Try our mobile app

Published: 2022-02-03 06:58:00 ET
<<<  go to WMS company page
EX-99.1 2 wms-02032022x8kex991.htm EX-99.1 Document
Exhibit 99.1
adslogo.jpg 
ADVANCED DRAINAGE SYSTEMS ANNOUNCES THIRD QUARTER
FISCAL 2022 RESULTS
HILLIARD, Ohio – (February 3, 2022) – Advanced Drainage Systems, Inc. (NYSE: WMS) (“ADS” or the “Company”), a leading provider of innovative water management solutions in the stormwater and on-site septic waste water industries today announced financial results for the fiscal third quarter ended December 31, 2021.
Third Quarter Fiscal 2022 Results
Net sales increased 47.1% to $715.4 million
Net income increased 37.8% to $74.5 million
Adjusted EBITDA (Non-GAAP) increased 26.9% to $176.2 million
Year-to-Date Fiscal 2022 Results
Net sales increased 35.9% to $2,091.1 million
Net income increased 11.0% to $227.9 million
Adjusted EBITDA (Non-GAAP) increased 7.4% to $507.5 million
Cash provided by operating activities of $193.8 million
Free cash flow (Non-GAAP) of $93.5 million
Scott Barbour, President and Chief Executive Officer of ADS commented, "We achieved another quarter of record revenue and Adjusted EBITDA results in the third quarter of fiscal 2022, with results coming in slightly ahead of plan. Sales growth of 47% was driven by favorable pricing at both ADS and Infiltrator, as well as double-digit volume growth in the domestic construction markets. We capitalized on strong demand across our product portfolio and geographic footprint, particularly in priority states such as Florida, Texas and Virginia. Leading indicators support continued strength in demand for the foreseeable future as we work through record-high levels of backlog."

Barbour continued, "The favorable top line growth we achieved in the third quarter offset inflationary cost pressure on materials, transportation and labor. However, the pressure from labor shortages and absenteeism related to the COVID variant continued to impact our manufacturing and transportation operations. The actions we previously took to simplify production processes and increase production rates are going well, improving service levels to customers overall."

"In the fourth quarter, we will ramp up new production equipment at both ADS and Infiltrator. The new equipment coming online will modestly benefit fourth quarter production, with a larger impact in the next fiscal year. These investments will allow us to bring down high backlog levels and service the strong demand we see in our end markets, particularly in key growth regions like the southeast United States."

Barbour concluded, "Finally, our demand environment, strong backlog, favorable pricing and progress on the continuous improvement initiatives give us confidence in today's increased sales targets and reaffirmed Adjusted EBITDA guidance. We will stay focused on executing the fiscal year 2022 plan and continue to work through the labor availability and supply chain issues we face in the market today."
Third Quarter Fiscal 2022 Results
Net sales increased $229.2 million, or 47.1%, to $715.4 million, as compared to $486.1 million in the prior year quarter. Domestic pipe sales increased $145.8 million, or 57.4%, to $400.0 million. Domestic allied products & other sales increased $37.9 million, or 34.5%, to $147.5 million. Infiltrator sales increased $50.3 million, or 51.1%, to $148.7 million. These increases were driven by double-digit sales growth in the U.S. construction end markets. International sales increased $10.5 million, or 23.1%, to $55.8 million, driven by strong sales growth in the Canadian, Mexican and Exports businesses.
Gross profit increased $40.5 million, or 24.0%, to $209.0 million as compared to $168.5 million in the prior year. The increase in gross profit is primarily due to the increase in sales volume and favorable pricing on pipe, on-site septic and allied products. These increases were partially offset by inflationary cost pressure on materials, transportation and labor, as well as an increase in the use of third-party logistics services. Labor shortages and absenteeism related to COVID-19 remain a challenge in both manufacturing and transportation operations.
1


Adjusted EBITDA (Non-GAAP) increased $37.3 million, or 26.9%, to $176.2 million, as compared to $138.9 million in the prior year. The increase is primarily due to the factors mentioned above. As a percentage of net sales, Adjusted EBITDA was 24.6% as compared to 28.6% in the prior year.
Reconciliations of GAAP to Non-GAAP financial measures for Adjusted EBITDA and Free Cash Flow have been provided in the financial statement tables included in this press release. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”
Employee Stock Ownership Plan (ESOP)
On February 2, 2022, the ADS Board of Directors passed a resolution authorizing a $0.3 million Company cash contribution to the ESOP for the ESOP to repay the remaining balance of its ESOP loan on March 31, 2022, one year ahead of the ESOP loan’s March 31, 2023 maturity date. Effective March 31, 2022, the remaining balance on the Company's ESOP loan will be repaid in full, and the remaining shares of unallocated preferred stock will be allocated to participants of the ESOP. Within thirty days following this ESOP loan repayment, the 16.1 million shares of preferred stock outstanding as of January 27, 2022 will convert to 12.4 million shares of common stock, resulting in additional stock-based compensation expense of $30 million to $35 million. Starting in the fiscal year ending March 31, 2023, ADS will make matching 401(k) contributions for eligible employees, resulting in estimated incremental compensation expense of approximately $8 million to $10 million annually.
For additional information on the Company's ESOP, please refer to the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2021, and other reports filed by the Company with the SEC. Additional information related to this transaction will be included in a Current Report on Form 8-K, which the Company intends to file with the SEC after market-close today.

Year-to-Date Fiscal 2022 Results
Net sales increased $552.2 million, or 35.9%, to $2,091.1 million, as compared to $1,539.0 million in the prior year. Domestic pipe sales increased $338.6 million, or 41.3%, to $1,158.6 million. Domestic allied products & other sales increased $75.7 million, or 22.0%, to $420.2 million. Infiltrator sales increased $114.8 million, or 37.4%, to $421.3 million. These increases were driven by double-digit sales growth in both the U.S. construction and agriculture end markets. International sales increased $54.3 million, or 41.6%, to $184.8 million, driven by double-digit sales growth in the Canadian, Mexican and Exports businesses.
Gross profit increased $47.3 million, or 8.4%, to $610.2 million as compared to $562.9 million in the prior year. The increase is primarily due an increase in sales volume and favorable pricing on pipe, on-site septic and allied products. These increases were partially offset by inflationary cost pressure on materials, transportation and labor, as well as an increase in the use of third-party logistics services. Labor shortages and absenteeism related to COVID-19 remain a challenge in both manufacturing and transportation operations.
Adjusted EBITDA (Non-GAAP) increased $35.1 million, or 7.4%, to $507.5 million, as compared to $472.4 million in the prior year. The increase is primarily due to the factors mentioned above. As a percentage of net sales, Adjusted EBITDA was 24.3% as compared to 30.7% in the prior year.
Balance Sheet and Liquidity
Net cash provided by operating activities was $193.8 million, as compared to $448.8 million in the prior year. Free cash flow (Non-GAAP) was $93.5 million, as compared to $391.1 million in the prior year. Net debt (total debt and finance lease obligations net of cash) was $948.9 million as of December 31, 2021, an increase of $302.4 million from March 31, 2021.
ADS had total liquidity of $226 million, comprised of cash of $22 million as of December 31, 2021 and $204 million of availability under committed credit facilities. As of December 31, 2021, the Company’s leverage ratio was 1.6 times.
In the nine months ended December 31, 2021, the Company repurchased 2.6 million shares of its common stock for a total cost of $292.0 million. As of December 31, 2021, the Company had utilized all of the common stock repurchase authorization. In a separate press release issued today, the Company announced a new $1 billion share repurchase authorization for open market share repurchases.
Fiscal 2022 Outlook
Based on current visibility, backlog of existing orders and business trends, the Company raised its net sales targets for fiscal 2022. Net sales are now expected to be in the range of $2.675 billion to $2.725 billion. Adjusted EBITDA is unchanged and expected to be in the range of $635 to $665 million. Capital expenditures are expected to be in the range of $130 million to $150 million.
Webcast Information
2


The live webcast will be accessible via the "Events Calendar” section of the Company’s Investor Relations website, www.investors.ads-pipe.com. Participants may also register for this conference call by copy and pasting the following text into your browser: http://www.directeventreg.com/registration/event/9136768. After registering, participants will receive a confirmation through email, including dial in details and unique conference call codes for entry. Registration is open through the live call. To ensure participants are connected for the full call, please register at least 10 minutes before the start of the call. An archived version of the webcast will be available following the call.
About the Company
Advanced Drainage Systems is a leading provider of innovative water management solutions in the stormwater and on-site septic wastewater industries, providing superior drainage solutions for use in the construction and agriculture marketplace. For over 50 years, the Company has been manufacturing a variety of innovative and environmentally friendly alternatives to traditional materials. Its innovative products are used across a broad range of end markets and applications, including non-residential, residential, infrastructure and agriculture applications. The Company has established a leading position in many of these end markets by leveraging its national sales and distribution platform, overall product breadth and scale and manufacturing excellence. Founded in 1966, the Company operates a global network of approximately 60 manufacturing plants and 30 distribution centers. To learn more about ADS, please visit the Company’s website at www.adspipe.com.
Forward Looking Statements
Certain statements in this press release may be deemed to be forward-looking statements. These statements are not historical facts but rather are based on the Company’s current expectations, estimates and projections regarding the Company’s business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “confident” and similar expressions are used to identify these forward-looking statements. Factors that could cause actual results to differ from those reflected in forward-looking statements relating to our operations and business include: fluctuations in the price and availability of resins and other raw materials and our ability to pass any increased costs of raw materials on to our customers in a timely manner; volatility in general business and economic conditions in the markets in which we operate, including the adverse impact on the U.S. and global economy of the COVID-19 global pandemic, and the impact of COVID-19 in the near, medium and long-term on our business, results of operations, financial position, liquidity or cash flows, and other limitation factors relating to availability of credit, interest rates, fluctuations in capital and business and consumer confidence; cyclicality and seasonality of the non-residential and residential construction markets and infrastructure spending; the risks of increasing competition in our existing and future markets, including competition from both manufacturers of high performance thermoplastic corrugated pipe and manufacturers of products using alternative materials, and our ability to continue to convert current demand for concrete, steel and PVC pipe products into demand for our high performance thermoplastic corrugated pipe and Allied Products; uncertainties surrounding the integration and realization of anticipated benefits of acquisitions and similar transactions, including Infiltrator Water Technologies; the effect of weather or seasonality; the loss of any of our significant customers; the risks of doing business internationally; the risks of conducting a portion of our operations through joint ventures; our ability to expand into new geographic or product markets, including risks associated with new markets and products associated with our recent acquisition of Infiltrator Water Technologies; our ability to achieve the acquisition component of our growth strategy; the risk associated with manufacturing processes; our ability to manage our assets; the risks associated with our product warranties; our ability to manage our supply purchasing and customer credit policies; our ability to control labor costs and to attract, train and retain highly-qualified employees and key personnel; our ability to protect our intellectual property rights; changes in laws and regulations, including environmental laws and regulations; the risks associated with our current levels of indebtedness, including borrowings under our existing credit agreement and outstanding indebtedness under our existing senior notes; fluctuations in our effective tax rate, including from the Tax Cuts and Jobs Act of 2017; our ability to meet future capital requirements and fund our liquidity needs; and other risks and uncertainties described in the Company’s filings with the SEC. New risks and uncertainties emerge from time to time and it is not possible for the Company to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this press release. In light of the significant uncertainties inherent in the forward-looking information included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the Company’s expectations, objectives or plans will be achieved in the timeframe anticipated or at all. Investors are cautioned not to place undue reliance on the Company’s forward-looking statements and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
For more information, please contact:
Michael Higgins
VP, Corporate Strategy & Investor Relations
(614) 658-0050
Mike.Higgins@ads-pipe.com
3


Financial Statements
ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)
 
Three Months Ended December 31,Nine Months Ended December 31,
(In thousands, except per share data)2021202020212020
Net sales$715,357 $486,145 $2,091,128 $1,538,971 
Cost of goods sold506,380 317,640 1,480,973 976,106 
Gross profit208,977 168,505 610,155 562,865 
Operating expenses:
Selling, general and administrative80,059 66,606 230,231 194,083 
Loss on disposal of assets and costs from exit and disposal activities
3,466 980 2,554 3,254 
Intangible amortization15,138 17,956 46,229 53,893 
Income from operations110,314 82,963 331,141 311,635 
Other expense:
Interest expense8,756 8,433 25,100 27,763 
Derivative gains and other income, net(979)(165)(2,791)(883)
Income before income taxes102,537 74,695 308,832 284,755 
Income tax expense28,792 20,264 82,063 79,291 
Equity in net (income) loss of unconsolidated affiliates(717)390 (1,128)150 
Net income74,462 54,041 227,897 205,314 
Less: net income attributable to noncontrolling interest784 267 2,873 838 
Net income attributable to ADS73,678 53,774 225,024 204,476 
Dividends to participating securities
(1,357)(1,288)(4,633)(3,985)
Net income available to common stockholders and participating securities
72,321 52,486 220,391 200,491 
Undistributed income allocated to participating securities
(9,457)(7,798)(30,870)(31,699)
Net income available to common stockholders$62,864 $44,688 $189,521 $168,792 
   
Weighted average common shares outstanding:  
Basic71,267 70,450 71,087 69,893 
Diluted72,789 71,586 72,752 70,853 
Net income per share:  
Basic$0.88 $0.63 $2.67 $2.42 
Diluted$0.86 $0.62 $2.61 $2.38 
Cash dividends declared per share$0.11 $0.09 $0.33 $0.27 
 
 

4


ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(unaudited)

 As of
(Amounts in thousands)December 31, 2021March 31,
2021
ASSETS  
Current assets:  
Cash$22,173 $195,009 
Receivables, net303,140 236,191 
Inventories465,518 300,961 
Other current assets16,188 10,817 
Total current assets807,019 742,978 
Property, plant and equipment, net590,949 504,275 
Other assets:
Goodwill611,578 599,072 
Intangible assets, net447,411 482,016 
Other assets98,802 85,491 
Total assets$2,555,759 $2,413,832 
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY  
Current liabilities:  
Current maturities of debt obligations$20,764 $7,000 
Current maturities of finance lease obligations5,167 19,318 
Accounts payable195,471 171,098 
Other accrued liabilities140,578 116,151 
Accrued income taxes2,104 4,703 
Total current liabilities364,084 318,270 
Long-term debt obligations, net931,765 782,220 
Long-term finance lease obligations13,354 32,964 
Deferred tax liabilities172,143 162,185 
Other liabilities53,903 54,767 
Total liabilities1,535,249 1,350,406 
Mezzanine equity:  
Redeemable convertible preferred stock210,888 240,944 
Deferred compensation — unearned ESOP shares(5,146)(11,033)
Total mezzanine equity205,742 229,911 
Stockholders’ equity:
Common stock11,601 11,578 
Paid-in capital1,008,610 918,587 
Common stock in treasury, at cost(316,049)(10,959)
Accumulated other comprehensive loss(26,681)(24,220)
Retained deficit121,918 (75,202)
Total ADS stockholders’ equity799,399 819,784 
Noncontrolling interest in subsidiaries15,369 13,731 
Total stockholders’ equity814,768 833,515 
Total liabilities, mezzanine equity and stockholders’ equity$2,555,759 $2,413,832 
5


ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
 
 Nine Months Ended December 31,
(Amounts in thousands)20212020
Cash Flow from Operating Activities  
Net income$227,897 $205,314 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization103,687 107,321 
Deferred income taxes6,243 (8,032)
Gain on disposal of assets and costs from exit and disposal activities2,554 3,254 
ESOP and stock-based compensation61,900 45,413 
Amortization of deferred financing charges286 293 
Fair market value adjustments to derivatives118 (2,537)
Equity in net income of unconsolidated affiliates(1,128)150 
Other operating activities(9,898)6,162 
Changes in working capital:
Receivables(59,821)12,502 
Inventories(161,878)46,809 
Prepaid expenses and other current assets(5,199)(2,288)
Accounts payable, accrued expenses, and other liabilities29,086 34,415 
Net cash provided by operating activities193,847 448,776 
Cash Flows from Investing Activities  
Capital expenditures(100,367)(57,675)
Acquisition, net of cash acquired(49,210)— 
Other investing activities(463)516 
Net cash used in investing activities(150,040)(57,159)
Cash Flows from Financing Activities  
Payments on syndicated Term Loan Facility(5,250)(205,250)
Proceeds from Revolving Credit Agreement258,100 — 
Payments on Revolving Credit Agreement(124,600)(100,000)
Proceeds from Equipment Financing35,963 — 
Payments on Equipment Financing(1,177)— 
Payments on finance lease obligations(49,365)(15,859)
Repurchase of common stock(292,000)— 
Cash dividends paid(27,826)(24,507)
Dividends paid to noncontrolling interest holder(1,471)— 
Proceeds from exercise of stock options4,274 3,989 
Payment of withholding taxes on vesting of restricted stock units(13,055)— 
Other financing activities(167)(1,489)
Net cash used in financing activities(216,574)(343,116)
Effect of exchange rate changes on cash(69)1,262 
Net change in cash(172,836)49,763 
Cash at beginning of period195,009 174,233 
Cash at end of period$22,173 $223,996 
6


Selected Financial Data
The following tables set forth net sales by reportable segment for each of the periods indicated.
 Three Months Ended 
December 31, 2021December 31, 2020 
(In thousands)Net Sales Intersegment Net Sales Net Sales from External CustomersNet Sales Intersegment Net Sales Net Sales from External Customers 
Pipe$400,027 $(3,332)$396,695 $254,209 $(1,311)$252,898  
Infiltrator Water Technologies148,677 (26,314)122,363 98,409 (17,188)81,221  
International 
International - Pipe41,156 (5,700)35,456 33,729 (2,970)30,759  
International - Allied Products & Other14,687 — 14,687 11,648 — 11,648  
Total International55,843 (5,700)50,143 45,377 (2,970)42,407  
Allied Products & Other147,476 (1,320)146,156 109,619 — 109,619  
Intersegment Eliminations(36,666)36,666 — (21,469)21,469 —  
Total Consolidated$715,357 $ $715,357 $486,145 $ $486,145  
Nine Months Ended
December 31, 2021December 31, 2020
(In thousands)Net Sales Intersegment Net Sales Net Sales from External CustomersNet Sales Intersegment Net Sales Net Sales from External Customers
Pipe$1,158,558 $(7,903)$1,150,655 $819,994 $(4,793)$815,201 
Infiltrator Water Technologies421,330 (67,763)353,567 306,548 (53,948)252,600 
International
International - Pipe142,135 (13,784)128,351 96,271 (3,866)92,405 
International - Allied Products & Other42,648 — 42,648 34,233 — 34,233 
Total International184,783 (13,784)170,999 130,504 (3,866)126,638 
Allied Products & Other420,231 (4,324)415,907 344,532 — 344,532 
Intersegment Eliminations(93,774)93,774 — (62,607)62,607 — 
Total Consolidated$2,091,128 $ $2,091,128 $1,538,971 $ $1,538,971 
Employee Stock Ownership Plan ("ESOP")
The Company established an ESOP to enable employees to acquire stock ownership in ADS in the form of redeemable convertible preferred shares ("preferred shares"). All preferred shares will be converted to common shares within thirty days following the March 31, 2022 ESOP loan repayment; and the remaining shares of unallocated preferred stock will be allocated to the participants of the ESOP. The ESOP’s conversion of preferred shares into common shares will have a meaningful impact on net income, net income per share and common shares outstanding. The common shares outstanding will be greater after conversion.
For additional information on the Company's ESOP, please refer to the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2021, and other reports filed by the Company with the SEC. Additional information related to this transaction will be included in a Current Report on Form 8-K, which the Company intends to file with the SEC after market-close today.
Net Income (Loss)
The impact of the ESOP on net (loss) income includes the ESOP deferred compensation attributable to the preferred shares allocated to employee accounts during the period, which is a non-cash charge to our earnings and not deductible for income tax purposes.
Three Months Ended December 31,Nine Months Ended December 31,
2021202020212020
(In thousands)
Net income attributable to ADS$73,678 $53,774 $225,024 $204,476 
ESOP deferred stock-based compensation17,22113,51343,38929,506
7


Common shares outstanding
The conversion of the preferred shares will increase the number of common shares outstanding. Preferred shares will convert to common shares at plan maturity, or upon retirement, disability, death or vested terminations over the life of the plan.
Three Months Ended December 31,Nine Months Ended December 31,
2021202020212020
(Shares in millions)
Weighted average common shares outstanding71,267 70,450 71,087 69,893 
Conversion of redeemable convertible shares12,98815,76013,95216,213
Non-GAAP Financial Measures
This press release contains financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America (“GAAP”). ADS management uses non-GAAP measures in its analysis of the Company’s performance. Investors are encouraged to review the reconciliation of non-GAAP financial measures to the comparable GAAP results available in the accompanying tables.
Reconciliation of Non-GAAP Financial Measures
This press release includes references to organic results, Adjusted EBITDA and Free Cash Flow, non-GAAP financial measures. These non-GAAP financial measures are used in addition to and in conjunction with results presented in accordance with GAAP. These measures are not intended to be substitutes for those reported in accordance with GAAP. Adjusted EBITDA and Free Cash Flow may be different from non-GAAP financial measures used by other companies, even when similar terms are used to identify such measures.
EBITDA and Adjusted EBITDA are non-GAAP financial measures that comprise net income before interest, income taxes, depreciation and amortization, stock-based compensation, non-cash charges and certain other expenses. The Company’s definition of Adjusted EBITDA may differ from similar measures used by other companies, even when similar terms are used to identify such measures. Adjusted EBITDA is a key metric used by management and the Company’s board of directors to assess financial performance and evaluate the effectiveness of the Company’s business strategies. Accordingly, management believes that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results in the same manner as the Company’s management and board of directors. In order to provide investors with a meaningful reconciliation, the Company has provided below reconciliations of Adjusted EBITDA to net income.
Free Cash Flow is a non-GAAP financial measure that comprises cash flow from operating activities less capital expenditures. Free Cash Flow is a measure used by management and the Company’s board of directors to assess the Company’s ability to generate cash.  Accordingly, management believes that Free Cash Flow provides useful information to investors and others in understanding and evaluating our ability to generate cash flow from operations after capital expenditures. In order to provide investors with a meaningful reconciliation, the Company has provided below a reconciliation of cash flow from operating activities to Free Cash Flow.
The following tables present a reconciliation of EBITDA and Adjusted EBITDA to Net Income and Free Cash Flow to Cash Flow from Operating Activities, the most comparable GAAP measures, for each of the periods indicated.
8


Reconciliation of Segment Adjusted Gross Profit to Gross profit
 Three Months Ended
December 31,
Nine Months Ended
December 31,
(Amounts in thousands)2021202020212020
Segment adjusted gross profit  
Pipe$92,066 $78,651 $258,681 $269,746 
Infiltrator Water Technologies60,546 48,518 178,795 149,551 
International13,240 12,986 49,695 38,976 
Allied Products & Other72,785 55,158 204,063 176,006 
Intersegment Eliminations(44)(932)1,421 (918)
Total Segment Adjusted Gross Profit238,593 194,381 692,655 633,361 
Depreciation and amortization18,04216,43252,82449,318
ESOP and stock-based compensation expense11,5749,44429,67620,981
COVID-19 related expenses— 197
Total Gross Profit$208,977 $168,505 $610,155 $562,865 
Reconciliation of Adjusted EBITDA to Net Income
 Three Months Ended
December 31,
Nine Months Ended
December 31,
(Amounts in thousands)2021202020212020
Net income$74,462 $54,041 $227,897 $205,314 
Depreciation and amortization34,837 35,762 103,687 107,321 
Interest expense8,756 8,433 25,100 27,763 
Income tax expense28,792 20,264 82,063 79,291 
EBITDA146,847 118,500 438,747 419,689 
Loss on disposal of assets and costs from exit and disposal activities
3,466 980 2,554 3,254 
ESOP and stock-based compensation expense23,463 18,325 61,900 45,413 
Transaction costs2,145 54 3,022 1,428 
Strategic growth and operational improvement initiatives— 573 — 2,689 
COVID-19 related expenses (a)
— — — 806 
Other adjustments(b)
234 431 1,318 (872)
Adjusted EBITDA$176,155 $138,863 $507,541 $472,407 
(a)Includes expenses directly related to our response to the COVID-19 pandemic, including adjustments to our pandemic pay program and expenses associated with our 3rd party crisis management vendor.
(b)Includes derivative fair value adjustments, foreign currency transaction (gains) losses, the proportionate share of interest, income taxes, depreciation and amortization related to the South American Joint Venture, which is accounted for under the equity method of accounting and executive retirement expense.
Reconciliation of Free Cash Flow to Cash flow from Operating Activities
 Nine Months Ended December 31,
(Amounts in thousands)20212020
Net cash flow from operating activities$193,847 $448,776 
Capital expenditures(100,367)(57,675)
Free cash flow$93,480 $391,101 
9