Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2016 | Oct. 11, 2016 | Jan. 29, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jul. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | KMG | ||
Entity Registrant Name | KMG CHEMICALS INC | ||
Entity Central Index Key | 1,028,215 | ||
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 | 11,762,590 | ||
Entity Public Float | $ 206.6 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 | |
Current assets | |||
Cash and cash equivalents | $ 12,428 | $ 7,517 | |
Accounts receivable | |||
Trade, net of allowances of $210 at July 31, 2016 and $144 at July 31, 2015 | 33,324 | 36,887 | |
Other | 5,572 | 3,668 | |
Inventories, net | 37,401 | 42,082 | |
Current deferred tax assets | 2,953 | ||
Prepaid expenses and other | 6,623 | 3,738 | |
Total current assets | 95,348 | 96,845 | |
Property, plant and equipment, net | [1] | 79,739 | 80,589 |
Goodwill | 22,228 | 22,408 | |
Intangible assets, net | 33,906 | 36,560 | |
Restricted cash | 1,000 | 1,000 | |
Other assets, net | 4,807 | 4,957 | |
Total assets | 237,028 | 242,359 | |
Current liabilities | |||
Accounts payable | 26,418 | 35,980 | |
Accrued liabilities | 11,252 | 9,602 | |
Employee incentive accrual | 5,999 | 4,852 | |
Total current liabilities | 43,669 | 50,434 | |
Long-term debt | 35,800 | 53,000 | |
Deferred tax liabilities | 9,948 | 13,075 | |
Other long-term liabilities | 4,422 | 2,429 | |
Total liabilities | 93,839 | 118,938 | |
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, 11,877,282 shares issued and outstanding at July 31, 2016 and 11,690,439 shares issued and outstanding at July 31, 2015 | 119 | 117 | |
Additional paid-in capital | 36,553 | 31,676 | |
Accumulated other comprehensive loss | (12,047) | (9,667) | |
Retained earnings | 118,564 | 101,295 | |
Total stockholders’ equity | 143,189 | 123,421 | |
Total liabilities and stockholders’ equity | $ 237,028 | $ 242,359 | |
[1] | In fiscal year 2016, as part of the Company’s ongoing review of its Milan production facilities, the Company determined that certain other facilities had excess capacity sufficient to absorb the manufacturing operations of one of its Milan plants. As a result, the Company committed to sell properties with a total estimated fair value, less costs to sell, of approximately $4.3 million at July 31, 2016. Assets held for sale are included in Prepaid expenses and other in Current assets. The Company expects the sale of the properties to be completed during fiscal year 2017. The fair value measurements were based on recent valuation appraisals. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Allowances for accounts receivables | $ 210 | $ 144 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 11,877,282 | 11,690,439 |
Common stock, shares outstanding | 11,877,282 | 11,690,439 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Income Statement [Abstract] | |||
Net sales | $ 297,978 | $ 320,498 | $ 353,406 |
Cost of sales | 182,470 | 211,021 | 249,907 |
Gross profit | 115,508 | 109,477 | 103,499 |
Distribution expenses | 36,986 | 48,523 | 50,251 |
Selling, general and administrative expenses | 49,192 | 37,461 | 38,421 |
Restructuring charges | 1,629 | 1,279 | 6,359 |
Realignment charges | 130 | 5,625 | 4,517 |
Operating income | 27,571 | 16,589 | 3,951 |
Other income/(expense) | |||
Interest expense, net | (799) | (1,407) | (2,854) |
Gain on purchase of NFC | 1,826 | ||
Gain on sale of creosote distribution business, net | 5,448 | ||
Other non-operating expense | (1,250) | ||
Other, net | (368) | (496) | (831) |
Total other income/(expense), net | 659 | 2,295 | (3,685) |
Income before income taxes | 28,230 | 18,884 | 266 |
Provision for income taxes | (9,555) | (6,746) | (1,254) |
Net income/(loss) | $ 18,675 | $ 12,138 | $ (988) |
Earnings/(loss) per share | |||
Basic | $ 1.59 | $ 1.04 | $ (0.09) |
Diluted | $ 1.57 | $ 1.03 | $ (0.09) |
Weighted average shares outstanding | |||
Basic | 11,719 | 11,673 | 11,615 |
Diluted | 11,926 | 11,779 | 11,615 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income/(loss) | $ 18,675 | $ 12,138 | $ (988) |
Other comprehensive (loss)/income | |||
Foreign currency translation (loss)/gain | (2,620) | (10,202) | 3,149 |
Pension and other post-retirement benefit liability adjustments | 240 | (110) | |
Total other comprehensive (loss)/income | (2,380) | (10,312) | 3,149 |
Total comprehensive income | $ 16,295 | $ 1,826 | $ 2,161 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
Beginning Balance at Jul. 31, 2013 | $ 117,240 | $ 115 | $ 26,689 | $ (2,504) | $ 92,940 |
Beginning 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 | ||||
Cash dividends | (1,402) | (1,402) | |||
Restricted stock issued, value | 1 | $ 1 | |||
Restricted stock issued, shares | 41 | ||||
Stock-based compensation expense | 2,766 | 2,766 | |||
Tax benefit from stock-based awards | 24 | 24 | |||
Net income/(loss) | 12,138 | 12,138 | |||
Gain (loss) on foreign currency translation | (10,202) | (10,202) | |||
Pension liability adjustment | (110) | (110) | |||
Ending Balance at Jul. 31, 2015 | 123,421 | $ 117 | 31,676 | (9,667) | 101,295 |
Ending Balance (in shares) at Jul. 31, 2015 | 11,690 | ||||
Cash dividends | (1,406) | (1,406) | |||
Restricted stock issued, value | $ 2 | (2) | |||
Restricted stock issued, shares | 187 | ||||
Stock-based compensation expense | 4,836 | 4,836 | |||
Tax benefit from stock-based awards | 43 | 43 | |||
Net income/(loss) | 18,675 | 18,675 | |||
Gain (loss) on foreign currency translation | (2,620) | (2,620) | |||
Pension liability adjustment | 240 | 240 | |||
Ending Balance at Jul. 31, 2016 | $ 143,189 | $ 119 | $ 36,553 | $ (12,047) | $ 118,564 |
Ending Balance (in shares) at Jul. 31, 2016 | 11,877 |
CONSOLIDATED STATEMENTS OF STO7
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Statement Of Stockholders Equity [Abstract] | |||
Cash dividend per share | $ 0.12 | $ 0.12 | $ 0.12 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Cash flows from operating activities | |||
Net income/(loss) | $ 18,675,000 | $ 12,138,000 | $ (988,000) |
Adjustments to reconcile net income/(loss) to net cash provided by operating activities | |||
Depreciation and amortization | 14,534,000 | 13,531,000 | 14,117,000 |
Depreciation related to restructuring and realignment | 295,000 | 5,640,000 | 4,210,000 |
Non-cash Impairment charges | 0 | 0 | 2,741,000 |
Amortization of loan costs included in interest expense | 167,000 | 153,000 | 60,000 |
Stock-based compensation expense | 4,836,000 | 2,766,000 | 2,231,000 |
Allowance for excess and obsolete inventory | 173,000 | 941,000 | 634,000 |
Gain on sale of creosote business | (5,448,000) | ||
Gain on NFC acquisition | (1,826,000) | ||
Other | 81,000 | 100,000 | |
Deferred income tax expense/(benefit) | 258,000 | (3,532,000) | (2,227,000) |
Tax benefit from stock-based awards | (43,000) | 23,000 | (328,000) |
Changes in operating assets and liabilities, net of effects of acquisition | |||
Accounts receivable — trade | 5,154,000 | 1,265,000 | 2,137,000 |
Accounts receivable — other | (1,889,000) | (1,884,000) | 746,000 |
Inventories | 4,348,000 | (740,000) | 7,861,000 |
Other current and non-current assets | 1,221,000 | (633,000) | 822,000 |
Accounts payable | (9,226,000) | 1,234,000 | 398,000 |
Accrued liabilities and other | 4,276,000 | (7,886,000) | 7,844,000 |
Net cash provided by operating activities | 41,034,000 | 17,568,000 | 40,358,000 |
Cash flows from investing activities | |||
Additions to property, plant and equipment | (14,358,000) | (13,821,000) | (9,497,000) |
Disposals of property, plant and equipment | 2,572,000 | 74,000 | |
Acquisition of industrial lubricants business | (21,938,000) | ||
Proceeds from sale of creosote business | 14,899,000 | ||
Net cash used in investing activities | (17,037,000) | (18,288,000) | (9,274,000) |
Cash flows from financing activities | |||
Net borrowings/(payments) under revolving loan facility | (40,000,000) | (25,000,000) | |
Deferred financing costs | (666,000) | ||
Proceeds from borrowings under credit facility | 2,800,000 | 59,100,000 | |
Net payments under credit facility | (20,000,000) | (6,100,000) | |
Principal payments on borrowings on term loan | (20,000,000) | ||
Tax benefit from stock-based awards | 43,000 | (23,000) | 328,000 |
Payment of dividends | (1,406,000) | (1,402,000) | (1,393,000) |
Net cash used in financing activities | (18,563,000) | (9,091,000) | (26,065,000) |
Effect of exchange rate changes on cash | (523,000) | (1,924,000) | 284,000 |
Net increase (decrease) in cash and cash equivalents | 4,911,000 | (11,735,000) | 5,303,000 |
Cash and cash equivalents at the beginning of year | 7,517,000 | 19,252,000 | 13,949,000 |
Cash and cash equivalents at end of year | 12,428,000 | 7,517,000 | 19,252,000 |
Supplemental disclosures of cash flow information | |||
Cash paid for interest | 621,000 | 1,321,000 | 2,562,000 |
Cash paid for income taxes | 9,744,000 | 12,182,000 | 865,000 |
Supplemental disclosure of non-cash investing activities | |||
Purchase of property, plant and equipment through accounts payable | 373,000 | 882,000 | 1,135,000 |
Accrued liabilities under industrial lubricants business acquisition | $ 1,798,000 | ||
NFC | |||
Adjustments to reconcile net income/(loss) to net cash provided by operating activities | |||
Gain on NFC acquisition | (1,800,000) | ||
Cash flows from investing activities | |||
Acquisition, net of cash acquired | $ (2,679,000) | ||
Ultra Pure Chemicals | |||
Cash flows from investing activities | |||
Acquisition, net of cash acquired | $ 149,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jul. 31, 2016 | |
Accounting Policies [Abstract] | |
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 three wholly-owned subsidiaries, KMG Electronic Chemicals, Inc. (“KMG EC”), KMG Val-Tex, LLC (“Val-Tex”) and KMG-Bernuth, Inc. (“KMG Bernuth”). In its electronic chemicals business, the Company sells high purity and ultra purity wet process chemicals primarily to the semiconductor industry. In its industrial lubricants business, the Company sells industrial lubricants and sealants, primarily to the oil and gas storage, pipeline and gas distribution markets, as well as related products, such as lubrication equipment and fittings. In its wood treating chemicals business, the Company sells industrial wood treating chemicals based on pentachlorophenol (“penta”). 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 and has facilities in the United States, the United Kingdom, France, Italy and Singapore. The Company operates its industrial lubricants business through Val-Tex, a Texas limited liability company, and has one facility in the United States. 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 Company has two reportable segments, electronic chemicals and other chemicals. The other chemicals segment includes the Company’s industrial lubricants business and its wood treating chemicals business. See Note 12. 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. These reclassifications had no impact on net income (loss) or total stockholders’ equity as previously reported. 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, 2016 and 2015 includes proceeds that were placed in escrow in connection with the sale of the animal health business. 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, 2016 and 2015 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 sales of products 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. 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 the Company’s assessment of future bad debt exposure. Historically, write offs of accounts receivable balances have been insignificant. The allowance was $210,000 and $144,000 at July 31, 2016 and 2015, 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 a reserve for 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 Depreciation expense was approximately $12.9 million, $17.5 million and $16.5 million (including accelerated depreciation of $0.3 million, $5.6 million and $4.2 million) in fiscal years 2016, 2015 and 2014, respectively. See Notes 4 and 14. 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, 2016 and 2015. The Company therefore concluded that its indefinite lived intangible assets were not impaired as of July 31, 2016 and 2015. It is the Company’s policy to expense costs as incurred in connection with the renewal or extension of its intangible assets. Goodwill — Goodwill represents the excess of the purchase price paid for acquired businesses over the allocated fair value of the related net assets after impairments, if applicable. The Company evaluates goodwill for impairment annually, and when an event occurs or circumstances change to suggest that the carrying amount may not be recoverable. The Company has goodwill of $14.5 million and $7.7 million associated with its other chemicals and electronic chemicals segments, respectively, as of July 31, 2016. As part of the goodwill impairment analysis, current accounting standards give companies the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If it is determined that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, then performing the currently prescribed two-step impairment test is unnecessary. In developing a qualitative assessment to meet the “more-likely-than-not” threshold, each reporting unit with goodwill on its balance sheet is assessed separately, and different relevant events and circumstances are evaluated for each unit. If it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the prescribed two-step impairment test is performed. Current accounting standards also give us the option to bypass the qualitative assessment for any reporting unit in any period, and proceed directly to performing the first step of the two-step goodwill impairment test. The Company conducts its annual impairment test as of July of each year. In 2016, 2015 and 2014, the Company performed a qualitative assessment that indicated the fair value of each of its reporting units is greater than its carrying amount. In conjunction with the sale of the creosote business on January 16, 2015, the Company allocated goodwill of approximately $662,000 that was previously a part of the wood treating chemicals reporting unit to the assets disposed of in the sale. 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 management’s 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 13. 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 the Company determined it would no longer manufacture products. There were no impairment charges in fiscal years 2016 or 2015. See note 13. 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, the price to the buyer is fixed or determinable and recoverability is reasonably assured. In general, risk of loss transfers upon shipment to customers. For consignment sales, the revenues are recognized when the customer uses the product for their intended use. 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. To the extent that customers are eligible for rebates, they are estimated and recognized as the sales are made. Cost of Sales — Cost of sales includes inbound freight charges, purchasing and receiving costs, 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, depreciation, 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 follows the asset and liability method of accounting for income taxes in accordance with current accounting standards. Under this method, deferred income taxes are recorded based upon the differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws in effect at the time the underlying assets or liabilities are recovered or settled. When the Company's earnings from foreign subsidiaries are considered to be indefinitely reinvested, no provision for United States income taxes is made for these earnings. If any of the subsidiaries have a distribution of earnings in the form of dividends or otherwise, the Company would be subject to both United States income taxes (subject to an adjustment for foreign tax credits) and withholding taxes payable to the various foreign countries. The Company records a valuation allowance in the reporting period when management believes that it is more likely than not that any deferred tax asset created will not be realized. Management will continue to evaluate the appropriateness of the valuation allowance in the future based upon the operating results of the Company. The calculation of the Company’s tax assets and liabilities involves assessing the uncertainties regarding the application of complex tax regulations. The Company recognizes liabilities for tax expenses based on its estimate of whether, and the extent to which, additional taxes will be due. If the Company determines that payment of these amounts is unnecessary, the Company reverses the liability and recognizes a tax benefit during the period in which it determines that the liability is no longer necessary. The Company records an additional charge in its provision for taxes when the determination is made. 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 under time-based and performance-based 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. Time-based and performance-based awards have no liquidation or dividend rights and are thus are not considered participating securities. 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 2016, 2015 and 2014. 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/(losses) of $(2.6) million, $(10.2) million and $3.1 million in fiscal years 2016, 2015 and 2014, respectively, 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 August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016‑15, “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments” (“ASU 2016-15”). ASU 2016-15 is intended to address how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is considering early adoption of the standard, and will evaluate the cash flow impacts of the specifically addressed transactions within the amendment as they occur. In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments—Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments." ASU 2016-13 changes the impairment model for most financial assets and certain other instruments, including trade and other receivables, held-to-maturity debt securities and loans, and requires entities to use a new forward-looking expected loss model that will result in the earlier recognition of allowance for losses. In March 2016, the FASB issued ASU No. 2016-09, “Compensation—Stock Compensation (Topic 718), Improvements to Employee Share-based Payment Accounting.” ASU 2016-09 simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. ASU 2016-09 is effective for annual periods beginning after December 15, 2017, and interim periods within annual periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which is intended to increase transparency and comparability of accounting for lease transactions. The ASU will require all leases with lease terms exceeding one year to be recognized on the balance sheet as lease assets and lease liabilities and will require both quantitative and qualitative disclosures regarding key information about leasing arrangements. Lessor accounting is largely unchanged. The guidance is effective beginning January 1, 2019 with an option to early adopt. The Company is evaluating whether to early adopt and the effect that ASU 2016-02 will have on its consolidated financial statements, and footnote disclosures. In November 2015, the FASB issued ASU No. 2015-17, “Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes,” which requires deferred tax liabilities and assets to be classified as noncurrent in the Balance Sheet. The standard will be effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for financial statements that have not been previously issued. The ASU may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company adopted this ASU on a prospective basis in the second quarter of fiscal year 2016. This change in accounting principle does not have an impact on the Company’s results of operations, cash flow or stockholders’ equity. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers”, which requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The new guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB voted to delay the effective date of ASU 2014-09 by one year to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. Adoption can occur using one of two prescribed transition methods. In March and April 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” and ASU 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing” which provide supplemental adoption guidance and clarification to ASC 2014-09. ASU 2016-08 and ASU 2016-10 must be adopted concurrently with the adoption of ASU 2014-09. The Company is currently evaluating the impact that these new standards will have on its consolidated financial statements and footnote disclosures. |
Acquisitions
Acquisitions | 12 Months Ended |
Jul. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | 2. ACQUISITIONS On April 4, 2016, the Company completed the acquisition of Nagase Finechem Singapore (Pte) Ltd. (“NFC”), a Singapore‑based manufacturer of electronic chemicals, for a cash purchase price of $2.9 million, including $1.1 million of estimated net working capital. NFC’s five-acre Singapore site comprises a manufacturing and packaging facility, warehouse, laboratory and cleanroom. The acquired company manufactures wet process chemicals, including solvents, acids and custom blends for the liquid crystal display, electronics and semiconductor markets, and provides recycling and refining services for certain customers. The Company completed the acquisition by borrowing $2.8 million on the revolving loan under its revolving credit facility. See Note 7 for further discussion of the Company’s revolving credit facility. The Company expensed transaction and acquisition-related costs of approximately $0.2 million in the fiscal quarter ended April 30, 2016, which is included in selling, general and administrative expenses on the Company’s consolidated statement of income. The following table summarizes the acquired assets and assumed liabilities and the preliminary acquisition accounting for the fair value of the assets and liabilities recognized in the consolidated balance sheets at July 31, 2016 (in thousands): Cash $ 228 Accounts receivable 1,862 Other assets 101 Property, plant and equipment, net 3,242 Intangible assets Licensing agreement 73 Toll manufacturing agreement 255 Total assets acquired $ 5,761 Total current liabilities assumed 1,028 Fair value of net assets acquired $ 4,733 The preliminary aggregate fair value of the working capital (assets and liabilities), property, plant and equipment and intangible assets acquired were determined by management to exceed the consideration paid for the acquisition, resulting in a bargain purchase gain under GAAP. In reaching that conclusion, management noted that there were no other liabilities being assumed in connection with the acquisition, including no environmental liabilities. Management believes the seller had determined to perform the transaction as part of an overall repositioning of its business. Based on these considerations, the Company recorded a gain of $1.8 million in connection with the bargain purchase during the year ended July 31, 2016. Any subsequent adjustments to the preliminary purchase price allocation will result in a corresponding change in the amount of the bargain purchase gain recorded in earnings. The pro forma impact on consolidated results is immaterial for the year ended July 31, 2016. On May 1, 2015, the Company completed the acquisition of Valves Incorporated of Texas, a privately held Texas corporation, pursuant to the terms of a previously announced Agreement and Plan of Merger. That acquired company manufactures and distributes industrial sealants and lubricants, primarily to the oil and gas storage, pipeline and gas distribution markets, as well as related products, such as lubrication equipment and fittings. In addition to the lubricants business, it also owned 606,875 shares of the Company’s common stock. Fred C. Leonard III, a director of the Company, was the majority shareholder, president and chief executive officer of Valves Incorporated of Texas. The aggregate merger consideration paid to the former shareholders of Valves Incorporated of Texas was 606,875 shares of the Company’s common stock plus $23.7 million in cash. The 606,875 shares of the Company previously owned by Valves Incorporated of Texas were cancelled as of the time of the merger, and no additional net shares of the Company were issued as a result of the merger. Of the $23.7 million cash consideration, $1.0 million of the purchase price was retained as a holdback to satisfy post-closing inventory adjustments and potential indemnity claims. The $500,000 of the holdback related to inventory adjustments was released in August 2015. The remaining $500,000 of the holdback for potential indemnity claims will be released eighteen months after the closing. The Company completed the acquisition by borrowing $23.5 million on the revolving loan under its revolving credit facility. At the closing of the merger, Valves Incorporated of Texas merged into Val-Tex. 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 $0.5 million in fiscal year 2015, which is included in selling, general and administrative expenses on the Company’s consolidated statement of income. The following table summarizes acquired assets and liabilities and the acquisition accounting for the fair value of the assets and liability recognized in the consolidated balance sheets at the acquisition date of the industrial lubricants and sealants business (in thousands): Inventory $ 1,900 Other current assets 15 Property, plant and equipment 482 Intangible assets: Customer relationships 10,291 Trade name and trademark 2,885 Proprietary manufacturing process 2,808 Other 152 Total intangible assets 16,136 Deferred tax liability - noncurrent (6,213 ) Net assets acquired 12,320 Goodwill 11,387 Total purchase consideration $ 23,707 The pro forma impact on consolidated results had the acquisition of Valves Incorporated of Texas occurred as of the beginning of fiscal year 2015 is immaterial. |
Inventories
Inventories | 12 Months Ended |
Jul. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | 3. INVENTORIES Inventories are summarized as follows at July 31, 2016 and 2015 (in thousands): 2016 2015 Raw materials and supplies $ 7,429 $ 8,723 Work in process 1,195 780 Supplies 968 525 Finished products 28,463 32,535 Less reserve for inventory obsolescence (654 ) (481 ) Inventories, net $ 37,401 $ 42,082 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Jul. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
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, 2016 and 2015 (in thousands): 2016 2015 Land $ 9,765 $ 13,257 Buildings and improvements 39,974 38,036 Equipment 88,470 84,273 Leasehold improvements 2,460 193 140,669 135,759 Less accumulated depreciation and amortization (65,958 ) (61,936 ) 74,711 73,823 Construction-in-progress 5,028 6,766 Property, plant and equipment, net (1) $ 79,739 $ 80,589 (1) In fiscal year 2016, as part of the Company’s ongoing review of its Milan production facilities, the Company determined that certain other facilities had excess capacity sufficient to absorb the manufacturing operations of one of its Milan plants. As a result, the Company committed to sell properties with a total estimated fair value, less costs to sell, of approximately $4.3 million at July 31, 2016. Assets held for sale are included in Prepaid expenses and other in Current assets. The Company expects the sale of the properties to be completed during fiscal year 2017. The fair value measurements were based on recent valuation appraisals. |
Income Taxes
Income Taxes | 12 Months Ended |
Jul. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
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 before income taxes for each of the three years ended July 31 are as follows (in thousands): 2016 2015 2014 United States $ 28,820 $ 20,442 $ 1,923 Foreign (590 ) (1,558 ) (1,657 ) Income before income taxes $ 28,230 $ 18,884 $ 266 The components of income tax expense/(benefit) for the years ended July 31 consisted of the following (in thousands): 2016 2015 2014 Current: Federal $ 7,900 $ 9,176 $ 2,582 Foreign 166 (127 ) 1,071 State 1,275 1,214 603 9,341 10,263 4,256 Deferred: Federal 358 (3,660 ) (1,978 ) Foreign (261 ) 293 (897 ) State 117 (150 ) (127 ) 214 (3,517 ) (3,002 ) Total $ 9,555 $ 6,746 $ 1,254 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, 2016 and 2015 (in thousands): 2016 2015 Deferred tax assets: Current deferred tax assets: Bad debt expense $ — $ 238 Inventory — 675 Accrued liabilities — 227 Employee benefits — 2,025 Other — 972 Less valuation allowance — (34 ) Total current deferred tax assets $ — $ 4,103 Non-current deferred tax assets Inventory $ 571 $ — Net operating loss 2,061 1,629 Employee benefits 2,059 — Deferred compensation 3,171 1,490 Accrued liabilities 498 — Other 1,062 295 Less valuation allowance (2,895 ) (1,982 ) Total non-current deferred tax assets $ 6,527 $ 1,432 Deferred tax liabilities: Current deferred tax liabilities: Prepaid assets $ — $ (341 ) Total current deferred tax liabilities: $ — $ (341 ) Non-current deferred tax liabilities: Difference in amortization basis of intangibles $ (11,115 ) $ (11,131 ) Difference in depreciable basis of property (4,928 ) (4,182 ) Other (432 ) — Total non-current deferred tax liabilities (16,475 ) (15,313 ) Net non-current deferred tax liability $ (9,948 ) $ (10,119 ) As of July 31, 2016, the Company has $7.9 million of foreign net operating loss carry forwards, which do not expire. 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 remains open for the fiscal year ended July 31, 2013 and forward for United States federal income taxes and fiscal year ended July 31, 2011 and forward for state tax jurisdictions. The Company’s subsidiary in Italy is contesting income tax assessments for the three year 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 $2.8 million (including interest and penalties) of additional liability, if all the adjustments are sustained. In October 2014, the Italian tax court ruled in favor of the Company’s positions related to the income tax assessments, but the government appealed the ruling. In October 2016, however, the Italian tax court confirmed the earlier ruling in favor of the Company. That decision is subject to further appeal by the government. Even in the event of an unfavorable result on appeal, the Company does not expect all of this amount to result in cash payments, as the Company would be able to utilize available net operating losses. The Company intends to vigorously defend its tax position. 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, 2016 and 2015 of $98,000 and $57,000, respectively, which includes penalties and interest offset by net operating losses. See Note 8. The Company does not intend for previously unremitted foreign earnings associated with its Mexico operations to be permanently reinvested outside the United States. Except for Mexico, the Company maintains its foreign earnings from the remaining foreign subsidiaries to be permanently reinvested. 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, 2016, 2015, and 2014, respectively (in thousands): 2016 2015 2014 Income taxes at the federal statutory rate $ 9,881 $ 6,610 $ 93 Effect of foreign operations 485 182 329 Change in valuation allowance 311 648 1,725 Adjustments to foreign operations — 1,148 (916 ) Effects of foreign currency fluctuations (330 ) (953 ) — State income taxes, net of federal income tax effect 969 639 269 Production deduction and tax credits (1,473 ) (1,182 ) — Acquisition related cost 85 125 — Other (373 ) (471 ) (246 ) Total $ 9,555 $ 6,746 $ 1,254 Uncertain Tax Positions The Company accounts for uncertain tax positions in accordance with FASB ASC 740, which prescribes the minimum recognition threshold a tax position taken or expected to be taken in a tax return is required to meet before being recognized in the financial statements. The following table summarizes the activity related to our gross unrecognized tax benefits (in thousands): Balance at July 31, 2015 $ 718 Increases related to prior years positions 249 Increases related to current year positions 287 Balance at July 31, 2016 $ 1,254 The Company does not anticipate any significant changes to the unrecognized tax benefits within the next twelve months. The Company recognizes interest and penalties related to uncertain tax positions within the provision for income taxes in the consolidated statements of income. The Company recognized $69,000 in penalties and interest during the year ended July 31, 2016 related to unrecognized tax benefits. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Jul. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 6. INTANGIBLE ASSETS Intangible assets are summarized as follows (in thousands): Number of Years Weighted July 31, 2016 Average Amortization Period Original Cost Accumulated Amortization Foreign Currency Translation Carrying Amount Intangible assets subject to amortization (range of useful life): Electronic chemicals-related contracts (5-8 years) 6.6 $ 2,204 $ (1,104 ) $ (117 ) $ 983 Electronic chemicals-related trademarks and patents (10-15 years) 12.0 117 (87 ) — 30 Electronic chemicals-value of product qualifications (5-15 years) 14.1 14,100 (4,616 ) (831 ) 8,653 Other chemicals-customer relationships (15 years) 15.0 10,291 (858 ) — 9,433 Other chemicals-other related contracts (5 years) 5.0 152 (38 ) — 114 Electronic chemicals - Tolling/License Agreements (1-3 years) 1.4 328 (93 ) — 235 Total intangible assets subject to amortization 13.6 $ 27,192 $ (6,796 ) $ (948 ) $ 19,448 Intangible assets not subject to amortization: Other chemicals-penta product registrations 8,765 Other chemicals-related trade name and trademark 2,885 Other chemicals-proprietary manufacturing process 2,808 Total intangible assets not subject to amortization 14,458 Total intangible assets, net $ 33,906 Number of Years Weighted July 31, 2015 Average Amortization Period Original Cost Accumulated Amortization Foreign Currency Translation Carrying Amount Intangible assets subject to amortization (range of useful life): Electronic chemicals-related contracts (5-8 years) 6.6 $ 2,204 $ (839 ) $ (87 ) $ 1,278 Electronic chemicals-related trademarks and patents (10-15 years) 12.0 117 (77 ) — 40 Electronic chemicals-value of product qualifications (5-15 years) 14.1 14,100 (3,649 ) 70 10,521 Other chemicals-customer relationships (15 years) 15.0 10,291 (172 ) — 10,119 Other chemicals-other related contracts (5 years) 5.0 152 (8 ) — 144 Total intangible assets subject to amortization 13.8 $ 26,864 $ (4,745 ) $ (17 ) $ 22,102 Intangible assets not subject to amortization: Other chemicals-penta product registrations 8,765 Other chemicals-related trade name and trademark 2,885 Other chemicals-proprietary manufacturing process 2,808 Total intangible assets not subject to amortization 14,458 Total intangible assets, net $ 36,560 Assets acquired in the acquisition of the industrial lubricants business in May 2015 included $10.3 million of customer relationships and $0.2 million of non-compete agreements, which are being amortized over fifteen and five years, respectively. Additionally, in connection with the acquisition, the Company recorded $11.4 million of goodwill (non-deductible for tax). 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 fifteen and seven years, respectively. Intangible assets subject to amortization are amortized over their estimated useful lives which are between five and fifteen years. Total amortization expense related to intangible assets was approximately $2.0 million, $1.7 million and $1.8 million for the fiscal years ended July 31, 2016, 2015 and 2014, respectively. The following table presents carrying value of goodwill by operating segment as of July 31, 2016, 2015 and 2014 (in thousands): Other Chemicals Electronic Chemicals Total Balance as of July 31, 2014 3,779 8,816 12,595 Industrial lubricants business acquisition 11,352 — 11,352 Foreign currency translation adjustment — (877 ) (877 ) Sale of creosote business (662 ) — (662 ) Balance as of July 31, 2015 14,469 7,939 22,408 Purchase price adjustment 35 — 35 Foreign currency translation adjustment — (215 ) (215 ) Balance as of July 31, 2016 $ 14,504 $ 7,724 $ 22,228 |
Long-Term Obligations
Long-Term Obligations | 12 Months Ended |
Jul. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Obligations | 7. LONG-TERM OBLIGATIONS Working Capital On October 9, 2014, the Company refinanced its then existing revolving loan facility and entered into a new credit facility as reported on the Form 8-K filed on October 10, 2014 (the “Second Restated Credit Facility”). At July 31, 2016 the Company had $35.8 million outstanding under the Second Restated Credit Facility of $150.0 million. The maximum borrowing capacity under that revolving loan facility was $111.5 million, after giving effect to a reduction of $2.7 million for unused letters of credit. Long Term Obligations The Company’s long-term debt and current maturities as of July 31, 2016 and 2015 consisted of the following (in thousands): July 31, 2016 July 31, 2015 Senior secured debt: Revolving loan facility, maturing on October 9, 2019, variable interest rates based on LIBOR plus 1.0% at July 31, 2016 $ 35,800 $ 53,000 The Second Restated Credit Facility was refinanced 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 Second Restated 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. The Second Restated 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 maturity date for the Second Restated Credit Facility is October 9, 2019. The revolving loan under the Second Restated Credit Facility bears interest at varying rate of LIBOR plus a margin based on funded debt to 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 1.500 % 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 1.250 % 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 1.000 % Advances under the revolving loan bore interest at 1.496% as of July 31, 2016. The Company also incurs an unused commitment fee on the unused amount of commitments under the Second Restated Credit Facility from 0.30% to 0.15%, based on the ratio of funded debt to EBITDA. Loans under the Second Restated Credit Facility are secured by the Company’s assets, including stock in subsidiaries, inventory, accounts receivable, equipment, intangible assets, and real property. The Second Restated 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. As of July 31, 2016, the Company was in compliance with all covenants of the Second Restated Credit Facility. Principal payments due under long-term debt agreements as of July 31, 2016 for the fiscal years ended July 31 are as follows (in thousands): Total 2017 2018 2019 2020 2021 Thereafter Long-term debt $ 35,800 $ — $ — $ — $ 35,800 $ — $ — |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Jul. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
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, 2016 are summarized in the following table (in thousands): Total 2017 2018 2019 2020 2021 Thereafter Operating leases $ 21,832 $ 3,013 $ 2,355 $ 2,198 $ 1,589 $ 1,341 $ 11,336 Purchase obligations (1) 46,642 37,811 8,239 592 — — — Total $ 68,474 $ 40,824 $ 10,594 $ 2,790 $ 1,589 $ 1,341 $ 11,336 (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 $3.1 million, $3.4 million and $3.8 million in fiscal years 2016, 2015 and 2014, 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 $430,000, $977,000, and $667,000, in fiscal years 2016, 2015 and 2014, 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 $2.0 million, including interest and penalties through July 31, 2016 (at an exchange rate of 1.11 $/€). The Company had a liability for an uncertain tax position for items in the amount of $98,000, $57,000 and $326,000 as of July 31, 2016, 2015 and 2014, respectively. The Provincial Tax Court issued a ruling in October 2014 agreeing with the Company’s positions in the income tax assessment case, but the government appealed that ruling. In October 2016, however, the court confirmed the initial ruling in favor of the Company. That decision is subject to further appeal by the government. In the second case, the Company’s subsidiary contests 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, 2016, is €816,000 (or approximately $906,000, at an exchange rate of 1.11 $/€). In June 2016, the court ruled in the Company’s favor, in part, by reducing the amount of the assessment to €297,000. In October 2016, the Company appealed that ruling to the extent that it supported a partial increased assessment. The Company expects that the taxing authority will appeal the portion of the court’s ruling that reduced the assessment. 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 near Beaumont, Texas on the National Priorities List. The Company’s subsidiary, KMG-Bernuth, was notified in October 2014 that the EPA considered it to have potential liability under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, also known as “CERCLA” in connection with this site by virtue of its relationship with certain alleged successor companies, including Idacon, Inc. (f/k/a Sonford Chemical Company). The EPA has estimated that the remediation will cost approximately $22.0 million. The Company and approximately seven other parties entered into an interim agreement with the EPA in September 2016 to complete a remedial design phase of the remediation of the site. No assurance can be given that the EPA will not designate the Company’s subsidiary as a potentially responsible party. The Company established a liability of $1.3 million in the third quarter of fiscal year 2015 in connection with this matter, with such amount accrued at July 31, 2016 and 2015. 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, 2016 | |
Postemployment Benefits [Abstract] | |
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 $638,000, $573,000 and $608,000 in fiscal years 2016, 2015, and 2014, respectively. The locations in the United Kingdom and Singapore make contributions to retirement plans that function as defined contribution retirement plans. The Company’s contributions to those plans were approximately $1.6 million, $1.3 million and $1.5 million in fiscal years 2016, 2015 and 2014, respectively. The Company’s other long-term liabilities included approximately $1.4 million, $1.2 million and $1.1 million as of July 31, 2016, 2015 and 2014, respectively, related to benefit obligations in connection with the France location 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, 2016, 2015 and 2014, the associated liability was approximately $363,000, $490,000 and $553,000, respectively. The amount payable is a general obligation of the Company. Benefit payments under this arrangement, which the Company began paying in April 2013, will be paid for 10 years. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jul. 31, 2016 | |
Earnings Per Share [Abstract] | |
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 2016 2015 2014 (Amounts in thousands, except per share data) Net income/(loss) from continuing operations $ 18,675 $ 12,138 $ (988 ) Weighted average shares outstanding Weighted average shares outstanding — basic 11,719 11,673 11,615 Dilutive effect of options/warrants and stock awards 207 106 — Weighted average shares outstanding — diluted 11,926 11,779 11,615 Basic earnings/(loss) per share $ 1.59 $ 1.04 $ (0.09 ) Diluted earnings/(loss) per share $ 1.57 $ 1.03 $ (0.09 ) 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 11,281 shares, 136 shares and 21,033 shares for the fiscal years ended 2016, 2015 and 2014, respectively, not included in the computation of diluted earnings per share because they were anti-dilutive. 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. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jul. 31, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 11. STOCK-BASED COMPENSATION Stock-Based Incentive Plans The Company adopted a 2016 Long-Term Incentive Plan (“2016 LTI Plan”) in January 2016 and it was approved by the shareholders at the annual meeting in January 2016. 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 2016 LTI Plan and the 2009 LTI Plan are referred to collectively as the “LTI Plans”). 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 500,000 shares under the 2016 LTI Plan and 750,000 under the 2009 LTI 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 2016 LTI Plan or 250,000 shares of common stock under the 2009 LTI Plan. At July 31, 2016 there were approximately 120,323 shares available for future grants under the 2016 LTI Plan and 53,691 shares available for future grants under the 2009 LTI Plan. Accounting for Stock-Based Compensation The Company recognized stock-based compensation costs of approximately $4.8 million, $2.8 million and $2.2 million, respectively, for the fiscal years ended July 31, 2016, 2015 and 2014, and the related tax benefits of $1.7 million, $887,000 and $825,000, respectively, for the fiscal years ended July 31, 2016, 2015 and 2014. 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, 2016, there was approximately $6.8 million of unrecognized compensation costs that are related to outstanding stock awards expected to be recognized over a weighted-average period of 2.2 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 2014. 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-awards is presented below. Performance Shares The Company grants performance-based Series 1 and Series 2 awards for shares to certain executives and employees. Stock-based compensation for the awards is recognized 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 under the awards 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, 2015, there were 244,790 non-vested performance share awards outstanding, which reflected the maximum number of shares under the awards, and 120,692 performance share awards vested during the fiscal year ended July 31, 2016. As of July 31, 2016, the non-vested performance-based stock awards consisted of awards granted to certain executives and employees in fiscal years 2016, 2015 and 2014 as summarized below, reflecting the target number of shares under the awards. Date of Grant Series Award Target Award (Shares) Grant Date Fair Value Measurement Period Ending Actual or Expected Percentage Vesting (1) Shares Projected to Vest or Vested Fiscal Year 2016 Award 03/10/2016 Series 1 14,625 $ 21.89 10/31/2018 01/29/2016 Series 1 57,163 $ 21.80 10/31/2018 Forfeitures (2) (5,350 ) Total Series 1 66,438 100 % 66,438 01/19/2016 Series 3 82,938 $ 20.89 07/31/2020 100 % 82,938 12/11/2015 Series 3 10,000 $ 19.03 07/31/2016 100 % 10,000 12/11/2015 Series 3 4,000 $ 19.03 07/31/2016 100 % 4,000 Fiscal Year 2015 Award 03/26/2015 Series 1 21,173 $ 25.85 07/31/2017 12/09/2014 Series 1 103,499 $ 17.81 07/31/2017 Forfeitures (2) (11,685 ) Total Total Series 1 112,987 159 % 179,355 Fiscal Year 2014 Award 02/25/2014 Series 1 127,315 $ 14.88 07/31/2016 Forfeitures (2) (17,596 ) Total Series 1 109,719 110 % 120,692 (1) The percentage vesting for performance share awards is currently estimated at 100%, 159% and 110% of the target awards for the fiscal year 2016, 2015 and 2014 awards, respectively. (2) Forfeitures include Series 1 awards that were granted in fiscal years 2016, 2015 and 2014 to certain employees that were forfeited at the termination of their employment. Series 1: For the fiscal year 2016, 2015 and 2014 awards, vesting is subject to performance requirements composed of certain objectives including average annual return on invested capital and annual compound growth rate in the Company’s diluted earnings per share. These objectives are measured quarterly using the Company’s budget, actual results and long-term projections. For each of the Series 1 awards, the expected percentage of vesting is evaluated through July 31, 2016, and reflects the percentage of shares projected to vest for the respective awards at the end of their measurement periods. For the fiscal year 2016 and 2015 awards, shares vested under the awards may increase to a maximum of 200% and 167%, respectively, of the target award on achievement of maximum performance objectives. Series 2: None outstanding. Series 3: The table includes certain performance-based awards that are granted to Christopher T. Fraser according to his employment agreement. In fiscal year 2016, Mr. Fraser was awarded (i) a performance-based Series 3 award for 10,000 shares of common stock (at maximum) having a performance requirement related to debt payments during the fiscal year, and (ii) a performance-based Series 3 award for 4,000 shares of common stock having certain organizational objectives as a performance requirement. In each case the awards are measured over a one year period beginning August 1 and ending July 31. These awards fully vested as of July 31, 2016. In fiscal year 2016 Mr. Fraser was also awarded a performance-based Series 3 award for 82,938 shares of common stock (at target) having performance requirements related to cumulative revenue and total stockholder return. The measurement period for the fiscal year 2016 award begins on November 1, 2015 and the award vests one-third (1/3) at July 31, 2018, 2019 and 2020. The shares vested may increase to a maximum of 200% of the target award on achievement of maximum performance objectives. Awards to Mr. Fraser for fiscal year 2015 included (i) a performance-based Series 3 award for 10,000 shares of common stock (at maximum) having a performance requirement related to debt payments during the fiscal year, and (ii) a performance-based Series 3 award for 4,000 shares of common stock having certain organizational objectives as a performance requirement, and in each case such awards vest and are measured over a one year period beginning August 1 and ending July 31. The award for fiscal year 2015 was fully vested and 14,000 shares were issued on October 1, 2015. The weighted-average grant-date fair value of performance share awards forfeited during the fiscal year 2016 was $17.91. The weighted-average grant-date fair value of performance share awards outstanding at August 1, 2015 and July 31, 2016 was $17.36 and $20.09, respectively. The total grant-date fair value of performance share awards vested during fiscal years 2016, 2015 and 2014 was approximately $2.1 million, $233,000, and $45,000, respectively. Time-Based Shares A summary of activity for time-based stock awards for the fiscal year ended July 31, 2016 is presented below: Shares Weighted-Average Grant-Date Fair Value Non-vested on August 1, 2014 50,100 $ 19.19 Granted (1) 68,774 20.00 Vested (2) (36,186 ) 19.65 Forfeited — — Non-vested on August 1, 2015 82,688 19.66 Granted (3) 177,799 21.94 Vested (4) (39,557 ) 21.04 Forfeited (5) (9,562 ) 20.51 Non-vested on July 31, 2016 211,368 21.28 (1) Includes 19,386 shares awards granted to non-employee directors during fiscal year 2015. Includes 8,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 41,388 share awards granted to certain employees and executives during fiscal year 2015 which are expected to vest on July 31, 2016. The Company recognizes compensation expense related to the awards over the respective service period. (2) Includes 19,386 share awards granted to non-employee directors for service during fiscal year 2015. The shares vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 16,800 share awards granted to employees. (3) Includes 19,007 share awards granted to non-employee directors during fiscal year 2016. Includes 7,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 71,792 share awards granted to certain employees and executives during fiscal year 2016 which are expected to vest on October 31, 2018. Also includes 80,000 share awards granted to Mr. Fraser which vest over a service period of five years beginning on August 1, 2015. The share awards are to vest one third (1/3) at the end of years three, four and five of the service period. The Company recognizes compensation expense related to the awards over the respective service period. (4) Includes 19,007 share awards granted to non-employee directors for service during fiscal year 2016. The share awards vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 20,550 share awards granted to employees. The vested amounts includes 6,000 share awards granted to Mr. Fraser. (5) Forfeitures includes awards that were granted in fiscal years 2016 and 2015 to certain employees that were forfeited at the termination of their employment. The total fair value of share awards vested during the fiscal years ended 2016, 2015 and 2014 was approximately $832,000, $944,000, and $1,822,000, respectively. |
Segment Information
Segment Information | 12 Months Ended |
Jul. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | 12. SEGMENT INFORMATION The Company has two reportable segments—electronic chemicals and other chemicals. In conjunction with the acquisition of the industrial lubricants business, the Company’s management, including the chief executive officer, who is the chief operating decision maker, determined that the Company’s operations should be reported as the electronic chemicals and other chemicals business segments. Previously the Company had 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 and the NFC acquisition on April 4, 2016, and represents the substantial majority of the Company’s on-going operations. During the second quarter ended January 31, 2015, the Company sold the creosote business which, along with the Company’s penta business, comprised the previous wood treating chemicals segment. The remaining piece of the wood treating chemicals segment was combined with the recently acquired industrial lubricants business and are presented as the other chemicals segment. Therefore, as of May 1, 2015 our other chemicals segment includes the Company’s penta business and the recently acquired industrial valve lubricants and sealants business. The business segment management reporting and controlling systems are based on the same accounting policies as those described in the summary of significant accounting policies. See Note 1. Electronic Chemicals Other Chemicals Other Activities Consolidated (Amounts in thousands) 2016 Net Sales $ 261,523 $ 36,455 $ — $ 297,978 Depreciation and amortization (1) 11,832 1,149 1,553 14,534 Income from operations (2) 32,141 12,631 (17,201 ) 27,571 Goodwill and intangible assets, net 17,625 38,509 — 56,134 Total assets 165,561 53,798 17,669 237,028 2015 Net Sales $ 265,608 $ 54,820 $ 70 $ 320,498 Depreciation and amortization (1) 12,257 626 648 13,531 Income from operations (2) 21,787 8,735 (13,933 ) 16,589 Goodwill and intangible assets, net 19,778 39,190 — 58,968 Total assets 169,355 58,878 14,126 242,359 2014 Net Sales $ 253,754 $ 99,514 $ 138 $ 353,406 Depreciation and amortization (1) 13,240 400 477 14,117 Income from operations (2) 14,089 8,390 (18,528 ) 3,951 Goodwill and intangible assets, net 23,065 17,883 — 40,948 Total assets 192,402 41,178 17,278 250,858 (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, which are included in the Other Activities column. For fiscal years 2016, 2015 and 2014 sales to one customer represented approximately 26%, 23% and 15%, respectively, of the Company’s net sales. In fiscal year 2014, sales to another customer represented approximately 13% of the Company’s net sales, No other customers accounted for 10% or more of the Company’s net sales. Geographic Data: The Company operated 15 facilities that are dedicated to manufacturing, blending and distributing products in seven countries. The United States is home to four of those sites, representing 59% of the Company’s long-lived assets. Sales are attributed to geographic areas based on customer location; long-lived assets are attributed to geographic areas based on asset location. 2016 2015 2014 (Amounts in thousands) Net sales: United States $ 162,427 $ 183,384 $ 212,903 International 135,551 137,114 140,503 Net sales $ 297,978 $ 320,498 $ 353,406 Property, plant and equipment, net: United States $ 47,118 $ 45,257 International 32,621 35,332 Property, plant and equipment, net $ 79,739 $ 80,589 |
Restructuring and Realignment E
Restructuring and Realignment Events | 12 Months Ended |
Jul. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Realignment Events | 13. RESTRUCTURING AND REALIGNMENT EVENTS As part of the Company’s global restructuring of its electronic chemicals operations, the Fremont, California manufacturing site acquired in the acquisition from OM Group was closed in fiscal year 2014, and production has been shifted primarily to the Company’s Hollister, California and Pueblo, Colorado facilities. The Company closed one of its facilities in Milan, Italy in December 2015, and shifted some production to facilities in France and the United Kingdom. Accelerated depreciation with respect to the closed facilities has been completed. Restructuring charges, exclusive of accelerated depreciation, have been $1.8 million in the aggregate in fiscal years 2016 and 2015. At July 31, 2016, the accrued liability associated with restructuring and other related charges consisted of the following: Employee Decommissioning and Environmental Other Total Accrued liability at July 31, 2013 $ — $ — $ — $ — 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 Charges — 90 11 101 Payments (882 ) (654 ) (12 ) (1,548 ) Adjustment (290 ) (77 ) (9 ) (376 ) Accrued liability at July 31, 2015 $ 716 $ 169 $ 17 $ 902 Payments (4 ) (135 ) (17 ) (156 ) Adjustment 9 2 — 11 Accrued liability at July 31, 2016 $ 721 $ 36 $ — $ 757 Total accelerated depreciation for the fiscal years ended July 31, 2016 and 2015 was $295,000 and $900,000, respectively. In October 2014, the Company announced a realignment of its hydrofluoric acid business and subsequently exited the facility operated for the Company by Chemtrade Logistics (“Chemtrade”) in Bay Point, California. 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. Operations ceased in the third quarter of fiscal year 2015. The Company incurred total charges of $4.8 million for accelerated depreciation during fiscal year 2015. Additionally, the Company incurred certain employee costs of $0.8 million. All assets have been fully depreciated as of July 31, 2015. The changes to the asset retirement obligation associated with realignment are as follows: Asset retirement obligation at July 31, 2014 $ 3,870 Charges 671 Payments (3,721 ) Adjustment (9 ) Asset retirement obligation at July 31, 2015 $ 811 Charges 129 Payments (772 ) Asset retirement obligation at July 31, 2016 $ 168 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 $1.0 million depreciation expense against that obligation, and the Company recognized $0.8 million of additional accelerated depreciation. In addition, the Company recognized an impairment charge of $2.7 million in fiscal year 2014 with respect to certain manufacturing equipment at Bay Point that is unrelated to hydrofluoric acid production. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended |
Jul. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data (Unaudited) | 14. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) First Quarter Second Quarter Third Quarter Fourth Quarter (Amounts in thousands, except per share data) Year Ended July 31, 2016 Net sales $ 76,650 $ 70,859 $ 75,168 $ 75,301 Gross profit 29,260 28,233 29,158 28,857 Operating income 7,320 6,137 7,029 7,085 Income before income taxes 7,151 6,034 8,522 6,523 Net income 4,591 3,979 6,362 3,743 Earnings per share: Net income per share - basic $ 0.39 $ 0.34 $ 0.54 $ 0.32 - diluted 0.39 0.33 0.53 0.31 Year Ended July 31, 2015 Net sales $ 90,779 $ 79,762 $ 73,964 $ 75,993 Gross profit 27,591 28,555 26,815 26,516 Operating income 2,819 3,167 4,761 5,842 Income before income taxes 1,988 8,534 2,827 5,535 Net income 1,185 5,490 2,135 3,328 Earnings per share: Income per share - basic $ 0.10 $ 0.47 $ 0.18 $ 0.29 - diluted 0.10 0.47 0.18 0.28 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 Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Jul. 31, 2016 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | KMG Chemicals, Inc. Schedule II — Valuation and Qualifying Accounts Fiscal years ended July 31, 2016, 2015 and 2014 (in thousands) Description Balance at beginning of period Charged to costs and expenses Additions/ Deductions Balance at end of period Year ended July 31, 2016: Allowance for doubtful accounts $ 144 $ 7 $ 59 $ 210 Inventory obsolescence 481 173 — 654 Valuation allowance on deferred tax assets 2,016 (360 ) 1,239 2,895 Year ended July 31, 2015: Allowance for doubtful accounts $ 272 $ — $ (128 ) $ 144 Inventory obsolescence 290 941 (750 ) 481 Valuation allowance on deferred tax assets 1,725 291 — 2,016 Year ended July 31, 2014: Allowance for doubtful accounts $ 224 $ 108 $ (60 ) $ 272 Inventory obsolescence 180 221 (111 ) 290 Valuation allowance on deferred tax assets — 1,725 — 1,725 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 31, 2016 | |
Accounting Policies [Abstract] | |
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 three wholly-owned subsidiaries, KMG Electronic Chemicals, Inc. (“KMG EC”), KMG Val-Tex, LLC (“Val-Tex”) and KMG-Bernuth, Inc. (“KMG Bernuth”). In its electronic chemicals business, the Company sells high purity and ultra purity wet process chemicals primarily to the semiconductor industry. In its industrial lubricants business, the Company sells industrial lubricants and sealants, primarily to the oil and gas storage, pipeline and gas distribution markets, as well as related products, such as lubrication equipment and fittings. In its wood treating chemicals business, the Company sells industrial wood treating chemicals based on pentachlorophenol (“penta”). 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 and has facilities in the United States, the United Kingdom, France, Italy and Singapore. The Company operates its industrial lubricants business through Val-Tex, a Texas limited liability company, and has one facility in the United States. 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 Company has two reportable segments, electronic chemicals and other chemicals. The other chemicals segment includes the Company’s industrial lubricants business and its wood treating chemicals business. See Note 12. |
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. These reclassifications had no impact on net income (loss) or total stockholders’ equity as previously reported. |
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, 2016 and 2015 includes proceeds that were placed in escrow in connection with the sale of the animal health business. |
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, 2016 and 2015 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 sales of products 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. 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 the Company’s assessment of future bad debt exposure. Historically, write offs of accounts receivable balances have been insignificant. The allowance was $210,000 and $144,000 at July 31, 2016 and 2015, 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 a reserve for 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 Depreciation expense was approximately $12.9 million, $17.5 million and $16.5 million (including accelerated depreciation of $0.3 million, $5.6 million and $4.2 million) in fiscal years 2016, 2015 and 2014, respectively. See Notes 4 and 14. |
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, 2016 and 2015. The Company therefore concluded that its indefinite lived intangible assets were not impaired as of July 31, 2016 and 2015. It is the Company’s policy to expense costs as incurred in connection with the renewal or extension of its intangible assets. |
Goodwill | Goodwill — Goodwill represents the excess of the purchase price paid for acquired businesses over the allocated fair value of the related net assets after impairments, if applicable. The Company evaluates goodwill for impairment annually, and when an event occurs or circumstances change to suggest that the carrying amount may not be recoverable. The Company has goodwill of $14.5 million and $7.7 million associated with its other chemicals and electronic chemicals segments, respectively, as of July 31, 2016. As part of the goodwill impairment analysis, current accounting standards give companies the option to first perform a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If it is determined that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, then performing the currently prescribed two-step impairment test is unnecessary. In developing a qualitative assessment to meet the “more-likely-than-not” threshold, each reporting unit with goodwill on its balance sheet is assessed separately, and different relevant events and circumstances are evaluated for each unit. If it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the prescribed two-step impairment test is performed. Current accounting standards also give us the option to bypass the qualitative assessment for any reporting unit in any period, and proceed directly to performing the first step of the two-step goodwill impairment test. The Company conducts its annual impairment test as of July of each year. In 2016, 2015 and 2014, the Company performed a qualitative assessment that indicated the fair value of each of its reporting units is greater than its carrying amount. In conjunction with the sale of the creosote business on January 16, 2015, the Company allocated goodwill of approximately $662,000 that was previously a part of the wood treating chemicals reporting unit to the assets disposed of in the sale. |
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 management’s 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 13. |
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 the Company determined it would no longer manufacture products. There were no impairment charges in fiscal years 2016 or 2015. See note 13. |
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, the price to the buyer is fixed or determinable and recoverability is reasonably assured. In general, risk of loss transfers upon shipment to customers. For consignment sales, the revenues are recognized when the customer uses the product for their intended use. 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. To the extent that customers are eligible for rebates, they are estimated and recognized as the sales are made. |
Cost of Sales | Cost of Sales — Cost of sales includes inbound freight charges, purchasing and receiving costs, 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, depreciation, 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 follows the asset and liability method of accounting for income taxes in accordance with current accounting standards. Under this method, deferred income taxes are recorded based upon the differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws in effect at the time the underlying assets or liabilities are recovered or settled. When the Company's earnings from foreign subsidiaries are considered to be indefinitely reinvested, no provision for United States income taxes is made for these earnings. If any of the subsidiaries have a distribution of earnings in the form of dividends or otherwise, the Company would be subject to both United States income taxes (subject to an adjustment for foreign tax credits) and withholding taxes payable to the various foreign countries. The Company records a valuation allowance in the reporting period when management believes that it is more likely than not that any deferred tax asset created will not be realized. Management will continue to evaluate the appropriateness of the valuation allowance in the future based upon the operating results of the Company. The calculation of the Company’s tax assets and liabilities involves assessing the uncertainties regarding the application of complex tax regulations. The Company recognizes liabilities for tax expenses based on its estimate of whether, and the extent to which, additional taxes will be due. If the Company determines that payment of these amounts is unnecessary, the Company reverses the liability and recognizes a tax benefit during the period in which it determines that the liability is no longer necessary. The Company records an additional charge in its provision for taxes when the determination is made. 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 under time-based and performance-based 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. Time-based and performance-based awards have no l iquidation or dividend rights and are thus are not considered participating securities. |
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 2016, 2015 and 2014. 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/(losses) of $(2.6) million, $(10.2) million and $3.1 million in fiscal years 2016, 2015 and 2014, respectively, 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 August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016‑15, “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments” (“ASU 2016-15”). ASU 2016-15 is intended to address how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is considering early adoption of the standard, and will evaluate the cash flow impacts of the specifically addressed transactions within the amendment as they occur. In June 2016, the FASB issued ASU No. 2016-13, "Financial Instruments—Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments." ASU 2016-13 changes the impairment model for most financial assets and certain other instruments, including trade and other receivables, held-to-maturity debt securities and loans, and requires entities to use a new forward-looking expected loss model that will result in the earlier recognition of allowance for losses. In March 2016, the FASB issued ASU No. 2016-09, “Compensation—Stock Compensation (Topic 718), Improvements to Employee Share-based Payment Accounting.” ASU 2016-09 simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. ASU 2016-09 is effective for annual periods beginning after December 15, 2017, and interim periods within annual periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842),” which is intended to increase transparency and comparability of accounting for lease transactions. The ASU will require all leases with lease terms exceeding one year to be recognized on the balance sheet as lease assets and lease liabilities and will require both quantitative and qualitative disclosures regarding key information about leasing arrangements. Lessor accounting is largely unchanged. The guidance is effective beginning January 1, 2019 with an option to early adopt. The Company is evaluating whether to early adopt and the effect that ASU 2016-02 will have on its consolidated financial statements, and footnote disclosures. In November 2015, the FASB issued ASU No. 2015-17, “Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes,” which requires deferred tax liabilities and assets to be classified as noncurrent in the Balance Sheet. The standard will be effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for financial statements that have not been previously issued. The ASU may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company adopted this ASU on a prospective basis in the second quarter of fiscal year 2016. This change in accounting principle does not have an impact on the Company’s results of operations, cash flow or stockholders’ equity. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers”, which requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The new guidance also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. In August 2015, the FASB voted to delay the effective date of ASU 2014-09 by one year to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. Adoption can occur using one of two prescribed transition methods. In March and April 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers: Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” and ASU 2016-10, “Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing” which provide supplemental adoption guidance and clarification to ASC 2014-09. ASU 2016-08 and ASU 2016-10 must be adopted concurrently with the adoption of ASU 2014-09. The Company is currently evaluating the impact that these new standards will have on its consolidated financial statements and footnote disclosures. |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Accounting Policies [Abstract] | |
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 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Nagase Finechem Singapore (Pte) Ltd ("NFC") | |
Summary of Acquired Assets and Assumed Liabilities and Preliminary Acquisition Accounting for Fair Value of Assets and Liabilities Recognized | The following table summarizes the acquired assets and assumed liabilities and the preliminary acquisition accounting for the fair value of the assets and liabilities recognized in the consolidated balance sheets at July 31, 2016 (in thousands): Cash $ 228 Accounts receivable 1,862 Other assets 101 Property, plant and equipment, net 3,242 Intangible assets Licensing agreement 73 Toll manufacturing agreement 255 Total assets acquired $ 5,761 Total current liabilities assumed 1,028 Fair value of net assets acquired $ 4,733 |
Valves Incorporated of Texas | |
Summary of Acquired Assets and Assumed Liabilities and Preliminary Acquisition Accounting for Fair Value of Assets and Liabilities Recognized | The following table summarizes acquired assets and liabilities and the acquisition accounting for the fair value of the assets and liability recognized in the consolidated balance sheets at the acquisition date of the industrial lubricants and sealants business (in thousands): Inventory $ 1,900 Other current assets 15 Property, plant and equipment 482 Intangible assets: Customer relationships 10,291 Trade name and trademark 2,885 Proprietary manufacturing process 2,808 Other 152 Total intangible assets 16,136 Deferred tax liability - noncurrent (6,213 ) Net assets acquired 12,320 Goodwill 11,387 Total purchase consideration $ 23,707 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories are summarized as follows at July 31, 2016 and 2015 (in thousands): 2016 2015 Raw materials and supplies $ 7,429 $ 8,723 Work in process 1,195 780 Supplies 968 525 Finished products 28,463 32,535 Less reserve for inventory obsolescence (654 ) (481 ) Inventories, net $ 37,401 $ 42,082 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Property Plant And Equipment [Abstract] | |
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, 2016 and 2015 (in thousands): 2016 2015 Land $ 9,765 $ 13,257 Buildings and improvements 39,974 38,036 Equipment 88,470 84,273 Leasehold improvements 2,460 193 140,669 135,759 Less accumulated depreciation and amortization (65,958 ) (61,936 ) 74,711 73,823 Construction-in-progress 5,028 6,766 Property, plant and equipment, net (1) $ 79,739 $ 80,589 (1) In fiscal year 2016, as part of the Company’s ongoing review of its Milan production facilities, the Company determined that certain other facilities had excess capacity sufficient to absorb the manufacturing operations of one of its Milan plants. As a result, the Company committed to sell properties with a total estimated fair value, less costs to sell, of approximately $4.3 million at July 31, 2016. Assets held for sale are included in Prepaid expenses and other in Current assets. The Company expects the sale of the properties to be completed during fiscal year 2017. The fair value measurements were based on recent valuation appraisals. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Geographical Sources of Income Before Income Taxes | The Company is subject to United States federal, state and foreign taxes on its operations. The geographical sources of income before income taxes for each of the three years ended July 31 are as follows (in thousands): 2016 2015 2014 United States $ 28,820 $ 20,442 $ 1,923 Foreign (590 ) (1,558 ) (1,657 ) Income before income taxes $ 28,230 $ 18,884 $ 266 |
Components of Income Tax Expense (Benefit) | The components of income tax expense/(benefit) for the years ended July 31 consisted of the following (in thousands): 2016 2015 2014 Current: Federal $ 7,900 $ 9,176 $ 2,582 Foreign 166 (127 ) 1,071 State 1,275 1,214 603 9,341 10,263 4,256 Deferred: Federal 358 (3,660 ) (1,978 ) Foreign (261 ) 293 (897 ) State 117 (150 ) (127 ) 214 (3,517 ) (3,002 ) Total $ 9,555 $ 6,746 $ 1,254 |
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, 2016 and 2015 (in thousands): 2016 2015 Deferred tax assets: Current deferred tax assets: Bad debt expense $ — $ 238 Inventory — 675 Accrued liabilities — 227 Employee benefits — 2,025 Other — 972 Less valuation allowance — (34 ) Total current deferred tax assets $ — $ 4,103 Non-current deferred tax assets Inventory $ 571 $ — Net operating loss 2,061 1,629 Employee benefits 2,059 — Deferred compensation 3,171 1,490 Accrued liabilities 498 — Other 1,062 295 Less valuation allowance (2,895 ) (1,982 ) Total non-current deferred tax assets $ 6,527 $ 1,432 Deferred tax liabilities: Current deferred tax liabilities: Prepaid assets $ — $ (341 ) Total current deferred tax liabilities: $ — $ (341 ) Non-current deferred tax liabilities: Difference in amortization basis of intangibles $ (11,115 ) $ (11,131 ) Difference in depreciable basis of property (4,928 ) (4,182 ) Other (432 ) — Total non-current deferred tax liabilities (16,475 ) (15,313 ) Net non-current deferred tax liability $ (9,948 ) $ (10,119 ) |
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, 2016, 2015, and 2014, respectively (in thousands): 2016 2015 2014 Income taxes at the federal statutory rate $ 9,881 $ 6,610 $ 93 Effect of foreign operations 485 182 329 Change in valuation allowance 311 648 1,725 Adjustments to foreign operations — 1,148 (916 ) Effects of foreign currency fluctuations (330 ) (953 ) — State income taxes, net of federal income tax effect 969 639 269 Production deduction and tax credits (1,473 ) (1,182 ) — Acquisition related cost 85 125 — Other (373 ) (471 ) (246 ) Total $ 9,555 $ 6,746 $ 1,254 |
Schedule Of Gross Unrecognized Tax Benefits | The following table summarizes the activity related to our gross unrecognized tax benefits (in thousands): Balance at July 31, 2015 $ 718 Increases related to prior years positions 249 Increases related to current year positions 287 Balance at July 31, 2016 $ 1,254 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets are summarized as follows (in thousands): Number of Years Weighted July 31, 2016 Average Amortization Period Original Cost Accumulated Amortization Foreign Currency Translation Carrying Amount Intangible assets subject to amortization (range of useful life): Electronic chemicals-related contracts (5-8 years) 6.6 $ 2,204 $ (1,104 ) $ (117 ) $ 983 Electronic chemicals-related trademarks and patents (10-15 years) 12.0 117 (87 ) — 30 Electronic chemicals-value of product qualifications (5-15 years) 14.1 14,100 (4,616 ) (831 ) 8,653 Other chemicals-customer relationships (15 years) 15.0 10,291 (858 ) — 9,433 Other chemicals-other related contracts (5 years) 5.0 152 (38 ) — 114 Electronic chemicals - Tolling/License Agreements (1-3 years) 1.4 328 (93 ) — 235 Total intangible assets subject to amortization 13.6 $ 27,192 $ (6,796 ) $ (948 ) $ 19,448 Intangible assets not subject to amortization: Other chemicals-penta product registrations 8,765 Other chemicals-related trade name and trademark 2,885 Other chemicals-proprietary manufacturing process 2,808 Total intangible assets not subject to amortization 14,458 Total intangible assets, net $ 33,906 Number of Years Weighted July 31, 2015 Average Amortization Period Original Cost Accumulated Amortization Foreign Currency Translation Carrying Amount Intangible assets subject to amortization (range of useful life): Electronic chemicals-related contracts (5-8 years) 6.6 $ 2,204 $ (839 ) $ (87 ) $ 1,278 Electronic chemicals-related trademarks and patents (10-15 years) 12.0 117 (77 ) — 40 Electronic chemicals-value of product qualifications (5-15 years) 14.1 14,100 (3,649 ) 70 10,521 Other chemicals-customer relationships (15 years) 15.0 10,291 (172 ) — 10,119 Other chemicals-other related contracts (5 years) 5.0 152 (8 ) — 144 Total intangible assets subject to amortization 13.8 $ 26,864 $ (4,745 ) $ (17 ) $ 22,102 Intangible assets not subject to amortization: Other chemicals-penta product registrations 8,765 Other chemicals-related trade name and trademark 2,885 Other chemicals-proprietary manufacturing process 2,808 Total intangible assets not subject to amortization 14,458 Total intangible assets, net $ 36,560 |
Schedule of Goodwill | The following table presents carrying value of goodwill by operating segment as of July 31, 2016, 2015 and 2014 (in thousands): Other Chemicals Electronic Chemicals Total Balance as of July 31, 2014 3,779 8,816 12,595 Industrial lubricants business acquisition 11,352 — 11,352 Foreign currency translation adjustment — (877 ) (877 ) Sale of creosote business (662 ) — (662 ) Balance as of July 31, 2015 14,469 7,939 22,408 Purchase price adjustment 35 — 35 Foreign currency translation adjustment — (215 ) (215 ) Balance as of July 31, 2016 $ 14,504 $ 7,724 $ 22,228 |
Long-Term Obligations (Tables)
Long-Term Obligations (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Current Maturities | The Company’s long-term debt and current maturities as of July 31, 2016 and 2015 consisted of the following (in thousands): July 31, 2016 July 31, 2015 Senior secured debt: Revolving loan facility, maturing on October 9, 2019, variable interest rates based on LIBOR plus 1.0% at July 31, 2016 $ 35,800 $ 53,000 |
Ratio of Funded Debt to EBITDA | The revolving loan under the Second Restated Credit Facility bears interest at varying rate of LIBOR plus a margin based on funded debt to 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 1.500 % 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 1.250 % 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 1.000 % |
Principal Payments Due Under Long-term Debt Agreements | Principal payments due under long-term debt agreements as of July 31, 2016 for the fiscal years ended July 31 are as follows (in thousands): Total 2017 2018 2019 2020 2021 Thereafter Long-term debt $ 35,800 $ — $ — $ — $ 35,800 $ — $ — |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Payments Under Certain Contractual Obligations | Our obligations to make future payments under certain contractual obligations as of July 31, 2016 are summarized in the following table (in thousands): Total 2017 2018 2019 2020 2021 Thereafter Operating leases $ 21,832 $ 3,013 $ 2,355 $ 2,198 $ 1,589 $ 1,341 $ 11,336 Purchase obligations (1) 46,642 37,811 8,239 592 — — — Total $ 68,474 $ 40,824 $ 10,594 $ 2,790 $ 1,589 $ 1,341 $ 11,336 (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, 2016 | |
Earnings Per Share [Abstract] | |
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 2016 2015 2014 (Amounts in thousands, except per share data) Net income/(loss) from continuing operations $ 18,675 $ 12,138 $ (988 ) Weighted average shares outstanding Weighted average shares outstanding — basic 11,719 11,673 11,615 Dilutive effect of options/warrants and stock awards 207 106 — Weighted average shares outstanding — diluted 11,926 11,779 11,615 Basic earnings/(loss) per share $ 1.59 $ 1.04 $ (0.09 ) Diluted earnings/(loss) per share $ 1.57 $ 1.03 $ (0.09 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Performance Based Stock Awards Granted | Date of Grant Series Award Target Award (Shares) Grant Date Fair Value Measurement Period Ending Actual or Expected Percentage Vesting (1) Shares Projected to Vest or Vested Fiscal Year 2016 Award 03/10/2016 Series 1 14,625 $ 21.89 10/31/2018 01/29/2016 Series 1 57,163 $ 21.80 10/31/2018 Forfeitures (2) (5,350 ) Total Series 1 66,438 100 % 66,438 01/19/2016 Series 3 82,938 $ 20.89 07/31/2020 100 % 82,938 12/11/2015 Series 3 10,000 $ 19.03 07/31/2016 100 % 10,000 12/11/2015 Series 3 4,000 $ 19.03 07/31/2016 100 % 4,000 Fiscal Year 2015 Award 03/26/2015 Series 1 21,173 $ 25.85 07/31/2017 12/09/2014 Series 1 103,499 $ 17.81 07/31/2017 Forfeitures (2) (11,685 ) Total Total Series 1 112,987 159 % 179,355 Fiscal Year 2014 Award 02/25/2014 Series 1 127,315 $ 14.88 07/31/2016 Forfeitures (2) (17,596 ) Total Series 1 109,719 110 % 120,692 (1) The percentage vesting for performance share awards is currently estimated at 100%, 159% and 110% of the target awards for the fiscal year 2016, 2015 and 2014 awards, respectively. (2) Forfeitures include Series 1 awards that were granted in fiscal years 2016, 2015 and 2014 to certain employees that were forfeited at the termination of their employment. |
Time Based Shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Activity for Time-Based Stock Awards | A summary of activity for time-based stock awards for the fiscal year ended July 31, 2016 is presented below: Shares Weighted-Average Grant-Date Fair Value Non-vested on August 1, 2014 50,100 $ 19.19 Granted (1) 68,774 20.00 Vested (2) (36,186 ) 19.65 Forfeited — — Non-vested on August 1, 2015 82,688 19.66 Granted (3) 177,799 21.94 Vested (4) (39,557 ) 21.04 Forfeited (5) (9,562 ) 20.51 Non-vested on July 31, 2016 211,368 21.28 (1) Includes 19,386 shares awards granted to non-employee directors during fiscal year 2015. Includes 8,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 41,388 share awards granted to certain employees and executives during fiscal year 2015 which are expected to vest on July 31, 2016. The Company recognizes compensation expense related to the awards over the respective service period. (2) Includes 19,386 share awards granted to non-employee directors for service during fiscal year 2015. The shares vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 16,800 share awards granted to employees. (3) Includes 19,007 share awards granted to non-employee directors during fiscal year 2016. Includes 7,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 71,792 share awards granted to certain employees and executives during fiscal year 2016 which are expected to vest on October 31, 2018. Also includes 80,000 share awards granted to Mr. Fraser which vest over a service period of five years beginning on August 1, 2015. The share awards are to vest one third (1/3) at the end of years three, four and five of the service period. The Company recognizes compensation expense related to the awards over the respective service period. (4) Includes 19,007 share awards granted to non-employee directors for service during fiscal year 2016. The share awards vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 20,550 share awards granted to employees. The vested amounts includes 6,000 share awards granted to Mr. Fraser. (5) Forfeitures includes awards that were granted in fiscal years 2016 and 2015 to certain employees that were forfeited at the termination of their employment. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | The Company has two reportable segments—electronic chemicals and other chemicals. In conjunction with the acquisition of the industrial lubricants business, the Company’s management, including the chief executive officer, who is the chief operating decision maker, determined that the Company’s operations should be reported as the electronic chemicals and other chemicals business segments. Previously the Company had 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 and the NFC acquisition on April 4, 2016, and represents the substantial majority of the Company’s on-going operations. During the second quarter ended January 31, 2015, the Company sold the creosote business which, along with the Company’s penta business, comprised the previous wood treating chemicals segment. The remaining piece of the wood treating chemicals segment was combined with the recently acquired industrial lubricants business and are presented as the other chemicals segment. Therefore, as of May 1, 2015 our other chemicals segment includes the Company’s penta business and the recently acquired industrial valve lubricants and sealants business. The business segment management reporting and controlling systems are based on the same accounting policies as those described in the summary of significant accounting policies. See Note 1. Electronic Chemicals Other Chemicals Other Activities Consolidated (Amounts in thousands) 2016 Net Sales $ 261,523 $ 36,455 $ — $ 297,978 Depreciation and amortization (1) 11,832 1,149 1,553 14,534 Income from operations (2) 32,141 12,631 (17,201 ) 27,571 Goodwill and intangible assets, net 17,625 38,509 — 56,134 Total assets 165,561 53,798 17,669 237,028 2015 Net Sales $ 265,608 $ 54,820 $ 70 $ 320,498 Depreciation and amortization (1) 12,257 626 648 13,531 Income from operations (2) 21,787 8,735 (13,933 ) 16,589 Goodwill and intangible assets, net 19,778 39,190 — 58,968 Total assets 169,355 58,878 14,126 242,359 2014 Net Sales $ 253,754 $ 99,514 $ 138 $ 353,406 Depreciation and amortization (1) 13,240 400 477 14,117 Income from operations (2) 14,089 8,390 (18,528 ) 3,951 Goodwill and intangible assets, net 23,065 17,883 — 40,948 Total assets 192,402 41,178 17,278 250,858 (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, which are included in the Other Activities column. |
Geographic Data | Geographic Data: The Company operated 15 facilities that are dedicated to manufacturing, blending and distributing products in seven countries. The United States is home to four of those sites, representing 59% of the Company’s long-lived assets. Sales are attributed to geographic areas based on customer location; long-lived assets are attributed to geographic areas based on asset location. 2016 2015 2014 (Amounts in thousands) Net sales: United States $ 162,427 $ 183,384 $ 212,903 International 135,551 137,114 140,503 Net sales $ 297,978 $ 320,498 $ 353,406 Property, plant and equipment, net: United States $ 47,118 $ 45,257 International 32,621 35,332 Property, plant and equipment, net $ 79,739 $ 80,589 |
Restructuring and Realignment36
Restructuring and Realignment Events (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Restructuring And Related Activities [Abstract] | |
Accrued Liability Associated with Restructuring and Other Related Charges | At July 31, 2016, the accrued liability associated with restructuring and other related charges consisted of the following: Employee Decommissioning and Environmental Other Total Accrued liability at July 31, 2013 $ — $ — $ — $ — 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 Charges — 90 11 101 Payments (882 ) (654 ) (12 ) (1,548 ) Adjustment (290 ) (77 ) (9 ) (376 ) Accrued liability at July 31, 2015 $ 716 $ 169 $ 17 $ 902 Payments (4 ) (135 ) (17 ) (156 ) Adjustment 9 2 — 11 Accrued liability at July 31, 2016 $ 721 $ 36 $ — $ 757 |
Schedule of Changes in Asset Retirement Obligation Associated with Realignment | The changes to the asset retirement obligation associated with realignment are as follows: Asset retirement obligation at July 31, 2014 $ 3,870 Charges 671 Payments (3,721 ) Adjustment (9 ) Asset retirement obligation at July 31, 2015 $ 811 Charges 129 Payments (772 ) Asset retirement obligation at July 31, 2016 $ 168 |
Selected Quarterly Financial 37
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Jul. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | First Quarter Second Quarter Third Quarter Fourth Quarter (Amounts in thousands, except per share data) Year Ended July 31, 2016 Net sales $ 76,650 $ 70,859 $ 75,168 $ 75,301 Gross profit 29,260 28,233 29,158 28,857 Operating income 7,320 6,137 7,029 7,085 Income before income taxes 7,151 6,034 8,522 6,523 Net income 4,591 3,979 6,362 3,743 Earnings per share: Net income per share - basic $ 0.39 $ 0.34 $ 0.54 $ 0.32 - diluted 0.39 0.33 0.53 0.31 Year Ended July 31, 2015 Net sales $ 90,779 $ 79,762 $ 73,964 $ 75,993 Gross profit 27,591 28,555 26,815 26,516 Operating income 2,819 3,167 4,761 5,842 Income before income taxes 1,988 8,534 2,827 5,535 Net income 1,185 5,490 2,135 3,328 Earnings per share: Income per share - basic $ 0.10 $ 0.47 $ 0.18 $ 0.29 - diluted 0.10 0.47 0.18 0.28 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Additional Information (Detail) | Jan. 16, 2015USD ($) | Jul. 31, 2016USD ($)ProductSegment | Jul. 31, 2015USD ($) | Jul. 31, 2014USD ($) |
Schedule Of Significant Accounting Policies [Line Items] | ||||
Number of industrial wood treating chemicals products | Product | 1 | |||
Number of reportable segments | Segment | 2 | |||
Allowances for accounts receivables | $ 210,000 | $ 144,000 | ||
Depreciation expense | 12,900,000 | 17,500,000 | $ 16,500,000 | |
Depreciation related to restructuring and realignment | 295,000 | 5,640,000 | 4,210,000 | |
Goodwill | 22,228,000 | 22,408,000 | 12,595,000 | |
Goodwill allocated on sale of business | $ 662,000 | 662,000 | ||
Asset retirement obligations recognized | 3,700,000 | |||
Non-cash Impairment charges | 0 | 0 | 2,741,000 | |
Foreign currency translation resulting in gains (loss) | (2,600,000) | (10,200,000) | 3,100,000 | |
Other Chemicals | ||||
Schedule Of Significant Accounting Policies [Line Items] | ||||
Goodwill | 14,504,000 | 14,469,000 | 3,779,000 | |
Goodwill allocated on sale of business | 662,000 | |||
Electronic Chemicals | ||||
Schedule Of Significant Accounting Policies [Line Items] | ||||
Goodwill | $ 7,724,000 | $ 7,939,000 | $ 8,816,000 |
Estimated Useful Lives of Class
Estimated Useful Lives of Classes of Assets (Detail) | 12 Months Ended |
Jul. 31, 2016 | |
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 Infor
Acquisitions - Additional Information (Detail) | Apr. 04, 2016USD ($)a | May 02, 2015USD ($)shares | Apr. 30, 2016USD ($) | Jul. 31, 2016USD ($)shares | Jul. 31, 2015USD ($)shares |
Business Acquisition [Line Items] | |||||
Cash consideration | $ 21,938,000 | ||||
Gain on acquisition of assets and assumed liabilities under bargain purchase | $ 1,826,000 | ||||
Common stock, shares outstanding | shares | 11,877,282 | 11,690,439 | |||
Nagase Finechem Singapore (Pte) Ltd ("NFC") | |||||
Business Acquisition [Line Items] | |||||
Acquisition date | Apr. 4, 2016 | ||||
Cash consideration | $ 2,900,000 | ||||
Estimated net working capital | $ 1,100,000 | ||||
Area of land | a | 5 | ||||
Acquisition-related costs incurred | $ 200,000 | ||||
Gain on acquisition of assets and assumed liabilities under bargain purchase | $ 1,800,000 | ||||
Valves Incorporated of Texas | |||||
Business Acquisition [Line Items] | |||||
Acquisition date | May 1, 2015 | ||||
Acquisition-related costs incurred | $ 500,000 | ||||
Common stock, shares outstanding | shares | 606,875 | ||||
Issuance of common stock shares for acquisitions of businesses | shares | 606,875 | ||||
Total purchase consideration | $ 23,707,000 | ||||
Previously owned shares cancelled | shares | 606,875 | ||||
Additional shares issued net | shares | 0 | ||||
Purchase price retained as holdback for potential inventory adjustments and indemnity claims | $ 1,000,000 | ||||
Release of holdback for inventory adjustment | 500,000 | ||||
Holdback for potential indemnity claims | $ 500,000 | ||||
Potential indemnity holdback release period | 18 months | ||||
Inventory adjustment holdback released | 2015-08 | ||||
Revolving Loan Facility | |||||
Business Acquisition [Line Items] | |||||
Line of credit facility, outstanding | $ 35,800,000 | ||||
Revolving Loan Facility | Nagase Finechem Singapore (Pte) Ltd ("NFC") | |||||
Business Acquisition [Line Items] | |||||
Line of credit facility, outstanding | $ 2,800,000 | ||||
Revolving Loan Facility | Valves Incorporated of Texas | |||||
Business Acquisition [Line Items] | |||||
Long-term debt | $ 23,500,000 |
Summary of Acquired Assets and
Summary of Acquired Assets and Assumed Liabilities and Preliminary Acquisition Accounting for Fair Value of Assets and Liabilities Recognized (Detail) - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 | May 02, 2015 | Jul. 31, 2014 |
Intangible assets: | ||||
Goodwill | $ 22,228 | $ 22,408 | $ 12,595 | |
Nagase Finechem Singapore (Pte) Ltd ("NFC") | ||||
Business Acquisition [Line Items] | ||||
Cash | 228 | |||
Accounts receivable | 1,862 | |||
Other current assets | 101 | |||
Property, plant and equipment, net | 3,242 | |||
Intangible assets: | ||||
Total assets acquired | 5,761 | |||
Total current liabilities assumed | 1,028 | |||
Fair value of net assets acquired | 4,733 | |||
Valves Incorporated of Texas | ||||
Business Acquisition [Line Items] | ||||
Inventory | $ 1,900 | |||
Other current assets | 15 | |||
Property, plant and equipment, net | 482 | |||
Intangible assets: | ||||
Total intangible assets | 16,136 | |||
Deferred tax liability - noncurrent | (6,213) | |||
Fair value of net assets acquired | 12,320 | |||
Goodwill | 11,387 | |||
Total purchase consideration | 23,707 | |||
Licensing agreement | Nagase Finechem Singapore (Pte) Ltd ("NFC") | ||||
Intangible assets: | ||||
Intangible assets | 73 | |||
Toll manufacturing agreement | Nagase Finechem Singapore (Pte) Ltd ("NFC") | ||||
Intangible assets: | ||||
Intangible assets | $ 255 | |||
Customer relationships | Valves Incorporated of Texas | ||||
Intangible assets: | ||||
Total intangible assets | 10,291 | |||
Trade name and trademark | Valves Incorporated of Texas | ||||
Intangible assets: | ||||
Total intangible assets | 2,885 | |||
Proprietary manufacturing process | Valves Incorporated of Texas | ||||
Intangible assets: | ||||
Total intangible assets | 2,808 | |||
Other | Valves Incorporated of Texas | ||||
Intangible assets: | ||||
Total intangible assets | $ 152 |
Summary of Inventories (Detail)
Summary of Inventories (Detail) - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 7,429 | $ 8,723 |
Work in process | 1,195 | 780 |
Supplies | 968 | 525 |
Finished products | 28,463 | 32,535 |
Less reserve for inventory obsolescence | (654) | (481) |
Inventories, net | $ 37,401 | $ 42,082 |
Property, Plant, and Equipment
Property, Plant, and Equipment and Related Accumulated Depreciation and Amortization (Detail) - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 | |
Property Plant And Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 140,669 | $ 135,759 | |
Less accumulated depreciation and amortization | (65,958) | (61,936) | |
Property plant and equipment excluding construction in progress | 74,711 | 73,823 | |
Construction-in-progress | 5,028 | 6,766 | |
Property, plant and equipment, net | [1] | 79,739 | 80,589 |
Land | |||
Property Plant And Equipment [Line Items] | |||
Property, plant and equipment, gross | 9,765 | 13,257 | |
Buildings and improvements | |||
Property Plant And Equipment [Line Items] | |||
Property, plant and equipment, gross | 39,974 | 38,036 | |
Equipment | |||
Property Plant And Equipment [Line Items] | |||
Property, plant and equipment, gross | 88,470 | 84,273 | |
Leasehold improvements | |||
Property Plant And Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 2,460 | $ 193 | |
[1] | In fiscal year 2016, as part of the Company’s ongoing review of its Milan production facilities, the Company determined that certain other facilities had excess capacity sufficient to absorb the manufacturing operations of one of its Milan plants. As a result, the Company committed to sell properties with a total estimated fair value, less costs to sell, of approximately $4.3 million at July 31, 2016. Assets held for sale are included in Prepaid expenses and other in Current assets. The Company expects the sale of the properties to be completed during fiscal year 2017. The fair value measurements were based on recent valuation appraisals. |
Property, Plant, and Equipmen44
Property, Plant, and Equipment and Related Accumulated Depreciation and Amortization (Parenthetical) (Detail) $ in Millions | Jul. 31, 2016USD ($)Facility |
Property Plant And Equipment [Abstract] | |
Estimated fair value of property, less cost to sell | $ | $ 4.3 |
Number of excess capacity manufacturing facilities | Facility | 1 |
Geographical Sources of Income
Geographical Sources of Income Before Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||||||||
United States | $ 28,820 | $ 20,442 | $ 1,923 | ||||||||
Foreign | (590) | (1,558) | (1,657) | ||||||||
Income before income taxes | $ 6,523 | $ 8,522 | $ 6,034 | $ 7,151 | $ 5,535 | $ 2,827 | $ 8,534 | $ 1,988 | $ 28,230 | $ 18,884 | $ 266 |
Components of Income Tax Expens
Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Current: | |||
Federal | $ 7,900 | $ 9,176 | $ 2,582 |
Foreign | 166 | (127) | 1,071 |
State | 1,275 | 1,214 | 603 |
Total current | 9,341 | 10,263 | 4,256 |
Deferred: | |||
Federal | 358 | (3,660) | (1,978) |
Foreign | (261) | 293 | (897) |
State | 117 | (150) | (127) |
Total deferred | 214 | (3,517) | (3,002) |
Total | $ 9,555 | $ 6,746 | $ 1,254 |
Deferred Tax Assets and Liabili
Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 |
Current deferred tax assets: | ||
Bad debt expense | $ 238 | |
Inventory | 675 | |
Accrued liabilities | 227 | |
Employee benefits | 2,025 | |
Other | 972 | |
Less valuation allowance | (34) | |
Total current deferred tax assets | 4,103 | |
Non-current deferred tax assets | ||
Inventory | $ 571 | |
Net operating loss | 2,061 | 1,629 |
Employee benefits | 2,059 | |
Deferred compensation | 3,171 | 1,490 |
Accrued liabilities | 498 | |
Other | 1,062 | 295 |
Less valuation allowance | (2,895) | (1,982) |
Total non-current deferred tax assets | 6,527 | 1,432 |
Current deferred tax liabilities: | ||
Prepaid assets | (341) | |
Total current deferred tax liabilities: | (341) | |
Non-current deferred tax liabilities: | ||
Difference in amortization basis of intangibles | (11,115) | (11,131) |
Difference in depreciable basis of property | (4,928) | (4,182) |
Other | (432) | |
Total non-current deferred tax liabilities | (16,475) | (15,313) |
Net non-current deferred tax liability | $ (9,948) | $ (10,119) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Income tax examination liability of Italy subsidiary | $ 2,800,000 | ||
Liability for uncertain tax positions in Italy | $ 98,000 | $ 57,000 | |
Federal income tax rate | 35.00% | 35.00% | 35.00% |
Penalties and interest recognized related to unrecognized tax benefits | $ 69,000 | ||
Foreign | |||
Net operating loss carry forwards not subject to expiration | $ 7,900,000 |
Differences Between Actual Tax
Differences Between Actual Tax Provision and Amounts Obtained by Applying Applicable United States Tax Rate (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
Income taxes at the federal statutory rate | $ 9,881 | $ 6,610 | $ 93 |
Effect of foreign operations | 485 | 182 | 329 |
Change in valuation allowance | 311 | 648 | 1,725 |
Adjustments to foreign operations | 1,148 | (916) | |
Effects of foreign currency fluctuations | (330) | (953) | |
State income taxes, net of federal income tax effect | 969 | 639 | 269 |
Production deduction and tax credits | (1,473) | (1,182) | |
Acquisition related cost | 85 | 125 | |
Other | (373) | (471) | (246) |
Total | $ 9,555 | $ 6,746 | $ 1,254 |
Schedule Of Gross Unrecognized
Schedule Of Gross Unrecognized Tax Benefits (Detail) $ in Thousands | 12 Months Ended |
Jul. 31, 2016USD ($) | |
Income Tax Disclosure [Abstract] | |
Balance, at beginning of the period | $ 718 |
Increases related to prior years positions | 249 |
Increases related to current year positions | 287 |
Balance at end of the period | $ 1,254 |
Intangible Assets (Detail)
Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2016 | Jul. 31, 2015 | |
Finite Lived Intangible Assets [Line Items] | ||
Number of Years Weighted Average Amortization Period | 13 years 7 months 6 days | 13 years 9 months 18 days |
Original Cost | $ 27,192 | $ 26,864 |
Accumulated Amortization | (6,796) | (4,745) |
Foreign Currency Translation | (948) | (17) |
Carrying Amount | 19,448 | 22,102 |
Total intangible assets not subject to amortization | 14,458 | 14,458 |
Total intangible assets, net | 33,906 | 36,560 |
Other chemicals-penta product registrations | ||
Finite Lived Intangible Assets [Line Items] | ||
Total intangible assets not subject to amortization | 8,765 | 8,765 |
Other chemicals-related trade name and trademark | ||
Finite Lived Intangible Assets [Line Items] | ||
Total intangible assets not subject to amortization | 2,885 | 2,885 |
Other chemicals-proprietary manufacturing process | ||
Finite Lived Intangible Assets [Line Items] | ||
Total intangible assets not subject to amortization | $ 2,808 | $ 2,808 |
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 7 months 6 days |
Original Cost | $ 2,204 | $ 2,204 |
Accumulated Amortization | (1,104) | (839) |
Foreign Currency Translation | (117) | (87) |
Carrying Amount | $ 983 | $ 1,278 |
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 | (87) | (77) |
Carrying Amount | $ 30 | $ 40 |
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 | (4,616) | (3,649) |
Foreign Currency Translation | (831) | 70 |
Carrying Amount | $ 8,653 | $ 10,521 |
Other chemicals-customer relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Number of Years Weighted Average Amortization Period | 15 years | 15 years |
Original Cost | $ 10,291 | $ 10,291 |
Accumulated Amortization | (858) | (172) |
Carrying Amount | $ 9,433 | $ 10,119 |
Other chemicals-other related contracts | ||
Finite Lived Intangible Assets [Line Items] | ||
Number of Years Weighted Average Amortization Period | 5 years | 5 years |
Original Cost | $ 152 | $ 152 |
Accumulated Amortization | (38) | (8) |
Carrying Amount | $ 114 | $ 144 |
Electronic chemicals - Tolling/License Agreements | ||
Finite Lived Intangible Assets [Line Items] | ||
Number of Years Weighted Average Amortization Period | 1 year 4 months 24 days | |
Original Cost | $ 328 | |
Accumulated Amortization | (93) | |
Carrying Amount | $ 235 |
Intangible Assets (Parenthetica
Intangible Assets (Parenthetical) (Detail) | May 31, 2015 | May 31, 2013 | Jul. 31, 2016 | Jul. 31, 2015 |
Minimum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 5 years | |||
Maximum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 15 years | |||
Electronic chemicals-related contracts | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 7 years | |||
Electronic chemicals-related contracts | Minimum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 5 years | 5 years | ||
Electronic chemicals-related contracts | Maximum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 8 years | 8 years | ||
Electronic chemicals-related trademarks and patents | Minimum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 10 years | 10 years | ||
Electronic chemicals-related trademarks and patents | Maximum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 15 years | 15 years | ||
Electronic chemicals-value of product qualifications | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 15 years | |||
Electronic chemicals-value of product qualifications | Minimum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 5 years | 5 years | ||
Electronic chemicals-value of product qualifications | Maximum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 15 years | 15 years | ||
Other chemicals-customer relationships | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 15 years | 15 years | 15 years | |
Other chemicals-other related contracts | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 5 years | 5 years | 5 years | |
Electronic chemicals - Tolling/License Agreements | Minimum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 1 year | |||
Electronic chemicals - Tolling/License Agreements | Maximum | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 3 years |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | May 31, 2015 | May 31, 2013 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 |
Industrial lubricants business acquisition | $ 11,352 | ||||
Amortization expense | $ 2,000 | $ 1,700 | $ 1,800 | ||
Minimum | |||||
Estimated useful lives of intangible assets | 5 years | ||||
Maximum | |||||
Estimated useful lives of intangible assets | 15 years | ||||
Other chemicals-customer relationships | |||||
Acquired intangible assets | $ 10,300 | ||||
Estimated useful lives of intangible assets | 15 years | 15 years | 15 years | ||
Other chemicals-other related contracts | |||||
Acquired intangible assets | $ 200 | ||||
Estimated useful lives of intangible assets | 5 years | 5 years | 5 years | ||
Electronic chemicals-value of product qualifications | |||||
Acquired intangible assets | $ 12,800 | ||||
Estimated useful lives of intangible assets | 15 years | ||||
Electronic chemicals-value of product qualifications | Minimum | |||||
Estimated useful lives of intangible assets | 5 years | 5 years | |||
Electronic chemicals-value of product qualifications | Maximum | |||||
Estimated useful lives of intangible assets | 15 years | 15 years | |||
Electronic chemicals-related contracts | |||||
Acquired intangible assets | $ 1,900 | ||||
Estimated useful lives of intangible assets | 7 years | ||||
Electronic chemicals-related contracts | Minimum | |||||
Estimated useful lives of intangible assets | 5 years | 5 years | |||
Electronic chemicals-related contracts | Maximum | |||||
Estimated useful lives of intangible assets | 8 years | 8 years |
Carrying Value of Goodwill by O
Carrying Value of Goodwill by Operating Segment (Detail) - USD ($) | Jan. 16, 2015 | Jul. 31, 2016 | Jul. 31, 2015 |
Goodwill [Line Items] | |||
Carrying value, beginning balance | $ 22,408,000 | $ 12,595,000 | |
Industrial lubricants business acquisition | 11,352,000 | ||
Purchase price adjustment | 35,000 | ||
Foreign currency translation adjustment | (215,000) | (877,000) | |
Sale of creosote business | $ (662,000) | (662,000) | |
Carrying value, ending balance | 22,228,000 | 22,408,000 | |
Other Chemicals | |||
Goodwill [Line Items] | |||
Carrying value, beginning balance | 14,469,000 | 3,779,000 | |
Industrial lubricants business acquisition | 11,352,000 | ||
Purchase price adjustment | 35,000 | ||
Sale of creosote business | (662,000) | ||
Carrying value, ending balance | 14,504,000 | 14,469,000 | |
Electronic Chemicals | |||
Goodwill [Line Items] | |||
Carrying value, beginning balance | 7,939,000 | 8,816,000 | |
Foreign currency translation adjustment | (215,000) | (877,000) | |
Carrying value, ending balance | $ 7,724,000 | $ 7,939,000 |
Long-Term Obligations - Additio
Long-Term Obligations - Additional Information (Detail) - USD ($) | Oct. 09, 2014 | Jul. 31, 2016 | Jul. 31, 2015 |
Debt Instrument [Line Items] | |||
Line of credit facility, outstanding | $ 38,000,000 | ||
Repayments of secured debt | $ 20,000,000 | ||
Fixed charge coverage ratio | 150.00% | ||
Ratio of funded debt to EBITDA maximum | 325.00% | ||
Current ratio | 150.00% | ||
Ratio of funded debt to EBITDA maximum, step-up during an acquisition period with lender's consent | 350.00% | ||
Note Purchase Agreement | |||
Debt Instrument [Line Items] | |||
Repayments of secured debt | 20,000,000 | ||
Revolving Loan Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, outstanding | $ 35,800,000 | ||
Maximum amount of revolving facility | 150,000,000 | ||
Maximum amount of revolving facility net of unused letter of credit | 111,500,000 | ||
Reduction credit capacity due to unused letters of credit | $ 2,700,000 | ||
Debt instrument variable rate | 1.496% | ||
Revolving Loan Facility | Maximum | |||
Debt Instrument [Line Items] | |||
Percentage of unused commitment fee on unused amount of commitments under revolving loan facility | 0.30% | ||
Revolving Loan Facility | Minimum | |||
Debt Instrument [Line Items] | |||
Percentage of unused commitment fee on unused amount of commitments under revolving loan facility | 0.15% | ||
Revolving Loan Facility | Second Restated Credit Facility | Senior Secured Debt | |||
Debt Instrument [Line Items] | |||
Maximum amount of revolving facility | 150,000,000 | ||
Amount of cash available under contractual agreement with lender's approval | $ 100,000,000 | ||
Loan facility maturity date | Oct. 9, 2019 |
Long-Term Debt and Current Matu
Long-Term Debt and Current Maturities (Detail) - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 |
Senior Secured Debt | Revolving Loan Facility | Debt instrument, maturing on October 9, 2019 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 35,800 | $ 53,000 |
Long-Term Debt and Current Ma57
Long-Term Debt and Current Maturities (Parenthetical) (Detail) - Senior Secured Debt - Revolving Loan Facility - Debt instrument, maturing on October 9, 2019 | 12 Months Ended |
Jul. 31, 2016 | |
Debt Instrument [Line Items] | |
Loan maturity date | Oct. 9, 2019 |
London Interbank Offered Rate (LIBOR) | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.00% |
Ratio of Funded Debt to Ebitda
Ratio of Funded Debt to Ebitda (Detail) | 12 Months Ended |
Jul. 31, 2016 | |
Range One | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.875% |
Range Two | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.625% |
Range Three | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.50% |
Range Four | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.375% |
Range Five | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.25% |
Range Six | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.125% |
Range Seven | |
Debt Instrument [Line Items] | |
Variable interest rate | 1.00% |
Ratio of Funded Debt to Ebitd59
Ratio of Funded Debt to Ebitda (Parenthetical) (Detail) | Oct. 09, 2014 |
Range One | Minimum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 300.00% |
Range Two | Minimum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 275.00% |
Range Two | Maximum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 300.00% |
Range Three | Minimum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 250.00% |
Range Three | Maximum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 275.00% |
Range Four | Minimum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 225.00% |
Range Four | Maximum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 250.00% |
Range Five | Minimum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 200.00% |
Range Five | Maximum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 225.00% |
Range Six | Minimum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 150.00% |
Range Six | Maximum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 200.00% |
Range Seven | Maximum | |
Debt Instrument [Line Items] | |
Ratio of Funded Debt to EBITDA | 150.00% |
Principal Payments Due Under Lo
Principal Payments Due Under Long-Term Debt Agreements (Detail) - USD ($) $ in Thousands | Jul. 31, 2016 | Jul. 31, 2015 |
Debt Disclosure [Abstract] | ||
Long-term debt | $ 35,800 | $ 53,000 |
2,020 | $ 35,800 |
Future Payments Under Certain C
Future Payments Under Certain Contractual Obligation (Detail) $ in Thousands | Jul. 31, 2016USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | ||
Operating leases, total | $ 21,832 | |
Operating leases, first year | 3,013 | |
Operating leases, second year | 2,355 | |
Operating leases, third year | 2,198 | |
Operating leases, fourth year | 1,589 | |
Operating leases, fifth year | 1,341 | |
Operating leases, thereafter | 11,336 | |
Purchase obligation, total | 46,642 | [1] |
Purchase obligation, first year | 37,811 | [1] |
Purchase obligation, second year | 8,239 | [1] |
Purchase obligation, third year | 592 | [1] |
Contractual obligation, total | 68,474 | |
Contractual obligation, first year | 40,824 | |
Contractual obligation, second year | 10,594 | |
Contractual obligation, third year | 2,790 | |
Contractual obligation, fourth year | 1,589 | |
Contractual obligation, fifth year | 1,341 | |
Contractual obligation, thereafter | $ 11,336 | |
[1] | Consists primarily of raw materials purchase contracts. These are typically not fixed price arrangements. The prices are based on the prevailing market prices. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Jun. 30, 2016EUR (€) | Apr. 30, 2015USD ($) | Jul. 31, 2016USD ($)Case$ / € | Jul. 31, 2016EUR (€)Case | Jul. 31, 2015USD ($) | Jul. 31, 2014USD ($) |
Commitments And Contingencies [Line Items] | ||||||
Rent expenses related to operating leases | $ 3,100,000 | $ 3,400,000 | $ 3,800,000 | |||
FIFRA research and testing programs expenses | 430,000 | 977,000 | 667,000 | |||
EPA estimated remediation cost | 22,000,000 | |||||
Litigation Liability | $ 1,300,000 | |||||
Accrued litigation liability | $ 1,300,000 | 1,300,000 | ||||
Foreign | ||||||
Commitments And Contingencies [Line Items] | ||||||
Number of cases contested by subsidiary in the Provincial Tax Court in Milan, Italy | Case | 2 | 2 | ||||
Proposed adjustment from taxing authorities resulting additional income tax, interest and penalties | $ 906,000 | € 816,000 | ||||
Reduced amount of assessment | € | € 297,000 | |||||
Tax Assessment Pertaining to the 3 Year Period Ended July 31, 2011 | ||||||
Commitments And Contingencies [Line Items] | ||||||
Foreign currency exchange rate, translation | $ / € | 1.11 | |||||
Liability for uncertain tax positions in Italy | $ 98,000 | $ 57,000 | $ 326,000 | |||
Tax Assessment Pertaining to the 3 Year Period Ended July 31, 2011 | Foreign | ||||||
Commitments And Contingencies [Line Items] | ||||||
Proposed adjustment from taxing authorities resulting additional income tax, interest and penalties | $ 2,000,000 | € 1,800,000 | ||||
Tax Assessment December Two Thousand And Seven | ||||||
Commitments And Contingencies [Line Items] | ||||||
Foreign currency exchange rate, translation | $ / € | 1.11 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Percent of contribution made under plan | 4.00% | ||
Contribution made under plan | $ 638,000 | $ 573,000 | $ 608,000 |
Contribution made by foreign subsidiaries under defined contribution plans | 1,600,000 | 1,300,000 | 1,500,000 |
Benefit obligations in connection with foreign subsidiaries included in the acquisition of the UPC business | 1,400,000 | 1,200,000 | 1,100,000 |
Liability under employee benefit arrangement | $ 363,000 | $ 490,000 | $ 553,000 |
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 ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Net income/(loss) | $ 3,743 | $ 6,362 | $ 3,979 | $ 4,591 | $ 3,328 | $ 2,135 | $ 5,490 | $ 1,185 | $ 18,675 | $ 12,138 | $ (988) |
Weighted average shares outstanding | |||||||||||
Weighted average shares outstanding — basic | 11,719 | 11,673 | 11,615 | ||||||||
Dilutive effect of options/warrants and stock awards | 207 | 106 | |||||||||
Weighted average shares outstanding — diluted | 11,926 | 11,779 | 11,615 | ||||||||
Basic earnings/(loss) per share | $ 0.32 | $ 0.54 | $ 0.34 | $ 0.39 | $ 0.29 | $ 0.18 | $ 0.47 | $ 0.10 | $ 1.59 | $ 1.04 | $ (0.09) |
Diluted earnings/(loss) per share | $ 0.31 | $ 0.53 | $ 0.33 | $ 0.39 | $ 0.28 | $ 0.18 | $ 0.47 | $ 0.10 | $ 1.57 | $ 1.03 | $ (0.09) |
Earnings per Share - Additional
Earnings per Share - Additional Information (Detail) - shares | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Earnings Per Share [Abstract] | |||
Number of shares potentially dilutive securities not included in the computation of diluted earnings per share | 11,281 | 136 | 21,033 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | Mar. 10, 2016shares | Jan. 29, 2016shares | Jan. 19, 2016shares | Dec. 11, 2015shares | Oct. 01, 2015shares | Mar. 26, 2015shares | Dec. 09, 2014shares | Feb. 25, 2014shares | Sep. 24, 2013Installmentshares | Oct. 31, 2013USD ($) | Jul. 31, 2016USD ($)$ / sharesshares | Jul. 31, 2015USD ($)$ / sharesshares | Jul. 31, 2014USD ($)$ / sharesshares | Aug. 01, 2015$ / sharesshares | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Stock-based compensation expense | $ | $ 4,836,000 | $ 2,766,000 | $ 2,231,000 | ||||||||||||||
Share based compensation, related tax benefits | $ | 1,700,000 | $ 887,000 | $ 825,000 | ||||||||||||||
Unrecognized compensation costs related to outstanding stock awards | $ | $ 6,800,000 | ||||||||||||||||
Weighted average period for recognition of compensation cost | 2 years 2 months 12 days | ||||||||||||||||
Series Award One | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Maximum award, as a percentage of target award. | 200.00% | 167.00% | |||||||||||||||
Series Award Three | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Maximum award, as a percentage of target award. | 200.00% | ||||||||||||||||
Performance Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 66,438 | 112,987 | 109,719 | ||||||||||||||
Shares award vesting period | 1 year | 1 year | |||||||||||||||
Target number of shares outstanding, non vested | 244,790 | ||||||||||||||||
Awards vested | 120,692 | ||||||||||||||||
Weighted average grant date fair value of performance share awards forfeited | $ / shares | $ 17.91 | ||||||||||||||||
Weighted average per share grant date fair value | $ / shares | $ 20.09 | $ 17.36 | |||||||||||||||
Total fair value of shares vested | $ | $ 2,100,000 | $ 233,000 | $ 45,000 | ||||||||||||||
Performance Shares | Series Award One | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 14,625 | 57,163 | 21,173 | 103,499 | 127,315 | ||||||||||||
Performance Shares | Series Award Three | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 82,938 | ||||||||||||||||
Time Based Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 177,799 | [1] | 68,774 | [2] | |||||||||||||
Target number of shares outstanding, non vested | 211,368 | 82,688 | 50,100 | ||||||||||||||
Awards vested | 39,557 | [3] | 36,186 | [4] | |||||||||||||
Weighted average grant date fair value of performance share awards forfeited | $ / shares | [5] | $ 20.51 | |||||||||||||||
Weighted average per share grant date fair value | $ / shares | $ 21.28 | $ 19.66 | $ 19.19 | ||||||||||||||
Total fair value of shares vested | $ | $ 832,000 | $ 944,000 | $ 1,822,000 | ||||||||||||||
Maximum | Performance Shares | Series Award Three | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 10,000 | ||||||||||||||||
Minimum | Performance Shares | Series Award Three | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 4,000 | ||||||||||||||||
Christopher T. Fraser | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Share based payment recognized | $ | $ 1,100,000 | ||||||||||||||||
Christopher T. Fraser | Performance Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of fully vested shares issued | 14,000 | ||||||||||||||||
Christopher T. Fraser | Common Stock | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 50,000 | ||||||||||||||||
Christopher T. Fraser | Time Based Restricted Stock Awards | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 30,000 | ||||||||||||||||
Shares award vesting period | 5 years | ||||||||||||||||
Christopher T. Fraser | Performance Based Restricted Stock Awards | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 70,000 | ||||||||||||||||
Share based compensation award number of installments | Installment | 5 | ||||||||||||||||
Christopher T. Fraser | Time Based Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 80,000 | ||||||||||||||||
Shares award vesting period | 5 years | ||||||||||||||||
Awards vested | 6,000 | ||||||||||||||||
2016 LTI Plan | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Shares available for future grant | 120,323 | ||||||||||||||||
2016 LTI Plan | Maximum | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Maximum number of shares approved under the LTI plan | 500,000 | ||||||||||||||||
2016 LTI Plan | Executive Officer | Maximum | Performance Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Maximum number of shares approved under the LTI plan | 200,000 | ||||||||||||||||
2009 LTI Plan | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Shares available for future grant | 53,691 | ||||||||||||||||
2009 LTI Plan | Maximum | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Maximum number of shares approved under the LTI plan | 750,000 | ||||||||||||||||
2009 LTI Plan | Executive Officer | Maximum | Performance Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Maximum number of shares approved under the LTI plan | 250,000 | ||||||||||||||||
Two Thousand Four Long Term Incentive Plan | Christopher T. Fraser | Maximum | Performance Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 10,000 | 10,000 | |||||||||||||||
Certain Organizational Objectives | Christopher T. Fraser | Minimum | Performance Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 4,000 | 4,000 | |||||||||||||||
Cumulative Revenue and Stockholder Return | Christopher T. Fraser | Performance Shares | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Target Award Shares | 82,938 | ||||||||||||||||
[1] | Includes 19,007 share awards granted to non-employee directors during fiscal year 2016. Includes 7,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 71,792 share awards granted to certain employees and executives during fiscal year 2016 which are expected to vest on October 31, 2018. Also includes 80,000 share awards granted to Mr. Fraser which vest over a service period of five years beginning on August 1, 2015. The share awards are to vest one third (1/3) at the end of years three, four and five of the service period. The Company recognizes compensation expense related to the awards over the respective service period. | ||||||||||||||||
[2] | Includes 19,386 shares awards granted to non-employee directors during fiscal year 2015. Includes 8,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 41,388 share awards granted to certain employees and executives during fiscal year 2015 which are expected to vest on July 31, 2016. The Company recognizes compensation expense related to the awards over the respective service period. | ||||||||||||||||
[3] | Includes 19,007 share awards granted to non-employee directors for service during fiscal year 2016. The share awards vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 20,550 share awards granted to employees. The vested amounts includes 6,000 share awards granted to Mr. Fraser. | ||||||||||||||||
[4] | Includes 19,386 share awards granted to non-employee directors for service during fiscal year 2015. The shares vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 16,800 share awards granted to employees. | ||||||||||||||||
[5] | Forfeitures includes awards that were granted in fiscal years 2016 and 2015 to certain employees that were forfeited at the termination of their employment. |
Summary of Performance Based St
Summary of Performance Based Stock Awards (Detail) - $ / shares | Mar. 10, 2016 | Jan. 29, 2016 | Jan. 19, 2016 | Dec. 11, 2015 | Mar. 26, 2015 | Dec. 09, 2014 | Feb. 25, 2014 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Actual or Expected Percentage of Vesting | 100.00% | 159.00% | 110.00% | ||||||||
Performance Shares | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Target Award Shares | 66,438 | 112,987 | 109,719 | ||||||||
Target Award Shares, forfeited | [1] | (5,350) | (11,685) | (17,596) | |||||||
Actual or Expected Percentage of Vesting | [2] | 100.00% | |||||||||
Shares Projected to Vest or Vested | 82,938 | 66,438 | 179,355 | 120,692 | |||||||
Performance Shares | Maximum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Shares Projected to Vest or Vested | 10,000 | ||||||||||
Performance Shares | Minimum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Shares Projected to Vest or Vested | 4,000 | ||||||||||
Performance Shares | Series Award One | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Grant Dates | Mar. 10, 2016 | Jan. 29, 2016 | Mar. 26, 2015 | Dec. 9, 2014 | Feb. 25, 2014 | ||||||
Target Award Shares | 14,625 | 57,163 | 21,173 | 103,499 | 127,315 | ||||||
Grant Date Fair Value | $ 21.89 | $ 21.80 | $ 25.85 | $ 17.81 | $ 14.88 | ||||||
Measurement Period Ending | Oct. 31, 2018 | Oct. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2017 | Jul. 31, 2016 | ||||||
Actual or Expected Percentage of Vesting | [2] | 159.00% | 110.00% | ||||||||
Performance Shares | Series Award Three | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Grant Dates | Jan. 19, 2016 | Dec. 11, 2015 | |||||||||
Target Award Shares | 82,938 | ||||||||||
Grant Date Fair Value | $ 20.89 | $ 19.03 | |||||||||
Measurement Period Ending | Jul. 31, 2020 | Jul. 31, 2016 | |||||||||
Actual or Expected Percentage of Vesting | [2] | 100.00% | 100.00% | ||||||||
Performance Shares | Series Award Three | Maximum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Target Award Shares | 10,000 | ||||||||||
Performance Shares | Series Award Three | Minimum | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Target Award Shares | 4,000 | ||||||||||
[1] | Forfeitures include Series 1 awards that were granted in fiscal years 2016, 2015 and 2014 to certain employees that were forfeited at the termination of their employment. | ||||||||||
[2] | The percentage vesting for performance share awards is currently estimated at 100%, 159% and 110% of the target awards for the fiscal year 2016, 2015 and 2014 awards, respectively. |
Summary of Performance Based 68
Summary of Performance Based Stock Awards (Parenthetical) (Detail) | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Actual or Expected Percentage of Vesting | 100.00% | 159.00% | 110.00% |
Summary of Activity for Time-Ba
Summary of Activity for Time-Based Stock Awards (Detail) - Time Based Shares - $ / shares | 12 Months Ended | ||||
Jul. 31, 2016 | Jul. 31, 2015 | ||||
Non-vested Shares | |||||
Beginning balance, Non-vested | 82,688 | 50,100 | |||
Granted | 177,799 | [1] | 68,774 | [2] | |
Vested | (39,557) | [3] | (36,186) | [4] | |
Target Award Shares, forfeited | [5] | (9,562) | |||
Ending balance, Non-vested | 211,368 | 82,688 | |||
Weighted-Average Grant-Date Fair Value | |||||
Beginning balance, Non-vested | $ 19.66 | $ 19.19 | |||
Granted | 21.94 | [1] | 20 | [2] | |
Vested | 21.04 | [3] | 19.65 | [4] | |
Weighted average grant date fair value of performance share awards forfeited | [5] | 20.51 | |||
Ending balance, Non-vested | $ 21.28 | $ 19.66 | |||
[1] | Includes 19,007 share awards granted to non-employee directors during fiscal year 2016. Includes 7,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 71,792 share awards granted to certain employees and executives during fiscal year 2016 which are expected to vest on October 31, 2018. Also includes 80,000 share awards granted to Mr. Fraser which vest over a service period of five years beginning on August 1, 2015. The share awards are to vest one third (1/3) at the end of years three, four and five of the service period. The Company recognizes compensation expense related to the awards over the respective service period. | ||||
[2] | Includes 19,386 shares awards granted to non-employee directors during fiscal year 2015. Includes 8,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 41,388 share awards granted to certain employees and executives during fiscal year 2015 which are expected to vest on July 31, 2016. The Company recognizes compensation expense related to the awards over the respective service period. | ||||
[3] | Includes 19,007 share awards granted to non-employee directors for service during fiscal year 2016. The share awards vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 20,550 share awards granted to employees. The vested amounts includes 6,000 share awards granted to Mr. Fraser. | ||||
[4] | Includes 19,386 share awards granted to non-employee directors for service during fiscal year 2015. The shares vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 16,800 share awards granted to employees. | ||||
[5] | Forfeitures includes awards that were granted in fiscal years 2016 and 2015 to certain employees that were forfeited at the termination of their employment. |
Summary of Activity for Time-70
Summary of Activity for Time-Based Stock Awards (Parenthetical) (Detail) - Time Based Shares - shares | 12 Months Ended | |||
Jul. 31, 2016 | Jul. 31, 2015 | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Time based stock awards granted | 177,799 | [1] | 68,774 | [2] |
Time based stock awards Vested | 39,557 | [3] | 36,186 | [4] |
Non-Employee Directors | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Time based stock awards granted | 19,007 | 19,386 | ||
Time based stock awards Vested | 19,007 | 19,386 | ||
Employees | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Time based stock awards granted | 7,000 | 8,000 | ||
Time based stock awards Vested | 20,550 | 16,800 | ||
Employees and Executives | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Time based stock awards granted | 71,792 | 41,388 | ||
Christopher T. Fraser | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Time based stock awards granted | 80,000 | |||
Time based stock awards Vested | 6,000 | |||
Stock awards granted, vesting period | 5 years | |||
Stock awards granted, vesting period, description | The share awards are to vest one third (1/3) at the end of years three, four and five of the service period. | |||
[1] | Includes 19,007 share awards granted to non-employee directors during fiscal year 2016. Includes 7,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 71,792 share awards granted to certain employees and executives during fiscal year 2016 which are expected to vest on October 31, 2018. Also includes 80,000 share awards granted to Mr. Fraser which vest over a service period of five years beginning on August 1, 2015. The share awards are to vest one third (1/3) at the end of years three, four and five of the service period. The Company recognizes compensation expense related to the awards over the respective service period. | |||
[2] | Includes 19,386 shares awards granted to non-employee directors during fiscal year 2015. Includes 8,000 share awards granted to certain employees vesting over one or two years from the date of grant. Includes 41,388 share awards granted to certain employees and executives during fiscal year 2015 which are expected to vest on July 31, 2016. The Company recognizes compensation expense related to the awards over the respective service period. | |||
[3] | Includes 19,007 share awards granted to non-employee directors for service during fiscal year 2016. The share awards vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 20,550 share awards granted to employees. The vested amounts includes 6,000 share awards granted to Mr. Fraser. | |||
[4] | Includes 19,386 share awards granted to non-employee directors for service during fiscal year 2015. The shares vest on the date of grant, and the Company recognizes compensation expense related to the awards over the respective service periods in accordance with GAAP. Includes 16,800 share awards granted to employees. |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 12 Months Ended | ||
Jul. 31, 2016SegmentFacilityCountry | Jul. 31, 2015 | Jul. 31, 2014 | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | Segment | 2 | ||
International | |||
Segment Reporting Information [Line Items] | |||
Number of facilities dedicated to manufacturing blending and distributing products | 15 | ||
Number of countries in which facilities dedicated to manufacturing blending and distributing products operates | Country | 7 | ||
United States | |||
Segment Reporting Information [Line Items] | |||
Number of facilities dedicated to manufacturing blending and distributing products | 4 | ||
Percentage of long lived assets dedicated to manufacturing blending and distributing products | 59.00% | ||
Customer Concentration Risk | Electronic Chemicals | Sales | |||
Segment Reporting Information [Line Items] | |||
Revenue generated from single external customer | 26.00% | 23.00% | 15.00% |
Customer Concentration Risk | Wood Treating | Sales | |||
Segment Reporting Information [Line Items] | |||
Revenue generated from single external customer | 13.00% |
Segment Information (Detail)
Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | ||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | $ 75,301 | $ 75,168 | $ 70,859 | $ 76,650 | $ 75,993 | $ 73,964 | $ 79,762 | $ 90,779 | $ 297,978 | $ 320,498 | $ 353,406 | |
Depreciation and amortization | 14,534 | 13,531 | 14,117 | |||||||||
Income from operations | 7,085 | $ 7,029 | $ 6,137 | $ 7,320 | 5,842 | $ 4,761 | $ 3,167 | $ 2,819 | 27,571 | 16,589 | 3,951 | |
Total assets | 237,028 | 242,359 | 237,028 | 242,359 | ||||||||
Operating Segments | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 297,978 | 320,498 | 353,406 | |||||||||
Depreciation and amortization | [1] | 14,534 | 13,531 | 14,117 | ||||||||
Income from operations | [2] | 27,571 | 16,589 | 3,951 | ||||||||
Goodwill and intangible assets, net | 56,134 | 58,968 | 56,134 | 58,968 | 40,948 | |||||||
Total assets | 237,028 | 242,359 | 237,028 | 242,359 | 250,858 | |||||||
Operating Segments | Electronic Chemicals | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 261,523 | 265,608 | 253,754 | |||||||||
Depreciation and amortization | [1] | 11,832 | 12,257 | 13,240 | ||||||||
Income from operations | [2] | 32,141 | 21,787 | 14,089 | ||||||||
Goodwill and intangible assets, net | 17,625 | 19,778 | 17,625 | 19,778 | 23,065 | |||||||
Total assets | 165,561 | 169,355 | 165,561 | 169,355 | 192,402 | |||||||
Operating Segments | Other Chemicals | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 36,455 | 54,820 | 99,514 | |||||||||
Depreciation and amortization | [1] | 1,149 | 626 | 400 | ||||||||
Income from operations | [2] | 12,631 | 8,735 | 8,390 | ||||||||
Goodwill and intangible assets, net | 38,509 | 39,190 | 38,509 | 39,190 | 17,883 | |||||||
Total assets | 53,798 | 58,878 | 53,798 | 58,878 | 41,178 | |||||||
Other Activities | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 70 | 138 | ||||||||||
Depreciation and amortization | [1] | 1,553 | 648 | 477 | ||||||||
Income from operations | [2] | (17,201) | (13,933) | (18,528) | ||||||||
Total assets | $ 17,669 | $ 14,126 | $ 17,669 | $ 14,126 | $ 17,278 | |||||||
[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, which are included in the Other Activities column. |
Geographic Data (Detail)
Geographic Data (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | ||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | $ 75,301 | $ 75,168 | $ 70,859 | $ 76,650 | $ 75,993 | $ 73,964 | $ 79,762 | $ 90,779 | $ 297,978 | $ 320,498 | $ 353,406 | |
Property, plant and equipment, net | [1] | 79,739 | 80,589 | 79,739 | 80,589 | |||||||
United States | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 162,427 | 183,384 | 212,903 | |||||||||
Property, plant and equipment, net | 47,118 | 45,257 | 47,118 | 45,257 | ||||||||
International | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 135,551 | 137,114 | $ 140,503 | |||||||||
Property, plant and equipment, net | $ 32,621 | $ 35,332 | $ 32,621 | $ 35,332 | ||||||||
[1] | In fiscal year 2016, as part of the Company’s ongoing review of its Milan production facilities, the Company determined that certain other facilities had excess capacity sufficient to absorb the manufacturing operations of one of its Milan plants. As a result, the Company committed to sell properties with a total estimated fair value, less costs to sell, of approximately $4.3 million at July 31, 2016. Assets held for sale are included in Prepaid expenses and other in Current assets. The Company expects the sale of the properties to be completed during fiscal year 2017. The fair value measurements were based on recent valuation appraisals. |
Restructuring and Realignment74
Restructuring and Realignment Events - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Restructuring Cost And Reserve [Line Items] | |||
Accelerated depreciation | $ 295,000 | $ 900,000 | |
Asset retirement obligation | 168,000 | 811,000 | $ 3,870,000 |
Depreciation expense | 12,900,000 | 17,500,000 | 16,500,000 |
Non-cash Impairment charges | 0 | 0 | 2,741,000 |
Closed Facilities | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring charges over fiscal years 2016 and 2015 | $ 1,800,000 | 1,800,000 | |
Hydrofluoric Acid Business | |||
Restructuring Cost And Reserve [Line Items] | |||
Accelerated depreciation | 4,800,000 | ||
Severance Costs | $ 800,000 | ||
Bay Point Facility | |||
Restructuring Cost And Reserve [Line Items] | |||
Accelerated depreciation | 800,000 | ||
Asset retirement obligation | 3,700,000 | ||
Depreciation expense | $ 1,000,000 |
Restructuring and Realignment75
Restructuring and Realignment Events - Accrued Liability Associated with Restructuring and Other Related Charges (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Restructuring Cost And Reserve [Line Items] | |||
Accrued liability, Beginning balance | $ 902 | $ 2,725 | |
Charges | 101 | $ 3,925 | |
Payments | (156) | (1,548) | (1,136) |
Adjustment | 11 | (376) | (64) |
Accrued liability, Ending balance | 757 | 902 | 2,725 |
Employee costs | |||
Restructuring Cost And Reserve [Line Items] | |||
Accrued liability, Beginning balance | 716 | 1,888 | |
Charges | 2,631 | ||
Payments | (4) | (882) | (698) |
Adjustment | 9 | (290) | (45) |
Accrued liability, Ending balance | 721 | 716 | 1,888 |
Decommissioning and Environmental | |||
Restructuring Cost And Reserve [Line Items] | |||
Accrued liability, Beginning balance | 169 | 810 | |
Charges | 90 | 1,260 | |
Payments | (135) | (654) | (438) |
Adjustment | 2 | (77) | (12) |
Accrued liability, Ending balance | 36 | 169 | 810 |
Other | |||
Restructuring Cost And Reserve [Line Items] | |||
Accrued liability, Beginning balance | 17 | 27 | |
Charges | 11 | 34 | |
Payments | $ (17) | (12) | |
Adjustment | (9) | (7) | |
Accrued liability, Ending balance | $ 17 | $ 27 |
Restructuring and Realignment76
Restructuring and Realignment Events - Schedule of Changes in Asset Retirement Obligation Associated with Realignment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2016 | Jul. 31, 2015 | |
Restructuring And Related Activities [Abstract] | ||
Asset retirement obligation, Beginning balance | $ 811 | $ 3,870 |
Charges | 129 | 671 |
Payments | (772) | (3,721) |
Adjustment | (9) | |
Asset retirement obligation, Ending balance | $ 168 | $ 811 |
Selected Quarterly Financial 77
Selected Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 75,301 | $ 75,168 | $ 70,859 | $ 76,650 | $ 75,993 | $ 73,964 | $ 79,762 | $ 90,779 | $ 297,978 | $ 320,498 | $ 353,406 |
Gross profit | 28,857 | 29,158 | 28,233 | 29,260 | 26,516 | 26,815 | 28,555 | 27,591 | 115,508 | 109,477 | 103,499 |
Operating income | 7,085 | 7,029 | 6,137 | 7,320 | 5,842 | 4,761 | 3,167 | 2,819 | 27,571 | 16,589 | 3,951 |
Income before income taxes | 6,523 | 8,522 | 6,034 | 7,151 | 5,535 | 2,827 | 8,534 | 1,988 | 28,230 | 18,884 | 266 |
Net income/(loss) | $ 3,743 | $ 6,362 | $ 3,979 | $ 4,591 | $ 3,328 | $ 2,135 | $ 5,490 | $ 1,185 | $ 18,675 | $ 12,138 | $ (988) |
Net income per share | |||||||||||
- basic | $ 0.32 | $ 0.54 | $ 0.34 | $ 0.39 | $ 0.29 | $ 0.18 | $ 0.47 | $ 0.10 | $ 1.59 | $ 1.04 | $ (0.09) |
- diluted | $ 0.31 | $ 0.53 | $ 0.33 | $ 0.39 | $ 0.28 | $ 0.18 | $ 0.47 | $ 0.10 | $ 1.57 | $ 1.03 | $ (0.09) |
Schedule II - Valuation And Q78
Schedule II - Valuation And Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2014 | |
Allowance for Doubtful Accounts | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | $ 144 | $ 272 | $ 224 |
Charged to costs and expenses | 7 | 108 | |
Additions/ Deductions | 59 | (128) | (60) |
Balance at end of period | 210 | 144 | 272 |
Inventory Valuation and Obsolescence | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | 481 | 290 | 180 |
Charged to costs and expenses | 173 | 941 | 221 |
Additions/ Deductions | (750) | (111) | |
Balance at end of period | 654 | 481 | 290 |
Valuation Allowance on Deferred Tax Assets | |||
Valuation And Qualifying Accounts Disclosure [Line Items] | |||
Balance at beginning of period | 2,016 | 1,725 | |
Charged to costs and expenses | (360) | 291 | 1,725 |
Additions/ Deductions | 1,239 | ||
Balance at end of period | $ 2,895 | $ 2,016 | $ 1,725 |