GRAFTECH INTERNATIONAL LTD Stock Forecasts | EAF EPS & Price Predictions

EX-99.1 2 a2019-q4earningspressrelea.htm EXHIBIT 99.1 Exhibit

EXHIBIT 99.1

Contact:

Meredith Bandy

Vice President, Investor Relations

216-676-2699

GrafTech Reports Unaudited Full Year and Fourth Quarter 2019 Results

BROOKLYN HEIGHTS, Ohio - February 6, 2020 - GrafTech International Ltd. (NYSE: EAF) (GrafTech or the Company) today announced unaudited financial results for the year ended December 31, 2019, including net income of $745 million, or $2.58 per share, and Adjusted EBITDA from continuing operations¹ of $1,048 million.

"During the year GrafTech generated over $800 million of cash flow from operating activities, returned $360 million to shareholders in the form of dividends and share repurchases and also repaid $350 million of debt,” said David Rintoul, President and Chief Executive Officer. “Our long-term contracts and vertical integration into petroleum needle coke allow us to continue to generate significant free cash flows and support our primary objective - to grow shareholder value.”

Key Financial Measures



	For the Three Months Ended December 31,				For the Year Ended December 31,
(dollars in thousands, except per share amounts)	2019		2018		2019		2018

Net sales	$	414,612	$	532,789	$	1,790,793	$	1,895,910
Net income	$	174,922	$	229,632	$	744,602	$	854,219
Earnings per share ⁽²⁾	$	0.61	$	0.79	$	2.58	$	2.87
Adjusted EBITDA from continuing operations ⁽¹⁾	$	234,586	$	325,913	$	1,048,259	$	1,205,021

⁽¹⁾ A non-GAAP financial measure, see below for more information and a reconciliation of EBITDA from continuing operations and Adjusted EBITDA from continuing operations to Net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP.

⁽²⁾Earnings per share represents diluted earnings per share after giving effect to the stock split effected on April 12, 2018 for all periods and the share repurchases effected on August 13, 2018 and during the third and fourth quarters of 2019, resulting in weighted average shares outstanding of 285,079,866 and 290,557,637 for the three months ended December 31, 2019 and 2018, respectively and 289,074,601 and 297,753,770 for the year ended December 31, 2019 and 2018, respectively.

Net sales for the year ended December 31, 2019 totaled $1.8 billion compared to $1.9 billion in the prior year. Net sales for the quarter ended December 31, 2019 were $415 million compared to $533 million in the fourth quarter of 2018. Lower net sales were driven primarily by lower sales volumes, reflecting demand as influenced by lower crude steel production levels.

Net income for 2019 was $745 million, or $2.58 per share, compared to $854 million, or $2.87 per share, in the prior year. Net income for the fourth quarter of 2019 was $175 million, or $0.61 per share, compared to $230 million, or $0.79 per share in the fourth quarter of 2018.

EXHIBIT 99.1

Adjusted EBITDA from continuing operations was $1,048 million in 2019 compared to $1,205 million in the prior year. Adjusted EBITDA from continuing operations was $235 million in the fourth quarter of 2019 compared to $326 million in the fourth quarter of 2018. Financial results for the fourth quarter and full year of 2019 were impacted by lower net sales and higher raw materials costs related to third party petroleum needle coke.

Cash flow from operating activities was $805 million in 2019 compared to $837 million in 2018. Cash flow from operating activities was $221 million in the fourth quarter of 2019 compared to $224 million in the comparable period of 2018. Lower net sales and higher raw materials costs were offset by timing of working capital changes.

Key operating metrics⁽¹⁾



	For the Three Months Ended December 31,				For the Year Ended December 31,
(in thousands, except price data)	2019		2018		2019		2018
Sales volume (MT) ⁽²⁾	41		50		171		176
Production volume (MT) ⁽³⁾	41		51		177		179
Production capacity excluding St. Marys during idle period (MT) ⁽⁴⁾⁽⁵⁾	52		51		202		180
Capacity utilization excluding St. Marys during idle period ⁽⁴⁾⁽⁶⁾	79	%	100	%	88	%	99	%
Total production capacity (MT) ⁽⁵⁾⁽⁷⁾	59		58		230		208
Total capacity utilization ⁽⁶⁾⁽⁷⁾	69	%	88	%	77	%	86	%

⁽¹⁾ Effective the first quarter of 2019, we have recast the sales volume above to include only graphite electrodes manufactured by GrafTech. This better reflects management's assessment of our profitability and excludes resales of low grade graphite electrodes manufactured by third party suppliers. For comparability purposes, the prior period has been recast to conform to this presentation.

⁽²⁾ Sales volume has been recast to reflect the total sales volume of GrafTech manufactured electrodes for which revenue has been recognized during the period.

⁽³⁾ Production volume reflects graphite electrodes we produced during the period.

⁽⁴⁾ The St. Marys, Pennsylvania facility was temporarily idled effective the second quarter of 2016 except for the machining of semi‑finished products sourced from other plants. In the first quarter of 2018, our St. Marys facility began graphitizing a limited amount of electrodes sourced from our Monterrey, Mexico facility.

⁽⁵⁾Production capacity reflects expected maximum production volume during the period under normal operating conditions, standard product mix and expected maintenance outage. Actual production may vary.

⁽⁶⁾ Capacity utilization reflects production volume as a percentage of production capacity.

⁽⁷⁾Includes graphite electrode facilities in Calais, France; Monterrey, Mexico; Pamplona, Spain and St. Marys, Pennsylvania.

Operational Update

Production volume of 177 thousand MT in 2019 decreased slightly from 179 thousand MT in 2018. Production volume of 41 thousand MT in the fourth quarter of 2019 decreased from 51 thousand MT in the fourth quarter of 2018. Capacity utilization was reduced to manage production in-line with reduced shipments.

Capital expenditures totaled $64 million in 2019 and are expected to remain between $60 and $70 million in 2020.

Commercial Strategy

Approximately two-thirds of GrafTech's cumulative long-term production capacity for 2020 through 2022 is sold on fixed-volume, fixed-price, take or pay contracts. These contracts provide reliability of long-term graphite electrode supply for customers and stability of future operating results for shareholders.

Capital Structure

As of December 31, 2019, GrafTech had cash and cash equivalents of $81 million and total debt of $1.8 billion. The primary use of cash is expected to continue to be shareholder returns and debt repayment.

On December 5, 2019, GrafTech announced two separate transactions. The first was a Rule 144 secondary block trade in which our majority shareholder, an affiliate of Brookfield Business Partners LP, a publicly listed business services and industrials company of Brookfield Asset Management Inc., sold 11.2 million shares of GrafTech common stock at a price of $13.125 per share to a broker-dealer who placed the shares with institutional and other investors.

EXHIBIT 99.1

Separately, GrafTech entered into a share repurchase agreement with Brookfield to repurchase $250 million of stock from Brookfield at the arm's length price set by the competitive bidding process of the secondary block trade. As a result, GrafTech repurchased 19 million shares of common stock, reducing total shares outstanding by approximately 7%.

During 2019, the Company also purchased $11 million of common stock on the open market. As of year end, there was $89 million remaining under the previously announced $100 million open market share repurchase program.

Distribution

During the fourth quarter of 2019, the Company also returned cash to shareholders in the form of a quarterly dividend of $0.085 per share.

The Board of Directors has declared a dividend of $0.085 per share to stockholders of record as of the close of business on February 28, 2020, to be paid on March 31, 2020.

Conference Call

In conjunction with this earnings release, you are invited to listen to our earnings call being held on February 6, 2020 at 10:00 a.m. Eastern Standard Time. The webcast and accompanying slide presentation will be available at www.GrafTech.com, in the Investors section. The earnings call dial-in number is +1 (866) 521-4909 toll-free in the U.S. and Canada or +1 (647) 427-2311 for overseas calls, conference ID: 8187837. A replay of the Conference Call will be available until May 6, 2020 by dialing +1 (800) 585-8367 toll-free in the U.S. and Canada or +1 (416) 621-4642 for overseas calls, conference ID: 8187837. A replay of the webcast will also be available on our website until May 6, 2020, at www.GrafTech.com, in the Investors section. GrafTech also makes its complete financial reports that have been filed with the Securities and Exchange Commission (SEC) and other information available at www.GrafTech.com. The information in our website is not part of this release or any report we file or furnish to the SEC.

About GrafTech

GrafTech International Ltd. is a leading manufacturer of high quality graphite electrode products essential to the production of electric arc furnace steel and other ferrous and non-ferrous metals. The Company has a competitive portfolio of low-cost graphite electrode manufacturing facilities, including three of the highest capacity facilities in the world. GrafTech is also the only large scale graphite electrode producer that is substantially vertically integrated into petroleum needle coke, the primary raw material for graphite electrode manufacturing, which is currently in limited supply. This unique position provides competitive advantages in product quality and cost.

Special note regarding forward‑looking statements

This news release and related discussions may contain forward‑looking statements that reflect our current views with respect to, among other things, future events and financial performance. You can identify these forward‑looking statements by the use of forward‑looking words such as “will,” “may,” “plan,” “estimate,” “project,” “believe,” “anticipate,” “expect,” “intend,” “should,” “would,” “could,” “target,” “goal,” “continue to,” “positioned to,” "are confident", or the negative version of those words or other comparable words. Any forward‑looking statements contained in this news release are based upon our historical performance and on our current plans, estimates and expectations in light of information currently available to us. The inclusion of this forward‑looking information should not be regarded as a representation by us that the future plans, estimates or expectations contemplated by us will be achieved. Our expectations and targets are not predictions of actual performance and historically our performance has deviated, often significantly, from our expectations and targets. These forward‑looking statements are subject to various risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business, prospects, growth strategy and liquidity. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to: the cyclical nature of our business and the selling prices of our products may lead to periods of reduced profitability and net losses in the future; the

EXHIBIT 99.1

possibility that we may be unable to implement our business strategies, including our initiative to secure and maintain longer-term customer contracts, in an effective manner; the possibility that tax legislation could adversely affect us or our stockholders; pricing for graphite electrodes has historically been cyclical and the price of graphite electrodes may decline in the future; the sensitivity of our business and operating results to economic conditions and the possibility others may not be able to fulfill their obligations to us in a timely fashion or at all; our dependence on the global steel industry generally and the electric arc furnace ("EAF") steel industry in particular; the possibility that global graphite electrode overcapacity may adversely affect graphite electrode prices; the competitiveness of the graphite electrode industry; our dependence on the supply of petroleum needle coke; our dependence on supplies of raw materials (in addition to petroleum needle coke) and energy; the possibility that our manufacturing operations are subject to hazards; changes in, or more stringent enforcement of, health, safety and environmental regulations applicable to our manufacturing operations and facilities; the legal, compliance, economic, social and political risks associated with our substantial operations in multiple countries; the possibility that fluctuation of foreign currency exchange rates could materially harm our financial results; the possibility that our results of operations could deteriorate if our manufacturing operations were substantially disrupted for an extended period, including as a result of equipment failure, climate change, regulatory issues, natural disasters, public health crises, political crises or other catastrophic events; our dependence on third parties for certain construction, maintenance, engineering, transportation, warehousing and logistics services; the possibility that we are unable to recruit or retain key management and plant operating personnel or successfully negotiate with the representatives of our employees, including labor unions; the possibility that we may divest or acquire businesses, which could require significant management attention or disrupt our business; the sensitivity of goodwill on our balance sheet to changes in the market; the possibility that we are subject to information technology systems failures, cybersecurity attacks, network disruptions and breaches of data security; our dependence on protecting our intellectual property; the possibility that third parties may claim that our products or processes infringe their intellectual property rights; the possibility that significant changes in our jurisdictional earnings mix or in the tax laws of those jurisdictions could adversely affect our business; the possibility that our indebtedness could limit our financial and operating activities or that our cash flows may not be sufficient to service our indebtedness; the possibility that restrictive covenants in our financing agreements could restrict or limit our operations; the fact that borrowings under certain of our existing financing agreements subjects us to interest rate risk; the possibility of a lowering or withdrawal of the ratings assigned to our debt; the possibility that disruptions in the capital and credit markets could adversely affect our results of operations, cash flows and financial condition, or those of our customers and suppliers; the possibility that highly concentrated ownership of our common stock may prevent minority stockholders from influencing significant corporate decisions; the possibility that we may not pay cash dividends on our common stock in the future; the fact that certain of our stockholders have the right to engage or invest in the same or similar businesses as us; the possibility that the market price of our common stock could be negatively affected by sales of substantial amounts of our common stock in the public markets, including by Brookfield; the fact that certain provisions of our Amended and Restated Certificate of Incorporation and our Amended and Restated By-Laws could hinder, delay or prevent a change of control; the fact that the Court of Chancery of the State of Delaware will be the exclusive forum for substantially all disputes between us and our stockholders; and our status as a "controlled company" within the meaning of the New York Stock Exchange ("NYSE") corporate governance standards, which allows us to qualify for exemptions from certain corporate governance requirements.

These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements, including the Risk Factors section included in our Annual Report on Form 10-K and other filings with the SEC. The forward‑looking statements made in this press release relate only to events as of the date on which the statements are made. We do not undertake any obligation to publicly update or review any forward‑looking statement, except as required by law, whether as a result of new information, future developments or otherwise.

Non‑GAAP financial measures

In addition to providing results that are determined in accordance with GAAP, we have provided certain financial measures that are not in accordance with GAAP. EBITDA from continuing operations and Adjusted

EXHIBIT 99.1

EBITDA from continuing operations are non‑GAAP financial measures. We define EBITDA from continuing operations, a non‑GAAP financial measure, as net income or loss plus interest expense, minus interest income, plus income taxes, discontinued operations and depreciation and amortization from continuing operations. We define adjusted EBITDA from continuing operations as EBITDA from continuing operations plus any pension and other post-employment benefit ("OPEB") plan expenses, initial and follow-on public offering expenses, non‑cash gains or losses from foreign currency remeasurement of non‑operating liabilities in our foreign subsidiaries where the functional currency is the U.S. dollar, related party Tax Receivable Agreement expense, stock-based compensation and non‑cash fixed asset write‑offs. Adjusted EBITDA from continuing operations is the primary metric used by our management and our board of directors to establish budgets and operational goals for managing our business and evaluating our performance.

We monitor adjusted EBITDA from continuing operations as a supplement to our GAAP measures, and believe it is useful to present to investors, because we believe that it facilitates evaluation of our period‑to‑period operating performance by eliminating items that are not operational in nature, allowing comparison of our recurring core business operating results over multiple periods unaffected by differences in capital structure, capital investment cycles and fixed asset base. In addition, we believe adjusted EBITDA from continuing operations and similar measures are widely used by investors, securities analysts, ratings agencies, and other parties in evaluating companies in our industry as a measure of financial performance and debt‑service capabilities. We also monitor the ratio of total debt to adjusted EBITDA from continuing operations, because we believe it is a useful and widely used way to assess our leverage.

Our use of adjusted EBITDA from continuing operations has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:


•	adjusted EBITDA from continuing operations does not reflect changes in, or cash requirements for, our working capital needs;


•	adjusted EBITDA from continuing operations does not reflect our cash expenditures for capital equipment or other contractual commitments, including any capital expenditure requirements to augment or replace our capital assets;


•	adjusted EBITDA from continuing operations does not reflect the interest expense or the cash requirements necessary to service interest or principal payments on our indebtedness;


•	adjusted EBITDA from continuing operations does not reflect tax payments that may represent a reduction in cash available to us;


•	adjusted EBITDA from continuing operations does not reflect expenses relating to our pension and OPEB plans;


•	adjusted EBITDA from continuing operations does not reflect the non‑cash gains or losses from foreign currency remeasurement of non‑operating liabilities in our foreign subsidiaries where the functional currency is the U.S. dollar;


•	adjusted EBITDA from continuing operations does not reflect initial and follow-on public offering expenses;


•	adjusted EBITDA from continuing operations does not reflect related party Tax Receivable Agreement expense;


•	adjusted EBITDA from continuing operations does not reflect stock-based compensation or the non‑cash write‑off of fixed assets; and

EXHIBIT 99.1


•	other companies, including companies in our industry, may calculate EBITDA from continuing operations and adjusted EBITDA from continuing operations differently, which reduces its usefulness as a comparative measure.

In evaluating EBITDA from continuing operations and adjusted EBITDA from continuing operations, you should be aware that in the future, we will incur expenses similar to the adjustments in the reconciliation presented below. Our presentations of EBITDA from continuing operations and adjusted EBITDA from continuing operations should not be construed as suggesting that our future results will be unaffected by these expenses or any unusual or non‑recurring items. When evaluating our performance, you should consider EBITDA from continuing operations and adjusted EBITDA from continuing operations alongside other financial performance measures, including our net income (loss) and other GAAP measures.

EXHIBIT 99.1

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

Unaudited



	As of December 31, 2019			As of December 31, 2018
ASSETS
Current assets:
Cash and cash equivalents	$	80,935		$	49,880
Accounts and notes receivable, net of allowance for doubtful accounts of $5,474 as of December 31, 2019 and $1,129 as of December 31, 2018	247,051			248,286
Inventories	313,648			293,717
Prepaid expenses and other current assets	40,946			46,168
Total current assets	682,580			638,051
Property, plant and equipment	733,417			688,842
Less: accumulated depreciation	220,397			175,137
Net property, plant and equipment	513,020			513,705
Deferred income taxes	55,217			71,707
Goodwill	171,117			171,117
Other assets	104,230			110,911
Total assets	$	1,526,164		$	1,505,491
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	78,697		$	88,097
Short-term debt	141			106,323
Accrued income and other taxes	65,176			82,255
Other accrued liabilities	48,335			50,452
Related party payable - tax receivable agreement	27,857			—
Total current liabilities	220,206			327,127

Long-term debt	1,812,682			2,050,311
Other long-term obligations	72,562			72,519
Deferred income taxes	49,773			45,825
Related party payable - tax receivable agreement	62,014			86,478
Long-term liabilities of discontinued operations	—			—
Stockholders’ equity:
Preferred stock, par value $0.01, 300,000,000 shares authorized, none issued	—			—
Common stock, par value $0.01, 3,000,000,000 shares authorized, 270,485,308 and 290,537,612 shares issued and outstanding as of December 31, 2019 and December 31, 2018, respectively	2,705			2,905
Additional paid-in capital	765,419			819,622
Accumulated other comprehensive loss	(7,361		)	(5,800		)
Accumulated deficit	(1,451,836		)	(1,893,496		)
Total stockholders’ deficit	(691,073		)	(1,076,769		)

Total liabilities and stockholders’ equity	$	1,526,164		$	1,505,491

EXHIBIT 99.1

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands)

Unaudited



	For the Three Months Ended December 31,						For the Year Ended December 31,
	2019			2018			2019			2018
CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales	$	414,612		$	532,789		$	1,790,793		$	1,895,910
Cost of sales	179,322			214,359			750,390			705,698
Gross profit	235,290			318,430			1,040,403			1,190,212
Research and development	723			601			2,684			2,129
Selling and administrative expenses	17,346			15,683			63,674			62,032
Operating profit	217,221			302,146			974,045			1,126,051

Other expense (income), net	4,561			828			5,203			3,361
Related party Tax Receivable Agreement expense	3,393			24,677			3,393			86,478
Interest expense	28,859			34,674			127,331			135,061
Interest income	(1,799		)	(589		)	(4,709		)	(1,657		)
Income from continuing operations before provision for income taxes	182,207			242,556			842,827			902,808

Provision for income taxes	7,285			12,670			98,225			48,920
Net income from continuing operations	174,922			229,886			744,602			853,888

(Loss) income from discontinued operations, net of tax	—			(254		)	—			331

Net income	$	174,922		$	229,632		$	744,602		$	854,219

Basic income per common share:
Net income per share	$	0.61		$	0.79		$	2.58		$	2.87
Net income from continuing operations per share	$	0.61		$	0.79		$	2.58		$	2.87
Weighted average common shares outstanding	285,040,356			290,550,907			289,057,356			297,748,327
Diluted income per common share:
Income per share	$	0.61		$	0.79		$	2.58		$	2.87
Diluted income from continuing operations per share	$	0.61		$	0.79		$	2.58		$	2.87
Weighted average common shares outstanding	285,079,866			290,557,637			289,074,601			297,753,770

EXHIBIT 99.1

GRAFTECH INTERNATIONAL LTD. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

Unaudited



	For the Three Months Ended December 31,						For the Year Ended December 31,
	2019			2018			2019			2018
Cash flow from operating activities:
Net income	$	174,922		$	229,632		$	744,602		$	854,219
Adjustments to reconcile net income to cash provided by operations:
Depreciation and amortization	15,432			18,667			61,819			66,413
Related party Tax Receivable Agreement expense	3,393			24,677			3,393			86,478
Deferred income tax (benefit) provision	(11,193		)	(18,894		)	17,503			(37,078		)
Loss on extinguishment of debt	—			—			—			23,827
Non-cash interest expense	1,580			1,573			6,344			5,320
Other charges, net	4,142			6,109			21,831			15,761
Net change in working capital*	32,624			(34,059		)	(47,687		)	(177,754		)
Change in long-term assets and liabilities	(356		)	(3,346		)	(2,489		)	(583		)
Net cash provided by operating activities	220,544			224,359			805,316			836,603
Cash flow from investing activities:
Capital expenditures	(20,050		)	(20,589		)	(64,103		)	(68,221		)
Proceeds from the sale of assets	121			60			219			926
Net cash used in investing activities	(19,929		)	(20,529		)	(63,884		)	(67,295		)
Cash flow from financing activities:
Short-term debt reductions, net	—			—			—			(12,607		)
Credit Facility reductions	—			—			—			(45,692		)
Refinancing fees and debt issuance costs	—			—			—			(27,326		)
Proceeds from the issuance of long-term debt, net of original issuance discount	—			—			—			2,235,000
Repayment of Senior Notes	—			—			—			(304,782		)
Related party Promissory Note repayment	—			—			—			(750,000		)
Principal repayments on long-term debt	(225,140		)	(28,247		)	(350,140		)	(56,372		)
Repurchase of common stock - related party	(250,000		)	—			(250,000		)	(225,000		)
Repurchase of common stock - non-related party	(1,384		)	—			(10,868		)	—
Dividends paid to non-related-party	(5,108		)	(47,966		)	(20,613		)	(55,616		)
Dividends paid to related-party	(19,503		)	(180,110		)	(78,010		)	(1,488,649		)
Net cash used in financing activities	(501,135		)	(256,323		)	(709,631		)	(731,044		)
Net change in cash and cash equivalents	(300,520		)	(52,493		)	31,801			38,264
Effect of exchange rate changes on cash and cash equivalents	291			(134		)	(746		)	(1,749		)
Cash and cash equivalents at beginning of period	381,164			102,507			49,880			13,365
Cash and cash equivalents at end of period	$	80,935		$	49,880		$	80,935		$	49,880

* Net change in working capital due to changes in the following components:
Accounts and notes receivable, net	$	20,323		$	(43,135	)	$	(404	)	$	(139,180	)
Inventories	(1,641		)	(32,600		)	(21,549		)	(126,355		)
Prepaid expenses and other current assets	(1,774		)	(712		)	3,929			7,116
Income taxes payable	9,978			31,696			(18,174		)	67,054
Accounts payable and accruals	5,785			11,388			(11,551		)	15,724
Interest payable	(47		)	(696		)	62			(2,113		)
Net change in working capital	$	32,624		$	(34,059	)	$	(47,687	)	$	(177,754	)

EXHIBIT 99.1

NON-GAAP RECONCILIATION

(Dollars in thousands)

The following table reconciles our non‑GAAP key financial measures to the most directly comparable GAAP measures:



	For the Three Months Ended December 31,				For the Year Ended December 31,
	2019		2018		2019		2018

Net income (loss)	174,922		229,632		744,602		854,219
Add:
Discontinued operations	—		254		—		(331	)
Depreciation and amortization	15,432		18,667		61,819		66,413
Interest expense	28,859		34,674		127,331		135,061
Interest income	(1,799	)	(589	)	(4,709	)	(1,657	)
Income taxes	7,285		12,670		98,225		48,920
EBITDA from continuing operations	224,699		295,308		1,027,268		1,102,625
Adjustments:
Pension and OPEB plan expenses⁽¹⁾	4,330		2,415		6,727		3,893
Initial and follow-on public offering expenses⁽²⁾	647		8		2,056		5,173
Non‑cash loss (gain) on foreign currency remeasurement⁽³⁾	942		(809	)	1,784		818
Stock-based compensation⁽⁴⁾	575		495		2,143		1,152
Non‑cash fixed asset write‑off⁽⁵⁾	—		3,819		4,888		4,882
Related party Tax Receivable Agreement expense⁽⁶⁾	3,393		24,677		3,393		86,478
Adjusted EBITDA from continuing operations	234,586		325,913		1,048,259		1,205,021


(1)	Service and interest cost of our OPEB plans. Also includes a mark‑to‑market loss (gain) for plan assets as of December of each year.


(2)	Legal, accounting, printing and registration fees associated with the initial and follow-on public offerings.


(3)	Non‑cash (gain) loss from foreign currency remeasurement of non‑operating liabilities of our non‑U.S. subsidiaries where the functional currency is the U.S. dollar.


(4)	Non-cash expense for stock-based compensation grants.


(5)	Non‑cash fixed asset write‑off recorded for obsolete assets.

(6) Non-cash expense for future payment to our sole pre-IPO stockholder for tax assets that are expected to be utilized.