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): May 8, 2020

 

TECNOGLASS INC.

(Exact Name of Registrant as Specified in Charter)

 

Cayman Islands   001-35436   98-1271120
(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)

 

(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 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
Ordinary Shares   TGLS   The NASDAQ Stock Market LLC

 

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 May 8, 2020, Tecnoglass Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2020. 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 May 8, 2020

 

2
 

 

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: May 8, 2020

 

  TECNOGLASS INC.
     
  By: /s/ Jose M. Daes
  Name: Jose M. Daes
  Title: Chief Executive Officer

 

3

 

 

Exhibit 99.1

 

 

Tecnoglass Reports First Quarter 2020 Results

 

- Ends Quarter with Strong Liquidity Position And Financial Flexibility -

 

- Reports Record Backlog of $545.6 million -

 

- Provides COVID-19 Business Update -

 

First Quarter 2020 Highlights

 

  Total revenues of $87.3 million, impacted by COVID-19 related factors in the second half of March including temporarily suspending production at Colombia facilities on March 23rd to April 13th during initial phase of a nationwide shelter-in-place order by the Colombian government to prevent the spread of the COVID-19 virus
  Net loss of $18.7 million, or $0.40 loss per diluted share, including a net after tax effect of $22.1 million non-cash FX loss due to a 23% devaluation of the Colombian Peso during the quarter
  Adjusted net income1 of $4.5 million, or $0.10 per diluted share
  Gross margin strengthened to 34.9% driven by favorable revenue mix and lower input costs per unit
  Adjusted EBITDA1 of $20.3 million, representing 23.3% of total revenues
  Cash flow from operations increased $6.2 million to $0.5 million during seasonally low cash flow first quarter
  Total liquidity of approximately $95 million, including cash and availability under its existing lines of credit
  Declared a $0.0275 per share cash dividend
  Record backlog of $546 million, up 5% year-over-year
  Construction timing of second float glass plant through St. Gobain JV under review given current market conditions
  Withdraws full year 2020 outlook due to COVID-19 related demand uncertainty

 

BARRANQUILLA, Colombia – May 8, 2020 – Tecnoglass, Inc. (NASDAQ: TGLS) (“Tecnoglass” or the “Company”), a leading manufacturer of architectural glass, windows, and associated aluminum products for the global commercial and residential construction industries, today reported financial results for the first quarter ended March 31, 2020.

 

José Manuel Daes, Chief Executive Officer of Tecnoglass, commented, “Our thoughts are with all those impacted by the COVID-19 pandemic. In this moment, our top priority is safeguarding our employees, customers, partners and the communities where we operate. All of our operations have been deemed vital and we continue to serve customers safely and responsibly. We were pleased to deliver our highest first quarter gross margin and Adjusted EBITDA margin since 2016, despite the pandemic’s temporary impact on our invoicing and business operations late in the quarter. Since our founding in 1984, we have successfully managed through difficult times, including growing and generating profits during the great recession of 2008. On our now larger and more vertically integrated platform, we are even better positioned to successfully navigate the current environment. We have a strong cash position and the capital resources to face the challenges ahead and situate our business for long-term success as we emerge from this volatile period.”

 

Christian Daes, Chief Operating Officer of Tecnoglass, stated, “As the COVID-19 crisis continues, we are closely monitoring its impact on the broader macro-environment and tailoring our operations accordingly. Our existing commercial backlog remains strong and many projects are progressing in all markets where construction activity is permitted. That being said, we are also bracing for a slower year as some projects get delayed or temporarily put on hold. We have implemented business continuity measures across our vertically integrated operations to address safety, cost reductions and non-critical spend while protecting existing jobs to the extent possible. In light of the uncertain times ahead, we are focused on maintaining financial flexibility and generating cash flow. We believe that our lean cost structure and diversified geographic presence leave us well prepared to manage through this unprecedented environment.”

 

 
 

 

First Quarter 2020 Results

 

Total revenues for the first quarter of 2020 were $87.3 million compared to $107.2 million in the prior year quarter. The decrease was primarily attributable to fewer days of invoicing in the second half of March as a result of the Company’s decision to temporarily suspended plant operations in accordance with shelter-in place guidelines by the Colombian government in response to COVID-19. Revenues in January and February were comparable to the same period in the prior year despite five days of scheduled maintenance in January 2020, which did not occur in the prior year quarter. Changes in foreign currency exchange rates had an adverse impact of $0.8 million on Colombia and total revenues in the quarter. U.S. revenues were $78.8 million compared to $92.0 million in the prior year quarter.

 

Gross profit for the first quarter of 2020 was $30.5 million, representing a 34.9% gross margin compared to gross profit of $31.9 million, representing a 29.8% gross margin in the prior year quarter. The improvement in gross margin mainly reflected lower raw material costs, a higher mix of revenue from manufacturing vs installation, and greater operating efficiencies from prior automation initiatives. Operating expenses were $17.3 million compared to $17.7 million in the prior year quarter. As a percent of total revenues, operating expenses were 19.8% compared to 16.5% in the prior year quarter, primarily due to lower sales.

 

Net loss was $18.7 million, or $0.40 loss per diluted share in the first quarter of 2020 compared to a net income of $7.3 million, or $0.18 per diluted share in the prior year quarter, including an after-tax non-cash foreign exchange transaction loss of $22.1 million of in the first quarter 2020 and a $2.2 million gain in the first quarter 2019. As with previous periods, these 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. During the first quarter 2020, the Peso devaluated 23% against the U.S. Dollar. Adjusted net income1 was $4.5 million, or $0.10 per diluted share compared to adjusted a net income of $5.9 million, or $0.14 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 $20.3 million, or 23.3% of revenues compared to $21.1 million, or 19.7% of revenues, in the prior year quarter. Adjusted EBITDA1 in the first quarter 2020 included $1.3 million in contribution from the Company’s joint venture with Saint-Gobain.

 

COVID-19 Business Update

 

Since the outbreak of the COVID-19 crisis, Tecnoglass has adhered to mandates and other guidance from local governments and global health authorities. The Company’s main priority is the health of its employees and others in the communities where it does business. The Company continues to safely serve customers in all countries, states and regions where construction is considered an essential business and permitted.

 

The Company temporarily suspended production at its facilities in Colombia from March 23, 2020 to April 13, 2020 during the initial phase of a nationwide shelter-in-place order by the Colombian government to prevent the spread of the COVID-19 virus. While the shelter-in-place order was subsequently extended to May 25, 2020, Tecnoglass resumed full operations at its facilities on April 14, 2020 given its exempted designation as a supplier of critical products to essential business sectors such as infrastructure and construction. The Company is committed to its talented workforce and at this time has retained all of its labor force, of which approximately 60% are contracted through staffing agencies that provide significant contractual flexibility. During the period that production was suspended, vacation days were used to retain eligible employees and the Company used the time to implement broad safety measures before returning to normal operations.

 

1 Adjusted net income (loss) and Adjusted EBITDA in both periods are reconciled in the table below.

 

 
 

 

Tecnoglass entered the pandemic with a strong financial position along with the flexibility required to support its global operations during this volatile period. As of March 31, 2020, Tecnoglass had cash of $36.8 million plus an additional $58 million of availability under its existing lines of credit, providing sufficient access to capital. In addition, the Company has implemented strict cost controls, reduced operating expenses and limited all non-critical capital expenditures beyond the completion of initiatives started in 2019. The Company anticipates that working capital will be a net benefit to cash flow for the full year 2020.

 

The commencement of the Company’s previously announced construction of a second float glass plant through its joint venture with Saint Gobain, which had been scheduled to begin in 2020, has been put on hold at this time, pending better market visibility. The Company will continue to assess additional actions to strengthen its operational and financial position as business visibility improves.

 

Dividend

 

The Company declared a quarterly cash dividend of $0.0275 per share for the first quarter of 2020, which was paid on April 30, 2020 to shareholders of record as of the close of business on March 31, 2020.

 

Business Outlook

 

Given the uncertain scope and duration of the COVID-19 pandemic, and uncertain timing of a global recovery and economic normalization, the Company is withdrawing its previously communicated full year 2020 revenue and Adjusted EBITDA outlook. The Company has suspended all future financial guidance for the balance of the year.

 

Most of Tecnoglass’ U.S. and Latin American customers remain operational with many construction projects typically considered by jurisdictions to be essential business activities. However, the Company's sales are dependent on nonresidential construction activity and housing starts. The Company’s backlog has historically provided a high degree of visibility for commercial revenues over a twelve month period. The Company’s prior outlook issued on March 2, 2020, before the COVID-19 pandemic, represented existing projects in backlog plus anticipated demand from the Company’s continued expansion into the single-family residential end market. On the commercial side, net sales for the remainder of 2020 will be influenced by the timing, length or any delays of projects related to the pandemic. In residential, U.S. housing starts are expected to be unfavorably affected by the crisis.

 

Santiago Giraldo, Chief Financial Officer of Tecnoglass, concluded, “We entered this pandemic operating on a larger scale and with a better capital structure than at any point in our Company’s history. As we move through the uncertain period ahead, we are focused on cost management, delivering strong cash flow and safely serving customers. As of May 1, 2020, our liquidity further improved to approximately $105 million, including cash of approximately $50 million, as a result of proactive measures to build cash. We will continue to monitor and adjust plans for our business that are aligned with our expectation to emerge as a stronger Company when global market conditions begin to improve.”

 

 
 

 

Webcast and Conference Call

 

Management will host a webcast and conference call on Friday, May 8, 2020 at 9:00 a.m. eastern time (8:00 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. Due to potential extended wait times to access the conference call via dial-in, the Company encourages use of the webcast. For those unable to access the webcast, the conference call will be accessible by dialing 1-877-705-6003 (domestic) or 1-201-493-6725 (international). Upon dialing in, please request to join the Tecnoglass First Quarter 2020 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 (844) 512-2921 (Domestic) or (412) 317-6671 (International) and entering pass code: 13702413.

 

About Tecnoglass

 

Tecnoglass Inc. is a leading manufacturer of architectural glass, windows, and associated aluminum products for the global commercial and residential construction industries. Tecnoglass is the #1 architectural glass transformation company in Latin America and the second largest glass fabricator serving the United States. Headquartered in Barranquilla, Colombia, the Company operates out of a 2.7 million square foot vertically-integrated, state- of-the-art manufacturing complex that provides easy access to the Americas, the Caribbean, and the Pacific. Tecnoglass supplies over 1000 customers in North, Central and South America, with the United States accounting for more than 80% of revenues. Tecnoglass' tailored, high-end products are found on some of the world's most distinctive properties, including the El Dorado Airport (Bogota), 50 United Nations Plaza (New York), Trump Plaza (Panama), Icon Bay (Miami), and Salesforce Tower (San Francisco). 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.

 

Investor Relations:

 

Santiago Giraldo

CFO

305-503-9062

investorrelations@tecnoglass.com

 

 
 

 

Tecnoglass Inc. and Subsidiaries

Consolidated Balance Sheets

(In thousands, except share and per share data)

(Unaudited)

 

   March 31, 2020   December 31, 2019 
ASSETS          
Current assets:          
Cash and cash equivalents  $36,824   $47,862 
Investments   1,604    2,304 
Trade accounts receivable, net   104,416    110,558 
Due from related parties   8,463    8,057 
Inventories   68,341    82,714 
Contract assets – current portion   36,689    42,014 
Other current assets   27,734    29,340 
Total current assets  $284,071   $322,849 
           
Long-term assets:          
Property, plant and equipment, net  $128,426   $154,609 
Deferred income taxes   14,573    4,595 
Contract assets – non-current   10,743    7,059 
Due from related parties - long term   1,423    1,786 
Intangible assets   6,098    6,703 
Goodwill   23,561    23,561 
Long-term investments   45,856    45,596 
Other long-term assets   2,611    2,910 
Total long-term assets   233.291    246,819 
Total assets  $517.362   $569,668 
           
LIABILITIES AND SHAREHOLDERS’ EQUITY          
Current liabilities:          
Short-term debt and current portion of long-term debt  $15,245   $16,084 
Trade accounts payable and accrued expenses   56,962    61,878 
Accrued interest expense   3,039    7,645 
Due to related parties   3,896    4,415 
Dividends payable   1,305    67 
Contract liability – current portion   13,957    12,459 
Due to equity partners   10,900    10,900 
Other current liabilities   14,278    15,563 
Total current liabilities  $119,582   $129,011 
           
Long-term liabilities:          
Deferred income taxes  $857   $411 
Long-term payable associated to GM&P acquisition   8,500    8,500 
Long-term liabilities from related parties   628    622 
Contract liability – non-current   148    187 
Long-term debt   243,695    243,727 
Total long-term liabilities   253,828    253,447 
Total liabilities  $373,410   $382,458 
           
SHAREHOLDERS’ EQUITY          
Preferred shares, $0.0001 par value, 1,000,000 shares authorized, 0 shares issued and outstanding at March 31, 2020 and December 31, 2019 respectively  $-   $- 
Ordinary shares, $0.0001 par value, 100,000,000 shares authorized, 46,117,631 and 46,117,631 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively   5    5 
Legal Reserves   1,367    1,367 
Additional paid-in capital   208,390    208,283 
Retained earnings   (3,897)   16,213 
Accumulated other comprehensive (loss)   (62,617)   (39,264)
Shareholders’ equity attributable to controlling interest   143,248    186,604 
Shareholders’ equity attributable to non-controlling interest   704    606 
Total shareholders’ equity   143,952    187,210 
Total liabilities and shareholders’ equity  $517,362   $569,668 

 

 
 

 

Tecnoglass Inc. and Subsidiaries

Consolidated Statements of Operations and Comprehensive Income

(In thousands, except share and per share data)

(Unaudited)

 

   Three months ended March 31, 
   2020   2019 
Operating revenues:          
External customers  $86,106   $104,808 
Related parties   1,192    2,360 
Total operating revenues   87,298    107,168 
Cost of sales   56,871    75,276 
Gross profit   30,427    31,892 
           
Operating expenses:          
Selling expense   (9,668)   (9,562)
General and administrative expense   (7,610)   (8,094)
Total operating expenses   (17,278)   (17,656)
           
Operating income   13,149    14,236 
           
Non-operating (expenses) income, net   (101)   275 
Equity method income   260    - 
Foreign currency transactions (losses) gains   (32,466)   3,286 
Interest expense and deferred cost of financing   (5,643)   (5,587)
           
(Loss) Income before taxes   (24,801)   12,210 
           
Income tax benefit (provision)   6,133    (4,879)
           
Net (loss) income  $(18,668)  $7,331 
           
(Income) Loss attributable to non-controlling interest   (98)   7 
           
(Loss) Income attributable to parent  $(18,766)  $7,338 
           
Comprehensive income:          
Net (loss) income  $(18,668)  $7,331 
Foreign currency translation adjustments   (19,288)   1,770 
Change in fair value derivative contracts   (4,065)   - 
           
Total comprehensive (loss) income  $(42,021)  $9,101 
Comprehensive (income) loss attributable to non-controlling interest   (98)   7 
           
Total comprehensive (loss) income attributable to parent  $(42,119)  $9,108 
           
Basic (loss) income per share  $(0.40)  $0.18 
           
Diluted (loss) income (loss) per share  $(0.40)  $0.18 
           
Basic weighted average common shares outstanding   46,117,631    40,295,687 
           
Diluted weighted average common shares outstanding   46,117,631    40,847,547 

 

 
 

 

Tecnoglass Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

   Three months ended March 31, 
   2020   2019 
       (revised) 
CASH FLOWS FROM OPERATING ACTIVITIES          
Net income  $(18,668)  $7,331 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:        - 
Provision for bad debts   368    153 
Depreciation and amortization   5,241    5,841 
Deferred income taxes   (9,031)   947 
Equity method income   (260)   - 
Deferred cost of financing   440    393 
Other non-cash adjustments   40    23 
Unrealized currency translation losses (gains)   37,533    (1,792)
Changes in operating assets and liabilities:        - 
Trade accounts receivables   664    (14,953)
Inventories   (2,848)   2,870 
Prepaid expenses   69    (820)
Other assets   (4,940)   (4,613)
Trade accounts payable and accrued expenses   (6,274)   8,187 
Accrued interest expense   (4,546)   (4,337)
Taxes payable   3,113    4,724 
Labor liabilities   (1,270)   (603)
Contract assets and liabilities   2,352    (7,905)
Related parties   (1,435)   (1,075)
CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES  $548   $(5,629)
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Proceeds from sale of investments   193    295 
Purchase of investments   (137)   (307)
Acquisition of property and equipment   (6,469)   (3,701)
CASH USED IN INVESTING ACTIVITIES  $(6,413)  $(3,713)
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Cash dividend   -    (760)
Proceeds from equity offering   -    33,050 
Proceeds from debt   14,353    6,693 
Repayments of debt   (15,073)   (1,349)
CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES  $(720)  $37,634 
           
Effect of exchange rate changes on cash and cash equivalents  $(4,452)  $380 
           
NET (DECREASE) INCREASE IN CASH   (11,038)   28,672 
CASH - Beginning of period   47,862    33,040 
CASH - End of period  $36,824   $61,712 
           
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION          
Cash paid during the period for:          
Interest  $9,282   $9,230 
Income Tax  $1,986   $1,840 
           
NON-CASH INVESTING AND FINANCING ACTIVITES:          
Assets acquired under credit or debt  $991   $1,468 

 

 
 

 

Revenues by Region

(Amounts in thousands)

(Unaudited)

 

   Three months ended 
   Mar 31, 
   2020   2019   % Change 
Revenues by Region               
United States   78,798    92,033    -14.4%
Colombia   6,472    12,988    -50.2%
Other Countries   2,028    2,146    -5.5%
Total Revenues by Region   87,298    107,167    -18.5%

 

Reconciliation of Non-GAAP Performance Measures to GAAP Performance Measures

(In thousands)

(Unaudited)

 

The Company believes that total revenues with foreign currency held neutral 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 months ended 
   Mar 31, 
   2020   2019   % Change 
Total Revenues with Foreign Currency Held Neutral  $88,121   $107,167    -17.8%
Impact of changes in foreign currency   (822)   -    -0.8%
Total Revenues, as Reported  $87,298   $107,167    -18.5%

 

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 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 months ended   Twelve months ended 
   March 31,   March 31, 
   2020   2019   2020   2019 
                 
Net (loss) income   (18,668)   7,331    (1,730)   5,197 
Less: Income (loss) attributable to non-controlling interest   (98)   7    161    480 
(Loss) Income attributable to parent   (18,766)   7,338    (1,569)   5,677 
Foreign currency transactions losses (gains)   32,466    (3,286)   36,725    21,148 
Deferred cost of financing   440    393    1,671    1,515 
Non Recurring expenses (extinguishment of debt, bond issuance costs, provision for bad debt, acquisition related costs and other)   895    744    5,501    6,088 
Joint Venture VA (Saint Gobain) adjustments   372    -    1,709    - 
Tax impact of adjustments at statutory rate   (10,935)   688    (14,594)   (1,705)
Adjusted net (loss) income   4,472    5,877    29,443    32,723 
                     
Basic income (loss) per share   (0.40)   (0.12)   (0.04)   0.13 
Diluted income (loss) per share   (0.40)   (0.12)   (0.04)   0.13 
                     
Diluted Adjusted net income (loss) per share   0.10    0.25    0.64    0.83 
                     
Diluted Weighted Average Common Shares Outstanding in thousands   46,118    41,336    46,118    39,488 
Basic weighted average common shares outstanding in thousands   46,118    41,336    46,118    39,088 
Diluted weighted average common shares outstanding in thousands   46,118    41,336    46,118    39,488 

 

   Three months ended   Twelve months ended 
   March 31,   March 31, 
   2020   2019   2020   2019 
                 
Net (loss) income   (18,668)   7,331    (1,730)   5,197 
Less: Income (loss) attributable to non-controlling interest   (98)   7    161    480 
(Loss) Income attributable to parent   (18,766)   7,338    (1,569)   5,677 
Interest expense and deferred cost of financing   5,643    5,587    22,862    21,724 
Income tax (benefit) provision   (6,133)   4,879    1,916    5,462 
Depreciation & amortization   5,241    5,841    22,135    23,333 
Foreign currency transactions losses (gains)   32,466    (3,286)   36,725    21,148 
Non Recurring expenses (extinguishment of debt, bond issuance costs, provision for bad debt, acquisition related costs and other)   895    744    5,501    6,088 
Director Stock compensation and provision for obsolete inventory   -    -    -    211 
Joint Venture VA (Saint Gobain) EBITDA adjustments   999    -    4,047    - 
Adjusted EBITDA   20,345    21,103    91,617    83,643