Quarterly report pursuant to Section 13 or 15(d)


6 Months Ended
Jun. 30, 2023
Segment Reporting [Abstract]  
The Company’s products and operations are managed and reported in two operating segments: Fire Safety and Specialty Products.
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.
The Specialty Products segment produces and sells P2S5 used in several end markets and applications, including lubricant additives, various agricultural applications, various mining applications, and emerging electric battery technologies. Within the lubricant additives 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. P2S5 is also used in pesticide and mining chemicals applications.
Interest income, interest expense, other income (expense) and certain corporate operating expenses are neither allocated to the segments nor included in the measures of segment performance by the chief operating decision-maker (“CODM”). The corporate category is not considered to be a segment. The CODM is the Company's CEO.
The Company’s CODM uses the segment net sales and Adjusted EBITDA to assess the ongoing performance of the Company’s business segments and to allocate resources. The Company defines 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):
Three Months Ended
June 30, 2023
Three Months Ended
June 30, 2022
Six Months Ended
June 30, 2023
Six Months Ended
June 30, 2022
Net sales:
Fire safety $ 53,140  $ 66,577  $ 71,884  $ 85,047 
Specialty products 22,997  34,388  48,111  73,676 
Total $ 76,137  $ 100,965  $ 119,995  $ 158,723 
Adjusted EBITDA:
Fire safety $ 16,532  $ 24,219  $ 13,171  $ 20,885 
Specialty products 4,458  11,463  10,935  26,774 
Total segment Adjusted EBITDA 20,990  35,682  24,106  47,659 
Depreciation and amortization 16,130  16,715  32,217  33,086 
Interest and financing expense 10,344  12,142  20,490  22,638 
Founders advisory fees - related party (60,026) (20,465) (84,262) (80,313)
Non-recurring expenses 361  2,144  1,920  3,620 
Share-based compensation expense 1,195  3,433  (1,879) 8,396 
Non-cash purchase accounting impact —  18,016  —  24,138 
Loss (gain) on contingent earn-out 146  (9,398) 392  (9,398)
Unrealized foreign currency loss (gain) 93  3,156  (628) 4,036 
Income before income taxes $ 52,747  $ 9,939  $ 55,856  $ 41,456