6-K
IBEX Ltd (IBEX)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2020
Commission File Number 001-38442
IBEX LIMITED
(Translation of registrant's name into English)
Crawford House, 50 Cedar Avenue
Hamilton HM11, Bermuda
(441) 295-6500
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
☒ Form 20-F ☐ Form 40-F
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
IBEX LIMITED
FORM 6-K
IBEX Limited (the “Company”) is furnishing under the cover of Form 6-K the following:
Earnings Release
| Exhibit 99.1 | Press release, dated November 16, 2020, entitled “IBEX Limited Announces First Quarter Fiscal Year 2021 Financial Results” |
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Incorporation by Reference
The unaudited consolidated statements of financial position, unaudited consolidated statements of profit or loss and other comprehensive income, unaudited consolidated statements of cash flows, and supplemental non-GAAP financial information contained in the press release attached as Exhibit 99.1 to this report on Form 6-K are hereby incorporated by reference into the Company’s registration statement on Form S-8 (File No. 333-242044), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished. The other information in this Form 6-K, including the exhibit attached hereto, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| IBEX LIMITED | ||
|---|---|---|
| By: | /s/ Karl Gabel | |
| Name: | Karl Gabel | |
| --- | --- | |
| Title: | Chief Financial Officer | |
| --- | --- | --- |
| Date: November 16, 2020 |
Exhibit 99.1
FOR IMMEDIATE RELEASE:
IBEX Limited Announces First Quarter Fiscal Year 2021 Financial Results
First Quarter Fiscal Year 2021
| • | Record revenue increased 14.1% year-over-year to $108.8 million |
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| • | Net loss was $3.4 million (non-GAAP adjusted net income of $5.2 million) |
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| • | Adjusted EBITDA increased 41.3% to $15.6 million |
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| • | Eight new logos won and two new contact centers opened |
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| • | Company raises guidance for fiscal year 2021 |
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WASHINGTON, DC— (BUSINESS WIRE)—November 16, 2020—IBEX Limited (“ibex”), a leading global provider of outsourced CX solutions, today announced financial results for its fiscal quarter ended September 30, 2020.
“We achieved record first quarter 2021 financial results for our first quarter as a public company – driving 14.1% year-over-year revenue growth, and positioning us to raise our fiscal year 2021 guidance,” said Bob Dechant, Chief Executive Officer of ibex. “Our results are a reflection of our success with New Economy clients and large blue chip clients who are shifting their customer interactions to digital. Our broad differentiated BPO 2.0 solutions are enabling us to rapidly win strategic new logo clients across key verticals, resulting in record growth.”
Dechant continued, “Our Wave X technologies played a key role in enabling us to win new opportunities as well as had a big impact on our operational performance for our clients. The market is looking for tech-led solutions to enable digital transformation and ibex is well positioned to continue to win.”
First Quarter Fiscal Year 2021 Financial Highlights:
Revenue
| • | Revenue increased 14.1% to $108.8 million, compared to $95.3 million in the prior year quarter. |
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Net Income / (Loss)
| • | Net loss was $3.4 million, including $4.4 million of non-recurring costs, compared to net income of $2.3 million in the prior year quarter. |
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| • | Net margin was (3.1)%, compared to 2.4% in the prior year quarter. |
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| • | Non-GAAP adjusted net income increased to $5.2 million, compared to $3.1 million in the prior year quarter. |
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Adjusted EBITDA
| • | Non-GAAP adjusted EBITDA increased to $15.6 million, compared to $11.0 million in the prior year quarter. |
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| • | Non-GAAP adjusted EBITDA margin increased to 14.3%, compared to 11.6% in the prior year quarter. |
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Earnings Per Share
| • | IFRS basic and fully diluted loss per share was $(0.21) in the first quarter of fiscal year 2021 compared to IFRS basic and fully diluted earnings per share of $0.00 in the prior year quarter.* |
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| • | Non-GAAP pro forma fully diluted adjusted earnings per share increased to $0.31, compared to $0.18 in the prior year quarter. |
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* IFRS basic and fully diluted earnings per share for the first quarter of fiscal year 2020 does not reflect the recapitalization that occurred in connection with ibex’s initial public offering.
Balance Sheet and Cash Flow
| • | Net proceeds of $63.1 million received from our initial public offering, significantly strengthening our balance sheet. |
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| • | Operating cash flow increased to $5.9 million, compared to $0.8 million in the prior year quarter. |
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| • | Non-GAAP net debt decreased to $35.5 million, compared to $84.1 million as of June 30, 2020, primarily driven by funds received from our initial public offering. |
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First Quarter of Fiscal Year 2021 Business Highlights:
| • | Won eight new customer logos across key verticals, including fintech and logistics & delivery |
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| • | Launched nine new clients in the quarter |
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| • | Opened two new contact centers in Ocho Rios, Jamaica and Managua, Nicaragua, and added a total of approximately 1,000 new nearshore workstations. |
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| • | Top three client concentration decreased to 38.1% from 46.2% in the prior year quarter |
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| • | New Economy revenue increased by 19% compared to the prior year quarter |
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| • | Digital business increased by 5% compared to the prior year quarter |
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| • | Non-voice revenue increased by 9% compared to the prior year quarter |
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Raised Fiscal Year 2021 Business Outlook
We are raising our fiscal year 2021 guidance for revenue to between $440 million and $443 million, an increase of approximately 9% over the prior year, compared to $431 million to $435 million previously provided.
Adjusted EBITDA is now expected to be between $60.5 million and $62 million, an increase of approximately 12% to 14% over the prior year, compared to $59.5 million to $61 million previously provided.
Conference Call and Webcast Information
IBEX Limited will host a conference call and live webcast to discuss its first quarter of fiscal year 2021 financial results at 4:30 p.m. Eastern Time today, November 16, 2020. To access the conference call, dial (833) 614-1408 for the U.S. or Canada, or for international callers (914) 987-7129 and provide conference ID 8594841. The webcast will be available live on the Investors section of ibex’s website at: https://investors.ibex.co/.
An audio replay of the call will also be available to investors beginning at approximately 7:30 p.m. Eastern Time on November 16, 2020, until 7:30 p.m. Eastern Time on November 23, 2020, by dialing (855) 859-2056 for the U.S. or Canada, or for international callers, (404) 537-3406 and entering passcode 8594841. In addition, an archived webcast will be available on the Investors section of ibex’s website at: https://investors.ibex.co/.
Financial Information
While the financial figures included in this press release have been computed in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) applicable to interim periods, this announcement does not contain sufficient information to constitute an interim financial report as defined in International Accounting Standards 34, “Interim Financial Reporting.” The financial information in this press release has not been audited.
Non-GAAP Financial Measures
We present non-GAAP financial measures because we believe that they and other similar measures are widely used by certain investors, securities analysts and other interested parties as supplemental measures of performance and liquidity. We also use these measures internally to establish forecasts, budgets and operational goals to manage and monitor our business, as well as evaluate our underlying historical performance, as we believe that these non-GAAP financial measures depict the true performance of the business by encompassing only relevant and controllable events, enabling us to evaluate and plan more effectively for the future. The non-GAAP financial measures may not be comparable to other similarly titled measures of other companies and have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of our operating results as reported under IFRS as issued by the IASB. Non-GAAP financial measures and ratios are not measurements of our performance, financial condition or liquidity under IFRS as issued by the IASB and should not be considered as alternatives to operating profit or net income / (loss) or as alternatives to cash flow from operating, investing or financing activities for the period, or any other performance measures, derived in accordance with IFRS as issued by the IASB or any other generally accepted accounting principles.
ibex is not providing a quantitative reconciliation of forward-looking non-GAAP adjusted EBITDA to the most directly comparable IFRS measure because it is unable to predict with reasonable certainty the ultimate outcome of certain significant items without unreasonable effort. These items include, but are not limited to, non-recurring expenses, fair value adjustments, share-based compensation expense, and impairment of assets. These items are uncertain, depend on various factors, and could have a material impact on IFRS reported results for the guidance period.
About ibex
ibex helps the world’s preeminent brands more effectively engage their customers with services ranging from customer support, technical support, inbound/outbound sales, business intelligence and analytics, digital demand generation, and CX surveys and feedback analytics.
Forward Looking Statements
In addition to historical information, this release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “potential,” or the negative of these terms or other similar expressions. These statements include, but are not limited to, statements regarding our future financial and operating performance, including our outlook and guidance, and our strategies, priorities and business plans. Our expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Factors that could impact our actual results include: developments relating to COVID-19; the Frontier restructuring and its proceedings under Chapter 11 of the United States Bankruptcy Code; our ability to attract new business and retain key clients; our ability to enter into multi-year contracts with our clients at appropriate rates; the potential for our clients or potential clients to consolidate; our clients deciding to enter into or further expand their insourcing activities; our ability to operate as an integrated company under the ibex brand; our ability to manage portions of our business that have long sales cycles and long implementation cycles that require significant resources and working capital; our ability to manage our international operations, particularly in Pakistan and the Philippines and increasingly in Jamaica and Nicaragua; our ability to comply with applicable laws and regulations, including those regarding privacy, data protection and information security; our ability to manage the inelasticity of our labor costs relative to short-term movements in client demand; our ability to realize the anticipated strategic and financial benefits of our relationship with Amazon; our ability to recruit, engage, motivate, manage and retain our global workforce; our ability to anticipate, develop and implement information technology solutions that keep pace with evolving industry standards and changing client demands; our ability to maintain and enhance our reputation and brand; and other factors discussed under the heading “Risk Factors” in our annual report on Form 20-F filed with the U.S. Securities and Exchange Commission on October 23, 2020 and any other risk factors we include in subsequent reports on Form 6-K. Because of these uncertainties, you should not make any investment decisions based on our estimates and forward-looking statements. Except as required by law, we undertake no obligation to publicly update any forward-looking statements for any reason after the date of this press release whether as a result of new information, future events or otherwise.
Media Contact: Rosemary Hanratty, Senior Director of Marketing, ibex, 412.539.7099, rosemary.hanratty@ibex.co
IR Contact: Brinlea Johnson, The Blueshirt Group, 415.269.2645, brinlea@blueshirtgroup.com
IBEX Limited
Unaudited Consolidated Statements of Financial Position
| US$ in thousands | September 30,<br><br> 2020 | June 30,<br><br> <br>2020 | ||||
|---|---|---|---|---|---|---|
| Assets | ||||||
| Non-current assets | ||||||
| Goodwill | $ | 11,832 | $ | 11,832 | ||
| Other intangible assets | 2,862 | 2,781 | ||||
| Property and equipment | 92,548 | 84,588 | ||||
| Investment in joint venture | 338 | 331 | ||||
| Deferred tax asset | 2,946 | 2,223 | ||||
| Warrant asset | 2,406 | 2,611 | ||||
| Other assets | 5,150 | 4,834 | ||||
| Total non-current assets | $ | 118,082 | $ | 109,200 | ||
| Current assets | ||||||
| Trade and other receivables | 73,840 | 62,579 | ||||
| Due from related parties | 1,857 | 1,587 | ||||
| Cash and cash equivalents | 79,779 | 21,870 | ||||
| Total current assets | $ | 155,476 | $ | 86,036 | ||
| Total assets | $ | 273,558 | $ | 195,236 | ||
| Equity and liabilities | ||||||
| Equity attributable to owners of the parent | ||||||
| Share capital | $ | 2 | $ | 12 | ||
| Additional paid-in capital | 158,009 | 96,207 | ||||
| Other reserves | 31,417 | 29,456 | ||||
| Accumulated deficit | (116,950 | ) | (109,527 | ) | ||
| Total equity | $ | 72,478 | $ | 16,148 | ||
| Non-current liabilities | ||||||
| Deferred revenue | $ | 1,057 | $ | 434 | ||
| Lease liabilities | 68,029 | 62,044 | ||||
| Borrowings | 4,535 | 3,782 | ||||
| Deferred tax liability | 114 | 117 | ||||
| Other non-current liabilities | 12,347 | 7,058 | ||||
| Total non-current liabilities | $ | 86,082 | $ | 73,435 | ||
| Current liabilities | ||||||
| Trade and other payables | $ | 59,603 | $ | 53,213 | ||
| Income tax payables | 2,747 | 3,087 | ||||
| Lease liabilities | 13,460 | 12,668 | ||||
| Borrowings | 29,302 | 27,476 | ||||
| Deferred revenue | 4,206 | 3,470 | ||||
| Due to related parties | 5,680 | 5,739 | ||||
| Total current liabilities | $ | 114,998 | $ | 105,653 | ||
| Total liabilities | $ | 201,080 | $ | 179,088 | ||
| Total equity and liabilities | $ | 273,558 | $ | 195,236 |
IBEX Limited
Unaudited Consolidated Statements of Profit or Loss and Other Comprehensive Income (Loss)
| Quarter ended September 30, | ||||||
|---|---|---|---|---|---|---|
| US$ in thousands, except share and per share amounts | 2020 | 2019 | ||||
| Revenue | $ | 108,771 | $ | 95,347 | ||
| Payroll and related costs | 72,264 | 66,055 | ||||
| Share-based payments | 2,089 | 42 | ||||
| Reseller commission and lead expenses | 4,102 | 4,821 | ||||
| Depreciation and amortization | 6,439 | 5,700 | ||||
| Other operating costs | 24,790 | 14,136 | ||||
| (Loss) / income from operations | $ | (913 | ) | $ | 4,593 | |
| Finance expenses | (2,239 | ) | (2,307 | ) | ||
| (Loss) / income before taxation | $ | (3,152 | ) | $ | 2,286 | |
| Income tax (expense) / benefit | (271 | ) | 50 | |||
| Net (loss) / income | $ | (3,423 | ) | $ | 2,336 | |
| Other comprehensive (loss) / income | ||||||
| Item that will be subsequently reclassified to profit or loss | ||||||
| Foreign currency translation adjustment | $ | (36 | ) | $ | 30 | |
| Cash flow hedge - changes in fair value | 33 | - | ||||
| $ | (3 | ) | $ | 30 | ||
| Total comprehensive (loss) / income | $ | (3,426 | ) | $ | 2,366 | |
| (Loss) / earnings per share attributable to the ordinary equity holders of the parent | ||||||
| Basic | $ | (0.21 | ) | $ | - | |
| Diluted | $ | (0.21 | ) | $ | - | |
| Weighted average shares outstanding | ||||||
| Basic | 16,368,143 | 12,387,658 | ||||
| Diluted | 16,368,143 | 12,594,993 |
IBEX Limited
Unaudited Consolidated Statements of Cash Flows
| Quarter ended September 30, | ||||||
|---|---|---|---|---|---|---|
| US$ in thousands | 2020 | 2019 | ||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||
| (Loss) / income before taxation | $ | (3,152 | ) | $ | 2,286 | |
| Adjustments to reconcile net (loss) / income to net cash provided by operating activities: | ||||||
| Depreciation and amortization | 6,439 | 5,700 | ||||
| Amortization of warrant asset | 205 | 235 | ||||
| Gain on disposal of fixed assets | (192 | ) | - | |||
| Foreign currency translation loss | 148 | 153 | ||||
| Share warrants | 3,586 | 749 | ||||
| Phantom expense | 125 | 13 | ||||
| Share-based payments | 1,964 | 29 | ||||
| Provision for retirement benefit expense | 78 | 26 | ||||
| Allowance for expected credit losses | 243 | (60 | ) | |||
| Share of profit from investment in joint venture | (123 | ) | (164 | ) | ||
| Finance expenses | 2,239 | 2,307 | ||||
| Increase in trade and other receivables | (10,727 | ) | (4,663 | ) | ||
| Increase in prepayments and other assets | (316 | ) | (473 | ) | ||
| Increase / (decrease) in trade and other payables and other liabilities | 9,153 | (2,938 | ) | |||
| Cash generated from operations | 9,670 | 3,200 | ||||
| Interest paid | (2,239 | ) | (2,307 | ) | ||
| Income taxes paid | (1,492 | ) | (106 | ) | ||
| Net cash provided by operating activities | $ | 5,939 | $ | 787 | ||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||
| Purchase of property and equipment | $ | (2,901 | ) | $ | (200 | ) |
| Purchase of other intangible assets | (310 | ) | (148 | ) | ||
| Capital repayment from joint venture | 115 | 71 | ||||
| Net cash used in investing activities | $ | (3,096 | ) | $ | (277 | ) |
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||
| Proceeds from line of credit | $ | 32,344 | $ | 34,792 | ||
| Repayments of line of credit | (31,388 | ) | (26,698 | ) | ||
| Proceeds from borrowings | 1,714 | 1,000 | ||||
| Repayment of borrowings | (2,796 | ) | (1,699 | ) | ||
| Net proceeds from initial public offering | 63,107 | - | ||||
| Payment of listing related expenses | (825 | ) | - | |||
| Principal payments on lease obligations | (3,055 | ) | (3,000 | ) | ||
| Dividends paid | (4,000 | ) | - | |||
| Net cash provided by financing activities | $ | 55,101 | $ | 4,395 | ||
| Effects of exchange rate difference on cash and cash equivalents | (35 | ) | 29 | |||
| Net increase in cash and cash equivalents | $ | 57,909 | $ | 4,934 | ||
| Cash and cash equivalents at beginning of the period | $ | 21,870 | $ | 8,873 | ||
| Cash and cash equivalents at end of the period | $ | 79,779 | $ | 13,807 |
IBEX Limited
Reconciliation of IFRS Financial Measures to Non-GAAP Financial Measures
Adjusted net income and pro forma fully diluted adjusted earnings per share:
We define “Adjusted net income” as net income / (loss) before the effect of the following items: non-recurring expenses (including litigation and settlement expenses, costs related to COVID-19, and expenses related to our initial public offering), other income, fair value adjustment related to the Amazon warrant, share-based payments, foreign exchange gains or losses, and impairment losses, as applicable, net of the tax effect of such adjustments. We define “pro forma fully diluted adjusted earnings per share” as Adjusted net income for the period divided by the weighted average fully diluted shares outstanding for the current period.
| Quarter ended September 30, | ||||||
|---|---|---|---|---|---|---|
| US$ in thousands, except share and per share amounts | 2020 | 2019 | ||||
| Net (loss) / income | $ | (3,423 | ) | $ | 2,336 | |
| Non-recurring expenses | 4,398 | - | ||||
| Other income | (151 | ) | (199 | ) | ||
| Fair value adjustment | 3,586 | 749 | ||||
| Share-based payments | 2,089 | 42 | ||||
| Foreign exchange losses | 148 | 153 | ||||
| Total adjustments | $ | 10,070 | $ | 745 | ||
| Tax impact of adjustments | (1,446 | ) | 63 | |||
| Adjusted net income | $ | 5,201 | $ | 3,144 | ||
| Weighted average fully diluted shares outstanding, quarter ended September 30, 2020^(1)^ | 17,034,939 | 17,034,939 | ||||
| Pro forma fully diluted adjusted earnings per share^(2)^ | $ | 0.31 | $ | 0.18 | ||
| ^(1)^ | Fully diluted shares outstanding as of September 30, 2020 were 18,510,094. | |||||
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| ^(2)^ | We provide “pro forma fully diluted adjusted earnings per share” because the share structure for the prior year quarter does not reflect the recapitalization that occurred in<br> connection with ibex’s initial public offering which occurred on August 7, 2020. For purposes of this calculation, we have included 17,034,939 shares, the weighted average fully diluted shares outstanding for the quarter ended September<br> 30, 2020, in both periods in order to enhance comparability between such periods. Beginning with the first quarter of fiscal year 2022, our share structure will be comparable year over year, and this measure will reflect the respective<br> periods’ weighted average fully diluted shares outstanding. | |||||
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EBITDA and Adjusted EBITDA:
We define “EBITDA” as net (loss) / income before the effect of the following items: finance expenses (including finance costs related to lease liabilities), income tax expense / (benefit), and depreciation and amortization (including depreciation of right-of-use assets). We define “Adjusted EBITDA” as EBITDA before the effect of the following items: non-recurring expenses (including litigation and settlement expenses, costs related to COVID-19, and expenses related to our initial public offering), other income, fair value adjustment related to the Amazon warrant, share-based payments, foreign exchange gains or losses, and impairment losses, as applicable.
| Quarter ended September 30, | ||||||
|---|---|---|---|---|---|---|
| US$ in thousands | 2020 | 2019 | ||||
| Net (loss) / income | $ | (3,423 | ) | $ | 2,336 | |
| Finance expenses | 2,239 | 2,307 | ||||
| Income tax expense / (benefit) | 271 | (50 | ) | |||
| Depreciation and amortization | 6,439 | 5,700 | ||||
| EBITDA | $ | 5,526 | $ | 10,293 | ||
| Non-recurring expenses | 4,398 | - | ||||
| Other income | (151 | ) | (199 | ) | ||
| Fair value adjustment | 3,586 | 749 | ||||
| Share-based payments | 2,089 | 42 | ||||
| Foreign exchange losses | 148 | 153 | ||||
| Adjusted EBITDA | $ | 15,596 | $ | 11,038 |
Free cash flow:
We define “free cash flow” as net cash provided by operating activities less capital expenditures and lease payments on right-of-use assets.
| Quarter ended September 30, | ||||||
|---|---|---|---|---|---|---|
| US$ in thousands | 2020 | 2019 | ||||
| Net cash provided by operating activities | $ | 5,939 | $ | 787 | ||
| Less: | ||||||
| Capital expenditures | 4,525 | 9,338 | ||||
| Lease payments on right-of-use assets | 2,328 | 2,389 | ||||
| Free cash flow | $ | (914 | ) | $ | (10,940 | ) |
Net debt:
We define “net debt” as total borrowings less cash and cash equivalents.
| US$ in thousands | September 30,<br><br> <br>2020 | June 30,<br><br> <br>2020 | ||
|---|---|---|---|---|
| Borrowings | ||||
| Non-current | $ | 4,535 | $ | 3,782 |
| Current | 29,302 | 27,476 | ||
| $ | 33,837 | $ | 31,258 | |
| Leases | ||||
| Non-current | $ | 68,029 | $ | 62,044 |
| Current | 13,460 | 12,668 | ||
| $ | 81,489 | $ | 74,712 | |
| Total Debt | $ | 115,326 | $ | 105,970 |
| Cash and cash equivalents | 79,779 | 21,870 | ||
| Net debt | $ | 35,547 | $ | 84,100 |