Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 10, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | DXP ENTERPRISES INC | |
Entity Central Index Key | 1,020,710 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 14,243,354 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 1,488 | $ 47 |
Trade accounts receivable, net of allowance for doubtful accounts of $8,837 in 2015 and $8,713 in 2014 | 194,346 | 239,236 |
Inventories, net | 109,724 | 115,658 |
Costs and estimated profits in excess of billings on uncompleted contracts | 25,930 | 20,083 |
Prepaid expenses and other current assets | 4,737 | 3,004 |
Deferred income taxes | 8,301 | 8,250 |
Total current assets | 344,526 | 386,278 |
Property and equipment, net | 69,385 | 69,979 |
Goodwill | 256,213 | 253,312 |
Other intangible assets, net of accumulated amortization of $76,632 in 2015 and $66,412 in 2014 | 120,301 | 130,333 |
Other long-term assets | 3,191 | 1,730 |
Total assets | 793,616 | 841,632 |
Current liabilities: | ||
Current maturities of long-term debt | 44,568 | 38,608 |
Trade accounts payable | 84,199 | 100,774 |
Accrued wages and benefits | 22,194 | 26,967 |
Federal income taxes payable | 7,433 | 8,130 |
Customer advances | 3,773 | 4,262 |
Billings in excess of costs and profits on uncompleted contracts | 8,106 | 8,840 |
Other current liabilities | 24,944 | 19,621 |
Total current liabilities | 195,217 | 207,202 |
Long-term debt, less current maturities | 334,940 | 372,908 |
Less unamortized debt issuance costs | (2,135) | (2,714) |
Long-term debt less unamortized debt issuance costs | 332,805 | 370,194 |
Non-current deferred income taxes | $ 18,400 | $ 21,284 |
Commitments and Contingencies (Note 14) | ||
Shareholders' equity: | ||
Common stock, $0.01 par value, 100,000,000 shares authorized; 14,655,356 in 2015 and 14,655,356 in 2014 shares issued | $ 146 | $ 146 |
Additional paid-in capital | 114,530 | 115,605 |
Retained earnings | 165,182 | 148,409 |
Accumulated other comprehensive loss | (10,471) | (5,700) |
Treasury stock, at cost (420,921 shares in 2015 and 280,195 in 2014) | (22,209) | (15,524) |
Total shareholders' equity | 247,194 | 242,952 |
Total liabilities and stockholders' equity | 793,616 | 841,632 |
Series A Preferred Stock [Member] | ||
Shareholders' equity: | ||
Preferred stock | 1 | 1 |
Series B Convertible Preferred Stock [Member] | ||
Shareholders' equity: | ||
Preferred stock | $ 15 | $ 15 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Current assets: | ||
Trade accounts receivable, allowance for doubtful accounts | $ 8,837 | $ 8,713 |
Other intangible assets accumulated amortization | $ 76,632 | $ 66,412 |
Shareholders' equity: | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock shares issued (in shares) | 14,655,356 | 14,655,356 |
Treasury stock (in shares) | 420,921 | 280,195 |
Series A Preferred Stock [Member] | ||
Shareholders' equity: | ||
Preferred stock, voting rights | 1/10th vote per share | 1/10th vote per share |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, liquidation preference (in dollars per share) | $ 112 | $ 100 |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, issued (in shares) | 1,122 | 1,122 |
Preferred stock, outstanding (in shares) | 1,122 | 1,122 |
Series B Convertible Preferred Stock [Member] | ||
Shareholders' equity: | ||
Preferred stock, voting rights | 1/10th vote per share | 1/10th vote per share |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, stated value (in dollars per share) | 100 | 100 |
Preferred stock, liquidation preference (in dollars per share) | $ 1,500 | $ 100 |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, issued (in shares) | 15,000 | 15,000 |
Preferred stock, outstanding (in shares) | 15,000 | 15,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (unaudited) [Abstract] | ||||
Sales | $ 323,688 | $ 381,603 | $ 665,282 | $ 730,107 |
Cost of sales | 232,389 | 270,557 | 475,934 | 517,354 |
Gross profit | 91,299 | 111,046 | 189,348 | 212,753 |
Selling, general and administrative expense | 77,304 | 83,654 | 157,254 | 164,207 |
Operating income | 13,995 | 27,392 | 32,094 | 48,546 |
Other expense (income), net | (145) | 141 | (394) | (9) |
Interest expense | 2,592 | 3,176 | 5,275 | 6,573 |
Income before income taxes | 11,548 | 24,075 | 27,213 | 41,982 |
Provision for income taxes | 4,381 | 9,191 | 10,395 | 16,135 |
Net income | 7,167 | 14,884 | 16,818 | 25,847 |
Preferred stock dividend | 22 | 22 | 45 | 45 |
Net income attributable to common shareholders | 7,145 | 14,862 | 16,773 | 25,802 |
Net income | 7,167 | 14,884 | 16,818 | 25,847 |
Loss on long-term investment, net of income taxes | 0 | 55 | ||
Cumulative translation adjustment | 1,731 | (675) | 4,771 | 615 |
Comprehensive income | $ 5,436 | $ 15,559 | $ 12,047 | $ 25,177 |
Basic earnings per share (in dollars per share) | $ 0.50 | $ 1.01 | $ 1.17 | $ 1.75 |
Weighted average common shares outstanding (in shares) | 14,368 | 14,708 | 14,380 | 14,716 |
Diluted earnings per share (in dollars per share) | $ 0.47 | $ 0.96 | $ 1.11 | $ 1.66 |
Weighted average common shares and common equivalent shares outstanding (in shares) | 15,208 | 15,548 | 15,220 | 15,556 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net income | $ 16,818 | $ 25,847 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 5,919 | 6,077 |
Amortization of intangible assets | 10,667 | 11,237 |
Bad debt expense | 917 | 978 |
Amortization of debt issuance costs | 578 | 578 |
Compensation expense for restricted stock | 1,557 | 1,732 |
Tax loss (benefit) related to vesting of restricted stock | 10 | (742) |
Deferred income taxes | 13 | (1,925) |
Changes in operating assets and liabilities, net of assets and liabilities acquired in business acquisitions: | ||
Trade accounts receivable | 41,632 | (43,176) |
Costs and estimated profits in excess of billings on uncompleted contracts | (5,983) | 11,413 |
Inventories | 6,069 | 2,632 |
Prepaid expenses and other assets | (3,164) | (2,581) |
Accounts payable and accrued expenses | (20,691) | 6,550 |
Billings in excess of costs and estimated profits on uncompleted contracts | (538) | 1,147 |
Net cash provided by operating activities | 53,804 | 19,767 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (6,516) | (4,700) |
Sale of long-term investment | 0 | 1,688 |
Acquisitions of businesses, net of cash acquired | (5,000) | (301,097) |
Net cash used in investing activities | (11,516) | (304,109) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from debt | 206,486 | 541,788 |
Principal payments on revolving line of credit and other long-term debt | (238,473) | (244,509) |
Dividends paid | (45) | (45) |
Purchase of treasury stock | (8,908) | (6,771) |
Tax loss (benefit) related to vesting of restricted stock | (10) | 742 |
Net cash provided by (used in) financing activities | (40,950) | 291,205 |
EFFECT OF FOREIGN CURRENCY ON CASH | 103 | (239) |
NET CHANGE IN CASH AND CASH EQUIVALENTS | 1,441 | 6,624 |
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 47 | 5,469 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ 1,488 | $ 12,093 |
THE COMPANY
THE COMPANY | 6 Months Ended |
Jun. 30, 2015 | |
THE COMPANY [Abstract] | |
THE COMPANY | NOTE 1 - THE COMPANY DXP Enterprises, Inc. together with its subsidiaries (collectively “DXP,” “Company,” “us,” “we,” or “our”) was incorporated in Texas on July 26, 1996, to be the successor to SEPCO Industries, Inc. DXP Enterprises, Inc. and its subsidiaries are engaged in the business of distributing maintenance, repair and operating (MRO) products, and services to industrial customers. Additionally, DXP provides integrated, custom pump skid packages, pump remanufacturing and manufactures branded private label pumps to industrial customers. The Company is organized into three business segments: Service Centers, Supply Chain Services (SCS) and Innovative Pumping Solutions (IPS). See Note 13 for discussion of the business segments. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES | 6 Months Ended |
Jun. 30, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES Basis of Presentation The Company’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“USGAAP”). The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The accompanying unaudited condensed consolidated financial statements have been prepared on substantially the same basis as our annual consolidated financial statements and should be read in conjunction with our annual report on Form 10-K for the year ended December 31, 2014. In the opinion of management, these condensed consolidated financial statements contain all adjustments necessary to present fairly the Company’s condensed consolidated balance sheets as of December 31, 2014 and June 30, 2015 (unaudited), condensed consolidated statements of income and comprehensive income for the three and six months ending June 30, 2014 and June 30, 2015 (unaudited), and condensed consolidated statements of cash flows for the six months ended June 30, 2014 and June 30, 2015 (unaudited). All such adjustments represent normal recurring items. All intercompany accounts and transactions have been eliminated upon consolidation. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 6 Months Ended |
Jun. 30, 2015 | |
RECENT ACCOUNTING PRONOUNCEMENTS [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 3 - RECENT ACCOUNTING PRONOUNCEMENTS In April 2015, the FASB issued ASU No. 2015-03, Interest – Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), In July 2015, the FASB issued ASU No. 2015-11, Inventory ("ASU 2015-11"). The amendments in ASU 2015-11 clarify the subsequent measurement of inventory requiring an entity to subsequently measure inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This ASU applies only to inventory that is measured using the first-in, first-out (FIFO) or average cost method. Subsequent measurement is unchanged for inventory measured using last-in, first-out (LIFO) or the retail inventory method. The amendments in ASU 2015-11 should be applied prospectively and are effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption permitted. The company is currently assessing the impact that this standard will have on its consolidated financial statements. |
FAIR VALUE OF FINANCIAL ASSETS
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES | 6 Months Ended |
Jun. 30, 2015 | |
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES [Abstract] | |
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES | NOTE 4 - FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES Authoritative guidance for financial assets and liabilities measured on a recurring basis applies to all financial assets and financial liabilities that are being measured and reported on a fair value basis. Fair value, as defined in the authoritative guidance, is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The authoritative guidance affects the fair value measurement of an investment with quoted market prices in an active market for identical instruments, which must be classified in one of the following categories: Level 1 Inputs Level 1 inputs come from quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 Inputs Level 2 inputs are other than quoted prices that are observable for an asset or liability. These inputs include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Inputs Level 3 inputs are unobservable inputs for the asset or liability which require the Company’s own assumptions. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. The following table presents the changes in Level 1 assets for the period indicated ( in thousands Six Months Ended June 30, 2015 2014 Fair value at beginning of period $ - $ 1,837 Investment during the period - - Realized and unrealized gains (losses) included in other comprehensive income - (149) Proceeds on sale of investment - (1,688) Fair value at end of period $ - $ - The Company paid a total of $1.7 million for an investment with quoted market prices in an active market. At December 31, 2013, the market value of this investment was $1.8 million. During the first quarter of 2014, the Company sold this investment for $1.7 million. The Company recognized a $0.1 million loss in 2014 on the sale of his investment, which is included in other income within our condensed consolidated statements of income. During the fourth quarter of 2014, in connection with the annual test for impairment, DXP recorded total impairment charges of $117.6 million in order to reflect the implied fair values of goodwill, which is a non-recurring fair value adjustment. The fair values of goodwill used in the impairment calculations were estimated based on discounted estimated future cash flows with the discount rates of 10.0% to 13.5%. The measurements utilized to determine the implied fair value of goodwill represent significant unobservable inputs (Level 3) in accordance with the fair value hierarchy. |
INVENTORY
INVENTORY | 6 Months Ended |
Jun. 30, 2015 | |
INVENTORY [Abstract] | |
INVENTORY | NOTE 5 - INVENTORY The carrying values of inventories are as follows ( in thousands June 30, 2015 December 31, 2014 Finished goods $ 99,908 $ 99,732 Work in process 9,816 15,926 Inventories, net $ 109,724 $ 115,658 |
COSTS AND ESTIMATED PROFITS ON
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS | 6 Months Ended |
Jun. 30, 2015 | |
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS [Abstract] | |
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS | NOTE 6 – COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS Costs and estimated profits in excess of billings on uncompleted contracts arise in the consolidated balance sheets when revenues have been recognized but the amounts cannot be billed under the terms of the contracts. Such amounts are recoverable from customers upon various measures of performance, including achievement of certain milestones, completion of specified units, or completion of a contract. Costs and estimated profits on uncompleted contracts and related amounts billed were as follows (in thousands): June 30, 2015 December 31, 2014 Costs incurred on uncompleted contracts $ 46,502 $ 49,133 Estimated profits, thereon 15,994 16,749 Total 62,496 65,882 Less: billings to date 44,667 54,701 Net $ 17,829 $ 11,181 Such amounts were included in the accompanying consolidated balance sheets for 2015 and 2014 under the following captions (in thousands): June 30, 2015 December 31, 2014 Costs and estimated profits in excess of billings on uncompleted contracts $ 25,930 $ 20,083 Billings in excess of costs and profits on uncompleted contracts (8,106) (8,840) Translation adjustment 5 (62) Net $ 17,829 $ 11,181 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2015 | |
PROPERTY AND EQUIPMENT [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 7 - PROPERTY AND EQUIPMENT The carrying values of property and equipment are as follows ( in thousands June 30, 2015 December 31, 2014 Land $ 2,386 $ 2,386 Buildings and leasehold improvements 15,408 13,490 Furniture, fixtures and equipment 100,298 97,829 Less – Accumulated depreciation (48,707) (43,726) Total property and equipment, net $ 69,385 $ 69,979 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2015 | |
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 8 - GOODWILL AND OTHER INTANGIBLE ASSETS The following table presents the changes in the carrying amount of goodwill and other intangible assets during the three months ended June 30, 2015 ( in thousands Goodwill Other Intangible Assets Total Balance as of December 31, 2014 $ 253,312 $ 130,333 $ 383,645 Acquired during the period 2,901 2,027 4,928 Translation adjustment - (1,392) (1,392) Amortization - (10,667) (10,667) Balance as of June 30, 2015 $ 256,213 $ 120,301 $ 376,514 The following table presents goodwill balance by reportable segment as of June 30, 2015 and December 31, 2014 (in thousands) June 30, 2015 December 31, 2014 Service Centers $ 170,203 $ 167,302 Innovative Pumping Solutions 68,872 68,872 Supply Chain Services 17,138 17,138 Total $ 256,213 $ 253,312 As of October 1, 2014, DXP determined it had eight reporting units. The DXP Core Supply Chain Services, DXP Core IPS, DXP Core Service Centers, Canada Service Centers and NatPro Service Centers reporting units had an aggregate goodwill value of $180.3 million at December 31, 2014. The fair value of each of these reporting units as of October 1, 2014 was substantially in excess of each reporting unit’s carrying value. The remaining reporting units, B27 Service Centers, B27 IPS and NatPro IPS, recorded impairment losses during the fourth quarter of 2014. The NatPro IPS goodwill was reduced to zero with the impairment, and the remaining aggregate goodwill for the B27 Service Centers and B27 IPS reporting units was $73 million at June 30, 2015 and December 31, 2014. The following table presents a summary of amortizable other intangible assets ( in thousands As of June 30, 2015 As of December 31, 2014 Gross Carrying Amount Accumulated Amortization Carrying Amount, net Gross Carrying Amount Accumulated Amortization Carrying Amount, net Vendor agreements $ 2,496 $ (1,393) $ 1,103 $ 2,496 $ (1,330) $ 1,166 Customer relationships 192,707 (74,003) 118,704 192,512 (63,957) 128,555 Non-compete agreements 1,730 (1,236) 494 1,737 (1,125) 612 Total $ 196,933 $ (76,632) $ 120,301 $ 196,745 $ (66,412) $ 130,333 Other intangible assets are amortized according to estimated economic benefits over their estimated useful lives. |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2015 | |
LONG-TERM DEBT [Abstract] | |
LONG-TERM DEBT | NOTE 9 – LONG-TERM DEBT Long-term debt consisted of the following at June 30, 2015 and December 31, 2014 ( in thousands June 30, 2015 December 31, 2014 Line of credit $ 180,944 $ 193,443 Term loan 193,750 212,500 Promissory note payable in monthly installments at 2.9% through January 2021, collateralized by equipment 4,814 5,216 Unsecured subordinated notes payable in quarterly installments at 5% - 357 Less unamortized debt issuance costs (2,135) (2,714) 377,373 408,802 Less: Current portion (44,568) (38,608) Long-term debt less current maturities $ 332,805 $ 370,194 On July 11, 2012, DXP entered into a credit facility with Wells Fargo Bank National Association, as Issuing Lender, Swingline Lender and Administrative Agent for the lenders (as amended, the “Original Facility”). On January 2, 2014, the Company entered into an Amended and Restated Credit Agreement with Wells Fargo Bank, National Association, as Issuing Lender and Administrative Agent for other lenders (the “Facility”), amending and restating the Original Facility. The Facility provides a term loan and a $350 million revolving line of credit to the Company. At June 30, 2015 the term loan component of the facility was $193.8 million. The Facility expires on January 2, 2019. The Facility provides the option of interest at LIBOR (or CDOR for Canadian dollar loans) plus an applicable margin ranging from 1.25% to 2.50% or prime plus an applicable margin from 0.25% to 1.50% where the applicable margin is determined by the Company’s leverage ratio as defined by the Facility as of the last day of the fiscal quarter most recently ended prior to the date of borrowing. Commitment fees of 0.20% to 0.45% per annum are payable on the portion of the Facility capacity not in use at any given time on the line of credit. Commitment fees are included as interest in the consolidated statements of income. On June 30, 2015, the LIBOR based rate of the Facility was LIBOR plus 2.00% the prime based rate of the Facility was prime plus 1.00%, and the commitment fee was 0.35%. At June 30, 2015, $374.7 million was borrowed under the Facility at a weighted average interest rate of approximately 2.2% under the LIBOR options. At June 30, 2015, the Company had $27.5 million available for borrowing under the Facility. The Facility contains financial covenants defining various financial measures and levels of these measures with which the Company must comply. Covenant compliance is assessed as of each quarter end. Substantially all of the Company’s assets are pledged as collateral to secure the credit facility. On August 5, 2015, DXP amended the Facility to increase the maximum Consolidated Leverage Ratio and reduce the required Consolidated Fixed Charge Coverage Ratio. See additional discussion of the amendment in Note 16 – Subsequent Events to the Condensed Consolidated Financial Statements included herein. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2015 | |
STOCK-BASED COMPENSATION [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 10 - STOCK-BASED COMPENSATION Restricted Stock Under the restricted stock plan approved by our shareholders (the “Restricted Stock Plan”), directors, consultants and employees may be awarded shares of DXP’s common stock. The shares of restricted stock granted to employees and that are outstanding as of June 30, 2015 vest in accordance with one of the following vesting schedules: 100% one year after date of grant; 33.3% each year for three years after date of grant; 20% each year for five years after the grant date; or 10% each year for ten years after the grant date. The Restricted Stock Plan provides that on each July 1 during the term of the plan each non-employee director of DXP will be granted the number of whole shares calculated by dividing $75 thousand by the closing price of the common stock on such July 1. The shares of restricted stock granted to non-employee directors of DXP vest one year after the grant date. The fair value of restricted stock awards is measured based upon the closing prices of DXP’s common stock on the grant dates and is recognized as compensation expense over the vesting period of the awards. Once restricted stock vests, new shares of the Company’s stock are issued. The following table provides certain information regarding the shares authorized and outstanding under the Restricted Stock Plan at June 30, 2015: Number of shares authorized for grants 800,000 Number of shares granted (850,378) Number of shares forfeited 131,664 Number of shares available for future grants 81,286 Weighted-average grant price of granted shares $ 28.11 Changes in restricted stock for the six months ended June 30, 2015 were as follows: Number of Shares Weighted Average Grant Price Non-vested at December 31, 2014 179,942 $ 52.71 Granted 13,000 $ 46.08 Forfeited (8,643) $ 62.76 Vested 50,694 $ 44.65 Non-vested at June 30, 2015 133,605 $ 54.48 Compensation expense, associated with restricted stock, recognized in the six months ended June 30, 2015 and 2014 was $1.6 million and $1.7 million, respectively. Related income tax benefits recognized in earnings for the six months ended June 30, 2014 were approximately $0.6 million. Unrecognized compensation expense under the Restricted Stock Plan at June 30, 2015 and December 31, 2014 was $5.9 million and $6.9 million, respectively. As of June 30, 2015, the weighted average period over which the unrecognized compensation expense is expected to be recognized is 28.9 months. |
EARNINGS PER SHARE DATA
EARNINGS PER SHARE DATA | 6 Months Ended |
Jun. 30, 2015 | |
EARNINGS PER SHARE DATA [Abstract] | |
EARNINGS PER SHARE DATA | NOTE 11 - EARNINGS PER SHARE DATA Basic earnings per share is computed based on weighted average shares outstanding and excludes dilutive securities. Diluted earnings per share is computed including the impacts of all potentially dilutive securities. The following table sets forth the computation of basic and diluted earnings per share for the periods indicated ( in thousands, except per share data Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Basic: Weighted average shares outstanding 14,368 14,708 14,380 14,716 Net income $ 7,167 $ 14,884 $ 16,818 $ 25,847 Convertible preferred stock dividend 22 22 45 45 Net income attributable to common shareholders $ 7,145 $ 14,862 $ 16,773 $ 25,802 Per share amount $ 0.50 $ 1.01 $ 1.17 $ 1.75 Diluted: Weighted average shares outstanding 14,368 14,708 14,380 14,716 Assumed conversion of convertible preferred stock 840 840 840 840 Total dilutive shares 15,208 15,548 15,220 15,556 Net income attributable to common shareholders $ 7,145 $ 14,862 $ 16,773 $ 25,802 Convertible preferred stock dividend 22 22 45 45 Net income for diluted earnings per share $ 7,167 $ 14,884 $ 16,818 $ 25,847 Per share amount $ 0.47 $ 0.96 $ 1.11 $ 1.66 |
BUSINESS ACQUISITIONS
BUSINESS ACQUISITIONS | 6 Months Ended |
Jun. 30, 2015 | |
BUSINESS ACQUISITIONS [Abstract] | |
BUSINESS ACQUISITIONS | NOTE 12 - BUSINESS ACQUISITIONS All of the Company’s acquisitions have been accounted for using the purchase method of accounting. Revenues and expenses of the acquired businesses have been included in the accompanying consolidated financial statements beginning on their respective dates of acquisition. The allocation of purchase price to the acquired assets and liabilities is based on estimates of fair market value and may be prospectively revised if and when additional information the Company is awaiting concerning certain asset and liability valuations is obtained, provided that such information is received no later than one year after the date of acquisition. Goodwill is calculated as the excess of the consideration transferred over the net assets recognized and represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. It specifically includes the expected synergies and other benefits that we believe will result from combining the operations of our acquisitions with the operations of DXP and any intangible assets that do not qualify for separate recognition such as the assembled workforce. On January 2, 2014, the Company completed the acquisition of all of the equity securities and units of B27, LLC (“B27”) by way of a Securities Purchase Agreement to expand DXP’s pump packaging offering. The total transaction value was approximately $293.6 million, excluding approximately $1.0 million in transaction costs recognized within SG&A in the 2013 statement of income. The purchase price was financed with borrowings under our amended credit facility and approximately $4.0 million (36,000 shares) of DXP common stock. Goodwill of $178.3 million and intangible assets of $81.1 million were recognized for this acquisition. Approximately $154.6 million of the estimated goodwill or intangible assets are expected not to be tax deductible. The estimated goodwill associated with this acquisition is included in the IPS and Service Centers segments. During the fourth quarter of 2014, DXP performed its annual impairment test and recognized impairment expense of $105.3 million on the goodwill associated with the acquisition of B27. On May 1, 2014, the Company completed the acquisition of all of the equity interests of Machinery Tooling and Supply, LLC (“MT&S”) to expand DXP’s cutting tools offering in the North Central region of the United States. DXP paid approximately $14.7 million for MT&S, which was borrowed under our existing credit facility. Goodwill of $4.3 million and intangible assets of $4.1 million were recognized for this acquisition. All of the goodwill is included in the Service Centers segment. On April 1, 2015, the Company completed the acquisition of all of the equity interests of Tool Supply, Inc. (“TSI”) to expand DXP’s cutting tools offering in the Northwest region of the United States. DXP paid approximately $5.0 million for TSI, which was borrowed under our existing credit facility. DXP has not completed valuations of intangibles for TSI, the valuation of working capital items or completed the analysis of the tax effects, and therefore has made preliminary estimates for the purposes of this disclosure. Estimated goodwill of $2.9 million and intangible assets of $2.0 were recognized for this acquisition. All of the estimated goodwill is included in the Service Centers segment. The value assigned to the non-compete agreements and customer relationships for business acquisitions were determined by discounting the estimated cash flows associated with non-compete agreements and customer relationships as of the date the acquisition was consummated. The estimated cash flows were based on estimated revenues net of operating expenses and net of capital charges for assets that contribute to the projected cash flow from these assets. The projected revenues and operating expenses were estimated based on management estimates at the date of purchase. Net capital charges for assets that contribute to projected cash flow were based on the estimated fair value of those assets. For B27, a discount rate of 13.5% was deemed appropriate for valuing these assets and was based on the risks associated with the respective cash flows taking into consideration the acquired company’s weighted average cost of capital. For the three months ended June 30, 2015, businesses acquired during 2014 and 2015 contributed sales of $44.8 million and a loss before taxes of approximately $2.3 million. For the six months ended June 30, 2015, businesses acquired during 2014 and 2015 contributed sales of $88.5 million and a loss before taxes of approximately $3.7 million. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed during 2014 and 2015 in connection with the acquisitions described above ( in thousands B27 MT&S TSI Total Cash $ 2,538 $ 806 $ - $ 3,344 Accounts receivable, net 51,448 5,656 442 57,546 Inventory 6,472 2,522 475 9,469 Property and equipment 14,573 557 42 15,172 Goodwill and intangibles (1) 259,412 8,405 4,929 272,746 Other assets 1,791 59 100 1,950 Assets acquired 336,234 18,005 5,988 360,227 Current liabilities assumed 26,690 3,336 335 30,361 Non-current liabilities assumed 15,992 - 653 16,645 Net assets acquired $ 293,552 $14,669 $ 5,000 $ 313,221 (1) The amounts in the table above have not been reduced by the $105.3 million of goodwill impairment charges for B27 recorded in the fourth quarter of 2014. The pro forma unaudited results of operations for the Company on a consolidated basis for the three and six months ended June 30, 2015 and 2014, assuming the acquisition of businesses completed in 2014 and 2015 were consummated as of January 1, 2014 are as follows ( in thousands, except per share data Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net sales $ 323,688 $ 385,898 $ 666,500 $ 745,325 Net income $ 7,167 $ 15,661 $ 17,054 $ 27,615 Per share data Basic earnings $ 0.50 $ 1.06 $ 1.18 $ 1.88 Diluted earnings $ 0.47 $ 1.01 $ 1.12 $ 1.78 |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2015 | |
SEGMENT REPORTING [Abstract] | |
SEGMENT REPORTING | NOTE 13 - SEGMENT REPORTING The Company’s reportable business segments are: Service Centers, Innovative Pumping Solutions and Supply Chain Services. The Service Centers segment is engaged in providing maintenance, MRO products, equipment and integrated services, including logistics capabilities, to industrial customers. The Service Centers segment provides a wide range of MRO products in the rotating equipment, bearing, power transmission, hose, fluid power, metal working, fastener, industrial supply, safety products and safety services categories. The Innovative Pumping Solutions segment fabricates and assembles custom-made pump packages, remanufactures pumps and manufactures branded private label pumps. The Supply Chain Services segment provides a wide range of MRO products and manages all or part of a customer's supply chain, including warehouse and inventory management. The high degree of integration of the Company’s operations necessitates the use of a substantial number of allocations and apportionments in the determination of business segment information. Sales are shown net of intersegment eliminations. The following table sets out financial information relating the Company’s segments ( in thousands Three Months ended June 30, Six Months ended June 30, Service Centers IPS SCS Total Service Centers IPS SCS Total 2015 Sales $ 214,116 $ 66,905 $ 42,667 $ 323,688 $ 439,907 $ 141,169 $ 84,206 $ 665,282 Operating income for reportable segments $ 21,119 $ 5,912 $ 3,736 $ 30,767 $ 43,985 $ 14,539 $ 7,014 $ 65,538 2014 Sales $ 248,839 $ 90,575 $ 42,189 $ 381,603 $ 480,063 $170,456 $ 79,588 $ 730,107 Operating income for reportable segments $ 25,486 $ 15,800 $ 3,579 $ 44,865 $ 49,911 $ 25,350 $ 6,703 $ 81,964 The following table presents reconciliations of operating income for reportable segments to the consolidated income before taxes ( in thousands Three Months ended June 30, Six Months ended June 30, 2015 2014 2015 2014 Operating income for reportable segments $ 30,767 $ 44,865 $ 65,538 $ 81,964 Adjustment for: Amortization of intangibles 5,309 5,660 10,667 11,237 Corporate expense 11,463 11,813 22,777 22,181 Total operating income 13,995 27,392 32,094 48,546 Interest expense 2,592 3,176 5,275 6,573 Other expense (income), net (145) 141 (394) (9) Income before income taxes $ 11,548 $ 24,075 $ 27,213 $ 41,982 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2015 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14 – COMMITMENTS AND CONTINGENCIES From time to time, the Company is a party to various legal proceedings arising in the ordinary course of business. While DXP is unable to predict the outcome of these lawsuits, it believes that the ultimate resolution will not have, either individually or in the aggregate, a material adverse effect on DXP’s consolidated financial position, cash flows, or results of operations. |
SHARE REPURCHASES
SHARE REPURCHASES | 6 Months Ended |
Jun. 30, 2015 | |
SHARE REPURCHASES [Abstract] | |
SHARE REPURCHASES | NOTE 15 – SHARE REPURCHASES On December 17, 2014, DXP publicly announced an authorization from the Board of Directors that allows DXP from time to time to purchase up to 400,000 shares of DXP's common stock over 24 months. Purchases could be made in open market or in privately negotiated transactions. During the first quarter of 2015, DXP purchased 191,420 shares for $8.9 million under this authorization, leaving 208,580 shares still authorized as of June 30, 2015. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2015 | |
SUBSEQUENT EVENTS [Abstract] | |
SUBSEQUENT EVENTS | NOTE 16 - SUBSEQUENT EVENTS On August 6, 2015, DXP amended the Facility as follows: 1. Amended the maximum Consolidated Leverage Ratio covenant as follows: Period Maximum Ratio June 30, 2015 through September 30, 2016 4.25x December 31, 2016 4.00x March 31, 2017 through June 30, 2017 3.75x September 30, 2017 through December 31, 2017 3.50x March 31, 2018 and thereafter 3.25x 2. Amended the minimum Consolidated Fixed Charge Coverage Ratio covenant as follows: Period Minimum Ratio June 30, 2015 through December 31, 2016 1.15x March 31, 2017 and thereafter 1.25x 3. Added a new level, of LIBOR plus 2.75%, to the pricing grid for leverage greater than or equal to 4.00x. We have evaluated subsequent events through the date the interim condensed consolidated financial statements were issued. There were no additional subsequent events that required recognition or disclosure. |
SUMMARY OF SIGNIFICANT ACCOUN22
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“USGAAP”). The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The accompanying unaudited condensed consolidated financial statements have been prepared on substantially the same basis as our annual consolidated financial statements and should be read in conjunction with our annual report on Form 10-K for the year ended December 31, 2014. In the opinion of management, these condensed consolidated financial statements contain all adjustments necessary to present fairly the Company’s condensed consolidated balance sheets as of December 31, 2014 and June 30, 2015 (unaudited), condensed consolidated statements of income and comprehensive income for the three and six months ending June 30, 2014 and June 30, 2015 (unaudited), and condensed consolidated statements of cash flows for the six months ended June 30, 2014 and June 30, 2015 (unaudited). All such adjustments represent normal recurring items. All intercompany accounts and transactions have been eliminated upon consolidation |
FAIR VALUE OF FINANCIAL ASSET23
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES [Abstract] | |
Changes in Level 1 Assets | The following table presents the changes in Level 1 assets for the period indicated ( in thousands Six Months Ended June 30, 2015 2014 Fair value at beginning of period $ - $ 1,837 Investment during the period - - Realized and unrealized gains (losses) included in other comprehensive income - (149) Proceeds on sale of investment - (1,688) Fair value at end of period $ - $ - |
INVENTORY (Tables)
INVENTORY (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
INVENTORY [Abstract] | |
Carrying Values of Inventories | The carrying values of inventories are as follows ( in thousands June 30, 2015 December 31, 2014 Finished goods $ 99,908 $ 99,732 Work in process 9,816 15,926 Inventories, net $ 109,724 $ 115,658 |
COSTS AND ESTIMATED PROFITS O25
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS [Abstract] | |
Schedule of Costs and Estimated Earnings on Uncompleted Contracts | Costs and estimated profits on uncompleted contracts and related amounts billed were as follows (in thousands): June 30, 2015 December 31, 2014 Costs incurred on uncompleted contracts $ 46,502 $ 49,133 Estimated profits, thereon 15,994 16,749 Total 62,496 65,882 Less: billings to date 44,667 54,701 Net $ 17,829 $ 11,181 |
Schedule of Costs and Estimated Earnings on Uncompleted Contracts Included in Balance Sheet | Such amounts were included in the accompanying consolidated balance sheets for 2015 and 2014 under the following captions (in thousands): June 30, 2015 December 31, 2014 Costs and estimated profits in excess of billings on uncompleted contracts $ 25,930 $ 20,083 Billings in excess of costs and profits on uncompleted contracts (8,106) (8,840) Translation adjustment 5 (62) Net $ 17,829 $ 11,181 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
PROPERTY AND EQUIPMENT [Abstract] | |
Carrying Values of Property and Equipment | The carrying values of property and equipment are as follows ( in thousands June 30, 2015 December 31, 2014 Land $ 2,386 $ 2,386 Buildings and leasehold improvements 15,408 13,490 Furniture, fixtures and equipment 100,298 97,829 Less – Accumulated depreciation (48,707) (43,726) Total property and equipment, net $ 69,385 $ 69,979 |
GOODWILL AND OTHER INTANGIBLE27
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
GOODWILL AND OTHER INTANGIBLE ASSETS [Abstract] | |
Goodwill and Other Intangible Assets | The following table presents the changes in the carrying amount of goodwill and other intangible assets during the three months ended June 30, 2015 ( in thousands Goodwill Other Intangible Assets Total Balance as of December 31, 2014 $ 253,312 $ 130,333 $ 383,645 Acquired during the period 2,901 2,027 4,928 Translation adjustment - (1,392) (1,392) Amortization - (10,667) (10,667) Balance as of June 30, 2015 $ 256,213 $ 120,301 $ 376,514 |
Goodwill Balance by Reportable Segment | The following table presents goodwill balance by reportable segment as of June 30, 2015 and December 31, 2014 (in thousands) June 30, 2015 December 31, 2014 Service Centers $ 170,203 $ 167,302 Innovative Pumping Solutions 68,872 68,872 Supply Chain Services 17,138 17,138 Total $ 256,213 $ 253,312 |
Amortizable Other Intangible Assets | The following table presents a summary of amortizable other intangible assets ( in thousands As of June 30, 2015 As of December 31, 2014 Gross Carrying Amount Accumulated Amortization Carrying Amount, net Gross Carrying Amount Accumulated Amortization Carrying Amount, net Vendor agreements $ 2,496 $ (1,393) $ 1,103 $ 2,496 $ (1,330) $ 1,166 Customer relationships 192,707 (74,003) 118,704 192,512 (63,957) 128,555 Non-compete agreements 1,730 (1,236) 494 1,737 (1,125) 612 Total $ 196,933 $ (76,632) $ 120,301 $ 196,745 $ (66,412) $ 130,333 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
LONG-TERM DEBT [Abstract] | |
Long-term Debt | Long-term debt consisted of the following at June 30, 2015 and December 31, 2014 ( in thousands June 30, 2015 December 31, 2014 Line of credit $ 180,944 $ 193,443 Term loan 193,750 212,500 Promissory note payable in monthly installments at 2.9% through January 2021, collateralized by equipment 4,814 5,216 Unsecured subordinated notes payable in quarterly installments at 5% - 357 Less unamortized debt issuance costs (2,135) (2,714) 377,373 408,802 Less: Current portion (44,568) (38,608) Long-term debt less current maturities $ 332,805 $ 370,194 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
STOCK-BASED COMPENSATION [Abstract] | |
Employee and Non-employee Restricted Stock Plan | The following table provides certain information regarding the shares authorized and outstanding under the Restricted Stock Plan at June 30, 2015: Number of shares authorized for grants 800,000 Number of shares granted (850,378) Number of shares forfeited 131,664 Number of shares available for future grants 81,286 Weighted-average grant price of granted shares $ 28.11 |
Changes in Restricted Stock | Changes in restricted stock for the six months ended June 30, 2015 were as follows: Number of Shares Weighted Average Grant Price Non-vested at December 31, 2014 179,942 $ 52.71 Granted 13,000 $ 46.08 Forfeited (8,643) $ 62.76 Vested 50,694 $ 44.65 Non-vested at June 30, 2015 133,605 $ 54.48 |
EARNINGS PER SHARE DATA (Tables
EARNINGS PER SHARE DATA (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
EARNINGS PER SHARE DATA [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share for the periods indicated ( in thousands, except per share data Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Basic: Weighted average shares outstanding 14,368 14,708 14,380 14,716 Net income $ 7,167 $ 14,884 $ 16,818 $ 25,847 Convertible preferred stock dividend 22 22 45 45 Net income attributable to common shareholders $ 7,145 $ 14,862 $ 16,773 $ 25,802 Per share amount $ 0.50 $ 1.01 $ 1.17 $ 1.75 Diluted: Weighted average shares outstanding 14,368 14,708 14,380 14,716 Assumed conversion of convertible preferred stock 840 840 840 840 Total dilutive shares 15,208 15,548 15,220 15,556 Net income attributable to common shareholders $ 7,145 $ 14,862 $ 16,773 $ 25,802 Convertible preferred stock dividend 22 22 45 45 Net income for diluted earnings per share $ 7,167 $ 14,884 $ 16,818 $ 25,847 Per share amount $ 0.47 $ 0.96 $ 1.11 $ 1.66 |
BUSINESS ACQUISITIONS (Tables)
BUSINESS ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
BUSINESS ACQUISITIONS [Abstract] | |
Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed during 2014 and 2015 in connection with the acquisitions described above ( in thousands B27 MT&S TSI Total Cash $ 2,538 $ 806 $ - $ 3,344 Accounts receivable, net 51,448 5,656 442 57,546 Inventory 6,472 2,522 475 9,469 Property and equipment 14,573 557 42 15,172 Goodwill and intangibles (1) 259,412 8,405 4,929 272,746 Other assets 1,791 59 100 1,950 Assets acquired 336,234 18,005 5,988 360,227 Current liabilities assumed 26,690 3,336 335 30,361 Non-current liabilities assumed 15,992 - 653 16,645 Net assets acquired $ 293,552 $14,669 $ 5,000 $ 313,221 (1) The amounts in the table above have not been reduced by the $105.3 million of goodwill impairment charges for B27 recorded in the fourth quarter of 2014. |
Pro Forma Unaudited Results of Operations | The pro forma unaudited results of operations for the Company on a consolidated basis for the three and six months ended June 30, 2015 and 2014, assuming the acquisition of businesses completed in 2014 and 2015 were consummated as of January 1, 2014 are as follows ( in thousands, except per share data Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Net sales $ 323,688 $ 385,898 $ 666,500 $ 745,325 Net income $ 7,167 $ 15,661 $ 17,054 $ 27,615 Per share data Basic earnings $ 0.50 $ 1.06 $ 1.18 $ 1.88 Diluted earnings $ 0.47 $ 1.01 $ 1.12 $ 1.78 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
SEGMENT REPORTING [Abstract] | |
Segment Reporting Financial Information | The following table sets out financial information relating the Company’s segments ( in thousands Three Months ended June 30, Six Months ended June 30, Service Centers IPS SCS Total Service Centers IPS SCS Total 2015 Sales $ 214,116 $ 66,905 $ 42,667 $ 323,688 $ 439,907 $ 141,169 $ 84,206 $ 665,282 Operating income for reportable segments $ 21,119 $ 5,912 $ 3,736 $ 30,767 $ 43,985 $ 14,539 $ 7,014 $ 65,538 2014 Sales $ 248,839 $ 90,575 $ 42,189 $ 381,603 $ 480,063 $170,456 $ 79,588 $ 730,107 Operating income for reportable segments $ 25,486 $ 15,800 $ 3,579 $ 44,865 $ 49,911 $ 25,350 $ 6,703 $ 81,964 |
Reconciliation of Operating Income for Reportable Segments to Consolidated Income before Taxes | The following table presents reconciliations of operating income for reportable segments to the consolidated income before taxes ( in thousands Three Months ended June 30, Six Months ended June 30, 2015 2014 2015 2014 Operating income for reportable segments $ 30,767 $ 44,865 $ 65,538 $ 81,964 Adjustment for: Amortization of intangibles 5,309 5,660 10,667 11,237 Corporate expense 11,463 11,813 22,777 22,181 Total operating income 13,995 27,392 32,094 48,546 Interest expense 2,592 3,176 5,275 6,573 Other expense (income), net (145) 141 (394) (9) Income before income taxes $ 11,548 $ 24,075 $ 27,213 $ 41,982 |
SUBSEQUENT EVENTS (Tables)
SUBSEQUENT EVENTS (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
SUBSEQUENT EVENTS [Abstract] | |
Consolidated Leverage Ratio | 1. Amended the maximum Consolidated Leverage Ratio covenant as follows: Period Maximum Ratio June 30, 2015 through September 30, 2016 4.25x December 31, 2016 4.00x March 31, 2017 through June 30, 2017 3.75x September 30, 2017 through December 31, 2017 3.50x March 31, 2018 and thereafter 3.25x |
Consolidated Fixed Charge Coverage Ratio | 2. Amended the minimum Consolidated Fixed Charge Coverage Ratio covenant as follows: Period Minimum Ratio June 30, 2015 through December 31, 2016 1.15x March 31, 2017 and thereafter 1.25x |
THE COMPANY (Details)
THE COMPANY (Details) | 6 Months Ended |
Jun. 30, 2015Segment | |
THE COMPANY [Abstract] | |
Number of segments | 3 |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING AND BUSINESS POLICIES (Details) | 6 Months Ended |
Jun. 30, 2015 | |
Revenue Recognition [Abstract] | |
Minimum contract period | 1 year |
Maximum contract period | 2 years |
FAIR VALUE OF FINANCIAL ASSET36
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Goodwill impairment expense | $ 117,600 | |||
Maximum [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Estimated future cash flows discount rate (in hundredths) | 13.50% | |||
Minimum [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Estimated future cash flows discount rate (in hundredths) | 10.00% | |||
Level 1 [Member] | ||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Fair value at beginning of period | $ 0 | $ 1,837 | $ 1,837 | |
Investment during the period | 0 | 0 | ||
Realized and unrealized gains (losses) included in other comprehensive income | 0 | (149) | ||
Proceeds on sale of investment | 0 | (1,688) | ||
Fair value at end of period | $ 0 | 0 | $ 0 | 0 |
Payment for investment | $ 1,700 | |||
Loss on sale of investments | $ 100 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
INVENTORY [Abstract] | ||
Finished goods | $ 99,908 | $ 99,732 |
Work in process | 9,816 | 15,926 |
Inventories, net | $ 109,724 | $ 115,658 |
COSTS AND ESTIMATED PROFITS O38
COSTS AND ESTIMATED PROFITS ON UNCOMPLETED CONTRACTS (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Schedule of costs and estimated earnings on uncompleted contracts [Abstract] | ||
Costs incurred on uncompleted contracts | $ 46,502 | $ 49,133 |
Estimated profits, thereon | 15,994 | 16,749 |
Total | 62,496 | 65,882 |
Less: billings to date | 44,667 | 54,701 |
Net | 17,829 | 11,181 |
Schedule of costs and estimated earnings on uncompleted contracts included in balance sheet [Abstract] | ||
Costs and estimated profits in excess of billings on uncompleted contracts | 25,930 | 20,083 |
Billings in excess of costs and profits on uncompleted contracts | (8,106) | (8,840) |
Translation adjustment | 5 | (62) |
Net | $ 17,829 | $ 11,181 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Less - Accumulated depreciation | $ (48,707) | $ (43,726) |
Total property and equipment, net | 69,385 | 69,979 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 2,386 | 2,386 |
Buildings and Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 15,408 | 13,490 |
Furniture, Fixtures and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 100,298 | $ 97,829 |
GOODWILL AND OTHER INTANGIBLE40
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Goodwill [Roll Forward] | |||
Beginning balance | $ 253,312 | ||
Acquired during the period | 2,901 | ||
Translation adjustment | 0 | ||
Amortization | 0 | ||
Ending balance | 256,213 | ||
Other Intangibles Assets [Roll Forward] | |||
Balance at beginning of period | 130,333 | ||
Acquired during the year | 2,027 | ||
Translation adjustment | (1,392) | ||
Amortization | (10,667) | $ (11,237) | |
Balance at end of period | 120,301 | ||
Total Goodwill and Intangible Assets [Roll Forward] | |||
Beginning Balance | 383,645 | ||
Acquired during the year | 4,928 | ||
Translation adjustment | (1,392) | ||
Amortization | (10,667) | $ (11,237) | |
Ending Balance | 376,514 | ||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 196,933 | $ 196,745 | |
Accumulated amortization | (76,632) | (66,412) | |
Carrying amount, net | 120,301 | 130,333 | |
Vendor Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 2,496 | 2,496 | |
Accumulated amortization | (1,393) | (1,330) | |
Carrying amount, net | 1,103 | 1,166 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 192,707 | 192,512 | |
Accumulated amortization | (74,003) | (63,957) | |
Carrying amount, net | 118,704 | 128,555 | |
Non-Compete Agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 1,730 | 1,737 | |
Accumulated amortization | (1,236) | (1,125) | |
Carrying amount, net | $ 494 | $ 612 |
GOODWILL AND OTHER INTANGIBLE41
GOODWILL AND OTHER INTANGIBLE ASSETS, Goodwill balance by reportable segment (Details) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015USD ($)ReportingUnit | Dec. 31, 2014USD ($) | Jan. 02, 2014USD ($) | |
Goodwill [Line Items] | |||
Number of reporting units | ReportingUnit | 8 | ||
Amount of aggregate goodwill | $ 256,213 | $ 253,312 | |
Reportable Segment [Member] | |||
Goodwill [Line Items] | |||
Amount of aggregate goodwill | 180,300 | ||
B27, LLC [Member] | |||
Goodwill [Line Items] | |||
Amount of aggregate goodwill | $ 178,300 | ||
Service Centers [Member] | |||
Goodwill [Line Items] | |||
Amount of aggregate goodwill | 170,203 | 167,302 | |
Service Centers [Member] | B27, LLC [Member] | |||
Goodwill [Line Items] | |||
Amount of aggregate goodwill | 73,000 | 73,000 | |
Innovative Pumping Solutions [Member] | |||
Goodwill [Line Items] | |||
Amount of aggregate goodwill | 68,872 | 68,872 | |
Innovative Pumping Solutions [Member] | B27, LLC [Member] | |||
Goodwill [Line Items] | |||
Amount of aggregate goodwill | 73,000 | 73,000 | |
Supply Chain Services [Member] | |||
Goodwill [Line Items] | |||
Amount of aggregate goodwill | $ 17,138 | $ 17,138 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Borrowings [Abstract] | ||
Long-term debt | $ 377,373 | $ 408,802 |
Less unamortized debt issuance costs | (2,135) | (2,714) |
Less: Current portion | (44,568) | (38,608) |
Long-term debt, less current maturities | 332,805 | 370,194 |
Line of Credit [Member] | ||
Borrowings [Abstract] | ||
Long-term debt | 180,944 | 193,443 |
Term Loan [Member] | ||
Borrowings [Abstract] | ||
Long-term debt | 193,750 | 212,500 |
Promissory Note Payable [Member] | ||
Borrowings [Abstract] | ||
Long-term debt | $ 4,814 | $ 5,216 |
Quarterly installments (in hundredths) | 2.90% | 2.90% |
Unsecured Subordinated Notes Payable [Member] | ||
Borrowings [Abstract] | ||
Long-term debt | $ 0 | $ 357 |
Quarterly installments (in hundredths) | 5.00% | 5.00% |
Wells Fargo Bank, National Association [Member] | Line of Credit [Member] | ||
Borrowings [Abstract] | ||
Maximum borrowing capacity | $ 350,000 | |
Wells Fargo Bank, National Association [Member] | Line of Credit [Member] | LIBOR [Member] | ||
Borrowings [Abstract] | ||
Basis spread on base rate (in hundredths) | 2.00% | |
Wells Fargo Bank, National Association [Member] | Line of Credit [Member] | Prime rate [Member] | ||
Borrowings [Abstract] | ||
Basis spread on base rate (in hundredths) | 1.00% | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | ||
Borrowings [Abstract] | ||
Commitment fee (in hundredths) | 0.35% | |
Available for borrowing under the facility | $ 27,500 | |
Expiration date | Jan. 2, 2019 | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | Minimum [Member] | ||
Borrowings [Abstract] | ||
Commitment fee (in hundredths) | 0.20% | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||
Borrowings [Abstract] | ||
Commitment fee (in hundredths) | 0.45% | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | LIBOR [Member] | ||
Borrowings [Abstract] | ||
Base rate | LIBOR | |
Amount outstanding | $ 374,700 | |
Weighted average interest rate (in hundredths) | 2.20% | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | ||
Borrowings [Abstract] | ||
Basis spread on base rate (in hundredths) | 1.25% | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | ||
Borrowings [Abstract] | ||
Basis spread on base rate (in hundredths) | 2.50% | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | Prime rate [Member] | Minimum [Member] | ||
Borrowings [Abstract] | ||
Basis spread on base rate (in hundredths) | 0.25% | |
Wells Fargo Bank, National Association [Member] | Revolving Credit Facility [Member] | Prime rate [Member] | Maximum [Member] | ||
Borrowings [Abstract] | ||
Basis spread on base rate (in hundredths) | 1.50% |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentages of vesting for one year (in hundredths) | 100.00% | ||
Percentages of vesting for three years (in hundredths) | 33.30% | ||
Percentages of vesting for five years (in hundredths) | 20.00% | ||
Percentages of vesting for ten years (in hundredths) | 10.00% | ||
Weighted Average Grant Price [Roll Forward] | |||
Stock compensation expense | $ 1,557 | $ 1,732 | |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting rights | The shares of restricted stock granted to employees and that are outstanding as of June 30, 2015 vest in accordance with one of the following vesting schedules: 100% one year after date of grant; 33.3% each year for three years after date of grant; 20% each year for five years after the grant date; or 10% each year for ten years after the grant date. | ||
Numerator used for calculating the number of whole shares granted | $ 75 | ||
Award vesting period | 1 year | ||
Number of shares granted (in shares) | (13,000) | ||
Number of shares forfeited (in shares) | 8,643 | ||
Weighted-average grant price of granted shares (in dollars per share) | $ 46.08 | ||
Restricted Stock [Roll Forward] | |||
Non-vested, beginning balance (in shares) | 179,942 | ||
Granted (in shares) | 13,000 | ||
Forfeited (in shares) | (8,643) | ||
Vested (in shares) | 50,694 | ||
Non-vested, ending balance (in shares) | 133,605 | ||
Weighted Average Grant Price [Roll Forward] | |||
Non-vested, beginning balance (in dollars per share) | $ 52.71 | ||
Granted (in dollars per share) | 46.08 | ||
Forfeitures (in dollars per share) | 62.76 | ||
Vested (in dollars per share) | 44.65 | ||
Non-vested, ending balance (in dollars per share) | $ 54.48 | ||
Stock compensation expense | $ 1,600 | $ 1,700 | |
Related income tax benefits recognized | 600 | ||
Unrecognized compensation expense | $ 5,900 | $ 6,900 | |
Compensation cost not yet recognized, Period for recognition | 28 months 27 days | ||
Restricted Stock Plan [Member] | Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized for grants (in shares) | 800,000 | ||
Number of shares granted (in shares) | (850,378) | ||
Number of shares forfeited (in shares) | 131,664 | ||
Number of shares available for future grants (in shares) | 81,286 | ||
Weighted-average grant price of granted shares (in dollars per share) | $ 28.11 | ||
Restricted Stock [Roll Forward] | |||
Granted (in shares) | 850,378 | ||
Forfeited (in shares) | (131,664) | ||
Weighted Average Grant Price [Roll Forward] | |||
Granted (in dollars per share) | $ 28.11 |
EARNINGS PER SHARE DATA (Detail
EARNINGS PER SHARE DATA (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Basic [Abstract] | ||||
Weighted average shares outstanding (in shares) | 14,368 | 14,708 | 14,380 | 14,716 |
Net income | $ 7,167 | $ 14,884 | $ 16,818 | $ 25,847 |
Convertible preferred stock dividend | 22 | 22 | 45 | 45 |
Net income attributable to common shareholders | $ 7,145 | $ 14,862 | $ 16,773 | $ 25,802 |
Per share amount (in dollars per share) | $ 0.50 | $ 1.01 | $ 1.17 | $ 1.75 |
Diluted [Abstract] | ||||
Weighted average shares outstanding (in shares) | 14,368 | 14,708 | 14,380 | 14,716 |
Assumed conversion of convertible preferred stock (in shares) | 840 | 840 | 840 | 840 |
Total dilutive shares (in shares) | 15,208 | 15,548 | 15,220 | 15,556 |
Net income attributable to common shareholders | $ 7,145 | $ 14,862 | $ 16,773 | $ 25,802 |
Convertible preferred stock dividend | 22 | 22 | 45 | 45 |
Net income for diluted earnings per share | $ 7,167 | $ 14,884 | $ 16,818 | $ 25,847 |
Per share amount (in dollars per share) | $ 0.47 | $ 0.96 | $ 1.11 | $ 1.66 |
BUSINESS ACQUISITIONS (Details)
BUSINESS ACQUISITIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 01, 2015 | May. 01, 2014 | Jan. 02, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Apr. 02, 2015 | |
Purchase price allocation [Abstract] | ||||||||||
Cash | $ 3,344 | $ 3,344 | ||||||||
Accounts receivable, net | 57,546 | 57,546 | ||||||||
Inventory | 9,469 | 9,469 | ||||||||
Property and equipment | 15,172 | 15,172 | ||||||||
Goodwill and intangibles | [1] | 272,746 | 272,746 | |||||||
Other assets | 1,950 | 1,950 | ||||||||
Assets acquired | 360,227 | 360,227 | ||||||||
Current liabilities assumed | 30,361 | 30,361 | ||||||||
Non-current liabilities assumed | 16,645 | 16,645 | ||||||||
Net assets acquired | 313,221 | 313,221 | ||||||||
Goodwill acquired | 256,213 | $ 253,312 | 256,213 | |||||||
Goodwill impairment expense | $ 117,600 | |||||||||
Pro Forma Information [Abstract] | ||||||||||
Net sales | 323,688 | $ 385,898 | 666,500 | $ 745,325 | ||||||
Net income | $ 7,167 | $ 15,661 | $ 17,054 | $ 27,615 | ||||||
Per share data [Abstract] | ||||||||||
Basic earnings (in dollars per share) | $ 0.50 | $ 1.06 | $ 1.18 | $ 1.88 | ||||||
Diluted earnings (in dollars per share) | $ 0.47 | $ 1.01 | $ 1.12 | $ 1.78 | ||||||
Business Acquired during 2014 and 2015 [Member] | ||||||||||
Purchase price allocation [Abstract] | ||||||||||
Sales from business acquisitions | $ 44,800 | $ 88,500 | ||||||||
Earnings (loss) before taxes from business acquisitions | 2,300 | 3,700 | ||||||||
Minimum [Member] | ||||||||||
Purchase price allocation [Abstract] | ||||||||||
Discount rate for valuation of acquired intangibles (in hundredths) | 10.00% | |||||||||
Maximum [Member] | ||||||||||
Purchase price allocation [Abstract] | ||||||||||
Discount rate for valuation of acquired intangibles (in hundredths) | 13.50% | |||||||||
B27, LLC [Member] | ||||||||||
Purchase price allocation [Abstract] | ||||||||||
Cash | 2,538 | 2,538 | ||||||||
Accounts receivable, net | 51,448 | 51,448 | ||||||||
Inventory | 6,472 | 6,472 | ||||||||
Property and equipment | 14,573 | 14,573 | ||||||||
Goodwill and intangibles | [1] | 259,412 | 259,412 | |||||||
Other assets | 1,791 | 1,791 | ||||||||
Assets acquired | 336,234 | 336,234 | ||||||||
Current liabilities assumed | 26,690 | 26,690 | ||||||||
Non-current liabilities assumed | 15,992 | 15,992 | ||||||||
Net assets acquired | 293,552 | $ 293,552 | ||||||||
Purchase price | $ 293,600 | |||||||||
Transaction cost | 1,000 | |||||||||
Purchase price financed under common stock issued | $ 4,000 | |||||||||
Number of shares issued on acquisition (in shares) | 36,000 | |||||||||
Goodwill acquired | $ 178,300 | |||||||||
Intangible assets acquired | 81,100 | |||||||||
Nontax deductible goodwill or intangible assets | $ 154,600 | |||||||||
Goodwill impairment expense | $ 105,300 | |||||||||
Discount rate for valuation of acquired intangibles (in hundredths) | 13.50% | |||||||||
Machinery Tooling and Supply LLC [Member] | ||||||||||
Purchase price allocation [Abstract] | ||||||||||
Cash | 806 | $ 806 | ||||||||
Accounts receivable, net | 5,656 | 5,656 | ||||||||
Inventory | 2,522 | 2,522 | ||||||||
Property and equipment | 557 | 557 | ||||||||
Goodwill and intangibles | [1] | 8,405 | 8,405 | |||||||
Other assets | 59 | 59 | ||||||||
Assets acquired | 18,005 | 18,005 | ||||||||
Current liabilities assumed | 3,336 | 3,336 | ||||||||
Non-current liabilities assumed | 0 | 0 | ||||||||
Net assets acquired | 14,669 | 14,669 | ||||||||
Purchase price | $ 14,700 | |||||||||
Goodwill acquired | 4,300 | |||||||||
Intangible assets acquired | $ 4,100 | |||||||||
Tool Supply, Inc. [Member] | ||||||||||
Purchase price allocation [Abstract] | ||||||||||
Cash | 0 | 0 | ||||||||
Accounts receivable, net | 442 | 442 | ||||||||
Inventory | 475 | 475 | ||||||||
Property and equipment | 42 | 42 | ||||||||
Goodwill and intangibles | [1] | 4,929 | 4,929 | |||||||
Other assets | 100 | 100 | ||||||||
Assets acquired | 5,988 | 5,988 | ||||||||
Current liabilities assumed | 335 | 335 | ||||||||
Non-current liabilities assumed | 653 | 653 | ||||||||
Net assets acquired | $ 5,000 | $ 5,000 | ||||||||
Purchase price | $ 5,000 | |||||||||
Goodwill acquired | $ 2,900 | |||||||||
Intangible assets acquired | $ 2,000 | |||||||||
[1] | The amounts in the table above have not been reduced by the $105.3 million of goodwill impairment charges for B27 recorded in the fourth quarter of 2014. |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Adjustment for [Abstract] | ||||
Amortization of intangibles | $ 10,667 | $ 11,237 | ||
Operating income | $ 13,995 | $ 27,392 | 32,094 | 48,546 |
Interest expense | 2,592 | 3,176 | 5,275 | 6,573 |
Other expense (income), net | (145) | 141 | (394) | (9) |
Income before income taxes | 11,548 | 24,075 | 27,213 | 41,982 |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 323,688 | 381,603 | 665,282 | 730,107 |
Operating income for reportable segments | 30,767 | 44,865 | 65,538 | 81,964 |
Operating Segments [Member] | Service Centers [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 214,116 | 248,839 | 439,907 | 480,063 |
Operating income for reportable segments | 21,119 | 25,486 | 43,985 | 49,911 |
Operating Segments [Member] | IPS [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 66,905 | 90,575 | 141,169 | 170,456 |
Operating income for reportable segments | 5,912 | 15,800 | 14,539 | 25,350 |
Operating Segments [Member] | SCS [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Sales | 42,667 | 42,189 | 84,206 | 79,588 |
Operating income for reportable segments | 3,736 | 3,579 | 7,014 | 6,703 |
Segment Reconciling Items [Member] | ||||
Adjustment for [Abstract] | ||||
Amortization of intangibles | 5,309 | 5,660 | 10,667 | 11,237 |
Corporate expense | $ 11,463 | $ 11,813 | $ 22,777 | $ 22,181 |
SHARE REPURCHASES (Details)
SHARE REPURCHASES (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Dec. 17, 2014 | |
SHARE REPURCHASES [Abstract] | ||
Number of shares authorized to repurchase (in shares) | 400,000 | 400,000 |
Authorized repurchase period (in months) | 24 months | |
Share repurchased (in shares) | 191,420 | |
Value of treasury acquired | $ 8.9 | |
Remaining number of shares authorized to be repurchased (in shares) | 208,850 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Aug. 06, 2015 - Subsequent Event [Member] | Total |
LIBOR [Member] | |
Subsequent Event [Line Items] | |
Basis spread on base rate (in hundredths) | 2.75% |
Maximum [Member] | |
Consolidated Leverage Ratio Covenant [Abstract] | |
June 30, 2015 through September 30, 2016 | 4.25 |
December 31, 2016 | 4 |
March 31, 2017 through June 30, 2017 | 3.75 |
September 30, 2017 through December 31, 2017 | 3.50 |
March 31, 2018 and thereafter | 3.25 |
Minimum [Member] | |
Subsequent Event [Line Items] | |
Pricing grid for the leverage ratio | 4 |
Consolidated Fixed Charge Coverage Ratio Covenant [Abstract] | |
June 30, 2015 through December 31, 2016 | 1.15 |
March 31, 2017 and thereafter | 1.25 |