Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Jul. 31, 2014 | Oct. 24, 2014 | Jan. 31, 2014 |
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Jul-14 | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'KMG | ' | ' |
Entity Registrant Name | 'KMG CHEMICALS INC | ' | ' |
Entity Central Index Key | '0001028215 | ' | ' |
Current Fiscal Year End Date | '--07-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 11,659,001 | ' |
Entity Public Float | ' | ' | $135.30 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $19,252 | $13,949 |
Accounts receivable | ' | ' |
Trade, net of allowances of $272 at July 31, 2014 and $224 at July 31, 2013 | 40,176 | 41,935 |
Other | 1,904 | 4,210 |
Inventories, net | 45,268 | 53,387 |
Current deferred tax assets | 1,577 | 1,400 |
Prepaid expenses and other | 3,476 | 3,955 |
Total current assets | 111,653 | 118,836 |
Property, plant and equipment, net | 92,450 | 96,688 |
Deferred tax assets | 442 | 1,069 |
Goodwill | 12,595 | 10,929 |
Intangible assets, net | 28,353 | 29,261 |
Restricted cash | 1,000 | 1,000 |
Other assets, net | 4,365 | 4,232 |
Total assets | 250,858 | 262,015 |
Current liabilities | ' | ' |
Accounts payable | 36,690 | 35,492 |
Accrued liabilities | 16,986 | 8,362 |
Employee incentive accrual | 4,575 | 1,989 |
Total current liabilities | 58,251 | 45,843 |
Long-term debt | 60,000 | 85,000 |
Deferred tax liabilities | 9,881 | 11,462 |
Other long-term liabilities | 2,520 | 2,470 |
Total liabilities | 130,652 | 144,775 |
Commitments and contingencies | ' | ' |
Stockholders' equity | ' | ' |
Preferred stock, $.01 par value, 10,000,000 shares authorized, none issued | ' | ' |
Common stock, $.01 par value, 40,000,000 shares authorized, 11,649,001 shares issued and outstanding at July 31, 2014 and 11,522,321 shares issued and outstanding at July 31, 2013 | 116 | 115 |
Additional paid-in capital | 28,886 | 26,689 |
Accumulated other comprehensive income/(loss) | 645 | -2,504 |
Retained earnings | 90,559 | 92,940 |
Total stockholders' equity | 120,206 | 117,240 |
Total liabilities and stockholders' equity | $250,858 | $262,015 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowances for accounts receivables | $272 | $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 | 11,649,001 | 11,522,321 |
Common stock, shares outstanding | 11,649,001 | 11,522,321 |
CONSOLIDATED_STATEMENTS_OF_INC
CONSOLIDATED STATEMENTS OF INCOME (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Net sales | $353,406 | $263,311 | $272,700 |
Cost of sales | 249,907 | 186,841 | 195,635 |
Gross profit | 103,499 | 76,470 | 77,065 |
Distribution expenses | 50,251 | 30,312 | 26,770 |
Selling, general and administrative expenses | 38,421 | 28,978 | 24,858 |
Restructuring charges | 6,359 | ' | ' |
Realignment charges | 4,517 | ' | ' |
Operating income | 3,951 | 17,180 | 25,437 |
Other income/(expense) | ' | ' | ' |
Interest expense, net | -2,854 | -1,771 | -2,099 |
Other, net | -831 | -208 | -269 |
Total other expense, net | -3,685 | -1,979 | -2,368 |
Income from continuing operations before income taxes | 266 | 15,201 | 23,069 |
Provision for income taxes | -1,254 | -5,715 | -8,754 |
Income/(loss) from continuing operations | -988 | 9,486 | 14,315 |
Discontinued operations | ' | ' | ' |
Income/(loss) from discontinued operations, before income taxes | ' | -203 | -711 |
Income tax expense (benefit) allocated to discontinued operations | ' | 65 | 221 |
Loss from discontinued operations | ' | -138 | -490 |
Net income/(loss) | ($988) | $9,348 | $13,825 |
Basic | ' | ' | ' |
Income/(loss) from continuing operations | ($0.09) | $0.82 | $1.26 |
Loss from discontinued operations | ' | ($0.01) | ($0.04) |
Net income/(loss) | ($0.09) | $0.81 | $1.22 |
Diluted | ' | ' | ' |
Income/(loss) from continuing operations | ($0.09) | $0.82 | $1.24 |
Loss from discontinued operations | ' | ($0.01) | ($0.04) |
Net income/(loss) | ($0.09) | $0.81 | $1.20 |
Weighted average shares outstanding | ' | ' | ' |
Basic | 11,615 | 11,487 | 11,363 |
Diluted | 11,615 | 11,578 | 11,528 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Net income/(loss) | ($988) | $9,348 | $13,825 |
Other comprehensive income/(loss) | ' | ' | ' |
Foreign currency translation gain/(loss) | 3,149 | 1,835 | -3,106 |
Total other comprehensive income/(loss) | 3,149 | 1,835 | -3,106 |
Total comprehensive income | $2,161 | $11,183 | $10,719 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
In Thousands | |||||
Beginning Balance at Jul. 31, 2011 | $96,530 | $113 | $25,256 | ($1,233) | $72,394 |
Beginning Balance (in shares) at Jul. 31, 2011 | ' | 11,319 | ' | ' | ' |
Cash dividends | -1,249 | ' | ' | ' | -1,249 |
Stock options/warrants exercised, value | 55 | ' | 55 | ' | ' |
Stock options/warrants exercised, shares | ' | 37 | ' | ' | ' |
Restricted stock issued, value | ' | 1 | -1 | ' | ' |
Restricted stock issued, shares | ' | 50 | ' | ' | ' |
Stock-based compensation expense | 714 | ' | 714 | ' | ' |
Tax benefit from stock-based awards | 41 | ' | 41 | ' | ' |
Other | -43 | ' | -43 | ' | ' |
Net income/(loss) | 13,825 | ' | ' | ' | 13,825 |
Gain (Loss) on foreign currency translation | -3,106 | ' | ' | -3,106 | ' |
Ending Balance at Jul. 31, 2012 | 106,767 | 114 | 26,022 | -4,339 | 84,970 |
Ending Balance (in shares) at Jul. 31, 2012 | ' | 11,406 | ' | ' | ' |
Cash dividends | -1,378 | ' | ' | ' | -1,378 |
Stock options/warrants exercised, value | 70 | ' | 70 | ' | ' |
Stock options/warrants exercised, shares | ' | 70 | ' | ' | ' |
Restricted stock issued, value | ' | 1 | -1 | ' | ' |
Restricted stock issued, shares | ' | 46 | ' | ' | ' |
Stock-based compensation expense | 446 | ' | 446 | ' | ' |
Tax benefit from stock-based awards | 529 | ' | 529 | ' | ' |
Other | -377 | ' | -377 | ' | ' |
Net income/(loss) | 9,348 | ' | ' | ' | 9,348 |
Gain (Loss) on foreign currency translation | 1,835 | ' | ' | 1,835 | ' |
Ending Balance at Jul. 31, 2013 | 117,240 | 115 | 26,689 | -2,504 | 92,940 |
Ending Balance (in shares) at Jul. 31, 2013 | ' | 11,522 | ' | ' | ' |
Cash dividends | -1,393 | ' | ' | ' | -1,393 |
Stock options/warrants exercised, shares | ' | 47 | ' | ' | ' |
Restricted stock issued, value | ' | 1 | -1 | ' | ' |
Restricted stock issued, shares | ' | 80 | ' | ' | ' |
Stock-based compensation expense | 2,231 | ' | 2,231 | ' | ' |
Tax benefit from stock-based awards | 328 | ' | 328 | ' | ' |
Other | -361 | ' | -361 | ' | ' |
Net income/(loss) | -988 | ' | ' | ' | -988 |
Gain (Loss) on foreign currency translation | 3,149 | ' | ' | 3,149 | ' |
Ending Balance at Jul. 31, 2014 | $120,206 | $116 | $28,886 | $645 | $90,559 |
Ending Balance (in shares) at Jul. 31, 2014 | ' | 11,649 | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_STO1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) (USD $) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |
Cash dividend per share | $0.12 | $0.12 | $0.11 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Cash flows from operating activities | ' | ' | ' |
Net income /(loss) | ($988) | $9,348 | $13,825 |
Adjustments to reconcile net income/(loss) to net cash provided by operating activities | ' | ' | ' |
Depreciation and amortization | 14,117 | 8,295 | 7,018 |
Depreciation related to restructuring and realignment | 4,210 | ' | ' |
Non-cash Impairment charges | 2,741 | ' | ' |
Amortization of loan costs included in interest expense | 60 | 41 | 124 |
Stock-based compensation expense | 2,231 | 446 | 714 |
Bad debt expense | 128 | 208 | ' |
Allowance for excess and obsolete inventory | 634 | -355 | 371 |
(Gain) loss on sale of animal health business | ' | 57 | -90 |
(Gain) loss on disposal of property | -28 | 59 | 99 |
Deferred income tax expense/(benefit) | -2,227 | 1,247 | 929 |
Tax benefit from stock-based awards | -328 | -529 | -41 |
Changes in operating assets and liabilities, net of effects of acquisition | ' | ' | ' |
Accounts receivable - trade | 2,137 | 1,813 | 6,810 |
Accounts receivable - other | 746 | -2,593 | 2,186 |
Inventories | 7,861 | -1,018 | -5,545 |
Other current and non-current assets | 822 | -654 | -223 |
Accounts payable | 398 | 5,301 | -2,801 |
Accrued liabilities and other | 7,844 | -1,394 | 1,873 |
Net cash provided by operating activities | 40,358 | 20,272 | 25,249 |
Cash flows from investing activities | ' | ' | ' |
Additions to property, plant and equipment | -9,497 | -5,505 | -5,193 |
Disposals to property, plant and equipment | 74 | ' | ' |
Acquisition of Ultra Pure Chemicals, net of cash acquired | 149 | -62,608 | ' |
Proceeds from sale of animal health business | ' | ' | 10,203 |
Proceeds from sale of property | ' | ' | 33 |
Change in restricted cash | ' | ' | -1,000 |
Net cash provided by/(used in) investing activities | -9,274 | -68,113 | 4,043 |
Cash flows from financing activities | ' | ' | ' |
Net borrowings/(payments) under revolving loan facility | -25,000 | 61,000 | -13,946 |
Deferred financing costs | ' | -229 | ' |
Principal payments on borrowings on term loan | ' | ' | -11,333 |
Book overdraft | ' | ' | -2,852 |
Proceeds from exercise of stock options and warrants | ' | 70 | 64 |
Tax benefit from stock-based awards | 328 | 529 | 41 |
Payment of dividends | -1,393 | -1,378 | -1,249 |
Net cash provided by/(used in) financing activities | -26,065 | 59,992 | -29,275 |
Effect of exchange rate changes on cash | 284 | 165 | -210 |
Net increase (decrease) in cash and cash equivalents | 5,303 | 12,316 | -193 |
Cash and cash equivalents at the beginning of year | 13,949 | 1,633 | 1,826 |
Cash and cash equivalents at end of year | 19,252 | 13,949 | 1,633 |
Supplemental disclosures of cash flow information | ' | ' | ' |
Cash paid for interest | 2,562 | 1,709 | 1,896 |
Cash paid for income taxes | 865 | 5,854 | 5,009 |
Supplemental disclosure of non-cash investing activities | ' | ' | ' |
Purchase of property, plant and equipment through accounts payable | $1,135 | $649 | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||
Jul. 31, 2014 | |||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||
General — KMG Chemicals, Inc. (the “Company”) is involved principally in the manufacture, formulation and distribution of specialty chemicals in carefully focused markets through its two wholly-owned subsidiaries, KMG Electronic Chemicals, Inc. (“KMG EC”) and KMG-Bernuth, Inc. (“KMG Bernuth”). | |||||
In its electronic chemicals business, the Company sells high purity wet process chemicals to the semiconductor industry, and in the wood treating chemicals business the Company sells two industrial wood treating chemicals, pentachlorophenol (“penta”) and creosote. The Company operates its electronic chemicals business through KMG EC in North America and through KMG Italia, S.r.l. (“KMG Italia”) and KMG Electronic Chemicals Holdings S.a.r.l (“KMG Lux”) (and its subsidiaries) in Europe and Asia. That business has facilities in the United States, the United Kingdom, France, Italy and Singapore. In the wood treating business the Company manufactures penta at its plant in Matamoros, Mexico through KMG de Mexico (“KMEX”), a Mexican corporation which is a wholly-owned subsidiary of KMG Bernuth. The Company sells its wood treating chemicals in the United States, Mexico and Canada. The electronic chemicals and wood treating businesses constitute two reportable segments. See Note 13. | |||||
Principles of Consolidation — The consolidated financial statements include the accounts of KMG Chemicals, Inc. and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||
Use of Estimates — The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. | |||||
Reclassifications — Certain reclassifications of prior year amounts have been made to conform to current year presentation. | |||||
Cash and Cash Equivalents — The Company considers all investments with original maturities of three months or less when purchased to be cash equivalents. | |||||
Restricted Cash — Restricted cash includes cash balances which are legally or contractually restricted to use. The Company’s restricted cash as of July 31, 2014 and 2013 includes proceeds that were placed in escrow in connection with the sale of the animal health business. See Note 12. | |||||
Fair Value of Financial Instruments — The carrying value of financial instruments, including cash and cash equivalents, accounts receivable, and accounts payable approximate fair value because of the relatively short maturity of these instruments. The fair value of the Company’s debt at July 31, 2014 and 2013 approximated its carrying value since the debt obligations bear interest at a rate consistent with market rates. | |||||
Accounts Receivable — The Company’s trade accounts receivables are primarily from wood-treating customers and from electronic chemical customers worldwide. The Company extends credit based on an evaluation of the customer’s financial condition, generally without requiring collateral. Exposure to losses on receivables is dependent on each customer’s financial condition. At July 31, 2014 there was one customer that represented approximately 15% of the Company’s accounts receivable. At July 31, 2013 there were two customers that represented approximately 12% and 14%, respectively, of the Company’s accounts receivable. | |||||
The Company records an allowance for doubtful accounts to reduce accounts receivable when the Company believes an account may not be collected. A provision for bad debt expense is recorded to selling, general and administrative expenses. The amount of bad debt expense recorded each period and the resulting adequacy of the allowance at the end of each period are determined using a customer-by-customer analyses of accounts receivable balances each period and our assessment of future bad debt exposure. Historically, write offs of accounts receivable balances have been insignificant. The allowance was $272,000 and $224,000 at July 31, 2014 and 2013, respectively. | |||||
Inventories — Inventories are valued at the lower of cost or market. For certain products, cost is generally determined using the first-in, first-out (“FIFO”) method. For certain other products the Company utilizes a weighted-average cost. The Company records inventory obsolescence as a reduction in its inventory when considered not salable. | |||||
Property, Plant, and Equipment — Property, plant, and equipment are stated at cost less accumulated depreciation and amortization. Major renewals and betterments are capitalized. Repairs and maintenance costs are expensed as incurred. | |||||
Depreciation for equipment commences once placed in service, and depreciation for buildings and leasehold improvements commences once they are ready for their intended use. Depreciable life is determined through economic analysis. Depreciation for financial statement purposes is provided on the straight-line method. | |||||
The estimated useful lives of classes of assets are as follows: | |||||
Asset Class | Life (Years) | ||||
Building | 15 to 30 | ||||
Plant | 10 to 18 | ||||
Equipment | 3 to 15 | ||||
Leasehold improvements | Remaining life of the lease | ||||
Depreciation expense was approximately $16.5 million (including accelerated depreciation of $4.2 million), $7.7 million and $6.5 million in fiscal years 2014, 2013 and 2012, respectively. See Notes 4 and 15. | |||||
Intangible Assets — Identifiable intangible assets with a defined life are amortized using a straight-line or accelerated method over the useful lives of the assets. Identifiable intangible assets of an indefinite life are not amortized. These assets are required to be tested for impairment at least annually. If this review indicates that impairment has occurred, the carrying value of the intangible assets will be adjusted to fair value. Based on an assessment of qualitative factors, in accordance with GAAP, it was determined that there were no events or circumstances that would lead the Company to a determination that is more likely than not that the fair value of the applicable assets was less than its carrying value as of July 31, 2014 and 2013. The Company therefore concluded that its indefinite lived intangible assets were not impaired as of July 31, 2014 and 2013. It is the Company’s policy to expense costs as incurred in connection with the renewal or extension of its intangible assets. | |||||
Goodwill — The Company has goodwill of $3.8 million and $8.8 million, respectively, associated with its wood treating and electronic chemicals segments. The carrying value of the Company’s goodwill is reviewed at least annually, and if this review indicates that it will not be recoverable the Company’s carrying value of goodwill will be adjusted to fair value. Based on an assessment of qualitative factors it was determined that there were no events or circumstances that would lead the Company to a determination that is more likely than not that the fair value of the applicable reporting unit was less than its carrying value as of July 31, 2014 and 2013. Accordingly, the Company determined that as of July 31, 2014 and 2013, goodwill was not impaired. | |||||
Asset retirement obligation — The Company measures asset retirement obligations based upon the applicable accounting guidance, using certain assumptions including estimates for decommissioning, dismantling and disposal costs. In the event that operational or regulatory issues vary from its estimates, the Company could incur additional significant charges to income and increases in cash expenditures related to those costs. Certain conditional asset retirement obligations related to facilities have not been recorded in the consolidated financial statements due to uncertainties surrounding the ultimate settlement date and estimate of fair value related to a legal obligation to perform an asset retirement activity. When a reasonable estimate of the ultimate settlement can be made, an asset retirement obligation is recorded and such amounts may be material to the consolidated financial statements in the period in which they are recorded. In conjunction with its decision to exit the Bay Point facility, in fiscal year 2014 the Company recognized $3.7 million in asset retirement obligations related to the decommissioning, decontamination, and dismantling costs for which it is obligated under its manufacturing agreement. See Note 15. | |||||
Impairment of Long-Lived Assets — Long-lived assets, including property, plant and equipment, and intangible assets with defined lives, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its disposition. The measurement of an impairment loss for long-lived assets, where management expects to hold and use the asset, are based on the asset’s estimated fair value. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value. The Company recognized an impairment loss in fiscal year 2014 of $2.7 million on certain long-lived assets at the Bay Point, California facility where Chemtrade toll manufactures for the Company. | |||||
Revenue Recognition — The Company’s chemical products are sold in the open market and revenue is recognized when risk of loss and title to the products transfers to customers. In general, risk of loss transfers upon shipment to customers. The Company also recognizes service revenue in connection with technical support services and chemicals delivery and handling at customer facilities. Revenue is recognized as those services are provided. | |||||
Cost of Sales — Cost of sales includes inbound freight charges, purchasing and receiving costs, depreciation, inspection costs and internal transfer costs. In the case of products manufactured by the Company, direct and indirect manufacturing costs and associated plant administrative expenses are included as well as laid-in cost of raw materials consumed in the manufacturing process. | |||||
Distribution Expenses — These expenses include outbound freight, depreciation, storage and handling expenses and other miscellaneous costs (including depreciation and amortization) associated with product storage, handling and distribution. | |||||
Selling, General and Administrative Expenses — These expenses include selling expenses, corporate headquarters’ expenses, amortization of intangible assets and environmental regulatory support expenses. | |||||
Shipping and Handling Costs — Shipping and handling costs are included in cost of sales and distribution expenses. Inbound freight charges and internal transfer costs are included in cost of sales. Product storage and handling costs and the cost of distributing products to the Company’s customers are included in distribution expenses. | |||||
Income Taxes — The Company files a consolidated United States federal income tax return, and for financial reporting purposes, provides income taxes for the differences between the financial statement carrying amounts of assets and liabilities and their tax bases in accordance with GAAP. See Note 5. | |||||
Earnings Per Share — Basic earnings per common share amounts are calculated using the average number of common shares outstanding during each period. Diluted earnings per share assumes the issuance of restricted stock awards and the exercise of stock options having exercise prices less than the average market price during the applicable period, using the treasury stock method. | |||||
Foreign Currency Translation — The functional currency of the Company’s Mexico operations is the U.S. Dollar. As a result, monetary assets and liabilities for KMEX are re-measured to U.S. dollars at current rates at the balance sheet dates, income statement items are re-measured at the average monthly exchange rates for the dates those items were recognized, and certain assets (including plant and production equipment) are re-measured at historical exchange rates. Foreign currency transaction gains and losses are included in the statement of operations as incurred along with gains and losses from currency re-measurement. These gains and losses were nominal in fiscal years 2014, 2013 and 2012. | |||||
The Company’s international operations in the electronic chemicals business are in Europe and Singapore, and use local currencies as the functional currency, including the GB Pound, Euro and Singapore Dollar. The translation adjustment resulting from currency translation of the local currency into the reporting currency (U.S. Dollar) is included as a separate component of stockholders’ equity. The assets and liabilities have been translated from local currencies into U.S. Dollars using exchange rates in effect at the balance sheet dates. Results of operations have been translated using the average exchange rates during the period. Foreign currency translation resulted in a translation adjustment gains of $3.1 million and $1.8 million in fiscal years 2014 and 2013, respectively, and a loss of $3.1 million in fiscal year 2012, each of which are included in accumulated other comprehensive income/(loss) in the consolidated balance sheets. | |||||
Stock-Based Compensation — The Company’s stock-based compensation expense is based on the fair value of the award measured on the date of grant. For stock option awards, the grant date fair value is measured using a Black-Scholes option valuation model. For stock awards, the Company’s stock price on the date of the grant is used to measure the grant date fair value. For awards of stock which are based on a fixed monetary value the grant date fair value is based on the monetary value. Stock-based compensation costs are recognized as an expense over the requisite service period of the award using the straight-line method. | |||||
Recent Accounting Standards | |||||
The Company has considered all recently issued accounting standards updates and SEC rules and interpretive releases. | |||||
In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” This ASU changes the requirements for reporting discontinued operations. Under the ASU, discontinued operations are defined as either a component of an entity or group of components that has been disposed meets the criteria to be classified as held-for sale, or has been abandoned/spun-off, and represents a strategic shift that has (or will have a major effect on an entity’s operations and financial results,) or a business or nonprofit activity that, on acquisition, meets the criteria to be classified as held-for sale. This ASU is effective for interim periods beginning after December 15, 2014, is applied prospectively and early adoption is permitted. This ASU does not have an impact on our year-to-date period ending July 31, 2014. The impact on the Company will be dependent on any transaction that is within the scope of the new guidance. | |||||
In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” which provides guidance for revenue recognition. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The Company is currently assessing the potential impact of ASU No. 2014-09 on its financial statements. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
ACQUISITIONS | ' | ||||||||
2. ACQUISITIONS | |||||||||
On May 31, 2013, the Company completed its acquisition of the ultra pure chemicals (“UPC”) business subsidiaries of OM Group, Inc. (“OM Group”) located in the United States, Europe and Singapore. The subsidiaries sell high purity and ultra pure, wet process chemicals to the semiconductor industry. The Company completed the acquisition by borrowing $65.0 million on the revolving loan under its revolving credit facility on May 31, 2013. See Note 7 for further discussion of the Company’s revolving credit facility. During 2014, the Company entered into a settlement agreement with OM Group to finalize working capital adjustments related to the purchase price. The final purchase price of the UPC acquisition totaled $63.2 million. The Company received a net payment of $149,000 as part of the settlement of working capital adjustments. | |||||||||
The Company accounted for the acquisition under the acquisition method of accounting in accordance with GAAP. The Company expensed transaction and acquisition-related costs of approximately $2.1 million in fiscal year 2013, which is included in selling, general and administrative expenses on the Company’s consolidated statement of income. | |||||||||
The following table summarizes final acquired assets and assumed liabilities and the 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 | 6,206 | ||||||||
Total liabilities assumed | 17,607 | ||||||||
Net assets acquired | $ | 54,583 | |||||||
The following table sets forth pro forma results for the fiscal years ended July 31, 2013 and 2012 had the acquisition occurred as of the beginning of fiscal year 2012. The unaudited pro forma financial information is not necessarily indicative of what our consolidated results of operations would have been had we completed the acquisition as of the dates indicated. | |||||||||
(Unaudited) (in thousands, | |||||||||
except per share data) | |||||||||
2013 | 2012 | ||||||||
Revenues | $ | 340,427 | $ | 366,882 | |||||
Operating income | 15,955 | 26,083 | |||||||
Net income | 9,123 | 13,056 | |||||||
Earnings per share — basic | $ | 0.79 | $ | 1.15 | |||||
The Company recognized $16.0 million of net sales and net income of $979,000, and integration costs of $577,000 related to the acquired business, in its consolidated statements of income for the fiscal year ended July 31, 2013. | |||||||||
The supplemental pro forma information includes incremental interest expense from the Company’s revised credit facility of $1.0 million and $1.6 million for the years ended July 31, 2013 and 2012, respectively, excludes $2.1 million of acquisition-related costs incurred in fiscal year 2013, and includes incremental depreciation and amortization expense of approximately $3.1 million and $3.3 million for the years ended July 31, 2013 and 2012, respectively. |
Inventories
Inventories | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Inventories | ' | ||||||||
3. INVENTORIES | |||||||||
Inventories are summarized as follows at July 31, 2014 and 2013 (in thousands): | |||||||||
2014 | 2013 | ||||||||
Raw materials and supplies | $ | 7,914 | $ | 8,003 | |||||
Work in process | 1,508 | 1,382 | |||||||
Supplies | 1,793 | 1,730 | |||||||
Finished products | 34,343 | 42,452 | |||||||
Less reserve for inventory obsolescence | (290 | ) | (180 | ) | |||||
Inventories, net | $ | 45,268 | $ | 53,387 | |||||
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Property, Plant and Equipment | ' | ||||||||
4. PROPERTY, PLANT AND EQUIPMENT | |||||||||
Property, plant, and equipment and related accumulated depreciation and amortization are summarized as follows at July 31, 2014 and 2013 (in thousands): | |||||||||
2014 | 2013 | ||||||||
Land | $ | 15,763 | $ | 15,620 | |||||
Buildings and improvements | 42,664 | 41,273 | |||||||
Equipment | 77,557 | 66,807 | |||||||
Leasehold improvements | 143 | 143 | |||||||
136,127 | 123,843 | ||||||||
Less accumulated depreciation and amortization | (52,972 | ) | (36,933 | ) | |||||
83,155 | 86,910 | ||||||||
Construction-in-progress | 9,295 | 9,778 | |||||||
Property, plant and equipment, net | $ | 92,450 | $ | 96,688 | |||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
INCOME TAXES | ' | ||||||||||||
5. INCOME TAXES | |||||||||||||
The Company is subject to United States federal, state and foreign taxes on its operations. The geographical sources of income from continuing operations before income taxes for each of the three years ended July 31 are as follows (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
United States | $ | 1,923 | $ | 12,033 | $ | 21,789 | |||||||
Foreign | (1,657 | ) | 3,168 | 1,280 | |||||||||
Income from continuing operations before income taxes | $ | 266 | $ | 15,201 | $ | 23,069 | |||||||
The components of income tax expense/(benefit) from continuing operations for the years ended July 31 consisted of the following (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 2,582 | $ | 2,833 | $ | 5,639 | |||||||
Foreign | 1,071 | 1,437 | 686 | ||||||||||
State | 603 | 197 | 1,071 | ||||||||||
4,256 | 4,467 | 7,396 | |||||||||||
Deferred: | |||||||||||||
Federal | (1,978 | ) | 1,426 | 1,441 | |||||||||
Foreign | (897 | ) | (282 | ) | (104 | ) | |||||||
State | (127 | ) | 104 | 21 | |||||||||
(3,002 | ) | 1,248 | 1,358 | ||||||||||
Total | $ | 1,254 | $ | 5,715 | $ | 8,754 | |||||||
The Company allocated income tax benefit of $65,000, and $221,000 to discontinued operations for the fiscal years ended July 31, 2013 and 2012, respectively. | |||||||||||||
Deferred income taxes are provided on all temporary differences between financial and taxable income. The following table presents the components of the Company’s deferred tax assets and liabilities at July 31, 2014 and 2013 (in thousands): | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Current deferred tax assets: | |||||||||||||
Bad debt expense | $ | 326 | $ | 259 | |||||||||
Inventory | 787 | 920 | |||||||||||
Accrued liabilities | 1,545 | 166 | |||||||||||
Employee benefits | 1,879 | 606 | |||||||||||
Other | 102 | 159 | |||||||||||
Less valuation allowance | (636 | ) | — | ||||||||||
Total current deferred tax assets | $ | 4,003 | $ | 2,110 | |||||||||
Non-current deferred tax assets | |||||||||||||
Net operating loss | $ | 839 | $ | 803 | |||||||||
Deferred compensation | 616 | 793 | |||||||||||
Less valuation allowance | (1,090 | ) | — | ||||||||||
Total non-current deferred tax assets | $ | 365 | $ | 1,596 | |||||||||
Deferred tax liabilities: | |||||||||||||
Current deferred tax liabilities: | |||||||||||||
Other | $ | (128 | ) | $ | (152 | ) | |||||||
Prepaid assets | (398 | ) | (562 | ) | |||||||||
Total current deferred tax liabilities: | $ | (526 | ) | $ | (714 | ) | |||||||
Non-current deferred tax liabilities: | |||||||||||||
Difference in amortization basis of intangibles | $ | (7,129 | ) | $ | (6,020 | ) | |||||||
Difference in depreciable basis of property | (4,575 | ) | (5,965 | ) | |||||||||
Total non-current deferred tax liabilities | (11,704 | ) | (11,985 | ) | |||||||||
Net non-current deferred tax liability | $ | (7,862 | ) | $ | (8,993 | ) | |||||||
As of July 31, 2014, the Company has $2.7 million foreign net operating losses carry forwards which start to expire in 2024. | |||||||||||||
The Company records provisions for uncertain tax provisions in accordance with GAAP, which prescribes the minimum recognition threshold that a tax position is required to meet before being recognized in the financial statements. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. The statute of limitations remain open for fiscal year ended July 31, 2011 and forward for United States federal income taxes and fiscal year ended July 31, 2009 and forward for state tax jurisdictions. On August 28, 2014, the Company was notified by the Internal Revenue Service that the federal income tax return for the July 31, 2013 fiscal year-end had been selected for examination. The audit is ongoing at this time. | |||||||||||||
The Company’s subsidiary in Italy is contesting income tax assessments for the three years period ended July 31, 2011 and a registration tax assessment for the December 2007 purchase of the electronic chemicals business in Italy. Adjustments were proposed by the taxing authorities that would result in approximately $3.5 million (including interest and penalties) of additional liability, if all the adjustments are sustained. However, the Company does not expect all of this amount to result in cash payments in the event of an unfavorable resolution, as the Company would be able to utilize available net operating losses. The Company intends to vigorously defend its tax position, and on October 13, 2014 the Provincial Tax Court in Milan, Italy agreed with the Company’s position. The ruling is subject to appeal by the taxing authority. The ultimate outcome of this examination is subject to uncertainty, and the Company had a liability for its uncertain tax position in Italy as of July 31, 2014 and 2013 of $326,000 and $437,000, respectively, which includes penalties and interest offset by net operations losses. These uncertain tax positions primarily relate to transfer pricing. See Note 8 to the consolidated financial statements. | |||||||||||||
On January 2, 2013 the American Taxpayer Relief Act was adopted. The law included a retroactive two year extension of the research and development credit from January 1, 2012 through December 31, 2013. A retroactive income tax benefit of approximately $200,000 was recorded by the Company during the second quarter of fiscal year 2013. In July 2013, The Finance Bill 2013 included reductions in the United Kingdom corporation tax rate to 21%, effective April 2014. | |||||||||||||
The Company has reviewed its Mexican operations and concluded that they do not have the same level of immediate capital needs as previously expected. Therefore, the Company no longer intends for previously unremitted foreign earnings associated with its Mexico operations to be permanently reinvested outside the United States. | |||||||||||||
The following table accounts for the differences between the actual tax provision, and the amounts obtained by applying the applicable statutory United States federal income tax rate of 35% to income from continuing operations before income taxes for each of the years ended July 31, 2014, 2013, and 2012, respectively (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income taxes at the federal statutory rate | $ | 93 | $ | 5,320 | $ | 8,074 | |||||||
Effect of foreign operations | 329 | (65 | ) | 160 | |||||||||
Change in valuation allowance | 1,725 | — | — | ||||||||||
Adjustments to foreign operations | (916 | ) | — | — | |||||||||
State income taxes, net of federal income tax effect | 269 | 232 | 717 | ||||||||||
Acquisition related cost | — | 714 | — | ||||||||||
Other | (246 | ) | (486 | ) | (197 | ) | |||||||
Total | $ | 1,254 | $ | 5,715 | $ | 8,754 | |||||||
INTANGIBLE_ASSETS
INTANGIBLE ASSETS | 12 Months Ended | ||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||
INTANGIBLE ASSETS | ' | ||||||||||||||||||||
6. INTANGIBLE ASSETS | |||||||||||||||||||||
Intangible assets are summarized as follows (in thousands): | |||||||||||||||||||||
Number of Years | |||||||||||||||||||||
Weighted | July 31, 2014 | ||||||||||||||||||||
Average | Original | Accumulated | Foreign | Carrying | |||||||||||||||||
Amortization | Cost | Amortization | Currency | Amount | |||||||||||||||||
Period | Translation | ||||||||||||||||||||
Intangible assets subject to amortization | |||||||||||||||||||||
(range of useful life): | |||||||||||||||||||||
Electronic chemicals-related contracts (5-8 years) | 6.6 | $ | 2,204 | $ | (559 | ) | $ | 79 | $ | 1,724 | |||||||||||
Electronic chemicals-related trademarks and patents (10-15 years) | 12 | 117 | (67 | ) | — | 50 | |||||||||||||||
Electronic chemicals-value of product qualifications (5-15 years) | 14.1 | 14,100 | (2,426 | ) | 801 | 12,475 | |||||||||||||||
Total intangible assets subject to amortization | 13.1 | $ | 16,421 | $ | (3,052 | ) | $ | 880 | 14,249 | ||||||||||||
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 | $ | 28,353 | |||||||||||||||||||
Number of Years | |||||||||||||||||||||
Weighted | July 31, 2013 | ||||||||||||||||||||
Average | |||||||||||||||||||||
Amortization | Original | Accumulated | Carrying | ||||||||||||||||||
Period | Cost | Amortization | Amount | ||||||||||||||||||
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 | |||||||||||||||||||
Assets acquired in the acquisition of the UPC subsidiaries in May 2013 included $12.8 million of product qualifications and $1.9 million of non-compete agreements, which are being amortized over 15 and seven years, respectively. Intangible assets subject to amortization are amortized over their estimated useful lives which are between five and 15 years. Total amortization expense related to intangible assets was approximately $1.8 million, $573,000 and $548,000 for the fiscal years ended July 31, 2014, 2013 and 2012, respectively. The estimated amortization expense is projected to be approximately $1.6 million, $1.4 million, $1.3 million, $1.3 million and $1.2 million for fiscal years 2015 through 2019, respectively. | |||||||||||||||||||||
The following table presents carrying value of goodwill by segment as of July 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||||||
Wood | Electronic | Total | |||||||||||||||||||
Treating | Chemicals | ||||||||||||||||||||
Balance as of July 31, 2012 | $ | 3,779 | $ | — | $ | 3,779 | |||||||||||||||
Goodwill resulting from the UPC acquisition | — | 7,150 | 7,150 | ||||||||||||||||||
Balance as of July 31, 2013 | 3,779 | 7,150 | 10,929 | ||||||||||||||||||
Working capital adjustment from the UPC acquisition | — | 535 | 535 | ||||||||||||||||||
Finalization of purchase price allocation | — | 880 | 880 | ||||||||||||||||||
Foreign currency translation adjustment | — | 251 | 251 | ||||||||||||||||||
Balance as of July 31, 2014 | $ | 3,779 | $ | 8,816 | $ | 12,595 | |||||||||||||||
LONGTERM_OBLIGATIONS
LONG-TERM OBLIGATIONS | 12 Months Ended | ||||||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||||||
LONG-TERM OBLIGATIONS | ' | ||||||||||||||||||||||||||||
7. LONG-TERM OBLIGATIONS | |||||||||||||||||||||||||||||
Working Capital | |||||||||||||||||||||||||||||
The Company refinanced and amended the loan facility it had in place at July 31, 2014 with a new credit facility as reported on Form 8-K filed on October 10, 2014 (“New Credit Facility”), but at July 31, 2014 the Company had $40.0 million outstanding under the then existing revolving facility of $110.0 million. The maximum borrowing capacity under that revolving loan facility was $46.6 million, after giving effect to a reduction of $3.4 million for unused letters of credit. The actual amount available under the revolving facility at July 31, 2014 was limited, however, to approximately $35.0 million, because of a loan covenant restriction respecting funded debt to pro-forma earnings before interest, taxes and depreciation. | |||||||||||||||||||||||||||||
Long Term Obligations | |||||||||||||||||||||||||||||
The Company’s long-term debt and current maturities as of July 31, 2014 and July 31, 2013 consisted of the following (in thousands): | |||||||||||||||||||||||||||||
July 31, | July 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
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 2.0% and 1.50% at July 31, 2014 and 2013, respectively | 40,000 | 65,000 | |||||||||||||||||||||||||||
Total debt | 60,000 | 85,000 | |||||||||||||||||||||||||||
Current maturities of long-term debt | — | — | |||||||||||||||||||||||||||
Long-term debt, net of current maturities | $ | 60,000 | $ | 85,000 | |||||||||||||||||||||||||
The Company entered into an amended and restated credit agreement and a note purchase agreement in December 2007, which were subsequently amended. Advances under the revolving loan, as amended, bore interest at 2.155% and 1.69% as of July 31, 2014 and 2013, respectively. The amount outstanding on the revolving loan facility was $40.0 million at July 31, 2014. The note purchase agreement was for $20.0 million. Advances under the note purchase agreement bore interest at 7.43% per annum. | |||||||||||||||||||||||||||||
On October 9, 2014, the Company refinanced its existing revolving loan facility and entered into the New Credit Facility. The New Credit Facility is now with Wells Fargo Bank, National Association, Bank of America, N.A., HSBC Bank USA, National Association, and JPMorgan Chase Bank, N.A. The initial advance under the New Credit Facility was used to repay in full the $20.0 million outstanding indebtedness under the Company’s note purchase agreement with The Prudential Insurance Company of America and Pruco Life Insurance Company, and the Company refinanced $38.0 million then outstanding under its existing revolving loan facility. As a result, the note purchase agreement has been classified as a long-term obligation as of July 31, 2014. | |||||||||||||||||||||||||||||
The New Credit Facility provides for a revolving loan up to $150.0 million, including an accordion feature that allows for an additional revolving loan increase of up to an additional $100.0 million with approval from the lenders. The amount available under the New Credit Facility at October 9, 2014 was limited, however, to approximately $44.2 million, because of a loan covenant restriction respecting funded debt to EBITDA. The maturity date for the New Credit Facility is October 9, 2019. | |||||||||||||||||||||||||||||
The revolving loan under the New Credit Facility bears interest at varying rate of LIBOR plus a margin based on funded debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”), as described in the table. | |||||||||||||||||||||||||||||
Ratio of Funded Debt to EBITDA | Margin | ||||||||||||||||||||||||||||
Equal to or greater than 3.0 to 1.0 | 1.875 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.75 to 1.0, but less than 3.0 to 1.0 | 1.625 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.50 to 1.0, but less than 2.75 to 1.0 | 1.5 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.25 to 1.0, but less than 2.50 to 1.0 | 1.375 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.00 to 1.0, but less than 2.25 to 1.0 | 1.25 | % | |||||||||||||||||||||||||||
Equal to or greater than 1.50 to 1.0, but less than 2.00 to 1.0 | 1.125 | % | |||||||||||||||||||||||||||
Less than 1.50 to 1.0 | 1 | % | |||||||||||||||||||||||||||
The Company will also incur an unused commitment fee on the unused amount of commitments under the New Credit Facility from 0.30% to 0.15%, based on the ratio of funded debt to EBITDA. | |||||||||||||||||||||||||||||
Loans under the New Credit Facility are secured by the Company’s assets, including stock in subsidiaries, inventory, accounts receivable, equipment, intangible assets, and real property. The New Credit Facility has restrictive covenants, including requirements that the Company must maintain a fixed charge coverage ratio of 1.5 to 1.0, a ratio of funded debt to EBITDA (as adjusted for non-cash and unusual, non-recurring, and certain acquisition and integration costs) of 3.25 to 1.0 (with a step-up to 3.5 to 1.0 during an acquisition period with lender consent) and a current ratio of at least 1.5 to 1.0. | |||||||||||||||||||||||||||||
After considering the New Credit Facility, principal payments due under long-term debt agreements as of July 31, 2014 for the fiscal years ended July 31 are as follows (in thousands): | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Long-term debt | $ | 60,000 | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 60,000 |
Commitments_And_Contingencies
Commitments And Contingencies | 12 Months Ended | ||||||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||||||
Commitments And Contingencies | ' | ||||||||||||||||||||||||||||
8. COMMITMENTS AND CONTINGENCIES | |||||||||||||||||||||||||||||
Contractual Obligations — The Company has non-cancelable operating leases for its office and warehouse facilities and certain transportation equipment and purchase obligations. Our obligations to make future payments under certain contractual obligations as of July 31, 2014 are summarized in the following table (in thousands): | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Operating leases | $ | 17,512 | $ | 5,333 | $ | 4,396 | $ | 2,442 | $ | 1,388 | $ | 1,027 | $ | 2,926 | |||||||||||||||
Purchase obligations (1) | 129,146 | 56,087 | 43,102 | 27,870 | 2,087 | — | — | ||||||||||||||||||||||
Total | $ | 146,658 | $ | 61,420 | $ | 47,498 | $ | 30,312 | $ | 3,475 | $ | 1,027 | $ | 2,926 | |||||||||||||||
-1 | Consists primarily of raw materials purchase contracts. These are typically not fixed price arrangements. The prices are based on the prevailing market prices. | ||||||||||||||||||||||||||||
Rent expense relating to the operating leases was approximately $3.8 million, $2.7 million and $2.3 million in fiscal years 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||||||
Environmental — The Company’s operations are subject to extensive federal, state and local laws, regulations and ordinances in the United States and abroad relating to the generation, storage, handling, emission, transportation and discharge of certain materials, substances and waste into the environment, and various other health and safety matters. Governmental authorities have the power to enforce compliance with their regulations, and violators may be subject to fines, injunctions or both. The Company must devote substantial financial resources to ensure compliance, and it believes that it is in substantial compliance with all of the applicable laws and regulations. | |||||||||||||||||||||||||||||
Certain licenses, permits and product registrations are required for the Company’s products and operations in the United States, Mexico and other countries in which it does business. The licenses, permits and product registrations are subject to revocation, modification and renewal by governmental authorities. In the United States in particular, producers and distributors of chemicals such as penta and creosote are subject to registration and notification requirements under federal law (including under the Federal Insecticide Fungicide and Rodenticide Act (“FIFRA”), and comparable state law) in order to sell those products in the United States. Compliance with these requirements has had, and in the future will continue to have, a material effect on our business, financial condition and results of operations. | |||||||||||||||||||||||||||||
The Company incurred expenses in connection with FIFRA research and testing programs of approximately $667,000, $522,000 and $802,000, in fiscal year 2014, 2013 and 2012, respectively. These costs are included in selling, general, and administrative expenses. | |||||||||||||||||||||||||||||
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. | |||||||||||||||||||||||||||||
The Company’s subsidiary in Italy is contesting two cases in the Provincial Tax Court in Milan, Italy. In the first case the Company disputes income tax assessments by the taxing authority for the three year period ended July 31, 2011. In the aggregate, the amount of the assessments, including interest and penalties, is €1.8 million. If all the adjustments are sustained, the additional liability for the years 2009 through 2011 would total approximately $2.4 million, including interest and penalties through July 31, 2014 (at an exchange rate of 1.339 $/€). The Company had a liability for an uncertain tax position for items in the amount of $326,000 and $437,000 as of July 31, 2014 and 2013, respectively. In the second case, the Company’s subsidiary is contesting the assessment of additional registration tax. The taxing authority is asserting an increased valuation of assets purchased from Air Products and Chemicals, Inc. in December 2007 on which registration tax is payable. The amount of this assessment, including interest and penalties through July 31, 2014, is €788,000 (or approximately $1.1 million, at an exchange rate of 1.339 $/€). The Provincial Tax Court issued a ruling on October 13, 2014 agreeing with the Company’s position in the income tax assessment case. That ruling is subject to appeal by the taxing authority. The Company intends to vigorously pursue its position before the court in both cases, but the ultimate outcome of this litigation is subject to uncertainty. | |||||||||||||||||||||||||||||
The EPA has listed the Star Lake Canal Superfund Site in Port Neches and Groves, Texas on the National Priorities List. In December 2002, the Company received a letter from the EPA addressed to Idacon, Inc. (f/k/a Sonford Chemical Company) notifying Idacon of potential liability under CERCLA in connection with this site. The letter requested reimbursement from Idacon for costs incurred by the EPA in responding to releases at the sites, equal to approximately $500,000 as of July 31, 2002. Idacon sold substantially all of its assets to one of our subsidiaries in 1988. The Company responded to a request for information from the EPA on the corporate history and relationship between the Company and its subsidiaries and Sonford Chemical Company in April 2003. On December 22, 2005, the EPA and certain potentially responsible parties entered an administrative order on consent which required the implementation of a remedial investigation and feasibility study. We understand that these studies were completed by mid-2012. EPA prepared a Record of Decision, selecting a remedy of excavation and disposal or soil and/or sediment, containment with soil, clay and/or armor caps and monitored natural recovery. In October 2014, the Company’s subsidiary, KMG-Bernuth, received a letter from EPA notifying it of potential liability under CERCLA, and inviting it to enter into negotiations to pay for or perform the selected remedy. No assurance can be given that the EPA will not designate the Company’s subsidiary as a potentially responsible party. | |||||||||||||||||||||||||||||
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. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended |
Jul. 31, 2014 | |
Employee Benefit Plans | ' |
9. EMPLOYEE BENEFIT PLANS | |
The Company has a defined contribution 401(k) plan in which all regular U.S. employees are eligible to participate. The Company makes matching contributions under this plan of up to 4% of a participant’s compensation up to the annual regulated maximum amounts. The first 3% of the employee contribution is matched at 100%. The next 2% of the employee contribution is matched at 50%. Company contributions to the plan totaled approximately $608,000, $457,000 and $420,000 in fiscal years 2014, 2013 and 2012, respectively. | |
The locations in the United Kingdom and Singapore, acquired as part of the UPC acquisition from OM Group, make contributions to retirement plans that function as defined contribution retirement plans. The Company’s contributions to those plans were approximately $1.5 million in fiscal year 2014. | |
As of July 31, 2014, the Company’s other long-term liabilities included approximately $1.1 million related to benefit obligations in connection with one of its foreign subsidiaries included in the acquisition of the UPC business. This payable is an unfunded benefit obligation of the Company. | |
The Company has an employee benefit arrangement for one of its former U.S. employees. As of July 31, 2014 and 2013, the associated liability was approximately $553,000 and $617,000, respectively. The amount payable is a general obligation of the Company. Benefit payments under this arrangement, which were started in April 2013, will be paid for 10 years. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Earnings Per Share | ' | ||||||||||||
10. 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: | |||||||||||||
Year Ended | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands, except per share data) | |||||||||||||
Income/(loss) from continuing operations | $ | (988 | ) | $ | 9,486 | $ | 14,315 | ||||||
Income/(loss) from discontinued operations | — | (138 | ) | (490 | ) | ||||||||
Net income class | $ | (988 | ) | $ | 9,348 | $ | 13,825 | ||||||
Weighted average shares outstanding — basic | 11,615 | 11,487 | 11,363 | ||||||||||
Dilutive effect of options/warrants and stock awards | — | 91 | 165 | ||||||||||
Weighted average shares outstanding — diluted | 11,615 | 11,578 | 11,528 | ||||||||||
Basic earnings per share | |||||||||||||
Basic earnings per share from continuing operations | $ | (0.09 | ) | $ | 0.82 | $ | 1.26 | ||||||
Basic earnings per share on income/(loss) from discontinued operations | — | (0.01 | ) | (0.04 | ) | ||||||||
Basic earnings per share | $ | (0.09 | ) | $ | 0.81 | $ | 1.22 | ||||||
Diluted earnings per share | |||||||||||||
Diluted earnings per share from continuing operations | $ | (0.09 | ) | $ | 0.82 | $ | 1.24 | ||||||
Diluted earnings per share on income/(loss) from discontinued operations | — | (0.01 | ) | (0.04 | ) | ||||||||
Diluted earnings per share | $ | (0.09 | ) | $ | 0.81 | $ | 1.2 | ||||||
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 was an average of 21,033 shares, 6,222 shares and 4,972 shares for the fiscal years ended 2014, 2013 and 2012, respectively, not included in the computation of diluted earnings per share. Potentially dilutive shares are not included in the computation of diluted weighted average shares outstanding for the fiscal year ended July 31, 2014 due to a loss from continuing operations for the year. |
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended | ||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||
STOCK-BASED COMPENSATION | ' | ||||||||||||||||||||||||
11. STOCK-BASED COMPENSATION | |||||||||||||||||||||||||
Stock-Based Incentive Plans | |||||||||||||||||||||||||
The Company adopted a 2009 Long-Term Incentive Plan (“2009 LTI Plan”) in October 2009, and it was approved by the shareholders at the annual meeting in December 2009. The Company adopted a 2004 Long-Term Incentive Plan (“2004 LTI Plan”) in October 2004, and it was approved by the shareholders at the annual meeting in November 2005 (the 2009 LTI Plan and the 2004 LTI Plan are referred to collectively as the “LTI Plans”). The Company adopted the 1996 Stock Option Plan (the “1996 Stock Plan”) in October, 1996, which expired and terminated on July 31, 2007. There are no options outstanding under the 1996 Stock Plan as of July 31, 2014. | |||||||||||||||||||||||||
The LTI Plans permit the granting of incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, dividend equivalent rights, and other awards. They are administered by the Board of Directors or a committee appointed by the Board of Directors. The Board has designated the Compensation and Development Committee as the administrator of the LTI Plans. Subject to the terms of the LTI Plans, the committee has the sole discretion to select the persons eligible to receive awards, the type and amount of incentives to be awarded, and the terms and conditions of awards. The committee also has the authority to interpret the LTI Plans, and establish and amend regulations necessary or appropriate for their administration. Any employee of the Company or a subsidiary of the Company or a director of the Company whose judgment, initiative, and efforts contributed or may be expected to contribute to the successful performance of the Company is eligible to participate. The maximum number of shares of the Company’s common stock that may be delivered pursuant to awards granted is 750,000 shares under the 2009 Long-Term Incentive Plan and 375,000 shares under the 2004 Long-Term Incentive Plan. Under the 2009 Long-Term Plan, no executive officer may receive in any calendar year stock options or stock appreciation rights, or awards that are subject to the attainment of performance goals relating to more than 200,000 shares of common stock. Under the 2004 Long-Term Plan, no executive officer may receive in any calendar year stock options or stock appreciation rights relating to more than 250,000 shares of common stock, or awards that are subject to the attainment of performance goals relating to more than 100,000 shares of common stock. At July 31, 2014 there were approximately 338,273 shares and 36,174 shares available for future grants under the 2009 Long-Term Plan and 2004 Long-Term Plan, respectively. | |||||||||||||||||||||||||
The 1996 Stock Plan terminated by expiration of its original term on July 31, 2007. There are no option outstanding under the plan as of July 31, 2014. The 1996 Stock Plan was administered either by the Company’s Board of Directors or by a committee of two or more non-employee directors. The Board designated the Compensation and Development Committee as the administrator of the plan. Options are exercisable during the period specified in each option agreement and in accordance with a vesting schedule designated by the Board of Directors or the committee. Any option agreement may provide that options become immediately exercisable in the event of a change or threatened change in control of the Company and in the event of certain mergers and reorganizations of the Company. Options may be subject to early termination within a designated period following the option holder’s cessation of service with the Company. | |||||||||||||||||||||||||
Accounting for Stock-Based Compensation | |||||||||||||||||||||||||
The Company recognized stock-based compensation costs of approximately $2,231,000, $446,000 and $714,000, respectively, for the fiscal years ended July 31, 2014, 2013 and 2012, and the related tax benefits of $825,000, $168,000 and $266,000, respectively, for the fiscal years ended July 31, 2014, 2013 and 2012. Stock-based compensation costs are recorded as selling, general and administrative expenses in the consolidated statements of income. The Company accounts for stock-based compensation costs at fair value measured on the date of grant of the award using a Black-Scholes option valuation model for stock option awards. Grant date fair value for stock awards is measured using the Company’s closing stock price on the date of grant of the stock awards where the award is based on a specific number of shares. Stock-based compensation costs are recognized as an expense over the requisite service period, generally the vesting period of the award, using the straight-line method. | |||||||||||||||||||||||||
As of July 31, 2014, there was approximately $1,902,000 of unrecognized compensation costs that are related to outstanding stock awards expected to be recognized over a weighted-average period of 2.1 years. | |||||||||||||||||||||||||
In connection with the election of Christopher T. Fraser as the Company’s President and Chief Executive Officer on September 24, 2013, the Company granted Mr. Fraser (i) 50,000 shares of common stock and (ii) time-based restricted stock awards for 30,000 shares of common stock (vesting over five years). The Company also agreed to grant performance-based restricted stock awards for an aggregate of 70,000 shares of common stock in five equal installments beginning in fiscal year 2013. The Company recorded an expense of approximately $1.1 million in the first quarter of fiscal year 2014 for the grant date fair value of the 50,000 shares of common stock. | |||||||||||||||||||||||||
A summary of activity for stock option and stock-awards is presented below. | |||||||||||||||||||||||||
Stock Options | |||||||||||||||||||||||||
A summary of option activity associated with employee compensation for the fiscal year ended July 31, 2014 is presented below. | |||||||||||||||||||||||||
Shares | Weighted- | ||||||||||||||||||||||||
Average | |||||||||||||||||||||||||
Exercise Price | |||||||||||||||||||||||||
Outstanding on August 1, 2013 | 58,000 | $ | 4.03 | ||||||||||||||||||||||
Granted | — | — | |||||||||||||||||||||||
Exercised | (58,000 | ) | 4.03 | ||||||||||||||||||||||
Forfeited/Expired | — | ||||||||||||||||||||||||
Outstanding on July 31, 2014 | — | $ | — | ||||||||||||||||||||||
No stock options were outstanding at July 31, 2014. | |||||||||||||||||||||||||
No options were granted in fiscal years 2014, 2013 and 2012. | |||||||||||||||||||||||||
The total intrinsic value of options exercised in fiscal years 2014, 2013 and 2012 was approximately $952,000, $1.6 million, and $629,000, respectively. The total fair value of shares vested was $0, $39,000 and $39,000 for the fiscal years ended 2014, 2013, and 2012, respectively. | |||||||||||||||||||||||||
Performance Shares | |||||||||||||||||||||||||
The Company grants performance based shares to certain executives and employees consisting of Series 1 and Series 2 awards. Stock-based compensation for the awards is recognized on a straight-line basis over the requisite service period beginning on the date of grant through the end of the measurement period based on the number of shares expected to vest at the end of the measurement period. The expected percent of vesting is determined using certain performance measures described below and is re-evaluated at the end of each reporting period through the end of the measurement period. | |||||||||||||||||||||||||
At August 1, 2013 there were 154,758 non-vested performance shares outstanding. During fiscal year 2014 there were 192,344 Series 1 shares granted and there were 23,242 shares forfeited. These shares represented the maximum award subject to certain performance measures. There were 3,076 performance shares vested during fiscal year 2014. At July 31, 2014, there were 250,944 non-vested performance shares outstanding reflecting the maximum number of shares issuable under outstanding awards. | |||||||||||||||||||||||||
The fair value of the fiscal year 2014 award was measured on the grant dates on February 25, 2014 using the Company’s closing stock price of $14.88. Stock-based compensation on the award is recognized on a straight-line basis over the requisite service period beginning on the date of grant through the end of the measurement period ending on July 31, 2016, based on the number of shares expected to vest at the end of the measurement period. | |||||||||||||||||||||||||
A summary of the performance based stock awards granted to certain executives as Series 1 awards in fiscal years 2013 and 2014 and Series 1 and Series 2 awards in fiscal years 2012 and 2011 is detailed below. | |||||||||||||||||||||||||
Date of Grant | Series | Maximum | Grant Date | Measurement | Actual or | Shares Projected | |||||||||||||||||||
Award | Award | Fair Value | Period Ending | Expected | to Vest or Vested (2) | ||||||||||||||||||||
(Shares) | Percentage of | ||||||||||||||||||||||||
Vesting (2) | |||||||||||||||||||||||||
Fiscal Year 2014 Award | |||||||||||||||||||||||||
2/25/2014 (1) | Series 1 | 192,344 | $ | 14.88 | 7/31/16 | 53 | % | 102,737 | |||||||||||||||||
Fiscal Year 2013 Award | |||||||||||||||||||||||||
12/4/2012 (1) | Series 1 | 58,600 | $ | 18.75 | 7/31/15 | 0 | % | — | |||||||||||||||||
250,944 | |||||||||||||||||||||||||
Fiscal Year 2012 Award | |||||||||||||||||||||||||
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 | % | 1,380 | |||||||||||||||||
10/28/11 | Series 2 | 10,200 | $ | 15.3 | 7/31/14 | 0 | % | — | |||||||||||||||||
25,500 | 1,380 | ||||||||||||||||||||||||
10/11/2011 (1) | Series 1 | 28,150 | $ | 14.16 | 7/31/14 | 10 | % | 1,666 | |||||||||||||||||
10/11/2011 (1) | Series 2 | 18,766 | $ | 14.16 | 7/31/14 | 0 | % | — | |||||||||||||||||
46,916 | 1,666 | ||||||||||||||||||||||||
Total | 72,916 | 3,076 | |||||||||||||||||||||||
-1 | Series 1 and Series 2 awards to J. Neal Butler were forfeited upon his termination of employment on July 10, 2013 and the table reflects that forfeiture. Shares forfeited included 59,217 shares granted in fiscal year 2013, 30,837 Series 1 and 20,558 Series 2 awards granted in fiscal year 2012, and 24,201 Series 1 and 16,134 Series 2 awards granted in fiscal year 2011. | ||||||||||||||||||||||||
-2 | For performance shares granted before 2013, the above table represents the actual percentage vesting and shares vested as of the end of the measurement period ended July 31, 2014. For the other performance share grants identified in the above table, the information set forth is the expected vesting percentage and the shares projected to vest. | ||||||||||||||||||||||||
Series 1: Vesting for the Series 1 awards is subject to a performance requirement composed of certain revenue growth objectives and average annual return on invested capital or equity objectives measured across a three-year period. For the fiscal year 2013 and 2012 awards, the expected percentage of vesting is based on performance through July 31, 2013 and reflects the percentage of shares projected to vest for the respective awards at the end of their measurement periods. For the Series 1 award for fiscal year 2011, the actual vesting was determined to be 20% at the end of the measurement period. Performance shares that have vested are normally issued within 75 days of the end of the fiscal year. | |||||||||||||||||||||||||
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. For the fiscal year 2012 awards the expected percentage of vesting is based on performance through July 31, 2013 and reflects the percentage of shares projected to vest for the respective awards at the end of their measurement periods. For the Series 2 award for fiscal year 2011, the actual vesting was determined to be zero at the end of the measurement period. Performance shares that have vested are normally issued within 75 days of the end of the fiscal year. | |||||||||||||||||||||||||
The weighted-average grant-date fair value of performance share awards forfeited during the fiscal year 2014 was $17.54. The weighted-average grant-date fair value of performance share awards outstanding at August 1, 2013 and July 31, 2014 was $17.66 and $14.88, respectively. | |||||||||||||||||||||||||
The total fair value of performance shares vested during fiscal years 2014, 2013 and 2012 was approximately $45,000, $118,000, and $297,000, respectively. | |||||||||||||||||||||||||
Time-Based Shares | |||||||||||||||||||||||||
A summary of activity for time-based stock awards for the fiscal year ended July 31, 2014 is presented below: | |||||||||||||||||||||||||
Shares | Weighted-Average | ||||||||||||||||||||||||
Grant-Date | |||||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||||
Non-vested on August 1, 2013 | — | $ | — | ||||||||||||||||||||||
Granted (1) | 79,126 | 18.67 | |||||||||||||||||||||||
Vested (2) | (29,026 | ) | 17.79 | ||||||||||||||||||||||
Forfeited | — | — | |||||||||||||||||||||||
Non-vested on July 31, 2014 | 50,100 | 19.19 | |||||||||||||||||||||||
-1 | Includes number of shares granted to non-employee directors and to certain employees during fiscal year 2014. The director awards were granted for either a two or three month service period. The director awards were granted on August 27, 2013, December 17, 2013, February 25, 2014 and May 20, 2014 and vested once the service period was complete. Generally the employee awards vest on the respective employee’s work anniversary dates. The Company recognizes compensation expense related to the awards over the respective service period in accordance with GAAP. | ||||||||||||||||||||||||
-2 | Includes 27,526 shares granted to non-employee directors indicated above and 1,500 shares granted to employees. | ||||||||||||||||||||||||
The total fair value of shares vested during the fiscal year ended 2014, 2013 and 2012 was approximately $1,822,000, $542,000, and $545,000, respectively. |
Discontinued_Operations
Discontinued Operations | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Discontinued Operations | ' | ||||||||
12. DISCONTINUED OPERATIONS | |||||||||
Discontinued operations reflected a loss before income taxes of $203,000 and $711,000 for fiscal years 2013 and 2012, respectively. | |||||||||
In fiscal year 2008, the Company discontinued operations of its herbicide product line that had comprised the agricultural chemical segment. The Company incurred costs of $121,000 and $599,000 in the fiscal years ended July 31, 2013 and 2012, respectively, for dismantling the herbicide facility and for medical and other expenses associated with an accident that occurred in fiscal year 2012 while the facility was being dismantled. | |||||||||
On March 1, 2012, the Company sold the business that had comprised the animal health segment to Bayer Healthcare LLC. For the fiscal year ended July 31, 2013 and 2012, $82,000 and $112,000 was reported as a loss from discontinued operations before income taxes. In fiscal year 2013 the loss included $57,000 for a post-closing inventory adjustment that was recognized as loss on sale of the business in the first fiscal quarter, and in fiscal year 2012 the loss included the gain on sale of approximately $90,000. | |||||||||
In the sale of the animal health business, $1.0 million of the price is restricted cash held in escrow. The escrowed amount is to be held pending final acceptance by the EPA of certain studies being performed at the request of the EPA on tetrachlorvinphos, the active ingredient used in Rabon products. The escrowed funds are to be released to the Company once the EPA has finally accepted the studies, the buyer has voluntarily canceled the products, or after five years. The escrowed funds are to be released to the buyer if the EPA cancels the products to which the studies pertain before the funds are distributed to the Company. | |||||||||
Animal health net sales and income before income tax reported in discontinued operations were as follows for the fiscal year ended July 31. There were no such amounts for fiscal 2014: | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands) | |||||||||
Revenue | $ | 57 | $ | 5,643 | |||||
Income (loss) before income taxes | (25 | ) | (202 | ) |
SEGMENT_INFORMATION
SEGMENT INFORMATION | 12 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
SEGMENT INFORMATION | ' | ||||||||||||
13. SEGMENT INFORMATION | |||||||||||||
The Company has two reportable segments—electronic chemicals and wood treating chemicals. The electronic chemicals segment includes the ultra pure chemicals business acquired from OM Group on May 31, 2013. | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Sales | |||||||||||||
Electronic chemicals | $ | 253,754 | $ | 165,755 | $ | 159,451 | |||||||
Wood treating | 99,514 | 97,185 | 113,034 | ||||||||||
Total sales for reportable segments | $ | 353,268 | $ | 262,940 | $ | 272,485 | |||||||
Depreciation and amortization (1) | |||||||||||||
Electronic chemicals | $ | 13,240 | $ | 7,416 | $ | 5,933 | |||||||
Wood treating | 400 | 418 | 504 | ||||||||||
Other — general corporate | 477 | 461 | 239 | ||||||||||
Total consolidated depreciation and amortization | $ | 14,117 | $ | 8,295 | $ | 7,018 | |||||||
Segment income from operations (2) | |||||||||||||
Electronic chemicals | $ | 14,089 | $ | 13,992 | $ | 13,392 | |||||||
Wood treating | 8,390 | 10,522 | 15,622 | ||||||||||
Total segment income from operations | $ | 22,479 | $ | 24,514 | $ | 29,014 | |||||||
-1 | Segment depreciation excludes depreciation for restructuring and realignment. | ||||||||||||
-2 | Segment income from operations includes allocated corporate overhead expenses, but excludes restructuring and realignment charges. | ||||||||||||
Corporate overhead expenses allocated to segment income for the fiscal years ended July 31, 2014, 2013 and 2012 were as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Electronic chemicals | $ | 8,751 | $ | 5,218 | $ | 5,354 | |||||||
Wood treating | 4,458 | 4,461 | 4,406 | ||||||||||
Total corporate overhead expense allocation | $ | 13,209 | $ | 9,679 | $ | 9,760 | |||||||
For fiscal years 2014, 2013 and 2012 sales to one customer represented approximately 15%, 20%, and 19%, respectively of the Company’s net sales, and sales to another customer represented approximately 13%, 16% and 12% of the Company’s net sales. No other customers accounted for 10% or more of the Company’s net sales. | |||||||||||||
A reconciliation of total segment to consolidated amounts as of July 31, 2014 and 2013, and for fiscal years 2014, 2013 and 2012 is set forth in the table below. | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Assets: | |||||||||||||
Total assets for reportable segments | $ | 233,580 | $ | 244,015 | |||||||||
Total assets for discontinued operations (1) | — | 467 | |||||||||||
Other current assets | 7,690 | 9,120 | |||||||||||
Other assets | 9,588 | 8,413 | |||||||||||
Total assets | $ | 250,858 | $ | 262,015 | |||||||||
Sales: | |||||||||||||
Total sales for reportable segments | $ | 353,268 | $ | 262,940 | $ | 272,485 | |||||||
Other (2) | 138 | 371 | 215 | ||||||||||
Net sales | $ | 353,406 | $ | 263,311 | $ | 272,700 | |||||||
Segment income from operations: | |||||||||||||
Total segment income from operations(3) | $ | 22,479 | $ | 24,514 | $ | 29,014 | |||||||
Other corporate expense(3) | (7,652 | ) | (7,334 | ) | (3,577 | ) | |||||||
Restructuring and realignment charges | (10,876 | ) | — | — | |||||||||
Operating income | 3,951 | 17,180 | 25,437 | ||||||||||
Interest expense, net | (2,854 | ) | (1,771 | ) | (2,099 | ) | |||||||
Other expense, net | (831 | ) | (208 | ) | (269 | ) | |||||||
Income from continuing operations before income taxes | $ | 266 | $ | 15,201 | $ | 23,069 | |||||||
Geographic Data | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Net sales: | |||||||||||||
United States | $ | 212,903 | $ | 200,184 | $ | 229,140 | |||||||
International | 140,503 | 63,127 | 43,560 | ||||||||||
Net sales | $ | 353,406 | $ | 263,311 | $ | 272,700 | |||||||
Property, plant and equipment, net: | |||||||||||||
United States | $ | 49,776 | $ | 51,720 | |||||||||
International | 42,674 | 44,968 | |||||||||||
Property, plant and equipment, net | $ | 92,450 | $ | 96,688 | |||||||||
-1 | Reflects deferred tax assets as of July 31, 2013. | ||||||||||||
-2 | Primarily reflects income in connection with the sale of the animal health business. See Note 12. | ||||||||||||
-3 | Other corporate expense primarily represents employee stock-based compensation expenses and those expenses associated with the Company’s operation as a public entity such as board compensation, audit expense, fees related to the listing of our stock and expenses incurred to pursue acquisition opportunities. The amounts presented for fiscal year 2012 include corporate overhead previously allocated to the animal health business. These amounts were not reallocated to the remaining segments. |
Restructuring_Events
Restructuring Events | 12 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Restructuring Events | ' | ||||||||||||||||
14. 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. The Company ceased production at the Fremont facility and completed site decommissioning prior to the end of fiscal year 2014. In November 2013, the Company announced that it will close a 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. The Company estimates that restructuring charges, exclusive of accelerated depreciation, will range between $7.0 million and $9.0 million cumulatively over fiscal years 2014 and 2015, and that accelerated depreciation with respect to the closed facilities will be approximately $4.0 million over those two fiscal years. | |||||||||||||||||
At July 31, 2014, the accrued liability associated with restructuring and other related charges consisted of the following: | |||||||||||||||||
Employee Costs | Decommissioning | Other | Total | ||||||||||||||
and | |||||||||||||||||
Environmental | |||||||||||||||||
Charges | $ | 2,631 | $ | 1,260 | $ | 34 | $ | 3,925 | |||||||||
Payments | (698 | ) | (438 | ) | — | (1,136 | ) | ||||||||||
Adjustment | (45 | ) | (12 | ) | (7 | ) | (64 | ) | |||||||||
Accrued liability at July 31, 2014 | $ | 1,888 | $ | 810 | $ | 27 | $ | 2,725 | |||||||||
Total accelerated depreciation for the fiscal year ended July 31, 2014 was $2.4 million. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Jul. 31, 2014 | |
Subsequent Events | ' |
15. SUBSEQUENT EVENTS | |
Realignment | |
The Company has announced a realignment of its hydrofluoric acid business. The Company will not renew the toll manufacturing agreement under which hydrofluoric acid products are produced for the Company by Chemtrade Logistics (“Chemtrade”) at its Bay Point, California facility (the agreement had formerly been with General Chemical). The Company will instead obtain its requirements for those products under supply agreements with other producers. Certain manufacturing equipment at the Bay Point facility had been acquired by the Company in 2007, when the electronic chemicals business of General Chemical was purchased. That equipment has been used for hydrofluoric acid production by Chemtrade. Under the manufacturing agreement, the Company is obligated to pay or reimburse Chemtrade for certain costs associated with the cessation of operations at Bay Point, including certain employee costs and the decommissioning, dismantling and removal of the Company’s manufacturing equipment at the site. The Company estimates that it will incur charges of $2.5 - $4.0 million for decontamination, decommissioning and dismantling, and $2.5 - $2.8 million for accelerated depreciation. Additionally, the Company is obligated to pay certain employee costs that it is unable to estimate at this time. In fiscal year 2014, the Company established an asset retirement obligation of $3.7 million for decontamination, decommissioning and dismantling at Bay Point and recorded depreciation expense of $1.0 million against that obligation, and the Company recognized $0.8 million of accelerated depreciation. In addition, the Company recognized an impairment charge in fiscal year 2014 of $2.7 million with respect to certain manufacturing equipment at Bay Point that is unrelated to hydrofluoric acid production. That equipment is no longer in service and will be disposed of. | |
Credit Agreement | |
The Company announced in its current report on Form 8-K filed on October 10, 2014 that it had entered into the New Credit Facility providing for a revolving loan facility of $150 million. The New Credit Facility replaced the Company’s prior credit agreement. The New Credit Facility was entered into with Wells Fargo Bank, National Association, Bank of America, N.A., HSBC Bank USA, National Association, and JPMorgan Chase Bank, N.A. The initial advance under the New Credit Facility was used to repay in full the $38.0 million then outstanding under its legacy revolving loan facility and the $20.0 million outstanding indebtedness under our note purchase agreement with The Prudential Insurance Company of America and Pruco Life Insurance Company, and accordingly these notes were reclassified as long-term obligations as of July 31, 2014. See Note 7 for further discussion regarding the New Credit Facility. The Company incurred approximately $693,000 in fees and expenses related to the New Credit Facility. Additionally, the Company paid approximately $325,000 for a make-whole penalty for the early repayment of the note purchase agreement. |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Selected Quarterly Financial Data (Unaudited) | ' | ||||||||||||||||
16. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | |||||||||||||||||
Quarterly results for the fiscal years ended July 31, 2014 and 2013 exclude the effect of discontinued operations, except for net income amounts. See note 12 for further detail on discontinued operations. | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
(Amounts in thousands, except per share data) | |||||||||||||||||
Year Ended July 31, 2014 | |||||||||||||||||
Net sales | $ | 93,560 | $ | 84,253 | $ | 84,437 | $ | 91,156 | |||||||||
Gross profit | 25,567 | 25,190 | 24,765 | 27,977 | |||||||||||||
Operating income/(loss) | 3,055 | (1,603 | ) | 2,914 | (415 | ) | |||||||||||
Income/(loss) from continuing operations before income taxes | 2,077 | (2,384 | ) | 1,883 | (1,310 | ) | |||||||||||
Net income /(loss) | 1,352 | (2,744 | ) | 1,226 | (822 | ) | |||||||||||
Earnings/(loss) per share: | |||||||||||||||||
Income/(loss) per share from continuing operations | |||||||||||||||||
- basic | $ | 0.12 | $ | (0.24 | ) | $ | 0.11 | $ | (0.07 | ) | |||||||
- diluted | 0.12 | (0.24 | ) | 0.11 | (0.07 | ) | |||||||||||
Net income/(loss) per share | |||||||||||||||||
- basic | 0.12 | (0.24 | ) | 0.11 | (0.07 | ) | |||||||||||
- diluted | 0.12 | (0.24 | ) | 0.11 | (0.07 | ) | |||||||||||
Year Ended July 31, 2013 | |||||||||||||||||
Net sales | $ | 65,336 | $ | 56,959 | $ | 59,929 | $ | 81,087 | |||||||||
Gross profit | 20,088 | 15,721 | 16,333 | 24,328 | |||||||||||||
Operating income | 7,104 | 3,196 | 4,355 | 2,525 | |||||||||||||
Income from continuing operations before income taxes | 6,643 | 2,725 | 3,918 | 1,915 | |||||||||||||
Net income | 4,142 | 1,618 | 2,865 | 723 | |||||||||||||
Earnings Per share: | |||||||||||||||||
Income per share from continuing operations | |||||||||||||||||
- basic | $ | 0.36 | $ | 0.14 | $ | 0.25 | $ | 0.06 | |||||||||
- diluted | 0.36 | 0.14 | 0.25 | 0.06 | |||||||||||||
Net income per share | |||||||||||||||||
- basic | 0.36 | 0.14 | 0.25 | 0.06 | |||||||||||||
- diluted | 0.36 | 0.14 | 0.25 | 0.06 | |||||||||||||
Earnings per share amounts are computed independently for each quarter presented. Therefore, the sum of the quarterly earnings per share may not equal annual earnings per share. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | ' | ||||||||||||||||
KMG Chemicals, Inc. | |||||||||||||||||
Schedule II — Valuation and Qualifying Accounts | |||||||||||||||||
Fiscal years ended July 31, 2014, 2013 and 2012 | |||||||||||||||||
Description | Balance at | Charged to costs | Additions/ | Balance at | |||||||||||||
beginning | and expenses | Deductions | end | ||||||||||||||
of period | of period | ||||||||||||||||
Year ended July 31, 2014: | |||||||||||||||||
Allowance for doubtful accounts | $ | 224,000 | $ | 108,000 | $ | (60,000 | ) | $ | 272,000 | ||||||||
Inventory obsolescence | 180,000 | 221,000 | (111,000 | ) | 290,000 | ||||||||||||
Valuation allowance on deferred tax assets | — | 1,725,000 | — | 1,725,000 | |||||||||||||
Year ended July 31, 2013: | |||||||||||||||||
Allowance for doubtful accounts | $ | 16,000 | $ | 208,000 | $ | — | $ | 224,000 | |||||||||
Inventory obsolescence | 493,000 | 107,000 | (420,000 | ) | 180,000 | ||||||||||||
Valuation allowance on deferred tax assets | — | — | — | — | |||||||||||||
Year ended July 31, 2012: | |||||||||||||||||
Allowance for doubtful accounts | $ | 414,000 | $ | — | $ | (398,000 | ) | $ | 16,000 | ||||||||
Inventory obsolescence | 333,000 | 272,000 | (112,000 | ) | 493,000 | ||||||||||||
Valuation allowance on deferred tax assets | — | — | — | — |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||
Jul. 31, 2014 | |||||
General | ' | ||||
General — KMG Chemicals, Inc. (the “Company”) is involved principally in the manufacture, formulation and distribution of specialty chemicals in carefully focused markets through its two wholly-owned subsidiaries, KMG Electronic Chemicals, Inc. (“KMG EC”) and KMG-Bernuth, Inc. (“KMG Bernuth”). | |||||
In its electronic chemicals business, the Company sells high purity wet process chemicals to the semiconductor industry, and in the wood treating chemicals business the Company sells two industrial wood treating chemicals, pentachlorophenol (“penta”) and creosote. The Company operates its electronic chemicals business through KMG EC in North America and through KMG Italia, S.r.l. (“KMG Italia”) and KMG Electronic Chemicals Holdings S.a.r.l (“KMG Lux”) (and its subsidiaries) in Europe and Asia. That business has facilities in the United States, the United Kingdom, France, Italy and Singapore. In the wood treating business the Company manufactures penta at its plant in Matamoros, Mexico through KMG de Mexico (“KMEX”), a Mexican corporation which is a wholly-owned subsidiary of KMG Bernuth. The Company sells its wood treating chemicals in the United States, Mexico and Canada. The electronic chemicals and wood treating businesses constitute two reportable segments. See Note 13. | |||||
Principles of Consolidation | ' | ||||
Principles of Consolidation — The consolidated financial statements include the accounts of KMG Chemicals, Inc. and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. | |||||
Use of Estimates | ' | ||||
Use of Estimates — The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. | |||||
Reclassifications | ' | ||||
Reclassifications — Certain reclassifications of prior year amounts have been made to conform to current year presentation. | |||||
Cash and Cash Equivalents | ' | ||||
Cash and Cash Equivalents — The Company considers all investments with original maturities of three months or less when purchased to be cash equivalents. | |||||
Restricted Cash | ' | ||||
Restricted Cash — Restricted cash includes cash balances which are legally or contractually restricted to use. The Company’s restricted cash as of July 31, 2014 and 2013 includes proceeds that were placed in escrow in connection with the sale of the animal health business. See Note 12. | |||||
Fair Value of Financial Instruments | ' | ||||
Fair Value of Financial Instruments — The carrying value of financial instruments, including cash and cash equivalents, accounts receivable, and accounts payable approximate fair value because of the relatively short maturity of these instruments. The fair value of the Company’s debt at July 31, 2014 and 2013 approximated its carrying value since the debt obligations bear interest at a rate consistent with market rates. | |||||
Accounts Receivable | ' | ||||
Accounts Receivable — The Company’s trade accounts receivables are primarily from wood-treating customers and from electronic chemical customers worldwide. The Company extends credit based on an evaluation of the customer’s financial condition, generally without requiring collateral. Exposure to losses on receivables is dependent on each customer’s financial condition. At July 31, 2014 there was one customer that represented approximately 15% of the Company’s accounts receivable. At July 31, 2013 there were two customers that represented approximately 12% and 14%, respectively, of the Company’s accounts receivable. | |||||
The Company records an allowance for doubtful accounts to reduce accounts receivable when the Company believes an account may not be collected. A provision for bad debt expense is recorded to selling, general and administrative expenses. The amount of bad debt expense recorded each period and the resulting adequacy of the allowance at the end of each period are determined using a customer-by-customer analyses of accounts receivable balances each period and our assessment of future bad debt exposure. Historically, write offs of accounts receivable balances have been insignificant. The allowance was $272,000 and $224,000 at July 31, 2014 and 2013, respectively. | |||||
Inventories | ' | ||||
Inventories — Inventories are valued at the lower of cost or market. For certain products, cost is generally determined using the first-in, first-out (“FIFO”) method. For certain other products the Company utilizes a weighted-average cost. The Company records inventory obsolescence as a reduction in its inventory when considered not salable. | |||||
Property, Plant, and Equipment | ' | ||||
Property, Plant, and Equipment — Property, plant, and equipment are stated at cost less accumulated depreciation and amortization. Major renewals and betterments are capitalized. Repairs and maintenance costs are expensed as incurred. | |||||
Depreciation for equipment commences once placed in service, and depreciation for buildings and leasehold improvements commences once they are ready for their intended use. Depreciable life is determined through economic analysis. Depreciation for financial statement purposes is provided on the straight-line method. | |||||
The estimated useful lives of classes of assets are as follows: | |||||
Asset Class | Life (Years) | ||||
Building | 15 to 30 | ||||
Plant | 10 to 18 | ||||
Equipment | 3 to 15 | ||||
Leasehold improvements | Remaining life of the lease | ||||
Depreciation expense was approximately $16.5 million (including accelerated depreciation of $4.2 million), $7.7 million and $6.5 million in fiscal years 2014, 2013 and 2012, respectively. See Notes 4 and 15. | |||||
Intangible Assets | ' | ||||
Intangible Assets — Identifiable intangible assets with a defined life are amortized using a straight-line or accelerated method over the useful lives of the assets. Identifiable intangible assets of an indefinite life are not amortized. These assets are required to be tested for impairment at least annually. If this review indicates that impairment has occurred, the carrying value of the intangible assets will be adjusted to fair value. Based on an assessment of qualitative factors, in accordance with GAAP, it was determined that there were no events or circumstances that would lead the Company to a determination that is more likely than not that the fair value of the applicable assets was less than its carrying value as of July 31, 2014 and 2013. The Company therefore concluded that its indefinite lived intangible assets were not impaired as of July 31, 2014 and 2013. It is the Company’s policy to expense costs as incurred in connection with the renewal or extension of its intangible assets. | |||||
Goodwill | ' | ||||
Goodwill — The Company has goodwill of $3.8 million and $8.8 million, respectively, associated with its wood treating and electronic chemicals segments. The carrying value of the Company’s goodwill is reviewed at least annually, and if this review indicates that it will not be recoverable the Company’s carrying value of goodwill will be adjusted to fair value. Based on an assessment of qualitative factors it was determined that there were no events or circumstances that would lead the Company to a determination that is more likely than not that the fair value of the applicable reporting unit was less than its carrying value as of July 31, 2014 and 2013. Accordingly, the Company determined that as of July 31, 2014 and 2013, goodwill was not impaired. | |||||
Asset retirement obligation | ' | ||||
Asset retirement obligation — The Company measures asset retirement obligations based upon the applicable accounting guidance, using certain assumptions including estimates for decommissioning, dismantling and disposal costs. In the event that operational or regulatory issues vary from its estimates, the Company could incur additional significant charges to income and increases in cash expenditures related to those costs. Certain conditional asset retirement obligations related to facilities have not been recorded in the consolidated financial statements due to uncertainties surrounding the ultimate settlement date and estimate of fair value related to a legal obligation to perform an asset retirement activity. When a reasonable estimate of the ultimate settlement can be made, an asset retirement obligation is recorded and such amounts may be material to the consolidated financial statements in the period in which they are recorded. In conjunction with its decision to exit the Bay Point facility, in fiscal year 2014 the Company recognized $3.7 million in asset retirement obligations related to the decommissioning, decontamination, and dismantling costs for which it is obligated under its manufacturing agreement. See Note 15. | |||||
Impairment of Long-Lived Assets | ' | ||||
Impairment of Long-Lived Assets — Long-lived assets, including property, plant and equipment, and intangible assets with defined lives, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its disposition. The measurement of an impairment loss for long-lived assets, where management expects to hold and use the asset, are based on the asset’s estimated fair value. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value. The Company recognized an impairment loss in fiscal year 2014 of $2.7 million on certain long-lived assets at the Bay Point, California facility where Chemtrade toll manufactures for the Company. | |||||
Revenue Recognition | ' | ||||
Revenue Recognition — The Company’s chemical products are sold in the open market and revenue is recognized when risk of loss and title to the products transfers to customers. In general, risk of loss transfers upon shipment to customers. The Company also recognizes service revenue in connection with technical support services and chemicals delivery and handling at customer facilities. Revenue is recognized as those services are provided. | |||||
Cost of Sales | ' | ||||
Cost of Sales — Cost of sales includes inbound freight charges, purchasing and receiving costs, depreciation, inspection costs and internal transfer costs. In the case of products manufactured by the Company, direct and indirect manufacturing costs and associated plant administrative expenses are included as well as laid-in cost of raw materials consumed in the manufacturing process. | |||||
Distribution Expenses | ' | ||||
Distribution Expenses — These expenses include outbound freight, depreciation, storage and handling expenses and other miscellaneous costs (including depreciation and amortization) associated with product storage, handling and distribution. | |||||
Selling, General and Administrative Expenses | ' | ||||
Selling, General and Administrative Expenses — These expenses include selling expenses, corporate headquarters’ expenses, amortization of intangible assets and environmental regulatory support expenses. | |||||
Shipping and Handling Costs | ' | ||||
Shipping and Handling Costs — Shipping and handling costs are included in cost of sales and distribution expenses. Inbound freight charges and internal transfer costs are included in cost of sales. Product storage and handling costs and the cost of distributing products to the Company’s customers are included in distribution expenses. | |||||
Income Taxes | ' | ||||
Income Taxes — The Company files a consolidated United States federal income tax return, and for financial reporting purposes, provides income taxes for the differences between the financial statement carrying amounts of assets and liabilities and their tax bases in accordance with GAAP. See Note 5. | |||||
Earnings Per Share | ' | ||||
Earnings Per Share — Basic earnings per common share amounts are calculated using the average number of common shares outstanding during each period. Diluted earnings per share assumes the issuance of restricted stock awards and the exercise of stock options having exercise prices less than the average market price during the applicable period, using the treasury stock method. | |||||
Foreign Currency Translation | ' | ||||
Foreign Currency Translation — The functional currency of the Company’s Mexico operations is the U.S. Dollar. As a result, monetary assets and liabilities for KMEX are re-measured to U.S. dollars at current rates at the balance sheet dates, income statement items are re-measured at the average monthly exchange rates for the dates those items were recognized, and certain assets (including plant and production equipment) are re-measured at historical exchange rates. Foreign currency transaction gains and losses are included in the statement of operations as incurred along with gains and losses from currency re-measurement. These gains and losses were nominal in fiscal years 2014, 2013 and 2012. | |||||
The Company’s international operations in the electronic chemicals business are in Europe and Singapore, and use local currencies as the functional currency, including the GB Pound, Euro and Singapore Dollar. The translation adjustment resulting from currency translation of the local currency into the reporting currency (U.S. Dollar) is included as a separate component of stockholders’ equity. The assets and liabilities have been translated from local currencies into U.S. Dollars using exchange rates in effect at the balance sheet dates. Results of operations have been translated using the average exchange rates during the period. Foreign currency translation resulted in a translation adjustment gains of $3.1 million and $1.8 million in fiscal years 2014 and 2013, respectively, and a loss of $3.1 million in fiscal year 2012, each of which are included in accumulated other comprehensive income/(loss) in the consolidated balance sheets. | |||||
Stock-Based Compensation | ' | ||||
Stock-Based Compensation — The Company’s stock-based compensation expense is based on the fair value of the award measured on the date of grant. For stock option awards, the grant date fair value is measured using a Black-Scholes option valuation model. For stock awards, the Company’s stock price on the date of the grant is used to measure the grant date fair value. For awards of stock which are based on a fixed monetary value the grant date fair value is based on the monetary value. Stock-based compensation costs are recognized as an expense over the requisite service period of the award using the straight-line method. | |||||
Recent Accounting Standards | ' | ||||
Recent Accounting Standards | |||||
The Company has considered all recently issued accounting standards updates and SEC rules and interpretive releases. | |||||
In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) No. 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” This ASU changes the requirements for reporting discontinued operations. Under the ASU, discontinued operations are defined as either a component of an entity or group of components that has been disposed meets the criteria to be classified as held-for sale, or has been abandoned/spun-off, and represents a strategic shift that has (or will have a major effect on an entity’s operations and financial results,) or a business or nonprofit activity that, on acquisition, meets the criteria to be classified as held-for sale. This ASU is effective for interim periods beginning after December 15, 2014, is applied prospectively and early adoption is permitted. This ASU does not have an impact on our year-to-date period ending July 31, 2014. The impact on the Company will be dependent on any transaction that is within the scope of the new guidance. | |||||
In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” which provides guidance for revenue recognition. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new guidance is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early application is not permitted. The Company is currently assessing the potential impact of ASU No. 2014-09 on its financial statements. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||
Jul. 31, 2014 | |||||
Estimated Useful Lives of Classes of Assets | ' | ||||
The estimated useful lives of classes of assets are as follows: | |||||
Asset Class | Life (Years) | ||||
Building | 15 to 30 | ||||
Plant | 10 to 18 | ||||
Equipment | 3 to 15 | ||||
Leasehold improvements | Remaining life of the lease |
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Summary of Acquired Assets and Assumed Liabilities and Preliminary Acquisition Accounting for Fair Value of Assets Recognized | ' | ||||||||
The following table summarizes final acquired assets and assumed liabilities and the 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 | 6,206 | ||||||||
Total liabilities assumed | 17,607 | ||||||||
Net assets acquired | $ | 54,583 | |||||||
Unaudited Pro Forma Financial Information | ' | ||||||||
The following table sets forth pro forma results for the fiscal years ended July 31, 2013 and 2012 had the acquisition occurred as of the beginning of fiscal year 2012. The unaudited pro forma financial information is not necessarily indicative of what our consolidated results of operations would have been had we completed the acquisition as of the dates indicated. | |||||||||
(Unaudited) (in thousands, | |||||||||
except per share data) | |||||||||
2013 | 2012 | ||||||||
Revenues | $ | 340,427 | $ | 366,882 | |||||
Operating income | 15,955 | 26,083 | |||||||
Net income | 9,123 | 13,056 | |||||||
Earnings per share — basic | $ | 0.79 | $ | 1.15 |
Inventories_Tables
Inventories (Tables) | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Inventories | ' | ||||||||
Inventories are summarized as follows at July 31, 2014 and 2013 (in thousands): | |||||||||
2014 | 2013 | ||||||||
Raw materials and supplies | $ | 7,914 | $ | 8,003 | |||||
Work in process | 1,508 | 1,382 | |||||||
Supplies | 1,793 | 1,730 | |||||||
Finished products | 34,343 | 42,452 | |||||||
Less reserve for inventory obsolescence | (290 | ) | (180 | ) | |||||
Inventories, net | $ | 45,268 | $ | 53,387 | |||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Property, Plant, and Equipment and Related Accumulated Depreciation and Amortization | ' | ||||||||
Property, plant, and equipment and related accumulated depreciation and amortization are summarized as follows at July 31, 2014 and 2013 (in thousands): | |||||||||
2014 | 2013 | ||||||||
Land | $ | 15,763 | $ | 15,620 | |||||
Buildings and improvements | 42,664 | 41,273 | |||||||
Equipment | 77,557 | 66,807 | |||||||
Leasehold improvements | 143 | 143 | |||||||
136,127 | 123,843 | ||||||||
Less accumulated depreciation and amortization | (52,972 | ) | (36,933 | ) | |||||
83,155 | 86,910 | ||||||||
Construction-in-progress | 9,295 | 9,778 | |||||||
Property, plant and equipment, net | $ | 92,450 | $ | 96,688 | |||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Geographical Sources of Income from Continuing Operations Before Income Taxes | ' | ||||||||||||
The Company is subject to United States federal, state and foreign taxes on its operations. The geographical sources of income from continuing operations before income taxes for each of the three years ended July 31 are as follows (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
United States | $ | 1,923 | $ | 12,033 | $ | 21,789 | |||||||
Foreign | (1,657 | ) | 3,168 | 1,280 | |||||||||
Income from continuing operations before income taxes | $ | 266 | $ | 15,201 | $ | 23,069 | |||||||
Components of Income Tax Expense (Benefit) from Continuing Operations | ' | ||||||||||||
The components of income tax expense/(benefit) from continuing operations for the years ended July 31 consisted of the following (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 2,582 | $ | 2,833 | $ | 5,639 | |||||||
Foreign | 1,071 | 1,437 | 686 | ||||||||||
State | 603 | 197 | 1,071 | ||||||||||
4,256 | 4,467 | 7,396 | |||||||||||
Deferred: | |||||||||||||
Federal | (1,978 | ) | 1,426 | 1,441 | |||||||||
Foreign | (897 | ) | (282 | ) | (104 | ) | |||||||
State | (127 | ) | 104 | 21 | |||||||||
(3,002 | ) | 1,248 | 1,358 | ||||||||||
Total | $ | 1,254 | $ | 5,715 | $ | 8,754 | |||||||
Deferred Tax Assets and Liabilities | ' | ||||||||||||
Deferred income taxes are provided on all temporary differences between financial and taxable income. The following table presents the components of the Company’s deferred tax assets and liabilities at July 31, 2014 and 2013 (in thousands): | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Current deferred tax assets: | |||||||||||||
Bad debt expense | $ | 326 | $ | 259 | |||||||||
Inventory | 787 | 920 | |||||||||||
Accrued liabilities | 1,545 | 166 | |||||||||||
Employee benefits | 1,879 | 606 | |||||||||||
Other | 102 | 159 | |||||||||||
Less valuation allowance | (636 | ) | — | ||||||||||
Total current deferred tax assets | $ | 4,003 | $ | 2,110 | |||||||||
Non-current deferred tax assets | |||||||||||||
Net operating loss | $ | 839 | $ | 803 | |||||||||
Deferred compensation | 616 | 793 | |||||||||||
Less valuation allowance | (1,090 | ) | — | ||||||||||
Total non-current deferred tax assets | $ | 365 | $ | 1,596 | |||||||||
Deferred tax liabilities: | |||||||||||||
Current deferred tax liabilities: | |||||||||||||
Other | $ | (128 | ) | $ | (152 | ) | |||||||
Prepaid assets | (398 | ) | (562 | ) | |||||||||
Total current deferred tax liabilities: | $ | (526 | ) | $ | (714 | ) | |||||||
Non-current deferred tax liabilities: | |||||||||||||
Difference in amortization basis of intangibles | $ | (7,129 | ) | $ | (6,020 | ) | |||||||
Difference in depreciable basis of property | (4,575 | ) | (5,965 | ) | |||||||||
Total non-current deferred tax liabilities | (11,704 | ) | (11,985 | ) | |||||||||
Net non-current deferred tax liability | $ | (7,862 | ) | $ | (8,993 | ) | |||||||
Difference Between Actual Tax Provision | ' | ||||||||||||
The following table accounts for the differences between the actual tax provision, and the amounts obtained by applying the applicable statutory United States federal income tax rate of 35% to income from continuing operations before income taxes for each of the years ended July 31, 2014, 2013, and 2012, respectively (in thousands): | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Income taxes at the federal statutory rate | $ | 93 | $ | 5,320 | $ | 8,074 | |||||||
Effect of foreign operations | 329 | (65 | ) | 160 | |||||||||
Change in valuation allowance | 1,725 | — | — | ||||||||||
Adjustments to foreign operations | (916 | ) | — | — | |||||||||
State income taxes, net of federal income tax effect | 269 | 232 | 717 | ||||||||||
Acquisition related cost | — | 714 | — | ||||||||||
Other | (246 | ) | (486 | ) | (197 | ) | |||||||
Total | $ | 1,254 | $ | 5,715 | $ | 8,754 | |||||||
INTANGIBLE_ASSETS_Tables
INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||
Intangible Assets | ' | ||||||||||||||||||||
Intangible assets are summarized as follows (in thousands): | |||||||||||||||||||||
Number of Years | |||||||||||||||||||||
Weighted | July 31, 2014 | ||||||||||||||||||||
Average | Original | Accumulated | Foreign | Carrying | |||||||||||||||||
Amortization | Cost | Amortization | Currency | Amount | |||||||||||||||||
Period | Translation | ||||||||||||||||||||
Intangible assets subject to amortization | |||||||||||||||||||||
(range of useful life): | |||||||||||||||||||||
Electronic chemicals-related contracts (5-8 years) | 6.6 | $ | 2,204 | $ | (559 | ) | $ | 79 | $ | 1,724 | |||||||||||
Electronic chemicals-related trademarks and patents (10-15 years) | 12 | 117 | (67 | ) | — | 50 | |||||||||||||||
Electronic chemicals-value of product qualifications (5-15 years) | 14.1 | 14,100 | (2,426 | ) | 801 | 12,475 | |||||||||||||||
Total intangible assets subject to amortization | 13.1 | $ | 16,421 | $ | (3,052 | ) | $ | 880 | 14,249 | ||||||||||||
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 | $ | 28,353 | |||||||||||||||||||
Number of Years | |||||||||||||||||||||
Weighted | July 31, 2013 | ||||||||||||||||||||
Average | |||||||||||||||||||||
Amortization | Original | Accumulated | Carrying | ||||||||||||||||||
Period | Cost | Amortization | Amount | ||||||||||||||||||
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 | |||||||||||||||||||
Schedule of Goodwill | ' | ||||||||||||||||||||
The following table presents carrying value of goodwill by segment as of July 31, 2014, 2013 and 2012 (in thousands): | |||||||||||||||||||||
Wood | Electronic | Total | |||||||||||||||||||
Treating | Chemicals | ||||||||||||||||||||
Balance as of July 31, 2012 | $ | 3,779 | $ | — | $ | 3,779 | |||||||||||||||
Goodwill resulting from the UPC acquisition | — | 7,150 | 7,150 | ||||||||||||||||||
Balance as of July 31, 2013 | 3,779 | 7,150 | 10,929 | ||||||||||||||||||
Working capital adjustment from the UPC acquisition | — | 535 | 535 | ||||||||||||||||||
Finalization of purchase price allocation | — | 880 | 880 | ||||||||||||||||||
Foreign currency translation adjustment | — | 251 | 251 | ||||||||||||||||||
Balance as of July 31, 2014 | $ | 3,779 | $ | 8,816 | $ | 12,595 | |||||||||||||||
LONGTERM_OBLIGATIONS_Tables
LONG-TERM OBLIGATIONS (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||||||
Long-Term Debt and Current Maturities | ' | ||||||||||||||||||||||||||||
The Company’s long-term debt and current maturities as of July 31, 2014 and July 31, 2013 consisted of the following (in thousands): | |||||||||||||||||||||||||||||
July 31, | July 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
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 2.0% and 1.50% at July 31, 2014 and 2013, respectively | 40,000 | 65,000 | |||||||||||||||||||||||||||
Total debt | 60,000 | 85,000 | |||||||||||||||||||||||||||
Current maturities of long-term debt | — | — | |||||||||||||||||||||||||||
Long-term debt, net of current maturities | $ | 60,000 | $ | 85,000 | |||||||||||||||||||||||||
Ratio of Funded Debt to EBITDA | ' | ||||||||||||||||||||||||||||
The revolving loan under the New Credit Facility bears interest at varying rate of LIBOR plus a margin based on funded debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”), as described in the table. | |||||||||||||||||||||||||||||
Ratio of Funded Debt to EBITDA | Margin | ||||||||||||||||||||||||||||
Equal to or greater than 3.0 to 1.0 | 1.875 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.75 to 1.0, but less than 3.0 to 1.0 | 1.625 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.50 to 1.0, but less than 2.75 to 1.0 | 1.5 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.25 to 1.0, but less than 2.50 to 1.0 | 1.375 | % | |||||||||||||||||||||||||||
Equal to or greater than 2.00 to 1.0, but less than 2.25 to 1.0 | 1.25 | % | |||||||||||||||||||||||||||
Equal to or greater than 1.50 to 1.0, but less than 2.00 to 1.0 | 1.125 | % | |||||||||||||||||||||||||||
Less than 1.50 to 1.0 | 1 | % | |||||||||||||||||||||||||||
Principal Payments Due Under Long-term Debt Agreements | ' | ||||||||||||||||||||||||||||
After considering the New Credit Facility, principal payments due under long-term debt agreements as of July 31, 2014 for the fiscal years ended July 31 are as follows (in thousands): | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Long-term debt | $ | 60,000 | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 60,000 |
Commitments_And_Contingencies_
Commitments And Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||||||
Future Payments Under Certain Contractual Obligations | ' | ||||||||||||||||||||||||||||
Our obligations to make future payments under certain contractual obligations as of July 31, 2014 are summarized in the following table (in thousands): | |||||||||||||||||||||||||||||
Total | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | |||||||||||||||||||||||
Operating leases | $ | 17,512 | $ | 5,333 | $ | 4,396 | $ | 2,442 | $ | 1,388 | $ | 1,027 | $ | 2,926 | |||||||||||||||
Purchase obligations (1) | 129,146 | 56,087 | 43,102 | 27,870 | 2,087 | — | — | ||||||||||||||||||||||
Total | $ | 146,658 | $ | 61,420 | $ | 47,498 | $ | 30,312 | $ | 3,475 | $ | 1,027 | $ | 2,926 | |||||||||||||||
-1 | Consists primarily of raw materials purchase contracts. These are typically not fixed price arrangements. The prices are based on the prevailing market prices. |
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Basic and Diluted Earnings Per Share | ' | ||||||||||||
The following table presents information necessary to calculate basic and diluted earnings per share for periods indicated: | |||||||||||||
Year Ended | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands, except per share data) | |||||||||||||
Income/(loss) from continuing operations | $ | (988 | ) | $ | 9,486 | $ | 14,315 | ||||||
Income/(loss) from discontinued operations | — | (138 | ) | (490 | ) | ||||||||
Net income class | $ | (988 | ) | $ | 9,348 | $ | 13,825 | ||||||
Weighted average shares outstanding — basic | 11,615 | 11,487 | 11,363 | ||||||||||
Dilutive effect of options/warrants and stock awards | — | 91 | 165 | ||||||||||
Weighted average shares outstanding — diluted | 11,615 | 11,578 | 11,528 | ||||||||||
Basic earnings per share | |||||||||||||
Basic earnings per share from continuing operations | $ | (0.09 | ) | $ | 0.82 | $ | 1.26 | ||||||
Basic earnings per share on income/(loss) from discontinued operations | — | (0.01 | ) | (0.04 | ) | ||||||||
Basic earnings per share | $ | (0.09 | ) | $ | 0.81 | $ | 1.22 | ||||||
Diluted earnings per share | |||||||||||||
Diluted earnings per share from continuing operations | $ | (0.09 | ) | $ | 0.82 | $ | 1.24 | ||||||
Diluted earnings per share on income/(loss) from discontinued operations | — | (0.01 | ) | (0.04 | ) | ||||||||
Diluted earnings per share | $ | (0.09 | ) | $ | 0.81 | $ | 1.2 | ||||||
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||
Stock Option Activity Associated with Employee Compensation | ' | ||||||||||||||||||||||||
A summary of option activity associated with employee compensation for the fiscal year ended July 31, 2014 is presented below. | |||||||||||||||||||||||||
Shares | Weighted- | ||||||||||||||||||||||||
Average | |||||||||||||||||||||||||
Exercise Price | |||||||||||||||||||||||||
Outstanding on August 1, 2013 | 58,000 | $ | 4.03 | ||||||||||||||||||||||
Granted | — | — | |||||||||||||||||||||||
Exercised | (58,000 | ) | 4.03 | ||||||||||||||||||||||
Forfeited/Expired | — | ||||||||||||||||||||||||
Outstanding on July 31, 2014 | — | $ | — | ||||||||||||||||||||||
Summary of Performance Based Stock Awards Granted | ' | ||||||||||||||||||||||||
A summary of the performance based stock awards granted to certain executives as Series 1 awards in fiscal years 2013 and 2014 and Series 1 and Series 2 awards in fiscal years 2012 and 2011 is detailed below. | |||||||||||||||||||||||||
Date of Grant | Series | Maximum | Grant Date | Measurement | Actual or | Shares Projected | |||||||||||||||||||
Award | Award | Fair Value | Period Ending | Expected | to Vest or Vested (2) | ||||||||||||||||||||
(Shares) | Percentage of | ||||||||||||||||||||||||
Vesting (2) | |||||||||||||||||||||||||
Fiscal Year 2014 Award | |||||||||||||||||||||||||
2/25/2014 (1) | Series 1 | 192,344 | $ | 14.88 | 7/31/16 | 53 | % | 102,737 | |||||||||||||||||
Fiscal Year 2013 Award | |||||||||||||||||||||||||
12/4/2012 (1) | Series 1 | 58,600 | $ | 18.75 | 7/31/15 | 0 | % | — | |||||||||||||||||
250,944 | |||||||||||||||||||||||||
Fiscal Year 2012 Award | |||||||||||||||||||||||||
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 | % | 1,380 | |||||||||||||||||
10/28/11 | Series 2 | 10,200 | $ | 15.3 | 7/31/14 | 0 | % | — | |||||||||||||||||
25,500 | 1,380 | ||||||||||||||||||||||||
10/11/2011 (1) | Series 1 | 28,150 | $ | 14.16 | 7/31/14 | 10 | % | 1,666 | |||||||||||||||||
10/11/2011 (1) | Series 2 | 18,766 | $ | 14.16 | 7/31/14 | 0 | % | — | |||||||||||||||||
46,916 | 1,666 | ||||||||||||||||||||||||
Total | 72,916 | 3,076 | |||||||||||||||||||||||
-1 | Series 1 and Series 2 awards to J. Neal Butler were forfeited upon his termination of employment on July 10, 2013 and the table reflects that forfeiture. Shares forfeited included 59,217 shares granted in fiscal year 2013, 30,837 Series 1 and 20,558 Series 2 awards granted in fiscal year 2012, and 24,201 Series 1 and 16,134 Series 2 awards granted in fiscal year 2011. | ||||||||||||||||||||||||
-2 | For performance shares granted before 2013, the above table represents the actual percentage vesting and shares vested as of the end of the measurement period ended July 31, 2014. For the other performance share grants identified in the above table, the information set forth is the expected vesting percentage and the shares projected to vest. | ||||||||||||||||||||||||
Summary of Activity for Time-Based Stock Awards | ' | ||||||||||||||||||||||||
A summary of activity for time-based stock awards for the fiscal year ended July 31, 2014 is presented below: | |||||||||||||||||||||||||
Shares | Weighted-Average | ||||||||||||||||||||||||
Grant-Date | |||||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||||
Non-vested on August 1, 2013 | — | $ | — | ||||||||||||||||||||||
Granted (1) | 79,126 | 18.67 | |||||||||||||||||||||||
Vested (2) | (29,026 | ) | 17.79 | ||||||||||||||||||||||
Forfeited | — | — | |||||||||||||||||||||||
Non-vested on July 31, 2014 | 50,100 | 19.19 | |||||||||||||||||||||||
-1 | Includes number of shares granted to non-employee directors and to certain employees during fiscal year 2014. The director awards were granted for either a two or three month service period. The director awards were granted on August 27, 2013, December 17, 2013, February 25, 2014 and May 20, 2014 and vested once the service period was complete. Generally the employee awards vest on the respective employee’s work anniversary dates. The Company recognizes compensation expense related to the awards over the respective service period in accordance with GAAP. | ||||||||||||||||||||||||
-2 | Includes 27,526 shares granted to non-employee directors indicated above and 1,500 shares granted to employees. |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Sales and Income Before Income Tax Reported in Discontinued Operations | ' | ||||||||
Animal health net sales and income before income tax reported in discontinued operations were as follows for the fiscal year ended July 31. There were no such amounts for fiscal 2014: | |||||||||
2013 | 2012 | ||||||||
(Amounts in thousands) | |||||||||
Revenue | $ | 57 | $ | 5,643 | |||||
Income (loss) before income taxes | (25 | ) | (202 | ) |
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 12 Months Ended | ||||||||||||
Jul. 31, 2014 | |||||||||||||
Segment Information | ' | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Sales | |||||||||||||
Electronic chemicals | $ | 253,754 | $ | 165,755 | $ | 159,451 | |||||||
Wood treating | 99,514 | 97,185 | 113,034 | ||||||||||
Total sales for reportable segments | $ | 353,268 | $ | 262,940 | $ | 272,485 | |||||||
Depreciation and amortization (1) | |||||||||||||
Electronic chemicals | $ | 13,240 | $ | 7,416 | $ | 5,933 | |||||||
Wood treating | 400 | 418 | 504 | ||||||||||
Other — general corporate | 477 | 461 | 239 | ||||||||||
Total consolidated depreciation and amortization | $ | 14,117 | $ | 8,295 | $ | 7,018 | |||||||
Segment income from operations (2) | |||||||||||||
Electronic chemicals | $ | 14,089 | $ | 13,992 | $ | 13,392 | |||||||
Wood treating | 8,390 | 10,522 | 15,622 | ||||||||||
Total segment income from operations | $ | 22,479 | $ | 24,514 | $ | 29,014 | |||||||
-1 | Segment depreciation excludes depreciation for restructuring and realignment. | ||||||||||||
-2 | Segment income from operations includes allocated corporate overhead expenses, but excludes restructuring and realignment charges. | ||||||||||||
Overhead Expenses Allocated to Segment Income | ' | ||||||||||||
Corporate overhead expenses allocated to segment income for the fiscal years ended July 31, 2014, 2013 and 2012 were as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Electronic chemicals | $ | 8,751 | $ | 5,218 | $ | 5,354 | |||||||
Wood treating | 4,458 | 4,461 | 4,406 | ||||||||||
Total corporate overhead expense allocation | $ | 13,209 | $ | 9,679 | $ | 9,760 | |||||||
Reconciliation of Total Segment to Consolidated Amounts | ' | ||||||||||||
A reconciliation of total segment to consolidated amounts as of July 31, 2014 and 2013, and for fiscal years 2014, 2013 and 2012 is set forth in the table below. | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Assets: | |||||||||||||
Total assets for reportable segments | $ | 233,580 | $ | 244,015 | |||||||||
Total assets for discontinued operations (1) | — | 467 | |||||||||||
Other current assets | 7,690 | 9,120 | |||||||||||
Other assets | 9,588 | 8,413 | |||||||||||
Total assets | $ | 250,858 | $ | 262,015 | |||||||||
Sales: | |||||||||||||
Total sales for reportable segments | $ | 353,268 | $ | 262,940 | $ | 272,485 | |||||||
Other (2) | 138 | 371 | 215 | ||||||||||
Net sales | $ | 353,406 | $ | 263,311 | $ | 272,700 | |||||||
Segment income from operations: | |||||||||||||
Total segment income from operations(3) | $ | 22,479 | $ | 24,514 | $ | 29,014 | |||||||
Other corporate expense(3) | (7,652 | ) | (7,334 | ) | (3,577 | ) | |||||||
Restructuring and realignment charges | (10,876 | ) | — | — | |||||||||
Operating income | 3,951 | 17,180 | 25,437 | ||||||||||
Interest expense, net | (2,854 | ) | (1,771 | ) | (2,099 | ) | |||||||
Other expense, net | (831 | ) | (208 | ) | (269 | ) | |||||||
Income from continuing operations before income taxes | $ | 266 | $ | 15,201 | $ | 23,069 | |||||||
Geographic Data | ' | ||||||||||||
Geographic Data | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(Amounts in thousands) | |||||||||||||
Net sales: | |||||||||||||
United States | $ | 212,903 | $ | 200,184 | $ | 229,140 | |||||||
International | 140,503 | 63,127 | 43,560 | ||||||||||
Net sales | $ | 353,406 | $ | 263,311 | $ | 272,700 | |||||||
Property, plant and equipment, net: | |||||||||||||
United States | $ | 49,776 | $ | 51,720 | |||||||||
International | 42,674 | 44,968 | |||||||||||
Property, plant and equipment, net | $ | 92,450 | $ | 96,688 | |||||||||
-1 | Reflects deferred tax assets as of July 31, 2013. | ||||||||||||
-2 | Primarily reflects income in connection with the sale of the animal health business. See Note 12. | ||||||||||||
-3 | Other corporate expense primarily represents employee stock-based compensation expenses and those expenses associated with the Company’s operation as a public entity such as board compensation, audit expense, fees related to the listing of our stock and expenses incurred to pursue acquisition opportunities. The amounts presented for fiscal year 2012 include corporate overhead previously allocated to the animal health business. These amounts were not reallocated to the remaining segments. |
Restructuring_Events_Tables
Restructuring Events (Tables) | 12 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Accrued Liability associated with Restructuring and Other Related Charges | ' | ||||||||||||||||
At July 31, 2014, the accrued liability associated with restructuring and other related charges consisted of the following: | |||||||||||||||||
Employee Costs | Decommissioning | Other | Total | ||||||||||||||
and | |||||||||||||||||
Environmental | |||||||||||||||||
Charges | $ | 2,631 | $ | 1,260 | $ | 34 | $ | 3,925 | |||||||||
Payments | (698 | ) | (438 | ) | — | (1,136 | ) | ||||||||||
Adjustment | (45 | ) | (12 | ) | (7 | ) | (64 | ) | |||||||||
Accrued liability at July 31, 2014 | $ | 1,888 | $ | 810 | $ | 27 | $ | 2,725 | |||||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Selected Quarterly Financial Data | ' | ||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
(Amounts in thousands, except per share data) | |||||||||||||||||
Year Ended July 31, 2014 | |||||||||||||||||
Net sales | $ | 93,560 | $ | 84,253 | $ | 84,437 | $ | 91,156 | |||||||||
Gross profit | 25,567 | 25,190 | 24,765 | 27,977 | |||||||||||||
Operating income/(loss) | 3,055 | (1,603 | ) | 2,914 | (415 | ) | |||||||||||
Income/(loss) from continuing operations before income taxes | 2,077 | (2,384 | ) | 1,883 | (1,310 | ) | |||||||||||
Net income /(loss) | 1,352 | (2,744 | ) | 1,226 | (822 | ) | |||||||||||
Earnings/(loss) per share: | |||||||||||||||||
Income/(loss) per share from continuing operations | |||||||||||||||||
- basic | $ | 0.12 | $ | (0.24 | ) | $ | 0.11 | $ | (0.07 | ) | |||||||
- diluted | 0.12 | (0.24 | ) | 0.11 | (0.07 | ) | |||||||||||
Net income/(loss) per share | |||||||||||||||||
- basic | 0.12 | (0.24 | ) | 0.11 | (0.07 | ) | |||||||||||
- diluted | 0.12 | (0.24 | ) | 0.11 | (0.07 | ) | |||||||||||
Year Ended July 31, 2013 | |||||||||||||||||
Net sales | $ | 65,336 | $ | 56,959 | $ | 59,929 | $ | 81,087 | |||||||||
Gross profit | 20,088 | 15,721 | 16,333 | 24,328 | |||||||||||||
Operating income | 7,104 | 3,196 | 4,355 | 2,525 | |||||||||||||
Income from continuing operations before income taxes | 6,643 | 2,725 | 3,918 | 1,915 | |||||||||||||
Net income | 4,142 | 1,618 | 2,865 | 723 | |||||||||||||
Earnings Per share: | |||||||||||||||||
Income per share from continuing operations | |||||||||||||||||
- basic | $ | 0.36 | $ | 0.14 | $ | 0.25 | $ | 0.06 | |||||||||
- diluted | 0.36 | 0.14 | 0.25 | 0.06 | |||||||||||||
Net income per share | |||||||||||||||||
- basic | 0.36 | 0.14 | 0.25 | 0.06 | |||||||||||||
- diluted | 0.36 | 0.14 | 0.25 | 0.06 |
Recovered_Sheet1
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |
Segment | Customer | ||
Product | |||
Customer | |||
Schedule Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Number of industrial wood treating chemicals products | 2 | ' | ' |
Number of reportable segments | 2 | ' | ' |
Number of customers representing more than 10% of accounts receivable | 1 | 2 | ' |
Allowance for accounts receivable | $272,000 | $224,000 | ' |
Depreciation expense | 16,500,000 | 7,700,000 | 6,500,000 |
Depreciation related to restructuring and realignment | 4,210,000 | ' | ' |
Goodwill | 12,595,000 | 10,929,000 | 3,779,000 |
Asset retirement obligations recognized | 3,700,000 | ' | ' |
Impairment loss on long-lived assets | 2,741,000 | ' | ' |
Foreign currency translation resulting in gains (loss) | 3,100,000 | 1,800,000 | -3,100,000 |
Wood Treating | ' | ' | ' |
Schedule Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Goodwill | 3,779,000 | 3,779,000 | 3,779,000 |
Electronic Chemicals | ' | ' | ' |
Schedule Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Goodwill | $8,816,000 | $7,150,000 | ' |
First Customer | Accounts Receivable | ' | ' | ' |
Schedule Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of accounts receivable for significant customer | 15.00% | 12.00% | ' |
Second Customer | Accounts Receivable | ' | ' | ' |
Schedule Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Percentage of accounts receivable for significant customer | ' | 14.00% | ' |
Estimated_Useful_Lives_of_Clas
Estimated Useful Lives of Classes of Assets (Detail) | 12 Months Ended |
Jul. 31, 2014 | |
Building | Minimum | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful lives of assets | '15 years |
Building | Maximum | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful lives of assets | '30 years |
Plant | Minimum | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful lives of assets | '10 years |
Plant | Maximum | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful lives of assets | '18 years |
Equipment | Minimum | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful lives of assets | '3 years |
Equipment | Maximum | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful lives of assets | '15 years |
Leasehold improvements | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life of leasehold | 'remaining life of the lease |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||
Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | 31-May-13 | Jul. 31, 2013 | Jul. 31, 2012 | 31-May-13 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2013 | |
Om Group Incorporation | Om Group Incorporation | Om Group Incorporation | Om Group Incorporation | Om Group Incorporation | Om Group Incorporation | Performance Products And Solutions | ||||||||||||
Revolving Loan Facility | Revised Credit Facility | Revised Credit Facility | ||||||||||||||||
Secured Debt | Secured Debt | Secured Debt | ||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, cash paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $63,200,000 | ' | ' | ' | ' | ' | ' |
Business acquisition, working capital adjustment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 149,000 | ' | ' | ' | ' | ' | ' |
Long-term debt | 60,000,000 | ' | ' | ' | 85,000,000 | ' | ' | ' | 60,000,000 | 85,000,000 | ' | ' | ' | ' | 65,000,000 | ' | ' | ' |
Acquisition-related costs incurred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,100,000 | ' | ' | ' | ' | ' |
Net sales | 91,156,000 | 84,437,000 | 84,253,000 | 93,560,000 | 81,087,000 | 59,929,000 | 56,959,000 | 65,336,000 | 353,406,000 | 263,311,000 | 272,700,000 | ' | 16,000,000 | ' | ' | ' | ' | ' |
Net income/(loss) | -822,000 | 1,226,000 | -2,744,000 | 1,352,000 | 723,000 | 2,865,000 | 1,618,000 | 4,142,000 | -988,000 | 9,348,000 | 13,825,000 | ' | 979,000 | ' | ' | ' | ' | ' |
Integration costs related to acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 577,000 |
Interest expense related to the revised credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | 1,600,000 | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,100,000 | $3,300,000 | ' | ' | ' | ' |
Summary_of_Acquired_Assets_and
Summary of Acquired Assets and Assumed Liabilities and Preliminary Acquisition Accounting for Fair Value of Assets Recognized (Detail) (USD $) | Jul. 31, 2014 |
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: | ' |
Total intangible assets | 14,854 |
Total assets acquired | 72,190 |
Current liabilities | 11,401 |
Other long-term liabilities | 6,206 |
Total liabilities assumed | 17,607 |
Net assets acquired | 54,583 |
Value of product qualifications | ' |
Intangible assets: | ' |
Total intangible assets | 12,800 |
Non-compete agreement | ' |
Intangible assets: | ' |
Total intangible assets | 1,900 |
Transition services | ' |
Intangible assets: | ' |
Total intangible assets | $154 |
Unaudited_Pro_Forma_Financial_
Unaudited Pro Forma Financial Information (Detail) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2013 | Jul. 31, 2012 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ' | ' |
Revenues | $340,427 | $366,882 |
Operating income | 15,955 | 26,083 |
Net income | $9,123 | $13,056 |
Earnings per share - basic | $0.79 | $1.15 |
Inventories_Detail
Inventories (Detail) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory [Line Items] | ' | ' |
Raw materials and supplies | $7,914 | $8,003 |
Work in process | 1,508 | 1,382 |
Supplies | 1,793 | 1,730 |
Finished products | 34,343 | 42,452 |
Less reserve for inventory obsolescence | -290 | -180 |
Inventories, net | $45,268 | $53,387 |
Property_Plant_and_Equipment_a
Property, Plant, and Equipment and Related Accumulated Depreciation and Amortization (Detail) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $136,127 | $123,843 |
Less accumulated depreciation and amortization | -52,972 | -36,933 |
Property Plant And Equipment Excluding Construction In Progress, Total | 83,155 | 86,910 |
Construction-in-progress | 9,295 | 9,778 |
Property, plant and equipment, net | 92,450 | 96,688 |
Land | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 15,763 | 15,620 |
Buildings and improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 42,664 | 41,273 |
Equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 77,557 | 66,807 |
Leasehold improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $143 | $143 |
Geographical_Sources_of_Income
Geographical Sources of Income from Continuing Operations Before Income Taxes (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Components Of Earnings Loss Before Income Taxes [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
United States | ' | ' | ' | ' | ' | ' | ' | ' | $1,923 | $12,033 | $21,789 |
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | -1,657 | 3,168 | 1,280 |
Income from continuing operations before income taxes | ($1,310) | $1,883 | ($2,384) | $2,077 | $1,915 | $3,918 | $2,725 | $6,643 | $266 | $15,201 | $23,069 |
Components_of_Income_Tax_Expen
Components of Income Tax Expense (Benefit) from Continuing Operations (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Current: | ' | ' | ' |
Federal | $2,582 | $2,833 | $5,639 |
Foreign | 1,071 | 1,437 | 686 |
State | 603 | 197 | 1,071 |
Total current | 4,256 | 4,467 | 7,396 |
Deferred: | ' | ' | ' |
Federal | -1,978 | 1,426 | 1,441 |
Foreign | -897 | -282 | -104 |
State | -127 | 104 | 21 |
Total deferred | -3,002 | 1,248 | 1,358 |
Total | $1,254 | $5,715 | $8,754 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2014 | Jan. 31, 2013 | Jul. 31, 2014 | |
Foreign | American Taxpayer Relief Act Of Two Thousand Twelve | U K | ||||
Income tax expense (benefit) allocated to discontinued operations | ' | $65,000 | $221,000 | ' | ' | ' |
Net operating loss carry forwards subject to expiration | ' | ' | ' | 2,700,000 | ' | ' |
Net operating loss carry forward expiration, start year | ' | ' | ' | '2024 | ' | ' |
Income tax examination liability of Italy subsidiary | 3,500,000 | ' | ' | ' | ' | ' |
Liability for uncertain tax positions in Italy | 326,000 | 437,000 | ' | ' | ' | ' |
Recognition of tax benefit | $1,254,000 | $5,715,000 | $8,754,000 | ' | ($200,000) | ' |
United Kingdom corporation tax rate | ' | ' | ' | ' | ' | 21.00% |
Federal income tax rate | 35.00% | 35.00% | 35.00% | ' | ' | ' |
Deferred_Tax_Assets_and_Liabil
Deferred Tax Assets and Liabilities (Detail) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current deferred tax assets: | ' | ' |
Bad debt expense | $326 | $259 |
Inventory | 787 | 920 |
Accrued liabilities | 1,545 | 166 |
Employee benefits | 1,879 | 606 |
Other | 102 | 159 |
Less valuation allowance | -636 | ' |
Total current deferred tax assets | 4,003 | 2,110 |
Non-current deferred tax assets | ' | ' |
Net operating loss | 839 | 803 |
Deferred compensation | 616 | 793 |
Less valuation allowance | -1,090 | ' |
Total non-current deferred tax assets | 365 | 1,596 |
Current deferred tax liabilities: | ' | ' |
Other | -128 | -152 |
Prepaid assets | -398 | -562 |
Total current deferred tax liabilities: | -526 | -714 |
Non-current deferred tax liabilities: | ' | ' |
Difference in amortization basis of intangibles | -7,129 | -6,020 |
Difference in depreciable basis of property | -4,575 | -5,965 |
Total non-current deferred tax liabilities | -11,704 | -11,985 |
Net non-current deferred tax liability | ($7,862) | ($8,993) |
Differences_Between_Actual_Tax
Differences Between Actual Tax Provision and Amounts Obtained by Applying Applicable United States Tax Rate (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Schedule Of Income Taxes [Line Items] | ' | ' | ' |
Income taxes at the federal statutory rate | $93 | $5,320 | $8,074 |
Effect of foreign operations | 329 | -65 | 160 |
Change in valuation allowance | 1,725 | ' | ' |
Adjustments to foreign operations | -916 | ' | ' |
State income taxes, net of federal income tax effect | 269 | 232 | 717 |
Acquisition related cost | ' | 714 | ' |
Other | -246 | -486 | -197 |
Total | $1,254 | $5,715 | $8,754 |
Intangible_Assets_Detail
Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | 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 | -3,052 | -1,357 |
Foreign Currency Translation | 880 | ' |
Carrying Amount | 14,249 | 15,157 |
Total intangible assets not subject to amortization | 14,104 | 14,104 |
Total intangible assets, net | 28,353 | 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 |
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 | -559 | -253 |
Foreign Currency Translation | 79 | ' |
Carrying Amount | 1,724 | 2,044 |
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 | -67 | -57 |
Carrying Amount | 50 | 60 |
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 | -2,426 | -1,047 |
Foreign Currency Translation | 801 | ' |
Carrying Amount | $12,475 | $13,053 |
Intangible_Assets_Parenthetica
Intangible Assets (Parenthetical) (Detail) | 1 Months Ended | 12 Months Ended | ||||||||||||||
31-May-13 | 31-May-13 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | |
Electronic chemicals-related contracts | Electronic chemicals-value of product qualifications | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | |
Electronic chemicals-related contracts | Electronic chemicals-related contracts | Electronic chemicals-related trademarks and patents | Electronic chemicals-related trademarks and patents | Electronic chemicals-value of product qualifications | Electronic chemicals-value of product qualifications | Electronic chemicals-related contracts | Electronic chemicals-related contracts | Electronic chemicals-related trademarks and patents | Electronic chemicals-related trademarks and patents | Electronic chemicals-value of product qualifications | Electronic chemicals-value of product qualifications | |||||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Range of useful life | '7 years | '15 years | '5 years | '5 years | '5 years | '10 years | '10 years | '5 years | '5 years | '15 years | '8 years | '8 years | '15 years | '15 years | '15 years | '15 years |
Intangible_Asset_Additional_In
Intangible Asset - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2014 | 31-May-13 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | 31-May-13 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | |
Minimum | Maximum | Electronic chemicals-value of product qualifications | Electronic chemicals-value of product qualifications | Electronic chemicals-value of product qualifications | Electronic chemicals-value of product qualifications | Electronic chemicals-value of product qualifications | Electronic chemicals-related contracts | Electronic chemicals-related contracts | Electronic chemicals-related contracts | Electronic chemicals-related contracts | Electronic chemicals-related contracts | ||||
Minimum | Minimum | Maximum | Maximum | Minimum | Minimum | Maximum | Maximum | ||||||||
Estimated useful lives of intangible assets | ' | ' | ' | '5 years | '15 years | '15 years | '5 years | '5 years | '15 years | '15 years | '7 years | '5 years | '5 years | '8 years | '8 years |
Amortization expense | $1,800,000 | $573,000 | $548,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated amortization expense for fiscal years 2015 | 1,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated amortization expense for fiscal years 2016 | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated amortization expense for fiscal years 2017 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated amortization expense for fiscal years 2018 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated amortization expense for fiscal years 2019 | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquired intangible assets | ' | ' | ' | ' | ' | $12,800,000 | ' | ' | ' | ' | $1,900,000 | ' | ' | ' | ' |
Carrying_Value_of_Goodwill_by_
Carrying Value of Goodwill by Segment (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 |
Goodwill [Line Items] | ' | ' |
Carrying value, beginning balance | $10,929 | $3,779 |
Working capital adjustment from the UPC acquisition | 535 | ' |
Goodwill resulting from the UPC acquisition | ' | 7,150 |
Finalization of purchase price allocation | 880 | ' |
Foreign currency translation adjustment | 251 | ' |
Carrying value, ending balance | 12,595 | 10,929 |
Wood Treating | ' | ' |
Goodwill [Line Items] | ' | ' |
Carrying value, beginning balance | 3,779 | 3,779 |
Working capital adjustment from the UPC acquisition | ' | ' |
Goodwill resulting from the UPC acquisition | ' | ' |
Finalization of purchase price allocation | ' | ' |
Foreign currency translation adjustment | ' | ' |
Carrying value, ending balance | 3,779 | 3,779 |
Electronic Chemicals | ' | ' |
Goodwill [Line Items] | ' | ' |
Carrying value, beginning balance | 7,150 | ' |
Working capital adjustment from the UPC acquisition | 535 | ' |
Goodwill resulting from the UPC acquisition | ' | 7,150 |
Finalization of purchase price allocation | 880 | ' |
Foreign currency translation adjustment | 251 | ' |
Carrying value, ending balance | $8,816 | $7,150 |
LongTerm_Obligations_Additiona
Long-Term Obligations - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | 12 Months Ended | |||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Oct. 09, 2014 | Oct. 09, 2014 | Oct. 09, 2014 | Oct. 09, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Oct. 09, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | |
Revolving Loan Facility | Revolving Loan Facility | Revolving Loan Facility | Revolving Loan Facility | Revolving Loan Facility | Revolving Loan Facility | Revolving Loan Facility | Revolving Loan Facility | Note Purchase Agreement | Note Purchase Agreement | |||
Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Senior Secured Debt | Senior Secured Debt | Senior Secured Debt | Senior Secured Debt | Senior Secured Debt | ||||
Maximum | Minimum | Subsequent Event | ||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility, outstanding | ' | ' | $40,000,000 | ' | ' | ' | ' | ' | ' | $38,000,000 | ' | ' |
Maximum amount of revolving facility | ' | ' | 110,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility maximum borrowing capacity | ' | ' | 46,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reduction credit capacity due to unused letters of credit | ' | ' | 3,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount available under revolving facility | ' | ' | 35,000,000 | ' | 44,200,000 | ' | ' | ' | ' | ' | ' | ' |
Debt instrument variable rate | ' | ' | ' | ' | ' | ' | ' | 2.16% | 1.69% | ' | ' | ' |
Long-term debt | 60,000,000 | 85,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | 20,000,000 |
Note purchase agreement interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.43% | ' |
Amount to be borrowed under revolving loan facility | ' | ' | ' | ' | 150,000,000 | ' | ' | ' | ' | ' | ' | ' |
Amount of cash available under contractual agreement with lender's approval | ' | ' | ' | $100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Loan maturity date | ' | ' | ' | 9-Oct-19 | ' | ' | ' | ' | ' | ' | 31-Dec-14 | ' |
Percentage of unused commitment fee on unused amount of commitments under revolving loan facility | ' | ' | ' | ' | ' | 0.30% | 0.15% | ' | ' | ' | ' | ' |
Ratio of funded debt to EBITDA maximum | 3.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fixed charge coverage ratio maximum | 1.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Current ratio | 1.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ratio of funded debt to EBITDA maximum, step-up during an acquisition period with lender's consent | 3.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
LongTerm_Debt_and_Current_Matu
Long-Term Debt and Current Maturities (Detail) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Total debt | $60,000 | $85,000 |
Current maturities of long-term debt | ' | ' |
Long-term debt, net of current maturities | 60,000 | 85,000 |
Total debt | 60,000 | 85,000 |
Senior Secured Debt | Note Purchase Agreement | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 20,000 | 20,000 |
Total debt | 20,000 | 20,000 |
Senior Secured Debt | Revolving Loan Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 40,000 | 65,000 |
Total debt | $40,000 | $65,000 |
LongTerm_Debt_and_Current_Matu1
Long-Term Debt and Current Maturities (Parenthetical) (Detail) (Senior Secured Debt) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Note Purchase Agreement | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan maturity date | 31-Dec-14 | ' |
Note purchase agreement interest rate | 7.43% | ' |
Revolving Loan Facility | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Loan maturity date | 30-Apr-18 | ' |
Revolving Loan Facility | London Interbank Offered Rate (LIBOR) | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Variable interest rate | 2.00% | 1.50% |
Ratio_of_Funded_Debt_to_Ebitda
Ratio of Funded Debt to Ebitda (Detail) (Subsequent Event) | 0 Months Ended |
Oct. 09, 2014 | |
Range One | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.88% |
Range Two | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.63% |
Range Three | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.50% |
Range Four | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.38% |
Range Five | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.25% |
Range Six | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.13% |
Range Seven | ' |
Debt Instrument [Line Items] | ' |
Margin | 1.00% |
Ratio_of_Funded_Debt_to_Ebitda1
Ratio of Funded Debt to Ebitda (Parenthetical) (Detail) (Subsequent Event) | 0 Months Ended |
Oct. 09, 2014 | |
Range One | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 3 |
Range Two | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2.75 |
Range Two | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 3 |
Range Three | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2.5 |
Range Three | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2.75 |
Range Four | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2.25 |
Range Four | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2.5 |
Range Five | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2 |
Range Five | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2.25 |
Range Six | Minimum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 1.5 |
Range Six | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 2 |
Range Seven | Maximum | ' |
Debt Instrument [Line Items] | ' |
Ratio of Funded Debt to EBITDA | 1.5 |
Principal_Payments_Due_Under_L
Principal Payments Due Under Long-Term Debt Agreements (Detail) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Long-term debt, net of current maturities | $60,000 | $85,000 |
2015 | ' | ' |
2016 | ' | ' |
2017 | ' | ' |
2018 | ' | ' |
2019 | ' | ' |
Thereafter | $60,000 | ' |
Future_Payments_Under_Certain_
Future Payments Under Certain Contractual Obligation (Detail) (USD $) | Jul. 31, 2014 | |
In Thousands, unless otherwise specified | ||
Contractual Obligation [Line Items] | ' | |
Operating leases, total | $17,512 | |
Operating leases, first year | 5,333 | |
Operating leases, second year | 4,396 | |
Operating leases, third year | 2,442 | |
Operating leases, fourth year | 1,388 | |
Operating leases, fifth year | 1,027 | |
Operating leases, thereafter | 2,926 | |
Purchase obligation, total | 129,146 | [1] |
Purchase obligation, first year | 56,087 | [1] |
Purchase obligation, second year | 43,102 | [1] |
Purchase obligation, third year | 27,870 | [1] |
Purchase obligation, fourth year | 2,087 | [1] |
Purchase obligation, fifth year | ' | [1] |
Purchase obligation, thereafter | ' | [1] |
Contractual obligation, total | 146,658 | |
Contractual obligation, first year | 61,420 | |
Contractual obligation, second year | 47,498 | |
Contractual obligation, third year | 30,312 | |
Contractual obligation, fourth year | 3,475 | |
Contractual obligation, fifth year | 1,027 | |
Contractual obligation, thereafter | $2,926 | |
[1] | Consists primarily of raw materials purchase contracts. These are typically not fixed price arrangements. The prices are based on the prevailing market prices. |
Recovered_Sheet2
Commitments and Contingencies - Additional Information (Detail) | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2002 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | |
USD ($) | USD ($) | USD ($) | Star Lake Canal Superfund Site | Foreign | Foreign | Foreign | Foreign | |
USD ($) | USD ($) | EUR (€) | USD ($) | EUR (€) | ||||
Case | Case | |||||||
Commitments and Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Rent expenses related to operating leases | $3,800,000 | $2,700,000 | $2,300,000 | ' | ' | ' | ' | ' |
FIFRA research and testing programs expenses | 667,000 | 522,000 | 802,000 | ' | ' | ' | ' | ' |
Number of cases contesting in Provincial Tax Court at a foreign subsidiary | ' | ' | ' | ' | 2 | 2 | ' | ' |
Proposed adjustment from taxing authorities resulting additional income tax, interest and penalties | ' | ' | ' | ' | 1,100,000 | 788,000 | 2,400,000 | 1,800,000 |
Foreign currency exchange rate, translation | 1.339 | ' | ' | ' | ' | ' | ' | ' |
Liability for uncertain tax positions in Italy | 326,000 | 437,000 | ' | ' | ' | ' | ' | ' |
Reimbursement costs incurred by EPA | ' | ' | ' | $500,000 | ' | ' | ' | ' |
Employee_Benefit_Plans_Additio
Employee Benefit Plans - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |
Defined Contribution Plan Disclosure [Line Items] | ' | ' | ' |
Percent of contribution made under plan | 4.00% | ' | ' |
Contribution made under plan | $608,000 | $457,000 | $420,000 |
Contribution made by foreign subsidiaries under defined contribution plans | 1,500,000 | ' | ' |
Benefit obligations in connection with foreign subsidiaries included in the acquisition of the UPC business | 1,100,000 | ' | ' |
Liability under employee benefit arrangement | $553,000 | $617,000 | ' |
Employee benefit arrangement monthly payments start period | '2013-04 | ' | ' |
The term of general obligation | '10 years | ' | ' |
First 3 Percent of Each Participant's Contributions | ' | ' | ' |
Defined Contribution Plan Disclosure [Line Items] | ' | ' | ' |
Defined Contribution Plan Employer Matching Contribution Percent Of Match | 100.00% | ' | ' |
Next Two Percent Contribution | ' | ' | ' |
Defined Contribution Plan Disclosure [Line Items] | ' | ' | ' |
Defined Contribution Plan Employer Matching Contribution Percent Of Match | 50.00% | ' | ' |
Basic_and_Diluted_Earnings_Per
Basic and Diluted Earnings Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Components Of Basic And Diluted Earning Per Share [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income/(loss) from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ($988) | $9,486 | $14,315 |
Income/(loss) from discontinued operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | -138 | -490 |
Net income/(loss) | ($822) | $1,226 | ($2,744) | $1,352 | $723 | $2,865 | $1,618 | $4,142 | ($988) | $9,348 | $13,825 |
Weighted average shares outstanding - basic | ' | ' | ' | ' | ' | ' | ' | ' | 11,615 | 11,487 | 11,363 |
Dilutive effect of options/warrants and stock awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | 91 | 165 |
Weighted average shares outstanding - diluted | ' | ' | ' | ' | ' | ' | ' | ' | 11,615 | 11,578 | 11,528 |
Basic earnings per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic earnings per share from continuing operations | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.82 | $1.26 |
Basic earnings per share on income/(loss) from discontinued operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($0.01) | ($0.04) |
Basic earnings per share | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.81 | $1.22 |
Diluted earnings per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Diluted earnings per share from continuing operations | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.82 | $1.24 |
Diluted earnings per share on income/(loss) from discontinued operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($0.01) | ($0.04) |
Diluted earnings per share | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.81 | $1.20 |
Earnings_per_Share_Additional_
Earnings per Share - Additional Information (Detail) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Number of average shares that were not included in computation of diluted earnings per share | 21,033 | 6,222 | 4,972 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||||
Oct. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Feb. 25, 2014 | Feb. 27, 2012 | Oct. 28, 2011 | Oct. 11, 2011 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Feb. 25, 2014 | Aug. 01, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2011 | Jul. 31, 2011 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Sep. 24, 2013 | Sep. 24, 2013 | Sep. 24, 2013 | Sep. 24, 2013 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | ||||||
Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Performance Shares | Outstanding Stock Option | Series 1 | Series 1 | Series 2 | Time Based Shares | Time Based Shares | Time Based Shares | President And Chief Executive Officer | President And Chief Executive Officer | President And Chief Executive Officer | President And Chief Executive Officer | 2009 long term incentive plan | 2009 long term incentive plan | 2009 long term incentive plan | 2004 long term incentive plan | 2004 long term incentive plan | 2004 long term incentive plan | 2004 long term incentive plan | 1996 Stock Option Plan | ||||||||||
Common Stock | Time Based Restricted Stock Awards | Performance Based Restricted Stock Awards | Maximum | Executive Officer | Maximum | Executive Officer | Executive Officer | ||||||||||||||||||||||||||||||
Installment | Installment | Maximum | Maximum | Maximum | |||||||||||||||||||||||||||||||||
Performance Shares | Performance Shares | ||||||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Stock option outstanding | ' | ' | 58,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | |||||
Maximum number of shares approved under the LTI plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750,000 | 200,000 | ' | 375,000 | 250,000 | 100,000 | ' | |||||
Shares available for future grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 338,273 | ' | ' | 36,174 | ' | ' | ' | ' | |||||
Recognized stock based compensation cost | ' | $2,231,000 | $446,000 | $714,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Share based compensation, related tax benefits | ' | 825,000 | 168,000 | 266,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Unrecognized compensation costs related to outstanding stock awards | ' | 1,902,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Weighted average period for recognition of compensation cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years 1 month 6 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Share based compensation award grants in period | ' | ' | ' | ' | 192,344 | 500 | 25,500 | 46,916 | 250,944 | ' | 72,916 | ' | ' | ' | ' | ' | ' | 79,126 | [1] | ' | ' | ' | 50,000 | 30,000 | 70,000 | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Share based compensation award number of installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 5 | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Share based compensation award vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Share based payment recognized | 1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Granted, options | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total intrinsic value of option exercised | ' | 952,000 | 1,600,000 | 629,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total fair value of options vested | ' | 0 | 39,000 | 39,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Shares outstanding, non vested | ' | ' | ' | ' | ' | ' | ' | ' | 250,944 | ' | ' | ' | 154,758 | ' | ' | ' | ' | 50,100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Awards vested | ' | ' | ' | ' | ' | 30 | [2] | 1,380 | [2] | 1,666 | [2] | 3,076 | ' | 3,076 | [2] | ' | ' | ' | ' | ' | ' | 29,026 | [3] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Performance based stock awards forfeited | ' | ' | ' | ' | ' | ' | ' | ' | 23,242 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Closing stock price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $14.88 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Share based payment award, expiration date | ' | ' | ' | ' | ' | ' | ' | ' | 31-Jul-16 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Vesting percentage of awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Performance shares issued period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '75 days | ' | '75 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Grant Date Fair Value | ' | ' | ' | ' | ' | ' | ' | ' | $14.88 | ' | ' | ' | $17.66 | ' | ' | ' | ' | $19.19 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Weighted average grant date fair value of performance share awards forfeited | ' | ' | ' | ' | ' | ' | ' | ' | $17.54 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total fair value of shares vested | ' | ' | ' | ' | ' | ' | ' | ' | $45,000 | $118,000 | $297,000 | ' | ' | ' | ' | ' | ' | $1,822,000 | $542,000 | $545,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
[1] | Includes number of shares granted to non-employee directors and to certain employees during fiscal year 2014. The director awards were granted for either a two or three month service period. The director awards were granted on August 27, 2013, December 17, 2013, February 25, 2014 and May 20, 2014 and vested once the service period was complete. Generally the employee awards vest on the respective employee's work anniversary dates. The Company recognizes compensation expense related to the awards over the respective service period in accordance with GAAP. | ||||||||||||||||||||||||||||||||||||
[2] | For performance shares granted before 2013, the above table represents the actual percentage vesting and shares vested as of the end of the measurement period ended July 31, 2014. For the other performance share grants identified in the above table, the information set forth is the expected vesting percentage and the shares projected to vest. | ||||||||||||||||||||||||||||||||||||
[3] | Includes 27,526 shares granted to non-employee directors indicated above and 1,500 shares granted to employees. |
Stock_Option_Activity_Associat
Stock Option Activity Associated with Employee Compensation (Detail) (USD $) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |
Stock Options | ' | ' | ' |
Outstanding on August 1, 2013 | 58,000 | ' | ' |
Granted | ' | ' | 0 |
Exercised | -58,000 | ' | ' |
Forfeited/Expired | ' | ' | ' |
Outstanding on July 31, 2014 | ' | 58,000 | ' |
Weighted Average Exercise Price | ' | ' | ' |
Outstanding on August 1, 2013 | $4.03 | ' | ' |
Granted | ' | ' | ' |
Exercised | $4.03 | ' | ' |
Forfeited/Expired | ' | ' | ' |
Outstanding on July 31, 2014 | ' | $4.03 | ' |
Summary_of_Performance_Based_S
Summary of Performance Based Stock Awards Granted (Detail) (Performance Shares, USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||||||||||
Feb. 25, 2014 | Feb. 27, 2012 | Oct. 28, 2011 | Oct. 11, 2011 | Jul. 31, 2014 | Jul. 31, 2012 | Feb. 27, 2012 | Oct. 28, 2011 | Oct. 11, 2011 | Jul. 31, 2014 | Jul. 31, 2013 | Feb. 27, 2012 | Oct. 28, 2011 | Oct. 11, 2011 | |||||||||||||
Series Award One | Series Award One | Series Award One | Series Award One | Series Award One | Series Award Two | Series Award Two | 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 | [1] | 25-Feb-14 | [1] | 4-Dec-12 | [1] | 27-Feb-12 | 28-Oct-11 | 11-Oct-11 | [1] | ||||||||
Maximum Award (Shares) | 192,344 | 500 | 25,500 | 46,916 | 250,944 | 72,916 | 300 | 15,300 | 28,150 | [1] | 192,344 | [1] | 58,600 | [1] | 200 | 10,200 | 18,766 | [1] | ||||||||
Grant Date Fair Value | ' | ' | ' | ' | ' | ' | $18.08 | $15.30 | $14.16 | [1] | $14.88 | [1] | $18.75 | [1] | $18.08 | $15.30 | $14.16 | [1] | ||||||||
Measurement Period Ending | ' | ' | ' | ' | ' | ' | 31-Jul-14 | 31-Jul-14 | 31-Jul-14 | [1] | 31-Jul-16 | [1] | 31-Jul-15 | [1] | 31-Jul-14 | 31-Jul-14 | 31-Jul-14 | [1] | ||||||||
Actual or Expected Percentage of Vesting | ' | ' | ' | ' | ' | ' | 10.00% | [2] | 10.00% | [2] | 10.00% | [1],[2] | 53.00% | [1],[2] | 0.00% | [1],[2] | 0.00% | [2] | 0.00% | [2] | 0.00% | [1],[2] | ||||
Actual Shares Vested or Shares Projected to Vest | ' | 30 | [2] | 1,380 | [2] | 1,666 | [2] | 3,076 | 3,076 | [2] | 30 | [2] | 1,380 | [2] | 1,666 | [1],[2] | 102,737 | [1],[2] | ' | ' | ' | ' | ||||
[1] | Series 1 and Series 2 awards to J. Neal Butler were forfeited upon his termination of employment on July 10, 2013 and the table reflects that forfeiture. Shares forfeited included 59,217 shares granted in fiscal year 2013, 30,837 Series 1 and 20,558 Series 2 awards granted in fiscal year 2012, and 24,201 Series 1 and 16,134 Series 2 awards granted in fiscal year 2011. | |||||||||||||||||||||||||
[2] | For performance shares granted before 2013, the above table represents the actual percentage vesting and shares vested as of the end of the measurement period ended July 31, 2014. For the other performance share grants identified in the above table, the information set forth is the expected vesting percentage and the shares projected to vest. |
Summary_of_Performance_Based_S1
Summary of Performance Based Stock Awards Granted (Parenthetical) (Detail) (Executive Officer) | 12 Months Ended | ||||
Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2011 | Jul. 31, 2012 | Jul. 31, 2011 | |
Series Award One | Series Award One | Series Award Two | Series Award Two | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' |
Share based payment, forfeitures in period | 59,217 | 30,837 | 24,201 | 20,558 | 16,134 |
Summary_of_Activity_for_TimeBa
Summary of Activity for Time-Based Stock Awards (Detail) (Time Based Shares, USD $) | 12 Months Ended | |
Jul. 31, 2014 | ||
Time Based Shares | ' | |
Non-vested Shares | ' | |
Non-vested on August 1, 2013 | ' | |
Granted | 79,126 | [1] |
Vested | -29,026 | [2] |
Forfeited | ' | |
Non-vested on July 31, 2014 | 50,100 | |
Weighted-Average Grant-Date Fair Value | ' | |
Non-vested on August 1, 2013 | ' | |
Granted | $18.67 | [1] |
Vested | $17.79 | [2] |
Forfeited | ' | |
Non-vested on July 31, 2014 | $19.19 | |
[1] | Includes number of shares granted to non-employee directors and to certain employees during fiscal year 2014. The director awards were granted for either a two or three month service period. The director awards were granted on August 27, 2013, December 17, 2013, February 25, 2014 and May 20, 2014 and vested once the service period was complete. Generally the employee awards vest on the respective employee's work anniversary dates. The Company recognizes compensation expense related to the awards over the respective service period in accordance with GAAP. | |
[2] | Includes 27,526 shares granted to non-employee directors indicated above and 1,500 shares granted to employees. |
Summary_of_Activity_for_TimeBa1
Summary of Activity for Time-Based Stock Awards (Parenthetical) (Detail) (Time Based Shares) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||
Aug. 31, 2013 | Oct. 31, 2013 | Apr. 30, 2014 | Jan. 31, 2014 | Jul. 31, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | |
Grant Date | 27-Aug-13 | 17-Dec-13 | 20-May-14 | 25-Feb-14 | ' | |
Time based stock awards granted | ' | ' | ' | ' | 79,126 | [1] |
Non-Employee Directors | ' | ' | ' | ' | ' | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | |
Time based stock awards granted | ' | ' | ' | ' | 27,526 | |
Employee | ' | ' | ' | ' | ' | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | |
Time based stock awards granted | ' | ' | ' | ' | 1,500 | |
[1] | Includes number of shares granted to non-employee directors and to certain employees during fiscal year 2014. The director awards were granted for either a two or three month service period. The director awards were granted on August 27, 2013, December 17, 2013, February 25, 2014 and May 20, 2014 and vested once the service period was complete. Generally the employee awards vest on the respective employee's work anniversary dates. The Company recognizes compensation expense related to the awards over the respective service period in accordance with GAAP. |
Discontinued_Operations_Additi
Discontinued Operations - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | ||||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Mar. 01, 2012 | Mar. 01, 2012 | |
Herbicide Product Line | Herbicide Product Line | Bayer Healthcare Llc | Bayer Healthcare Llc | Animal Health Segment | Animal Health Segment | Animal Health Segment | Animal Health Segment | Animal Health Segment | ||||
Maximum | ||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss from discontinued operations before income taxes | ' | ($203,000) | ($711,000) | ' | ' | ($82,000) | ($112,000) | $0 | ($25,000) | ($202,000) | ' | ' |
Dismantling of related equipment and the accident cost | 6,359,000 | ' | ' | 121,000 | 599,000 | ' | ' | ' | ' | ' | ' | ' |
Post closing adjustment costs | ' | ' | ' | ' | ' | 57,000 | ' | ' | ' | ' | ' | ' |
Gain on sale | ' | ' | ' | ' | ' | ' | 90,000 | ' | ' | ' | ' | ' |
Restricted cash held in escrow related to business sale | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,000,000 | ' |
Period of escrow deposit release | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years |
Sales_and_Income_Before_Income
Sales and Income Before Income Tax Reported in Discontinued Operations (Detail) (USD $) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Income (loss) before income taxes | ' | ($203,000) | ($711,000) |
Animal Health Segment | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Revenue | 0 | 57,000 | 5,643,000 |
Income (loss) before income taxes | $0 | ($25,000) | ($202,000) |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |
Segment Reporting Information [Line Items] | ' | ' | ' |
Number of reportable segment | 2 | ' | ' |
Electronic Chemicals | Sales | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenue generated from single external customer | 15.00% | 20.00% | 19.00% |
Wood Treating | Sales | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Revenue generated from single external customer | 13.00% | 16.00% | 12.00% |
Segment_Information_Detail
Segment Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | $91,156 | $84,437 | $84,253 | $93,560 | $81,087 | $59,929 | $56,959 | $65,336 | $353,406 | $263,311 | $272,700 | |||
Total consolidated depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 14,117 | 8,295 | 7,018 | |||
Operating income (loss) | -415 | 2,914 | -1,603 | 3,055 | 2,525 | 4,355 | 3,196 | 7,104 | 3,951 | 17,180 | 25,437 | |||
Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 353,268 | 262,940 | 272,485 | |||
Total consolidated depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 14,117 | [1] | 8,295 | [1] | 7,018 | [1] |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 22,479 | [2],[3] | 24,514 | [2],[3] | 29,014 | [2],[3] |
Operating Segments | Electronic Chemicals | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 253,754 | 165,755 | 159,451 | |||
Total consolidated depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 13,240 | [1] | 7,416 | [1] | 5,933 | [1] |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 14,089 | [3] | 13,992 | [3] | 13,392 | [3] |
Operating Segments | Wood Treating | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 99,514 | 97,185 | 113,034 | |||
Total consolidated depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 400 | [1] | 418 | [1] | 504 | [1] |
Operating income (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 8,390 | [3] | 10,522 | [3] | 15,622 | [3] |
Other | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 138 | [4] | 371 | [4] | 215 | [4] |
Total consolidated depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | $477 | [1] | $461 | [1] | $239 | [1] |
[1] | Segment depreciation excludes depreciation for restructuring and realignment. | |||||||||||||
[2] | Other corporate expense primarily represents employee stock-based compensation expenses and those expenses associated with the Company's operation as a public entity such as board compensation, audit expense, fees related to the listing of our stock and expenses incurred to pursue acquisition opportunities. The amounts presented for fiscal year 2012 include corporate overhead previously allocated to the animal health business. These amounts were not reallocated to the remaining segments. | |||||||||||||
[3] | Segment income from operations includes allocated corporate overhead expenses, but excludes restructuring and realignment charges. | |||||||||||||
[4] | Primarily reflects income in connection with the sale of the animal health business. See Note 12. |
Overhead_Expenses_Allocated_to
Overhead Expenses Allocated to Segment Income (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total corporate overhead expense allocation | $13,209 | $9,679 | $9,760 |
Operating Segments | Electronic Chemicals | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total corporate overhead expense allocation | 8,751 | 5,218 | 5,354 |
Operating Segments | Wood Treating | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Total corporate overhead expense allocation | $4,458 | $4,461 | $4,406 |
Reconciliation_of_Total_Segmen
Reconciliation of Total Segment to Consolidated Amounts (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Total assets for discontinued operations | ' | ' | ' | ' | $467 | [1] | ' | ' | ' | ' | $467 | [1] | ' | ||
Other current assets | 7,690 | ' | ' | ' | 9,120 | ' | ' | ' | 7,690 | 9,120 | ' | ||||
Other assets | 9,588 | ' | ' | ' | 8,413 | ' | ' | ' | 9,588 | 8,413 | ' | ||||
Total assets | 250,858 | ' | ' | ' | 262,015 | ' | ' | ' | 250,858 | 262,015 | ' | ||||
Other corporate expense | ' | ' | ' | ' | ' | ' | ' | ' | -7,652 | [2] | -7,334 | [2] | -3,577 | [2] | |
Net sales | 91,156 | 84,437 | 84,253 | 93,560 | 81,087 | 59,929 | 56,959 | 65,336 | 353,406 | 263,311 | 272,700 | ||||
Restructuring and realignment charges | ' | ' | ' | ' | ' | ' | ' | ' | -10,876 | ' | ' | ||||
Operating income | -415 | 2,914 | -1,603 | 3,055 | 2,525 | 4,355 | 3,196 | 7,104 | 3,951 | 17,180 | 25,437 | ||||
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | -2,854 | -1,771 | -2,099 | ||||
Other expense, net | ' | ' | ' | ' | ' | ' | ' | ' | -831 | -208 | -269 | ||||
Income from continuing operations before income taxes | -1,310 | 1,883 | -2,384 | 2,077 | 1,915 | 3,918 | 2,725 | 6,643 | 266 | 15,201 | 23,069 | ||||
Operating Segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Total assets | 233,580 | ' | ' | ' | 244,015 | ' | ' | ' | 233,580 | 244,015 | ' | ||||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 353,268 | 262,940 | 272,485 | ||||
Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 22,479 | [2],[3] | 24,514 | [2],[3] | 29,014 | [2],[3] | |
Other | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | $138 | [4] | $371 | [4] | $215 | [4] | |
[1] | Reflects deferred tax assets as of July 31, 2013. | ||||||||||||||
[2] | Other corporate expense primarily represents employee stock-based compensation expenses and those expenses associated with the Company's operation as a public entity such as board compensation, audit expense, fees related to the listing of our stock and expenses incurred to pursue acquisition opportunities. The amounts presented for fiscal year 2012 include corporate overhead previously allocated to the animal health business. These amounts were not reallocated to the remaining segments. | ||||||||||||||
[3] | Segment income from operations includes allocated corporate overhead expenses, but excludes restructuring and realignment charges. | ||||||||||||||
[4] | Primarily reflects income in connection with the sale of the animal health business. See Note 12. |
Geographic_Data_Detail
Geographic Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $91,156 | $84,437 | $84,253 | $93,560 | $81,087 | $59,929 | $56,959 | $65,336 | $353,406 | $263,311 | $272,700 |
Property, plant and equipment, net | 92,450 | ' | ' | ' | 96,688 | ' | ' | ' | 92,450 | 96,688 | ' |
United States | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 212,903 | 200,184 | 229,140 |
Property, plant and equipment, net | 49,776 | ' | ' | ' | 51,720 | ' | ' | ' | 49,776 | 51,720 | ' |
International | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 140,503 | 63,127 | 43,560 |
Property, plant and equipment, net | $42,674 | ' | ' | ' | $44,968 | ' | ' | ' | $42,674 | $44,968 | ' |
Restructuring_Events_Additiona
Restructuring Events - Additional Information (Detail) (USD $) | 12 Months Ended | 24 Months Ended | ||
In Millions, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2015 | Jul. 31, 2015 | Jul. 31, 2015 |
Scenario, Forecast | Scenario, Forecast | Scenario, Forecast | ||
Minimum | Maximum | |||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' |
Estimated restructuring charges,excluding accelerated depreciation | ' | ' | $7 | $9 |
Accelerated depreciation | $2.40 | $4 | ' | ' |
Accrued_Liability_associated_w
Accrued Liability associated with Restructuring and Other Related Charges (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Jul. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | ' |
Charges | $3,925 |
Payments | -1,136 |
Adjustment | -64 |
Accrued liability at July 31, 2014 | 2,725 |
Employee costs | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Charges | 2,631 |
Payments | -698 |
Adjustment | -45 |
Accrued liability at July 31, 2014 | 1,888 |
Decommissioning and Environmental | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Charges | 1,260 |
Payments | -438 |
Adjustment | -12 |
Accrued liability at July 31, 2014 | 810 |
Other | ' |
Restructuring Cost and Reserve [Line Items] | ' |
Charges | 34 |
Adjustment | -7 |
Accrued liability at July 31, 2014 | $27 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Oct. 09, 2014 | Oct. 09, 2014 | Oct. 13, 2014 | Oct. 13, 2014 | Oct. 13, 2014 | Oct. 13, 2014 | |
Revolving Loan Facility | Revolving Loan Facility | Note Purchase Agreement | Note Purchase Agreement | Bay Point Facility | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | Subsequent Event | ||||
Senior Secured Debt | Senior Secured Debt | Senior Secured Debt | Revolving Loan Facility | Revolving Loan Facility | Decontamination, Decommissioning and Dismantling | Decontamination, Decommissioning and Dismantling | Accelerated Depreciation | Accelerated Depreciation | ||||||
Senior Secured Debt | Minimum | Maximum | Minimum | Maximum | ||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated restructuring charges | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,500,000 | $4,000,000 | $2,500,000 | $2,800,000 |
Asset retirement obligation | 3,700,000 | ' | ' | ' | ' | ' | ' | 3,700,000 | ' | ' | ' | ' | ' | ' |
Depreciation expense | 16,500,000 | 7,700,000 | 6,500,000 | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' |
Accelerated depreciation | 2,400,000 | ' | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' | ' | ' | ' |
Impairment charge with respect to manufacturing equipment at bay point | 2,741,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility, available | ' | ' | ' | ' | ' | ' | ' | ' | 150,000,000 | ' | ' | ' | ' | ' |
Long-term obligations | 60,000,000 | 85,000,000 | ' | ' | ' | 20,000,000 | 20,000,000 | ' | ' | ' | ' | ' | ' | ' |
Penalty for early repayment of debt | ' | ' | ' | ' | ' | 325,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Fees and expenses related to new credit facility | ' | ' | ' | ' | 693,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility, outstanding | ' | ' | ' | $40,000,000 | ' | ' | ' | ' | ' | $38,000,000 | ' | ' | ' | ' |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2013 | Oct. 31, 2012 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Quarterly Financial Data [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $91,156 | $84,437 | $84,253 | $93,560 | $81,087 | $59,929 | $56,959 | $65,336 | $353,406 | $263,311 | $272,700 |
Gross profit | 27,977 | 24,765 | 25,190 | 25,567 | 24,328 | 16,333 | 15,721 | 20,088 | 103,499 | 76,470 | 77,065 |
Operating income/(loss) | -415 | 2,914 | -1,603 | 3,055 | 2,525 | 4,355 | 3,196 | 7,104 | 3,951 | 17,180 | 25,437 |
Income/(loss) from continuing operations before income taxes | -1,310 | 1,883 | -2,384 | 2,077 | 1,915 | 3,918 | 2,725 | 6,643 | 266 | 15,201 | 23,069 |
Net income /(loss) | ($822) | $1,226 | ($2,744) | $1,352 | $723 | $2,865 | $1,618 | $4,142 | ($988) | $9,348 | $13,825 |
Income/(loss) per share from continuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
- basic | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.82 | $1.26 |
- diluted | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.82 | $1.24 |
Net income/(loss) per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
- basic | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.81 | $1.22 |
- diluted | ($0.07) | $0.11 | ($0.24) | $0.12 | $0.06 | $0.25 | $0.14 | $0.36 | ($0.09) | $0.81 | $1.20 |
Recovered_Sheet3
Schedule II - Valuation And Qualifying Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2012 |
Allowance for Doubtful Accounts | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at beginning of period | $224,000 | $16,000 | $414,000 |
Charged to costs and expenses | 108,000 | 208,000 | ' |
Additions/ Deductions | -60,000 | ' | -398,000 |
Balance at end of period | 272,000 | 224,000 | 16,000 |
Inventory Valuation and Obsolescence | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at beginning of period | 180,000 | 493,000 | 333,000 |
Charged to costs and expenses | 221,000 | 107,000 | 272,000 |
Additions/ Deductions | -111,000 | -420,000 | -112,000 |
Balance at end of period | 290,000 | 180,000 | 493,000 |
Valuation Allowance on Deferred Tax Assets | ' | ' | ' |
Valuation and Qualifying Accounts Disclosure [Line Items] | ' | ' | ' |
Balance at beginning of period | ' | ' | ' |
Charged to costs and expenses | 1,725,000 | ' | ' |
Additions/ Deductions | ' | ' | ' |
Balance at end of period | $1,725,000 | ' | ' |