Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Oct. 31, 2013 | Dec. 06, 2013 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Oct-13 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'KMG | ' |
Entity Registrant Name | 'KMG CHEMICALS INC | ' |
Entity Central Index Key | '0001028215 | ' |
Current Fiscal Year End Date | '--07-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 11,594,618 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $13,410 | $13,949 |
Accounts receivable | ' | ' |
Trade, net of allowances of $244 at October 31, 2013 and $224 at July 31, 2013 | 43,608 | 41,935 |
Other | 3,227 | 4,210 |
Inventories, net | 48,875 | 53,387 |
Current deferred tax assets | 615 | 1,400 |
Prepaid expenses and other | 2,920 | 3,955 |
Total current assets | 112,655 | 118,836 |
Property, plant and equipment, net | 97,822 | 96,688 |
Deferred tax assets | 981 | 1,069 |
Goodwill | 11,181 | 10,929 |
Intangible assets, net | 29,087 | 29,261 |
Restricted cash | 1,000 | 1,000 |
Other assets, net | 4,228 | 4,232 |
Total assets | 256,954 | 262,015 |
Current liabilities | ' | ' |
Accounts payable | 26,469 | 35,492 |
Accrued liabilities | 10,264 | 8,362 |
Employee incentive accrual | 3,278 | 1,989 |
Total current liabilities | 40,011 | 45,843 |
Long-term debt, net of current maturities | 83,000 | 85,000 |
Deferred tax liabilities | 9,946 | 11,462 |
Other long-term liabilities | 2,490 | 2,470 |
Total liabilities | 135,447 | 144,775 |
Commitments and contingencies | ' | ' |
Stockholders' equity | ' | ' |
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued | ' | ' |
Common stock, $0.01 par value, 40,000,000 shares authorized, 11,590,618 shares issued and outstanding at October 31, 2013 and 11,522,321 shares issued and outstanding at July 31, 2013 | 116 | 115 |
Additional paid-in capital | 27,810 | 26,689 |
Accumulated other comprehensive loss | -364 | -2,504 |
Retained earnings | 93,945 | 92,940 |
Total stockholders' equity | 121,507 | 117,240 |
Total liabilities and stockholders' equity | $256,954 | $262,015 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowances for accounts receivables | $244 | $224 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ' | ' |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 11,590,618 | 11,522,321 |
Common stock, shares outstanding | 11,590,618 | 11,522,321 |
CONSOLIDATED_STATEMENTS_OF_INC
CONSOLIDATED STATEMENTS OF INCOME (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Net sales | $93,560 | $65,336 |
Cost of sales | 67,993 | 45,248 |
Gross profit | 25,567 | 20,088 |
Distribution expenses | 12,112 | 7,053 |
Selling, general and administrative expenses | 10,400 | 5,931 |
Operating income | 3,055 | 7,104 |
Other income/ (expense) | ' | ' |
Interest expense, net | -663 | -411 |
Other, net | -315 | -50 |
Total other expense, net | -978 | -461 |
Income from continuing operations before income taxes | 2,077 | 6,643 |
Provision for income taxes | -725 | -2,435 |
Income from continuing operations | 1,352 | 4,208 |
Discontinued operations | ' | ' |
Loss from discontinued operations, before income taxes | ' | -102 |
Income tax benefit | ' | 36 |
Loss from discontinued operations | ' | -66 |
Net income | $1,352 | $4,142 |
Basic | ' | ' |
Income from continuing operations | $0.12 | $0.36 |
Loss from discontinued operations | ' | ' |
Net income | $0.12 | $0.36 |
Diluted | ' | ' |
Income from continuing operations | $0.12 | $0.36 |
Loss from discontinued operations | ' | ' |
Net income | $0.12 | $0.36 |
Weighted average shares outstanding | ' | ' |
Basic | 11,575 | 11,436 |
Diluted | 11,610 | 11,564 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Net income | $1,352 | $4,142 |
Other comprehensive income | ' | ' |
Foreign currency translation gain | 2,140 | 1,072 |
Total other comprehensive income | 2,140 | 1,072 |
Total comprehensive income | $3,492 | $5,214 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Cash flows from operating activities | ' | ' |
Net income | $1,352 | $4,142 |
Adjustments to reconcile net income to net cash provided by operating activities | ' | ' |
Depreciation and amortization | 3,464 | 1,757 |
Amortization of loan costs included in interest expense | 15 | 17 |
Stock-based compensation expense | 1,243 | 181 |
Bad debt expense | 111 | 73 |
Allowance for excess and obsolete inventory | -41 | -209 |
Loss on disposal of property | 4 | 9 |
Loss on sale of animal health business | ' | 57 |
Deferred income tax benefit | -820 | -221 |
Tax benefit from stock-based awards | -217 | ' |
Changes in operating assets and liabilities | ' | ' |
Accounts receivable - trade | -1,182 | 2,723 |
Accounts receivable - other | 999 | -315 |
Inventories | 4,890 | -5,038 |
Other current and noncurrent assets | 1,910 | 310 |
Accounts payable | -9,806 | 1,901 |
Accrued liabilities and other | 2,068 | 945 |
Net cash provided by operating activities | 3,990 | 6,332 |
Cash flows from investing activities | ' | ' |
Additions to property, plant and equipment | -2,665 | -1,523 |
Net cash used in investing activities | -2,665 | -1,523 |
Cash flows from financing activities | ' | ' |
Net payments under revolving credit agreement | -2,000 | -2,000 |
Tax benefit from stock-based awards | 217 | ' |
Payment of dividends | -347 | -342 |
Net cash used in financing activities | -2,130 | -2,342 |
Effect of exchange rate changes of cash | 266 | 80 |
Net increase/ (decrease) in cash and cash equivalents | -539 | 2,547 |
Cash and cash equivalents at beginning of period | 13,949 | 1,633 |
Cash and cash equivalents at end of period | 13,410 | 4,180 |
Supplemental disclosures of cash flow information | ' | ' |
Cash paid for interest | 669 | 394 |
Cash paid for income taxes | 160 | 295 |
Supplemental disclosure of non-cash investing activities | ' | ' |
Purchase of property, plant and equipment through accounts payable | $815 | ' |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended |
Oct. 31, 2013 | |
Basis of Presentation | ' |
1. Basis of Presentation | |
The consolidated balance sheet as of July 31, 2013, which has been derived from audited consolidated financial statements, and the unaudited condensed consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting. As permitted under those requirements, certain footnotes or other financial information that are normally required by generally accepted accounting principles in the United States of America (“GAAP”) have been condensed or omitted. The Company believes that the disclosures made are adequate to make the information not misleading and in the opinion of management reflect all adjustments, including those of a normal recurring nature, that are necessary for a fair presentation of financial position and results of operations for the interim periods presented. The results of operations for the interim periods are not necessarily indicative of results of operations to be expected for the full year. The unaudited condensed consolidated financial statements included herein should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended July 31, 2013. | |
These condensed consolidated financial statements are prepared using certain estimates by management and include the accounts of KMG Chemicals, Inc. and its subsidiaries (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. |
Acquisitions
Acquisitions | 3 Months Ended | ||||
Oct. 31, 2013 | |||||
Acquisitions | ' | ||||
2. Acquisitions | |||||
On May 31, 2013, the Company completed the acquisition of the ultra pure chemicals (“UPC”) business subsidiaries of OM Group, with facilities located in the United States, the United Kingdom, France and Singapore. The purchase price was $62.6 million. The subsidiaries sell high purity and ultra purity, wet process chemicals to the semiconductor industry. | |||||
The following table summarizes the acquired assets and assumed liabilities and the preliminary acquisition accounting for the fair value of the assets and liabilities recognized in the consolidated balance sheets at the acquisition date (in thousands): | |||||
Cash | $ | 689 | |||
Accounts receivable | 14,698 | ||||
Inventory | 11,047 | ||||
Other current assets | 1,963 | ||||
Property, plant and equipment | 28,939 | ||||
Intangible assets: | |||||
Value of product qualifications | 12,800 | ||||
Non-compete agreement | 1,900 | ||||
Transition services | 154 | ||||
Total intangible assets | 14,854 | ||||
Total assets acquired | 72,190 | ||||
Current liabilities | 11,401 | ||||
Other long-term liabilities | 5,326 | ||||
Total liabilities assumed | 16,727 | ||||
Net assets acquired | $ | 55,463 | |||
The Company recognized goodwill associated with the acquisition which represented the value of the assembled workforce and expected synergies from combining operations. The goodwill recognized in the Company’s consolidated balance sheets is as follows (in thousands): | |||||
Carrying value at July 31, 2013 | $ | 7,150 | |||
Foreign currency translation adjustment | 253 | ||||
Carrying value at October 31, 2013 | $ | 7,403 | |||
Earnings_Per_Share
Earnings Per Share | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Earnings Per Share | ' | ||||||||
3. Earnings Per Share | |||||||||
Basic earnings per share have been computed by dividing net income by the weighted average shares outstanding. Diluted earnings per share have been computed by dividing net income by the weighted average shares outstanding plus potentially dilutive common shares. The following table presents information necessary to calculate basic and diluted earnings per share for periods indicated: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands, except | |||||||||
per share data) | |||||||||
Income from continuing operations | $ | 1,352 | $ | 4,208 | |||||
Loss from discontinued operations | — | (66 | ) | ||||||
Net income | $ | 1,352 | $ | 4,142 | |||||
Weighted average shares outstanding-basic | 11,575 | 11,436 | |||||||
Dilutive effect of options and stock awards | 35 | 128 | |||||||
Weighted average shares outstanding-diluted | 11,610 | 11,564 | |||||||
Basic earnings per share | |||||||||
Basic earnings per share from continuing operations | $ | 0.12 | $ | 0.36 | |||||
Basic earnings per share on loss from discontinued operations | — | — | |||||||
Basic earnings per share | $ | 0.12 | $ | 0.36 | |||||
Diluted earnings per share | |||||||||
Diluted earnings per share from continuing operations | $ | 0.12 | $ | 0.36 | |||||
Diluted earnings per share on loss from discontinued operations | — | — | |||||||
Diluted earnings per share | $ | 0.12 | $ | 0.36 | |||||
Outstanding stock-based awards are not included in the computation of diluted earnings per share under the treasury stock method, if including them would be anti-dilutive. There were 12,065 shares of potentially dilutive securities not included in the computation of diluted earnings per share for the three months ended October 31, 2013, and there were no such shares not included in the computation of diluted earnings per share for the three months ended October 31, 2012. |
Inventories
Inventories | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Inventories | ' | ||||||||
4. Inventories | |||||||||
Inventories are summarized in the following table (in thousands): | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
Raw materials | $ | 8,927 | $ | 8,003 | |||||
Work in process | 1,290 | 1,382 | |||||||
Supplies | 1,725 | 1,730 | |||||||
Finished products | 37,139 | 42,452 | |||||||
Less reserve for inventory obsolescence | (206 | ) | (180 | ) | |||||
Inventories, net | $ | 48,875 | $ | 53,387 | |||||
Property_Plant_and_Equipment
Property, Plant and Equipment | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Property, Plant and Equipment | ' | ||||||||
5. Property, Plant and Equipment | |||||||||
Property, plant and equipment and related accumulated depreciation and amortization are summarized as follows (in thousands): | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
Land | $ | 16,022 | $ | 15,620 | |||||
Buildings and improvements | 42,459 | 41,273 | |||||||
Equipment | 68,965 | 66,807 | |||||||
Leasehold improvements | 143 | 143 | |||||||
127,589 | 123,843 | ||||||||
Less accumulated depreciation and amortization | (40,107 | ) | (36,933 | ) | |||||
87,482 | 86,910 | ||||||||
Construction-in-progress | 10,340 | 9,778 | |||||||
Property, plant and equipment, net | $ | 97,822 | $ | 96,688 | |||||
StockBased_Compensation
Stock-Based Compensation | 3 Months Ended | ||||||||||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||||||||||
Stock-Based Compensation | ' | ||||||||||||||||||||||||
6. Stock-Based Compensation | |||||||||||||||||||||||||
The Company has stock-based incentive plans which are described in more detail in Note 11 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for fiscal year 2013. The Company recognized stock-based compensation costs of approximately $1.2 million and $181,000 for the three months ended October 31, 2013 and 2012, respectively. The Company also recognized the related tax benefits of $436,000 and $66,000 for the three months ended October 31, 2013 and 2012, respectively. Stock-based compensation costs are recorded under selling, general and administrative expenses in the condensed consolidated statements of income. | |||||||||||||||||||||||||
As of October 31, 2013, the unrecognized compensation costs related to stock-based awards was approximately $763,000, which is expected to be recognized over a weighted-average period of 2.6 years. | |||||||||||||||||||||||||
A summary of stock option and stock activity is presented below. | |||||||||||||||||||||||||
Stock Options | |||||||||||||||||||||||||
A summary of activity for the three months ended October 31, 2013 is presented below. No options were granted in the first three months of fiscal years 2014 or 2013: | |||||||||||||||||||||||||
Shares | Weighted- | ||||||||||||||||||||||||
Average | |||||||||||||||||||||||||
Exercise Price | |||||||||||||||||||||||||
Outstanding on August 1, 2013 | 58,000 | $ | 4.03 | ||||||||||||||||||||||
Granted | — | — | |||||||||||||||||||||||
Exercised | (33,000 | ) | 4.37 | ||||||||||||||||||||||
Forfeited/expired | — | — | |||||||||||||||||||||||
Outstanding on October 31, 2013 | 25,000 | 3.58 | |||||||||||||||||||||||
The following table summarizes information about stock options outstanding at October 31, 2013 based on fully vested (currently exercisable) stock option awards: | |||||||||||||||||||||||||
Options | Weighted- | Weighted- | Aggregate | ||||||||||||||||||||||
Outstanding | Average | Average | Intrinsic Value | ||||||||||||||||||||||
and Fully | Exercise Price | Remaining | (in thousands) (1) | ||||||||||||||||||||||
Vested | Contractual | ||||||||||||||||||||||||
Term (years) | |||||||||||||||||||||||||
Total outstanding and fully vested | 25,000 | 3.58 | 3.95 | $ | 410 | ||||||||||||||||||||
-1 | The aggregate intrinsic value is computed based on the closing price of the Company’s stock on October 31, 2013. | ||||||||||||||||||||||||
There were 33,000 options exercised in the three months ended October 31, 2013, with an intrinsic value of $625,000, but there were no options exercised in the three months ended October 31, 2012. | |||||||||||||||||||||||||
Performance Shares | |||||||||||||||||||||||||
On August 1, 2013, there were 154,758 non-vested performance shares outstanding which reflected the maximum number of shares under the awards. There were no performance shares granted or vested during the three months ended October 31, 2013. As of October 31, 2013, the non-vested performance-based stock awards consisted of Series 1 and Series 2 awards granted to certain executives and employees in fiscal years 2013 and 2012, as summarized below. | |||||||||||||||||||||||||
Date of Grant | Series | Maximum | Grant Date | Measurement | Expected | Shares Expected | |||||||||||||||||||
Award | Award | Fair Value | Period Ending | Percentage of | to Vest | ||||||||||||||||||||
(Shares)(1) | Vesting | ||||||||||||||||||||||||
Fiscal Year 2013 Award | |||||||||||||||||||||||||
12/4/12 | Series 1 | 61,350 | $ | 18.75 | 7/31/15 | 15 | % | 9,203 | |||||||||||||||||
61,350 | 9,203 | ||||||||||||||||||||||||
Fiscal Year 2012 Awards | |||||||||||||||||||||||||
2/27/12 | Series 1 | 300 | $ | 18.08 | 7/31/14 | 10 | % | 30 | |||||||||||||||||
2/27/12 | Series 2 | 200 | $ | 18.08 | 7/31/14 | 0 | % | — | |||||||||||||||||
500 | 30 | ||||||||||||||||||||||||
10/28/11 | Series 1 | 15,300 | $ | 15.3 | 7/31/14 | 10 | % | 1,530 | |||||||||||||||||
10/28/11 | Series 2 | 10,200 | $ | 15.3 | 7/31/14 | 0 | % | — | |||||||||||||||||
25,500 | 1,530 | ||||||||||||||||||||||||
10/11/11 | Series 1 | 16,658 | $ | 14.16 | 7/31/14 | 10 | % | 1,666 | |||||||||||||||||
10/11/11 | Series 2 | 11,105 | $ | 14.16 | 7/31/14 | 0 | % | — | |||||||||||||||||
27,763 | 1,666 | ||||||||||||||||||||||||
Total | 115,113 | 12,429 | |||||||||||||||||||||||
-1 | The table does not include awards to John V. Sobchak of 20,492 and 11,492 in Series 1 awards in fiscal years 2013 and 2012, respectively, and 7,661 in Series 2 awards in fiscal year 2012, all of which will be forfeited upon the effective date of his resignation as previously announced in the Company’s report on Form 8-K filed on November 1, 2013. | ||||||||||||||||||||||||
Series 1: For the fiscal year 2012 award, vesting for the Series 1 awards is subject to a performance requirement composed of certain earnings per share or revenue growth objectives and average annual return on invested capital measured across a three year period. For the fiscal year 2013 award vesting is subject to performance requirements composed of certain objectives including average annual return on invested capital and annual compound growth rate in the Company’s diluted earnings per share. These objectives are measured quarterly using the Company’s budget, actual results and long-term projections. For each of the Series 1 awards, the expected percentage of vesting is evaluated through October 31, 2013, and reflects the percentage of shares projected to vest for the respective awards at the end of their measurement periods. | |||||||||||||||||||||||||
Series 2: Vesting for the Series 2 awards is subject to performance requirements pertaining to the growth rate in the Company’s basic earnings per share over a three year period. The achievement of performance requirements is measured quarterly using the Company’s budget, actual results and long-term projections. For fiscal year 2012 awards, the expected percentage of vesting is evaluated through October 31, 2013, and reflects the percentage of shares projected to vest for the respective awards at the end of their measurement periods. | |||||||||||||||||||||||||
The weighted-average grant-date fair value of performance awards outstanding was $17.71 and $17.66 at October 31, 2013 and August 1, 2013, respectively. | |||||||||||||||||||||||||
Time Based Shares | |||||||||||||||||||||||||
A summary of activity for time-based stock awards for the three months ended October 31, 2013 is presented below: | |||||||||||||||||||||||||
Shares | Weighted-Average | ||||||||||||||||||||||||
Grant-Date | |||||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||||
Non-vested on August 1, 2013 | — | ||||||||||||||||||||||||
Granted (1) | 39,128 | $ | 22.01 | ||||||||||||||||||||||
Vested | (9,128 | ) | 21.82 | ||||||||||||||||||||||
Non-vested on October 31, 2013 | 30,000 | 22.07 | |||||||||||||||||||||||
-1 | Reflects 5,128 shares and 4,000 shares granted to non-employee directors on August 27, 2013, and October 31, 2013 respectively, for service for the three and two month periods ended August 31, 2013 and October 31, 2013 respectively. The shares vest on the date of grant and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Additionally, the Company granted a time-based award for 30,000 shares to Christopher T. Fraser, when he became the Company’s full-time President and CEO on September 24, 2013. These time-based shares vest in equal installments of 6,000 shares each over one, two, three, four and five years from the date of grant. Compensation expense will be recorded over the vesting period using the straight-line method. The September 24, 2013 grant date fair value was $662,000 using the Company’s closing stock price of $22.07 on the grant date. | ||||||||||||||||||||||||
Mr. Fraser was also granted 50,000 shares upon becoming President and CEO. The shares vested on the date of grant on September 24, 2013, and the Company recognized compensation expense of the grant date fair value of $1.1 million based on the closing stock price on that date. | |||||||||||||||||||||||||
The total fair value of shares vested during the three months ended October 31, 2013 and 2012 was approximately $1.3 million and $121,000, respectively. | |||||||||||||||||||||||||
Intangible_Assets
Intangible Assets | 3 Months Ended | ||||||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||||||
Intangible Assets | ' | ||||||||||||||||||||
7. Intangible Assets | |||||||||||||||||||||
Intangible assets are summarized as follows (in thousands): | |||||||||||||||||||||
Number of Years | 31-Oct-13 | ||||||||||||||||||||
Weighted | Original | Accumulated | Foreign | Carrying | |||||||||||||||||
Average | Cost | Amortization | Currency | Amount | |||||||||||||||||
Amortization | Translation | ||||||||||||||||||||
Period | Adjustment | ||||||||||||||||||||
Intangible assets subject to amortization: (range of useful life): | |||||||||||||||||||||
Electronic chemicals-related contracts (5-8 years) | 6.6 | $ | 2,204 | $ | (370 | ) | $ | — | $ | 1,834 | |||||||||||
Electronic chemicals-related trademarks and patents (10-15 years) | 12 | 117 | (59 | ) | — | 58 | |||||||||||||||
Electronic chemicals-value of product qualifications (5-15 years) | 14.1 | 14,100 | (1,458 | ) | 449 | 13,091 | |||||||||||||||
Total intangible assets subject to amortization | 13.1 | $ | 16,421 | $ | (1,887 | ) | $ | 449 | 14,983 | ||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||||||
Creosote product registrations | 5,339 | ||||||||||||||||||||
Penta product registrations | 8,765 | ||||||||||||||||||||
Total intangible assets not subject to amortization | 14,104 | ||||||||||||||||||||
Total intangible assets, net | $ | 29,087 | |||||||||||||||||||
Number of Years | 31-Jul-13 | ||||||||||||||||||||
Weighted | Original | Accumulated | Carrying | ||||||||||||||||||
Average | Cost | Amortization | Amount | ||||||||||||||||||
Amortization | |||||||||||||||||||||
Period | |||||||||||||||||||||
Intangible assets subject to amortization: (range of useful life): | |||||||||||||||||||||
Electronic chemicals-related contracts (5-8 years) | 6.5 | $ | 2,297 | $ | (253 | ) | $ | 2,044 | |||||||||||||
Electronic chemicals-related trademarks and patents (10-15 years) | 12 | 117 | (57 | ) | 60 | ||||||||||||||||
Electronic chemicals-value of product qualifications (5-15 years) | 14.1 | 14,100 | (1,047 | ) | 13,053 | ||||||||||||||||
Total intangible assets subject to amortization | 13 | $ | 16,514 | $ | (1,357 | ) | 15,157 | ||||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||||||
Creosote product registrations | 5,339 | ||||||||||||||||||||
Penta product registrations | 8,765 | ||||||||||||||||||||
Total intangible assets not subject to amortization | 14,104 | ||||||||||||||||||||
Total intangible assets, net | $ | 29,261 | |||||||||||||||||||
Intangible assets subject to amortization are amortized over their estimated useful lives. Amortization expense was approximately $487,000 and $77,000 for the three month periods ended October 31, 2013 and 2012, respectively. |
Dividends
Dividends | 3 Months Ended |
Oct. 31, 2013 | |
Dividends | ' |
8. Dividends | |
Dividends of approximately $347,000 ($0.03 per share) and $342,000 ($0.03 per share) were declared and paid in the first quarter of fiscal years 2014 and 2013, respectively. |
Segment_Information
Segment Information | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Segment Information | ' | ||||||||
9. Segment Information | |||||||||
The Company has two reportable segments — electronic chemicals and wood treating chemicals. | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands) | |||||||||
Sales | |||||||||
Electronic chemicals | $ | 64,452 | $ | 39,507 | |||||
Wood treating chemicals | 29,064 | 25,700 | |||||||
Total sales for reportable segments | $ | 93,516 | $ | 65,207 | |||||
Depreciation and amortization | |||||||||
Electronic chemicals | $ | 3,247 | $ | 1,550 | |||||
Wood treating chemicals | 98 | 107 | |||||||
Other | 119 | 100 | |||||||
Total consolidated depreciation and amortization | $ | 3,464 | $ | 1,757 | |||||
Segment income from operations (1) | |||||||||
Electronic chemicals | $ | 3,338 | $ | 5,072 | |||||
Wood treating chemicals | 2,505 | 3,366 | |||||||
Total segment income from operations | $ | 5,843 | $ | 8,438 | |||||
-1 | Segment income from operations includes allocated corporate overhead expenses. | ||||||||
Corporate overhead expenses allocated to segment income from operations for the three months ended October 31, 2013 and 2012 were as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
Electronic chemicals | $ | 1,973 | $ | 1,403 | |||||
Wood treating chemicals | 1,060 | 1,145 | |||||||
Total corporate overhead expense allocation | $ | 3,033 | $ | 2,548 | |||||
A reconciliation of total segment information to consolidated amounts is as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands) | |||||||||
Sales | |||||||||
Total sales for reportable segments | $ | 93,516 | $ | 65,207 | |||||
Other | 44 | 129 | |||||||
Net sales | $ | 93,560 | $ | 65,336 | |||||
Segment income from operations | |||||||||
Total segment income from operations | $ | 5,843 | $ | 8,438 | |||||
Other corporate expense (1) | (2,788 | ) | (1,334 | ) | |||||
Operating income | 3,055 | 7,104 | |||||||
Interest expense, net | (663 | ) | (411 | ) | |||||
Other expense, net | (315 | ) | (50 | ) | |||||
Income from continuing operations before income taxes | $ | 2,077 | $ | 6,643 | |||||
-1 | Other corporate expense primarily represents employee stock-based compensation expenses and those public entity expenses such as board compensation, audit expense, fees related to the listing of our stock, and expenses incurred to pursue acquisition opportunities. Other corporate expenses includes $1.3 million of other professional services and $1.2 million of stock based compensation in the first quarter of fiscal year 2014, and includes $577,000 of acquisition related expenses for the first quarter of fiscal year 2013. |
LongTerm_Debt
Long-Term Debt | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Long-Term Debt | ' | ||||||||
10. Long-Term Debt | |||||||||
The Company’s debt consisted of the following (in thousands): | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(Amounts in thousands) | |||||||||
Senior secured debt: | |||||||||
Note purchase agreement, maturing on December 31, 2014, interest rate of 7.43% | $ | 20,000 | $ | 20,000 | |||||
Revolving loan facility, maturing on April 30, 2018, variable interest rates based on LIBOR plus 1.50% at October 31, 2013 and July 31, 2013 | 63,000 | 65,000 | |||||||
Total debt | 83,000 | 85,000 | |||||||
Current maturities of long-term debt | — | — | |||||||
Long-term debt, net of current maturities | $ | 83,000 | $ | 85,000 | |||||
To finance the acquisition of the electronic chemicals business in December 2007, the Company entered into an amended and restated credit agreement and a note purchase agreement. The amended and restated credit agreement is now with Wells Fargo Bank, National Association, and with Bank of America, N.A. The note purchase agreement is now with The Prudential Insurance Company of America and Pruco Life Insurance Company. | |||||||||
Initially, the amended and restated credit agreement included a revolving loan facility and a term loan facility. The term loan was paid off in fiscal year 2012, and that aspect of the facility has been removed. The Company amended these facilities several times, most recently in April and in May 2013 to increase the amount that may be borrowed under the revolving loan up to $110.0 million, to include an accordion feature that allows for an additional revolving loan increase of up to $25.0 million with approval from the Company’s lenders, and to extend the maturity date of the revolving loan facility to April 30, 2018, with mandatory reduction in revolving loan commitment of $10.0 million each year from September 30, 2014 to September 30, 2017 totaling $40.0 million. The matrix for the calculation of interest payable on the revolving loan facility and the method for the calculation of the fixed charge coverage ratio were also revised. | |||||||||
The revolving loan bears interest at a varying rate of LIBOR plus a margin based on our funded debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”). | |||||||||
Ratio of Funded Debt to EBITDA | Margin | ||||||||
Equal to or greater than 2.5 to 1.0 | 2.25 | % | |||||||
Equal to or greater than 2.0 to 1.0, but less than 2.5 to 1.0 | 2 | % | |||||||
Equal to or greater than 1.5 to 1.0, but less than 2.0 to 1.0 | 1.75 | % | |||||||
Less than 1.5 to 1.0 | 1.5 | % | |||||||
Advances outstanding under the revolving loan bear interest at 1.67% and 1.69% as of October 31, 2013 and July 31, 2103, respectively. The amount outstanding on the revolving loan at October 31, 2013 was 63.0 million, and an additional $3.5 million is reserved for outstanding letters of credit. | |||||||||
The note purchase agreement is for $20.0 million. Advances under the note purchase agreement mature on December 31, 2014, and bear interest at 7.43% per annum. Principal is payable at maturity. At October 31, 2013, $20.0 million was outstanding under the note purchase agreement. | |||||||||
Loans under the amended and restated credit agreement and the note purchase agreement are secured by the Company’s assets, including inventory, accounts receivable, equipment, intangible assets, and real property. The credit facility and the note purchase agreement have restrictive covenants, including that the Company must maintain a fixed charge coverage ratio of 1.5 to 1.0 or below, a ratio of funded debt to earnings before interest, taxes and depreciation (as adjusted for extraordinary items, with lender consent) of 3.0 to 1.0 or below, and a current ratio of at least 1.5 to 1.0. |
Income_Taxes
Income Taxes | 3 Months Ended |
Oct. 31, 2013 | |
Income Taxes | ' |
11. Income Taxes | |
Income tax expense for the interim periods was computed using the effective tax rate based on the application of an estimated annual effective income tax rate applied to year-to-date income before income tax expense. In determining the estimated annual effective income tax rate, we analyze various factors, including forecasts of projected annual earnings and the ability to use tax credits and net operating loss carry forwards. The overall effective income tax rate for the three month period ended October 31, 2013 was 34.9%. For the three months ended October 31, 2012, the effective rate for continuing operations was 36.7%. In general, differences between these effective tax rates and the rate of 35.0% are primarily due to foreign and state income taxes. |
Litigation_and_Other_Contingen
Litigation and Other Contingencies | 3 Months Ended |
Oct. 31, 2013 | |
Litigation and Other Contingencies | ' |
12. Litigation and Other Contingencies | |
The Company is subject to contingencies, including litigation relating to environmental laws and regulations, commercial disputes and other matters. Certain of these contingencies are discussed below. The ultimate resolution of these contingencies is subject to significant uncertainty, and should the Company fail to prevail in any of them or should several of them be resolved against the Company in the same reporting period, these matters could, individually or in the aggregate, be material to the consolidated financial statements. The ultimate outcome of these matters, however, cannot be determined at this time, nor can the amount of any potential loss be reasonably estimated, and as a result except where indicated no amounts have been recorded in the Company’s consolidated financial statements. | |
The Company records legal costs associated with loss contingencies as expenses in the period in which they are incurred. | |
A lawsuit was filed against the Company’s wholly-owned subsidiary, KMG de Mexico, relating to the title to the land on which its facility in Matamoros is located. The plaintiffs claim that their title to the land is superior to the person from whom our subsidiary bought the land. The plaintiffs are seeking to have our subsidiary’s purchase overturned, and to recover the land and certain improvements or their value. The lawsuit was initially filed in 1998 in Matamoros, Mexico under Adolfo Cazares Rosas, et al vs. KMG de Mexico and Guillermo Villarreal. In January 2008, the case was sent by the appeals court back to the lower court to obtain additional factual information, and on April 20, 2009 the plaintiffs were required to re-file the case in the First Civil Court in Matamoros, Tamaulipas, Mexico as Adolfo Cazares, Luis Escudero and Juan Cue vs. KMG de Mexico and Guillermo Villarreal. In June 2011 the lower court ruled against KMG de Mexico, and held that the plaintiffs had superior title to the land, but that verdict was overturned on appeal in May 2012, and the case will be returned to the trial court for further action. The Company intends to continue to vigorously defend KMG de Mexico. | |
The Company’s subsidiary in Italy has filed suit with the Provincial Tax Court in Milan, Italy to contest assessments by the taxing authority in Italy pertaining to the three year period ended July 31, 2011. In the aggregate, the amount of the assessments, including interest and penalties, is €1.7 million. If all the adjustments are sustained, the additional liability for the years 2009 through 2011 would total approximately $2.3 million, including interest and penalties through October 31, 2013 (at an exchange rate of 1.364 $/€). The Company recorded a liability for an uncertain tax position for items in the amount of $437,000. The Company intends to vigorously pursue its position before the court, but the ultimate outcome of this litigation is subject to uncertainty. | |
The Company’s subsidiary in Italy plans to file suit in Provincial Court in Milan, Italy to contest the assessment of additional registration tax against the Company’s subsidiary in Italy based on an increased valuation of assets purchased from Air Products and Chemicals, Inc. in December 2007. The amount of the assessment, including interest and penalties through October 31, 2013, is €778,000 (or approximately $1.1 million, at an exchange rate of 1.364 $/€). The ultimate outcome of this assessment is subject to uncertainty. | |
The Company and OM Group dispute the proper calculation of the post-closing, working capital adjustment to the purchase price for the UPC subsidiaries. Each company asserts that the other owes it approximately $700,000. The parties are continuing to negotiate to resolve the dispute, but no resolution has yet been reached. | |
The Company is subject to federal, state, local and foreign laws and regulations and potential liabilities relating to the protection of the environment and human health and safety including, among other things, the cleanup of contaminated sites, the treatment, storage and disposal of wastes, the emission of substances into the air or waterways, and various health and safety matters. The Company expects to incur substantial costs for ongoing compliance with such laws and regulations. The Company may also face governmental or third-party claims, or otherwise incur costs, relating to cleanup of, or for injuries resulting from, contamination at sites associated with past and present operations. The Company accrues for environmental liabilities when a determination can be made that they are probable and reasonably estimable. |
Restructuring_Events
Restructuring Events | 3 Months Ended |
Oct. 31, 2013 | |
Restructuring Events | ' |
13. Restructuring Events | |
In October 2013, the Company announced that as part of global restructuring of its electronic chemicals operations, the Fremont, California manufacturing site acquired in the acquisition from OM Group will be closed, and production shifted primarily to the Company’s Hollister, California and Pueblo, Colorado facilities. In November 2013, the Company announced that it will close its manufacturing facility in Milan, Italy, and shift production to facilities in France and the United Kingdom. The Company will continue to operate the warehouse facility in Milan. |
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | ||||
Oct. 31, 2013 | |||||
Summary of Acquired Assets and Assumed Liabilities and Preliminary Acquisition Accounting for Fair Value of Assets and Liabilities Recognized | ' | ||||
The following table summarizes the acquired assets and assumed liabilities and the preliminary acquisition accounting for the fair value of the assets and liabilities recognized in the consolidated balance sheets at the acquisition date (in thousands): | |||||
Cash | $ | 689 | |||
Accounts receivable | 14,698 | ||||
Inventory | 11,047 | ||||
Other current assets | 1,963 | ||||
Property, plant and equipment | 28,939 | ||||
Intangible assets: | |||||
Value of product qualifications | 12,800 | ||||
Non-compete agreement | 1,900 | ||||
Transition services | 154 | ||||
Total intangible assets | 14,854 | ||||
Total assets acquired | 72,190 | ||||
Current liabilities | 11,401 | ||||
Other long-term liabilities | 5,326 | ||||
Total liabilities assumed | 16,727 | ||||
Net assets acquired | $ | 55,463 | |||
Goodwill Recognized | ' | ||||
The goodwill recognized in the Company’s consolidated balance sheets is as follows (in thousands): | |||||
Carrying value at July 31, 2013 | $ | 7,150 | |||
Foreign currency translation adjustment | 253 | ||||
Carrying value at October 31, 2013 | $ | 7,403 | |||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Basic and Diluted Earnings Per Share | ' | ||||||||
The following table presents information necessary to calculate basic and diluted earnings per share for periods indicated: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands, except | |||||||||
per share data) | |||||||||
Income from continuing operations | $ | 1,352 | $ | 4,208 | |||||
Loss from discontinued operations | — | (66 | ) | ||||||
Net income | $ | 1,352 | $ | 4,142 | |||||
Weighted average shares outstanding-basic | 11,575 | 11,436 | |||||||
Dilutive effect of options and stock awards | 35 | 128 | |||||||
Weighted average shares outstanding-diluted | 11,610 | 11,564 | |||||||
Basic earnings per share | |||||||||
Basic earnings per share from continuing operations | $ | 0.12 | $ | 0.36 | |||||
Basic earnings per share on loss from discontinued operations | — | — | |||||||
Basic earnings per share | $ | 0.12 | $ | 0.36 | |||||
Diluted earnings per share | |||||||||
Diluted earnings per share from continuing operations | $ | 0.12 | $ | 0.36 | |||||
Diluted earnings per share on loss from discontinued operations | — | — | |||||||
Diluted earnings per share | $ | 0.12 | $ | 0.36 | |||||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Inventories | ' | ||||||||
Inventories are summarized in the following table (in thousands): | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
Raw materials | $ | 8,927 | $ | 8,003 | |||||
Work in process | 1,290 | 1,382 | |||||||
Supplies | 1,725 | 1,730 | |||||||
Finished products | 37,139 | 42,452 | |||||||
Less reserve for inventory obsolescence | (206 | ) | (180 | ) | |||||
Inventories, net | $ | 48,875 | $ | 53,387 | |||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Property, Plant and Equipment and Related Accumulated Depreciation and Amortization | ' | ||||||||
Property, plant and equipment and related accumulated depreciation and amortization are summarized as follows (in thousands): | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
Land | $ | 16,022 | $ | 15,620 | |||||
Buildings and improvements | 42,459 | 41,273 | |||||||
Equipment | 68,965 | 66,807 | |||||||
Leasehold improvements | 143 | 143 | |||||||
127,589 | 123,843 | ||||||||
Less accumulated depreciation and amortization | (40,107 | ) | (36,933 | ) | |||||
87,482 | 86,910 | ||||||||
Construction-in-progress | 10,340 | 9,778 | |||||||
Property, plant and equipment, net | $ | 97,822 | $ | 96,688 | |||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||||||||||
Stock Option Activity Associated with Employee Compensation | ' | ||||||||||||||||||||||||
A summary of activity for the three months ended October 31, 2013 is presented below. No options were granted in the first three months of fiscal years 2014 or 2013: | |||||||||||||||||||||||||
Shares | Weighted- | ||||||||||||||||||||||||
Average | |||||||||||||||||||||||||
Exercise Price | |||||||||||||||||||||||||
Outstanding on August 1, 2013 | 58,000 | $ | 4.03 | ||||||||||||||||||||||
Granted | — | — | |||||||||||||||||||||||
Exercised | (33,000 | ) | 4.37 | ||||||||||||||||||||||
Forfeited/expired | — | — | |||||||||||||||||||||||
Outstanding on October 31, 2013 | 25,000 | 3.58 | |||||||||||||||||||||||
Stock Options Outstanding And Fully Vested | ' | ||||||||||||||||||||||||
The following table summarizes information about stock options outstanding at October 31, 2013 based on fully vested (currently exercisable) stock option awards: | |||||||||||||||||||||||||
Options | Weighted- | Weighted- | Aggregate | ||||||||||||||||||||||
Outstanding | Average | Average | Intrinsic Value | ||||||||||||||||||||||
and Fully | Exercise Price | Remaining | (in thousands) (1) | ||||||||||||||||||||||
Vested | Contractual | ||||||||||||||||||||||||
Term (years) | |||||||||||||||||||||||||
Total outstanding and fully vested | 25,000 | 3.58 | 3.95 | $ | 410 | ||||||||||||||||||||
-1 | The aggregate intrinsic value is computed based on the closing price of the Company’s stock on October 31, 2013. | ||||||||||||||||||||||||
Summary of Performance Based Stock Awards Granted | ' | ||||||||||||||||||||||||
There were no performance shares granted or vested during the three months ended October 31, 2013. As of October 31, 2013, the non-vested performance-based stock awards consisted of Series 1 and Series 2 awards granted to certain executives and employees in fiscal years 2013 and 2012, as summarized below. | |||||||||||||||||||||||||
Date of Grant | Series | Maximum | Grant Date | Measurement | Expected | Shares Expected | |||||||||||||||||||
Award | Award | Fair Value | Period Ending | Percentage of | to Vest | ||||||||||||||||||||
(Shares)(1) | Vesting | ||||||||||||||||||||||||
Fiscal Year 2013 Award | |||||||||||||||||||||||||
12/4/12 | Series 1 | 61,350 | $ | 18.75 | 7/31/15 | 15 | % | 9,203 | |||||||||||||||||
61,350 | 9,203 | ||||||||||||||||||||||||
Fiscal Year 2012 Awards | |||||||||||||||||||||||||
2/27/12 | Series 1 | 300 | $ | 18.08 | 7/31/14 | 10 | % | 30 | |||||||||||||||||
2/27/12 | Series 2 | 200 | $ | 18.08 | 7/31/14 | 0 | % | — | |||||||||||||||||
500 | 30 | ||||||||||||||||||||||||
10/28/11 | Series 1 | 15,300 | $ | 15.3 | 7/31/14 | 10 | % | 1,530 | |||||||||||||||||
10/28/11 | Series 2 | 10,200 | $ | 15.3 | 7/31/14 | 0 | % | — | |||||||||||||||||
25,500 | 1,530 | ||||||||||||||||||||||||
10/11/11 | Series 1 | 16,658 | $ | 14.16 | 7/31/14 | 10 | % | 1,666 | |||||||||||||||||
10/11/11 | Series 2 | 11,105 | $ | 14.16 | 7/31/14 | 0 | % | — | |||||||||||||||||
27,763 | 1,666 | ||||||||||||||||||||||||
Total | 115,113 | 12,429 | |||||||||||||||||||||||
-1 | The table does not include awards to John V. Sobchak of 20,492 and 11,492 in Series 1 awards in fiscal years 2013 and 2012, respectively, and 7,661 in Series 2 awards in fiscal year 2012, all of which will be forfeited upon the effective date of his resignation as previously announced in the Company’s report on Form 8-K filed on November 1, 2013. | ||||||||||||||||||||||||
Summary of Activity for Time-Based Stock Awards | ' | ||||||||||||||||||||||||
A summary of activity for time-based stock awards for the three months ended October 31, 2013 is presented below: | |||||||||||||||||||||||||
Shares | Weighted-Average | ||||||||||||||||||||||||
Grant-Date | |||||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||||
Non-vested on August 1, 2013 | — | ||||||||||||||||||||||||
Granted (1) | 39,128 | $ | 22.01 | ||||||||||||||||||||||
Vested | (9,128 | ) | 21.82 | ||||||||||||||||||||||
Non-vested on October 31, 2013 | 30,000 | 22.07 | |||||||||||||||||||||||
-1 | Reflects 5,128 shares and 4,000 shares granted to non-employee directors on August 27, 2013, and October 31, 2013 respectively, for service for the three and two month periods ended August 31, 2013 and October 31, 2013 respectively. The shares vest on the date of grant and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Additionally, the Company granted a time-based award for 30,000 shares to Christopher T. Fraser, when he became the Company’s full-time President and CEO on September 24, 2013. These time-based shares vest in equal installments of 6,000 shares each over one, two, three, four and five years from the date of grant. Compensation expense will be recorded over the vesting period using the straight-line method. The September 24, 2013 grant date fair value was $662,000 using the Company’s closing stock price of $22.07 on the grant date. |
Intangible_Assets_Tables
Intangible Assets (Tables) | 3 Months Ended | ||||||||||||||||||||
Oct. 31, 2013 | |||||||||||||||||||||
Intangible Assets | ' | ||||||||||||||||||||
Intangible assets are summarized as follows (in thousands): | |||||||||||||||||||||
Number of Years | 31-Oct-13 | ||||||||||||||||||||
Weighted | Original | Accumulated | Foreign | Carrying | |||||||||||||||||
Average | Cost | Amortization | Currency | Amount | |||||||||||||||||
Amortization | Translation | ||||||||||||||||||||
Period | Adjustment | ||||||||||||||||||||
Intangible assets subject to amortization: (range of useful life): | |||||||||||||||||||||
Electronic chemicals-related contracts (5-8 years) | 6.6 | $ | 2,204 | $ | (370 | ) | $ | — | $ | 1,834 | |||||||||||
Electronic chemicals-related trademarks and patents (10-15 years) | 12 | 117 | (59 | ) | — | 58 | |||||||||||||||
Electronic chemicals-value of product qualifications (5-15 years) | 14.1 | 14,100 | (1,458 | ) | 449 | 13,091 | |||||||||||||||
Total intangible assets subject to amortization | 13.1 | $ | 16,421 | $ | (1,887 | ) | $ | 449 | 14,983 | ||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||||||
Creosote product registrations | 5,339 | ||||||||||||||||||||
Penta product registrations | 8,765 | ||||||||||||||||||||
Total intangible assets not subject to amortization | 14,104 | ||||||||||||||||||||
Total intangible assets, net | $ | 29,087 | |||||||||||||||||||
Number of Years | 31-Jul-13 | ||||||||||||||||||||
Weighted | Original | Accumulated | Carrying | ||||||||||||||||||
Average | Cost | Amortization | Amount | ||||||||||||||||||
Amortization | |||||||||||||||||||||
Period | |||||||||||||||||||||
Intangible assets subject to amortization: (range of useful life): | |||||||||||||||||||||
Electronic chemicals-related contracts (5-8 years) | 6.5 | $ | 2,297 | $ | (253 | ) | $ | 2,044 | |||||||||||||
Electronic chemicals-related trademarks and patents (10-15 years) | 12 | 117 | (57 | ) | 60 | ||||||||||||||||
Electronic chemicals-value of product qualifications (5-15 years) | 14.1 | 14,100 | (1,047 | ) | 13,053 | ||||||||||||||||
Total intangible assets subject to amortization | 13 | $ | 16,514 | $ | (1,357 | ) | 15,157 | ||||||||||||||
Intangible assets not subject to amortization: | |||||||||||||||||||||
Creosote product registrations | 5,339 | ||||||||||||||||||||
Penta product registrations | 8,765 | ||||||||||||||||||||
Total intangible assets not subject to amortization | 14,104 | ||||||||||||||||||||
Total intangible assets, net | $ | 29,261 | |||||||||||||||||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Segment Revenues | ' | ||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands) | |||||||||
Sales | |||||||||
Electronic chemicals | $ | 64,452 | $ | 39,507 | |||||
Wood treating chemicals | 29,064 | 25,700 | |||||||
Total sales for reportable segments | $ | 93,516 | $ | 65,207 | |||||
Depreciation and amortization | |||||||||
Electronic chemicals | $ | 3,247 | $ | 1,550 | |||||
Wood treating chemicals | 98 | 107 | |||||||
Other | 119 | 100 | |||||||
Total consolidated depreciation and amortization | $ | 3,464 | $ | 1,757 | |||||
Segment income from operations (1) | |||||||||
Electronic chemicals | $ | 3,338 | $ | 5,072 | |||||
Wood treating chemicals | 2,505 | 3,366 | |||||||
Total segment income from operations | $ | 5,843 | $ | 8,438 | |||||
-1 | Segment income from operations includes allocated corporate overhead expenses. | ||||||||
Overhead Expenses Allocated to Segment Income | ' | ||||||||
Corporate overhead expenses allocated to segment income from operations for the three months ended October 31, 2013 and 2012 were as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
Electronic chemicals | $ | 1,973 | $ | 1,403 | |||||
Wood treating chemicals | 1,060 | 1,145 | |||||||
Total corporate overhead expense allocation | $ | 3,033 | $ | 2,548 | |||||
Reconciliation of Total Segment to Consolidated Amounts | ' | ||||||||
A reconciliation of total segment information to consolidated amounts is as follows: | |||||||||
Three Months Ended | |||||||||
October 31, | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands) | |||||||||
Sales | |||||||||
Total sales for reportable segments | $ | 93,516 | $ | 65,207 | |||||
Other | 44 | 129 | |||||||
Net sales | $ | 93,560 | $ | 65,336 | |||||
Segment income from operations | |||||||||
Total segment income from operations | $ | 5,843 | $ | 8,438 | |||||
Other corporate expense (1) | (2,788 | ) | (1,334 | ) | |||||
Operating income | 3,055 | 7,104 | |||||||
Interest expense, net | (663 | ) | (411 | ) | |||||
Other expense, net | (315 | ) | (50 | ) | |||||
Income from continuing operations before income taxes | $ | 2,077 | $ | 6,643 | |||||
-1 | Other corporate expense primarily represents employee stock-based compensation expenses and those public entity expenses such as board compensation, audit expense, fees related to the listing of our stock, and expenses incurred to pursue acquisition opportunities. Other corporate expenses includes $1.3 million of other professional services and $1.2 million of stock based compensation in the first quarter of fiscal year 2014, and includes $577,000 of acquisition related expenses for the first quarter of fiscal year 2013. |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 3 Months Ended | ||||||||
Oct. 31, 2013 | |||||||||
Debt | ' | ||||||||
The Company’s debt consisted of the following (in thousands): | |||||||||
October 31, | July 31, | ||||||||
2013 | 2013 | ||||||||
(Amounts in thousands) | |||||||||
Senior secured debt: | |||||||||
Note purchase agreement, maturing on December 31, 2014, interest rate of 7.43% | $ | 20,000 | $ | 20,000 | |||||
Revolving loan facility, maturing on April 30, 2018, variable interest rates based on LIBOR plus 1.50% at October 31, 2013 and July 31, 2013 | 63,000 | 65,000 | |||||||
Total debt | 83,000 | 85,000 | |||||||
Current maturities of long-term debt | — | — | |||||||
Long-term debt, net of current maturities | $ | 83,000 | $ | 85,000 | |||||
Ratio of Funded Debt to EBITDA | ' | ||||||||
The revolving loan bears interest at a varying rate of LIBOR plus a margin based on our funded debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”). | |||||||||
Ratio of Funded Debt to EBITDA | Margin | ||||||||
Equal to or greater than 2.5 to 1.0 | 2.25 | % | |||||||
Equal to or greater than 2.0 to 1.0, but less than 2.5 to 1.0 | 2 | % | |||||||
Equal to or greater than 1.5 to 1.0, but less than 2.0 to 1.0 | 1.75 | % | |||||||
Less than 1.5 to 1.0 | 1.5 | % |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (Om Group Incorporation, USD $) | 31-May-13 |
In Millions, unless otherwise specified | |
Om Group Incorporation | ' |
Business Acquisition [Line Items] | ' |
Business acquisition, purchase price | $62.60 |
Summary_of_Acquired_Assets_and
Summary of Acquired Assets and Assumed Liabilities and Preliminary Acquisition Accounting for Fair Value of Assets Recognized (Detail) (USD $) | Oct. 31, 2013 |
In Thousands, unless otherwise specified | |
Business Acquisition [Line Items] | ' |
Cash | $689 |
Accounts receivable | 14,698 |
Inventory | 11,047 |
Other current assets | 1,963 |
Property, plant and equipment | 28,939 |
Intangible assets: | ' |
Value of product qualifications | 12,800 |
Non-compete agreement | 1,900 |
Transition services | 154 |
Total intangible assets | 14,854 |
Total assets acquired | 72,190 |
Current liabilities | 11,401 |
Other long-term liabilities | 5,326 |
Total liabilities assumed | 16,727 |
Net assets acquired | $55,463 |
Goodwill_Recognized_Detail
Goodwill Recognized (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 | Oct. 31, 2013 |
In Thousands, unless otherwise specified | Om Group Incorporation | ||
Goodwill [Line Items] | ' | ' | ' |
Carrying value at July 31, 2013 | $11,181 | $10,929 | $7,150 |
Foreign currency translation adjustment | ' | ' | 253 |
Carrying value at October 31, 2013 | $11,181 | $10,929 | $7,403 |
Basic_and_Diluted_Earnings_Per
Basic and Diluted Earnings Per Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Components Of Basic And Diluted Earning Per Share [Line Items] | ' | ' |
Income from continuing operations | $1,352 | $4,208 |
Loss from discontinued operations | ' | -66 |
Net income | $1,352 | $4,142 |
Weighted average shares outstanding-basic | 11,575 | 11,436 |
Dilutive effect of options and stock awards | 35 | 128 |
Weighted average shares outstanding-diluted | 11,610 | 11,564 |
Basic earnings per share | ' | ' |
Basic earnings per share from continuing operations | $0.12 | $0.36 |
Basic earnings per share on loss from discontinued operations | ' | ' |
Basic earnings per share | $0.12 | $0.36 |
Diluted earnings per share | ' | ' |
Diluted earnings per share from continuing operations | $0.12 | $0.36 |
Diluted earnings per share on loss from discontinued operations | ' | ' |
Diluted earnings per share | $0.12 | $0.36 |
Earnings_per_Share_Additional_
Earnings per Share - Additional Information (Detail) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | |
Number of shares potentially dilutive securities not included in the computation of diluted earnings per share | 12,065 | 0 |
Inventories_Detail
Inventories (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Net [Line Items] | ' | ' |
Raw materials | $8,927 | $8,003 |
Work in process | 1,290 | 1,382 |
Supplies | 1,725 | 1,730 |
Finished products | 37,139 | 42,452 |
Less reserve for inventory obsolescence | -206 | -180 |
Inventories, net | $48,875 | $53,387 |
Property_Plant_and_Equipment_a
Property, Plant, and Equipment and Related Accumulated Depreciation and Amortization (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Land | $16,022 | $15,620 |
Buildings and improvements | 42,459 | 41,273 |
Equipment | 68,965 | 66,807 |
Leasehold improvements | 143 | 143 |
Property, Plant and Equipment, Gross, Total | 127,589 | 123,843 |
Less accumulated depreciation and amortization | -40,107 | -36,933 |
Property Plant And Equipment Excluding Construction In Progress, Total | 87,482 | 86,910 |
Construction-in-progress | 10,340 | 9,778 |
Property, plant and equipment, net | $97,822 | $96,688 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | 3 Months Ended | 1 Months Ended | ||||||||||||||
Oct. 31, 2013 | Oct. 30, 2012 | Oct. 31, 2012 | Oct. 31, 2013 | Dec. 04, 2012 | Feb. 27, 2012 | Oct. 28, 2011 | Oct. 11, 2011 | Jul. 31, 2013 | Oct. 31, 2013 | Sep. 24, 2013 | Sep. 24, 2013 | ||||||
Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Outstanding Stock Option | President And Chief Executive Officer | President And Chief Executive Officer | |||||||||
Common Stock | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Recognized stock based compensation cost | $1,243,000 | ' | $181,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Share based compensation, related tax benefits | 436,000 | ' | 66,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Unrecognized compensation costs related to outstanding stock awards | 763,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Weighted average period for recognition of compensation cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years 7 months 6 days | ' | ' | |||||
Number of options exercised | 33,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total intrinsic value of option exercised | 625,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Performance shares outstanding, non vested | ' | ' | ' | 154,758 | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Weighted average grant date fair value | ' | ' | ' | $17.71 | ' | ' | ' | ' | $17.66 | ' | ' | ' | |||||
Share based compensation award grants in period | ' | ' | ' | 115,113 | [1] | 61,350 | [1] | 500 | [1] | 25,500 | [1] | 27,763 | [1] | ' | ' | ' | 50,000 |
Grant date fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,100,000 | ' | |||||
Total fair value of shares vested | $1,300,000 | ' | $121,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
[1] | The table does not include awards to John V. Sobchak of 20,492 and 11,492 in Series 1 awards in fiscal years 2013 and 2012, respectively, and 7,661 in Series 2 awards in fiscal year 2011, all of which will be forfeited upon the effective date of his resignation as previously announced in the Company's report on Form 8-K filed on November 1, 2013. |
Stock_Option_Activity_Associat
Stock Option Activity Associated with Employee Compensation (Detail) (USD $) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 30, 2012 | |
Shares | ' | ' |
Outstanding on August 1, 2013 | 58,000 | ' |
Granted | ' | ' |
Exercised | -33,000 | 0 |
Forfeited/expired | ' | ' |
Outstanding on October 31, 2013 | 25,000 | ' |
Weighted Average Exercise Price | ' | ' |
Outstanding on August 1, 2013 | $4.03 | ' |
Granted | ' | ' |
Exercised | $4.37 | ' |
Forfeited/expired | ' | ' |
Outstanding on October 31, 2013 | $3.58 | ' |
Stock_Options_Outstanding_And_
Stock Options Outstanding And Fully Vested (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Oct. 31, 2013 | |
Options Outstanding and Fully Vested | ' | |
Total outstanding and fully vested | 25,000 | |
Weighted-Average Exercise Price | ' | |
Total outstanding and fully vested | $3.58 | |
Weighted-Average Remaining Contractual Term (years) | ' | |
Total outstanding and fully vested | '3 years 11 months 12 days | |
Aggregate Intrinsic Value | ' | |
Total outstanding and fully vested | $410 | [1] |
[1] | The aggregate intrinsic value is computed based on the closing price of the Company's stock on October 31, 2013. |
Summary_of_Performance_Based_S
Summary of Performance Based Stock Awards Granted (Detail) (Performance Shares, USD $) | 3 Months Ended | |||||||||
Oct. 31, 2013 | Dec. 04, 2012 | Feb. 27, 2012 | Oct. 28, 2011 | Oct. 11, 2011 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | |||||
Maximum Award (Shares) | 115,113 | [1] | 61,350 | [1] | 500 | [1] | 25,500 | [1] | 27,763 | [1] |
Actual Shares Vested or Shares Projected to Vest | 12,429 | 9,203 | 30 | 1,530 | 1,666 | |||||
Series Award One | ' | ' | ' | ' | ' | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | |||||
Grant Dates | ' | 4-Dec-12 | 27-Feb-12 | 28-Oct-11 | 11-Oct-11 | |||||
Maximum Award (Shares) | ' | 61,350 | [1] | 300 | [1] | 15,300 | [1] | 16,658 | [1] | |
Grant date fair value | ' | 18.75 | 18.08 | 15.3 | 14.16 | |||||
Measurement Period Ending | ' | 31-Jul-15 | 31-Jul-14 | 31-Jul-14 | 31-Jul-14 | |||||
Actual or Expected Percentage of Vesting | ' | 15.00% | 10.00% | 10.00% | 10.00% | |||||
Actual Shares Vested or Shares Projected to Vest | ' | 9,203 | 30 | 1,530 | 1,666 | |||||
Series Award Two | ' | ' | ' | ' | ' | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | |||||
Grant Dates | ' | ' | 27-Feb-12 | 28-Oct-11 | 11-Oct-11 | |||||
Maximum Award (Shares) | ' | ' | 200 | [1] | 10,200 | [1] | 11,105 | [1] | ||
Grant date fair value | ' | ' | 18.08 | 15.3 | 14.16 | |||||
Measurement Period Ending | ' | ' | 31-Jul-14 | 31-Jul-14 | 31-Jul-14 | |||||
Actual or Expected Percentage of Vesting | ' | ' | 0.00% | 0.00% | 0.00% | |||||
[1] | The table does not include awards to John V. Sobchak of 20,492 and 11,492 in Series 1 awards in fiscal years 2013 and 2012, respectively, and 7,661 in Series 2 awards in fiscal year 2011, all of which will be forfeited upon the effective date of his resignation as previously announced in the Company's report on Form 8-K filed on November 1, 2013. |
Summary_of_Performance_Based_S1
Summary of Performance Based Stock Awards Granted (Parenthetical) (Detail) (Vice President and Chief Financial Officer) | 12 Months Ended | |
Jul. 31, 2013 | Jul. 31, 2012 | |
Series Award One | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Maximum Award (Shares) | 20,492 | 11,492 |
Series Award Two | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Maximum Award (Shares) | ' | 7,661 |
Summary_of_Activity_for_TimeBa
Summary of Activity for Time-Based Stock Awards (Detail) (Time Based Shares, USD $) | 2 Months Ended | 3 Months Ended | |||
Oct. 31, 2013 | Oct. 31, 2013 | Aug. 31, 2013 | Sep. 24, 2013 | ||
Time Based Shares | ' | ' | ' | ' | |
Non-vested Shares | ' | ' | ' | ' | |
Non-vested on August 1, 2012 | ' | ' | ' | ' | |
Granted | 4,000 | 39,128 | [1] | 5,128 | ' |
Vested | ' | -9,128 | ' | ' | |
Non-vested on October 31, 2013 | 30,000 | 30,000 | ' | ' | |
Weighted-Average Grant-Date Fair Value | ' | ' | ' | ' | |
Non-vested on August 1, 2012 | ' | ' | ' | $662,000 | |
Granted | ' | $22.01 | [1] | ' | ' |
Vested | ' | $21.82 | ' | ' | |
Non-vested on October 31, 2013 | $22.07 | $22.07 | ' | $662,000 | |
[1] | 5,128 shares and 4,000 shares granted to non-employee directors on August 27, 2013, and October 31, 2013 respectively, for service for the three and two month periods ended August 31, 2013 and October 31, 2013 respectively. The shares vest on the date of grant and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Additionally, the Company granted a time-based award for 30,000 shares to Christopher T. Fraser, when he became the Company's full-time President and CEO on September 24, 2013. These time-based shares vest in equal installments of 5,000 shares each over one, two, three, four and five years from the date of grant. The September 24, 2013 grant date fair value was $662,000 using the Company's closing stock price of $22.07 on the grant date. |
Summary_of_Activity_for_TimeBa1
Summary of Activity for Time-Based Stock Awards (Parenthetical) (Detail) (Time Based Shares, USD $) | 2 Months Ended | 3 Months Ended | 1 Months Ended | ||||
Oct. 31, 2013 | Oct. 31, 2013 | Aug. 31, 2013 | Sep. 24, 2013 | Jul. 31, 2013 | Sep. 24, 2013 | ||
President And Chief Executive Officer | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | |
Granted | 4,000 | 39,128 | [1] | 5,128 | ' | ' | 30,000 |
Grant Date | 31-Oct-13 | 31-Oct-13 | 27-Aug-13 | ' | ' | ' | |
Share based compensation award vesting period | ' | ' | ' | ' | ' | '5 years | |
Share based compensation award grants in period | $22.07 | $22.07 | ' | $662,000 | ' | ' | |
Closing stock price | ' | ' | ' | $22.07 | ' | ' | |
Time-based shares vest in equal installment of shares each over one, two, three, four and five years | ' | 6,000 | ' | ' | ' | ' | |
[1] | 5,128 shares and 4,000 shares granted to non-employee directors on August 27, 2013, and October 31, 2013 respectively, for service for the three and two month periods ended August 31, 2013 and October 31, 2013 respectively. The shares vest on the date of grant and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Additionally, the Company granted a time-based award for 30,000 shares to Christopher T. Fraser, when he became the Company's full-time President and CEO on September 24, 2013. These time-based shares vest in equal installments of 5,000 shares each over one, two, three, four and five years from the date of grant. The September 24, 2013 grant date fair value was $662,000 using the Company's closing stock price of $22.07 on the grant date. |
Intangible_Assets_Detail
Intangible Assets (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Jul. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Number of Years Weighted Average Amortization Period | '13 years 1 month 6 days | '13 years |
Original Cost | $16,421 | $16,514 |
Accumulated Amortization | -1,887 | -1,357 |
Foreign Currency Translation Adjustment | 449 | ' |
Carrying Amount | 14,983 | 15,157 |
Total intangible assets, net | 29,087 | 29,261 |
Creosote product registrations | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Total intangible assets not subject to amortization | 5,339 | 5,339 |
Penta product registrations | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Total intangible assets not subject to amortization | 8,765 | 8,765 |
Total intangible assets not subject to amortization | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Total intangible assets not subject to amortization | 14,104 | 14,104 |
Electronic chemicals-related contracts | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Number of Years Weighted Average Amortization Period | '6 years 7 months 6 days | '6 years 6 months |
Original Cost | 2,204 | 2,297 |
Accumulated Amortization | -370 | -253 |
Carrying Amount | 1,834 | 2,044 |
Electronic chemicals-related contracts | Minimum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Range of useful life | '5 years | '5 years |
Electronic chemicals-related contracts | Maximum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Range of useful life | '8 years | '8 years |
Electronic chemicals-related trademarks and patents | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Number of Years Weighted Average Amortization Period | '12 years | '12 years |
Original Cost | 117 | 117 |
Accumulated Amortization | -59 | -57 |
Carrying Amount | 58 | 60 |
Electronic chemicals-related trademarks and patents | Minimum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Range of useful life | '10 years | '10 years |
Electronic chemicals-related trademarks and patents | Maximum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Range of useful life | '15 years | '15 years |
Electronic chemicals-value of product qualifications | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Number of Years Weighted Average Amortization Period | '14 years 1 month 6 days | '14 years 1 month 6 days |
Original Cost | 14,100 | 14,100 |
Accumulated Amortization | -1,458 | -1,047 |
Foreign Currency Translation Adjustment | 449 | ' |
Carrying Amount | $13,091 | $13,053 |
Electronic chemicals-value of product qualifications | Minimum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Range of useful life | '5 years | '5 years |
Electronic chemicals-value of product qualifications | Maximum | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Range of useful life | '15 years | '15 years |
Intangible_Asset_Additional_In
Intangible Asset - Additional Information (Detail) (USD $) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | |
Amortization expense | $487,000 | $77,000 |
Dividends_Additional_Informati
Dividends - Additional Information (Detail) (USD $) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | |
Dividends [Line Items] | ' | ' |
Dividend paid | $347,000 | $342,000 |
Dividend per share | $0.03 | $0.03 |
Segment_Information_Detail
Segment Information (Detail) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Net sales | $93,560 | $65,336 | ||
Total consolidated depreciation and amortization | 3,464 | 1,757 | ||
Total segment income from operations | 3,055 | 7,104 | ||
Electronic Chemicals | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Net sales | 64,452 | 39,507 | ||
Total consolidated depreciation and amortization | 3,247 | 1,550 | ||
Total segment income from operations | 3,338 | [1] | 5,072 | [1] |
Wood Treating Chemicals | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Net sales | 29,064 | 25,700 | ||
Total consolidated depreciation and amortization | 98 | 107 | ||
Total segment income from operations | 2,505 | [1] | 3,366 | [1] |
Reportable Segments | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Net sales | 93,516 | 65,207 | ||
Total segment income from operations | 5,843 | [1] | 8,438 | [1] |
Other | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Total consolidated depreciation and amortization | $119 | $100 | ||
[1] | Segment income from operations includes allocated corporate overhead expenses. |
Overhead_Expenses_Allocated_to
Overhead Expenses Allocated to Segment Income (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 |
Segment Reporting Information [Line Items] | ' | ' |
Total corporate overhead expense allocation | $3,033 | $2,548 |
Electronic Chemicals | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total corporate overhead expense allocation | 1,973 | 1,403 |
Wood Treating Chemicals | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total corporate overhead expense allocation | $1,060 | $1,145 |
Reconciliation_of_Total_Segmen
Reconciliation of Total Segment to Consolidated Amounts (Detail) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Oct. 31, 2013 | Oct. 31, 2012 | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Net sales | $93,560 | $65,336 | ||
Other corporate expense | -2,788 | [1] | -1,334 | [1] |
Operating income | 3,055 | 7,104 | ||
Interest expense, net | -663 | -411 | ||
Other expense, net | -315 | -50 | ||
Income from continuing operations before income taxes | 2,077 | 6,643 | ||
Reportable Segments | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Net sales | 93,516 | 65,207 | ||
Operating income | 5,843 | [2] | 8,438 | [2] |
All Other Segments | ' | ' | ||
Segment Reporting Information [Line Items] | ' | ' | ||
Net sales | $44 | $129 | ||
[1] | Other corporate expense primarily represents employee stock-based compensation expenses and those public entity expenses such as board compensation, audit expense, fees related to the listing of our stock, and expenses incurred to pursue acquisition opportunities. Other corporate expenses primarily include $577,000 of acquisition related expenses for the first quarter of fiscal year 2013, and $1.3 million of other professional services and $1.2 million of stock based compensation in the first quarter of fiscal year 2014. | |||
[2] | Segment income from operations includes allocated corporate overhead expenses. |
Reconciliation_of_Total_Segmen1
Reconciliation of Total Segment to Consolidated Amounts (Parenthetical) (Detail) (USD $) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | |
Segment Reporting Information [Line Items] | ' | ' |
sharebased compensation | $1,243,000 | $181,000 |
Other corporate expense | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Other expenses | ' | 577,000 |
Professional fees | 1,300,000 | ' |
sharebased compensation | $1,200,000 | ' |
Debt_Detail
Debt (Detail) (USD $) | Oct. 31, 2013 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Total debt | $83,000 | $85,000 |
Current maturities of long-term debt | ' | ' |
Long-term debt, net of current maturities | 83,000 | 85,000 |
Senior Secured Debt | Note Purchase Agreement | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 20,000 | 20,000 |
Senior Secured Debt | Revolving Loan Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | $63,000 | $65,000 |
Debt_Parenthetical_Detail
Debt (Parenthetical) (Detail) (Senior Secured Debt) | 3 Months Ended | |||
Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | |
Note Purchase Agreement | Revolving Loan Facility | Revolving Loan Facility | Revolving Loan Facility | |
LIBOR | LIBOR | |||
Debt Instrument [Line Items] | ' | ' | ' | ' |
Loan maturity date | 31-Dec-14 | 30-Apr-18 | ' | ' |
Note purchase agreement interest rate | 7.43% | ' | ' | ' |
Variable interest rate | ' | ' | 1.50% | 1.50% |
LongTerm_Debt_Additional_Infor
Long-Term Debt - Additional Information (Detail) (USD $) | 3 Months Ended | |
Oct. 31, 2013 | Jul. 31, 2013 | |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $83,000,000 | $85,000,000 |
Ratio of funded debt to EBITDA maximum | 300.00% | ' |
Ratio of funded debt to EBITDA minimum | 1 | ' |
Fixed charge coverage ratio maximum | 1.5 | ' |
Fixed charge coverage ratio minimum | 1 | ' |
Current ratio | 150.00% | ' |
Revolving Loan Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Amount to be borrowed under revolving loan facility | 110,000,000 | ' |
Reduction in revolving loan commitment | 40,000,000 | ' |
Revolving Loan Facility | Issuance of Debt | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line Of Credit Facility additional revolving loan increase | 25,000,000 | ' |
Loan maturity date | 30-Apr-18 | ' |
Senior Secured Debt | Revolving Loan Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan maturity date | 30-Apr-18 | ' |
Debt instrument variable rate | 1.67% | 1.69% |
Letter of credit outstanding | 3,500,000 | ' |
Revolving loan outstanding including letter of credit | 63,000,000 | ' |
Long-term debt | 63,000,000 | 65,000,000 |
Senior Secured Debt | Note Purchase Agreement | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan maturity date | 31-Dec-14 | ' |
Long-term debt | 20,000,000 | 20,000,000 |
Note purchase agreement interest rate | 7.43% | ' |
Each year from September 30, 2014 to September 30, 2017 | Revolving Loan Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Reduction in revolving loan commitment | $10,000,000 | ' |
Ratio_of_Funded_Debt_to_Ebitda
Ratio of Funded Debt to Ebitda (Detail) | Oct. 31, 2013 |
Equal to or greater than 2.5 to 1.0 | ' |
Debt Instrument [Line Items] | ' |
Margin | 2.25% |
Equal to or greater than 2.0 to 1.0, but less than 2.5 to 1.0 | ' |
Debt Instrument [Line Items] | ' |
Margin | 2.00% |
Equal to or greater than 1.5 to 1.0, but less than 2.0 to 1.0 | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.75% |
Less than 1.5 to 1.0 | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.50% |
Ratio_of_Funded_Debt_to_Ebitda1
Ratio of Funded Debt to Ebitda (Parenthetical) (Detail) | 3 Months Ended |
Oct. 31, 2013 | |
Equal to or greater than 2.5 to 1.0 | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 250.00% |
Equal to or greater than 2.0 to 1.0, but less than 2.5 to 1.0 | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 200.00% |
Equal to or greater than 2.0 to 1.0, but less than 2.5 to 1.0 | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 250.00% |
Equal to or greater than 1.5 to 1.0, but less than 2.0 to 1.0 | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 150.00% |
Equal to or greater than 1.5 to 1.0, but less than 2.0 to 1.0 | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 200.00% |
Less than 1.5 to 1.0 | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 150.00% |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) | 3 Months Ended | |
Oct. 31, 2013 | Oct. 31, 2012 | |
Effective tax rate for continuing operations | 34.90% | 36.70% |
Statutory tax rate | 35.00% | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) | 3 Months Ended | 1 Months Ended | ||
Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | |
USD ($) | EUR (€) | Air Products and Chemicals, Inc | Air Products and Chemicals, Inc | |
USD ($) | EUR (€) | |||
Commitments and Contingencies [Line Items] | ' | ' | ' | ' |
Proposed adjustment from taxing authorities resulting additional income tax | $2,300,000 | € 1,700,000 | $1,100,000 | € 778,000 |
Foreign currency exchange rate, translation | 1.364 | 1.364 | ' | ' |
Liability for uncertain tax positions in Italy | 437,000 | ' | ' | ' |
Post-closing, working capital adjustment | $700,000 | ' | ' | ' |