Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 28, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 001-35436 | ||
Entity Registrant Name | TECNOGLASS INC. | ||
Entity Central Index Key | 0001534675 | ||
Entity Tax Identification Number | 98-1271120 | ||
Entity Incorporation, State or Country Code | E9 | ||
Entity Address, Address Line One | Avenida Circunvalar a 100 mts de la Via 40 | ||
Entity Address, Address Line Two | Barrio Las Flores | ||
Entity Address, City or Town | Barranquilla | ||
Entity Address, Country | CO | ||
Entity Address, Postal Zip Code | 00000 | ||
City Area Code | (+57)(605) | ||
Local Phone Number | 373 4000 | ||
Title of 12(b) Security | Ordinary Shares | ||
Trading Symbol | TGLS | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 407,317,050 | ||
Entity Common Stock, Shares Outstanding | 47,674,773 | ||
Documents Incorporated by Reference | None | ||
ICFR Auditor Attestation Flag | true | ||
Auditor Firm ID | 6466 | ||
Auditor Name | PwC Contadores y Auditores S. A. S. | ||
Auditor Location | Barranquilla, Colombia |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 85,011 | $ 67,668 |
Investments | 1,977 | 2,387 |
Trade accounts receivable, net | 110,539 | 89,376 |
Due from related parties | 2,252 | 2,186 |
Inventories | 84,975 | 81,249 |
Contract assets – current portion | 18,667 | 28,405 |
Other current assets | 22,854 | 13,890 |
Total current assets | 326,275 | 285,161 |
Long-term assets: | ||
Property, plant and equipment, net | 166,629 | 152,474 |
Deferred income taxes | 596 | 268 |
Contract assets – non-current | 11,853 | 10,228 |
Long-term trade accounts receivable | 3,995 | 2,985 |
Intangible assets | 3,337 | 5,112 |
Goodwill | 23,561 | 23,561 |
Long-term investments | 51,160 | 47,535 |
Other long-term assets | 4,157 | 2,788 |
Total long-term assets | 265,288 | 244,951 |
Total assets | 591,563 | 530,112 |
Current liabilities: | ||
Short-term debt and current portion of long-term debt | 10,700 | 1,764 |
Trade accounts payable and accrued expenses | 68,084 | 42,326 |
Accrued interest expense | 3 | 7,175 |
Due to related parties | 3,857 | 4,238 |
Dividends payable | 3,141 | 1,352 |
Contract liability – current portion | 45,213 | 27,242 |
Other current liabilities | 24,017 | 9,959 |
Total current liabilities | 155,015 | 94,056 |
Long-term liabilities: | ||
Deferred income taxes | 3,417 | 3,170 |
Long-term liabilities from related parties | 645 | |
Contract liability – non-current | 78 | 977 |
Long-term debt | 188,355 | 222,722 |
Total long-term liabilities | 191,850 | 227,514 |
Total liabilities | 346,865 | 321,570 |
SHAREHOLDERS’ EQUITY | ||
Preferred shares, $0.0001 par value, 1,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2021 and December 31, 2020 respectively | ||
Ordinary shares, $0.0001 par value, 100,000,000 shares authorized, 47,674,773 and 46,117,631 shares issued and outstanding at December 31, 2021 and December 31, 2020, respectively | 5 | 5 |
Legal Reserves | 2,273 | 2,273 |
Additional paid-in capital | 219,290 | 219,290 |
Retained earnings | 91,045 | 29,926 |
Accumulated other comprehensive (loss) | (68,751) | (43,512) |
Shareholders’ equity attributable to controlling interest | 243,862 | 207,982 |
Shareholders’ equity attributable to non-controlling interest | 836 | 560 |
Total shareholders’ equity | 244,698 | 208,542 |
Total liabilities and shareholders’ equity | $ 591,563 | $ 530,112 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred shares, par value | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 1,000,000 | 1,000,000 |
Preferred shares, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Ordinary shares, par value | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 |
Ordinary shares, shares issued | 47,674,773 | 46,117,631 |
Ordinary shares, shares outstanding | 47,674,773 | 46,117,631 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating revenues: | ||
Total operating revenues | $ 496,785 | $ 376,607 |
Cost of sales | 294,201 | 237,166 |
Gross profit | 202,584 | 139,441 |
Operating expenses: | ||
Selling expense | (49,768) | (39,065) |
General and administrative expense | (35,831) | (34,669) |
Total operating expenses | (85,599) | (73,734) |
Operating income | 116,985 | 65,707 |
Non-operating income, net | 608 | 89 |
Equity method income | 4,177 | 1,387 |
Foreign currency transactions losses | (4,308) | (8,638) |
Interest expense and deferred cost of financing | (9,850) | (21,671) |
Loss on extinguishment of debt | (10,699) | |
Income before taxes | 96,913 | 36,874 |
Income tax provision | (28,485) | (13,033) |
Net income | 68,428 | 23,841 |
Loss attributable to non-controlling interest | (277) | 34 |
Income attributable to parent | 68,151 | 23,875 |
Comprehensive income: | ||
Net income | 68,428 | 23,836 |
Foreign currency translation adjustments | (25,080) | (3,898) |
Change in fair value derivative contracts | (159) | (350) |
Total comprehensive income | 43,189 | 19,588 |
Comprehensive (loss) income attributable to non-controlling interest | (277) | 39 |
Total comprehensive income attributable to parent | $ 42,912 | $ 19,622 |
Basic income per share | $ 1.43 | $ 0.51 |
Diluted income per share | $ 1.43 | $ 0.51 |
Basic weighted average common shares outstanding | 47,674,773 | 46,398,428 |
Diluted weighted average common shares outstanding | 47,674,773 | 46,398,428 |
External Customers [Member] | ||
Operating revenues: | ||
Total operating revenues | $ 494,665 | $ 375,058 |
Related Parties [Member] | ||
Operating revenues: | ||
Total operating revenues | $ 2,120 | $ 1,549 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Legal Reserves [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total Shareholders Equity Attributable To Parent [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance at Dec. 31, 2019 | $ 5 | $ 208,283 | $ 1,367 | $ 12,148 | $ (39,264) | $ 182,539 | $ 594 | $ 183,133 |
Beginning balance, shares at Dec. 31, 2019 | 46,117,631 | |||||||
Issuance of common stock | 10,900 | 10,900 | 10,900 | |||||
Issuance of common stock, shares | 1,557,142 | |||||||
Dividend | 107 | (5,191) | (5,084) | (5,084) | ||||
Legal reserve | 906 | (906) | ||||||
Derivative financial instruments | (350) | (350) | (350) | |||||
Foreign currency translation | (3,898) | (3,898) | (3,898) | |||||
Net income | 23,875 | 23,875 | (34) | 23,841 | ||||
Ending balance at Dec. 31, 2020 | $ 5 | 219,290 | 2,273 | 29,926 | (43,512) | 207,982 | 560 | 208,542 |
Ending balance, shares at Dec. 31, 2020 | 47,674,773 | |||||||
Issuance of common stock | ||||||||
Dividend | (7,032) | (7,032) | (7,032) | |||||
Legal reserve | ||||||||
Derivative financial instruments | (159) | (159) | (159) | |||||
Foreign currency translation | (25,080) | (25,080) | (25,080) | |||||
Net income | 68,151 | 68,151 | 277 | 68,428 | ||||
Ending balance at Dec. 31, 2021 | $ 5 | $ 219,290 | $ 2,273 | $ 91,045 | $ (68,751) | $ 243,862 | $ 836 | $ 244,698 |
Ending balance, shares at Dec. 31, 2021 | 47,674,773 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 68,428 | $ 23,836 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for bad debts | 1,599 | 1,196 |
Provision for obsolete inventory | 53 | 143 |
Depreciation and amortization | 20,923 | 20,623 |
Deferred income taxes | 4,400 | 6,581 |
Equity method income | (4,177) | (1,387) |
Deferred cost of financing | 1,368 | 972 |
Other non-cash adjustments | (91) | (123) |
Loss on debt extinguishment | 2,333 | |
Unrealized currency translation losses | 14,175 | 7,930 |
Changes in operating assets and liabilities: | ||
Trade accounts receivables | (38,515) | 5,827 |
Inventories | (16,747) | (1,675) |
Prepaid expenses | (3,293) | (1,397) |
Other assets | (15,312) | 13,377 |
Trade accounts payable and accrued expenses | 38,001 | (20,768) |
Accrued interest expense | (7,173) | (417) |
Taxes payable | 16,125 | (6,566) |
Labor liabilities | 357 | 115 |
Contract assets and liabilities | 28,593 | 22,815 |
Related parties | 6,206 | 629 |
CASH PROVIDED BY OPERATING ACTIVITIES | 117,253 | 71,711 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Proceeds from sale of investments | 685 | 471 |
Proceeds from sale of property and equipment | 130 | 6 |
Purchase of investments | (63) | (265) |
Acquisition of property and equipment | (51,513) | (18,323) |
CASH USED IN INVESTING ACTIVITIES | (50,761) | (18,111) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Cash dividend | (5,243) | (3,801) |
Debt extinguishment – Call premium | (8,610) | |
Proceeds from debt | 221,350 | 41,343 |
Debt modification costs | (1,489) | (6,384) |
Repayments of debt | (249,797) | (64,694) |
CASH USED IN FINANCING ACTIVITIES | (43,789) | (33,536) |
Effect of exchange rate changes on cash and cash equivalents | (5,360) | (795) |
NET INCREASE IN CASH | 17,343 | 19,269 |
CASH - Beginning of period | 67,668 | 48,399 |
CASH - End of period | 85,011 | 67,668 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Interest | 15,531 | 19,168 |
Income Tax | 15,296 | 10,863 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Assets acquired under credit or debt | $ 1,859 | $ 2,242 |
General
General | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | Note 1. General Business Description Tecnoglass Inc., a Cayman Islands exempted company (the “Company”, “Tecnoglass,” “TGI,” “we, “us” or “our”) manufactures hi-specification, architectural glass and windows for the global residential and commercial construction industries. Currently the Company offers design, production, marketing, and installation of architectural systems for buildings of high, medium and low elevation size. Products include windows and doors in glass and aluminum, office partitions and interior divisions, floating facades and commercial window showcases. The Company sells to customers in North, Central and South America, and exports more than 90% of its production to foreign countries. The Company manufactures both glass and aluminum products. Its glass products include tempered glass, laminated glass, thermo-acoustic glass, curved glass, silk-screened glass, acoustic glass and digital print glass. Its Alutions plant produces mill finished, anodized, painted aluminum profiles and rods, tubes, bars and plates. Alutions’ operations include extrusion, smelting, painting and anodizing processes, and exporting, importing and marketing aluminum products. The Company also designs, manufactures, markets and installs architectural systems for high, medium and low-rise construction, glass and aluminum windows and doors, office dividers and interiors, floating facades and commercial display windows. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Management’s Estimates The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the accounting and disclosure rules and regulations of the Securities and Exchange Commission (“SEC”). The preparation of the accompanying consolidated financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities at the date of the Company’s financial statements. Actual results may differ from these estimates under different assumptions and conditions. Estimates inherent in the preparation of these consolidated financial statements relate to the collectability of account receivables, the valuation of inventories, estimated earnings on uncompleted contracts, income taxes, useful lives and potential impairment of long-lived assets. Principles of Consolidation These audited consolidated financial statements consolidate TGI, its subsidiaries Tecnoglass S.A.S (“TG”), C.I. Energía Solar S.A.S E.S. Windows (“ES”), ES Windows LLC (“ESW LLC”), Tecnoglass LLC (“Tecno LLC”), Tecno RE LLC (“Tecno RE”), GM&P Consulting and Glazing Contractors (“GM&P”), Componenti USA LLC, ES Metals SAS (“ES Metals”), and Ventanas Solar S.A (“VS”), which are entities in which we have a controlling financial interest because we hold a majority voting interest. To determine if we hold a controlling financial interest in an entity, we first evaluate if we are required to apply the variable interest entity (“VIE”) model to the entity, otherwise the entity is evaluated under the voting interest model. All significant intercompany accounts and transactions are eliminated in consolidation, including unrealized intercompany profits and losses. The equity method of accounting is used for investments in affiliates and other joint ventures over which the Company has significant influence but does not have effective control. Non-controlling interest When the Company owns a majority of a subsidiary’s stock, the Company includes in its consolidated financial statements the non-controlling interest in the subsidiary. The non-controlling interest in the Consolidated Statements of Operations and Other Comprehensive Income is equal to the non-controlling proportionate share of the subsidiary’s net income and, as included in Shareholders’ Equity on the Consolidated Balance Sheet, is equal to the non-controlling proportionate share of the subsidiary’s net assets. Foreign Currency Translation and Transactions The consolidated financial statements are presented in U.S. Dollars, the reporting currency. Our foreign subsidiaries’ local currency is the Colombian Peso, which is also their functional currency as determined by the market analysis, costs and expenses, assets, liabilities, financing and cash flow indicators. As such, our subsidiaries’ assets and liabilities are translated at the exchange rate in effect at the balance sheet date, with equity being translated at the historical rates. Revenues and expenses of our foreign subsidiaries are translated at the average exchange rates for the period. The resulting cumulative foreign currency translation adjustments from this process are included as a component of accumulated other comprehensive income (loss). Therefore, the U.S. Dollar value of these items in our financial statements fluctuates from period to period. Cash and Cash Equivalents Cash and cash equivalents include investments with original maturities of three months or less. As of December 31, 2021, and 2020, cash and cash equivalents were primarily comprised of deposits held in operating accounts in the United States, and to a lesser amount, Colombia and Panama. As of December 31, 2021 and 2020 the Company had no Investments The Company’s investments are comprised of marketable securities, short term deposits and income producing real estate. Investments which are held for trading are recorded at fair value and fluctuations in value are recorded as a non-operating income or expense. In addition, we have investments in long-term marketable equity securities which are classified as available-for-sale securities and are recorded at fair value. Short- term deposits and other financial instruments with maturities greater than 90 days and shares in other companies that do not meet the requirements for equity method treatment are recorded for at cost. Trade Accounts Receivable Trade accounts receivable are recorded net of allowances for cash discounts for prompt payment, doubtful accounts and sales returns. The Company’s policy is to reserve for uncollectible accounts based on its best estimate of the amount of probable credit losses in its existing accounts receivable. The Company periodically reviews its accounts receivable to determine whether an allowance for doubtful accounts is necessary based on an analysis of past due accounts and other factors that may indicate that the collectability of an account may be in doubt. Other factors that the Company considers include its existing contractual obligations, historical payment patterns of its customers and individual customer circumstances, and a review of the local economic environment and its potential impact on the collectability of accounts receivable. Account balances are deemed to be uncollectible and are charged off within 90 days of having recorded an allowance and all means of collection have been exhausted and the potential for recovery is considered remote. On certain fixed price contracts, a portion of the amounts billed are withheld by the customer as a retainage which typically amount to 10 Concentration of Risks and Uncertainties Financial instruments which potentially subject the Company to credit risk consist primarily of cash and trade accounts receivable. The Company mitigates its cash risk by maintaining its cash deposits with major financial institutions in the United States and Colombia. As discussed above, the Company mitigates its risk to trade accounts receivable by performing on-going credit evaluations of its customers. Related party transactions The Company has related party transactions such as sales, purchases, and other payments. We periodically performed a related party analysis to identify transactions to disclose. Depending on the transactions´ nature and materiality, we aggregate some related party information by type. Inventories Inventories of raw materials, which consist primarily of purchased and processed glass, aluminum, parts and supplies held for use in the ordinary course of business, are valued at the lower of cost or market. Cost is determined using a weighted-average method. Inventory consisting of certain job specific materials not yet finished (work in process) are valued using the specific identification method. Cost for finished product inventory are recorded and maintained at the lower of cost or market. Cost includes raw materials and direct and applicable indirect manufacturing overheads. Reserves for excess or slow-moving raw materials inventories are updated based on historical experience of a variety of factors including sales volume and levels of inventories at the end of the period. The Company does not maintain allowances for the lower of cost or market for inventories of finished products as its products are manufactured based on firm orders rather than built-to-stock. Property, Plant and Equipment Property, plant and equipment are recorded at cost. Significant improvements and renewals that extend the useful life of the asset are capitalized. Interest caused while acquired property is under construction and installation are capitalized. Repairs and maintenance are charged to expense as incurred. When property is retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any related gains or losses are included in income as a reduction to or increase in selling, general and administrative expenses. Depreciation is computed on a straight-line basis, based on the following estimated useful lives: Schedule of Property, Plant and Equipment Estimated Useful Lives Buildings 20 Machinery and equipment 10 Furniture and fixtures 10 Office equipment and software 5 Vehicles 5 Aircraft 30 The Company also records within fixed assets all the underlying assets of a capital lease. Initial recognition of these assets are done at the present value of all future lease payments. A capital lease is a lease in which the lessor transferred substantially all of the benefits and risks associated with the ownership of the property. Long Lived Assets The Company periodically reviews the carrying values of its long lived assets when events or changes in circumstances would indicate that it is more likely than not that their carrying values may exceed their realizable values, and record impairment charges when considered necessary. The outbreak of COVID-19 and its associated economic impact, including a significant decrease in the market price of our ordinary shares, was considered a triggering event as of the first quarter of 2020, requiring us to reassess our goodwill and long-lived asset valuations, as well as assumptions of future income from underlying assets, and there was no new trigger in the second, third or fourth quarter of 2020.The extent of the impact of the pandemic depends on future developments which are highly uncertain. When circumstances indicate that an impairment may have occurred, the Company tests such assets for recoverability by comparing the estimated undiscounted future cash flows expected to result from the use of such assets and their eventual disposition to their carrying amounts. If the undiscounted future cash flows are less than the carrying amount of the asset, an impairment loss, measured as the excess of the carrying value of the asset over its estimated fair value, is recognized. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. Goodwill We review goodwill for impairment each year on December 31 st Under ASC 350-20-35-4 through 35-8A, the goodwill impairment test requires a comparison of the fair value of the reporting unit with its carrying amount, including goodwill. If the carrying amount of the reporting unit is greater than zero and its fair value exceeds its carrying amount, goodwill of the reporting unit is considered not impaired. The Company has only one reporting unit and as such the impairment analysis was done by comparing the Company’s market capitalization with its book value of equity. As of December 31, 2021, the Company’s market capitalization substantially exceeded its book value of equity and as such no impairment of goodwill was indicated. See Note 11- Goodwill and Intangible Assets for additional information. Intangible Assets Intangible assets with definite lives subject to amortization are amortized on a straight-line basis. We also review these intangibles for impairment when events or significant changes in circumstance indicate that the carrying value may not be recoverable. Events or circumstances that indicate that impairment testing may be required include changes in building codes and regulation, loss of key personnel or a significant adverse change in business climate or regulations. There were no triggering events or circumstances noted and as such no impairment was needed for the intangible assets subject to amortization. See Note 11 - Goodwill and Intangible Assets for additional information. Leases We determine if an arrangement is a lease at inception. We include finance lease right-of-use assets as part of property and equipment and the lease liability as part of our current portion of long-term debt and long-term debt on our Consolidated Balance Sheet. Leases considered short-term are not capitalized, given our election not to recognize right-of-use assets and lease liabilities arising from short-term leases, but instead considered operating leases and the resulting rental expense is recognized on our Consolidated Statement of Operations as incurred. Finance lease right-of-use assets and lease liabilities are recognized based on the present value of the future lease payments over the lease term at commencement date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Financial Liabilities Financial liabilities correspond to the financing obtained by the Company through bank credit facilities and accounts payable to suppliers and creditors. Financial liabilities are initially recognized based on their fair value, which is usually equal to the transaction value less directly attributable costs. Subsequently, such financial liabilities are carried at their amortized cost according to the effective interest rate method determined at initial recognition, and recognized in the results of the period during the time of amortization of the financial obligation. Fair Value of Financial Instruments ASC 820, Fair Value Measurements The standard describes three level of inputs that may be used to measure fair value: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable by observable market data for substantially the full term of the assets or liabilities. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. See Note 15 – Hedging Activities and Fair Value Measurements. Derivative Financial Instruments The Company recognizes all derivative financial instruments as either assets or liabilities at fair value on the consolidated balance sheet. The unrealized gains or losses arising from changes in fair value of derivative instruments that are designated and qualify as cash flow hedges, are recorded in the consolidated statement of comprehensive income. Amounts in Accumulated other comprehensive loss on the consolidated balance sheet are reclassified into the consolidated statement of income in the same period or periods during which the hedged transactions are settled. Revenue Recognition Our principal sources of revenue are derived from product sales, sometimes referred to as standard form sales, and supply and installation contracts, sometimes referred to as revenues from fixed price contracts. We identified one single performance obligation for both forms of sales. Revenue is recognized when control is transferred to our customers. For product sales, the performance obligations are satisfied at a point in time and control is deemed to be transferred. Approximately 16 To determine the proper revenue recognition method, the Company first evaluates each of its contractual arrangements to identify its performance obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. All the Company’s contracts have a single performance obligation because the promise to transfer the individual good or service is not separately identifiable from other promises within the contract and is, therefore, not distinct. These contractual arrangements either require the use of a highly specialized manufacturing process to provide goods according to customer specifications or represent a bundle of contracted goods and services that are integrated and together represent a combined output, which may include the delivery of multiple units. These performance obligations are satisfied over time. Sales are recognized over time when control is continuously transferred to the customer during the contract. The continuous transfer of control to the customer is supported by contract clauses that provide for progress or performance-based payments. Generally, if a customer unilaterally terminates a contract, the Company has the right to receive payment for costs incurred plus a reasonable profit for products and services that do not have alternative use to the Company. Sales are recorded using the cost-to-cost method on supply and installation contracts that include performance obligations satisfied over time. These sales are generally recorded at amounts equal to the ratio of actual cumulative costs incurred divided by total estimated costs at completion, multiplied by (i) the transaction price, less (ii) the cumulative sales recognized in prior periods. Accounting for the sales and profits on performance obligations for which progress is measured using the cost-to-cost method involves the preparation of estimates of: (1) transaction price and (2) total costs at completion, which is equal to the sum of the actual incurred costs to date on the contract and the estimated costs to complete the contract’s statement of work. Incurred costs include labor, material, and overhead and represent work performed, which corresponds with and thereby represents the transfer of ownership to the customer. Performance obligations are satisfied over time when the risk of ownership has been passed to the customer and/or services are performed. The estimated profit or loss at completion on a contract is equal to the difference between the transaction price and the total estimated cost at completion. Contract modifications routinely occur to account for changes in contract specifications or requirements. In most cases, contract modifications are for goods or services that are not distinct and, therefore, are accounted for as part of the existing contract. Transaction price estimates include additional consideration for submitted contract modifications or claims when the Company believes it has an enforceable right to the modification or claim, the amount can be reliably estimated and its realization is reasonably assured. Amounts representing modifications accounted for as part of the existing contract are included in the transaction price and recognized as an adjustment to sales on a cumulative catch-up basis. The Company’s supply and installation contracts allow for progress payments to bill the customer as contract costs are incurred and the customer often retains a small portion of the contract price until satisfactory completion of the contractual statement of work, which is a retainage of approximately 10%. The Company records an asset for unbilled receivables due to completing more work than the progress payment schedule allows to collect at a point in time. For certain supply and installation contracts, the Company receives advance payments. Advanced payments are not considered a significant financing component because they are a negotiated contract term to ensure the customer meets its financial obligation, particularly when there are significant upfront working capital requirements. The Company records a liability for advance payments received in excess of sales recognized, which is presented as a contract liability on the balance sheet. Revisions or adjustments to estimates of the transaction price, estimated costs at completion and estimated profit or loss of a performance obligation are often required as work progresses under a contract, as experience is gained, as facts and circumstances change and as new information is obtained, even though the scope of work required under the contract may not change. Revisions or adjustments may also be required if contract modifications occur. While there are various factors that can affect the accuracy of cost estimates related to the revision of the proper allocation of indirect labor and indirect material costs to each project, such estimates are made based on the most updated historical information and margins of those indirect costs over the associated revenues and on all relevant information associated with each specific project at any point in time. The impact of revisions in profit or loss estimates are recognized on a cumulative catch-up basis in the period in which the revisions are made. The revisions in contract estimates, if significant, can materially affect the Company’s results of operations and cash flows, as well as reduce the valuations of contract assets and inventories, and in some cases result in liabilities to complete contracts in a loss position. The Company recognizes a liability for non-recurring obligations as situations considering that projects actual costs are usually adjusted to estimated costs. The Company did not recognize sales for performance obligations satisfied in prior periods during year ended December 31, 2021. Shipping and Handling Costs The Company classifies amounts billed to customers related to shipping and handling as product revenues. The Company records and presents shipping and handling costs in selling expenses. Sales Tax and Value Added Taxes The Company accounts for sales taxes and value added taxes imposed on its goods and services on a net basis - value added taxes paid for goods and services purchased is netted against value added tax collected from customers and the net amount is paid to the government. The current value added tax rate in Colombia for all of the Company’s products is 19 0.7 Product Warranties The Company offers product warranties in connection with the sale and installation of its products that are competitive in the markets in which the products are sold. Standard warranties depend upon the product and service, and are generally from five to ten years for architectural glass, curtain wall, laminated and tempered glass, window and door products 1,256 681 Advertising Costs Advertising costs are expensed as they are incurred and are included in general and administrative expenses. Advertising costs for the years ended December 31, 2021 and 2020 amounted to approximately $ 1,457 987 Employee Benefits The Company provides benefits to its employees in accordance with Colombian labor laws. Employee benefits do not give rise to any long-term liability. Income Taxes The Company’s operations in Colombia are subject to the taxing jurisdiction of the Republic of Colombia. Tecnoglass LLC, Tecnoglass RE LLC, GM&P, Componenti USA LLC and ESW LLC are U.S. entities based in Florida are subject to the taxing jurisdiction of the United States. VS is subject the taxing jurisdiction in the Republic of Panama. Tecnoglass is subject to the taxing jurisdiction of the Cayman Islands. Annual tax periods prior to December 2016 are no longer subject to examination by taxing authorities in Colombia. The Company accounts for income taxes using the asset and liability approach of accounting for income taxes (ASC 740 “Income Taxes”). Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. For each tax jurisdiction in which the Company operates, deferred tax assets and liabilities are offset against one another and are presented as a single noncurrent amount within the consolidated balance sheets. The Company presents deferred tax assets and liabilities net as either a non-current asset or liability, depending on the net deferred tax position. The Company recognizes the financial statement effects of uncertain income tax positions when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. The Company accrues for other tax contingencies when it is probable that a liability to a taxing authority has been incurred and the amount of the contingency can be reasonably estimated. Interest accrued related to unrecognized tax and income tax related penalties are included in the provision for income taxes. The uncertain income taxes positions are recorded in “Taxes payable” in the consolidated balance sheets. Earnings per Share The Company computes basic earnings per share by dividing net income attributable to parent by the weighted-average number of ordinary shares outstanding during the period. Income per share assuming dilution (diluted earnings per share) would give effect to dilutive potential ordinary shares outstanding during the period. See Note 18 - Shareholders’ Equity for further detail on the calculation of earnings per share. Recently Issued Accounting Pronouncements In June 2016, FASB issued Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326). This ASU represents a significant change in the allowance for credit losses accounting model by requiring immediate recognition of management’s estimates of current expected credit losses. Under the prior model, losses were recognized only as they were incurred, which FASB has noted delayed recognition of expected losses that might not yet have met the threshold of being probable. The new model is applicable to all financial instruments that are not accounted for at fair value through net income, thereby bringing consistency in accounting treatment across different types of financial instruments and requiring consideration of a broader range of variables when forming loss estimates. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, (with early application permitted). The FASB issued ASU 2019-10 and ASU 2019-11 during the fourth quarter of 2019 that will postpone the effective date to the year beginning after December 15, 2022 for smaller reporting Companies. In February 2020, the FASB issued ASU 2020-02 “Financial Instruments – Credit Losses (Topic 326) and Leases (Topic 842), which amends SEC Staff Accounting Bulletin No. 119 (SAB119) which contains interpretative guidance from the SEC aligned to the FASB’s ASC 326. The Company is currently evaluating the potential effect of this ASU on its consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”. The amendments in this Update provide optional expedients and exceptions for contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this Update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendments in this Update are effective for the Company through December 31, 2022 with early adoption permitted. The Company is currently evaluating the potential effect of this ASU on its consolidated financial statements. |
Ventanas Solar Acquisition
Ventanas Solar Acquisition | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Ventanas Solar Acquisition | Note 3. Ventanas Solar Acquisition On November 8, 2021, we announced that we entered into a purchase agreement with Ventanas Solar S.A. (“VS”) a Panama domiciled company that acts as an importer and distributor of the Company’s products in the Republic of Panama. VS is affiliated with family members of Jose M. Daes, the Company’s Chief Executive Officer, and Christian T. Daes, the Company’s Chief Operating Officer. Pursuant to the Agreement, the Company through ES acquired 95 4.0 The Company incurred expenses of acquisition related costs comprised of the valuation conducted by an independent investment bank and as well as accounting and legal due diligence fees which are recorded in general and administrative expenses in the Company’s results of operations. The acquisition of VS was deemed to be a transaction between entities under common control through family members of the Company’s Chief Executive Officer and Chief Operating Officer who owned VS prior to acquisition. As a result, the assets and liabilities were transferred at the historical cost of VS, with prior periods retroactively adjusted to include the historical financial results of the acquired company for the period they were controlled by the previous owners of VS in the Company’s financial statements. The consolidated financial statements contained in this document contain adjustments on prior year comparative period to account for consolidation of VS during 2020. The following adjustment were made to the beginning balance of the following accounts to include VS’s balances as of January 1st, 2020: Schedule of Consolidated Financial Statements January 1, 2020 Prior to acquisition Effect of acquisition After acquisition Retained Earnings 16,213 (4,065 ) 12,148 Total Shareholders’ Equity 187,210 (4,077 ) 183,133 Certain accounts receivable due from VS to the Company during previous periods have been reclassified to shareholders’ equity as part of the retroactive consolidation. The following table includes the financial information as originally reported and the net effect of the VS acquisition after elimination of intercompany transactions. December 31, 2020 Prior to acquisition Effect of acquisition After acquisition Total Assets 532,025 ( 1,913 ) 530,112 Total Sales 374,923 1,684 376,607 Operating Income 66,120 (413 ) 65,707 Income attributable to parent 24,185 (310 ) 23,875 Basic income per share 0.52 0.00 0.51 Diluted income per share 0.52 0.00 0.51 The following table includes a reconciliation of the financial information for the year ended December 31, 2021 as being reported, the net effect of the VS acquisition after elimination of intercompany transactions, and the financial information that would have been, had the Company not acquired VS: December 31, 2021 Prior to acquisition Effect of acquisition After acquisition Total Assets 589,352 2,211 591,563 Total Sales 494,499 2,286 496,785 Operating Income 116,895 90 116,985 Income attributable to parent 68,085 66 68,151 Basic income per share 1.43 0.00 1.43 Diluted income per share 1.43 0.00 1.43 |
Long Term Investments
Long Term Investments | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long Term Investments | Note 4. Long Term Investments Saint-Gobain Joint Venture On May 3, 2019, we consummated a joint venture agreement with Saint-Gobain, a world leader in the production of float glass, a key component of our manufacturing process, whereby we acquired a 25.8 45 34.1 10.9 1,557,142 7.00 33 The land will serve the purpose of developing a second float glass plant nearby our existing manufacturing facilities which we expect will carry significant efficiencies for us once it becomes operative, in which we will also have a 25.8 12.5 |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Note 5. Segment and Geographic Information The Company has one In reviewing the Company’s segmentation, the Company followed guidance under ASC 280-10-50-1 which states that “an operating segment is a component of a public entity that has all of the following characteristics: (i) it engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same public entity), (ii) its operating results are regularly reviewed by the public entity’s chief operating decision maker (CODM) to make decisions about resources to be allocated to the segment and assess its performance, and (iii) its discrete financial information is available. Based on the Company’s review discussed below, the Company believes that its identification of a single operating and reportable segment - Architectural Glass and Windows - is consistent with the objectives and basic principles of Segment Reporting, which are to “help financial statement readers better understand the public entity’s performance, better assess its prospects for future net cash flows and make more informed judgments about the public entity as a whole.” The following tables present geographical information about external customers. Geographical information is based on the location where there the customer is located. Schedule of Segment and Geographic Information Year ended December 31, 2021 2020 Colombia $ 26,375 $ 24,178 United States 456,327 340,437 Panama 4,530 2,713 Other 9,553 9,279 Total Revenues $ 496,785 $ 376,607 The following table presents revenues from external customer by product groups. Year ended December 31, 2021 2020 Glass and framing components $ 76,106 $ 73,443 Windows and architectural systems 420,679 303,164 Total Revenues $ 496,785 $ 376,607 During the year ended December 31, 2021 and 2020, no single customer accounted for more than 10% of our revenues. The Company’s long-lived assets are distributed geographically as follows: Schedule of Long-Lived Assets Year ended December 31, 2021 2020 Colombia $ 161,270 $ 152,605 Panama 60 213 United States 103,362 91,865 Total long lived assets $ 264,692 $ 244,683 |
Revenue Disaggregation, Contrac
Revenue Disaggregation, Contract Assets and Contract liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Operating revenues: | |
Revenue Disaggregation, Contract Assets and Contract liabilities | Note 6. Revenue Disaggregation, Contract Assets and Contract liabilities Disaggregation of Total Net Sales The Company disaggregates its sales with customers by revenue recognition method for its only segment, as the Company believes these factors affect the nature, amount, timing, and uncertainty of the Company’s revenue and cash flows. Schedule of Disaggregation by Revenue Year ended December 31, 2021 2020 Fixed price contracts $ 77,417 $ 103,423 Product sales 419,368 273,184 Total Revenues $ 496,785 $ 376,607 Remaining Performance Obligations As of December 31, 2021, the Company had $ 248.1 100 232.7 15.4 Contract Assets and Contract Liabilities Contract assets represent accumulated incurred costs and earned profits on contracts with customers that have been recorded as sales but have not been billed to customers and are classified as current. As a result, the timing of the satisfaction of performance obligations might differ from the timing of payments, given some conditions must be met before billing can occur. Contract assets also include a portion of the amounts billed on certain fixed price contracts that are withheld by the customer as a retainage until a final good receipt of the complete project to the customers satisfaction. Contract liabilities consist of advance payments and billings in excess of costs incurred and deferred revenue, and represent amounts received in excess of sales recognized on contracts. The Company classifies advance payments and billings in excess of costs incurred as current, and deferred revenue as current or non-current based on the expected timing of sales recognition. Contract assets and contract liabilities are determined on a contract by contract basis at the end of each reporting period. The non-current portion of contract liabilities is included in other liabilities in the Company’s consolidated balance sheets. The table below presents the components of net contract assets (liabilities). Schedule of Contract Assets and Liabilities December 31, 2021 December 31, 2020 Contract assets — current $ 18,667 $ 28,405 Contract assets — non-current 11,853 10,228 Contract liabilities — current (45,213 ) (27,242 ) Contract liabilities — non-current (78 ) (977 ) Net contract (liabilities) assets $ (14,771 ) $ 10,414 The components of contract assets are presented in the table below. Schedule of Contract Assets and Liabilities December 31, 2021 December 31, 2020 Unbilled contract receivables, gross $ 8,174 $ 13,534 Retainage 22,346 25,099 Total contract assets 30,520 38,633 Less: current portion 18,667 28,405 Contract assets – non-current $ 11,853 $ 10,228 The components of contract liabilities are presented in the table below. Schedule of Contract Assets and Liabilities December 31, 2021 December 31, 2020 Billings in excess of costs $ 12,854 7,191 Advances from customers on uncompleted contracts 32,437 21,028 Total contract liabilities 45,291 28,219 Less: current portion 45,213 27,242 Contract liabilities – non-current $ 78 977 During the year ended December 31, 2021, the Company recognized $ 6,765 4,469 |
Trade Accounts Receivable
Trade Accounts Receivable | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Trade Accounts Receivable | Note 7. Trade Accounts Receivable Trade accounts receivable consist of the following: Schedule of Trade Accounts Receivable December 31, 2021 2020 Trade accounts receivable 110,727 90,020 Less: Allowance for doubtful accounts (188 ) (644 ) Total $ 110,539 $ 89,376 The changes in the allowance for doubtful accounts for the years ended December 31, 2021 and 2020 are as follows: Schedule of Changes in Allowance for Doubtful Accounts Receivable Year ended December 31, 2021 2020 Balance at beginning of year $ 644 $ 2,685 Provision for bad debts 1,599 1,196 Deductions and write-offs, net of foreign currency adjustment (2,055 ) (3,237 ) Balance at end of year $ 188 $ 644 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 8. Inventories Inventories are comprised of the following Schedule of Inventories December 31, December 31, Raw materials $ 54,443 $ 47,282 Work in process 11,126 19,345 Finished goods 8,789 4,941 Stores and spares 9,869 8,981 Packing material 870 783 Total Inventories, gross 85,097 81,332 Less: Inventory allowance (122 ) (83 ) Total inventories, net $ 84,975 $ 81,249 There are no third party liens or pledges on our inventories as of December 31, 2021. |
Other Current Assets
Other Current Assets | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current Assets | Note 9. Other Current Assets Other assets consist of the following: Schedule of Other Current Assets Year ended December 31, 2021 2020 Advances to Suppliers and Loans $ 983 $ 1,923 Prepaid Income Taxes 12,945 6,029 Employee Receivables 323 361 Prepaid expenses 3,861 2,371 Derivative financial instruments - 230 Other Creditors 4,742 2,974 Total $ 22,854 $ 13,890 During the years ended December 31, 2021 and 2020, the Company recorded $ 1,308 1,338 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Note 10. Property, Plant and Equipment Property, plant and equipment is comprised of the following: Schedule of Property, Plant and Equipment December 31, December 31, Building $ 61,383 $ 64,956 Machinery and equipment 164,538 155,513 Office equipment and software 7,278 7,041 Vehicles 3,302 3,080 Aircraft 9,545 - Furniture and fixtures 2,537 2,304 Total property, plant and equipment 248,583 232,894 Accumulated depreciation (106,845 ) (107,410 ) Net book value of property and equipment 141,738 125,484 Land 24,891 26,990 Total property, plant and equipment, net $ 166,629 $ 152,474 Depreciation expense was $ 17,317 17,074 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 11. Goodwill and Intangible Assets Goodwill There were no movements to goodwill during the year ended December 31, 2020 and 2021. Intangible Assets, Net Intangible assets include Miami-Dade County Notices of Acceptances (NOA’s), which are certificates issued for approved products and required to market hurricane- resistant glass in Florida. Also, it includes the intangibles acquired from the acquisition of GM&P. Schedule of Finite-Lived Intangible Assets, Future Amortization Expense December 31, 2021 Gross Acc. Amort. Net Trade Names $ 980 $ (947 ) $ 33 Notice of Acceptances (NOAs), product designs and other intellectual property 9,456 (6,280 ) 3,176 Non-compete Agreement 165 (160 ) 5 Customer Relationships 4,140 (4,017 ) 123 Total $ 14,741 $ (11,404 ) $ 3,337 December 31, 2020 Gross Acc. Amort. Net Trade Names $ 980 $ (751 ) $ 229 Notice of Acceptances (NOAs), product designs and other intellectual property 9,236 (5,255 ) 3,981 Non-compete Agreement 165 (126 ) 39 Customer Relationships 4,140 (3,277 ) 863 Total $ 14,521 $ (9,409 ) $ 5,112 The weighted average amortization period is 5.3 During the twelve months ended December 31, 2021 and 2020, the amortization expense amounted to $ 2,298 2,178 The estimated aggregate amortization expense for each of the five succeeding years as of December 31, 2021 is as follows: Schedule of Finite Lived Intangible Assets Future Amortization Expense Year ending (in thousands) 2022 1,219 2023 908 2024 598 2025 290 Thereafter 322 Total $ 3,337 |
Other Long-Term Assets
Other Long-Term Assets | 12 Months Ended |
Dec. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
Other Long-Term Assets | Note 12. Other Long-Term Assets Other long-term assets are comprised of the following: Schedule of Other Long Term Assets 2021 2020 December 31, 2021 2020 Real estate investments $ 3,848 $ 2,615 Other long-term assets 309 173 Other assets, noncurrent,total $ 4,157 $ 2,788 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Note 13. Debt The Company’s debt is comprised of the following: Schedule of Long Term Debt December 31, 2021 December 31, 2020 Revolving lines of credit $ 279 $ 377 Finance lease 306 350 Unsecured senior note - 210,000 Other loans 239 31 Senior secured credit facility 204,257 22,835 Less: Deferred cost of financing (6,026 ) (9,107 ) Total obligations under borrowing arrangements 199,055 224,486 Less: Current portion of long-term debt and other current borrowings 10,700 1,764 Long-term debt $ 188,355 $ 222,722 As of December 31, 2021, and December 31, 2020, the Company had $ 198.6 224.3 As of December 31, 2021, all assets of the company are pledged as collateral for the syndicated loan. In October 2020, the Company entered into a $ 300 250 50 0.75 2.50 3.50 23.1 210 8.2 mature in 2022 10.9 8.6 In November 2021, the Company amended its Senior Secured Credit Facility to (i) increase the borrowing capacity under its committed Line of credit from $ 50 150 200 350 1.75 0.75 2.50 2.81 1,496 1,346 150 As of December 31, 2021, the Company was obligated under various finance leases under which the aggregate present value of the minimum lease payments amounted to $ 306 275 321 3 The table below shows maturities of debt as of December 2021. Schedule of Maturities of Long Term Debt 2022 $ 10,700 2023 10,071 2024 11,304 2025 15,000 2026 158,006 Thereafter - Total $ 205,081 The Company’s loans have maturities ranging from a few weeks to 5 years 2.09 Interest expense for the year ended December 31, 2021 and 2020 was $ 8,465 19,773 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 14. Income Taxes The Company files income tax returns for TG, ES and ES Metals in the Republic of Colombia. GM&P, Componenti USA LLC and ESW LLC are U.S. entities based in Florida subject to U.S. federal and state income taxes. VS files income tax returns in the Republic of Panama. Tecnoglass Inc. does not currently have any tax obligations. On September 14, 2021, the Colombian Government enacted Law 2155 (the Social Investment Act), which increases the corporate income tax to 35 31 30 The components of income tax expense are as follows: Schedule of Components of Income Tax Expense (Benefit) 2021 2020 Twelve months ended December 31, 2021 2020 Current income tax United States $ (1,679 ) $ (1,385 ) Colombia (22,354 ) (5,035 ) Panama (52 ) (32 ) Total current income tax (24,085 ) (6,452 ) Deferred income Tax United States (1,829 ) 20 Colombia (2,571 ) (6,601 ) Panama - - Total deferred income tax (4,400 ) (6,581 ) Total income tax (provision) $ (28,485 ) $ (13,033 ) Effective tax rate 29.4 % 35.3 % A reconciliation of the statutory tax rate in Colombia to the Company’s effective tax rate is as follows: Schedule of Effective Income Tax Rate Reconciliation Year ended December 31, 2021 2020 Income tax expense at statutory rates 29.6 % 30.5 % Non-deductible expenses 2.4 % 5.9 % Non-taxable income -2.6 % -1.1 % Effective tax rate 29.4 % 35.3 % No single individual item contributed significantly in the reconciliation of the Company’s effective tax rate to the statutory rate during the year ended December 31, 2020 and 2021, respectively. The Company has the following deferred tax assets and liabilities: Schedule of Deferred Tax Assets and Liabilities 2021 2020 Year ended December 31, 2021 2020 Deferred tax assets: Property, plant and equipment adjustments 471 480 Tax benefit on installation of renewable energy project 201 282 Foreign currency transactions 3,828 1,052 Other 59 75 Total deferred tax assets $ 4,559 $ 1,889 Deferred tax liabilities: Depreciation and Amortization (4,772 ) (1,931 ) Other (71 ) (377 ) Foreign currency transactions (2,537 ) (2,483 ) Total deferred tax liabilities $ (7,380 ) $ (4,791 ) Net deferred tax $ (2,821 ) $ (2,902 ) Net deferred tax is presented on the balance sheet as follows: Schedule of Net Deferred Tax Liability 2021 2020 December 31, 2021 2020 Long term deferred income tax asset $ 596 $ 268 Less: long term deferred income tax liability $ 3,417 $ 3,170 |
Hedging Activities and Fair Val
Hedging Activities and Fair Value Measurements | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Hedging Activities and Fair Value Measurements | Note 15. Hedging Activities and Fair Value Measurements Hedging Activity During the quarter ended September 30, 2019, we entered into several foreign currency non-delivery forward and collar contracts to hedge the fluctuations in the exchange rate between the Colombian Peso and the U.S. Dollar. Our contracts are designated as cash flow hedges since they are highly effective in offsetting changes in the cash flows attributable to forecasted Colombian Peso denominated costs and expenses. Guidance under the Financial Instruments Topic 825 of the Codification requires us to record our hedge contracts at fair value and consider our credit risk for contracts in a liability position, and our counter-party’s credit risk for contracts in an asset position, in determining fair value. We assess our counter-party’s risk of non-performance when measuring the fair value of financial instruments in an asset position by evaluating their financial position, including cash on hand, as well as their credit ratings. As of December 31, 2021, the fair value of foreign currency collar contracts was not measured since we currently do not have any open contracts, with the last settlements taking place in January and February 2021. We assess the effectiveness of our foreign currency collar contracts by comparing the change in the fair value of the collar contracts to the change in the expected cash to be paid for the hedged item. The effective portion of the gain or loss on our foreign currency collar contracts is reported as a component of accumulated other comprehensive income and is reclassified into earnings in the same line item in the income statement as the hedged item in the same period or periods during which the transaction affects earnings. The amount of gains, net, recognized in the “accumulated other comprehensive income” line item in the consolidated balance sheet as of December 31, 2020, were reclassified to earnings during the first quarter of 2021 for $ 185 The fair value of our foreign currency hedges is classified in the accompanying consolidated balance sheets as of December 31, 2020, are as follows: Schedule of Fair Value of Foreign Currency Hedges Derivative Assets Derivative Liabilities December 31, 2020 December 31, 2020 Derivatives designated as hedging instruments under Subtopic 815-20: Balance Sheet Location Fair Balance Sheet Location Fair Value Derivative instruments: Non-Delivery Collar Contracts Other current assets $ 230 Accrued liabilities $ - Total derivative instruments Total derivative assets $ 230 Total derivative liabilities $ - The ending accumulated balance for the foreign currency collar contracts included in accumulated other comprehensive income, net of tax, was $ 159 230 71 The following table presents the gains (losses) on derivative financial instruments, and their classifications within the accompanying consolidated financial statements, for the year months ended December 2021: Schedule of Gains (Losses) on Derivative Financial Instruments Derivatives in Cash Flow Hedging Relationships Location of Gain or (Loss) Reclassified from Accumulated Amount of Gain or (Loss) Amount of Gain or (Loss) Recognized in OCI (Loss) on OCI (Loss) into Reclassified from Accumulated Derivatives Income OCI (Loss) into Income Year Ended Year Ended December 31, December 31, December 31, December 31, 2021 2020 2021 2020 Non-delivery Collar Contracts $ - $ (635 ) Operating Revenues $ - $ (610 ) Fair Value Measurements The Company accounts for financial assets and liabilities in accordance with accounting standards that define fair value and establish a framework for measuring fair value. The hierarchy prioritizes the inputs into three broad levels. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on the Company’s assumptions used to measure assets and liabilities at fair value. A financial asset’s or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The carrying amounts of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and advances from customers approximate their fair value due to their relatively short-term maturities. The Company bases its fair value estimate for long term debt obligations on its internal valuation. As of December 31, 2021, financial instruments carried at amortized cost that do not approximate fair value consist of long-term debt. See Note 13 - Debt. The fair value of long-term debt was calculated based on an analysis of future cash flows discounted with our average cost of debt which is based on market rates, which are level 2 inputs. The following table summarizes the fair value and carrying amounts of our long-term debt: Summary of Fair Value and Carrying Amounts of Long Term Debt December 31, 2021 December 31, 2020 Fair Value 194,285 238,753 Carrying Value 188,355 222,722 |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 16. Related Parties The following is a summary of assets, liabilities, and income transactions with all related parties: Schedule of Related Parties December 31, 2021 December 31, 2020 Due from related parties: Alutrafic Led SAS 526 589 Studio Avanti SAS 408 118 A Construir SA 196 16 Due from other related parties 1,122 1,463 Total due from related parties $ 2,252 $ 2,186 Due to related parties: Vidrio Andino 2,834 3,035 WDI - 645 UT Semaforos de Barranquilla 360 418 Due from other related parties 663 785 Total due to related parties $ 3,857 $ 4,883 Less: Long term liabilities to related parties - 645 Current liabilities to related parties $ 3,857 $ 4,238 Schedule of Sale to Related Parties 2021 2020 Year ended December 31, 2021 2020 Sales to related parties: Alutrafic Led SAS 1,104 697 Studio Avanti SAS 757 355 A Construir SA 198 339 Sales to other related parties 61 158 Sales to related parties $ 2,120 $ 1,549 A Construir SA On a recurring basis, we engage A Construir S.A. a heavy construction company operating in Barranquilla, Colombia to carry out construction related to our on-going capital expenditures at our production facilities in Colombia. Affiliates of Jose Daes and Christian Daes, the Company’s CEO and COO, respectively, have an ownership stake in A Construir. During the years ended December 31, 2021 and 2020, the Company purchased $ 9,292 and $ 2,365 , respectively, from A Construir S.A. for construction and facilities which have been capitalized on the Company’s balance sheet as property, plant and equipment. Additionally, we sold $ 198 and $ 339 to A Construir S.A. during fiscal years 2021 and 2020, respectively, and had outstanding accounts receivable from A Construir S.A. for $ 196 and $ 140 as of December 31, 2021 and 2020. Based on an external study completed in February of 2022, sales from A Construir to the Company fall within the lower quartile pricing range when compared against other third party providers in the market. During 2021 and 2020, we also paid $ 490 and $ 48 , respectively, to AST Ingeniaría SAS, a civil engineering firm owned and controlled by A Construir S.A., in relation to works performed on the construction projects A Construir executed on our manufacturing facilities. Alutrafic Led SAS In the ordinary course of business, we sell products to Alutrafic Led SAS (“Alutrafic”), a fabricator of electrical lighting equipment. Affiliates of Jose Daes and Christian Daes, the Company’s CEO and COO, respectively, have an ownership stake in Alutrafic. We sold $ 1,104 and $ 697 to Alutrafic during fiscal years 2021 and 2020, respectively, and had outstanding accounts receivable from Alutrafic for $ 526 and $ 589 as of December 31, 2021 and 2020. Bancaplus SAS In 2021, we deposited the Colombian Peso equivalent to $ 2,261 in a cash equivalent investment with Bancaplus SAS a financial services company that conducts factoring and payroll lending operations in Colombia in which Christian Daes, the Company’s COO, has an ownership stake. These are liquid, low risk investments that drive returns in line with or higher than similar instruments in the market. Santa Maria del Mar SAS In the ordinary course of business, we purchase fuel for use at our manufacturing facilities from Estación Santa Maria del Mar SAS, a gas station located in the vicinity of our manufacturing campus which is owned by affiliates of Jose Daes and Christian Daes, the Company’s CEO and COO. During the years ended December 31, 2021 and 2020 we purchased $ 291 311 352 Fundacion Tecnoglass-ESWindows Fundacion Tecnoglass-ESWindows is a non-profit organization set up by the Company to carry out social causes in the communities around where we operate. During the years ended December 31, 2021 and 2020 we made charitable contributions for $ 1,350 and $ 1,259 , respectively. Studio Avanti SAS In the ordinary course of business, we sell products to Studio Avanti SAS (“Avanti”), a distributer and installer of architectural systems in Colombia. Avanti is owned and controlled by Alberto Velilla, who is director of Energy Holding Corporation, the controlling shareholder of the Company. We sold $ 757 and $ 355 to Avanti during fiscal years 2021 and 2020, respectively, and had outstanding accounts receivable from Avanti for $ 408 and $ 118 as of December 31, 2021 and 2020. Union Temporal Semaforos de Barranquilla Union Temporal Semáforos de Barranquilla (“UTSB”), a joint venture that manages traffic lights in Barranquilla in which affiliates of Jose Daes and Christian Daes, the Company’s CEO and COO, respectively, have an ownership stake made a working capital loan to one of our subsidiaries in 2019, when the entity was starting its operations, which bore no interest through 2021, and bears interest equal to the Colombian consumer price index plus 3% 360 and $ 418 , respectively and is expected to be fully repaid within the next 18 months. Vidrio Andino Joint Venture On May 3, 2019, we consummated a joint venture agreement with Saint-Gobain, a world leader in the production of float glass, a key component of our manufacturing process, whereby we acquired a 25.8% 45 34.1 10.9 1,557,142 7.00 33% The land will serve the purpose of developing a second float glass plant nearby our existing manufacturing facilities which we expect will carry significant efficiencies for us once it becomes operative, in which we will also have a 25.8% 12.5 In the ordinary course of business, we purchased $ 15,308 and $ 14,339 from Vidrio Andino in 2021 and 2020, respectively. As of December 31, 2021 and 2020 we had outstanding payables to Vidrio Andino for $ 2,834 and $ 3,035 . We recorded equity method income of $ 4,177 1,387 Window Design and Installation LLC Window Design and Installation LLC (“WDI”), a Florida based glazing contractor formerly owned by two senior sales executives at the Company, made a working capital loan to one of our subsidiaries in 2018 for $ 600 3.7% 666 Zofracosta SA Our subsidiary ES has an investment in Zofracosta SA, a real estate holding company and operator of a tax free zone located in the vicinity of the proposed glass plant being built through our Vidrio Andino joint venture for $ 764 and $ 886 as of December 31, 2021 and 2020, respectively. Affiliates of Jose Daes and Christian Daes, the Company’s CEO and COO, respectively, have a majority ownership stake in Zofracosta SA. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 17. Commitments and Contingencies Commitments During the three months ended December 31, 2021, the Company has completed its obligation to purchase an aggregate of $ 62,000 Additionally, in connection with the joint venture agreement the Company consummated with Saint-Gobain on May 3, 2019, further described in Note 4. Long Term Investments, the Company acquired a contingent obligation to purchase minimum volumes of float glass once the new plant located close to the Company’s actual manufacturing facilities commences operations, which are expected to initiate in 2022. Guarantees As of December 31, 2021, the Company does not have guarantees on behalf of other parties. General Legal Matters From time to time, the Company is involved in legal matters arising in the regular course of business. Some disputes are derived directly from our construction projects, related to supply and installation, and even though deemed ordinary, they may involve significant monetary damages. We are also subject to other type of litigations arising from employment practices, worker’s compensation, automobile claims and general liability. It is very difficult to predict precisely what the outcome of these litigations might be. However, with the information at out disposition as this time, there are no indications that such claims will result in a material adverse effect on the business, financial condition or results of operations of the Company. |
Shareholders_ Equity
Shareholders’ Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Shareholders’ Equity | Note 18. Shareholders’ Equity Preferred Shares Tecnoglass is authorized to issue 1,000,000 0.0001 As of December 31, 2021, there are no Ordinary Shares The Company is authorized to issue 100,000,000 0.0001 47,674,773 Legal Reserve Colombian regulation requires that companies retain 10% of net income until it accumulates at least 50% of subscribed and paid in capital Earnings per Share The following table sets forth the computation of the basic and diluted earnings per share for the years ended December 31, 2021 and 2020: Schedule of Earnings Per Share, Basic and Diluted 2021 2020 Year ended December 31, 2021 2020 Numerator for basic and diluted earnings per shares Net Income attributable to parent $ 68,151 $ 23,875 Denominator Denominator for basic earnings per ordinary share - weighted average shares outstanding 47,674,773 46,398,428 Denominator for diluted earnings per ordinary share - weighted average shares outstanding 47,674,773 46,398,428 Basic earnings (loss) per ordinary share $ 1.43 $ 0.51 Diluted earnings (loss) per ordinary share $ 1.43 $ 0.51 Long Term Incentive Compensation Plan On December 20, 2013, our shareholders approved our 2013 Long-Term Equity Incentive Plan (“2013 Plan”). Under the 2013 Plan, 1,593,917 Dividend On December 8, 2021, the Company declared a regular quarterly dividend of $ 0.065 0.26 January 31, 2022 The payment of any dividends is ultimately within the discretion of our Board of Directors. The payment of dividends in the future, if any, will be contingent upon our revenues and earnings, if any, capital requirements and our general financial condition and limitations imposed by our outstanding indebtedness. Dividend declarations and the establishment of future record and payment dates are subject to the Board of Directors’ continuing determination that the dividend policy is in the best interests of the Company and its shareholders. The dividend policy may be changed or cancelled at the discretion of the Board of Directors at any time. Non-controlling interest We own 70% 95% |
Operating Expenses
Operating Expenses | 12 Months Ended |
Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Operating Expenses | Note 19. Operating Expenses Selling expenses for the years ended December 31, 2021, and 2020 were comprised of the following: Schedule of Other Operating Cost and Expense, by Component December 31, 2021 2020 Shipping and Handling $ 23,064 $ 16,075 Sales commissions 10,740 8,161 Personnel 7,060 6,287 Services 2,616 1,921 Accounts Receivable provision 1,599 1,196 Packaging 1,820 1,036 Other Selling Expenses 2,869 4,389 Total Selling Expense $ 49,768 $ 39,065 General and administrative expenses for the years ended December 31, 2021 and 2020 were comprised of the following: December 31, 2021 2020 Personnel $ 10,814 $ 9,976 Related parties 6,746 6,617 Services 3,915 4,168 Depreciation and Amortization 3,593 3,687 Professional fees 3,029 2,971 Insurance 2,139 1,904 Taxes 1,047 1,138 Bank charges and tax on financial transactions 1,911 1,273 Rent expense 894 830 Other expenses 1,743 2,105 Total General and administrative expenses $ 35,831 $ 34,669 |
Non-Operating Income and Expens
Non-Operating Income and Expenses | 12 Months Ended |
Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Non-Operating Income and Expenses | Note 20. Non-Operating Income and Expenses Non-operating income and expenses, net on our consolidated statement of operations amounted to an income of $ 0.6 0.1 During the year ended December 31, 2021, the Company also recorded a loss in debt extinguishment of $ 10.7 million, mainly comprised of a one-time $ 8.6 million call premium paid on the $ 210 million senior notes redemption, along with a non-cash amortization of deferred cost of financing related to said notes. During the year ended December 31, 2021, the Company recorded a non operating loss of $ 4.3 8.5 8.6 16.0 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 21. Subsequent Events Management concluded that no additional subsequent events required disclosure other than those disclosed in these financial statements. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Management’s Estimates | Basis of Presentation and Management’s Estimates The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the accounting and disclosure rules and regulations of the Securities and Exchange Commission (“SEC”). The preparation of the accompanying consolidated financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities at the date of the Company’s financial statements. Actual results may differ from these estimates under different assumptions and conditions. Estimates inherent in the preparation of these consolidated financial statements relate to the collectability of account receivables, the valuation of inventories, estimated earnings on uncompleted contracts, income taxes, useful lives and potential impairment of long-lived assets. |
Principles of Consolidation | Principles of Consolidation These audited consolidated financial statements consolidate TGI, its subsidiaries Tecnoglass S.A.S (“TG”), C.I. Energía Solar S.A.S E.S. Windows (“ES”), ES Windows LLC (“ESW LLC”), Tecnoglass LLC (“Tecno LLC”), Tecno RE LLC (“Tecno RE”), GM&P Consulting and Glazing Contractors (“GM&P”), Componenti USA LLC, ES Metals SAS (“ES Metals”), and Ventanas Solar S.A (“VS”), which are entities in which we have a controlling financial interest because we hold a majority voting interest. To determine if we hold a controlling financial interest in an entity, we first evaluate if we are required to apply the variable interest entity (“VIE”) model to the entity, otherwise the entity is evaluated under the voting interest model. All significant intercompany accounts and transactions are eliminated in consolidation, including unrealized intercompany profits and losses. The equity method of accounting is used for investments in affiliates and other joint ventures over which the Company has significant influence but does not have effective control. |
Non-controlling interest | Non-controlling interest When the Company owns a majority of a subsidiary’s stock, the Company includes in its consolidated financial statements the non-controlling interest in the subsidiary. The non-controlling interest in the Consolidated Statements of Operations and Other Comprehensive Income is equal to the non-controlling proportionate share of the subsidiary’s net income and, as included in Shareholders’ Equity on the Consolidated Balance Sheet, is equal to the non-controlling proportionate share of the subsidiary’s net assets. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions The consolidated financial statements are presented in U.S. Dollars, the reporting currency. Our foreign subsidiaries’ local currency is the Colombian Peso, which is also their functional currency as determined by the market analysis, costs and expenses, assets, liabilities, financing and cash flow indicators. As such, our subsidiaries’ assets and liabilities are translated at the exchange rate in effect at the balance sheet date, with equity being translated at the historical rates. Revenues and expenses of our foreign subsidiaries are translated at the average exchange rates for the period. The resulting cumulative foreign currency translation adjustments from this process are included as a component of accumulated other comprehensive income (loss). Therefore, the U.S. Dollar value of these items in our financial statements fluctuates from period to period. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include investments with original maturities of three months or less. As of December 31, 2021, and 2020, cash and cash equivalents were primarily comprised of deposits held in operating accounts in the United States, and to a lesser amount, Colombia and Panama. As of December 31, 2021 and 2020 the Company had no |
Investments | Investments The Company’s investments are comprised of marketable securities, short term deposits and income producing real estate. Investments which are held for trading are recorded at fair value and fluctuations in value are recorded as a non-operating income or expense. In addition, we have investments in long-term marketable equity securities which are classified as available-for-sale securities and are recorded at fair value. Short- term deposits and other financial instruments with maturities greater than 90 days and shares in other companies that do not meet the requirements for equity method treatment are recorded for at cost. |
Trade Accounts Receivable | Trade Accounts Receivable Trade accounts receivable are recorded net of allowances for cash discounts for prompt payment, doubtful accounts and sales returns. The Company’s policy is to reserve for uncollectible accounts based on its best estimate of the amount of probable credit losses in its existing accounts receivable. The Company periodically reviews its accounts receivable to determine whether an allowance for doubtful accounts is necessary based on an analysis of past due accounts and other factors that may indicate that the collectability of an account may be in doubt. Other factors that the Company considers include its existing contractual obligations, historical payment patterns of its customers and individual customer circumstances, and a review of the local economic environment and its potential impact on the collectability of accounts receivable. Account balances are deemed to be uncollectible and are charged off within 90 days of having recorded an allowance and all means of collection have been exhausted and the potential for recovery is considered remote. On certain fixed price contracts, a portion of the amounts billed are withheld by the customer as a retainage which typically amount to 10 |
Concentration of Risks and Uncertainties | Concentration of Risks and Uncertainties Financial instruments which potentially subject the Company to credit risk consist primarily of cash and trade accounts receivable. The Company mitigates its cash risk by maintaining its cash deposits with major financial institutions in the United States and Colombia. As discussed above, the Company mitigates its risk to trade accounts receivable by performing on-going credit evaluations of its customers. |
Related party transactions | Related party transactions The Company has related party transactions such as sales, purchases, and other payments. We periodically performed a related party analysis to identify transactions to disclose. Depending on the transactions´ nature and materiality, we aggregate some related party information by type. |
Inventories | Inventories Inventories of raw materials, which consist primarily of purchased and processed glass, aluminum, parts and supplies held for use in the ordinary course of business, are valued at the lower of cost or market. Cost is determined using a weighted-average method. Inventory consisting of certain job specific materials not yet finished (work in process) are valued using the specific identification method. Cost for finished product inventory are recorded and maintained at the lower of cost or market. Cost includes raw materials and direct and applicable indirect manufacturing overheads. Reserves for excess or slow-moving raw materials inventories are updated based on historical experience of a variety of factors including sales volume and levels of inventories at the end of the period. The Company does not maintain allowances for the lower of cost or market for inventories of finished products as its products are manufactured based on firm orders rather than built-to-stock. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost. Significant improvements and renewals that extend the useful life of the asset are capitalized. Interest caused while acquired property is under construction and installation are capitalized. Repairs and maintenance are charged to expense as incurred. When property is retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any related gains or losses are included in income as a reduction to or increase in selling, general and administrative expenses. Depreciation is computed on a straight-line basis, based on the following estimated useful lives: Schedule of Property, Plant and Equipment Estimated Useful Lives Buildings 20 Machinery and equipment 10 Furniture and fixtures 10 Office equipment and software 5 Vehicles 5 Aircraft 30 The Company also records within fixed assets all the underlying assets of a capital lease. Initial recognition of these assets are done at the present value of all future lease payments. A capital lease is a lease in which the lessor transferred substantially all of the benefits and risks associated with the ownership of the property. |
Long Lived Assets | Long Lived Assets The Company periodically reviews the carrying values of its long lived assets when events or changes in circumstances would indicate that it is more likely than not that their carrying values may exceed their realizable values, and record impairment charges when considered necessary. The outbreak of COVID-19 and its associated economic impact, including a significant decrease in the market price of our ordinary shares, was considered a triggering event as of the first quarter of 2020, requiring us to reassess our goodwill and long-lived asset valuations, as well as assumptions of future income from underlying assets, and there was no new trigger in the second, third or fourth quarter of 2020.The extent of the impact of the pandemic depends on future developments which are highly uncertain. When circumstances indicate that an impairment may have occurred, the Company tests such assets for recoverability by comparing the estimated undiscounted future cash flows expected to result from the use of such assets and their eventual disposition to their carrying amounts. If the undiscounted future cash flows are less than the carrying amount of the asset, an impairment loss, measured as the excess of the carrying value of the asset over its estimated fair value, is recognized. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. |
Goodwill | Goodwill We review goodwill for impairment each year on December 31 st Under ASC 350-20-35-4 through 35-8A, the goodwill impairment test requires a comparison of the fair value of the reporting unit with its carrying amount, including goodwill. If the carrying amount of the reporting unit is greater than zero and its fair value exceeds its carrying amount, goodwill of the reporting unit is considered not impaired. The Company has only one reporting unit and as such the impairment analysis was done by comparing the Company’s market capitalization with its book value of equity. As of December 31, 2021, the Company’s market capitalization substantially exceeded its book value of equity and as such no impairment of goodwill was indicated. See Note 11- Goodwill and Intangible Assets for additional information. |
Intangible Assets | Intangible Assets Intangible assets with definite lives subject to amortization are amortized on a straight-line basis. We also review these intangibles for impairment when events or significant changes in circumstance indicate that the carrying value may not be recoverable. Events or circumstances that indicate that impairment testing may be required include changes in building codes and regulation, loss of key personnel or a significant adverse change in business climate or regulations. There were no triggering events or circumstances noted and as such no impairment was needed for the intangible assets subject to amortization. See Note 11 - Goodwill and Intangible Assets for additional information. |
Leases | Leases We determine if an arrangement is a lease at inception. We include finance lease right-of-use assets as part of property and equipment and the lease liability as part of our current portion of long-term debt and long-term debt on our Consolidated Balance Sheet. Leases considered short-term are not capitalized, given our election not to recognize right-of-use assets and lease liabilities arising from short-term leases, but instead considered operating leases and the resulting rental expense is recognized on our Consolidated Statement of Operations as incurred. Finance lease right-of-use assets and lease liabilities are recognized based on the present value of the future lease payments over the lease term at commencement date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. |
Financial Liabilities | Financial Liabilities Financial liabilities correspond to the financing obtained by the Company through bank credit facilities and accounts payable to suppliers and creditors. Financial liabilities are initially recognized based on their fair value, which is usually equal to the transaction value less directly attributable costs. Subsequently, such financial liabilities are carried at their amortized cost according to the effective interest rate method determined at initial recognition, and recognized in the results of the period during the time of amortization of the financial obligation. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments ASC 820, Fair Value Measurements The standard describes three level of inputs that may be used to measure fair value: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable by observable market data for substantially the full term of the assets or liabilities. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. See Note 15 – Hedging Activities and Fair Value Measurements. |
Derivative Financial Instruments | Derivative Financial Instruments The Company recognizes all derivative financial instruments as either assets or liabilities at fair value on the consolidated balance sheet. The unrealized gains or losses arising from changes in fair value of derivative instruments that are designated and qualify as cash flow hedges, are recorded in the consolidated statement of comprehensive income. Amounts in Accumulated other comprehensive loss on the consolidated balance sheet are reclassified into the consolidated statement of income in the same period or periods during which the hedged transactions are settled. |
Revenue Recognition | Revenue Recognition Our principal sources of revenue are derived from product sales, sometimes referred to as standard form sales, and supply and installation contracts, sometimes referred to as revenues from fixed price contracts. We identified one single performance obligation for both forms of sales. Revenue is recognized when control is transferred to our customers. For product sales, the performance obligations are satisfied at a point in time and control is deemed to be transferred. Approximately 16 To determine the proper revenue recognition method, the Company first evaluates each of its contractual arrangements to identify its performance obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. All the Company’s contracts have a single performance obligation because the promise to transfer the individual good or service is not separately identifiable from other promises within the contract and is, therefore, not distinct. These contractual arrangements either require the use of a highly specialized manufacturing process to provide goods according to customer specifications or represent a bundle of contracted goods and services that are integrated and together represent a combined output, which may include the delivery of multiple units. These performance obligations are satisfied over time. Sales are recognized over time when control is continuously transferred to the customer during the contract. The continuous transfer of control to the customer is supported by contract clauses that provide for progress or performance-based payments. Generally, if a customer unilaterally terminates a contract, the Company has the right to receive payment for costs incurred plus a reasonable profit for products and services that do not have alternative use to the Company. Sales are recorded using the cost-to-cost method on supply and installation contracts that include performance obligations satisfied over time. These sales are generally recorded at amounts equal to the ratio of actual cumulative costs incurred divided by total estimated costs at completion, multiplied by (i) the transaction price, less (ii) the cumulative sales recognized in prior periods. Accounting for the sales and profits on performance obligations for which progress is measured using the cost-to-cost method involves the preparation of estimates of: (1) transaction price and (2) total costs at completion, which is equal to the sum of the actual incurred costs to date on the contract and the estimated costs to complete the contract’s statement of work. Incurred costs include labor, material, and overhead and represent work performed, which corresponds with and thereby represents the transfer of ownership to the customer. Performance obligations are satisfied over time when the risk of ownership has been passed to the customer and/or services are performed. The estimated profit or loss at completion on a contract is equal to the difference between the transaction price and the total estimated cost at completion. Contract modifications routinely occur to account for changes in contract specifications or requirements. In most cases, contract modifications are for goods or services that are not distinct and, therefore, are accounted for as part of the existing contract. Transaction price estimates include additional consideration for submitted contract modifications or claims when the Company believes it has an enforceable right to the modification or claim, the amount can be reliably estimated and its realization is reasonably assured. Amounts representing modifications accounted for as part of the existing contract are included in the transaction price and recognized as an adjustment to sales on a cumulative catch-up basis. The Company’s supply and installation contracts allow for progress payments to bill the customer as contract costs are incurred and the customer often retains a small portion of the contract price until satisfactory completion of the contractual statement of work, which is a retainage of approximately 10%. The Company records an asset for unbilled receivables due to completing more work than the progress payment schedule allows to collect at a point in time. For certain supply and installation contracts, the Company receives advance payments. Advanced payments are not considered a significant financing component because they are a negotiated contract term to ensure the customer meets its financial obligation, particularly when there are significant upfront working capital requirements. The Company records a liability for advance payments received in excess of sales recognized, which is presented as a contract liability on the balance sheet. Revisions or adjustments to estimates of the transaction price, estimated costs at completion and estimated profit or loss of a performance obligation are often required as work progresses under a contract, as experience is gained, as facts and circumstances change and as new information is obtained, even though the scope of work required under the contract may not change. Revisions or adjustments may also be required if contract modifications occur. While there are various factors that can affect the accuracy of cost estimates related to the revision of the proper allocation of indirect labor and indirect material costs to each project, such estimates are made based on the most updated historical information and margins of those indirect costs over the associated revenues and on all relevant information associated with each specific project at any point in time. The impact of revisions in profit or loss estimates are recognized on a cumulative catch-up basis in the period in which the revisions are made. The revisions in contract estimates, if significant, can materially affect the Company’s results of operations and cash flows, as well as reduce the valuations of contract assets and inventories, and in some cases result in liabilities to complete contracts in a loss position. The Company recognizes a liability for non-recurring obligations as situations considering that projects actual costs are usually adjusted to estimated costs. The Company did not recognize sales for performance obligations satisfied in prior periods during year ended December 31, 2021. |
Shipping and Handling Costs | Shipping and Handling Costs The Company classifies amounts billed to customers related to shipping and handling as product revenues. The Company records and presents shipping and handling costs in selling expenses. |
Sales Tax and Value Added Taxes | Sales Tax and Value Added Taxes The Company accounts for sales taxes and value added taxes imposed on its goods and services on a net basis - value added taxes paid for goods and services purchased is netted against value added tax collected from customers and the net amount is paid to the government. The current value added tax rate in Colombia for all of the Company’s products is 19 0.7 |
Product Warranties | Product Warranties The Company offers product warranties in connection with the sale and installation of its products that are competitive in the markets in which the products are sold. Standard warranties depend upon the product and service, and are generally from five to ten years for architectural glass, curtain wall, laminated and tempered glass, window and door products 1,256 681 |
Advertising Costs | Advertising Costs Advertising costs are expensed as they are incurred and are included in general and administrative expenses. Advertising costs for the years ended December 31, 2021 and 2020 amounted to approximately $ 1,457 987 |
Employee Benefits | Employee Benefits The Company provides benefits to its employees in accordance with Colombian labor laws. Employee benefits do not give rise to any long-term liability. |
Income Taxes | Income Taxes The Company’s operations in Colombia are subject to the taxing jurisdiction of the Republic of Colombia. Tecnoglass LLC, Tecnoglass RE LLC, GM&P, Componenti USA LLC and ESW LLC are U.S. entities based in Florida are subject to the taxing jurisdiction of the United States. VS is subject the taxing jurisdiction in the Republic of Panama. Tecnoglass is subject to the taxing jurisdiction of the Cayman Islands. Annual tax periods prior to December 2016 are no longer subject to examination by taxing authorities in Colombia. The Company accounts for income taxes using the asset and liability approach of accounting for income taxes (ASC 740 “Income Taxes”). Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. The provision for income taxes represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of the Company’s assets and liabilities and are adjusted for changes in tax rates and tax laws when changes are enacted. For each tax jurisdiction in which the Company operates, deferred tax assets and liabilities are offset against one another and are presented as a single noncurrent amount within the consolidated balance sheets. The Company presents deferred tax assets and liabilities net as either a non-current asset or liability, depending on the net deferred tax position. The Company recognizes the financial statement effects of uncertain income tax positions when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. The Company accrues for other tax contingencies when it is probable that a liability to a taxing authority has been incurred and the amount of the contingency can be reasonably estimated. Interest accrued related to unrecognized tax and income tax related penalties are included in the provision for income taxes. The uncertain income taxes positions are recorded in “Taxes payable” in the consolidated balance sheets. |
Earnings per Share | Earnings per Share The Company computes basic earnings per share by dividing net income attributable to parent by the weighted-average number of ordinary shares outstanding during the period. Income per share assuming dilution (diluted earnings per share) would give effect to dilutive potential ordinary shares outstanding during the period. See Note 18 - Shareholders’ Equity for further detail on the calculation of earnings per share. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, FASB issued Accounting Standards Update (ASU) 2016-13, Financial Instruments—Credit Losses (Topic 326). This ASU represents a significant change in the allowance for credit losses accounting model by requiring immediate recognition of management’s estimates of current expected credit losses. Under the prior model, losses were recognized only as they were incurred, which FASB has noted delayed recognition of expected losses that might not yet have met the threshold of being probable. The new model is applicable to all financial instruments that are not accounted for at fair value through net income, thereby bringing consistency in accounting treatment across different types of financial instruments and requiring consideration of a broader range of variables when forming loss estimates. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, (with early application permitted). The FASB issued ASU 2019-10 and ASU 2019-11 during the fourth quarter of 2019 that will postpone the effective date to the year beginning after December 15, 2022 for smaller reporting Companies. In February 2020, the FASB issued ASU 2020-02 “Financial Instruments – Credit Losses (Topic 326) and Leases (Topic 842), which amends SEC Staff Accounting Bulletin No. 119 (SAB119) which contains interpretative guidance from the SEC aligned to the FASB’s ASC 326. The Company is currently evaluating the potential effect of this ASU on its consolidated financial statements. In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting”. The amendments in this Update provide optional expedients and exceptions for contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this Update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendments in this Update are effective for the Company through December 31, 2022 with early adoption permitted. The Company is currently evaluating the potential effect of this ASU on its consolidated financial statements. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Property, Plant and Equipment Estimated Useful Lives | Schedule of Property, Plant and Equipment Estimated Useful Lives Buildings 20 Machinery and equipment 10 Furniture and fixtures 10 Office equipment and software 5 Vehicles 5 Aircraft 30 |
Ventanas Solar Acquisition (Tab
Ventanas Solar Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Consolidated Financial Statements | Schedule of Consolidated Financial Statements January 1, 2020 Prior to acquisition Effect of acquisition After acquisition Retained Earnings 16,213 (4,065 ) 12,148 Total Shareholders’ Equity 187,210 (4,077 ) 183,133 Certain accounts receivable due from VS to the Company during previous periods have been reclassified to shareholders’ equity as part of the retroactive consolidation. The following table includes the financial information as originally reported and the net effect of the VS acquisition after elimination of intercompany transactions. December 31, 2020 Prior to acquisition Effect of acquisition After acquisition Total Assets 532,025 ( 1,913 ) 530,112 Total Sales 374,923 1,684 376,607 Operating Income 66,120 (413 ) 65,707 Income attributable to parent 24,185 (310 ) 23,875 Basic income per share 0.52 0.00 0.51 Diluted income per share 0.52 0.00 0.51 The following table includes a reconciliation of the financial information for the year ended December 31, 2021 as being reported, the net effect of the VS acquisition after elimination of intercompany transactions, and the financial information that would have been, had the Company not acquired VS: December 31, 2021 Prior to acquisition Effect of acquisition After acquisition Total Assets 589,352 2,211 591,563 Total Sales 494,499 2,286 496,785 Operating Income 116,895 90 116,985 Income attributable to parent 68,085 66 68,151 Basic income per share 1.43 0.00 1.43 Diluted income per share 1.43 0.00 1.43 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment and Geographic Information | The following tables present geographical information about external customers. Geographical information is based on the location where there the customer is located. Schedule of Segment and Geographic Information Year ended December 31, 2021 2020 Colombia $ 26,375 $ 24,178 United States 456,327 340,437 Panama 4,530 2,713 Other 9,553 9,279 Total Revenues $ 496,785 $ 376,607 The following table presents revenues from external customer by product groups. Year ended December 31, 2021 2020 Glass and framing components $ 76,106 $ 73,443 Windows and architectural systems 420,679 303,164 Total Revenues $ 496,785 $ 376,607 |
Schedule of Long-Lived Assets | The Company’s long-lived assets are distributed geographically as follows: Schedule of Long-Lived Assets Year ended December 31, 2021 2020 Colombia $ 161,270 $ 152,605 Panama 60 213 United States 103,362 91,865 Total long lived assets $ 264,692 $ 244,683 |
Revenue Disaggregation, Contr_2
Revenue Disaggregation, Contract Assets and Contract liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Schedule of Disaggregation by Revenue | The Company disaggregates its sales with customers by revenue recognition method for its only segment, as the Company believes these factors affect the nature, amount, timing, and uncertainty of the Company’s revenue and cash flows. Schedule of Disaggregation by Revenue Year ended December 31, 2021 2020 Fixed price contracts $ 77,417 $ 103,423 Product sales 419,368 273,184 Total Revenues $ 496,785 $ 376,607 |
Schedule of Contract Assets and Liabilities | The table below presents the components of net contract assets (liabilities). Schedule of Contract Assets and Liabilities December 31, 2021 December 31, 2020 Contract assets — current $ 18,667 $ 28,405 Contract assets — non-current 11,853 10,228 Contract liabilities — current (45,213 ) (27,242 ) Contract liabilities — non-current (78 ) (977 ) Net contract (liabilities) assets $ (14,771 ) $ 10,414 |
Contract assets [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Schedule of Contract Assets and Liabilities | The components of contract assets are presented in the table below. Schedule of Contract Assets and Liabilities December 31, 2021 December 31, 2020 Unbilled contract receivables, gross $ 8,174 $ 13,534 Retainage 22,346 25,099 Total contract assets 30,520 38,633 Less: current portion 18,667 28,405 Contract assets – non-current $ 11,853 $ 10,228 |
Contract Liabilities [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Schedule of Contract Assets and Liabilities | The components of contract liabilities are presented in the table below. Schedule of Contract Assets and Liabilities December 31, 2021 December 31, 2020 Billings in excess of costs $ 12,854 7,191 Advances from customers on uncompleted contracts 32,437 21,028 Total contract liabilities 45,291 28,219 Less: current portion 45,213 27,242 Contract liabilities – non-current $ 78 977 |
Trade Accounts Receivable (Tabl
Trade Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Schedule of Trade Accounts Receivable | Trade accounts receivable consist of the following: Schedule of Trade Accounts Receivable December 31, 2021 2020 Trade accounts receivable 110,727 90,020 Less: Allowance for doubtful accounts (188 ) (644 ) Total $ 110,539 $ 89,376 |
Schedule of Changes in Allowance for Doubtful Accounts Receivable | The changes in the allowance for doubtful accounts for the years ended December 31, 2021 and 2020 are as follows: Schedule of Changes in Allowance for Doubtful Accounts Receivable Year ended December 31, 2021 2020 Balance at beginning of year $ 644 $ 2,685 Provision for bad debts 1,599 1,196 Deductions and write-offs, net of foreign currency adjustment (2,055 ) (3,237 ) Balance at end of year $ 188 $ 644 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories are comprised of the following Schedule of Inventories December 31, December 31, Raw materials $ 54,443 $ 47,282 Work in process 11,126 19,345 Finished goods 8,789 4,941 Stores and spares 9,869 8,981 Packing material 870 783 Total Inventories, gross 85,097 81,332 Less: Inventory allowance (122 ) (83 ) Total inventories, net $ 84,975 $ 81,249 |
Other Current Assets (Tables)
Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Current Assets | Other assets consist of the following: Schedule of Other Current Assets Year ended December 31, 2021 2020 Advances to Suppliers and Loans $ 983 $ 1,923 Prepaid Income Taxes 12,945 6,029 Employee Receivables 323 361 Prepaid expenses 3,861 2,371 Derivative financial instruments - 230 Other Creditors 4,742 2,974 Total $ 22,854 $ 13,890 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment is comprised of the following: Schedule of Property, Plant and Equipment December 31, December 31, Building $ 61,383 $ 64,956 Machinery and equipment 164,538 155,513 Office equipment and software 7,278 7,041 Vehicles 3,302 3,080 Aircraft 9,545 - Furniture and fixtures 2,537 2,304 Total property, plant and equipment 248,583 232,894 Accumulated depreciation (106,845 ) (107,410 ) Net book value of property and equipment 141,738 125,484 Land 24,891 26,990 Total property, plant and equipment, net $ 166,629 $ 152,474 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Schedule of Finite-Lived Intangible Assets, Future Amortization Expense December 31, 2021 Gross Acc. Amort. Net Trade Names $ 980 $ (947 ) $ 33 Notice of Acceptances (NOAs), product designs and other intellectual property 9,456 (6,280 ) 3,176 Non-compete Agreement 165 (160 ) 5 Customer Relationships 4,140 (4,017 ) 123 Total $ 14,741 $ (11,404 ) $ 3,337 December 31, 2020 Gross Acc. Amort. Net Trade Names $ 980 $ (751 ) $ 229 Notice of Acceptances (NOAs), product designs and other intellectual property 9,236 (5,255 ) 3,981 Non-compete Agreement 165 (126 ) 39 Customer Relationships 4,140 (3,277 ) 863 Total $ 14,521 $ (9,409 ) $ 5,112 |
Schedule of Finite Lived Intangible Assets Future Amortization Expense | The estimated aggregate amortization expense for each of the five succeeding years as of December 31, 2021 is as follows: Schedule of Finite Lived Intangible Assets Future Amortization Expense Year ending (in thousands) 2022 1,219 2023 908 2024 598 2025 290 Thereafter 322 Total $ 3,337 |
Other Long-Term Assets (Tables)
Other Long-Term Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
Schedule of Other Long Term Assets | Other long-term assets are comprised of the following: Schedule of Other Long Term Assets 2021 2020 December 31, 2021 2020 Real estate investments $ 3,848 $ 2,615 Other long-term assets 309 173 Other assets, noncurrent,total $ 4,157 $ 2,788 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long Term Debt | The Company’s debt is comprised of the following: Schedule of Long Term Debt December 31, 2021 December 31, 2020 Revolving lines of credit $ 279 $ 377 Finance lease 306 350 Unsecured senior note - 210,000 Other loans 239 31 Senior secured credit facility 204,257 22,835 Less: Deferred cost of financing (6,026 ) (9,107 ) Total obligations under borrowing arrangements 199,055 224,486 Less: Current portion of long-term debt and other current borrowings 10,700 1,764 Long-term debt $ 188,355 $ 222,722 |
Schedule of Maturities of Long Term Debt | The table below shows maturities of debt as of December 2021. Schedule of Maturities of Long Term Debt 2022 $ 10,700 2023 10,071 2024 11,304 2025 15,000 2026 158,006 Thereafter - Total $ 205,081 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of income tax expense are as follows: Schedule of Components of Income Tax Expense (Benefit) 2021 2020 Twelve months ended December 31, 2021 2020 Current income tax United States $ (1,679 ) $ (1,385 ) Colombia (22,354 ) (5,035 ) Panama (52 ) (32 ) Total current income tax (24,085 ) (6,452 ) Deferred income Tax United States (1,829 ) 20 Colombia (2,571 ) (6,601 ) Panama - - Total deferred income tax (4,400 ) (6,581 ) Total income tax (provision) $ (28,485 ) $ (13,033 ) Effective tax rate 29.4 % 35.3 % |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the statutory tax rate in Colombia to the Company’s effective tax rate is as follows: Schedule of Effective Income Tax Rate Reconciliation Year ended December 31, 2021 2020 Income tax expense at statutory rates 29.6 % 30.5 % Non-deductible expenses 2.4 % 5.9 % Non-taxable income -2.6 % -1.1 % Effective tax rate 29.4 % 35.3 % |
Schedule of Deferred Tax Assets and Liabilities | The Company has the following deferred tax assets and liabilities: Schedule of Deferred Tax Assets and Liabilities 2021 2020 Year ended December 31, 2021 2020 Deferred tax assets: Property, plant and equipment adjustments 471 480 Tax benefit on installation of renewable energy project 201 282 Foreign currency transactions 3,828 1,052 Other 59 75 Total deferred tax assets $ 4,559 $ 1,889 Deferred tax liabilities: Depreciation and Amortization (4,772 ) (1,931 ) Other (71 ) (377 ) Foreign currency transactions (2,537 ) (2,483 ) Total deferred tax liabilities $ (7,380 ) $ (4,791 ) Net deferred tax $ (2,821 ) $ (2,902 ) |
Schedule of Net Deferred Tax Liability | Net deferred tax is presented on the balance sheet as follows: Schedule of Net Deferred Tax Liability 2021 2020 December 31, 2021 2020 Long term deferred income tax asset $ 596 $ 268 Less: long term deferred income tax liability $ 3,417 $ 3,170 |
Hedging Activities and Fair V_2
Hedging Activities and Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Foreign Currency Hedges | The fair value of our foreign currency hedges is classified in the accompanying consolidated balance sheets as of December 31, 2020, are as follows: Schedule of Fair Value of Foreign Currency Hedges Derivative Assets Derivative Liabilities December 31, 2020 December 31, 2020 Derivatives designated as hedging instruments under Subtopic 815-20: Balance Sheet Location Fair Balance Sheet Location Fair Value Derivative instruments: Non-Delivery Collar Contracts Other current assets $ 230 Accrued liabilities $ - Total derivative instruments Total derivative assets $ 230 Total derivative liabilities $ - |
Schedule of Gains (Losses) on Derivative Financial Instruments | The following table presents the gains (losses) on derivative financial instruments, and their classifications within the accompanying consolidated financial statements, for the year months ended December 2021: Schedule of Gains (Losses) on Derivative Financial Instruments Derivatives in Cash Flow Hedging Relationships Location of Gain or (Loss) Reclassified from Accumulated Amount of Gain or (Loss) Amount of Gain or (Loss) Recognized in OCI (Loss) on OCI (Loss) into Reclassified from Accumulated Derivatives Income OCI (Loss) into Income Year Ended Year Ended December 31, December 31, December 31, December 31, 2021 2020 2021 2020 Non-delivery Collar Contracts $ - $ (635 ) Operating Revenues $ - $ (610 ) |
Summary of Fair Value and Carrying Amounts of Long Term Debt | The following table summarizes the fair value and carrying amounts of our long-term debt: Summary of Fair Value and Carrying Amounts of Long Term Debt December 31, 2021 December 31, 2020 Fair Value 194,285 238,753 Carrying Value 188,355 222,722 |
Related Parties (Tables)
Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Related Parties | The following is a summary of assets, liabilities, and income transactions with all related parties: Schedule of Related Parties December 31, 2021 December 31, 2020 Due from related parties: Alutrafic Led SAS 526 589 Studio Avanti SAS 408 118 A Construir SA 196 16 Due from other related parties 1,122 1,463 Total due from related parties $ 2,252 $ 2,186 Due to related parties: Vidrio Andino 2,834 3,035 WDI - 645 UT Semaforos de Barranquilla 360 418 Due from other related parties 663 785 Total due to related parties $ 3,857 $ 4,883 Less: Long term liabilities to related parties - 645 Current liabilities to related parties $ 3,857 $ 4,238 |
Schedule of Sale to Related Parties | Schedule of Sale to Related Parties 2021 2020 Year ended December 31, 2021 2020 Sales to related parties: Alutrafic Led SAS 1,104 697 Studio Avanti SAS 757 355 A Construir SA 198 339 Sales to other related parties 61 158 Sales to related parties $ 2,120 $ 1,549 |
Shareholders_ Equity (Tables)
Shareholders’ Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of the basic and diluted earnings per share for the years ended December 31, 2021 and 2020: Schedule of Earnings Per Share, Basic and Diluted 2021 2020 Year ended December 31, 2021 2020 Numerator for basic and diluted earnings per shares Net Income attributable to parent $ 68,151 $ 23,875 Denominator Denominator for basic earnings per ordinary share - weighted average shares outstanding 47,674,773 46,398,428 Denominator for diluted earnings per ordinary share - weighted average shares outstanding 47,674,773 46,398,428 Basic earnings (loss) per ordinary share $ 1.43 $ 0.51 Diluted earnings (loss) per ordinary share $ 1.43 $ 0.51 |
Operating Expenses (Tables)
Operating Expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Operating Cost and Expense, by Component | Selling expenses for the years ended December 31, 2021, and 2020 were comprised of the following: Schedule of Other Operating Cost and Expense, by Component December 31, 2021 2020 Shipping and Handling $ 23,064 $ 16,075 Sales commissions 10,740 8,161 Personnel 7,060 6,287 Services 2,616 1,921 Accounts Receivable provision 1,599 1,196 Packaging 1,820 1,036 Other Selling Expenses 2,869 4,389 Total Selling Expense $ 49,768 $ 39,065 General and administrative expenses for the years ended December 31, 2021 and 2020 were comprised of the following: December 31, 2021 2020 Personnel $ 10,814 $ 9,976 Related parties 6,746 6,617 Services 3,915 4,168 Depreciation and Amortization 3,593 3,687 Professional fees 3,029 2,971 Insurance 2,139 1,904 Taxes 1,047 1,138 Bank charges and tax on financial transactions 1,911 1,273 Rent expense 894 830 Other expenses 1,743 2,105 Total General and administrative expenses $ 35,831 $ 34,669 |
Schedule of Property, Plant and
Schedule of Property, Plant and Equipment Estimated Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Aircraft [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 30 years |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Product Information [Line Items] | ||
Restricted cash | $ 0 | $ 0 |
Percentage of retainage on customers | 10.00% | |
Value added tax, percentage | 19.00% | |
Sales tax, percentage | 0.70% | |
Product warranties description | The Company offers product warranties in connection with the sale and installation of its products that are competitive in the markets in which the products are sold. Standard warranties depend upon the product and service, and are generally from five to ten years for architectural glass, curtain wall, laminated and tempered glass, window and door products | |
Cost of product warranties | $ 1,256,000 | 681,000 |
Advertising costs | $ 1,457,000 | $ 987,000 |
Revenue [Member] | Customer Concentration Risk [Member] | Supply and installation [Member] | ||
Product Information [Line Items] | ||
Concentartion risk percentage | 16.00% |
Schedule of Consolidated Financ
Schedule of Consolidated Financial Statements (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Jan. 01, 2020 | |
Business Acquisition [Line Items] | |||
Total Shareholders' Equity | $ 243,862 | $ 207,982 | |
Total Assets | 591,563 | 530,112 | |
Total Sales | 496,785 | 376,607 | |
Operating Income | 116,985 | 65,707 | |
Income attributable to parent | $ 68,428 | $ 23,836 | |
Basic income per share | $ 1.43 | $ 0.51 | |
Diluted income per share | $ 1.43 | $ 0.51 | |
Ventanas solar acquisition [Member] | Prior to acquistion [Member] | |||
Business Acquisition [Line Items] | |||
Retained Earnings | $ 16,213 | ||
Total Shareholders' Equity | 187,210 | ||
Total Assets | $ 589,352 | $ 532,025 | |
Total Sales | 494,499 | 374,923 | |
Operating Income | 116,895 | 66,120 | |
Income attributable to parent | $ 68,085 | $ 24,185 | |
Basic income per share | $ 1.43 | $ 0.52 | |
Diluted income per share | $ 1.43 | $ 0.52 | |
Ventanas solar acquisition [Member] | Effect of acquistion [Member] | |||
Business Acquisition [Line Items] | |||
Retained Earnings | (4,065) | ||
Total Shareholders' Equity | (4,077) | ||
Ventanas solar acquisition [Member] | After acquistion [Member] | |||
Business Acquisition [Line Items] | |||
Retained Earnings | 12,148 | ||
Total Shareholders' Equity | $ 183,133 | ||
Ventanas solar acquisition [Member] | Effect of acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Total Assets | $ 2,211 | $ 1,913 | |
Total Sales | 2,286 | 1,684 | |
Operating Income | 90 | (413) | |
Income attributable to parent | $ 66 | $ (310) | |
Basic income per share | $ 0 | $ 0 | |
Diluted income per share | $ 0 | $ 0 | |
Ventanas solar acquisition [Member] | After acquisition [Member] | |||
Business Acquisition [Line Items] | |||
Total Assets | $ 591,563 | $ 530,112 | |
Total Sales | 496,785 | 376,607 | |
Operating Income | 116,985 | 65,707 | |
Income attributable to parent | $ 68,151 | $ 23,875 | |
Basic income per share | $ 1.43 | $ 0.51 | |
Diluted income per share | $ 1.43 | $ 0.51 |
Ventanas Solar Acquisition (Det
Ventanas Solar Acquisition (Details Narrative) $ in Millions | Nov. 08, 2021USD ($) |
Business Acquisition [Line Items] | |
Accounts receivable | $ 4 |
CI energia solar SASES windows [Member] | |
Business Acquisition [Line Items] | |
Purchase Agreement | 95.00% |
Long Term Investments (Details
Long Term Investments (Details Narrative) - USD ($) $ / shares in Units, $ in Millions | Oct. 28, 2020 | May 03, 2019 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 09, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Issuance of ordinary shares | 1,557,142 | ||||
Issuance of ordinary shares | $ 0.0001 | $ 0.0001 | |||
Additional contribution paid | $ 12.5 | ||||
Saint gobain joint venture agreement [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
MinorityInterestOwnership | 25.80% | ||||
Purchase price for acquiring minority interest | $ 45 | ||||
Cash consideration paid for acquisition of minority interest | $ 34.1 | ||||
Recorded Current Liabilities in relation to acquistion | $ 10.9 | ||||
Issuance of ordinary shares | $ 7 | ||||
Premium percentage | 33.00% |
Schedule of Segment and Geograp
Schedule of Segment and Geographic Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total Revenues | $ 496,785 | $ 376,607 |
Glass and framing components [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total Revenues | 76,106 | 73,443 |
Windows and architectural systems [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total Revenues | 420,679 | 303,164 |
COLOMBIA | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total Revenues | 26,375 | 24,178 |
UNITED STATES | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total Revenues | 456,327 | 340,437 |
PANAMA | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total Revenues | 4,530 | 2,713 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total Revenues | $ 9,553 | $ 9,279 |
Schedule of Long-Lived Assets (
Schedule of Long-Lived Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long lived assets | $ 264,692 | $ 244,683 |
COLOMBIA | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long lived assets | 161,270 | 152,605 |
PANAMA | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long lived assets | 60 | 213 |
UNITED STATES | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total long lived assets | $ 103,362 | $ 91,865 |
Segment and Geographic Inform_3
Segment and Geographic Information (Details Narrative) | 12 Months Ended |
Dec. 31, 2021Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Schedule of Disaggregation by R
Schedule of Disaggregation by Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Total Revenues | $ 496,785 | $ 376,607 |
Fixed price contracts [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenues | 77,417 | 103,423 |
Product Sales [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total Revenues | $ 419,368 | $ 273,184 |
Schedule of Contract Assets and
Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Operating revenues: | ||
Less: current portion | $ 18,667 | $ 28,405 |
Contract assets – non-current | 11,853 | 10,228 |
Contract liabilities — current | (45,213) | (27,242) |
Contract liabilities — non-current | (78) | (977) |
Net contract (liabilities) assets | (14,771) | 10,414 |
Unbilled contract receivables, gross | 8,174 | 13,534 |
Retainage | 22,346 | 25,099 |
Total contract assets | 30,520 | 38,633 |
Billings in excess of costs | 12,854 | 7,191 |
Advances from customers on uncompleted contracts | 32,437 | 21,028 |
Total contract liabilities | 45,291 | 28,219 |
Less: current portion | 45,213 | 27,242 |
Contract liabilities – non-current | $ 78 | $ 977 |
Revenue Disaggregation, Contr_3
Revenue Disaggregation, Contract Assets and Contract liabilities (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Remaining performance obligation | $ 248,100 | |
Performance obligation, percentage | 100.00% | |
Sales related to billing in excess of cost liability | $ 6,765 | |
Sales related to contract liabilities | $ 4,469 | |
December 31, 2022 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected performance obligations revenue to be recognized | 232,700 | |
December 31, 2023 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected performance obligations revenue | $ 15,400 |
Schedule of Trade Accounts Rece
Schedule of Trade Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Receivables [Abstract] | |||
Trade accounts receivable | $ 110,727 | $ 90,020 | |
Less: Allowance for doubtful accounts | (188) | (644) | $ (2,685) |
Total | $ 110,539 | $ 89,376 |
Schedule of Changes in Allowanc
Schedule of Changes in Allowance for Doubtful Accounts Receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Receivables [Abstract] | ||
Balance at beginning of year | $ 644 | $ 2,685 |
Provision for bad debts | 1,599 | 1,196 |
Deductions and write-offs, net of foreign currency adjustment | (2,055) | (3,237) |
Balance at end of year | $ 188 | $ 644 |
Schedule of Inventories (Detail
Schedule of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 54,443 | $ 47,282 |
Work in process | 11,126 | 19,345 |
Finished goods | 8,789 | 4,941 |
Stores and spares | 9,869 | 8,981 |
Packing material | 870 | 783 |
Total Inventories, gross | 85,097 | 81,332 |
Less: Inventory allowance | (122) | (83) |
Total inventories, net | $ 84,975 | $ 81,249 |
Schedule of Other Current Asset
Schedule of Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Advances to Suppliers and Loans | $ 983 | $ 1,923 |
Prepaid Income Taxes | 12,945 | 6,029 |
Employee Receivables | 323 | 361 |
Prepaid expenses | 3,861 | 2,371 |
Derivative financial instruments | 230 | |
Other Creditors | 4,742 | 2,974 |
Total | $ 22,854 | $ 13,890 |
Other Current Assets (Details N
Other Current Assets (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Amortization of prepaid expenses | $ 1,308 | $ 1,338 |
Schedule of Property, Plant a_2
Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 248,583 | $ 232,894 |
Accumulated depreciation | (106,845) | (107,410) |
Net book value of property and equipment | 141,738 | 125,484 |
Land | 24,891 | 26,990 |
Total property, plant and equipment, net | 166,629 | 152,474 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 61,383 | 64,956 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 164,538 | 155,513 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 7,278 | 7,041 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 3,302 | 3,080 |
Aircraft [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | 9,545 | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment | $ 2,537 | $ 2,304 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 17,317 | $ 17,074 |
Schedule of Finite-Lived Intang
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | $ 14,741 | $ 14,521 |
Accumulated Amortization | (11,404) | (9,409) |
Total | 3,337 | 5,112 |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 980 | 980 |
Accumulated Amortization | (947) | (751) |
Total | 33 | 229 |
Notice of Acceptances [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 9,456 | 9,236 |
Accumulated Amortization | (6,280) | (5,255) |
Total | 3,176 | 3,981 |
Non-compete Agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 165 | 165 |
Accumulated Amortization | (160) | (126) |
Total | 5 | 39 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, Gross | 4,140 | 4,140 |
Accumulated Amortization | (4,017) | (3,277) |
Total | $ 123 | $ 863 |
Schedule of Finite Lived Intang
Schedule of Finite Lived Intangible Assets Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2022 | $ 1,219 | |
2023 | 908 | |
2024 | 598 | |
2025 | 290 | |
Thereafter | 322 | |
Total | $ 3,337 | $ 5,112 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Weighted average amortization period | 5 years 3 months 18 days | |
Amortization of Intangible Assets | $ 2,298 | $ 2,178 |
Schedule of Other Long Term Ass
Schedule of Other Long Term Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Investments, All Other Investments [Abstract] | ||
Real estate investments | $ 3,848 | $ 2,615 |
Other long-term assets | 309 | 173 |
Other assets, noncurrent,total | $ 4,157 | $ 2,788 |
Schedule of Long Term Debt (Det
Schedule of Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Revolving lines of credit | $ 279 | $ 377 |
Finance lease | 306 | 350 |
Unsecured senior note | 210,000 | |
Other loans | 239 | 31 |
Senior secured credit facility | 204,257 | 22,835 |
Less: Deferred cost of financing | (6,026) | (9,107) |
Total obligations under borrowing arrangements | 199,055 | 224,486 |
Less: Current portion of long-term debt and other current borrowings | 10,700 | 1,764 |
Long-term debt | $ 188,355 | $ 222,722 |
Schedule of Maturities of Long
Schedule of Maturities of Long Term Debt (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 10,700 |
2023 | 10,071 |
2024 | 11,304 |
2025 | 15,000 |
2026 | 158,006 |
Thereafter | |
Total | $ 205,081 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Nov. 30, 2021 | Jan. 31, 2021 | Dec. 31, 2020 | Nov. 30, 2020 | Oct. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | $ 224,300 | $ 198,600 | $ 224,300 | ||||
Long-term Line of Credit | 377 | $ 279 | 377 | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||||||
Proceeds from Long-term Lines of Credit | 23,100 | ||||||
Debt Instrument, Maturity Date, Description | few weeks to 5 years | ||||||
Effective interest rate issuance | 2.81% | ||||||
Related Party Transaction, Due from (to) Related Party | $ 1,496 | ||||||
Present value of minimum lease payments | $ 306 | ||||||
Finance Lease, Right-of-Use Asset, after Accumulated Amortization | $ 321 | $ 275 | 321 | ||||
Weighted average remaining lease term | 3 years | ||||||
Debt, weighted average interest rate | 2.09% | ||||||
Interest Expense | $ 8,465 | $ 19,773 | |||||
Deferred cost [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Related Party Transaction, Due from (to) Related Party | 1,346 | ||||||
Operating Expense [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Related Party Transaction, Due from (to) Related Party | $ 150 | ||||||
UnSecured Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Face Amount | $ 210,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.20% | ||||||
Debt Instrument, Maturity Date, Description | mature in 2022 | ||||||
Debt extinguishment cost | $ 10,900 | ||||||
Debt extinguishment of call premium | $ 8,600 | ||||||
London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.75% | ||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | 2.50% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | 3.50% | |||||
Draw Term Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 250,000 | ||||||
Senior Secured Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | 300,000 | ||||||
Line of Credit Facility, Borrowing Capacity, Description | (i) increase the borrowing capacity under its committed Line of credit from $50 million to $150 million, (ii) reduce its borrowing costs by an approximate 130 basis points, and (iii) extend the initial maturity date by one year to the end of 2026. | ||||||
Senior Secured Credit Facility [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000 | ||||||
Senior Secured Credit Facility [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 150,000 | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Line of Credit | $ 50,000 | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Line of Credit | $ 200,000 | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Line of Credit | $ 350 |
Schedule of Components of Incom
Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
United States | $ (1,679) | $ (1,385) |
Total current income tax | (24,085) | (6,452) |
United States | (1,829) | 20 |
Total deferred income tax | (4,400) | (6,581) |
Total income tax (provision) | $ (28,485) | $ (13,033) |
Effective tax rate | 29.40% | 35.30% |
COLOMBIA | ||
Panama | $ (22,354) | $ (5,035) |
Panama | (2,571) | (6,601) |
PANAMA | ||
Panama | (52) | (32) |
Panama |
Schedule of Effective Income Ta
Schedule of Effective Income Tax Rate Reconciliation (Details) | Sep. 14, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | |||
Income tax expense at statutory rates | 31.00% | 29.60% | 30.50% |
Non-deductible expenses | 2.40% | 5.90% | |
Non-taxable income | (2.60%) | (1.10%) | |
Effective tax rate | 29.40% | 35.30% |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Property, plant and equipment adjustments | $ 471 | $ 480 |
Tax benefit on installation of renewable energy project | 201 | 282 |
Foreign currency transactions | 3,828 | 1,052 |
Other | 59 | 75 |
Total deferred tax assets | 4,559 | 1,889 |
Depreciation and Amortization | (4,772) | (1,931) |
Other | (71) | (377) |
Foreign currency transactions | (2,537) | (2,483) |
Total deferred tax liabilities | (7,380) | (4,791) |
Net deferred tax | $ (2,821) | $ (2,902) |
Schedule of Net Deferred Tax Li
Schedule of Net Deferred Tax Liability (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Long term deferred income tax asset | $ 596 | $ 268 |
Less: long term deferred income tax liability | $ 3,417 | $ 3,170 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | Sep. 14, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | |||
Effective income tax rate reconciliation, statutory rate | 31.00% | 29.60% | 30.50% |
Maximum [Member] | |||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | |||
Income tax percentage | 35.00% | ||
Minimum [Member] | |||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | |||
Income tax percentage | 30.00% |
Schedule of Fair Value of Forei
Schedule of Fair Value of Foreign Currency Hedges (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total derivative assets | $ 230 | |
Non-Delivery Collar Contracts [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total derivative assets | 230 | |
Total derivative liabilities | 0 | |
Non-Delivery Collar Contracts [Member] | Other Current Assets [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total derivative assets | 230 | |
Non-Delivery Collar Contracts [Member] | Accrued Liabilities [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Total derivative liabilities | $ 0 |
Schedule of Gains (Losses) on D
Schedule of Gains (Losses) on Derivative Financial Instruments (Details) - Non-Delivery Collar Contracts [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Amount of Gain or (Loss) Recognized in OCI (Loss) on Derivatives | $ 0 | $ (635) |
Amount of gain or (Loss) Reclassified from Accumulated OCI (Loss) into Income | $ 0 | $ (610) |
Summary of Fair Value and Carry
Summary of Fair Value and Carrying Amounts of Long Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Fair Value | $ 194,285 | $ 238,753 |
Carrying Value | $ 188,355 | $ 222,722 |
Hedging Activities and Fair V_3
Hedging Activities and Fair Value Measurements (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2021 | Mar. 31, 2021 | |
Derivatives, Fair Value [Line Items] | |||
Accumulated other comprehensive income net of tax | $ (43,512) | $ (68,751) | |
Collar Contracts [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Accumulated other comprehensive income net of tax | 159 | ||
Foreign currency fair value hedge asset at fair value | 230 | ||
Derivatives used in net investment hedge, tax (benefit) | $ 71 | ||
Accumulated Other Comprehensive Loss [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Reclassified earnings, expected | $ 185 |
Schedule of Related Parties (De
Schedule of Related Parties (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Related Party Transaction [Line Items] | ||
Total due from related parties | $ 2,252 | $ 2,186 |
Due from other related parties | 1,122 | 1,463 |
Total due to related parties | 3,857 | 4,883 |
Due from other related parties | 663 | 785 |
Less: Long term liabilities to related parties | 645 | |
Current liabilities to related parties | 3,857 | 4,238 |
Alutrafic ledSAS [Member] | ||
Related Party Transaction [Line Items] | ||
Total due from related parties | 526 | 589 |
Studio avanti SAS [Member] | ||
Related Party Transaction [Line Items] | ||
Total due from related parties | 408 | 118 |
A Construir SA [Member] | ||
Related Party Transaction [Line Items] | ||
Total due from related parties | 196 | 16 |
Total due to related parties | 490 | 48 |
Vidrio andino [Member] | ||
Related Party Transaction [Line Items] | ||
Total due to related parties | 2,834 | 3,035 |
Current liabilities to related parties | 2,834 | 3,035 |
Window Design And Installation LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Total due to related parties | 645 | |
UT semaforosde barranquilla [Member] | ||
Related Party Transaction [Line Items] | ||
Total due to related parties | $ 360 | $ 418 |
Schedule of Sale to Related Par
Schedule of Sale to Related Parties (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | ||
Sales to related parties | $ 2,120 | $ 1,549 |
Sales to other related parties | 2,120 | 1,549 |
Alutrafic ledSAS [Member] | ||
Related Party Transaction [Line Items] | ||
Sales to related parties | 1,104 | 697 |
Sales to other related parties | 1,104 | 697 |
Studio avanti SAS [Member] | ||
Related Party Transaction [Line Items] | ||
Sales to related parties | 757 | 355 |
Sales to other related parties | 757 | 355 |
A Construir SA [Member] | ||
Related Party Transaction [Line Items] | ||
Sales to related parties | 198 | 339 |
Sales to other related parties | 198 | 339 |
Sales to Other Related Parties [Member] | ||
Related Party Transaction [Line Items] | ||
Sales to related parties | 61 | 158 |
Sales to other related parties | $ 61 | $ 158 |
Related Parties (Details Narrat
Related Parties (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Dec. 09, 2020 | Oct. 28, 2020 | May 03, 2019 | Dec. 31, 2021 | Dec. 31, 2020 |
Related Party Transaction [Line Items] | |||||
Revenue from Related Parties | $ 2,120 | $ 1,549 | |||
Due to Related Parties | 3,857 | 4,883 | |||
Due from Related Parties | 2,252 | 2,186 | |||
Aggregate shares of ordinary shares | $ 1,557,142 | 10,900 | |||
Expected manufacturing interest rate percentage | 33.00% | 25.80% | |||
Due to Related Parties, Current | $ 3,857 | 4,238 | |||
Equity method income | 4,177 | 1,387 | |||
Non operating income | 600 | 100 | |||
Vidrio andino [Member] | |||||
Related Party Transaction [Line Items] | |||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 25.80% | ||||
A Construir SA [Member] | |||||
Related Party Transaction [Line Items] | |||||
[custom:PaymentsForCapitalizedPropertyPlantAndEquipment] | 9,292 | 2,365 | |||
Revenue from Related Parties | 198 | 339 | |||
Accounts Receivable, Related Parties | 196 | 140 | |||
Due to Related Parties | 490 | 48 | |||
Due from Related Parties | 196 | 16 | |||
Alutrafic ledSAS [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenue from Related Parties | 1,104 | 697 | |||
Due from Related Parties | 526 | 589 | |||
Bancaplus SA [Member] | |||||
Related Party Transaction [Line Items] | |||||
Investments and Cash | 2,261 | ||||
Santa Maria Del Mar SAS [Member] | |||||
Related Party Transaction [Line Items] | |||||
Payments to acquire land | 352 | ||||
Santa Maria Del Mar SAS [Member] | CEO And COO [Member] | |||||
Related Party Transaction [Line Items] | |||||
Purchases from affiliates | 291 | 311 | |||
Fundacion tecnoglass [Member] | |||||
Related Party Transaction [Line Items] | |||||
[custom:CashContributionsForSocialCauses] | 1,350 | 1,259 | |||
Studio avanti SAS [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenue from Related Parties | 757 | 355 | |||
Due from Related Parties | 408 | 118 | |||
UT semaforosde barranquilla [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to Related Parties | $ 360 | 418 | |||
Bearing interest rate | 3.00% | ||||
Vidrio andino [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to Related Parties | $ 2,834 | 3,035 | |||
Cash Acquired from Acquisition | $ 45,000 | ||||
Payment of cash | $ 34,100 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Land | $ 10,900 | ||||
Shares Issued, Price Per Share | $ 7 | ||||
Additional cash contribution | 12,500 | ||||
Business Combination, Consideration Transferred | 15,308 | 14,339 | |||
Due to Related Parties, Current | 2,834 | 3,035 | |||
Equity method income | 4,177 | 1,387 | |||
Window Design And Installation LLC [Member] | |||||
Related Party Transaction [Line Items] | |||||
Due to Related Parties | 645 | ||||
Bearing interest amount | $ 600 | ||||
Bearing interest rate percentage | 3.70% | ||||
Non operating income | $ 666 | ||||
Zofracosta [Member] | |||||
Related Party Transaction [Line Items] | |||||
Investments | $ 764 | $ 886 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) $ in Thousands | 3 Months Ended |
Dec. 31, 2021USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase of aggregate raw material | $ 62,000 |
Schedule of Earnings Per Share,
Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Net Income attributable to parent | $ 68,151 | $ 23,875 |
Denominator for basic earnings per ordinary share - weighted average shares outstanding | 47,674,773 | 46,398,428 |
Denominator for diluted earnings per ordinary share - weighted average shares outstanding | 47,674,773 | 46,398,428 |
Basic earnings (loss) per ordinary share | $ 1.43 | $ 0.51 |
Diluted earnings (loss) per ordinary share | $ 1.43 | $ 0.51 |
Shareholders_ Equity (Details N
Shareholders’ Equity (Details Narrative) - $ / shares | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 08, 2021 | Dec. 31, 2020 | Dec. 20, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Preferred shares, shares authorized | 1,000,000 | 1,000,000 | ||
Preferred shares, par value | $ 0.0001 | $ 0.0001 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred shares, shares outstanding | 0 | 0 | ||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 | ||
Ordinary shares, par value | $ 0.0001 | $ 0.0001 | ||
Ordinary shares, shares, issued | 47,674,773 | 46,117,631 | ||
Ordinary shares, shares, outstanding | 47,674,773 | 46,117,631 | ||
Legal reserve description | Colombian regulation requires that companies retain 10% of net income until it accumulates at least 50% of subscribed and paid in capital | |||
Dividends payable, date to be paid | Jan. 31, 2022 | |||
ESMetals [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity method investment, ownership percentage | 70.00% | |||
Ventanas solar SA [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity method investment, ownership percentage | 95.00% | |||
Quarterly Rate [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dividend rate per share | $ 0.065 | |||
Annual Basis [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Dividend rate per share | $ 0.26 | |||
2013 Long-Term Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Ordinary shares are reserved for issuance | 1,593,917 |
Schedule of Other Operating Cos
Schedule of Other Operating Cost and Expense, by Component (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Total Selling Expense | $ 49,768 | $ 39,065 |
Total General and administrative expenses | 35,831 | 34,669 |
Shipping and Handling [Member] | ||
Total Selling Expense | 23,064 | 16,075 |
Sales Commission [Member] | ||
Total Selling Expense | 10,740 | 8,161 |
Personnel [Member] | ||
Total Selling Expense | 7,060 | 6,287 |
Total General and administrative expenses | 10,814 | 9,976 |
Services [Member] | ||
Total Selling Expense | 2,616 | 1,921 |
Total General and administrative expenses | 3,915 | 4,168 |
Accounts Receivable Provision [Member] | ||
Total Selling Expense | 1,599 | 1,196 |
Packaging [Member] | ||
Total Selling Expense | 1,820 | 1,036 |
Other Selling Expenses [Member] | ||
Total Selling Expense | 2,869 | 4,389 |
Related Parties [Member] | ||
Total General and administrative expenses | 6,746 | 6,617 |
Depreciation and Amortization [Member] | ||
Total General and administrative expenses | 3,593 | 3,687 |
Professional Fees [Member] | ||
Total General and administrative expenses | 3,029 | 2,971 |
Insurance [Member] | ||
Total General and administrative expenses | 2,139 | 1,904 |
Taxes [Member] | ||
Total General and administrative expenses | 1,047 | 1,138 |
Bank Charges and Tax on Financial Transactions [Member] | ||
Total General and administrative expenses | 1,911 | 1,273 |
Rent Expense [Member] | ||
Total General and administrative expenses | 894 | 830 |
Other Expenses [Member] | ||
Total General and administrative expenses | $ 1,743 | $ 2,105 |
Non-Operating Income and Expe_2
Non-Operating Income and Expenses (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Non-operating income and expenses | $ 600 | $ 100 |
Gain (Loss) on Extinguishment of Debt | 10,699 | |
[custom:CallPremiumPaid] | 8,600 | |
Redemption Premium | 210,000 | |
Foreign Currency Transaction Loss, before Tax | 4,300 | |
Reclassified to other comprehensive income | 8,500 | |
Net Loss | $ 68,428 | 23,836 |
Percentage of depreciation | 16.00% | |
Colombian Peso [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Net Loss | $ 8,600 |