial
1.201.689.8471. A telephone replay will be available approximately two hours
after the call concludes, through Thursday, March 27, 2014, which can be
reached by dialing 1.877.870.5176 from the U.S., or 1.858.384.5517 from
international locations, and entering Replay Pin Number 13575722. There also
will be a simultaneous, live webcast available on the Investor Relations
section of the Company’s web site at www.cleanenergyfuels.com, which will be
available for replay for 30 days.

About Clean Energy Fuels

Clean Energy Fuels Corp. (NASDAQ:CLNE) is the largest provider of natural gas
fuel for transportation in North America. We build and operate CNG and LNG
fueling stations; manufacture CNG and LNG equipment and technologies for
ourselves and other companies; develop RNG production facilities; and deliver
more CNG, LNG, and Redeem RNG fuel than any other company in the U.S. For more
information, visit www.cleanenergyfuels.com.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934 that involve risks, uncertainties and assumptions, such
as statements regarding the transition of the heavy-duty trucking industry to
natural gas, the build-out of the Company’s fueling infrastructure, the
Company establishing relationships with new customers and expanding
relationships with existing customers, and future growth and sales
opportunities in all of the Company’s markets, which include trucking, refuse,
airport, taxi and transit. Actual results and the timing of events could
differ materially from those anticipated in these forward-looking statements
as a result of several factors including, but not limited to, changes in the
prices of natural gas relative to gasoline and diesel, the Company’s failure
to recognize the anticipated benefits of building CNG and LNG stations in its
America’s Natural Gas Highway initiative, the availability and deployment of,
as well as the demand for, natural gas engines that are well-suited for the
U.S. long-haul, heavy-duty truck market, future availability of equity or debt
financing needed to fund the growth of the Company’s business, the Company’s
ability to efficiently manage its growth and retain and hire key personnel,
the acceptance of natural gas vehicles in the Company’s markets, the
availability of natural gas vehicles, relaxation or waiver of fuel emission
standards, the Company’s ability to capture a substantial share of the
anticipated growth in the market for natural gas fuel and otherwise compete
successfully, the Company’s failure to manage risks and uncertainties related
to its international operations, construction and permitting delays at station
construction projects, the Company’s ability to integrate acquisitions, the
availability of tax and related government incentives for natural gas fueling
and vehicles, compliance with governmental regulations, the Company’s ability
to source and supply sufficient LNG to meet the needs of its business, the
Company’s ability to effectively manage its current LNG plants and the
construction of new LNG plants, and the Company’s ability to manage and grow
its RNG business. The forward-looking statements made herein speak only as of
the date of this press release and the Company undertakes no obligation to
update publicly such forward-looking statements to reflect subsequent events
or circumstances, except as otherwise required by law. Additionally, the
Company’s Form 10-K, filed on February 27, 2014 with the SEC (www.sec.gov),
contains risk factors that may cause actual results to differ materially from
the forward-looking statements contained in this press release.

                                                    
Clean Energy Fuels Corp. and Subsidiaries

Consolidated Balance Sheets

(In thousands, except share data)
                                                                             
                                 December 31,                   December 31,

                                 2012                           2013
Assets
Current assets:
Cash and cash equivalents        $   108,522                    $  240,033
Restricted cash                  8,445                          8,403
Short-term investments           38,175                         138,240
Accounts receivable, net
of allowance for doubtful
accounts of $905 and $832        57,594                         53,473
as of December 31, 2012
and December 31, 2013,
respectively
Other receivables                17,808                         26,285
Inventory, net                   38,152                         33,822
Prepaid expenses and other       16,002                         20,840
current assets
Total current assets             284,698                        521,096
Land, property and               428,177                        487,854
equipment, net
Restricted cash                  13,208                         —
Notes receivable and other       71,389                         73,697
long-term assets
Investments in other             2,581                          —
entities
Goodwill                         75,865                         88,548
Intangible assets, net           99,282                         79,770
Total assets                     $   975,200                    $  1,250,965
                                                                             
                                                                             
Liabilities and
Stockholders’ Equity
Current liabilities:
Current portion of
long-term debt and capital       $   30,389                     $  23,401
lease obligations
Accounts payable                 39,216                         33,541
Accrued liabilities              30,794                         46,745
Deferred revenue                 13,521                         16,419
Total current liabilities        113,920                        120,106
Long-term debt and capital
lease obligations, less          300,636                        532,017
current portion
Long-term debt, related          —                              65,000
party
Other long-term                  14,014                         15,304
liabilities
Total liabilities                428,570                        732,427
Commitments and
contingencies
Stockholders’ equity:
Preferred stock, $0.0001
par value. Authorized            —                              —
1,000,000 shares; issued
and outstanding no shares
Common stock, $0.0001 par
value. Authorized
149,000,000 shares; issued
and outstanding 87,634,478       9                              9
shares and 89,364,397
shares at December 31,
2012 and December 31,
2013, respectively
Additional paid-in capital       837,367                        883,045
Accumulated deficit              (300,814     )                 (367,782     )
Accumulated other
comprehensive income             6,151                          (700         )
(loss)
Total Clean Energy Fuels         542,713                        514,572
Corp. stockholders’ equity
Noncontrolling interest in       3,917                          3,966
subsidiary
Total stockholders’ equity       546,630                        518,538
Total liabilities and            $   975,200                    $  1,250,965
stockholders’ equity
                                                                             
                                                                             

                                                            
Clean Energy Fuels Corp. and Subsidiaries

Consolidated Statements of Operations

For the Three Months Periods and Years Ended December 31, 2012 and 2013

(In thousands, except share and per share data)
                                                                                                   
                       Three Months Ended                            Year Ended

                       December 31,                                  December 31,
                       2012              2013                     2012            2013
Revenue:
Product revenues       $ 87,576             $ 73,566                 $ 293,777          $  310,813
Service revenues        11,497              11,429                 40,231             41,662
Total revenues           99,073               84,995                 334,008            352,475
Operating
expenses:
Cost of sales
(exclusive of
depreciation and
amortization
shown separately
below):
Product cost of          73,486               55,913                 236,471            213,593
sales
Service cost of          4,551                1,360                  17,213             11,169
sales
Derivative
gains:
Series I warrant         (2,306     )         (77        )           (3,391     )       (938       )
valuation
Selling, general
and                      34,653               36,450                 117,976            138,024
administrative
Depreciation and        10,163              10,459                 36,261             42,318
amortization
Total operating         120,547             104,105                404,530            404,166
expenses
Operating loss           (21,474    )         (19,110    )           (70,522    )       (51,691    )
Interest                 (4,732     )         (10,516    )           (16,069    )       (29,287    )
expense, net
Other income             (342       )         (213       )           1,236              (970       )
(expense), net
Impairment of
cost method              (14,544    )         —                      (14,544    )       —
investment
Income (loss)
from equity              16                   —                      331                (76        )
method
investment
Gain from sale
of equity method         —                    —                      —                  4,705
investment
Gain from sale          —                   (1,383     )           —                  14,115
of subsidiary
Loss before              (41,076    )         (31,222    )           (99,568    )       (63,204    )
income taxes
Income tax              (599       )        (1,059     )           (1,294     )       (3,715     )
expense
Net loss                 (41,675    )         (32,281    )           (100,862   )       (66,919    )
Income of
noncontrolling          (60        )        (37        )           (393       )       (49        )
interest
Net loss
attributable to        $ (41,735    )       $ (32,318    )           $ (101,255 )       $  (66,968 )
Clean Energy
Fuels Corp.
Loss per share
attributable to
Clean Energy
Fuels Corp.:
Basic                  $ (0.46      )       $ (0.34      )           $ (1.16    )       $  (0.71   )
Diluted                $ (0.46      )       $ (0.34      )           $ (1.16    )       $  (0.71   )
Weighted-average
common shares
outstanding:
Basic                   90,474,665          94,360,940             87,455,073         93,958,758
Diluted                 90,474,665          94,360,940             87,455,073         93,958,758
                                                                                                   
                                                                                                   

                                             
Included in net loss are the following amounts (in millions):
                                                                              
                   Three Months Ended                 Year Ended

                   December 31,                       December 31,
                   2012         2013               2012         2013
Construction       $ 31.3          $ 6.9              $ 84.8          $ 27.1
Revenues
Construction
Cost of              (29.4 )         (5.8 )             (78.9 )         (22.4 )
Sales
Fuel Tax             (2.1  )         7.3                (2.1  )         45.4
Credits
Stock-based
Compensation
Expense, Net         (5.6  )         (5.7 )             (22.1 )         (23.0 )
of Tax
Benefits
                                                                              

Contact:

Clean Energy Fuels Corp.
Investor Contact:
Tony Kritzer
Director of Investor Communications
949.437.1403
or
News Media Contact:
Gary Foster
Senior Vice President, Corporate Communications
949.437.1113
 
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