Quarterly report pursuant to Section 13 or 15(d)


6 Months Ended
Jun. 30, 2022
Segment Reporting [Abstract]  
The Company’s products and operations are managed and reported in two operating segments: Fire Safety and Specialty Products, formerly Oil Additives.
The Fire Safety segment manufactures and sells fire retardant and firefighting foam products, as well as specialized equipment and services typically offered in conjunction with these retardant and foam products.
In June 2022, the Oil Additives segment, which produces and sells P2S5 was renamed the Specialty Products segment to better reflect the current and expanding applications for P2S5 in several end markets and applications, including lubricant additives, various agricultural applications, various mining applications, and emerging electric battery technologies. Within the lubricant additive end market, currently the Company’s largest end market application, P2S5 is primarily used in the production of a family of compounds called ZDDP, which is considered an essential component in the formulation of engine oils with its main function to provide anti-wear protection to engine components.
Interest income, interest expense, other income (expense) and certain corporate operating expenses are neither allocated to the segments nor included in the measure of segment performance reviewed by the chief operating decision-maker (“CODM”). The corporate category includes unallocated costs related to the Company’s corporate headquarter activities, including selling, general and administrative costs, which do not meet the requirements for being classified as an operating segment. The CODM is the Company's CEO.
The Company’s CODM uses the segment net sales and segment Adjusted EBITDA to assess the ongoing performance of the Company’s business segments and to allocate resources. The Company defines segment Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, as adjusted on a consistent basis for certain non-recurring or unusual items in a balanced manner and on a segment basis. These non-recurring or unusual items may include acquisition and integration related costs, management fees and other non-recurring items.
Information related to net sales and Adjusted EBITDA for the Company’s operations are summarized below (in thousands):
Successor Predecessor Successor Predecessor
Three Months Ended
June 30, 2022
Three Months Ended
June 30, 2021
Six Months Ended
June 30, 2022
Six Months Ended
June 30, 2021
Net sales:
Fire safety $ 66,577  $ 57,161  $ 85,047  $ 64,811 
Specialty products 34,388  29,960  73,676  56,235 
Total $ 100,965  $ 87,121  $ 158,723  $ 121,046 
Adjusted EBITDA:
Fire safety $ 24,219  $ 23,478  $ 20,885  $ 18,832 
Specialty products 11,463  7,667  26,774  15,423 
Total segment Adjusted EBITDA 35,682  31,145  47,659  34,255 
Depreciation and amortization 16,715  15,235  33,086  30,381 
Interest and financing expense 12,142  8,040  22,638  15,891 
Founders advisory fees - related party (20,465) —  (80,313) — 
Non-recurring expenses 2,144  8,660  3,620  8,950 
Share-based compensation expense 6,741  —  12,465  — 
Non-cash purchase accounting impact 18,016  —  27,315  — 
(Gain) loss on contingent earn-out (9,398) 2,763  (9,398) 2,763 
Management fees —  313  —  625 
Contingent future payments —  625  —  1,250 
Unrealized foreign currency loss (gain) 3,156  (540) 4,036  2,258 
Income (loss) before income taxes $ 6,631  $ (3,951) $ 34,210  $ (27,863)