Forterra Announces Fourth Quarter and Full Year 2021 Results
Forterra, a leading manufacturer of water and drainage infrastructure, reported a 16.5% rise in net sales, totaling $1.858 billion for 2021. Gross profit increased by 11.6% to $420.4 million, with net income soaring 80.3% to $116.3 million. Fourth quarter results showed a 23.9% sales growth, reaching $470.7 million. The company reduced its net leverage ratio to 3.1x, achieving its target of below 3.5x. Forterra is advancing its proposed merger with Quikrete, pending regulatory approval. CEO Karl Watson, Jr. highlighted strong operational efficiency despite ongoing supply chain challenges.
- Net sales increased by 16.5% to $1.858 billion in 2021.
- Gross profit rose by 11.6% to $420.4 million.
- Net income surged 80.3% to $116.3 million.
- Fourth quarter sales jumped 23.9% to $470.7 million.
- Net leverage ratio improved to 3.1x from 3.7x.
- Water segment gross profit margin decreased to 18.9% from 24.2% year-over-year due to higher costs.
IRVING, Texas, Feb. 28, 2022 (GLOBE NEWSWIRE) -- Forterra, Inc. (“Forterra” or “the Company”) (NASDAQ: FRTA), a leading manufacturer of water and drainage infrastructure pipe and products in the United States and Eastern Canada, today announced results for the quarter and full year ended December 31, 2021.
Full Year 2021 Highlights
- Increased net sales by
16.5% to$1,858.3 million as compared to$1,594.5 million last year - Increased gross profit by
11.6% to$420.4 million as compared to$376.7 million last year - Increased net income by
80.3% to$116.3 million as compared to$64.5 million last year - Adjusted EBITDA1 increased by
16.3% to$324.4 million as compared to$279.0 million last year - Reduced Net Leverage Ratio2 to 3.1x at year-end from 3.7x a year ago; achieved previously communicated short-term net leverage ratio target of below 3.5x
Fourth Quarter 2021 Highlights
- Increased net sales by
23.9% to$470.7 million as compared to$379.9 million in the prior year quarter - Increased gross profit by
18.5% to$102.0 million as compared to$86.1 million in the prior year quarter - Increased net income by
14.2% to$25.8 million as compared to$22.6 million in the prior year quarter - Adjusted EBITDA increased by
32.2% to$77.6 million as compared to$58.7 million in the prior year quarter
1 A reconciliation of non-GAAP financial measures, including Adjusted EBITDA and Adjusted EBITDA margin, to comparable GAAP financial measures is provided in the reconciliation of non-GAAP measures section of this press release.
2 Ratio represents net debt divided by adjusted EBITDA for the prior twelve-month period. Net debt and adjusted EBITDA are non-GAAP measures and a reconciliation thereof to comparable GAAP financial measures is provided in the reconciliation of Non-GAAP measures section of this press release.
Forterra CEO Karl Watson, Jr. commented, “The fourth quarter marked the conclusion of a year in which we delivered excellent financial results, driven by the efforts, dedication, and perseverance of our team members. Our execution on our five improvement pillars demonstrated we are focusing on the right levers to navigate a year challenged by ongoing supply chain disruptions and input cost inflation to achieve record revenues and profits.”
Mr. Watson continued, “Underlying demand and order trends remained strong throughout the year. We were able to satisfy this demand and mitigated significant inflationary pressures across nearly every cost category with improved operational efficiencies and successful strategic price increases. Although we expect these external challenges to continue in the near term, we believe the actions we have taken, and the ones we will take in 2022, position us well to deliver another year of profitable growth. Our business is on strong footing, and we believe the improvements we have made provide a solid foundation for even more positive results in 2022 and sustained growth beyond.”
Segment Results
Drainage Pipe & Products (“Drainage”) - Key Financial Statistics:
Key Financial Statistics ($ in millions) | Fourth Quarter | Full Year | ||||||||||||||||
Q4 2021 | Q4 2020 | 2021 | 2020 | |||||||||||||||
Net Sales | $ | 243.7 | $ | 211.0 | $ | 993.5 | $ | 887.4 | ||||||||||
Gross Profit | 59.2 | 45.2 | 254.1 | $ | 211.6 | |||||||||||||
Gross Profit Margin | 24.3 | % | 21.4 | % | 25.6 | % | 23.8 | % | ||||||||||
EBITDA | 53.8 | 39.7 | 239.9 | 187.5 | ||||||||||||||
Adjusted EBITDA | 53.9 | 40.6 | 234.6 | 198.0 | ||||||||||||||
Adjusted EBITDA Margin | 22.1 | % | 19.2 | % | 23.6 | % | 22.3 | % | ||||||||||
Drainage net sales for the fourth quarter increased by
Drainage gross profit and gross profit margin for the fourth quarter increased to
Drainage EBITDA, Adjusted EBITDA and Adjusted EBITDA margin during the fourth quarter increased to
Water Pipe & Products (“Water”) - Key Financial Statistics:
Key Financial Statistics ($ in millions) | Fourth Quarter | Full Year | ||||||||||||||||
Q4 2021 | Q4 2020 | 2021 | 2020 | |||||||||||||||
Net Sales | $ | 227.0 | $ | 168.9 | $ | 864.8 | $ | 707.1 | ||||||||||
Gross Profit | 42.8 | 40.9 | 166.4 | 165.1 | ||||||||||||||
Gross Profit Margin | 18.9 | % | 24.2 | % | 19.2 | % | 23.3 | % | ||||||||||
EBITDA | 38.1 | 35.5 | 150.4 | 145.5 | ||||||||||||||
Adjusted EBITDA | 39.7 | 35.9 | 152.9 | 146.9 | ||||||||||||||
Adjusted EBITDA Margin | 17.5 | % | 21.3 | % | 17.7 | % | 20.8 | % | ||||||||||
Water net sales for the fourth quarter increased by
Water gross profit and gross profit margin for the fourth quarter were
Water EBITDA, Adjusted EBITDA and Adjusted EBITDA margin during the fourth quarter were
Corporate and Other (“Corporate”)
During the fourth quarter, Corporate EBITDA and Adjusted EBITDA losses were
Other Items – Income Taxes
Tax expense for the year was
Balance Sheet, Liquidity and Capital Expenditures
As of December 31, 2021, the Company had cash of
Capital expenditures for the year were
Update on Proposed Transaction with Quikrete
In February 2021, the Company entered into an agreement to be acquired by an affiliate of Quikrete Holdings, Inc. (the “Merger Agreement”). The Company remains committed to completing the proposed merger and delivering the benefits of the transaction to Forterra’s shareholders. Completion of the pending transaction is subject to certain regulatory approvals, including approval under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”), among other conditions set forth in the Merger Agreement. Integration planning between the Company and Quikrete continues.
As previously disclosed in the Company’s current reports on Forms 8-K dated December 1, 2021, December 16, 2021, and February 16, 2022, in order to address some of the divestitures anticipated to be required by the U.S. Department of Justice (the “DOJ”) to obtain approval for the consummation of the merger and the other transactions contemplated by the Merger Agreement, the Company, together with Quikrete, have entered into several agreements with various buyers to sell such assets and equity investments to these buyers. Consummation of these divestitures are subject to customary closing conditions, including, among others, the consummation of the merger and approval by the DOJ. The Company is aiming to achieve the necessary approvals to permit it to complete the transaction by the outside date of March 22, 2022 set forth in the Merger Agreement.
About Forterra
Forterra is a leading manufacturer of water and drainage pipe and products in the U.S. and Eastern Canada for a variety of water-related infrastructure applications, including water transmission, distribution, drainage and stormwater systems. Based in Irving, Texas, Forterra’s product breadth and scale help make it a preferred supplier for water-related pipe and products, serving a wide variety of customers, including contractors, distributors and municipalities. For more information on Forterra, visit http://forterrabp.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by the use of words such as “anticipate”, “believe”, “expect”, “estimate”, “plan”, “outlook”, and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on historical information available at the time the statements are made and are based on management’s reasonable belief or expectations with respect to future events, and are subject to risks and uncertainties, many of which are beyond the Company’s control, that could cause actual performance or results to differ materially from the belief or expectations expressed in or suggested by the forward-looking statements.
Some of the risks and uncertainties that could cause actual results to differ materially from those expressed in any forward-looking statements include risks and uncertainties relating to the pending merger with an affiliate of Quikrete Holdings, Inc.; the impacts of the COVID-19 pandemic; the level of construction activity, particularly in the residential construction and non-residential construction markets; government funding of infrastructure and related construction activities; the highly competitive nature of our industry and our ability to effectively compete; the availability and price of the raw materials we use in our business; the ability to implement our growth strategy; our dependence on key customers and the absence of long-term agreements with these customers; the level of construction activity in Texas; energy costs; disruption at one or more of our manufacturing facilities or in our supply chain; construction project delays and our inventory management; our ability to successfully integrate acquisitions; labor disruptions and other union activity; a tightening of mortgage lending or mortgage financing requirements; compliance with environmental laws and regulations; compliance with health and safety laws and regulations and other laws and regulations to which we and our products are subject to; our dependence on key executives and key management personnel; our ability, or that of the customers with which we work, to retain and attract additional skilled and non-skilled technical or sales personnel; credit and non-payment risks of our customers; warranty and related claims; legal and regulatory claims; the seasonality of our business and its susceptibility to adverse weather; our contract backlog; our ability to maintain sufficient liquidity and ensure adequate financing or guarantees for large projects; delays or outages in our information technology systems and computer networks; security breaches in our information technology systems and other cybersecurity incidents and additional factors discussed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, for additional information regarding the risks and uncertainties that may cause actual results to differ materially from those expressed in any forward-looking statement.
FORTERRA, INC.
Consolidated Statements of Operations
(in millions, except per share data)
Quarter ended | Year ended | ||||||||||||
December 31, | December 31, | ||||||||||||
2021 | 2020 | 2021 | 2020 | ||||||||||
unaudited | unaudited | ||||||||||||
Net sales | $ | 470.7 | $ | 379.9 | $ | 1,858.3 | $ | 1,594.5 | |||||
Cost of goods sold | 368.7 | 293.8 | 1,437.9 | 1,217.8 | |||||||||
Gross profit | 102.0 | 86.1 | 420.4 | 376.7 | |||||||||
Selling, general & administrative expenses | (53.0 | ) | (57.2 | ) | (216.1 | ) | (221.8 | ) | |||||
Impairment and exit charges | (0.2 | ) | — | (0.6 | ) | (2.5 | ) | ||||||
Other operating income, net | 0.9 | 1.8 | 13.7 | 1.4 | |||||||||
(52.3 | ) | (55.4 | ) | (203.0 | ) | (222.9 | ) | ||||||
Income from operations | 49.7 | 30.7 | 217.4 | 153.8 | |||||||||
Other income (expenses) | |||||||||||||
Interest expense | (18.6 | ) | (19.4 | ) | (75.0 | ) | (79.9 | ) | |||||
Loss on extinguishment of debt | — | (0.8 | ) | — | (12.3 | ) | |||||||
Earnings from equity method investee | 3.1 | 3.1 | 12.6 | 11.3 | |||||||||
Income before income taxes | 34.2 | 13.6 | 155.0 | 72.9 | |||||||||
Income tax (expense) benefit | (8.4 | ) | 9.0 | (38.7 | ) | (8.4 | ) | ||||||
Net income | $ | 25.8 | $ | 22.6 | $ | 116.3 | $ | 64.5 | |||||
Earnings per share: | |||||||||||||
Basic | $ | 0.39 | $ | 0.34 | $ | 1.74 | $ | 0.99 | |||||
Diluted | $ | 0.37 | $ | 0.33 | $ | 1.67 | $ | 0.94 | |||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 67.0 | 65.8 | 66.7 | 65.3 | |||||||||
Diluted | 69.9 | 69.2 | 69.6 | 68.2 |
FORTERRA, INC.
Consolidated Balance Sheets
(in millions)
December 31, | |||||||
2021 | 2020 | ||||||
ASSETS | |||||||
Current assets | |||||||
Cash and cash equivalents | $ | 56.8 | $ | 25.7 | |||
Receivables, net | 293.9 | 227.9 | |||||
Inventories | 263.7 | 222.9 | |||||
Prepaid expenses | 10.9 | 8.0 | |||||
Other current assets | 3.1 | 2.0 | |||||
Total current assets | 628.4 | 486.5 | |||||
Non-current assets | |||||||
Property, plant and equipment, net | 458.7 | 451.1 | |||||
Operating lease right-of-use assets | 52.8 | 54.4 | |||||
Goodwill | 509.9 | 509.1 | |||||
Intangible assets, net | 69.1 | 101.4 | |||||
Investment in equity method investee | 49.3 | 48.3 | |||||
Deferred tax assets | 1.8 | 2.4 | |||||
Other long-term assets | 4.0 | 5.0 | |||||
Total assets | $ | 1,774.0 | $ | 1,658.2 | |||
LIABILITIES AND EQUITY | |||||||
Current liabilities | |||||||
Trade payables | $ | 144.5 | $ | 134.1 | |||
Accrued liabilities | 116.7 | 115.7 | |||||
Deferred revenue | 10.6 | 8.2 | |||||
Current portion of long-term debt | 12.5 | 12.5 | |||||
Current portion of tax receivable agreement | 7.7 | 8.4 | |||||
Total current liabilities | 292.0 | 278.9 | |||||
Non-current liabilities | |||||||
Senior term loan | 879.3 | 887.5 | |||||
Long-term finance lease liabilities | 142.9 | 142.2 | |||||
Long-term operating lease liabilities | 49.8 | 50.9 | |||||
Deferred tax liabilities | 15.5 | 12.0 | |||||
Other long-term liabilities | 27.3 | 37.0 | |||||
Long-term tax receivable agreement | 48.2 | 55.9 | |||||
Total liabilities | 1,455.0 | 1,464.4 | |||||
Commitments and Contingencies | |||||||
Equity | |||||||
Common stock, | — | — | |||||
Additional paid-in-capital | 261.7 | 252.7 | |||||
Accumulated other comprehensive loss | (7.1 | ) | (7.0 | ) | |||
Retained earnings (deficit) | 64.4 | (51.9 | ) | ||||
Total shareholders’ equity | 319.0 | 193.8 | |||||
Total liabilities and shareholders’ equity | $ | 1,774.0 | $ | 1,658.2 |
FORTERRA, INC.
Consolidated Statements of Cash Flows
(in millions)
Year ended December 31, | |||||||
2021 | 2020 | ||||||
CASH FLOWS FROM OPERATING ACTIVITIES | |||||||
Net income | $ | 116.3 | $ | 64.5 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||
Depreciation & amortization expense | 82.6 | 89.5 | |||||
(Gain) loss on disposal of property, plant and equipment | (10.3 | ) | 0.6 | ||||
Loss on extinguishment of debt | — | 12.3 | |||||
Amortization of debt discount and issuance costs | 4.9 | 6.6 | |||||
Stock-based compensation expense | 8.7 | 9.5 | |||||
Impairment of property, plant, and equipment and goodwill | 0.4 | 1.2 | |||||
Earnings from equity method investee | (12.6 | ) | (11.3 | ) | |||
Distributions from equity method investee | 11.6 | 13.0 | |||||
Unrealized (gain) loss on derivative instruments, net | (0.4 | ) | 0.8 | ||||
Unrealized foreign currency (gains) losses, net | (0.1 | ) | 0.3 | ||||
Provision (recoveries) for doubtful accounts | 1.0 | (0.3 | ) | ||||
Deferred income taxes | 4.0 | (19.3 | ) | ||||
Other non-cash items | 2.4 | 5.2 | |||||
Change in assets and liabilities: | |||||||
Receivables, net | (64.7 | ) | (21.4 | ) | |||
Inventories | (39.9 | ) | 15.7 | ||||
Other current assets | (4.0 | ) | 9.7 | ||||
Accounts payable and accrued liabilities | 7.2 | 53.9 | |||||
Other assets & liabilities | (6.6 | ) | 12.7 | ||||
NET CASH PROVIDED BY OPERATING ACTIVITIES | 100.5 | 243.2 | |||||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||||
Purchase of property, plant and equipment, and intangible assets | (65.6 | ) | (34.0 | ) | |||
Proceeds from sale of fixed assets | 24.9 | 15.6 | |||||
Assets and liabilities acquired, business combinations, net | (7.3 | ) | — | ||||
NET CASH USED IN INVESTING ACTIVITIES | (48.0 | ) | (18.4 | ) | |||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||||
Payment of debt issuance costs | — | (11.4 | ) | ||||
Proceeds from issuance of common stock, net | 5.1 | 2.4 | |||||
Payments on term loan | (12.5 | ) | (707.6 | ) | |||
Proceeds from senior secured notes | — | 500.0 | |||||
Proceeds from revolver | 40.0 | 180.0 | |||||
Payments on revolver | (40.0 | ) | (180.0 | ) | |||
Payments pursuant to tax receivable agreement | (8.3 | ) | (13.1 | ) | |||
Other financing activities | (5.6 | ) | (4.5 | ) | |||
NET CASH USED IN FINANCING ACTIVITIES | (21.3 | ) | (234.2 | ) | |||
Effect of exchange rate changes on cash | (0.1 | ) | 0.3 | ||||
Net change in cash and cash equivalents | 31.1 | (9.1 | ) | ||||
Cash and cash equivalents, beginning of period | 25.7 | 34.8 | |||||
Cash and cash equivalents, end of period | $ | 56.8 | $ | 25.7 |
Additional Statistics (unaudited)
Reconciliation of Non-GAAP Measures
In addition to our results calculated under generally accepted accounting principles in the United States (“GAAP”), in this earnings release we also present Adjusted EBITDA and Adjusted EBITDA margin. Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP measures and have been presented in this earnings release as supplemental measures of financial performance that are not required by, or presented in accordance with GAAP. We calculate Adjusted EBITDA as the sum of net income (loss), before interest expense (including (gains) losses from extinguishment of debt), depreciation and amortization, income tax benefit (expense) and before (gains) losses on the sale of property, plant and equipment, impairment and exit charges and certain other non-recurring income and expenses, such as transaction costs, inventory step-up impacting margin, non-cash compensation expense and pro-rata share of Adjusted EBITDA from equity method investee, minus earnings from equity method investee. Adjusted EBITDA margin represents Adjusted EBITDA as a percentage of net sales.
Adjusted EBITDA and Adjusted EBITDA margin are presented in this earnings release because they are important metrics used by management as one of the means by which it assesses our financial performance. Adjusted EBITDA and Adjusted EBITDA margin are also frequently used by analysts, investors and other interested parties to evaluate companies in our industry. We use Adjusted EBITDA and Adjusted EBITDA margin as supplements to GAAP measures of performance to evaluate the effectiveness of our business strategies, to make budgeting decisions, to allocate resources and to compare our performance relative to our peers. Adjusted EBITDA and Adjusted EBITDA margin are also important measures for assessing our operating results and evaluating each operating segment’s performance on a consistent basis, by excluding the impacts of depreciation, amortization, income tax expense, interest expense and other items not indicative of ongoing operating performance. Additionally, these measures, when used in conjunction with related GAAP financial measures, provide investors with additional financial analytical framework which management uses, in addition to historical operating results, as the basis for financial, operational and planning decisions and present measurements that third parties have indicated are useful in assessing the Company and its results of operations.
Adjusted EBITDA and Adjusted EBITDA margin have certain limitations. Adjusted EBITDA should not be considered as an alternative to consolidated net income (loss), and in the case of our segment results, Adjusted EBITDA should not be considered an alternative to EBITDA, which the chief operating decision maker reviews for purposes of evaluating segment profit, or in the case of any of the non-GAAP measures, as a substitute for any other measure of financial performance calculated in accordance with GAAP. Similarly, Adjusted EBITDA margin should not be considered as an alternative to gross margin or any other margin calculated in accordance with GAAP. These measures also should not be construed as an inference that our future results will be unaffected by unusual or nonrecurring items for which these non-GAAP measures make adjustments. Additionally, Adjusted EBITDA and Adjusted EBITDA margin are not intended to be liquidity measures because of certain limitations such as: (i) they do not reflect our cash outlays for capital expenditures or future contractual commitments; (ii) they do not reflect changes in, or cash requirements for, working capital; (iii) they do not reflect interest expense, or the cash requirements necessary to service interest, or principal payments, on indebtedness; (iv) they do not reflect income tax expense or the cash necessary to pay income taxes; and (v) although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and these non-GAAP measures do not reflect cash requirements for such replacements.
This release also includes Net debt, a non-GAAP measure that represents the sum of long-term debt, the current portion of long-term debt, debt issuance cost and original issue discount and finance lease liabilities less cash and cash equivalents. Management uses net debt as one of the means by which it assesses financial leverage, and it is therefore useful to investors in evaluating our business using the same measures as management. Net debt is also useful to investors because it is often used by securities analysts and other interested parties in evaluating our business. Net debt does however have certain limitations and should not be considered as an alternative to or in isolation from long-term debt or any other measure calculated in accordance with GAAP.
Other companies, including other companies in our industry, may not use such measures or may calculate one or more of the measures differently than as presented in this earnings release, limiting their usefulness as a comparative measure. In evaluating these non-GAAP measures, you should be aware that in the future we will incur expenses that are the same as or similar to some of the adjustments made in the calculations below and the presentation of Adjusted EBITDA and Adjusted EBITDA margin should not be construed to mean that our future results will be unaffected by such adjustments. Management compensates for these limitations by using non-GAAP measures as supplemental financial metrics and in conjunction with results prepared in accordance with GAAP.
FORTERRA, INC.
Reconciliation of net income to adjusted EBITDA
(in millions)
Three months ended December 31, | Year ended December 31, | ||||||||||||||
2021 | 2020 | 2021 | 2020 | ||||||||||||
unaudited | unaudited | ||||||||||||||
Net income | $ | 25.8 | $ | 22.6 | $ | 116.3 | $ | 64.5 | |||||||
Interest expense | 18.6 | 19.4 | 75.0 | 79.9 | |||||||||||
Depreciation and amortization | 20.7 | 22.2 | 82.5 | 89.5 | |||||||||||
Income tax (benefit) expense | 8.4 | (9.0 | ) | 38.7 | 8.4 | ||||||||||
EBITDA1 | 73.5 | 55.2 | 312.5 | 242.3 | |||||||||||
(Gain) loss on sale of property, plant & equipment, net | — | (1.3 | ) | (10.3 | ) | 0.6 | |||||||||
Loss on extinguishment of debt | — | 0.8 | — | 12.3 | |||||||||||
Impairment and exit charges2 | 0.2 | 0.4 | 0.7 | 3.9 | |||||||||||
Transaction costs3 | 1.1 | (0.3 | ) | 9.3 | 5.3 | ||||||||||
Non-cash compensation4 | 1.9 | 1.7 | 8.7 | 9.5 | |||||||||||
Other 5 | — | 1.2 | (0.2 | ) | 1.2 | ||||||||||
Earnings from equity method investee 6 | (3.1 | ) | (3.1 | ) | (12.6 | ) | (11.3 | ) | |||||||
Pro-rata share of Adjusted EBITDA from equity method investee 7 | 4.0 | 4.1 | 16.3 | 15.2 | |||||||||||
Adjusted EBITDA | $ | 77.6 | $ | 58.7 | $ | 324.4 | $ | 279.0 | |||||||
Adjusted EBITDA margin | 16.5 | % | 15.5 | % | 17.5 | % | 17.5 | % | |||||||
Gross profit | 102.0 | 86.1 | 420.4 | 376.7 | |||||||||||
Gross profit margin | 21.7 | % | 22.7 | % | 22.6 | % | 23.6 | % |
- For purposes of evaluating segment profit, the Company’s chief operating decision maker reviews EBITDA as a basis for making the decisions to allocate resources and assess performance.
- Impairment or abandonment of long-lived assets and other exit charges.
- Legal, valuation, accounting, advisory and other costs related to business combinations and other transactions.
- Non-cash equity compensation expense.
- Other includes one-time charges such as executive severance costs and (gains) losses from divestiture transactions.
- Net income from Forterra’s
50% ownership in the Concrete Pipe & Precast LLC (“CP&P”) joint venture accounted for under the equity method of accounting. - Adjusted EBITDA from Forterra’s
50% ownership in the CP&P joint venture. Calculated as CP&P net income adjusted primarily to add back Forterra’s pro-rata portion of CP&P’s depreciation and amortization and interest expense.
FORTERRA, INC.
Reconciliation of segment EBITDA to segment adjusted EBITDA
(in millions)
For the three months ended December 31, 2021: | Drainage Pipe & Products | Water Pipe & Products | Corporate and Other | Total | |||||||||||
EBITDA1 | $ | 53.8 | $ | 38.1 | $ | (18.4 | ) | $ | 73.5 | ||||||
(Gain) loss on sale of property, plant & equipment, net2 | (1.5 | ) | 1.5 | — | — | ||||||||||
Impairment and exit charges3 | — | 0.2 | — | 0.2 | |||||||||||
Transaction costs4 | — | — | 1.1 | 1.1 | |||||||||||
Non-cash compensation5 | 0.3 | 0.3 | 1.3 | 1.9 | |||||||||||
Other 6 | 0.4 | (0.4 | ) | — | — | ||||||||||
Earnings from equity method investee 7 | (3.1 | ) | — | — | (3.1 | ) | |||||||||
Pro-rata share of Adjusted EBITDA from equity method investee 8 | 4.0 | — | — | 4.0 | |||||||||||
Adjusted EBITDA | $ | 53.9 | $ | 39.7 | $ | (16.0 | ) | $ | 77.6 | ||||||
Adjusted EBITDA margin | 22.1 | % | 17.5 | % | NM | 16.5 | % | ||||||||
Net sales | $ | 243.7 | $ | 227.0 | $ | — | $ | 470.7 | |||||||
Gross profit | $ | 59.2 | $ | 42.8 | $ | — | $ | 102.0 |
For the three months ended December 31, 2020: | Drainage Pipe & Products(a) | Water Pipe & Products(a) | Corporate and Other | Total | |||||||||||
EBITDA1 | $ | 39.7 | $ | 35.5 | $ | (20.0 | ) | $ | 55.2 | ||||||
(Gain) loss on sale of property, plant & equipment, net2 | (1.8 | ) | 0.5 | — | (1.3 | ) | |||||||||
Loss on extinguishment of debt | — | — | 0.8 | 0.8 | |||||||||||
Impairment and exit charges3 | 0.2 | 0.2 | — | 0.4 | |||||||||||
Transaction costs4 | — | — | (0.3 | ) | (0.3 | ) | |||||||||
Non-cash compensation5 | — | 0.1 | 1.6 | 1.7 | |||||||||||
Other 6 | 1.5 | (0.4 | ) | 0.1 | 1.2 | ||||||||||
Earnings from equity method investee 7 | (3.1 | ) | — | — | (3.1 | ) | |||||||||
Pro-rata share of Adjusted EBITDA from equity method investee 8 | 4.1 | — | — | 4.1 | |||||||||||
Adjusted EBITDA | $ | 40.6 | $ | 35.9 | $ | (17.8 | ) | $ | 58.7 | ||||||
Adjusted EBITDA margin | 19.2 | % | 21.3 | % | NM | 15.5 | % | ||||||||
Net sales | $ | 211.0 | $ | 168.9 | $ | — | $ | 379.9 | |||||||
Gross profit | $ | 45.2 | $ | 40.9 | $ | — | $ | 86.1 |
FORTERRA, INC.
Reconciliation of segment EBITDA to segment adjusted EBITDA
(in millions)
For the year ended December 31, 2021: | Drainage Pipe & Products | Water Pipe & Products | Corporate and Other | Total | |||||||||||
EBITDA1 | $ | 239.9 | $ | 150.4 | $ | (77.8 | ) | $ | 312.5 | ||||||
(Gain) loss on sale of property, plant & equipment, net2 | (12.5 | ) | 2.2 | — | (10.3 | ) | |||||||||
Impairment and exit charges3 | 0.4 | 0.3 | — | 0.7 | |||||||||||
Transaction costs4 | — | — | 9.3 | 9.3 | |||||||||||
Non-cash compensation5 | 1.7 | 1.6 | 5.4 | 8.7 | |||||||||||
Other 6 | 1.4 | (1.6 | ) | — | (0.2 | ) | |||||||||
Earnings from equity method investee7 | (12.6 | ) | — | — | (12.6 | ) | |||||||||
Pro-rata share of Adjusted EBITDA from equity method investee8 | 16.3 | — | — | 16.3 | |||||||||||
Adjusted EBITDA | $ | 234.6 | $ | 152.9 | $ | (63.1 | ) | $ | 324.4 | ||||||
Adjusted EBITDA margin | 23.6 | % | 17.7 | % | NM | 17.5 | % | ||||||||
Net sales | $ | 993.5 | $ | 864.8 | $ | — | $ | 1,858.3 | |||||||
Gross profit | $ | 254.1 | $ | 166.4 | $ | (0.1 | ) | $ | 420.4 |
For the year ended December 31, 2020: | Drainage Pipe & Products | Water Pipe & Products | Corporate and Other | Total | |||||||||||
EBITDA1 | $ | 187.5 | $ | 145.5 | $ | (90.7 | ) | $ | 242.3 | ||||||
(Gain) loss on sale of property, plant & equipment, net2 | (0.2 | ) | 0.8 | — | 0.6 | ||||||||||
Loss on extinguishment of debt | — | — | 12.3 | 12.3 | |||||||||||
Impairment and exit charges3 | 2.6 | 1.3 | — | 3.9 | |||||||||||
Transaction costs4 | — | — | 5.3 | 5.3 | |||||||||||
Non-cash compensation5 | 1.4 | 0.9 | 7.2 | 9.5 | |||||||||||
Other6 | 2.8 | (1.6 | ) | — | 1.2 | ||||||||||
Earnings from equity method investee7 | (11.3 | ) | — | — | (11.3 | ) | |||||||||
Pro-rata share of Adjusted EBITDA from equity method investee8 | 15.2 | — | — | 15.2 | |||||||||||
Adjusted EBITDA | $ | 198.0 | $ | 146.9 | $ | (65.9 | ) | $ | 279.0 | ||||||
Adjusted EBITDA margin | 22.3 | % | 20.8 | % | NM | 17.5 | % | ||||||||
Net sales | $ | 887.4 | $ | 707.1 | $ | — | $ | 1,594.5 | |||||||
Gross profit | $ | 211.6 | $ | 165.1 | $ | — | $ | 376.7 |
- For purposes of evaluating segment profit, the Company’s chief operating decision maker reviews EBITDA as a basis for making the decisions to allocate resources and assess performance.
- (Gain) loss on sale of property, plant and equipment.
- Impairment or abandonment of long-lived assets and other exit charges.
- Legal, valuation, accounting, advisory and other costs related to business combinations and other transactions.
- Non-cash equity compensation expense.
- Other includes one-time charges such as executive severance costs and (gains) losses from divestiture transaction.
- Net income from Forterra’s
50% ownership in the CP&P joint venture accounted for under the equity method of accounting. - Adjusted EBITDA from Forterra’s
50% ownership in the CP&P joint venture. Calculated as CP&P net income adjusted primarily to add back Forterra’s pro-rata portion of CP&P’s depreciation and amortization and interest expense.
Reconciliation of Long-Term Debt to Total Debt and Net Debt
(in millions)
December 31, | December 31, | ||||||
2021 | 2020 | ||||||
Long-term debt | $ | 879.3 | $ | 887.5 | |||
Current portion of long-term debt | 12.5 | 12.5 | |||||
Carrying value of long-term debt | 891.8 | 900.0 | |||||
Add: Debt issuance cost and original issuance discount | 10.6 | 14.9 | |||||
Gross value of long-term debt | 902.4 | 914.9 | |||||
Add: Short-term finance lease liabilities | 17.8 | 17.0 | |||||
Long-term finance lease liabilities | 142.9 | 142.2 | |||||
Total debt | 1,063.1 | 1,074.1 | |||||
Less: Cash and cash equivalents | (56.8 | ) | (25.7 | ) | |||
Net debt | $ | 1,006.3 | $ | 1,048.4 |
Source: Forterra, Inc.
Company Contact Information:
Charlie Brown
Executive Vice President and Chief Financial Officer
469-299-9113
IR@forterrabp.com
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