Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 27, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | NWPX | |
Entity Registrant Name | NORTHWEST PIPE CO | |
Entity Central Index Key | 1001385 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 9,554,222 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $116 | $527 |
Trade and other receivables, less allowance for doubtful accounts of $672 and $755 | 32,128 | 58,310 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 52,553 | 45,847 |
Inventories | 61,283 | 72,779 |
Refundable income taxes | 3,925 | 5,031 |
Deferred income taxes | 6,218 | 5,487 |
Prepaid expenses and other | 7,087 | 7,258 |
Total current assets | 163,310 | 195,239 |
Property and equipment, less accumulated depreciation and amortization of $85,183 and $84,224 | 132,848 | 132,595 |
Goodwill | 5,282 | 5,282 |
Other assets | 19,313 | 18,766 |
Total assets | 320,753 | 351,882 |
Current liabilities: | ||
Current portion of capital lease obligations | 1,927 | 2,170 |
Accounts payable | 9,421 | 15,480 |
Accrued liabilities | 9,103 | 9,071 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 1,462 | 2,835 |
Total current liabilities | 21,913 | 29,556 |
Borrowings on line of credit | 24,823 | 45,587 |
Capital lease obligations, less current portion | 180 | 225 |
Deferred income taxes | 14,194 | 14,015 |
Pension and other long-term liabilities | 16,119 | 16,864 |
Total liabilities | 77,229 | 106,247 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity: | ||
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued or outstanding | ||
Common stock, $.01 par value, 15,000,000 shares authorized, 9,554,222 and 9,520,067 shares issued and outstanding | 96 | 95 |
Additional paid-in-capital | 116,697 | 116,802 |
Retained earnings | 128,470 | 130,571 |
Accumulated other comprehensive loss | -1,739 | -1,833 |
Total stockholders' equity | 243,524 | 245,635 |
Total liabilities and stockholders' equity | $320,753 | $351,882 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Trade and other receivables, allowance for doubtful accounts | $672 | $755 |
Property and equipment, accumulated depreciation and amortization | $85,183 | $84,224 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 15,000,000 | 15,000,000 |
Common stock, shares issued | 9,554,222 | 9,520,067 |
Common stock, shares outstanding | 9,554,222 | 9,520,067 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Net sales | $84,865 | $82,647 |
Cost of sales | 80,974 | 78,333 |
Gross profit | 3,891 | 4,314 |
Selling, general and administrative expense | 6,974 | 5,440 |
Operating loss | -3,083 | -1,126 |
Other income (expense) | 44 | -63 |
Interest income | 82 | 81 |
Interest expense | -417 | -770 |
Loss before income taxes | -3,374 | -1,878 |
Income tax benefit | -1,273 | -667 |
Loss from continuing operations | -2,101 | -1,211 |
Discontinued operations: | ||
Loss from operations of discontinued business | -2,662 | |
Loss on sale of business | -12,083 | |
Income tax benefit | -3,852 | |
Loss on discontinued operations | -10,893 | |
Net loss | ($2,101) | ($12,104) |
Basic loss per share | ||
Continuing operations | ($0.22) | ($0.13) |
Discontinued operations | ($1.14) | |
Total | ($0.22) | ($1.27) |
Diluted loss per share | ||
Continuing operations | ($0.22) | ($0.13) |
Discontinued operations | ($1.14) | |
Total | ($0.22) | ($1.27) |
Shares used in per share calculations: | ||
Basic | 9,553 | 9,508 |
Diluted | 9,553 | 9,508 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Net loss | ($2,101) | ($12,104) |
Other comprehensive income (loss): | ||
Pension liability adjustment, net of tax | 109 | 64 |
Deferred gain (loss) on cash flow derivatives, net of tax | -15 | 2 |
Other comprehensive income | 94 | 66 |
Comprehensive loss | ($2,007) | ($12,038) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net loss | ($2,101) | ($12,104) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation | 2,630 | 3,159 |
Amortization of intangible assets | 149 | 138 |
Provision for doubtful accounts | -83 | -212 |
Amortization of debt issuance costs | 68 | 134 |
Deferred income taxes | -552 | 3,108 |
Loss on sale of business | 12,083 | |
Stock based compensation expense | 650 | 354 |
Other, net | -46 | 50 |
Changes in operating assets and liabilities: | ||
Trade and other receivables, net | 23,630 | 9,725 |
Insurance settlements | 2,625 | |
Costs and estimated earnings in excess of billings on uncompleted contracts, net | -8,079 | 20,987 |
Inventories | 11,502 | 14,477 |
Refundable income taxes | 774 | -8,187 |
Prepaid expenses and other assets | -603 | -2 |
Accounts payable | -5,295 | 577 |
Accrued and other liabilities | -696 | -4,148 |
Net cash provided by operating activities | 24,573 | 40,139 |
Cash flows from investing activities: | ||
Additions to property and equipment | -3,689 | -4,964 |
Proceeds from sale of business | 31,609 | |
Other investing activities | 161 | 13 |
Net cash (used in) provided by investing activities | -3,528 | 26,658 |
Cash flows from financing activities: | ||
Tax withholdings related to net share settlements of restricted stock and performance stock awards | -423 | -1,283 |
Payments on long-term debt | -2,786 | |
Borrowings on line of credit | 34,000 | 23,831 |
Repayments on line of credit | -54,765 | -86,559 |
Payments on capital lease obligations | -287 | -539 |
Other financing activities | 19 | |
Net cash used in financing activities | -21,456 | -67,336 |
Change in cash and cash equivalents | -411 | -539 |
Cash and cash equivalents, beginning of period | 527 | 588 |
Cash and cash equivalents, end of period | 116 | 49 |
Non-Cash Investing Activity: | ||
Accrued property and equipment purchases | $479 | $1,127 |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Basis of Presentation | 1 | Basis of Presentation |
The condensed consolidated financial statements include the accounts of Northwest Pipe Company (the “Company”) and its subsidiaries in which the Company exercises control as of the financial statement date. Intercompany accounts and transactions have been eliminated. | ||
The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. The financial information as of December 31, 2014 is derived from the audited consolidated financial statements presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). Certain information or footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying condensed consolidated financial statements include all adjustments necessary (which are of a normal and recurring nature) for the fair statement of the results of the interim periods presented. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto together with management’s discussion and analysis of financial condition and results of operations contained in the Company’s 2014 Form 10-K. | ||
On March 30, 2014 the Company completed the sale of substantially all of the assets and liabilities associated with its oil country tubular goods (“OCTG”) business. See Note 2, “Disposition of OCTG Business” for further information regarding the sale. The Company’s results of operations for its disposed OCTG business have been presented as discontinued operations for all periods presented within the condensed consolidated statements of operations. | ||
Certain amounts from the prior year financial statements have been reclassified in order to conform to the current year presentation. | ||
Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the entire fiscal year ending December 31, 2015. |
Disposition_of_OCTG_Business
Disposition of OCTG Business | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Business Combinations [Abstract] | |||||||||
Disposition of OCTG Business | 2 | Disposition of OCTG Business | |||||||
On March 30, 2014 the Company completed the sale of substantially all of the assets and liabilities associated with its OCTG business, which was conducted by the Company at its manufacturing facilities in Bossier City, Louisiana and Houston, Texas, excluding the real property located in Houston, Texas. These facilities were previously included within the Company’s Tubular Products Group. Total consideration of $42.7 million was paid by the buyer, resulting in a loss on sale of $13.5 million ($12.1 million of which was recorded in the first quarter of 2014 and $1.4 million of which was recorded in the third quarter of 2014). The calculation of the loss on sale included a write down of $4.4 million of goodwill. Of the proceeds received, $4.3 million was placed in escrow to secure the Company’s indemnification obligations under the purchase agreement, $5.0 million was used to repay capital leases related to and secured by certain assets at the Bossier City, Louisiana manufacturing facility, $1.8 million was used to pay for transaction costs and $1.8 million was used to pay a net working capital adjustment made in September 2014, resulting in net proceeds of $29.8 million. In April 2015, the $4.3 million escrow was released to the Company. | |||||||||
The table below presents the operating results for the Company’s discontinued operations (in thousands). The operating results for the three months ended March 31, 2014 do not necessarily reflect what they would have been had the OCTG business not been classified as a discontinued operation. | |||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Net sales | $ | — | $ | 22,225 | |||||
Cost of sales | — | 24,392 | |||||||
Gross loss | — | (2,167 | ) | ||||||
Selling, general and administrative expense | — | 396 | |||||||
Operating loss | — | (2,563 | ) | ||||||
Interest expense | — | (99 | ) | ||||||
Loss on sale of business | — | (12,083 | ) | ||||||
Loss before income taxes | — | (14,745 | ) | ||||||
Income tax benefit | — | (3,852 | ) | ||||||
Loss on discontinued operations | $ | — | $ | (10,893 | ) | ||||
Inventories
Inventories | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Inventories | 3 | Inventories | |||||||
Inventories are stated at the lower of cost or market and consist of the following (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Short-term inventories: | |||||||||
Raw materials | $ | 36,715 | $ | 48,005 | |||||
Work-in-process | 1,474 | 1,741 | |||||||
Finished goods | 20,746 | 20,663 | |||||||
Supplies | 2,348 | 2,370 | |||||||
61,283 | 72,779 | ||||||||
Long-term inventories: | |||||||||
Finished goods | 1,209 | 1,214 | |||||||
Total inventories | $ | 62,492 | $ | 73,993 | |||||
Long-term inventories are recorded in other assets. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Measurements | 4 | Fair Value Measurements | |||||||||||||||
The Company records its financial assets and liabilities at fair value, which is defined as the price that would be received to sell an asset or paid to transfer a liability, in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants at the measurement date. | |||||||||||||||||
The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. These levels are: Level 1 (inputs are quoted prices in active markets for identical assets or liabilities); Level 2 (inputs are other than quoted prices that are observable, either directly or indirectly through corroboration with observable market data); and Level 3 (inputs are unobservable, with little or no market data that exists, such as internal financial forecasts). The Company is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | |||||||||||||||||
The following table summarizes information regarding the Company’s financial assets and financial liabilities that are measured at fair value (in thousands): | |||||||||||||||||
Balance at | |||||||||||||||||
March 31, | |||||||||||||||||
Description | 2015 | Level 1 | Level 2 | Level 3 | |||||||||||||
Financial assets | |||||||||||||||||
Deferred compensation plan | $ | 6,805 | $ | 5,548 | $ | 1,257 | $ | — | |||||||||
Derivatives | 131 | — | 131 | — | |||||||||||||
Total assets | $ | 6,936 | $ | 5,548 | $ | 1,388 | $ | — | |||||||||
Financial liabilities | |||||||||||||||||
Contingent consideration | $ | (2,749 | ) | $ | — | $ | — | $ | (2,749 | ) | |||||||
Derivatives | (27 | ) | — | (27 | ) | — | |||||||||||
Total liabilities | $ | (2,776 | ) | $ | — | $ | (27 | ) | $ | (2,749 | ) | ||||||
Balance at | |||||||||||||||||
December 31, | |||||||||||||||||
Description | 2014 | Level 1 | Level 2 | Level 3 | |||||||||||||
Financial assets | |||||||||||||||||
Deferred compensation plan | $ | 6,237 | $ | 4,953 | $ | 1,284 | $ | — | |||||||||
Derivatives | 32 | — | 32 | — | |||||||||||||
Total assets | $ | 6,269 | $ | 4,953 | $ | 1,316 | $ | — | |||||||||
Financial liabilities | |||||||||||||||||
Contingent consideration | $ | (2,679 | ) | $ | — | $ | — | $ | (2,679 | ) | |||||||
Derivatives | (5 | ) | — | (5 | ) | — | |||||||||||
Total liabilities | $ | (2,684 | ) | $ | — | $ | (5 | ) | $ | (2,679 | ) | ||||||
The deferred compensation plan assets consist of cash and several publicly traded stock and bond mutual funds, valued using quoted market prices in active markets classified as Level 1 within the fair value hierarchy, as well as securities that are not actively traded on major exchanges, valued using the Net Asset Value (“NAV”) of the underlying investments classified as Level 2 within the fair value hierarchy. | |||||||||||||||||
The Company’s derivatives consist of foreign currency forward contracts, which are accounted for as cash flow hedges, and are valued using various pricing models or discounted cash flow analyses that incorporate observable market parameters, such as interest rate yield curves and currency rates, classified as Level 2 within the valuation hierarchy. Derivative valuations incorporate credit risk adjustments that are necessary to reflect the probability of default by the counterparty or the Company. | |||||||||||||||||
The contingent consideration liability is associated with the acquisition of Permalok Corporation in December 2013 and represents the probability weighted average contingent payment as a percentage of high, mid, and low revenue projections. The inputs used to measure contingent consideration are classified as Level 3 within the valuation hierarchy. The valuation is not supported by market criteria and reflects the Company’s internal revenue forecasts. Changes in the fair value of the contingent consideration obligation will be reflected in cost of sales during the period the change occurs. | |||||||||||||||||
The net carrying amounts of cash and cash equivalents, trade and other receivables, accounts payable, accrued liabilities and borrowings on line of credit approximate fair value due to the short-term nature of these instruments. |
Derivative_Instruments_and_Hed
Derivative Instruments and Hedging Activities | 3 Months Ended | |
Mar. 31, 2015 | ||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative Instruments and Hedging Activities | 5 | Derivative Instruments and Hedging Activities |
The Company conducts business in various foreign countries and, from time to time, settles transactions in foreign currencies. The Company has established a program that utilizes foreign currency forward contracts to offset the risk associated with the effects of certain foreign currency exposures, typically arising from sales contracts denominated in Canadian currency. Instruments that do not qualify for cash flow hedge accounting treatment are remeasured at fair value on each balance sheet date and resulting gains and losses are recognized in income. As of March 31, 2015 and December 31, 2014, all derivative contracts held by the Company were designated as hedges. As of March 31, 2015 and December 31, 2014, the total notional amount of the derivative contracts designated as hedges was $2.5 million (CAD$3.1 million) and $1.3 million (CAD$1.5 million), respectively. Derivative assets are included within prepaid expenses and other current assets and derivative liabilities are included within accrued liabilities in the condensed consolidated balance sheets. All of the Company’s foreign currency forward contracts are subject to an enforceable master netting arrangement. The Company presents the assets and liabilities associated with its foreign currency forward contracts at their gross fair values within the condensed consolidated balance sheets. | ||
For each derivative contract entered into in which the Company seeks to obtain cash flow hedge accounting treatment, the Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking the hedge transaction, the nature of the risk being hedged, how the hedging instrument’s effectiveness in offsetting the hedged risk will be assessed prospectively and retrospectively, and a description of the method of measuring ineffectiveness. This process includes linking all derivatives to specific firm commitments or forecasted transactions and designating the derivatives as cash flow hedges. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the derivative contracts that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. The effective portion of these hedged items is reflected in other comprehensive income in stockholders’ equity. If it is determined that a derivative contract is not highly effective, or that it has ceased to be a highly effective hedge, the Company will be required to discontinue hedge accounting with respect to that derivative contract prospectively. | ||
All of the Company’s Canadian forward contracts have maturities not longer than 12 months as of March 31, 2015. | ||
For the three months ended March 31, 2015 and March 31, 2014, the gains (losses) from derivative contracts not designated as hedging instruments recognized in net sales were $(18,000) and $60,000, respectively. At March 31, 2015 and March 31, 2014, there was $21,000 and $26,000, respectively, of unrealized pretax gain on outstanding derivatives in accumulated other comprehensive loss. Substantially all of the amount in accumulated other comprehensive loss at March 31, 2015 is expected to be reclassified to net sales within the next 12 months as a result of underlying hedged transactions also being recorded in net sales. See Note 11, “Accumulated Other Comprehensive Loss” for additional quantitative information regarding derivative gains and losses. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | |
Mar. 31, 2015 | ||
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 6 | Commitments and Contingencies |
Portland Harbor Superfund | ||
On December 1, 2000, a section of the lower Willamette River known as the Portland Harbor Site was included on the National Priorities List at the request of the United States Environmental Protection Agency (the “EPA”). While the Company’s Portland, Oregon manufacturing facility does not border the Willamette River, an outfall from the facility’s stormwater system drains into a neighboring property’s privately owned stormwater system and slip. Since the listing of the site, the Company was notified by the EPA and the Oregon Department of Environmental Quality (“ODEQ”) of potential liability under the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”). In 2008, the Company was asked to file information disclosure reports with the EPA (CERCLA 104 (e) information request). By agreement with the EPA, ODEQ is responsible for overseeing remedial investigation and source control activities for all upland sites to investigate sources and prevent future contamination to the river. A remedial investigation and feasibility study (“RI/FS”) of the Portland Harbor Site has been directed by a group of 14 potentially responsible parties known as the Lower Willamette Group (the “LWG”) under agreement with the EPA. The Company made a payment of $0.2 million to the LWG in June 2007 as part of an interim settlement, and is under no obligation to make any further payment. The final draft remedial investigation (“RI”) was submitted to the EPA by the LWG in fall of 2011 and the draft feasibility study (“FS”) was submitted by the LWG to the EPA in March 2012. The draft FS identifies ten possible remedial alternatives which range in estimated cost from approximately $169 million to $1.76 billion and estimates a range of two to 28 years to implement the remedial work, depending on the selected alternative. The report does not determine who is responsible for the costs of cleanup or how the cleanup costs will be allocated among the potentially responsible parties. As of the date of this filing, the final RI and the revised FS are pending approval of the EPA. | ||
In 2001, groundwater containing elevated volatile organic compounds (“VOCs”) was identified in one localized area of leased property adjacent to the Portland facility furthest from the river. Assessment work in 2002 and 2003 to further characterize the groundwater was consistent with the initial conclusion that the source of the VOCs is located off of Company-owned property. In February 2005, the Company entered into a Voluntary Agreement for Remedial Investigation and Source Control Measures (the “Agreement”) with ODEQ. The Company is one of many Upland Source Control Sites working with ODEQ on Source Control and is considered a “medium” priority site by ODEQ indicating more investigation was recommended. The Company performed RI work required under the Agreement and submitted a draft RI/Source Control Evaluation Report (“SCE”) in December 2005, a revised draft RI/SCE Report in January 2014, and a further revised RI/SCE Report in March 2015. The conclusions of the report include: (1) the VOCs found in the groundwater do not present an unacceptable risk to human or ecological receptors in the Willamette River; (2) there is no evidence at this time showing a connection between detected VOCs in groundwater and Willamette River sediments; (3) the interim remedial measure to conduct a limited excavation of soil and full paving of the site was completed; (4) a state-of-the art stormwater treatment system was installed; and (5) an area of stained soil was characterized and remediated. ODEQ is currently reviewing the March 2015 submittal. | ||
During the limited soil excavation, additional stained soil was discovered. At the request of ODEQ, the Company developed an additional Work Plan to characterize the nature and extent of soil and/or groundwater impacts from the staining. The Company began implementing this Work Plan in the second quarter of 2012 and submitted sampling results to ODEQ in the third quarter of 2012. Comments from ODEQ were received in November 2012. In February 2013, ODEQ clarified its comments from November 2012, and the Company completed its second round of groundwater sampling for the stained soil investigation area in May and November 2013. The results were reported to ODEQ in the January 2014 and March 2015 RI/SCE Reports. | ||
The Company spent $0.1 million for further Source Control work in 2014, and anticipates having to spend $0.1 million in 2015. | ||
Concurrent with the activities of the EPA and ODEQ, the Portland Harbor Natural Resources Trustee Council (“Trustees”) sent some or all of the same parties, including the Company, a notice of intent to perform a Natural Resource Damage Assessment (“NRDA”) for the Portland Harbor Site to determine the nature and extent of natural resource damages under CERCLA section 107. The Trustees for the Portland Harbor Site consist of representatives from several Northwest Indian Tribes, three federal agencies and one state agency. The Trustees act independently of the EPA and ODEQ. The Trustees have encouraged potentially responsible parties to voluntarily participate in the funding of their injury assessments and several of those parties have agreed to do so. In June 2014, the Company agreed to participate in the injury assessment process, which included funding $0.4 million of the assessment; of this amount, $0.2 million was paid in July 2014 and the remainder was paid in January 2015. The Company has not assumed any additional payment obligations or liabilities with the participation with the NRDA. | ||
The Company’s potential liability is a portion of the costs of the remedy the EPA will select for the entire Portland Harbor Superfund Site. The cost of that remedy is expected to be allocated among more than 100 potentially responsible parties. Because of the large number of responsible parties and the variability in the range of remediation alternatives, the Company is unable to estimate an amount or an amount within a range of costs for its obligation with respect to the Portland Harbor Site matters, and no further adjustment to the consolidated financial statements has been recorded as of the date of this filing. The Company has insurance policies for defense costs, as well as indemnification policies it believes will provide reimbursement for any share of the remediation assessed. However, the Company can provide no assurance that those policies will cover all of the costs which the Company may incur. | ||
In December 2014, a federal district court approved settlements between the Company and two of its insurance carriers. The Company released its interests in the related insurance policies, and received $2.6 million in January 2015 for reimbursement of past indemnification and defense costs incurred by the Company associated with the Portland Harbor Site, substantially all of which reduced cost of sales in 2014. Notwithstanding these settlements, the Company continues to have insurance coverage for indemnification and defense costs related to the Portland Harbor Site as described above. | ||
Houston Environmental Cleanup | ||
In connection with the Company’s sale of its OCTG business, a Limited Phase II Environmental Site Assessment was conducted at the Houston, Texas plant and completed in March 2014, which revealed the presence of VOCs in the groundwater and certain metals in the soil. In June 2014, the Company was accepted into the Texas Commission on Environmental Quality (“TCEQ”) Voluntary Cleanup Program (“VCP”) to address these issues and obtain a Certificate of Completion from TCEQ. The cost of any potential cleanup will not be covered by insurance. However, any costs incurred will be reimbursed by the purchaser of the OCTG business discussed in Note 2, “Disposition of OCTG Business” if the purchaser of the OCTG business exercises its option to purchase the property under certain circumstances after the Certificate of Completion is obtained. | ||
While the remediation approach has not yet been determined, an initial assessment was completed in April 2015, and based on that initial assessment, the Company currently estimates the future costs associated with the VCP to be between $0.3 million and $2.5 million. At March 31, 2015, the Company established a $0.4 million accrual based on the low-end estimate of future costs using a probability-weighted analysis of remediation approaches. | ||
All Sites | ||
The Company operates its facilities under numerous governmental permits and licenses relating to air emissions, storm water run-off, and other environmental matters. The Company’s operations are also governed by many other laws and regulations, including those relating to workplace safety and worker health, principally the Occupational Safety and Health Act and regulations there under which, among other requirements, establish noise and dust standards. The Company believes it is in material compliance with its permits and licenses and these laws and regulations, and the Company does not believe that future compliance with such laws and regulations will have a material adverse effect on its financial position, results of operations or cash flows. | ||
From time to time, the Company is involved in litigation relating to claims arising out of its operations in the normal course of its business. The Company maintains insurance coverage against potential claims in amounts that are believed to be adequate. To the extent that insurance does not cover legal, defense, and indemnification costs associated with a loss contingency, such costs will be expensed as incurred. The Company believes that it is not presently a party to any other litigation, the outcome of which would have a material adverse effect on its business, financial condition, results of operations or cash flows. | ||
Guarantees | ||
The Company has entered into certain stand-by letters of credit that total $2.1 million at March 31, 2015. The stand-by letters of credit relate to workers’ compensation insurance. |
Segment_Information
Segment Information | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Segment Reporting [Abstract] | |||||||||
Segment Information | 7 | Segment Information | |||||||
The Company’s business is the manufacturing of welded steel pipe. Within this business, the Company’s operations are organized into two reportable segments: the Water Transmission Group and the Tubular Products Group. These reportable segments are based on the nature of the products and the manufacturing process. The two segments represent distinct business activities, which management evaluates based on segment gross profit and operating income. Transfers between segments in the periods presented were not material. | |||||||||
The Water Transmission Group manufactures large-diameter, high-pressure steel pipeline systems for use in water infrastructure applications, which are primarily related to drinking water systems. These products are also used for hydroelectric power systems, wastewater systems and other applications. In addition, the Water Transmission Group makes products for industrial plant piping systems and certain structural applications. | |||||||||
The Tubular Products Group manufactures and markets smaller diameter, electric resistance welded steel pipe used in a wide range of applications, including energy, construction, agriculture and industrial systems. The Tubular Products Group also manufactured and marketed OCTG products through March 30, 2014. The operating results of the OCTG business have been classified as discontinued operations and are not included in the operating results presented below. | |||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
(in thousands) | |||||||||
Net sales: | |||||||||
Water transmission | $ | 56,242 | $ | 42,999 | |||||
Tubular products | 28,623 | 39,648 | |||||||
Total | $ | 84,865 | $ | 82,647 | |||||
Gross profit (loss): | |||||||||
Water transmission | $ | 7,519 | $ | 1,668 | |||||
Tubular products | (3,628 | ) | 2,646 | ||||||
Total | $ | 3,891 | $ | 4,314 | |||||
Operating income (loss): | |||||||||
Water transmission | $ | 5,633 | $ | (299 | ) | ||||
Tubular products | (4,617 | ) | 2,294 | ||||||
Corporate | (4,099 | ) | (3,121 | ) | |||||
Total | $ | (3,083 | ) | $ | (1,126 | ) | |||
Sharebased_Compensation
Share-based Compensation | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Share-based Compensation | 8 | Share-based Compensation | |||||||||||||||
The Company has one active stock incentive plan for employees and directors: the 2007 Stock Incentive Plan, which provides for awards of stock options to purchase shares of common stock, stock appreciation rights, restricted and unrestricted shares of common stock, restricted stock units (RSUs) and performance share awards (PSAs). In addition, the Company has one inactive stock option plan, the 1995 Stock Option Plan for Nonemployee Directors, under which previously granted options remain outstanding. | |||||||||||||||||
The Company recognizes compensation cost as service is rendered based on the fair value of the awards. The following table summarizes share-based compensation expense recorded (in thousands): | |||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
Cost of sales | $ | 81 | $ | 11 | |||||||||||||
Selling, general and administrative expenses | 569 | 343 | |||||||||||||||
Total | $ | 650 | $ | 354 | |||||||||||||
As of March 31, 2015, unrecognized compensation expense related to the unvested portion of the Company’s RSUs and PSAs was $3.4 million, which is expected to be recognized over a weighted average period of 1.5 years. | |||||||||||||||||
Stock Option Awards | |||||||||||||||||
A summary of the status of the Company’s stock options as of March 31, 2015 and changes during the three months then ended is presented below: | |||||||||||||||||
Options | Weighted | Weighted | Aggregate | ||||||||||||||
Outstanding | Average | Average | Intrinsic Value | ||||||||||||||
Exercise Price | Remaining | ||||||||||||||||
per Share | Contractual | ||||||||||||||||
Life | |||||||||||||||||
(In thousands) | |||||||||||||||||
Balance, January 1, 2015 | 38,000 | $ | 26.05 | ||||||||||||||
Options granted | — | — | |||||||||||||||
Options exercised | — | — | |||||||||||||||
Options cancelled | — | — | |||||||||||||||
Balance, March 31, 2015 | 38,000 | 26.05 | 3.43 | $ | 4 | ||||||||||||
Exercisable, March 31, 2015 | 38,000 | 26.05 | 3.43 | $ | 4 | ||||||||||||
Restricted Stock Units and Performance Stock Awards | |||||||||||||||||
A summary of the status of the Company’s RSUs and PSAs as of March 31, 2015 and changes during the three months then ended is presented below: | |||||||||||||||||
Number of RSUs | Weighted Average | ||||||||||||||||
and PSAs | Grant Date Fair Value | ||||||||||||||||
Balance, January 1, 2015 | 231,215 | $ | 36.34 | ||||||||||||||
RSUs and PSAs granted | — | — | |||||||||||||||
RSUs and PSAs vested | (49,403 | ) | 30.01 | ||||||||||||||
RSUs and PSAs canceled | (18,646 | ) | 31.24 | ||||||||||||||
Balance, March 31, 2015 | 163,166 | 38.83 | |||||||||||||||
RSUs and PSAs are measured at the estimated fair value on the date of grant. RSUs are service-based awards and vest according to vesting schedules, which range from immediate to ratably over a three-year period. PSAs are service-based awards that vest over a three-year period and have a market-based payout condition. Vesting of the market-based PSAs is dependent upon the performance of the market price of the Company’s stock relative to a peer group of companies. The unvested balance of RSUs and PSAs at March 31, 2015 includes approximately 140,000 PSAs at a target level of performance; the actual number of common shares that will ultimately be issued will be determined by multiplying this number of PSAs by a payout percentage ranging from 0% to 200%. |
Income_Taxes
Income Taxes | 3 Months Ended | |
Mar. 31, 2015 | ||
Income Tax Disclosure [Abstract] | ||
Income Taxes | 9 | Income Taxes |
The Company files income tax returns in the United States Federal jurisdiction, in a limited number of foreign jurisdictions, and in many state jurisdictions. Internal Revenue Service examinations have been completed for years prior to 2011. With few exceptions, the Company is no longer subject to U.S. Federal, state or foreign income tax examinations for years before 2010. | ||
The Company had $2.3 million of unrecognized tax benefits at March 31, 2015 and December 31, 2014. The Company believes it is reasonably possible that the total amounts of unrecognized tax benefits will decrease in the following twelve months due to the expiration of certain statues of limitations; however, actual results could differ from those currently expected. Effectively all the unrecognized tax benefits would affect the Company’s effective tax rate if recognized at some point in the future. | ||
The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. The Company provided for income taxes from continuing operations at an estimated effective tax rate of 37.7% for the three months ended March 31, 2015, and estimated effective tax rate of 35.5% for the three months ended March 31, 2014. |
Loss_per_Share
Loss per Share | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Loss per Share | 10 | Loss per Share | |||||||
Loss per basic and diluted weighted average common share outstanding for continuing and discontinued operations were calculated as follows for the three months ended March 31, 2015 and 2014 (in thousands, except per share data): | |||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Loss from continuing operations | $ | (2,101 | ) | $ | (1,211 | ) | |||
Loss from discontinued operations | — | (10,893 | ) | ||||||
Net loss | $ | (2,101 | ) | $ | (12,104 | ) | |||
Basic weighted-average common shares outstanding | 9,553 | 9,508 | |||||||
Effect of potentially dilutive common shares | — | — | |||||||
Diluted weighted-average common shares outstanding | 9,553 | 9,508 | |||||||
Loss per basic common share | |||||||||
Continuing operations | $ | (0.22 | ) | $ | (0.13 | ) | |||
Discontinued operations | — | (1.14 | ) | ||||||
Total | $ | (0.22 | ) | $ | (1.27 | ) | |||
Loss per diluted common share | |||||||||
Continuing operations | $ | (0.22 | ) | (0.13 | ) | ||||
Discontinued operations | — | (1.14 | ) | ||||||
Total | $ | (0.22 | ) | $ | (1.27 | ) | |||
Due to the Company’s loss from continuing operations in the three months ended March 31, 2015 and 2014, the assumed exercise of stock options and the vesting of restricted stock units and performance stock awards based on the treasury stock method had an antidilutive effect and were therefore excluded from the computation of diluted loss per share. The weighted average number of such antidilutive shares not included in the computation of diluted loss per share was 204,000 for the three months ended March 31, 2015 and 202,000 for the three months ended March 31, 2014. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Loss | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Accumulated Other Comprehensive Loss | 11 | Accumulated Other Comprehensive Loss | |||||||||||
The following tables summarize changes in the components of accumulated other comprehensive loss during the three months ended March 31, 2015 and March 31, 2014 (in thousands). All amounts are net of tax: | |||||||||||||
Defined Benefit | Gains (Losses) on | Total | |||||||||||
Pension Items | Cash Flow | ||||||||||||
Hedges | |||||||||||||
Balance, December 31, 2013 | $ | (1,275 | ) | $ | 14 | $ | (1,261 | ) | |||||
Other comprehensive income before reclassifications | 36 | 9 | 45 | ||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 28 | (7 | ) | 21 | |||||||||
Net current period other comprehensive income | 64 | 2 | 66 | ||||||||||
Balance, March 31, 2014 | $ | (1,211 | ) | $ | 16 | $ | (1,195 | ) | |||||
Defined Benefit | Gains (Losses) on | Total | |||||||||||
Pension Items | Cash Flow | ||||||||||||
Hedges | |||||||||||||
Balance, December 31, 2014 | $ | (1,862 | ) | $ | 29 | $ | (1,833 | ) | |||||
Other comprehensive income before reclassifications | 56 | 61 | 117 | ||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 53 | (76 | ) | (23 | ) | ||||||||
Net current period other comprehensive income (loss) | 109 | (15 | ) | 94 | |||||||||
Balance, March 31, 2015 | $ | (1,753 | ) | $ | 14 | $ | (1,739 | ) | |||||
The following table provides additional detail about accumulated other comprehensive income (loss) components that were reclassified to the condensed consolidated statement of operations during the three months ended March 31, 2015 and 2014 (in thousands): | |||||||||||||
Three Months Ended March 31, | Affected line item in the | ||||||||||||
2015 | 2014 | Condensed Consolidated | |||||||||||
Details about Accumulated Other Comprehensive Income (Loss) | Amount reclassified from Accumulated | Statement of Operations | |||||||||||
Components | Other Comprehensive Income (Loss) | ||||||||||||
Pension liability adjustment | |||||||||||||
Net periodic pension cost | $ | (85 | ) | $ | (43 | ) | Cost of sales | ||||||
Associated tax benefit | 32 | 15 | Income tax benefit | ||||||||||
$ | (53 | ) | $ | (28 | ) | Net of tax | |||||||
Deferred gain on cash flow derivatives | |||||||||||||
Gain on cash flow derivatives | $ | 122 | $ | 11 | Net sales | ||||||||
Hedge ineffectiveness | (1 | ) | — | Net sales | |||||||||
Associated tax expense | (45 | ) | (4 | ) | Income tax benefit | ||||||||
$ | 76 | $ | 7 | Net of tax | |||||||||
Total reclassifications for the period | $ | 23 | $ | (21 | ) | ||||||||
Recent_Accounting_and_Reportin
Recent Accounting and Reporting Developments | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Changes and Error Corrections [Abstract] | ||
Recent Accounting and Reporting Developments | 12 | Recent Accounting and Reporting Developments |
In April 2015, the FASB issued Accounting Standards Update (“ASU”) No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” This standard simplifies the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in the update. The ASU will be effective for the Company beginning January 1, 2016 including interim periods in 2016. When implemented by the Company, the balance of debt issuance costs will be netted against the Company’s borrowings on line of credit included in long-term liabilities. Implementation will be on a retrospective basis, wherein the balance sheet of each individual period presented will be adjusted to reflect the period-specific effects of applying the new guidance. The Company does not expect a material impact to the Company’s financial condition, results of operations or cash flows from adoption of this guidance. | ||
In August 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-15, “Presentation of Financial Statements – Going Concern.” This standard requires management to evaluate for each annual and interim reporting period whether it is probable that the reporting entity will not be able to meet its obligations as they become due within one year after the date that the financial statements are issued. If the entity is in such a position, the standard provides for certain disclosures depending on whether or not the entity will be able to successfully mitigate its going concern status. This guidance is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. Early application is permitted. The Company does not expect a material impact to the Company’s financial condition, results of operations or cash flows from the adoption of this guidance. | ||
In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” which will replace most existing revenue recognition guidance in accordance with U.S. GAAP. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. The ASU requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. The ASU will be effective for the Company beginning January 1, 2017, including interim periods in 2017, and allows for both retrospective and prospective methods of adoption. |
Subsequent_event
Subsequent event | 3 Months Ended | |
Mar. 31, 2015 | ||
Subsequent Events [Abstract] | ||
Subsequent event | 13 | Subsequent event |
In April 2015, the Company initiated a production curtailment at its Atchison, Kansas facility. Severance related restructuring costs associated with the production curtailment are approximately $0.5 million, and will be recorded in the second quarter. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Consolidation Policy | The condensed consolidated financial statements include the accounts of Northwest Pipe Company (the “Company”) and its subsidiaries in which the Company exercises control as of the financial statement date. Intercompany accounts and transactions have been eliminated. |
Basis of Accounting | The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. The financial information as of December 31, 2014 is derived from the audited consolidated financial statements presented in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 Form 10-K”). Certain information or footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, the accompanying condensed consolidated financial statements include all adjustments necessary (which are of a normal and recurring nature) for the fair statement of the results of the interim periods presented. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto together with management’s discussion and analysis of financial condition and results of operations contained in the Company’s 2014 Form 10-K. |
Disposition_of_OCTG_Business_T
Disposition of OCTG Business (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Business Combinations [Abstract] | |||||||||
Summary of Operating Results for Company's Discontinued Operations | The table below presents the operating results for the Company’s discontinued operations (in thousands). The operating results for the three months ended March 31, 2014 do not necessarily reflect what they would have been had the OCTG business not been classified as a discontinued operation. | ||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Net sales | $ | — | $ | 22,225 | |||||
Cost of sales | — | 24,392 | |||||||
Gross loss | — | (2,167 | ) | ||||||
Selling, general and administrative expense | — | 396 | |||||||
Operating loss | — | (2,563 | ) | ||||||
Interest expense | — | (99 | ) | ||||||
Loss on sale of business | — | (12,083 | ) | ||||||
Loss before income taxes | — | (14,745 | ) | ||||||
Income tax benefit | — | (3,852 | ) | ||||||
Loss on discontinued operations | $ | — | $ | (10,893 | ) | ||||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Components of Inventories | Inventories are stated at the lower of cost or market and consist of the following (in thousands): | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Short-term inventories: | |||||||||
Raw materials | $ | 36,715 | $ | 48,005 | |||||
Work-in-process | 1,474 | 1,741 | |||||||
Finished goods | 20,746 | 20,663 | |||||||
Supplies | 2,348 | 2,370 | |||||||
61,283 | 72,779 | ||||||||
Long-term inventories: | |||||||||
Finished goods | 1,209 | 1,214 | |||||||
Total inventories | $ | 62,492 | $ | 73,993 | |||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes information regarding the Company’s financial assets and financial liabilities that are measured at fair value (in thousands): | ||||||||||||||||
Balance at | |||||||||||||||||
March 31, | |||||||||||||||||
Description | 2015 | Level 1 | Level 2 | Level 3 | |||||||||||||
Financial assets | |||||||||||||||||
Deferred compensation plan | $ | 6,805 | $ | 5,548 | $ | 1,257 | $ | — | |||||||||
Derivatives | 131 | — | 131 | — | |||||||||||||
Total assets | $ | 6,936 | $ | 5,548 | $ | 1,388 | $ | — | |||||||||
Financial liabilities | |||||||||||||||||
Contingent consideration | $ | (2,749 | ) | $ | — | $ | — | $ | (2,749 | ) | |||||||
Derivatives | (27 | ) | — | (27 | ) | — | |||||||||||
Total liabilities | $ | (2,776 | ) | $ | — | $ | (27 | ) | $ | (2,749 | ) | ||||||
Balance at | |||||||||||||||||
December 31, | |||||||||||||||||
Description | 2014 | Level 1 | Level 2 | Level 3 | |||||||||||||
Financial assets | |||||||||||||||||
Deferred compensation plan | $ | 6,237 | $ | 4,953 | $ | 1,284 | $ | — | |||||||||
Derivatives | 32 | — | 32 | — | |||||||||||||
Total assets | $ | 6,269 | $ | 4,953 | $ | 1,316 | $ | — | |||||||||
Financial liabilities | |||||||||||||||||
Contingent consideration | $ | (2,679 | ) | $ | — | $ | — | $ | (2,679 | ) | |||||||
Derivatives | (5 | ) | — | (5 | ) | — | |||||||||||
Total liabilities | $ | (2,684 | ) | $ | — | $ | (5 | ) | $ | (2,679 | ) | ||||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Segment Reporting [Abstract] | |||||||||
Segment Information Report of Statements of Operations | The operating results of the OCTG business have been classified as discontinued operations and are not included in the operating results presented below. | ||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
(in thousands) | |||||||||
Net sales: | |||||||||
Water transmission | $ | 56,242 | $ | 42,999 | |||||
Tubular products | 28,623 | 39,648 | |||||||
Total | $ | 84,865 | $ | 82,647 | |||||
Gross profit (loss): | |||||||||
Water transmission | $ | 7,519 | $ | 1,668 | |||||
Tubular products | (3,628 | ) | 2,646 | ||||||
Total | $ | 3,891 | $ | 4,314 | |||||
Operating income (loss): | |||||||||
Water transmission | $ | 5,633 | $ | (299 | ) | ||||
Tubular products | (4,617 | ) | 2,294 | ||||||
Corporate | (4,099 | ) | (3,121 | ) | |||||
Total | $ | (3,083 | ) | $ | (1,126 | ) | |||
Sharebased_Compensation_Tables
Share-based Compensation (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Summary of Share-based Compensation Expense | The following table summarizes share-based compensation expense recorded (in thousands): | ||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||
2015 | 2014 | ||||||||||||||||
Cost of sales | $ | 81 | $ | 11 | |||||||||||||
Selling, general and administrative expenses | 569 | 343 | |||||||||||||||
Total | $ | 650 | $ | 354 | |||||||||||||
Summary of Status of Company's Stock Options | A summary of the status of the Company’s stock options as of March 31, 2015 and changes during the three months then ended is presented below: | ||||||||||||||||
Options | Weighted | Weighted | Aggregate | ||||||||||||||
Outstanding | Average | Average | Intrinsic Value | ||||||||||||||
Exercise Price | Remaining | ||||||||||||||||
per Share | Contractual | ||||||||||||||||
Life | |||||||||||||||||
(In thousands) | |||||||||||||||||
Balance, January 1, 2015 | 38,000 | $ | 26.05 | ||||||||||||||
Options granted | — | — | |||||||||||||||
Options exercised | — | — | |||||||||||||||
Options cancelled | — | — | |||||||||||||||
Balance, March 31, 2015 | 38,000 | 26.05 | 3.43 | $ | 4 | ||||||||||||
Exercisable, March 31, 2015 | 38,000 | 26.05 | 3.43 | $ | 4 | ||||||||||||
Summary of Status of Company's RSUs and PSAs | A summary of the status of the Company’s RSUs and PSAs as of March 31, 2015 and changes during the three months then ended is presented below: | ||||||||||||||||
Number of RSUs | Weighted Average | ||||||||||||||||
and PSAs | Grant Date Fair Value | ||||||||||||||||
Balance, January 1, 2015 | 231,215 | $ | 36.34 | ||||||||||||||
RSUs and PSAs granted | — | — | |||||||||||||||
RSUs and PSAs vested | (49,403 | ) | 30.01 | ||||||||||||||
RSUs and PSAs canceled | (18,646 | ) | 31.24 | ||||||||||||||
Balance, March 31, 2015 | 163,166 | 38.83 | |||||||||||||||
Loss_per_Share_Tables
Loss per Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Loss per Basic and Diluted Weighted Average Common Share Outstanding for Continuing and Discontinued Operations | Loss per basic and diluted weighted average common share outstanding for continuing and discontinued operations were calculated as follows for the three months ended March 31, 2015 and 2014 (in thousands, except per share data): | ||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Loss from continuing operations | $ | (2,101 | ) | $ | (1,211 | ) | |||
Loss from discontinued operations | — | (10,893 | ) | ||||||
Net loss | $ | (2,101 | ) | $ | (12,104 | ) | |||
Basic weighted-average common shares outstanding | 9,553 | 9,508 | |||||||
Effect of potentially dilutive common shares | — | — | |||||||
Diluted weighted-average common shares outstanding | 9,553 | 9,508 | |||||||
Loss per basic common share | |||||||||
Continuing operations | $ | (0.22 | ) | $ | (0.13 | ) | |||
Discontinued operations | — | (1.14 | ) | ||||||
Total | $ | (0.22 | ) | $ | (1.27 | ) | |||
Loss per diluted common share | |||||||||
Continuing operations | $ | (0.22 | ) | (0.13 | ) | ||||
Discontinued operations | — | (1.14 | ) | ||||||
Total | $ | (0.22 | ) | $ | (1.27 | ) | |||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Equity [Abstract] | |||||||||||||
Schedule of Components of Accumulated Other Comprehensive Loss | The following tables summarize changes in the components of accumulated other comprehensive loss during the three months ended March 31, 2015 and March 31, 2014 (in thousands). All amounts are net of tax: | ||||||||||||
Defined Benefit | Gains (Losses) on | Total | |||||||||||
Pension Items | Cash Flow | ||||||||||||
Hedges | |||||||||||||
Balance, December 31, 2013 | $ | (1,275 | ) | $ | 14 | $ | (1,261 | ) | |||||
Other comprehensive income before reclassifications | 36 | 9 | 45 | ||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 28 | (7 | ) | 21 | |||||||||
Net current period other comprehensive income | 64 | 2 | 66 | ||||||||||
Balance, March 31, 2014 | $ | (1,211 | ) | $ | 16 | $ | (1,195 | ) | |||||
Defined Benefit | Gains (Losses) on | Total | |||||||||||
Pension Items | Cash Flow | ||||||||||||
Hedges | |||||||||||||
Balance, December 31, 2014 | $ | (1,862 | ) | $ | 29 | $ | (1,833 | ) | |||||
Other comprehensive income before reclassifications | 56 | 61 | 117 | ||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 53 | (76 | ) | (23 | ) | ||||||||
Net current period other comprehensive income (loss) | 109 | (15 | ) | 94 | |||||||||
Balance, March 31, 2015 | $ | (1,753 | ) | $ | 14 | $ | (1,739 | ) | |||||
Schedule of Reclassifications of Accumulated Other Comprehensive Income (Loss) | The following table provides additional detail about accumulated other comprehensive income (loss) components that were reclassified to the condensed consolidated statement of operations during the three months ended March 31, 2015 and 2014 (in thousands): | ||||||||||||
Three Months Ended March 31, | Affected line item in the | ||||||||||||
2015 | 2014 | Condensed Consolidated | |||||||||||
Details about Accumulated Other Comprehensive Income (Loss) | Amount reclassified from Accumulated | Statement of Operations | |||||||||||
Components | Other Comprehensive Income (Loss) | ||||||||||||
Pension liability adjustment | |||||||||||||
Net periodic pension cost | $ | (85 | ) | $ | (43 | ) | Cost of sales | ||||||
Associated tax benefit | 32 | 15 | Income tax benefit | ||||||||||
$ | (53 | ) | $ | (28 | ) | Net of tax | |||||||
Deferred gain on cash flow derivatives | |||||||||||||
Gain on cash flow derivatives | $ | 122 | $ | 11 | Net sales | ||||||||
Hedge ineffectiveness | (1 | ) | — | Net sales | |||||||||
Associated tax expense | (45 | ) | (4 | ) | Income tax benefit | ||||||||
$ | 76 | $ | 7 | Net of tax | |||||||||
Total reclassifications for the period | $ | 23 | $ | (21 | ) | ||||||||
Disposition_of_OCTG_Business_A
Disposition of OCTG Business - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | |
Mar. 31, 2014 | Mar. 30, 2014 | Sep. 30, 2014 | Mar. 31, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Apr. 30, 2015 | |
Business Acquisition [Line Items] | |||||||
Loss on sale of discontinued operations | ($12,083,000) | ||||||
Proceeds from sale of business | 31,609,000 | ||||||
Disposal of OCTG Business [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business disposal date | 30-Mar-14 | ||||||
Proceeds from sale of business | 42,700,000 | ||||||
Loss on sale of discontinued operations | 12,100,000 | 1,800,000 | 1,400,000 | 13,500,000 | |||
Proceeds held in escrow for indemnification obligations under the purchase agreement | 4,300,000 | ||||||
Payment of capital lease obligations at closing date | 5,000,000 | ||||||
Goodwill written off related to sale of business | 4,400,000 | ||||||
Transaction costs | 1,800,000 | ||||||
Proceeds from sale of business | 29,800,000 | ||||||
Disposal of OCTG Business [Member] | Subsequent Event [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Escrow released | $4,300,000 |
Disposition_of_OCTG_Business_S
Disposition of OCTG Business - Summary of Operating Results for Company's Discontinued Operations (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Discontinued Operations and Disposal Groups [Abstract] | |
Net sales | $22,225 |
Cost of sales | 24,392 |
Gross loss | -2,167 |
Selling, general and administrative expense | 396 |
Operating loss | -2,563 |
Interest expense | -99 |
Loss on sale of business | -12,083 |
Loss before income taxes | -14,745 |
Income tax benefit | -3,852 |
Loss on discontinued operations | ($10,893) |
Inventories_Components_of_Inve
Inventories - Components of Inventories (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Short-term inventories: | ||
Raw materials | $36,715 | $48,005 |
Work-in-process | 1,474 | 1,741 |
Finished goods | 20,746 | 20,663 |
Supplies | 2,348 | 2,370 |
Total short-term inventories | 61,283 | 72,779 |
Long-term inventories: | ||
Finished goods | 1,209 | 1,214 |
Total inventories | $62,492 | $73,993 |
Fair_Value_Measurements_Assets
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (Recurring [Member], USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Financial assets | ||
Deferred compensation plan | $6,805 | $6,237 |
Derivatives | 131 | 32 |
Total assets | 6,936 | 6,269 |
Financial liabilities | ||
Contingent consideration | -2,749 | -2,679 |
Derivatives | -27 | -5 |
Total liabilities | -2,776 | -2,684 |
Level 1 [Member] | ||
Financial assets | ||
Deferred compensation plan | 5,548 | 4,953 |
Total assets | 5,548 | 4,953 |
Level 2 [Member] | ||
Financial assets | ||
Deferred compensation plan | 1,257 | 1,284 |
Derivatives | 131 | 32 |
Total assets | 1,388 | 1,316 |
Financial liabilities | ||
Derivatives | -27 | -5 |
Total liabilities | -27 | -5 |
Level 3 [Member] | ||
Financial liabilities | ||
Contingent consideration | -2,749 | -2,679 |
Total liabilities | ($2,749) | ($2,679) |
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging Activities - Additional Information (Detail) | 3 Months Ended | |||||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | |
USD ($) | USD ($) | Designated As Hedging Instrument [Member] | Designated As Hedging Instrument [Member] | Designated As Hedging Instrument [Member] | Designated As Hedging Instrument [Member] | |
USD ($) | CAD | USD ($) | CAD | |||
Derivatives, Fair Value [Line Items] | ||||||
Notional amount of derivative contracts | $2,500,000 | 3,100,000 | $1,300,000 | 1,500,000 | ||
Maturity period for Canadian forward contracts | 12 months | |||||
Gains (losses) from derivative contracts not designated as hedging instruments recognized in net sales | -18,000 | 60,000 | ||||
Unrealized pretax gain on outstanding derivatives accumulated in other comprehensive loss expected to be reclassified to net sales within next 12 months | $21,000 | $26,000 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 1 Months Ended | ||||
In Millions, unless otherwise specified | Jan. 31, 2015 | Jun. 30, 2007 | Jul. 31, 2014 | Mar. 31, 2015 | Apr. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 |
Other Commitments [Line Items] | |||||||
Company made payment to Lower Willamette Group as interim settlement | $0.20 | ||||||
Amount spent for Source Control work | 0.1 | ||||||
Amount projected for the current year to complete work specified in work plans | 0.1 | ||||||
Number of potentially responsible parties | 100 | ||||||
Insurance settlement received from its insurance carriers | 2.6 | ||||||
Total stand-by letters of credit | 2.1 | ||||||
Portland Harbor Natural Resources Trustee Council [Member] | |||||||
Other Commitments [Line Items] | |||||||
Injury assessment process, payment | 0.2 | 0.2 | |||||
Injury assessment process, outstanding | 0.4 | ||||||
Voluntary Cleanup Program [Member] | Estimated [Member] | |||||||
Other Commitments [Line Items] | |||||||
Accrual based environmental cleanup costs | 0.4 | ||||||
Minimum [Member] | |||||||
Other Commitments [Line Items] | |||||||
Estimated cost | 169 | ||||||
Estimated years to implement | 2 years | ||||||
Minimum [Member] | Voluntary Cleanup Program [Member] | Subsequent Event [Member] | |||||||
Other Commitments [Line Items] | |||||||
Environmental cleanup costs | 0.3 | ||||||
Maximum [Member] | |||||||
Other Commitments [Line Items] | |||||||
Estimated cost | 1,760 | ||||||
Estimated years to implement | 28 years | ||||||
Maximum [Member] | Voluntary Cleanup Program [Member] | Subsequent Event [Member] | |||||||
Other Commitments [Line Items] | |||||||
Environmental cleanup costs | $2.50 |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Segments | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment_Information_Segment_In
Segment Information - Segment Information Report of Statements of Operations (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Net sales | $84,865 | $82,647 |
Gross profit (loss) | 3,891 | 4,314 |
Operating income (loss) | -3,083 | -1,126 |
Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
Operating income (loss) | -4,099 | -3,121 |
Water Transmission [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 56,242 | 42,999 |
Gross profit (loss) | 7,519 | 1,668 |
Operating income (loss) | 5,633 | -299 |
Tubular Products [Member] | Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 28,623 | 39,648 |
Gross profit (loss) | -3,628 | 2,646 |
Operating income (loss) | ($4,617) | $2,294 |
Sharebased_Compensation_Additi
Share-based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2015 |
OptionPlan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of inactive stock option plan | 1 |
Number of active stock incentive plan | 1 |
Minimum performance awards issued multiplier | 0.00% |
Maximum performance awards issued multiplier | 200.00% |
PSAs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
PSAs at target level of performance included in unvested balance | 140,000 |
Restricted Stock Units and Performance Stock Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expense | 3.4 |
Expected weighted average period of compensation expense to be recognized | 1 year 6 months |
Maximum [Member] | RSUs [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period | 3 years |
Sharebased_Compensation_Summar
Share-based Compensation - Summary of Share-based Compensation Expense (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $650 | $354 |
Cost of Sales [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | 81 | 11 |
Selling, General and Administrative Expenses [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $569 | $343 |
Sharebased_Compensation_Summar1
Share-based Compensation - Summary of Status of Company's Stock Options (Detail) (USD $) | 3 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Options Outstanding, Beginning Balance | 38,000 |
Options Outstanding, granted | 0 |
Options Outstanding, exercised | 0 |
Options Outstanding, canceled | 0 |
Options Outstanding, Ending Balance | 38,000 |
Exercisable, Options Outstanding | 38,000 |
Options, Weighted Average Exercise Price, Beginning Balance | $26.05 |
Options granted, Weighted Average Exercise Price | $0 |
Options exercised, Weighted Average Exercise Price | $0 |
Options canceled, Weighted Average Exercise Price | $0 |
Options, Weighted Average Exercise Price, Ending Balance | $26.05 |
Exercisable, Weighted Average Exercise Price | $26.05 |
Outstanding, Weighted Average Remaining Contractual Life | 3 years 5 months 5 days |
Exercisable, Weighted Average Remaining Contractual Life | 3 years 5 months 5 days |
Outstanding, Aggregate Intrinsic Value | $4 |
Exercisable, Aggregate Intrinsic Value | $4 |
Sharebased_Compensation_Summar2
Share-based Compensation - Summary of Status of Company's RSUs and PSAs (Detail) (Restricted Stock Units and Performance Stock Awards [Member], USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Restricted Stock Units and Performance Stock Awards [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs and PSAs, Beginning Balance | 231,215 |
RSUs and PSAs granted | 0 |
RSUs and PSAs vested | -49,403 |
RSUs and PSAs canceled | -18,646 |
Number of RSUs and PSAs, Ending Balance | 163,166 |
Weighted Average Grant Date Fair Value, Beginning Balance | $36.34 |
RSUs and PSAs granted, Weighted Average Grant Date Fair Value | $0 |
RSUs and PSAs vested, Weighted Average Grant Date Fair Value | $30.01 |
RSUs and PSAs canceled, Weighted Average Grant Date Fair Value | $31.24 |
Weighted Average Grant Date Fair Value, Ending Balance | $38.83 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefits | $2.30 | $2.30 | |
Estimated effective tax rates | 37.70% | 35.50% |
Loss_per_Share_Loss_per_Basic_
Loss per Share - Loss per Basic and Diluted Weighted Average Common Share Outstanding for Continuing and Discontinued Operations (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Earnings Per Share [Abstract] | ||
Loss from continuing operations | ($2,101) | ($1,211) |
Loss from discontinued operations | -10,893 | |
Net loss | ($2,101) | ($12,104) |
Basic weighted-average common shares outstanding | 9,553 | 9,508 |
Effect of potentially dilutive common shares | 0 | 0 |
Diluted weighted-average common shares outstanding | 9,553 | 9,508 |
Loss per basic common share | ||
Continuing operations | ($0.22) | ($0.13) |
Discontinued operations | ($1.14) | |
Total | ($0.22) | ($1.27) |
Loss per diluted common share | ||
Continuing operations | ($0.22) | ($0.13) |
Discontinued operations | ($1.14) | |
Total | ($0.22) | ($1.27) |
Loss_per_Share_Additional_Info
Loss per Share - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Earnings Per Share [Abstract] | ||
Antidilutive shares not included in computation of diluted loss per share | 204,000 | 202,000 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Loss - Schedule of Components of Accumulated Other Comprehensive Loss (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Beginning Balance | ($1,833) | ($1,261) |
Other comprehensive income before reclassifications | 117 | 45 |
Amounts reclassified from accumulated other comprehensive income (loss) | -23 | 21 |
Other comprehensive income | 94 | 66 |
Accumulated other comprehensive income (loss), Ending Balance | -1,739 | -1,195 |
Defined Benefit Pension Items [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Beginning Balance | -1,862 | -1,275 |
Other comprehensive income before reclassifications | 56 | 36 |
Amounts reclassified from accumulated other comprehensive income (loss) | 53 | 28 |
Other comprehensive income | 109 | 64 |
Accumulated other comprehensive income (loss), Ending Balance | -1,753 | -1,211 |
Gains (Losses) on Cash Flow Hedges [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income (loss), Beginning Balance | 29 | 14 |
Other comprehensive income before reclassifications | 61 | 9 |
Amounts reclassified from accumulated other comprehensive income (loss) | -76 | -7 |
Other comprehensive income | -15 | 2 |
Accumulated other comprehensive income (loss), Ending Balance | $14 | $16 |
Accumulated_Other_Comprehensiv3
Accumulated Other Comprehensive Loss - Schedule of Reclassifications of Accumulated Other Comprehensive Income (Loss) (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Cost of Sales | ($80,974) | ($78,333) |
Tax (expense) benefit | 1,273 | 667 |
Net loss | -2,101 | -12,104 |
Net sales | 84,865 | 82,647 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net loss | 23 | -21 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Defined Benefit Pension Items [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net loss | -53 | -28 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Defined Benefit Pension Items [Member] | Net Periodic Pension Cost [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Cost of Sales | -85 | -43 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Defined Benefit Pension Items [Member] | Associated Tax Expense Benefit [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Tax (expense) benefit | 32 | 15 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Gains (Losses) on Cash Flow Hedges [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net loss | 76 | 7 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Gains (Losses) on Cash Flow Hedges [Member] | Associated Tax Expense Benefit [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Tax (expense) benefit | -45 | -4 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Gains (Losses) on Cash Flow Hedges [Member] | Gain on Cash Flow Derivative [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net sales | 122 | 11 |
Amount Reclassified from Accumulated Other Comprehensive Income (Loss) [Member] | Gains (Losses) on Cash Flow Hedges [Member] | Hedge ineffectiveness [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Net sales | ($1) |
Subsequent_Event_Additional_in
Subsequent Event - Additional information (Detail) (Subsequent Event [Member], USD $) | 1 Months Ended |
In Millions, unless otherwise specified | Apr. 30, 2015 |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Severance related to restructuring costs | $0.50 |