8-K
Tecnoglass Inc. (TGLS)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 8, 2023
TECNOGLASS
INC.
(Exact Name of Registrant as Specified in Charter)
| Cayman<br> Islands | 001-35436 | 98-1271120 |
|---|---|---|
| (State<br> or Other Jurisdiction | (Commission | (IRS<br> Employer |
| of<br> Incorporation) | File<br> Number) | Identification<br> No.) |
Avenida Circunvalar a 100 mts de la Via 40, Barrio Las Flores, Barranquilla, Colombia
(Address of Principal Executive Offices) (Zip Code)
(57)(5) 3734000
(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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Ordinary<br> Shares | TGLS | The<br> New York Stock Exchange |
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. ☐
Item2.02. Results of Operations and Financial Condition.
On August 8, 2023, Tecnoglass Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended June 30, 2023. 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.
Item9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit<br> No. | Description |
|---|---|
| 99.1 | Press release dated August 8, 2023. |
| 104 | Cover<br> 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: August 8, 2023
| TECNOGLASS<br> INC. | |
|---|---|
| By: | /s/ Jose M. Daes |
| Name: | Jose<br> M. Daes |
| Title: | Chief<br> Executive Officer |
Exhibit99.1
TecnoglassReports Record Second Quarter 2023 Results
-Record Total Revenues Up 33.2% to $225.3 Million -
-Strong Organic Growth in Both Multifamily/Commercial and Single-Family Residential Businesses -
-Gross Margin of 48.7%, Up 520 Basis Points Year-Over-Year -
-Net Income of $52.6 Million, or $1.10 Per Diluted Share -
-Adjusted Net Income^1^ of $53.5 Million, or $1.12 Per Diluted Share -
-Adjusted EBITDA^1^ Up 55.8% Year-Over-Year to $85.0 Million, Representing 37.7% of Total Revenues -
-Produces Strong Cash Flow Excluding Annual Income Tax Payment -
-Backlog Growth Expands 19.4% Year-Over-Year to An All-time High of $797 Million -
-Facility Investments Expand Operational Capacity by 40% to ~$1 Billion of Annual Revenues -
-Increases Full Year 2023 Growth Outlook to Adjusted EBITDA^1^ of $320 Million to $335 Million on Total Revenues of $830 Millionto $855 Million –
BARRANQUILLA,Colombia – August 8, 2023 – Tecnoglass, Inc. (NYSE: TGLS) (“Tecnoglass” or the “Company”), a leading manufacturer of high end architectural windows, glass, and associated aluminum products serving the global residential and commercial end markets, today reported financial results for the second quarter ended June 30, 2023.
José Manuel Daes, Chief Executive Officer of Tecnoglass, commented, “Our second quarter results marked another period of exceptional performance despite a challenging macroeconomic environment. We are reaping the benefits from our strategic investments in our facilities, exemplified by strong second quarter Adjusted EBITDA^1^ of $85.0 million and industry-leading margins. The cash generating power of our business was again evident in the quarter, producing significant levels of operating cash flow and free cash flow when excluding our annual income tax payment for full year 2022 that was paid during the quarter. These robust results, coupled with our record backlog, demonstrate the resiliency of our business model and further add to our established record of driving profitable growth as we further cement our position as a prominent leader in architectural glass and windows. We believe we are well situated to continue outpacing the growth of our end markets as a result of our vertically integrated structure, automation initiatives, best-in-class customer service, expanding customer relationships and our recently expanded operational capacity. We are proud of the dedication and commitment of our team members and we are firmly situated to deliver another year of record financial performance in 2023.”
Christian Daes, Chief Operating Officer of Tecnoglass, added, “Our facility investments to expand operational capacity have increased our installed production base by over 40% to an amount equivalent to $1 billion of annual revenue, exceeding our prior expectation of $950 million. This on-time and on-budget project is another exciting milestone for Tecnoglass and better enables us to meet the ever-growing demand for our high-performance products, while further shortening lead times and reducing waste. These strategic investments in automation and physical footprint are proving to be well-timed as we continue to produce double-digit growth in both our multifamily/commercial and single-family residential businesses. Our project pipeline and backlog continue to strengthen, underpinned by the sharp rebound in multifamily/commercial demand for our products. Additionally, we continue to gain share in the single-family residential end market through our innovative products and reduced lead times, now approaching five weeks, which are well below the industry average in several product lines. We are targeting new product launches and we are expanding the reach of our in-demand products further into economically sound markets. We will continue to leverage our innovative product portfolio, strong industry relationships, and structural competitive advantages to further capitalize on future demand with a broader geographical footprint and product offering.”
SecondQuarter 2023 Results
Total revenues for the second quarter of 2023 increased 33.2% to $225.3 million compared to $169.1 million in the prior year quarter, driven by a significant increase in the Company’s multifamily/commercial activity, strong growth in single-family residential activity and market share gains. Single-family residential revenues increased 15% year-over-year, helped by market share gains and the continued positive demographic trends in the Company’s main markets. Multifamily/commercial revenues increased 48% year-over-year, attributable to an increase in multifamily/commercial construction projects which were previously put on hold during the pandemic or moved into designing and permitting stages in the last 18 months given the positive demographic shifts in the Company’s main markets. Changes in foreign currency exchange rates had an adverse impact of $0.8 million on total revenues in the quarter.
Gross profit for the second quarter of 2023 increased 49.0% to $109.7 million, representing a 48.7% gross margin, compared to gross profit of $73.6 million, representing a 43.5% gross margin in the prior year quarter. The 520 basis point improvement in gross margin mainly reflected higher revenues, favorable pricing dynamics and greater operating efficiencies related to prior automation initiatives.
Selling, general and administrative expense (“SG&A”) was $35.2 million for the second quarter of 2023 compared to $28.1 million in the prior year quarter, with the increase attributable to higher shipping and commission expenses as a result of a higher sales volume, as well as increased corporate costs to support a larger operation. As a percent of total revenues, SG&A was 15.6% for the second quarter of 2023 compared to 16.6% in the prior year quarter driven by better operating leverage.
Net income was $52.6 million, or $1.10 per diluted share, in the second quarter of 2023 compared to net income of $33.4 million, or $0.70 per diluted share, in the prior year quarter, including a non-cash foreign exchange transaction gain of $0.9 million in the second quarter of 2023 and a $2.5 million gain in the second quarter of 2022. 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 income^1^ was $53.5 million, or $1.12 per diluted share, in the second quarter of 2023 compared to adjusted net income of $33.0 million, or $0.69 per diluted share, in the prior year quarter. Adjusted net income^1^, 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 EBITDA^1^, as reconciled in the table below, increased 55.8% to $85.0 million, or 37.7% of total revenues, in the second quarter of 2023, compared to $54.6 million, or 32.3% of total revenues, in the prior year quarter. The improvement was driven by higher revenues, improved gross margin and SG&A leverage. Adjusted EBITDA^1^ included a $0.3 million contribution from the Company’s joint venture with Saint-Gobain, compared to $0.9 million in the prior year quarter.
BalanceSheet & Liquidity
Cash provided by operating activities for the second quarter of 2023 was $0.2 million, primarily due to the timing of the Company’s annual cash income tax payments mainly for its Colombian entities, which were paid in the second quarter of 2023. Given the increased profitability in 2022, the Company paid approximately $56.5 million in cash income taxes during the second quarter of 2023, fully satisfying what was due for the profit generated by its Colombian entities in 2022. Capital expenditures in the second quarter of 2023 were $22.3 million, largely reflecting the investments to expand and automate operational capacity which has been substantially completed. Capital expenditures are expected to step down significantly during the second half of the year.
The Company ended the second quarter of 2023 with total liquidity of approximately $275.0 million, including $104.7 million of cash and cash equivalents and $170.0 million of availability under its revolving credit facilities. Given the Company’s continued growth in Adjusted EBITDA^1^, net debt leverage remained at all-time low of 0.2x net debt to LTM Adjusted EBITDA^1^, compared to 0.5x in the prior year quarter.
Dividend
The Company declared a quarterly cash dividend of $0.09 per share for the second quarter of 2023, which was paid on July 31, 2023 to shareholders of record as of the close of business on June 30, 2023.
FullYear 2023 Outlook
Santiago Giraldo, Chief Financial Officer of Tecnoglass, stated, “We are increasing our full year 2023 outlook to reflect strong results through June. We now expect full year 2023 revenues to grow to a range of $830 million to $855 million, representing approximately 18% growth at the midpoint, and entirely organic. We are raising our Adjusted EBITDA^1^ forecast to a range of $320 million to $335 million. This implies Adjusted EBITDA^1^ growth of approximately 23% at the midpoint driven by the stronger than anticipated year to date results plus our expectation to deliver strong margins for the remainder of the year. Given the first half weighting of income tax payments and planned growth capex, we expect to deliver stronger free cash flow for the rest of the year. In summary, we believe we are well on our way to achieving another year of record results for full year 2023.”
Webcast and Conference Call
Management will host a webcast and conference call on August 8, 2023 at 10:00 a.m. Eastern time (9:00 a.m. Bogota, Colombia 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 1-877-269-7751 (domestic) or 1-201-389-0908 (international). Upon dialing in, please request to join the Tecnoglass Second Quarter 2023 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: 13740199.
AboutTecnoglass
Tecnoglass Inc. is a leading producer of architectural glass, windows, and associated aluminum products 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 5.6 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 96% 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.
ForwardLooking 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.
InvestorRelations:
Santiago Giraldo
CFO
305-503-9062
investorrelations@tecnoglass.com
TecnoglassInc. and Subsidiaries
ConsolidatedBalance Sheets
(Inthousands, except share and per share data)
| December<br> 31, | |||||
|---|---|---|---|---|---|
| 2022 | |||||
| ASSETS | |||||
| Current<br> assets: | |||||
| Cash and cash<br> equivalents | 104,686 | $ | 103,671 | ||
| Investments | 2,365 | 2,049 | |||
| Trade accounts receivable,<br> net | 185,996 | 158,397 | |||
| Due from related parties | 1,616 | 1,447 | |||
| Inventories | 161,767 | 124,997 | |||
| Contract assets – current<br> portion | 18,077 | 12,610 | |||
| Other<br> current assets | 53,304 | 28,963 | |||
| Total current<br> assets | 527,811 | $ | 432,134 | ||
| Long-term<br> assets: | |||||
| Property, plant and equipment,<br> net | 266,783 | $ | 202,865 | ||
| Deferred income taxes | 112 | 558 | |||
| Contract assets – non-current | 6,089 | 8,875 | |||
| Long-term trade accounts receivable | - | 1,225 | |||
| Intangible assets | 2,525 | 2,706 | |||
| Goodwill | 23,561 | 23,561 | |||
| Long-term investments | 60,408 | 57,839 | |||
| Other<br> long-term assets | 4,977 | 4,545 | |||
| Total<br> long-term assets | 364,455 | 302,174 | |||
| Total<br> assets | 892,266 | $ | 734,308 | ||
| LIABILITIES<br> AND SHAREHOLDERS’ EQUITY | |||||
| Current<br> liabilities: | |||||
| Short-term debt and current<br> portion of long-term debt | 645 | $ | 504 | ||
| Trade accounts payable and<br> accrued expenses | 113,803 | 90,186 | |||
| Due to related parties | 6,276 | 5,323 | |||
| Dividends payable | 4,336 | 3,622 | |||
| Contract liability –<br> current portion | 62,907 | 49,601 | |||
| Other<br> current liabilities | 47,022 | 60,566 | |||
| Total current<br> liabilities | 234,989 | $ | 209,802 | ||
| Long-term<br> liabilities: | |||||
| Deferred income taxes | 10,602 | $ | 5,190 | ||
| Contract liability –<br> non-current | 12 | 11 | |||
| Long-term<br> debt | 169,003 | 168,980 | |||
| Total<br> long-term liabilities | 179,617 | 174,181 | |||
| Total liabilities | 414,606 | $ | 383,983 | ||
| SHAREHOLDERS’<br> EQUITY | |||||
| Preferred shares, 0.0001 par value, 1,000,000 shares<br> authorized, 0 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | — | $ | — | ||
| Ordinary shares, 0.0001 par value, 100,000,000 shares<br> authorized, 47,673,433 and 47,674,773 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 5 | 5 | |||
| Legal Reserves | 1,458 | 1,458 | |||
| Additional paid-in capital | 219,234 | 219,290 | |||
| Retained earnings | 326,353 | 234,254 | |||
| Accumulated<br> other comprehensive loss | (71,152 | ) | (106,187 | ) | |
| Shareholders’<br> equity attributable to controlling interest | 475,898 | 348,820 | |||
| Shareholders’<br> equity attributable to non-controlling interest | 1,762 | 1,505 | |||
| Total<br> shareholders’ equity | 477,660 | 350,325 | |||
| Total<br> liabilities and shareholders’ equity | 892,266 | $ | 734,308 |
All values are in US Dollars.
TecnoglassInc. and Subsidiaries
ConsolidatedStatements of Operations and Comprehensive Income
(Inthousands, except share and per share data)
(Unaudited)
| Three<br> months ended | Six<br> months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | June<br> 30, | |||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||
| Operating revenues: | ||||||||||||
| External customers | $ | 224,788 | $ | 168,657 | $ | 427,094 | $ | 302,679 | ||||
| Related<br> parties | 492 | 467 | 825 | 993 | ||||||||
| Total<br> operating revenues | 225,280 | 169,124 | 427,919 | 303,672 | ||||||||
| Cost of sales | (115,610 | ) | (95,492 | ) | (210,494 | ) | (169,707 | ) | ||||
| Gross profit | 109,670 | 73,632 | 217,425 | 133,965 | ||||||||
| Operating expenses: | ||||||||||||
| Selling expense | (20,487 | ) | (16,616 | ) | (36,807 | ) | (29,984 | ) | ||||
| General and administrative<br> expense | (14,682 | ) | (11,529 | ) | (32,437 | ) | (24,528 | ) | ||||
| Total operating expenses | (35,169 | ) | (28,145 | ) | (69,244 | ) | (54,512 | ) | ||||
| Operating<br> income | 74,501 | 45,487 | 148,181 | 79,453 | ||||||||
| Non-operating income (expenses),<br> net | 1,625 | 161 | 2,912 | 503 | ||||||||
| Equity method income | 1,119 | 1,669 | 2,568 | 3,249 | ||||||||
| Foreign currency transactions<br> (loss) gains | 889 | 2,503 | (211 | ) | (406 | ) | ||||||
| Interest<br> expense and deferred cost of financing | (2,321 | ) | (1,715 | ) | (4,594 | ) | (3,183 | ) | ||||
| Income<br> before taxes | 75,813 | 48,105 | 148,856 | 79,616 | ||||||||
| Income<br> tax provision | (23,248 | ) | (14,692 | ) | (47,919 | ) | (25,250 | ) | ||||
| Net<br> income | $ | 52,565 | $ | 33,413 | $ | 100,937 | $ | 54,366 | ||||
| Income attributable to non-controlling<br> interest | (120 | ) | (219 | ) | (257 | ) | (319 | ) | ||||
| Income<br> attributable to parent | $ | 52,445 | $ | 33,194 | $ | 100,680 | $ | 54,047 | ||||
| Comprehensive income: | ||||||||||||
| Net income | $ | 52,565 | $ | 33,413 | $ | 100,937 | $ | 54,366 | ||||
| Foreign currency translation<br> adjustments | 27,238 | (23,620 | ) | 35,049 | (9,987 | ) | ||||||
| Change in fair value of derivative<br> contracts | 1,823 | 1,710 | (14 | ) | 4,332 | |||||||
| Total<br> comprehensive income | $ | 81,626 | $ | 11,503 | $ | 135,972 | $ | 48,711 | ||||
| Comprehensive (loss) income<br> attributable to non-controlling interest | (120 | ) | (219 | ) | (257 | ) | (319 | ) | ||||
| Total<br> comprehensive income attributable to parent | $ | 81,506 | $ | 11,284 | $ | 135,715 | $ | 48,392 | ||||
| Basic income per share | $ | 1.10 | $ | 0.70 | $ | 2.12 | $ | 1.14 | ||||
| Diluted income per share | $ | 1.10 | 0.70 | $ | 2.12 | $ | 1.14 | |||||
| Basic weighted average<br> common shares outstanding | 47,674,041 | 47,674,773 | 47,674,403 | 47,674,773 | ||||||||
| Diluted weighted average<br> common shares outstanding | 47,674,041 | 47,674,773 | 47,674,403 | 47,674,773 |
TecnoglassInc. and Subsidiaries
ConsolidatedStatements of Cash Flows
(Inthousands)
(Unaudited)
| Six<br> months ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| CASH FLOWS<br> FROM OPERATING ACTIVITIES | ||||||
| Net income | $ | 100,937 | $ | 54,366 | ||
| Adjustments to reconcile net<br> income to net cash provided by operating activities: | ||||||
| Allowance for credit losses | 1,899 | 580 | ||||
| Depreciation and amortization | 9,914 | 10,462 | ||||
| Deferred income taxes | 4,130 | (1,016 | ) | |||
| Equity method income | (2,568 | ) | (3,249 | ) | ||
| Deferred cost of financing | 610 | 726 | ||||
| Other non-cash adjustments | 118 | 6 | ||||
| Unrealized currency translation<br> (loss) gains | (14,609 | ) | 911 | |||
| Changes<br> in operating assets and liabilities: | ||||||
| Trade accounts receivable | (24,778 | ) | (4,792 | ) | ||
| Inventories | (15,584 | ) | (31,343 | ) | ||
| Prepaid expenses | (1,660 | ) | (690 | ) | ||
| Other assets | (22,550 | ) | 1,652 | |||
| Trade accounts payable and<br> accrued expenses | 16,167 | 16,488 | ||||
| Taxes payable | (20,153 | ) | 2,260 | |||
| Labor liabilities | 345 | 125 | ||||
| Other liabilities | (57 | ) | (2,047 | ) | ||
| Contract assets and liabilities | 10,843 | 17,538 | ||||
| Related<br> parties | 210 | 1,020 | ||||
| CASH PROVIDED<br> BY OPERATING ACTIVITIES | $ | 43,214 | $ | 62,997 | ||
| CASH FLOWS FROM INVESTING<br> ACTIVITIES | ||||||
| Purchase of investments | (193 | ) | (933 | ) | ||
| Acquisition<br> of property and equipment | (37,886 | ) | (26,250 | ) | ||
| CASH USED<br> IN INVESTING ACTIVITIES | $ | (38,079 | ) | $ | (27,183 | ) |
| CASH FLOWS FROM FINANCING<br> ACTIVITIES | ||||||
| Cash dividend | (7,868 | ) | (6,196 | ) | ||
| Stock buyback | (56 | ) | - | |||
| Proceeds from debt | 98 | 241 | ||||
| Repayments of debt | (6 | ) | (15,367 | ) | ||
| CASH USED<br> IN FINANCING ACTIVITIES | $ | (7,832 | ) | $ | (21,322 | ) |
| Effect<br> of exchange rate changes on cash and cash equivalents | $ | 3,711 | $ | (883 | ) | |
| NET INCREASE IN CASH | 1,014 | 13,609 | ||||
| CASH - Beginning of period | 103,672 | 85,011 | ||||
| CASH - End of period | $ | 104,686 | $ | 98,620 | ||
| SUPPLEMENTAL DISCLOSURES OF<br> CASH FLOW INFORMATION | ||||||
| Cash paid during the period<br> for: | ||||||
| Interest | $ | 5,556 | $ | 2,387 | ||
| Income Tax | $ | 82,807 | $ | 7,552 | ||
| NON-CASH INVESTING AND FINANCING<br> ACTIVITES: | ||||||
| Assets acquired under credit<br> or debt | $ | 7,223 | $ | 5,835 |
Revenuesby Region
(Amountsin thousands)
(Unaudited)
| Three<br> months ended | Twelve<br> months ended | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | June<br> 30, | |||||||||||||
| 2023 | 2022 | %<br> Change | 2023 | 2022 | %<br> Change | |||||||||
| Revenues<br> by Region | ||||||||||||||
| United States | 214,725 | 161,478 | 33.0 | % | 809,469 | 534,103 | 51.6 | % | ||||||
| Colombia | 5,962 | 4,816 | 23.8 | % | 18,862 | 19,385 | (2.7 | %) | ||||||
| Other<br> Countries | 4,593 | 2,830 | 62.3 | % | 12,487 | 13,662 | (8.6 | %) | ||||||
| Total<br> Revenues by Region | 225,280 | 169,124 | 33.2 | % | 840,817 | 567,150 | 48.3 | % |
Reconciliationof Non-GAAP Performance Measures to GAAP Performance Measures
(Inthousands)
(Unaudited)
The Company believes that total revenues with foreign currency held neutral non-GAAP performance measures, which management uses in managing and evaluating the Company’s business, 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. 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<br> months ended | Twelve<br> months ended | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | June<br> 30, | |||||||||||||||
| 2023 | 2022 | %<br> Change | 2023 | 2022 | %<br> Change | |||||||||||
| Total<br> Revenues with Foreign Currency Held Neutral | 226,067 | 169,124 | 33.7 | % | 844,237 | 567,150 | 48.9 | % | ||||||||
| Impact<br> of changes in foreign currency | (786 | ) | - | (3,420 | ) | - | ||||||||||
| Total<br> Revenues, As Reported | 225,280 | 134,548 | 33.2 | % | 840,817 | 567,150 | 48.3 | % |
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.
Reconciliationof Adjusted EBITDA and Adjusted net (loss) income to net (loss) income
(Inthousands, except share and per share data) / (Unaudited)
Adjusted EBITDA and adjusted net (loss) income are not measures of financial performance under generally accepted accounting principles (“GAAP”). Management believes Adjusted EBITDA and adjusted net (loss) income, in addition to operating profit, net (loss) income and other GAAP measures, is useful to investors to evaluate the Company’s results because it excludes 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.
A reconciliation of Adjusted net (loss) income and Adjusted EBITDA to the most directly comparable GAAP measure in accordance with SEC Regulation G follows, with amounts in thousands:
| Three<br> months ended | Six<br> months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June<br> 30, | June<br> 30, | |||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||
| Net<br> (loss) income | 52,565 | 33,413 | 100,937 | 54,366 | ||||||||
| Less:<br> Income (loss) attributable to non-controlling interest | (120 | ) | (219 | ) | (257 | ) | (319 | ) | ||||
| (Loss)<br> Income attributable to parent | 52,445 | 33,194 | 100,680 | 54,047 | ||||||||
| Foreign<br> currency transactions losses (gains) | (889 | ) | (2,503 | ) | 211 | 406 | ||||||
| Non-Recurring<br> expenses (non-recurring professional fees, capital market fees, provision for bad debt, other non-core items) | 2,421 | 1,324 | 5,696 | 4,811 | ||||||||
| Joint<br> Venture VA (Saint Gobain) adjustments | (43 | ) | 936 | 392 | 972 | |||||||
| Tax<br> impact of adjustments at statutory rate | (476 | ) | 73 | (2,016 | ) | (1,857 | ) | |||||
| Adjusted<br> net (loss) income | 53,458 | 33,024 | 104,963 | 58,379 | ||||||||
| Basic income (loss) per<br> share | 1.10 | 0.70 | 2.12 | 1.13 | ||||||||
| Diluted income (loss) per<br> share | 1.10 | 0.70 | 2.12 | 1.13 | ||||||||
| Diluted<br> Adjusted net income (loss) per share | 1.12 | 0.69 | 2.20 | 1.22 | ||||||||
| Diluted<br> Weighted Average Common Shares Outstanding in thousands | 47,675 | 47,675 | 47,675 | 47,675 | ||||||||
| Basic<br> weighted average common shares outstanding in thousands | 47,675 | 47,675 | 47,675 | 47,675 | ||||||||
| Diluted<br> weighted average common shares outstanding in thousands | 47,675 | 47,675 | 47,675 | 47,675 | ||||||||
| Three<br> months ended | Six<br> months ended | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| June<br> 30, | June<br> 30, | |||||||||||
| 2023 | 2022 | 2023 | 2022 | |||||||||
| Net<br> (loss) income | 52,565 | 33,413 | 100,937 | 54,366 | ||||||||
| Less:<br> Income (loss) attributable to non-controlling interest | (120 | ) | (219 | ) | (257 | ) | (319 | ) | ||||
| (Loss)<br> Income attributable to parent | 52,445 | 33,194 | 100,680 | 54,047 | ||||||||
| Interest<br> expense and deferred cost of financing | 2,321 | 1,715 | 4,594 | 3,183 | ||||||||
| Income<br> tax (benefit) provision | 23,248 | 14,692 | 47,919 | 25,250 | ||||||||
| Depreciation<br> & amortization | 5,147 | 5,211 | 9,914 | 10,462 | ||||||||
| Foreign<br> currency transactions losses (gains) | (889 | ) | (2,503 | ) | 211 | 406 | ||||||
| Non-Recurring<br> expenses (non-recurring professional fees, capital market fees, provision for bad debt, other non-core items) | 2,421 | 1,324 | 5,696 | 4,811 | ||||||||
| Joint<br> Venture VA (Saint Gobain) EBITDA adjustments | 313 | 936 | 1,828 | 1,761 | ||||||||
| Adjusted<br> EBITDA | 85,006 | 54,569 | 170,842 | 99,920 |