Redwire Corporation Reports Full Fiscal Year 2021 Financial Results

PRO FORMA REVENUE
(Unaudited)

The following unaudited pro forma combined financial information has been prepared in accordance with Article 8 of Regulation S-X for the following periods:

(in thousands)

 

 

2021

 

 

2020

 

$ Change from
prior year

 

% Change from
prior year

Revenues

 

$

137,601

 

$

40,785

 

$

96,816

 

 

237

%

Impact of 2020 acquisitions

 

 

 

 

44,065

 

 

(44,065

)

 

(100

)

Impact of 2021 acquisitions

 

 

11,694

 

 

42,149

 

 

(30,455

)

 

(72

)

Pro forma revenues

 

$

149,295

 

$

126,999

 

$

22,296

 

 

17.6

%

 

 

 

 

 

 

 

 

 

Pro forma revenues for the year ended December 31, 2021 includes the Successor 2021 Period and the pre-acquisition 2021 results of Oakman, DPSS, and Techshot for the year ended December 31, 2021. Pro forma revenues for the year ended December 31, 2020 includes the Predecessor 2020 Period, the Successor 2020 Period, and the pre-acquisition results of Adcole, DSS, Roccor, LoadPath, Oakman, DPSS, and Techshot for the year ended December 31, 2020.

REDWIRE CORPORATION
RECONCILIATION OF ADJUSTED EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION (“ADJUSTED EBITDA”)(1)
(Unaudited)

The table below presents a reconciliation of Adjusted EBITDA and Pro Forma Adjusted EBITDA to net income (loss), computed in accordance with U.S. GAAP for the following periods:

 

Successor

 

 

Predecessor

(in thousands)

Year Ended
December 31, 2021

 

Period from
February 10, 2020
to December 31, 2020

 

 

Period from
January 1, 2020
to June 21, 2020

Net income (loss)

$

(61,537

)

 

$

(14,374

)

 

 

$

(1,334

)

Interest expense

 

6,458

 

 

 

1,074

 

 

 

 

83

 

Income tax expense (benefit)

 

(11,269

)

 

 

(3,659

)

 

 

 

(384

)

Depreciation and amortization

 

10,584

 

 

 

3,107

 

 

 

 

59

 

Acquisition deal cost (i)

 

5,237

 

 

 

9,944

 

 

 

 

 

Acquisition integration cost (i)

 

2,383

 

 

 

937

 

 

 

 

 

Acquisition earnout cost (ii)

 

11,337

 

 

 

 

 

 

 

 

Purchase accounting fair value adjustment related to deferred revenue (iii)

 

310

 

 

 

598

 

 

 

 

 

Capital market and advisory fees (iv)

 

10,306

 

 

 

2,598

 

 

 

 

 

Litigation-related expenses (vi)

 

2,978

 

 

 

 

 

 

 

 

Write-off of long-lived assets (v)

 

 

 

 

227

 

 

 

 

 

Equity-based compensation (vii)

 

27,112

 

 

 

 

 

 

 

997

 

Warrant liability change in fair value adjustment (viii)

 

(2,629

)

 

 

 

 

 

 

 

Adjusted EBITDA

$

1,270

 

 

$

452

 

 

 

$

(579

)

Pro forma impact on EBITDA (ix)

 

1,979

 

 

 

1,152

 

 

 

 

 

Pro forma adjusted EBITDA

$

3,249

 

 

$

1,604

 

 

 

$

(579

)

i.

 

Redwire incurred acquisition costs including due diligence and integration costs.

ii.

 

Redwire incurred acquisition costs related to the Roccor and MIS contingent earnout payments.

iii.

 

Redwire incurred purchase accounting fair value adjustments to unwind deferred revenue for Adcole, MIS, Roccor, and DPSS.

iv.

 

Redwire incurred capital market and advisory fees related to advisors assisting with preparation for the business combination with Genesis Part Acquisition Corp (the “Merger”).

v.

 

Redwire incurred write-off costs for long-lived assets at Adcole related to the write-off of leasehold improvements when Adcole moved office locations.

vi.

 

Redwire incurred expenses related to the securities litigation as further described in Note N of the accompanying notes to the consolidated financial statements.

vii.

 

Redwire incurred expenses related to equity-based compensation under Redwire’s equity-based compensation plan.

viii.

 

Redwire adjusted the fair value of the private warrants between the initial valuation as of September 2, 2021, the date the warrants were assumed, and December 31, 2021.

ix.

 

Pro forma impact represents the incremental results of a full period of operations assuming the entities acquired during the periods presented were acquired from January 1 of the year in which they occurred. For the year ended December 31, 2021 the pro forma impact included Oakman from January 1, 2021 to January 15, 2021, DPSS from January 1, 2021 to February 17, 2021, and Techshot from January 1, 2021 to November 1, 2021 and for the year ended December 31, 2020 the pro forma impact includes Adcole from January 1, 2020 to March 2, 2020, DSS from January 1, 2020 to June 1, 2020, MIS from January 1, 2020 to June 22, 2020, Roccor from January 1, 2020 to October 28, 2020 and LoadPath from January 1, 2020 to December 11, 2020.

______________

(1) Adjusted EBITDA and pro forma Adjusted EBITDA are not measures of results under generally accepted accounting principles in the United States. See “Non-GAAP Financial Information” and the reconciliation tables included in this press release for details regarding the calculation of Adjusted EBITDA and pro forma Adjusted EBITDA.

REDWIRE CORPORATION

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