8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 1, 2018

PGT Innovations, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-3797120-0634715

 (Commission File Number)             (IRS Employer Identification No.)

1070 Technology Drive, North Venice, Florida 34275

(Address of Principal Executive Offices, Including Zip Code)

(941) 480-1600

(Registrant's Telephone Number, Including Area Code)

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

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

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

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

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

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

Emerging growth company [  ]

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

ITEM 2.02. Results of Operations and Financial Condition

On November 1, 2018, PGT Innovations, Inc. (the "Company") issued a press release announcing its financial results for the third quarter and nine months ended September 29, 2018.

On the same date, the Company posted an earnings presentation on its investor relations website at http://ir.pgtinnovations.com. The earnings presentation is being made available in connection with the Company's earnings conference call and audio webcast on November 1, 2018 at 10:30 a.m. E.T. The press release and the earnings presentation are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and are hereby incorporated herein by reference.

ITEM 7.01. Regulation FD Disclosure

The information set forth above under Item 2.02 is hereby incorporated herein by reference.

The information contained in this paragraph, as well as Exhibit 99.1 and Exhibit 99.2 referenced herein, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit No.	Description
99.1	Press release of PGT Innovations, Inc., dated November 1, 2018
99.2	Earnings presentation dated November 1, 2018

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SIGNATURES

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

PGT INNOVATIONS, INC.

By: /s/   Brad West          

       Name:  Brad West

       Title:  Senior Vice President, and Chief Financial

      Officer

    Dated:  November 1, 2018

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release of PGT Innovations, Inc., dated November 1, 2018
99.2	Earnings presentation dated November 1, 2018

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EX-99.1

EXHIBIT 99.1

NEWS RELEASE

PGTI Reports Third Quarter and Year-To-Date 2018 Results

Increasing 2018 Full Year Guidance on Strong Top-line Growth and Contribution from Western Windows Systems Acquisition

VENICE, Fla., November 1, 2018 – PGT Innovations, Inc. (NYSE: PGTI), a national leader in the premium window and door category, today announced financial results for its third quarter and year-to-date ended September 29, 2018.

Financial Highlights for Third Quarter 2018 versus Third Quarter 2017

● Net sales of $199 million, an increase of $72 million, or 57 percent

● Gross margin of 36.7 percent, compared to 31.3 percent

● Net income of $13.6 million, compared to $6.3 million

● Adjusted net income of $20.1 million, compared to $8.1 million

● Net income per diluted share of $0.26, compared to $0.12

● Adjusted net income per diluted share of $0.38, compared to $0.16

Financial Highlights for Year-To-Date 2018 versus Year-To-Date 2017

● Net sales of $509 million, an increase of $132 million, or 35 percent

● Gross margin of 34.9 percent, compared to 30.8 percent

● Net income of $43.5 million, compared to $19.5 million

● Adjusted net income of $51.4 million, compared to $22.1 million

● Net income per diluted share of $0.83, compared to $0.38

● Adjusted net income per diluted share of $0.98, compared to $0.43

"The third quarter was the start of an exciting new chapter for PGT Innovations.  We completed our first major out-of-state acquisition, Western Windows Systems, positioning PGTI as a national leader in the premium window and door space.  Also, to finance the acquisition, we successfully entered the bond market for the first time, achieving access to capital at an attractive fixed rate. Following the acquisition, we successfully executed an equity offering which allowed us to more quickly de-lever our balance sheet following the acquisition, providing us with more flexibility for other operational and strategic initiatives in the future.  We believe our execution of these transactions in the third quarter has put PGT Innovations in a strong position, and well-poised for continued growth," stated Jeff Jackson, President and Chief Executive Officer of PGT Innovations.

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"PGT Innovations delivered another strong quarter with net sales of $199 million, up  $72 million, or 57 percent, driven by continued growth in our repair and remodel sector and inclusion of the post-acquisition sales of Western Windows Systems, which were $18.7 million," continued Jackson. "Organically, sales increased 42 percent, driven by continued strong demand for our flagship WinGuard impact-resistant products."

"Consistent with the second quarter of 2018, we achieved meaningful gross margin improvement versus prior year. The gross margin improvement of 5.4 percentage-points, as compared to the third quarter of 2017, is the result of our ability to leverage fixed costs, generate manufacturing and operating efficiencies, and implement price increases to offset cost inflation. The improvement was also due to gross margin accretion from the Western Windows Systems acquisition.  Additionally, for the second straight quarter, we achieved at least a 20 percent-of-sales adjusted EBITDA," continued Jackson.

Fiscal Year 2018 Outlook

Given increased product demand and solid execution, we are increasing our 2018 financial guidance. The revised guidance includes Western Window Systems sales for the post-acquisition period beginning on August 13, 2018.

PGT Innovations now expects its financial performance for the 2018 fiscal year to finish within the "Current Guidance" ranges shown in the table below:

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Conference Call

PGT Innovations will host a conference call on Thursday, November 1, 2018, at 10:30 a.m. The conference call will be available at the same time through the Investor Relations section of the PGT Innovations, Inc. website, http://ir.pgtinnovations.com/events.cfm.

To participate in the teleconference, kindly dial into the call a few minutes before the start time: 877-883-0383 (U.S.) and 412-902-6506 (Canada and international). The conference ID is 2122753. A replay of the call will be available within approximately one hour after the end of the call on November 1, 2018, through November 15, 2018. To access the replay, dial 877-344-7529 (U.S.), 855-669-9658 (Canada) and 412-317-0088 (international) and refer to pass code 10125252.

You may also provide your contact information in advance by using the following link: https://hd.choruscall.com/?callme=true&passcode=2122753&info=company&r=true&b=16. At the time of the call, the phone number you provided will be automatically called and connected to the conference.

About PGT Innovations, Inc.

PGT Innovations manufactures and supplies premium windows and doors. Its highly-engineered and technically-advanced products can withstand some of the toughest weather conditions on earth and are unify indoor and outdoor living spaces.

PGT Innovations creates value through deep customer relationships, understanding the unstated needs of the markets it serves and a drive to develop category-defining products. PGT Innovations is also the nation's largest manufacturer of impact-resistant windows and doors, holds the leadership position in its primary market, and is part of the S&P SmallCap 400 Index.

The PGT Innovations' family of brands include CGI®, PGT® Custom Windows & Doors, WinDoor®, Western Window Systems® and CGI Commercial®. The Company's brands, in their respective markets, are a preferred choice of architects, builders, and homeowners throughout North America and the Caribbean. The Company's high-quality products are available in custom and standard sizes with multiple dimensions that allow for greater design possibilities in residential, multi-family, and commercial projects. For additional information, visit www.pgtinnovations.com.

Forward-Looking Statements

Statements in this press release regarding our business that are not historical facts are "forward-looking statements" that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements generally can be identified by the use of forward-looking terminology, such as "may," "expect," "expectations," "outlook," "forecast," "guidance," "intend," "believe," "could," "project," "estimate," "anticipate," "should" and similar terminology. These risks and uncertainties include factors such as:

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• the ability to successfully integrate the operations of Western Window Systems into our existing operations and the diversion of management's attention from ongoing business and regular business responsibilities to effect such integration;

• the effects of increased expenses or unanticipated liabilities incurred as a result of, or due to activities related to, the Western Window Systems Acquisition;

• the risk that the anticipated cost savings, synergies, revenue enhancement strategies and other benefits from the Western Window Systems Acquisition may not be fully realized or may take longer to realize than expected or that our actual integration costs may exceed our estimates;

• disruption from the Western Window Systems Acquisition making it more difficult to maintain relationships with customers or suppliers of Western Window Systems;

• our level of indebtedness, which increased in connection with the Western Window Systems Acquisition;

• adverse changes in new home starts and home repair and remodeling trends, especially in the state of Florida, where the substantial portion of our sales are currently generated, and in the western United States, where the substantial portion of the sales of Western Window Systems' operations are generated, and in the U.S. generally;

• macroeconomic conditions in Florida, where the substantial portion of our sales are generated, and in California, Texas, Arizona, Nevada, Colorado, Oregon, Washington and Hawaii, where the substantial portion of the sales of Western Window Systems are currently generated, and in the U.S. generally;

• raw material prices, especially for aluminum, glass and vinyl, including, price increases due to the implementation of tariffs and other trade-related restrictions;

• our dependence on a limited number of suppliers for certain of our key materials;

• sales fluctuations to and changes in our relationships with key customers;

• in addition to the Western Window Systems Acquisition, our ability to successfully integrate businesses we may acquire, or that any business we acquire may not perform as we expected at the time we acquired it;

• increases in transportation costs, including due to increases in fuel prices;

• our dependence on our impact-resistant product lines and contemporary indoor/outdoor window and door systems, and on consumer preferences for those types and styles of products;

• product liability and warranty claims brought against us;

• federal, state and local laws and regulations, including unfavorable changes in local building codes and environmental and energy code regulations;

• our dependence on our limited number of geographically concentrated manufacturing facilities;

• risks associated with our information technology systems, including cybersecurity-related risks, such as unauthorized intrusions into our systems by "hackers" and theft of data and information from our systems, and the risks that our information technology systems do not function as intended or experience temporary or long-term failures to perform as intended; and

• The risks and uncertainties discussed under Part II, Item 1A, "Risk Factors" in the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.

Statements in this press release that are forward-looking statements include, without limitation, our expectations regarding: (1) demand for our products going forward, including the demand for our impact-resistant products and the products of Western Window Systems; (2) our ability to continue to leverage fixed costs in a favorable manner; (3) our ability to continue to achieve manufacturing and operational efficiencies; (4) the favorable impact that the increase in our product prices may have on our performance, and our ability to take future price increases to offset further increases in our costs; (5) the Company's ability to continue to grow its sales and earnings going forward (6) our ability to position ourselves as a national leader in the premium window and door market, and our performance in that market; (7) our ability to identify and complete operational and strategic initiatives in the future, and the results of any such initiatives; and (8) our financial and operational performance for our 2018 fiscal year, including our updated "Fiscal Year 2018 Outlook" set forth in this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except as required by law, the Company undertakes no obligation to update these forward-looking statements to reflect subsequent events or circumstances from the date of this press release.

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Use of Non-GAAP Financial Measures

This Press Release and the financial schedules include financial measures and terms not calculated in accordance with U.S. generally accepted accounting principles (GAAP). We believe that presentation of non-GAAP measures such as adjusted net income, adjusted net income per share, and adjusted EBITDA provides investors and analysts with an alternative method for assessing our operating results in a manner that enables investors and analysts to more thoroughly evaluate our current performance compared to past performance. We also believe these non-GAAP measures provide investors with a better baseline for assessing our future earnings potential. The non-GAAP measures included in this release are provided to give investors access to types of measures that we use in analyzing our results.

Adjusted net income consists of GAAP net income adjusted for the items included in the accompanying reconciliation. Adjusted net income per share consists of GAAP net income per share adjusted for the items included in the accompanying reconciliation. We believe these measures enable investors and analysts to more thoroughly evaluate our current performance as compared to the past performance and provide a better baseline for assessing the Company's future earnings potential. However, these measures do not provide a complete picture of our operations.

Adjusted EBITDA consists of net income, adjusted for the items included in the accompanying reconciliation. We believe that adjusted EBITDA provides useful information to investors and analysts about the Company's performance because they eliminate the effects of period-to-period changes in taxes, costs associated with capital investments and interest expense. Adjusted EBITDA does not give effect to the cash the Company must use to service its debt or pay its income taxes and thus does not reflect the actual funds generated from operations or available for capital investments.

Our calculations of adjusted net income, adjusted net income per share, and adjusted EBITDA are not necessarily comparable to calculations performed by other companies and reported as similarly titled measures. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP but should not be considered a substitute for or superior to GAAP measures. Schedules that reconcile adjusted net income, adjusted net income per share, and adjusted EBITDA to GAAP net income are included in the financial schedules accompanying this release.

SOURCE: PGT Innovations, Inc.

PGT Innovations Contacts:

Investor Relations:

Brad West, 941-480-1600

Senior Vice President and CFO

BWest@PGTInnovations.com

Media Relations:

Danielle Mikesell, 941-480-1600

Senior Vice President, Marketing & Innovation

DMikesell@PGTInnovations.com

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PGT INNOVATIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited - in thousands, except per share amounts)
	Three Months Ended				Nine Months Ended
	September 29,		September 30,		September 29,			September 30,
	2018		2017		2018			2017
Net sales	$	199,084	$	126,876	$	508,606		$	376,981
Cost of sales		126,086		87,128		330,888			260,941
Gross profit		72,998		39,748		177,718			116,040
Selling, general and administrative expenses		44,055		24,950		105,293			72,385
Gains on transfers of assets		-		-		(2,551	)		-
Income from operations		28,943		14,798		74,976			43,655
Interest expense, net		11,741		5,514		19,393			14,992
Debt extinguishment costs		296		-		3,375			-
Income before income taxes		16,906		9,284		52,208			28,663
Income tax expense		3,335		2,992		8,749			9,117
Net income	$	13,571	$	6,292	$	43,459		$	19,546
Basic net income per common share	$	0.26	$	0.13	$	0.86		$	0.40
Diluted net income per common share	$	0.26	$	0.12	$	0.83		$	0.38
Weighted average common shares outstanding:
Basic		51,682		49,629		50,619			49,455
Diluted		53,068		51,809		52,378			51,670

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PGT INNOVATIONS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited - in thousands)
	September 29,		December 30,
	2018		2017
ASSETS
Current assets:
Cash and cash equivalents	$	32,159	$	34,029
Accounts receivable, net		92,537		60,308
Inventories		46,477		37,816
Contract assets, net		14,026		-
Prepaid expenses, other current assets and assets held for sale		12,690		12,363
Total current assets		197,889		144,516
Property, plant and equipment, net		113,076		84,133
Intangible assets, net		275,917		115,043
Goodwill		272,439		108,060
Other assets, net		1,217		1,367
Total assets	$	860,538	$	453,119
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	69,943	$	41,085
Current portion of long-term debt		238		294
Total current liabilities		70,181		41,379
Long-term debt, less current portion		373,910		212,679
Deferred income taxes, net		23,136		22,772
Other liabilities		16,963		964
Total liabilities		484,190		277,794
Total shareholders' equity		376,348		175,325
Total liabilities and shareholders' equity	$	860,538	$	453,119

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PGT INNOVATIONS, INC.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO THEIR GAAP EQUIVALENTS
(unaudited - in thousands, except per share amounts)
	Three Months Ended						Nine Months Ended
	September 29,			September 30,			September 29,			September 30,
	2018			2017			2018			2017
Reconciliation to Adjusted Net Income and
Adjusted Net Income per share (1):
Net income (2)	$	13,571		$	6,292		$	43,459		$	19,546
Reconciling items:
Debt extinguishment costs (2)		296			-			3,375			-
Facility and equipment relocation costs (3)		-			-			435			-
Gains on transfers of assets
under Cardinal APA (4)		-			-			(2,551	)		-
Transaction-related costs and effects (5)		3,145			-			4,144			-
Hurricane Irma-related costs (6)		-			1,091			-			1,091
Management reorganization costs (7)		-			-			-			715
WinDoor transition costs (8)		-			693			-			693
Write-offs of deferred lenders fees and
discount relating to debt prepayments (9)		5,297			980			5,297			980
Thermal Plastic System start-up costs (10)		-			-			-			517
Tax effect of reconciling items		(2,255	)		(975	)		(2,758	)		(1,410	)
Adjusted net income	$	20,054		$	8,081		$	51,401		$	22,132
Weighted-average diluted shares (2)		53,068			51,809			52,378			51,670
Adjusted net income per share - diluted	$	0.38		$	0.16		$	0.98		$	0.43
Reconciliation to Adjusted EBITDA (1):
Depreciation and amortization expense	$	6,401		$	5,054		$	15,850		$	14,320
Interest expense, net		11,741			5,514			19,393			14,992
Income tax expense		3,335			2,992			8,749			9,117
Reversal of tax effect of reconciling items for
adjusted net income above		2,255			975			2,758			1,410
Reconciling item included in interet expense, net		(5,297	)		(980	)		(5,297	)		(980	)
Stock-based compensation expense (11)		1,345			531			2,543			1,568
Adjusted EBITDA	$	39,834		$	22,167		$	95,397		$	62,559
Adjusted EBITDA as percentage of net sales		20.0%			17.5%			18.8%			16.6%

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(1)  The Company's non-GAAP financial measures were explained in its Form 8-K filed November 1, 2018.

(2) Represents debt extinguishment costs of $3.1 million recognized in the first quarter of 2018 relating to the Company's second refinancing and second amendment of the 2016 Credit Agreement on March 16, 2018, and $296 thousand in the third quarter relating to changes in lender positions under the revolving credit portion of the 2016 Credit Agreement. We repriced and amended our 2016 Credit Agreement for the first time on February 17, 2017. However, because there were no changes in lender positions in the first action, it did not result in any lender positions being considered as modified or extinguished. Therefore, there was no charge for debt extinguishment costs in the three or nine months ended September 30, 2017.

(3) Represents costs associated with planned relocation of the CGI Windows & Doors manufacturing operations to its new facility in Miami, FL, and costs associated with machinery and equipment relocations within our glass plant operations in Venice, FL as the result of our planned disposal of certain glass manufacturing assets to Cardinal Glass Industries. Of the $435 thousand, $416 thousand is classified within cost of sales during the nine months ended September 29, 2018, with the remainder classified within selling, general and administrative expenses.

(4) Represents gains from sales of assets to Cardinal LG Company (Cardinal) under an Asset Purchase Agreement (APA) dated September 22, 2017. Pursuant to the terms of the APA, which required us to transfer assets to Cardinal in phases, during the second quarter of 2018, we made transfers of assets to Cardinal which had a net book value totaling $3.2 million and fair value totaling $5.8 million, resulting in the recognition of gains totaling $2.6 million, classified as gains on transfers of assets in the nine months ended September 29, 2018.

(5) Represents costs and other effects relating to our acquisition of Western Window Systems, which we announced on July 24, 2018 and completed on August 13, 2018. Of the $3.1 million in the three-months ended and $4.1 million in the nine months ended September 29, 2018, $2.8 million and $3.8 million, respectively, relates to transaction-related costs classified within selling, general and administrative expenses. The remaining $392 thousand in both periods relates to an opening balance sheet inventory valuation adjustment which is classified within cost of sales in the three and nine month ended September 29, 2018.

(6) Represents community outreach costs, recovery-related expenses and other disruption costs caused by Hurricane Irma in early September 2017, of which $345 thousand is classified within cost of sales, and $746 thousand is classified within selling, general and administrative expenses in the three and nine months ended September 30, 2017.

(7) Represents costs associated with planned changes in our management structure in the first quarter of 2017, directed towards maximizing the effectiveness and efficiency of the Company's leadership team, classified within selling, general and administrative expenses in the nine months ended September 30, 2017.

(8)  Represents costs relating to operating inefficiencies caused by changes in WinDoor's leadership and its supply chain for glass, of which $645 thousand is classified within cost of sales in the three and nine months ended September 30, 2017, and the remainder classified within selling, general and administrative expenses.

(9)  In 2018, represents non-cash charges from write-offs of deferred lenders fees and discount relating to the prepayment of $152.0 million of borrowings outstanding under the term loan portion of the 2016 Credit Agreement, included in interest expense, net, in the three and nine months ended September 29, 2018, using proceeds from the issuance of 7 million shares of Company common stock in the 2018 Equity Offering. In 2017, represents non-cash charges from write-offs of deferred lenders fees and discount relating to voluntary prepayments of borrowings outstanding under the term loan portion of the 2016 Credit Agreement totaling $20.0 million made during the 2017 third quarter, included in interest expense, net, in the three and nine months ended September 30, 2017.

(10)  Represents costs incurred in January and February 2017 associated with the start-up of our second Thermal Plastic Spacer system insulated glass line, all of which is classified within cost of sales in the nine months ended September 30, 2017.

(11)  Beginning in 2018, we updated our reporting of adjusted EBITDA to exclude non-cash stock-based compensation expense. Prior periods have been revised to reflect this change for consistency of comparisons.

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EX-99.2

EXHIBIT 99.2

 PGT Innovations  Q3 2018 Financial results  November 1, 2018 

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 FORWARD LOOKING STATEMENTS  Statements in this presentation regarding our business that are not historical facts are “forward-looking statements” that involve risks and uncertainties which could cause actual results to differ materially from those contained in the forward-looking statements. Such forward-looking statements generally can be identified by the use of forward-looking terminology, such as “may,” “expect,” “expectations,” “outlook,” “forecast,” “guidance,” “intend,” “believe,” “could,” “project,” “estimate,” “anticipate,” “should” and similar terminology. These risks and uncertainties include factors such as:the ability to successfully integrate the operations of Western Window Systems into our existing operations and the diversion of management’s attention from ongoing business and regular business responsibilities to effect such integration;the effects of increased expenses or unanticipated liabilities incurred as a result of, or due to activities related to, the Western Window Systems Acquisition;the risk that the anticipated cost savings, synergies, revenue enhancement strategies and other benefits from the Western Window Systems Acquisition may not be fully realized or may take longer to realize than expected or that our actual integration costs may exceed our estimates;disruption from the Western Window Systems Acquisition making it more difficult to maintain relationships with customers or suppliers of Western Window Systems;our level of indebtedness, which increased in connection with the Western Window Systems Acquisition;adverse changes in new home starts and home repair and remodeling trends, especially in the state of Florida, where the substantial portion of our sales are currently generated, and in the western United States, where the substantial portion of the sales of Western Window Systems’ operations are generated, and in the U.S. generally;macroeconomic conditions in Florida, where the substantial portion of our sales are generated, and in California, Texas, Arizona, Nevada, Colorado, Oregon, Washington and Hawaii, where the substantial portion of the sales of Western Window Systems are currently generated, and in the U.S. generally;raw material prices, especially for aluminum, glass and vinyl, including, price increases due to the implementation of tariffs and other trade-related restrictions;our dependence on a limited number of suppliers for certain of our key materials;sales fluctuations to and changes in our relationships with key customers; in addition to the Western Window Systems Acquisition, our ability to successfully integrate businesses we may acquire, or that any business we acquire may not perform as we expected at the time we acquired it;increases in transportation costs, including due to increases in fuel prices;our dependence on our impact-resistant product lines and contemporary indoor/outdoor window and door systems, and on consumer preferences for those types and styles of products;product liability and warranty claims brought against us;federal, state and local laws and regulations, including unfavorable changes in local building codes and environmental and energy code regulations;our dependence on our limited number of geographically concentrated manufacturing facilities;risks associated with our information technology systems, including cybersecurity-related risks, such as unauthorized intrusions into our systems by “hackers” and theft of data and information from our systems, and the risks that our information technology systems do not function as intended or experience temporary or long-term failures to perform as intended; and risks associated with our information technology systems, including cybersecurity-related risks, such as unauthorized intrusions into our systems by “hackers” and theft of data and information from our systems, and,the other risks and uncertainties discussed under “Risk Factors” in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2018.Statements in this presentation that are forward-looking statements include, without limitation, our expectations regarding: (1) demand for our products going forward, including the demand for our impact-resistant products and the products of Western Window Systems; (2) our ability to continue to leverage fixed costs in a favorable manner; (3) our ability to continue to achieve manufacturing and operational efficiencies; (4) the favorable impact that the increase in our product prices may have on our performance, and our ability to take future price increases to offset further increases in our costs; (5) the Company’s ability to continue to grow its sales and earnings going forward (6) our ability to position ourselves as a national leader in the premium window and door market, and our performance in that market; (7) our ability to identify and complete operational and strategic initiatives in the future, and the results of any such initiatives; and (8) our financial and operational performance for our 2018 fiscal year, including our updated full-year guidance as set forth on slide 13. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. Except as required by law, the Company undertakes no obligation to update these forward-looking statements to reflect subsequent events or circumstances from the date of this presentation.   2 

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 Use of Non-GAAP Financial Measures  This presentation and the financial schedules include financial measures and terms not calculated in accordance with U.S. generally accepted accounting principles (GAAP). We believe that presentation of non-GAAP measures such as adjusted net income, adjusted net income per share, and adjusted EBITDA provides investors and analysts with an alternative method for assessing our operating results in a manner that enables investors and analysts to more thoroughly evaluate our current performance compared to past performance. We also believe these non-GAAP measures provide investors with a better baseline for assessing our future earnings potential. The non-GAAP measures included in this release are provided to give investors access to types of measures that we use in analyzing our results.Adjusted net income consists of GAAP net income adjusted for the items included in the accompanying reconciliation. Adjusted net income per share consists of GAAP net income per share adjusted for the items included in the accompanying reconciliation. We believe these measures enable investors and analysts to more thoroughly evaluate our current performance as compared to the past performance and provide a better baseline for assessing the Company's future earnings potential. However, these measures do not provide a complete picture of our operations.Adjusted EBITDA consists of net income, adjusted for the items included in the accompanying reconciliation. We believe that adjusted EBITDA provides useful information to investors and analysts about the Company's performance because they eliminate the effects of period-to-period changes in taxes, costs associated with capital investments and interest expense. Adjusted EBITDA does not give effect to the cash the Company must use to service its debt or pay its income taxes and thus does not reflect the actual funds generated from operations or available for capital investments.Our calculations of adjusted net income, adjusted net income per share, and adjusted EBITDA are not necessarily comparable to calculations performed by other companies and reported as similarly titled measures. These non-GAAP measures should be considered in addition to results prepared in accordance with GAAP but should not be considered a substitute for or superior to GAAP measures. Schedules that reconcile adjusted net income, adjusted net income per share, and adjusted EBITDA to GAAP net income are included in the financial schedules accompanying this release.  3 

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   Path of Hurricane Michael   4  Category 4 hit Florida Panhandle1st in recorded history 155 mph windspeeds Catastrophic damage to Mexico Beach, Florida & surrounding areasMaintained Category 3 strength as it entered Georgia1st since 1898   3 

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 Florida Building Codes  All Coastal areas in South Florida require new construction buildings to have opening protectionWindow and Door Replacements also require upgrading to products that provide opening protection (e.g., Impact Resistant Windows and Doors)Florida Panhandle has significantly less stringent requirementsMany areas of the panhandle require no opening protection, even directly on the coastHurricane Michael hit Bay County, FLBay County only requires opening protection for wind speeds 130 or greater and within 1 mile of the coastAfter one mile inland, no opening protection is required Hurricane Michael made land speeds with wind speeds of 155 mph  5   

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 Executing 4 Strategic Pillars to Create Long-Term Customer and Shareholder Value   6  Putting the customer first to build our brands  Attracting talented, hardworking leaders and offering benefits to help our team members succeed  Investing in our business and scaling our operations to meet increasing demand  Strategically allocating capital generated from our free cash flow to support our growth                                                 

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 Q3 2018  vs. Q3 2017  $199MSales   57%   36.7%Strong Gross Margins  5.4%  $0.26Diluted EPS  117%  $0.38Adjust Diluted EPS  138%  $39.8MAdjust EBITDA  80%   Delivering Strong Third Quarter and Year-To-Date 2018 Results              HighlightsCompletion of acquisition of Western Windows Systems positions PGTI as national leader in premium window and door spaceSuccessful debt and equity offerings provide attractive cost of capital and strengthen balance sheetAchieved 20% adjusted EBITDA margins for second straight quarterContinuing supportive industry tailwinds  7 

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 Acquisition of WESTERN WINDOW SYSTEMS CreatesA National Leader in Premium Window and Doors   8  Expands geographic footprint and solidifies PGTI as leading company in multiple segmentsStrengthens brand recognition, diversifies product portfolio, creates cross-selling opportunitiesCreates margin improvement opportunities from ongoing operational efficiency gains and realization of expected cost synergiesBuilds on culture of innovation, product development, and continuous improvement                                                                                                                        PGTIWWS            WWS HQ  PGTI HQ 

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 9  Supportive Industry Tailwinds  Florida – Single Family Housing Permits (000s)    ’12-’17 CAGR: 9.6%  20-Yr Average = 91.8  Source: Moody’s  Growth in single family housing permits (“SFHP”) in PGTI-Southeast’s and PGTI-West’s Core Markets have historically outpaced national average2017 SFHP in all key states still significantly below 20-year averages, while repair / remodel and shift to impact products remains strong 

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 Impact-Resistant: A Segment in High Demand  10  Repair and remodel: Stringent building requirements and consumer attention to hurricanes Investments: Moved into expanded Miami facility – CGI operations achieved highest level of quarterly sales in history while executing move; expect continued productivity improvements and operational efficiencies Acquisitions: Closed Western Window Systems in Aug 2018  Significant New Construction growth potential remaining in Florida market  >50% of Florida homes DO NOT have impact-resistant protection18% of Florida homes have storm shutters (indirect competition to us) 18% of Florida homes have impact-resistant windows13% of Florida homes have impact-resistant doors   Florida MarketBreakdown 2017E  $1.8B  Projected Growth 2015 to 2019E (CAGR)*    9.3%  Impact-Resistant    7.6%  Non-Impact  ~$1.2B  ~$600M 

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 Strengthened Balance Sheet  11  Aug. 2018: Completion of acquisition of Western Windows Systems for $355MAug. 2018: Raised $315M aggregate principal at fixed rate of 6.75%, due 2026Sept. 2018: Issued 7M shares of common stock; repaid $152M of principal amount of term loan facilityOct. 2018: Received credit upgrade from Moody’s to B1   ($M)  Maturity  Period Ended        6/30/2018  9/29/2018  Cash    $ 63.9  $ 32.2  Existing Revolver ($40M)1  Feb 2021  $ -  $ -  Existing Term Loan B  Feb 2022  $ 224.0  $ 72.0  Total Secured Debt    $ 224.0  $ 72.0  New Senior Unsecured Notes  Aug 2026  $ -  $ 315.0  Other Debt    $ 0.3  $ 0.2  Total Debt    $ 224.3  $ 387.2  Total Net Leverage    $ 160.4  $ 355.0  Total Shareholder Equity    $ 208.8  $ 376.3  Total Capitalization    $ 433.1  $ 763.5  LTM 9/30/2018 PF Adj. EBITDA2    $ 101.3  $ 150.1  Gross Leverage      2.6x  Net Leverage      2.4x      1 $1.2M in Letters of Credit Outstanding; 2 Includes $8M of estimated synergies and Target EBITDA of $28.4M  PGT Innovations, Inc.Select Balance Sheet Items 

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 Q3 2018 Summary  12  (000s)  Three Months Ended        Nine Months Ended        9/29/2018    9/30/2017    9/29/2018    9/30/2017  Net sales   $ 199,084      $ 126,876      $ 508,606      $ 376,981   Cost of sales  126,086    87,128    330, 888    260,941   Gross profit  72,998    39,748    177,718    116,040  Selling, general & administrative expenses  44,055    24,950    105,293    72,385  Gains on transfer of assets1  -    -    (2,551)    -   Income from operations  28,943    14,798    74,976    43,655  Interest expense, net  11,741    5,514    19,393    14,992  Debt extinguishment costs  296    -    3,375    -  Income before income taxes  16,906    9,284    52,208    28,663  Income tax expense  3,335    2,992    8,749    9,117   Net income   $ 13,571      $ 6,292      $ 43,459      $ 19,546   Basic net income per common share  $ 0.26     $ 0.13      $ 0.86      $ 0.40   Diluted net income per common share  $ 0.26     $ 0.12      $ 0.83      $ 0.38   Adjusted net income per share - diluted  $ 0.38     $ 0.16      $ 0.98      $ 0.43   Weighted average shares outstanding                Basic  51,682    49,629    50,619    49,455  Diluted  53,068    51,809    52,378    51,670 

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 Increased Full-Year 2018 Guidance to reflect performance, Western Window Systems Acquisition   13    Full-Year Guidance Updates      Prior Guidance as of 7/30/18  Current Guidance(1) as of 11/1/18  Current Guidance vs. Full-Year 2017  Net Sales$580M-$600M   Net Sales$675M-$685M    32%-34%  Adjusted EBITDA$100M-$110M   Adjusted EBITDA$123M-$128M    46%-52%  Net Income / Diluted Share$0.95-$1.10  Net Income / Diluted Share$1.13-$1.19    Free cash flow (2)$62M-$72M   Free cash flow (2)$75M-$80M               revised guidance includes Western Window Systems sales for the post-acquisition period beginning on August 13, 2018.Free cash flow defined as operating cash flow less capex.  Quarterly Run Rate Estimates  4Q18  Interest Expense$7M   Tax Rate26%   Depreciation and Amortization$8.5M  Capex as % of Sales3 – 4%  4Q18 Diluted Share Count59.3M  

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 Why Invest in PGT Innovations  14            National leader in growing premium indoor and outdoor window and door category  Committed to investing in talent and R&D to remain the industry leader in innovation and product development  Continued focus on operational efficiencies to drive additional margin expansion  Focused on continued strong execution of our clear strategy to create long-term customer and shareholder value  Well positioned with diversified product portfolio to capture profitable growth in new construction and repair and remodel channels           

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 Appendix  15  Reconciliation to EBITDA and Adjusted EBITDA  

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 Reconciliation of financial measures to their gaap equivalents  16  (000s)  Three Months Ended        Nine Months Ended        9/29/2018    9/30/2017    9/29/2018    9/30/2017  Reconciliation to Adjusted Net Income and Adjusted Net Income per share (1):                Net income (2)   $ 13,571      $ 6,292      $ 43,459      $ 19,546   Reconciling items:                Debt extinguishment costs  296    -    3,375    -  Facility and equipment relocation costs (3)  -    -    435    -  Gains on transfers of assets under Cardinal APA (4)  -    -    (2,551)    -  Transaction-related costs and effects (5)  3,145    -    4,144    -  Hurricane Irma-related costs (6)  -    1,091    -    1,091  Management reorganization costs (7)  -    -    -    715  WinDoor transition costs (8)  -    693    -    693  Write-offs of deferred lenders fees and discount relating to debt prepayments (9)    $ 5,297      $ 980      $ 5,297      $ 980   Thermal Plastic System start-up costs (10)  -    -    -    517  Tax effect of reconciling items  (2,255)     (975)     (2,758)     (1,410)   Adjusted net income   $ 20,054    $ 8,081    $ 51,401    $ 22,132  Weighted-average diluted shares (2)  53,068    51,809    52,378    51,670  Adjusted net income per share - diluted  $0.38    $0.16    $0.98    $0.43  Reconciliation to Adjusted EBITDA (1):                Depreciation and amortization expense   $ 6,401    $ 5,054    $ 15,850    $ 14,320  Interest expense, net  11,741    5,514    19,393    14,992  Income tax expense   3,335    2,992    8,749    9,117  Reversal of tax effect of reconciling items for adjusted net income above  2,255    975    2,758    1,410  Reconciling item included in interest expense, net  (5,297)    (980)    (5,297)    (980)  Stock-based compensation expense (11)  1,345    531    2,543    1,568  Adjusted EBITDA  $ 39,834    $ 22,167    $ 95,397    $ 62,559  Adjusted EBITDA as percentage of net sales  20.0%    17.5%    18.8%    16.6% 

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 Reconciliation of financial measures to their gaap equivalents  17  The Company's non-GAAP financial measures were explained in its Form 8-K filed November 1, 2018.Represents debt extinguishment costs of $3.1 million recognized in the first quarter of 2018 relating to the Company’s second refinancing and second amendment of the 2016 Credit Agreement on March 16, 2018, and $296 thousand in the third quarter relating to changes in lender positions under the revolving credit portion of the 2016 Credit Agreement. We repriced and amended our 2016 Credit Agreement for the first time on February 17, 2017. However, because there were no changes in lender positions in the first action, it did not result in any lender positions being considered as modified or extinguished. Therefore, there was no charge for debt extinguishment costs in the three or nine months ended September 30, 2017.Represents costs associated with planned relocation of the CGI Windows & Doors manufacturing operations to its new facility in Miami, FL, and costs associated with machinery and equipment relocations within our glass plant operations in Venice, FL as the result of our planned disposal of certain glass manufacturing assets to Cardinal Glass Industries. Of the $435 thousand, $416 thousand is classified within cost of sales during the nine months ended September 29, 2018, with the remainder classified within selling, general and administrative expenses.Represents gains from sales of assets to Cardinal LG Company (Cardinal) under an Asset Purchase Agreement (APA) dated September 22, 2017. Pursuant to the terms of the APA, which required us to transfer assets to Cardinal in phases, during the second quarter of 2018, we made transfers of assets to Cardinal which had a net book value totaling $3.2 million and fair value totaling $5.8 million, resulting in the recognition of gains totaling $2.6 million, classified as gains on transfers of assets in the nine months ended September 29, 2018.Represents costs and other effects relating to our acquisition of Western Window Systems, which we announced on July 24, 2018 and completed on August 13, 2018. Of the $3.1 million in the three-months ended and $4.1 million in the nine months ended September 29, 2018, $2.8 million and $3.8 million, respectively, relates to transaction-related costs classified within selling, general and administrative expenses. The remaining $392 thousand in both periods relates to an opening balance sheet inventory valuation adjustment which is classified within cost of sales in the three and nine month ended September 29, 2018.Represents community outreach costs, recovery-related expenses and other disruption costs caused by Hurricane Irma in early September 2017, of which $345 thousand is classified within cost of sales, and $746 thousand is classified within selling, general and administrative expenses in the three and nine months ended September 30, 2017.Represents costs associated with planned changes in our management structure in the first quarter of 2017, directed towards maximizing the effectiveness and efficiency of the Company's leadership team, classified within selling, general and administrative expenses in the nine months ended September 30, 2017.Represents costs relating to operating inefficiencies caused by changes in WinDoor's leadership and its supply chain for glass, of which $645 thousand is classified within cost of sales in the three and nine months ended September 30, 2017, and the remainder classified within selling, general and administrative expenses.In 2018, represents non-cash charges from write-offs of deferred lenders fees and discount relating to the prepayment of $152.0 million of borrowings outstanding under the term loan portion of the 2016 Credit Agreement, included in interest expense, net, in the three and nine months ended September 29, 2018, using proceeds from the issuance of 7 million shares of Company common stock in the 2018 Equity Offering. In 2017, represents non-cash charges from write-offs of deferred lenders fees and discount relating to voluntary prepayments of borrowings outstanding under the term loan portion of the 2016 Credit Agreement totaling $20.0 million made during the 2017 third quarter, included in interest expense, net, in the three and nine months ended September 30, 2017.Represents costs incurred in January and February 2017 associated with the start-up of our second Thermal Plastic Spacer system insulated glass line, all of which is classified within cost of sales in the nine months ended September 30, 2017.Beginning in 2018, we updated our reporting of adjusted EBITDA to exclude non-cash stock-based compensation expense. Prior periods have been revised to reflect this change for consistency of comparisons. 

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