Exhibit 99.1
Investor PresentationGSE Systems, Inc. (“GSE Solutions”)NASDAQ: GVPSpring 2022
Forward Looking Statements and Non-GAAP Financial Measures This presentation, our remarks, and answers to questions contain statements that are considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. These statements reflect our current expectations concerning future events and results. We use words such as “expect,” ”intend,” ”believe,” “may,” “will,” “should,” “could,” “anticipate,” and similar expressions to identify forward-looking statements, but their absence does not mean a statement is not forward-looking. These statements are not guarantees of our future performance and are subject to risks, uncertainties, and other important factors that could cause our actual performance or achievements to be materially different from those we project. For a full discussion of these risks, uncertainties, and factors, we encourage you to read our documents on file with the Securities and Exchange Commission, including those set forth in our periodic reports under the forward-looking statements and risk factors sections. We do not intend to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.This presentation, our remarks, and answers to questions include references to Adjusted EBITDA, adjusted net income, and adjusted earnings per share (“adjusted EPS”), which do not adhere to generally accepted accounting principles (“GAAP”). We define EBITDA as earnings before interest, taxes, depreciation and amortization (“EBITDA”). Adjusted EBITDA” excludes from EBITDA certain non-recurring gains and expense including non-cash loss on impairment, impact of the change in fair value of contingent consideration, restructuring charges, stock-based compensation expense, impact of the change in fair value of derivative instruments, and acquisition-related expense. References to “Adjusted net income” excludes from net income non-cash loss on impairment, impact of the change in fair value of contingent consideration, restructuring charges, stock-based compensation expense, impact of the change in fair value of derivative instruments, acquisition-related expense, and amortization of intangible assets related to acquisitions. We define adjusted EPS as adjusted net income divided by fully diluted shares of common stock issued and outstanding. EBITDA, Adjusted EBITDA, Adjusted net income, and adjusted EPS are reconciled to net income, the most directly comparable GAAP measure, in the financial tables included in the Appendix to this presentation. We believe that this additional information and the reconciliation we provide may be useful to help evaluate our operations. This information supplements our results as reported in accordance with GAAP and should not be viewed in isolation from, or as a substitute for, our GAAP results.We undertake no duty to update or revise the information in light of new information, future events or otherwise, although we may do so from time to time as management believes is appropriate. Any such updating may be made through the filing of reports or documents with the Securities and Exchange Commission, through press releases or through other public disclosures.
Our mission is to deliver advanced engineering services & products, and flexible workforce solutions that support a stable grid, clean energy production and the decarbonization of the power industry. GSE Future of Power Operations
GSE At A Glance More than five decades of proven industry experience Hundreds of customers in over 50 countriesDelivers unique and essential engineering and workforce solutions, services and products Solutions include performance optimization, regulatory compliance, simulation, training, and staffing One of the few publicly held independent companies serving the clean energy sector of nuclear power and adjacent industriesGSE supports the future of clean energy production and the decarbonization of the power industry Ticker | Exchange GVP | Nasdaq Headquarters Maryland Number of Employees ~310 Recent price (3/29/22) $1.90 Shares outstanding ~20.8M Market cap (3/29/22) ~$39.4M Total cash (12/31/21) ~$3.6M Total debt (12/31/21) ~$1.8M Enterprise value1 ~$37.6M Revenue (2021) ~$55.2M EV / Revenue1 ~0.7x Insider ownership2 ~1.56M shares 1Enterprise Value and EV/Revenue are estimates based on the Recent Price, Market Cap, Total Cash and Total Debt amounts as of the dates provided herein and do not represent the Enterprise Value or EV/Revenue as of the date of this presentation. 2Per proxy dated 4/30/2021.
Leadership Kyle Loudermilk President and Chief Executive Officer20+ years of executive experience at publicly-listed MicroStrategy. AspenTech, and PE-backed Datatel/Ellucian Strong track record revitalizing technology companiesBS, MS, Chemical Engineering – Columbia University; Harvard University General Management Program Emmett Pepe, CPA Chief Financial Officer30+ years of experience in finance management across a variety of business sectors Focus on the software and telecommunicationExecutive positions at MicroStrategy, BroadSoft, Software AG, and webMethodsBS, Accounting – Penn State University Bahram Meyssami PhD Chief Technology Officer25+ years of experience in the software industryFormer positions at Aspen Technology, Datatel, University of MarylandBS, MS, PhD Chemical Engineering – University of Maryland Don Horn President, Engineering Performance Group 25+ years in energy industry, focused on managerial and engineering responsibilitiesElectrical engineering experience with Foster Wheeler, Houston Lighting & Power, and FluorBS in Electrical Engineering – Colorado State University Brian Greene Vice President, Workforce Solutions Group 15+ years of staffing industry experience More than a decade with System One, with a particular focus on staffing for the nuclear energy and engineering sectorsBA, English – University of West Georgia
GSE Workforce Solutions division makes sure the right people and skills are in place for customer operations to run smoothly. Our experts help identify solutions and talent to address workforce gaps. What We Offer Engineering design and implementation services Simulators that enhance design and performanceOptimizing plant performance and engineering program applications GSE Engineering is a highly experienced team focused on creating innovative ways to meet our customers’ needs using a combination of our industry-leading services and products. Flexible staffing services End-to-end workforce management programsKnowledge transfer support as aging workforce retireSpecialized nuclear training programs
Business Model ~50%12-15%Technical / High-Value StaffingTime and material contractsAs service is performed billing occurs ~5%80-90%SoftwareSale of perpetual license with recurring MX, or SaaS annual subscriptionLicense upon delivery, ratable recognition over life of MX agreement Workforce Solutions % of RevenueGross MarginPrimarily SellingBusiness ModelAccounting 1 Software is a component of GSE’s Engineering group Engineering ~50%30-40+%Engineering Modeling & Modification ServicesFixed price, and time and material contractsPercent complete, or as service is performed billing occurs Software1
CONSULTING SIMULATION Virtual CommissioningAdvanced ModelingSystem DesignGeneric SimulationFull-Scope Custom SimulationOn-Demand PlatformEngineering Simulators PLANT MODIFICATIONSMechanical, Electrical, I&CCivil/StructuralFire ProtectionDigital Upgrades DECOMMISSION SERVICESAssessment/ ReadinessProcedures10 CFR 72 ComplianceLicense Termination Staff AugmentationSchedule/Plan EstimatesProject ManagementProcedure Development TRAINING Turn-key ProgramsCustom Programs & DevelopmentOn-Demand TrainingAssessmentsCertified Instructors ENGINEERING PROGRAMSASME OM CodeIn-Service Inspect/TestAppendix JBalance of PlantEngineering Programs SoftwareTraining Courses THERMAL PERFORMANCEAssessment ModelingHeat Balance AnalysisMegawatt ImprovementOnline MonitoringTraining CoursesThermal Performance Software ENGINEERINGSERVICESSystems UpgradesLife ExtensionLicense Renewal Specialty Engineering EOCPRA Evaluations Solutions Portfolio STAFFING Nuclear OperationsProgram CompliancePerformance Analysis Work ManagementCorrective ActionsLicense & RegulatoryDesign for Inspectability
Representative Global Blue-Chip Customers1 1The trademarks above are the property of the referenced companies; GSE disclaims ownership of such marks. Inclusion of a representative customer herein is not intended to suggest endorsement or recommendation.
Market Overview
Drive for Environmental Equity & Clean Energy Charged to create a carbon-free power sector by 2035 US on a path to a net-zero economy by 2050Re-establish the President’s Council of Advisors on Science and TechnologyCreation of jobs and skilled-trades to accelerate clean energy and transmission projects Plan to increase the resilience of facilities and operationsLikely phaseout and elimination of fossil fuel subsidiesUS $1.2 trillion Infrastructure Bill was passed in 2021, demonstrating one of United States' largest commitments to decarbonization and creating significant opportunities for nuclear in the current energy transition 2050 2035 2025 2021 US on path to net-zero economy Carbon-free power sector created Embrace new technologies like SMRs US Infrastructure Bill was passed
The Future of Nuclear is Here US leads the way: The US makes up 30.9% of the world's nuclear energy powerhouses. GSE experts have experience working with these utilities and several more around the world. They have a deep understanding of regulations and emerging approaches. Reducing CO2 emissions: 52% of the US’ carbon-free electricity came from nuclear power 2020. GSE’s mission, innovative technologies, and partnerships support decarbonization. Nuclear plants are here long term: An average nuclear plant spans 60 years - existing fleet requires 20-40 years possibly 80. GSE’s services and technologies support the aging nuclear fleet; helping to improve operations, enhance safety and extend plant life. +20 +20
Major Gains for Nuclear from New Infrastructure Bill On Nov. 2021, the new Infrastructure Investment and Jobs Act ”Infrastructure Bill,” was signed into law to provide: support for keeping nuclear power plants facing economic hardship operating funding for Department of Energy (“DOE”) Advanced Reactor Demonstration Program (ARDP) US $6 billion civil nuclear credit program designed to preserve the existing nuclear fleet and prevent premature shutdowns of nuclear power plants Preserving immense amounts of carbon free electricity as well as high-paying jobs Authorizing and appropriating the funding through FY 2026 (US $1.2 billion per year) to the DOE to implement the ARDP programFunding approvals for DOE’s ARDP Demonstration projects and authorizes US $3.2 billion through FY 2027 for the advanced reactor demonstrationsAppropriates US $2.4 billion to fund ARDP awards from FY 2022 through 2025 – this may be used for the risk reduction and advanced reactor concept projects as well Top initiatives where funding will support nuclear energy include:
Growth Opportunities
GSE Multi-year Roadmap for Growth develop new innovative software and technologies to modernize and analyze systemsexpand services and technology to the aging nuclear fleet to improve operations, enhance safety and extend plant lifeextend capabilities through a customized approach to offer true and compelling value continue to expand partnerships into advance reactors and small modular reactors (SMR)aggressively address cross-over services that fit with natural gas/renewables, wind, solar and hydrogencontinue to innovate and improve Organic GrowthDEEPEN New Approaches INTEGRATE expand cross selling effortsdeepen partnerships improve power generation assets and operations with products, services and maintenance contractsexpand to adjacent marketsbuild and expand talent network Utilize TechnologyOPTIMIZE
Growing Software MX Revenue Streams Revenue growthTotal software growth of 23% 2020 ($3.9M) 2021 ($4.8M)Types of softwareWorkforce training Engineering scenariosAnalytics analysisProgram supportWhy softwareBetter marginsImplementing modernization of systems for better data knowledgeSupport virtual workforce with web-based solutions We have experts to develop and deploy +80% Software & Support RevenueSaaS/Recurring Revenue (in $M)
Web-based Employee Training Software Dynamic Simulation Modeling Software Engineering Program Software Investing in Innovative Software The most accurate, highest-level of advanced modeling used to test engineering changes, system design and human factors engineering. EnVision On-Demand integrates computer-based tutorials and simulations to provide anytime, anywhere access to training content. EP-Plus is a modern, easy to use engineering programs software suite, built on industry standards and best practices by leading experts. Fleet Thermal System Monitoring Software TSM Enterprise is a suite of calculation modules that provide timesaving methods of tracking thermal performance in plant applications.
SMRs are advanced reactors that produce 300 megawatts or less of electricity. They are factory-built-minimizing costs, improving quality and reducing construction schedules.ModularityLower Capital InvestmentSiting FlexibilityGreater EfficiencyIncreasing Grid StabilitySafeguards & Security / NonproliferationUS Industry, Manufacturing and Job GrowthEconomic Development Safe, Clean, & Affordable Nuclear Power OptionSmall Modular Reactor Market Size to grow 15% by 2030. SMRs are being developed by NuScale, GE Hitachi; Rolls-Royce Consortium; and others Every SMR will need a control room simulator and software upgrades Opportunities in Small Modular Reactors (SMR) 1December 2020 - Natural Resources Canada press release outlines next steps for progress on small modular reactor technology.2 www.spglobal.com/platts/en/market-insights/latest-news/electric-power/021221-montana-senate-panel-oks-study-to-convert-colstrip-coal-plant-to-nuclear3 www.eenews.net/eedaily/2021/02/08/stories/1063724579?utm_campaign=edition&utm_medium=email&utm_source=eenews%3Aeedaily4 According to ReportLinker.com5 Valuates' Reports: https://bit.ly/3zL5dSV SEPT ‘20 US NRC approved the first SMR design by NuScale OCT ‘20 US DOE awarded $160M to build working models of smaller scale nuclear reactor designs NOV ‘20 UK announces ten-point plan for a green industrial revolution, supporting the UK SMR program with a £215 million investment DEC ‘20 DOE announced $30M in funding under its new Advanced Reactor Demonstration Program DEC ‘20 Canada outlines next steps for progress on SMR technology supporting transition to net-zero emissions by 20501 FEB ‘21 Montana Senate Committee votes to pass a feasibility study for replacing coal-fired boilers at a coal plant with SMRs2 FEB ‘21 US Rep Mike Simpson calls for breaching four Snake River dams and replacing energy with sources such as SMRs3 JUN’ 21 TerraPower teams with PacifiCorp to demonstrate the viability of carbon-free SMRs in WY SEPT ’21 The SMR market is projected to reach USD 11.3 billion by 20264 SEPT ’21 Consideration of SMRs for the Caribbean island of Puerto Rico is advancing to the 2nd stage SEPT ’21 A new facility opened by NuScale in collaboration with the University of Idaho in Idaho Falls DEC ’21 NuScale announces plans to go public FEB ‘22 NuScale Announced Historic Agreement with KGHM to Initiate the Deployment of the First Small Modular Reactor in Poland
NuScale is expected to have first SMR operational by 2027 or sooner NuScale has developed a transformational SMR that delivers scalable, safe, reliable carbon-free nuclear power Partnering for Success: GSE Integrates with NuScale SMRs NuScale announces plans to go public with a ~$1.9 billion pro forma enterprise value GSE’s simulator is anintegral part of the DCA to the US NRC to prove the design andoperational concepts In 2012 NuScale chose the GSE platform and team to assist them in testing out key control room design decisions as part of the Design Certification Application (DCA) process GSE collaborates with NuScale on Energy Exploration (E2) Centers for Research
Financials
Approximate Revenue Mix (2021) Engineering Workforce Solutions By Segment By Industry Nuclear Other Power North America Europe By Geography Utilities Other By End User Asia & Other Non-Power / Process
Annual Financial Highlights Consolidated Orders (in $M) Performance Engineering Orders (in $M) Consolidated Orders & Revenue Trend (in $M) Workforce Solutions Orders (in $M)
Quarterly Financial Highlights Consolidated Orders (in $M) Performance Engineering Orders (in $M) Consolidated Orders & Revenue Trend (in $M) Workforce Solutions Orders (in $M)
Recent Financial Results HIGHLIGHTSRevenues in 2H:21 starting to increaseQ3 was strongest quarter since onset of pandemicImprovements led by in Workforce Solutions; shows customers returning to onsite workImproved order flow during FY21, especially in 2H, bodes well going into FY22Software Sales Increased to $4.8 million in FY21Software as a Service (SaaS) was $4.4 million of software sales Lowered operating expenses by 26.7% in FY21Company rightsized corporate overhead and prepared for future growth
Improved Capital Structure HIGHLIGHTSSignificantly improved balance sheet during FY21 and in FY22Repayment and forgiveness of $10.1 million Paycheck Protection Program (PPP) loanLine of credit lowered by $1.2 million to $1.8 millionSubsequent to year end, company raised $5 million in net proceeds from sale of convertible debenture; line of credit eliminated.Retention Credit remaining in receivablesCompany collected $1.1 million in Q1:22 and has ~$3.0 million outstandingYear over year increase in shareholders’ equity of $12.5 million
Peer Group Analysis Ticker * Company Stock Price* Shares Outstanding Market Cap Cash Debt Enterprise Value SALES(TTM) EV/SALES(TTM) GVP GSE Solutions (GSE Systems) $1.90 20.8 $39.52 $3.55 $1.82 $37.79 $55.18 0.68 Ticker* Company Stock Price* Shares Outstanding Market Cap Cash Debt Enterprise Value SALES(TTM) EV/SALES(TTM) NVEE NV5 Global $132.75 15.4 $2,044.35 $47.98 $111.06 $2,107.43 $706.71 2.98 WLMS Williams Industrial Services $2.12 26.2 $55.54 $2.48 $30.33 $83.39 $304.94 0.27 ATCX Atlas Technical Consultants $12.58 34.7 $436.53 $10.70 $462.19 $888.02 $538.80 1.65 LEU Centrus Energy Corp. $35.09 14.4 $505.30 $193.80 $101.80 $413.30 $298.30 1.39 SVIK.ST Studsvik 98.30SEK 8.2 870.8 SEK 108.4 SEK 21.0 SEK 783.40 SEK 798.3 SEK 1.02 DLHC DLH Holdings Corp. $19.31 12.8 $247.17 $4.22 $40.88 $283.83 $341.04 0.83 PESI Perma-Fix Environmental $5.73 13.2 $75.64 $7.22 $1.10 $69.52 $83.42 0.83 Peer Group 1.28 *As of 3/30/2022 and USD, unless noted Discount to Peer Group -46.58%
Photo courteous of NuScale Summary
Our Focus Capitalize on demand from existing facilities that need improvements and upgrades Strengthen divisional leadershipUnify engineering services under one umbrellaStreamline operations, contain costs and maximize cash flow Disciplined capital structure management and debt paydownDeliver on exciting solutions pipeline Organic Growth & Operational Improvement
Investment Highlights Global Blue Chip Client Base Four decades serving a high-barrier-to-entry market Strong, enduring relationships with blue chip power and process companiesDiverse number of clients across entire power industry Experience and skill-set to deliver operational improvementsLeadership with an “owner/operator” mentality Aligned with shareholders – GSE management are sizable shareholders Aligned, ProvenLeadership Recognition of nuclear as a critical source of resilient baseload carbon-free energy Environmentally-friendly Biden administration--ambitious plans to cut carbon emissionsAging workforce crisis / buoyant outlook for Small Modular Reactor (“SMR”) technology Favorable Industry Drivers Significant discount relative to industry peersGrowing Software as a Service (“SaaS”) revenue stream, higher margin and recurringStreamlined operations, contained costs, improved capital structure, and prepared to maximize cash flow Attractive Valuation Expertise from 50+ years of serving clients in the power and process sectorsProven and differentiated technology for simulation and training solutionsDifficult-to-replicate technology and base of talented, specialized employees Highly Specialized Platform Focus on growth, execute on exciting solutions roadmap Capitalize on pent-up demand from existing facilities that need improvements and upgradesCapture growth opportunities in emerging technologies in the power industry, including SMRs Solid Growth Strategy
Connect With Us GSE SolutionsKyle LoudermilkPresident and CEOkyle.loudermilk@gses.com+1 410.970.7800 Lytham PartnersAdam LowensteinerVice Presidentgvp@lythampartners.com+ 1 646.829.9702 linkedin.com/company/gse-solutions/ www.gses.com investor@gses.com 410.970.7800
Appendix
GSE Solutions Financial History1,2 and Balance Sheet Data 1 Excludes DP Engineering for periods prior to February 15, 2019; excludes True North prior to May 11, 2018 and excludes Absolute Consulting prior to September 20, 2017 2 EBITDA, Adjusted EBITDA, Adjusted net income and adjusted EPS are non-GAAP financial measures; see GAAP to non-GAAP reconciliation on pages 26 and 27 in the Appendix of this presentation. Financial Summary1 Fiscal Year Ended (in $ millions, except shares amounts) 2017 2018 2019 2020 2021 Revenue 70.9 92.2 83.0 57.6 55.2 Gross Profit 18.5 23.1 20.3 14.8 11.9 Gross margin 26% 25% 24% 26% 21% Operating (loss) income 0.2 1.4 (7.4) (9.5) (6.0) Operating margin 0% 1% (9%) (17%) (11%) Net (loss) income 6.6 (0.4) (12.1) (10.5) 10.6 Diluted EPS $0.33 ($0.02) ($0.60) ($0.52) $0.51 Diluted shares 19,605,427 19,704,999 20,062,021 20,439,157 20,761,191 EBITDA 1.5 3.7 (2.2) (6.9) 12.8 Adjusted EBITDA 5.7 7.4 4.8 (0.3) (2.2) Adjusted net (loss) income 3.0 (3.6) 8.0 0.0 (2.9) Adjusted EPS - diluted $0.15 ($0.18) $0.39 $0.00 ($0.14) Balance Sheet (in $ millions) Dec. 31, 2021 Cash and cash equivalents 3.6 Current assets 20.1 Total assets 39.1 Current liabilities 15.0 Total debt 1.8 Total stockholders' equity 23.0
GSE EBITDA & Adjusted EBITDA Reconciliation (in $ Thousands)1 EBITDA and Adjusted EBITDA are not measures of financial performance under generally accepted accounting principles ("GAAP"). Management believes EBITDA and Adjusted EBITDA, in addition to GAAP measures, provide meaningful supplemental information regarding our operational performance. Our management uses EBITDA, Adjusted EBITDA, and other non-GAAP measures to evaluate the performance of our business and make certain operating decisions (e.g., budgeting, planning, employee compensation and resource allocation). This information facilitates management's internal comparisons to our historical operating results as well as to the operating results of our competitors. Since management finds these measures to be useful, we believe that our investors can benefit by evaluating both non-GAAP and GAAP results. Investors should recognize that EBITDA and Adjusted EBITDA might not be comparable to similarly-titled measures of other companies. These measures should be considered in addition to, and not as a substitute for or superior to, any measure of performance prepared in accordance with GAAP. A reconciliation of non-GAAP EBITDA and Adjusted EBITDA to the most directly comparable GAAP measure (net income) in accordance with SEC Regulation G follows: 1 Excludes DP Engineering for periods prior to February 15, 2019; excludes True North prior to May 11, 2018 and excludes Absolute Consulting prior to September 20, 2017 Adjusted EBITDA Summary Fiscal Year Ended (in $ thousands) 2017 2018 2019 2020 2021 Net (loss) income 6,557 (354) (12,085) (10,537) 10,607 Interest (expense) income, net (80) 268 988 623 159 (Benefit) provision for income taxes (6,153) 1,131 5,733 355 163 Depreciation and amortization 1,146 2,634 3,129 2,612 1,865 EBITDA 1,470 3,679 (2,235) (6,947) 12,794 Acquisition-related expense 473 540 744 192 - Acquisition-related settlement - - (2,025) - - Bad debt related to customer bankruptcy 122 85 - - - Change in fair value of contingent consideration 446 - (1,200) - - Employee retention credit and PPP loan forgiveness - - - - (17,289) Impact of the change in fair value of derivative instruments (99) 350 13 17 (19) Litigation - - - 477 (22) Loss on impairment - - 5,597 4,302 3 Restructuring charges 778 1,269 2,478 1,297 798 Stock-based compensation expense 2,472 1,526 1,420 378 1,043 VAT write-off - - - - 450 Adjusted EBITDA 5,662 7,449 4,792 (284) (2,242)
Adjusted Net Income & Adjusted EPS Reconciliation (In $ Thousands, except share amounts)1,2 Adjusted Net Income and adjusted earnings (loss) per share (“adjusted EPS”) are not measures of financial performance under generally accepted accounting principles (“GAAP”). Management believes adjusted net income and adjusted EPS, in addition to GAAP measures, provide meaningful supplemental information regarding our operational performance. Our management uses Adjusted Net Income and other non-GAAP measures to evaluate the performance of our business and make certain operating decisions (e.g., budgeting, planning, employee compensation and resource allocation). This information facilitates management's internal comparisons to our historical operating results as well as to the operating results of our competitors. Since management finds these measures to be useful, we believe that our investors can benefit by evaluating both non-GAAP and GAAP results. Investors should recognize that Adjusted Net Income and Adjusted EPS might not be comparable to similarly-titled measures of other companies. These measures should be considered in addition to, and not as a substitute for or superior to, any measure of performance prepared in accordance with GAAP. A reconciliation of non-GAAP adjusted net income and adjusted EPS to GAAP net income, the most directly comparable GAAP financial measure, is as follows: 1 Excludes DP Engineering for periods prior to February 15, 2019; excludes True North prior to May 11, 2018 and excludes Absolute Consulting prior to September 20, 20172 Adjusted Net Income for prior periods does not include the impact on income tax expense of the adjustments Adjusted Net Income (Loss) Summary Fiscal Year Ended (in $ thousands, except shares amounts) 2017 2018 2019 2020 2021 Net (loss) income 6,557 (354) (12,085) (10,537) 10,607 Acquisition-related expense 473 540 744 192 - Acquisition-related settlement - - (2,025) - - Amortization of intangible assets related to acquisitions 335 1,612 2,400 1,943 1,213 Bad debt related to customer bankruptcy 122 85 - - - Change in fair value of contingent consideration 446 - (1,200) - - Employee retention credit and PPP loan forgiveness - - - - (17,289) Impact of the change in fair value of derivative instruments (99) 350 13 17 (19) Litigation - - - 477 (22) Loss on impairment - - 5,597 4,302 3 Release of valuation allowance (10,555) (339) 6,820 1,589 246 Restructuring charges 778 1,269 2,478 1,297 798 Stock-based compensation expense 2,472 1,526 1,420 378 1,043 Tax reform impact 2,497 - - - - VAT write-off - - - - 450 Income tax expense impact of adjustments - (8,251) 3,851 345 46 Adjusted net income (loss) 3,026 (3,562) 8,013 3 (2,924) Earnings (loss) per share - diluted $0.33 ($0.02) ($0.60) ($0.52) $0.51 Adjusted earnings (loss) per share - diluted $0.15 ($0.18) $0.39 $0.00 ($0.14) Weighted average shares outstanding - diluted 19,605,427 19,922,151 20,376,255 20,439,157 20,761,191