Advanced Drainage Systems Announces Third Quarter Fiscal 2018 Results

Advanced Drainage Systems, Inc. (NYSE:WMS) (“ADS” or the “Company”), a leading global manufacturer of water management products and solutions for non-residential, residential, infrastructure and agricultural applications, today announced financial results for the fiscal third quarter ended December 31, 2017.

Third Quarter Fiscal 2018 Highlights

  • Net sales increased 8.9% to $320.8 million
  • Net income increased 223.8% to $33.2 million
  • Adjusted EBITDA (Non-GAAP) increased 29.0% to $56.0 million

Fiscal 2018 Year-to-Date Highlights

  • Net sales increased 6.6% to $1,080.2 million
  • Net income increased 29.1% to $69.6 million
  • Adjusted EBITDA (Non-GAAP) increased 1.3% to $183.2 million
  • Cash flow from operating activities increased 19.1% to $138.9 million
  • Free cash flow (Non-GAAP) increased 29.5% to $103.8 million

Scott Barbour, President and Chief Executive Officer of ADS commented, “We executed the fundamentals of our business well this quarter, which resulted in strong revenue growth and margin performance during the period. We once again generated above-market growth in our domestic construction markets, driven by our conversion strategy and double-digit growth of our Allied Products. Favorable pricing, product mix and solid execution drove 280 basis points of margin expansion in the quarter. Looking forward, we will continue to focus on the fundamentals and better execution across all aspects of our operations to drive sustainable improvements in our profitability over time.”

Third Quarter Fiscal 2018 Results

Net sales increased 8.9% to $320.8 million, as compared to $294.7 million in the prior year quarter. Domestic net sales increased 8.9% to $276.9 million as compared to $254.3 million in the prior year quarter, driven by price increases and growth in the construction markets. International net sales increased 8.8% to $44.0 million as compared to $40.4 million in the prior year quarter.

Gross profit increased 12.1% to $77.8 million, as compared to $69.4 million the prior year quarter. As a percentage of net sales, gross profit increased 70 basis points to 24.3% compared to 23.6% in the prior year, primarily due to price increases and product mix.

Adjusted EBITDA (Non-GAAP) increased 29.0% to $56.0 million, as compared to $43.4 million in the prior year quarter. As a percentage of net sales, Adjusted EBITDA increased 280 basis points to 17.5% as compared to 14.7% in the prior year. The increase in Adjusted EBITDA margin was largely attributed to the factors mentioned above.

The Company’s third quarter income tax expense was a $7.4 million benefit and reflected the estimated impact of the Tax Cuts & Jobs Act (“Tax Act”), including a $14.7 million benefit to income tax expense related to the revaluation of deferred tax attributes and $0.9 million income tax expense on the Company’s deemed repatriation of foreign earnings. The income tax benefit also included a $3.0 million benefit from the year-to-date impact of the change in federal statutory rate.

Adjusted Earnings Per Fully Converted Share (Non-GAAP) was $0.47 based on weighted average fully converted shares of 74.4 million, as compared to $0.16 for the prior year on weighted average fully converted shares of 73.4 million. The $13.8 million net benefit from the revaluation of deferred tax attributes and deemed repatriation of foreign earnings increased Adjusted Earnings Per Fully Converted Share by $0.19 on weighted average fully converted shares of 74.4 million. Excluding the impact of the one-time benefit from the Tax Act, Adjusted Earnings Per Fully Converted Share increased to $0.28.

A reconciliation of GAAP to Non-GAAP financial measures for Adjusted EBITDA, Free Cash Flow and Adjusted Earnings Per Fully Converted Share has 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.”

Fiscal Year-to-Date 2018 Results

Net sales increased 6.6% to $1,080.2 million, as compared to $1,013.1 million in the prior year. Domestic net sales increased 7.9% to $948.3 million as compared to $878.8 million in the prior year, driven by price increases and growth in core construction markets. International net sales decreased 1.7% to $132.0 million as compared to $134.2 million in the prior year.

Gross profit decreased 0.9% to $254.4 million, as compared to $256.6 million the prior year. As a percentage of net sales, gross profit decreased 180 basis points to 23.5% compared to 25.3% in the prior year period, primarily due to increases in raw material and operational costs.

Adjusted EBITDA (Non-GAAP) increased 1.3% to $183.2 million, as compared to $180.8 million in the prior year period. As a percentage of net sales, Adjusted EBITDA decreased 80 basis points to 17.0% as compared to 17.8% in the same period last year. The decrease in Adjusted EBITDA margin was largely attributed to the factors mentioned above, partially offset by an increase in net sales.

Income tax expense decreased 55.5% to $15.8 million and reflected the estimated impact of the Tax Act, including a $14.7 million benefit to income tax expense related to the revaluation of deferred tax attributes and $0.9 million income tax expense on the Company’s deemed repatriation of foreign earnings. The income tax expense also included a $3.0 million benefit from the year-to-date impact of the change in federal statutory rate.

Adjusted Earnings Per Fully Converted Share (Non-GAAP) was $1.02 based on weighted average fully converted shares of 74.2 million, as compared to $0.80 for the prior year on weighted average fully converted shares of 73.3 million. The $13.8 million net benefit from the revaluation of deferred tax attributes and deemed repatriation of foreign earnings increased Adjusted Earnings Per Fully Converted Share by $0.19 on weighted average fully converted shares of 74.2 million. Excluding the impact of the one-time benefit from the Tax Act, Adjusted Earnings Per Fully Converted Share increased to $0.83.

The Company recorded net cash provided by operating activities of $138.9 million, as compared to $116.6 million in the prior year. Net debt (total debt and capital lease obligations net of cash) was $357.0 million as of December 31, 2017, a decrease of $65.3 million from March 31, 2017.

Fiscal Year 2018 Outlook

Based on current visibility, backlog of existing orders and business trends, the Company has confirmed its net sales and Adjusted EBITDA targets for fiscal 2018. Net sales are expected to be in the range of $1.275 billion to $1.325 billion and Adjusted EBITDA is expected to be in the range of $195 and $210 million. Capital expenditures are expected to be approximately $50 to $55 million.

Webcast Information

The Company will host an investor conference call and webcast on Thursday, February 8, 2018 at 10:00 a.m. Eastern Time. The live call can be accessed by dialing 1-866-450-8367 (US toll-free) or 1-412-317-5465 (international) and asking to be connected to the Advanced Drainage Systems, Inc. call. The live webcast will also be accessible via the "Events Calendar” section of the Company’s Investor Relations website, www.investors.ads-pipe.com. An archived version of the webcast will be available for 90 days following the call.

About the Company

Advanced Drainage Systems is the leading manufacturer of high performance thermoplastic corrugated pipe, providing a comprehensive suite of water management products and superior drainage solutions for use in the construction and infrastructure marketplace. Its innovative products are used across a broad range of end markets and applications, including non-residential, residential, agriculture and infrastructure applications. The Company has established a leading position in many of these end markets by leveraging its national sales and distribution platform, its overall product breadth and scale and its manufacturing excellence. Founded in 1966, the Company operates a global network of approximately 60 manufacturing plants and over 30 distribution centers. To learn more about the ADS, please visit the Company’s website at www.ads-pipe.com.

Forward Looking Statements

Certain statements in this press release may be deemed to be 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. 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, without 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; 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; 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; 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; the risks associated with our self-insured programs; 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; our ability to project product mix; the risks associated with our current levels of indebtedness; fluctuations in our effective tax rate, including from the recently enacted Tax Cuts and Jobs Act; changes to our operating results, cash flows and financial condition attributable to the recently enacted Tax Cuts and Jobs Act; our ability to meet future capital requirements and fund our liquidity needs; the risk that additional information may arise that would require the Company to make additional adjustments or revisions or to restate the financial statements and other financial data for certain prior periods and any future periods, any delay in the filing of any filings with the Securities and Exchange Commission (“SEC”); the review of potential weaknesses or deficiencies in the Company’s disclosure controls and procedures, and discovering further weaknesses of which we are not currently aware or which have not been detected and the 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.

Financial Statements

     

ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

 
Three Months Ended Nine Months Ended
December 31, December 31,
(Amounts in thousands, except per share data) 2017   2016 2017   2016
Net sales $ 320,832 $ 294,716 $ 1,080,240 $ 1,013,077
Cost of goods sold   243,006   225,275   825,874   756,518
Gross profit 77,826 69,441 254,366 256,559
Operating expenses:
Selling 22,903 21,292 70,348 68,732
General and administrative 23,788 22,719 74,351 78,429

Loss on disposal of assets and costs from exit and disposal
activities

1,924 2,138 10,468 3,077
Intangible amortization   2,012   2,116   6,071   6,431
Income from operations 27,199 21,176 93,128 99,890
Other expense:
Interest expense 3,086 4,221 12,620 13,551
Derivative gains and other income, net   (963 )   (772 )   (4,456 )   (5,543 )
Income before income taxes 25,076 17,727 84,964 91,882
Income tax (benefit) expense (7,371 ) 5,986 15,812 35,528
Equity in net (income) loss of unconsolidated affiliates   (768 )   1,483   (496 )   2,394
Net income 33,215 10,258 69,648 53,960
Less: net income attributable to noncontrolling interest   1,110   1,205   1,938   2,900
Net income attributable to ADS 32,105 9,053 67,710 51,060
Accretion of redeemable noncontrolling interest - (399 ) - (1,141 )
Dividends to redeemable convertible preferred stockholders (456 ) (407 ) (1,415 ) (1,247 )
Dividends paid to unvested restricted stockholders   (12 )   (32 )   (47 )   (86 )

Net income available to common stockholders and participating
securities

31,637 8,215 66,248 48,586
Undistributed income allocated to participating securities   (2,766 )   (503 )   (5,588 )   (4,066 )
Net income available to common stockholders $ 28,871 $ 7,712 $ 60,660 $ 44,520
 
Weighted average common shares outstanding:
Basic 55,917 54,557 55,497 54,354
Diluted 56,459 55,167 56,124 55,156
Net income per share:
Basic $ 0.52 $ 0.14 $ 1.09 $ 0.82
Diluted $ 0.51 $ 0.14 $ 1.08 $ 0.81
Cash dividends declared per share $ 0.07 $ 0.06 $ 0.21 $ 0.18
 
   

ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

 
As of
(Amounts in thousands) December 31,

2017

  March 31,

2017

ASSETS
Current assets:
Cash $ 18,407 $ 6,450
Receivables 176,942 168,943
Inventories 215,045 258,430
Other current assets   4,962   6,743
Total current assets 415,356 440,566
Property, plant and equipment, net 410,534 406,858
Other assets:
Goodwill 103,282 100,566
Intangible assets, net 46,439 51,758
Other assets   37,623   46,537
Total assets $ 1,013,234 $ 1,046,285
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY
Current liabilities:
Current maturities of debt obligations $ 26,833 $ 37,789
Current maturities of capital lease obligations 22,654 21,450
Accounts payable 71,591 121,922
Current portion of liability-classified stock-based awards - 11,926
Other accrued liabilities 66,665 54,460
Accrued income taxes   9,825   8,207
Total current liabilities 197,568 255,754
Long-term debt obligations 260,981 310,849
Long-term capital lease obligations 64,959 58,710
Deferred tax liabilities 31,021 44,007
Other liabilities   22,681   26,530
Total liabilities 577,210 695,850
Mezzanine equity:
Redeemable convertible preferred stock 293,284 302,814
Deferred compensation — unearned ESOP shares (192,180 ) (198,216 )
Redeemable noncontrolling interest in subsidiaries   9,000   8,227
Total mezzanine equity 110,104 112,825
Stockholders’ equity:
Common stock 11,424 12,393
Paid-in capital 357,684 755,787
Common stock in treasury, at cost (7,958 ) (436,984 )
Accumulated other comprehensive loss (20,933 ) (24,815 )
Retained deficit   (29,007 )   (83,678 )
Total ADS stockholders’ equity 311,210 222,703
Noncontrolling interest in subsidiaries   14,710   14,907
Total stockholders’ equity   325,920   237,610
Total liabilities, mezzanine equity and stockholders’ equity $ 1,013,234 $ 1,046,285
 
   

ADVANCED DRAINAGE SYSTEMS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

 
Nine Months Ended December 31,
(Amounts in thousands) 2017   2016
Cash Flow from Operating Activities
Net income $ 69,648 $ 53,960

Adjustments to reconcile net income to net cash provided by operating
activities:

Depreciation and amortization 55,793 54,065
Deferred income taxes (12,738 ) 1,280
Loss on disposal of assets and costs from exit and disposal activities 10,468 3,077
ESOP and stock-based compensation 13,086 10,126
Amortization of deferred financing charges 746 1,055
Fair market value adjustments to derivatives (1,988 ) (11,297 )
Equity in net (income) loss of unconsolidated affiliates (496 ) 2,394
Other operating activities 12,046 (3,249 )
Changes in working capital:
Receivables (14,817 ) 29,113
Inventories 44,560 5,298
Prepaid expenses and other current assets 2,105 (1,353 )
Accounts payable, accrued expenses, and other liabilities   (39,504 )   (27,838 )
Net cash provided by operating activities 138,909 116,631
Cash Flows from Investing Activities
Capital expenditures (35,124 ) (36,504 )
Cash paid for acquisitions, net of cash acquired (1,990 ) -
Purchases of property, plant and equipment through financing - (4,116 )
Proceeds from sale of corporate-owned life insurance 5,959 -
Other investing activities   (570 )   (801 )
Net cash used in investing activities (31,725 ) (41,421 )
Cash Flows from Financing Activities
Proceeds from Revolving Credit Facility 397,450 315,400
Payments on Revolving Credit Facility (431,950 ) (329,400 )
Payments on Term Loan (72,500 ) (7,500 )
Proceeds from Senior Notes 75,000 -
Payments on Senior Notes (25,000 ) (25,000 )
Debt issuance costs (2,268 ) -
Payments of notes, mortgages and other debt (1,675 ) (650 )
Payments on capital lease obligations (18,176 ) (16,373 )
Cash dividends paid (13,511 ) (11,011 )
Proceeds from exercise of stock options 7,606 2,687
Repurchase of common stock (7,947 ) -
Equipment financing - 4,116
Other financing activities   (1,558 )   (1,339 )
Net cash used in financing activities (94,529 ) (69,070 )
Effect of exchange rate changes on cash   (698 )   (598 )
Net change in cash 11,957 5,542
Cash at beginning of period   6,450   6,555
Cash at end of period $ 18,407 $ 12,097
 

Selected Financial Data

The following tables set forth net sales by reportable segment for the three and six months ended September 30, 2017 and 2016, respectively.

             
Three Months Ended Nine Months Ended
(Amounts in thousands December 31, % December 31, %
except percentages) 2017     2016 Variance 2017     2016 Variance
Domestic
Pipe $ 196,402 $ 182,061 7.9 % $ 676,079 $ 627,397 7.8 %
Allied Products   80,470   72,251 11.4 %   272,174   251,451 8.2 %
Domestic net sales $ 276,872 $ 254,312 8.9 % $ 948,253 $ 878,848 7.9 %
International
Pipe $ 33,166 $ 32,550 1.9 % $ 101,139 $ 105,832 (4.4 %)
Allied Products   10,794   7,854 37.4 %   30,848   28,397 8.6 %
International net sales $ 43,960 $ 40,404 8.8 % $ 131,987 $ 134,229 (1.7 %)
Consolidated
Pipe $ 229,568 $ 214,611 7.0 % $ 777,218 $ 733,229 6.0 %
Allied Products   91,264   80,105 13.9 %   303,022   279,848 8.3 %
Net sales $ 320,832 $ 294,716 8.9 % $ 1,080,240 $ 1,013,077 6.6 %
 

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 Adjusted EBITDA, Free Cash Flow and Adjusted Earnings Per Fully Converted Share, all 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, Free Cash Flow, and Adjusted Earnings per Fully Converted Share may be different from non-GAAP financial measures used by other companies, even when similar terms are used to identify such measures.

Adjusted EBITDA is a non-GAAP financial measure that comprises 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.

Adjusted Earnings Per Fully Converted Share is a non-GAAP measure that is calculated by adjusting our Net income per share – Basic, the most comparable GAAP measure. To effect this adjustment with respect to Net income available to common stockholders, we have (1) removed the accretion of Redeemable noncontrolling interest in subsidiaries, (2) added back the dividends to Redeemable convertible preferred stockholders and dividends paid to unvested restricted stockholders, (3) made corresponding adjustments to the amount allocated to participating securities under the two class earnings per share computation method, and (4) added back ESOP deferred compensation attributable to the shares of Redeemable convertible preferred stock allocated to employee ESOP accounts during the applicable period, which is a non-cash charge to our earnings. We have also made adjustments to the weighted average common shares outstanding – Basic to assume (1) share conversion of the Redeemable convertible preferred stock outstanding shares to common stock and (2) add shares of outstanding unvested restricted stock. Adjusted Earnings Per Fully Converted Share (non-GAAP) is a key metric used by management and our board of directors to assess our financial performance. This information is useful to investors as the preferred shares held by the ESOP are required to be distributed to our employees over time, which is done in the form of common stock after the conversion of the preferred shares. As such, this measure is included because it provides investors with information to understand the impact on the financial statements once all preferred shares are converted and distributed.

The following tables present a reconciliation of Adjusted EBITDA to Net Income, Free Cash Flow to Cash Flow from Operating Activities, and Adjusted Earnings Per Fully Converted Share to Net income per share – Basic, the most comparable GAAP measures, for each of the periods indicated:

     

Reconciliation of Adjusted EBITDA to Net Income

 
Three Months Ended Nine Months Ended
December 31, December 31,
(Amounts in thousands) 2017   2016 2017   2016
Net income $ 33,215 $ 10,258 $ 69,648 $ 53,960
Depreciation and amortization 17,852 18,029 55,793 54,065
Interest expense 3,086 4,221 12,620 13,551
Income tax (benefit) expense   (7,371 )   5,986   15,812   35,528
EBITDA 46,782 38,494 153,873 157,104
Derivative fair value adjustments (145 ) (2,237 ) (735 ) (11,297 )
Foreign currency transaction gains (430 ) (601 ) (2,878 ) (1,678 )
Loss on disposal of assets and costs from exit and disposal activities 1,924 2,138 10,468 3,077
Unconsolidated affiliates interest, tax, depreciation and amortization 637 469 2,060 2,049
Contingent consideration remeasurement 1 (15 ) 33 42
Stock-based compensation expense (benefit) 1,640 (3,413 ) 5,140 2,699
ESOP deferred compensation 2,737 2,323 7,946 7,428
Executive retirement expense (benefit) 73 (170 ) 982 (12 )
Transaction costs 92 - 1,149 -
Legal settlement 1,800 - 1,800 -
Restatement-related costs   888   6,406   3,390   21,391
Adjusted EBITDA $ 55,999 $ 43,394 $ 183,228 $ 180,803
 
   

Reconciliation of Segment Adjusted EBITDA to Net Income

 
Three Months Ended December 31,
2017   2016
(Amounts in thousands) Domestic   International Domestic   International
Net income $ 29,755 $ 3,460 $ 7,233 $ 3,025
Depreciation and amortization 15,804 2,048 15,911 2,118
Interest expense 3,007 79 4,127 94
Income tax (benefit) expense   (9,117 )   1,746   5,342   644
EBITDA 39,449 7,333 32,613 5,881
Derivative fair value adjustments (145 ) - (2,237 ) -
Foreign currency transaction gains - (430 ) - (601 )
Loss (gain) on disposal of assets and costs from exit and disposal activities 1,940 (16 ) 1,258 880
Unconsolidated affiliates interest, tax, depreciation and amortization 315 322 275 194
Contingent consideration remeasurement 1 - (15 ) -
Stock-based compensation expense (benefit) 1,640 - (3,413 ) -
ESOP deferred compensation 2,737 - 2,323 -
Executive retirement expense (benefit) 73 - (170 ) -
Transaction costs 92 - - -
Legal settlement 1,800 - - -
Restatement-related costs   888   -   6,406   -
Adjusted EBITDA(a) $ 48,790 $ 7,209 $ 37,040 $ 6,354
 
(a)   A portion of the reduction in International EBITDA is related to transfer pricing. The reduction is fully offset by an increase in Domestic EBITDA.
    Nine Months Ended December 31,
2017   2016
(Amounts in thousands) Domestic   International Domestic   International
Net income $ 61,837 $ 7,811 $ 43,704 $ 10,256
Depreciation and amortization 49,725 6,068 47,418 6,647
Interest expense 12,363 257 13,236 315
Income tax expense   12,583   3,229   31,319   4,209
EBITDA 136,508 17,365 135,677 21,427
Derivative fair value adjustments (735 ) - (11,297 ) -
Foreign currency transaction gains - (2,878 ) - (1,678 )
Loss on disposal of assets and costs from exit and disposal activities 10,253 215 2,040 1,037
Unconsolidated affiliates interest, tax, depreciation and amortization 886 1,174 826 1,223
Contingent consideration remeasurement 33 - 42 -
Stock-based compensation expense 5,140 - 2,699 -
ESOP deferred compensation 7,946 - 7,428 -
Executive retirement expense (benefit) 982 - (12 ) -
Transaction costs 1,149 - - -
Legal settlement 1,800 - - -
Restatement-related costs   3,390   -   21,391   -
Adjusted EBITDA(a) $ 167,352 $ 15,876 $ 158,794 $ 22,009
 
(a)   A portion of the reduction in International EBITDA is related to transfer pricing. The reduction is fully offset by an increase in Domestic EBITDA.
 

Reconciliation of Free Cash Flow to Cash flow from Operating Activities

 
Nine Months Ended December 31,
(Amounts in thousands) 2017   2016
Net cash provided by operating activities $ 138,909 $ 116,631
Capital expenditures   (35,124 )   (36,504 )
Free cash flow $ 103,785 $ 80,127
 
       

Reconciliation of Adjusted Earnings Per Fully Converted Share (non-GAAP) to Net Income per Share – Basic

 
Three Months Ended Nine Months Ended
December 31, December 31,
(Amounts in thousands, except per share data) 2017     2016 2017     2016
Net income available to common stockholders $ 28,871 $ 7,712 $ 60,660 $ 44,520
Weighted average common shares outstanding - Basic 55,917 54,557 55,497 54,354
Net income per share – Basic $ 0.52 $ 0.14 $ 1.09 $ 0.82
Adjustments to net income available to common stockholders:
Accretion of redeemable non-controlling interest in subsidiaries - 399 - 1,141
Dividends to redeemable convertible preferred stockholders 456 407 1,415 1,247
Dividends paid to unvested restricted stockholders 12 32 47 86
Undistributed income allocated to participating securities   2,766   503   5,588   4,066
Total adjustments to net income available to common stockholders   3,234   1,341   7,050   6,540
Net income attributable to ADS 32,105 9,053 67,710 51,060
Adjustments to net income attributable to ADS:
Fair value of ESOP compensation related to redeemable convertible preferred stock   2,737   2,325   7,946   7,428
Adjusted net income — (Non-GAAP) $ 34,842 $ 11,378 $ 75,656 $ 58,488
Weighted Average Common Shares Outstanding — Basic 55,917 54,557 55,497 54,354
Adjustments to weighted average common shares outstanding — Basic
Unvested restricted shares 270 55 270 63
Redeemable convertible preferred shares   18,219   18,774   18,386   18,913
Weighted Average Common Shares Outstanding - Fully Converted (Non-GAAP)   74,406   73,386   74,153   73,330
Adjusted Earnings per Fully Converted Share (Non-GAAP) $ 0.47 $ 0.16 $ 1.02 $ 0.80