TGLS 8-K
Tecnoglass Holdings Inc. (TGLS)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction | (Commission | (IRS Employer | ||
| of Incorporation) | File Number) | Identification No.) |
Avenida Circunvalar a 100 mts de la Via 40, Barrio Las Flores Barranquilla, Colombia
(Address of Principal Executive Offices) (Zip Code)
(Registrant’s Telephone Number, Including Area Code)
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 Instruction 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 | ||
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 26, 2026, Tecnoglass Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2025. The press release is included as Exhibit 99.1 hereto.
The information furnished under this Item 2.02, including the exhibit related thereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any disclosure document of the Company, except as shall be expressly set forth by specific reference in such document.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 99.1 | Press release dated February 26, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
Dated: February 26, 2026
| TECNOGLASS INC. | ||
| By: | /s/ Jose M. Daes | |
| Name: | Jose M. Daes | |
| Title: | Chief Executive Officer | |
Exhibit 99.1
Tecnoglass Reports Fourth Quarter and Full Year 2025 Results
- Full Year Revenues Increased 10.5% to a Record $983.6 Million Through Market Share Gains, Geographical
Expansion and Increased Demand for Vinyl Products -
- Full Year Single-Family Residential Revenue Grew to a Record $403.4 Million -
- Record Full Year Gross Profit of $421.4 Million, Representing 42.8% of Revenues -
- Full Year Net Income of $159.6 Million, or $3.42 Per Diluted Share; Full Year Adjusted Net Income1 of $167.0 Million, or $3.58 Per Diluted Share -
- Full Year Adjusted EBITDA1 of $291.3 Million, Representing 29.6% of Revenues -
- Strong Full Year Cash Flow from Operations of $135.8 Million -
- Strong Balance Sheet for Disciplined Capital Deployment with Net Leverage of 0.24x at Year End -
- Backlog Expanded 16.1% Year-Over-Year to a Record $1.3 Billion -
- Repurchased $87.6 Million in Shares During the Quarter and $118.0 Million For the Year, Equating to Approximately 5% of Shares Outstanding at the Beginning of 2025 -
- Board Approves US$100 Million Increase of Existing Repurchase Program to US$250 Million -
- Paid $28.1 Million in Dividends During the Year -
- Board Approves Plan to Redomicile Company from Cayman Islands to U.S. Subject to Shareholder Approval -
- Introduces Full Year 2026 Outlook -
Miami, FL – February 26, 2026 – Tecnoglass, Inc. (NYSE: TGLS) (“Tecnoglass” or the “Company”), a leading producer of high-end aluminum and vinyl windows and architectural glass for the global residential and commercial end markets, today reported financial results for the fourth quarter and full year ended December 31, 2025.
José Manuel Daes, Chief Executive Officer of Tecnoglass, commented, “We delivered record fourth quarter and full year revenues, demonstrating the resilience of our business model and demand for our differentiated offerings that allow us to continue winning market share. Our disciplined approach to working capital management enabled us to generate strong cash flow despite sharper than expected moves in aluminum costs, tariffs, and unfavorable foreign exchange. This robust cash generation, combined with our solid balance sheet, provided us the flexibility to both reinvest in the business and return capital to shareholders, including additional share repurchases during the quarter under our expanded repurchase authorization. As we enter 2026, we remain focused on operational excellence, disciplined capital allocation, and maintaining financial flexibility while targeting another year of industry leading margins to drive additional value creation.”
Christian Daes, Chief Operating Officer of Tecnoglass, added, “Our geographical expansion, vinyl window offering, and market share gains continue to drive growth in our business. This contributed to a 20% increase in our residential orders year-over-year in the fourth quarter, and that strength continued into first quarter 2026. Solid momentum in our multi-family and commercial markets produced another quarter of record backlog with a project pipeline extending well into 2027. Our expanding dealer network is driving continued market share gains across our business nationwide, supported by our new showrooms, including recent openings in the Southeast and West Coast that are enhancing our ability to serve customers and capture incremental growth opportunities. This geographic diversification, combined with our industry-leading margins that allow us to be competitive and innovative product portfolio, positions us to continue gaining share in 2026. With record backlog levels and multiple growth initiatives advancing, we enter 2026 on strong footing.”
Fourth Quarter 2025 Results
Total revenues for the fourth quarter of 2025 increased 2.4% to a fourth quarter record $245.3 million, compared to $239.6 million in the prior year quarter. Multi-family/commercial revenues grew 5.3% year-over-year driven by organic growth in key markets and, to a lesser extent, from the Continental Glass asset acquisition in March 2025. Single-family residential revenues decreased 2.2% year-over-year, primarily attributable to pricing initiatives previously implemented and market share gains that were more than offset by challenging prior year comparisons and to a lesser extent the timing of invoicing given softer macroeconomic conditions. The fourth quarter of 2024 experienced a temporary elevation in invoicing related to the expiration of Florida sales tax waivers on windows that did not recur in 2025. Changes in foreign currency exchange rates contributed $1.0 million to total revenues in the quarter.
Gross profit for the fourth quarter of 2025 was $98.2 million, representing a 40.0% gross margin, compared to gross profit of $106.5 million, representing a 44.5% gross margin, in the prior year quarter. The year-over-year change in gross margin primarily reflected an unfavorable revenue mix due to a higher level of installation revenue, higher raw material costs related to near all-time high U.S. aluminum costs , which represented an incremental headwind of approximately $4.6 million in the quarter, and a strengthening of the Colombian Peso during the quarter, partly offset by stronger pricing.
Selling, general and administrative expense (“SG&A”) was $53.4 million for the fourth quarter of 2025, compared to $39.4 million in the prior year quarter. The increase was partly attributable to approximately $4.4 million in aluminum and reciprocal tariffs on standalone component sales, higher personnel expenses associated with annual salary adjustments at the beginning of the year and the addition of Continental Glass, a stronger Peso during the period, and higher transportation and commission expenses associated with revenue growth in the quarter . As a percent of total revenues, SG&A was 21.8% for the fourth quarter of 2025 compared to 16.4% in the prior year quarter, primarily due to the aforementioned factors.
Net income was $26.1 million, or $0.57 per diluted share, in the fourth quarter of 2025 compared to net income of $47.0 million, or $1.00 per diluted share, in the prior year quarter, including a non-cash foreign exchange transaction gain of $1.6 million in the fourth quarter of 2025 and a loss of $0.8 million in the fourth quarter of 2024. These non-cash gains and losses are related to the accounting re-measurement of U.S. Dollar denominated assets and liabilities against the Colombian Peso as functional currency.
Adjusted net income1 was $28.8 million, or $0.63 per diluted share, in the fourth quarter of 2025 compared to adjusted net income1 of $49.3 million, or $1.05 per diluted share, in the prior year quarter. Adjusted net income1, as reconciled in the table below, excludes the impact of non-cash foreign exchange transaction gains or losses and other non-core items, along with the tax impact of adjustments at statutory rates, to better reflect core financial performance.
Adjusted EBITDA1, as reconciled in the table below, was $62.2 million, or 25.4% of total revenues, in the fourth quarter of 2025, compared to $79.2 million, or 33.1% of total revenues, in the prior year quarter. The change was primarily attributable to the aforementioned factors impacting gross margin and SG&A.
Full Year 2025 Results
Total revenues for the full year 2025 increased 10.5% to a record $983.6 million compared to $890.2 million in the prior year. Changes in foreign currency exchange rates had a negligible impact on total revenues in the year.
Gross profit for the full year 2025 increased 10.9% year-over-year to $421.4 million, representing a 42.8% gross margin, compared to gross profit of $380.0 million, representing a 42.7% gross margin, in the prior year. The year-over-year increase in gross margin reflected stronger pricing and operating leverage, partially offset by an unfavorable foreign exchange impact, higher raw material costs, and higher salary expenses. Operating income for the full year 2025 was $230.7 million compared to $227.0 million in the prior year. Net income for the full year 2025 was $159.6 million, or $3.42 per diluted share, compared to net income of $161.3 million, or $3.43 per diluted share, in the prior year. Adjusted net income1 for the full year 2025 was $167.0 million, or $3.58 per diluted share, compared to $171.6 million, or $3.65 per diluted share, in the prior year. Adjusted EBITDA1 for the full year 2025 was $291.3 million, or 29.6% of total revenues compared to $275.8 million, or 31.0% of sales, in the prior year.
Cash Generation, Capital Allocation and Liquidity
Cash provided by operating activities for the full year 2025 was $135.8 million, primarily driven by effective working capital management, which more than offset the impact of tariffs and higher raw material costs during the year. Capital expenditures of $89.0 million in the year included scheduled payments on previous investments, along with $15.1 million from the Continental Glass asset acquisition classified as capital expenditures.
During 2025, the Company returned capital to shareholders through an aggregate of $118.0 million in share repurchases and $28.1 million in cash dividends.
In November 2025, the Company’s Board of Directors authorized the expansion of the Company’s share repurchase authorization to $150.0 million, in aggregate, to execute during opportunistic times. This reflected the Board’s confidence in continued cash flow generation capabilities, prudent balance sheet management, and a commitment to delivering superior returns to shareholders while maintaining ample financial flexibility to execute on growth initiatives. In February 2026, the Board approved another program expansion to $250.0 million, in aggregate. Following cumulative repurchases of approximately $140.0 million since inception of the program, the Company has approximately $110.0 million remaining under its share repurchase program. Management will have discretion in the repurchase of common shares under the program, including the timing and amount to be repurchased.
Given the Company’s strong cash generation, it ended 2025 with total liquidity of approximately $465.0 million, including $100.9 million of cash and cash equivalents and approximately $365.0 million of availability under its revolving credit facilities, and total debt of $171.6 million. Net leverage remained low at 0.24x net debt to LTM Adjusted EBITDA1 at year end.
Additional Updates
The Board of Directors has approved a plan to redomicile the Company from the Cayman Islands to the United States, subject to shareholder approval. Further information on the planned redomiciliation will be made publicly available through the Company’s public filings with the Securities and Exchange Commission. The Company believes this action will support its strategic objectives by simplifying its organizational and regulatory structure, improving the tax efficiency of dividend distributions, and broadening its potential investor base to include investors that are limited to investing in U.S. domiciled companies. Tecnoglass will remain headquartered in Miami, Florida following the redomiciliation.
As previously disclosed, the Company is conducting a feasibility study for the potential construction of a new state of the art facility in the United States, including due diligence on an identified site. The proposed plant is expected to be highly automated and designed to support future growth needs beyond the Company’s current installed capacity. In addition to diversifying the Company´s operational footprint, the new plant is expected to improve lead-times, transportation costs for certain markets and product types, and supply chain efficiencies, while also expanding access to new opportunities such as Buy America projects and quick turnaround jobs. If the due diligence is yields a favorable outcome, the Company currently expects that 2026 capex related to this project would be limited to the purchase of land.
Full Year 2026 Guidance
Santiago Giraldo, Chief Financial Officer of Tecnoglass, stated, “Full year performance demonstrated the strength of our business amid a dynamic macro environment that has continued into early 2026. Based on current visibility provided by our residential order book and multi-year backlog, we are introducing our full year 2026 outlook for revenues to be in the range of $1.06 billion to $1.13 billion, representing growth of approximately 11% at the midpoint. We are introducing our Adjusted EBITDA¹ target for the range of $265 million to $305 million. We continue to benefit from prior pricing initiatives and cost mitigation efforts in response to elevated input costs and tariffs on select products. While we believe our initial guidance appropriately accounts for the elevated aluminum costs, labor dynamics, and unfavorable foreign exchange rates into 2026, it establishes a baseline that excludes several potential upside levers. Specifically, our outlook does not factor in additional pricing actions or opportunistic hedging strategies that we are actively evaluating to further protect margins. With share gains and geographic expansion firmly on track, we expect to build on our decades-long track record of industry outperformance this year and beyond.”
Webcast and Conference Call
Management will host a webcast and conference call on February 26, 2026, at 10:00 a.m. Eastern time to review the Company’s results. The conference call will be broadcast live over the Internet. Additionally, a slide presentation will accompany the conference call. To listen to the call and view the slides, please visit the Investor Relations section of Tecnoglass’ website at www.tecnoglass.com. Please go to the website at least 15 minutes early to register, download and install any necessary audio software. For those unable to access the webcast, the conference call will be accessible by dialing 1-844-676-5131 (domestic) or 1-412-634-6589 (international). Upon dialing in, please request to join the Tecnoglass Fourth Quarter 2025 Earnings Conference Call.
If you are unable to listen live, a replay of the webcast will be archived on the website. You may also access the conference call playback by dialing 1-844-512-2921 (Domestic) or 1-412-317-6671 (International) and entering passcode: 10206423.
About Tecnoglass
Tecnoglass Inc. is a leading producer of high-end aluminum and vinyl windows and architectural glass serving the multi-family, single-family, and commercial end markets. Tecnoglass is the second largest glass fabricator serving the U.S. and the #1 architectural glass transformation company in Latin America. Located in Barranquilla, Colombia, the Company’s 5.8 million square foot, vertically integrated, and state-of-the-art manufacturing complex provide efficient access to nearly 1,000 customers in North, Central and South America, with the United States accounting for 95% of total revenues. Tecnoglass’ tailored, high-end products are found on some of the world’s most distinctive properties, including One Thousand Museum (Miami), Paramount (Miami), Salesforce Tower (San Francisco), Via 57 West (NY), Hub50House (Boston), Aeropuerto Internacional El Dorado (Bogotá), One Plaza (Medellín), Pabellon de Cristal (Barranquilla). For more information, please visit www.tecnoglass.com or view our corporate video at https://vimeo.com/134429998.
Forward Looking Statements
This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding future financial performance, future growth and future acquisitions. These statements are based on Tecnoglass’ current expectations or beliefs and are subject to uncertainty and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive and/or regulatory factors, and other risks and uncertainties affecting the operation of Tecnoglass’ business. These risks, uncertainties and contingencies are indicated from time to time in Tecnoglass’ filings with the Securities and Exchange Commission. The information set forth herein should be read in light of such risks. Further, investors should keep in mind that Tecnoglass’ financial results in any particular period may not be indicative of future results. Tecnoglass is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements, whether as a result of new information, future events and changes in assumptions or otherwise, except as required by law.
1 Adjusted net income (loss) and Adjusted EBITDA in both periods are reconciled in the table below.
Investor Relations:
Santiago Giraldo / CFO
305-503-9062
Tecnoglass Inc. and Subsidiaries
Consolidated Balance Sheets
(In thousands, except share and per share data)
| December 31, | December 31, | |||||||
| 2025 | 2024 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 100,901 | $ | 134,882 | ||||
| Investments | 3,150 | 2,645 | ||||||
| Trade accounts receivable, net | 239,448 | 202,915 | ||||||
| Due from related parties | 2,002 | 2,674 | ||||||
| Inventories | 213,524 | 139,642 | ||||||
| Contract assets – current portion | 31,809 | 22,920 | ||||||
| Other current assets | 62,724 | 54,332 | ||||||
| Total current assets | $ | 653,558 | $ | 560,010 | ||||
| Long-term assets: | ||||||||
| Property, plant and equipment, net | $ | 476,159 | $ | 344,433 | ||||
| Long term accounts receivable | 1,730 | - | ||||||
| Deferred income taxes | 1,257 | 285 | ||||||
| Contract assets – non-current | 20,506 | 15,208 | ||||||
| Intangible assets | 12,959 | 4,389 | ||||||
| Goodwill | 30,059 | 23,561 | ||||||
| Equity method investment | 57,443 | 63,264 | ||||||
| Other long-term assets | 6,721 | 5,498 | ||||||
| Total long-term assets | 606,834 | 456,638 | ||||||
| Total assets | $ | 1,260,392 | $ | 1,016,648 | ||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Short-term debt and current portion of long-term debt | $ | 427 | $ | 1,087 | ||||
| Trade accounts payable and accrued expenses | 127,228 | 98,843 | ||||||
| Due to related parties | 10,881 | 9,864 | ||||||
| Dividends payable | 6,730 | 7,074 | ||||||
| Contract liability – current portion | 149,442 | 97,979 | ||||||
| Other current liabilities | 57,038 | 50,979 | ||||||
| Total current liabilities | $ | 351,746 | $ | 265,826 | ||||
| Long-term liabilities: | ||||||||
| Deferred income taxes | $ | 22,404 | $ | 11,419 | ||||
| Contract liability – non-current | 1,988 | - | ||||||
| Long-term debt | 171,202 | 108,220 | ||||||
| Total long-term liabilities | 195,594 | 119,639 | ||||||
| Total liabilities | $ | 547,340 | $ | 385,465 | ||||
| SHAREHOLDERS’ EQUITY | ||||||||
| Preferred shares, $0.0001 par value, 1,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2024 and December 31, 2023 respectively | $ | $ | - | |||||
| Ordinary shares, $0.0001 par value, 100,000,000 shares authorized, 46,389,146 shares issued, and 44,737,726 shares outstanding at December 31, 2025; and, 46,991,558 shares issued and outstanding at December 31, 2024 | 5 | 5 | ||||||
| Treasury stock | (79,218 | ) | - | |||||
| Legal Reserves | 1,458 | 1,458 | ||||||
| Additional paid-in capital | 153,358 | 192,094 | ||||||
| Retained earnings | 670,558 | 538,787 | ||||||
| Accumulated other comprehensive (loss) | (33,109 | ) | (101,161 | ) | ||||
| Shareholders’ equity attributable to controlling interest | 713,052 | 631,183 | ||||||
| Total liabilities and shareholders’ equity | $ | 1,260,392 | $ | 1,016,648 | ||||
Tecnoglass Inc. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Income
(In thousands, except share and per share data)
(Unaudited)
| Three months ended | Twelve months ended | |||||||||||||||
| December 31, | Year ended December 31, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Operating revenues: | ||||||||||||||||
| External customers | $ | 244,605 | $ | 238,611 | $ | 979,211 | $ | 887,067 | ||||||||
| Related parties | 692 | 962 | 4,399 | 3,114 | ||||||||||||
| Total operating revenues | 245,297 | 239,573 | 983,610 | 890,181 | ||||||||||||
| Cost of sales | 977,333 | 887,347 | 562,200 | 510,209 | ||||||||||||
| Gross profit | 98,230 | 106,502 | 421,410 | 379,972 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Selling expense | (26,104 | ) | (20,525 | ) | (105,428 | ) | (81,298 | ) | ||||||||
| General and administrative expense | (27,301 | ) | (18,827 | ) | (90,882 | ) | (71,673 | ) | ||||||||
| Total operating expenses | (53,405 | ) | (39,352 | ) | (196,310 | ) | (152,971 | ) | ||||||||
| Other operating income | - | - | 5,641 | - | ||||||||||||
| Operating income | 44,825 | 67,150 | 230,741 | 227,001 | ||||||||||||
| Non-operating income, net | 511 | 682 | 3,127 | 5,858 | ||||||||||||
| Foreign currency transactions gains/(loss) | 1,553 | (807 | ) | 3,756 | (5,665 | ) | ||||||||||
| Loss on debt extinguishment | (26 | ) | - | (1,380 | ) | - | ||||||||||
| Interest expense and deferred cost of financing | (1,328 | ) | (1,510 | ) | (3,445 | ) | (7,433 | ) | ||||||||
| Equity method income | (312 | ) | 1,720 | 2,493 | 5,397 | |||||||||||
| Income before taxes | 45,223 | 67,235 | 235,292 | 225,158 | ||||||||||||
| Income tax provision | (19,117 | ) | (20,219 | ) | (75,726 | ) | (63,849 | ) | ||||||||
| Net income | $ | 26,106 | $ | 47,016 | $ | 159,566 | $ | 161,309 | ||||||||
| Basic income per share | $ | 0.57 | $ | 1.00 | $ | 3.42 | $ | 3.43 | ||||||||
| Diluted income per share | $ | 0.57 | $ | 1.00 | $ | 3.42 | $ | 3.43 | ||||||||
| Basic weighted average common shares outstanding | 45,898,892 | 46,996,554 | 46,678,093 | 46,996,168 | ||||||||||||
| Diluted weighted average common shares outstanding | 45,898,892 | 46,996,554 | 46,678,093 | 46,996,168 | ||||||||||||
| Other comprehensive income: | ||||||||||||||||
| Foreign currency translation adjustments | 19,004 | (22,219 | ) | 72,157 | (53,167 | ) | ||||||||||
| Change in fair value derivative contracts | (1,688 | ) | 404 | (4,105 | ) | (2,131 | ) | |||||||||
| Other comprehensive income | 17,316 | (21,815 | ) | 68,052 | (55,298 | ) | ||||||||||
| Comprehensive income | $ | 43,422 | $ | 25,201 | $ | 227,618 | $ | 106,011 | ||||||||
Tecnoglass Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(In thousands) / (Unaudited)
| Year ended December 31, | ||||||||||||
| 2025 | 2024 | 2023 | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||||
| Net income | $ | 159,566 | $ | 161,309 | $ | 183,510 | ||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||
| Provision for bad debts | 2,606 | 857 | 2,809 | |||||||||
| Provision for obsolete inventory | 116 | 98 | 67 | |||||||||
| Depreciation and amortization | 36,765 | 26,470 | 21,878 | |||||||||
| Deferred income taxes | 7,623 | (1,870 | ) | 8,345 | ||||||||
| Equity method income | (2,493 | ) | (5,397 | ) | (5,013 | ) | ||||||
| Gain on disposal of assets | (4,078 | ) | ||||||||||
| Deferred cost of financing | 935 | 1,214 | 1,243 | |||||||||
| Other non-cash adjustments | 338 | 34 | 120 | |||||||||
| Loss on debt extinguishment | 1,327 | - | - | |||||||||
| Realized gain on derivative instruments | (2,070 | ) | - | - | ||||||||
| Unrealized currency translation losses | (22,505 | ) | 11,984 | (25,854 | ) | |||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Trade accounts receivable | (25,348 | ) | (44,388 | ) | (780 | ) | ||||||
| Inventories | (45,083 | ) | (2,880 | ) | (522 | ) | ||||||
| Prepaid expenses | (4,223 | ) | (4,017 | ) | (2,849 | ) | ||||||
| Other assets | (5,877 | ) | (2,996 | ) | (27,547 | ) | ||||||
| Other liabilities | (92 | ) | 94 | (62 | ) | |||||||
| Trade accounts payable and accrued expenses | 8,124 | 14,661 | (17,429 | ) | ||||||||
| Taxes payable | (3,805 | ) | (4,344 | ) | (12,851 | ) | ||||||
| Labor liabilities | 1,884 | 1,090 | 1,109 | |||||||||
| Contract assets and liabilities | 31,362 | 14,322 | 13,871 | |||||||||
| Related parties | 683 | 4,291 | (1,218 | ) | ||||||||
| CASH PROVIDED BY OPERATING ACTIVITIES | $ | 135,755 | $ | 170,532 | $ | 138,827 | ||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||||||
| Business acquisition | (6,841 | ) | - | - | ||||||||
| Sale of property and equipment | 12,312 | - | - | |||||||||
| Dividends received | 8,914 | 2,703 | 2,282 | |||||||||
| Purchase of investments | (677 | ) | (429 | ) | (339 | ) | ||||||
| Acquisition of property and equipment | (101,262 | ) | (79,563 | ) | (77,960 | ) | ||||||
| CASH USED IN INVESTING ACTIVITIES | $ | (87,554 | ) | $ | (77,289 | ) | $ | (76,017 | ) | |||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||||||
| Cash dividend | (28,127 | ) | (19,743 | ) | (16,427 | ) | ||||||
| Share Repurchases | (117,954 | ) | (291 | ) | (23,537 | ) | ||||||
| Deferred financing costs and debt issuance fees | (1,045 | ) | - | - | ||||||||
| Non controlling interest purchase | - | (2,500 | ) | (3,000 | ) | |||||||
| Proceeds from debt | 175,965 | 2,532 | 196 | |||||||||
| Repayments of debt | (114,365 | ) | (64,547 | ) | - | |||||||
| CASH USED IN FINANCING ACTIVITIES | $ | (85,526 | ) | $ | (84,549 | ) | $ | (42,768 | ) | |||
| Effect of exchange rate changes on cash and cash equivalents | $ | 3,344 | $ | (3,320 | ) | $ | 5,795 | |||||
| NET (DECREASE) INCREASE IN CASH | (33,981 | ) | 5,374 | 25,837 | ||||||||
| CASH – Beginning of period | 134,882 | 129,508 | 103,671 | |||||||||
| CASH – End of period | $ | 100,901 | $ | 134,882 | $ | 129,508 | ||||||
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||||||||||||
| Cash paid during the period for: | ||||||||||||
| Interest | $ | 6,603 | $ | 9,977 | $ | 11,624 | ||||||
| Income Tax | $ | 76,110 | $ | 86,602 | $ | 107,150 | ||||||
| NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||||||||||||
| Assets acquired under credit or debt | $ | 8,988 | $ | 6,410 | $ | 9,311 | ||||||
| Unpaid portion of non-controlling interest purchase | $ | - | $ | - | $ | 2,500 | ||||||
| Account payable for business acquisition | 3,588 | - | - | |||||||||
Revenues by Region
(Amounts in thousands)
(Unaudited)
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| Dec 31, | Dec 31, | |||||||||||||||||||||||
| 2025 | 2024 | % Change | 2025 | 2024 | % Change | |||||||||||||||||||
| Revenues by Region | ||||||||||||||||||||||||
| United States | 231,741 | 228,006 | 1.6 | % | 932,930 | 849,904 | 9.8 | % | ||||||||||||||||
| Colombia | 11,014 | 8,482 | 29.8 | % | 31,691 | 25,026 | 26.6 | % | ||||||||||||||||
| Other Countries | 2,542 | 3,084 | (17.6 | )% | 18,989 | 15,250 | 24.5 | % | ||||||||||||||||
| Total Revenues by Region | 245,296 | 239,573 | 2.4 | % | 983,610 | 890,180 | 10.5 | % | ||||||||||||||||
Reconciliation of Non-GAAP Performance Measures to GAAP Performance Measures
(In thousands)
(Unaudited)
The Company believes that total revenues with foreign currency held neutral, which are not performance measures under generally accepted accounting principles (“GAAP”), may provide users of the Company’s financial information with additional meaningful bases for comparing the Company’s current results and results in a prior period, as these measures reflect factors that are unique to one period relative to the comparable period. Management uses such performance measures in managing and evaluating the Company’s business. However, these non-GAAP performance measures should be viewed in addition to, and not as an alternative for, the Company’s reported results under accounting principles generally accepted in the United States.
| Three months ended | Twelve months ended | |||||||||||||||||||||||
| Dec 31, | Dec 31, | |||||||||||||||||||||||
| 2025 | 2024 | % Change | 2025 | 2024 | % Change | |||||||||||||||||||
| Total Revenues with Foreign Currency Held Neutral | 244,249 | 239,573 | 2.0 | % | 983,465 | 890,180 | 10.5 | % | ||||||||||||||||
| Impact of changes in foreign currency | 1,048 | - | 145 | - | ||||||||||||||||||||
| Total Revenues, As Reported | 245,297 | 239,573 | 2.4 | % | 983,610 | 890,180 | 10.5 | % | ||||||||||||||||
Currency impacts on total revenues for the current quarter have been derived by translating current quarter revenues at the prevailing average foreign currency rates during the prior year quarter, as applicable.
Reconciliation of Adjusted EBITDA and Adjusted net (loss) income to net (loss) income
(In thousands, except share and per share data) / (Unaudited)
Adjusted EBITDA and adjusted net (loss) income are non-GAAP performance measures. Management believes Adjusted EBITDA and adjusted net (loss) income, in addition to operating profit, net (loss) income and other GAAP measures, are useful to investors to evaluate the Company’s results because they exclude certain items that are not directly related to the Company’s core operating performance. Investors should recognize that Adjusted EBITDA and adjusted net (loss) income might not be comparable to similarly-titled measures of other companies. These measures should be considered in addition to, and not as a substitute for or superior to, any measure of performance prepared in accordance with GAAP.
Reconciliations of the non-GAAP measures used in this press release are included in the tables attached to this press release, to the extent available without unreasonable effort. Because GAAP financial measures on a forward-looking basis are not accessible, and reconciling information is not available without unreasonable effort, we have not provided reconciliations for forward-looking non-GAAP measures. Items excluded to arrive at forward-looking non-GAAP measures may have a significant, and potentially unpredictable, impact on our future GAAP results.
| Three months ended | Twelve months ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Net (loss) income | 26,106 | 47,016 | 159,566 | 161,309 | ||||||||||||
| Less: Income (loss) attributable to non-controlling interest | - | - | - | - | ||||||||||||
| (Loss) Income attributable to parent | 26,106 | 47,016 | 159,566 | 161,309 | ||||||||||||
| Foreign currency transactions losses (gains) | (1,553 | ) | 807 | (3,756 | ) | 5,665 | ||||||||||
| Provision for bad debt | 909 | 143 | 2,606 | 857 | ||||||||||||
| Non-Recurring expenses (non-recurring professional fees, capital market fees, other non-core items) | 4,982 | 2,374 | 13,662 | 5,462 | ||||||||||||
| Extinguishment of debt | 26 | - | 1,380 | - | ||||||||||||
| Derivative Financial Instruments | (728 | ) | - | (3,455 | ) | - | ||||||||||
| Joint Venture VA (Saint Gobain) adjustments | 294 | 63 | 518 | 3,179 | ||||||||||||
| Tax impact of adjustments at statutory rate | (1,258 | ) | (1,084 | ) | (3,506 | ) | (4,852 | ) | ||||||||
| Adjusted net (loss) income | 28,778 | 49,319 | 167,015 | 171,620 | ||||||||||||
| Basic income (loss) per share | 0.57 | 1.00 | 3.42 | 3.43 | ||||||||||||
| Diluted income (loss) per share | 0.57 | 1.00 | 3.42 | 3.43 | ||||||||||||
| Diluted Adjusted net income (loss) per share | 0.63 | 1.05 | 3.58 | 3.65 | ||||||||||||
| Diluted Weighted Average Common Shares Outstanding in thousands | 45,899 | 46,995 | 46,678 | 46,996 | ||||||||||||
| Basic weighted average common shares outstanding in thousands | 45,899 | 46,995 | 46,678 | 46,996 | ||||||||||||
| Diluted weighted average common shares outstanding in thousands | 45,899 | 46,995 | 46,678 | 46,996 | ||||||||||||
| Three months ended | Twelve months ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Net (loss) income | 26,106 | 47,016 | 159,566 | 161,309 | ||||||||||||
| Less: Income (loss) attributable to non-controlling interest | - | - | - | - | ||||||||||||
| (Loss) Income attributable to parent | 26,106 | 47,016 | 159,566 | 161,309 | ||||||||||||
| Interest expense and deferred cost of financing | 2,536 | 1,510 | 6,903 | 7,433 | ||||||||||||
| Income tax (benefit) provision | 19,117 | 20,219 | 75,726 | 63,849 | ||||||||||||
| Depreciation & amortization | 10,324 | 6,739 | 36,765 | 26,469 | ||||||||||||
| Foreign currency transactions losses (gains) | (1,553 | ) | 807 | (3,756 | ) | 5,665 | ||||||||||
| Provision for bad debt | 909 | 143 | 2,606 | 857 | ||||||||||||
| Non-Recurring expenses (non-recurring professional fees, capital market fees, other non-core items) | 4,982 | 2,375 | 13,662 | 5,462 | ||||||||||||
| Extinguishment of debt | 26 | - | 1,380 | - | ||||||||||||
| Derivative Financial Instruments | (728 | ) | - | (3,455 | ) | - | ||||||||||
| Joint Venture VA (Saint Gobain) EBITDA adjustments | 524 | 432 | 1,941 | 4,770 | ||||||||||||
| Adjusted EBITDA | 62,243 | 79,241 | 291,338 | 275,814 | ||||||||||||
Reconciliation of Free Cash Flow to Cash Provided by Operating Activities
(In thousands, except share and per share data) / (Unaudited)
The Company believes that free cash flow, which is not a performance measures under generally accepted accounting principles (“GAAP”), may provide users of the Company’s financial information with additional meaningful bases for comparing the Company’s current results and results in a prior period, as these measures reflect factors that are unique to one period relative to the comparable period. Management uses such performance measures in managing and evaluating the Company’s business. However, these non-GAAP performance measures should be viewed in addition to, and not as an alternative for, the Company’s reported results under accounting principles generally accepted in the United States.
| Three months ended | Twelve months ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||
| Cash Provided by Operating Activities | 31,009 | 61,127 | 135,755 | 170,532 | ||||||||||||
| Acquisition of property and equipment | (19,567 | ) | (25,690 | ) | (101,262 | ) | (79,563 | ) | ||||||||
| Portion of Continental Glass Systems asset acquisiton included in acquisition of property and equipment | - | - | 15,127 | - | ||||||||||||
| Free Cash Flow | 11,442 | 35,437 | 49,620 | 90,969 | ||||||||||||