8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

____________

FORM 8-K

____________

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15 (D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): February 20, 2019

____________

EXTERRAN CORPORATION

(Exact Name of Registrant as Specified in its Charter)

____________

Delaware	001-36875	47-3282259
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
4444 Brittmoore Road Houston, Texas 77041
(Address of Principal Executive Offices) (Zip Code)
(281) 836-7000  Registrant’s telephone number, including area code Not Applicable  (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02 Results of Operations and Financial Condition.

On February 25, 2019, Exterran Corporation (the “Company”) issued a press release announcing its financial results for the quarter and year ended December 31, 2018. As described in the press release, the Company will also host a conference call for investors to discuss its financial results and provide investors with an update concerning the Company’s business on February 26, 2019. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and will not be incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

Item 8.01 Other Events.

On February 20, 2019, the Company’s Board of Directors approved a share repurchase program, under which the Company is authorized to purchase up to $100.0 million of its outstanding common stock through February 2022. The share repurchase program may be effected through a variety of methods, including open-market purchases and Rule 10b5-1 trading plans among others. The amount and timing of any repurchases will depend on general market conditions, among other factors, and may be discontinued at any time.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release dated February 25, 2019

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	EXTERRAN CORPORATION
February 25, 2019	By:	/s/ DAVID A. BARTA
		David A. Barta
		Senior Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

Exterran Corporation Announces Fourth Quarter and Full Year 2018 Results

Strong Operating Results In-Line with Expectations

Board Authorized $100 million Share Repurchase Program

Over $25 million in commitments for Exterran Water Solutions since November

Contract Operations win in the Middle East/Africa Region

HOUSTON, February 25, 2019 - Exterran Corporation (NYSE: EXTN) (“Exterran” or the “Company”) today reported fourth quarter financial results.

Andrew Way, Exterran’s President and Chief Executive Officer commented, “We are very pleased with our results for the fourth quarter which were consistent with our expectations. Commercially we had a key win in the Middle East/Africa region for a fully integrated cryogenic processing plant. Within our water business we converted our trial from late last year into an ECO contract which builds strong momentum as we enter 2019. We have had over $25 million in commitments within the business both domestically and internationally since our last call. We continue to focus on cash flow and returns which resulted in net cash from operating activities of $153 million for the year.

“Product bookings were $159 million in the fourth quarter up 40% year over year, with full year book to bill of 1.3x providing record year-end backlog.

“Our Board has authorized a $100 million share repurchase program that goes through February 2022. We believe this program provides us another avenue to deploy capital to best drive shareholder value over the long run.”

Net loss from continuing operations was $5.3 million, or $0.15 per share, on revenue of $332.2 million for the fourth quarter of 2018. This compares to net income from continuing operations of $3.2 million, or $0.09 per share, on revenue of $334.8 million for the third quarter of 2018 and net income from continuing operations of $2.1 million, or $0.06 per share, on revenue of $337.7 million for the fourth quarter of 2017. Net income was $14.1 million for the fourth quarter of 2018, as compared to $5.4 million for the third quarter of 2018 and $6.7 million for the fourth quarter of 2017. EBITDA, as adjusted, was $51.5 million for the fourth quarter of 2018, as compared to $52.1 million for the third quarter of 2018 and $50.5 million for the fourth quarter of 2017. Income before income taxes was $11.1 million as compared to incomebefore taxes of$11.2 million for the third quarter of 2018 and $5.2 million for the fourth quarter of 2017.

Selling, general and administrative expenses were $44.7 million in the fourth quarter of 2018, as compared with $45.1 million in the third quarter of 2018 and $44.5 million in the fourth quarter of 2017.

Contract Operations Segment

Contract operations revenue in the fourth quarter of 2018was $88.2 million, a 4%increase from third quarter 2018 revenue of $84.8 million and an 8%decrease from fourth quarter 2017 revenue of $95.3 million.

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Contract operations gross margin in the fourth quarter of 2018 was $61.6 million, as compared to gross margin of $57.1 million in the third quarter of 2018 and $61.1 million in fourth quarter of 2017. Gross margin percentage in the fourth quarter of 2018was 70%, as compared with 67% in the third quarter of 2018 and 64% in the fourth quarter of 2017. Contract operations backlog at the end of 2018 was $1.4 billion, flat when compared the third quarter 2018.

The margin increase was driven by productivity and commercial negotiations.

Aftermarket Services Segment

Aftermarket services revenue in the fourth quarter of 2018 was $32.0 million, a 7%increase from third quarter 2018 revenue of $30.0 million and a 5%increase from fourth quarter 2017 revenue of $30.5 million.

Aftermarket services gross margin in the fourth quarter of 2018 was $7.1 million, a 9%decrease from third quarter 2018 gross margin of $7.9 million and a 12%decrease from fourth quarter 2017 gross margin of $8.1 million. Gross margin percentage in the fourth quarter of 2018 was 22%, as compared with 26% in the third quarter of 2018 and 26% in the fourth quarter of 2017.

The sequential decline in gross margin was largely driven by an increase in the mix of parts sales.

Product Sales Segment

Product sales revenue in the fourth quarter of 2018 was $211.9 million, a 4%decrease from third quarter 2018 revenue of $220.0 million, and flat from fourth quarter 2017 revenue of $211.9 million.

Product sales gross margin in the fourth quarter of 2018 was $26.6 million, a 16%decrease from third quarter 2018 gross margin of $31.8 million and a 9%increase from fourth quarter 2017 gross margin of $24.5 million. Gross margin percentage in the fourth quarter of 2018 was 13% as compared with 14% in the third quarter of 2018 and 12% in the fourth quarter of 2017.

The decline in revenue for product sales sequentially was largely due to timing of processing and treating orders, along with incremental shop hours committed to contract operations projects. Although compression margins improved during the quarter the mix shift towards compression negatively impacted margin rate.

Product sales backlog was $705.8 million at December 31, 2018, as compared to $759.1 million at September 30, 2018 and $461.0 million at December 31, 2017. Product sales bookings for the fourth quarter of 2018 were $158.6 million, resulting in a book-to-bill ratio of 75%. This compares to bookings of $344.1 million for the third quarter of 2018 and bookings of $113.0 million for the fourth quarter of 2017.

Conference Call Information

The Company will host a conference call at 8:00 a.m. Central Time on Tuesday, February 26, 2019. The call can be accessed from the Company’s website at www.exterran.com or by telephone at 877-524-8416. For those who cannot listen to the live call, a telephonic replay will be available through March 5, 2019 and may be accessed by calling 877-660-6853 and using the pass code 13687171. A presentation will also be posted on the Company’s website prior to the conference call.

About Exterran Corporation

Exterran Corporation (NYSE: EXTN) is a global systems and process company offering solutions in the oil, gas, water and power markets. We are a provider of natural gas processing and treatment and compression products and services, providing critical midstream infrastructure solutions to customers throughout the world. Exterran Corporation is headquartered in Houston, Texas and operates in approximately 25 countries.

For more information, contact:

Blake Hancock, Vice President of Investor Relations, at 281-854-3043

Or visit www.exterran.com.

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Non-GAAP and Other Financial Information

Gross Margin is defined as revenue less cost of sales (excluding depreciation and amortization expense). Gross margin percentage is defined as gross margin divided by revenue. The Company evaluates the performance of its segments based on gross margin for each segment.

EBITDA, as adjusted, a non-GAAP measure, is defined as net income (loss) excluding income (loss) from discontinued operations (net of tax), cumulative effect of accounting changes (net of tax), income taxes, interest expense (including debt extinguishment costs), depreciation and amortization expense, impairment charges, restructuring and other charges, non-cash gains or losses from foreign currency exchange rate changes recorded on intercompany obligations, expensed acquisition costs and other items. EBITDA, as adjusted, excludes the benefit of the two previously announced sales of our Venezuelan assets.

Adjusted net income (loss) from continuing operations and diluted adjusted net income (loss) from continuing operations per common share, non-GAAP measures, are defined as net income (loss) and earnings per share, excluding the impact of income (loss) from discontinued operations (net of tax), cumulative effect of accounting changes (net of tax), impairment charges (net of tax), restructuring and other charges (net of tax), the benefit of the previously announced sale of our joint ventures’ Venezuelan assets, the effect of income tax adjustments that are outside of the Company’s anticipated effective tax rates and other items.

See tables below for additional information concerning non-GAAP financial information, including a reconciliation of the non-GAAP financial information presented in this press release to the most directly comparable financial information presented in accordance with GAAP. Non-GAAP financial information supplements should be read together with, and are not an alternative or substitute for, the Company’s financial results reported in accordance with GAAP. Because non-GAAP financial information is not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names.

Forward-Looking Statements

All statements in this release (and oral statements made regarding the subjects of this release) other than historical facts are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These statements may include words such as “guidance,” “anticipate,” “estimate,” “expect,” “forecast,” “project,” “plan,” “intend,” “believe,” “confident,” “may,” “should,” “can have,” “likely,” “future” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events. Examples of forward-looking information in this release include, but are not limited to: Exterran’s financial and operational strategies and ability to successfully effect those strategies; Exterran’s expectations regarding future economic and market conditions; Exterran’s financial and operational outlook and ability to fulfill that outlook; demand for Exterran’s products and services and growth opportunities for those products and services; and statements regarding industry activity levels and infrastructure build-out opportunities.

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These forward-looking statements rely on a number of assumptions concerning future events and are subject to a number of uncertainties and factors, many of which are outside Exterran’s control, which could cause actual results to differ materially from such statements. As a result, any such forward-looking statements are not guarantees of future performance or results. While Exterran believes that the assumptions concerning future events are reasonable, it cautions that there are inherent difficulties in predicting certain important factors that could impact the future performance or results of its business. Among the factors that could cause results to differ materially from those indicated by such forward-looking statements are: local, regional, national and international economic conditions and the impact they may have on Exterran and its customers; Exterran’s reduced profit margins or loss of market share resulting from competition or the introduction of competing technologies by other companies; Exterran’s ability to secure new oil and gas product sales customers; conditions in the oil and gas industry, including a sustained imbalance in the level of supply or demand for oil or natural gas or a sustained low price of oil or natural gas; Exterran’s ability to timely and cost-effectively execute projects; Exterran enhancing its asset utilization, particularly with respect to its fleet of compressors; Exterran’s ability to integrate acquired businesses; employment and workforce factors, including the ability to hire, train and retain key employees; Exterran’s ability to accurately estimate costs and time required under Exterran’s fixed price contracts; liability related to the use of Exterran’s products and services; changes in political or economic conditions in key operating markets, including international markets; changes in current exchange rates, including the risk of currency devaluations by foreign governments, and restrictions on currency repatriation; risks associated with Exterran’s operations, such as equipment defects, equipment malfunctions and natural disasters; risks associated with cyber-based attacks or network security breaches; any non-performance by third parties of their contractual obligations, including the financial condition of our customers; changes in safety, health, environmental and other regulations; the results of governmental actions relating to Exterran’s pending Securities and Exchange Commission investigation; and Exterran’s indebtedness and its ability to fund its operations, capital commitments and other contractual cash obligations, including our debt obligations.

These forward-looking statements are also affected by the risk factors, forward-looking statements and challenges and uncertainties described in Exterran’s Annual Report on Form 10-K for the year ended December 31, 2017, and other filings with the Securities and Exchange Commission available on the Securities and Exchange Commission’s website www.sec.gov. A discussion of these risks is expressly incorporated by reference into this release. Except as required by law, Exterran expressly disclaims any intention or obligation to revise or update any forward-looking statements whether as a result of new information, future events or otherwise.

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EXTERRAN CORPORATION
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
	Three Months Ended								Years Ended
	December 31,			September 30,			December 31,		December 31,			December 31,
	2018			2018			2017		2018			2017
Revenues:
Contract operations	$	88,165		$	84,828		$	95,322	$	360,973		$	375,269
Aftermarket services	32,045			29,993			30,496		120,676			107,063
Product sales	211,943			220,028			211,871		879,207			732,962
	332,153			334,849			337,689		1,360,856			1,215,294
Costs and expenses:
Cost of sales (excluding depreciation and amortization expense):
Contract operations	26,613			27,768			34,251		122,138			133,380
Aftermarket services	24,925			22,138			22,428		89,666			78,221
Product sales	185,320			188,206			187,372		765,624			656,553
Selling, general and administrative	44,674			45,103			44,463		178,401			176,318
Depreciation and amortization	31,601			31,108			29,714		123,922			107,824
Long-lived asset impairment	—			2,054			5,700		3,858			5,700
Restatement related charges (recoveries), net	42			(342		)	408		(276		)	3,419
Restructuring and other charges	311			264			154		1,997			3,189
Interest expense	7,430			7,685			7,497		29,217			34,826
Other (income) expense, net	145			(285		)	537		6,484			(975		)
	321,061			323,699			332,524		1,321,031			1,198,455
Income before income taxes	11,092			11,150			5,165		39,825			16,839
Provision for income taxes	16,365			7,954			3,082		39,433			22,695
Income (loss) from continuing operations	(5,273		)	3,196			2,083		392			(5,856		)
Income from discontinued operations, net of tax	19,346			2,173			4,579		24,462			39,736
Net income	$	14,073		$	5,369		$	6,662	$	24,854		$	33,880
Basic net income per common share:
Income (loss) from continuing operations per common share	$	(0.15	)	$	0.09		$	0.06	$	0.01		$	(0.17	)
Income from discontinued operations per common share	0.55			0.06			0.12		0.67			1.14
Net income per common share	$	0.40		$	0.15		$	0.18	$	0.68		$	0.97
Diluted net income per common share:
Income (loss) from continuing operations per common share	$	(0.15	)	$	0.09		$	0.06	$	0.01		$	(0.17	)
Income from discontinued operations per common share	0.55			0.06			0.12		0.67			1.14
Net income per common share	$	0.40		$	0.15		$	0.18	$	0.68		$	0.97
Weighted average common shares outstanding used in net income per common share:
Basic	35,567			35,480			35,101		35,433			34,959
Diluted	35,567			35,544			35,179		35,489			34,959

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EXTERRAN CORPORATION
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
	December 31,
	2018		2017
ASSETS
Current assets:
Cash and cash equivalents	$	19,300	$	49,145
Restricted cash	178		546
Accounts receivable, net	248,467		266,052
Inventory, net	150,689		107,909
Costs and estimated earnings in excess of billings on uncompleted contracts	—		40,695
Contract assets	91,602		—
Other current assets	44,234		38,707
Current assets held for sale	—		15,761
Current assets associated with discontinued operations	11,605		23,751
Total current assets	566,075		542,566
Property, plant and equipment, net	901,577		822,279
Deferred income taxes	11,370		10,550
Intangible and other assets, net	86,371		76,980
Long-term assets held for sale	—		4,732
Long-term assets associated with discontinued operations	1,661		3,700
Total assets	$	1,567,054	$	1,460,807
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable, trade	$	165,744	$	148,744
Accrued liabilities	123,335		114,336
Deferred revenue	—		23,902
Billings on uncompleted contracts in excess of costs and estimated earnings	—		89,565
Contract liabilities	153,483		—
Current liabilities associated with discontinued operations	14,767		31,971
Total current liabilities	457,329		408,518
Long-term debt	403,810		368,472
Deferred income taxes	6,005		9,746
Long-term deferred revenue	—		92,485
Long-term contract liabilities	101,363		—
Other long-term liabilities	39,812		20,272
Long-term liabilities associated with discontinued operations	5,914		6,528
Total liabilities	1,014,233		906,021
Total stockholders’ equity	552,821		554,786
Total liabilities and stockholders’ equity	$	1,567,054	$	1,460,807

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EXTERRAN CORPORATION
UNAUDITED SUPPLEMENTAL INFORMATION
(In thousands, except percentages)
	Three Months Ended									Years Ended
	December 31,			September 30,			December 31,			December 31,			December 31,
	2018			2018			2017			2018			2017
Revenues:
Contract operations	$	88,165		$	84,828		$	95,322		$	360,973		$	375,269
Aftermarket services	32,045			29,993			30,496			120,676			107,063
Product sales	211,943			220,028			211,871			879,207			732,962
	$	332,153		$	334,849		$	337,689		$	1,360,856		$	1,215,294
Gross margin:
Contract operations	$	61,552		$	57,060		$	61,071		$	238,835		$	241,889
Aftermarket services	7,120			7,855			8,068			31,010			28,842
Product sales	26,623			31,822			24,499			113,583			76,409
Total	$	95,295		$	96,737		$	93,638		$	383,428		$	347,140
Gross margin percentage:
Contract operations	70		%	67		%	64		%	66		%	64		%
Aftermarket services	22		%	26		%	26		%	26		%	27		%
Product sales	13		%	14		%	12		%	13		%	10		%
Total	29		%	29		%	28		%	28		%	29		%
Selling, general and administrative	$	44,674		$	45,103		$	44,463		$	178,401		$	176,318
% of revenue	13		%	13		%	13		%	13		%	15		%
EBITDA, as adjusted	$	51,472		$	52,083		$	50,501		$	205,498		$	173,155
% of revenue	15		%	16		%	15		%	15		%	14		%
Capital expenditures	$	62,882		$	57,992		$	52,551		$	215,108		$	131,673
Revenue by Geographical Regions:
North America	$	189,714		$	215,015		$	217,247		$	858,934		$	730,701
Latin America	68,865			64,960			79,688			274,414			292,706
Middle East and Africa	63,962			41,653			26,311			163,093			141,236
Asia Pacific	9,612			13,221			14,443			64,415			50,651
Total revenues	$	332,153		$	334,849		$	337,689		$	1,360,856		$	1,215,294
	As of
	December 31,			September 30,			December 31,			December 31,			December 31,
	2018			2018			2017			2018			2017
Product Sales Backlog:
Compression equipment	$	471,827		$	464,866		$	254,745		$	471,827		$	254,745
Processing and treating equipment	229,258			284,943			178,814			229,258			178,814
Production equipment	2,438			5,450			14,138			2,438			14,138
Other product sales	2,246			3,879			13,349			2,246			13,349
Total product sales backlog	$	705,769		$	759,138		$	461,046		$	705,769		$	461,046

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EXTERRAN CORPORATION
UNAUDITED NON-GAAP FINANCIAL MEASURES
(In thousands, except per share amounts)
	Three Months Ended									Years Ended
	December 31,			September 30,			December 31,			December 31,			December 31,
	2018			2018			2017			2018			2017
Non-GAAP Financial Information—Reconciliation of Income before income taxes to Total gross margin:
Income before income taxes	$	11,092		$	11,150		$	5,165		$	39,825		$	16,839
Selling, general and administrative	44,674			45,103			44,463			178,401			176,318
Depreciation and amortization	31,601			31,108			29,714			123,922			107,824
Long-lived asset impairment	—			2,054			5,700			3,858			5,700
Restatement related charges (recoveries), net	42			(342		)	408			(276		)	3,419
Restructuring and other charges	311			264			154			1,997			3,189
Interest expense	7,430			7,685			7,497			29,217			34,826
Other (income) expense, net	145			(285		)	537			6,484			(975		)
Total gross margin (1)	$	95,295		$	96,737		$	93,638		$	383,428		$	347,140
Non-GAAP Financial Information—Reconciliation of Net income to EBITDA, as adjusted:
Net income	$	14,073		$	5,369		$	6,662		$	24,854		$	33,880
Income from discontinued operations, net of tax	(19,346		)	(2,173		)	(4,579		)	(24,462		)	(39,736		)
Depreciation and amortization	31,601			31,108			29,714			123,922			107,824
Long-lived asset impairment	—			2,054			5,700			3,858			5,700
Restatement related charges (recoveries), net	42			(342		)	408			(276		)	3,419
Restructuring and other charges	311			264			154			1,997			3,189
Interest expense	7,430			7,685			7,497			29,217			34,826
(Gain) loss on currency exchange rate remeasurement of intercompany balances	996			164			1,957			5,241			(516		)
Loss on sale of business	—			—			—			1,714			111
Penalties from Brazilian tax programs	—			—			(94		)	—			1,763
Provision for income taxes	16,365			7,954			3,082			39,433			22,695
EBITDA, as adjusted (2)	$	51,472		$	52,083		$	50,501		$	205,498		$	173,155
Non-GAAP Financial Information—Reconciliation of Net income (loss) to Adjusted net loss from continuing operations:
Net income	$	14,073		$	5,369		$	6,662		$	24,854		$	33,880
Income from discontinued operations, net of tax	(19,346		)	(2,173		)	(4,579		)	(24,462		)	(39,736		)
Income (loss) from continuing operations	(5,273		)	3,196			2,083			392			(5,856		)
Adjustment for items:
Long-lived asset impairment	—			2,054			5,700			3,858			5,700
Restatement related charges (recoveries), net	42			(342		)	408			(276		)	3,419
Restructuring and other charges	311			264			154			1,997			3,189
Loss on sale of business	—			—			—			1,714			111
Penalties from Brazilian tax programs	—			—			(94		)	—			1,763
Interest expense from Brazilian tax programs	—			—			(47		)	—			2,357
Tax impact of adjustments (3)	(87		)	(196		)	22			(733		)	(1,458		)
Income tax benefit from Brazilian tax programs	—			—			(400		)	—			(14,244		)
Income tax benefit from U.S. and Argentina tax reforms	—			—			(8,708		)	—			(8,708		)
Adjusted net income (loss) from continuing operations (4)	$	(5,007	)	$	4,976		$	(882	)	$	6,952		$	(13,727	)
Diluted income (loss) from continuing operations per common share	$	(0.15	)	$	0.09		$	0.06		$	0.01		$	(0.17	)
Adjustment for items, after-tax, per diluted common share	0.01			0.05			(0.09		)	0.18			(0.22		)
Diluted adjusted net income (loss) from continuing operations per common share (4) (5)	$	(0.14	)	$	0.14		$	(0.03	)	$	0.19		$	(0.39	)

⁽¹⁾ Management evaluates the performance of each of the Company’s segments based on gross margin. Total gross margin, a non-GAAP measure, is included as a supplemental disclosure because it is a primary measure used by our management to evaluate the results of revenue and cost of sales (excluding depreciation and amortization expense), which are key components of our operations. Management believes total gross margin is important supplemental information for investors because it focuses on the current performance of our operations and excludes the impact of the prior historical costs of the assets acquired or constructed that are utilized in those operations, the indirect costs associated with our SG&A activities, the impact of our financing methods, restatement related charges (recoveries), restructuring and other charges and income taxes. In addition, the inclusion of depreciation and amortization expense may not accurately reflect the costs required to maintain and replenish the operational usage of our assets and therefore may not portray the costs from current operating activity.

⁽²⁾ Management believes EBITDA, as adjusted, is an important measure of operating performance because it allows management, investors and others to evaluate and compare our core operating results from period to period by removing the impact of our capital structure (interest expense from outstanding debt), asset base (depreciation and amortization), our subsidiaries’ capital structure (non-cash gains or losses from foreign currency exchange rate changes on intercompany obligations), tax consequences, impairment charges, restatement related charges (recoveries), restructuring and other charges, expensed acquisition costs and other items. Management uses EBITDA, as adjusted, as supplemental measures to review current period operating performance, comparability measures and performance measures for period to period comparisons. In addition, the Company's compensation committee has used EBITDA, as adjusted, in evaluating the performance of the Company and management and in evaluating certain components of executive compensation, including performance-based annual incentive programs.

⁽³⁾ The tax impacts of adjustments were based on the Company’s statutory tax rates applicable to each item in the appropriate taxing jurisdictions. Using statutory tax rates for presentation of the non-GAAP measures allows a consistent basis for investors to understand financial performance of the Company across historical periods. The overall effective tax rate on adjustments was impacted by the inability to recognize tax benefits from charges in jurisdictions that are in cumulative loss positions.

⁽⁴⁾ Management believes adjusted net income (loss) from continuing operations and diluted adjusted net income (loss) from continuing operations per common share provides useful information to investors because it allows management, investors and others to evaluate and compare our core operating results from period to period by removing the impact of impairment charges, restructuring and other charges, restatement related charges (recoveries), expensed acquisition costs and other items not appropriately reflective of our core business.

⁽⁵⁾ Diluted adjusted net income (loss) from continuing operations per common share, was computed using the two-class method to determine the net income (loss) per share for each class of common stock and participating security (certain of our restricted stock and restricted stock units) according to participation rights in undistributed earnings. Accordingly, we have excluded adjusted net income from continuing operations attributable to participating securities of $0.1 million and $0.2 million for the three months ended September 30, 2018 and year ended December 31, 2018, respectively, from our calculation of diluted adjusted net income (loss) from continuing operations per common share.

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